By accessing or using our web site at http://bioverge.com including any subdomain thereof (the "Site"), you signify that you have read, understand and agree to be bound by these Terms of Service ("Terms of Service"), regardless of whether you are a registered investor. In addition to these Terms of Service, you may enter into other agreements with us or others that will govern your use of the Service or related services offered by us or others. As used herein, "Users" means anyone who accesses or uses the Site.
We reserve the right, in our sole discretion, to modify these Terms of Service at any time. Changes to these Terms of Service will become effective immediately upon the posting thereof. Please review these Terms of Service often to keep yourself apprised of any changes. Your continued use of the Site following the posting of changes will constitute your acceptance of the revised Terms of Service.
Registered investors must be U.S. residents who are 18 years of age or older or entities domiciled in the U.S. Children under the age of 18 are not eligible to invest on the Site.
In consideration of your use of the Site, you agree to (a) provide accurate, current and complete information about you as may be prompted by any registration forms on the Site ("Registration Data"), (b) maintain the security of your password and identification, (c) maintain and promptly update your Registration Data and any other information you provide to us ad to keep it accurate, current and complete, and (d) be fully responsible for all use of your account and for any actions that take place using your account.
All software, design, text, information, data, databases, images, photographs, illustrations, audio clips, video clips, artwork, graphic material, or other copyrightable elements (collectively, "Content"), other than User Content (as defined below), are the property of Bioverge and/or its subsidiaries, affiliates, assigns, licensors, vendors, partners or other respective owners and are protected, without limitation, pursuant to U.S. and foreign copyright laws. No Content (other than your own User Content) may be reproduced, modified, used to create derivative works, displayed, performed, published, distributed, disseminated, broadcast or circulated to any third party without our express prior written consent.
You are hereby granted a limited license to download one copy of the Content on the Site for personal, non-commercial transitory viewing only. Under this license, you may not:
"Bioverge," "Bioverge.com" and all related logos (collectively, "Bioverge Trademarks") constitute our trademarks or service marks. Other company, product, and service names and logos used and displayed on this Site may be trademarks or service marks owned by us or others. You may not use, copy, display, distribute, modify or reproduce any of the trademarks found on the Site unless in accordance with written authorization by us. The use of any of the Bioverge Trademarks as part of a link to or from any site is prohibited unless we provide advance written approval. Any questions concerning any Bioverge Trademarks, or whether any mark or logo is a Bioverge Trademark, should be referred to us.
You represent, warrant and agree that no materials of any kind submitted through your account or otherwise posted or shared by you on the Site will violate or infringe upon the rights of any third party, including copyright, trademark, privacy, publicity or other personal or proprietary rights, or contain libelous, defamatory or otherwise unlawful material. You further agree not to collect email addresses or other contact information of Users from the Site by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications. Additionally, you agree not to use automated scripts to collect information from the Site or for any other purpose. You further agree that you may not use the Site in any unlawful manner or in any other manner that could damage, disable, overburden or impair the Site. In addition, you agree not to use the Site to:
You are solely responsible for the content that you post on the Site or transmit to or share with other Users ("User Content"). You understand and agree that we may, but is are obligated to, review and delete or remove (without notice) any User Content in our sole discretion, including without limitation, User Content that in our judgment violates these Terms of Service, might be offensive or illegal, or might violate the rights of, harm, or threaten the safety of, Users or others.
By posting User Content to any part of the Site, you are deemed to grant to us, and you represent and warrant that you have the right to grant, an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide license (with the right to sublicense) to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part) and distribute such User Content for any purpose on or in connection with the Site or the promotion thereof, to prepare derivative works of, or incorporate into other works, such User Content, and to grant and authorize sublicenses of the foregoing. You may remove your User Content from the Site at any time. However, if you choose to remove your User Content, the license granted above will not expire.
This site may contain links to web sites controlled, owned or operated by third parties ("third- party sites"). We cannot control and have no responsibility for the accuracy or availability of information provided on the third-party sites. You acknowledge that use of any third-party sites is governed by the Terms of Service for those websites, and not by these Terms of Service. Links to third-party sites do not constitute our endorsement or recommendation of such sites or the content, products, advertising or other materials presented on such sites, but are only for your convenience, and you access them at your own risk. Such third-party sites may have privacy policies that differ from ours in important respects, and the third-party sites may provide less security than this Site. We are not responsible for the content of any third-party sites, nor do we make any representation or warranty, express or implied, regarding the content on any third- party site, and we shall have no liability of any nature whatsoever for any failure of products or services offered or advertised on such sites or otherwise.
