Terms & Conditions

Last updated: September 16, 2024

Welcome to accessbio.net. The accessbio.net website (the “Website” or “Site”) is comprised of various web pages operated by Access Bio, Inc. The Website is offered to you conditioned on your acceptance without modification of the terms, conditions, and notices contained herein (this “Agreement”). Our Privacy Policy, located on the Website, is part of and hereby incorporated into this Agreement and its terms (the “Terms of Use” or “Terms”). Your use of the Website constitutes your agreement to all such Terms of Use. Please read this Agreement carefully, and keep a copy of them for your reference. accessbio.net is an E-Commerce Site, for the primary purpose of furthering Access Bio’s mission is to improve the lives and well-being of people around the world. Through the development of in vitro diagnostics technology, Access Bio has successfully commercialized the highest quality products to battle malaria, COVID-19, and other serious diseases.

This Agreement is entered into by and between you (“Customer”, “you”, or “your”) and Access Bio, Inc. and/or its affiliated entities (collectively, “Access Bio,” “we,” “us” or “our”). These Terms of Use govern your access to and use of our Website, any software application that does not have dedicated separate terms and conditions, and any related content, functionality, and services through them (collectively, the “Services”).

By accessing or using the Services in any way, you agree to be bound by this Agreement. If you do not accept any of the terms of this Agreement and/or you do not meet or comply with its provisions, you must not use or access the Services. The disclaimers, terms, and conditions in this Agreement are of general application and may be supplemented by additional policies, procedures, disclaimers, guidelines, rules, terms, and conditions of specific application that we disclose.

THE SERVICES ARE NOT DESIGNED TO PROVIDE MEDICAL ADVICE OR FACILITATE MEDICAL EMERGENCIES. ALWAYS SEEK THE ADVICE OF YOUR PHYSICIAN OR OTHER QUALIFIED HEALTH PROVIDER WITH ANY QUESTIONS YOU MAY HAVE REGARDING YOUR HEALTH. NEVER DISREGARD PROFESSIONAL MEDICAL ADVICE OR DELAY IN SEEKING IT BECAUSE OF SOMETHING YOU HAVE OBTAINED THROUGH THE SERVICES. IF YOU THINK YOU HAVE A MEDICAL EMERGENCY, CALL YOUR DOCTOR OR 911 IMMEDIATELY. DO NOT RELY ON ELECTRONIC COMMUNICATIONS OR COMMUNICATION THROUGH THE SERVICES FOR IMMEDIATE, URGENT MEDICAL NEEDS.

IMPORTANT NOTICE: YOUR USE OF THE SERVICES IS SUBJECT TO AN ARBITRATION PROVISION IN SECTION 9 OF THIS AGREEMENT, REQUIRING ALL CLAIMS TO BE RESOLVED BY WAY OF BINDING ARBITRATION. Please carefully review Section 9 of this Agreement for more information.

Children Under Thirteen – Access Bio does not knowingly collect, either online or offline, personal information from persons under the age of thirteen. If you are under 18, you may use accessbio.net only with the permission of a parent or guardian. California residents under 16 years of age may have additional rights regarding the collection and sale of their personal information. Please see the Privacy Policy section regarding California for more information.

1. GENERALLY

1.1 Ownership of Access Bio Materials. The Services, our systems, our databases, and any and all other information, data, documents, materials, works and other content, devices, methods, processes, hardware, software and other technologies and inventions, including any technical or functional descriptions, requirements, plans, specifications, or reports, that are provided or used by Access Bio or any subcontractor engaged by Access Bio in connection with the Services or otherwise comprise or relate to the Services, the designs of each of the foregoing, and any and all intellectual property rights in the foregoing (collectively, the “Access Bio Materials”) shall at all times remain the exclusive property of Access Bio and its third-party licensors. Any third-party software included in the Services is licensed subject to the additional terms of the applicable third-party license.

1.2 Grant of License. On the condition that you comply with all your obligations under this Agreement, and subject to additional terms of any third-party licenses applicable to third-party software included in the Services, we hereby grant to you a limited, revocable, non-exclusive, non-transferable, non-sublicensable right to access and use the Services solely for your personal purposes. You may not use the Site in any manner which could damage, disable, overburden, or impair the Site or interfere with any other party’s use and enjoyment of the Site. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Site.

