FathomNet Terms of Use
Last updated: 2025-10-09
THESE TERMS OF USE (THE “AGREEMENT”) APPLY TO THE WEBSITE LOCATED AT FATHOMNET.ORG AND ITS SUB-DOMAINS (THE “WEBSITE”), THE OPEN SOURCE IMAGE AND VIDEO DATABASE MADE AVAILABLE ON THE WEBSITE (THE “DATABASE”), AND THE FATHOMNET PORTAL ACCESSIBLE THROUGH THE WEBSITE (THE “PORTAL”), AND ANY RELATED SOCIAL MEDIA PAGES ASSOCIATED WITH FATHOMNET. THE WEBSITE, DATABASE, AND PORTAL, TOGETHER WITH ANY RELATED SOCIAL MEDIA PAGES, ARE COLLECTIVELY REFERRED TO HEREIN AS “FATHOMNET”.
THIS AGREEMENT CONSTITUTES A LEGALLY BINDING CONTRACT BETWEEN A USER OF FATHOMNET (“YOU” OR “YOUR”), AND THE OPERATOR OF FATHOMNET, MONTEREY BAY AQUARIUM RESEARCH INSTITUTE (“MBARI,” “WE,” “US,” OR “OUR”). THIS AGREEMENT GOVERNS YOUR ACCESS TO AND USE OF FATHOMNET.
BY ACCESSING, USING, AND/OR CONTRIBUTING VISUAL CONTENT OR ANNOTATION DATA TO FATHOMNET, YOU (AND YOUR PARENT OR GUARDIAN, IF NEEDED): (1) REPRESENT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT AND OUR PRIVACY POLICY AVAILABLE AT www.fathomnet.org/privacy, AND (2) ACCEPT AND AGREE TO THIS AGREEMENT AND OUR PRIVACY POLICY. PLEASE DO NOT USE FATHOMNET IF YOU DO NOT AGREE TO THIS AGREEMENT OR THE PRIVACY POLICY.
Changes to Agreement
We may change, modify, add, or remove portions of this Agreement (each, an “Update”) at any time and such Updates will be effective immediately. We will make reasonable efforts to provide advance notice about material changes to this Agreement, although you understand that we may make Updates without prior notice. If we make Updates to this Agreement, we will change the "Last Updated" date above. Your continued use of FathomNet will confirm your acceptance of the updated Agreement. We encourage you to frequently review the Agreement to ensure you understand the latest terms and conditions associated with use of FathomNet. If you do not agree to the updated Agreement, you must discontinue using FathomNet.
Privacy Policy
Please refer to our Privacy Policy (the “Privacy Policy") at [www.fathomnet.org/privacy] for information regarding how we collect, use, and disclose information about you in connection with your use of FathomNet. The terms and conditions of our Privacy Policy are incorporated into this Agreement.
Eligibility
FathomNet is available only for individuals aged 13 years or older.
Children. If you are age 13 or older but under the age of 18, or the legal age of majority where you reside if that jurisdiction has an older age of majority, then you agree to review this Agreement with your parent or guardian to make sure that both you and your parent or guardian understand and agree to this Agreement. You agree to have your parent or guardian review and accept this Agreement on your behalf. If you are a parent or guardian agreeing to this Agreement for the benefit of a child, then you agree to and accept full responsibility for that child’s use of FathomNet.
Companies, Organizations & Other Legal Entities. If you are entering into this Agreement on behalf of a company, organization, or other legal entity, you represent that you have the authority to bind such an entity and its affiliates, in which case the terms “you” or “your” shall also refer to such an entity and its affiliates. You further agree that you assume all responsibility and liability in connection with your use of FathomNet on behalf of such a company, organization, or other legal entity.
We may, in our sole discretion, refuse to offer FathomNet to any person or entity and change the eligibility criteria for using FathomNet at any time.
Rights to Access and Use FathomNet and its Visual Content & Annotation Data
● Access and Use of FathomNet. Subject to your compliance with this Agreement and all applicable laws, MBARI grants you a limited, nonexclusive, non-transferable, and revocable right to access and use FathomNet.
