Terms & Conditions | Nanolight Technology

Last Updated: June 14, 2024

This Website located at www.nanolight.com is owned and operated by NanoLight Technologies, a division of Prolume LTD., a Delaware corporation (“this Website”).

PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THIS SITE. THESE TERMS OF USE CONSTITUTE A LEGALLY BINDING AGREEMENT BETWEEN YOU AND PROLUME. THESE TERMS GOVERN YOUR ACCESS TO AND USE OF THIS SITE, INCLUDING ANY CONTENT, FUNCTIONALITY, AND SERVICES OFFERED ON OR THROUGH THIS SITE. BY ACCESSING OR USING ANY PART OF THIS WEBSITE, YOU AGREE THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS OF USE. IF YOU DO NOT AGREE TO BE SO BOUND, DO NOT ACCESS OR USE THIS WEBSITE.

If you are under the age of 18, please discuss your use of this Website and our Terms of Use with your parent or guardian and secure their authorization and supervision.

Revisions

Prolume may at any time revise these Terms of Use by updating the same at this Website without prior notice. Your continued use of this Website after such changes are posted will constitute your acceptance of such changes. Please ensure that you consistently review these Terms of Use for revision.

Product Orders

You may order products from NanoLight through this site, but such products may be subject to additional terms, as stated on the product packaging, inserts and other terms and conditions provided by NanoLight. All products are sold subject to such additional terms and you may contact us for more information about them.

You may place orders for NanoLight products by establishing an account with us and adhering to the terms below. We cannot guarantee that a particular product or product price will be available or will remain available. Also, you agree not to use NanoLight trademarks or other indicia of source or identity to indicate that your products or services, or a third party’s products or services, originate from or are endorsed by NanoLight. You also agree to follow all regulations and laws applicable to the products.

PLEASE NOTE: The terms of sale provided by NanoLight cannot be changed or amended through language in a customer’s purchase order or other communications. Our offer for sale and acceptance of orders is strictly limited to the terms we provide. You agree that terms not provided by NanoLight may be disregarded. PURSUANT TO ARTICLE 6 OF THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS (“UN CONVENTION”) OR SUCH OTHER WAIVER-ENABLING TERM, NANOLIGHT AND CUSTOMER AGREE THAT THE UN CONVENTION SHALL NOT APPLY TO THIS AGREEMENT OR ANY OTHER AGREEMENT FOR SALE OF NANOLIGHT PRODUCTS.

Prices of products and delivery and other charges displayed on this Website are current at the time of issue, but may change at any time without notice and are subject to availability. Stated prices do not include shipping and handling or taxes. You are solely responsible for any sales, local or similar taxes and duties or other liabilities imposed by any governmental agency, including without limitation, any customs duty, goods and services taxes imposed on any products ordered by you from this Website. All prices are stated in United States dollars. You may contact us for a quote on pricing or availability, but our quotes may be rescinded any time before your placement of an order or thereafter due to circumstances beyond our control, such as, but not limited to supply chain disturbances.

Payment terms are net thirty (30) days from the invoice date. Pre-payments may be required for initial orders with completion of credit application. For bulk and custom orders, a non-refundable deposit may be required. NanoLight does not require a minimum order quantity. If you purchase by credit card, NanoLight may authorize the amount of your purchase with your credit card issuer at the time you place your order.

You can order online, by telephone, fax or e-mail. Note: Orders must be delivered and invoiced in the same country.

Orders or requests for quotes can be placed by fax [928-367-1205] or e-mail [info@prolume.com] twenty four (24) hours a day. NanoLight U.S. customer service representatives are available to take phone orders at [928-367-1200] from 9:00 am to 5 pm Arizona Time Monday through Friday, except the lines may be closed due to holidays or circumstances beyond our control.

For telephone, fax and e-mail orders, please provide the following information:
1. Institution or customer account number;
2. Shipping address;
3. Billing address;
4. Purchase order number;
5. Name of end user;
6. Telephone of end user;
7. Name of purchasing agent (if applicable);
8. Quantity, catalog number, and name of the product;
9. For Visa, MasterCard, American Express and Discover orders, please provide card type, name on the card, card number, expiration date, and the three digit security number on the back of the card; and
10. For non-U.S. customers, such as Europeans customers or customers in other countries wherein additional information is required, we require that such information be provided. For example, European customers should provide a Value Added Tax (VAT) registration number if applicable.