All content included as part of the Site, such as text, graphics, logos, images, as well as the compilation thereof, and any software used on the Site, is the property of Access Bio or its suppliers and protected by copyright and other laws that protect intellectual property and proprietary rights. You agree to observe and abide by all copyright and other proprietary notices, legends or other restrictions contained in any such content and will not make any changes thereto.

You will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part, found on the Site. Access Bio content is not for resale. Your use of the Site does not entitle you to make any unauthorized use of any protected content, and in particular, you will not delete or alter any proprietary rights or attribution notices in any content. You will use protected content solely for your personal use and will make no other use of the content without the express written permission of Access Bio and the copyright owner. You agree that you do not acquire any ownership rights in any protected content. We do not grant you any licenses, express or implied, to the intellectual property of Access Bio or our licensors except as expressly authorized by these Terms.

We reserve all rights not otherwise expressly granted by this Agreement. If you do not comply with this Agreement, we reserve the right to revoke any license granted in this Agreement and limit your access to the Services. Any use of the Services that exceeds the rights expressly granted in this Agreement is strictly prohibited and constitutes a violation of this Agreement, which may result in the termination of your right to access and use the Services. You are not acquiring any rights in or to the Access Bio Materials other than a non-exclusive right to access and use the Services solely in accordance with the term of this Agreement.

1.3 Modification. We may discontinue or alter any aspect of the Services, restrict the time the Services is available, and restrict the amount of your permitted access to some or all of the Services at our sole discretion and without prior notice or liability to you. We may also install bug fixes, updates, patches, and other upgrades to the Services without prior notice or liability to you. Your only remedy is to discontinue using the Services if you do not want a modification we make to the Services.

1.4 Removal of Access. Your access to the Services is provided on a temporary basis with no guarantee for future availability. You agree that we may immediately suspend or terminate your access to the Services or any part thereof. Cause for such measures include, without limitation: (1) breach or violation of this Agreement or other incorporated agreements or guidelines; (2) discontinuance or material modification to the Services; (3) unexpected technical or security issues or problems; (4) extended periods of inactivity; or (5) your engagement in fraudulent or illegal activities. You further agree that such measures may be taken in our sole discretion and without liability to you or any third party.

1.5 Defects and Availability. We use commercially reasonable efforts to maintain the Services, but we are not responsible for any defects or failures associated with the Services, any part thereof, any Feedback you provide, or any damages (such as consequential or indirect damages) that may result from any such defects or failures. The Services may be inaccessible or inoperable for any reason, including, without limitation: (1) equipment malfunctions; (2) periodic maintenance procedures or repairs which we may undertake from time to time; or (3) causes beyond our reasonable control or which we could not reasonably foresee. You understand that the Services is provided over the Internet, so the quality and availability of the Services may be affected by factors outside of our control. The Services are not intended to be available 100% of the time and we do not make any representations, warranties, or guarantees regarding the reliability or availability of the Services. We do not represent, warrant, or guarantee that the Services will always be completely free of human or technological errors. We will not be liable to you or any third party for damages or losses related to the Services being unavailable.

