Website Terms of Use

Website Terms of Use

Aldevron LLC, a North Dakota Limited Liability Company (“Aldevron,” “we,” “us,” or “our”) offers this website, including its content and site functionality (the “Website”) to you (the “user” or “you”), subject to and conditioned on your acceptance of the Terms of Use set forth below, including our Privacy Policy (collectively, this “Agreement”).

Aldevron reserves the right, at its sole discretion, to change, modify, add or remove portions of this Agreement, at any time. You are advised to check the Terms of Use from time to time for any updates or changes that may affect you, as this is a legal contract binding on you. Your continued use of the Website following the posting of changes will mean that you accept and agree to the changes. As long as you comply with these Terms of Use, Aldevron grants you a personal, non-exclusive, non-transferable, limited privilege to enter and use the Website. Additional services identified on or available through Aldevron.com may be subject to additional terms separate from this Agreement.

BY USING THE WEBSITE, YOU AGREE TO THESE TERMS OF USE; IF YOU DO NOT AGREE and DO NOT INTEND TO ACCEPT THIS AGREEMENT, PLEASE DO NOT USE THIS WEBSITE.

YOUR USE OF THE WEBSITE

Eligibility

Aldevron provides this Website in conformance with standards and practices for use by persons located within the United States. Aldevron makes no representation that the Website or its content is appropriate or available for use in locations outside the United States.

You may not exploit any aspect of the Website for any commercial purpose without prior written and signed authorization from Aldevron. You must comply with all state, local, national and international laws, rules and regulations that apply to the Website, your use of the Website, and any products or services you learn about on the Website or access through the Website.

Prohibited Use

By using the Website, you represent, warrant and agree that you will not:

User Content

“User Content” is any information, graphic, text, image, software, video, communication, data, metadata, photograph, compilation, work in any form or medium, technology (whether now known or later developed) and other materials that are uploaded, submitted, posted, transmitted, modified, linked, shared, stored or otherwise made available to or on the Website by you or other users of the Website.

You acknowledge that aspects of the Website may be “public.” In addition to the rights granted to us and our service providers, your use of the Website may allow other users to have access to your User Content which they might copy, modify, distribute, or rely upon even without your express permission to engage in that conduct. You agree to evaluate, and bear all risks associated with, the use of any User Content, including reliance on the accuracy, completeness or usefulness of User Content and any risk that others may be able to identify you based on your User Content.

You are responsible for all User Content that you upload, submit, post, transmit, modify, link, share, store or otherwise make available to the Website. You represent and warrant that you own or otherwise control any and all rights in and to the User Content that you upload, submit, post, transmit, modify, link, share, store or otherwise make available and that public posting and use of that User Content by us will not infringe or violate the rights of any third party in any manner.

You acknowledge and agree that we may publish, sublicense, transfer, transmit, perform, display, store, distribute, reproduce, modify, re-arrange, create derivative works from, and otherwise use all or any portion of User Content on the Website and for any purpose related to the business of Aldevron.

You further acknowledge and agree that third parties who provide services to Aldevron may have access to your User Content and use it in connection with their policies and practices and subject to any agreement they may have with Aldevron.

Right to Remove User Content or Block Access

Aldevron generally does not monitor, approve or have any control over any User Content. Nevertheless, Aldevron or its designees, at Aldevron’ discretion, without any obligation and without notice at any time, may screen, filter, restrict, block, move, refuse, disable access to, remove, or modify User Content that we reasonably believe has violated the prohibited conduct guidelines described in this Agreement, is otherwise objectionable, or that is inconsistent with the letter or spirit of this Agreement. Aldevron may also block your access to the Website in the event that (a) you breach this Agreement; (b) we are unable to verify or authenticate information you provide to Aldevron; (c) we believe that your actions may cause financial loss or legal liability for you, users of the Website, or us; or (d) we believe that blocking access is a reasonable business practice in the circumstances.

We do not guarantee that any content or information you share or access will not be removed, damaged, corrupted, lost, or unavailable. We recommend that you back up any User Content that you store or access using the Website.

