Welcome to CleanData, a product management platform for manufacturers and distributors of lab science products that connects you to your partners and vendors. The functions of the CleanData web site(s) (“Site”) and network include communication, networking, inventory management and organization, and preparation and packaging of reports, including analytics concerning Site and network usage, content and advertising (collectively, the “Service”). By accessing or using the Service, you signify that you have read, understand and agree to be bound by (1) these Terms of Use (“Terms”) and (2) the CleanData Privacy Policy, whether or not you are a registered user of CleanData.

We reserve the right, at our sole discretion, to modify the Terms at any time. If we do so, we will post the changes to the Terms on this page and will indicate at the top of this page the date these terms were last revised. Your continued use of the Service after any such changes constitutes your acceptance of the modified Terms. If you do not agree to abide by the Terms, do not use or access (or continue to use or access) the Service. It is your responsibility to regularly check for changes to these Terms and to review such changes. Nothing in these Terms shall be deemed to confer any third-party rights or benefits to you.

The terms and conditions of CleanData’s Privacy Policy, apply to your use of the Service and are incorporated by reference into these Terms of Use. Your acceptance of the Terms indicates your acceptance of the CleanData’s Privacy Policy. CleanData will not be liable to you for any damages, including, without limitation, indirect, special, incidental, or consequential damages, that may result from any violation of the Privacy Policy.

Membership in the Service is void where prohibited. The Service is intended solely for research scientists in the lab-sciences who are eighteen (18) years of age or older. By using the Service, you represent and warrant that you are 18 years or older,  and that you agree to abide by all of the terms and conditions of these Terms and the CleanData Privacy Policy.

When you use the Service, you agree to

1. provide accurate, current and complete information about you as may be prompted by any registration forms on the Service (“Registration Data”);
2. maintain the security of your password and identification;
3. maintain and promptly update your Registration Data, and any other information you provide to CleanData, to keep it accurate, current and complete; and
4. be fully responsible for all use of your account and for any actions that take place using your account. You must notify CleanData immediately of any breach of security or unauthorized use of your account by contacting us at admin@CleanData.com. CleanData is not liable for any losses caused by any unauthorized use of your account. You may be responsible for losses incurred by CleanData or others due to such unauthorized use.

You agree not to use the Service or the Site to:

1. harvest or collect email addresses or other contact information of other Members from the Service or the Site by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;
2. use the Service or the Site in any unlawful manner or in any other manner that could damage, disable, overburden or impair the Site;
3. use automated scripts to collect information from or otherwise interact with the Service or the Site;
4. upload, post, transmit, share, store or otherwise make available any content that we deem to be harmful, threatening, unlawful, defamatory, infringing, abusive, inflammatory, harassing, vulgar, obscene, fraudulent, invasive of privacy or publicity rights, hateful, or racially, ethnically or otherwise objectionable;
5. upload, post, transmit, share, store or otherwise make available any videos other than those of a personal nature that: (i) are of you or your friends, (ii) are taken by you or your friends, or (iii) are original art or animation created by you or your friends;
6. register for more than one Member account, register for a Member account on behalf of an individual other than yourself, or register for a Member account on behalf of any group or entity;
7. impersonate any person or entity, or falsely state or otherwise misrepresent yourself, your age or your affiliation with any person or entity;
8. upload, post, transmit, share or otherwise make available any unsolicited or unauthorized advertising, solicitations, promotional materials, “junk mail”, “spam”, “chain letters”, “pyramid schemes”, or any other form of solicitation;
9. upload, post, transmit, share, store or otherwise make publicly available on the Site any private information of any third party, including, addresses, phone numbers, email addresses, Social Security numbers and credit card numbers;
10. solicit personal information from anyone under 18 or solicit passwords or personally identifying information for commercial or unlawful purposes;
11. upload, post, transmit, share or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
12. intimidate or harass other Members;
13. upload, post, transmit, share, store or otherwise make available content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law;
14. use or attempt to use another’s account, service or system without authorization from CleanData, or create a false identity on the Service or the Site.
15. upload, post, transmit, share, store or otherwise make available content that, in the sole judgment of CleanData, is objectionable or which restricts or inhibits any other person from using or enjoying the Site, or which may expose CleanData or its Members or Users to any harm or liability of any type.

