Terms of Use
Welcome to TerSera.com (the “Site”), which is owned and operated by TerSera Therapeutics LLC. For purposes of the following terms, conditions and disclaimers (“Terms of Use”), TerSera Therapeutics LLC and its affiliates shall be referred to, collectively, herein as “TerSera,” “us” or “we.” Access to the Site by you, your employees, your contractors, and other individuals affiliated with you (collectively, “you”) is subject to the Terms of Use, which may be updated by us from time to time without notice to you. Your access to and use of this Site (including our Privacy Policy, which is hereby incorporated into these Terms of Use) is subject to the following terms and conditions and all applicable laws. By accessing and browsing this Site, you accept, without limitation or qualification, these Terms of Use and acknowledge that any other agreements regarding the use of this Site between you and TerSera Therapeutics are superseded and of no force or effect.
PLEASE READ THESE TERMS OF USE CAREFULLY. BY USING THE SITE, YOU INDICATE THAT YOU HAVE READ AND THAT YOU ACCEPT AND AGREE TO BE BOUND BY THESE TERMS OF USE AND DISCLAIMERS.
You are responsible for periodically reviewing these Terms of Use for applicable changes. Your use of this Site after posting by us of any changes to these Terms of Use constitutes your acceptance to those changes. If you disagree with these Terms of Use (as they may be amended from time to time), or are dissatisfied with this Site, your sole and exclusive remedy is to discontinue using this site.
These Terms of Use apply to residents of the United States. This Site may be viewed internationally, and may contain references to products not available in all countries. References to a particular service or product do not imply that TerSera intends to make such products or services available in any particular country where such product or service is not currently available.
SITE CONTENT AND INTELLECTUAL PROPERTY OWNERSHIP
You acknowledge that the information, data, documents, text, software, images, graphics or other materials displayed or published on the Site as well as the “look and feel” of the Site (the "Information") contain trademarks, copyrights and other proprietary material, the ownership or licensed rights to which are owned by TerSera, or its third party licensors or suppliers, and that such Information is protected by law, including U.S. copyright laws and international treaty provisions.
You are granted a non-exclusive, non-assignable and non-transferable license to use the Site only under these Terms of Use.
Permission to use the Information is granted, provided that (1) the above copyright notice appears on all copies; (2) use of the Information is for informational and non-commercial or personal use only; (3) the Information is not modified in any way; (4) no graphics available from this Site are used separate from accompanying text, and; (5) you agree that TerSera may revoke any such permissions at any time for any reason, at which time you must cease activities related to the use of the Information. TerSera is not responsible for content provided by third-party providers, and you are prohibited from distribution of such material without express written permission of the owner of the copyright therein. Except as permitted above, no license or right, express or implied, is granted to any person under any patent, copyright, trademark or other proprietary right of TerSera.
Other than as expressly authorized above, you may not modify, copy, distribute, transmit, display, perform, reproduce, use, publish, license, create derivative works from, transfer or sell any Information contained on the Site, unless you yourself posted such information to the Site or you have express authorization to do so.
Further, no use of any trademark, trade name, or trade dress of TerSera or any third party referenced on this Site may be made without the prior written authorization of TerSera, or of the relevant third party without such party’s consent.
If you believe, in good faith, that information or content displayed on this Site infringes upon your copyright, please provide TerSera with written notice of such issue. In your written notice, please specify the copyrighted work in question, a description of the work’s location on this Site, your mailing and electronic contact information, a statement certifying that the information in your notice is accurate, a statement certifying that you are the copyright owner or authorized to act on his or her behalf, and your signature. The written notice containing all aforementioned information should be mailed to the following address:
520 Lake Cook Road Suite 500
Deerfield, Illinois 60015
Attn: Legal Counsel
With copy to legal@tersera.com
YOUR USE
You understand, acknowledge, and agree to the following:
a. By using this Site, you agree not to disrupt or intercept our electronic information posted on this Site or on any of our servers. You also agree not to attempt to decipher, decompile, circumvent or reverse engineer any security features or any software comprising or in any way making up part of the Site, and to abide by all applicable, local, state, federal and international laws, rules and regulations in connection with your use of the Site. You further agree not to alter or remove any trademark or copyright notice on the Site.
b. You grant to TerSera the right to use all content you upload or otherwise transmit to the Site, subject to these Terms of Use and the TerSera Privacy Policy, in any manner that TerSera chooses, including, but not limited, to copying, displaying, performing or publishing it in any format whatsoever, modifying it, incorporating it into other material or making a derivative work based on it.
c. TerSera reserves the right to disclose any information or content you provide to TerSera through the Site in order to satisfy any applicable federal, state, local or foreign law, regulation, governmental request, or legal process.
