The following terms and conditions apply to the websites, mobile applications and/or mobile services (collectively, “Sites”) of Mitek Corporation (“Mitek”) and its subsidiary and/or affiliated entities or brands, including the following: Atlas Sound, L.P. (“Atlas”), Innovative Electronic Designs, LLC (“IED”), AtlasIED, MTX, Coustic, Magnum, DCM, Soundolier, ETA Systems, and Xtant (collectively, “we,” “us,” or “our”). Mitek, Atlas, and IED are separate legal entities and nothing in these Terms and Conditions or on the Sites is meant to suggest or imply any legal relationship between or among these companies.
The Sites are controlled and operated by us within the United States of America. We may offer to sell products or services in the U.S. and U.S. territories. Unless otherwise specified, the Sites are available to users outside the U.S. or its territories on an informational basis only.
If you are under the age of eighteen (18), then your parent or legal guardian must read, accept, and agree to (1) this Agreement, (2) your use of the Sites, and (3) the provision of any of your personal information in connection with the Service. THIS AGREEMENT affectS your legal rights and obligations. If you do not agree to be bound by all of the Terms and conditions SET FORTH IN THIS AGREEMENT, do not access or use the sites.
1) RESTRICTIONS ON USE
The materials displayed on or contained within the Sites, including all software, design, text, editorial materials, informational text, photographs, illustrations, audio clips, video clips, artwork and other graphic materials, and names, logos, trademarks and services marks, are the property of the entity or brand indicated or their licensors and are protected by copyright, trademark and other intellectual property laws. Nothing contained herein shall be construed as conferring by implication, estoppel or otherwise any license or right under any of our copyrights, patents or trademarks or those of any other person. Note that any product, process or technology on this site may be the subject of other intellectual property rights reserved by us, and is not licensed hereunder.
You acknowledge and agree that the Products/Services contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You agree that you will not reverse engineer, disassemble, or otherwise access or use the Products/Services or the Sites in an unlawful or unauthorized manner.
Use of robots or similar tools for data mining or automated data submission through this site is prohibited without our prior express written permission.
2) USER ACCOUNTS/REGISTRATION
If you provide any information that is untrue, inaccurate, not current, or incomplete, or we have reasonable grounds to suspect that such information is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your Account and refuse any and all current or future use of the Sites or purchases of Products/Services (or any portion thereof).
You are responsible for maintaining the confidentiality of the password and Account and you are fully responsible for all activities that occur under your password or Account. You agree to (a) immediately notify usof any unauthorized use of your password or Account or any other breach of security, and (b) ensure that you exit from your Account at the end of each session. We cannot and will not be liable for any loss or damage arising from your failure to comply with this Section.
3) PRICE AND AVAILABILITY
Some of the Products/Services featured on the Sites are displayed for promotional purposes only and may not be available for purchase through the Sites. All Products/Services offered for purchase on the Sites are subject to availability. The prices stated for such Products/Services are subject to change without notice.
4) RIGHT TO REFUSE ORDERS
We reserve the right, at our sole discretion, to cancel or refuse any order for any reason at any stage of the online ordering process, including after an order has been submitted and whether or not the order has been confirmed. Some situations that may result in cancellation include limitations on quantities available for purchase, inaccuracies or errors in product or pricing information, or problems identified by us as credit or fraud issues. We may also require additional verifications or information before accepting any order. We will attempt to contact you if all or any portion of your order is canceled, or if additional information is required to accept your order.
4) NO RESALE
Unless otherwise specified in writing by us, purchases made on the Sites are intended for end users only and the Products/Services sold through this site are not authorized for resale. The resale of or offer to sell a patented product without our authority is an infringement of our patent rights. Your submission of your order shall constitute your full acceptance of these restrictions on resale.
6) USER CONDUCT
You agree that you will obey all federal, state and local laws, regulations and rules that apply to your activities when you access the Sites, and you shall respect the rights of all other users of the Sites. In furtherance of the foregoing, by way of example only and not as a limitation, conduct that violates this Agreement and which will result in the revocation (with or without notice) of any rights granted to you with respect to the Sites and/or the Products/Services includes:
We have the right to remove any content that violates this Agreement or is otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.
You agree to indemnify and hold us and our subsidiaries, affiliates, officers, agents, employees, partners and licensors harmless from all costs, liabilities, and damages we incur, including without limitation its reasonable attorneys’ fees, with respect to all claims, demands, proceedings, and actions of any kind whatsoever, made or brought by any third party due to or arising out of content you submit, post, transmit, modify or otherwise make available through the Sites, your use of the Sites, your violation of the Agreement, or your violation of any rights of another.
8) DISCLAIMER OF WARRANTIES
THE SITES AND ANY CONTENT THEREON ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND. WE HEREBY DISCLAIM ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT; AVAILABILITY OF THE SITES; LACK OF VIRUSES, WORMS, TROJAN HORSES, OR OTHER CODE THAT MANIFESTS CONTAMINATING OR DESTRUCTIVE PROPERTIES; ACCURACY, COMPLETENESS, RELIABILITY, TIMELINESS, CURRENCY, OR USEFULNESS OF ANY INFORMATION ON THE SITES; AND ANY DUTIES OF REASONABLE CARE, WORKMANLIKE EFFORT OR LACK OF NEGLIGENCE IN CONNECTION WITH THE SITES, CONTENT AND MATERIALS ON THE SITES. THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IN CONNECTION WITH THE SITES AND ANY CONTENT THEREON IS BORNE BY YOU. WE SHALL NOT BE RESPONSIBLE FOR ANY LOSS OF DATA OR OTHER MATERIAL. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
9) LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT WE AND OUR SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU AND/OR ANY OTHER PERSON FOR ANY PUNITIVE, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), THAT ARISE OUT OF OR ARE RELATED TO THE SITES OR THEIR CONTENT, OR TO ANY BREACH OF THIS AGREEMENT, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IN THE EVENT OF FAULT, TORT (INCLUDING NEGLIGENCE) OR STRICT OR PRODUCT LIABILITY. YOU FURTHER SPECIFICALLY ACKNOWLEDGE THAT WE ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD US LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OTHER USERS OF THE SITE AND APPLICATION(S) AND OPERATORS OF EXTERNAL SITES/APPLICATIONS AND SERVICES. TO THE FULLEST EXTENT ALLOWED BY LAW, YOU AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH US IS RELATING TO THE SITES OR THEIR CONTENT IS TO STOP USING THE SITES. YOU HEREBY RELEASE US AND OUR AFFILIATES FROM ANY AND ALL OBLIGATIONS, LIABILITIES AND CLAIMS. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.
A. Entire Agreement. This Agreement constitutes the entire agreement between you and us and governs your use of the Sites. This Agreement supersedes and replaces any prior version of this Agreement between you and us with respect to the Sites. You also may be subject to additional terms and conditions that may apply when you use or purchase certain Products/Services, affiliate services, third-party content or third-party software.
B. Choice of Law and Forum. You and we each agree that this Agreement and the relationship between the parties shall be governed by the laws of the State of Illinois without regard to conflict of law provisions and that any and all claims, causes of action or disputes (regardless of theory) arising out of or relating to this Agreement, or the relationship between you and us, shall be brought exclusively in the courts of the State of Illinois located in Chicago, Illinois. You and we agree to submit to the personal jurisdiction of the courts located within Chicago, Illinois, and agree to waive any and all objections to the exercise of jurisdiction over the parties by such courts and to venue in such courts.
C. Waiver and Severability. The failure of us to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of this Agreement remain in full force and effect.
D. Section Titles. The section titles in the Agreement are for convenience only and have no legal or contractual effect.