Terms & Conditions

Terms And Conditions

Website Terms & Conditions

Effective Date: July 20, 2023

These Website Terms & Conditions (“Terms”) are a legal agreement between Mitutoyo Canada Inc. and Mitutoyo Corporation together with their subsidiaries, affiliates and partners (hereafter, “Company”, “us”, “our”, “we”) and you (“you” or “your”) which governs the Company’s relationship with you in respect of your use of the Company website and services (collectively, the “Services”), together with the Company’s Privacy Policy found here. which is incorporated herein by reference. By using any of the Services, you accept and agree to be bound and comply with these Terms (including the Privacy Policy).

Accessing and/or using any of the Services is the equivalent of your signature and indicates your acceptance of the Terms and that you intend to be legally bound by the Terms.

IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT ACCESS OR USE THE SERVICES.

Before using the Services, please read the following.

The published information appearing on the website has been checked for accuracy prior to publishing, but Mitutoyo Corporation (hereafter, “Company”) makes no guarantees of any kind with regard to accuracy or completeness. Therefore, to perform any kind of business or contract related to the published information, it is necessary to consult beforehand with a Company sales representative for confirmation and to execute an agreement.
The published information is subject to updates and changes at any time. This does not mean, however, that all the published information is the latest information.
This website may contain information about Company products, programs, or services not announced and/or provided countries other than Japan, but this does not necessarily mean that the Company plans to announce and/or provide these products, programs, or services overseas.
If you download software from this website for updating purposes relating to a product you purchased from the Company, the software usage method is as described in the license and user’s manual included with the packaged product that was purchased. If you elect to perform updates by downloading software from this website, you should follow the procedure supplied by the Company. The Company however makes no guarantees regarding the update operation and the update results, and you perform any such updates at your sole risk and responsibility.
The Company does not intend users to obtain confidential information through this website. Information such as ideas, concepts, know-how, techniques, etc. (“User Information”), transmitted to the Company through this website is not considered to be confidential and will be handled as information that users agree can be freely used by the Company. You hereby assign and transfer all present and future rights, title and interest in and to all User Information that you provide to the Company.
The Company accepts no responsibility whatsoever regarding any and all websites and services that can be accessed from this website. Moreover, the Company will not be held liable for any damages arising from the use of this website or any Services (including all other linked websites).

Mitutoyo Canada Inc.

Conditions of Sale

Should you (the “purchaser”) order any products or services from Mitutoyo Canada Inc. (the “Canada Company”) you shall do so via an order, and the following shall apply as conditions of such sale:

Acceptance of Orders: No order howsoever placed shall bind the Canada Company unless and until accepted by the Canada Company.
Price: Prices are for merchandise F.O.B. original point of shipment. Prices, quotations and pricing agreements are subject to change without notice and will be applied as in effect at the time of shipment.
Packing: There will be a charge for any special packing that is required. No allowance shall be made for any omission of packing or crating not specifically ordered.
Taxes: Federal sales tax and all other taxes applying to the sale of merchandise by the Canada Company will be added to an invoice unless a signed exemption certificate is on hand.
Payment: Except as otherwise indicated on the face of an invoice, terms of payment are 30 days following the date of the invoice on approved credit. All payments are due on a net basis. A service charge of 24% per annum, or the maximum amount allowable by applicable laws (if such amount is lower than 24%), calculated and payable monthly, will be levied against all past due accounts. The Canada Company may change, alter or modify the time of payment for merchandise or any agreement for extension of credit or may require partial or full payment prior to assembling or shipping any merchandise notwithstanding any contrary conditions specified in any order or sale. The minimum billing charge for merchandise is $100.00. The Canada Company shall not be obligated to ship any merchandise unless and until the Canada Company is satisfied of the credit-worthiness of the purchaser.
Title: Title to all merchandise shall remain with the Canada Company until the merchandise are fully paid for in accordance with these conditions of sale. The purchaser shall execute and deliver such acknowledgements of title as may be requested by the Canada Company. In the event the purchaser should default on any payment, the Canada Company shall have the right to repossess the merchandise at the expense of the purchaser, and shall be entitled to retain any monies paid up to date of such repossession as liquidated damages.
Warranty: Merchandise (including equipment and accessories) not manufactured by the Canada Company are warranted only to the extent of the original manufacturer’s warranty. The Canada Company will not be responsible for any damage or losses, direct or indirect, arising in contract or in part from any cause whatsoever, or careless handling nor for labour, transportation or other charges incurred in the replacement or repair of effective parts, and there are no warranties or conditions, express or implied, under the Sale of Goods Act or otherwise applicable to purchased merchandise or any other products except as expressly stated herein. The Canada Company will not be responsible for any statements that are made or published, written or oral, which are misleading or inconsistent with the facts as published in the literature or specifications furnished by the Canada Company.
Risk: All merchandise shall be deemed shipped and/or delivered to purchaser at the time they are placed in the hands of a carrier for delivery to the purchaser or his order and all responsibility for loss, damage or destruction of any of said merchandise is thereupon assumed by the purchaser. The Canada Company shall not be liable for any delay in shipping or delivery of merchandise.
Shipping: If routing of shipment is specified on Customer’s order, it will be followed whenever practicable. Otherwise, routing is subject to the Canada Company’s choice.
Claims: No claim may be made that the merchandise delivered are not in accordance with the order placed unless made within 10 days after the said merchandise are delivered to the destination specified in the shipping documents. No liabilities are assumed by the Canada Company beyond replacement of defective merchandise.
Cancellation: No orders or sales may be cancelled without the consent of the Canada Company. At the Canada Company’s option, cancelled orders are subject to payment of cancellation charges equal to all costs incurred by the Canada Company to the date of cancellation, including a reasonable allowance for overhead computed on the basis of accepted accounting methods.
Return of Merchandise: Permission must be obtained in writing from the Canada Company before any merchandise is returned. Any merchandise being returned after 12 months from the applicable invoice date will not be accepted. All transportation charges shall be borne by the purcahser. New unused material of current design accepted by the Canada Company for credit is subject to a restocking charge of at least 15%. Further adjustments will be made if goods are returned in depreciated condition.
Conditions: All orders accepted and made by the Canada Company are accepted and/or made upon and subject to these conditions and any other conditions imposed by the Canada Company at the time of purchase, unless otherwise agreed in writing. In all cases of conflict between these conditions and the requirements of the purchase order, these conditions shall prevail.
Governing Law: The relationship of the Canada Company and the purchaser shall be governed by the laws of the Province of Ontario.