d. Except as expressly stated and agreed upon in advance by TerSera, no confidential relationship shall be established in the event that any user of this Site should make any oral, written or electronic communication to TerSera (such as feedback, questions, comments, suggestions, ideas, etc.). If the Site requires or requests that such information be provided, and that such information contains personal identifying information (e.g., name, address, phone number), TerSera shall obtain, use and maintain it in a manner consistent with our Privacy Policy. Otherwise, such communication and any information submitted therewith shall be considered non-confidential, and TerSera shall be free to reproduce, publish or otherwise use such information for any purposes whatsoever including, without limitation, the research, development, manufacture, use or sale of products incorporating such information. The sender of any information to TerSera is fully responsible for its content, including its truthfulness and accuracy and its non-infringement of any other person's proprietary or privacy rights.
e. By using this Site, you agree to keep confidential any confidential information of TerSera, and its affiliates and suppliers, including but not limited to pricing, marketing, technical, or other information that could reasonably be understood to be confidential (“Confidential Information”). Title to and ownership in any such Confidential Information remains with TerSera or its respective owner. However, these Terms do not extend to information which you can show, with legally sufficient evidence, (i) you knew prior to using the Site without being under an obligation of confidentiality, (ii) you independently developed without reference to Confidential Information contained or displayed on the Site, (iii) you became aware of from a third-party who, to the best of your knowledge, is not bound by a confidentiality restriction, (iv) is or becomes part of the public domain through no wrongful act of your own, or (v) you must disclose pursuant to a judicial or governmental request or order, provided that, to the extent permitted by law, you provide TerSera with sufficient prior written notice of such disclosure.
PRODUCT LABELING
Unless otherwise noted, product names, descriptions and labeling are of U.S. origin. Products may not be available in all countries or may be available under a different brand name, or for different indications. Many of the products listed are available only by referral through your local healthcare professional. Except as expressly stated and agreed upon in advance by TerSera, no director, employee, agent, or representative of TerSera is engaged in rendering medical advice, diagnosis, treatment or other medical services that in any way create a physician-patient relationship through this Site, nor is any of the information presented on this Site intended to be a substitute for professional medical advice. You should direct any and all questions regarding your medical conditions, treatment options, and diagnosis to your health care provider.
PRIVACY AND SECURITY
We understand the importance of privacy to our customers and visitors to our Site. Our use of personally identifiable information is governed by our Privacy Policy and by accessing and using our Site, you agree to be bound by that policy.
You recognize and agree that when submitting your personally identifiable information to the Site, there is no absolute guarantee of security, although TerSera may have safeguards in place to prevent unauthorized access or interception. IN THE UNLIKELY EVENT OF AN INTERCEPTION OR UNAUTHORIZED ACCESS DESPITE OUR EFFORTS, TERSERA SHALL NOT BE RESPONSIBLE FOR SUCH INTERCEPTIONS OR UNAUTHORIZED ACCESS, OR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS) SUFFERED BY YOU OR ANY OTHER USER, EVEN IF PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TERSERA DOES NOT WARRANT, EITHER EXPRESSLY OR IMPLIEDLY, THAT THE INFORMATION PROVIDED BY YOU OR ANY USER OF THE SITE SHALL BE FREE FROM INTERCEPTION OR UNAUTHORIZED ACCESS, AND DOES NOT PROVIDE ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
DISCLAIMERS
You acknowledge and agree that:
a. THIS SITE AND THE SITE CONTENT PROVIDED ON OR AVAILABLE THROUGH THIS WEBSITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITH ALL FAULTS. The Site may include technical inaccuracies or typographical errors. Although we strive to provide on this Site the latest developments relating to our products and services, and other information about our company, we do not warrant the accuracy, effectiveness and suitability of any information contained in this Site. Each person assumes full responsibility and all risks arising from use of this Site. We reserve the right to make additions, deletions, or modifications to the information at any time without any prior notification.
b. TERSERA DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND OR NATURE WITH RESPECT TO THE INFORMATION OR CONTENT POSTED ON THIS SITE. TERSERA HEREBY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED, CREATED BY LAW, CONTRACT OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, QUALITY, ACCURACY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT.
c. TerSera may provide links or references to Internet sites maintained by third parties. TerSera does not operate or control in any respect any information, products or services on these third-party sites and provides no warranty whatsoever, for the accuracy, effectiveness, timeliness, protection of user information or suitability of any information or content obtained from third parties, including any Information on the Site from such parties and any hyperlinks to or from third-party sites. TerSera shall not be held responsible for any loss or damages that result in connection with using content or services provided by third-party sites.
d. This Site may contain forward-looking statements that reflect TerSera’s current expectation regarding future events and business development. The forward-looking statements involve risks and uncertainties. Actual developments or results could differ materially from those projected and depend on a number of factors including, but not limited to, the success of current research programs, results of pending or future clinical trials, ongoing commercialization of its products, regulatory approvals of pharmaceuticals, validity and enforcement of its patents, the stability of its commercial relationships, and the general economic conditions. TerSera intends to update this site on a regular basis but assume no obligation to update any of the Information or content.
