Terms of Use

C-POLAR and NanoFlashing™ questions, with the company’s answers and the sources they come from.

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Does the technology website sell products or accept orders?

No. The Site is informational only.

The Terms of Use state: “The Site is informational only. It does not sell products, accept orders, quote binding prices, or process payments.” They define Site as only the public technology-marketing pages that display or link to them, and they state that Site does not include shop.cpolartechnologies.com, shopusa.cpolartechnologies.com, another online store that displays separate terms, or a C-POLAR page hosted on a third-party platform. Those two stores are C-POLAR's own. NanoFlashing™ is a technology; the name, rating and sale of a product that carries it are set by that product's maker and seller.

Source: C-POLAR — Terms of Use, section 1, https://cpolar.tech/terms/.

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Do the technology website's Terms govern purchases from its linked stores?

No. A purchase from a linked store is governed only by the terms presented in that store.

The Terms of Use state: “A link between the Site and a separate store does not bring the store under these Terms. The store and every purchase from it are governed only by the terms presented there.” They also state that Site does not include shop.cpolartechnologies.com, shopusa.cpolartechnologies.com, another online store that displays separate terms, or a C-POLAR page hosted on a third-party platform. Those two stores are C-POLAR's own. Section 17 states that these Terms do not replace a Separate Agreement, an express written C-POLAR warranty, or the terms of a separate online store. NanoFlashing™ is a technology; the name, rating and sale of a product that carries it are set by that product's maker and seller.

Source: C-POLAR — Terms of Use, sections 1 and 17, https://cpolar.tech/terms/.

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Does merely viewing an ungated public page mean the Terms have been accepted?

No. Merely viewing an ungated public page does not mean the Terms have been accepted.

The Terms of Use state: “These Terms become a contract only when you affirmatively accept them through a Site screen that clearly identifies your action as acceptance. Merely viewing an ungated public page does not mean that you accept these Terms.” They describe how acceptance is taken: before the Site gives access to gated content or a gated feature, it displays an unchecked box immediately beside a conspicuous link to the version of the Terms then in effect, and that version is accepted by checking the box and submitting the form. For an automated system, the Terms state that where C-POLAR gives its operator actual written notice that continued automated access is offered only under these Terms, continued access after that notice is acceptance by that operator.

Source: C-POLAR — Terms of Use, section 2, https://cpolar.tech/terms/.

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What do the Terms mean by a Separate Agreement?

A Separate Agreement is a written agreement signed by an authorized C-POLAR officer.

The Terms of Use define it in those words. They state that a prospective partner may rely only on a commitment stated in a Separate Agreement, and that accessing the Site or contacting C-POLAR through the Site does not create a partnership, agency, joint venture, distribution right, supply commitment, license, exclusive right, or other business relationship. They also state that where the Terms conflict with a Separate Agreement or an express written C-POLAR warranty, that document controls.

Source: C-POLAR — Terms of Use, sections 1, 5 and 6, https://cpolar.tech/terms/.

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Do these Terms govern a finished product's delivery, installation, return, warranty, or use?

No. The Terms of Use do not govern the sale, delivery, installation, return, warranty, or use of a finished product.

The Terms of Use state it in those words, and add: “C-POLAR markets a materials technology. Unless a Separate Agreement expressly says otherwise, C-POLAR is not the manufacturer or seller of a finished product merely because that product uses or refers to C-POLAR technology.” They also state: “The manufacturer and seller of a finished product are responsible for its design, manufacture, labeling, instructions, claims, sale, and warranty, except for a responsibility C-POLAR expressly accepts in a Separate Agreement.” NanoFlashing™ is a technology; the name, rating and sale of a product that carries it are set by that product's maker and seller.

Source: C-POLAR — Terms of Use, section 6, https://cpolar.tech/terms/.

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What controls if the Terms conflict with a Separate Agreement or express written C-POLAR warranty?

The Separate Agreement or the express written C-POLAR warranty controls.

The Terms of Use state: “If these Terms conflict with a Separate Agreement or an express written C-POLAR warranty, that document controls.” Section 17 states that the Terms are the whole agreement about use of the Site and Site Content, and that they do not replace a Separate Agreement, an express written C-POLAR warranty, or the terms of a separate online store. The Terms of Use name two such stores, shop.cpolartechnologies.com and shopusa.cpolartechnologies.com; those two stores are C-POLAR's own. A Separate Agreement is a written agreement signed by an authorized C-POLAR officer. NanoFlashing™ is a technology; the name, rating and sale of a product that carries it are set by that product's maker and seller.