Accounts, Passwords and Security

Certain features or services offered on or through the Website may require you to open an account (including setting up a Client ID and password). You are entirely responsible for maintaining the confidentiality of the information you hold for your account, including your password, and for any and all activity that occurs under your account as a result of your failing to keep this information secure and confidential. You agree to notify Aldevron immediately of any unauthorized use of your account or password, or any other breach of security. You may be held liable for losses incurred by Aldevron or any other user of or visitor to the Website due to someone else using your ID, password or account as a result of your failing to keep your account information secure and confidential.

To open an account on the Website:

Access to the Website

Access to the Website and/or other Aldevron websites is provided on an "as is" basis. You may use the Website if and when it is available. Features may be unavailable or the experience may not be the same for every user at all times. We reserve the right to, interrupt the operation, perform service, delete, restrict or block access to, or stop providing all or any part of the Website at any time without notice. Aldevron also has the right to suspend or terminate your account and refuse any and all current or future use of the Website Account or Service.

Third Party Content and Links

Aldevron may make available links to websites operated by third parties, which may include advertisers. Making available any link to a website does not imply endorsement by Aldevron of that website or the products or services available through that website; the link may be for your reference and convenience only. Products, services, and content offered through linked websites are subject to the terms and conditions made available by those respective websites, and the data collection practices of linked websites will be governed by the respective privacy policies of those websites, not by ours. Following links to any other websites is at your own risk, and any claims you have with respect to products, services, or content accessed through linked websites are claims against third parties, not against Aldevron.

Aldevron also may post or otherwise provide content of third parties (“Third Party Content”) as a service to those that might be interested in this information. Aldevron does not guarantee, endorse or adopt the accuracy, completeness, legality, or innocuousness of any Third Party Content. Aldevron is not responsible for updating or reviewing Third Party Content. You use Third Party Content at your own risk.
You agree that Aldevron is not responsible for examining or evaluating the content or accuracy, and does not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third parties. You agree to not use any third-party materials in a manner that would infringe or violate the rights of any other party and that Aldevron is in no way responsible for any such use by you.

COPYRIGHTS AND OTHER NOTICES

Aldevron and its licensors retain full copyright ownership, rights and protection in all material contained on the Website with the exception of User Content. All text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork, computer code, and HTML code (collectively, “Content”), including but not limited to the design, structure, selection, coordination, expression, “look and feel” and arrangement of such Content, contained on the Website is owned, controlled or licensed by or to Aldevron, and is protected by trade dress, copyright, patent and trademark laws, and various other intellectual property rights and unfair competition laws.

Except as otherwise expressly provided in this Agreement, no part of the Website and no Content may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, licensed, rewritten, derivative works creatd from, transferred, sold or distributed in any way (including “mirroring”) to any other computer, server, website or other medium without the prior written consent of Aldevron.

Limited License and Rights to Website Use

You are granted a limited, revocable, and nonexclusive right to create a hyperlink to the home page of the Aldevron.com so long as the link does not portray Aldevron.com, or its products or services in a false, misleading, derogatory, or otherwise offensive matter. You may not use any Aldevron logo or other proprietary graphic or trademark as part of the link without express written permission.

You may use information provided on Aldevron products and services (such as data sheets, knowledge base articles, and similar materials) purposely made available by Aldevron for downloading from the Website, provided that you (1) not remove any proprietary notice language in all copies of such documents, (2) use such information only for the published purpose and do not copy or post such information on any networked computer or broadcast it in any media, and (3) not make any additional representations or warranties relating to such documents.

All content of the Website is Copyright 2017 of Aldevron LLC and its licensors. All rights reserved.

Copyright Infringement

If you are the owner of a United States copyright and you believe that your work has been copied on this Website in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide all the following information:

Our agent for notice of claims of copyright or other intellectual property infringement can be reached as follows:

By mail: Contracts, 4837 Amber Valley Parkway, Fargo, ND 58104
By phone: 701.297.9256
By email: orders@aldevron.com

Corporate Identification and Trademarks

All trademarks, service marks and trade names of Aldevron, its partners and licensors (including without limitation: Aldevron, the Aldevron logo, and the associated designs and logos) (collectively “Marks”) are trademarks or registered trademarks of Aldevron or its affiliates, partners or licensors and are protected by United States and international copyright laws. You may not use, copy, reproduce, republish, upload, post, transmit, distribute, or modify the Marks in any way, including in advertising or publicity pertaining to distribution of materials on this Website, without Aldevron’s prior written consent. Aldevron‘s trademarks, service marks and trade dress may not be used in connection with any product or service that is not Aldevron’s in any manner that is likely to cause confusion among our clients or customers, or in any manner that disparages or discredits Aldevron. The use of the Marks on any other website or networked computer environment is not allowed. You may not use the Marks as a “hot” link on or to any other website unless establishment of such a link is approved in advance.

