We may, at any time:
· Change the terms and conditions of this Agreement;
· Change the Site, including eliminating or discontinuing any content, feature, product, or service offered on the Site; or
· Change any fees or charges for any content, feature, product, or service offered on the Site.
Your continued use of the Site after such changes will indicate your acceptance of such changes. You can determine when we last updated the Agreement by checking the “Last Updated” date that appears at the top of this page.
You must be at least 18 years old to use the Site. If you are not at least 18 years old, please do not access the Site.
Code of Conduct
While using the Site, you will not:
· Restrict or inhibit any other visitor or registered user from using the Site, including by means of hacking or defacing any portion of the Site;
· Use the Site for any unlawful purpose;
· Express or imply that we endorse any statement you make without our prior written consent;
· Transmit: (a) anything that is unlawful, fraudulent, threatening, abusive, libelous, defamatory, obscene or otherwise objectionable, or infringes our or any third party’s intellectual property or other rights; (b) anything that constitutes or purports to constitute medical advice; (c) any material, non-public information about a company without the proper authorization to do so; (d) any third-party trade secret; or (e) any advertisement, solicitation, chain letter, pyramid scheme, investment opportunity, or other unsolicited commercial communication (except as we otherwise expressly permit);
· Engage in spamming, flooding or other disruptive activities;
· Transmit any software or other material that contains any virus, worm, time bomb, Trojan horse, or other harmful or disruptive component;
· Modify, adapt, sub-license, translate, sell, reverse engineer, decompile or disassemble any portion of the Site;
· Remove any copyright, trademark, or other proprietary rights notice contained on the Site;
· Frame or mirror any part of the Site without our prior written authorization;
· Harvest or collect information about Site visitors or registered users;
· Create a database by systematically downloading and storing all or any of the Site content; or
· Permit others, including those whose accounts have been terminated, to access the Site using your account or user name.
While using the Site, you will comply with all applicable laws, rules and regulations.
Disclaimer. Information provided on ViviCells.com web Site is for informational purposes only and is not a substitute for professional medical advice. Only your healthcare provider should diagnose your or your dependent’s healthcare condition(s) and prescribe, provide advice, or make recommendations regarding potential current or future stem cell treatment(s), or for the stem cell collection and preservation services available through this Site. For any referenced or web-linked products, services, clinical conditions, diseases, disorders or potential future stem cell applications that may at any time be referenced on this Site, it should be noted that the U.S. Food & Drug Administration has not evaluated statements about some products, services and health conditions. ViviCells does not necessarily endorse any other referenced manufacturers’ or others’ claims about the efficacy of other company’s products or services, nor does ViviCells make any guarantee or warranty, express or implied, with respect to any other company’s products or services referenced, including any warranty of merchantability or fitness for a particular purpose. ViviCells reserves the right to limit the quantity on any product or service purchase. Although ViviCells uses reasonable efforts to include accurate and up-to-date information on its web Site, ViviCells makes no warranties or representations as to its accuracy. The materials contained on the ViviCells web Site are provided “AS IS” and without any implied or express warranties. Because potential stem cell medical application(s) or treatment(s) information changes rapidly, some information on this Site might be out of date. ViviCells is not responsible for typographical or imaging errors on its web Site.
ViviCells does not warrant that the functions contained in the web Site materials will be uninterrupted or error free, that defects will be corrected, or that this Site is free of viruses or other harmful components. ViviCells does not warrant or make any representations regarding the use or results of the use of ViviCells’ online services in terms of accuracy or reliability. Anyone accessing this web Site assumes the entire cost of all necessary computer or network servicing, repair or correction. Under no circumstances will ViviCells be liable for any special or consequential damages that result from the use of, or inability to use, this web Site.
Decisions regarding stem cell collection, processing, testing, cryopreservation and storage services should not be made based only on information accessible through this Site or the stem cell collection, processing, testing, cryopreservation and storage services available for purchase through ViviCells. Only your physician or other health care provider can advise what stem cell collection, preservation, testing, cryopreservation and storage service(s), if any, are right for you or your family members. ViviCells makes no representations, guarantees or warranties, either stated or implied of any kind by any of its officers, managers, members, unit holders, executives, employees, agents, or consultants beyond the terms contained in its’ ViviCells International, LLC Client Agreement, including the specific disclaimers outlined in Part III, Paragraph 3.08, Sub-paragraphs a, b, c, d and e of that Agreement, which Agreement is available on this Site for your review..