1.6 Restrictions. You may not: (1) license, sublicense, sell, resell, transfer, assign, distribute, or otherwise commercially exploit or make available to any third party any portion of the Services in any way; (2) copy, modify, adapt, alter, translate, create derivative works, reverse engineer, decompile, disassemble, or otherwise attempt to learn the source code, structure, or ideas upon which the Services is based; (3) use the Services or Access Bio IP (as defined below) to develop a competing service or product; (4) use any device, software, or routine intended to damage or otherwise interfere with the proper functioning of the Services, servers, or networks connected to the Services or take any other action that interferes with any other person’s use of the Services; (5) decrypt, transfer, create Internet links to the Services, or “frame” or “mirror” the Services on any other server or wireless or Internet-based device; (6) use or merge the Services or any component thereof with other software, databases, or sites not provided or approved by us; (7) circumvent or attempt to circumvent any electronic protection measures in place to regulate or control access to the Services; (8) use the Services for unlawful purposes; (9) develop, distribute, or sell any software or other functionality capable of launching, being launched from, or otherwise integrated with the Services; (10) use any bot, spider, or other automatic or manual device or process for the purpose of harvesting or compiling information on the Services for any reason; (11) access or attempt to access any other user’s account or data; (12) use any Access Bio IP (as defined below) made available through the Services in any manner that misappropriates any trade secret or infringes any copyright, trademark, patent, rights of publicity, or other proprietary right of anyone, including but not limited to Access Bio; (13) introduce into the Services any virus, rogue program, Trojan horse, worm or other malicious or intentionally destructive code, software routines, or equipment components designed to permit unauthorized access to or disable, erase, or otherwise harm the Services, or perform any such actions; (14) introduce into the Services any back door, time bomb, drop dead device, or other software routine designed to disable a computer program automatically with the passage of time or under the positive control of an unauthorized person; (15) delete, modify, hack, or attempt to change or alter the Services, Access Bio Content, or notices on the Services; (16) connect to or access any Access Bio computer system or network other than the Services; (17) impersonate any other person or entity to use or gain access to the Services; or (18) send, post, upload, or transmit any content violating Section 2 of this Agreement. We reserve the right to investigate and prosecute violations of any of the above to the fullest extent of the law. We may involve and cooperate with law enforcement authorities in prosecuting users who violate this Agreement.

2. Content and materials on the Services

2.1 Access Bio Content. The Services may include or provide access to information, software, photos, videos, text, graphics, music, sounds, and other material or information provided by us or third parties (collectively, the “Access Bio Content”) that are protected by copyrights, patents, trademarks, trade secrets, or other intellectual property laws. You understand and agree that these rights in any Access Bio Content are valid and protected in all forms, media, and technologies existing now or developed in the future. You may not obscure or remove any proprietary rights notices contained in or on the Access Bio Content.

2.2 User Content. The Services may allow you to upload, download, store, or transmit user-generated data or information, including but not limited to personal information such as your name, photo, or contact details (“User Content”). By submitting User Content to the Services or by interacting with the Services through social media platforms (such as, for example, using a promoted hashtag), you grant Access Bio a nonexclusive, worldwide, royalty-free, assignable, sublicensable, perpetual right and license to use, copy, and display User Content in connection with Access Bio’ operation of the Services. You further grant Access Bio a nonexclusive, perpetual, assignable, sublicensable, worldwide, royalty-free right and license to use, copy, display, reproduce, modify, edit, adapt, publish, translate, display, distribute, sell, transfer, sublicense, create derivative works of, and compilations incorporating, User Content to provide benchmarking, performance improvement, marketing and advertising, and other lawful purposes in connection with the operation of Access Bio’ business, including without limitation as it relates to the design, manufacture, distribution, sale and/or promotion of any goods and/or services branded under any intellectual property owned by Access Bio. YOU AGREE THAT YOU WILL EVALUATE AND BEAR ALL RISK RELATED TO THE USE OF, OR ANY ACTIVITIES ASSOCIATED WITH, USER CONTENT THAT YOU POST OR PROVIDE THROUGH THE SERVICES. THE RESULTS OF ANY ACTIONS YOU TAKE BASED ON USER CONTENT, ACCESS BIO CONTENT, OR OTHER CONTENT YOU FIND ON THE SERVICES IS SOLELY YOUR RESPONSIBILITY. Under no circumstances will ACCESS BIO be liable in any way for User Content or for any loss or damage of any kind incurred as a result of the transmission of any of User Content through the Services.

2.3 User Content Restrictions. You may not upload, post, or transmit any User Content that: (1) would violate or infringe the proprietary, privacy, publicity, or intellectual property rights of Access Bio or any third party; (2) is obscene, defamatory, threatening, harassing, abusive, libelous, hateful, or harmful to any other person or entity; (3) violates any law, statute, ordinance, or regulation; (4) puts in jeopardy the security of your account, Access Bio, or the Services; or (5) promotes or displays any of the following content: (a) pornography; (b) violence; (c) racial intolerance or advocacy against any individual, group, or organization; (d) profanity; (e) hacking or cracking; (f) illicit drugs and drug paraphernalia; (g) sale of alcohol, tobacco, or tobacco-related products; or (h) the sale of weapons or ammunition. We reserve the right, but have no obligation, to pre-screen, review, flag, filter, modify, refuse, and remove any and all User Content. We cannot and do not assume any responsibility for your use or misuse of Access Bio Content, User Content, or any other information transmitted, monitored, stored, or received while using the Services. We reserve the right to amend or delete any User Content (along with the right to terminate or restrict use of or access to the Services) that in our sole discretion violates any of the above. By providing User Content via the Services, you further understand and agree that you do so at your own risk and that we are not responsible for the damage or loss of any such User Content. You agree that we are not liable for any legal violation caused by your use or misuse of Access Bio Content or other information transmitted, monitored, stored, or received while using the Services.

