The BioBrick™ User Agreement

Preface

The BioBricks Foundation, Inc. (the "Foundation") was established to foster and advance innovation, research, standardization, and education in synthetic biology through the open design, construction, distribution, understanding, and use of BioBrick™ compatible parts, namely standardized genetic materials and associated functional information, in ways that benefit all people and the planet. The Foundation believes that a free and easy-to-use legal framework for sharing and making use of engineered genetic materials underlies and serves these goals. Some such genetic materials may be subject to patents; some will not be. The patent-related provisions in this User Agreement may or may not apply to the Materials (as defined by one or more Contributors in their respective Contributor Agreements).

1. Authority. By clicking "Agree" User agrees to the terms of this User Agreement and shall therefore have the right to use the Materials insofar as the Materials are within the public domain or the Contributors have promised not to assert any of the Contributors' proprietary rights against User by way of the applicable Contributor Agreements. This User Agreement applies to all Materials that User may receive via one or more Contributors under their BioBrick™ Contributor Agreements and the terms of this User Agreement are binding upon both User and Contributor.
   
2. Use of the Materials.
   
   1. User acknowledges that the Contributor is asked to represent and warrant if, to the best of the Contributor's knowledge: there are any issued patents or pending patent applications, copyrights, or data rights owned by the Contributor that protect any portion of the Materials (including but not limited to a nucleic acid sequence within the Materials), any composition containing the Materials, or their use including but not limited to a nucleic acid sequence within the Materials, any compositions containing the Materials, and/or any use of the Materials, and that the Contributor, in connection with the Materials, will not assert or threaten to assert such patent; will not initiate International Trade Commission proceedings; will not threaten assertion of any rights that may be granted through issuance of a patent application; will not invite license rights to the Materials; and will not enforce any such intellectual property rights in the Materials in any manner against either the Foundation or Users (including a User's manufacturers, distributors, customers, or anyone else acting under User's authority or control).
      
   2. This User Agreement and the applicable Contributor Agreements are specifically limited to the Materials described in the particular Contributor Agreements.
      
   3. User acknowledges having read and understood the applicable BioBrick™ Contributor Agreement(s) relating to the Materials (the "Contributor Agreement(s)").
      
   4. Users are encouraged to use, improve, and, as needed, develop BioBrick™ protocols and standards, and to note any such standards in the distribution or redistribution of Materials. Users and Contributors are in no way restricted from adopting any other protocol or standard.
      
3. Identification and Attribution.
   
   1. As to identification tags: User agrees not to remove or alter any BioBrick™ identification tag or data included in the Materials and in order to inform potential users and contributors of the BioBricks framework not to remove or alter the biobricks.org/bpa URL.
      
   2. As to use of the BioBrick™ Public Agreement: If User makes available, commercializes, or otherwise distributes the Materials, as above, in either their original form or a modified form, User shall attribute use of the BioBrick™ Agreements to the Foundation by using reasonable efforts to conspicuously include the BioBrick™ Public Agreement logo in all packaging or product inserts, publications, and grant-related materials related to the Materials and modifications of the Materials. In order to ensure the quality and integrity of the Foundation's activities, the Foundation owns that logo and all goodwill derived from its use.
      
   3. As to attributing Contributors: If Contributor has requested attribution under the Contributor Agreement, User will make reasonable efforts to recognize the Contributor as specified in Paragraph 5 of the Contributor Agreement when User makes available, commercializes, or otherwise distributes the Materials, including any descriptions of the Materials in packaging, product inserts, websites, publications, or other public displays.
      
4. Applicable Laws. User is obliged to comply with laws and regulations applicable to the Materials, including laws and regulations governing export control and safety. User will also respect the valid property rights of others in the Materials. Because laws and regulations vary around the world and change frequently, the Foundation cannot advise User concerning compliance with any applicable laws or regulations, nor can the Foundation make any determination regarding intellectual property rights. The existence of this User Agreement does not indicate that the contribution, distribution, or use of the Materials is permitted by applicable law.
   
5. No Harmful Uses. User will refrain from using the Materials in connection with any intentionally harmful, negligent, or unsafe uses.
   
6. Fees and Other Undertakings. User understands that no fees will be charged for providing access to or use of the Materials. However, appropriate and nominal fees may be charged to User for the manufacture and shipping of the Materials and additional fees may be charged for additional services or consulting requested by User. Further, nothing in this User Agreement shall preclude User and any Contributors from voluntarily entering into a separate agreement with User or another party regarding the Materials that may vary from or supersede the terms of this User Agreement or the Contributor Agreement. Any such separate agreement, however, shall not diminish or derogate from the rights of the User in the Materials as provided under this User Agreement.
   
7. No Warranty. NEITHER THE CONTRIBUTOR, THE FOUNDATION, ANY MATERIALS REPOSITORY, MATERIALS LIBRARY, OR MATERIALS MANUFACTURER, NOR ANY OTHER PARTY MAKES ANY WARRANTY OR REPRESENTATION, EXPRESSED OR IMPLIED, WITH RESPECT TO THE MATERIALS, WHICH ARE PROVIDED "AS IS" EXCEPT WHERE SPECIFICALLY PROVIDED UNDER THE BIOBRICK™ CONTRIBUTOR AGREEMENT. ALL OTHER WARRANTIES ARE EXPRESSLY EXCLUDED AND DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USE OF TRADE. ANY STATEMENTS OR REPRESENTATIONS MADE BY ANY OTHER PERSON OR ENTITY ARE VOID. USER ASSUMES ALL RISK AS TO THE QUALITY, FUNCTION, AND PERFORMANCE OF THE MATERIALS AND ALL RISK FOR ANY CONSEQUENCE OF USING, COMMERCIALIZING, OR REDISTRIBUTING THE MATERIALS.
   
8. Limitation of Liability. IN NO EVENT WILL THE CONTRIBUTORS, THE FOUNDATION, ANY MATERIALS LIBRARY, ANY MATERIALS REPOSITORY, OR ANY OTHER PARTY WHO HAS BEEN INVOLVED IN THE DESIGN, CONSTRUCTION, PRODUCTION, DISTRIBUTION, OR ANY OTHER ACTIVITY INVOLVING THE MATERIALS BE LIABLE TO USER OR ANY OTHER PARTY FOR ANY SPECIAL, INDIRECT, INCIDENTAL, RELIANCE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF DATA OR PROFITS, OR FOR INABILITY TO USE THE MATERIALS, EVEN IF THE CONTRIBUTORS, THE FOUNDATION, OR SUCH OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
   
9. Interpretation of this User Agreement. This User Agreement shall be interpreted under the laws of the Commonwealth of Massachusetts and the United States of America.
   
10. Applicability. This User Agreement is binding upon User and its, her, or his heirs, successors, administrators, and assigns.