Content Disclaimer. The text, images, and other materials contained on the Site including but not limited to the information about stem cell collection, processing, testing, cryopreservation and storage provided in the information pages of this Site (collectively, the “Site Materials”) are for purposes of education and reference only. The Site Materials are general in nature.
The Site Materials are not a substitute for professional medical advice, diagnosis or treatment and we do not practice medicine or provide medical services of any kind on or through the Site. The Site Materials are derived from peer-reviewed journals, news releases, content providers and other sources, and are believed to be accurate. However, the Site Materials are not exhaustive; they do not cover all diseases, ailments, conditions, treatments or future potential stem cell applications. Discussions of potential future stem cell applications do not cover all possible uses, actions, precautions, side effects, or interactions of these or any other stem cell services. We do not recommend or endorse any other company’s products or services that may at any time be mentioned on the Site or listed as web links from the Site. For any such referenced or web-linked products, services, clinical conditions, diseases, disorders or potential future stem cell applications, it should be noted that the U.S. Food & Drug Administration has not evaluated statements about some products, services and health conditions. Moreover, because potential stem cell medical application(s) or treatment(s) information changes rapidly, some of the Site Materials might be out of date. Read all labels and package directions supplied by the manufacturer carefully.
Diagnosis and treatment of specific medical conditions can only be determined in consultation with a physician or other qualified healthcare provider and stem cell therapeutic applications are only available pursuant to a licensed practitioner’s order. The Site Materials should not be used to evaluate the risks and benefits of using a particular product or service. You should always talk to a physician or other qualified health provider with questions concerning a medical condition and/or the potential for stem cell applications. You should never disregard or delay seeking medical advice because of something you see on the Site. In addition, ViviCells strongly recommends that you consult your physician or other qualified healthcare provider before making any decision regarding stem cell preservation services.
Our staff, third parties such as medical publishers, registered users, and other independent content providers provide the information on ViviCells.com. We neither endorse nor are responsible for any opinion, advice, information, or statement made or displayed on the Site by third parties, whether they are visitors, registered users, publishers, information providers, or otherwise. We are not responsible for errors or omissions in articles or postings, for hyperlinks embedded in messages, or for any results obtained by using such information. You acknowledge and agree that we, our affiliates, suppliers, or agents are not liable for any loss or damage caused by your reliance on such information.
The Site may contain links to other websites or resources. We neither control nor endorse such other websites, nor have we reviewed or approved any content appearing on them. You acknowledge and agree that we are not responsible for the legality, accuracy, or inappropriate nature of any content, advertising, products, services, or information located on or through any other website, nor for any loss or damages caused by using or relying on any such content.
Registration. Some areas of the Site may require you to be an ViviCells client or become an ViviCells client or ViviCells registered user. When you become a client, or for any other reason register with us, you agree to: (a) provide accurate, current, and complete information and (b) maintain and update your information to keep it accurate, current, and complete. You acknowledge that if any information you provide is false, inaccurate, not current, or incomplete, we may terminate this Agreement and your use of the Site.
User Name and Password. When you become a ViviCells client, and/or register with ViviCells, you may be asked to select a user name and a password. We may refuse to grant you any user name that we determine, in our sole discretion, to be unlawful or inappropriate. You will not transfer or resell your access to the Site to anyone. In any instance that may require registration, if you have reason to believe your account is no longer secure, you must promptly change your password by either using the “My account” option under the Site’s “Register / Log-in” menu that may be in effect at that time, and immediately notify us of the problem by contacting our Customer Service team.
IN ANY INSTANCE THAT MAY REQUIRE REGISTRATION, YOU ARE ENTIRELY RESPONSIBLE FOR MAINTAINING THE CONFIDENTIALITY OF YOUR USER NAME AND PASSWORD AND FOR ALL ACTIVITIES CONDUCTED THROUGH YOUR ACCOUNT.
Descriptions, images of, or references or web links to any other company’s products or services on the Site do not imply our endorsement of such products or services. Fees may be received by us to highlight particular products or services. We reserve the right, without prior notification, to change such descriptions or references, to limit the order quantity on any product or service and/or refuse service to you. Resale of products or services purchased in connection with the Site is specifically prohibited. Verification of information may be required prior to our acceptance of any order. Price and availability of any product or service are subject to change without notice. Any purchase or attempted purchase of any product or service in connection with the Site shall be deemed to have occurred in Illinois, where the Site is located.
