TERMS OF SERVICE
Please read these terms of service very carefully before registering for the Genohub web site and Service. These terms of service (“Agreement”) govern you accessing content and using Genohub.com and its affiliate’s web sites. This Agreement between you (“you”) and Genohub, is subject to change by us as described below. By using the Site and/or Service, you (i) accept this Agreement; (ii) agree to be bound by these terms and conditions; and (iii) have entered into a binding agreement between you and Genohub. “You” may be a Client or a Service Provider (each as defined herein).
1. This web site (“Site”) is owned and operated by Genohub, Inc. (referred to as “Genohub” herein). The Site and its content (“Content”) and the Genohub online marketplace (“Service”) may only be accessed in accordance with this Agreement. Any violation of the copyright in the Content or these terms and conditions may be enforced by Genohub or the copyright owner to the fullest extent allowed by law.
2. Services
“Service Providers” are defined as individuals or institutions who have sequencing, library preparation or bioinformatic services to offer. To join Genohub, Service Provider must submit a request by signing up on the Site and filling out the provider profile form. Genohub reviews the request and notifies the Service Provider if the request is approved. “Sequencing Related Services” means the type of sequencing, library preparation or bioinformatics data analysis work a Service Provider is willing to perform for the listed price and maximum turnaround time. The use, posting of profiles and listing Sequencing Related Services on Genohub is free for Service Providers. Service fees are only charged when a Client makes a purchase of one of your services or if you enter into a subscription agreement with Genohub. Service fees are defined by the Service Fee Agreement between Service Provider and Genohub.
“Clients” are defined as individuals or institutional customers who order Sequencing Related Services.
Genohub makes the Service available to Clients and Providers. By using the Services, the Client and Service Provider are entering into an agreement to perform the Sequencing Related Services when the Client orders a Sequencing Related Service from a Service Provider. In such case, the Client agrees to pay for and the Service Provider agrees to perform the Sequencing Related Service in accordance with Genohub’s Standard Quality Policy and additional provisions explicitly listed by Service Provider for a particular Sequencing Related Service, to the extent that they are not inconsistent with this Policy or these Terms. To the extent there are additional terms and conditions for the specific Sequencing Related Services, Genohub is not a party to such terms and conditions and for clarity those additional terms and conditions are only applicable between Client and Service Provider and NOT Genohub. By positing, accepting or entering into an agreement through Genohub, you represent and covenant that the Sequencing Related Service complies with all applicable laws and regulations. Genohub is not a party to the communication, dealing, contracting or fulfillment of the Sequencing Related Services between a Client or Service Provider and takes no responsibility and provides no guaranty related to such Sequencing Related Services. Genohub has no control over and does not guarantee the quality, safety, truth, accuracy and legality of Sequencing Related Service listings, nor the background or ability of the Service Provider to deliver or complete a Sequencing Related Service. All rights and obligations for the performance, purchase and sale of Sequencing Related Services are solely between the Client and Service Provider.
3. Orders (Projects)
Once a quote is confirmed by a Service Provider and accepted by the Client, the project is subject to Genohub’s Policies for Genohub-Managed Projects. By sending material to the Service Provider, the Client allows the Service Provider to begin work on the Sequencing Related Service and handle materials in a manner that coincides with the order and Client instructions. Material and derivations, including analyzed material are to be treated in a confidential manner and not shared beyond those involved in completing the Sequencing Related Service. Material, derivations, including analyzed material will at all times remain the property of the Client. Material sent to the Service Provider is not expected to be returned to the Client in the same format or at all unless otherwise agreed by the Client and Service Provider. If material is rejected by the Service Provider, the Client must make arrangements with the Service Provider for return of material. The Client will be responsible for shipping charges associated with returned samples, unless otherwise agreed between the Client and Service Provider.
4. Payments
Genohub acts as the payment intermediary between the client and provider for all Genohub-Managed projects. All payments made by clients to Genohub are subject to the terms laid out in the payment section of Genohub’s Policies for Genohub-Managed Projects. All payments by Genohub to providers are subject to the terms laid out in Genohub Service Provider Pricing Agreement.