Site Usage Conditions

Cookies

A cookie is a data file transmitted from a website to a customers’ computer. When the customer visits that website again, the website can read data from the customer’s computer.

This website uses cookies for some pages, which are used to save the Company’s customers from having to repeatedly input answers and collect information such as the pages visited by the customer.

Cookies cannot be used to obtain personal information from customers. Moreover, each customer can refuse to accept cookies. In this case, some of the services offered on this website may not usable.

Supported Browsers

The following are the browsers supported for this website:

Microsoft Internet Explorer 7 and higher
FireFox
Safari

However, some of the Services may not be usable depending on your usage environment. You are solely responsible for all software, hardware, services (such as Internet service), and equipment necessary to access and use the Services, including all related expenses, if any.

SSL

This website uses the Secure Socket Layer (SSL) encryption protocol for pages that require the input of personal information, allowing customers to input personal information with peace of mind. With SSL, the input data is encrypted in the customer’s computer before it is transmitted via the network to the registration destination computer.

Plug-ins

This website may use any or all of the following plug-ins. These plug-ins can be downloaded for free.

Javascript & Cascading Style Sheets

This website uses JavaScript and Cascading Style Sheets (CSS) to display and enhance your browsing experience. Please make sure that JavaScript is enabled in your browser’s settings. If browsing is done in an environment that does not support JavaScript, problems may occur in the way content is displayed.

Acceptance of Terms & Obligations and Conditions

If you are accepting these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind such entity and its employees to the Terms. Organizations, companies, and businesses may only become registered members or use our Services as entities or through individual members with the prior written authorization of the Company.

You agree that it is solely your responsibility to ensure that your access to and use of the Services complies with the laws of your jurisdiction. We make no representation that the Services are appropriate for use outside Canada.

Changes and Amendments

We reserve the right to modify these Terms at any time and in our sole discretion, effective upon posting of an updated version of these Terms on the Services. When we do, we will revise the date at the top of this page. You should review these Terms and all policies regularly to make sure that you are aware of any changes. Your access and use of the Services on and after the date on which we post any revised version of the Terms or any policies constitutes your acceptance of the Terms as revised as well as of any revised policies. If you do not agree with these Terms after they have been changed, you must not use the Services.

Access and Use

We hereby grant you permission to use the Services as set forth in these Terms, provided that: (a) you use the Services in accordance with all applicable laws; and (b) your use will otherwise comply with these Terms.