We reserve the right to refuse or cancel any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per organization or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by unauthorized dealers, resellers, or distributors. If your credit card has already been charged for an order at the time the order is rejected, declined or cancelled, we will issue a credit to the credit card account which was charged.

Orders for NanoLight standard catalog items may be cancelled at no charge provided that we receive notice before the order is shipped. Cancellation after the order is shipped is subject to our returns policy below. Bulk, custom and standing orders are non-cancellable or are cancellable solely at NanoLight’s discretion. Additions to an order after processing and shipping may be, if accepted, subject to additional freight charges.

All product returns must have prior authorization. Contact our customer service or technical service department for a return assessment and, if appropriate, an authorization number. Return authorization numbers are valid for fifteen (15) days from issuance. A full credit will be granted if: (1) the products received differ from the ones listed on the customer’s purchase order; and (2) the products are proven defective at the time of receipt by the customer. However, customer must return the product to NanoLight in order to receive the credit. No credit will be granted for: (1) products which have expired, were not stored properly, are altered or are otherwise unsuitable for resale; (2) customized products; (3) discontinued products; or (4) products proven to not be defective. Credit will be issued upon receipt and satisfactory inspection of the products.

When a customer places an order, we collect information associated with the transaction in accordance with our Privacy Policy.

NanoLight warrants that the products sold and information we provide will meet our specifications at the time of delivery or provision. NANOLIGHT’S SOLE LIABILITY SHALL BE LIMITED, AT NANOLIGHT’S OPTION, TO REPLACEMENT OF MATERIAL(S) THAT DOES NOT MEET OUR SPECIFICATIONS OR REFUND OF THE PURCHASE PRICE. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, PROLUME, NANOLIGHT AND THEIR AFFILIATES, AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, REPRESENTATIVES, AND THIRD PARTY PROVIDERS OF PRODUCTS OR SERVICES PURCHASED FROM NANOLIGHT WILL NOT BE LIABLE FOR DAMAGES OR LIABILITIES OF ANY KIND INCLUDING, WITHOUT LIMITATION, COMPENSATORY, CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL OR SIMILAR DAMAGES, THAT MAY RESULT FROM THE PRODUCTS, THEIR USE, AND ANY SERVICES OR INFOIRMATION PROVIDED, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR NOTICE OF THEIR ACTUAL OR POTENTIAL OCCURRENCE WAS RECEIVED.

IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”

WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IN NO EVENT SHALL NANOLIGHT, PROLUME, THEIR AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, AND REPRESENTATIVES HAVE ANY LIABILITY TO YOU FOR ANY CLAIMS, DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT OR OTHERWISE) EXCEEDING THE AMOUNT PAID BY YOU, IF ANY, FOR PRODUCTS OR SERVICES.

Product Shipment

We will ship your order to the shipping address you provide in compliance with these Terms of Use. You are solely responsible for any inaccurate or incomplete shipping information. Risk of loss and title for such items pass to you upon our delivery to the carrier. In the event your order is lost during shipping, we will reasonably assist you in pursuing a claim with the shipper but will not be liable for any orders which are lost during shipping or misdelivered.

Local Laws & Export Control

Prolume controls and operates this Site from the United States of America. The materials, services and product sales are subject in all respects to laws and regulations of the United States of America as shall from time to time govern the license and delivery of technology and products abroad, including the U.S. Export Control Regulations, and any successor legislation or regulations issued by the U.S. Department of Commerce, International Trade Administration, Office of Export Licensing, Census Bureau, Custom and Border Protection, Bureau of Industry or any entity with jurisdiction. Diversion of such materials contrary to United States law is strictly prohibited. Neither the materials, nor any information acquired through the use of the Site, may be acquired for, shipped, transferred, or re-exported, directly or indirectly, to proscribed or embargoed countries or their nationals, nor may they be used for nuclear activities, chemical or biological weapons, or missile projects, unless specifically authorized by the United States Government for such purposes. You shall comply strictly with all United States export laws and assume sole responsibility for obtaining licenses to export or re-export as may be required.

If you use this Site from outside the United States of America, you are also responsible for compliance with all applicable local laws, including local export and import regulations.

