1. SCOPE OF THESE TERMS AND CONDITIONS These Terms and Conditions are applicable to your access to and use of www.criver.com and all other websites and online applications operated by Charles River Laboratories, Inc. or its affiliates and subsidiaries (collectively, “CRL,” “we,” “our,” “us”) that link to or incorporate these Terms and Conditions (the “Online Services”). Please read these Terms and Conditions carefully. Your access to and use of the Online Services and the information, materials, products, tools, and services available through the Online Services are subject to these Terms and Conditions, regardless of whether you possess or do not possess an account through the Online Services linked to your name and/or contact information (“Account”). By accessing or using the Online Services, you acknowledge that you understand and agree to be bound by these Terms and Conditions. If you do not understand or agree to be bound by these Terms and Conditions, do not access or use the Online Services. When you use certain of the Online Services (e.g., The Source℠, MyDISCOVERY℠, MyCHARLESRIVER℠, Laboratory Testing Management (LTM™), Internet Colony Management (ICM™), Endosafe® Customer Web Portal, Accugenix® Web Portal, My Celsis), we may provide you with additional terms and conditions relating to that specific Online Service, which will supplement the generally applicable terms of these Terms and Conditions. In the event of any inconsistency between these Terms and Conditions and any Online Service-specific terms and conditions, the Online Service-specific terms conditions will govern with respect to your access to and use of that Online Service. 2. PRIVACY STATEMENT Our Privacy Statement describes how CRL collects information about you through the Online Services, and how we use, disclose, and protect that information. 3. DISCLAIMER OF CONTENT The Online Services provide information about our company and selected subsidiaries, and the products and services offered by each of them. While CRL attempts to keep all the information on the Online Services up-to-date, the Online Services should not be considered error-free or as a comprehensive source of all information on a particular topic. CRL makes no warranties or representations as to the accuracy of the content of the Online Services, and assumes no responsibility for any consequences relating directly or indirectly to any action or inaction you take based upon the information and material on the Online Services. Your use of the Online Services is subject to the additional disclaimers and caveats that may appear throughout these Terms and Conditions and the Online Services. You assume the entire risk of loss in using the Online Services and materials contained in the Online Services. Features and specifications of products or services described or depicted on the Online Services are subject to change at any time without notice. 4. COPYRIGHT, TRADEMARKS AND OTHER INTELLECTUAL PROPERTY Copyright, trademark, patent, and other applicable laws protect the services and materials appearing on the Online Services. All materials on the Online Services may be accessed, downloaded, or printed for the noncommercial purpose of scientific or educational advancement or within the scope allowable by these Terms and Conditions. No other use of these materials may be made without express written permission of the operators of CRL. Any unauthorized use of the words or images on the Online Services may violate copyright laws, trademark laws, the laws of privacy and publicity, and civil and criminal statutes. The Online Services include material that is derived in whole or in part from materials that are copyrighted, including the format and layout of the Online Services. The copyrights are owned by CRL, or for licensed content, the content providers. The Online Services are owned by Charles River Laboratories, Inc. None of the names, trademarks, service marks and logos of CRL appearing on the Online Services may be used in any advertising or publicity, or otherwise to indicate CRL’s sponsorship of or affiliation with any product or service, without express written permission of the operators of CRL. Nothing contained on the Online Services should be construed as granting, by implication, estoppel, waiver or otherwise, any license or right of use to any trademark displayed on the Online Services without the written permission of the owners and operators of CRL or the third party owner of the trademark, if any. The Online Services may contain other proprietary notices and copyright information, the terms of which must be observed and followed. 5. RIGHT TO CHANGE TERMS AND CONDITIONS CRL may, at any time and from time to time, change these Terms and Conditions, in whole or in part. You agree to review these Terms and Conditions periodically. Any changes to these Terms and Conditions will be effective immediately upon the posting of the modified Terms and Conditions to the Online Services, and, if you possess an Account, by either providing notice of the changes to you when you log in to the Online Services or by sending notice of the changes to contact information that you have provided to us. You agree to comply with, and be bound by, the modified Terms and Conditions either (i) by continuing to use or access the Online Services after modified Terms and Conditions are posted to the Online Services, or (ii) if you possess an Account, by not requesting to terminate your Account within seven (7) calendar days after receiving a notice of the changes as described above. 6. YOUR CONDUCT You agree to comply with all laws, rules, and regulations applicable to your use of the Online Services. In addition, you agree not to: • 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 solicitation; • 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; • take any action that interferes with the proper working of the Online Services, compromises the security of the Online Services, or otherwise damages the Online Services or any materials and information available through the Online Services; • attempt to gain unauthorized access to any portion or feature of the Online Services, to any other systems or networks connected to the Online Services, to any of our servers, or to any of the services offered on or through the Online Services including, but not limited to, by hacking, password “mining”, or any other unauthorized means; • probe, scan, or test the vulnerability of the Online Services or any network connected to the Online Services or bypass the authentication measures on the Online Services or any network connected to the Online Services; • use any automated means to collect information or content from or otherwise access the Online Services including, but not limited to, through the use of technical tools known as robots, spiders, or scrapers, without our prior permission; • harvest or otherwise collect and store information about other users of the Online Services, including e-mail addresses; • install any software, file, or code that is not authorized by the user of a computer or mobile device or that assumes control of all or any part of the processing performed by a computer or mobile device without the authorization of the user of the computer or mobile device; or • interfere with or disrupt the operation of the Online Services or server networks connected to the Online Services, or disobey any requirements, procedures, policies, or regulations of networks connected to the Online Services. 