2.4 Feedback. We welcome your comments, feedback, information, or materials regarding the Services or any of the Products (collectively, “Feedback”). Your Feedback will become our property upon your submission to us. By submitting your Feedback to us, you agree to assign, and hereby irrevocably assign to us, all right, title, and interest in and to the Feedback and all copyrights and other intellectual property rights embodied in such Feedback on a worldwide basis. We will be free to use, copy, distribute, publish and modify your Feedback on an unrestricted basis, without compensation to you. Moreover, you hereby assign or waive, as the case may be, any moral rights that you may have in or to the Feedback.

No compensation will be paid with respect to the use of your Feedback, as provided herein. Access Bio is under no obligation to post or use any Feedback you may provide. By posting, uploading, inputting, providing or submitting your Feedback you warrant and represent that you own or otherwise control all of the rights to your Feedback as described in this section including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Feedback pursuant to the terms of this Agreement.

2.5 Links; Third Party Materials. The Services may include links to other websites, resources on the Internet, or utilize the services or content of third parties (collectively, “Third Party Materials”). Because we have no control over Third Party Materials or the administration of Third Party Materials by the third parties that provide them, you acknowledge and agree that we are not responsible for the availability of such materials, and we do not endorse and are not responsible or liable for any content, advertising, products, or other materials on or available from such Third Party Materials, or for any privacy or other practices of the third parties operating those website or providing such materials. You further acknowledge and agree that Access Bio will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by, in connection with, resulting from your use of or reliance on any such Third Party Materials. We strongly encourage you to review any separate terms of service and privacy policies governing use of these third-party websites and Third Party Materials.

Certain services made available via the Site may be delivered by third party sites and organizations. By using any product, service or functionality originating from the accessbio.net domain, you hereby acknowledge and consent that Access Bio may share such information and data with any third party with whom Access Bio has a contractual relationship to provide the requested product, service or functionality on behalf of accessbio.net users and customers. Please see our Privacy Policy, located on the Website, for more details about how Access Bio may collect, use, and disclose information and data.

You may be able to connect your account with Access Bio to third party accounts. By connecting your Access Bio account to a third-party account, you acknowledge and agree that you are consenting to the continuous release of information about you to others (in accordance with your privacy settings on those third-party sites). If you do not want information about you to be shared in this manner, do not use this feature.

Ownership of Intellectual Property. Access Bio or its licensors exclusively own all right, title and interest in and to the Services, the Access Bio Materials, the Access Bio Content, and Feedback, including but not limited to, all ideas, inventions, inferences, discoveries, source and object software code, developments, derivative works, enhancements, upgrades, fixes and patches, formats and processes, and all images, trademarks, service marks, logos and icons displayed or related therein or thereto (collectively, “Access Bio IP”). Except as expressly provided herein, you have no right, license, or authorization with respect to any of the Access Bio IP. You shall not assert any claims to the contrary or otherwise do anything inconsistent with the allocation of ownership herein, including, but not limited to, challenging the validity of the authorizations or any intellectual property rights granted herein. In the event you are ever deemed to be the owner of any of the Access Bio IP, you shall immediately take all necessary steps to evidence, transfer, perfect, vest, or confirm Access Bio’s right, title and interest in the Access Bio IP. Access Bio is not transferring or granting to you any right, title, or interest in or to (or granting you any license or other permissions in or to) any Access Bio IP. The sole exception of the foregoing reservation of rights is the limited, non-exclusive, and non-transferable authorization explicitly granted in Section 1.3, and which shall automatically terminate upon expiration or termination of this Agreement. Any unauthorized use of any Access Bio IP, whether owned by us or other parties, may violate copyright laws, trademark laws, privacy and publicity laws and communications regulations and statutes. Trademarks owned by third parties are the property of those respective third parties.