5. You acknowledge and agree that Genohub may stop (permanently or temporarily) providing the Services (or any features within the Services) to you or to users generally at Genohub’ sole discretion, without prior notice to you. You may stop using the Services at any time; however, you shall remain responsible for any applicable fees due to Genohub hereunder. You do not need to specifically inform Genohub when you stop using the Services. You acknowledge and agree that if Genohub disables access to your account, you may be prevented from accessing the Services, your account details or any files or other materials that are contained in your account.
6. You agree not to access (or attempt to access) any of the Services by any means other than through the interface that is provided by Genohub, unless you have been specifically allowed to do so in a separate agreement with Genohub. You agree that you will not engage in any activity that interferes with or disrupts the Services (or the servers and networks which are connected to the Services). Unless you have been specifically permitted to do so in a separate agreement with Genohub, you agree that you will not reproduce, duplicate, copy, sell, trade or resell the Services for any purpose. You agree that you are solely responsible for (and that Genohub has no responsibility to you or to any third party for) any breach of your obligations under this Agreement and for the consequences (including any loss or damage which Genohub may suffer) of any such breach.
7. You understand that all information (such as data files, written text, computer software, music, audio files or other sounds, photographs, videos or other images) which you may have access to as part of, or through your use of, the Services are the sole responsibility of the person from which such materials originated, which may be you. The Client owns all rights to data or files uploaded to Genohub by the Client or on behalf of the Client. Genohub will not share or distribute any of Client's data or files to any other third party source.
8. Genohub reserves all rights not specifically granted herein. You shall not modify any copyright notices, proprietary legends, any trademark and service mark attributions, any patent markings, and other indicia of ownership on the Content or other materials accessed through the Service. The delivery of, and license to, the Content and/or access to third party materials does not transfer to you any commercial or promotional use rights in the Content or any portion thereof. Any use of Content, or descriptions; any derivative use of this Site or its materials; and any use of data mining, robots, or similar data gathering and extraction tools is strictly prohibited. In no event shall the user frame any portion of the Site or any materials contained therein.
9. While Genohub uses reasonable efforts to include accurate and up-to-date information on the Site, Genohub makes no warranties or representations as to its accuracy. Genohub assumes no liability or responsibility for any errors or representations in the Content or this Site.
10. The Site may contain links to other sites on the Internet which are owned and operated by Third Party Vendors and other third parties (the “External Sites”). You acknowledge that Genohub is not responsible for the availability of, or the materials located on or through, any External Sites. You should contact the site administrator or webmaster for those External Sites if you have any concerns regarding such links or the materials located on such External Sites.
11. Users of the Site may post comments, reviews, and other materials and submit suggestions, ideas, or other information, provided, the materials do not contain any unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, or hateful content or content which is racially, ethnically or otherwise objectionable, or which infringes upon the rights of any third party. You acknowledge that by accessing the Site, you may come into contact with content that you find harmful, offensive, threatening, indecent or objectionable and you acknowledge that Genohub shall have no liability to you for the content including, but not limited to explicit language and other potentially offensive material. The user agrees to not impersonate any person or communicate under a false name or a name the user is not entitled or authorized to use. Genohub has the right (but not the obligation) to remove, prohibit, edit or discontinue any content on the Site, including content that has been posted by users.
12. If you post content or submit material related to the Genohub Service, but specifically excluding the Sequencing Related Services themselves, unless such content or material submittal is subject to separate terms and conditions, Genohub shall own such content and material and you hereby assign any rights in such content and material to Genohub. In the event ownership in the content or material cannot be granted to Genohub, you grant Genohub and its affiliates a perpetual, irrevocable, worldwide, royalty-free, non-exclusive, sublicensable right and license to make, use, sell, sublicense, reproduce, distribute, perform, display, prepare derivative works from and otherwise exploit all such content and material as if it were the full owner thereof. Furthermore, you grant Genohub, its affiliates, and sublicensees the right to use your name and/or user name in connection with the content. You represent and warrant that all content and materials you provide shall be your original work product and will not be based on, or derived from, the proprietary information or items of a third party. Furthermore, you represent and warrant that your use of the Service in connection with any Content or third party content complies with all laws including, but not limited to, United States copyright law. You will defend, indemnify and hold Genohub and its affiliates harmless from and against any claims resulting from any content or materials you provide hereunder or your use of the Service.
