Terms of Use

1. Scope

1.1. Any use of this web site (“Enlighted, Inc.  Web Site”), provided by Enlighted, Inc. and/or its affiliates (collectively “Enlighted, Inc. “), is subject to these terms of use (“Terms of Use”). These Terms of Use may be amended, modified or replaced by other terms and conditions, e.g. for the purchase of products and services. With log-in, or where a log-in is not required, in accessing or using the Enlighted, Inc.  Web Site, these Terms of Use are accepted in their then current version.

1.2. In the case of Web offers aimed at companies or public enterprises, such companies or enterprises are represented by the user and must assume that the user has appropriate knowledge and acts accordingly.

2. Services

2.1. This Enlighted, Inc.  Web Site contains specific information and software, as well as – in specific instances – related documentation, for viewing or downloading.

2.2. Enlighted, Inc.  may stop the operation of the Enlighted, Inc.  Web Site in full or in part at any time. Due to the nature of the internet and computer systems, Enlighted, Inc.  cannot accept any liability for the continuous availability of the Enlighted, Inc.  Web Site.

3. Registration, Password

3.1. Some pages of the Enlighted, Inc.  Web Site may be password protected. In the interest of safety and security of the business transactions, only registered Users may access said pages. Enlighted, Inc.  reserves the right to deny registration to any User. Enlighted, Inc.  particularly reserves the right to change certain sites, which were previously freely accessible, so that they are subject to registration. Enlighted, Inc.  is entitled, at any time and without obligation to give reasons, to deny the User the right to access the password-protected area by blocking its User Data (as defined below), in particular if the User

– uses false data for the purpose of registration;

– violates these Terms of Use or neglects its duty of care with regard to User Data;

– violates any applicable laws in the access to or use of the Enlighted, Inc.  Web Site; or

– did not use the Enlighted, Inc.  Web Site for a long period of time.

3.2. For registration the User shall give accurate information and, where such information changes over time, update such information (to the extent possible: online) without undue delay. The User shall ensure, that its e-mail address, as supplied to Enlighted, Inc. , is current at all times and an address at which the User can be contacted.

3.3. Upon registration the User will be provided with an access code, comprising a User ID and a password (“User Data”). On first access the User shall promptly change the password received from Enlighted, Inc.  into a password known only to the User. The User Data allows the User to view or change its data or, as applicable, to withdraw its consent to data processing.

3.4. The User shall ensure that User Data is not accessible by third parties and is liable for all transactions and other activities carried out under its User Data. At the end of each online session, the User shall log-off from the password protected websites. If and to the extent the User becomes aware that third parties are misusing its User Data the User shall notify Enlighted, Inc.  thereof without undue delay in writing, or, as the case may be, by e-mail.

3.5. After receipt of the notice under paragraph 3.4, Enlighted, Inc.  will deny access to the password-protected area under such User Data. Access by the User will only be possible again upon the User’s application to Enlighted, Inc.  or upon new registration.

3.6. The User may at any time request termination of its registration in writing, provided that the deletion will not violate the proper performance of contractual relationships. In such event Enlighted, Inc.  will remove all user data and other stored personally identifiable data of the User as soon as these data are no longer needed.

4. Rights of Use to Information, Software and Documentation

4.1. The use of any information, software and documentation made available on or via this Enlighted, Inc.  Web Site is subject to these Terms of Use or, in case of updating information, software or documentation, subject to the applicable license terms previously agreed to with Enlighted, Inc. . Separately agreed to license terms, for example software downloads, shall prevail over these Terms of Use.

4.2. Enlighted, Inc.  owns all rights, title interest, and/or licenses to the software, images, documentation, and/or all other information on this Enlighted, Inc.  Web Site and all content thereon. As a condition for use of the Enlighted, Inc.  Web Site, should the User post, provide, and/or transfer any software, images, documentation, or other information to the Enlighted, Inc.  Web Site, the User assigns and transfers all rights, title, interest and license in same to Enlighted, Inc. . Enlighted, Inc.  grants User a personal non-exclusive and non-transferable license, which may not be sublicensed, to use the software, images, documentation, and all other information made available to the User on or via this Enlighted, Inc.  Web Site, for the User’s own non-commercial use (i.e., outside the User’s commercial activities with Enlighted, Inc. ), to the extent agreed, or in the event of no such agreement, to the extent of the purpose intended by Enlighted, Inc.  in making same available.

4.3. Software shall be made available at no expense in object code. There shall be no right for the source code to be made available. This shall not apply to source code related to open source software, which license conditions take priority over these Terms of Use in the case of transfer of open source software and which conditions require the making available of the source code. In such case Enlighted, Inc.  shall make the source code available in return for the payment of costs.

