General terms & conditions

General Terms & Conditions

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 and conditions.

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.

2. Warranty

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 Product.

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

  1. provide an update of the software remediating the problem,
  2. exchange the defaulting Product against a non-defaulting Product, or
  3. 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 features.

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 fees due.

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 fault.

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 Client. 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.

7. Severability

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

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