LIFESUPPORT™ END-USER LICENSE AGREEMENT EULA
Last Updated: 14 March 2019
Please read this End-User License Agreement (“EULA”) carefully before using the LifeSupport Support Material (“LifeSupport”). By using LifeSupport, you (the “User”) are agreeing to be bound by the terms and conditions of this EULA. If User does not agree to the terms of this EULA, do not purchase LifeSupport and do not use LifeSupport.
LifeSupport allows the user to practice Freeform Reversible Embedding of Suspended Hydrogels (FRESH) printing. FRESH printing is a novel technique which allows 3D bioprinting and other 3D printing to print materials without the limitations of gravity. LifeSupport also allows the user to practice Freeform Reversible Embedding (FRE) printing, which is equivalent to FRESH printing but with non-hydrogel materials being printed.
Use and Ownership
FluidForm, LLC (“FluidForm”) hereby grants to User a non-exclusive, non-sublicensable, non-transferrable, limited right to User to practice US patent 10,150,258, “Additive Manufacturing of Embedded Materials”, PCT/US2018/026604, and other such patents and applications related to the above while using LifeSupport for research purposes. User may not copy, reverse engineer, or disassemble LifeSupport or make any derivatives thereof. The purchase of a quantity of LifeSupport includes the right to practice the FRE/FRESH printing method solely for research purposes in connection with the use of LifeSupport.
User agrees not to, and not to permit others to: license, sell, rent, lease, assign, distribute, transmit, host, outsource, disclose, or otherwise commercially exploit LifeSupport or make LifeSupport available to any third party, or to use the FRE/FRESH printing method for any purpose other than research purposes.
FluidForm reserves the right to modify, suspend, or discontinue, temporarily or permanently, the supply of LifeSupport or any service to which it connects, with or without notice and without liability to User.
Term and Termination
The rights contained in this EULA shall remain in effect while the purchased quantity of LifeSupport is being used by User. User shall have no rights to use the FRE/FRESH printing method beyond the purchased quantity of LifeSupport, and no rights to use the FRE/FRESH printing method or LifeSupport that extend beyond research purposes.
In the event that any provision of this EULA is found to be unenforceable, such provision will be reformed only to the extent necessary to make it enforceable, and the remainder will continue in effect, to the extent consistent with the intent of the parties as of the Effective Date. The terms and conditions of this EULA are severable. If any term or condition of this EULA is deemed to be illegal or unenforceable under any rule of law, all other terms will remain in force.
Amendments to this EULA
FluidForm reserves the right, at its sole discretion, to modify or replace this EULA at any time.
USER EXPRESSLY ACKNOWLEDGES AND AGREES THAT USE OF LIFESUPPORT AND USER’S RELIANCE ON THE OPERATION, OUTPUT OR RESULTS OF LIFESUPPORT IS AT USER’S SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH USER. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LIFESUPPORT IS PROVIDED "AS IS" AND “AS AVAILABLE,” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND FLUIDFORM HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND , EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND OF NONINFRINGEMENT OF THIRD-PARTY RIGHTS.
LIMITATION OF LIABILITY: TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL FLUIDFORM BE LIABLE FOR PERSONAL INJURY OR ANY INCIDENTAL, SPECIAL, INDIRECT, EXEMPLARY OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOST OR MODIFIED DATA, BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO (I) USER’S USE OF OR INABILITY TO USE LIFESUPPORT OR (II) ANY OTHER MATTER RELATING TO LIFESUPPORT, IN EACH CASE, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, OR OTHERWISE) AND EVEN IF FLUIDFORM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL FLUIDFORM’S TOTAL LIABILITY TO USER FOR ALL DAMAGES (OTHER THAN AS MAY BE REQUIRED BY APPLICABLE LAW IN CASES INVOLVING PERSONAL INJURY) EXCEED THE AMOUNT OF FIFTY DOLLARS ($50.00). THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. IF USER IS DISSATISFIED WITH ANY PORTION OF LIFESUPPORT OR WITH THIS LICENSE, USER’S SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF LIFESUPPORT.
Indemnity and Release
User agrees to release, indemnify and hold FluidForm and its aﬃliates and its oﬃcers, employees, directors and agents harmless from any from any and all losses, damages, expenses, including reasonable attorneys’ fees, rights, claims, actions of any kind and injury (including death) arising out of or relating to User’s use of LifeSupport, the FRE/FRESH printing method, User’s violation of this EULA, or User’s violation of any rights of another party.
User may not use or otherwise export or re-export LifeSupport except as authorized by United States law and the laws of the jurisdiction in which LifeSupport was obtained. In particular, but without limitation, LifeSupport may not be exported or re-exported (a) into any U.S. embargoed countries or (b) to anyone on the U.S. Treasury Department's Specially Designated Nationals List or the U.S. Department of Commerce Denied Persons List or Entity List. By using LifeSupport, User represents and warrants that User is not located in any such country or on any such list. User also agrees that User will not use these products for any purposes prohibited by United States law, including, without limitation, the development, design, manufacture, or production of chemical or biological weapons.
Choice of Law
This License, its construction, and User’s use of LifeSupport will be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts without regard to the conﬂict of laws rules thereof that would require the application of the law of a diﬀerent jurisdiction.