The content on the Web site, except all User Submissions and Public Comments (as those terms are defined below), including without limitation the FAQs, newsletters, product information, software, scripts, interactive features, products, services and the like (“Web site Content”) and the trademarks, service marks and logos contained therein (“Marks”), are owned by or licensed to CleanData, subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. You in no way will obtain any ownership interest in the Web site Content or Marks contained on this Web site. Web site Content is provided to you “AS IS” for your information and personal or educational use only and may not be reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners. CleanData reserves all rights not expressly granted in and to the Web site and the Web site Content. You agree to not engage in the use, copying, or distribution of any of the Web site Content other than as expressly permitted herein or as reasonably necessary to use the Web site for its intended purpose, including any use, copying, or distribution of Web site Content for any commercial purposes. If you download or print a copy of the Web site Content for personal or educational use, you must retain all copyright and other proprietary notices contained therein. You agree not to circumvent, disable or otherwise interfere with security related features of the Web site or features that prevent or restrict use or copying of any Web site Content, User Submissions or Results or enforce limitations on use of the Web site or the Web site Content, User Submissions and Results therein.

You specifically warrant that information disclosed in communications to the Site comply with all applicable Health Insurance Portability and Accountability Act of 1996 (“HIPAA”) requirements for protecting medical privacy. Any disclosure of such information without prior patient approval shall be the sole responsibility of the User(s) or Member(s) who provided the information. It is the sole responsibility of the Users, Members, practitioners, researchers, healthcare professionals, and others who use the Service to ensure that HIPAA Privacy standards and requirements are met with regard to the authorized disclosure of personal, identifying, and/or demographic information about particular patients, research participants, clients, etc. Such responsibilities and duties are non-delegable and non-assignable.

We respect the intellectual property rights of others and we prohibit Members or Users from uploading, posting or otherwise transmitting on the CleanData Site or service any materials that violate another party’s intellectual property rights

If you are a copyright owner or an agent thereof and believe that any User Content or other Site Content infringes upon your copyright, you may submit a written notification pursuant to the Digital Millennium Copyright Act (“DMCA”) (see 17 U.S.C. 512(c)(3) for further information) by providing our Copyright Agent (info@CleanData.com) with the following information:

1. an electronic or physical signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
2. a description of the copyrighted work claimed to have been infringed or if multiple copyrighted works are covered by a notification, a representative list of such works at our Site;
3. a description of the location on the CleanData Site of the allegedly infringing material(s);
4. your address, telephone number, and email address;
5. a written statement that you have a good faith belief that use of the material(s) in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
6. a written statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

You are solely responsible for your interactions with other CleanData Members and Users. We reserve the right, but have no obligation, to monitor and adjudicate disputes between you and other Members and Users.

CleanData is not responsible or liable for any User Content or Third Party Applications, Software or Content posted on the Site or in connection with the Service. Although we provide rules for Members and User conduct and postings, we do not control and are not responsible for what Members or Users post, transmit or share on the Site and are not responsible for any offensive, inappropriate, obscene, unlawful or otherwise objectionable Site Content.

The Site and the Service may be temporarily unavailable from time to time for maintenance or other reasons. CleanData assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, data loss, theft or destruction or unauthorized access to, or alteration of, Member communications. CleanData is not responsible for any technical malfunction or other problems of any telephone network or service, computer systems, servers or providers, computer or mobile phone equipment, software, failure of email or players on account of technical problems or traffic congestion on the Internet or at any Site or combination thereof, including injury or damage to Members’s of User’s or to any other person’s computer, mobile phone, or other hardware or software, related to or resulting from using or downloading materials in connection with the Web and/or in connection with the Service, including any Mobile Client software. Under no circumstances will CleanData be responsible for any loss or damage, including any loss or damage to any User Content or personal injury or death, resulting from anyone’s use of the Site or the Service, any User Content or Third Party Applications, Software or Content posted on or through the Site or the Service or transmitted to Members or Users, or any interactions between users or Members of the Site, whether online or offline.