13. At your discretion, you may provide feedback to Genohub concerning the functionality and performance of the Service from time to time, including, without limitation, identifying potential errors, improvements, modifications, bug fixes, or enhancements (“Feedback”). If you, through your evaluation or otherwise, suggests any Feedback, you hereby assign the ownership in all Feedback to Genohub. In the event ownership in the Feedback cannot be granted to Genohub, you grant Genohub at no charge a perpetual, irrevocable, royalty-free, worldwide right and license to use, reproduce, disclose, sublicense, distribute, modify, and otherwise exploit such Feedback without restriction. You agree that Genohub may disclose that Feedback to any third party in any manner and you agree that Genohub has the ability to sublicense all Feedback in any form to any third party without restriction.
14. The Site may contain areas in which additional terms and conditions apply. For purposes of the use of such areas, in the event of a conflict between the terms and conditions of such other areas and these Terms and Conditions, the terms and conditions of the other area shall prevail. Genohub may at any time revise these Terms and Conditions by updating this posting. You are bound by any such revisions and should therefore periodically visit this page to review the current Terms and Conditions to which you are bound.
15. You shall not transmit to Genohub or upload to this Site any Harmful Code or use or misappropriate the data on this Site for your own commercial gain. “Harmful Code” shall mean any software (sometimes referred to as “viruses,” “worms,” “trojan horses,” “time bombs,” “time locks,” “drop dead devices,” “traps,” “access codes,” “cancelbots” or “trap door devices”) that: (a) is intentionally designed to damage, disrupt, disable, harm, impair, interfere with, intercept, expropriate or otherwise impede in any manner, any data, storage media, program, system, equipment or communication, based on any event, including for example but not limited to (i) exceeding a number of copies, (ii) exceeding a number of users, (iii) passage of a period of time, (iv) advancement to a particular date or other numeral, or (v) use of a certain feature; or (b) would enable an unauthorized person to cause such result; or (c) would enable an unauthorized person to access another person’s information without such other person’s knowledge and permission.
16. You may not use your username and password for any unauthorized purpose.
17. Genohub may retain and use, information collected in your use of the Service, provided such information does not individually identify you.
18. Genohub may terminate your access to our Site or the Service for any reason at any time. The provisions that by their nature are designed to survive termination or expiration of this Agreement shall survive termination or expiration of this Agreement or your access to our Site or Service.
19. You agree to defend, indemnify and hold Genohub, its owners, officers, directors, employees, affiliated companies, and licensees (“Genohub Indemnified Parties”) harmless against any and all losses, damages, claims, including any attorney’s fees arising out of (i) Sequencing Related Service; (ii) the Services and/or your use of the Site; (iii) otherwise arising out of this Agreement; or (iv) claims between a Client and Service Provider.
20. YOU DO HEREBY REMISE, RELEASE, ACQUIT AND FOREVER DISCHARGE GENOHUB, ITS SUCCESSORS, ASSIGNS, SHAREHOLDERS, OFFICERS, DIRECTORS, AFFILIATES, EMPLOYEES, AND OTHER PARTICIPANTS (“RELEASED PARTIES”) OF AND FROM ANY AND ALL LIABILITIES, CLAIMS, REMEDIES, DEMANDS, SUITS OR CAUSES OF ACTION OF WHATSOEVER KIND OR CHARACTER, IN WHOLE OR IN PART, WHETHER CHOATE OR INCHOATE, WHICH YOU MAY EVER HAVE AGAINST THE RELEASED PARTIES THAT IN ANY WAY DIRECTLY OR INDIRECTLY RELATE TO, RESULT FROM, ARE BASED UPON, OR ARISE OUT OF ANY DELIVERABLES OR SERVICES PROVIDED BY A THIRD PARTY (EVEN IF ACQUIRED THROUGH THE GENOHUB SERVICE), YOUR RELATIONSHIP WITH A THIRD PARTY OR SERVICES LISTED OR PROVIDED BY SERVICE PROVIDERS. YOU FURTHER AGREE TO INDEMNIFY, SAVE, AND HOLD THE RELEASED PARTIES HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, ACTIONS, DAMAGES, LIABILITIES, LAWSUITS, LITIGATION, ATTORNEYS FEES, EXPENSES, OR ARBITRATIONS ARISING OUT OF ANY ACTIONS COMMITTED BY YOU OR OCCURING TO YOU, EITHER INTENTIONALLY, NEGLIGENTLY OR OTHERWISE, THROUGH ANY DELIVERABLES OR SERVICES PROVIDED BY A THIRD PARTY (EVEN IF ACQUIRED THROUGH THE GENOHUB SERVICE), YOUR RELATIONSHIP WITH A THIRD PARTY OR SERVICES LISTED OR PROVIDED BY SERVICE PROVIDERS.
