Terms & Conditions

SMA COMMUNITY TERMS AND CONDITIONS

IMPORTANT - PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THE SMA ONLINE COMMUNITY.

From time to time, Unisoft International, Inc., dba SMA Technologies, on behalf of itself and its affiliates ("SMA"), may elect to provide online community resources, such as online message boards, newsgroups, chat rooms, Wikis, and/or other interactive forums (collectively "Community") that can be accessed and contributed to by certain registered users of SMA products and services. This Community provides opportunities to interact with your peers in order to share knowledge, news, and information about SMA and its products and services. Your participation in the Community is voluntary and is governed by these SMA Community Terms and Conditions (“Terms”), your agreement(s) with SMA, SMA's Services Terms and Conditions, and SMA's Privacy Policy, including all disclaimers of liability included therein, which may change and be updated periodically. Your continued participation in the Community serves as your agreement to such modified or updated Terms. If you are participating in the Community on behalf of a company, organization, or other entity, then “you” means that entity. BY INDICATING YOUR ACCEPTANCE OF THESE TERMS OR PARTICIPATING IN ANY PART OF THE COMMUNITY, YOU REPRESENT AND WARRANT THAT YOU: (I) ARE AUTHORIZED TO SIGN FOR, ACCEPT, AND BIND YOURSELF AND ANY OTHER PARTY ON WHOSE BEHALF YOU PLAN TO USE THE COMMUNITY; AND (II) AGREE TO BE BOUND BY THESE TERMS.

1. Use and Access:
   1. Use. You are responsible for any Content that a user submits to SMA for the Community, including templates, stickers, descriptions, testimonials, feedback, comments, suggestions, requests, questions, or other inquiries regarding the SMA products and services (hereinafter “User Content”). The term “submit” includes submitting, posting, uploading, or otherwise making available User Content on or through the Community. You do not lose any ownership rights you may have to User Content that you submit, but you understand that the User Content will be publicly available. By submitting User Content, you grant us and, at our sole discretion, other Community users a worldwide, non-exclusive, royalty-free, irrevocable, perpetual, fully-paid, sublicenseable, and transferable license to use, reproduce, distribute, prepare derivative works of, and publicly display and perform your User Content in any form or format and through any media (including, for SMA, in connection with our products and services and in our marketing and publicity). If your User Content contains your name, image, or likeness, you waive any claim under any rights of privacy or publicity (including under California Civil Code 3344 and similar laws) related to the use of the same in connection with the use of your User Content.

By posting content on the Community, you agree to allow anyone with access to the Community (as well as any non-Community members for applicable forums that are publicly accessible) to access and view the content you post, without royalties or restrictions, in whole or in part and for any purpose. SMA has no obligation to keep your content confidential and may publish or otherwise publicly disclose your content in any existing or later developed media. You agree that any discussion you initiate or participate in, or content you post on the Community will be related only to SMA products. You agree to use the Community only in accordance with these Terms for its intended purpose and in compliance with all applicable laws and government regulations. You are solely responsible for the content of your computer and any transmissions you make when using the Community.

1. In order to access and use the Community, you must have login credentials (username and password). Login credentials are issued to existing SMA customers and partners who have undergone the Community self-registration process. Self-registration is also available for prospective customers. Furthermore, future developments may allow for single sign-on through SalesForce to allow you access. You are responsible for maintaining the confidentiality of your login credentials, and you assume all liabilities and responsibilities for any and all activities that occur on your behalf in the Community.

You agree that your first name and last name, and any other information you elect to make public, together with your Community activity may be publicly displayed on your Community account. You agree Community forums may be made publicly available both within and outside of the Community, along with any comments you post to such forums. Your access to and use of the Community, including any personal data you submit to us, is subject to SMA’s Privacy Policy, available here. You hereby expressly acknowledge, agree, and consent that SMA may collect and use personal information, technical data, and related information, (including without limitation, your name, your IP address, company name (if any), addresses (including e-mail address) and phone number) as well as technical information relating to your device, system and SMA Product that is gathered periodically to facilitate the provision of software updates, product support, marketing efforts, and other services to you related to the SMA Products. SMA may use this information to provide services or technology to you.

2. Changes to Terms. SMA may modify these Terms from time to time. Unless specified otherwise, changes become effective upon our posting of the updated Terms, and the updated Terms will apply to all use of the Community after they are posted.

