- Other Agreements. Additionally, these Terms incorporate by reference all other Univar policies, rules, guidelines, terms and conditions ("Agreements") on the Site. Read carefully all Agreements before engaging in any corresponding services. You agree to comply with all such Agreements when you agree to comply with the Terms.
All of the content on the Site including, without limitation text, graphics, user interfaces, visual interfaces, photographs, moving images, illustrations, files, trademarks, logos, service marks, sounds, music, artwork and computer code, design, structure, selection, coordination, "look and feel" and arrangement of such content ("Content"), is owned by Univar, its licensors, vendors, agents or content providers. All elements of the Site including, without limitation the general design and the Content, are protected by copyright, trademark, trade dress, moral rights or other intellectual property regimes. The Services and the Site may only be used for the intended purpose for which such Site and Services are being made available. Except as may be expressly set forth on the Site, you may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from any Content. Except as may be expressly set forth on the Site, you may only view, play, print, and download Content on the Site for your own personal, informational, and noncommercial purposes only. The Site and the Content will remain the exclusive property of Univar or its licensors unless otherwise expressly agreed in writing. You will remove no copyright, trademark, or other proprietary notices from material found on the Site.
If you use any of the Services, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer. Through your account, you may be able to designate other users to use your account by granting access to certain Services through your account, including training, placing orders and accessing account history. You agree to accept responsibility for all activities that occur under your account or password, including paying for any orders completed under your account or password, regardless of whether those activities were initiated by you, a designated user, or anyone else who accesses your account or uses your password.
You agree to pay the total cost of the goods and/or services set forth on the checkout page ("Order Cost") by credit card or through your Univar account. In addition to the Order Cost, you agree to pay all applicable taxes, fees, charges, fines, and/or other expenses associated with the purchase, delivery, and use of the goods and/or services. In the event that your payment is rejected or denied by the holder of your credit card, or if your Univar account is not in good standing, or if you reverse any authorized charges, you are responsible and liable for all collection costs, including reasonable attorney fees, incurred as a result of nonpayment of the Order Cost, as well as for interest on past due sums at the lesser of the maximum legally chargeable interest rate or 18 percent per annum.
DELIVERIES, RETURNS, REFUNDS
Univar makes all reasonable efforts to deliver goods and services purchased through the Site in accordance with the delivery option selected by you, the delivery estimates on the Site are not guaranteed. If a good or service is not delivered in a timely fashion, your sole remedy is to return the product in unused condition or cancel the service. Univar does not take title to returned product until the product arrives at a Univar ProCenter. You are liable for the product until Univar takes title for the product, including for any damage or loss of the product until it arrives a Univar fulfillment center. Under most circumstances refunds or credits will only be issued once Univar take title of the returned product. At our sole discretion, we may issue a refund or credit without requiring the return of the product, and in such a case Univar will not take title to the product even once the refund or credit is issued.
Univar offers training and certification programs through its ProTraining™ classes. ProTraining classes are available only to active Univar customers who have an active Bill To and a Univar Website account. Some ProTraining classes may qualify for continuing education units ("CEU"), but Univar makes no representation or warranty that any ProTraining class will satisfy the CEU requirements of, or be applicable to, any specific state or province. All purchases of ProTraining classes, or credits for ProTraining classes, are final; any classes not taken or completed by the expiration date will not be refunded.
Univar attempts to ensure that the goods and services sold through the Site are accurate as possible. However, Univar does not warrant that product descriptions or other content of any Services is accurate, complete, current, or error-free. If a product or services offered through the Site is not as described, your sole remedy is to return it in unused condition or to cancel the service. Parties other than Univar operate stores, provide services, or sell product lines on this site. In addition, we provide links to the sites of affiliated companies and certain other businesses. We are not responsible for examining or evaluating, and we do not warrant the offerings of, any of these businesses or individuals or the content of their websites. Univar does not assume any responsibility or liability for the actions, product, and content of all these and any other third parties. You should carefully review their privacy statements and other conditions of use where applicable.
Except where otherwise noted, the price of the products and services listed on the Site is intended to represent the full retail price listed on the product itself, suggested by the manufacturer or supplier, or determined in accordance with standard industry practice. The price of a product or services cannot be confirmed until you place an order. Despite our best efforts and the efforts of our partners, some products or services offered for sale on the Site may be mispriced. If the correct price of a product or services is higher than the list price, we will, at our discretion, either contact your for instructions before shipping or cancel your order and notify you of such cancellation.
