Legal Terms

The following are the terms (“Terms”) of a legal agreement between you and Ceres Nanosciences, Inc. (“Ceres”). By accessing, browsing and/or using this website (“Site”), you acknowledge that you have read, understand and agree to be bound by these Terms.

General Terms and Conditions of Sale

Welcome to Ceres Nanosciences, and thank you for your interest in purchasing our products.  We value your business and our goal is to make your purchasing experience as smooth as possible. If you have any questions about our quotation or ordering process, please call Support at 1-800-615-0418.

1. Contract Terms. These are the contract terms and conditions (“Terms”) under which we sell our products and services to you. Some of our products and services are subject to licenses or other written  contract terms that you will not find here (“Supplementary Terms”). You can find Supplementary Terms in our quotation to you, on our website, and in literature that accompanies the product or service.

These Terms, together with our quotation (if any) and Supplementary Terms (if any), create the contract (“Contract”) between us for the purchase and sale of products and services.  The  Contract  between us  is  created when we accept your order, either by  sending  a written confirmation, or by  shipping  the  product or otherwise  initiating action to  provide what you have ordered. The Contract is between you and Ceres Nanosciences. If any conditions within the Contract documents conflict with each other, we will give them the following priority: the quotation, Supplementary Terms, and finally these Terms.

2. Delivery, Title and Ordering.

2.1 We will try to meet the delivery dates specified in your order, depending on availability and any lead times that may apply. Sometimes we deliver orders in installments. If we do, we may send you a separate invoice for each delivery.

2.2 Once you have placed your order, you cannot cancel it. If delaying the date of delivery would be helpful, please contact Support to see if we can reschedule your delivery.

2.3 All our products are sold FOB our facility. Products are delivered when we ship them from the commercial carrier. At this point you become responsible for risk of loss and damage. If any product is lost or damaged while it is being transported, we will try to help you deal with the issue with the carrier.  We do not clear products for import into your country. Doing so is your responsibility. Title to products will pass to you upon our delivery of the products to the carrier.

3. Inspection.

3.1 We want you to receive our products in good condition.  You can return products that are damaged or defective on delivery, or correct any shortages, if you contact Support within 5 days from the day you receive the products.  When you contact Support, we will give you instructions on returning the products and on replacements. If you do not contact us within this five-day period, the products will be deemed accepted, but you will not lose any warranty rights. Authorization for all product returns must be approved by Support and a return authorization number given to you prior to the return of goods. Not all items will be authorized for return. Items authorized for return must arrive at our facilities in a state satisfactory for resale to be eligible for product credit. A restocking charge of 25% or $25 (whichever is greater) shall be charged on returns that are not the result of any error or fault of ours. Shipping charges will not be credited. Goods may not be returned for credit after 20 days after your receipt of the goods.

3.2 Custom products that we make in accordance with your specifications can only be returned if the custom products do not conform to the given specifications. In that case, we will, in our sole discretion, either replace the custom products or issue a refund to you equivalent to the price you paid for the custom products.

4. Price.  The price for products and services is shown in our quotation to you. If we do not provide you with a quotation, the price will be the list price that applies to your country on the date we receive your order. Our prices do not include any taxes (including VAT), duties, levies or other government fees that may apply to your order. If they apply, it will be your responsibility to pay them. If we pay them, we will add them to your invoice. You are also responsible for standard delivery and handling charges, if any. We will also add these charges to your invoice. For details of our freight policy, please call Support.

5. Payment. You must pay invoices within 30 days from the invoice date in the currency specified in our invoice. Each order is a separate transaction, and you may not set-off payments from one order against another. If you are late in making payment, without affecting our other rights, we may suspend delivery or cancel the Contract, and reject your future orders. If we appoint a collection agency or an attorney to recover any unpaid amounts, we can charge you and you agree to pay all reasonable costs of collection, including all associated  reasonable attorneys’ fees. 

