Website Terms of use

Membrain.com Website Terms of Use 

Last Updated: November 2, 2021

Welcome to Upstream Business Solutions AB and Membrain. Inc. (collectively “Membrain“). Membrain permits your access to and use of this website subject to the following conditions. If you visit and/or place an order at Membrain.com or any other Membrain website (collectively “Membrain Websites”), you accept these Terms of Use. Please read these Terms of Use carefully. In addition, when you purchase, access or use any specific product and/or service offered by Membrain, you will also be subject to the guidelines, terms, and agreements (“T&Cs”) applicable thereto. If these Terms of Use are inconsistent with such T&Cs, the T&Cs shall prevail.

PRIVACY

Please review Membrain’s Privacy Policy which also governs your visit to Membrain Websites, to understand Membrain’s privacy related practices.

TECHNICAL INFORMATION

Membrain Websites may provide information about technical issues and potential resolutions thereof. Membrain makes no representation that material appearing on the Membrain Websites is appropriate, applicable or available with regard to your specific need or for use outside the territory of the intended audience. Membrain uses reasonable efforts to update the Membrain Websites, but some information may become outdated. Membrain makes no claims or warranties as to the accuracy, completeness or use of the information contained on any of the Membrain Websites.

ELECTRONIC COMMUNICATIONS

When you visit Membrain Websites or send e-mails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on the Membrain Websites. You agree all agreements, notices, disclosures and other communications we provide to you electronically satisfy any legal requirement that such communications be in writing.

HYPERTEXTS / HYPERLINKS

The Membrain Websites may link you to other websites on the Internet, including, without limitation, the websites for Membrain affiliates, partners, and/or suppliers in your country or in other countries. Please ensure you read the legal and privacy policy sections of any other website to which you link. Membrain is not responsible for, does not recommend or endorse, and accepts no liability for any information, opinion, representation or offer contained on any other website.

COPYRIGHT

All content included on Membrain Websites, including, without limitation, text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, data sheets, and software, is the property of Membrain or its suppliers or partners and is protected by United States and international copyright laws.

TRADEMARKS

Membrain companies and product trademarks, URLs, and other Membrain graphics, logos, page headers, button icons, scripts, user interfaces, and service names are trademarks, registered trademarks or trade dress of Membrain and are thus Membrain’s intellectual property under applicable law. Membrain’s companies and/or product names may not be used in connection with any product or service that is not Membrain’s, in any manner likely to cause confusion among customers, or in any manner disparaging or discrediting Membrain or otherwise indicating Membrain’s endorsement of any other party, product, view or service. All trademarks not owned by Membrain appearing on this site are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Membrain. Membrain does not grant any rights for you to use the Membrain trademarks or any third-party trademarks, service marks, or other intellectual property that appear on the www.Membrain.com website or any of the Membrain Websites. Any and all use of any Membrain trademark(s) shall require the prior, written consent of the trademark owner.

LICENSE AND SITE ACCESS

Membrain grants you a limited license to access and make personal use of the Membrain Websites and not to download (other than page caching) or modify the Membrain Websites except with the prior, written consent of Membrain. This license does not include any resale or commercial use of the Membrain Websites or its contents; any collection and use of any product listings, descriptions, or prices; any derivative use of the sites or related content; any downloading or copying of account information for the benefit of another merchant; or any use of data mining, robots, or similar data gathering, and extraction tools. The sites or any portion of the sites may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of Membrain. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Membrain without express written Membrain consent. You may not use any meta tags or any other “hidden text” utilizing Membrain’s name or trademarks without the express written consent of Membrain. Any unauthorized use terminates the permission or license granted by Membrain. You are granted a limited, revocable, and nonexclusive right to create a hyperlink to the home page of Membrain.com so long as the link does not portray Membrain, or its products or services in a false, misleading, derogatory or otherwise offensive manner nor shall any such link imply any Membrain endorsement of any other party, product, service or view. You may not use any Membrain logo or other proprietary graphic or trademark as part of the link without express written permission.

YOUR ACCOUNT (SHOULD YOU HAVE AN ACCOUNT WITH MEMBRAIN)

If you use the sites, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities occurring in connection with your account and password. Membrain, to the extent selling products or services, sells products or services to adults who can purchase with a credit card or other permitted payment method. If you are under 18, you may use Membrain.com only with your parent or guardian’s involvement and consent. Membrain reserves the right to, in its sole discretion, refuse service, terminate accounts, remove or edit content, reject or cancel orders.

REVIEWS, COMMENTS, COMMUNICATIONS, AND OTHER CONTENT (TO THE EXTENT APPLICABLE)

Visitors may (to the extent made possible on or via the websites) post reviews, comments, photos, and other content; send e-cards and other communications; and submit suggestions, ideas, comments, questions, or other information, provided the content is not illegal, obscene, threatening, defamatory, invasive of privacy, infringing of intellectual property rights, or otherwise injurious to third parties or objectionable and does not consist of or contain viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of “spam.” You may not use a false e-mail address, impersonate any person or entity, or otherwise provide any misleading information as to the origin of content. Membrain reserves the right (but does not assume the obligation) to remove or edit such content but does not regularly review posted content.

If you do post content or submit material, and unless we indicate otherwise in writing, you grant Membrain a nonexclusive, royalty-free, free-of-charge, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such content throughout the world in any media. You grant Membrain and sublicensees the right to use the name that you submit in connection with such content if we/they choose. You represent and warrant you own or otherwise control all of the rights to the content you post; that the content is accurate; that use of the content you supply does not violate this policy and will not cause injury to any person or entity; and you will indemnify Membrain for all claims resulting from content you supply. Membrain has the right but not the obligation to monitor and edit or remove any content. Membrain takes no responsibility and assumes no liability for any content posted by you or any third party.