Returns. ViviCells assumes no responsibility or liabilities for and you agree to indemnify and hold ViviCells harmless for any other manufacturer’s products or services that may at any time be referenced on the Site or on web links which are not a part of the ViviCells International, LLC Client Agreement. As such, ViviCells will not accept returns of any such purchased items or provide any credits or refunds for any such products or services purchased by visitors to the ViviCells.com Site or to web links on the ViviCells.com Site. The cost of return shipment of such products or service items is the sole responsibility of the purchaser. The pursuit of and agreement to a return, credit for or refunds for any such product or service purchased from any other company not part of ViviCells and/or not covered by the ViviCells International, LLC Client Agreement is the responsibility of the purchaser and product or service supplier and not of ViviCells International, LLC or ViviCells.com.
Submissions and Postings. Please note that, because we and our designees may from time to time host message boards and other forums on the Site (collectively, the “Forums”) and therefore redistribute materials you give us, we need certain rights in those materials. Therefore, by transmitting suggestions, ideas, notes, concepts, information, or other materials (collectively, “Submissions”) to us, or by posting such Submissions to the Site, you grant us a worldwide, non-exclusive, sub-licensable, assignable, royalty-free, perpetual right to use, reproduce, distribute, prepare derivative works of, publicly perform and display, and transmit such Submissions in any media now known or hereafter developed, for purposes of operating the Site and any successor Sites or services. We will not be subject to any obligation of confidentiality, attribution, or otherwise with respect to any Submissions, and we will not be liable for any use or disclosure of any Submissions.
Ownership and Restrictions on Use. We own and operate the Site in conjunction with others pursuant to contractual arrangements. You may not copy, reproduce, republish, upload, post, transmit, or distribute Site Materials in any way, without our prior written permission. Modifying or using Site Materials for any purpose other than those described in this Agreement may be a violation of our copyright or other rights, and is strictly prohibited.
Trademarks. ViviCells.com and ViviCells International, LLC and the associated logos are our trademarks and service marks. All other trademarks and service marks on the Site are the property of their respective owners.
Claims of Copyright Infringement. The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials we host infringe your copyright, you (or your agent) may send us a notice requesting that we remove the material or block access to it. If you believe, in good faith, that someone has wrongly filed a notice of copyright infringement against you, the DMCA permits you to send us a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see http://www.loc.gov/copyright/ for details. Notices and counter-notices should be sent to ViviCells International, LLC, 2142 Ashland Avenue Suite # 2, Evanston IL, 60201, Telephone: 800.807.9539, Fax: 847.440.8301. We suggest that you consult your legal advisor before filing a notice or counter-notice. Also, please be aware that there are penalties for false claims under the DMCA.
Jurisdictional Issues. We do not represent or warrant that the Site or any Site Materials is appropriate or available for use in any particular jurisdiction. Those who choose to access the Site do so on their own initiative and at their own risk, and are responsible for complying with local laws. We may limit the Site’s availability or the provision of any service or product described thereon to any person, geographic area, or jurisdiction we choose, at any time in our sole discretion, and we may limit the quantities of any such service or product that we provide.
Termination. This Agreement will remain effective until terminated in accordance with its terms. Either party may terminate this Agreement without cause immediately upon notice to the other party. Upon termination of this Agreement by either party, your right to use the Site will immediately cease.
Disclaimer. THE SITE, SITE MATERIALS, AND ANY PRODUCT OR SERVICE OBTAINED THROUGH THE SITE ARE PROVIDED “AS IS” AND WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, WE AND OUR AFFILIATES, SUPPLIERS, ADVERTISERS, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED AND STATUTORY, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE (PROVIDED THAT CERTAIN SUPPLIERS — BUT NOT VIVICELLS, LLC — MAY OFFER LIMITED, EXPRESS WARRANTIES IN CONNECTION WITH CERTAIN PRODUCTS AND/OR SERVICES; PLEASE INQUIRE WITH THE RELEVANT SUPPLIER FOR FURTHER INFORMATION). NEITHER WE NOR OUR AFFILIATES, SUPPLIERS, ADVERTISERS OR AGENTS WARRANT THAT YOUR USE OF THE SITE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE (OR THE SERVER(S) ON WHICH IT IS HOSTED) IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITE AND ANY SITE MATERIALS, AND YOUR RELIANCE THEREON. NO OPINION, ADVICE, OR STATEMENT OF OURS OR OUR AFFILIATES, SUPPLIERS, AGENTS, ADVERTISERS, REGISTERED USERS, OR VISITORS, WHETHER MADE ON THE SITE OR OTHERWISE, WILL CREATE ANY WARRANTY.