Notices

Aldevron may deliver notice to you under this Agreement by means of email, a general notice on the Website, or by written communication delivered by first class U.S. mail. You may give notice to Aldevron at any time by email if confirmed receipt by Aldevron or letter delivered by first-class postage prepaid U.S. mail or overnight courier to the following address:

Aldevron LLC
4837 Amber Valley Parkway
Fargo, ND 58104
Attn: Contracts

Purchases; Other Terms and Conditions

Additional terms and conditions may apply to purchases of products or services and to specific portions or features of the Website, including contests, promotions or other similar features, all of which terms are made a part of these Terms of Use by this reference. You agree to abide by such other terms and conditions. If there is a conflict between these Terms of Use and the terms posted for or applicable to a specific portion of the Website or for any products or service offered on or through the Website, the latter terms shall control with respect to your use of that portion of the Website or the specific product or service.

Aldevron’s obligations, if any, with regard to its products and services are governed solely by the agreements pursuant to which they are provided, and nothing on this Website should be construed to alter such agreements.

Aldevron may make changes to any products or services offered on the Website, or to the applicable prices for any such products or services, at any time, without notice. The materials on the Website with respect to products and services may become out of date, and Aldevron makes no commitment to materials on the Website with respect to such products and services.

The decision whether to obtain any services or products from you shall be at your sole discretion.

Payment Terms

All Fees for products and services are covered separately under Aldevron’s Terms and Conditions for the specific products and services.

Privacy

Aldevron’s Privacy Policy applies to use of this Website, and its terms are made a part of these Terms of Use by this reference. Reference Aldevron’s Privacy Policy for additional details.

Confidentiality

All information and data delivered or made available by a party to the other party pursuant to this Agreement, including but not limited to quote requests and orders communicated through the Website, is the proprietary and confidential information of the disclosing party (the "Information"). Confidential Information will be protected in accordance with the Privacy Policy.

Each party agrees to protect the Information and not to distribute or allow access to the Information to any other party without the prior written consent of the disclosing party, nor will a party make use of any of the other party's Information except in the performance of rights or obligations under the terms and conditions of this Agreement. The obligations in this paragraph shall not apply to data or information which: (a) is or becomes generally available to the public through no breach of this or any other confidentiality obligation, (b) was lawfully in the possession of the receiving party prior to the receipt of such data or information from the disclosing party without an obligation of confidentiality, (c) is or has been received from a third party without restriction on disclosure and without breach of agreement or other wrongful act by the receiving party, (d) is independently developed by the receiving party without regard to or use of the Information of the other party. Notwithstanding the above, plasmid.com shall be entitled to use a summary of data generated through the use of the Site and other similar information generated through the use of the Site provided that any company and personal identifying information is removed from such data or information.

General Provisions

Governing Law

This Agreement is governed by the laws of the State of North Dakota, without regard to conflict of law principles. You expressly agree that exclusive jurisdiction for any dispute with Aldevron or in any way relating to your use of the Website (“Legal Action”) resides in the state and federal courts located in Cass County in the State of North Dakota. You further agree and expressly consent to the exercise of personal jurisdiction in the state and federal courts located in Cass County in the State of North Dakota in connection with any such dispute.

If a court of competent jurisdiction holds any term, covenant or restriction of this Agreement to be illegal, invalid or unenforceable, the remaining terms, covenants and restrictions will remain in full force and effect and will in no way be affected, impaired or invalidated.