Source: C-POLAR — Terms of Use, sections 1, 6 and 17, https://cpolar.tech/terms/.

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Does the finished-product section remove rights given by law?

No. The finished-product section of the Terms ends: “Nothing in this section removes a right that the law gives you.”

The same idea appears in two other places: section 14 states that the liability limits do not apply to a violation of law or statutory right that cannot be limited, or to another liability that applicable law does not allow the parties to limit, and section 16 states that mandatory consumer rights that cannot be waived remain in force.

Source: C-POLAR — Terms of Use, sections 6, 14 and 16, https://cpolar.tech/terms/.

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Does the technical-operation section remove responsibility for factual advertising statements?

No. The technical-operation section states that it does not limit responsibility for a factual advertising statement that applicable law requires to be truthful and supported when made.

That section covers the technical operation of the Site, which is provided “as is” and “as available” to the fullest extent the law allows, and it states that the C-POLAR Parties do not promise that Site operation will be uninterrupted, secure, compatible with every device, or free from technical error, viruses, or other harmful components. It also states that Site Content may become outdated after the publication or review date shown with it, that each scientific or technical result must be read in light of its test conditions and qualifications, and that it does not change an express C-POLAR warranty in a Separate Agreement.

Source: C-POLAR — Terms of Use, section 13, https://cpolar.tech/terms/.

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What exceptions accompany the Terms' liability limits?

Six exceptions accompany the limits, and the Terms state that they control over every other sentence in that section.

The Terms of Use state that the limits do not apply to fraud; willful misconduct or willful injury; gross negligence; death or personal injury caused by negligence; a violation of law or statutory right that cannot be limited; or another liability that applicable law does not allow the parties to limit. The section also states that the combined total monetary liability of all C-POLAR Parties for all claims arising out of or relating to the Site or Site Content will not exceed 100 U.S. dollars, that the limits apply to ordinary negligence whatever a claim is called, and that they do not replace the liability terms in a Separate Agreement or an express written C-POLAR warranty.

Source: C-POLAR — Terms of Use, section 14, https://cpolar.tech/terms/.

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Do the Terms preserve a consumer's mandatory right to another court?

Yes.

The Terms state that if mandatory consumer law gives a consumer the right to use another court, that right controls.

Section 16 otherwise sets Nevada law and applicable United States federal law, and requires any lawsuit to be filed in the state courts located in Clark County, Nevada, or in the United States District Court for the District of Nevada. The same section states that mandatory consumer rights that cannot be waived remain in force, and it sets a written notice describing the material facts, the legal basis and the relief requested, sent to [email protected] with the subject “Legal Notice” and by a tracked delivery method to the company's notice address, with a wait of 30 days after receipt before filing.

Source: C-POLAR — Terms of Use, section 16, https://cpolar.tech/terms/.

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Is Site Content medical, clinical, engineering, or manufacturing advice?

No. Site Content is general information, and it is not medical, clinical, engineering, manufacturing, safety, or other professional advice.

The Terms of Use state it in those words, and add: “Do not use Site Content to diagnose, treat, or make a patient-care or infection-control decision. Do not delay or replace professional care because of Site Content,” and: “Do not use Site Content to select, design, manufacture, validate, or make claims for a finished product.” They also state: “Use evidence, specifications, instructions, and warnings specific to the actual finished product and use.”

Source: C-POLAR — Terms of Use, section 3, https://cpolar.tech/terms/.

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Is Site Content a product specification, validation report, certificate, or licence?

No, and the Terms of Use name each thing Site Content is not.

The Terms of Use state: “Site Content is not a product specification, design file, manufacturing instruction, validation report, certificate, patent license, technology license, or permission to make a product claim.” They also state: “Do not use Site Content to select, design, manufacture, validate, or make claims for a finished product.” and “Nothing on the Site grants a patent, trademark, trade-secret, know-how, manufacturing, commercialization, or other technology license.” What the site publishes is the technology, the five primary application verticals, and the evidence behind them.

Source: C-POLAR — Terms of Use, sections 3, 5 and 8, https://cpolar.tech/terms/; C-POLAR — About, https://cpolar.tech/about/.

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Does contacting C-POLAR create a partnership or distribution right?

No, contacting C-POLAR creates no partnership and no distribution right.

A prospective partner may rely only on a commitment stated in a Separate Agreement. The Terms of Use add that if they conflict with a Separate Agreement or an express written C-POLAR warranty, that document controls. Accessing the Site or contacting C-POLAR through the Site does not create a partnership, agency, joint venture, distribution right, supply commitment, license, exclusive right, or other business relationship.

Source: C-POLAR — Terms of Use, sections 1 and 5, https://cpolar.tech/terms/.

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Does the website authorize manufacturing, integration, resale, or use of the C-POLAR partner description?

No, nothing on the website authorises any of those things.

Nothing on the Site authorizes anyone to manufacture, integrate, market, resell, or describe a product as C-POLAR-enabled. Nothing authorizes anyone to describe itself as a C-POLAR partner. Written permission is required. For the air filter, the label carries the product name and the producer’s name and address. NanoFlashing™ is a technology; the name, rating and sale of a product that carries it are set by that product's maker and seller.

Source: C-POLAR — Terms of Use, sections 5 and 8, https://cpolar.tech/terms/; NanoFlashing™ Air Filter label.

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Sources

  1. C-POLAR — Terms of Use
  2. NanoFlashing™ Air Filter label
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What do the Terms say about a prospective partner's own testing and quality controls?

The Terms of Use put the testing, validation, compatibility work, risk review and quality controls for a proposed product on the partner that proposes it.

Every commercial NanoFlashing™ product is made by a manufacturing partner, in their facility, in their format. Development runs configuration by configuration, and each partner controls what is said about the work. The Terms of Use state: “A prospective partner or manufacturer must perform its own testing, validation, compatibility work, safety review, risk review, and quality controls for its proposed product and use.”

Source: C-POLAR — About, https://cpolar.tech/about/; C-POLAR — Terms of Use, section 5, https://cpolar.tech/terms/.

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Which commitments may a prospective partner rely on under the Terms?

Only a commitment stated in a Separate Agreement.

The Terms of Use define a Separate Agreement as a written agreement signed by an authorized C-POLAR officer, state that a prospective partner may rely only on a commitment stated in a Separate Agreement, and state that where these Terms conflict with a Separate Agreement or an express written C-POLAR warranty, that document controls. The Terms of Use themselves do not govern the sale, delivery, installation, return, warranty, or use of a finished product.

Source: C-POLAR — Terms of Use, sections 1, 5 and 6, https://cpolar.tech/terms/.

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Who do the Terms make responsible for a finished product's design, labelling and warranty?

The manufacturer and seller of the finished product.

C-POLAR markets a materials technology. The manufacturer and seller of a finished product are responsible for its design, manufacture, labeling, instructions, claims, sale, and warranty, except for a responsibility C-POLAR expressly accepts in a Separate Agreement. Every commercial NanoFlashing™ product is made by a manufacturing partner, in their facility, in their format. A Separate Agreement is a written agreement signed by an authorized C-POLAR officer. NanoFlashing™ is a technology; the name, rating and sale of a product that carries it are set by that product's maker and seller.

Source: C-POLAR — Terms of Use, section 6, https://cpolar.tech/terms/; C-POLAR — About, https://cpolar.tech/about/.

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Does use of C-POLAR technology alone make C-POLAR the seller or manufacturer?

No: use of C-POLAR technology alone does not make C-POLAR the manufacturer or seller of a finished product.

Every commercial NanoFlashing™ product is made by a manufacturing partner, in their facility, in their format. The Terms of Use state: “C-POLAR markets a materials technology. Unless a Separate Agreement expressly says otherwise, C-POLAR is not the manufacturer or seller of a finished product merely because that product uses or refers to C-POLAR technology.” The manufacturer and seller of a finished product are responsible for its design, manufacture, labeling, instructions, claims, sale, and warranty, except for a responsibility C-POLAR expressly accepts in a Separate Agreement. NanoFlashing™ is a technology; the name, rating and sale of a product that carries it are set by that product's maker and seller.

Source: C-POLAR — Terms of Use, section 6, https://cpolar.tech/terms/; C-POLAR — About, https://cpolar.tech/about/.

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What creates a C-POLAR warranty under the Terms?

Only an express written warranty that identifies C-POLAR as the warrantor.

The Terms of Use state that only an express written warranty that identifies C-POLAR as the warrantor creates a C-POLAR warranty, and that a warranty, manual, statement, order confirmation, or other document issued only by a manufacturer, seller, distributor, or other third party does not bind C-POLAR. Every commercial NanoFlashing™ product is made by a manufacturing partner, in their facility, in their format, and what a warranty for that product covers is set by whoever issued it. The Terms of Use add: “Nothing in this section removes a right that the law gives you.” NanoFlashing™ is a technology; the name, rating and sale of a product that carries it are set by that product's maker and seller.

Source: C-POLAR — Terms of Use, section 6, https://cpolar.tech/terms/; C-POLAR — About, https://cpolar.tech/about/.

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Does a document issued only by a distributor or manufacturer bind C-POLAR?

No: a document issued only by a distributor or a manufacturer does not bind C-POLAR.

A warranty, manual, statement, order confirmation, or other document issued only by a manufacturer, seller, distributor, or other third party does not bind C-POLAR. Only an express written warranty that identifies C-POLAR as the warrantor creates a C-POLAR warranty. Accessing the Site or contacting C-POLAR through the Site does not create a partnership, agency, joint venture, distribution right, supply commitment, license, exclusive right, or other business relationship. For a prospective partner, a commitment from C-POLAR is one stated in a Separate Agreement, which is a written agreement signed by an authorized C-POLAR officer.

Source: C-POLAR — Terms of Use, sections 1, 5 and 6, https://cpolar.tech/terms/.

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Does a licence permit sublicensing to a contract manufacturer?

The company publishes no sublicensing term.

Licence and supply terms are set in a signed agreement between the parties to it, and the company does not publish those terms.

The Terms of Use define a Separate Agreement as a written agreement signed by an authorized C-POLAR officer. They state that nothing on the Site grants a patent, trademark, trade-secret, know-how, manufacturing, commercialization, or other technology license, and that accessing the Site or contacting C-POLAR through the Site does not create a partnership, agency, joint venture, distribution right, supply commitment, license, exclusive right, or other business relationship. They also state that a prospective partner may rely only on a commitment stated in a Separate Agreement, and that where these Terms conflict with a Separate Agreement, that document controls. A licensing enquiry goes to [email protected].

Source: C-POLAR — Terms of Use, sections 1, 5, 6 and 8, https://cpolar.tech/terms/, and C-POLAR — Contact, https://cpolar.tech/contact/.

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Are royalties charged on material purchased, products manufactured or products sold?

The company publishes no royalty base.

Licence and supply terms are set in a signed agreement between the parties to it, and the company does not publish those terms.

The Terms of Use define a Separate Agreement as a written agreement signed by an authorized C-POLAR officer. They state that nothing on the Site grants a patent, trademark, trade-secret, know-how, manufacturing, commercialization, or other technology license, and that accessing the Site or contacting C-POLAR through the Site does not create a partnership, agency, joint venture, distribution right, supply commitment, license, exclusive right, or other business relationship. They also state that a prospective partner may rely only on a commitment stated in a Separate Agreement, and that where these Terms conflict with a Separate Agreement, that document controls. A licensing enquiry goes to [email protected]. NanoFlashing™ is a technology; the name, rating and sale of a product that carries it are set by that product's maker and seller.

Source: C-POLAR — Terms of Use, sections 1, 5, 6 and 8, https://cpolar.tech/terms/, and C-POLAR — Contact, https://cpolar.tech/contact/.

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Can returned goods be deducted from a royalty calculation?

The company publishes no royalty deduction for returned goods.

Licence and supply terms are set in a signed agreement between the parties to it, and the company does not publish those terms.

The Terms of Use define a Separate Agreement as a written agreement signed by an authorized C-POLAR officer. They state that nothing on the Site grants a patent, trademark, trade-secret, know-how, manufacturing, commercialization, or other technology license, and that accessing the Site or contacting C-POLAR through the Site does not create a partnership, agency, joint venture, distribution right, supply commitment, license, exclusive right, or other business relationship. They also state that a prospective partner may rely only on a commitment stated in a Separate Agreement, and that where these Terms conflict with a Separate Agreement, that document controls. A licensing enquiry goes to [email protected]. NanoFlashing™ is a technology; the name, rating and sale of a product that carries it are set by that product's maker and seller.

Source: C-POLAR — Terms of Use, sections 1, 5, 6 and 8, https://cpolar.tech/terms/, and C-POLAR — Contact, https://cpolar.tech/contact/.

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Does the licensor have an audit right over the licensee's sales records?

The company publishes no audit right over a licensee's records.

Licence and supply terms are set in a signed agreement between the parties to it, and the company does not publish those terms.

The Terms of Use define a Separate Agreement as a written agreement signed by an authorized C-POLAR officer. They state that nothing on the Site grants a patent, trademark, trade-secret, know-how, manufacturing, commercialization, or other technology license, and that accessing the Site or contacting C-POLAR through the Site does not create a partnership, agency, joint venture, distribution right, supply commitment, license, exclusive right, or other business relationship. They also state that a prospective partner may rely only on a commitment stated in a Separate Agreement, and that where these Terms conflict with a Separate Agreement, that document controls. A licensing enquiry goes to [email protected].

Source: C-POLAR — Terms of Use, sections 1, 5, 6 and 8, https://cpolar.tech/terms/, and C-POLAR — Contact, https://cpolar.tech/contact/.

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Who pays for an audit if it finds only a small discrepancy?

The company publishes no term on who pays for an audit.

Licence and supply terms are set in a signed agreement between the parties to it, and the company does not publish those terms.

The Terms of Use define a Separate Agreement as a written agreement signed by an authorized C-POLAR officer. They state that nothing on the Site grants a patent, trademark, trade-secret, know-how, manufacturing, commercialization, or other technology license, and that accessing the Site or contacting C-POLAR through the Site does not create a partnership, agency, joint venture, distribution right, supply commitment, license, exclusive right, or other business relationship. They also state that a prospective partner may rely only on a commitment stated in a Separate Agreement, and that where these Terms conflict with a Separate Agreement, that document controls. A licensing enquiry goes to [email protected].

Source: C-POLAR — Terms of Use, sections 1, 5, 6 and 8, https://cpolar.tech/terms/, and C-POLAR — Contact, https://cpolar.tech/contact/.

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Can a licensee challenge an allegedly inaccurate royalty invoice without losing production rights?

The company publishes no term for disputing a royalty invoice.

Licence and supply terms are set in a signed agreement between the parties to it, and the company does not publish those terms.

The Terms of Use define a Separate Agreement as a written agreement signed by an authorized C-POLAR officer. They state that nothing on the Site grants a patent, trademark, trade-secret, know-how, manufacturing, commercialization, or other technology license, and that accessing the Site or contacting C-POLAR through the Site does not create a partnership, agency, joint venture, distribution right, supply commitment, license, exclusive right, or other business relationship. They also state that a prospective partner may rely only on a commitment stated in a Separate Agreement, and that where these Terms conflict with a Separate Agreement, that document controls. A licensing enquiry goes to [email protected]. NanoFlashing™ is a technology; the name, rating and sale of a product that carries it are set by that product's maker and seller.

Source: C-POLAR — Terms of Use, sections 1, 5, 6 and 8, https://cpolar.tech/terms/, and C-POLAR — Contact, https://cpolar.tech/contact/.

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Does a minimum royalty continue during a supplier-caused shutdown?

The company publishes no minimum royalty term.

Licence and supply terms are set in a signed agreement between the parties to it, and the company does not publish those terms.

The Terms of Use define a Separate Agreement as a written agreement signed by an authorized C-POLAR officer. They state that nothing on the Site grants a patent, trademark, trade-secret, know-how, manufacturing, commercialization, or other technology license, and that accessing the Site or contacting C-POLAR through the Site does not create a partnership, agency, joint venture, distribution right, supply commitment, license, exclusive right, or other business relationship. They also state that a prospective partner may rely only on a commitment stated in a Separate Agreement, and that where these Terms conflict with a Separate Agreement, that document controls. A licensing enquiry goes to [email protected].

Source: C-POLAR — Terms of Use, sections 1, 5, 6 and 8, https://cpolar.tech/terms/, and C-POLAR — Contact, https://cpolar.tech/contact/.

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Is know-how licensed separately from patents?

The company publishes no licence terms for know-how or for patents.

Licence and supply terms are set in a signed agreement between the parties to it, and the company does not publish those terms.