THE SITE, THE SERVICE ANY PLATFORM APPLICATIONS AND THE SITE CONTENT ARE PROVIDED “AS-IS” AND CLEANDATA DISCLAIMS ANY AND ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. CLEANDATA CANNOT GUARANTEE AND DOES NOT PROMISE ANY SPECIFIC RESULTS FROM USE OF THE SITE AND/OR THE SERVICE AND/OR ANY PLATFORM APPLICATIONS. CLEANDATA DOES NOT REPRESENT OR WARRANT THAT SOFTWARE, CONTENT OR MATERIALS ON THE SITE, THE SERVICE OR ANY PLATFORM APPLICATIONS ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE OR THAT THE SITE OR SERVICE ITS SERVERS, OR ANY PLATFORM APPLICATIONS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THEREFORE, YOU SHOULD EXERCISE CAUTION IN THE USE AND DOWNLOADING OF ANY SUCH SOFTWARE, CONTENT OR MATERIALS AND USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES. WITHOUT LIMITING THE FOREGOING, YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE OBTAIN CONTENT, MATERIAL, DATA OR SOFTWARE (INCLUDING ANY MOBILE CLIENT) FROM OR THROUGH THE SERVICE AND ANY PLATFORM APPLICATIONS AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR YOUR USE THEREOF AND ANY DAMAGES TO YOUR MOBILE DEVICE OR COMPUTER SYSTEM, LOSS OF DATA OR OTHER HARM OF ANY KIND THAT MAY RESULT.

CleanData reserves the right to change any and all content, software and other items used or contained in the Site and any Services and Platform Applications offered through the Site at any time without notice. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof, or any affiliation therewith, by CleanData.

IN NO EVENT WILL CLEANDATA OR ITS DIRECTORS, EMPLOYEES OR AGENTS BE LIABLE TO YOU OR ANY THIRD PERSON FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING FOR ANY LOST PROFITS OR LOST DATA ARISING FROM YOUR USE OF THE SITE OR THE SERVICE, ANY PLATFORM APPLICATIONS OR ANY OF THE SITE CONTENT OR OTHER MATERIALS ON, ACCESSED THROUGH OR DOWNLOADED FROM THE SITE, EVEN IF CLEANDATA IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, CLEANDATA’S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO CLEANDATA FOR THE SERVICE DURING THE TERM OF MEMBERSHIP, BUT IN NO CASE WILL CLEANDATA’S LIABILITY TO YOU EXCEED $1000. YOU ACKNOWLEDGE THAT IF NO FEES ARE PAID TO CLEANDATA FOR THE SERVICE, YOU SHALL BE LIMITED TO INJUNCTIVE RELIEF ONLY, UNLESS OTHERWISE PERMITTED BY LAW, AND SHALL NOT BE ENTITLED TO DAMAGES OF ANY KIND FROM CLEANDATA, REGARDLESS OF THE CAUSE OF ACTION.

CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.

You agree to defend, indemnify and hold harmless CleanData, LLC , its affiliates, officers, directors, employees and agents from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the CleanData Site, including any User Content or Results; (ii) your violation of any term of these Terms of Use; (iii) your violation of any third-party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that one of your User Content or your use of any Results caused damage to a third party. This defense and indemnification obligation will survive these Terms of Use and your use of the CleanData Site. You hereby agree to waive the application of any law that may limit the efficacy of the foregoing agreement to defend and indemnify CleanData and its affiliates, officers, directors, employees and agents

CleanData may terminate your membership, delete your profile and any content or information that you have posted on the Site or through any Platform Application and/or prohibit you from using or accessing the Service or the Site or any Platform Application (or any portion, aspect or feature of the Service or the Site or any Platform Application) for any reason, or no reason, at any time in its sole discretion.

