Terms of Use

Terms of Use

Simplay Labs, LLC
Website Terms of Use

Last Updated: 6/28/2006

Welcome to the Simplay Labs, LLC ("Simplay Labs") website (the "Site"). The following terms and conditions (these "Terms of Use") govern your access to and use of the Site, any information, text, graphics or other materials appearing on the Site (the "Content") and any services or software provided through the Site (the "Services").

By accessing or using the Site, Content and/or Services, you hereby agree to follow and be bound by these Terms of Use and our Privacy Policy, which is incorporated herein by reference. If you do not agree to be bound by the terms and conditions of these Terms of Use, do not use or access the Site, Content or Services. If you are using this Site, Content or Services on behalf of another party (such as your employer), you represent and warrant that you have the authority to do so and to accept these Terms of Use on their behalf.

Other Terms

Areas of the Site (and your access to or use of certain Content or Services) may have different terms of use posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between these Terms of Use and terms of use posted for a specific area of the Site, Content or Services, the latter shall have precedence with respect to your use of or access to that area of the Site, Content or Services.

Notifications; Modification of Terms of Use

We may provide notices to you either by posting them on the Site or by email. All notices are effective upon posting or when delivered. Additionally, we may revise these Terms of Use and Privacy Policy at any time without notice to you. By continuing to access or use the Site, Content or Services after we have posted any such revisions, you agree to be bound by the revised Terms of Use. If any revision is not acceptable to you, your only recourse is to cease using the Site, Content or Services.

Guard Your Passwords

You are responsible for safeguarding the password that you use to access any password-protected areas of the Site. You agree not to disclose your password to any third party. You agree to take sole responsibility for any activities or actions under your password, whether or not you have authorized such activities or actions. You will immediately notify Simplay Labs of any unauthorized use of your password. You are responsible for keeping your account information current and accurate; Simplay Labs will have no liability for failure to deliver notices that result from inaccurate account information.

Your Use of Site Information

You may download, view, copy and print a single copy of any Content, subject to the following: (i) the Content may be used solely for personal, informational, non-commercial purposes; (ii) the Content may not be modified or altered in any way; and (iii) your continued compliance with all the restrictions set forth in these Terms of Use. Except as expressly permitted in these Terms of Use, you may not otherwise use, download, upload, copy, print, display, perform, reproduce, publish, license, post, transmit or distribute any Content or Services from this Site in whole or in part without the express written authorization of Simplay Labs.

Any use of software and accompanying documentation you download from the Site may be subject to the terms of a separate software license agreement between you and Simplay Labs or Silicon Image, Inc. ("Silicon Image"). You must read the license agreement and indicate your agreement to its terms prior to installing or using the software. All rights, title and interest not expressly granted are reserved.

Your Use of Forums and Public Communication

"Forum" means a discussion group, chat area, mail bag (including but not limited to the "Ask Dr. HD" question area), bulletin board, news group, communication with Simplay Labs or Silicon Image and their respective webmaster or employees, or e-mail function that is, or may be, offered as part of the Site. You agree not to upload, email, post, publish or otherwise transmit through a Forum any content that: (i) is false or misleading; (ii) is defamatory; (ii) is harassing or invades another's privacy, or promotes bigotry, racism, hatred or harm against any group or individual; (iv) is obscene or offensive; (v) infringes another's rights, including but not limited to intellectual property rights (including trademark, trade secret, patent or copyright) or rights of publicity; or (vi) violates any applicable laws or regulations. Forums shall be used in a noncommercial manner only.

By uploading, emailing, posting, publishing or otherwise transmitting content to any Forum or submitting any content to Simplay Labs, you automatically grant (or warrant that the owner of such rights has expressly granted) Simplay Labs and Silicon Image a worldwide, royalty-free, non-exclusive, sublicensable, perpetual and irrevocable right and license to use, reproduce, modify, adapt, create derivative works of, perform, display, distribute, publish and transmit such content in any form, medium, or technology now known or later developed. In addition, you warrant that all so-called moral rights in the content have been waived.