While we try to maintain the Site’s integrity, we do not guarantee it will be complete or correct. The Site may include inaccuracies or errors, or materials that violate this Agreement. Additionally, third parties may make unauthorized alterations to the Site. If you notice such a situation, please contact the Webmaster with a description of the material to be checked, the location (URL) where such material appears on the Site, and your contact information. We will try to address your concerns promptly.
L. ASSUMPTION OF RISK
YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITE AND ANY SITE MATERIALS, AND YOUR RELIANCE THEREON. NO OPINION, ADVICE, OR STATEMENT OF OURS OR OUR AFFILIATES, SUPPLIERS, AGENTS, ADVERTISERS, REGISTERED USERS, EDITORIAL PUBLISHER SOURCES, OTHER USERS OR VISITORS, WHETHER MADE ON THE SITE OR OTHERWISE, WILL CREATE ANY WARRANTY.
(1) Limitation of Liability. NEITHER VIVICELLS INTERNATIONAL, LLC, VIVICELLS.COM, NOR OUR SUPPLIERS, ADVERTISERS, AFFILIATES, AGENTS, SPONSORS, OR EDITORIAL PUBLISHER SOURCES, OTHER USERS OR VISITORS ARE RESPONSIBLE OR LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE OR OTHER DAMAGES UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY ARISING OUT OF OR RELATING IN ANY WAY TO THE SITE, CONTENT CONTAINED ON THE SITE, OR ANY PRODUCT OR SERVICE PURCHASED THROUGH THE SITE OR AS A RESULT OF REFERENCE MADE OR WEB LINK TO OTHER SUPPLIER PRODUCTS OR SERVICES MADE ON THE SITE. NEITHER WE NOR OUR SUPPLIERS, ADVERTISERS, AFFILIATES, AGENTS OR SPONSORS, EDITORIAL PUBLISHER SOURCES, OTHER USERS OR VISITORS SHALL BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY DELAY IN FURNISHING ANY PERFORMANCE UNDER THIS AGREEMENT. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE OR CONTENT CONTAINED ON THE SITE IS TO STOP USING THE SITE. OUR SOLE AND EXCLUSIVE MAXIMUM LIABILITY FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT, OR OTHERWISE) WILL BE THE TOTAL AMOUNT YOU HAVE PAID TO US, IF ANY, IN THE TWELVE (12) MONTHS IMMEDIATELY BEFORE SUCH LIABILITY ACCRUED.
(2) Product/Service Liability. VIVICELLS INTERNATIONAL, LLC AND VIVICELLS.COM DO NOT ENDORSE CLAIMS BY MANUFACTURERS, SUPPLIERS, OR OTHERS ABOUT THE EFFICACY OF ANY PRODUCTS OR SERVICE NOT COVERED BY OUR VIVICELLS INTERNATIONAL, LLC CLIENT AGREEMENT. WITH RESPECT TO OTHER MANUFACTURER OR SUPPLIER PRODUCTS OR SERVICES REFERENCED, WEB LINKED, OR SOLD VIVICELLS INTERNATIONAL, LLC AND VIVICELLS.COM MAKE NO GUARANTEE OR WARRANTY, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE FOR ANY SUCH PRODUCTS OR SERVICES REFERENCED, WEB-LINKED, OR SOLD.