Accounts

You have the option of establishing an account on the Website (an “Account”). In addition, you may be required to have an Account to access or participate in some of the features of this Website. You represent and warrant that all information provided in registering your Account is true and accurate. You are responsible for maintaining the confidentiality of your Account, and for all activities that occur through the use of your Account. You do not own your Account. Under these Terms of Use, you are granted a limited, personal, non-transferable, non-commercial, revocable license to use your Account to access this Website. You may not sell or transfer all or any part of your Account. You may not use your Account in any way that violates these Terms of Use.

We reserve the right to refuse to register you and provide you with an Account and/or to deny you access to the Website for any reason in our sole and absolute discretion. We may terminate or suspend your Account and/or access to all or part of this Website if we, in our sole and absolute discretion, determine that you have breached or will likely breach these Terms of Use or that your conduct violates or may violate any applicable law or is otherwise harmful to the Website, other persons or us. Any such termination or suspension or removal shall be without liability to you. In addition, we may terminate or suspend your Account and/or access to all or part of this Website if we determine to cease all or a portion of our operations and/or the provision of any applicable products or services in connection with this Website. We reserve the right to change any or all of the features of and activities available on this Website at any time without notice. All such terminations, suspensions, removals and/or changes shall be without any liability to you.

You may not use any of our trademarks in any username or password selected by you for your account.

Privacy

By using this Website, you consent to the terms of Prolume’s Privacy Policy, which you understand may be modified from time to time. The Privacy Policy, which can be reached by clicking on the Privacy Policy link located at the bottom of the Prolume site, is incorporated into these Terms of Use by reference. You consent to Prolume’s use of cookies and similar devices as further described in the Privacy Policy and for the purposes set forth in the Privacy Policy. You further understand and agree that, to the extent that information is collected about you, it will be stored on servers in the United States.

User Conduct

You expressly agree that you will not use this Website, any of its contents, or any other services provided by Prolume for any purpose that is unlawful or prohibited by these Terms. You agree to abide by all applicable local, state, national, and international laws and regulations. Any unauthorized commercial use of this Website, Prolume’s servers or internet infrastructure is expressly prohibited. You will not use any device, software or routine to interfere or attempt to interfere with the proper working of this Website as determined by Prolume in its sole discretion.

You may not use any “page-scrape” or other automatic device, algorithm, or program, or any similar manual process, to identify, access, copy, or monitor any portion of or content in this Website.

Product Concepts/Unsolicited Submissions

Prolume does not accept unsolicited ideas, concepts, proposals or other submissions with respect to its existing or any new products or services. By submitting any ideas, concepts, proposals or other submissions with respect to Prolume’s existing products or any new product or service, even if done in response to a request for feedback on a product from users, you automatically grant (or warrant that the owner of such rights has expressly granted) to Prolume a perpetual, royalty-free, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, edit, provide access to, translate, create derivative works from, and distribute your submission or incorporate your submission into any form, medium, or technology (now known or hereafter known) throughout the universe without attribution. In addition, you warrant that all so-called “moral rights” and other rights recognized throughout the world (including without limitation, the European Economic Community) in your submission have been waived and that Prolume has the unrestricted right to modify, edit, alter and change your submission without your or any other person’s consent. There is no contract, implied or otherwise, that Prolume will compensate you for the use of your submission and, pursuant to the foregoing, Prolume will not compensate you for any such use.

Ownership Of Intellectual Property/Restrictions On Use

All software, designs, text, images, photographs, illustrations, audio clips, video clips, artwork, graphic material, data and other copyrightable elements, and the selection and arrangements thereof, and all trademarks, service marks, trade dress, trade names, logos and other indicia of identity or source which are part of or displayed through this Website (the “Materials”) are the property of Prolume or its licensors and are protected, without limitation, pursuant to, e.g., U.S. and foreign copyright and trademark laws.

You should assume that everything you see or read on this Website, receive through related services, or download from our servers, is protected by copyright or other intellectual property laws unless otherwise stated and may only be used according to these Terms of Use. Prolume does not warrant or represent that your use of materials displayed on this Website will not infringe rights of third parties not owned or affiliated with Prolume. Images are either Prolume’s property or used by Prolume with another party’s permission. The use of these images by you, or anyone else authorized by you, is prohibited unless specifically permitted by these Terms of Use. Any unauthorized use of such images may violate copyright laws, trademark laws, the laws of privacy and publicity, as well as other communications regulations and statutes.