Feedback

You may from time to time provide feedback to Simplay Labs related to the Site, Content or Services. Such feedback may include, without limitation, modifications, additions, fixes, improvements, enhancements, applications, test results, procedures, information, materials, suggestions, ideas, concepts, know-how, techniques, data, translations, developments, discoveries, inventions and suggestions (collectively "Feedback"). You hereby grant Simplay Labs and Silicon Image a worldwide, royalty-free, non-exclusive, sublicensable, perpetual and irrevocable right and license to use, reproduce, modify, adapt, create derivative works of, perform, display, distribute, publish, transmit and otherwise use and dispose of such Feedback.

Simplay Labs Property

Except as expressly permitted in these Terms of Use, you will not earn or acquire any rights or licenses in the Site, Content or Services on account of these Terms of Use. You acknowledge and agree that Simplay Labs and its licensors, including but not limited to Silicon Image, own all right, title, and interest in and to the Site, Content and Services, including all intellectual property rights therein, even if Simplay Labs or its licensors incorporate any Feedback into subsequent versions of the Site, Content or Services. The Site, Content and Services are protected by copyright, trademark and other laws of both the United States and foreign countries. Except as expressly permitted in these Terms of Use, you may not reproduce, modify or prepare derivative works based upon, distribute, sell, transfer, publicly display, publicly perform, transmit or otherwise use the Site, Content or Services.

General Prohibitions

You agree not to do any of the following while using the Site, Content or Services:

  • Engage in any activities, including but not limited to posting, publishing or transmitting any text, graphics or material, that: (i) are false or misleading; (ii) are defamatory or libelous; (iii) invade another's privacy; (iv) are obscene, pornographic or offensive; (v) promote bigotry, racism, hatred or harm against any individual or group; (vi) infringe another's rights, including any intellectual property, privacy or publicity rights; or (vii) violate, or encourage any conduct that would violate, any applicable law or regulation or would give rise to civil liability;
  • Copy, modify or distribute the HTML code used to generate web pages on the Site;
  • Use the Site, Content or Services on or in connection with any other website, for any purpose;
  • Access, tamper with or use non-public areas of the Site, Simplay Labs computer systems, or the technical delivery systems of Simplay Labs' providers;
  • Attempt to probe, scan or test the vulnerability of any system or network or breach any security or authentication measures;
  • Attempt to access or search the Site, Content or Services with any engine, software, tool, agent, device or mechanism other than the software and/or search agents provided by Simplay Labs or other generally available third party web browsers (such as Microsoft Internet Explorer or Netscape Navigator);
  • Frame or link to the Site (or any portion thereof), except as may be expressly permitted in writing by Simplay Labs;
  • Send unsolicited email, bulk email, junk mail, "spam" or chain letters, or promotions or advertisements for products or services;
  • Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site, Content or Services to send altered, deceptive or false source-identifying information;
  • Attempt to decipher, decompile, disassemble or reverse engineer any of the software provided in connection with, or used to provide, the Site, Content or Services;
  • Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming or mail-bombing the Site; or
  • Impersonate or misrepresent your affiliation with any person or entity.

Simplay Labs will have the right to investigate and prosecute violations of any of the above, including intellectual property rights infringement and Site security issues, to the fullest extent of the law. Simplay Labs will involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms of Use. You acknowledge that Simplay Labs has no obligation to monitor your access to or use of the Site, Content and Services, or any information you may provide during your use of or access to the Site, Content and Services, but has the right to do so for the purpose of operating the Site, to ensure your compliance with these Terms of Use, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body.

Termination of Use

If you violate any of these Terms of Use, your permission to use the Site, Content and Services will automatically terminate. You agree that Simplay Labs may, in its sole discretion, at any time revoke your access to and use of the Site, Content and Services, and any account(s) you may have in connection with the Site, with or without cause. Simplay Labs also reserves the right to cease providing or to change the Site, Content or Services at any time and without notice.