21. Use or access of the Service by anyone under the age of 13 is strictly prohibited. By using this Site, you signify your assent to these terms of use and agree to comply with all applicable laws and regulations, including U.S. export and re-export control laws and regulations, copyright laws and other laws regarding intellectual property. If you do not agree to these terms of use, please do not use the Site. THIS AGREEMENT SHALL BE GOVERNED AND INTERPRETED BY THE INTERNAL LAWS OF THE STATE OF TEXAS WITHOUT REGARD TO THE CONFLICTS OF LAW PROVISIONS THEREOF. EXCEPT AS DESCRIBED BELOW, ANY ACTION OR SUIT RELATED TO THIS AGREEMENT SHALL BE BROUGHT IN AUSTIN, TEXAS. Any claim arising out of this Agreement shall be finally determined by arbitration in accordance with the American Arbitration Association Rules and you hereby agree to binding arbitration. The place of arbitration shall be Austin, Texas. The language to be used in the arbitral proceedings shall be English.
22. The materials on this Site are provided with “Restricted Rights.” Use, duplication, or disclosure by the Government is subject to restrictions as set forth in applicable laws and regulations. Use of the materials by the Government constitutes acknowledgment of Genohub’ proprietary rights in them.
23. THE MATERIALS, CONTENT ON THIS SITE AND SERVICES ARE PROVIDED “AS IS”, “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. GENOHUB SHALL HAVE NO RESPONSIBILITY OR LIABILITY FOR ANY CONTENT, MATERIALS POSTED ON THE SITE OR SERVICES. GENOHUB MAKES NO GUARANTEES AS TO UPTIME OR AVAILABILITY OF THE SERVICE. TO THE FULLEST EXTENT POSSIBLE PURSUANT TO THE APPLICABLE LAW, GENOHUB DISCLAIMS ALL WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OR OTHER VIOLATION OF RIGHTS. THE SERVICE MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. GENOHUB IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS, INCLUDING INTERNET CONGESTION, VIRUS ATTACKS, AND DENIAL OF SERVICE (DOS) ATTACKS.
24. UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL GENOHUB OR ITS THIRD PARTY LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF DATA OR PROFIT, ARISING OUT OF THE USE, OR THE INABILITY TO USE, THE MATERIALS ON THIS SITE OR THE SERVICE, EVEN IF GENOHUB HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY. GENOHUB’ AND ITS LICENSORS’ ENTIRE AND AGGREGATE LIABILITY, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, SHALL NOT EXCEED $100, EVEN IF GENOHUB HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY. IF YOUR USE OF MATERIALS FROM THIS SITE OR THE SERVICE RESULTS IN THE NEED FOR SERVICING, REPAIR OR CORRECTION OF EQUIPMENT OR DATA, YOU ASSUME ANY COSTS THEREOF. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
25. This Agreement shall constitute the entire agreement between the parties regarding the subject matter hereof and supersede all proposals and prior discussions and writings between the parties with respect thereto. Genohub may modify these terms or any additional terms that apply to a Service to, for example, reflect changes to the law or changes to the Services by posting the new terms. Make sure you check back often to determine if changes have been made. Changes will be effective immediately upon posting. If you do not agree to the modified terms for a Service, you should discontinue your use of that Service[M3] . No failure or delay in enforcing any right or exercising any remedy will be deemed a waiver of any right or remedy. Each provision of this Agreement is a separately enforceable provision. If any provision of this Agreement is determined to be or becomes unenforceable or illegal, such provision shall be reformed to the minimum extent necessary in order for this Agreement to remain in effect in accordance with its terms as modified by such reformation.
Last updated on May 11, 2015.