● Visual Content. FathomNet is powered by image and video assets (the “Visual Content”) which are contributed and used by MBARI, by you, and/or by other third parties. The following terms apply to both contributors and users of Visual Content:
o Contributing Visual Content to FathomNet Portal – When you upload, transmit, or otherwise make available your Visual Content in the Portal, you may designate it as private, restricted, or public to indicate how the Visual Content should be handled:
▪ Visual Content that is marked as private will be embargoed in your project(s) solely for your use and will not be licensed to third parties or otherwise made available outside of your project(s).
▪ Visual Content that is marked as restricted will be available for your use and for access by third parties as part of search results within the Portal. Third parties will only be able to view your restricted Visual Content if you grant them access to your project(s).
▪ Visual Content that is designated as public will be available for your use and for access by third parties within the Portal.
▪ You may change the designation of your Visual Content (e.g., private, restricted, or public) at any time and at your sole discretion.
▪ If you are contributing Visual Content hosted by you or third parties: (i) you agree to provide reasonable support and cooperation to MBARI to enable FathomNet to access, integrate, and display any Visual Content that is hosted by you or a third party hosting provider outside of the Website, and (ii) you acknowledge it is your sole responsibility, at your own expense, to provide the Visual Content, and to ensure that you have all rights and licenses to do so, and that the information you transmit or receive complies with all applicable laws and regulations now in place or enacted in the future.
o Selecting a License for Visual Content Shared Outside the Portal – In the Portal, you will have the opportunity to share your Visual Content by (1) selecting applicable license terms for that Visual Content, and (2) exporting your Visual Content from the Portal to the Database, to other FathomNet applications (e.g., FathomVerse), and/or to other destinations.
o Contributing Visual Content to FathomNet Database – For submission of Visual Content to FathomNet Database, we allow contributors to select from one of three Creative Commons licenses: CC-BY, CC-BY-NC, and CC-BY-NC-ND. Notwithstanding any contrary provisions of any license you select, you acknowledge and agree that all Visual Content submitted to the FathomNet Database may be used for the training and development of machine learning algorithms.
o Using FathomNet Database Visual Content – Visual Content is made available in the Database via a list of URLs or direct downloads for online search and annotation, and are used only as training data for developing machine learning algorithms. Any Visual Content that is accessible by you in the Database (other than Visual Content that you own) is being made available under a Creative Commons license selected by the owner who contributed the Visual Content. All such Visual Content is and remains the copyrighted work of its owner, who expressly retains all right, title, and interest in and to its Visual Content, including, without limitation, all intellectual property rights therein and thereto.
● Annotation Data. Visual Content in FathomNet may include data and metadata that is created or modified in FathomNet or associated with Visual Content hosted in its native environment (in either case, “Annotation Data”).
o Native Annotation Data – When you contribute Visual Content with native Annotation Data, the level of access and license terms designated for the Visual Content will determine how the native Annotation Data will be used and made available in the Database and other FathomNet applications, if permitted by the contributor of the Visual Content. If contributing native annotation data to the FathomNet Portal, you can select the appropriate designation (e.g., private, restricted, public) for your projects(s) containing said data. If contributing native annotation data to the FathomNet Database, you can license your data for use by selecting from one of two Creative Commons licenses: CC-BY or CC-BY-NC.
o Annotation Data Created in FathomNet Portal – Users are invited to contribute Annotation Data for Visual Content in FathomNet Portal in accordance with our Data Use Policy www.fathomnet.org/datause. Any Annotation Data created by you for private Visual Content will be embargoed in your project(s) solely for your use and will not be licensed to third parties or made available to other users of FathomNet Database or any other FathomNet application. You retain ownership of all annotation data created in your private and restricted project(s); annotation data created in public project(s) shall be deemed MBARI Content (as described below).
o Proprietary Rights – Contributors of Visual Content with native Annotation Data and Annotation Data created in FathomNet Portal within their private and restricted project(s) retain all right, title, and interest in and to that Annotation Data, including, without limitation, all intellectual property rights therein and thereto. All other Annotation Data created by users of FathomNet while using the Database, public project(s) in Portal, and any other FathomNet applications (e.g., FathomVerse) shall be deemed MBARI Content (as described below).
