Superior Formulations LLC

Terms and Conditions of Use

Introduction

Please carefully review the following basic rules that govern your use of this Website. Please note that your use of this Website constitutes your unconditional agreement to follow and be bound by these Terms and Conditions of Use. If you (the "User") do not agree to these Terms and Conditions of Use (the "Terms"), do not use the Website, provide any materials to the Website, or download any materials from the Website.

Superior Formulations LLC ("Superior") reserves the right to update or modify these Terms and Conditions of Use at any time without prior notice to User. Your use of the Website following any such change constitutes your unconditional agreement to follow and be bound by these Terms and Conditions as changed. For this reason, we encourage you to review these Terms and Conditions of Use whenever you use the Website.

These Terms and Conditions of Use apply to the use of the Website and do not extend to any linked third party sites. These Terms and Conditions of Use and our Privacy Policy, which is hereby incorporated by reference, contain the entire agreement (the "Agreement") between you and Superior with respect to the Website. Any rights not expressly granted herein are reserved.

License to Use Website

Unless otherwise stated, Superior and/or its licensors own the intellectual property rights in the Website and material on the Website. Subject to the license below, all these intellectual property rights are reserved.

You may view, download for caching purposes only, and print pages or other content from the Website for your own personal use in conjunction with your or your employer's relationship with Superior, subject to the restrictions set out below and elsewhere in these Terms and Conditions or Use.

You may not:

Where content is specifically made available for redistribution, it may only be redistributed when related to your employer or employment

Permitted and Prohibited Uses

You may use the the Website for the sole purpose of sharing and exchanging information with Superior and other Users. You may not use the the Website to violate any applicable local, state, national, or international law, including without limitation any applicable laws relating to antitrust or other illegal trade or business practices, federal and state securities laws, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, and any U.S. laws, rules, and regulations governing the export and re-export of commodities or technical data.

You may not upload or transmit any material that infringes or misappropriates any person's copyright, patent, trademark, or trade secret, or disclose via the Website any information where the disclosure of said information would constitute a violation of any confidentiality obligations you may have.

You may not upload any viruses, worms, Trojan horses, or other forms of harmful computer code, nor subject the Website's network or servers to unreasonable traffic loads, or otherwise engage in conduct deemed disruptive to the ordinary operation of the Website.

You are strictly prohibited from communicating on or through the Website any unlawful, harmful, offensive, threatening, abusive, libelous, harassing, defamatory, vulgar, obscene, profane, hateful, fraudulent, sexually explicit, racially, ethnically, or otherwise objectionable material of any sort, including, but not limited to, any material that encourages conduct that would constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national, or international law.

You are expressly prohibited from compiling any information, including addresses, telephone numbers, fax numbers, e-mail addresses or other contact information that may appear on the Website, for the purpose of creating or compiling marketing and/or mailing lists and from sending other Users unsolicited marketing materials, whether by facsimile, email, or other technological means.

You also are expressly prohibited from distributing any information to any third party for marketing or any other purposes. Superior shall deem the compiling of marketing or mailing lists, the sending of unsolicited marketing materials to Users or organizations or the employees or consultants to any organizations whose contact information is available through or on the Website, or the distribution of information to third parties for marketing or any other purposes as a material breach of these Terms and Conditions of Use, and Superior reserves the right to terminate or suspend your access to and use of the Website and to seek prosecution as may be appropriate in its sole discretion.

Superior notes that unauthorized use of information in connection with unsolicited marketing correspondence also may constitute violations of various state and federal anti-spam statutes. Superior reserves the right to report the abuse of information to the appropriate law enforcement and government authorities, and Superior will fully cooperate with any authorities investigating violations of these laws.

Submissions

Superior does not want to receive confidential or proprietary information from you through the Website, except confidential or proprietary information covered by a Non-Disclosure Agreement executed by you or your employer by and between you or your employer and Superior. Any material, information, or other communication you transmit or post ("Contributions") to the Website will be considered confidential.

Content

Superior may, but is not obligated to, monitor or review any areas on the Website where users transmit or post communications or information, including but not limited to user forums and email lists, and the content of any such communications. Superior, however, will have no liability related to the content of any such communications, whether or not arising under the laws of copyright, libel, privacy, obscenity, or otherwise. Superior may edit or remove content on the the Website at Superior's sole discretion at any time.

Use of Personally Identifiable Information

Information submitted to the Website is governed according to Superior's current Privacy Policy and the stated license of this Website.

If you are registered with the Website and have an account with an ID and password, it is your responsibility to maintain and promptly update your account information to keep it true, accurate, current, and complete. If you provide any information that is fraudulent, untrue, inaccurate, incomplete, or not current, or we have reasonable grounds to suspect that such information is fraudulent, untrue, inaccurate, incomplete, or not current, we reserve the right to suspend or terminate your account without notice and to refuse any and all current and future use of the Website.