3. SMA Disclaimer.
   1. SMA has no obligation to (but may, in our discretion) monitor or review User Content. You are solely responsible for the enforcement of any of your rights to the User Content, and SMA shall not be held liable or responsible for providing assistance to you regarding the same. We have no responsibility for and make no promises about User Content you may encounter in the Community, including whether it infringes third-party rights or its reliability, accuracy, usefulness, or safety. You may find User Content in the Community to be offensive, indecent, or objectionable. However, you agree not to hold us responsible in any way for any User Content you encounter.
   2. SMA does not guarantee a response to any post on the Community. Specifically, support issues should be addressed via SMA's Partner Support Portal located here. You understand that posts on the Community are addressed to your peers and not SMA and SMA does not guarantee that any support issue will be addressed in the Community.
   3. SMA does not make any warranty or guarantee that any information posted on any part of the Community, whether or not such posting is made by an SMA employee, is accurate, complete, or in any way reliable. Community posts represent the statements and opinions of the individual user and are not necessarily the opinion of SMA or its employees, partners, or affiliates. SMA does not approve or disapprove of any Community post.
   4. If you post any content on the Community, you are solely responsible for retaining a backup copy of such content. SMA is not responsible for any alterations, deletions, or loss of any content you post to the Community.

4. Code of Conduct. The SMA community is there for everyone, and SMA aims to ensure that the community offers a positive experience for all visitors. Therefore, these general guidelines have been established. For any questions or issues, contact us at community@smatechnologies.com. The purpose of the Community is to voluntarily exchange information about SMA and its products and services.
   1. Prohibited Use: You expressly agree not to use any part of the Community to:
      1. post or use content, language, images, or links, that is unlawful, malicious, misleading, defamatory, harmful, threatening, abusive, harassing, vulgar, obscene, libelous, objectionable, inappropriate, offensive, improper, invasive of another's privacy, hateful, or racially, ethnically, or otherwise objectionable;
      2. impersonate any person or entity, including, but not limited to, SMA or a SMA employee, or falsely state or otherwise misrepresent your affiliation with any person, group, or entity;

• access or attempt to access any other user’s account;

1. forge headers or otherwise manipulate identifiers in order to disguise the origin of any content submitted to any part of the Community;
2. post any content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
3. post any content that infringes any patent, trademark, trade secret, copyright, or other proprietary rights or rights of publicity or privacy rights of any third party;

• post or link to any content that contains false or deceptive language, unsubstantiated, or comparative claims regarding SMA and SMA’s products;
• post any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation;

1. post any material that contains software viruses or any other computer code, files, or programs that contain destructive features, such as viruses, worms, or Trojan horses, or is designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment;
2. post content that is or may be considered a security vulnerability or malfunction of SMA’s products or that may be exploited by others and cause or may cause harm to SMA’s products and/or customers. Any SMA security vulnerability must be reported directly to SMA by either sending an e-mail to community@smatechnologies.com or logging a case in the SMA Partner Support Portal here;
3. publicly share or repost outside the Community, any content from the Community that is accessible only after logging in;

• sharing personal information (telephone numbers, email addresses, etc.) of yourself, other people or companies;
• act illegally or unethically; or
• collect or store personal data about other users.

1. Use Expectations. Be friendly.
   1. Users must treat one another with respect. Users will not post any racist, insulting, sexist, discriminatory, threatening, or otherwise insulting comments, will not use coarse language, make inappropriate jokes, or otherwise harass other users.
   2. Users may not post any pornographic or otherwise offensive material, share illegal or copyrighted content, attempt to distribute illegal substances, distribute viruses or other material that gives you access to the computers or systems of other users, or generally anything that is considered illegal by your country of residence.

• Please do not change the subject of a discussion to something not intended by the original poster. Any off-topic posting or “hijacking” of threads will result in content being removed and ultimately can cause users to be denied access to the community.

1. Commercial limitations. Users may not use the forum for (commercial) activities such as the advertising or sale of products or services, the sending of commercial messages (spam), the offering of (interactive) games, or the advertising of other chat forums or websites.
2. It is not allowed to own multiple accounts in this community. If the Community Team detects double accounts all secondary accounts will be banned.

5. Cookie Use and Settings. A cookie is a small piece of information that is stored on your computer as a file. Cookies enable SMA to recognize your computer on a subsequent visit. Cookies do not store personal information. We need your permission to use cookies. You choose which cookies you want to allow.

You are not required to enable cookies to be able to have access and use of the SMA Communities. Visit the help pages of your browser to turn off or reject cookies. Be aware, it is possible that not everything works or is displayed correctly when refusing cookies. We collect browsing data from you to continuously improve your experience. We will not spam you nor sell it to other parties.

6. Third-Party Links. The Community may contain links to third-party sites (either provided by SMA or by the Community users). Such linked sites are not under SMA’s control and SMA is not responsible for, nor endorse, the content of any linked site or any link contained in a linked site. SMA reserves the right to remove any links at any time.

