Syngenta
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  User Agreement


  • About this Web Site

    This Web site (this "Site") is owned and operated by Syngenta Seeds, Inc. It is password protected and may be accessed only by select customers who have agreed to be bound by this User Agreement.

    You may access this Site through the "Availability and Orders" link on the Syngenta Horticultural Services Web Site, which is currently located at URL: http://www.GreenDemon.net, or directly at URL: http://orders.sg-flowers-us.com.

  • Definitions

    The term "Company" means Syngenta Seeds, Inc. The term "Purchaser" refers to you, individually, if you operate your business as a sole proprietorship, or to your company, if your business is a corporation, a partnership or some other legal entity. When a Purchaser submits an order through this Site, the Purchaser will be identified as the "sold to" on the order.

    The term "Merchandise" means all goods sold pursuant to, as a result of, or in connection with an order placed through this Site.

    The terms "you" and "your" refer to you, individually. If the Purchaser is a sole proprietorship, you and the Purchaser are one and the same. If the Purchaser is a corporation, a partnership or some other legal entity, you may use this Site only if you are an authorized agent of the Purchaser.

  • Who is Bound by This User Agreement

    This User Agreement constitutes a legal binding agreement between the Company and the Purchaser.

    When you use this Site on behalf of the Purchaser, you also must comply with all of these terms and conditions and, as the Purchaser or an agent of the Purchaser, your actions on this Site will bind the Purchaser.

  • This User Agreement May Change

    The Company is continually improving and adding new functionality and features to this Site and improving and adding to its existing services and programs. Because these ongoing improvements, changes in the law, and changes in technology may require changes to this User Agreement, the Company reserves the right to update or modify this User Agreement at any time without prior notice. The Company will do so by posting an updated or modified version of this User Agreement on this Site. The Purchaser's use of this Site following any such change constitutes the Purchaser's agreement to follow and be bound by the terms and conditions of the revised User Agreement. For this reason, we encourage Purchasers to review this User Agreement regularly. You may review this User Agreement at any time by clicking on the button marked Legal Notices at the bottom of each page of this Site.

    Whenever this User Agreement is changed, the Company will alert Purchasers by posting a notice on the log on page for thirty days.

    This User Agreement was last revised on July 18, 2001.

  • Usernames, Passwords and Security

    Your username and password are issued to you personally, and may not be used by anyone else (including other employees or agents of the Purchaser). You and the Purchaser are entirely responsible for maintaining the confidentiality of your username and password. Furthermore, the Purchaser is entirely responsible for all activities that occur on this Site using your username and password, whether or not the activities or the use of your password were authorized by the Purchaser. The Purchaser must notify the Company immediately of any known or suspected unauthorized use of your username and password or any other breach of security (contact the Company by phone: (800) 323-7253, fax: (630) 969-9456, or e-mail: webmaster.usdg@syngenta.com).

  • Updating User Information

    The Purchaser must notify the Company promptly if any of the information that the Purchaser provided when the Purchaser applied for a username and password (the "User Information") changes, or if the Purchaser becomes aware that any of the User Information is inaccurate or incomplete. To notify the Company of changes to or mistakes in the User Information, send an e-mail to password.usdg@syngenta.com.

    Notwithstanding the Purchaser's obligation to provide the Company with updated User Information, the Company has the right to rely on the User Information the Purchaser previously provided until such time as the Purchaser has provided the Company with updated User Information. The Purchaser further agrees that the Company may provide notices related to this User Agreement or to this Site by e-mail, using the latest e-mail address the Purchaser has supplied to the Company.

    If you cease to be an employee or authorized agent of Purchaser, or cease to be authorized by Purchaser to use this Site, then Purchaser must promptly notify the Company, and you are no longer authorized to use this Site.

  • Product Orders

    This Site permits Purchasers to place orders with the Company for seed and other horticultural products and services. These orders do not create a contract between the Purchaser and the Company, unless and until they are accepted by the Company. As a courtesy, the Company may send the Purchaser an e-mail acknowledging or confirming an order. Neither an order acknowledgement nor an order confirmation constitute an acceptance of an order or a confirmation of an offer to sell. Acceptance will be communicated by shipment of the Merchandise. The Company reserves the right, without prior notification, to limit the order quantity on any item and/or to refuse service to any Purchaser. Verification of information may be required prior to the acceptance of any order.

  • Terms of Sale

    The purchase and sale of any and all Merchandise sold pursuant to, as a result of, or in connection with an order placed through this Site are subject to the Company's standard Terms of Sale in effect at the time the order is placed. Please take a moment to review the Company's standard Terms of Sale. By placing an order through this Site, the Purchaser is acknowledging and agreeing to be bound by the Terms of Sale in effect at the time the Purchaser places the order. No additional or conflicting terms or modifications will be accepted.

  • Terms of Sale May Change

    The Company reserves the right to update or modify the Terms of Sale at any time without prior notice. The Company will do so by posting an updated or modified version of the Terms of Sale on this Site. By placing an order through this Site after the Terms of Sale have been changed, the Purchaser is agreeing to the change and agreeing to be bound by the Terms of Sale in effect as of the date the order is submitted.

    Each order is a separate sale; each sale is governed by the Terms of Sale in effect as of the date the order is submitted. For this reason, Purchasers are encouraged to review the Terms of Sale each time they place an order through this Site.

    Whenever the Terms of Sale are changed, the Company will alert Purchasers by posting a notice on the log on page for thirty days.

    The Terms of Sale were last revised on February 23, 2001.

  • Product Information

    Persons intending to use a seed product or any other horticultural product must read and follow the label accompanying that product and comply with all applicable laws and regulations relating to the use of that product.

  • Ownership of this Site

    As between you and the Purchaser and the Company, the Company shall have sole and exclusive ownership of all right, title, and interest in and to this Site, including, without limitation, the design, features, functionality, navigation, content, and "look and feel" of this Site, and all data collected through this Site, including, without limitation, all intellectual property rights associated therewith, such as all copyrights, patent rights, trademarks and trade secrets.

  • Right to Change Site

    THE COMPANY RESERVES THE RIGHT TO ALTER THE CONTENT AND FUNCTIONALITY OF THIS SITE IN ANY WAY, OR TO LIMIT ACCESS TO THIS SITE, OR TO SHUT DOWN THIS SITE, AT ANY TIME, FOR ANY REASON, WITHOUT PRIOR NOTIFICATION, AND WILL NOT BE LIABLE IN ANY WAY TO YOU OR THE PURCHASER FOR POSSIBLE CONSEQUENCES OF SUCH CHANGES.

  • Copyright Notice and Limited License

    Everything you see or hear on this Site ("the Content"), including, for example, all of the text, photographs, illustrations, graphics, audio clips, video clips, and audio-video clips, is copyrighted under United States law and applicable international copyright laws and treaty provisions. The copyrights in the Content are owned by the Company or by one of its affiliates, or by third parties who have licensed their materials to the Company. The entire Content of this Site is copyrighted as a collective work under United States law and applicable international copyright laws and treaties, and the Company owns the copyright in the selection, coordination, arrangement and enhancement of the Content.

    The Purchaser may download, store, print, and copy selected portions of the Content of this Site, provided the Purchaser

    (1) only uses the Content to further the Purchaser's business dealings with the Company and the Company's authorized dealers;

    (2) does not post any part of the Content on any other Internet site;

    (3) does not publish or broadcast any part of the Content in or on any other media;

    (4) does not modify or alter the Content in any way or delete or modify any copyright or trademark notices or notices of confidentiality.

    Except as expressly stated above, the Purchaser may not copy, download, print, publish, display, perform, distribute, transmit, transfer, translate, modify, add to, update, compile, abridge or in any other way transform or adapt all or any part of the Content of this Site without first obtaining written permission from the Company.