Prolume, NanoLight, NanoFuel, NanoTools, NanoKAZ and other names used on this Website are the registered and unregistered trademarks of Prolume. The trademarks (including the foregoing trademarks), logos, and service marks (collectively the “Trademarks”) displayed on this Website are registered and unregistered trademarks of Prolume or of third parties who have authorized Prolume to use the Trademarks. Your misuse of the Trademarks displayed on this Website, or any other content on this Website, except as provided herein, is strictly prohibited. Nothing contained on this Website should be construed as granting any license or right to use any Trademark displayed on this Website without the written permission of Prolume or such third party that may own the Trademark.

These Terms of Use grant to you a limited, non-exclusive, non-transferable, revocable license to access and use this Website and the Materials for your personal, non-commercial use. Except as expressly provided herein, you agree that no portion of this Website will be accessed, used, reproduced, duplicated, copied, or otherwise exploited by you for any other purpose; that you have obtained no other rights, titles or interests of any kind in or to this Website or the Materials; and that nothing contained herein shall be construed as conferring any other right, title or interest to you. As between you and Prolume, all rights in the Materials and the Website are reserved to Prolume.

The following applies to all portions of the Website which are downloaded by you: Prolume hereby grants you a personal, non-exclusive, non-assignable, revocable, non-transferable license to use and display, for noncommercial and personal use only, one copy of appropriately limited portions of the Materials that are downloadable from this Website, including, without limitation, any files, codes, audio, or images incorporated in or generated by or in conjunction with the Website and/or Prolume, provided that “Copyright Prolume, LTD. All Rights Reserved. Used With Permission.” accompanies all copyrightable Materials and other notices are properly maintained. Modification of Materials or use of Materials for any other purpose is a violation of Prolume’s copyright and other proprietary rights. For purposes of these Terms of Use, use of any Materials in any unauthorized manner (including, without limitation, on web pages or sites that contain paid or free advertisements, third-party endorsements of any kind or nature – including without limitation, endorsements of a religious, political, or social orientation nature – or promotions; or sell or offer products, games, or services; or any other content which Prolume in its sole and absolute discretion deems inappropriate) is strictly prohibited. You agree not to reproduce, modify, create derivative works from, display, perform, publish, distribute, disseminate, broadcast, sell, decompile, reverse engineer, disassemble, or circulate any Materials to any third party (including, without limitation, display and distribute the Materials via a third party website) without Prolume’s express prior written consent. Unauthorized or prohibited exploitation of Materials may subject you to civil liability and criminal prosecution under applicable federal and state laws.

Purchaser Notification / Disclaimer

All of Prolume/NanoLights products are provided for research purposes only and are not intended for therapeutic, prophylactic or diagnostic use in humans. They are covered by exclusive Prolume/NanoLights rights and rights we may have received from third parties. Depending on your country/area and your local law, they may also be subject to other third-party rights. Non-research and/or for-profit use of NanoLight/Prolume products is not allowed without additional rights from NanoLight/Prolume, and may also require additional rights from third parties. Thus, certain products may not be available for non-research and/or for-profit uses.
By ordering NanoLight/Prolume products, the buyers agree and acknowledge that (i) they are sole and fully responsible for their use of the products, (ii) they respect Prolume/NanoLight’s Terms and Conditions and Prolume/NanoLight’s rights, and (iii) they shall comply with any and all applicable law and regulations. The purchase of Prolume/NanoLight products does not grant any right to reproduce, repackage or distribute the products (whether modified or not).

Authorized Uses & Restrictions

The purchase of Prolume/NanoLight product(s) conveys to the buyer the non-transferable right to use the purchased amount of the product and all replicates and derivatives for research purposes conducted by the buyer in his laboratory only. The shipment address shall match with the buyer’s laboratory. The buyer cannot sell, resale or otherwise transfer (a) the product (b) its components or (c) materials made using this product or its components to a third party. The buyer agrees that any activity undertaken with the product and replicates or derivatives will be conducted in compliance with all applicable guidelines, laws, and regulations. The buyer agrees that the product and replicates or derivatives will not be used for any human therapeutic or diagnostic use.

