Terms of Use

LumiThera, Inc.
Terms of Use

These Terms of Use were last revised on May 1, 2014.

Welcome to the LumiThera, Inc. (“LumiThera”) website (this “Website”).

PLEASE READ THE FOLLOWING TERMS OF USE AND DISCLAIMERS CAREFULLY BEFORE USING THIS WEBSITE. By accessing or using this Website, you agree to be bound by, and to comply with, these terms of use (“Terms of Use”), conditions, and all applicable laws.

Modification of These Terms of Use

LumiThera reserves the right to change the Terms of Use from time to time, at its sole discretion, and will provide notice, on this page, of any such changes, including the date they became effective.

Use of Website

Nothing on this Website should be construed as the giving of advice or the making of a recommendation regarding any decision or action related to your health or the health of others. If you are a patient, you should consult a doctor or other qualified health care professional regarding any questions you have about your health or before making any treatment decisions. If you are a doctor or other qualified health care professional, you should not allow the content of this Website to substitute for your own medical judgment, which you should exercise in evaluating the information on this Website.

On this Website LumiThera may collect, through registration processes or other means, personal information about you. Please refer to LumiThera’s Internet privacy policy for details about how we protect your personal information. You are responsible for the accuracy of any personal information that you provide to LumiThera through this Website.

Except for information covered by our privacy policy, any communication or materials you transmit to or through the Website, including data, comments, questions, suggestions, ideas, concepts, know-how, techniques, or the like, shall become the property of LumiThera. LumiThera shall be free to use, disclose, reproduce, or distribute any such communications or materials without limitation of any kind.

User Participation

Although LumiThera may from time to time monitor or review discussions, chats, postings, transmissions, bulletin boards, and the like on the Website, if any, LumiThera is under no obligation to do so and assumes no responsibility or liability arising from the content of any such web pages or utilities or for any error, defamation, libel, slander, omission, falsehood, obscenity, pornography, profanity, danger, or inaccuracy contained in any information within such pages or utilities on the Website. You are prohibited from posting or transmitting any unlawful, threatening, libelous, defamatory, obscene, scandalous, inflammatory, pornographic, or profane material or any material that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate any law.

You acknowledge that by providing you with the ability to view and distribute user generated content on the Website, LumiThera is merely acting as a passive conduit for such distribution and is not undertaking any obligation or liability relating to any contents or activities on the Website. However, LumiThera reserves the right to block or remove communications or materials that it determines to be (a) abusive, defamatory, or obscene, (b) fraudulent, deceptive, or misleading, (c) in violation of a copyright, trademark or; other intellectual property right of another or (d) violates any law or regulation or (e) offensive or otherwise unacceptable to LumiThera at its sole discretion. Note that any personally identifiable information you may post or transmit will be treated by LumiThera in accordance with LumiThera’s Privacy Policy.

LumiThera reserves the right, if you violate the Terms of Use, to suspend or terminate any account you have created on this Website.

Copyrights and Trademarks

The entire content included in this Website, including but not limited to text, design, graphics, interfaces, or code and the selection and arrangements thereof is copyrighted as a collective work under the United States and other copyright laws, and is the property of LumiThera. The collective work includes works that are licensed to LumiThera. All trademarks, service marks, and trade names (collectively the “Marks”) are trademarks or registered trademarks of and are proprietary to LumiThera, or other respective owners that have granted LumiThera the right and license to use such Marks.

You should assume that all trademarks, logos, designs, slogans, and trade dress appearing on this Website, whether or not appearing in large print, italics, or with the trademark symbol, are owned by LumiThera or its affiliate companies, or are used under license. This Website may also contain or reference patents, proprietary information, technologies, products, processes, or other proprietary rights of LumiThera and/or other parties. No license to, or right in, any such trademarks, patents, trade secrets, technologies, products, processes, and other proprietary rights of LumiThera and/or other parties is granted to, or conferred upon, you.

You may not, distribute, modify, transmit, reuse, repost, or use the content of the Website for public or commercial purposes, including the text, images, audio, or video, without the written permission of LumiThera. You should assume that everything you see or read on this Website is copyrighted unless otherwise noted and may not be used, except as provided in the Terms of Use or in the text on the Website, without the written permission of LumiThera. LumiThera neither warrants nor represents that your use of materials displayed on the Website will not infringe rights of third parties not owned by, or affiliated with, LumiThera.

Forward-Looking Statements

This Website may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward- looking statements are based on our management’s beliefs and assumptions and on information currently available to our management. All statements other than statements of historical facts are “forward-looking statements” for purposes of these provisions, including those relating to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may,” “might,” “will,” “should,” “expect,” “plan,” “anticipate,” “project,” “believe,” “estimate,” “predict,” “potential,” “intend” or “continue,” the negative of terms like these or other comparable terminology, and other words or terms of similar meaning in connection with any discussion of future operating or financial performance. These statements are only predictions. All forward-looking statements included in this Website are based on information available to us on the date hereof, and we assume no obligation to update any such forward-looking statements. Any or all of our forward-looking statements in this Website may turn out to be wrong. Actual events or results may differ materially. Our forward-looking statements can be affected by inaccurate assumptions we might make or by known or unknown risks, uncertainties and other factors.

