Taiwan Semiconductor Co., Ltd. (“TSC”) operates www.taiwansemi.com (the "Site"). This page informs you of our policies regarding the collection, use and disclosure of Personal Information we receive from TSC's website and any other source.
We use your Personal Information only for providing and improving the Site. By using the Site, you agree to the collection and use of information in accordance with this policy.
While you use our Site, we may ask you to provide us with certain personally identifiable information that can be used to contact or identify you. TSC uses, including Personal Information, in several ways. TSC uses the data it collects for the following purposes:
(1) to process transactions for the sale and support of TSC products and/or services
(2) to operate TSC's business, and to provide and support the products and services TSC offers (including improving and personalizing)
(3) to send certain communications, including promotional communications. Personally identifiable information ("Personal Information") may include:
contact details, such as your name, title, company/organization name, job title, e-mail address, telephone numbers, nationality and country of residence and physical address;
information that assists us in identifying the products and services that best meet your requirements including Technical Question, Sample Request, Contact Request; general Feedback from you about our sites and our products and services.
You are not required to provide any of this information, but if you do not, we may not be able to provide you with the requested service.
TSC will not rent or sell your Personal Information to others but may disclose personal information with subsidiaries, third-party vendors and service providers that work with TSC. We will only share Personal Information to these parties to help us provide a product or service to you. Such parties will be bound by data processing agreements ensuring the protection of your personal data.
Our contact us page and homepage contains links to other websites. These are integrated into our website as simple links to the services. Clicking on the integrated icon or link takes you to the page of the relevant provider i.e. only then is user information passed on to the provider.
TSC has no control over those sites and is not responsible or liable for the policies and practices followed by third parties.
Like many site operators, we collect information that your browser sends whenever you visit our Site ("Log Data").
This Log Data includes the following information: your computer's Internet Protocol ("IP") address, browser type, browser version, the pages of our Site that you visit, the time and date of your visit, the time spent on those pages and other statistics.
We collect information about your visit to our sites, including what pages you view, the number of bytes transferred, the links you click, the materials you access and other actions taken within TSC sites. In addition, we may use third-party services such as Google Analytics that collect, monitor and analyze this information.
We will use your Personal Information to contact you with newsletters, marketing or promotional materials and other information about product and service.
Cookies are files with small amount of data, which may include an anonymous unique identifier.
Cookies are sent to your browser from a web site and stored on your computer's hard drive.
The security of your Personal Information is important to us, but remember that no method of transmission over the Internet, or method of electronic storage, is 100% secure. While we strive to use commercially acceptable means to protect your Personal Information, we cannot guarantee its absolute security.
Any personal information collected about EU data subjects via our websites is processed in Taiwan by TSC or by a third party acting on our behalf. When you provide personal information to TSC, you consent to the processing of your information in Taiwan. Our websites are hosted in Taiwan.
11Fl., No. 205, Sec. 3, Beishin Rd. Xindian Dist., New Taipei City 231, Taiwan, R.O.C.
+886 2 8913 1588
2. Web Site
a. TSC endeavors to diligently support and maintain the Web Site. However, TSC does not warrant or guarantee that the Web Site is accessible at all times. TSC also does not warrant or guarantee that the Web Site is always up to date and that the information on the Web Site is complete and free from errors at all times. Delays, wording mistakes, omissions and wrong information may occur.
3. Rights of Use and Use Restrictions
a. All users of the Web Site are responsible for all of their activities related to the Web Site and obliged to comply with all applicable laws.
b. The information, material and documentation available on this Web Site (hereinafter “Materials”) are protected by copyright laws, international copyright treaties, and other laws and conventions related to intellectual property. Except as stated herein, these Materials may not be reproduced, modified, displayed or distributed in any form or by any means without TSC’s prior written consent.
TSC grants permission to download, reproduce, display and distribute the Materials posted on this Web Site solely for informational and non-commercial or personal use, provided that the user does not modify such Materials, retains all copyright and proprietary notices as they appear in such Materials, and identifies TSC as the source of the Materials.