7. LINKS TO THE ONLINE SERVICES You should not link to the Online Services, nor use CRL’s name, trademark, logos, or otherwise refer to CRL in any public communications without first obtaining CRL’s advance written consent. 8. INFORMATION, NEWS, AND PRESS RELEASES The Online Services may contain information about CRL, such as news and press releases. You acknowledge that we have no duty or obligation to maintain the accuracy of, or update any such information, and agree that your reliance on any such information is at your own risk. 9. REGISTRATION AND PASSWORDS The Online Services may permit or require you to register or obtain a password prior to permitting you to access certain portions of the Online Services. You acknowledge and agree that you are responsible for maintaining the confidentiality of your login ID and password, and for all uses of your login ID, password, and/or Account. You agree to notify us immediately of any unauthorized use of your login ID, password, or Account, or any other breach of security involving access to the Online Services through your Account. You acknowledge that you may be held liable for any loss or harm incurred by us or any other person or entity due to someone else using your login ID, password, or Account as a result of your failing to keep your Account information secure and confidential. 10. OPERATION OF THE ONLINE SERVICES We reserve the right to do any of the following, at any time, at our sole discretion, with or without notice: (i) modify, suspend, or terminate operation of or your access to the Online Services, or any portion of the Online Services, including, but not limited to, for your violation of these Terms and Conditions; (ii) modify or change the Online Services, or any portion of the Online Services; and (iii) interrupt the regular operation of the Online Services, or any portion of the Online Services, as necessary to perform routine or non-routine maintenance, to correct errors, or to make other changes to the Online Services. 11. DISCLAIMER OF WARRANTY; LIMITATION OF LIABILITY THE ONLINE SERVICES AND ALL MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, TOOLS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE ONLINE SERVICES ARE PROVIDED 'AS IS' AND 'AS AVAILABLE' WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. CRL DISCLAIMS ALL EXPRESS AND IMPLIED WARRANTIES WITH REGARD TO THE ONLINE SERVICES AND ALL MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, TOOLS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE ONLINE SERVICES INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. YOUR USE OF THE ONLINE SERVICES IS AT YOUR OWN RISK. ACCESS TO THE ONLINE SERVICES MAY BE INTERRUPTED AND THE MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, TOOLS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE ONLINE SERVICES MAY NOT BE ERROR-FREE. CRL NOR ANYONE ELSE INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE ONLINE SERVICES OR THE MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, TOOLS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE ONLINE SERVICES WARRANTS THAT THE MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, TOOLS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE ONLINE SERVICES ARE ACCURATE, RELIABLE, COMPLETE, USEFUL, OR CORRECT; THAT THE ONLINE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE ONLINE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. PLEASE NOTE THAT SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. CHECK YOUR LOCAL LAWS FOR ANY RESTRICTIONS OR LIMITATIONS REGARDING THE EXCLUSION OF IMPLIED WARRANTIES. UNDER NO CIRCUMSTANCES WILL CRL OR ANYONE ELSE INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE ONLINE SERVICES OR THE MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, TOOLS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE ONLINE SERVICES BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING LOSS OF DATA, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF, OR INABILITY TO USE, THE ONLINE SERVICES. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHER LEGAL THEORY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN THE EVENT SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF DAMAGES TO THE EXTENT INDICATED ABOVE, OUR LIABILITY IN SUCH JURISDICTIONS WILL BE LIMITED TO THE EXTENT PERMITTED BY LAW. YOU ACKNOWLEDGE AND AGREE THAT THE LIMITATIONS SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THIS AGREEMENT AND THE ONLINE SERVICES WOULD NOT BE PROVIDED TO YOU ABSENT SUCH LIMITATIONS. 12. INDEMNIFICATION You agree to indemnify, defend, and hold harmless CRL and its affiliates, subsidiaries, employees, officers, directors, agents, contractors, servants, insurers, and representatives from any liability, loss, claim, suit, damage, judgment and expense (including reasonable attorneys´ fees and expenses) that arise out of or are related to your violation of these Terms and Conditions or your use or misuse of the Online Services. 13. SEVERABILITY If any provision of these Terms and Conditions is held invalid or unenforceable by any court of competent jurisdiction, the other provisions of these Terms and Conditions will remain in full force and effect. Any provision of these Terms and Conditions held invalid or unenforceable only in part or degree will remain in full force and effect to the extent not held invalid or unenforceable. The parties further agree to replace such invalid or unenforceable provision of these Terms and Conditions with a valid and enforceable provision that will achieve, to the extent possible, the economic, business, and other purposes of such invalid or unenforceable provision. 14. APPLICABLE LAW These Terms and Conditions and the resolution of any dispute related to these Terms and Conditions will be construed in accordance with the laws of the State of Delaware. Any dispute between CRL and you related to these Terms and Conditions will be resolved exclusively by the state and federal courts of the State of Delaware. The Online Services can be accessed from the United States and other countries worldwide. Since the laws of each State or country may differ, you agree that the statutes and laws of the State of Delaware, without regard to any principles of conflicts of law, will apply to all matters relating to your access to or use of the Online Services. CRL makes no representation that material on the Online Services is appropriate or available for use in other locations, and accessing this information from territories where the content is illegal is prohibited. Those who choose to access the Online Services from other locations do so by their own initiative and are responsible for compliance with local laws. 15. TERMINATION These Terms and Conditions are effective unless and until modified as noted above, or terminated, at any time, by CRL. These Terms and Conditions were last updated on: 12/12/2017
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