Terms of Service

Last Updated: February 6, 2015

Welcome to embARC (the “Site”), a service provided by Synopsys, Inc. (“Synopsys” or “we”). The Site provides a centralized online resource for information and software focusing on embedded software that runs on Synopsys’ DesignWare ARC processor products. This Site includes (i) discussion forums, information and answers to frequently asked licensing-related questions for Synopsys’ DesignWare ARC processor products, and (ii) open source software that you may choose to download from this Site. Your access and use of the Site, along with any information and materials contained or referenced herein and software provided herein, is governed by and subject to the following terms and conditions (“Terms”). Additional terms and conditions may apply to certain features, software or services of the Site, which will be posted with those features, software or services, and, together with these Terms, govern your use of those features, software and/or services. By accessing or using this Site or downloading any information or software from the Site, you agree to be bound by the terms and conditions in these Terms and, as applicable, as supplemented and modified by additional terms and conditions. Your access to and use of the Site is expressly conditioned on your compliance with these Terms.

Account Registration

In order to access certain features of the Site, you may need to register and create an account (“Account”) and become a registered user. In creating an Account, you represent that you are of legal age to form a binding contract and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction. If you access or use the information and materials on this Site as an employee of or for the benefit of your company, you represent that you have the power and authority to accept these Terms on behalf of your company. When creating an Account, you will be required to provide certain personal information about yourself and establish a username and a password. We reserve the right to suspend or terminate your Account if any information provided is inaccurate, false or misleading. You are responsible for safeguarding the password that you use for your Account and for any activities or actions under your Account, whether or not you have authorized such activities or actions. We will not be liable for any loss or damage arising from your failure to comply with the above requirements.

Privacy

When you access and use the Site, we may collect certain information about you as set forth in more detail in our privacy policy (http://www.embarc.org/privacy.html), which is hereby incorporated by reference. By accessing and using the Site, you have indicated that you agree that we may collect, use and disclose information you provide during your use of the Site, as set forth in our privacy policy.

Content on the Site

All information, text, graphics, images, and other materials (“Content”) made available on the Site are provided for informational purposes only and any use or reliance on any Content is at your own risk. We do not monitor, review, or approve the Content or any opinions or advice expressed on the Site and none of the Content appearing on the Site should be construed as or imply an endorsement or recommendation by us.
No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by us or our licensors, except for the licenses and rights expressly granted in these Terms. You agree not to circumvent, disable or otherwise interfere with any security-related features of the Site or features that prevent or restrict use or copying of any Content or enforce limitations on use of the Site or the Content therein.

Content You Submit

You are responsible for all Content that you post and otherwise make available through the Site. By submitting Content through the Site, you hereby grant to us, a worldwide, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, reproduce, modify, distribute, license, transfer, display, perform, transmit, broadcast, and otherwise make available such Content. You agree that this license includes the right for us to make your Content available to other users of the Site, who may also use your Content subject to these Terms. You retain any and all of your rights to any Content you submit, post or display on or through the Site and you are responsible for protecting those rights.

You will not able to remove Content (such as forum posts or comments you make) from the Site and copies of Content may continue to exist on the Site and/or elsewhere, such as in published or recorded form once it has been obtained or reposted by others. You may contact us to request removal of Content you posted. However, we have no responsibility or liability for the removal or deletion of, or the failure to remove or delete, any Content on the Site.

In connection with providing Content, you represent and warrant that: (i) you either are the sole and exclusive owner of the Content that you make available through the Site or you have all rights, licenses, consents and releases that are necessary to grant the rights to the Content, as contemplated under these Terms; and (ii) neither the Content nor your posting, publication, submission or transmittal of it or the use of it (or any portion thereof) on, through or by means of the Site will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

In connection with providing Content, you further agree that you will not post, submit or otherwise transmit any Content or other material that: (i) contains any confidential information or any competitive benchmarking information; (ii) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (iii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to legal liability; (iv) is fraudulent, false, misleading or deceptive; (v) is defamatory, obscene, pornographic, vulgar or offensive; (vi) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vii) is violent or threatening or promotes violence or actions that are threatening to any other person; (viii) promotes illegal activities; or (ix) contains any malware, viruses, or other destructive code.

You acknowledge that we have no obligation to monitor your access to or use of the Site or to review or edit any Content, but we have the right to do so for the purpose of operating the Site, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. We reserve the right, at any time and without prior notice, to remove or disable access to any Content, that we consider, in our sole discretion, to be in violation of these Terms or otherwise harmful to the Site.

Open Source Software

We may, from time to time at our sole discretion, make available on the Site open source software that you may download at your own discretion (“Open Source Software”). Such Open Source Software is subject to open source licensing terms. You agree that all Open Source Software is and shall remain subject to the terms and conditions under which it is provided. Copyrights to the Open Source Software are held by the copyright holders indicated in the copyright notices in the corresponding source files. The Open Source Software is made available to you subject to these Terms and the relevant Open Source Software licensing terms; provided, however, that to the extent that these Terms conflict with the relevant Open Source Software licensing terms, the Open Source Software licensing terms shall govern.

Copyright Policy

We respect copyright law and expect our users to do the same. We may terminate in appropriate circumstances Account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders. We do not permit copyright infringing activities and infringement of intellectual property rights on the Site and will remove any such Content if properly notified that such Content infringes on another's intellectual property rights. If you are a copyright owner or an agent thereof and believe that any Content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):

Copyright Agent
Attn. Legal Department
690 East Middlefield Rd.
Mountain View, California 94043-4033
email: [email protected]
fax: 650-584-1184

You acknowledge that if you fail to comply with all of the requirements above, your DMCA notice may not be valid.

