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TYAN MEMBERSHIP AGREEMENT
Acceptance of terms of services

Please read the following terms and conditions carefully before your enrollment in and registration for "TYAN On-Line Technical Support". The services regarding "TYAN On-Line Technical Support" ("Services") will be provided to you subject to the following Terms of ServiceS (the "TOS"), and all terms and conditions contained and/or referenced herein or any additional terms and conditions set forth on this Website (collectively, "Terms and Conditions"). Accessing or using the Services indicates that you accept the Terms and Conditions.

Mitac International Corporation reserves the right to update or amend the Terms and Conditions or the TOS at any time without notice to you. Such updated or amended Terms and Conditions or TOS shall be effective upon posting on this Website.

Description of services

The memberships will be available from "TYAN On-Line Technical Support". EitherTYAN product owners or non-TYAN product users may enroll in "TYAN On-Line Technical Support" as a Member for obtaining the following services, which may be updated or amended from time to time by Mitac International Corporation without notice to you:

-New products information and important announcements;
-Free software, utility, or driver download;
-Information of special product promotional programs;
-Technical questions and solutions provided by TYAN FAETeam;
-Participation of special product promotional programs;
-Online Q & A service.

You understand and agree that the Services may include advertisements and that these advertisements are necessary for TYAN to provide the Services. You also understand and agree that the Services may include certain communications from TYAN, such as service announcements, administrative messages and the TYAN Newsletter, and that these communications are considered part of "TYAN On-Line Technical Support" membership and you will not be able to opt out of receiving them. Unless explicitly stated otherwise, any new feature that augments or enhances the current Services in any form shall be subject to the TOS.

Enrollment/registration obligation

In consideration of your use of the Services, you represent that you are of legal age to enter into a biding contract with Mitac international Corporation and are not a person barred from receiving services under the applicable local laws of any location where you are.

Use of services

You are responsible for obtaining access to the Services, and that access may involve third-party fees (such as Internet service provider or airtime charges). You are responsible for those fees. In addition, you are responsible for all equipment necessary to access the Services.

TYAN reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Services (or any part thereof) with or without notice to you. You agree that TYAN shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Services.

TYAN reserves the right to reject your enrollment or registration, or terminate or restrict your access to or use of the Services for any reason whatsoever at its sole discretion. You agree that TYAN shall not be liable to you for loss or damages that may result from or in connection with any such rejection, termination or restrictions set forth herein.

Accurate information

You further agree to: (1) provide certain true, current, complete and accurate information about you as required by the application process; and (2) maintain and update according to our modification procedures the information you provided to tyan when using our services as needed to keep it current, complete and accurate. If you provide any information that is untrue, inaccurate, not current or incomplete, or tyan has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, tyan has the right to suspend or terminate your membership and refuse any and all current or future access or use of the services (or any portion thereof). Tyan will rely on this information to send you important information and notices regarding your account and our services. You agree that tyan (itself or through its third party service providers) is authorized, but not obligated, to use related systems or programs as may be recognized by any national or international postal authority for updating and/or standardizing address information) to change any address information associated with your account (e.g., registrant address, billing contact address, etc.), and you agree that tyan may use and rely upon any such changed address information for all purposes in connection with your membership (including the sending of invoices, if any, and other important information) as though such changes had been made directly by you.

TYAN privacy policy

See the privacy policy.

Member account, password and security

You are responsible for maintaining the confidentiality of your password and member account and are fully responsible for all activities that occur under your password or member account. You agree to (a) immediately notify tyan of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your member account at the end of each session. In no event will tyan be liable for any loss or damage arising from or in connection with your failure to comply with this section.

Member conduct in uploading content

You shall not publicize, upload, post, send, and transmit any illegalities, threats, indecency, slander, porn, fraud, damaging, infections, racial discrimination, or any other materials or information affecting others right and intellectual property ("contents"). This means that you, and not tyan, are entirely responsible for all contents that you upload, post, email, transmit or otherwise make available via the services. Tyan does not control the contents posted via the services and, as such, does not guarantee the accuracy, integrity or quality of such contents. Under no circumstances will tayn be liable in any way for any contents, including, but not limited to, any errors or omissions in any contents, or any loss or damage of any kind incurred as a result of the use of any contents posted, emailed, transmitted or otherwise made available via the services.

