Terms of Use for Secure Site
Important notice: this is a legal
agreement between Sokkia Corporation and the user of this Web Site (the
“Site”), which is covered by these terms of use (the
“Terms of Use”). This Site contains proprietary information and
materials belonging to Sokkia Corporation and its affiliates. By clicking
the “I accept” check box and using this Site, you hereby agree to
be bound by the terms stated within this Terms of Use. If you do not
agree to the terms and conditions stated in this Terms of Use, you are
not authorized to use this Site and any access without clicking the
“I accept” check box shall be considered as unauthorized access
to a proprietary Web Site which shall give rise to actionable claims
by Sokkia Corporation against you under applicable law or any other
legal theory, including, without limitation, claims based on contract,
tort, negligence, strict liability, or any other basis
1. OVERVIEW
This Web Site is designed to provide
general information about Sokkia Corporation, its Products and services.
In addition, You have also been granted access to this Site so that
You may download certain materials in connection with your distribution,
sale or use of the Products. All such downloads are governed by these
Terms of Use.
Nothing contained on this Site is intended
to offer or does offer advice or recommendations with regard to the
conduct, operation or results of business practices or to be a substitute
for the professional advice of engineers, registered surveyors and others
involved in the fields in which Sokkia Corporation offers Products for
sale. Many of the Products are intended for use by professionals or
other entities licensed by government authorities. You should only use
such Products if you have the requisite professional training or duly
issued license.
This Site and its contents are intended
to comply with the laws and regulations of the United States. All visitors
agree to follow United States laws and regulations.
2. ACCEPTANCE OF TERMS
Sokkia Corporation provides this information
to you, subject to the following terms, conditions and notices contained
or referenced herein, which govern use of this Site. By using this Site,
you signify your agreement to these Terms of Use. If you do not agree
to all of these Terms of Use, please do not use this Site. We reserve
the right, at our discretion to update or revise the Terms of Use, with
or without notice, so please check back periodically for changes. Your
continued use of this Site following the posting of any changes to these
Terms of Use constitutes acceptance of those changes.
3.
Sokkia Corporation PRIVACY POLICY
Information you provide through this
Site is subject to Sokkia Corporation’s Privacy Statement. For information
about Sokkia Corporation’s Privacy Statement,
click
here. Sokkia Corporation shall
be free to use this information for statistical evaluations and to ensure
uninterrupted proper operation of this Site. In addition, if you give
any feedback to Sokkia Corporation, it shall be deemed that the content
is not confidential. Sokkia Corporation shall be free to use any ideas,
concepts, know-how or techniques contained in your feedback for any
purpose and to reproduce and disclose the information to third parties
without limitation, without notice or compensation to any person or
entity.
4. TRACKING SYSTEMS
We may use tracking systems, log files,
and cookies to obtain and collect information about you. We use cookies
to personalize our Site. Cookies also enable us to recognize you when
you return to our Site, and provide additional functionality to you.
By using this Site you agree to this
tracking and agree to let third parties (contracted by us) to place
cookies on your computer hard drive.
If you have any questions regarding our
use of your information, please see Sokkia Corporation’s online Privacy
Statement.
5. GOVERNMENT REGULATIONS
Sokkia Corporation’s prime business
is that of precision positioning equipment, including GPS systems, GIS
equipment, laser, optical surveying, and machine control products (the
“Products”). This Site contains information about these Products
which may or may not be available in any particular country, and where
applicable, may be approved or cleared by a government regulatory body
for sale or use with different indications and restrictions in different
countries.
Sokkia Corporation's internal policies
seek to comply with all applicable regulatory laws and regulations in
countries where its Products are distributed.
Further, the documents and related graphics
published on this Site could include technical inaccuracies or typographical
errors. Changes are periodically added to the information herein. Sokkia
Corporation may make improvements and/or changes in the Product(s) and/or
program(s) described herein at any time.
Nothing contained on this Site should
be construed as a promotion or solicitation for any Product or for the
use of any Product in a particular way, which is not authorized by any
applicable law or regulation. Specific questions about the availability
and use of Products described on this Site should be directed to your
local Sokkia Corporation distributor or representative.