Patents and Intellectual Property

Prolume/NanoLight products contain proprietary products and technologies on which we retain full ownership and intellectual property rights, including several worldwide patents. The use and/or production methods of certain products are notably covered by the following US and foreign patents/pending patents:

6,232,107 Luciferases, fluorescent proteins, nucleic acids encoding the luciferases and fluorescent proteins and the use thereof in diagnostics, high throughput screening and novelty items

6,436,682 Luciferases, fluorescent proteins, nucleic acids encoding the luciferases and fluorescent proteins and the use thereof in diagnostics, high throughput screening and novelty items

6,416,960 Detection and visualization of neoplasms and other tissues

6,649,357 Apparatus and method for detecting and identifying infectious agents

6,458,547 Apparatus and method for detecting and identifying infectious agents

7,109,315 Renilla reniformis Fluorescent Proteins, Nucleic Acids Encoding the Fluorescent Proteins and the Use Thereof in Diagnostics, High Throughput Screening and Novelty Items

6,780,974 Synthetic DNA encoding an orange seapen-derived green fluorescent protein with codon preference of mammalian expression systems and biosensors

7,045,599 Synthetic DNA encoding an orange seapen-derived green fluorescent protein with codon preference of mammalian expression systems and biosensors

9,115,364 Protein Expression system

9,729,133 Bioluminescent Novelty Items

9,624,425 Novel Coelenterazine Compounds and Methods of Use

9,181,318 Method of screening a drug such as insulin secretagogue

8,399,616 Fusion protein having luminescence activity

8,481,702 Fusion protein having luminescence activity

8,569,003 Fusion protein having luminescence activity

9,315,783 Codon-optimized gene for mutated shrimp luciferase and method for use thereof

9,404,145 Codon-optimized gene for mutated shrimp luciferase and method for use thereof

9,506,104 Codon-optimized gene for mutated shrimp luciferase and method for use thereof

10,006,009 Codon-optimized gene for mutated shrimp luciferase and method for use thereof

9,567,623 Coelenterazine analogs

9,382,520 Mutated genes for the catalytic protein of Oplophorus luciferase and use thereof

9,469,845 Mutated genes for the catalytic protein of Oplophorus luciferase and use thereof

9,574,224 Mutated genes for the catalytic protein of Oplophorus luciferase and use thereof

9,765,381 Mutated genes for the catalytic protein of Oplophorus luciferase and use thereof

Or their foreign equivalents:

JP6511720, GB2516326, GB2574745, JP6777133, GB2516136, GB2534288, JP6040846, GB2526167, JP6442825

Third Party Communications

This Website may include content provided by third parties, including materials provided by other users, bloggers, and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by Prolume, are solely the opinions and the responsibility of the person or entity providing those materials. Such materials do not necessarily reflect the opinion of Prolume. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

Notice And Procedure For Making Claims Of Intellectual Property Infringement Or Other Claims

If you believe that your intellectual property rights have been infringed (including, but not limited to, copyright, trademark, and patent claims) or you have another basis for a claim based on this Website, these Terms of Use or any of their subjects, you must submit your complaint as required herein. Claims must be submitted to the following address:

Prolume Ltd.
P.O. Box 2746

Pinetop AZ, 85935
USA
Email: info@prolume.com

Written claims concerning copyright infringement must include the following information:

A physical or electronic signature of the person authorized to act on behalf of the owner of the copyright interest;
A description of the copyrighted work that you claim has been infringed upon;
A description of where the material that you claim is infringing is located on the site;
Your address, telephone number, and e-mail address;
A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

Acceptance of delivery does not constitute an acknowledgment of any basis for the asserted claim.

Disclaimers/Limitation of Liability

THIS WEBSITE AND ALL MATERIALS CONTAINED ON IT ARE DISTRIBUTED AND TRANSMITTED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, PROLUME AND NANOLIGHT DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. PROLUME AND NANOLIGHT DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SITE OR MATERIALS WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS SITE OR THE SERVERS THAT MAKE IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. PROLUME AND NANOLIGHT DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OF THIS WEBSITE OR THE INFORMATION CONTAINED IN IT WITH REGARD TO THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. THE ENTIRE RISK AS TO THE QUALITY, ACCURACY, ADEQUACY, COMPLETENESS, CORRECTNESS, AND VALIDITY OF ANY MATERIAL RESTS WITH YOU. YOU, NOT PROLUME AND NANOLIGHT, ASSUME THE COMPLETE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION.

APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO ASPECTS OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

WE RESERVE THE RIGHT TO MODIFY AND/OR DISCONTINUE THIS WEBSITE AT ANY TIME WITHOUT NOTICE.

TO THE EXTENT THAT YOU COMMUNICATE WITH NANOLIGHT’S OR PROLUME’S CUSTOMER SERVICE DEPARTMENT OR A PROLUME OR NANOLIGHT REPRESENTATIVE THROUGH ANY OTHER SOURCE, THE STATEMENTS, PROMISES OR ACTIONS TAKEN BY NANOLIGHT, PROLUME OR SUCH SOURCES SHALL NOT LIMIT OR OTHERWISE MODIFY THE TERMS OF THIS DISCLAIMER AND/OR THIS USER AGREEMENT AND THIS DISCLAIMER AND THESE TERMS OF USE SHALL APPLY TO ANY INFORMATION PROVIDED TO YOU.

TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, PROLUME, NANOLIGHT AND THEIR AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, REPRESENTATIVES, AND THIRD PARTY PROVIDERS TO THIS WEBSITE WILL NOT BE LIABLE FOR DAMAGES OF ANY KIND INCLUDING, WITHOUT LIMITATION, COMPENSATORY, CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL OR SIMILAR DAMAGES, THAT MAY RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE MATERIALS CONTAINED ON THIS WEBSITE, WHETHER THE MATERIAL IS PROVIDED VIA THIS SITE OR OTHERWISE SUPPLIED TO YOU OR ANY THIRD PARTY AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR NOTICE OF THEM WAS PROVIDED.

WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IN NO EVENT SHALL PROLUME, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, AND REPRESENTATIVES HAVE ANY LIABILITY TO YOU FOR ANY CLAIMS, DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT OR OTHERWISE) EXCEEDING THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THIS SITE.

Links/Linking

From This Site To Third-Party Websites

This Website may contain links to other websites operated by third parties, including buttons which allow you to like or dislike a particular product or feature. The linked sites are not under the control of Prolume, and Prolume is not responsible for the content available on any other websites linked to this Website. Such links do not imply Prolume’s endorsement of material on any other website and Prolume disclaims all liability with regard to your access to such linked websites. Prolume provides links to other websites as a convenience to users and access to any other websites linked to this Website is at your own risk and is subject to that website’s terms of use and privacy policy.

From Third-Party Websites to This Site

You may link to Prolume websites so long as:

You do not create frames or border environments around any page or materials on a Prolume website or use other techniques that alter in any way the visual presentation or appearance of any content within a Prolume website;
You do not create comparisons of Prolume products or services with competitive products or services;
You do not replicate any materials from a Prolume website or any Prolume logo or trademark;
You do not misrepresent your relationship with Prolume;
You do not imply that Prolume approves or endorses the linking party, the linking party’s website, or the linking party’s service or product offerings in any way;
You do not present false or misleading information or impressions about Prolume or otherwise damage the goodwill associated with the Prolume name and trademarks;
The linked site does not contain content that could be construed as abusive, threatening, harassing, profane or offensive, excessively violent, or which violates or encourages others to violate any applicable law; and
The linked site does not contain content that could be construed as obscene, pornographic, sexually explicit or, in Prolume’s sole discretion, unacceptable to Prolume.

As a further condition to being permitted to link to Prolume websites, the linking party agrees that Prolume may at any time, at its sole discretion, terminate permission to link to Prolume websites. In such event, the linking party agrees to immediately remove all links to Prolume websites.

By linking to a Prolume website, the linking party agrees to defend, indemnify and hold Prolume, its affiliates, and their respective officers, directors, employees, agents, licensors, representatives, and third party providers to the Website from and against all losses, expenses, damages and costs, including reasonable attorneys’ fees, resulting from such linking. (As used in these Terms of Use “affiliate” means any person or entity that is in privity of contract with Prolume.) Prolume shall have no liability for any indirect, exemplary, incidental, punitive, special, or consequential damages with regard to the linking or use of such link. Prolume makes no warranties of any kind, express or implied, with respect to such links.