6. Product Use and Restrictions.

6.1 Unless we expressly state otherwise in Supplementary Terms, all products are for RESEARCH USE ONLY, AND NOT FOR HUMAN OR ANIMAL THERAPEUTIC OR DIAGNOSTIC USE. You must use our products in accordance with our instructions.

6.2 Unless we state otherwise in Supplementary Terms, we do not submit our products for regulatory review by any government body or other organization, and we do not validate them for clinical, therapeutic or diagnostic use, for safety and effectiveness, or for any other specific use or application. You are solely responsible for making sure that the way  you use our products  complies with applicable laws, regulations and governmental policies. You must obtain all necessary approvals and permissions you may need. It is solely your responsibility to make sure the products are suitable for your particular use.

7. Limited Warranties.

7.1. Limited Warranties for consumables. Unless a different written warranty is included with product literature, we warrant that each consumable will meet its specifications stated in our published catalogs and associated Supplementary Terms. This warranty lasts from the time we deliver the consumable until either the consumable’s expiry or “use by” date or its specified number of uses. If we do not specify the expiry date or number of uses, the warranty will last for 12 months from the date we deliver the consumable.

7.2  Limitations.   OUR WARRANTIES EXTEND ONLY TO YOU, THE ORIGINAL PURCHASER, AND YOU CANNOT TRANSFER THEM.  IN NO EVENT WILL OUR TOTAL LIABILITY FOR BREACH OF WARRANTY EXCEED THE PURCHASE PRICE OF THE PRODUCT OR SERVICE.  THE ABOVE WARRANTIES ARE EXCLUSIVE, AND WE MAKE NO OTHER REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OF NON-INFRINGEMENT, OR REGARDING RESULTS OBTAINED THROUGH THE USE OF ANY PRODUCT OR SERVICE, WHETHER ARISING FROM A STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF PERFORMANCE, DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED.

8. Third Party Products. We do not support or make any warranties about products manufactured by third parties you purchased through one of our sales channels. When you buy a third party product, we will let you know that this purchase is governed by the third-party’s own contract terms. You must look directly to the relevant third-party manufacturer for product support, warranties, and to make warranty claims.

9. Custom Products.

9.1 When you ask us to manufacture a custom product, for example an custom Nanotrap particle class intended to detect an analyte identified by you, or other product with non-off-the-shelf elements, we may decline the design or manufacture of such custom product, at any stage of the design or manufacture process, if the custom product is unsuitable or commercially impractical to be synthesized in that way. If that is the case, we will notify you as soon as possible and you will not be obligated to pay any fees for any expenses incurred by us in connection with a declined product.

9.2 By submitting an order for a custom product you represent and agree that (a) you have provided us with all information that you are aware of regarding any biological, radiological and chemical hazards associated with the handling, transport, exposure or other usage of the materials you supply to us; and (b) you have the right to cause the sequences that you requested us to manufacture to be manufactured.  

10. Intellectual Property.

10.1 You acknowledge that all intellectual property rights relating to our products and services, as between you and us, are solely and exclusively owned by us. Unless otherwise provided in applicable Supplementary Terms, our sale of products to you only grants you a limited, non-transferable right under such intellectual property, for only you to use  the quantity of  the  products that you have bought from us only for your internal research purposes. No right to resell our products or any of their components is conveyed expressly, by implication, or by estoppel. Unless we expressly state otherwise in Supplementary Terms, we provide no rights to use our products in commercial applications of any kind, including, without limitation, manufacturing, quality control or commercial services such as reporting the results of your activities for a fee or other form of consideration. If you need commercial use rights to our products (including the right to perform fee-for-services), please contact our sales department at sales@ceresnano.com. To the extent that your use of our product is outside the scope of the Contract, it is solely your responsibility to acquire additional intellectual property rights related to such use “(Additional Rights”). Nothing in the Contract limits our ability to enforce our intellectual property rights.

10.2 In relation to processes, methods or related synthesis of a custom product, or otherwise in connection with the design or manufacture of  a  custom product, any inventions (patentable or otherwise), discoveries,  improvements, data, know-how or other results that are conceived, developed, discovered, reduced to practice, or generated by or for us, or jointly by us and you,  will be and will remain our sole and exclusive intellectual property, and you transfer and assign all of your right, title and interest in and to any such joint intellectual property to us and will assist us, at our request and at our expense, in securing and recording our rights in such intellectual property.

10.3 “Nanotrap” is a registered trademark of Ceres.  Any registration or trademark symbols used herein denote the registration status of trademarks in the United States.

10.4 The Nanotrap particles in all forms are the subject of numerous United States and foreign issued patents and pending applications. Issued patents include: US 8,382,987 B2; US 9,005,996; US 7,935,518 B2; US 8,497,137 B2; US 9,383,299; US 9,012,240; CA 2681377; EP 1929299; EP 2132256; EP 2443101B1; JP 494753; JP 5896119; JP 5843085; JP 5828194.

11. Intellectual Property Indemnity.

11.1. Our Indemnity of You.  We will defend and indemnify you from and against infringement damages finally awarded in any legal action brought by a third party against you to the extent that the action is based on a claim that  our  manufacture and sale of a  product infringes any patent, copyright, trademark or other intellectual property right of such third party if we had actual knowledge of such intellectual property right and the actual infringement at the time of delivery of the product to you.  This indemnity does not apply to claims that arose based on (i) your failure to comply with the Contract, (ii) your failure to acquire any applicable Additional Rights, (iii) products  that we  made, assembled or labeled in reliance upon your instructions, specifications, or other directions, (iv) your use or resale of products, or (v) modifications made by you or any third party. This indemnity does not apply to products originating from third parties. THIS INDEMNITY IS OUR ONLY LIABILITY TO YOU, AND YOUR ONLY REMEDY, FOR ANY INFRINGEMENT OR CLAIMED INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS BY OR IN CONNECTION WITH ANY PRODUCT. As a condition to this indemnity, you must (i) notify us in writing, as soon as you become aware of any claim; (ii) not admit any liability or take any other action in connection with the claim that could affect the defense; (iii) allow us to solely control the defense or settlement of the claim; and (iv) give us your reasonable information, co-operation and assistance.

11.2 Your Indemnity of Us.  If a third party makes a claim against us for infringement of its intellectual property rights based on (i) our manufacture or sale of a product we make under your instructions, specifications, or other directions, (ii) your failure to comply with the Contract, (iii) your failure to acquire any applicable Additional Rights, (iv) our  use of materials you provide to us, or (v)  your modification, use or resale of a product, then you  will indemnify and  hold us harmless from and against any and all claims, losses, damages, liabilities and expenses (including reasonable attorneys’ fees and other costs of defending and/or settling any action) that we may have to pay as a result of the claim.

11.3 Avoidance.  We wish to avoid claims of intellectual property infringement. If we believe a product may be subject  to  a claim for  intellectual property infringement, then you will allow us, at our option and expense, to either: (a) secure for you the right to continue using the product; (b) substitute the product with another suitable product with similar functionality; or (c) require you to return the product to us for a refund of the purchase price you paid. In the case of instruments, we will deduct a reasonable amount for the instrument’s use, damage and obsolescence.

12. Limitations of Liability.

12.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE WILL NOT BE LIABLE UNDER ANY LEGAL THEORY (INCLUDING BUT NOT LIMITED TO CONTRACT, NEGLIGENCE, STRICT LIABILITY IN TORT OR WARRANTY OF ANY KIND) FOR ANY INDIRECT, SPECIAL, INCIDENTAL,  PUNITIVE, MULTIPLE, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING BUT NOT LIMITED TO COSTS OF COVER, LOST PROFITS, LOST DATA, LOSS OF BUSINESS, LOSS OF GOODWILL OR LOSS OF REVENUE) THAT YOU MIGHT INCUR UNDER THE CONTRACT, OR  THAT MAY ARISE FROM OR IN CONNECTION WITH  OUR PRODUCTS OR SERVICES, EVEN IF WE HAD NOTICE OF THE POSSIBILITY OF  SUCH DAMAGES.  IN ADDITION,  OUR MAXIMUM  AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH  THECONTRACT, OR ANY PRODUCT OR SERVICE, IS LIMITED TO THE AMOUNT YOU PAID TO US FOR THE PRODUCT OR SERVICE PURCHASED. HOWEVER, THESE PROVISIONS DO NOT LIMIT OUR LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY OUR NEGLIGENCE OR FRAUD,  FRAUDULENT MISREPRESENTATION OR ANY OTHER LIABILITY THAT CANNOT BE EXCLUDED BY LAW.

12.2 DELIVERY DATES AND TIMES ARE ESTIMATES ONLY AND WE WILL NOT BE LIABLE (IN CONTRACT, DELICT, TORT OR OTHERWISE) FOR ANY LOSSES, EXPENSES, CLAIMS OR DAMAGES CAUSED BY A LATE DELIVERY.

13. Export Control. Products and information that you receive from us are subject to United States, European Union  and local export-control laws and regulations. You may not, directly or indirectly,  sell, export, re-export, transfer, divert, or otherwise dispose of any such product or information (including products derived from or based on our products or information) to any destination, entity, or person prohibited by United States, European Union or local laws or regulations.

14. Entire Contract.

14.1 The Contract represents the entire agreement between you and us regarding the products and services we provide to you under it, and supersedes and replaces any previous agreements between us (whether written or oral). Any of your additional or different terms and conditions that you may provide to us, are material alternations and we  reject them. Our offer to sell products and perform services is  expressly limited to the terms of the Contract. If you submit a purchase order, or other document for the purchase of products or services, whether or not in response to a quotation, you are deemed to have accepted and agree to the Contract, to the exclusion of (a) any other terms and conditions appearing in or referenced in your purchase order or other documents you give to us, and (b) any previous course of dealing, course of performance, trade usage or co-existent agreement.The Contract cannot be amended or modified unless you and we agree in writing.

14.2 We reserve the right to change these Terms at any time. Any changes made to these Terms will not apply to the Contract between us for any order we receive before the changes are made. The most recent revision date can be found at the end of these Terms

15. Miscellaneous. 

15.1 We will not be responsible or liable for failing to perform our obligations under the Contract to the extent caused by circumstances beyond our reasonable control. In certain  situations, we may use our reasonable judgment and apportion products then available for delivery fairly among our customers.

15.2 Our failure to exercise any rights under the Contract is not a waiver of our rights to damages for your breach of contract and is not a waiver of any subsequent breach. If any provision or part of the Contract is found by any court of competent jurisdiction to be invalid or unenforceable, such invalidity or unenforceability will not affect the other provisions of the  Contract. No person other than you or us will have any rights under  the Contract. Headings are for convenience only and shall not be used in the interpretation of these Terms. 

15.3 You agree to keep confidential any non-public technical information, commercial information (including prices, without limitation) or instructions received from us as a result of discussions, negotiations and other communications between us in relation to our products or services.

16. Governing Law. The Contract and performance under it will be governed by the laws of the  State of Virginia, USA, without regard to provision on the conflict of laws. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to the Contract.

Last revised: 9/10/2019

 

Ceres Nanosciences - Privacy

Introduction

 

Ceres respects your privacy and is committed to protecting it. This Privacy Notice (this “Notice”) describes the types of information we may collect from you or that you may provide when you visit the website(s) on which this Notice is posted (each a “Website” and, collectively, the “Platform”), and our practices for collecting, using, maintaining, protecting, and disclosing that information.

Please read this Notice carefully. By accessing or using this Platform, you acknowledge that you have read and understood this Notice. If you do not agree with the privacy practices described in this Notice, you are not authorized to use this Platform. This Notice may change from time to time (see Changes to Our Privacy Policy below). Your continued use of this Platform after we make changes will be deemed to be your renewed acknowledgment of the privacy practices described in our most recently published Notice.

