This “Agreement” is between the user of the Online Electron Microscopy Platform website, hereafter referred to as “User”, and Portland State University, an institution of higher education in the State of Oregon, located in Portland, Oregon, hereafter referred to as “University”. The User agrees as follows:
Ownership - University is the owner of certain copyright works, as described below (the “Work” or “Works”), which were created in the course of research or scholarship at University. University desires such works to be utilized for the public benefit to the fullest extent possible. As such, University is willing to grant a Non-Exclusive License to User subject to the terms and conditions set forth in this Agreement.
“Effective Date” shall be the time in which User selects that they accept the Terms and Conditions of this Agreement.
“Term” is 3 months from Effective Date.
“Work(s)” shall mean the interactive, simulative, and contextualized online electron microscopy platform (OEMP) which includes syllabus, lectures, realistic virtual instrument control, animation, and database of transmission electron microscope (TEM) specimens. The platform is developed with a learning environment, where students simultaneously learn the fundamental theory of electron and ion beam microscopy (EIBM), optimize the experimental performance of electron microscopes, interpret data, and find solutions to real-world problems by understanding and controlling the structure and properties of materials and devices with the following features: interactive learning, adaptive learning, group and case study, dynamic and invited lectures, realistic virtual instrumental operation, and expandable to other scientific instruments.
“User Content” shall mean any User provided material uploaded to the Work. By uploading User Content, User grants University a non-exclusive, irrevocable, sub-licensable, royalty-free license to use, reproduce, adapt, publish, translate, and distribute User Content. User must be owner of User Content, and expressly agrees that User Content does not infringe third-party rights. University reserves the right to remove User Content from the Work without notice.
Beginning on the Effective Date, and subject to and conditioned upon User’s performance and satisfaction of the conditions set forth in this Agreement, University hereby grants to User, and User accepts, a limited, non-transferable, non-exclusive license for non-commercial use and access. User shall not copy, display, distribute, or make derivatives of Work.
User acquires no proprietary interest in Work. User shall not remove or obscure rights management markings, such as copyright and trademark notices, from Works or materials from Works.
User shall not sublicense, sell, lend, rent, lease, or otherwise transfer all or any of Works or rights granted herein.
Termination - University may terminate this Agreement without notice if User is in breach of this Agreement.
Termination of this Agreement shall terminate all rights and permissions granted to User relating to Work.
Disclaimers - The Works have been developed as part of research or scholarship conducted at Portland State University. The Works are experimental in nature and is made available “AS IS,” without obligation by University to provide accompanying services or support except as specified in this Agreement. The entire risk as to the quality and performance of the Work is with User.
UNIVERSITY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, PERTAINING TO THE MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF WORK OR ANY SUBJECT MATTER OTHERWISE PROVIDED TO USER UNDER THIS AGREEMENT.
The Works may contain links to third-party websites that are not owned or controlled by University. University has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites. In addition, University will not and cannot censor or edit the content of any third-party site. By using the Works, User expressly agrees that University has no liability arising from User’s use of any third-party website.
Indemnification - User shall save, hold harmless and indemnify Portland State University, University, and their agencies, subdivisions, officers, employees and agents from and against any and all claims, suits, actions, losses, demands, damages, costs, expenses (including, but not limited to, those arising out of personal injuries, wrongful death or property damage suffered by any third party) and reasonable attorneys’ fees incurred by University, arising out of or relating to the use of Works, Trademarks, or any other activities of User or its officers, employees, subcontractors or agents under this Agreement.
General - User may not assign any of its rights under this Agreement. The failure of either party to assert a right or to insist upon compliance with any term or condition of the Agreement shall not constitute a waiver of that right or excuse a similar subsequent failure to perform any such term or condition by the other party. In the event that any provision hereof is found to be invalid or unenforceable pursuant to a final judgment or decree, the remainder of this Agreement shall remain valid and enforceable according to its terms. Nothing contained in this Agreement shall be construed as creating a joint venture, partnership, or employment relationship between the parties hereto. Except as specified herein, neither party shall have the right, power or implied authority to create any obligation or duty, express or implied, on behalf of the other party hereto. User and University are the only parties to this Agreement and are the only parties entitled to enforce its terms; nothing in this Agreement gives or is intended to give, or shall be construed to give or provide any benefit or right, whether directly, indirectly or otherwise, to any third persons. User agrees not to use the name of University or any of its employees, in any advertisement or sales promotion relating to any Work without prior written approval by University. This document represents the entire Agreement between the parties as to the matters set forth and integrates all prior discussions or understandings between them. This Agreement may not be modified or amended.