Plant Disease Clinic Terms and Conditions
Virginia Polytechnic Institute and State University,
Plant Disease Clinic
Terms and Conditions February 1, 2023
1. Services. The Plant Disease Clinic at Virginia Polytechnic Institute and State University (“VT”) will perform the requested service on the submitted samples or images and prepare a report documenting the results (the “Services”). VT may provide the report to either the Grower of the property from which the sample or image was taken (“Grower”) or to the individual who submitted the sample or image (“Submitter”) or both. VT provides services to its customers on a first come, first serve basis in most cases.
2. Samples. Plant, insect or soil samples should originate within the boundaries of Virginia. Individuals with out-of-state samples may contact VT for options. Samples should be submitted in accordance with VT’s directions. VT reserves the right to destroy any samples where directions were not followed. Except as set forth in Section 3, VT shall destroy samples after the Services have been completed. VT may take photographs or other images of the samples.
3. Images. Photographic or other images of samples may be submitted to VT. Submitter represents and warrants that it owns the copyright to the image. If Submitter does not own the copyright, it shall notify VT in writing at the time it submits the image. Upon submission of any image to VT, Submitter grants VT permission to use, display, duplicate, distribute, and create derivative works from the image to perform the Services and for educational, research and outreach purposes.
4. Confidentiality, Use and Disclosure. To the extent permitted by law, VT shall treat as confidential: samples, images, results, reports and communications relating to the Services (“Confidential Information”). Confidential Information does not include information that is or becomes generally known or available to the public through no act of VT. Except as set forth below and as required by law, VT shall use Confidential Information only for providing the Services and shall not disclose Confidential Information to any third party other than to VT employees and County Extension employees who have agreed to maintain confidentiality.
VT may also use the Confidential Information for educational, research, and outreach purposes and share Confidential Information with third parties in connection with such purposes so long as VT does not disclose personally identifiable information of Grower or Submitter, except as required by law. VT may also provide others with non-personally identifiable information for statistical and tracking purposes.
VT may release Confidential Information to regulatory officials when required by law or when a sample or image raises regulatory or special concerns, such as the identification of an invasive species not known to occur in Virginia. It is acknowledged and understood that VT is a state entity subject to Virginia’s public records laws. VT may disclose Confidential Information when required to do so in order to comply with a court order, subpoena, warrant or public records request. Unless prohibited from doing so, VT shall notify Grower or Submitter upon receipt of the foregoing so that Grower or Submitter may take steps to protect the Confidential Information.
5. No Warranty. VT makes no representations, guarantees or warranties that it will be able to make a diagnosis. In some circumstances, the diagnosis will be unknown or inconclusive. Accordingly, the failure of VT to make a diagnosis shall not constitute a breach of this Agreement. VT makes no representations, guarantees or warranties as to the accuracy of the results or suitability for particular applications. VT MAKES NO WARRANTIES REGARDING THE SERVICES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. VT IS NOT RESPONSIBLE FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. Submitter or Grower shall indemnify and hold harmless VT, the Commonwealth of Virginia, the Board of Governors and their respective officers, employees and students from any claims, damages, fines, losses or expenses incurred by any of them arising from or in connection with their use of the results, including but not limited to sale of a commercial product based upon the results.
6. Financial. Payment for the services shall be made at the time the samples or images are submitted to VT. VT reserves the right to withhold services until such payment is received. VT may waive pre-payment of fees pursuant to its exemption policy [VCE new agents exception].
7. Publicity. The parties shall not use the name or trademarks of the other party or the name of any of its employees in any publicity or advertising, including endorsements, without the prior written consent of the other party. The parties may use the name of the party and its employees for fulfilling any reporting obligations.
8. Force Majeure. Neither party shall be deemed in breach of this Agreement or liable for damages if its performance of any obligation under this Agreement is prevented or delayed by causes beyond its reasonable control, such as acts or omissions of communications carriers, energy shortages or outages, government orders, strikes or labor disputes of other’s workforces, fires, floods, inclement weather, pandemics, acts of God, war, terrorism, civil disturbances, or acts of civil or military authorities.
9. Relationship of Parties. The parties are independent contractors, and these Terms and Conditions do not create any partnership, joint venture, or employment relationship. The Services are not sought for the purpose of admitting results as evidence in litigation, and no VT employee shall be called as an expert witness as a result of the Services rendered under this Agreement. VT reserves the right to provide services similar or identical to the Services to other parties.
10. Miscellaneous. These Terms and Conditions, along with the submission form, constitute the entire agreement between the parties. All terms and conditions in other instruments, including any purchase orders issued Submitter or Grower, are void. These Terms and Conditions shall not be modified without the written mutual consent of the parties. The failure of either party to require performance of any term or condition of these Terms and Conditions by the other party shall not constitute a waiver to subsequently enforce such term or condition. The invalidity or illegality of one or more provisions of these Terms and Conditions shall not affect the enforceability of the remaining provisions. The parties’ rights and obligations in these Terms and Conditions that, by their nature, would continue beyond the termination of these Terms and Conditions shall survive such termination. This Agreement may not be assigned or transferred by either party without the prior written consent of the other party, which shall not be unreasonably This Agreement shall be construed in accordance with the laws of the Commonwealth of Virginia, without giving effect to its conflicts of law provisions, and any litigation or actions commenced in connection with this Agreement shall be instituted in a court of competent jurisdiction in the Commonwealth of Virginia.
11. Authority. The individual submitting the sample or image represents and warrants that he or she has the legal authority to enter into this contract on behalf of the Grower and/or Submitter and is authorized, and has obtained the consent of Grower or any other required party, to submit the sample or image to VT to perform the Services and to grant the permissions set forth in these Terms and Conditions.