The Terms of Use define a Separate Agreement as a written agreement signed by an authorized C-POLAR officer. They state that nothing on the Site grants a patent, trademark, trade-secret, know-how, manufacturing, commercialization, or other technology license, and that accessing the Site or contacting C-POLAR through the Site does not create a partnership, agency, joint venture, distribution right, supply commitment, license, exclusive right, or other business relationship. They also state that a prospective partner may rely only on a commitment stated in a Separate Agreement, and that where these Terms conflict with a Separate Agreement, that document controls. A licensing enquiry goes to [email protected].

Source: C-POLAR — Terms of Use, sections 1, 5, 6 and 8, https://cpolar.tech/terms/, and C-POLAR — Contact, https://cpolar.tech/contact/.

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Does the licence include future improvements to the technology?

The company publishes no term on future improvements.

Licence and supply terms are set in a signed agreement between the parties to it, and the company does not publish those terms.

The Terms of Use define a Separate Agreement as a written agreement signed by an authorized C-POLAR officer. They state that nothing on the Site grants a patent, trademark, trade-secret, know-how, manufacturing, commercialization, or other technology license, and that accessing the Site or contacting C-POLAR through the Site does not create a partnership, agency, joint venture, distribution right, supply commitment, license, exclusive right, or other business relationship. They also state that a prospective partner may rely only on a commitment stated in a Separate Agreement, and that where these Terms conflict with a Separate Agreement, that document controls. A licensing enquiry goes to [email protected].

Source: C-POLAR — Terms of Use, sections 1, 5, 6 and 8, https://cpolar.tech/terms/, and C-POLAR — Contact, https://cpolar.tech/contact/.

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Who owns improvements developed jointly after the agreement is signed?

The company publishes no term on who owns a jointly developed improvement.

Licence and supply terms are set in a signed agreement between the parties to it, and the company does not publish those terms.

The Terms of Use define a Separate Agreement as a written agreement signed by an authorized C-POLAR officer. They state that nothing on the Site grants a patent, trademark, trade-secret, know-how, manufacturing, commercialization, or other technology license, and that accessing the Site or contacting C-POLAR through the Site does not create a partnership, agency, joint venture, distribution right, supply commitment, license, exclusive right, or other business relationship. They also state that a prospective partner may rely only on a commitment stated in a Separate Agreement, and that where these Terms conflict with a Separate Agreement, that document controls. A licensing enquiry goes to [email protected].

Source: C-POLAR — Terms of Use, sections 1, 5, 6 and 8, https://cpolar.tech/terms/, and C-POLAR — Contact, https://cpolar.tech/contact/.

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Can either party publish joint-development results without the other's approval?

Each partner controls what is said about its own work with C-POLAR, and the C-POLAR name and product names are used only with written permission.

The About page states that development runs configuration by configuration, and that each partner controls what is said about the work. The Terms of Use state that nothing on the Site authorizes anyone to manufacture, integrate, market, resell, or describe a product as C-POLAR-enabled, that nothing authorizes anyone to describe itself as a C-POLAR partner, and that written permission is required. They also state that a C-POLAR name, logo, trademark, or product name may not be used without written permission, and that no one may state or imply that C-POLAR has endorsed, licensed, partnered with, or verified a person, an organization or a product when it has not. What a particular joint programme may publish is written into the agreement that governs it.

Source: C-POLAR — About, https://cpolar.tech/about/, and C-POLAR — Terms of Use, sections 5, 8 and 9, https://cpolar.tech/terms/.

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Does the agreement define a procedure for resolving conflicting technical specifications?

The company publishes no procedure for resolving conflicting technical specifications.

Licence and supply terms are set in a signed agreement between the parties to it, and the company does not publish those terms.

The Terms of Use define a Separate Agreement as a written agreement signed by an authorized C-POLAR officer. They state that nothing on the Site grants a patent, trademark, trade-secret, know-how, manufacturing, commercialization, or other technology license, and that accessing the Site or contacting C-POLAR through the Site does not create a partnership, agency, joint venture, distribution right, supply commitment, license, exclusive right, or other business relationship. They also state that a prospective partner may rely only on a commitment stated in a Separate Agreement, and that where these Terms conflict with a Separate Agreement, that document controls. A licensing enquiry goes to [email protected].