2.6 Use of Communications. The Site may contain bulletin board services, chat areas, news groups, forums, communities, personal web pages, calendars, and/or other message or communication facilities designed to enable you to communicate with the public at large or with a group (collectively, “Communication Services”). You agree to use the Communication Services only to post, send, and receive messages and material that are proper and related to the particular Communication Service.

By way of example, and not as a limitation, you agree that when using a Communication Service, you will not: defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others; publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information; upload files that contain software or other material protected by intellectual property laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents; upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another’s computer; advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages; conduct or forward surveys, contests, pyramid schemes or chain letters; download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner; falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded; restrict or inhibit any other user from using and enjoying the Communication Services; violate any code of conduct or other guidelines which may be applicable for any particular Communication Service; harvest or otherwise collect information about others, including e-mail addresses, without their consent; violate any applicable laws or regulations.

Access Bio has no obligation to monitor the Communication Services. However, Access Bio reserves the right to review materials posted to a Communication Service and to remove any materials in its sole discretion. Access Bio reserves the right to terminate your access to any or all of the Communication Services at any time without notice for any reason whatsoever. Access Bio reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in Access Bio’s sole discretion.

Always use caution when giving out any personally identifying information about yourself or your children in any Communication Service. Access Bio does not control or endorse the content, messages or information found in any Communication Service and, therefore, Access Bio specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service. Managers and hosts are not authorized Access Bio spokespersons, and their views do not necessarily reflect those of Access Bio.

Materials uploaded to a Communication Service may be subject to posted limitations on usage, reproduction, and/or dissemination. You are responsible for adhering to such limitations if you upload the materials.

3. ACCOUNTS

3.1 Registration. Access to certain features on the Services may require or allow you to be registered with us via an Access Bio-generated registration form. This form will require you to provide certain requested information, including personal information. Upon successful completion of this form, you will be provided with an account and login information including a username and password to successfully complete the registration process. You are the only person authorized to access and use your account. For more information about our collection of personal data about you in connection with account registration on the Services, please review our Privacy Policy and Notice of Privacy Practices, available on the Website. Nothing about this authorization restricts Access Bio’s sole and exclusive ability to access and remove User Content in accordance with Section 2 of this Agreement or to collect data in accordance with our Privacy Policy.

3. 2Unauthorized Use and Information Changes. You must immediately notify us if your registration information changes or you learn of or have reason to suspect any unauthorized use of your account or any other breach of security. You are responsible for maintaining the confidentiality of your username and password and are fully responsible for all activities that occur under your username and password. You also agree that you will provide truthful and accurate information during the registration process. We may refuse to grant you a particular username for any reason, including, without limitation, if we have reason to believe that such username impersonates someone else, is protected by trademark or other proprietary rights, or is vulgar or otherwise offensive.

3.3 Storing Credentials. The Services may allow you to store your login credentials in your web browser so that you can be automatically logged in each time you access the Services. If someone else has access to your computer or web browser, the automatic login feature will allow that person to have access to your account. You are responsible for any damages to Access Bio or the Services resulting from unauthorized access to the Services from your account and we will have no liability to you or any third party for damages or loss related to such unauthorized access or use.

4. FEES. Customer is responsible for all fees associated with its use of the Services to the extent any such fees are required.

5. COMMUNICATIONS

5.1 International Users. The Service is controlled, operated, and administered by Access Bio from our offices within the USA. If you access the Service from a location outside the USA, you are responsible for compliance with all local laws. You agree that you will not use the Access Bio Content accessed through accessbio.net in any country or in any manner prohibited by any applicable laws, restrictions, or regulations.

5.2 Mobile Use. Your contract with your mobile network provider (“Mobile Provider”) will continue to apply when accessing or using the Services on your mobile, handheld device. You understand that your Mobile Provider may charge you fees for your use of its network connection while accessing or using the Services, for data downloading, e-mail, text messages, for roaming, and other Mobile Provider or third-party charges. You accept responsibility for all mobile provider fees.