Links

The Site may contain links to third-party websites or resources, which may provide access to content, products and services from third parties, including users, advertisers, affiliates and sponsors of the Site. Links to such websites or resources do not imply any endorsement by Simplay Labs of such websites or resources or the content, products or services available from such websites or resources. You agree that Simplay Labs is not responsible or liable for: (i) the availability or accuracy of, such third-party websites or resources; (ii) the content, advertising, products or services on or available from such websites or resources; or (iii) any opinions, advice, offers or other information on or available from such websites or resources. You should refer to the policies posted by other Web sites regarding privacy and other topics before you use them. You agree that Simplay Labs is not responsible for third-party content accessible through the Site, including opinions, advice, statements and advertisements, and understand that you bear all risks associated with the use of such content. If you choose to purchase any products or services from a third party, your relationship is directly with the third party. You agree that Simplay Labs is not responsible for: (a) the quality of third party products or services; and (b) fulfilling any of the terms of your agreement with a third party seller, including delivery of products or services and warranty obligations related to such purchased products or services. You agree that Simplay Labs is not responsible for any loss or damage of any sort you may incur from dealing with any third party.

Use of the Site at Your Own Risk

Your access to and use of the Site, Content and Services is at your own risk. Simplay Labs and Silicon Image will have no responsibility for any harm to your computer system, loss of data or any other harm that results from your access to or use of the Site, Content or Services.

Indemnity

You agree to defend, indemnify and hold Simplay Labs and Silicon Image, and their respective officers, directors, employees, consultants, affiliates, subsidiaries and agents (collectively, the "Simplay Entities"), harmless from and against any and all claims, liabilities, damages, losses and expenses, including reasonable attorneys' and accounting fees and costs, arising out of or in any way connected with your access to or use of the Site, Content or Services, or your violation of these Terms of Use.

The Site is Available "AS-IS"

THE SITE, CONTENT AND SERVICES ARE PROVIDED "AS IS" AND ON AN "AS AVAILABLE" BASIS, WITHOUT WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED. THE SIMPLAY ENTITIES EXPLICITLY DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO (I) THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT; (II) ANY WARRANTIES ARISING OUT OF COURSE-OF-DEALING, USAGE, OR TRADE; AND (III) ANY WARRANTIES THAT THE INFORMATION OR RESULTS PROVIDED IN, OR THAT MAY BE OBTAINED FROM USE OF, THE SITE, CONTENT OR SERVICE ARE ACCURATE, RELIABLE, COMPLETE, UP-TO-DATE, OR PRODUCE SPECIFIC OUTCOMES. YOU ASSUME ALL RISK FOR ALL DAMAGES, INCLUDING BUSINESS LOSSES, DAMAGE TO YOUR COMPUTER SYSTEM, DAMAGES RESULTING FROM COMPUTER VIRUSES AND LOSS OF DATA, WHICH RESULT FROM YOUR USE OF OR ACCESS TO THE SITE, CONTENT OR SERVICES. ANY CONTENT, MATERIALS, INFORMATION OR SOFTWARE DOWNLOADED, USED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE, CONTENT OR SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK.

THE SIMPLAY ENTITIES MAKE NO WARRANTY THAT: (i) THE SITE, CONTENT OR SERVICES WILL MEET YOUR REQUIREMENTS; (ii) THE SITE, CONTENT OR SERVICES WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE BASIS; OR (iii) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SITE, CONTENT OR SERVICES WILL MEET YOUR EXPECTATIONS, WILL BE ACCURATE, INTEROPERABLE, COMPATIBLE, TIMELY, TRUTHFUL, COMPLETE OR RELIABLE.

ALL ADVICE AND INFORMATION, WHETHER ORAL OR WRITTEN, IS "AS IS" AND NO ADVICE OR INFORMATION WHETHER ORAL OR WRITTEN OBTAINED FROM THE SIMPLAY ENTITIES OR THROUGH THE SITE, CONTENT OR SERVICES, WILL CREATE ANY WARRANTY.

