G.E.M.S™ Terms of Use Agreement

G.E.M.S™ is an integrated data storage and sharing (GEMShare™) and analytical (GEMSTools™) platform to enable research collaborations for innovation in food, agricultural production and other domain areas.

1. Terms and Conditions

PLEASE READ THESE TERMS OF USE (“AGREEMENT” OR “TERMS OF USE”) CAREFULLY BEFORE USING THE SERVICES OFFERED BY THE G.E.M.S™ PLATFORM. THIS AGREEMENT SETS FORTH THE LEGALLY BINDING TERMS AND CONDITIONS FOR YOUR USE OF THE PLATFORM AT <GEMS.AGROINFORMATICS.ORG> (THE “PLATFORM”) AND THE SERVICE OWNED AND OPERATED BY THE G.E.M.S™ PLATFORM (INCLUDING YOUR USE OF SUCH SERVICE WHEN MADE AVAILABLE THROUGH SOFTWARE OWNED, OPERATED, OR LICENSED BY THE G.E.M.S™ PLATFORM OR THROUGH A THIRD PARTY WEBSITE) (COLLECTIVELY WITH THE PLATFORM, THE “SERVICE”). BY USING THE SERVICE IN ANY MANNER, INCLUDING BUT NOT LIMITED TO VISITING OR BROWSING THE PLATFORM, YOU AGREE TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT UNCONDITIONALLY AGREE TO ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU HAVE NO RIGHT TO USE THE SERVICE. THIS AGREEMENT APPLIES TO ALL USERS OF THE PLATFORM OR SERVICE.

THE G.E.M.S™ PLATFORM WILL POST NOTICE OF MODIFICATIONS TO THESE TERMS ON <GEMS.AGROINFORMATICS.ORG>. BY CONTINUING TO USE THE G.E.M.S™ PLATFORM AFTER THE REVISIONS COME INTO EFFECT, YOU AGREE TO BE BOUND BY THE REVISED TERMS.

2. Representations By Organizations

If you agree to these terms on behalf of a business, organization, agency or institution “an Organization,” you represent and warrant that (i) you have authority to bind that Organization to this Agreement, (ii) your agreement to these terms will be treated as the agreement of the Organization, and (iii) any individual or entity to whom you provide access to the Software shall be made aware of and shall be bound by these terms. In that case, “you” and “your” in this Agreement shall refer to the Organization you represent.

3. Acceptance of Terms

The Service is offered subject to acceptance without modification of all of the terms and conditions contained herein (the “Terms of Use”), which terms also incorporate the G.E.M.S™ Platform’s Privacy Policy (available at <gems.agroinformatics.org>. The Service is available only to individuals who are at least 13 years old. If you are under 13, you may not use or attempt to register for the Service.

You represent and warrant that you are an individual, you are of legal age to form a binding contract, that all registration information you submit is accurate and truthful and that you will maintain the accuracy and truthfulness of such information by accessing your preference settings from within the Service. If you are accepting these terms as an individual on behalf of a corporation, partnership, or other organization, you represent that you have authority to bind such entity to these Terms of Use. The G.E.M.S™ Platform may, in its sole discretion, refuse to offer the Service to any person or entity and change its eligibility criteria at any time. This provision is void where prohibited by law and the right to access the Service is revoked in such jurisdictions.

4. Registration

You may browse the Platform without registering, but as a condition to using certain aspects of the Service, you may be required to register with the G.E.M.S™ Platform via creating a Globus account. The Globus account will connected to your home institution where your home institution is a member of the InCommon Federation or by creating a GlobusID.org account with a username and password. You shall provide the G.E.M.S™ Platform via Globus with accurate, complete, and updated registration information. Failure to do so shall constitute a breach of the Terms of Use, which may result in immediate termination of your G.E.M.S™ Platform account. You shall not (i) select or use as a User ID a name of another person with the intent to impersonate that person; (ii) use as a User ID a name subject to any rights of a person other than you without appropriate authorization; or (iii) use as a User ID a name that is otherwise offensive, vulgar or obscene. The G.E.M.S™ Platform reserves the right to refuse registration of, or cancel a User ID in its sole discretion. You are solely responsible for activity that occurs on your account and shall be responsible for maintaining the confidentiality of your G.E.M.S™ Platform account via your institutional account or GlobusID.org password. You shall never use another user’s account without such other user’s express permission. You will immediately notify the G.E.M.S™ Platform in writing of any unauthorized use of your account, or other account related security breach of which you are or become aware.

5. Content and License

You agree that the Service contains Content specifically provided by the G.E.M.S™ Platform, its partners and other third parties, and that such Content is protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. You shall abide by and maintain all copyright notices, information, and restrictions contained in any Content accessed through the Service.

Unless you have the expressed written permission of the Content owner, you shall not sell, license, rent, or otherwise use or exploit any Content for commercial use or in any way that violates any third party right.