The preceding provision regarding venue does not apply if you are a consumer based in the European Union. If you are a consumer based in the European Union, you may make a claim in the courts of the country where you reside. Any claim under these Terms of Use must be brought within one (1) year after the cause of action arises, or such claim or cause of action is barred. Claims made under the separate terms and conditions of purchase for goods and services are not subject to this limitation. No recovery may be sought or received for damages other than out-of-pocket expenses, except that the prevailing party will be entitled to costs and attorneys’ fees. In the event of any controversy or dispute between Aldevron and you arising out of or in connection with your use of the Website, the parties shall attempt, promptly and in good faith, to resolve any such dispute. If we are unable to resolve any such dispute within a reasonable time (not to exceed thirty (30) days), then either party may submit such controversy or dispute then the parties shall be free to pursue any right or remedy available to them under applicable law.

The headings titles in this Agreement are provided solely for convenience and have no legal or contractual significance.

No waiver of any provision of this Agreement will be effective unless it is in a signed writing, and no waiver will constitute a waiver of any other provision(s) or of the same provision on another occasion.

These Terms of Use constitute the entire agreement between you and Aldevron with regard to your use of the Website, and any and all other written or oral agreements or understandings previously existing between you and Aldevron with respect to such use are hereby superseded and cancelled.

Aldevron’s failure to insist on or enforce strict performance of these Terms of Use shall not be construed as a waiver by Aldevron of any provision or any right it has to enforce these Terms of Use, nor shall any course of conduct between Aldevron and you or any other party be deemed to modify any provision of these Terms of Use. Other than as provided in terms for goods and services that are agreed to in writing or govern Aldevron’s services, we will not accept any counter-offers to these Terms of Use, and all such offers are hereby categorically rejected.

Aldevron will not be liable in any amount for failure to perform any obligation under this Agreement if such failure is caused by the occurrence of any unforeseen contingency beyond its reasonable control, including, without limitation, Internet outages, communications outages, fire, flood, or war.

Aldevron retains the right to assign its rights, privileges, responsibilities, and obligations, as identified in this Agreement or in other documents, to a third party, in whole or in part, for administration, technical support, marketing, or any other purpose at any time.

You may not use or export or re-export any Content or any copy or adaptation of such Content, or any product or service offered on the Website, in violation of any applicable laws or regulations, including without limitation United States export laws and regulations.

Void Where Prohibited

Aldevron administers and operates the www.aldevron.com Website from its location in Fargo, ND USA. Although the Website is accessible worldwide, not all features, products or services discussed, referenced, provided or offered through or on the Website are available to all persons or in all geographic locations, or appropriate or available for use outside the United States. Aldevron reserves the right to limit, in its sole discretion, the provision and quantity of any feature, product or service to any person or geographic area. Any offer for any feature, product or service made on the Website is void where prohibited. If you choose to access the Website from outside the United States, you do so on your own initiative and you are solely responsible for complying with applicable local laws.

Disclaimer of Warranties

THE WEBSITE DOES NOT MAKE ANY WARRANTY REGARDING ALDEVRON’S PRODUCTS OR SERVICES. THE WEBSITE IS PROVIDED: (1) WITH ALL FAULTS AS IS AND AS AVAILABLE; AND (2) WITHOUT ANY ASSURANCE, OR WARRANTY, CONDITION OR DUTY OF OR REGARDING: FUNCTIONALITY; PRIVACY; SECURITY; ACCURACY; AVAILABILITY; REPAIRS; LACK OF: NEGLIGENCE, INTERRUPTION, VIRUSES OR OF OTHER HARMFUL CODE OR TRANSMISSIONS; OR THE NATURE OR CONSEQUENCES OF AVAILABLE CONTENT SUCH AS (WITHOUT LIMITATION) WHETHER SOFTWARE OR OTHER CONTENT IS SUBJECT TO ANY PARTICULAR LICENSE, OR WHETHER IT IS SUBJECT TO ANY RESTRICTIONS OR CONSEQUENCES THAT MIGHT BE TRIGGERED BY ANY EXERCISE OF A RIGHT GRANTED UNDER THESE TERMS. ALDEVRON, OUR AFFILIATES, LICENSORS, SUPPLIERS, AND ADVERTISERS MAKE NO WARRANTY AND HEREBY DISCLAIM, WHETHER IMPLIED OR STATUTORY, ANY WARRANTY, INCLUDING ANY WARRANTY OF TITLE, QUIET ENJOYMENT, NON-INFRINGEMENT, MERCHANTABILITY, MERCHANTABLE QUALITY, OR FITNESS FOR A PARTICULAR PURPOSE. THE ENTIRE RISK, IN CONNECTION WITH YOUR USE OF THE WEBSITE, AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. YOU AGREE THAT YOU WILL OBTAIN (INCLUDING, WITHOUT LIMITATION, THROUGH DOWNLOAD) ANY CONTENT ENTIRELY AT YOUR OWN RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY RESULTING INFRINGEMENT, BREACH OF CONTRACT, CONSEQUENCE OR DAMAGE, INCLUDING (WITHOUT LIMITATION) DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA. FOR AVOIDANCE OF DOUBT, YOU AGREE THAT YOU MAY NOT RELY, AND ALDEVRON WILL NOT BE LIABLE FOR YOUR RELIANCE, ON ANY INFORMATION OR OPINIONS EXPRESSED ON THIS WEBSITE. ANY OPINION OR INFORMATION PRESENTED ON THE WEBSITE IS FOR YOUR CONVENIENCE ONLY AND WILL NOT CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.