These Terms of Use, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by CleanData without restriction.

By visiting or using the Site and/or the Service, you agree that the laws of the State of Delaware, without regard to principles of conflict of laws, will govern these Terms of Use and any dispute of any sort that might arise between you and CleanData or any of our affiliates. With respect to any disputes or claims not subject to arbitration (as set forth below), you agree not to commence or prosecute any action in connection therewith other than in the state and federal courts of Missouri, and you hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to, venue and jurisdiction in the state and federal courts of Missouri.

YOU AND CLEANDATA AGREE THAT, EXCEPT AS MAY OTHERWISE BE PROVIDED IN REGARD TO SPECIFIC SERVICES ON THE SITE IN ANY SPECIFIC TERMS APPLICABLE TO THOSE SERVICES, THE SOLE AND EXCLUSIVE FORUM AND REMEDY FOR ANY AND ALL DISPUTES AND CLAIMS RELATING IN ANY WAY TO OR ARISING OUT OF THESE TERMS OF USE, THE SITE AND/OR THE SERVICE (INCLUDING YOUR VISIT TO OR USE OF THE SITE AND/OR THE SERVICE) SHALL BE FINAL AND BINDING ARBITRATION, except that: (a) to the extent that either of us has in any manner infringed upon or violated or threatened to infringe upon or violate the other party’s patent, copyright, trademark or trade secret rights, or you have otherwise violated any of the user and/or member conduct rules set forth above or in the Code of Conduct then the parties acknowledge that arbitration is not an adequate remedy at law and that injunctive or other appropriate relief may be sought; and (b) no disputes or claims relating to any transactions you enter into with a third party through the CleanData Marketplace may be arbitrated.

Arbitration under this Agreement shall be conducted by the American Arbitration Association (the “AAA”) under its Commercial Arbitration Rules and, in the case of consumer disputes, the AAA’s Supplementary Procedures for Consumer Related Disputes (the “AAA Consumer Rules”) (collectively the “AAA Rules”). The location of the arbitration and the allocation of costs and fees for such arbitration shall be determined in accordance with such AAA Rules and shall be subject to the limitations provided for in the AAA Consumer Rules (for consumer disputes). If such costs are determined to be excessive in a consumer dispute, CleanData will be responsible for paying all arbitration fees and arbitrator compensation in excess of what is deemed reasonable. The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction.

To the fullest extent permitted by applicable law, NO ARBITRATION OR CLAIM UNDER THESE TERMS OF USE SHALL BE JOINED TO ANY OTHER ARBITRATION OR CLAIM, INCLUDING ANY ARBITRATION OR CLAIM INVOLVING ANY OTHER CURRENT OR FORMER USER AND/OR MEMBER OF THE SERVICE, AND NO CLASS ARBITRATION PROCEEDINGS SHALL BE PERMITTED. In no event shall any claim, action or proceeding by you related in any way to the Site and/or the Service (including your visit to or use of the Site and/or the Service) be instituted more than three (3) years after the cause of action arose.

Notwithstanding the foregoing, CleanData reserves the right to seek all remedies available at law and in equity for violations of the rules and regulations set forth in our Site, including the right to block access from a particular Internet address to our Site.

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Site or the Service (“Submissions”), provided by you to CleanData are non-confidential and shall become the sole property of CleanData. CleanData shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

Unless otherwise specified, the terms “includes”, “including”, “e.g.”, “for example”, and other similar terms are deemed to include the term “without limitation” immediately thereafter. Terms used in these Terms of Use with the initial letter(s) capitalized will have the meaning attributed to them in these Terms.

These Terms of Use constitute the entire agreement between you and CleanData regarding the use of the Site and/or the Service, superseding any prior agreements between you and CleanData relating to your use of the Site or the Service. The failure of CleanData to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision in that or any other instance. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect. If any provision of these Terms of Use shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions.