47
Legal
1. Notices, Disclaimers, and Terms of Use
1. Limited Product Warranty. SP by Design Inc warrants to the Client that the Products shall
substantially conform to SP by Design Inc’s specification for a period of 90 days from the date of
the original purchase by the end user (the "Warranty Period"). As SP by Design Inc's sole obligation
and Client's exclusive remedy for any breach of warranty, SP by Design Inc agrees, at its sole option,
to (i) use reasonable efforts to repair the Product with new or refurbished replacement parts; (ii) replace
the Product with a new or refurbished unit; or (iii) refund the purchase price, provided Client returns
the defective Products to SP by Design Inc with proof of purchase and SP by Design Inc's authorization.
SP by Design Inc's warranty hereunder does not apply in case of any damage caused by accident, abuse,
misuse, misapplication, or alteration of any kind performed by anyone other than SP by Design Inc. The
Products are not designed or licensed for use in mission-critical applications, or in hazardous
environments, requiring fail-safe controls, including without limitation operation of nuclear facilities,
aircraft navigation or communication systems, air traffic control, or life support or weapons systems.
Without limiting the generality of the foregoing, SP by Design Inc specifically disclaims any express or
implied warranty or condition of fitness for such purposes. SP by Design Inc's warranty does not, in any
event, apply to physical damage to the surface of the Product or replacement. SP by Design Inc shall
have no obligation with respect to any data stored in the Product.
Except as expressly stated in this section, SP by Design Inc makes no warranties or includes any
conditions with respect to the products, express or implied, including, but not limited to, the implied
warranties or conditions of merchantability, fitness for a particular purpose and no infringement.
2. Liability Limitation. In no event shall SP by Design Inc be liable to Client, (and Client hereby waives
any indirect, special, incidental, or consequential damages in connection with) the transactions
contemplated by this agreement, whether or not such damages were foreseen, or their likelihood
disclosed. SP by Design Inc shall not be liable to Client or any third party claiming through Client, for
any damages of any kind in excess of the amounts paid by Client under the terms of this agreement
with respect to the products giving rise to such damages. Some jurisdictions do not allow the exclusion
of or limitation on implied conditions, warranties or damages, thus some of the foregoing may not apply
to Client.
3. Intellectual Property Rights. Hardware and Software are proprietary to SP by Design Inc or its
suppliers and are subject to copyright and other intellectual property laws. Client’s only rights with
respect to any SP by Design Inc software included with the Products shall be provided, under the terms
of SP by Design Inc's software license. The title to all SP by Design Inc Software remains with SP by
Design Inc. Client agrees that SP by Design Inc retains ownership of all rights, title and interest in all
intellectual property, works of authorship, trade secrets and like’s in all aspects of the Product(s). Client
and its affiliates and subcontractors agree not to reverse engineer any aspect of the Software and/or
Products supplied under this agreement and further agree to pay assessed damages should such action
take place.
4. Copyright and Copies. The Software (including any copy thereof) is owned by SP by Design Inc or its
suppliers and is protected by United States, Canada, European, Brazilian and Australian copyright and
patent laws and international treaty provisions. The Software copy is licensed to you the client, not sold
to you, and you (the client) are not an owner of any copy thereof. You may make one copy of the
software for backup or archival purposes. You may not otherwise copy the software, except as
authorized by applicable law, nor the written materials accompanying the Software. SP by Design Inc
hereby reserves all rights not explicitly granted in this license agreement.