Emails

You agree that these Terms of Use, including but not limited to the Disclaimers and Limitations of Liability, apply to all emails and other electronic communications which you receive from Prolume as though such email or other electronic communication and all of its content were a page of this Website.

Security Of Information

We have put physical, electronic and managerial procedures into place in order to help safeguard and prevent unauthorized access, use and/or disclosure of your personally identifiable information. Although we use reasonable efforts to safeguard the security of your personally identifiable information, transmissions made on or through the internet and personally identifiable information stored on our servers or the servers of third parties that we use are vulnerable to attack and cannot be guaranteed to be secure. In addition, submissions made via email are not protected by encryption and are vulnerable to interception during transmission. We disclaim responsibility for all negligent acts that may result in the unauthorized use and/or disclosure of your personal information.

Ads And Malware

We take great care and pride in creating this Website. We are always on the lookout for technical glitches that effect how the Website works. When we find them on our end, we will fix them. Unfortunately, your home computer may cause some glitches that effect how you see our Website and that is beyond our control. If you experience any unusual behavior, content or ads on the Website, it may be the result of Malware on your computer. Malware includes computer viruses, key loggers, malicious active content, rogue programs and dialers, among others. While we continuously work closely with our partners to ensure that everything on the Website is working properly, sometimes Malware programs on your personal computer may interfere with your experience on our Website and on other sites that you visit. Please note that we cannot be responsible for the effects of any third-party software including Malware on your computer system.

Denial Of Access

Prolume, for any reason and at its sole discretion, may decide that any person shall be denied access to any part of the Website. The sending of an email notice by Prolume to any email address associated with the denial shall constitute complete and sufficient notice of the denial. By agreeing to these Terms of Use, you agree to cease and desist immediately from any attempt to access the Website upon issuance of a denial. If you do not cease and desist, you hereby consent to an injunction to be entered against you by a court of competent jurisdiction, as provided herein, permanently enjoining you from attempting to access the Website, without Prolume having to post any bond or surety therefor.

Indemnification

You agree to indemnify, defend and hold harmless Prolume, its affiliates, and their respective officers, directors, employees, agents, licensors, representatives, and third party providers to the Website from and against all losses, expenses, damages and costs, including reasonable attorneys’ fees, resulting from any violation of these Terms of Use by you or your provision of materials by you, including, but not limited to, text, images, and audio. Prolume reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you, in which event you will fully cooperate with Prolume in asserting any available defenses or claims.

Jurisdiction

The Terms of Use and all matters or issues collateral thereto or arising therefrom will be governed by, construed and enforced in accordance with the laws of the State of Arizona applicable to contracts executed and performed entirely therein (without regard to any principles of conflicts of laws). You hereby agree that any action at law or in equity arising out of or relating to these Terms of Use or the site shall be filed only in the state or federal courts located in Phoenix, Arizona. Further, you hereby expressly consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action. Notwithstanding the foregoing, Prolume shall be entitled to seek in any court of appropriate jurisdiction equitable or injunctive relief to enforce these Terms of Use.

At Prolume’s sole discretion, it may require you to submit any disputes arising from these Terms of Use or use of this Website, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying the laws of the State of Arizona applicable to contracts executed and performed entirely therein (without regard to any principles of conflicts of laws).

If you use this Website from other locations you are responsible for compliance with local laws and regulations. Prolume products and services are available in many parts of the world; however, this Website may describe products that are not available in your jurisdiction.

Waiver

No waiver by the Company of any term or condition set out in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Prolume to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

Severability

If any term or provision of these Terms is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of these Terms or invalidate or render unenforceable such term or provision in any other jurisdiction.

Unavailability

The information and material on this Site may be changed, withdrawn or terminated at any time in Prolume’s sole discretion without notice. Prolume will not be liable if, for any reason, all or any part of the Site is restricted to users or unavailable at any time or for any period.

Interpretation.

You have the ability to seek counsel with regard to these Terms of Use and, therefore, any ambiguity in these Terms of Use shall not be construed against the drafter. Moreover, headings in these Terms of Use are for convenience only and shall not limit applicability of any provisions of these Terms of Use.

General

This agreement constitutes the entire agreement between you and Prolume with respect to this Website and related services and supersedes all prior or contemporaneous terms or conditions, oral or written, between user and Prolume. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. Any cause of action by you arising out of or related to this Website or its service must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred.