Upsher-Smith Laboratories, Inc.
Consumer Education Materials Use Agreement
“New Perspectives, New Choices”
NOTICE -- READ THIS BEFORE DOWNLOADING, COPYING OR USING THE CONSUMER EDUCATION MATERIALS
ACCESSING AND USING THE MATERIALS ACCOMPANYING THIS AGREEMENT INDICATES YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS. READ ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT PRIOR TO ACCESSING OR USING THE MATERIALS. IF YOU DO NOT ACCEPT THESE TERMS, YOU MUST NOT ACCESS OR USE THE MATERIALS.
1. Grant of Use. The consumer education materials “New Perspectives, New Choices” (the “Materials”) are provided, not sold, to you by Upsher-Smith Laboratories, Inc. (“USL”). Subject to the terms of this Agreement, you have a non-exclusive right to use the Materials for non-commercial (e.g. not for resale or rental or the like), educational, evaluation or personal purposes only. You understand and agree that the Materials are intended for use in the United States only. You agree to accurately present and not misrepresent the contents of the Materials and the indications for the products referenced in the Materials. You may not modify the Materials. You may not use USL’s name or other trademarks in the course of using the Materials, except as set forth in the Materials.
2. Copyright. The Materials are copyrighted by USL. You may make copies of the Materials for consumer education and presentation purposes if USL’s copyright notice is included on such copies.
3. Ownership. You agree that the Materials belong to, and are the property of, USL. You agree that you neither own nor hereby acquire any claim or right of ownership to the Materials. All content accessed through the references in the Materials is the property of the applicable content owner and may be protected by applicable copyright law. This Agreement gives you no rights to such content.
4. Term and Termination. This Agreement is effective until terminated. You may terminate this Agreement at any time by destroying all copies of the Materials in your possession. This Agreement automatically terminates if you fail to comply with its terms and conditions and, upon such termination, you will destroy all copies of the Materials and cease any presentation of the Materials.
5. DISCLAIMER OF WARRANTY. USL PROVIDES THE MATERIALS “AS IS” WITHOUT WARRANTY OF ANY KIND EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR INFRINGEMENT OF THIRD-PARTY INTELLECTUAL PROPERTY RIGHTS.
6. LIMITATION OF REMEDIES. IN NO EVENT WILL USL BE LIABLE FOR ANY DIRECT OR INDIRECT DAMAGES OR OTHER RELIEF ARISING OUT OF YOUR USE OR INABILITY TO USE THE MATERIALS.
7. Applicable Law. This Agreement will be governed by the laws of the State of Minnesota, without reference to conflicts of laws principles.
8. No Other Agreements. This Agreement constitutes the entire agreement between the parties with respect to the Materials, and supersedes any other written or oral agreement.
9. Severability. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect.
If you have any questions, please contact in writing: Upsher-Smith Laboratories, Inc., 6701 Evenstad Drive, Maple Grove, MN 55369, attention: Women’s Health Marketing