5.3 Communications. If you provide an email address, you agree that Access Bio may send you promotional or informational content through emails (collectively, “Communications”), including, as applicable, through the use of automated dialer or artificial voice technology. Standard message and data rates may apply. You acknowledge and agree that you are not required to consent to receiving promotional Communications as a condition for using the Services or receiving any other products or services from us. If you wish to opt out of receiving emails, please follow the instructions included at the bottom of the email. If you otherwise need assistance in opting out, please contact us at info@accessbio.net.

6. USER REPRESENTATIONS

You hereby represent and warrant that:

(1) you are over the age of 18;

(2) You have the power and authority to enter into and perform your obligations under this Agreement;

(3) You have read and understand this Agreement;

(4) All information provided by you (whether via User Content, Feedback, or otherwise) to us is truthful, accurate and complete;

(5) You will comply with the terms and conditions of this Agreement and any other agreement to which you are subject that is related to your use of the Services, your Feedback, or any part thereof;

(6) Your access to and use of the Services or any part thereof will not constitute a breach or violation of any other agreement, contract, terms of use or any law or regulation to which you are subject;

(9) You will not use the Services in order to gain competitive intelligence about us, the Services, or any product or service offered via the Services or to otherwise compete with us; and

(10) You own and control all rights to the User Content or intellectual property contained in any Feedback you provide to the Company;

(11) You have the right to grant the Company the license to User Content pursuant to Section 2 of this Agreement and to provide all Feedback without breach or violation of any third party rights.

7. Disclaimers of Warranty

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” AND AT YOUR SOLE RISK. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, TITLE, AND NON-INFRINGEMENT.

WITHOUT LIMITATION, WE MAKE NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, THAT USE OF THE FOREGOING WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, THAT THE RESULTS OBTAINED FROM THE USE OF THE FOREGOING OR ANY INFORMATION OR CONTENT FOUND ON THE SERVICES WILL BE ACCURATE OR RELIABLE, THAT DEFECTS IN THE OPERATION OR FUNCTIONALITY OF THE SERVICES WILL BE CORRECTED, THAT THE SERVICES AND ANY CONTENT OR INFORMATION FOUND ON THE SERVICES WILL BE VIRUS-FREE, OR THAT THE QUALITY OF ANY INFORMATION, CONTENT, OR OTHER MATERIALS OBTAINED THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS.

ANY CONTENT OR OTHER MATERIALS DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR SOLE RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. FURTHER, PLEASE NOTE THAT NO ADVICE OR INFORMATION, OBTAINED BY YOU THROUGH THE SERVICES OR ANY PRODUCT WILL CREATE ANY WARRANTY NOT EXPRESSLY PROVIDED FOR IN THIS AGREEMENT. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

8. Indemnity; LIMITATION OF LIABILITY

8.1 Indemnity. You agree to defend, indemnify, and hold harmless Access Bio, our officers, DIRECTORS, members, managers, employees, partners, and agents from and against any and all claims, liabilities, damages, losses, demands, or expenses, including attorney’s fees and costs and expenses, arising out of or in any way connected with: (a) your violation of this Agreement, (B) any USER CONTENT VIOLATING THIS AGREEMENT WHICH you provide through the Services, (C) your violation of any law or the rights of any third party, and (D) your negligence or willful misconduct WITH RESPECT TO THE USE OF THE SERVICES. Access Bio reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Access Bio in asserting any available defenses.

8.2 Limitation of Liability. UNDER NO CIRCUMSTANCES SHALL ACCESS BIO BE LIABLE FOR ANY DIRECT OR INDIRECT LOSSES OR DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR INABILITY TO USE THE SERVICES EXCEPT FOR ACCESS BIO’S NEGLIGENCE, RECKLESSESS, OR INTENTIONAL MISCONDUCT. OTHERWISE, IF YOU ARE DISSATISFIED WITH THE SERVICES, OR WITH THIS AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SERVICES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ACCESS BIO BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SITE, WITH THE DELAY OR INABILITY TO USE THE SITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF ACCESS BIO OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.