Although sections of the Website may be viewed simply by visiting the Website, in order to access some Content and/or additional features offered at the Website, you may need to sign on as a registered user with an ID and password. If you have an account on the Website, you are responsible for maintaining the confidentiality of the password and account and are fully responsible for all activities that occur in connection with your password or account. You agree to immediately notify us of any unauthorized use of either your password or account or any other breach of security. You further agree that you will not permit others, including those whose accounts have been terminated, to access the Website using your account or ID. You grant Superior and all other persons or entities involved in the operation of the Website the right to transmit, monitor, retrieve, store, and use your information in connection with the operation of the Website and in the provision of services to you. Superior can not and does not assume any responsibility or liability for any information you submit, or your or third parties' use or misuse of information transmitted or received using Website. To learn more about how we protect the privacy of the personal information in your account, please visit our Privacy Policy.

Indemnification

You agree to defend, indemnify and hold harmless Superior, its agents, vendors or suppliers from and against any and all claims, damages, costs and expenses, including reasonable attorneys' fees, arising from or related to your use or misuse of the Website, including, without limitation, your violation of these Terms and Conditions of Use, the infringement by you, or any other user of your account, of any intellectual property right or other right of any person or entity.

No Warranties

This Website is provided "as is" and "as available" without any representations or warranties, express or implied. Superior makes no representations or warranties in relation to this Website or the information and materials provided on this Website.

Without prejudice to the generality of the foregoing paragraph, Superior does not warrant that:

Nothing on this Website constitutes, or is meant to constitute, advice of any kind. If you require advice in relation to any matter you should consult an appropriate professional.

Limitations of Liability

Superior will not be liable to you (whether under the law of contact, the law of torts or otherwise) in relation to the contents of, or use of, or otherwise in connection with, this Website:

These limitations of liability apply even if Superior has been expressly advised of the potential loss.

Reasonableness

By using this Website, you agree that the exclusions and limitations of liability set out in this Website disclaimer are reasonable.

If you do not think they are reasonable, you must not use this Website.

Other parties

You accept that, as a limited liability entity, Superior has an interest in limiting the personal liability of its officers and employees. You agree that you will not bring any claim personally against Superior's officers or employees in respect of any losses you suffer in connection with the Website.

Without prejudice to the foregoing paragraph, you agree that the limitations of warranties and liability set out in this Website disclaimer will protect Superior as well as Superior's officers, employees, agents, subsidiaries, successors, assigns and sub-contractors.

Unenforceable provisions

If a provision of these Terms and Conditions of Use is determined by any court of competent jurisdiction to be unlawful and/or unenforceable, the other provisions will continue in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.

Breaches of These Terms and Conditions of Use

Without prejudice to Superior's other rights under these terms and conditions, if you breach these Terms and Conditions of Use in any way, Superior may take such action as Superior deems appropriate to deal with the breach, including suspending your access to the Website, prohibiting you from accessing the Website, blocking computers using your IP address from accessing the Website, contacting your Internet service provider to request that they block your access to the Website, and/or bringing court proceedings against you.

Termination

These Terms and Conditions of Use are effective until terminated by either party. If you no longer agree to be bound by these Terms and Conditions, you must cease use of the Website. If you are dissatisfied with the Website, the content, or any of these terms, conditions, and policies, your sole legal remedy is to discontinue using the Website. Superior reserves the right to terminate or suspend your access to and use of the Website, or parts of the Website, without notice, if we believe, in our sole discretion, that such use (i) is in violation of any applicable law; (ii) is harmful to our interests or the interests, including intellectual property or other rights, of another person or entity; or (iii) where Superior has reason to believe that you are in violation of these Terms and Conditions of Use.

WARRANTY DISCLAIMER

THE WEBSITE AND ASSOCIATED MATERIALS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, SUPERIOR DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENTOF INTELLECTUAL PROPERTY. SUPERIOR MAKES NO REPRESENTATIONS OR WARRANTY THAT THE WEBSITE WILL MEET YOUR REQUIREMENTS, OR THAT YOUR USE OF THE WEBSITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DOES SUPERIOR MAKE ANY REPRESENTATION OR WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WEBSITE. SUPERIOR MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE WEBSITE OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THE WEBSITE.

