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The following contract governs purchase terms and discloses some of information collected by Scenomics LLC or its agents during a purchase transaction, how this information is stored, and how Scenomics LLC or its agents use this information.
PLEASE READ THIS CONTRACT CAREFULLY. This Terms of Use Agreement ( hereinafter "Agreement" ) is entered into by and between Scenomics LLC ( hereinafter "LICENSOR" ) and you or your business ( hereinafter "CLIENT"). In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties agree as follows:
The following definitions are referenced by this Agreement.
Any common terms not defined by this Agreement shall be interpreted according to their generally accepted definitions. LICENSOR SHALL HAVE THE EXCLUSIVE RIGHT TO PROVIDE DEFINITIONS AS NEEDED TO RENDER THIS AGREEMENT ENFORCEABLE.
In order to comply with U.S Department of Commerce, U.S. Treasury Department, and U.S. State Department regulations, LICENSOR must verify CLIENT'S identity and country of residence. CLIENT understands and agrees that products offered by LICENSOR shall be available for purchase subject to the following terms and conditions as required by United States Federal Law and/or regulations:
The process of verifying CLIENT'S identity starts when CLIENT visits the website of LICENSOR'S SALES PARTNERS and initiates a purchase transaction by providing ( non-exhaustively ) I.) a given name and/or the name of a legally-registered entity, II.) a valid postal address and postal code, III.) a valid telephone number, IV.) a financial instrument through which CLIENT provides consideration to LICENSOR, and V.) any additional information required to use the financial instrument, which may include a security code, or personal identification number, or date of birth. The purchase transaction is completed when CLIENT provides legal consent to use the financial instrument to conduct the transaction. LICENSOR'S SALES PARTNERS verify CLIENT'S identity at least once during the purchase transaction using proprietary methods which are unknown to LICENSOR. In addition to any verification procedures conducted by LICENSOR'S SALES PARTNERS during any purchase transaction, LICENSOR verifies CLIENT'S identity by ( non-exhaustively ): I.) using the given name provided by CLIENT, or II.) using the name or title of the legally-registered entity provided to LICENSOR by CLIENT, or III.) when permitted or required by law, LICENSOR may elect to use certain information inherent to the financial instrument provided by CLIENT, or IV.) all these steps. When and if permitted or required by law, either LICENSOR or its SALES PARTNERS may elect to contact the institution that issued the financial instrument, either to verify the fitness and validity of the financial instrument provided by CLIENT or to verify CLIENT's identity.
Pursuant to United States Federal Law, LICENSOR may refuse to conduct business with CLIENT for any lawful reason whatsoever. LICENSOR reserves the right to determine the fitness, validity, and legality of any financial instrument provided by CLIENT.
No specially advertised price, nor special pricing, nor introductory price offer is made on website. All prices quoted are the full, retail price for any product listed. LICENSOR guarantees the price quoted by WEBSITE, plus any taxes, duties, tariffs, and shipping fees, is the total amount CLIENT shall pay for same-day purchases. Prices quoted by WEBSITE shall not necessarily carry forward to the next business day, and LICENSOR expressly reserves the right to change the prices quoted by WEBSITE at any time without notice. Any changes to the price quoted by WEBSITE shall take effect immediately on the next business day, or weekend day if applicable. LICENSOR reserves the right to charge more or less based on its discretion, or what the market will bear, or for any other reason. CLIENT shall have no right to determine prices offered by this WEBSITE.
The WEBSITE tracks incoming IP addresses and determines the geographic location of every single visitor. All visitor activity on WEBSITE is monitored 24 hours a day on each of the 365 days that occur in a single calendar year. The WEBSITE may collect generic personal information such as, non-exhaustively, names, email addresses, and phone numbers, but only when this information is provided by CLIENT. Generic personal information is transmitted to LICENSOR via an insecure web connection ( http instead of https ), but transmission occurs only after CLIENT provides legal consent and includes only the information explicitly provided by CLIENT. Pursuant to United States Federal Law, generic information, such as ( non-exhaustively ) an IP address, may be collected by the computing hardware and software that provide the SERVICE. LICENSOR MAY ELECT TO STORE THIS INFORMATION PERPETUALLY.