6. LINKS TO THIRD-PARTY SITES
This Site may contain links to other
web sites (“Linked Sites”). The Linked Sites are not under the control
of Sokkia Corporation and Sokkia Corporation is not responsible for
the contents of any Linked Site, including without limitation, any link
contained on a Linked Site, or any changes or updates to a Linked Site.
Sokkia Corporation is providing Linked Sites to you only as a convenience,
and the inclusion of such Linked Sites is not an endorsement by Sokkia
Corporation in favor of any Linked Site, or the services or products
on such Linked Site.
7. NO UNLAWFUL OR PROHIBITED USE
As a condition of your use of this Site,
you warrant that you will not use this Site for any purpose that is
unlawful or prohibited by the Terms of Use. You may not use this Site
in any manner that could damage, disable, overburden, or impair the
Site or any user of this Site, or interfere with any other party’s
use of this Site. You also agree that you will not upload or transmit
any communications or content of any type that infringes or violates
any rights of any party.
8. CONFIDENTIALITY
During your use of this Site, you may
acquire, learn of, have access to, and have the opportunity to be apprised
of Confidential Information (hereafter defined) concerning Sokkia Corporation
and its affiliate and related entities.
"Confidential Information"
means all confidential and/or proprietary information and materials
concerning Sokkia Corporation, its affiliates and licensors, including
matters of a technical nature (such as Product information, proposed
Product information, technical information, information concerning the
performance of Products and new or proposed technologies), matters of
a business nature (such as the identity of Sokkia Corporation customers,
leads, marketing strategies, suppliers, pricing lists and policies,
financial information) and any similar information. Confidential Information
also includes, to the extent not covered above, any and all Software,
Product information, manuals, price lists, brochures, specifications
and any other item you download from this Site (“Downloaded Material”).
Confidential Information does not include information: (1) which you
can demonstrate through written materials was lawfully known to you
prior to disclosure by Sokkia Corporation; (2) which is known to the
public generally at the time of disclosure to you, (other than through
your fault); (3) which is communicated to you by a person having no
relationship with Sokkia Corporation and having no duty of confidentiality
with respect to the information; or (4) which is subsequently independently
discovered by you without use of the Confidential Information.
You may only use the Confidential Information
to fulfill your obligations under this Terms of Use or any Sokkia Corporation
Agreement and may not otherwise disclose the Confidential Information
to any third party. You will treat Sokkia Corporation’s Confidential
Information with a degree of care no less stringent than the degree
of care that you would use in safeguarding your own most valuable trade
secrets. Under no circumstances are you permitted to disclose the Confidential
Information to a competitor of Sokkia Corporation. If you become legally
compelled to disclose any Confidential Information, you will give Sokkia
Corporation immediate notice so that Sokkia Corporation may seek a protective
order or other remedy and you will assist Sokkia Corporation in obtaining
such relief.
All Confidential Information is the sole
property of Sokkia Corporation and must be delivered to Sokkia Corporation
upon the termination of your access to this Site or at the earlier request
of Sokkia Corporation. Your obligations hereunder shall survive any
termination of your access to this Site. You will advise all your employees
and independent contractors of these obligations with respect to any
Confidential Information.
9. OWNERSHIP
As part of your access to this Site,
Sokkia Corporation has made available to you the Downloaded Material.
This Downloaded Material is provided to you solely in connection with
your relationship as a Sokkia Corporation distributor, end-user and/or
purchaser of Products and is not otherwise transferable. You agree not
to provide, make available or offer, the Downloaded Materials or any
information on this Site, to a competitor of Sokkia Corporation.
Sokkia Corporation has the sole and exclusive
ownership of, and retains at all times all rights, title and interest
in and to, the Product and proprietary information available on this
Site and the Downloaded Material (including all intellectual property
rights embodied therein or associated therewith). All copyright rights
in the materials displayed, including, without limitation, the Downloaded
Materials, text, images, photographs, graphics, user interface, audio
and video clips and other content provided on this Site, and the selection,
coordination, and arrangement of such content, are owned by Sokkia Corporation
or its third-party licensors, to the fullest extent provided under the
United States Copyright Act and all international conventions and other
copyright laws.
You hereby agree and acknowledge that
you have no rights in or access to any source code relating to this
Site, the Downloaded Material or any Software available on this Site.
The term “Software” as used in this Terms of Use, means such Product
made available to you by Sokkia Corporation either as (i) built into
Products delivered to you (e.g. firmware or operating systems), (ii)
applications software for use in or with the Products; and/or (iii)
any other software delivered to you by Sokkia Corporation. You shall
not (i) modify, adapt, translate, make derivative works or, decompile,
disassemble or otherwise reverse-engineer any content of this Site,
any Product or Software or any portion thereof, and/or (ii) make such
content or Products available to a third party, for any purpose except
as expressly permitted by this Terms of Use or the applicable Sokkia
Corporation Agreement (defined below). Sokkia Corporation may freely
and without advising you or the end users, take steps to prevent unauthorized
copying and use of any content from this Site, Downloaded Material,
any Products or other proprietary information. Your sales representatives,
agents and sub-dealers are bound by the same obligations regarding the
Site content and Sokkia Corporation products as set forth herein.
This Site and the information contained
herein are for informational purposes only. Any reproduction, retransmission
or copying of any materials or design elements of this Site is strictly
prohibited, without the prior written consent of Sokkia Corporation.
Requests for permission to reproduce any information contained on this
Site should be addressed to Topcon America Corporation, 111 Bauer Drive
Oakland NJ 07436 Attn.: Legal Department.
Notwithstanding the above, Sokkia Corporation
authorizes you to make one (1) electronic or paper copy of the information
posted on any page on this Site, provided that the copy is used solely
for non-commercial, personal purposes, and further provided that any
such copy remains protected by all copyright, trademarks, service marks,
and other proprietary notices and legends contained on the Site. Systematic
retrieval of data or other content from this site to create or compile,
directly or indirectly, a collection, compilation, database or directory
without written permission of Sokkia Corporation is prohibited.
10. NO LICENSE OR RIGHT FOR YOU TO
USE INTELLECTUAL PROPERTY PATENTS, COPYRIGHTS OR TRADEMARKS
Nothing in this Site or in the Downloaded
Materials shall be construed as conferring by implication, estoppel
or otherwise, any license or right to use in any form or manner any
intellectual property, including, without limitation, patents, copyrights,
trademarks or trade secrets, except as permitted pursuant to the Sokkia
Corporation Agreements. Please be advised that Sokkia Corporation protects
its intellectual property rights to the fullest extent of the law. You
hereby acknowledge that your right to use or distribute any Product
or Downloaded Material shall be covered separately under either the
Sokkia Corporation Distributor Agreement, Sokkia Corporation Software
License Agreement, and/or Sokkia Corporation Terms of Sale between you
and Sokkia Corporation, as applicable, granting you the right to distribute
or use the Products (individually or collectively known as the “Sokkia
Corporation Agreement”). You hereby acknowledge that you are bound
by the terms and conditions of any Sokkia Corporation Agreements executed
by you and to the extent there is any conflict between this Terms of
Use and any Sokkia Corporation Agreement, the terms and conditions under
the Sokkia Corporation Agreement shall prevail.
Without the written permission of Sokkia
Corporation, you may not frame any of the content of this Site, or incorporate
into another web site or other service the intellectual property of
Sokkia Corporation.
Sokkia Corporation will endeavor to remove
in a timely manner any posted submission which infringes the copyright
of any person under the laws of the United States upon receipt of written
notice in conformance with 17 U.S.C. § 512(c)(3). United States law
provides significant penalties for submitting such a statement falsely.