LIMITATION OF LIABILITY
TerSera does not assume any liability for the materials, information and opinions provided on, posted to, or otherwise available through, this Site. Reliance on these materials, information and opinions is solely at your own risk. TerSera disclaims any liability for injury or damages resulting from the use of this Site, or the content contained thereon.
IN NO EVENT SHALL TERSERA, ITS VENDORS, OR THEIR RESPECTIVE DIRECTORS, EMPLOYEES, REPRESENTATIVES OR AGENTS (HEREINAFTER “TERSERA PARTIES") BE LIABLE FOR ANY DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY (WHETHER IN AN ACTION IN CONTRACT, STRICT LIABILITY, TORT (INCLUDING NEGLIGENCE) OR OTHER LEGAL OR EQUITABLE THEORY) ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF, OR INABILITY TO USE, THIS SITE, THE SITE CONTENT, ANY SERVICES PROVIDED ON OR THROUGH THIS SITE OR ANY LINKED SITE, INCLUDING DIRECT, INDIRECT, PUNITIVE, EXEMPLARY, SPECIAL (INCLUDING LOSS OF PROFIT) CONSEQUENTIAL OR INCIDENTAL DAMAGES, INCLUDING, WITHOUT LIMITATION, PERSONAL INJURY, LOST PROFITS OR DAMAGES RESULTING FROM DELAY, INTERRUPTION IN SERVICE, VIRUSES, DELETION OF FILES OR ELECTRONIC COMMUNICATIONS, OR ERRORS, OMISSIONS OR OTHER INACCURACIES IN THIS SITE OR THE SITE CONTENT, WHETHER OR NOT TERSERA HAS BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES. Some states do not allow the foregoing limitation of liability, so this provision may not apply to you.
PLEASE BE AWARE THAT ADDITIONAL LEGAL NOTICES, DISCLAIMERS, AND OTHER TERMS AND CONDITIONS MAY APPLY TO THIS AND OTHER WEBSITES OWNED OR OPERATED BY TERSERA.
THE ENTIRE RISK RELATED TO YOUR USE OF THIS SITE LIES WITH YOU, THE USER.
INDEMNITY
You are entirely liable for activities conducted by you or anyone else in connection with your browsing and use of this Site. If you are dissatisfied with this Site and/or any Information on this Site, or with these Terms of Use, your sole and exclusive remedy is to stop using this Site and Content. You agree to defend, indemnify and hold harmless TerSera, its subsidiaries, affiliates, officers, directors, shareholders, employees, suppliers, agents, co-branders and other partners from any and all liabilities, claims, demands, losses or expenses, including reasonable legal and accounting fees and costs, resulting or arising from: your breach of these Terms of Use; any action taken or permitted by you which disrupts, degrades or damages this Site, Information or related data thereon; your infringement of any intellectual property right of TerSera or any other person or entity; any activity (including any negligent or wrongful conduct) by you; any materials provided by you to be posted on this Site; your use of this Site; your violation of the rights of any third party; your posting or uploading of any content; or your actual or alleged breach of any federal, state, local or foreign law, or regulations.
GENERAL
You agree that these Terms of Use describe the entire agreement between us with respect to its subject matter. The Site was created and is operated under the laws of the Commonwealth of Illinois. The laws of the Commonwealth of Illinois will control the terms and conditions provided in these Terms of Use, without giving effect to any principles of conflict of laws. Any claim, cause of action or proceeding arising from these Terms of Use or the conduct of the parties hereunder shall be commenced and maintained solely in a federal or state court of competent subject matter jurisdiction within the boundaries of the United States District Court for the Northern District of Illinois, Eastern Division, and you irrevocably consent to personal jurisdiction and venue in any such court. If a court of competent jurisdiction finds that any provision of these Terms of Use is invalid or unenforceable, you agree that the other provisions of these Terms of Use will remain in full force and effect. You agree that regardless of any applicable law to the contrary, you cannot file a claim or cause of action arising out of or related to tersera.com or these Terms of Use more than one (1) year after such claim or cause of action arose.
You further agree that TerSera may limit or revoke your access to the Site for any reason at any time.