Unauthorized use of any of these Materials is expressly prohibited by law, and may result in civil and criminal penalties.
c. Any software that is made available to download from this Web Site (hereinafter "Software") is copyrighted. Use of this Software is governed by the terms of the respective license agreement, if any, that accompanies or is included with such Software (hereinafter "License Agreement"). A user will be unable to install any Software that is accompanied by or includes a License Agreement before first agreeing to the License Agreement terms. Any reproduction or redistribution of the Software not in accordance with the License Agreement is expressly prohibited, and may result in civil and criminal penalties.
d. User activities that aim at rendering the Web Site non-functional or at least obstruct the use of the Web Site are unlawful and may be prosecuted on the basis of civil and criminal law.
4. User Content
a. Without prejudice to Section 10, any information, data, material or other content that the user sends to the Web Site (hereinafter “User Content”) will be deemed non-confidential and not protected by law. By sending any User Content to TSC the user grants to TSC the right – without limitation as to territory, time and scope – to use, reproduce, display, modify, incorporate, license and distribute the User Content or to exploit the User Content in any other way whatsoever.
b. In particular, the user agrees that TSC may use any ideas, concepts, techniques or other know-how that the user sends to the Web Site for any and all commercial and non-commercial purposes.
5. Secure Sections
a. Some sections of this Web Site may be password protected. In the interest of safety and security of the business transactions, only registered users may access said sections. TSC reserves the right to deny registration to any user. TSC particularly reserves the right to determine certain sections, which were previously freely accessible, subject to registration.
b. For registration the user shall give accurate information and, where such information changes over time, update such information without undue delay. The user shall ensure that its e-mail address, as supplied to TSC, is current at all times. Upon registration, the user will be provided with an access code, comprising a user ID and a password (hereinafter "User Data"). On first access the user shall promptly change the password received from TSC into a password known only to the user. The User Data allow the user to view or change its data or, as applicable, to withdraw its consent to data processing.
c. The user shall ensure that User Data are not accessible by third parties and shall be liable for all transactions and other activities carried out under its User Data. If and to the extent the user becomes aware that third parties are misusing its User Data, the user shall notify TSC thereof without undue delay in writing, or, as the case may be, by e-mail. After receipt of such notice, TSC will deny access to the password-protected section under such User Data. Access by the user will only be possible again upon the user's application to TSC or upon new registration.
d. The user may at any time request termination of its registration in writing, provided that the deletion does not violate the proper performance of contractual relationships. In such event TSC will remove all user data and other stored personally identifiable data of the user as soon as these data are no longer needed.
e. TSC may at any time and without obligation to give reasons deny the user the right to access the password-protected section by blocking its User Data, in particular if the user
• uses false data for the purpose of registration;
• violates any applicable laws in the access to or use of this Web Site; or
• did not use this Web Site for a long period.
6. Warranties and Disclaimers
a. All Materials on this Web Site are provided “as is“. TSC makes no warranties or representations with regard to these Materials of any kind, whether express or implied, including without limitation, warranties or representations of merchantability, fitness for a particular purpose, title and non-infringement of any third party intellectual property right.
In particular, the user acknowledges and agrees that the application notes, reference designs simulations and/or other such design materials on this Web Site (hereinafter “Design Materials”) are provided as an example only and that user will exercise its own independent analysis and judgment in its use of the Design Materials. TSC assumes no liability for use of the Design Materials and/or user’s product designs and/or any applications assistance provided by TSC.
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. Use of the Materials on this Web Site may require a license from a third party, or a license from TSC.
b. TSC reserves the right to make corrections, deletions, modifications, enhancements, improvements and other changes to the Materials, its products, programs and services at any time or to move or discontinue any Materials, products, programs, or services without notice.
The Web Site may contain hyperlinks to web sites of third parties. TSC shall have no liability for the contents of such web sites and does not make representations about or endorse such web sites or their contents as its own, as TSC does not control the information on such web sites and is not responsible for the contents and information given thereon. The use of such web sites shall be at the sole risk of the user.