In addition to the other terms set out in these Terms, you agree that when using the Services you will not:

submit false or misleading information to the Services;
download, copy, or re-transmit any or all of the Services without, or in violation of, a written license or agreement with us;
use the Services in any manner that could disable, overburden, damage or impair the Services or interfere with any other party’s use of the Services including their ability to engage in real time activities through the Services;
use any robot, spider, other automatic device process or means, or similar data gathering, data mining, or extraction methods to access the Services for any purpose including monitoring or copying any of the material on the Services;
use any manual process to monitor or copy any of the material on the Services or for any other unauthorized purpose without our prior written consent;
use any device, software or routine that interferes with the proper working of the web/Internet;
attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the web/Internet or the server on which the Services are hosted;
attack the Services via a denial-of-service attack or a distributed denial-of-service attack;
attempt to interfere with the proper working of the Services, including but not limited to through hacking, ransoming, or other attacks upon the services provided by and function of the Services;
use the Services to fraudulently misrepresent yourself, impersonate another person, engage in false advertising; to defraud or defame any person, or to engage or otherwise participate in any ponzi scheme, pyramid scheme, chain letter, unsolicited bulk or commercial emails, or to collect or harvest any personal or personally identifiable information from any user of the Platforms with that person’s knowledge or consent;
use the Services in any manner that promotes and/or enables illegal or unlawful activities;
permit, allow or do anything that would infringe or otherwise prejudice our proprietary rights or the rights of our licensors, or allow any third-party to access the content, including without limitation, intellectual property, privacy, publicity or contractual rights, including but not limited to subleasing an accommodation without the rights to do so;
use the Services other than for its intended purpose, or in any manner not expressly permitted in these Terms;
remove any copyright, trademark, or other proprietary rights notice from the Services or any content thereof;
create a database by downloading and saving content from the Services;
delete or revise any content on the Services;
attempt to defeat any security measures that we take to protect the Services;
violate any local, municipal, provincial, national, or other law or regulation, or any order of a court; or
advocate, encourage, or assist any third party in doing any of the foregoing.

The foregoing is merely a list of examples of prohibited conduct. We reserve the right to take appropriate actions in our sole discretion in response to any inappropriate conduct, or for no reason at all.

Unauthorized use, such as is set out above, is a material breach of these Terms, and may also violate applicable laws including without limitation copyright and trademark laws, the laws of privacy and publicity, and applicable communications regulations and statutes.

You hereby represent and warrant to us that you will utilize the Services and any information provided to you thereby in accordance with applicable laws, being those laws applicable to the Services and those laws that are applicable in accordance with the jurisdiction where you are located. The foregoing obligation includes, but is not limited to, compliance with privacy and data security laws.

Risk of Transferring Information via the Internet

Unfortunately, the transmission of information via the Internet is not completely secure. Although we do our best to protect your personal information, we cannot guarantee the security of your personal information transmitted to or from the Services. Any transmission of personal information is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained in the Services.

Intellectual Property

You understand and agree that the Services and their entire contents, features, and functionality, are owned by the Company, its licensors, or other providers of such material and are protected in all forms by intellectual property laws including without limitation, copyright, trademark, patent, trade secret, and any other proprietary rights. Our name, logo, and all related names, logos, product and service names, designs, images, and slogans are trademarks of the Company or its licensors. All other trademark, service marks, company names or company logos, as used or referenced in the Services, are the property of their respective owners.

You have no right, title, or interest in or to the Services or to any information on the Services, and all rights not expressly granted are reserved by the Company. Any use of the Services or any intellectual property referenced in this section, except as permitted in these Terms or otherwise expressly authorized by the property owner, shall constitute a breach of these Terms and an infringement or violation of the rights of the property owner, and may be a violation of federal or other laws.

Please also see our Copyrights notice at [Insert link to Copyrights notice], which is hereby incorporated by reference.

Monitoring

You acknowledge and agree that we have no obligation to monitor the Services or any information accessible through the Services, but we do have the right to monitor any Services and any information accessible through the Services. We may undertake such monitoring pursuant to law, regulation or other reasonable governmental requests, as well as pursuant to our own interests, at our sole discretion.

Disclaimer of Warranty

THE SERVICES ARE PROVIDED “AS IS”. NEITHER WE, NOR ANY OF OUR LICENSORS, MAKE ANY EXPRESS WARRANTIES, AND WE AND EACH OF THEM DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF ACCURACY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NEITHER WE, NOR ANY OF OUR LICENSORS, MAKE ANY WARRANTY THAT SERVICES SATISFY GOVERNMENT REGULATIONS. NEITHER WE, NOR ANY OF OUR LICENSORS, MAKE ANY REPRESENTATION CONCERNING THE SERVICES WHEN USED IN ANY COUNTRY. NEITHER WE, NOR ANY OF OUR LICENSORS, MAY BE HELD LIABLE UNDER THE TERMS FOR ANY DAMAGES OTHER THAN DIRECT DAMAGES, EVEN IF THE PARTY KNOWS OR SHOULD KNOW THAT OTHER DAMAGES ARE POSSIBLE, OR THAT DIRECT DAMAGES ARE NOT A SATISFACTORY REMEDY.