Scope

This Notice applies to information we collect:

  • On the Platform.

  • In email, text, and other electronic messages between you and Ceres.

  • When you interact with our advertising and applications on third-party websites and services.

  • From our distributors or customers.

Children Under the Age of 18


Our Platform is not intended for children under 18 years of age. No one under age 18 is authorized to provide any Personal Information using the Platform, and no one over the age of 18 is authorized to provide any Personal Information about a child under the age of 18 except as provided under Californian Personal Information Sales Opt-Out and Opt-In Rights below. We do not knowingly collect Personal Information from children under 18. If you are under 18, do not use this Platform. If we learn we have collected or received Personal Information from a child under 18 without verification of parental consent, we will delete that information. If you have reason to believe that we might have any information from or about a child under 18, please contact us as described under Contact Information below.

Information We Collect About You


We collect several types of information from and about users of our Platform, including information:

  • by which you may be personally identified, such as name, mailing address, e-mail address, payment information, or telephone number (“Personal Information”);

  • about your internet connection, the equipment you use to access our Platform, and usage details (“Device Information”); or

  • that is about you but does not independently identify you, such as your pseudonymized purchase or browsing history, or that is not attributable to any individual user (“Other Information”).

 

Information You Provide to Us

The information we collect on or through our Platform may include:

  • Information that you provide by filling in forms on our Platform. This includes information provided when you subscribe to our mailing lists. We may also ask you for information when you enter a contest or promotion sponsored by us, or when you report a problem with our Platform.

  • Records and copies of your correspondence (including email addresses, phone numbers, and other contact information), if you contact us.

  • Any responses to surveys that we ask you to complete for research purposes.

  • Details of transactions between you and Ceres or any of our affiliates, subsidiaries, or distributors. This information may include financial information, shipping addresses, your name, and other Personal Information.

  • Your search queries on the Platform.

  • Information that you disclose to any chat bot on our Platform.

 

Information We Collect Automatically

 

As you navigate through and interact with our Platform, we may use automatic data collection technologies to collect Device Information and Other Information, such as:

  • Details about your visits to our Platform, including traffic data, location data, logs, and other communication data and the resources that you access and use on the Platform.

  • Information about your computer and internet connection, including your IP address, operating system, and browser type.

  • We may also use these technologies to collect information about your online activities over time and across third-party websites or other online services.

 

The information we collect automatically may include Personal Information, or we may maintain it or associate it with Personal Information that we collect in other ways or receive from third parties. We use those data to more effectively market our products and services, to improve our Platform, and ultimately to deliver a better, more personalized service to our customers and distributors. For example, these data allow us to:

  • Estimate our audience size and usage patterns.

  • Store information about your preferences, allowing us to customize our Platform according to your individual interests.

  • Speed up your searches.

  • Recognize you when you return to our Platform.

 

How We Use Your Information
 

We use information that we collect about you or that you provide to us, including any Personal Information:

  • To present our Platform and its contents to you;

  • To provide you with information, products, or services that you request from us;

  • To fulfill any orders you place through the site;

  • To fulfill any other purpose for which you provide it;

  • To screen our orders for potential risk or fraud;

  • To carry out our obligations and enforce our rights arising from any contracts entered into between you and us, including for billing and collection;

  • To communicate with you about changes to our Platform, or about any of the products or services we offer or provide though it;

  • To allow you to participate in interactive features on our Platform;

  • In any other way we may describe when you provide the information; or

  • For any other purpose with your consent.

 

We or our distributors may also use your information to contact you about our own or third-parties’ goods and services that may be of interest to you with your consent. For more information, see Choices About Your Information below.

 

Disclosure of Your Information
 

We may disclose Other Information to any party for any purpose or no purpose, except as may be prohibited by applicable law.

Recipients

 

We may disclose Personal Information or Device Information:

  • To our subsidiaries and affiliates.

  • To distributors, contractors, service providers, and other third parties that we use to support our business.