    Except as expressly stated above, no right, title or interest in the downloaded Content is transferred to the Purchaser when the Purchaser downloads Content from this Site. Except for the limited, non-exclusive license expressly granted above, nothing contained in this User Agreement or on this Site shall be construed as conferring a license, be it by implication, estoppel or otherwise, or any other right under any copyright, trademark, patent, or other intellectual property right of the Company or any third party.

    Trademark Notice All of the trademarks, service marks and logos displayed on this Site (the "Trademarks") are registered and unregistered trademarks of the Company, one of its affiliates, or third parties who have licensed their trademarks to the Company or one of its affiliates.

    Except as expressly stated in these terms of use, the Purchaser may not reproduce, display or otherwise use any trademark without first obtaining the Company's written permission.

  • Submissions

    The Company welcomes comments and feedback regarding this Site. All information and materials submitted to the Company through this Site, such as any comments, feedback, questions, suggestions, ideas, or data, will be considered NON-CONFIDENTIAL and NON-PROPRIETARY. For this reason, we ask that Purchasers not send us any information or materials that they do not wish to assign to us, including, without limitation, any confidential information or any original creative materials such as product ideas, computer code, or original artwork.

    By submitting information and/or materials to the Company through this Site, you, individually, and the Purchaser assign to the Company, free of charge, all worldwide rights, title and interest in all copyrights, patents and other intellectual property rights in the information and/or materials. The Company will be entitled to use, reproduce, disclose, distribute, perform, display, create derivative works of and reduce to practice any information or materials submitted through this Site, and any ideas, concepts, know-how or techniques contained in any such information or materials, for any purpose whatsoever, including but not limited to, developing, manufacturing and marketing products using such information or materials, without restriction and without compensating you or the Purchaser in any way. However, the Company will not use any information or materials submitted through this Site in a way that violates applicable privacy laws.

    The Purchaser is responsible for the information and other content contained in any information or materials the Purchaser submits through this Site, including, without limitation, their truthfulness and accuracy.

  • Disclaimer Of Warranties

    THIS SITE IS PROVIDED ON AN "AS IS," "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT POSSIBLE PURSUANT TO APPLICABLE LAW, THE COMPANY AND ITS AFFILIATES DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, THE COMPANY DOES NOT REPRESENT OR WARRANT THAT THIS SITE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION OR THAT ITS OPERATION WILL BE UNINTERRUPTED OR ERROR FREE. THE COMPANY DOES NOT REPRESENT OR WARRANT THAT THE CONTENT OF THIS SITE IS FREE OF VIRUSES, WORMS OR OTHER CODE THAT MAY MANIFEST CONTAMINATING OR DESTRUCTIVE PROPERTIES. AVAILABILITY, PRICE, PRODUCT AND OTHER INFORMATION PUBLISHED ON THIS SITE MAY BE INCOMPLETE OR OUTDATED AND MAY CONTAIN INACCURACIES OR TYPOGRAPHICAL ERRORS. THE COMPANY DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE, VALIDITY, ACCURACY, CURRENCY OR RELIABILITY OF, OR THE RESULTS OF THE USE OF, OR OTHERWISE RESPECTING THIS SITE OR ANY INFORMATION PUBLISHED ON THIS SITE.

    CERTAIN JURISDICTIONS DO NOT ALLOW DISCLAIMERS OF CERTAIN WARRANTIES OR LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO ONE OR ALL OF THE FOREGOING LIMITATIONS MAY NOT APPLY.

