Allergy Standards Ltd. (registered number 329328) whose registered office is at The Tower, Trinity Enterprise Campus, Grand Canal Quay, Dublin 2, Ireland (“ASL) provides access to a web-based knowledge management and relationship management portal (“the ASL Portal”) which includes scientific, licensing, and marketing content. By (1) clicking on the ‘accept’ button; or (2) accessing any data on the ASL Portal, you (“the User”) agree to the terms and conditions (“the Terms”) as outlined below. For the purposes of these Terms, each of ASL and the User is a Party, and together referred as the Parties.

User access
In order to access the ASL Portal you will need to use your email address and will be given other login information such as a password (“Login Information”). You must not disclose your Login Information to any person or otherwise any person to access the ASL Portal using your Login Information.

You must not access the ASL Portal or use the ASL Portal for any purpose that is unlawful or prohibited by these Terms of Use.

You must take your own precautions to ensure that the process which you employ for accessing the ASL Portal does not expose you to the risk of viruses or other forms of interference which may damage your computer system. For the removal of doubt, we do not accept responsibility for any interference or damage to your own computer system which arises in connection with your use of the ASL Portal or any linked site.

We reserve the right to terminate your ability to access the ASL Portal if you breach these Terms of Use.

You shall not access, store, distribute or transmit any viruses or any material when using the ASL Portal that is considered illegal or harmful or that facilitates illegal activity.

You may do any of the following within your business:
i.          view, search, copy and print out content from the ASL Portal;
ii.         revise and customise content from the ASL Portal; and
iii.        make available to customers, suppliers and partners copies of the content from the ASL Portal provided this is done on a reasonable, non-systematic basis that is not commercially prejudicial to ASL.

You shall not except to the extent expressly permitted under these terms:
i.          attempt to modify, duplicate, create derivative works from, or distribute all or any portion of the ASL Portal;
ii.         attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the software;
iii.        access all or any part of the ASL Portal in order to build a product or service which competes with ASL;
iv.        use the ASL Portal to provide services to third parties;
v.         license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the ASL Portal available to any third party except users authorised by ASL.

ASL Management of the Portal
ASL undertakes to provide services via the Portal with reasonable skill and care.

However, ASL does not warrant that the User’s use of the ASL Portal will be uninterrupted or error-free. ASL reserves the right to modify the ASL Portal at any time. ASL will make available to the User all improvements from time to time made available by it to other customers.

With the exception of the areas of the ASL Portal that relate directly to licensing and testing for the asthma & allergy friendly® Certification Program, the ASL Portal content is general and educational in nature and is not intended to constituent a definitive or complete statement of the law on any subject.

Disclaimer
This disclaimer set out in these Terms of Use does not attempt or purport to exclude liability arising under statute if, and to the extent, such liability cannot be lawfully excluded. In particular, nothing in these Terms of Use purports to limit or exclude any liability for fraud or fraudulent misrepresentation or exclude or limit liability for death or personal injury caused by a person's negligence.

Neither we nor any of our affiliates accept responsibility for any loss or damage, however caused (including through negligence), which any person may directly or indirectly suffer in connection with or arising from your use of this Portal or any Linked Site or your use of or reliance on information contained on or accessed through this Portal. To the extent permitted by law, any condition or warranty which would otherwise be implied into these Terms of Use is hereby excluded. You acknowledge that the Portal is hosted by a third party and, without limiting the terms of this disclaimer, that neither we nor our affiliates are responsible for the act or omission of any third party.

You agree that the limitations and exclusions set out in these Terms of Use are reasonable having regard to the relevant circumstances and the use you are permitted to make of the Portal.

Indemnity
You indemnify us and our affiliates, partners, employees and agents against all actions, claims and demands (including the cost of defending or settling any action, claim or demand) which may be instituted against us arising out of a failure by you or by any person using your Login Information (whether or not you have authorised that person to use your Login Information) to comply with these Terms of Use.

Copyright
Copyright in this Portal (including text, graphics, logos, icons, sound recordings and software) may be owned or licensed by us. Information procured from a third party may be the subject of copyright owned by that third party.

Proprietary Rights and Confidentiality
The User acknowledges and agrees that ASL owns all intellectual property rights in the ASL Portal. Except as expressly stated herein or as agreed elsewhere in writing, these Terms do not grant the User any rights to, or in, patents, copyrights, database rights, trade secrets, trade names, trademarks (whether registered or unregistered), or any other rights or Licenses in respect of ASL intellectual property. Unless we agree otherwise in writing, you are provided with access to this Portal for your use only. Without limiting the foregoing, you may not sell information obtained from this Portal to any third party.