  • To a buyer or other successor in the event of a merger, divestiture, restructuring, reorganization, dissolution, or other sale or transfer of some or all of Ceres’s assets, whether as a going concern or as part of bankruptcy, liquidation, or similar proceeding, in which Personal Information held by Ceres about our Platform users is among the assets transferred.

  • To an agency, court, or other governmental entity of competent jurisdiction.

 

Purposes

 

We may disclose your Personal Information or Device Information:

  • To comply with any court order, law, or legal process, including to respond to any government or regulatory request.

  • To enforce or apply our Terms and Conditions and other agreements, including for billing and collection purposes.

  • To protect the rights, property, or safety of Ceres, our customers, our affiliates, or others. This includes exchanging information with other companies and organizations for the purposes of fraud protection and credit risk reduction.

  • To improve or facilitate our Platform’s functionalities.

  • To fulfill a transaction between you and Ceres or any of its affiliates, subsidiaries, or distributors.

  • To fulfill any other purpose for which you provide it.

  • To fulfill any other purpose disclosed by us when you provide the information.

  • With your consent, which you may freely revoke at any time as described herein.

 

Choices About Your Information
 

We strive to provide you with choices regarding the Personal Information and Device Information you provide to us.

  • Promotional Offers from Ceres. If you do not wish to have your contact information used by Ceres to promote our own or third parties’ products or services, you can opt-out by contacting us as provided under Contact Information below. If we have sent you a promotional email, you may request to be omitted from future emails by sending us a return email or pressing the button provided. This opt out will not apply to information provided to Ceres as a result of a product purchase, warranty registration, product service experience or other transactions.

  • Disclosure of Your Information for Third-Party Advertising. If you do not want us to share your Personal Information with unaffiliated or non-agent third parties for promotional purposes, you can opt-out by contacting us as provided under Contact Information below.

  • Third-Party Tracking Technologies and Advertising. If you have any questions about an advertisement or other targeted content, you should contact the responsible provider directly. We do not control third parties’ collection or use of your information to serve interest-based advertising, but certain third parties may provide you with ways to choose not to have your information collected or used in this way. For example, you may be able to opt out of receiving targeted ads at the following links.

    • LinkedIn

    • Facebook

    • Twitter

    • Google Analytics

  • Some of these advertisers adhere to one or more of the following targeted advertising frameworks. Opting out of targeted advertising using these frameworks will inform the advertisers that adhere to them that you do not wish to be tracked.

    • Australian Digital Advertising Alliance (ADAA)

    • Digital Advertising Alliance (DAA)

    • European Interactive Digital Advertising Alliance (EDAA)

    • Network Advertising Initiative (NAI)

 

Please note that these links are provided for your convenience only; we do not monitor or update them and do not represent or warrant that these advertisers will respond to your request in any particular manner.

 

Personal Information Requests
 

You may contact us as provided under Contact Information below to request that we allow access to, restrict our processing of, cease to process, transfer to a third party, correct, or delete any or all of your Personal Information. We may choose not to accommodate your request if we believe the change would violate any law or legal requirement, cause the information to be incorrect, or affect the integrity of other data in our systems.

 

Data Security
 

We have implemented industry-standard technical and organizational measures designed to safeguard the confidentiality, integrity, and availability of your Personal Information in conjunction with this Platform and across our enterprise. Unfortunately, the transmission of information via the Internet is never completely secure, and we cannot guarantee the security of your Personal Information transmitted in this way. We are not responsible for the circumvention of any privacy settings or security measures contained on the Platform by any third party unless the circumvention was the result of our gross negligence or willful misconduct.

 

Data Retention
 

We store your Personal Information for no longer than is necessary in order to fulfill the purpose for which we collected it, manage our relationship with you, comply with our own backup policies, or comply with applicable law.