4.4. Information, software and documentation may not be distributed by the User to any third party at any time nor may it be rented or in any other way made available. Unless such is allowed by mandatory law, the User shall not modify the software or documentation nor shall it disassemble, reverse engineer or decompile the software or separate any part thereof. The User may make one backup copy of the software where necessary to secure further use in accordance with these Terms of Use.

4.5. This Enlighted, Inc.  Web Site may contain confidential and/or proprietary content of Enlighted, Inc.  that is protected by copyright and other laws respecting proprietary rights, including the software, images, documentation, and/or all other information on this Enlighted, Inc.  Web Site and all content thereon.. Enlighted, Inc.  retains all rights in the Enlighted, Inc.  Web Site, and such confidential and/or proprietary content, including (without limitation) all copyright, derivative rights, and other proprietary rights, on a worldwide basis, also including, but not limited to, patents, know-how, and trademarks. The User shall observe such laws and in particular shall not modify, conceal or remove any alphanumeric code, marks or copyright notices neither from the information nor from the software or documentation, or any copies thereof.

5. Intellectual Property

5.1. Notwithstanding the particular provisions in § 4 of these Terms of Use, information, brand names and other contents of the Enlighted, Inc.  Web Site may not be changed, copied, reproduced, sold, rented, used, supplemented or otherwise used or modified in any other way without the prior written permission of Enlighted, Inc.

5.2. Except for the rights of use and other rights expressly granted herein, no other rights are granted to the User nor shall any obligation be implied requiring the grant of further rights. Any and all patent rights and licenses are expressly excluded.

5.3. Enlighted, Inc.  may, without charge, use any ideas or proposals, images, software, or other information stored by a User on the Enlighted, Inc.  Web Sites for the development, improvement and sale of its products.

6. Duties of the User

6.1. In accessing or using the Enlighted, Inc.  Web Site the User shall not

– harm other persons, in particular minors, or infringe their personal rights;

– breach public morality in its manner of use;

– violate any intellectual property right or any other proprietary right;

– upload any contents containing a virus, so-called Trojan Horse, or any other program that could damage data;

– transmit, store or upload hyperlinks or contents to which the User is not entitled, in particular in cases where such hyperlinks or contents are in breach of confidentiality obligations or unlawful; or

– distribute advertising or unsolicited e-mails (so-called “spam”) or inaccurate warnings of viruses, defects or similar material and the User shall not solicit or request the participation in any lottery, snowball system, chain letter, pyramid game or similar activity.

6.2. Enlighted, Inc.  may deny access to the Enlighted, Inc.  Web Site at any time, in particular if the User breaches any obligation arising from these Terms of Use.

7. Hyperlinks

The Enlighted, Inc.  Web Site may contain hyperlinks to the web pages of third parties. Enlighted, Inc.  shall have no liability for the contents of such web pages and does not make representations about or endorse such web pages or their contents as its own, as Enlighted, Inc.  does not control the information on such web pages and is not responsible for the contents and information given thereon. The use of such web pages shall be at the sole risk of the User.

8. Liability for defects of title or quality

8.1. (a) Enlighted, Inc.  make no representations or warranties regarding the accuracy or completeness of this Enlighted, Inc.  Web Site’s content. Except as specifically provided in this Agreement, this Enlighted, Inc.  Web Site and its content therein, are provided to User “as is”. Enlighted, Inc.  make no other representation or warranty, either express or implied. Enlighted, Inc.  do not warrant the accuracy, completeness, performance, currency, merchantability, or fitness for a particular purpose of this Enlighted, Inc.  Web Site or the content it contains or the method of delivering that information to User. Insofar as any software, images, documentation and/or all other information is made available at no cost, any liability for defects as to quality or title of the software, images, documentation, and all other information, especially in relation to the correctness or absence of defects or the absence of claims, or third party rights or in relation to completeness and/or fitness for purpose, are excluded. Enlighted, Inc.  disclaims all responsibility for any loss or claim of any kind resulting from, arising out of, or any way related to (a) errors in or omissions in this Enlighted, Inc.  Web Site, including technical inaccuracies and typographical errors, (b) any third party web sites or content therein directly or indirectly accessed through links in any of this Enlighted, Inc.  Web Site’s content, (c) the unavailability of this Enlighted, Inc.  Web Site, (d) any use of this Enlighted, Inc.  Web Site or any content contained therein, (e) any use of any equipment or software in connection with this Enlighted, Inc.  Web Site, or (f) any reliance on the information contained in this Enlighted, Inc.  Web Site, even if advised of the possibility of such damages. In no event shall Enlighted, Inc. , or its or their respective officers, directors, employees, shareholders, agents, or representatives, be liable to User or any other person for any special, indirect, incidental, exemplary, punitive, or consequential damages or loss of goodwill in any way arising from or relating to the use of or inability to use this Enlighted, Inc.  Web Site, even if Enlighted, Inc.  has been notified of the possibility of such damages. In no event may User bring any claim or cause of action against Enlighted, Inc.  more than one (1) year after such claim or cause of action arises.