THE SIMPLAY ENTITIES ARE NOT RESPONSIBLE FOR ANY DECISIONS BASED UPON THE SITE CONTENT. THE SIMPLAY ENTITIES ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY ERRORS OR OMISSIONS IN THE SITE, CONTENT OR SERVICES, AND MAKE NO COMMITMENT OR WARRANTY TO CORRECT ANY SUCH ERRORS OR OMISSIONS OR UPDATE OR KEEP CURRENT THE INFORMATION CONTAINED IN THE SITE, CONTENT OR SERVICES. IT IS YOUR RESPONSIBILITY TO TAKE APPROPRIATE DUE DILIGENCE TO ENSURE THAT THIS INFORMATION IS SUITABLE FOR YOUR PURPOSES, INCLUDING WITHOUT LIMITATION TO IMPLEMENT ANY PRODUCTS OR SERVICES BASED ON SUCH INFORMATION. SPECIFICALLY, YOU ACKNOWLEDGE THAT YOUR RELIANCE UPON SITE CONTENT WILL NOT CREATE ANY LIABILITY ON THE PART OF THE SIMPLAY ENTITIES FOR ANY CLAIM (WHETHER BASED UPON THEORIES OF PRODUCT LIABILITY OR OTHERWISE) RELATED TO THE PERFORMANCE OF ANY PRODUCT LISTED IN SITE CONTENT.  WORDS SUCH AS "COMPATIBILITY" AND "INTEROPERABILITY" SHALL BE TAKEN TO MEAN CONFORMANCE WITH THE SIMPLAY HD TESTING SPECIFICATION AS SUCH CONFORMANCE MAY BE MEASURED FROM TIME TO TIME BY SIMPLAY LABS.

SIMPLAY LABS RESERVES THE RIGHT TO MAKE CHANGES OR UPDATES TO THE SITE, CONTENT OR SERVICES, INCLUDING BUT NOT LIMITED TO ADDING TO, DELETING, CHANGING OR IMPROVING ANY OF THE INFORMATION, PRODUCT(S), SPECIFICATIONS, SERVICES, PROGRAMS, INTERFACES AND TECHNOLOGY, AT ANY TIME WITHOUT NOTICE.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER THE SIMPLAY ENTITIES NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OPERATING OR DELIVERING THE SITE, CONTENT OR SERVICES WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, CONSEQUENTIAL, RELIANCE OR PUNITIVE DAMAGES RESULTING FROM YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE SITE, CONTENT OR SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE OR ANY OTHER LEGAL THEORY, WHETHER OR NOT THE SIMPLAY ENTITIES HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. YOU SPECIFICALLY ACKNOWLEDGE THAT THE SIMPLAY ENTITIES ARE NOT LIABLE FOR THE DEFAMATORY, OFFENSIVE, WRONGFUL OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU. FURTHER, THE SIMPLAY ENTITIES WILL HAVE NO LIABILITY TO YOU OR TO ANY THIRD PARTY FOR ANY THIRD-PARTY CONTENT UPLOADED ONTO OR DOWNLOADED FROM THE SITE OR THROUGH THE SERVICES.

YOU AGREE THAT THE AGGREGATE LIABILITY OF THE SIMPLAY ENTITIES TO YOU FOR ANY AND ALL CLAIMS ARISING FROM THE USE OF THE SITE, CONTENT OR SERVICES IS LIMITED TO THE AMOUNTS YOU HAVE PAID TO SIMPLAY LABS FOR ACCESS TO AND USE OF THE SITE, CONTENT OR SERVICES GIVING RISE TO SUCH LIABILITY IN THE TWELVE (12) MONTHS PRIOR TO THE CLAIM. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN SIMPLAY LABS AND YOU.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Severability

In the event that any part of these Terms of Use is held to be invalid or unenforceable, the unenforceable part shall be given effect to the greatest extent possible and the remaining parts will remain in full force and effect.