SOME JURISDICTIONS PROHIBIT THE DISCLAIMER OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OF CERTAIN TYPES OF LIABILITY. IN SUCH CIRCUMSTANCES, TO THE EXTENT THAT SUCH PROHIBITIONS PROHIBIT ANY EXCLUSIONS AND LIMITATIONS IN THE TERMS, SUCH EXCLUSIONS AND LIMITATIONS WILL NOT APPLY TO YOU STRICTLY TO THE EXTENT NECESSARY TO MAKE THE TERMS WITH SUCH PROHIBITIONS.

You acknowledge and agree that you assume full responsibility for your use of the Services and the products and services offered via the Services.

Indemnity

You agree to indemnify and hold us, our affiliates, employees, directors, and officers, and our licensors and service providers, harmless from any claim or demand, including attorneys’ fees, including any made by any third party, as a result of any of the following: (1) any results, harm or damages arising from your use of the Services; (2) anything you do using the Services, including any violation of law that occurs due to your use of the Services; (3) any breach by you relating to confidentiality, data security, or intellectual property; and (4) your willful misconduct or negligence.

Limitation of Liability

We cannot and do not assume any responsibility or liability for the use or misuse, by you or any third party, of any Services. For clarity, all references to Services in the Terms include all information provided or received thereby.

IN NO EVENT WILL OUR AGGREGATE LIABILITY TO YOU OR ANY THIRD PARTY IN ANY MATTER ARISING FROM OR RELATING TO OUR SERVICES OR THESE TERMS EXCEED THE SUM OF ONE HUNDRED CANADIAN DOLLARS ($100).

UNDER NO CIRCUMSTANCES, AS A RESULT OF YOUR USE OF THE SERVICES, WILL WE, OR OUR AFFILIATES OR LICENSORS BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR ANY DAMAGES OR HARM OR DAMAGES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL OR OTHER DAMAGES UNDER ANY LEGAL THEORY, INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE, OUR AFFILIATES AND LICENSORS, SHALL HAVE ABSOLUTELY NO LIABILITY IN CONNECTION WITH THE SERVICES INCLUDING ANY DECISION MADE OR ACTION TAKEN OR NOT TAKEN IN RELIANCE UPON THE SERVICES.

Neither we, nor our affiliates, employees, directors, or officers, or our licensors, are or will be liable for any personal injury, including death, attributable to or caused by your use or misuse of the Services.

Any limitations of your liability in the Terms do not apply to breaches of confidentiality, data security or intellectual property by you, or breaches of any of your obligations in the Terms, or any of your indemnification obligations in the Terms.

Remedies

IF YOU ARE DISSATISFIED WITH ANY OF THE SERVICES, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE ACCESSING AND USING THE SERVICES. THIS LIMITATION APPLIES EVEN IF YOUR REMEDIES UNDER THE TERMS FAIL OF THEIR ESSENTIAL PURPOSE.

Compliance with Investigations

We may cooperate with investigations by any federal, provincial, or local body or any court or tribunal legitimately exercising its rights. Such cooperation may occur without any notice being provided to you.

Governing Law

For all Canadians utilizing the Services or other person accessing the Services in Canada, these Terms shall be governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to rules on conflicts or choice of law. The exclusive jurisdiction and venue for actions related to the subject matter hereof shall be the courts located in Ontario, Canada, and you hereby submit to the personal jurisdiction of such courts. Other persons utilizing the Services may be subject to other applicable laws.

Severability

Should any provision or part of any provision of these Terms be deemed invalid by any court, that provision, or portion of the provision, shall be severed and the remaining provisions shall remain intact with the necessary amendments.

Assignment

The Terms are not assignable, transferable, or to be sublicensed by you except with our prior written consent. We may assign, transfer, or delegate any of our rights and obligations hereunder without your consent.

Waiver

No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and the failure by us to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

Entire Agreement

These Terms and the Privacy Policy constitute the entire agreement between you and the Company with respect to your use of the Services and supersede any other understandings or agreements (whether oral or written), representations or claims of the parties regarding such subject matter. You may not amend these terms.

Contacting Us

If you would like to contact us to understand more about these Terms or wish to contact us concerning any matter relating to the Services, you may send an email to info@mitutoyo.ca.