Terms of Use

Jasper Design Automation Inc.
Web Site Terms of Use

Welcome, and thank you for your interest in Jasper Design Automation Inc., (“Jasper”) and our web site located at www.jasper-da.com (the “Jasper Site”).  We are pleased to offer you access to the Jasper Site, conditioned on your acceptance without modification of the following Terms of Use, including the Privacy Policy (collectively, the “Terms”).

PLEASE READ THE FOLLOWING TERMS OF USE CAREFULLY, AS THEY CONSTITUTE A BINDING LEGAL AGREEMENT BETWEEN YOU AND JASPER.  BY ACCESSING, BROWSING, DOWNLOADING MATERIALS AND/OR OTHERWISE USING THE JASPER SITE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND, ON BEHALF OF YOURSELF AND ANY ENTITY ON WHOSE BEHALF YOU ARE USING THE JASPER SITE, AGREE TO BE BOUND BY THE FOLLOWING TERMS, THE PRIVACY POLICY, AND ANY OTHER APPLICABLE GUIDELINES (AS DEFINED BELOW).  IF YOU DO NOT AGREE TO THESE TERMS, THEN PLEASE DO NOT USE THE JASPER SITE.

If you have any questions about these Terms, you may contact us at info@jasper-da.com.

1.    Eligibility; Registration Information and Password; Jasper Site Access. 

a)   Generally.  In the event you are accessing the Jasper Site on behalf of a corporate or other entity, references to “you” herein shall be deemed to refer to you in your individual capacity, as well as to the entity on whose behalf you are accessing the site.  By using the Jasper Site, you represent that you are at least 18 years of age and have not been previously suspended or removed from the Jasper Site.  Jasper reserves the right to block and/or suspend access to the Jasper Site to any user at any time for any reason.

b)   Permission.  Subject to your compliance with these Terms and all applicable laws, Jasper grants you limited and revocable permission to access and use the features of the Jasper Site for which you have a current and valid registration to access, where applicable, in each case solely for your individual purposes, as set forth in these Terms and consistent with the intended features of the Jasper Site. 

2.             Privacy Policy.  Your privacy is important to Jasper.  The Jasper Privacy Policy [www.jasper-da.com/privacy_policy.html] (the “Privacy Policy”) is hereby incorporated into these Terms by reference.  Please read this policy carefully for information relating to our collection, use, and disclosure of your personally identifiable information.  By using the Jasper Site, you represent and warrant that you have read and agree to the practices described in the Privacy Policy.  The practices described in the Jasper Privacy Policy apply only to our use of information supplied by you to Jasper through the Jasper Site.

3.             Formal Expert.  Certain features of the Jasper Site, including without limitation the Formal Expert support segment (“Formal Expert”) require you to register for an account.  By registering for an account to access Formal Expert (and by later accessing Formal Expert), you represent, warrant, and covenant that you are an active and current employee of an entity that is a Jasper customer with an active and current Software License Agreement and support plan authorizing such access (a “Licensee”), and that the Licensee has authorized you to access Formal Expert on its behalf. You agree to keep your account information accurate and up to date at all times. You understand and agree that all access and use of Formal Expert is pursuant and subject to Licensee’s Software License Agreement, and that all information and materials, including any and all tools, releases, FAQs, manuals, tutorials, and application notes made available to you through Formal Expert are confidential and proprietary to Jasper, and your use of such materials is expressly limited to use in connection with software licensed to you pursuant to a current and active Software License Agreement with Jasper.  You agree to keep any access credentials issued to you confidential, and not to share them or your account with any other person.  You remain solely liable for all activities on the Formal Expert site initiated under your account credentials.

4.             Prohibited Conduct:  Your permission to use the Jasper Site is conditioned upon your compliance with the following restrictions.  You shall not do or attempt to do any of the following:

a)   Access or attempt to access content, materials, or features of the Jasper Site other than as intended and through the publicly accessible interface features of the Jasper Site consistent with your level of access;

b)   Access or attempt to access the Formal Expert site, or content or features associated therewith, other than in connection with bona fide support activities for a current and active Jasper customer that has authorized you to access Formal Expert on its behalf;

c)    Use the Jasper Site on behalf of any third party, or in connection with any type of “service bureau” activity;

d)   Impersonate another user, person, or entity, or misrepresent the source, identity, or content of information transmitted via the Jasper Site;

e)   Use any bot, spider, or other automated program or process to access the Jasper Site, except for the sole purpose of crawling the Jasper Site in connection with legitimate indexing services of commercially available general purpose search engines, and solely in compliance with our robots.txt file;

f)     Use the Jasper Site in any manner that in our sole discretion could damage, disable, overburden, or impair it or interfere with any other party's use and enjoyment of the Jasper Site; 

g)   Access or use the Jasper Site, or any part of it, other accounts, computer systems or networks connected to the Jasper Site, or any part of them, through hacking, password mining or any other means or interfere or attempt to interfere with the proper working of the Jasper Site or any activities conducted on the Jasper Site or 

h)   Modify the Jasper Site in any manner or form, nor use modified versions of the Jasper Site

i)     Use the Jasper Site for any illegal, unethical, fraudulent, misleading, or objectionable purpose or in breach of any law, regulation, or agreement, including without limitation CAN-SPAM or other regulations regarding unsolicited email or telephone marketing.