YOU ACKNOWLEDGE THAT VIVICELLS INTERNATIONAL, LLC AND VIVICELLS.COM BEARS NO RESPONSIBILITY FOR ANY OTHER COMPANY’S PRODUCT OR SERVICE OBTAINED THROUGH INFORMATION CONTAINED ON THE SITE, OR AS A RESULT OF A REFERENCE MADE ON THE SITE, OR AS A RESULT OF ANY WEB LINK LISTED FOR ANY PRODUCT OR SERVICE NOT COVERED BY THE VIVICELLS INTERNATIONAL, LLC CLIENT AGREEMENT. YOU FURTHER ACKNOWLEDGE THAT VIVICELLS INTERNATIONAL, LLC AND VIVICELLS.COM BEAR NO RESPONSIBILITY FOR THE PURCHASE OF (OR INABILITY TO PURCHASE) ANY PRODUCT OR SERVICE OBTAINED THROUGH INFORMATION CONTAINED ON THE SITE, OR AS A RESULT OF ANY REFERENCE MADE ON THE SITE, OR ANY WEB LINK LISTED ON THE SITE, OR ANY THIRD PARTY’S RELIANCE THEREON THAT IS NOT PART OF THE VIVICELLS INTERNATIONAL, LLC CLIENT AGREEMENT. YOU AGREE THAT ANY DISPUTE REGARDING ANY PRODUCT OR SERVICE OBTAINED THROUGH INFORMATION CONTAINED ON THE SITE, OR AS A RESULT OF ANY REFERENCE MADE ON THE SITE, OR ANY WEB LINK LISTED FOR ANY PRODUCT OR SERVICE NOT COVERED BY THE VIVICELLS INTERNATIONAL, LLC CLIENT AGREEMENT SHALL BE DIRECTED TO THE MANUFACTURER OR SUPPLIER OF THE PRODUCT OR SERVICE, AND NOT TO VIVICELLS INTERNATIONAL, LLC OR VIVICELLS.COM.
(1) Governing Law. This Agreement is governed by and construed in accordance with the laws of the State of Illinois, United States of America, without regards to its principles of conflicts of law. Any disputes arising under or related to this Agreement or the Site shall be submitted to the federal and state courts located in the City of Chicago in the State of Illinois. You hereby agree to personal jurisdiction by such courts and waive any jurisdictional, venue, or inconvenient forum objections to such courts. If any provision of this Agreement is found to be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from this Agreement and will not affect the validity and enforceability of any remaining provision. This, together with all policies referred to herein, is the entire Agreement between us relating to the subject matter herein and supersedes any and all prior or contemporaneous written or oral Agreements between us. You may not assign, transfer or sublicense this Agreement without our prior written consent. No waiver by either party of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or section title contained herein is inserted only as a matter of convenience, and in no way defines or explains any section or provision hereof.
(2) Indemnification. You will indemnify, defend and hold us, our officers, managers, executives, employees, agents, strategic alliance partners, licensees, consultants and representatives harmless from and against any and all claims, damages, losses, costs (including reasonable attorneys’ fees), or other expenses that arise directly/indirectly out of or from: (a) your breach of this Agreement, including any violation of the Code of Conduct above; (b) any allegation that any of your Submissions infringe or otherwise violate the copyright, trademark, trade secret or other rights of any third party; (c) the use of or failure to use any product or service purchased through or obtained in connection with the Site; and (d) your activities in connection with the Site.
(4) Information or Complaints. If you would like any further information, or if you have a complaint regarding the Site, please send a message to our Customer Service team. You may also contact us by writing to ViviCells International, LLC, 2142 Ashland Avenue Suite # 2, Evanston IL, 60201, Telephone: 800.807.9539, Fax: 847.440.8301. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 400 R Street, Suite 1080, Sacramento, CA 95814, or by telephone at (916) 445-1254 or (800) 952-5210.
(5) ViviCells.com is the URL Site of ViviCells International, LLC.
The Site and this Agreement, © 2006 ViviCells International, LLC. All Rights Reserved.
ViviCells International, LLC does not sell any client information. We are bound by government disclosure regulations and have strict confidentiality procedures enforced with all employees.
For each visitor to our Web page, our Web server automatically recognizes no information regarding the domain or e-mail address. We collect the e-mail address of those who communicate with us via e-mail, aggregate information on what pages consumers’ access or visit, user specific information on what pages clients’ access or visit and information volunteered by the client, such as survey information and/or Site registrations.
The information we collect is used for internal review and is then discarded, used to improve the content of our Web page, used to customize the content and/or layout of our page for individual clients and used by us to contact clients for educational, client service and marketing purposes.
If you do not want to receive e-mail from us in the future, please let us know by sending an e-mail, calling or writing, and telling us that you do not want to receive e-mail from our company.
You understand and agree that the owners of this Site shall not be liable for any direct, indirect, incidental, consequential or exemplary damages, including but not limited to, damages for loss of profits, data or other intangible losses (even if the owners of this Site have been advised of the possibility of such damages), resulting from the use or the inability to use the product(s) and or service(s) or any misuse of the product(s) and or service(s) in a manner not in accordance with their intended use.