11. TRADE AND SERVICE MARK RIGHTS
All rights in the Product names, company
names, domain names, trade names, logos, Product packaging and designs
of all Sokkia Corporation or third-party products or services, whether
or not appearing in large print or with the trademark symbol (collectively,
“Trademarks”), belong exclusively to Sokkia Corporation or their
respective owners, and are protected from reproduction, imitation, dilution
or confusing or misleading uses under national and international trademark
and copyright laws. All goodwill arising from the use of Trademarks
inures to Sokkia Corporation (or its licensors or affiliates, as the
case may be). The use or misuse of these Trademarks or any materials,
except as permitted herein, is expressly prohibited and nothing stated
or implied on this Site confers on you any license or right under any
patent or trademark of Sokkia Corporation or any third party. You may
not use any of the Trademarks in your corporate name, trade name(s)
or domain name(s). You may not register any trademark which is or includes
a Trademark.
On all written publications and advertisements
which incorporate original materials provided by Sokkia Corporation,
including, without limitation, any Software documentation, you shall
place the copyright notice symbol ©, the year of publication, and the
name Sokkia Corporation. For example, “©2005 by Sokkia Corporation
All Rights Reserved;” is an acceptable copyright notice.
12. DISCLAIMER OF WARRANTIES
– LIMITATIONS OF LIABILITY
SOKKIA CORPORATION WILL USE REASONABLE
EFFORTS TO INCLUDE ACCURATE, COMPLETE AND UP-TO-DATE INFORMATION ON
THIS SITE AND THE DOWNLOADED MATERIALS, BUT SOKKIA CORPORATION MAKES
NO WARRANTIES OR REPRESENTATIONS WITH REGARD TO THE SITE OR THE LINKED
SITES, INCLUDING, BUT NOT LIMITED TO, THE ACCURACY, COMPLETENESS OR
FREQUENCY THAT IT IS UPDATED, OR ADEQUACY OF, OR THE SUITABILITY, FUNCTIONALITY,
AVAILABLITY OR OPERATION OF THIS SITE OR THE INFORMATION OR MATERIALS
IT CONTAINS. ALL SUCH INFORMATION IS PROVIDED “AS IS” WITHOUT WARRANTY
OF ANY KIND.
BY USING THIS SITE AND BEING GRANTED
ACCESS TO THE DOWLOADED MATERIALS, YOU ASSUME THE RISK THAT THE INFORMATION
AND MATERIALS CONTAINED THEREIN MAY BE INCOMPLETE, INACCURATE, OUT-OF-DATE
OR, MAY NOT MEET YOUR SPECIFIC NEEDS OR REQURIEMENTS.
SOKKIA CORPORATION SPECIFICALLY DISCLAIMS
ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
ALL INFORMATION AND RELATED MATERIALS
ON THIS SITE AND THE DOWLOADED MATERIALS ARE SUBJECT TO CHANGE WITHOUT
NOTICE.
ALL USERS AGREE THAT ACCESS TO THIS SITE,
THE DOWLOADED MATERIALS AND USE OF SUCH INFORMATION IS AT THEIR OWN
RISK, AND THAT NEITHER SOKKIA CORPORATION NOR ANY PARTY CREATING, SERVING
OR DELIVERING THIS SITE SHALL BE LIABLE FOR ANY DAMAGES OF ANY KIND,
INCLUDING, WITHOUT LIMITATION, ANY SPECIAL, EXEMPLARY, DIRECT OR INDIRECT,
INCIDENTAL, OR CONSEQUENTIAL OR PUNITIVE DAMAGES (EVEN IF SOKKIA CORPORATION
HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE) ARISING OUT OF ACCESS
TO, OR USE OF THE INFORMATION CONTAINED ON THIS SITE OR THE DOWNLOADED
MATERIALS OR ANY ERRORS OR OMISSIONS, MISPRINTS, OUT-OF-DATE INFORMATION,
TECHNICAL OR PRICING INACCURACIES, TYPOGRAPHICAL OR OTHER ERRORS APPEARING
ON THIS SITE OR THE DOWNLOADED MATERIALS. THIS LIMITATION INCLUDES DAMAGES
TO, OR FOR ANY VIRUS THAT MAY INFECT YOUR COMPUTER EQUIPMENT.
THESE LIMITATIONS APPLY WHETHER THE ALLEGED
LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY,
OR ANY OTHER BASIS, EVEN IF SOKKIA CORPORATION HAS BEEN ADVISED OF THE POSSIBILITY
OF SUCH DAMAGE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION
OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SOKKIA CORPORATION’
LIABILITY IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE EXTENT PERMITTED
BY LAW.