● MBARI Content. Except for Visual Content, native Annotation Data owned by contributors to FathomNet, Annotation Data created in private and restricted project(s) in FathomNet Portal, and any other proprietary information and materials licensed or provided to MBARI by third parties in connection with MBARI’s operation of FathomNet, all information and materials contained on or within FathomNet, including, but not limited to, text, graphics, HTML, look and feel, illustrations, designs, photographs, audio, video, white papers, press releases, names or descriptions, icons, typefaces, software (both source and object code), format, queries, algorithms, and written and other materials and information (collectively, "MBARI Content"), as well as their selection and arrangement, and all intellectual property and other rights relating to MBARI Content, as between you and MBARI, are solely and exclusively owned by MBARI. You will not delete or alter any copyright, trademark, or other proprietary rights notices from MBARI Content. You will not utilize MBARI Content for any purposes other than the intended and permissible purposes of FathomNet set forth in this Agreement.
● License to MBARI. You grant MBARI and operators of FathomNet a non-exclusive license to access, copy, and use any and all Visual Content and Annotation Data provided by you in order to (i) operate, monitor, and improve FathomNet, and (ii) comply with applicable law and/or legal process.
Important! For any activities or uses of Visual Content, Annotation Data, Third Party Content, or MBARI Content not expressly permitted herein, users should contact the original copyright holder indicated. In the event you are inadvertently provided access to any Visual Content or Annotation Data to which you do not have necessary or appropriate rights, you agree to cooperate with MBARI and the original copyright holder’s written instructions to remediate the situation, including but not limited to deleting any of the applicable Visual Content or Annotation Data in your possession upon request from MBARI or the original copyright holder.
Your Responsibilities
Users are expected to act as responsible and respectful participants of the FathomNet community and to comply with all MBARI policies and all applicable laws when using FathomNet. You will ensure that your use of FathomNet does not violate any applicable law. You are solely responsible for taking appropriate action to secure, protect, and back up your devices in a manner that will provide appropriate security and protection.
Modification to FathomNet
MBARI may, at any time and for any reason, change, update or discontinue FathomNet, or any part thereof, with or without notice. MBARI will not be liable to you or to any third party for any modification, suspension, or discontinuance of FathomNet. We will give you reasonable advance notice about any major changes, although you understand that we may stop, suspend, or change FathomNet at any time without prior notice.
Account Registration
You must register for and set up an account in order to access and use the Database and Portal, contribute Visual Content, and/or create Annotation Data. You may not use anyone else’s account at any time, and you may not allow others to use your account to access FathomNet. You may close your account and cease using FathomNet at any time.
Technology Guidelines
The rights granted to you under this Agreement are subject to the following guidelines concerning FathomNet:
● You will not copy, reproduce, distribute, transmit, republish, post, publicly perform or publicly display FathomNet, or any information or content made available on or through the Website, Database, Portal, or MBARI’s applications or social media pages other than as permitted by this Agreement and any license terms applicable to Visual Content and Annotation Data and indicated thereon;
● You will not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, frame, reverse compile, or reverse engineer any part of FathomNet;
● You will not access or use FathomNet to build a similar or competitive service or application;
● You will not remove or destroy any copyright notices or other proprietary markings contained on or in any portion of FathomNet;
● You will not use, collect, or harvest any personally identifiable information from FathomNet;
● You will not disrupt the operation of FathomNet in any manner or impose an unreasonable or disproportionately large load on our infrastructure, for example, by using methods such as denial of service attacks, flooding, and spamming;
● You will not transmit any "junk mail", "chain letter", "spam", or any other similar solicitation;
● You will not attempt to interfere with, compromise the system integrity or security, or decipher any transmissions to or from the servers running FathomNet;
● You will not probe, scan or test the vulnerability of our system or network, or attempt to breach security or authentication measures;
● You will not upload invalid data, viruses, worms, keyloggers, spyware, Trojan horses, time bombs, malicious or harmful code, or other software agents through FathomNet;
● You will not use FathomNet other than for its intended purposes; and
● You will not access or use FathomNet in an unlawful way or for an unlawful or illegitimate purpose.