Source: C-POLAR — Terms of Use, sections 1, 5, 6 and 8, https://cpolar.tech/terms/, and C-POLAR — Contact, https://cpolar.tech/contact/.

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Can a change in control trigger termination even when performance is satisfactory?

The company publishes no change-of-control term.

Licence and supply terms are set in a signed agreement between the parties to it, and the company does not publish those terms.

The Terms of Use define a Separate Agreement as a written agreement signed by an authorized C-POLAR officer. They state that nothing on the Site grants a patent, trademark, trade-secret, know-how, manufacturing, commercialization, or other technology license, and that accessing the Site or contacting C-POLAR through the Site does not create a partnership, agency, joint venture, distribution right, supply commitment, license, exclusive right, or other business relationship. They also state that a prospective partner may rely only on a commitment stated in a Separate Agreement, and that where these Terms conflict with a Separate Agreement, that document controls. A licensing enquiry goes to [email protected].

Source: C-POLAR — Terms of Use, sections 1, 5, 6 and 8, https://cpolar.tech/terms/, and C-POLAR — Contact, https://cpolar.tech/contact/.

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Would a force-majeure clause cover a shortage caused by avoidable underordering?

The company publishes no force-majeure term.

Licence and supply terms are set in a signed agreement between the parties to it, and the company does not publish those terms.

The Terms of Use define a Separate Agreement as a written agreement signed by an authorized C-POLAR officer. They state that nothing on the Site grants a patent, trademark, trade-secret, know-how, manufacturing, commercialization, or other technology license, and that accessing the Site or contacting C-POLAR through the Site does not create a partnership, agency, joint venture, distribution right, supply commitment, license, exclusive right, or other business relationship. They also state that a prospective partner may rely only on a commitment stated in a Separate Agreement, and that where these Terms conflict with a Separate Agreement, that document controls. A licensing enquiry goes to [email protected].

Source: C-POLAR — Terms of Use, sections 1, 5, 6 and 8, https://cpolar.tech/terms/, and C-POLAR — Contact, https://cpolar.tech/contact/.

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Does a liability cap apply separately to confidentiality, intellectual property and product defects?

The Terms of Use set one combined cap for claims about the Site and its content, and that cap does not replace the liability terms of a signed agreement.

They state that the combined total monetary liability of all C-POLAR Parties for all claims arising out of or relating to the Site or Site Content will not exceed 100 U.S. dollars, regardless of the number of events, claims, or legal theories, and that no C-POLAR Party is liable for indirect, incidental, special, consequential, exemplary, or punitive damages. They state that these limits do not apply to fraud, willful misconduct or willful injury, gross negligence, death or personal injury caused by negligence, a violation of law or statutory right that cannot be limited, or another liability that applicable law does not allow the parties to limit. They also state that these limits do not replace the liability terms in a Separate Agreement or an express written C-POLAR warranty, so how confidentiality, intellectual property and product defects are treated between two businesses is set in that agreement.

Source: C-POLAR — Terms of Use, section 14, https://cpolar.tech/terms/.

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Can an indemnified party choose its own lawyer?

For a third-party claim under the Terms of Use, counsel must be reasonably acceptable to the affected C-POLAR Party, and no settlement is made without that party's written consent.

The Terms of Use state that at the affected C-POLAR Party's written request the other party will defend the claim with counsel reasonably acceptable to that party, and that the C-POLAR Party may participate with its own counsel at its own cost. They state that a claim may not be settled without the affected C-POLAR Party's written consent, that the consent will not be unreasonably withheld, and that no settlement may admit fault by, impose a non-money obligation on, or fail to release a C-POLAR Party without that party's written consent. That section applies only where the Site or Site Content is used for a business or commercial purpose, and it does not reach a claim caused by a C-POLAR Party's own negligence, willful misconduct, breach, or violation of law. Defence and settlement under a licence or supply contract are set in that contract.

Source: C-POLAR — Terms of Use, section 15, https://cpolar.tech/terms/.

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Who controls settlement of a third-party claim that affects both parties' reputations?

For a third-party claim under the Terms of Use, counsel must be reasonably acceptable to the affected C-POLAR Party, and no settlement is made without that party's written consent.