8.2. The information on this Enlighted, Inc.  Web Site may contain specifications or general descriptions related to the technical possibilities of individual products which may not be available in certain cases (e.g. due to product changes). The required performance of the product shall therefore be mutually agreed in each case at the time of purchase.

9. Other Liability, Viruses

9.1. The liability of Enlighted, Inc.  for defects in relation to quality and title shall be determined in accordance with the provisions of § 8 of these Terms of Use. Any further liability of Enlighted, Inc.  is excluded unless required by law, e.g. under the Act on Product Liability or in cases of willful misconduct, gross negligence, personal injury or death, failure to meet guaranteed characteristics, fraudulent concealment of a defect or in case of breach of fundamental contractual obligations. The damages in case of breach of fundamental contractual obligations is limited to the contract-typical, foreseeable damage if there is no willful misconduct or gross negligence.

9.2. Although Enlighted, Inc.  makes every endeavor to keep this Enlighted, Inc.  Web Site free from viruses, Enlighted, Inc.  cannot make any guarantee that it is virus-free. The User shall, for its own protection, take the necessary steps to ensure appropriate security measures and shall utilize a virus scanner before downloading any information, software or documentation.

9.3. §§ 9.1 and 9.2 do not intend nor imply any changes to the burden of proof to the User’s disadvantage.

10. Export Controls

10.1. These commodities, technology, or software were exported from the United States in accordance with the Export Administration Regulations. Diversion contrary to U.S. law is prohibited. Any export or transfer of Enlighted, Inc.  technology or software that is not publically available may require prior US government authorization. Any diversion or unauthorized use by the User of any Enlighted, Inc.  export regulated technology or software contrary to US law is strictly prohibited.

10.2. Unless specifically authorized by the appropriate government agency, the User agrees not to use the technology or software in prohibited uses or transfer to prohibited end-users as codified in 15 CFR, 31 CFR, 10 CFR and 22 CFR, including to any person or entity listed in the U.S. Denied Persons List, the U.S. Warning List, the U.S. Entity List or the U.S. Specially Designated National List.

11. Data Privacy

For collection, use and processing of personally identifiable data of the User of the Enlighted, Inc.  Web Site, Enlighted, Inc.  shall comply with applicable laws on data privacy protection and the Enlighted, Inc.  Web Site Privacy Policy, which is available per hyperlink on the Enlighted, Inc.  Web Site and/or on usa.Enlighted, Inc. .com.

12. Supplementary Agreements, Place of Jurisdiction, Applicable Law

12.1. Any supplementary agreement requires the written form.

12.2. These Terms of Use and your use of the site are governed by the laws of the State of New York without regard to conflict of laws principles thereof. By using the site, you irrevocably (a) consent to the jurisdiction of the state and Federal courts located in the County of New York for any action arising out of or relating hereto or thereto, (b) agree that all claims in respect of such action or proceeding may be heard and determined in any such court, (c) waive any claim of inconvenient forum or other challenge to venue in such court, and (d) agree not to bring any action or proceeding in any other court. The application of the United Nations Convention on Contracts for the International Sales of Goods (CISG) of 11 April 1980 is excluded.

12.3. The individual pages of this Enlighted, Inc.  Web Site are operated and administered by Enlighted, Inc. and/or its affiliates. The pages comply with the law applicable in the country where the responsible company has its business residence. Enlighted, Inc.  makes no representation that information, software and/or documentation on the Enlighted, Inc.  Web Site are appropriate or available for viewing or downloading at locations outside such country. If Users access Enlighted, Inc.  Web Site from outside such country, they are exclusively responsible for compliance with all applicable local laws. Access to Enlighted, Inc.  Web Site’s information, software, images, documentation, and/or other information from countries where such content is unlawful is prohibited. In this case and where User seeks to do business with Enlighted, Inc. , the User should contact the Enlighted, Inc.  representative for the particular country for country specific business.

12.4 This Agreement, as it may be amended from time to time in the sole discretion of Enlighted, Inc. , and constitutes the entire agreement between User and Enlighted, Inc. , and supersedes all prior or contemporaneous writings, discussions, agreements, and understandings of any kind, with respect to the subject matter of this Agreement. If any provision of this Agreement shall be held to be unenforceable by any court of competent jurisdiction, the other provisions of this Agreement will remain in full force and effect. Any provision of this Agreement held invalid or unenforceable only in part or degree shall remain in full force and effect to the extent not held invalid or unenforceable.