 

Changes to Our Privacy Policy
 

It is our policy to post any changes we make to our privacy policy on this page. If we make material changes to how we treat our users’ Personal Information, we will notify all users for whom we have email addresses by email.  The date the privacy policy was last revised is at the top of this page. You are responsible for ensuring we have an up-to-date active and deliverable email address for you, and for periodically visiting our Website and this privacy policy to check for any changes.

 

Contact Information
 

To ask questions or comment about this privacy policy and our privacy practices, contact us at:

 

Phone: 800-615-0418

Website: www.ceresnano.com/contact-us

Email: info@ceresnano.com

Mail:
Ceres Nanosciences, Inc.

9460 Innovation Drive

Manassas, VA 20110

European Privacy Rights
 

Some of Ceres’s affiliates, subsidiaries, or distributors are located in the European Economic Area (“EEA”). Ceres may process personal data within the meaning of the General Data Protection Regulation (“GDPR”) in connection with this Platform or with these affiliates, subsidiaries, or distributors. Each of those entities is responsible for its own compliance with GDPR. To the extent that Ceres exports data from the EEA to the United States, it will do so pursuant to the Standard Contractual Clauses promulgated by the European Commission.

 

The lawful basis for which Ceres processes your information may vary depending on the context, but is normally one of the following:

  • Your consent (which may be withdrawn at any time).

  • Our performance of a contract to which you are a party.

  • Our compliance with a legal obligation.

  • Our legitimate interests in operating the Platform and our business, except where such interests are overridden by your interests, rights, or freedoms under applicable law.

 

If you are a resident within the EEA, you may have a right to complain to your supervisory authority with respect to Ceres’s processing of your personal data. Contact information for each supervisory authority is available from the European Commission here. Please note that this link is provided for your convenience only and may not be up to date.

 

California Privacy Rights
 

This Section applies solely to users of the Platform who reside in the State of California (“Californians”), and is adopted pursuant to the California Consumer Privacy Act (“CCPA”).

 

Information We Collect

 

The Platform may have collected but has not disclosed or sold the following categories of Personal Information, Device Information, and Other Information from its Californians, within the last twelve (12) months:

A. Identifiers.

B. Personal information categories listed in the California Customer Records statute

C. Protected classification characteristics under California or federal law.

D. Commercial information.

E. Internet or other similar network activity.

F. Professional or employment-related information.

 

Information we do not collect:

A. Biometric information.

B. Geolocation data.

C. Sensory data.

 

Californians’ Rights and Choices

 

You have the right to request that Ceres disclose certain information to you about our collection and use of your information over the past 12 months. Once we receive and confirm your verifiable request (see Exercising Californian Access, Data Portability, and Deletion Rights), we will disclose to you any of the following data that were designated in the verifiable request:

  • The categories of Personal Information we collected about you.

  • The categories of sources for the Personal Information we collected about you.

  • Our business or commercial purpose for collecting or selling any Personal Information.

  • The categories of third parties with whom we share Personal Information.

  • The specific pieces of Personal Information we collected about you.

  • If we sold or disclosed your Personal Information for a business purpose, two separate lists disclosing:

    • sales, identifying the Personal Information categories that each category of recipient purchased; and

    • disclosures for a business purpose, identifying the Personal Information categories that each category of recipient obtained.

 

Californians’ Deletion Request Rights

 

You have the right to request that Ceres delete any of your Personal Information that we collected from you and retained, subject to certain exceptions. Once we receive and confirm your verifiable request, we will delete (and direct our service providers to delete) your Personal Information from our records, unless an exception applies.

 

We may deny your deletion request if retaining the information is necessary for us or our service provider(s) to:

  • Complete the transaction for which we collected the Personal Information, provide a good or service that you requested, take actions reasonably anticipated within the context of our ongoing business relationship with you, or otherwise perform our contract with you.

  • Detect security incidents, protect against malicious, deceptive, fraudulent, or illegal activity, or prosecute those responsible for such activities.

  • Debug products to identify and repair errors that impair existing intended functionality.

  • Exercise free speech, ensure the right of another Californian to exercise their free speech rights, or exercise another right provided for by applicable law.