You are solely responsible for complying with all laws, rules and regulations applicable to you when you use FathomNet and its Website, Database, Portal, social media pages, APIs, and other applications. You agree to comply with the above conduct and usage requirements (“Technology Guidelines”), and agree not to assist or permit any person to engage in any conduct that does not comply with the Technology Guidelines. Any use of FathomNet in violation of these Technology Guidelines is prohibited and may result in our suspension or termination of your right to use FathomNet, and may possibly expose you to legal action and damages.
Social Media
When we make available certain social media features through Instagram, YouTube, Discord, or other social media sites, you may take such actions as are enabled by those features. Please be aware that activities on our social media sites, or facilitated by or through our social media sites, are subject to the terms and conditions of the applicable social media site(s). Any information or content provided to social media sites may be processed and used by the applicable social media sites in accordance with their policies and any agreements with MBARI.
Links to Other Sites
FathomNet may contain links to other websites. The fact that we link to a website is not an endorsement, authorization, or representation of our affiliation with that third party. We do not exercise control over third party websites. These other websites may place their own cookies or other files on your computer, collect data, or solicit personal information from you. Other sites follow different rules regarding the use or disclosure of personal information you submit to them. We encourage you to read the privacy policies and terms of use for the other websites you visit.
Ownership
MBARI and/or its licensors own all right, title, and interest, including all related intellectual property rights, in and to FathomNet and MBARI Content. Visual Content and certain Annotation Data are owned by the applicable contributors or licensors, as described in sections above. This Agreement is not a sale and does not convey to you any rights of ownership in or related to FathomNet, MBARI Content, Visual Content, or Annotation Data. MBARI reserves all rights not expressly granted in this Agreement.
All trademarks, service marks, logos, slogans, and taglines displayed on or through FathomNet are the property of MBARI and its licensors or their respective owners, and nothing contained herein should be construed as granting any license or right to use any trademarks, service marks, logos, slogans, or taglines displayed on or through FathomNet without the express written permission of MBARI, or such third-party that may own the trademark, service mark, logo, slogan, or tagline.
Your Feedback
We welcome feedback, comments, and suggestions for improvements to FathomNet (“Feedback”). We may ask for your Feedback in connection with your use of FathomNet, and you can always submit Feedback by emailing us at fathomnet@mbari.org.
You grant us a nonexclusive, irrevocable, worldwide, royalty-free, fully paid up right and license to use any Feedback provided by you to us with respect to FathomNet, and we can use, disclose, reproduce, license, and otherwise distribute and exploit Feedback in any manner without obligation or restriction of any kind on account of intellectual property rights or otherwise. MBARI will treat any Feedback you provide to us as non-confidential and non-proprietary.
Consent to Electronic Notice
If you provide your email address to MBARI through FathomNet, or by e-mailing MBARI directly, you agree that MBARI may communicate with you electronically regarding administrative, security, and other issues relating to your use of FathomNet. You agree that any notices, agreements, disclosures, or other communications that MBARI sends to you electronically will satisfy any legal communication requirements, including that such communications be in writing. The foregoing does not affect your statutory rights.
Disclaimer
FATHOMNET, MBARI CONTENT, VISUAL CONTENT, AND ANNOTATION DATA ARE MADE AVAILABLE TO YOU "AS IS" WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WE DO NOT GUARANTEE CONTINUOUS, UNINTERRUPTED, OR SECURE (I) OPERATION OF FATHOMNET, OR (II) ACCESS TO ANY PART OF FATHOMNET OR TO ANY OF YOUR VISUAL CONTENT AND ANNOTATION DATA IN FATHOMNET. NETWORKS AND SERVERS USED TO PROVIDE ANY OF FATHOMNET OPERATED BY US OR ON OUR BEHALF MAY BE INTERFERED WITH BY NUMEROUS FACTORS OUTSIDE OF OUR CONTROL.
MBARI MAKES NO REPRESENTATIONS, WARRANTIES, OR GUARANTEES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, ADEQUACY, TIMELINESS, RELIABILITY, COMPLETENESS, OR USEFULNESS OF ANY OF THE MBARI CONTENT, VISUAL CONTENT, OR ANNOTATION DATA IN FATHOMNET, NOR DOES MBARI REPRESENT, WARRANT, OR GUARANTEE THAT FATHOMNET IS FREE OF VIRUSES, BUGS, DEFECTS, ERRORS, OR OTHER HARMFUL CODE OR PROGRAMS INTENDED TO INTERCEPT OR ACQUIRE DATA.
Please note, the ability to exclude warranties varies in different jurisdictions. To the extent that a jurisdiction places limits on the ability for a party to exclude warranties, these exclusions exist to the extent permitted by law. Because of this jurisdictional variance, some of the above exclusions may not apply to you.
Limitation of Liability
IN NO EVENT SHALL MBARI OR ITS AFFILIATES, OR ITS OR THEIR OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, LICENSORS OR SUPPLIERS, BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING LOST PROFITS, LOSS OF GOODWILL, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA ON YOUR COMPUTER OR DEVICE OR OTHERWISE, OR SIMILAR DAMAGES) RESULTING FROM OR RELATING TO THIS AGREEMENT, INCLUDING WITHOUT LIMITATION (I) YOUR USE OR INABILITY TO USE FATHOMNET, (II) ERRORS, MISTAKES, OR INACCURACIES IN MBARI CONTENT, VISUAL CONTENT, OR ANNOTATION DATA MADE AVAILABLE TO YOU THROUGH FATHOMNET, (III) ANY PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING IN YOUR USE OF FATHOMNET, (IV) ANY INFRINGEMENT BY FATHOMNET, THE MBARI CONTENT, VISUAL CONTENT, OR ANNOTATION DATA OF THE INTELLECTUAL PROPERTY RIGHTS OR OTHER RIGHTS OF THIRD PARTIES; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH FATHOMNET, OR (VI) ANY SECURITY INCIDENT AFFECTING FATHOMNET, WHETHER SUCH DAMAGES ARE BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT MBARI IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
YOU AGREE THAT WE WILL NOT BE LIABLE TO YOU OR TO ANY THIRD-PARTY FOR ANY USE, INABILITY TO USE, MODIFICATION, SUSPENSION, OR WITHDRAWAL OF FATHOMNET, OR ANY FEATURES, PARTS, OR CONTENT OF FATHOMNET.
General Release
You are solely responsible for all claims, injuries (including death), illnesses, damages, liabilities, and costs (“Liabilities”) suffered by you or any third party as a result of your use of FathomNet. To the maximum extent permitted by applicable law, you hereby release the MBARI Parties (as defined below) from any and all responsibility and liability for the foregoing.
YOU HEREBY WAIVE THE PROVISIONS OF ANY STATE OR LOCAL LAW LIMITING OR PROHIBITING A GENERAL RELEASE. IF YOU ARE A CALIFORNIA RESIDENT, YOU ACKNOWLEDGE AND HEREBY EXPRESSLY WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.” You hereby expressly waive and relinquish all rights and benefits under that section and any law of any jurisdiction of similar effect with respect to the release of any unknown or unsuspected claims you may have against the MBARI Parties pertaining to the subject matter of this section.
Indemnification By You
Without limiting the generality or effecting other provisions of this Agreement, as a condition of accessing or using FathomNet, you agree, at your expense, to indemnify and hold harmless MBARI and its affiliates, licensors and suppliers, and our and their officers, directors, employees and agents (“MBARI Parties”), from and against any and all losses, costs, damages, liabilities and expenses (including without limitation attorneys' fees) in relation to or arising from (i) your use or inability to use FathomNet, (ii) your Visual Content and/or Annotation Data, if applicable, (iii) your failure to comply with any applicable laws and regulations (including any privacy laws), (iv) your violation of any third party right, including without limitation any copyright, property, or privacy right, or (v) your breach of any obligations set forth in this Agreement. You shall not settle any such claim without the written consent of the applicable indemnified party.
For any third-party claim covered under this indemnification provision, we will notify you upon becoming aware of the claim, and you will also defend such claim at your expense if instructed by us to do so. If we or our partners or licensors are obligated to respond to a third-party subpoena or other compulsory legal order or process, you will also reimburse us for reasonable attorneys’ fees, as well as employees’ and contractors’ time and materials spent responding to the third-party subpoena or other compulsory legal order or process at the applicable then-current hourly rates.
Term; Violations of Agreement
This Agreement will remain in full force and effect while you use FathomNet. We reserve the right (but have no obligation) to investigate and/or take appropriate action against you in our sole discretion if you violate this Agreement or otherwise create liability for us or any other person. Such actions could include suspending or terminating your right to use FathomNet, with or without notice. If your rights with respect to FathomNet are suspended or terminated, you agree to make no further use of FathomNet as directed by MBARI for the duration of the suspension or indefinitely following termination.
ARBITRATION CLAUSE & CLASS ACTION WAIVER – APPLICABLE TO THE FULL EXTENT PERMITTED BY LAW
Any dispute, claim, or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration in San Francisco, California, United States of America, before one arbitrator. The language to be used in the arbitral proceedings will be English. If the dispute, claim or controversy exceeds $250,000, the arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures (the “Rules”), and if not, the arbitration shall be administered by JAMS pursuant to the Rules and in accordance with the Expedited Procedures or similar process set forth in the Rules. Judgment on the award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.
In any arbitration arising out of or related to this Agreement, the arbitrator shall award to the prevailing party, if any, the costs and attorneys’ fees reasonably incurred by the prevailing party in connection with the arbitration. If the arbitrator determines a party to be the prevailing party under circumstances where the prevailing party won on some but not all of the claims and counterclaims, the arbitrator may award the prevailing party an appropriate percentage of the costs and attorneys’ fees reasonably incurred by the prevailing party in connection with the arbitration.
YOU AND MBARI AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, if the parties’ dispute is resolved through arbitration, the arbitrator may not preside over any form of a representative or class proceeding.
YOU AND MBARI EACH HEREBY WAIVE THE RIGHT TO A TRIAL BY JURY FOR DISPUTES ARISING OUT OF OR RELATED TO THIS AGREEMENT, AND THIS WAIVER APPLIES REGARDLESS OF THE TYPE OF DISPUTE, WHETHER PROCEEDING UNDER CLAIMS OF CONTRACT OR TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE) OR ANY OTHER THEORY.
Force Majeure
You agree that MBARI is not responsible to you for anything that we may otherwise be responsible for, if it is the result of events beyond our control, including, but not limited to, acts of God, war, insurrection, riots, terrorism, crime, pandemics and epidemics, labor shortages (including lawful and unlawful strikes), embargoes, postal disruption, communication disruption, failure or shortage of infrastructure, shortage of materials, or any other event beyond our control.
Governing Law and Venue
This Agreement shall be governed by the laws of the State of California, United States of America, without regard to its rules on conflicts or choice of law. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement.
General Terms
This Agreement, together with the Privacy Policy and any additional terms applicable to your relationship with MBARI, constitute the sole agreements between you and MBARI in connection with the subject matter hereof. The section titles in this Agreement are for convenience only and have no legal or contractual effect. Should any provision of this Agreement be held invalid or unenforceable, such provision will be modified to the extent necessary to render it enforceable without losing its intent or severed from this Agreement if no such modification is possible, and other provisions of this Agreement will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. This Agreement and any rights and licenses granted hereunder, may not be transferred, delegated, or assigned by you, but may be assigned, delegated, or transferred by MBARI without restriction. Any attempted assignment, subcontract, delegation, or transfer by you in violation of the foregoing will be null and void. This Agreement shall be binding upon and inure to the benefit of each of the parties and the parties’ respective successors and permitted assignees. Certain of our licensors and suppliers may be third-party beneficiaries of this Agreement and have the right to enforce this Agreement against you.
Contact Information
If you have any questions about FathomNet or this Agreement, please contact us at fathomnet@mbari.org or 7700 Sandholdt Road, Moss Landing, California 95039.