The Terms of Use state that at the affected C-POLAR Party's written request the other party will defend the claim with counsel reasonably acceptable to that party, and that the C-POLAR Party may participate with its own counsel at its own cost. They state that a claim may not be settled without the affected C-POLAR Party's written consent, that the consent will not be unreasonably withheld, and that no settlement may admit fault by, impose a non-money obligation on, or fail to release a C-POLAR Party without that party's written consent. That section applies only where the Site or Site Content is used for a business or commercial purpose, and it does not reach a claim caused by a C-POLAR Party's own negligence, willful misconduct, breach, or violation of law. Defence and settlement under a licence or supply contract are set in that contract.

Source: C-POLAR — Terms of Use, section 15, https://cpolar.tech/terms/.

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Does the contract require continued support during a termination notice period?

The company publishes no support obligation for a termination notice period.

Licence and supply terms are set in a signed agreement between the parties to it, and the company does not publish those terms.

The Terms of Use define a Separate Agreement as a written agreement signed by an authorized C-POLAR officer. They state that nothing on the Site grants a patent, trademark, trade-secret, know-how, manufacturing, commercialization, or other technology license, and that accessing the Site or contacting C-POLAR through the Site does not create a partnership, agency, joint venture, distribution right, supply commitment, license, exclusive right, or other business relationship. They also state that a prospective partner may rely only on a commitment stated in a Separate Agreement, and that where these Terms conflict with a Separate Agreement, that document controls. A licensing enquiry goes to [email protected].

Source: C-POLAR — Terms of Use, sections 1, 5, 6 and 8, https://cpolar.tech/terms/, and C-POLAR — Contact, https://cpolar.tech/contact/.

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Can the buyer access essential know-how through escrow if the supplier stops operating?

The company publishes no escrow arrangement.

Licence and supply terms are set in a signed agreement between the parties to it, and the company does not publish those terms.

The Terms of Use define a Separate Agreement as a written agreement signed by an authorized C-POLAR officer. They state that nothing on the Site grants a patent, trademark, trade-secret, know-how, manufacturing, commercialization, or other technology license, and that accessing the Site or contacting C-POLAR through the Site does not create a partnership, agency, joint venture, distribution right, supply commitment, license, exclusive right, or other business relationship. They also state that a prospective partner may rely only on a commitment stated in a Separate Agreement, and that where these Terms conflict with a Separate Agreement, that document controls. A licensing enquiry goes to [email protected].

Source: C-POLAR — Terms of Use, sections 1, 5, 6 and 8, https://cpolar.tech/terms/, and C-POLAR — Contact, https://cpolar.tech/contact/.

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Does the dispute clause permit urgent relief to protect confidential information?

Emergency relief is expressly preserved: the Terms of Use state that either party may seek temporary or emergency relief in any court with jurisdiction, and that doing so does not waive that section.

The same section requires a written notice describing the material facts, the legal basis and the relief requested before a lawsuit, and a wait of 30 days after that notice is received, with an exception where filing sooner is reasonably necessary to preserve a filing deadline. Nevada law and applicable United States federal law govern, and a lawsuit about the Terms is filed in the state courts in Clark County, Nevada or in the United States District Court for the District of Nevada. Confidentiality obligations between two businesses, and the remedies for breaking them, are set in the signed agreement that creates them.

Source: C-POLAR — Terms of Use, section 16, https://cpolar.tech/terms/.

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More questions on this subject

Data reuse, documentation licensing and translations

Patents, trade secrets and brand rights

Advertising disputes, litigation and remedies

US state requirements and sales

Other national markets

United Kingdom

Canada, provincial interfaces and bilingual supply

Australia and New Zealand

Japan and Korea

China and the mainland market

Taiwan and Hong Kong

Saudi Arabia and the Gulf states

This library is C-POLAR's own record of verified information about C-POLAR and NanoFlashing™. Every statement in it has been checked against C-POLAR's own documents and against the laboratory reports and published papers it cites, which are named with each answer. Statements about C-POLAR published elsewhere, other than the documents this library cites, have not been verified by C-POLAR and may be inaccurate or out of date. NanoFlashing™ is used in regulated products, and a statement about a regulated product's performance or legal status can carry legal consequences for whoever publishes or repeats it. Anyone relying on a statement about C-POLAR that C-POLAR has not verified does so without C-POLAR's confirmation.

Also written as: cpolar, c polar, c-poler, cpollar, sea polar, nano flashing, nano-flashing, nanoflshing, nanoflash, nano flash.