8.3 For California Residents. IF YOU ARE A CALIFORNIA RESIDENT OR COULD OTHERWISE CLAIM THE PROTECTIONS OF CALIFORNIA LAW, YOU FURTHER EXPRESSLY WAIVE THE PROVISIONS OF SECTION 1542 OF THE CALIFORNIA CIVIL CODE, WHICH READS AS FOLLOWS: “A GENERAL RELEASE DOES NOT EXTEND TO THE CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE WHICH, IF KNOWN BY HIM OR HER, MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND SECTION 1542 OF THE CALIFORNIA CIVIL CODE, AND YOU HEREBY EXPRESSLY WAIVE AND RELINQUISH ALL RIGHTS AND BENEFITS UNDER THAT SECTION AND ANY LAW OF ANY JURISDICTION OF SIMILAR EFFECT WITH RESPECT TO YOUR RELEASE OF ANY CLAIMS YOU MAY HAVE AGAINST ACCESS BIO.

9. Dispute Resolution and Governing Law, Jurisdiction and Costs

9.1 Governing Law. This Agreement will be governed by and construed, interpreted, and enforced in accordance with the laws of the New Jersey without reference to its conflicts or choice of law principles. Any arbitration or state court proceeding in connection with this Agreement will take place in Somerset County, New Jersey, and you otherwise hereby consent to the exclusive jurisdiction and venue of the state or federal courts in New Jersey. You irrevocably submit and consent to the personal jurisdiction of such courts.

9.2 Dispute Resolution. To the extent feasible, the parties desire to resolve any dispute, claim or controversy arising out of or relating to your use of or access to the Services or Access Bio Materials, this Agreement or the breach, termination, enforcement, interpretation, or validity of this Agreement, including the determination of the scope or applicability of this agreement to arbitration (a “Dispute”) through discussions and negotiations between each other. The parties agree to attempt to resolve any Disputes by negotiation with the other party (by phone, electronic correspondence, or written correspondence). If we are not able to resolve any Dispute ourselves, you and Access Bio agree to resolve such Dispute through confidential binding arbitration as set forth below.

9.3 Binding Arbitration. If you and Access Bio are unable to resolve a Dispute through informal negotiations, either you or Access Bio may elect to have the Dispute (except those Disputes expressly excluded below) finally and exclusively resolved by binding arbitration. Any election to arbitrate by one party shall be final and binding on the other. The arbitration shall be commenced and conducted under the Commercial Arbitration Rules of the American Arbitration Association (“AAA”) and, where appropriate, the AAA’s Supplementary Procedures for Consumer Related Disputes (“AAA Consumer Rules”) both of which are available at the AAA website www.adr.org. Your arbitration fees and your share of arbitrator compensation shall be governed by the AAA rules and, where appropriate, limited by the AAA Consumer Rules. The arbitration may be conducted in person, through the submission of documents, by phone or online. The arbitrator will make a decision in writing but need not provide a statement of reasons unless requested by a party. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so. Except as otherwise provided in this Agreement, you and Access Bio may litigate in a court of competent jurisdiction to compel arbitration, stay proceeding pending arbitration, or to confirm, modify, vacate or enter judgment on the award entered by the arbitrator.

9.4 Waiver of Rights. You hereby agree that you understand the consequences of agreeing to binding arbitration under this Section, including giving up any constitutional rights to have the Dispute determined by a court of law or by a jury and any right that you may have under Article 13 of the State Bar Act of California to have a trial de novo by a court after nonbinding arbitration of a dispute concerning fees or costs; that discovery of information in arbitration may be limited; and that the arbitration decision will be final and binding, except to the limited extent that judicial review might be available. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS. CLAIMS OF MORE THAN ONE USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER USER.

10. Miscellaneous

10.1. Term. This Agreement is effective upon your acceptance and will continue in full force until terminated by you or us. You may terminate this Agreement at any time by immediately discontinuing all access to the Services. Termination or cancellation of this Agreement will not affect any right or relief to which we may be entitled at law or in equity. We reserve the right to terminate this Agreement at any time and for any reason without prior notice to you. Further, you agree that we will not be liable to you or any third-party for any termination or suspension of your access to the Services or any part thereof.