This Portal includes trade marks owned by ASL including, but not limited to the asthma & allergy friendly® Certification mark. You must not use any of ASL’s trade marks in the absence of a written agreement which authorises the use. You must not represent your interaction with ASL or the ASL Portal:

• in a manner which may be confusing, misleading or deceptive;
• in a manner that disparages us or our information or services (including this Portal).

You must not authorise or assist any person to do any of the acts specified above.

All rights, title and interest in the testing protocols, standards, asthma & allergy friendly®  Certification Mark and asthma & allergy friendly® Certification Program shall at all times rest with ASL.  Any and all information pertaining to the asthma & allergy friendly® Certification Program, the rules and regulations of the certification trade mark, testing standards and/or protocols and the terms and conditions of any resulting Certification Mark User Agreement are and shall be confidential and proprietary to ASL and shall neither be disclosed nor used by you except as may be specifically set forth in such Certification Mark User Agreement.  

You agree that any commercially sensitive information that is provided to you through the ASL Portal will be considered as confidential. For the avoidance of doubt, information on testing costs, licensing costs, contractual arrangements and contract drafts each constitute commercially sensitive information.

Each party may be given access to the Confidential Information of the other party in order to perform its obligations under this Agreement. A party's Confidential Information shall not be deemed to include information that:

• is or becomes publicly known other than through any act or omission of the receiving party;
• was in the other party's lawful possession before the disclosure;
• is lawfully disclosed to the receiving party by a third party without restriction on disclosure; or
• is independently developed by the receiving party, which independent development can be shown by written evidence.

Each party shall hold the other's Confidential Information in confidence and, unless required by law, shall not make the other's Confidential Information available to any third party, or use the other's Confidential Information for any purpose other than as outlined in the ASL Portal.

Each party shall take all reasonable steps to ensure that the other's Confidential Information to which it has access is not disclosed or distributed by its employees or agents in violation of these Terms.

ASL acknowledges that the User content is the Confidential Information of the User.

The User acknowledges that ASL Intellectual Property is the Confidential Information of ASL.

Data Protection
The User agrees that by submitting any individual's personal information to ASL, the User agrees and confirms its authority for ASL’s collection, use and disclosure of such personal information in order to provide the services in the ASL Portal.

Any personal data submitted by the User to the Portal (“User Personal Data”) will be processed by ASL in accordance with applicable data protection law, including the General Data Protection Regulation.

If ASL processes any personal data on the User’s behalf when operating the ASL Portal, the parties record their intention that the User shall be the data controller and ASL shall be a data processor and in any such case:

• the User acknowledges and agrees that the personal data may be transferred or stored outside the European Economic Area or the country where the User and the User’s colleagues as relevant are located in order for ASL to operate the ASL Portal;
• the User shall ensure that the User is entitled to transfer the relevant personal data to ASL so that the ASL may lawfully use, process and transfer the personal data in accordance with these Terms on the User’s behalf; and
• ASL shall process the personal data only in accordance with these Terms and any lawful instructions reasonably given by the User from time to time.

Security of Information
Unfortunately, no data transmission over the Internet can be guaranteed as totally secure. Whilst we strive to protect such information, we do not warrant and cannot ensure the security of any information which you transmit to us. Accordingly, any information which you transmit to us is transmitted at your own risk.

Termination of Access
Access to this Portal may be terminated at any time by us without notice. These Terms of Use will nevertheless survive any such termination.

Governing Law
These Terms of Use are governed by the laws in force in Ireland. You agree to submit to the exclusive jurisdiction of the courts of that jurisdiction.

Cookies
We may collect general information such as the pages and documents you access, the date and time of your visit, IP address, and the domain name and country from which you access this Portal. This includes the use of "cookies". Most browsers can be configured so as not to accept cookies, however this may affect the functionality of the Portal. Please refer to our Cookie Statement for more information.

General
We accept no liability for any failure to comply with these Terms of Use where such failure is due to circumstance beyond our reasonable control. If we waive any rights available to us under these Terms of Use on one occasion, this does not means that those rights will automatically be waived on any other occasion. If any of these Terms of Use are held to be invalid, unenforceable or illegal for any reason, the remaining Terms of Use shall nevertheless continue in full force.