5.             Modification of the Site and Terms.  From time to time, Jasper may change, modify, add, or remove portions of the Jasper Site and/or these Terms, and reserves the right to do so in its sole discretion on a going forward basis.  If we modify the Terms, we will make them available through the Jasper Site, and indicate the date of the latest revision.  We encourage users to review the Terms periodically for changes.  All amended Terms automatically take effect the earlier of 30 days after they made available through the Jasper Site or your use of the Jasper Site with actual knowledge of the amended Terms, except that (i) disputes between you and Jasper will be governed by the version of the Terms that was in effect on the date the dispute arose and (ii) if you do not agree with any changes to the Terms, you may terminate these Terms by ceasing use of the Jasper Site.  Your continued use of the Jasper Site after revised Terms have become effective indicates that you have read, understood and agreed to the current version of the Terms.

6.             Ownership; Proprietary Rights.  The Jasper Site is owned and operated by Jasper Design Automation Inc.  The visual interfaces, graphics, design, compilation, information, computer code, products, software (including any downloadable materials), services, and all other elements of the Jasper Site provided by Jasper ("Materials") are protected by United States copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws.  All Materials, including all intellectual property rights therein, belong to Jasper or its affiliates and/or third party licensors.  All trademarks, service marks, and trade names are proprietary to Jasper or its affiliates and/or third party licensors.  Except as expressly authorized by Jasper, you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials.

7.             Third Party Sites, Products and Services; Links. The Jasper Site may include links to other web sites or services, solely as a convenience to users ("Linked Sites").  Jasper does not endorse any such Linked Sites or the information, material, products or services contained on other linked sites or accessible through other Linked Sites.  Furthermore, Jasper makes no express or implied warranties with regard to the information, material, products, or services that are contained on or accessible through linked sites.  Your correspondence or business or other dealings with advertisers or other third party service providers encountered on or through the Jasper Site is solely between you and such third party.  ACCESS AND USE OF LINKED SITES, INCLUDING THE INFORMATION, MATERIAL, PRODUCTS, AND SERVICES ON LINKED SITES OR AVAILABLE THROUGH LINKED SITES, IS SOLELY AT YOUR OWN RISK.  YOU AGREE THAT JASPER WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE OF ANY SORT INCURRED AS THE RESULT OF ANY SUCH DEALINGS OR AS THE RESULT OF THE PRESENCE OF SUCH THIRD PARTIES ON THE JASPER SITE.

8.             Disclaimers; No Warranties.  TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, JASPER AND ITS AFFILIATES, LICENSORS AND SUPPLIERS EXPRESSLY DISCLAIM ANY WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, AND NON-INFRINGEMENT.  JASPER DOES NOT WARRANT THE DATA, CONTENT, ANALYTICS, FEATURES, OR INFORMATION PROVIDED THROUGH THE JASPER SITE TO BE UNINTERRUPTED, ACCURATE, USEFUL, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS.  YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR EQUIPMENT, LOSS OF DATA, OR OTHER HARM THAT RESULTS FROM YOUR USE OF THE JASPER SITE, AND NOTHING ON THE JASPER SITE SHALL BE DEEMED OR INTERPRETED TO CONSTITUTE ANY WARRANTY WITH RESPECT TO ANY PRODUCT OR SERVICE OF JASPER OR ANY OF ITS SUPPLIERS, AFFILIATES, OR PARTNERS.SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.  YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE AND JURISDICTION TO JURISDICTION.

9.             Limitation of Liability and Damages.  UNDER NO CIRCUMSTANCES WILL JASPER OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD PARTY PARTNERS OR SUPPLIERS BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OR RELATED TO THE JASPER SITE, EVEN IF JASPER OR A JASPER AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  IN NO EVENT WILL JASPER’S OR ITS AFFILIATES’, CONTRACTORS’, EMPLOYEES’, AGENTS’, OR THIRD PARTY PARTNERS’ OR SUPPLIERS’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE JASPER SITE (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE JASPER SITE DURING THE TWELVE (12) MONTHS PRECEDING YOUR CLAIM. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

10.         Indemnification. You agree to indemnify, defend, and hold Jasper, its affiliates, contractors, employees, agents and its affiliates, suppliers, licensors, and partners harmless from any claims, losses, damages, liabilities, including legal fees and expenses, arising out of your use or misuse of the Jasper Site, your violation of these Terms or any law or regulation, or any breach of the representations, warranties, and covenants made by you in these Terms.  Jasper reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Jasper, and you agree to cooperate with our defense of these claims.  Jasper will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.

11.         Miscellaneous.  Except as explicitly stated otherwise, legal notices will be served on Jasper Design Automation Inc., at 707 California St. Mountain View, CA 94041.  Legal notices will be served on you by posting through the Site.  These Terms shall be governed in all respects by the laws of the State of California as they apply to agreements entered into and to be performed entirely within California between California residents, without regard to conflict of law provisions.  You agree that any claim or dispute you may have against Jasper must be resolved by a court located in the Northern District of California, unless agreed in writing otherwise by the parties.  If any provision of these Terms shall be unlawful, void, or for any reason unenforceable, then that provision will be reformed to the minimum extent necessary to make it valid and enforceable, or, if not capable of reformation, will be deemed severable from these Terms, and will not affect the validity and enforceability of any remaining provisions.  The Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, including by operation of law or otherwise, but may be assigned by Jasper without restriction.  The heading references herein are for convenience only, do not constitute a part of these Terms, and will not be deemed to limit or affect any of the provisions hereof.  These Terms (including the Privacy Policy) is the entire agreement between you and Jasper relating to the subject matter herein and will not be modified except in writing, signed by both parties, or by a change to the Terms, Privacy Policy, Submission Policy, or Guidelines made by Jasper as set forth herein.  Failure by Jasper at any time to require performance of any provision of these Terms will in no manner affect our right to enforce the same or any other provision at any other time.