7. Removal of User Content. We reserve the right to remove any User Content at any time without notice, for any or no reason, including if it violates these Terms. We do not promise to store or make available on the Community any of your User Content or any other Content for any length of time. Your use of the Community is subject to these Terms and may be changed or updated from time to time. If you believe that anything on the Community infringes your copyright or trademark rights, you should notify us at legal@smatechnologies.com. Posts on any part of the Community may be edited, moved, deleted, or removed at SMA’s discretion. SMA reserves the right to temporarily or permanently withdraw your Community membership at its discretion.

8. Proprietary Rights. The Community contains proprietary and confidential information that is protected by intellectual property and other laws. SMA and its suppliers retain all rights, titles, and interests in and to the Community, any text, information, data, graphics, messages, sounds, videos, content, code, scripts, software, or other materials (“Content”) on the Community (other than User Content) and the SMA products and services. SMA retains all rights to its branding, logos, trademarks, and service marks, and nothing in these Terms grants you rights to use them.

9. Intellectual Property. Your submission and its contents automatically become the property of SMA, without any compensation of any kind owed to you. SMA may, in its sole discretion, elect to develop and market products, services, or applications that incorporate feature requests that you submit on the Community, and you agree not to make any claims against SMA or anyone using a product or service marketed by SMA related to the development and offering of such products, services or applications whether your feature requests are adopted, not adopted or adopted but modified in any product, service or application. The foregoing SMA’s rights will remain in force even if you stop using the Community. Using the Community does not grant you ownership of any intellectual property rights to the content you access and view. You may not use content from the Community unless you obtain permission from SMA or its owner, or unless you are otherwise permitted by law.

10. You should exercise caution when deciding to disclose personal information. If you voluntarily disclose information, e.g. a telephone number or an email address, in the Community, that information may be collected and used by third parties to send you unsolicited messages or advertisements or for other purposes. SMA does not control the actions of such third parties and is not liable for those actions. If you disclose personal information in the Community, you do so at your own risk.

11. Personal Messaging (PM) System. SMA may make a personal messaging system ("PM System") available to certain of its users that will allow such users to communicate privately with each other. SMA reserves the right to read, delete, or edit such private messages at its discretion and without prior notice, and/or to remove you from and prevent your further use of the PM System. SMA also reserves the right to take any further action it deems necessary or appropriate.
12. We may terminate or suspend these Terms or your access to the Community at any time, with or without notice and for any or no reason. Upon any termination or suspension of these Terms, we may delete your account, passwords, and User Content, and we may bar you from further use of the Community. You understand that we may also continue to make your User Content available on the Community, or elsewhere as permitted under these Terms, even if your use of the Community is terminated or suspended. We will have no liability to you or any third party for any termination or suspension, nor will termination or suspension limit any other rights or remedies we may have. The following Sections will survive any termination of these Terms: 8 (Proprietary Rights), 12 (Termination), 13 (Warranty Disclaimer), 14 (Limitation of Liability), 15 (Indemnity), and 16 (Governing Law).

13. Warranty Disclaimer. THE COMMUNITY AND ALL CONTENT ARE PROVIDED BY SMA “AS IS," AND USE IS AT YOUR OWN DISCRETION AND RISK. WE DO NOT MAKE ANY WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. WE DO NOT WARRANT THAT YOUR USE OF THE COMMUNITY WILL BE UNINTERRUPTED OR ERROR-FREE. YOU MAY HAVE OTHER STATUTORY RIGHTS, BUT THE DURATION OF STATUTORILY REQUIRED WARRANTIES, IF ANY, SHALL BE LIMITED TO THE SHORTEST PERIOD PERMITTED BY LAW.
    1. SMA does not offer formal customer support in the Community. Any commentary by SMA employees or representatives on the Community should not be seen as a replacement for official SMA support procedures. You agree that you must evaluate, and bear all risks associated with the use of any information, including any reliance on the accuracy, completeness, or usefulness of such information, including any information that may be posted by any SMA employee. SMA's provision of the Community should in no way be construed as endorsement or approval of any third-party product, service, comment, position, or information that may be mentioned or referred to therein or any of the comments or posts made by any user.
    2. You are responsible for maintaining the confidentiality of your password and account and are fully responsible for all activities that occur under your password or account. You agree to: (a) immediately notify SMA of 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. SMA cannot and will not be liable for any loss or damage arising from your failure to maintain the confidentiality of your password and account.