6. Third Party Sites

The G.E.M.S™ Platform may make the Service available on or through other websites or resources on the Internet, and other websites or resources may contain links to the Platform. When you access third party websites, you do so at your own risk. These other websites are not under the G.E.M.S™ Platform's control, and you acknowledge that the G.E.M.S™ Platform is not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such websites or resources. The inclusion of any such link does not imply endorsement by the G.E.M.S™ Platform or any association with its operators. You further acknowledge and agree that the G.E.M.S™ Platform shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any content, goods or services available on or through any such website or resource.

7. User Submissions

The Service provides you with the ability to add, create, upload, submit, distribute or post (“Submit,” “Submitting” or “Submission”) content, articles, data, text, photographs, images, illustrations, or other information on or to the Platform or Service (collectively, the “User Submissions”). By way of example, and not as a limitation, User Submissions may be Submitted when you request the Service to (i) identify, resolve, copy, or import content stored on your or a third party’s computer system, (ii) synchronize content such that the Service stores or “mirrors” content stored on your or a third party’s computer system by storing such content on equipment owned or operated by the G.E.M.S™ Platform, (iii) save or store your comments, edits or annotations to Content accessible through the Service, or (iv) share with another person any content stored on your or a third party’s computer system.

You represent and warrant that the use or other exploitation of any User Submissions by You or the G.E.M.S™ Platform as contemplated by this Agreement will not infringe or violate the rights of any third party, including without limitation any privacy rights, publicity rights, copyrights, contract rights, or any other intellectual property or proprietary rights. Except in the case of User Submissions containing content exclusively in the public domain, you represent and warrant, and can demonstrate to the G.E.M.S™ Platform’s full satisfaction upon request that (i) you own or otherwise control any and all rights or licences required in order to Submit all content in your User Submissions and to permit the G.E.M.S™ Platform to use such content as contemplated by these Terms of Use, and (ii) you have full authority to act on behalf of any and all owners of any right, title or interest in and to any content in your User Submissions to use such content as contemplated by these Terms of Use.

You understand that all information publicly posted or privately transmitted through the Platform or Service is the sole responsibility of the person from which such content was Submitted. The G.E.M.S™ Platform will not be liable for any errors or omissions in any content, and may delete, modify, or reformat any materials, content or information Submitted by you. The G.E.M.S™ Platform does not endorse and has no control over any content Submitted to the Service. The G.E.M.S™ Platform cannot guarantee the authenticity of any User Submission. You acknowledge that all Content accessed by you in connection with your use of the Service is at your own risk and you will be solely responsible for any damage or loss to any party resulting from your access to or your inability to access such Content.

If You have chosen to make Your Information Publicly Available, You understand that the G.E.M.S™ Platform may share User Submissions with third parties in connection with your use of the Service, and that The G.E.M.S™ Platform cannot and does not control any such third parties. You acknowledge that The G.E.M.S™ Platform makes no representation or warranty regarding the privacy of any User Submissions and that you have no expectation of privacy with respect to any User Submissions unless expressly provided otherwise by The G.E.M.S™ Platform’s Privacy Policy, located at <gems.agroinformatics.org>.

8. Terminations

The G.E.M.S™ Platform may terminate your access to all or any part of the Service at any time if: (a) you breach any provision of this Agreement or any other agreement between you and Provider; or (b) the G.E.M.S™ Platform is required to do so by applicable law, as determined by the G.E.M.S™ Platform in its sole discretion. You or the G.E.M.S™ Platform may terminate this Agreement by providing no less than 90 days written notice that the service will no longer be required or offered.

9. Warranty Disclaimer

Unless required by applicable law or agreed to in writing, the G.E.M.S™ Platform and its Content is provided on an "AS IS" BASIS, WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, either express or implied, including, without limitation, any warranties or conditions of TITLE, NON-INFRINGEMENT, MERCHANTABILITY, or FITNESS FOR A PARTICULAR PURPOSE. You are solely responsible for determining the appropriateness of using the G.E.M.S™ Platform and its Content and assume any risks associated with Your exercise of permissions under this Agreement.

10. Indeminification

You shall defend, indemnify, and hold harmless the G.E.M.S™ Platform and, its affiliates, employees, contractors, directors, suppliers and representatives from all liabilities, claims, and expenses, including reasonable attorneys' fees, that arise from or relate to your use or misuse of, or access to, the Platform, Service, or Content, violation of the Terms of Use, or infringement by you, or any third party using your account, of any intellectual property or other right of any person or entity. The G.E.M.S™ Platform reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with the G.E.M.S™ Platform in asserting any available defenses.