  • Limitation Of Liability

    YOUR AND THE PURCHASER'S USE OF THIS SITE IS AT YOUR AND THE PURCHASER'S SOLE RISK. UNDER NO CIRCUMSTANCES, SHALL THE COMPANY, ITS AFFILIATES OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS, BE LIABLE FOR ANY DIRECT OR INDIRECT LOSSES OR DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR OR THE PURCHASER'S ACCESS OF OR USE OF OR INABILITY TO USE THIS SITE OR YOUR OR THE PURCHASER'S RELIANCE ON ANY INFORMATION PROVIDED ON THIS SITE. THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL LOSSES AND DAMAGES OF ANY KIND WHATSOEVER, WHETHER DIRECT OR INDIRECT, GENERAL, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR OTHERWISE, INCLUDING WITHOUT LIMITATION, LOSS OF DATA, REVENUE OR PROFITS. THIS LIMITATION OF LIABILITY APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR ANY OTHER BASIS AND EVEN IF AN AUTHORIZED REPRESENTATIVE OF THE COMPANY OR ITS AFFILIATES HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES.

    WITHOUT LIMITING THE FOREGOING, THE PURCHASER SHALL NOT BE LIABLE IN ANY WAY FOR POSSIBLE ERRORS OR OMISSIONS IN THE CONTENT OF THIS SITE; THIS APPLIES IN PARTICULAR TO ANY REFERENCES TO PRODUCTS AND SERVICES SUPPLIED BY THE COMPANY.

    WITHOUT LIMITING THE FOREGOING, YOU AND THE PURCHASER ACKNOWLEDGE THAT IN CONNECTION WITH YOUR USE OF THIS SITE, INFORMATION WILL BE TRANSMITTED OVER LOCAL EXCHANGE, INTERCHANGE AND INTERNET BACKBONE CARRIER LINES AND THROUGH ROUTERS, SWITCHES AND OTHER DEVICES OWNED, MAINTAINED AND SERVICED BY THIRD-PARTY LOCAL EXCHANGE AND LONG DISTANCE CARRIERS, UTILITIES, INTERNET SERVICE PROVIDERS AND OTHERS, ALL OF WHICH ARE BEYOND THE CONTROL OF THE COMPANY. ACCORDINGLY, THE COMPANY ASSUMES NO LIABILITY FOR OR RELATING TO THE DELAY, FAILURE, INTERRUPTION, INTERCEPTION OR CORRUPTION OF ANY DATA OR OTHER INFORMATION TRANSMITTED IN CONNECTION WITH THE USE OF THIS SITE. IF YOUR USE OF THIS SITE OR ITS CONTENTS RESULTS IN THE NEED FOR SERVICING OR REPLACING DATA OR EQUIPMENT, THE COMPANY IS NOT RESPONSIBLE FOR THOSE COSTS.

    CERTAIN JURISDICTIONS DO NOT ALLOW THE LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THIS LIMITATION OF LIABILITY MAY NOT APPLY.

  • Site Not Intended for Use Outside United States and Canada

    The Purchaser acknowledges that this Site is operated by the Company from its offices within the United States for use in and viewing from the United States and Canada. The Purchaser acknowledges and agrees that the Company makes no representation that the Site is appropriate for use in or viewing from other locations. The Purchaser accesses this Site from other locations at the Purchaser's own risk.

  • Governing Law and Jurisdiction

    This User Agreement shall be governed by, subject to, and construed in accordance with the laws of the State of Illinois without regard to conflict of law principles. Any action relating to this User Agreement shall only be brought in a court of competent jurisdiction in the State of Illinois, and the Purchaser consents to the jurisdiction, venue and convenience of such courts.

  • No Waiver

    The forbearance or failure of the Company to enforce any of the terms and conditions of this User Agreement, or to exercise any right accruing from the default of the Purchaser, shall not affect or impair the Company's rights should the default continue; nor shall the forbearance or failure be deemed a waiver of the Company's rights in case of any subsequent default of the Purchaser.

  • Severability

    Every section, term and provision of this User Agreement is severable from the others. If any provision of this User Agreement is deemed unenforceable, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.

  • Entire User Agreement.

    This User Agreement constitutes the entire agreement between the Purchaser and the Company with respect to the Purchaser's access to and/or use of this Site.

  • Consent to Use of English Language

    The parties hereto have requested that this User Agreement and any related documents be drafted in English. Les parties présentes ont exigé que cette entente et tous documents s'y rapportant soient rédigés en anglais.



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