Third Party Beneficiary

You agree and acknowledge that Silicon Image is an express third party beneficiary of these Terms of Use, and that the provisions of these Terms of Use are made expressly for the benefit of, and are enforceable directly by, Silicon Image.

Waiver

The failure of Simplay Labs and Silicon Image to enforce any right or provision of these Terms of Use will not be deemed a wavier of such right or provision.

Note About Children

Minors are not eligible to use the Site, and we ask that they do not submit any personal information to us.

Export Restrictions/Legal Compliance

You may not access, download, use, export, re-export or transfer, in whole or in part, any of the Site, Content or Services in violation of U.S. export laws or regulations, or in violation of any other applicable laws or regulations. You agree to comply with all export laws and restrictions and regulations of any United States or foreign agency or authority. You agree not to directly or indirectly provide or otherwise make available the services, information and products of Simplay Labs in violation of any such restrictions, laws or regulations, or without all necessary approvals.

As applicable, you shall obtain and bear all expenses relating to any necessary licenses and/or exemptions with respect to your own use of the Site, Content or Services outside the U.S. Neither the Site, Content or Services, nor the underlying information, technical information or technology, may be used, accessed, downloaded, transferred or otherwise re-exported, either directly or indirectly, (i) into Cuba, Iran, Iraq, Libya, North Korea, Sudan, Syria or any other country subject to U.S. trade sanctions, to individuals or entities controlled by such countries, or to nationals or residents of such countries other than nationals who are lawfully admitted permanent residents of countries not subject to such sanctions; (ii) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals and Blocked Persons, the U.S. Commerce Department's Denied Persons or Entity List, or its Table of Denial Orders, or the U.S. States Department's Debarred Parties List, as such lists are published and revised from time to time; (iii) to any party engaged in the development, design, manufacture or production of nuclear, chemical, or biological weapons, weapons of mass destruction or missile proliferation activities; or (iv) for use in the design, development or production of rocket systems or unmanned air vehicles. By agreeing to these Terms of Use, you agree to the foregoing and represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list.

Applicable Laws

These Terms of Use and all matters relating to your access to, and use of, the Site, Content and Services shall be governed by U.S. federal law or the laws of the State of California without regard to its conflict of law provisions. Any legal action or proceeding relating to your access to, or use of, the Site shall be instituted in a state or federal court in Santa Clara County, California. You and Simplay Labs agree to submit to the personal and exclusive jurisdiction of, and agree that venue is proper in, these courts in any such legal action or proceeding.

General

These Terms of Use constitute the entire and exclusive understanding and agreement between you and Simplay Labs regarding your use of and access to the Site, Content and Services, and may only be amended by a written agreement signed by authorized representatives of the parties. You may not assign or transfer these Terms of Use, in whole or in part, by operation of law or otherwise, without the prior written consent of Simplay Labs. Simplay Labs may assign these Terms of Use at any time without notice. These Terms of Use will bind and inure to the benefit of Simplay Labs' permitted successors and assigns. The failure to require performance of any provision shall not affect Simplay Labs' right to require performance at any time thereafter, nor shall a waiver of any breach or default of these Terms of Use constitute a waiver of any subsequent breach or default or a waiver of the provision itself.

Copyright & Trademark Information

Copyright © 2006 Silicon Image, Inc. All rights reserved. These materials and the Site, Content and Services contain proprietary information and intellectual property of Silicon Image, Inc.

Simplay™, Simplay HD™, the Simplay HD™ logo, Silicon Image™, the Silicon Image™ logo, VastLane™, SteelVine™, PinnaClear™, Satalink™, and TMDS™ are trademarks or registered trademarks of Silicon Image, Inc. in the United States and other countries.  HDMI™, the HDMI™ logo and High-Definition Multimedia Interface™ are trademarks or registered trademarks of, and are used under license from, HDMI Licensing, LLC.  Other trademarks and registered trademarks are the property of their respective owners.

Contact Information
If you have any questions regarding these Terms of Use or the Site, please contact Simplay Labs at admin@simplaylabs.com.