- License. You retain all of your ownership rights in your User Submissions. However, by submitting User Submissions to Univar, you grant Univar a worldwide, non-exclusive, royalty-free, perpetual, irrevocable, sub-licensable and transferable license to use, reproduce, distribute, prepare derivative works of, display, perform and otherwise to exercise all rights in and to the User Submissions in connection with the Site and Services, and Univar's (and its successors' and affiliates') business, including for promoting and redistributing part or all of the Site (and derivative works thereof) in any media formats and through any media channels now known or hereinafter invented. The license may also be exercised on behalf of Univar by third parties acting on Univar's behalf (e.g. technology partners, service providers and independent contractors).
- No Obligation to Publish. Univar reserves the right to remove or decline to post any User Submission at any time, for any reason (or for no reason), without notice and at its sole discretion, including if it determines that a User Submission is inappropriate or fails to comply with these Terms. UNIVAR HAS NO LIABILITY OR RESPONSIBILITY TO YOU OR ANY OTHER PERSON OR ENTITY FOR PERFORMANCE OR NONPERFORMANCE OF ANY SCREENING OR REMOVAL ACTIVITIES. Univar has no responsibility for the back-up of any of any User Submission or any lost data resulting from the use, operation or discontinuation of any aspect of the Site or Services. You are solely responsible for maintaining back-ups of your Submissions and any information generated or stored through the use of the Services.
- Unacceptable Conduct on the Site
You agree not to:
- Post any User Submission or initiate communications that are unlawful, libelous, abusive, obscene, discriminatory, or otherwise objectionable.
- Falsely state, impersonate, or otherwise misrepresent your identity, including but not limited to the use of a pseudonym, or misrepresenting your current or previous positions and qualifications, or your affiliations with a person or entity, past or present.
- Upload, post, email, transmit or otherwise make available any User Submission or initiate communications that include information that you do not have the right to disclose or make available under any law or under contractual or fiduciary relationships (such as insider information, or proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements).
- Upload, post, email, transmit or otherwise make available any User Submission or initiate communication that infringes upon patents, trademarks, trade secrets, copyrights or other proprietary rights.
- Upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of unsolicited commercial advertising. This prohibition includes but is not limited to: (i) using the Site to connect to people who do not know you and then sending unsolicited promotional messages to those direct connections without their permission; (ii) sending messages to distribution lists, newsgroup aliases, or group aliases; and (iii) sending any unsolicited messages to other users.
- Upload, post, email, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment.
- Upload, post, email, transmit or otherwise make available any User Submission or initiate communications that includes personal or identifying information about another person without that person's explicit consent.
- Upload, post, email, transmit or otherwise make available any User Submission or initiate communications that disrupts the normal flow of dialogue with an excessive amount of User Submission (flooding attack) to the Site or the Services, or that otherwise negatively affects other users' ability to use the Site or the Services.
- Upload, post, email, transmit or otherwise make available any User Submission or initiate communications that employs misleading email addresses, or forged headers or otherwise manipulated identifiers in order to disguise the origin of User Submission transmitted through the Site or the Services.
- Stalk or harass anyone.
- Forge headers or otherwise manipulate identifiers in order to disguise the origin of any communication transmitted through the Site.
- Interfere with or disrupt the Site or servers or networks connected to the Site, or disobey any requirements, procedures, policies or regulations of networks connected to the Site.
- Collect personal data about other users for commercial or unlawful purposes.
- Use automated means, including spiders, robots, crawlers, data mining tools, or the like to download data from the Site.
- Attempt to gain unauthorized access to Univar's computer systems or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of, the Site or any Univar's website.
- Gather contact information for use in any activity prohibited by this section or any commercial activity outside of the Site.
- Upload, post, email, transmit or otherwise make available any User Submission that suggests that you have purchased or used a product that you have not purchased or used.
- Disclose the price or cost you paid, or any discounts or other reductions to which you are entitled, for any particular product or material.
- Use of User Submissions. Except as may be expressly set forth on the Site, you agree that you will only view, play, print, and download third-party User Submissions on the Site for your own personal, informational, and noncommercial purposes only. You may not use any third-party User Submission for commercial purposes.