13. INDEMNIFICATION
Upon request by Sokkia Corporation, you
agree to defend, indemnify and hold harmless Sokkia Corporation and
its subsidiaries, affiliates, officers, agents, co-branders or other
partners and employees from all liabilities, claims and expenses, including
reasonable attorneys’ fees, made by any third party due to or arising
out of content you submit, post to or transmit through this Site, your
use of the Site, your violation of the Terms of Use or your violation
of any rights of another.
14. CHOICE OF LAW AND FORUM
These Terms of Use shall be governed
by and construed in accordance with the laws of the State of New Jersey,
excluding its conflict of law rules. You and Sokkia Corporation expressly
agree to submit to the exclusive jurisdiction and venue of the courts
in Bergen County, New Jersey, in all disputes arising out of or relating
to the use of this Site.
15. EXPORT
As a condition of your use of this Site,
you warrant that you will not use this Site, the Downloaded Materials
or any software or information contained therein for any purpose that
is illegal under U.S. or other applicable export control or sanctions
laws or regulations, including, but not limited to the U.S. Export Administration
Regulations. In particular, you warrant that you will not:
a) export, re-export,
transfer or release the software or information to countries that are
embargoed or sanctioned under U.S. or other applicable laws or regulations.
b) export, re-export,
transfer or release the software or information to persons to whom such
access is prohibited under U.S. or other applicable laws or regulations;
b) use any software
or information contained in this Site in any end-uses prohibited under
U.S. or other applicable laws or regulations, including, but not limited
to, the research on or design, development, construction, production,
stockpiling, testing, operation, use, or maintenance of missiles, unmanned
air vehicles nuclear explosive devices or nuclear propulsion projects,
chemical or biological weapons or the related parts, components or subsystems
of any of the foregoing.
You further warrant that you are not
a person appearing on the U.S. Department of Commerce Denied Persons
List, Entities List, Unverified List, or the U.S. Department of Treasury's
Specially Designated List or any of the lists provided at http://www.bis.doc.gov/complianceandenforcement/liststocheck.htm.
16. SEVERABILITY AND INTEGRATION
Unless otherwise specified herein, these
Terms of Use governs your use of this Site, superseding any prior or
contemporaneous communications and proposals (whether oral, written
or electronic) between you and Sokkia Corporation. If any portion of
this Terms of Use statement is held invalid or unenforceable, that portion
shall be construed in a manner consistent with applicable law to reflect,
as nearly as possible, the original intention of the parties, and the
remaining portions shall remain in full force and effect.
17. NO WAIVER
The failure of Sokkia Corporation to
enforce any provisions of these Terms of Use or respond to a breach
by you or other parties shall not in any way waive its right to enforce
subsequently any terms or conditions of this statement or to act with
respect to similar breaches.
18. MISCELLANEOUS
You agree that no joint venture, partnership,
employment, or agency relationship will exist between you and Sokkia
Corporation as a result of this Terms of Use statement or your use of
this Site. Nothing contained in this Terms of Use statement is in derogation
of Sokkia Corporation’s right to comply with governmental, court and
law enforcement requests or requirements relating to your use of this
Site or information provided to or gathered by Sokkia Corporation with
respect to such use. A printed version of this Terms of Use statement
and of any notice given in electronic form shall be admissible in judicial
or administrative proceedings based upon or relating to this Terms of
Use statement to the same extent and subject to the same conditions
as other business documents and records originally generated and maintained
in printed form.
19. TERMINATION
Sokkia Corporation reserves the right,
in its sole discretion, to terminate your access to all or part of this
Site, with or without notice. Sokkia Corporation also reserves the right
at any time and from time to time to modify or discontinue, temporarily
or permanently, the Site (or any part thereof) with or without notice
for any reason or no reason whatsoever. Sokkia Corporation shall not
be liable to you or any third party for any modification, suspension
or discontinuance of this Site.
Copyright© 2010 Sokkia Corporation
All rights reserved.
