Nanocellulose Terms and Conditions

By completing this purchase, you affirm, represent, and warrant that you are fully able and competent to enter into, abide by, and comply with the terms, conditions, obligations, affirmations, representations, and warranties contained in these Terms of Service (the “Agreement”) for yourself and on behalf of any recipient or user of Materials as provided pursuant to this agreement (collectively, “you”). You further represent that your action to accept this Agreement constitutes a lawful and valid electronic signature and that your acceptance of these terms and conditions constitutes a lawful and binding agreement in writing and legally enforceable as a signed writing. These Terms of Service are between you and the University of Maine System (“University”), who may also be referred to individually as a “Party” or collectively as the “Parties.”

Definitions:

Materials – means the cellulose research materials provided by University.

ALL MATERIALS PROVIDED OR RENDERED BY UNIVERSITY (including, without limitation, the University website) ARE PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS. UNIVERSITY DOES NOT PROVIDE AND HEREBY DISCLAIMS ALL WARRANTIES OR INDEMNITY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, TITLE, AND NON-INFRINGEMENT WITH RESPECT TO THE SERVICES. UNIVERSITY DOES NOT WARRANT THE USEFULNESS OF THE SERVICES OR ANY MATERIALS PRODUCED IN THE PERFORMANCE THEREOF. TO THE EXTENT THAT UNIVERSITY MAY NOT AS A MATTER OF APPLICABLE LAW DISCLAIM AN IMPLIED OR EXPRESS WARRANTY, THE SCOPE AND DURATION OF SUCH WARRANTY WILL BE THE MINIMUM PERMITTED UNDER SUCH LAW.

The Materials are provided for informational use only.

You expressly and perpetually indemnify, hold harmless, and release University from any and all loss, liability, claims, damages, actions, lawsuits, judgments and costs incurred by you or any third party, including without limitation property damage, death, or personal injury, arising out of the Services or your use of Materials INCLUDING, BUT NOT LIMITED TO, ANY AND ALL CLAIMS, DAMAGES, DEMANDS, ACTIONS OR CAUSES OF ACTION RESULTING FROM THE NEGLIGENCE OF THE UNIVERSITY, ITS TRUSTEES, FACULTY, AGENTS, EMPLOYEES OR VOLUNTEERS WHETHER BASED IN CONTRACT, TORT, STATUTORY OR OTHER LAW. You agree to be at all times solely liable and responsible for use of Materials and for determining the appropriateness of use.

To the extent permitted by law, University shall in no event be liable to you or any third party for any direct, indirect, special, consequential, punitive, or liquidated damages of any kind or natures, including without limitation damages for loss of profits, loss of data, business or other interruption or any other commercial losses, whether or not University has been previously advised of the possibility thereof.

You agree that you will not, and will not allow any third party to: (i) remove or obscure any trademark, product identification, proprietary marking, copyright or other notices contained on or within Materials; (ii) use Materials for any purpose that violates any state, local or federal law; or (iii) use Materials in any manner that infringes upon or misappropriates the intellectual property or privacy rights of University or any third party.

Any information and/or Materials, finished or unfinished, produced by the University in the performance of this Agreement, and all of the rights pertaining thereto, shall be the property of the University. This Agreement provides the non-exclusive, limited, non-transferable, and revocable right for you to use all Materials for commercial or non-commercial informational purposes only. The Agreement does not provide any right, title, or interest in any intellectual property used by the University or contained in Materials, all rights to which are reserved by University.

University is an independent contractor, not a partner, agent or joint venture of you and neither Party shall hold itself out contrary to these terms by advertising or otherwise, nor shall either Party be bound by any representation, act or omission whatsoever of the other.

This Agreement shall be governed and interpreted according to the laws of the State of Maine, except that its conflicts of law provisions shall not apply. All disputes arising out of this Agreement shall be exclusively submitted to a court of appropriate jurisdiction located in the State of Maine. You hereby submit to the personal jurisdiction of any such court and waive any objections or right as to lack of jurisdiction or venue, or inconvenient forum. Nothing contained herein shall be construed as a waiver of the sovereign immunity of University and University shall continue to enjoy all rights, claims, immunities and defenses available to it under law.

Neither Party shall be liable to the other or be deemed to be in breach of this Agreement for any failure or delay in rendering performance arising out of causes beyond its reasonable control and without its fault or negligence. Such causes may include, but are not limited to, acts of God or of a public enemy, fires, flood, epidemics, strikes, embargoes or unusually severe weather. Dates or time of performance shall be extended to the extent of delays excused by this section provided that the Party whose performance is affected notifies the other Party promptly of the existence and nature of such delay.

This Agreement may be terminated by University at any time, with or without cause, without liability, prejudice, or penalty.

The failure of either Party to exercise any of its rights under this Agreement for a breach thereof shall not be deemed to be a waiver of such rights, and no waiver by either Party, whether written or oral, express or implied, of any rights under or arising from this Agreement shall be binding on any subsequent occasion; and no concession by either party shall be treated as an implied modification of the Agreement unless specifically agreed to in writing.

In the event one or more clauses of this Agreement are declared invalid, void, unenforceable or illegal, that shall not affect the validity of the remaining portions of this Agreement.

This Agreement sets forth the entire agreement of the parties on the subject, and replaces and supersedes any previous agreement between the parties on the subject, whether oral or written, express or implied. This Agreement contains all of the agreements and conditions made between the Parties concerning the Application. There are no collateral agreements, stipulations, promises, understandings or undertakings whatsoever of the respective Parties concerning the subject matter of this Agreement.

University reserves the right to update or modify these Terms of Service in its sole discretion. Notice of modifications or updates will be published on this webpage or elsewhere on a University website.