YOUR INTERACTIONS WITH OTHER USERS ON THE SITE ("USERS"), INCLUDING FOR NETWORKING, THE OFFERING, PURCHASE, SALE, PAYMENT AND DELIVERY OF PRODUCTS, AND ANY OTHER TERMS, CONDITIONS, WARRANTIES OR REPRESENTATIONS ASSOCIATED WITH SUCH INTERACTIONS, ARE SOLELY BETWEEN YOU AND THE USER. AS WITH ANY WEB-BASED INTERACTION, WE SUGGEST THAT YOU USE CAUTION AND GOOD JUDGMENT. UNIVAR BEARS NO LIABILITY FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF ANY SUCH INTERACTIONS. IF THERE IS A DISPUTE BETWEEN YOU AND ANOTHER USER OR A THIRD PARTY, UNIVAR IS UNDER NO OBLIGATION TO BECOME INVOLVED. YOU RELEASE UNIVAR, ITS AFFILIATES, AND THEIR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND CONTRACTORS FROM ANY CLAIMS, DEMANDS AND DAMAGES (WHETHER DIRECT, INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, ACTUAL OR STATUTORY) OF EVERY KIND AND NATURE ARISING OUT OF OR IN ANY WAY RELATED TO SUCH DISPUTES, THE SITE AND THE SERVICES.
LIMITATIONS TO THESE TERMS
The Site and Services may contain links to third-party websites that are not owned or controlled by Univar. All such links are provided solely as a convenience to you. Univar has no control over, and assumes no responsibility for, the content, products, services, policies, or practices of any third-party websites. Univar does not endorse, guarantee, or make any representations or warranties regarding any other websites. By using the Site and Services, you expressly release Univar from any and all liability arising from your use of any third-party website.
- Deactivation. You may deactivate your Univar account at any time, for any reason, by following the instructions on the Site.
- Effects of Deactivation or Termination. Univar has no obligation to delete, remove, or retain your User Submissions, and they may remain on the Site. In addition, even if User Submissions are deleted from active display on the Site, they may be recorded and saved by Univar in its archives.
DIGITAL MILLENNIUM COPYRIGHT ACT
Univar respects the intellectual property of others and requires that you do the same. In accordance with the Digital Millennium Copyright Act ("DMCA"), the text of which may be found on the U.S. Copyright Office site at http://www.copyright.gov/legislation/dmca.pdf, we will respond expeditiously to notices of alleged copyright infringement that are duly reported to our Designated Copyright Agent identified in the notice below. We will disable and/or terminate the accounts of Users who are repeat infringers. If you believe your content has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide our Designated Copyright Agent the following information:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit the service provider to locate the material;
- Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and, if available, an electronic mail address;
- A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Univar's designated Copyright Agent to receive notifications of claimed infringement is:
17411 NE Union Hill Road
Redmond, Washington 98052
Telephone (425) 889-3979
Facsimile (425) 889-2039
You acknowledge that if you fail to comply with all of the requirements of this Section, your DMCA notice may not be valid.
We may give notice to our Users of any infringement notice by means of a general notice on any of our websites, electronic mail to a User's e-mail address in our records, or by written communication sent by first class mail to a User's physical address in our records. If you believe that your User Submission that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to post and use the content in your User Submission, you may send a counter-notice containing the following information to the Copyright Agent:
- Your physical or electronic signature;
- Identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled;
- A statement that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and
- Your name, physical address and telephone number, and a statement that you consent to the jurisdiction of a Federal District Court for the judicial district in which your physical address is located, or if your physical address is outside of the United States, for any judicial district in which we may be found, and that you will accept service of process from the person who provided notification of allegedly infringing material or an agent of such person.
YOUR REPRESENTATIONS AND WARRANTIES
UNIVAR DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT LISTED OR SOLD BY A THIRD PARTY THROUGH THE SITE OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY ADVERTISEMENTS. UNIVAR EXPRESSLY DISCLAIMS ALL LIABILITY FOR PRODUCT DEFECT OR FAILURE, CLAIMS THAT ARE DUE TO NORMAL WEAR, PRODUCT MISUSE, ABUSE, PRODUCT MODIFICATION, IMPROPER PRODUCT SELECTION, NON-COMPLIANCE WITH ANY CODES, OR MISAPPROPRIATION, AND UNIVAR MAKE NO WARRANTIES TO THOSE DEFINED AS "CONSUMERS" IN THE MAGNUSON-MOSS WARRANTY-FEDERAL TRADE COMMISSION IMPROVEMENTS ACT. UNIVAR WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
LIMITATION OF LIABILITY
YOUR SOLE AND EXCLUSIVE REMEDY FROM ANY USE OF, OR INABILITY TO USE THE WEBSITE, SERVICES, CONTENT OR PRODUCTS, SHALL BE FOR YOU TO DISCONTINUE USE OF THE SITE AND SERVICES.