9. Termination of Use Permit
10. Data Privacy Protection
11. Export Control
The user shall comply with all applicable national and international laws and regulations, in particular the applicable export control regulations and sanction programs. The user also agrees not to export, re-export or transfer any software or technology developed with or using information, software or technology offered by TSC, in violation of any applicable laws or regulations of the competent authorities. Further, the user shall neither use any products, information, software and technology offered by TSC in or in connection with nuclear technology or weapons of mass destruction (nuclear, biological or chemical) and carriers thereof nor supply military consignees.
a. Unless otherwise specified, the purchase of products from this Web Site is subject to TSC’s sales conditions.
Customer (the “Customer” or “Customers”) desires to purchase from Taiwan Semiconductor Co., Ltd. ("TSC") the Products (as hereinafter defined). TSC desires to manufacture, sell and deliver to Customer the products. Both Parties wish to define the terms and conditions governing any and all purchase transaction between the parties regarding the Products under these terms and conditions which Customer acknowledges to have read and understood and shall prevail over and apply to the exclusion of any terms and conditions contained or referred to in Customer’s purchase orders or other documents, or implied by trade custom, practice or course of dealing. Customer further acknowledges that these terms and conditions supersede all representations, communications and proposals, whether oral or written, between the parties relating to the subject matter hereof.
Products to be purchased by Customer are subject to separate purchase orders (the “Product(s)”). Such purchase orders shall specify the products ordered, material and parts, design and specifications, quantities, price, lead time for material preparation/manufacturing/transportation, delivery date and other payment terms, shipping instructions or designated port which are different from those set. All purchase orders shall be deemed to have incorporated therein and be subject to the terms and conditions. Unless otherwise specified in the purchase order, the provisions contained herein shall prevail over any conflicting provisions contained in Customer’s purchase order or any other business documents. TSC shall either confirm acceptance or refusal of each purchase order within [five (5)] business days of receipt, failing this purchase order will be deemed to be rejected by TSC. No additional or different terms proposed by Customer will be binding on TSC unless they are assented to in writing by an authorized representative of TSC.
Customer shall, with prior written notice to TSC, have the right to reschedule or cancel the purchase order, in whole or in part, provided :
TSC has notified Customer that it has discontinued the manufacturing of the Products;
if TSC is unable to deliver the full number of the Products ordered on the scheduled delivery date, Customer may, at its sole option, consent to partial delivery or reschedule for a later delivery. TSC reserves the right to cancel all or any part of an order without any liability to Customer if inaccurate information is supplied by Customer or if Customer is in default under any of the terms and conditions of the Terms.
All prices are exclusive of (1) royalties, charges or license fees for essential or standard patents in any countries or areas, (2) any transportation and related charges for delivery of the items to any destination, and (3) any present or future sales, revenue or excise tax, value added tax, turnover tax, import duty (including brokerage fees) or other tax, whether now or hereafter imposed, applicable to the manufacture or sale of any Product. Such taxes, when applicable, shall be paid by Customer unless Customer provides a proper tax exemption certificate and, if requested by TSC, shall promptly provide TSC with all official receipts for any such taxes paid by Customer.
TSC may renegotiate prices or cancel partial or all orders based on changed circumstances at any time if TSC demonstrates component shortage, price rises for components, or any other event beyond TSC’s reasonable control. If the Parties fail to reach consensus on workable solutions in such circumstances, TSC may, (1) in whole or in part, reject any purchase order, and ignore the forecasts without any liability; and (2) report to Customer all the inventory and Customer shall then purchase such inventory from TSC at the then-current price.
All Products will be shipped in accordance with the terms of delivery agreed between the parties in an accepted purchase order as set out in the Customer’s Quotation and Order Confirmation or Acknowledgement.
Shipment of Products within +/- five per cent (5%) of the quantity ordered shall be deemed to constitute full delivery.