  • Comply with the California Electronic Communications Privacy Act (Cal. Penal Code § 1546 et. seq.).

  • Engage in public or peer-reviewed scientific, historical, or statistical research in the public interest that adheres to all other applicable ethics and privacy laws, when the information’s deletion may likely render impossible or seriously impair the research’s achievement, if you previously provided informed consent.

  • Enable solely internal uses that we reasonably believe would be aligned with your expectations based on your relationship with us.

  • Comply with a legal obligation.

  • Make other internal and lawful uses of that information that are compatible with the context in which you provided it.

 

Exercising Californian Access, Data Portability, and Deletion Rights

 

To exercise the Californian access, data portability, and deletion rights described above, please submit a verifiable request to us as described under Contact Information above. Only a Californian, or a person registered with the California Secretary of State that a Californian has authorized to act on his or her behalf, may make a verifiable request related to his or her Personal Information. Parents of Californians may also make a verifiable request on behalf of their minor Californian child.

 

You may only make a verifiable request for access or data portability twice within a 12-month period. The verifiable request must:

  • Provide sufficient information that allows us to reasonably verify you are the person about whom we collected Personal Information or an authorized representative.

  • Describe your request with sufficient detail that allows us to properly understand, evaluate, and respond to it.

 

We cannot respond to your request or provide you with Personal Information if we cannot verify your identity or authority to make the request and confirm the Personal Information relates to you. Making a verifiable request does not require you to create an account with us. We will only use Personal Information provided in a verifiable request to verify the requestor’s identity or authority to make the request.

 

Verifiable Request Response Timing and Format

We endeavor to respond to a verifiable request within 45 days of its receipt. If we require more time (up to either 45 or 90 days, depending on complexity), we will inform you of the reason and extension period in writing. If you have an account with us, we will deliver our written response to that account. If you do not have an account with us, we will deliver our written response by mail or electronically, at your option. Any disclosures we provide will only cover the 12-month period preceding the verifiable request’s receipt. The response we provide will also explain the reasons we cannot comply with a request, if applicable. For data portability requests, we will select a format to provide your Personal Information that is readily useable and should allow you to transmit the information from one entity to another entity without hindrance. We do not charge a fee to process or respond to your verifiable request unless it is excessive, repetitive, or manifestly unfounded. If we determine that the request warrants a fee, we will tell you why we made that decision and provide you with a cost estimate before completing your request.

 

Californian Personal Information Sales Opt-Out and Opt-In Rights

 

If you are 16 years of age or older, you have the right to direct us to not sell your Personal Information at any time. We do not sell the Personal Information of Californians we actually know are less than 16 years of age, unless we receive affirmative authorization from either the Californian who is between 13 and 16 years of age, or the parent or guardian of a Californian less than 13 years of age. Californians who are opted into Personal Information sales may opt-out of future sales at any time. To exercise the right to opt-out, you (or your authorized representative) may submit a request to us by visiting the following Internet Web page link:

 

If you make an opt-out request, we will wait at least twelve (12) months before asking you to reauthorize Personal Information sales. You may opt back in to Personal Information sales at any time. You do not need to create an account with us to exercise your opt-out rights. We will only use Personal Information provided in an opt-out request to review and comply with the request.

 

Non-Discrimination

 

We will not discriminate against you for exercising any of your CCPA rights. Unless permitted by the CCPA, we will not:

  • Deny you goods or services.

  • Charge you different prices or rates for goods or services, including through granting discounts or other benefits, or imposing penalties.

  • Provide you a different level or quality of goods or services.

  • Suggest that you may receive a different price or rate for goods or services or a different level or quality of goods or services.

 

Other California Privacy Rights

 

California’s “Shine the Light” law (Civil Code Section § 1798.83) permits users of our Platform that are California residents to request certain information regarding our disclosure of Personal Information to third parties for their direct marketing purposes. To make such a request, please contact us as provided under Contact Information above.

last update 9/6/2022