11. Limitation of Liability

In no event and under no legal theory, whether in tort (including negligence), contract, or otherwise, unless required by applicable law (such as deliberate and grossly negligent acts) or agreed to in writing, shall the G.E.M.S™ Platform be liable to You for damages, including any direct, indirect, special, incidental, or consequential damages of any character arising as a result of the use or inability to use the G.E.M.S™ Platform or its Content (including but not limited to damages for loss of goodwill, work stoppage, computer failure or malfunction, or any and all other commercial damages or losses), even if the G.E.M.S™ Platform has been advised of the possibility of such damages.

Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations and exclusions may not apply to You.

12. Fees and Payment

Although some Services and Content are currently free to users, the G.E.M.S™ Platform reserves the right to amend or withdraw such free Services or Content at any time. Fee-for-Service use of the G.E.M.S™ Platform requires payment in order to be accessed by users. You shall pay all applicable fees, as described on the Platform or in agreements made in writing with the G.E.M.S™ Platform, or its designated affiliates in connection with any such Services selected by you. Failure to make the appropriate payment will result in the withdrawal of your access to the charged-for Services. The G.E.M.S™ Platform reserves the right to change its price list and to institute new charges at any time, upon notice to you, which may be sent by email or posted on the Platform. Your continuing use of the Services and Content following such notification constitutes your acceptance of any new or increased charges. Any fees paid hereunder are non-refundable (your statutory rights are not affected).

13. Dispute Resolution

A printed version of the Terms of Use and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to the Terms of Use to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You and the G.E.M.S™ Platform agree that any cause of action arising out of or related to the Service must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred.

This Agreement shall be governed by and construed in accordance with the laws of Minnesota. Any dispute arising from or relating to the subject matter of this Agreement shall be finally settled by in Hennepin County District Court in Minneapolis, Minnesota. For all purposes of this Agreement, the parties consent to exclusive jurisdiction and venue in Minnesota. Use of the Service is not authorized in any jurisdiction that does not give effect to all provisions of the Terms of Use, including without limitation, this Section.

Integration and Severability

The Terms of Use are the entire agreement between you and the G.E.M.S™ Platform with respect to the Platform and use of the Service, and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and the G.E.M.S™ Platform with respect to the same. If any provision of the Terms of Use is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the Terms of Use will otherwise remain in full force and effect and enforceable. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.

15. Copyright Dispute Policy

The G.E.M.S™ Platform has adopted the following general policy toward copyright infringement in accordance with the European Union Copyright Directive. The address of The G.E.M.S™ Platform’s Designated Agent to Receive Notification of Claimed Infringement (“Designated Agent”) is listed at the end of this Section. It is the G.E.M.S™ Platform’s policy to (1) block access to or remove material that it believes in good faith to be copyrighted material that has been illegally copied and distributed by any of our advertisers, affiliates, content providers, members or users; and (2) remove and discontinue service to repeat offenders.

Procedure for Reporting Copyright Infringements:

  1. If you believe that material or content residing on or accessible through the Services infringes a copyright, please send a notice of copyright infringement containing the following information to the Designated Agent listed below:
  2. A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright that has been allegedly infringed;
  3. Identification of works or materials being infringed;
  4. Identification of the material that is claimed to be infringing including information regarding the location of the infringing materials that the copyright owner seeks to have removed, with sufficient detail so that the G.E.M.S™ Platform is capable of finding and verifying its existence;
  5. Contact information about the notifier including address, telephone number and, if available, email address;
  6. A statement that the notifier has a good faith belief that the material identified in (3) is not authorized by the copyright owner, its agent, or the law; and
  7. A statement made under penalty of perjury that the information provided is accurate and the notifying party is authorized to make the complaint on behalf of the copyright owner. Once Proper Bona Fide Infringement Notification is Received by the Designated Agent:
  8. It is The G.E.M.S™ Platform’s policy:
  9. to remove or disable access to the infringing material;
  10. to notify the content provider, member or user that it has removed or disabled access to the material; and
  11. that repeat offenders will have the infringing material removed from the system and that The G.E.M.S™ Platform will terminate such content provider’s, member’s or user’s access to the Service.
  12. Procedure to Supply a Counter-Notice to the Designated Agent:
  13. If the content provider, member or user believes that the material that was removed (or to which access was disabled) is not infringing, or the content provider, member or user believes that it has the right to post and use such material from the copyright owner, the copyright owner’s agent, or, pursuant to the law, the content provider, member, or user, must send a counter- notice containing the following information to the Designated Agent listed below:
  14. A physical or electronic signature of the content provider, member or user;
  15. Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or disabled;
  16. A statement that the content provider, member or user has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material; and
  17. If a counter-notice is received by the Designated Agent, the G.E.M.S™ Platform may send a copy of the counter-notice to the original complaining party informing that person that the G.E.M.S™ Platform may replace the removed material or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed material may be replaced or access to it restored in 10 to 14 business days or more after receipt of the counter-notice, at The G.E.M.S™ Platform’s discretion. Please contact the G.E.M.S™ Platform’s Designated Agent to Receive Notification of Claimed Infringement at the following address: <support@agroinformatics.org>