WE DO NOT GUARANTEE THE ACCURACY, ADEQUACY, TIMELINESS, RELIABILITY, COMPLETENESS, OR USEFULNESS OF ANY OF THE CONTENT, AND WE DISCLAIM LIABILITY FOR ERRORS OR OMISSIONS IN THE CONTENT.
THIS SITE AND ALL OF THE CONTENT IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT ANY WARRANTY, EITHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON- INFRINGEMENT OR TITLE. ADDITIONALLY, THERE ARE NO WARRANTIES AS TO THE OUTCOME OF YOUR USE OF THE CONTENT. WE DO NOT WARRANT THAT THE SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THIS DOES NOT AFFECT THOSE WARRANTIES WHICH ARE INCAPABLE OF EXCLUSION, RESTRICTION OR MODIFICATION UNDER THE LAWS APPLICABLE TO THIS AGREEMENT.
WE MAY DISCONTINUE OR MAKE CHANGES IN THE CONTENT AND SITE AT ANY TIME WITHOUT PRIOR NOTICE TO YOU AND WITHOUT ANY LIABILITY TO YOU. ANY DATED INFORMATION IS PUBLISHED AS OF ITS DATE ONLY, AND WE DO NOT UNDERTAKE ANY OBLIGATION OR RESPONSIBILITY TO UPDATE OR AMEND ANY SUCH INFORMATION. WE RESERVE THE RIGHT TO TERMINATE ANY OR ALL SITE OFFERINGS OR TRANSMISSIONS WITHOUT PRIOR NOTICE TO YOU. THIS SITE COULD CONTAIN TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS. USE OF THIS SITE IS AT YOUR OWN RISK.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEITHER WE NOR OUR AFFILIATES NOR OUR OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, REPRESENTATIVES, NOR ANY THIRD-PARTY PROVIDERS TO THE SITE, ARE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OR OTHER INJURY ARISING OUT OF OR IN ANY WAY CONNECTED WITH USE OF THE SITE, OR WITH A USER'S DELAY OR INABILITY TO USE THE SITE, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS AND SERVICES OBTAINED THROUGH THE SITE, WHETHER RESULTING IN WHOLE OR IN PART, FROM BREACH OF CONTRACT, TORTIOUS BEHAVIOR, FEDERAL OR STATE SECURITIES LAWS, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE.
These Terms of Service and all matters or issues collateral thereto will be governed by, construed and enforced in accordance with the laws of the state of Delaware without regard to conflict-of-laws principles, and jurisdiction for any court action will be in San Francisco, California. Any controversy or claim arising out of or relating to these Terms of Service shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. The arbitration shall be conducted in San Francisco, California, and judgment on the arbitration award may be entered in any court having jurisdiction thereof.
You agree to indemnify and hold Bioverge, LLC, its subsidiaries and affiliates, and each of their directors, officers, agents, contractors, partners and employees, harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including reasonable attorney's fees, arising out of or in connection with any User Content you post or share on or through the Site, your use of the Site, your conduct in connection with the Site or with other Users of the Site, or any violation of these Terms of Service or of any law or the rights of any third party.
This Site is not intended for use by, or distribution to, any person or entity in any jurisdiction or country where such use or distribution would be contrary to applicable law or regulation. By offering this site and Content, we make no distribution or solicitation to any person to use the Site or Content in jurisdictions where the provision of the site and/or content is prohibited by law.
These Terms of Service shall be subject to any other agreements you have entered into with us.
Certain sections or pages on the Site may contain separate terms and conditions of use, which are in addition to the terms and conditions of these Terms of Service. In the event of a conflict, those additional terms and conditions will govern for those sections or pages of the Site.
If any provision of these Terms of Service is found to be invalid or unenforceable, the remaining provisions shall be enforced to the fullest extent possible, and the remaining provisions of these Terms of Service shall remain in full force and effect. These Terms of Service supersede any previous Terms of Service to which you and we may have been bound. These Terms of Service will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns. Neither the course of conduct between parties nor trade practice shall be deemed to modify any provision of these Terms of Service. All rights not expressly granted herein are hereby reserved. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.