Limitation of Liability

IN NO EVENT WILL ALDEVRON, OUR AFFILIATES, LICENSORS, SUPPLIERS, BE LIABLE FOR, AND YOU CANNOT RECOVER, ANY COSTS, DAMAGES AND EXPENSES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, PUNITIVE, INCIDENTAL AND CONSEQUENTIAL DAMAGES, LOST PROFITS OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM THE USE OR INABILITY TO USE THE WEBSITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ALDEVRON IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY AGAINST ALDEVRON FOR DISSATISFACTION WITH THE SITE OR ANY CONTENT IS TO STOP USING THE SITE OR ANY SUCH CONTENT. ALDEVRON WILL BE LIABLE TO YOU ONLY FOR GROSS NEGLIGENCE OR WILLFUL MISCONDUCT AND ONLY TO THE EXTENT OF ACTUAL DAMAGES INCURRED BY YOU, NOT TO EXCEED TEN U.S. DOLLARS ($10.00). THIS IS YOUR EXCLUSIVE REMEDY. Because some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to you.

WARRANTY
Except as expressly set forth in this Agreement, Aldevron makes no other representations or warranties of any kind, express or implied, including without limitation, (i) any implied warranties of merchantability, fitness for a particular purpose, title, or non-infringement, (ii) that the Website will meet your requirements, will always be available, accessible, uninterrupted, timely, secure, or operate without error, and (iii) any implied warranty arising from course of dealing or usage of trade. TO THE FULL EXTENT PERMISSIBLE UNDER APPLICABLE LAW, ALDEVRON DISCLAIMS ANY AND ALL SUCH WARRANTIES.

Indemnification

You agree to release, discharge, defend, indemnify and hold harmless Aldevron, its parents, subsidiaries, officers, directors, employees and agents, assigns, sponsors and supporting artists, licensors and suppliers from and against any claims, actions or demands, liabilities and settlements, including, without limitation, legal and accounting fees, related to or arising out of your use in any way of the Website, including any User Content (defined below) that you provide and any violations of this Agreement for which you are responsible.

Website Makes No Offers

Nothing in the website constitutes an offer. The Website, including (without limitation) information regarding prices and services, merely invites users to negotiate.

Violation of These Terms of Use

You agree that any violation by you of these Terms of Use will constitute an unlawful and unfair business practice, and will cause irreparable harm to Aldevron, for which monetary damages would be inadequate, and you consent to Aldevron obtaining any injunctive or equitable relief that Aldevron deems necessary or appropriate in such circumstances. These remedies are in addition to any other remedies Aldevron may have at law or in equity.

If Aldevron does take any legal action against you as a result of your violation of these Terms of Use, Aldevron will be entitled to recover from you, and you agree to pay, all reasonable attorneys’ fees and costs of such action, in addition to any other relief granted to Aldevron.

WTU_6530-1.2016-04 (Updated April 29, 2016)