CLIENT is exposed to serious harm and serious adversity whenever CLIENT reveals sensitive personal information to any third party, regardless of the perceived fitness of any third party with respect to receipt of CLIENT'S sensitive personal information, and regardless of the perceived reputation of any third party. While this website does not collect sensitive personal information, this website contains links to third-party web sites operated by LICENSOR'S sales partners. Websites operated by LICENSOR'S sales partners do collect sensitive personal information. CLIENT understands and agrees that LICENSOR has fully disclosed to CLIENT the serious risks related to revealing sensitive personal information to any third party, and CLIENT agrees LICENSOR has, at LICENSOR'S own expense, enacted adequate measures to ensure data security and agrees to release LICENSOR from all liability, whether related-to or arising-from certain inherent risks, such as unwanted exposure or disclosure of CLIENT'S personal information, that may arise or result when CLIENT elects to provide sensitive personal information to LICENSOR or LICENSOR'S channel sales partners.
Verification of CLIENT'S identity prior to product fulfillment is required by UNITED STATES FEDERAL LAW. When CLIENT purchases products from LICENSOR, CLIENT'S sensitive personal information is recorded by LICENSOR'S SALES PARTNERS. Some information collected by LICENSOR'S SALES PARTNERS may be stored perpetually using techniques and standards unknown to LICENSOR. LICENSOR'S SALES PARTNERS may provide PERSONAL INFORMATION to LICENSOR which may include CLIENT'S sensitive personal information and other information required to verify CLIENT'S identity. LICENSOR, in its sole discretion, may elect to keep detailed sales and transactions records that include, without limitation, any sensitive personal information LICENSOR or its SALES PARTNERS have collected, any personal information provided by CLIENT, and any other information LICENSOR deems necessary for its business operations. Except as required by united states federal law, LICENSOR shall not be obligated to remove CLIENT'S personal information from its records, nor to provide CLIENT with any records, under any circumstances whatsoever.
LICENSOR relies on a variety of trusted suppliers such as paypal and verio, inc., to provide extraordinarily secure transaction processing and extremely secure computing hardware/software. CLIENT'S sensitive personal information is stored inside extremely secure data centers operated by LICENSOR'S sales partners. CLIENT'S personal information shall be held by LICENSOR in the strictest confidence and shall not be transmitted to any third party via any insecure method; however SALES PARTNERS may transmit this information via facsimile or telephone. LICENSOR shall not discloses to any third party the identity of CLIENT, CLIENT'S line of business, nor any other information about any CLIENT except I.) as needed to fulfill product orders or provide technical support, II.) when CLIENT requests disclosure, III.) if ordered to disclose such information by a court of competent jurisdiction, or IV.) as part of its business operations, LICENSOR may elect to provide sensitive personal information to its banks, certified public accountants, or attorneys.
LICENSOR never requests CLIENT'S sensitive personal information by email, and LICENSOR never requests CLIENT'S social security number or social insurance number, through or by any means, under any circumstances whatsoever.
IN NO EVENT SHALL LICENSOR BE LIABLE TO CLIENT FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING ANY LOST DATA, DATA USE, PROFITS, REVENUE OR OPPORTUNITIES, EVEN IF LICENSOR'S REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. LICENSOR'S LIABILITY FOR ANY OTHER DAMAGES SHALL IN NO EVENT EXCEED THE AMOUNT LICENSEE PAID UNDER THIS AGREEMENT. THIS LIMITATION OF LICENSOR'S LIABILITY FOR SOFTWARE AND SERVICES WILL APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT OR IN TORT INCLUDING BY NEGLIGENCE OR ANY OTHER BASIS.
This Agreement is governed by the laws of the State of Minnesota. EACH PARTY EXPRESSLY CONSENTS TO JURISDICTION AND VENUE IN RAMSEY COUNTY, MINNESOTA.
If any portion of this Agreement is deemed invalid or unenforceable by a court of competent jurisdiction I.) the remainder of this Agreement shall remain in effect, II.) LICENSOR shall be allowed to revise the portion deemed invalid or unenforceable as needed to render this Agreement enforceable, and III.) CLIENT shall comply with the terms set forth in any such revision. LICENSOR MAY IN ITS SOLE DISCRETION ELECT TO IMPLEMENT THE MINIMUM REVISION REQUIRED TO RENDER THIS AGREEMENT ENFORCEABLE.
Section Headings. The section headings contained in this Agreement are for reference purposes only and shall not in any way control the meaning or interpretation of this Agreement.
The terms and conditions listed herein are subject to change or withdrawal at any time without notice. However, LICENSOR shall keep for review a current copy of this policy at the following web address:
http://www.scenomics.com/corporate/terms_of_use.stm
LICENSOR expressly reserves all rights not granted by this Agreement.
This Agreement constitutes the entire contract between LICENSOR and LICENSEE. Any modification, waiver, or amendment of any provision of this Agreement shall be effective only if in writing and signed by both parties.