Welcome to our website maintained by Intecells, Inc. on behalf of itself and its affiliates.  The terms “Intecells,” “Company”, “we”, “us” or “our” refers to Intecells, Inc. and its affiliates.  Intecells has created this website to provide access to information about our Company and our services (the “Site”).  These terms, conditions, and notices (“Terms”) govern your access to, and use of, the Site and the content that is provided to you.  

PLEASE READ THESE TERMS CAREFULLY.  By accessing or using this Site in any manner, you agree to be bound by these Terms for your access to and use of the Site. This is a legally binding agreement.  Each time you use the Site, you are deemed to agree to these Terms.   If you do not agree to these Terms, you should not use this Site.  This Agreement may be modified at any time by Intecells upon posting of the modified Terms which will take effect immediately. You can view the most recent version of these Terms at any time at www.intecells.com/Terms-of-Use/ 

Use of the Site and Site Ownership

This Site is protected by copyright and other intellectual property laws.  As between you and the Company, all rights in the Site and the content on the Site are the exclusive property of Intecells.  As a condition of your use of this Site, you warrant that you are 18 years of age or older.  You agree to comply with all applicable laws regarding your use of the Site. This Site is not intended for children or any person under the age of 18.  We do not knowingly collect the information of anyone under the age of 18. 

Subject to these Terms, we grant you a non-transferable, non-exclusive, revocable, limited license to access the Site solely for obtaining information about our services, access to the Site by our dealers, employees and independent contractors, and information about employment opportunities.

We retain the right to deny access to anyone to this Site and the content we offer at any time and for any reason. Certain features of the Site may be subject to additional guidelines, terms, or rules, which will be posted on the Site in connection with such features.  You understand and agree that we have no obligation to provide you with any support in connection with the Site.

If you request access to any portal that we may provide, you agree that access to the portal will be at the discretion of Intecells.  Access may be restricted or revoked at any time and may be subject to a separate registration agreement, which will control in the event of any conflict in terms.  By accessing the portal, you are agreeing to these Terms and our Privacy Policy.

The rights granted to you in these Terms are subject to the following restrictions: (a) you shall not sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Site; (b) you shall not change, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Site; (c) you shall not access the Site in order to build a similar or competitive website; and (d) except as expressly stated herein, no part of the Site may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means unless otherwise indicated.  In addition, you agree that you will not post, upload, publish, submit or transmit any material that: (a) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (b) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; interfere with or damage the Site or the services we provide, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology; “scrape,” “crawl” or “spider” any web pages or other services related to the services we provide; display, mirror or frame the Site or any individual element within the Site, Intecells’ name, any Intecells trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Intecells’s express written consent. Any future release, update, or other addition to functionality of the Site shall be subject to these Terms.  All copyright and other proprietary notices on the Site must be retained on all copies that are made by you.

Privacy Policy

Your use of the Site is subject to our Privacy Policy which can be found at https://www.intecells.com/privacy-policy/ which is incorporated into these Terms by reference. By using the Site, you are agreeing to the terms of our Privacy Policy and the use of information we collect.  

Compliance with Regulatory and Other Requirements

The Site and our products may be subject to U.S. export control laws and may be subject to export or import regulations in other countries. You agree not to export, re-export, or transfer, directly or indirectly, any U.S. technical data acquired from Company or any products in violation of the United States export laws or regulations.

Term and Termination. 

Your right to access the Site will continue unless we terminate your access, suspend, or cease to provide access to the Site or for any other reason.  We may suspend or terminate your rights to use the Site at any time for any reason at our sole discretion, including for any use of the Site in violation of these Terms. Upon termination of your rights under these Terms, your account and right to access and use the Site will terminate immediately.  You understand that any termination of your account may involve deletion of your user content associated with your account from our databases. We will not have any liability whatsoever to you for any termination of your access to the Site.  Even after your rights under these Terms are terminated, the provisions of these Terms related to the limitations of liability and damages, indemnification, our rights in the Site and other provisions which by their nature are meant to survive termination shall survive. 

