1. Parties and Acceptance
"Scoville Splice" refers to the company operating scovillesplice.farm and the Capsaicin Design Platform, reachable at scovillesplice@gmail.com. "You" or "User" means any individual or entity accessing the platform. "Platform" means the website scovillesplice.farm, the Capsaicin Design Platform at platform.scovillesplice.farm, associated APIs, and all content and services provided therein.
You accept these Terms by (a) creating an account, (b) clicking "I agree" at signup, (c) downloading any construct file, or (d) completing a license purchase. If you are acting on behalf of an institution or company, you represent that you have authority to bind that entity.
2. Eligibility
You must be at least 18 years old and legally capable of entering binding contracts. You must not be located in, or acting on behalf of any person or entity in, a country subject to U.S. economic sanctions or on any U.S. government restricted-party list. Institutional users must have appropriate biosafety authorization from their institution before accessing construct files.
3. Accounts
You are responsible for maintaining the confidentiality of your account credentials. You must promptly notify us at scovillesplice@gmail.com of any unauthorized use. We reserve the right to suspend or terminate accounts that violate these Terms, the Acceptable Use Policy, or any applicable license agreement, without prior notice where required for security or legal compliance.
4. License Grants
Subject to your payment of applicable fees and compliance with the relevant License Agreement (Research-Use-Only, Commercial, or Exclusive), Scoville Splice grants you a limited, non-exclusive (except where explicitly stated as exclusive), non-transferable, non-sublicensable license to access and use the licensed construct files solely for the purposes defined in the applicable License Agreement. All construct designs, sequence files, FBA models, CRISPR guide sets, datasheets, and associated intellectual property remain the exclusive property of Scoville Splice.
Platform subscriptions (Pro, Designer) grant access to platform tools and monthly Research-Use-Only license credits as described in the current tier description. Subscription benefits are non-transferable and terminate upon cancellation.
5. Payments, Subscriptions, and Refunds
All payments are processed by Stripe. Subscription fees are billed monthly or annually in advance. One-time license purchases are charged at the time of checkout. All sales of digital construct files and one-time licenses are final and non-refundable, except where required by applicable consumer law. Subscription cancellations take effect at the end of the current billing period; no partial refunds are issued. Scoville Splice reserves the right to change pricing with 30 days' written notice to active subscribers.
6. Prohibited Conduct
In addition to the restrictions in the Acceptable Use Policy and applicable License Agreement, you agree not to: (a) access the platform through automated means without prior written consent; (b) circumvent any technical measures protecting the platform or construct files; (c) represent Scoville Splice construct data as your own original work in a manner that obscures our authorship; (d) use platform tools to train competing AI/ML models on our proprietary sequence data without a separate written agreement; (e) interfere with platform infrastructure or other users' access.
7. Intellectual Property
The platform and all content — including but not limited to construct sequences, FBA models, CRISPR guide designs, software, and branding — are owned by or licensed to Scoville Splice and protected by U.S. and international intellectual property laws. Nothing in these Terms transfers any IP rights to you except the limited license expressly granted in Section 4. Feedback you provide regarding the platform may be used by Scoville Splice without obligation or compensation.
8. Disclaimer of Warranties
THE PLATFORM AND ALL CONSTRUCT FILES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. SCOVILLE SPLICE EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. SCOVILLE SPLICE DOES NOT WARRANT THAT CONSTRUCTS WILL ACHIEVE ANY PARTICULAR PHENOTYPIC RESULT, THAT CRISPR GUIDES ARE FREE OF OFF-TARGET ACTIVITY, OR THAT FBA MODEL PREDICTIONS WILL REFLECT ACTUAL BIOLOGICAL OUTCOMES. CONSTRUCTS ARE RESEARCH TOOLS ONLY AND HAVE NOT BEEN EVALUATED BY THE FDA OR ANY REGULATORY BODY.
9. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SCOVILLE SPLICE'S TOTAL LIABILITY TO YOU FOR ANY CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE PLATFORM SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES PAID BY YOU IN THE TWELVE MONTHS PRECEDING THE CLAIM, OR (B) FIVE HUNDRED U.S. DOLLARS ($500). SCOVILLE SPLICE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR BIOLOGICAL MATERIALS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
10. Indemnification
You agree to indemnify, defend, and hold harmless Scoville Splice and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of the platform or construct files; (b) your violation of these Terms or any applicable law; (c) your research activities using licensed constructs; (d) any claim that your use of constructs infringes any third party's intellectual property or biosafety regulations.
11. Dispute Resolution and Governing Law
These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-law provisions. Any dispute arising under these Terms shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, with proceedings conducted in English. The arbitrator's decision shall be final and binding. YOU AND SCOVILLE SPLICE EACH WAIVE THE RIGHT TO A JURY TRIAL AND TO PARTICIPATE IN CLASS-ACTION LITIGATION OR CLASS-WIDE ARBITRATION. Nothing in this section prevents either party from seeking emergency injunctive relief from a court of competent jurisdiction to prevent irreparable harm.
12. Termination
We may terminate or suspend your account and any active licenses immediately, without prior notice, if you breach these Terms, the Acceptable Use Policy, any License Agreement, or if required by law. Upon termination, all licenses granted under these Terms immediately cease, and you must destroy all copies of downloaded construct files in your possession. Sections 7, 8, 9, 10, 11, and 12 survive termination.
13. Changes to Terms
We may update these Terms from time to time. Material changes will be notified by email to the address on your account at least 14 days before they take effect. Your continued use of the platform after the effective date constitutes acceptance of the updated Terms.
14. Contact
Questions about these Terms should be directed to scovillesplice@gmail.com.