10.2. Consent to Electronic Communications. Visiting accessbio.net or sending emails to Access Bio constitutes electronic communications. You consent to receive electronic communications and you agree that all agreements, notices, disclosures and other communications that we provide to you electronically, via email and on the Site, satisfy any legal requirement that such communications be in writing. We use and rely upon electronic records and electronic signatures for the execution and delivery of this Agreement and any other agreements, undertakings, notices, disclosures or other documents, communications or information of any type sent or received in accordance with this Agreement and in performing our obligations and exercising our rights under this Agreement. Neither you nor Access Bio will prevent or inhibit in any way the other party from printing, saving, or otherwise storing electronic records sent or otherwise made available to the other party. You agree not to contest the authorization for, or validity or enforceability of, electronic records and electronic signatures, or the admissibility of copies thereof, under any applicable law relating to whether certain agreements, files, or electronic records are to be in writing or signed by you to be bound thereby. You will bear your own costs and expenses in conducting business electronically, and will undertake all steps necessary, including software, hardware, and other equipment upgrades and purchases, in order to be able to conduct business electronically.

10.3. Equitable Relief. You agree that breach of the provisions of this Agreement would cause irreparable harm and significant injury to us which would be both difficult to ascertain and which would not be compensable by damages alone. As such, you agree that we have the right to enforce the provisions of this Agreement by injunction (without necessity of posting bond), specific performance, or other equitable relief without prejudice to any other rights and remedies we may have for your breach of this Agreement.

10.4. Privacy. We collect, store, and use data collected from you in accordance with our Privacy Policy and Notice of Privacy Practices, which are available on the Website.

10.5. Entire Agreement. This Agreement and any hyperlinked policies and procedures constitute the entire agreement between you and Access Bio with respect to the subject matter hereof and supersede all prior agreements, both oral and written, with respect to the subject matter hereof. We may revise and update this Agreement from time to time and will post the updated Agreement to the portal. UNLESS OTHERWISE STATED IN THE AMENDED VERSION OF THIS AGREEMENT, ANY CHANGES TO THIS AGREEMENT WILL APPLY IMMEDIATELY UPON POSTING. Although we are not obligated to provide you with notice of any changes, any changes to this Agreement will not apply retroactively to events that occurred prior to such changes. Your continued use of the Services will constitute your agreement to any new provisions within the revised Agreement.

You agree that no joint venture, partnership, employment, or agency relationship exists between you and Access Bio as a result of this agreement or use of the Site. Access Bio’s performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of Access Bio’s right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Site or information provided to or gathered by Access Bio with respect to such use.

A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. It is the express wish to the parties that this agreement and all related documents be written in English.

10.6. Changes to Terms. Access Bio reserves the right, in its sole discretion, to change the Terms under which the Site is offered. When changes are made, Access Bio will make a new copy of the Terms available on the Site. The most current version of the Terms will supersede all previous versions, is effective immediately upon posting to the Site, and will apply to all access and use of the Site from that point onward. The date the Terms were last revised is identified at the bottom of this page. Access Bio encourages you to periodically review the Terms to stay informed of our updates.

10.7. Waiver; Severability. Our failure to enforce any provision of this Agreement will not be deemed to be a waiver of our right to enforce them. If any term or provision of this Agreement will be held to be invalid, illegal, or unenforceable, the remaining terms and provisions of this Agreement will remain in full force and effect, and such invalid, illegal, or unenforceable term or provision will be deemed not to be part of this Agreement.

10.8. Assignment. You may not assign, transfer, or sell (voluntarily or by operation of law) your rights or obligations under this Agreement, nor delegate your duties hereunder to any other person, without our prior written consent. Any purported assignment without our consent will be void and will constitute a breach of this Agreement. We may assign this Agreement or delegate or subcontract our obligations under this Agreement at any time.

10.9. Survival. The provisions of this Agreement that by their content are intended to survive the expiration or termination of this Agreement, including, without limitation, provisions governing ownership and use of intellectual property, representations, disclaimers, warranties, liability, indemnification, governing law, jurisdiction, venue, remedies, rights after termination, and interpretation of this Agreement, will survive the expiration or termination of this Agreement for their full statutory period.

10.10. Contact Us. Access Bio welcomes your questions or comments regarding the Terms and Services:

Access Bio, Inc.

65 Clyde Rd. Suite A
Somerset, NJ 08873 USA
Tel: (732) 873-4040
Email: info@accessbio.net
Effective as of September 16, 2024

No representations or claims regarding Access Bio products are intended to substitute for professional medical advice. Access Bio recommends that you always seek the advice of a qualified healthcare provider with any questions you may have regarding a medical question or condition.