14. Limitation of Liability. TO THE FULL EXTENT PERMITTED BY LAW, SMA AND ITS SUPPLIERS HAVE NO LIABILITY FOR (1) ANY USER CONTENT, (2) ANY ACTIONS YOU TAKE (OR DO NOT TAKE) BASED ON ANY CONTENT IN THE COMMUNITY, (3) ANY VIRUSES OR HARMFUL CODE ON OR IN THE COMMUNITY OR ANY CONTENT, OR (3) OTHERWISE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR FOR LOSS OF USE, LOST OR INACCURATE DATA, LOST PROFITS, FAILURE OF SECURITY MECHANISMS OR INTERRUPTION OF BUSINESS. TO THE EXTENT ANY OF THE ABOVE LIMITATIONS ARE NOT ENFORCEABLE AT APPLICABLE LAW, SMA’S ENTIRE LIABILITY UNDER THESE TERMS WILL NOT EXCEED $100. These limitations and exclusions apply regardless of the form of action, whether in contract, tort (including negligence), strict liability, or otherwise, and even if SMA is informed of the possibility of such damages in advance. You understand that SMA would not be able to provide the Community without the limitations and exclusions in this Section 13, which will survive and apply even if any limited remedy in these Terms is found to have failed of its essential purpose. ALL DISCLAIMERS AND LIMITATIONS SET FORTH IN THESE TERMS OR OTHERWISE EXISTING AT LAW SURVIVE ANY TERMINATION, EXPIRATION OR RESCISSION OF THESE TERMS.

15. You agree to indemnify, defend, and hold harmless SMA and its officers, directors, employees, owners, information providers, agents, partners, affiliates, licensees, and licensors from and against any and all liabilities, demands, claims, costs, including reasonable attorneys' fees, incurred by the indemnified parties in connection with any demand, claim, action, suit, or loss due to or arising as a result of any breach by you of these Terms or claims arising from your account or arising out of content you submit, post, transmit, or make available through the Community, your use of the Community, your connection to the Community, your violation of any agreement with SMA, or your violation of any rights of any third party. You agree to use your best efforts to cooperate with SMA in the defense of any demand, claim, action, or suit. SMA reserves the right to assume the exclusive defense of any matter subject to indemnification by you at its own expense.

You will defend (at our request), indemnify, and hold harmless SMA from and against any claim by a third party arising from or related to (a) your use or attempted use of the Community in violation of these Terms, (b) your violation of any law or rights of any third party, or (c) any User Content you submit to the Community, including any claim of infringement, misappropriation or violation of any intellectual property, privacy or other rights.

16. Governing Law. These Terms will be governed by the laws of the State of Texas and the United States without regard to conflicts of laws provisions thereof and without regard to the United Nations Convention on the International Sale of Goods. The jurisdiction and venue for actions related to the subject matter hereof shall be the state and United States federal courts located in Montgomery, Texas and both parties hereby submit to the personal jurisdiction of such courts. Notwithstanding the foregoing, SMA may bring a claim for equitable relief in any court with proper jurisdiction.

17. Export Law Assurances. The Community may be subject to United States Export Controls. The Community may not be used (i) in or by any resident of a country to which the United States has embargoed goods; or (ii) by anyone on the United States Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Deny Orders. By accepting these Terms and using any part of the Community, you 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.
18. General Terms. We may provide you with notices via email or the Community, as determined by us at our discretion. Any notices you give to us under these Terms will be deemed given only when personally delivered, delivered by a reputable international courier requiring a signature for receipt, three (3) business days after being deposited in the mail, first class, postage prepaid, in each case to SMA, or via electronic mail to legal@smatechnologies.com. The parties are independent contractors, and there is no relationship of partnership, joint venture, employment, franchise, or agency created hereby between the parties. If a court having proper authority decides that any portion of these Terms is invalid, only the part that is invalid will not apply, and the rest of these Terms will still be in effect. If we waive any of our rights under these Terms in any particular instance, it does not mean that we are waiving our rights generally or in the future. Furthermore, just because we may not enforce all our rights all of the time, it does not mean that we are waiving our rights, as we may decide to enforce them at a later date. Except as set forth herein, all amendments to these Terms must be in writing and signed by both parties. These Terms are the entire agreement between the parties with respect to their subject matter and supersede any prior agreements relating to such subject matter. For the avoidance of doubt, the use and provisioning of the SMA products or services are subject to separate terms, such as our SMA Terms and Conditions, Order Forms, and/or other governing agreement(s) between you and SMA regarding your SMA account(s), and these Terms do not apply to the use of or access to the SMA products or services. In these Terms, headings are for convenience only and the term “including” (and similar terms) will be construed without limitation. These Terms, and any rights and licenses granted under these Terms, may not be transferred or assigned by you without our prior written consent but may be transferred and assigned by us without restriction. We will not be liable to you for any delay or failure to perform any obligation we have under these Terms if the delay or failure is due to events that are beyond our reasonable control, including any strike, blockade, war, act of terrorism, riot, natural disaster, failure or diminishment of power or of telecommunications or data networks or services, or refusal of approval or a license by a government agency. We may use the services of subcontractors and permit them to exercise the rights granted to us in order to provide the Community under these Terms.