You acknowledge that tyan may or may not pre-screen contents, but that tyan and its designees shall have the right (but not the obligation) in their sole discretion to pre-screen, refuse, or move any of the contents that are available via the services. Without limiting the foregoing, tyan and its designees shall have the right to remove any contents that violates the tos or is otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any contents, including any reliance on the accuracy, completeness, or usefulness of such contents.

Use of software

Any software, utility or drivers (collectively, "software") that is made available to download under the services is the copyrighted work of mitac international and/or its suppliers. Use of the software is governed by the terms of the end user license agreement, if any, which accompanies or is included with the software ("license agreement"). You may not download or install any software that is accompanied by or includes a license agreement unless you have first read and accepted the terms of the license agreement. Reproduction or redistribution of the software is prohibited except as provided for in the applicable license agreement.

Without limiting the foregoing, copying or reproduction of the software to any other server or location for further reproduction or redistribution is expressly prohibited except as provided for in the applicable license agreement accompanying such software. Except as warranted in the license agreement, mitac international hereby disclaims all warranties and conditions with regard to the software, including all warranties and conditions of merchantability, whether express, implied or statutory, fitness for a particular purpose, title and non-infringement.

Termination

You agree that tyan may, under any of the following circumstances and without prior notice, immediately terminate your "tyan on-line technical support" member account, your use of and access to the services. Causes for such termination shall include, but not be limited to, (a) breaches or violations of the tos, the terms and conditions, other incorporated agreements or guidelines, (b) requests by law enforcement or other government agencies, (c) a request by you (self-initiated member account deletions), (d) discontinuance or material modification to the services (or any part thereof), or (e) unexpected technical or security issues or problems, (f) extended periods of inactivity, and/or (g) engagement by you in fraudulent or illegal activities. 

Links

The services may provide, or third parties may provide, links to other world wide web sites or resources. You acknowledge and agree that tyan is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any contents, advertising, products or other materials on or available from such sites or resources. You further acknowledge and agree that tyan shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such contents, goods or services available on or through any such site or resource. If you decide to access any of the third-party websites or resources linked to the services, you do this entirely at your own risk.

Ownership

Except as otherwise set forth herein, all right, title to the interest in any logos, images, photos, illustrations, files, software, or relevant information presented on "tyan on-line technical support", its intellectual properties and ownership shall belong to tyan and/or its licensors or suppliers. Except as expressly authorized bytyan or its licensors or suppliers, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the services, in whole or in part. You agree not to access the services by any means other than through the interface that is provided by tyan for use in accessing the services.

Disclaimer

You agree that your use of services is solely at your own risk. You agree that all of such services are provided on an "as is," and "as available" basis, and that tyan assumes no responsibility for the timeliness, deletion, mis-delivery or failure to store any user communications or personal settings. Tyan and tyan's licensors or suppliers expressly disclaim all warranties of any kind, whether express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement. Neither tyan nor its licensors or suppliers make any warranty that the services licensed or provided hereunder will meet your requirements, or that the services will be uninterrupted, timely, secure, or error free; nor does tyan or its licensors or suppliers make any warranty as to the results that may be obtained from the use of the services or as to the accuracy or reliability of any information obtained through the services. You understand and agree that any material and/or data downloaded or otherwise obtained through the use of services is done at your own discretion and risk and that you will be solely responsible for any damage to your computer system or loss of data that results from the download of such material and/or data. Tyan makes no warranty regarding any products or services purchased or obtained through any of services or any transactions entered into through such services. No advice or information, whether oral or written, obtained by you from tyan or through services shall create any warranty not expressly made herein, you may not rely on any such information or advice. Tyan will not be responsible for and shall have no liability with respect to any products and/or services purchased by you from a third party.

Indemnification

You agree to indemnify and hold tyan and its parent company, subsidiaries, affiliates, officers, agents, employees, partners, licensors and suppliers harmless from any claim or demand ("claims"), including reasonable attorneys' fees, made by any third party due to or arising out of contents you submit, post, transmit or otherwise make available through the services, your use of the services, your connection to the services, your violation of the tos or the terms and conditions, or your violation of any rights of any third party. When tyan is threatened with suit or sued by a third party, it may seek written assurances from you concerning your promise to indemnify it; your failure to provide those assurances may be considered by tyan to be a material breach of the tos. Tyan shall have the right to participate in any defense by you of a third-party claim related to your use of any of the claims, with counsel of tyan's choice and its own expense. Tyan shall reasonably cooperate in the defense at your request and expense. You shall have sole responsibility to defend tyan against any claim, but you must receive tyan's prior written consent regarding any related settlement. The terms of this section will survive any termination or cancellation of the tos.