To the extent the Membrain Websites contain any testimonials of third parties, including, without limitation, Membrain customers, suppliers, partners, and/or affiliates, Membrain does not, in any manner, guarantee the results or experience expressed by the endorser and does not, further, represent such results or experiences are typical of the results or experiences of other Membrain customers. Membrain does, however, as indicated in these Terms of Use, require any endorser to express only honest opinions and experiences.

Given Membrain aims to be Digital Millennium Copyright Act (“DMCA”) compliant, Membrain reserves the right (but does not guarantee) to remove any content you post on this website should any third party complain such content is infringing or otherwise objectionable to such third party, or otherwise should Membrain determine, at its sole and absolute discretion, such content should be removed.

PRODUCT AND/OR SERVICE DESCRIPTIONS

Membrain attempts to be as accurate as possible. However, Membrain does not warrant product and/or service descriptions or other content of this site is accurate, complete, reliable, current or error-free. If a product and/or service offered by Membrain is not as described, in a material aspect, your sole remedies shall be as set forth in the respective T&Cs.

It is understood the server on which the Websites are located and/or any products or services transmitted or dispatched to you via Membrain or any communications to you from Membrain may originate from a country other than the country within which you are located. By visiting the websites or placing any order, you consent to such potential cross-border delivery or communications.

Should Membrain include references to, reviews or endorsements of any third party’s products and/or services on the websites or in any email or text message, Membrain may be receiving compensation from such third-party company in connection with such reference, review, or endorsement.

DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY

THIS SITE AND ALL INFORMATION, CONTENT, MATERIALS, PRODUCTS, AND SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THIS SITE ARE PROVIDED BY MEMBRAIN ON AN “AS IS” AND “AS AVAILABLE” BASIS, UNLESS OTHERWISE SPECIFIED IN WRITING. MEMBRAIN MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THIS SITE OR THE INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING, WITHOUT LIMITATION, SOFTWARE) OR SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THIS SITE, UNLESS OTHERWISE SPECIFIED IN WRITING. YOU EXPRESSLY AGREE YOUR USE OF THIS SITE IS AT YOUR SOLE AND ABSOLUTE RISK.

TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, MEMBRAIN DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. MEMBRAIN DOES NOT WARRANT THIS SITE, INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING, WITHOUT LIMITATION, SOFTWARE) OR SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THIS SITE; ANY SERVERS; OR E-MAIL SENT FROM MEMBRAIN ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. MEMBRAIN WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THIS SITE OR FROM ANY INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING, WITHOUT LIMITATION, SOFTWARE AND TANGIBLE PRODUCTS) OR SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THIS SITE, INCLUDING, BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES, REGARDLESS OF WHETHER MEMBRAIN HAS BEEN INFORMED OF THE POTENTIAL FOR ANY SUCH DAMAGES.

CERTAIN NATIONAL, STATE OR PROVINCIAL LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.

APPLICABLE LAW AND DISPUTES

By visiting Membrain.com, you agree the laws of Sweden, without regard to principles of conflict of laws, will exclusively govern these Terms of Use and any dispute of any sort which may arise between you and Membrain to the extent not otherwise agreed in writing between the parties. ANY DISPUTE PURSUANT TO THESE TERMS OF USE SHALL BE FINALLY RESOLVED BY ARBITRATION IN STOCKHOLM, SWEDEN PURSUANT TO THE ARBITRATION RULES OF THE ARBITRATION INSTITUTE OF THE STOCKHOLM CHAMBER OF COMMERCE. YOU CONSENT TO THE EXCLUSIVE JURISDICTION AND VENUE AS SET FORTH IN THIS PARAGRAPH. YOU WAIVE ANY RIGHT TO A JURY TRIAL.

To the extent the United Nations Convention on Contracts for the International Sale of Goods (“CISG”) is deemed to apply to these Terms of Use or any purchase made on or via the websites, both Membrain and you expressly exclude the application of CISG from any agreement of any kind reached by and between you and Membrain.

In the event the Uniform Computer Information Transactions Act, any version thereof, a substantially similar law or any other statutes implied for Internet transactions (collectively “UCITA”) is/are enacted as part of the law of any applicable state of the United States or any applicable country or any applicable region within any country, such statute shall not govern any aspect of these Terms of Use nor any other agreement reached by and between you and Membrain. These Terms of Use and the parties’ rights and obligations arising hereunder shall be solely governed according to these Terms of Use—to the extent permitted by applicable law and to the extent not otherwise superseded by any appliable T&Cs.

SITE POLICIES, MODIFICATION, AND SEVERABILITY

Please review our other policies, specifications, product / service limitations, to the extent applicable, posted on the websites. These policies also govern your visit to Membrain.com and any purchase made via Membrain.com or any other Membrain Websites. We reserve the right to make changes to our site, policies, these Terms of Use, and/or T&Cs at any time. If any of these conditions shall be deemed invalid, void or for any reason unenforceable, that condition shall be deemed severable and shall not affect the validity and enforceability of any remaining conditions. Further, the severed provision shall be replaced with another enforceable provision most closely reflecting the commercial and legal intentions of the severed provision. You agree to be bound by the latest version of the Terms of Use available online which may change from time to time.

OUR ADDRESSES

Upstream Business Solutions AB (Parent company of Membrain Inc.)
Hammarbybacken 27, 121 45 Stockholm, Sweden

Membrain Inc.
54069 Wilbur Road, Three Rivers, Michigan 49093, USA

For further contact details, please visit www.membrain.com.