Third-Party Links

In an attempt to provide increased value to our visitors, this Website may contain links to other sites on the Internet that are owned and operated by third party vendors and other third parties (the “External Websites”). LumiThera has no control over these linked External Websites, all of which have separate privacy and data collection practices, independent of LumiThera. LumiThera has no responsibility or liability for these independent policies or actions and is not responsible for the privacy practices or the content of such websites. These linked sites are only for your convenience and therefore you access them at your own risk. Links do not imply that LumiThera sponsors, endorses, is affiliated with or associated with, or has been legally authorized to use any trademark, trade name, service mark, design, logo, symbol or other copyrighted materials displayed on or accessible through such External Websites. Nonetheless, LumiThera seeks to protect the integrity of its Website and the links placed upon it and therefore requests any feedback on not only its own Website, but for sites it links to as well (including if a specific link does not work). You should contact the Website administrator or webmaster for those External Websites if you have any concerns regarding such links or the content located on such External Websites.

Accuracy of Information; Disclaimer

While LumiThera has used reasonable efforts to ensure that the information on this Website is accurate, complete, and current, LumiThera makes no warranties or representations about the accuracy or completeness of this Website’s content or the content of any site or External Websites, and expressly disclaims any warranty or representation regarding the accuracy, completeness, or currency of such information.

THE INFORMATION ON THIS WEBSITE IS PROVIDED “AS IS,” WITHOUT A WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

LumiThera furthermore disclaims all liability for any damages, no matter their alleged cause or theory of liability on which they are based, including, but not limited to, damages for personal injury or lost profits.

IN NO EVENT SHALL LUMITHERA BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL, DAMAGES, OR ANY DAMAGES WHATSOEVER, EVEN IF LUMITHERA HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN AN ACTION UNDER CONTRACT, NEGLIGENCE, OR ANY OTHER THEORY, ARISING OUT OF OR IN CONNECTION WITH THE USE, INABILITY TO USE, OR PERFORMANCE OF THE INFORMATION, SERVICES, PRODUCTS, AND MATERIALS AVAILABLE FROM THIS SITE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. BECAUSE SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, OR THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Indemnification

You agree to indemnify, defend, and hold harmless LumiThera, its officers, directors, employees, and agents, from and against all losses, expenses, damages and costs, including reasonable attorneys’ fees, resulting from any violation of these Terms of Use or any activity related to your use of this Website (including negligent or wrongful conduct), by you or any other person accessing this Website using your Internet account.

Applicable Laws

Your use of this Website shall be governed in all respects by the laws of the state of Washington, U.S.A., without regard to choice of law provisions. You agree that jurisdiction over and venue in any legal proceeding directly or indirectly arising out of or relating to this Website shall be in the state or federal courts located in King County, Washington. Any cause of action or claim you may have with respect to the Website must be commenced within one (1) year after the claim or cause of action arises. LumiThera’s failure to insist upon or enforce strict performance of any provision of these Terms of Use shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any of these Terms of Use. LumiThera may assign its rights and duties under this Agreement to any party at any time without notice to you.

LumiThera makes no representation that materials in the Website are appropriate or available for use in other locations, and access to them from territories where their content is illegal is prohibited. Those who choose to access this Website from locations outside Washington do so on their own initiative and are responsible for compliance with applicable local laws. You may not use or export the materials in violation of U.S. export laws and regulations. Any claim relating to the materials shall be governed by the internal substantive laws of the State of Washington.

Arbitration

By using this Website, you agree that LumiThera, at its sole discretion, may require you to submit any disputes arising from the use of this Website, or these Terms of Use concerning or, including disputes arising from or concerning their interpretation, violation, nullity, invalidity, non- performance or termination, as well as disputes about filling gaps in this contract or its adaptation to newly arisen circumstances, to final and binding arbitration under the International Rules of Arbitration of the American Arbitration Association, by one or more arbitrators appointed in accordance with the said Rules. Notwithstanding these rules, however, such proceeding shall be governed by the laws of the State of Washington as set forth in the previous section. Any award in an arbitration initiated under this clause shall be limited to monetary damages and shall include no injunction or direction to any party other than the direction to pay a monetary amount. Further, the arbitrator(s) shall have no authority to award punitive, consequential or other damages not measured by the prevailing party’s actual damages in any arbitration initiated under this section, except as may be required by statute. The arbitration award shall be final and binding and may be confirmed and enforced in any court of competent jurisdiction. The parties shall bear equally the costs of the arbitration, but each party shall pay its own attorneys’ fees incurred in connection with the arbitration or the confirmation or enforcement of any award.

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