All shipments should be inspected by Customer immediately upon receipt and should there be evidence of damage or loss in transit, claims or tracers upon carrier must be filed by Customer. Any Product delivered hereunder shall be deemed accepted by Customer unless Customer provides TSC with written notice of a defect or non-conformity with respect to such lot of Product within [five (5)] days of delivery.
TSC will assist in tracing shipments upon request. In the event more than ten percent (10%) of the Products shipped in one delivery appears to not conform to the specifications, Customer shall promptly notify TSC and afford TSC a reasonable opportunity to inspect, repair or replace such lot of Products as new.
Any trade terms mentioned shall be interpreted in accordance with the Incoterms 2010 (for example: DDU, FOB, CIF…) of the International Chamber of Commerce, unless otherwise specified in the Quotation and Order Confirmation and/or Acknowledgement.
Payment shall be Cash on Delivery (COD) unless other payment terms have been agreed in writing between the parties prior to the sale.
TSC may charge interest on any overdue payment and if so, at a rate of eighteen percent (18%) per annum, or at the highest rate legally permissible, whichever is higher. If due to Customer’s failure to pay when payments are due, TSC would incur exchange rate losses, which it would not have incurred when payment would have been made in time, TSC shall be entitled to an equivalent compensation from Customer for such losses.
The title to the Products shall be transferred to Customer only after the price for Products has been fully paid.
The risk of loss shall pass to Customer in accordance with the following provisions, whether or not freight charge is paid by TSC :
The risk of loss shall pass when the products have been delivered to carrier or picked up in operational condition. The modalities of shipment shall be left to TSC’s reasonable able discretion. At the request and cost of Customer, products shipped shall be insured by TSC against breakage, fire and other damages sustained during transit. The foregoing provision shall also apply if TSC itself undertakes to transport the goods or assumes the costs thereof.
If the dispatch or delivery of products, or the start or completion of installation is delayed at the request of Customer or due to Customer’s fault, then the risk of loss shall pass to Customer for the period of such delay.
However, TSC shall at Customer’s cost procure such insurance coverage for the goods as may be requested by Customer.
TSC shall not be liable for any delay or failure to perform its obligations under these terms and conditions arising directly or indirectly out of causes beyond its reasonable control or otherwise unavoidable including, but not limited to, acts of God or public enemies, acts of other parties, acts of civil or military authority, labor disputes, fires, riots, war, embargoes, epidemics, fire, floods, war, unusually severe weather, shortage or absence of power or fuel, government orders, rules or restrictions, strikes (including those against TSC), labor disputes, or any other casualties or contingencies.
Delivery schedules shall be considered extended by a period of time equal to the time lost because of any excusable delay (including but not limited to the above clauses). TSC shall have the option to perform or cancel this order as a whole or in respect of any unfulfilled portion hereof without liability to Customer.
To its knowledge, TSC warrants that its Product(s) will, for the time period set forth below, be free from defects in material and workmanship and will conform to TSC’s approved specifications.
Except as provided below, Product(s) are warranted for a period of [twelve (12)] months from the date of delivery. DEVELOPMENT PRODUCT(S), PROTOTYPE OR OTHER NON-PRODUCTION PRODUCT(S), SAMPLES OF PRODUCTION PRODUCT(S) AND SOFTWARE ARE NOT WARRANTED AND ARE PROVIDED ON AN “AS IS” BASIS ONLY.
Customer must advise TSC in writing of any claims within the warranty period, obtain TSC’s return authorization, return the Product(s) to a facility or location directed by TSC, and provide any reasonably requested assistance. Subject to the foregoing, if the Product(s) are not as warranted, TSC shall, at TSC’s option, either refund the purchase price of the Product(s) or provide the same or equivalent replacement the Product(s), and shall reimburse Customer for any commercially reasonable cost of transporting the non-conforming Product(s). In no event, however, shall TSC be responsible for any non-conformance or other defects in the Product(s)
resulting from improper handling during or after shipment, misuse, neglect, improper installation or operation, repair, alteration, combination with Products not supplied by TSC without TSC’s express authorization, and any use in a way not consistent with its intended purposes, damage or malfunction caused by any of web pages, data base, internet, intranet, servers, working stations, terminals, other electronic devices, virus infection, other hardware/software, or incompatible hardware/software beyond TSC’s reasonable control, accident or for any other cause not attributable to defective workmanship or failure to meet specifications on the part of TSC. This warranty shall not be expanded, and no obligation or liability of TSC will arise, due to technical advice or assistance, computerized data, facilities or services TSC may provide in connection with Customer's purchase. TSC provides no warranty for TSC Product(s) purchased through unauthorized sales channels. TSC warrants replacement Product(s) for the remaining term of the warranty on the originally delivered Product(s).
THIS WARRANTY EXTENDS TO CUSTOMER ONLY AND MAY BE INVOKED ONLY BY CUSTOMER FOR ITS CUSTOMERS. TSC WILL NOT ACCEPT WARRANTY RETURNS FROM CUSTOMER’S CUSTOMERS OR USERS OF CUSTOMER’S PRODUCT(S). THIS WARRANTY DOES NOT APPLY TO DEFECTS ARISING AS A RESULT OF CUSTOMER’S DESIGNS OR FORMULAS.
THE WARRANTY AND REMEDIES SET FORTH ABOVE CONSTITUTE TSC’S SOLE AND EXCLUSIVE LIABILITY, AND CUSTOMER’S SOLE AND EXCLUSIVE REMEDIES, FOR ANY BREACH OF WARRANTY OR NON-CONFORMITY OF THE PRODUCT(S). THE WARRANTY SET FORTH ABOVE IS EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO THE WARRANTIES FOR MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, WHICH ARE HEREBY EXPRESSLY DISCLAIMED. TSC SHALL MAKE THE FINAL DETERMINATION AS TO ANY BREACH OF WARRANTY OR NON-CONFORMITY OF THE PRODUCTS.
There are no other warranties than those stated in the Terms. TSC expressly disclaims all other warranties to Customer or third parties, with respect to the Products and any accompanying written materials.
The aggregate liability of TSC to Customer under any provision of this Order or for any cause shall be limited to the total amount paid by Customer and received by TSC related to all Products of the same part number, or [fifty percent 50%] of the total amount in the previous year, whichever is lesser. The existence of more than one claim will not enlarge or extend this limit. The above limitation of liability applies in the same way to directors, officers, and employees of TSC and its licensor(s).
In no event shall TSC be liable to Customer or any other person or entity (under any contract, negligence, strict liability or other theory) for any lost profits, anticipated benefits, business interruption, loss of data/information, loss of equipment, downtime costs, costs of recovering/repairing, costs of procurement of substitute products, or any indirect, special, incidental or consequential damages or other punitive/pecuniary loss, including schedule delays, non-refundable engineering costs, and other charges resulting from, arising out of or in connection with the use, inability to use, the results of use, or any defect of Product performance or failure to perform under this order, or resulting from, arising out of or in connection with TSC’s supplying of the Product. The foregoing limitations shall apply even if TSC has been advised of the possibility of such damages and notwithstanding the failure of essential purpose of any limited remedy stated herein.
All materials and Product(s) furnished by TSC and identified as containing confidential information must be held in confidence by the recipient using at least the degree of care the recipient uses for its own confidential information, but no less than reasonable care. Except as required by law, the recipient may not disclose such materials or confidential information except to its own employees who require use of the materials in the performance of their duties and who are bound by a duty of confidentiality under terms no less restrictive than contained herein concerning the use of confidential information. Any non-public samples or prototypes, or any source code provided by TSC shall constitute confidential information, whether or not so marked. Customer shall take reasonable measures to protect the secrecy of and avoid disclosure or use of confidential information of TSC in order to prevent it from falling into the public domain or the possession of other persons to have any such information.
To its knowledge, TSC guarantees that products do not infringe the intellectual property of any party. TSC agrees that all intellectual property rights of the products, including but not limited to trademark, patent copyright and trade secret, are belong to Customer. TSC does not obtain any rights and benefits of intellectual property of the products due to performing in these terms and conditions.
The Customer acknowledges that, unless otherwise agreed in writing, any and all of the intellectual properties provided, developed or created for, or embodied in the Products, product materials or derivatives shall be and shall remain the sole property of TSC or its third party licensors. Customers agrees not to reverse engineer, decompile or disassemble any prototypes, software, hardware or other tangible objects or Product(s) provided by TSC.
Customers, without the express prior written consent of TSC, has no right to use TSC’s trademarks, trade names, corporate slogans, corporate logos, or corporate designations, whether alone or in combination with others, in the sale, lease or advertising of any Products, or any product containers, component parts, business forms, sales, advertising or promotional materials, or other business supplies or materials, whether in writing, orally or otherwise.
The failure to exercise or delay in exercising a right or remedy under these terms and conditions shall not constitute a waiver of the right or remedy or a waiver of any other rights or remedies and no single or partial exercise of any right or remedy under these terms and conditions shall prevent any further exercise of the right or remedy or the exercise of any right or remedy.
Provided that Customer is a merchant, the exclusive place of jurisdiction for all disputes arising from or in connection with the Terms or any order placed by Customer and accepted by TSC (the “Orders”) shall be the location of TSC’s principal place of business in New Taipei City, Taiwan. TSC may also file suit in any competent court at the location of Customer’s principal place of business.
All orders, disputes, controversies or differences which may arise between the parties, out of or in relation to or in connection with the Terms or the Orders, or for any breach thereto, shall be governed exclusively by the formal and material laws of the [Taiwan] excluding its provisions on conflict of laws. The provisions of the Convention on Contracts for the International Sale of Goods (CISG) shall be explicitly excluded.
AMENDMENTS. No modifications to this document shall be binding unless expressly agreed to in writing by TSC.
ASSIGNMENT. This order shall be binding upon and inure to the benefit of lawful successors and assigns of the parties.
EXPORT CONDITIONS. If, at the time or times of TSC's performance hereunder, an export license is required for TSC to lawfully export Products or technical data, then the issuance of the appropriate license to TSC or its subcontractor shall constitute a condition precedent to TSC’s obligations hereunder.
NOTICES. All notices permitted or required under this Order shall be in writing and shall be delivered in person or mailed by first class, registered or certified mail, postage prepaid, to the address of the party specified in this order or such other address as either party may specify in writing. Such notice shall be deemed to have been given upon receipt.
DISCLAIMER FOR CRITICAL APPLICATIONS. Products sold under these terms and conditions are not designed, intended or authorized for use as a critical component in life support systems, or any medical devices or medical devices with a similar or equivalent classification in a foreign jurisdiction, or any devices intended for implantation in the human body. Sale for such use is subject to TSC’s advance written authorization for Products use and a separate indemnification order signed by Customer. Customer agrees to indemnify, defend and hold harmless TSC, its directors, officers, employees, representatives, agents, subsidiaries, affiliates, distributors, and assigns, against any and all liabilities, losses, costs, damages, judgments, and expenses, arising out of any claim, demand, investigation, lawsuit, regulatory action or cause of action arising out of or associated with any unauthorized use, even if such claim alleges that TSC was negligent regarding the design or manufacture of the Products.
SEVERABILITY. If any of the provisions of this Order is held by a court of competent jurisdiction to be invalid under any applicable laws, such provision shall, to that extent, be deemed omitted, and the remaining portions of this Order shall remain in full force and effect.
THIRD PARTY RIGHTS EXCLUDED. This order is made solely for the exclusive benefit of TSC and Customer and all third party rights of enforcement are hereby excluded to the fullest extent possible.
|Standard Terms and Conditions of Sale||A1905||05/03/20||Download pdf|