General Prohibitions

You agree not to do any of the following while accessing or using the Site: (i) attempt to access or search the Site or obtain Content from the Site through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided or other generally available third party web browsers; (ii) access, tamper with, or use non-public areas of the Site, our computer systems, or the technical delivery systems of our providers; (iii) gather and use information, such as other users’ names, real names, email addresses, available through the Site to transmit any unsolicited advertising, junk mail, spam or other form of solicitation; (iv) use the Site for any commercial purpose or for the benefit of any third party or in any manner not authorized by these Terms; (v) violate any applicable law or regulation; or (vi) encourage or enable any other individual to do any of the foregoing.

Termination

You will not be able to cancel your Account but you may contact us with a request to do so. Further, if you breach any of these Terms we will have the right to suspend, disable or terminate your access to or use of the Site, at our sole discretion and without prior notice to you. You acknowledge and agree that if your Account is cancelled or disabled, you will no longer be able to access your Account or to post, modify or delete any Content that you had posted to the Site through your Account. We will not be liable to you or any third party for any termination of your access or use of the Site and/or any Content.

Ownership

The Site is protected by copyright, trademark, and other laws of the United States and foreign countries. Except as expressly provided in these Terms, we (or our licensors) exclusively own all right, title and interest in and to the Site, including all associated intellectual property rights. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site. You acknowledge and agree that any feedback, comments or suggestions you may provide regarding the Site (“Feedback”) will be our sole and exclusive property and you hereby irrevocably assign to us, and agree to irrevocably assign to us, all of your right, title and interest in and to all Feedback, including all intellectual property rights therein.

Links to Other Sites

The Site may contain external links to other websites, resources and information, which are not governed by these Terms. We are not responsible or liable for: (i) the availability or accuracy of such links; or (ii) the information, products, or services available on or through such links. The availability of those links on the Site does not imply any endorsement by us and you assume all risk arising from your use or reliance of any of those products, services or information.

The Site is Available “AS-IS”

Use of the Site is at your sole discretion and risk. The Site and all Content included therein, are provided on an “AS IS” and on an “AS AVAILABLE” basis. We will not be responsible for any harm to your computer, network, mobile device or tablet computer, loss of data or other harm that results from your use of the Site. We make no warranty that the Site will meet your requirements or be available on an uninterrupted, secure, or error-free basis. Without limiting the foregoing, WE EXPLICITLY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, RELATING TO THE SITE AND ANY CONTENT INCLUDED THEREIN, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. FURTHER, WE MAKE NO REPRESENTATION OR WARRANTY REGARDING THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT PROVIDED THROUGH THE SITE, OR ANY INFORMATION, GOODS OR SERVICES PROMOTED OR DISPLAYED THROUGH THE SITE.

Indemnity

You agree to defend, indemnify, and hold harmless us, our affiliates, officers, directors, employees and agents, from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your use of and access to the Site; (ii) your breach or violation of these Terms; or (iii) your Content including without limitation any claim that your Content infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy, or results in the violation of any applicable law or regulation.  This defense and indemnification obligation will survive any termination or cancellation of your Account.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE, OUR AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS arising ouT of or in connection with thESE TERMS, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (i) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SITE; (ii) ANY CONDUCT OF ANY THIRD PARTY ON THE SITE; (iii) ANY CONTENT OBTAINED FROM THE SITE; (iv) ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF the SITE OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE; AND (v) UNAUTHORIZED ACCESS, USE OR ALTERATION OF ANY CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY, WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE, OUR AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS TOTAL CUMULATIVE LIABILITY TO YOU IS LIMITED TO THE AMOUNT OF FEES YOU PAID FOR THE USE OF THE SITE AND CONTENT (REGARDLESS OF THE NUMBER OF CLAIMS GIVING RISE TO THE LIABILITY). THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN US.

Exclusions

Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so to that extent, the limitations above may not apply to you.

Export

You agree to comply fully with all U.S. and foreign export laws and regulations to ensure that neither the Content nor any technical data related thereto nor any direct product thereof is exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by, such laws and regulations. By accessing or using any Content, you represent and warrant that: (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.

Changes to Terms or Site

We may modify the Terms at any time, in our sole discretion. If we do so, we’ll let you know either by posting the modified Terms on the Site or through other communications. It’s important that you review the Terms whenever we modify them because if you continue to use the Site after we have posted modified Terms on the Site, you are indicating to us that you agree to be bound by the modified Terms. If you don’t agree to be bound by the modified Terms, then you may not use the Site anymore. Because our Site is evolving over time we may change or discontinue all or any part of the Site, at any time and without notice, at our sole discretion.

General

These Terms constitute the whole legal agreement with you regarding the Site, govern your use of the Site, and completely supersede and replace any prior agreements between us regarding the Site. We may provide you with notices by email or posting on the Site. The failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision. In the event that any provision of these Terms is held to be invalid or unenforceable, the remaining provisions of these Terms will remain in full force and effect. You acknowledge and agree that each member of the group of companies of which Synopsys is the parent shall be third party beneficiaries to these Terms and that such other companies shall be entitled to directly enforce, and rely upon, any provision of the Terms which confers a benefit on (or rights in favor of) them. Other than this, no other person or company shall be third party beneficiaries to the Terms. These Terms will be governed by and construed in accordance with the laws of the State of California, without regard to or application of conflict of laws rules or principles. You agree to submit to the exclusive jurisdiction of the courts located within the county of Santa Clara, California, to resolve any legal matter arising from the Terms. Any notices or other communications provided by Synopsys under these Terms, including those regarding modifications to these Terms, will be given: (i) via email; or (ii) by posting to the Site. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted. By continuing to access or use the Site after those revisions become effective, you agree to be bound by the revised Terms.

Contacting Us

If you have any questions about these Terms, please contact us at [email protected].