Limitation of liability

You agree that tyan's entire liability, and your exclusive remedy, in law, in equity, or otherwise, with respect to the "tyan on-line technical support", any services provided hereunder and/or for any breach of the tos or the terms and conditions is solely limited to the lessor of usd$100 or the amount you paid for the services to tyan under the tos. In no event shalltyan, its licensors, suppliers and contractors (including, but not limited to, third parties providing services as part of the enrollment services for websites from tyan) be liable for any indirect, incidental, punitive, special or consequential damages even if tyan has been advised of the possibility of such damages. To the extent that a state does not permit the exclusion or limitation of liability as set forth herein tyan's liability is limited to the extent permitted by law in such states.

Trademarks

See the trademarks associated with tyan.

Force majeure

Neither party shall be deemed in default hereunder, nor shall it hold the other party responsible for, any cessation, interruption or delay in the performance of its obligations hereunder due to causes beyond its control including, without limitation : earthquake; flood; fire; storm; natural disaster; act of god; war; terrorism; armed conflict; labor strike; or any law, order regulation, direction, action or request of the government, including any federal, state and local governments having or claiming jurisdiction over tyan, or of any civil or military authority; or any other cause or circumstance, whether of a similar or dissimilar nature to the foregoing, beyond the reasonable control of the affected party, provided that the party relying upon this section shall have given the other party written notice thereof promptly and, in any event, within five (5) days of occurrence thereof provided further, that in the event a force majeure event described in this section extends for a period in excess of thirty (30) days in the aggregate, tyan may immediately terminate the services.

General provisions

You acknowledge and agree that you shall not import, export, or re-export directly or indirectly, any commodity, including your products incorporating or using any of the services in violation of the laws and regulations of any applicable jurisdiction.
the tos and the terms and conditions constitute the entire, complete and exclusive agreement between you and tyan regarding the services and supersede all prior agreements and understandings, whether written or oral, or whether established by custom, practice, policy or precedent, with respect to the subject matter hereof. You also may be subject to additional terms and conditions that may apply when you use or purchase certain other tyan services, affiliate services, third-party content or third-party software.

You agree that the tos and the terms and conditions are severable. If any term or provision thereof is declared invalid or unenforceable, in whole or in part, that term or provision will not affect the remainder of the tos and the terms and conditions; the tos and the terms and conditions will be deemed amended to the extent necessary to make the tos and the terms and conditions enforceable, valid and, to the maximum extent possible consistent with applicable law.

The tos and the relationship between you and tyan shall be governed by the laws of republic of china, taiwan without regard to its conflict of law provisions. You and tyan agree to submit to the personal and exclusive jurisdiction of the courts located within taipei, taiwan.

No waiver of any provision hereof shall be effective unless it is in writing and signed by an authorized representative oftyan. The remedies of tyan hereunder shall be cumulative and not alternative, and the election of one remedy for a breach shall not preclude pursuit of other remedies. The failure of a party, at any time or from time to time, to require performance of any obligations of the other party hereunder shall not affect its right to enforce any provision of the tos, the terms and conditions or the applicable laws at a subsequent time.

Your rights and obligations hereunder are not assignable or transferable. Any attempt by your creditors to obtain an interest in your rights under this agreement, whether by attachment, levy, garnishment or otherwise, shall be void at tyan's option. You agree not to reproduce, duplicate, copy, sell, resell or otherwise exploit for any commercial purposes any of the services (or portion thereof) without tyan's prior express written consent.

You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the"tyan on-line technical support" membership, your use of the services or the tos must be filed within six (6) months after such claim or cause of action arose or be forever barred.

The section headings appearing in this the tos are inserted only as a matter of convenience and in no way define, limit, construe or describe the scope or extent of such section or in any way affect such section

By accessing or using the services, you agree to be bound by the tos and any of its revisions updated or amended by mitac international corporation.

Any rights not expressly granted herein are reserved.