Copyright Policy

Company respects the intellectual property of others and asks that users of our Site do the same. In connection with our Site, we have adopted and implemented a policy respecting copyright law that provides for the removal of any infringing materials and for the termination of users of our online Site who are repeated infringers of intellectual property rights, including copyrights.  If you believe that information on our Site unlawfully infringing the copyright(s) in a work, and wish to have the allegedly infringing material removed, the following information in the form of a written notification (pursuant to 17 U.S.C. § 512(c)) must be provided to Intecells:

• your physical or electronic signature;
• identification of the copyrighted work(s) that you claim to have been infringed;
• identification of the material on our services that you claim is infringing and that you request us to remove;
• sufficient information to permit us to locate such material;
• your address, telephone number, and e-mail address;
• a statement that you have a good faith belief that use of the objectionable material is not authorized by the copyright owner, its agent, or under the law; and 
• a statement that the information in the notification is accurate, and under penalty of perjury, that you are either the owner of the copyright that has allegedly been infringed or that you are authorized to act on behalf of the copyright owner.

Please note that, pursuant to 17 U.S.C. § 512(f), any misrepresentation of material fact in a written notification automatically subjects the complaining party to liability for any damages, costs and attorney’s fees incurred by us in connection with the written notification and allegation of copyright infringement.

To contact us about this issue, please send an email to general@intecells.com.

Third-Party Links & Ads; User Content and Other Users

The Site may contain links to third-party websites and services, and/or display advertisements for third parties. Such Third-Party Links & Ads are not under our control, and we are not responsible for any Third-Party Links & Ads.  We provide access to these Third-Party Links & Ads only as a convenience to you, and do not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Links & Ads. You use all Third-Party Links & Ads at your own risk and should apply a suitable level of caution and discretion in doing so. When you click on any of the Third-Party Links & Ads, the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices.

Each Site user is solely responsible for any and all of its own user content. Because we do not control user content, you acknowledge and agree that we are not responsible for any user content, whether provided by you or by others.  You agree that Company will not be responsible for any loss or damage incurred as the result of any such interactions. If there is a dispute between you and any Site user, we are under no obligation to become involved.

You acknowledge and agree that any submission, feedback, comments or suggestions you may provide regarding the Services either directly or indirectly (for example, through the use on a third-party social media site of a company-designated hashtag) (collectively, “Submissions”) is non-confidential and non-proprietary, shall be treated as public information, may be shared with others on other sites and platforms and is submitted by you in compliance with these Terms of Use.  Submissions that constitute feedback, comments or suggestions will be the sole and exclusive property of Intecells and you hereby irrevocably assign to us all of your right, title and interest in and to all such Submissions, and Intecells shall have an unrestricted, irrevocable, world-wide, royalty-free right to use, communicate, reproduce, publish, display, distribute and exploit such Submissions in any manner it chooses.   With respect to all other Submissions, you hereby grant Intecells an irrevocable, worldwide, and perpetual license to use such Submissions as contemplated in these Terms of Use.  

Your provision of a Submission constitutes a warranty and indemnity that you have sufficient license and/or other rights in the content to allow all desired use by Intecells. You consent, for yourself and on behalf of any other person or child whose information or likeness you submit to Intecells, to the use by Intecells of the information and that it is submitted in compliance with all applicable laws. You are responsible for any Submission you provide and for any consequences arising therefrom.  

Warranty and Liability Disclaimer

WE DO NOT WARRANT THE ACCURACY OF ANY INFORMATION THAT IS ON OUR SITE. YOU MAY OBTAIN INFORMATION ABOUT INTECELLS INC. BY CONTACTING US.  

THIS SITE AND THE INFORMATION ON THIS SITE IS PROVIDED WITHOUT ANY WARRANTY OF ANY KIND. INTECELLS MAKES NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION, CONTENT AND/OR SERVICES CONTAINED OR DESCRIBED ON THIS SITE FOR ANY PURPOSE.  ALL SUCH INFORMATION AND CONTENT IS PROVIDED “AS IS,” “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND BY INTECELLS.  INTECELLS DISCLAIMS ALL WARRANTIES OF ANY KIND, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT, OR THAT THIS SITE, ITS SERVERS, OR ANY EMAIL SENT FROM INTECELLS, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.  

