1. Acceptance of Terms
These Website Terms of Use ("Website Terms") govern your access to and use of the website located at valkyriesemi.com and any related subdomains, including the Valkyrie Semiconductor B2B Portal (the "Portal"), and all content, features, and services available through the website or Portal (collectively, the "Services"), provided by Valkyrie Semiconductor LLC ("Valkyrie", "we", "us", or "our").
By accessing or using the website or Portal, creating an account, or clicking "I Agree" or similar acceptance language, you agree to be bound by these Website Terms and our Privacy Policy. If you do not agree to these Website Terms, do not access or use the website or Portal.
These Website Terms apply to all visitors, users, and others who access or use the Services. They are separate from, and in addition to, our Terms and Conditions of Sale, which govern the purchase of products and services from Valkyrie.
2. Description of Services
The Services include access to product information, technical documentation, quotation requests, order placement (where permitted), account management, and other tools made available through the website and the B2B Portal. The Portal is intended solely for use by authorized business customers and partners of Valkyrie. We reserve the right to modify, suspend, or discontinue any part of the Services at any time without notice.
3. Account Registration and Security
3.1 Eligibility. You must be at least 18 years old and authorized to act on behalf of a business entity to create a Portal account. Accounts are issued at Valkyrie’s sole discretion.
3.2 Account Security. You are responsible for maintaining the confidentiality of your account credentials (username, password, and any multi-factor authentication methods) and for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account or any other breach of security.
3.3 Accurate Information. You agree to provide accurate, current, and complete information during registration and to keep such information updated. Valkyrie reserves the right to suspend or terminate accounts that contain inaccurate or incomplete information.
4. Acceptable Use
You agree not to use the website or Portal to:
(a) Violate any applicable law, regulation, or these Website Terms;
(b) Infringe the intellectual property or other rights of Valkyrie or any third party;
(c) Upload, transmit, or distribute any viruses, malware, or other harmful code;
(d) Attempt to gain unauthorized access to any portion of the Services, other accounts, or computer systems;
(e) Use the Portal or any data obtained through it for competitive analysis, benchmarking against Valkyrie, or any purpose other than legitimate business evaluation or transactions with Valkyrie;
(f) Share your login credentials or allow multiple individuals to use a single account without prior written authorization from Valkyrie; or
(g) Interfere with or disrupt the operation of the Services or any related servers or networks.
5. Intellectual Property
5.1 Ownership. All content on the website and Portal, including but not limited to text, graphics, logos, images, software, product specifications, technical data, and the compilation thereof ("Content"), is the property of Valkyrie or its licensors and is protected by copyright, trademark, and other intellectual property laws.
5.2 Limited License. Valkyrie grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Content solely for your internal business purposes in connection with evaluating or transacting business with Valkyrie. You may not copy, reproduce, distribute, modify, create derivative works from, publicly display, or exploit any Content without our prior written consent.
5.3 Trademarks. All trademarks, service marks, and logos displayed on the website or Portal are the property of Valkyrie or their respective owners. You may not use any such marks without prior written permission.
6. User Submissions and Portal Activity
Any information, documents, specifications, or other materials you submit through the Portal or website ("Submissions") are subject to our Privacy Policy. You represent that you have the right to submit such information and that it does not infringe any third-party rights. Valkyrie may use Submissions to respond to your requests, improve our Services, and for other legitimate business purposes.
7. Third-Party Links and Content
The website or Portal may contain links to third-party websites or resources. We do not control and are not responsible for the content, privacy practices, or availability of such third-party sites. Your use of third-party sites is at your own risk and subject to their terms and policies.
8. Disclaimers
THE SERVICES AND ALL CONTENT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. VALKYRIE DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT ANY DEFECTS WILL BE CORRECTED. YOU USE THE SERVICES AT YOUR OWN RISK.
9. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, VALKYRIE AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES; (B) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES; OR (C) ANY CONTENT OBTAINED FROM THE SERVICES. IN NO EVENT SHALL VALKYRIE’S TOTAL LIABILITY EXCEED THE GREATER OF (I) THE AMOUNT YOU PAID TO VALKYRIE IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (II) ONE HUNDRED DOLLARS ($100).
10. Indemnification
You agree to defend, indemnify, and hold harmless Valkyrie and its affiliates, officers, directors, employees, and agents from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to your use of the Services, your Submissions, your violation of these Website Terms, or your violation of any rights of a third party.
11. Termination and Suspension of Access
Valkyrie may suspend or terminate your access to the website or Portal at any time, with or without cause and with or without notice, including if we believe you have violated these Website Terms, engaged in fraudulent or illegal activity, or for any other reason in our sole discretion. Upon termination, your right to use the Services will immediately cease. Sections 5, 8, 9, 10, 12, and 13 shall survive termination.
12. Governing Law and Dispute Resolution
These Website Terms shall be governed by and construed in accordance with the laws of the State of Arizona, without regard to its conflict of laws principles. Any dispute arising out of or relating to these Website Terms or the Services shall be resolved exclusively in the state or federal courts located in Maricopa County, Arizona. You consent to the personal jurisdiction of such courts.
13. Miscellaneous
13.1 Entire Agreement. These Website Terms, together with our Privacy Policy and (for purchases) our Terms and Conditions of Sale, constitute the entire agreement between you and Valkyrie regarding the Services and supersede all prior agreements and understandings.
13.2 Changes to Terms. We may modify these Website Terms at any time. Material changes will be effective thirty (30) days after notice is posted on the website or Portal or sent to your registered email address. Your continued use of the Services after the effective date constitutes acceptance of the modified terms.
13.3 Severability. If any provision of these Website Terms is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
13.4 Waiver. The failure of Valkyrie to enforce any right or provision of these Website Terms shall not constitute a waiver of such right or provision.
13.5 Contact. If you have any questions about these Website Terms, please contact us at contact@valkyriesemi.com or through the contact form on our website.