The following General Terms and Conditions of Yoctopuce Sarl (hereinafter «Yoctopuce») govern all legal relationships between Yoctopuce and its clients (hereinafter «the Client») unless mandatory legal provisions or an individual written agreement provides otherwise.
The Client expressly waives the applicability of its own general terms
1. Product Sales
Yoctopuce develops and sells electronic solutions (hereafter the
Products) that include
hardware (electronic components), software in binary form (compiled)
and/or software in source code form (not compiled).
With each Product sold by Yoctopuce including a hardware component,
the Client receives a non-exclusive license for the use of the
corresponding software component. Such license does not give to the
Client any property right whatsoever on the licensed software.
The license is only valid for the Product sold and can only be used
together with the Product. In case the Product is transferred to a
third party (e.g. in case of donation or resale of the Product), the
software license is automatically transferred to the new user of the
Product, and the original owner loses his license to use the software
components of the Product.
Unless expressly mentioned, the Products sold by Yoctopuce are
specialized electronic Products intended for professionals and
well-informed individuals only. They are not ready-to-use consumer
products. In particular, the Products are not delivered in protective
boxes and have not been certified by any public agency.
Yoctopuce Products and softwares shall in no event be used for life
threatening applications nor for any application that may cause
damages to persons or to the environment. The Products are not toys
and shall not be given to children.
Each and all Products bearing the Yoctopuce trademark undergo an
automatic test procedure after assembly and have a unique serial
number allowing the tracking of the production of the Product. The
test procedure verifies the basic properties of each Product.
The Client has the responsibility of reading the documentation of the
Product, including its limitation and known problems, as well as of
ensuring that the Product could fit his needs, prior to ordering a
Yoctopuce does not warrant that the Products sold and corresponding
software are free of errors. In particular, Yoctopuce does not warrant
that the Products and corresponding software can be used without
interruption or are fit for a particular use.
During a period of two years after the purchase date of the Product,
if the Client believes that a Product does not comply with the
documentation published on Yoctopuce website at the date of the
purchase, the Client shall notify Yoctopuce in accordance with the
procedure provided on Yoctopuce website. If Yoctopuce engineers
confirm the presence of the default and the default does not result
from a misuse of the Product or from a non compliant handling of the
Product, Yoctopuce may, at its sole discretion
- provide an update
of the software remediating the problem,
- exchange the defaulting
Product against a non-defaulting Product, or
- reimburse to the
Client the purchase price of the Product.
No other indemnity or damages can be claimed in case of a defaulting Product.
Yoctopuce may, at its sole discretion, create upgrades and updates of
the software and documentation corresponding to the Product, in
particular to correct or document errors or provide additional
3. Cancellation Right and Right of Return
The Client may cancel any order within 48 hours from the date of
the purchase of the Product, by sending an email to the address
provided on Yoctopuce web site.
The Client may return any Product purchased on the Yoctopuce website
within two weeks starting from the date of the purchase of the
Product, subject to the Product still being in its original packaging
that has not been opened. The costs of returning the Product shall be
borne by the Client. Yoctopuce shall reimburse the price of the
Product only after verification that the Product has not been opened.
4. Performance of Services (Mandate Agreeement)
If Yoctopuce agrees to perform certain services for a Client, in
particular to develop a customized solution, the parties shall be
bound by a mandate agreement in the sense of Articles 394 seq. of the
Swiss Code of Obligations.Yoctopuce shall perform the agreed services
with all due care, in consideration for which the Client shall pay the
5. Limitation of Liability
Yoctopuce, its representatives and employee shall be liable for
damages resulting from the Products, the software, or the services
provided by Yoctopuce, only in case of wilful misconduct or serious
Yoctopuce, its representatives and employees shall under no
circumstances be liable to the Client for consequential or indirect
damages of any kind, including but not limited to loss of profits,
loss of use, loss of data, interruption of business or reputational
damages, arising out of or in connection with the Products, services
or software provided by Yoctopuce, even if advised of the possibility
of such damages.
6. Intellectual Property
All Yoctopuce Products, including software components provided in
source form, are protected by national intellectual property laws and
international treaty provisions. The Client shall not remove or
obscure any copyright notice or other proprietary notices from
Yoctopuce's Products and software components.
Yoctopuce provides with certain Products software components in source
form allowing the integration of the Product into a derivative work
developed by the client himself. The Client is free to modify the
software components according to his own needs, but shall preserve
Yoctopuce's copyright notices in the source code in their entirety and
insure that no code frament provided by Yoctopuceis used for an other
purpose than to interface Yoctopuce's Products.
The Client shall not decompile, disassemble, reverse-engineer in
any way the Products and software components provided in binary form.
Unless specifically agreed in writing in a document signed by both
parties, no intellectual property rights shall be transferred to the
All intellectual property rights in relation with the Products
sold, the software provided and the services performed by Yoctopuce
for the Client shall remain the exclusive property of Yoctopuce.
These general terms and conditions are declared to be severable. If
any term or provision in these general terms and conditions shall be
held to be invalid or unenforceable, the remaining terms and
conditions shall be valid and enforceable. The parties shall use good
faith to negotiate a substitute, valid, and enforceable provision,
which most nearly reflects the original contract.
8. Governing Law
These general terms and conditions and any rights or obligations of
the parties shall be governed and construed in accordance with Swiss
law, excluding choice of law provisions.
9. Exclusive Jurisdiction
Any dispute arising with respect to or in connection with these
general terms and conditions or with any contract concluded between
Yoctopuce and the Client shall be submitted to the exclusive
jurisdiction of the Courts of Geneva, Switzerland, an appeal to the
Swiss Federal Supreme Court being reserved.
Last revision : August 17, 2011