We make no guarantee that the Site or our services will meet your requirements, will be available on an uninterrupted, timely, secure, or error-free basis, or will be accurate, reliable, free of viruses or other harmful code, complete, legal, or safe.  

Limitation on Damages

IN NO EVENT SHALL INTECELLS (NOR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES) BE LIABLE TO ANY PARTY FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF, OR IN ANY WAY CONNECTED WITH, YOUR ACCESS TO OR USE OF THIS SITE (INCLUDING, BUT NOT LIMITED TO, YOUR RELIANCE UPON OPINIONS APPEARING ON THIS SITE; ANY COMPUTER VIRUSES, INFORMATION, CONTENT AND/OR SERVICES) WHETHER BASED ON A THEORY OF NEGLIGENCE, CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, AND EVEN IF INTECELLS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Limitation on Liability

IN NO EVENT SHALL INTECELLS (NOR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES) BE LIABLE TO ANY PARTY IN EXCESS OF THE AMOUNT PAID FOR ACCESS TO THIS SITE DURING THE THREE-MONTH PERIOD PRIOR TO THE ACCRUAL OF THE CLAIM OR $100, WHICHEVER IS GREATER.

Agreed Allocation of Risk

The limitations on warranty, damages, and liability reflect the allocation of risk between the parties.  The limitations specified in these Terms will survive and apply even if any limited remedy specified in these Terms is found to have failed of its essential purpose.  

Indemnification

You agree to defend and indemnify Intecells and its affiliates and licensors and business partners and any of their officers, directors, employees, and agents from and against any claims, causes of action, demands, recoveries, losses, damages, fines, penalties, liabilities, or other costs or expenses of any kind or nature including, but not limited to, reasonable legal and accounting fees brought as a result of:

• your breach of these Terms;
• your violation of any law or the rights of a third-party; or
• your use of this Site.

You hereby release and forever discharge Intecells and our officers, employees, agents, successors, and assigns from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature, that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to, the Site. If you are a California resident, you hereby waive California civil code section 1542 in connection with the foregoing, which states: “a general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.”

General

These Terms are subject to occasional revision, and if we make any substantial changes, we may notify you by sending you an e-mail to the last e-mail address you provided to us and/or by prominently posting notice of the changes on our Site.  Any changes to these Terms will be effective thirty (30) calendar days following our posting of notice of the changes on our Site.  These changes will be effective immediately for new users of our Site.  Continued use of our Site following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.

Copyright/Trademark Information. 

Copyright 2021. All rights reserved.  All trademarks, logos and service marks displayed on the Site are our property or the property of other third-parties. You are not permitted to use these marks without our prior written consent or the consent of such third party which may own the marks.

Electronic Communications. 

You may preserve these Terms in written form by printing it for your records, and you waive any other requirement that these Terms be evidenced by a written document.  You agree that communications between you and Company will be through electronic means, whether you use the Site or send us emails, or whether Company posts notices on the Site or communicates with you via email. For contractual purposes, you (a) consent to receive communications from Company in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Company provides to you electronically satisfy any legal obligation that such communications would satisfy if it were be in a hard copy writing.

Entire Terms. 

These Terms are governed by the laws of the State of Michigan, exclusive of any conflicts of laws principles.  You agree that any dispute between you and us will be resolved in state or federal courts with jurisdiction over Oakland County, Michigan, which you agree will have exclusive jurisdiction to resolve disputes.  The United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.  These Terms constitute the entire agreement between you and us regarding the use of the Site. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. 

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YOU AGREE THAT NO CLASS ACTION/ARBITRATION MAY BE PURSUED OR MAINTAINED WITH RESPECT TO ANY DISPUTE REGARDING THESE TERMS AND THAT YOU WAIVE ANY RIGHT TO A TRIAL BY JURY.

Canada

The parties declare that they have required that these Terms of Use and all documents related hereto, either present or future, be drawn up in the English language only.  Les parties déclarent par les présentes qu’elles exigent que cette entente et tous les documents y afferents, soit pour le present ou le future, soient rédigés en langue anglaise seulement.

Contact Information

Our contact information is below:

Intecells, Inc.
444 W. Maple Road, Suite F
Troy, Michigan 48084
Attn: Xiaohong Gayden

+1 (248) 817 5911
Email: general@intecells.com