IN NO EVENT SHALL SUPERIOR OR ANY OF ITS AGENTS, VENDORS, OR SUPPLIERS BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION) ARISING OUT OF THE USE, MISUSE OF OR INABILITY TO USE THE WEBSITE, EVEN IF SUPERIOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS DISCLAIMER CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT. BECAUSE SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

YOU UNDERSTAND AND AGREE THAT ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE WEBSITE IS AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA OR BUSINESS INTERRUPTION THAT RESULTS FROM THE DOWNLOAD OF CONTENT. SUPERIOR SHALL NOT BE RESPONSIBLE FOR ANY LOSS OR DAMAGE CAUSED, OR ALLEGED TO HAVE BEEN CAUSED, DIRECTLY OR INDIRECTLY, BY THE INFORMATION OR IDEAS CONTAINED, SUGGESTED OR REFERENCED IN OR APPEARING ON THE WEBSITE. YOUR PARTICIPATION IN THE WEBSITE IS SOLELY AT YOUR OWN RISK. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM OR THROUGH SUPERIOR OR SUPERIOR'S EMPLOYEES, OR THIRD PARTIES SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. YOU ACKNOWLEDGE, BY YOUR USE OF THE THE WEBSITE, THAT YOUR USE OF THE WEBSITE IS AT YOUR SOLE RISK.

LIABILITY LIMITATION. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL OR EQUITABLE THEORY, WHETHER IN TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, SHALL SUPERIOR OR ANY OF ITS AGENTS, VENDORS OR SUPPLIERS BE LIABLE TO USER OR TO ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL LOSSES OR DAMAGES OF ANY NATURE ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR INABILITY TO USE THE THE WEBSITE OR FOR ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH THE WEBSITE OR FOR ANY INFORMATION OBTAINED THROUGH THE WEBSITE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, LOSS OR CORRUPTION OF DATA, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, EVEN IF AN AUTHORIZED REPRESENTATIVE OF SUPERIOR HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES.

SUPERIOR'S TOTAL CUMULATIVE LIABILITY FOR ANY AND ALL CLAIMS IN CONNECTION WITH THE WEBSITE WILL NOT EXCEED FIVE U.S. DOLLARS ($5.00). USER AGREES AND ACKNOWLEDGES THAT THE FOREGOING LIMITATIONS ON LIABILITY ARE AN ESSENTIAL BASIS OF THE BARGAIN AND THAT SUPERIOR WOULD NOT PROVIDE THE WEBSITE ABSENT SUCH LIMITATION.

General

The Website is hosted in the United States. Superior makes no claims that the Content on the Website is appropriate or may be downloaded outside of the United States. Access to the Content may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction. The provisions of the UN Convention on Contracts for the International Sale of Goods will not apply to these Terms. A party may give notice to the other party only in writing at that party's principal place of business, attention of that party's principal legal officer, or at such other address or by such other method as the party shall specify in writing. Notice shall be deemed given upon personal delivery or facsimile, or, if sent by certified mail with postage prepaid, 5 business days after the date of mailing, or, if sent by international overnight courier with postage prepaid, 7 business days after the date of mailing. If any provision herein is held to be unenforceable, the remaining provisions will continue in full force without being affected in any way. Further, the parties agree to replace such unenforceable provision with an enforceable provision that most closely approximates the intent and economic effect of the unenforceable provision. Section headings are for reference purposes only and do not define, limit, construe or describe the scope or extent of such section. The failure of Superior to act with respect to a breach of this Agreement by you or others does not constitute a waiver and shall not limit Superior's rights with respect to such breach or any subsequent breaches. Any action or proceeding arising out of or related to this Agreement or User's use of the Website must be brought in the courts of Cumberland County, Maine, United States of America, and you consent to the exclusive personal jurisdiction and venue of such courts. Any cause of action you may have with respect to your use of the Website must be commenced within one (1) year after the claim or cause of action arises. These Terms set forth the entire understanding and agreement of the parties, and supersedes any and all oral or written agreements or understandings between the parties, as to their subject matter. The waiver of a breach of any provision of this Agreement shall not be construed as a waiver of any other or subsequent breach.

Links to Other Materials

The Website may contain links to sites owned or operated by independent third parties. These links are provided for your convenience and reference only. We do not control such sites and, therefore, we are not responsible for any content posted on third party sites. The fact that Superior offers such links should not be construed in any way as an endorsement, authorization, or sponsorship of that site, its content or the companies or products referenced therein, and Superior reserves the right to note its lack of affiliation, sponsorship, or endorsement on the Website. If you decide to access any of the third party sites linked to by the Website, you do this entirely at your own risk. Because some sites employ automated search results or otherwise link you to sites containing information that may be deemed inappropriate or offensive, Superior cannot be held responsible for the accuracy, copyright compliance, legality, or decency of material contained in third party sites, and you hereby irrevocably waive any claim against us with respect to such sites.

Notification Of Possible Copyright Infringement

In the event you believe that material or content published on the Website may infringe on your copyright or that of another, please contact us.