Terms and Conditions

Website Terms and Conditions of Use

Please read this document carefully as it contains important terms and conditions (the “Terms of Use”) that govern your use of the websites (the “Website”) of Iogen Corporation and its parent, subsidiaries, and affiliates and their respective directors, officers, employees, agents and consultants (collectively referred to herein as “We” or “iogen”) and by accessing or using this Website you agree to be bound by these Terms of Use without modification. If you do not agree to any of these terms and conditions, you must not access or use this Website. We reserve the right to change the Terms of Use from time to time without notice or liability to you by posting revised Terms of Use on the Website. Your continued use of the Website will constitute acceptance of the revised Terms of Use so please check back regularly to read the most recent version.

No Warranties and Limitations

TO THE FULLEST EXTENT ALLOWED BY LAW, THE WEBSITE, AND ANY INFORMATION, ARE PROVIDED TO YOU ON AN “AS IS,” “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND WHETHER EXPRESS, STATUTORY OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, SYSTEMS INTEGRATION, ACCURACY, AND NON-INFRINGEMENT, ALL OF WHICH WE EXPRESSLY DISCLAIM. WE DO NOT ENDORSE AND MAKE NO WARRANTY AS TO THE ACCURACY, COMPLETENESS, CURRENCY, OR RELIABILITY OF THE CONTENT, AND WE WILL NOT BE LIABLE OR OTHERWISE RESPONSIBLE FOR ANY FAILURE OR DELAY IN UPDATING THE WEBSITE OR ANY CONTENT. WE HAVE NO DUTY TO UPDATE THE CONTENT OF THE WEBSITE. WE MAKE NO REPRESENTATIONS OR WARRANTIES THAT USE OF THE CONTENT WILL BE UNINTERRUPTED OR ERROR-FREE. YOU ARE RESPONSIBLE FOR ANY RESULTS OR OTHER CONSEQUENCES OF ACCESSING THE WEBSITE AND USING THE CONTENT, AND FOR TAKING ALL NECESSARY PRECAUTIONS TO ENSURE THAT ANY CONTENT YOU MAY ACCESS, DOWNLOAD OR OTHERWISE OBTAIN IS FREE OF VIRUSES OR ANY OTHER HARMFUL COMPONENTS.

The Website may include information as to past or current circumstances, events, financial results or performance and statements about possible, assumed or expected circumstances, events, financial results or performance that are forward-looking in nature and subject to risks and uncertainties. Iogen cautions that no such statement is a guarantee as to future matters and that actual circumstances, events, results and performance will be affected by a number of factors, many of which are beyond the control, and may be materially different from what iogen currently anticipate. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise.

Your use of the Information is at your own risk. We specifically disclaim any liability, whether based in contract, tort, negligence, strict liability or otherwise, for any direct, indirect, incidental, punitive, consequential, or special damages arising out of or in any way connected with access to, use of or reliance on the Information (even if we have been advised of the possibility of such damages) or that arise in connection with mistakes or omissions in, or delays in transmission of, information to or from the user, any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission or delivery, computer virus, communication line failure, theft or destruction or unauthorized access to, alteration of, or use of records, programs or files, interruptions in telecommunications connections to the Website or viruses whether caused in whole or in part by negligence, acts of God, telecommunications failure, theft or destruction of, or unauthorized access to the Website or the content. If notwithstanding the foregoing, we should be found liable for any loss or damage which arises out of or is in any way connected with any of the services or uses of the Website or the information, our total liability for all damages, losses and causes of action, whether in contract, tort including, but not limited to, negligence), or otherwise shall in no event exceed in the aggregate $100 CAD or the amount paid by you for accessing this site, if any, whichever is greater.

As consideration for access to the Website, you agree, to the maximum extent permitted by applicable law, to indemnify and save harmless us and our respective parent, subsidiaries, affiliates, franchisees, officers, directors, employees, consultants, representatives and agents from and against any claims, liabilities, damages, judgements, awards, losses, costs, expenses, cause of actions or demands, including without limitation reasonable legal, accounting and other professional fees, resulting from or related to (a) your breach of any of these Terms of Use (including any terms incorporated by reference); (b) your access to or use of this Website; or (c) your use or reliance on, publication, communication or distribution of anything on or from this Website.

Intellectual Property Rights and Ownership

You understand and agree that the Website and its entire contents, features, and functionality, including, but not limited to, all information, software, code, text, displays, graphics, photographs, video, audio, design, presentation, selection, and arrangement, are owned by iogen, its licensors, or other providers of such material and are protected in all forms by intellectual property laws including without limitation, copyright, trademark, patent, trade secret, and any other proprietary rights. All trademarks, tradenames, logos, product and service names, designs, images, and slogans that appear on this Website are trademarks of iogen or its affiliates or licensors. You must not use such marks without the prior written permission of the trademark owner. Other names, logos, product and service names, designs, images, and slogans mentioned, or which appear on this Website are the trademarks of their respective owners and any use of any such property, except as expressly authorized by the owner, is prohibited.

You shall not directly or indirectly reproduce, compile for an internal database, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Website, in any form or medium whatsoever except:

(a) your computer and browser may temporarily store or cache copies of materials being accessed and viewed;

(b) a copy for personal use only may be printed keeping any trademark or other proprietary notices thereon, which may only be used for non-commercial and lawful personal use and not for further reproduction, publication, or distribution of any kind on any medium whatsoever.

Users are not permitted to modify copies of any materials from this Website nor delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site. You must not access or use for any commercial purposes any part of the Website or any services or materials available through the Website.

If you print off, copy or download any part of our Website in breach of these Terms or Use, your right to use the Website will cease immediately and you must, at our option, return or destroy any copies of the materials you have made. You have no right, title, or interest in or to the Website or to any content on the Website, and all rights not expressly granted are reserved by iogen. Any use of the Website not expressly permitted by these Terms and Conditions is a breach of these Terms and Conditions and may infringe or violate copyright, trademark, and other intellectual property or other proprietary laws.

The Information on this Website is protected by Canadian and international copyright law and treaty provisions, trademarks laws, and other proprietary rights laws. You must not copy, reproduce, republish, post, transmit, display, perform, distribute, modify, publish, license or create derivative works, link to or frame in another website, use on any other website, or transfer to sell from the Information or any part of it without our prior written approval.

Use of Site

This Website is for informational purposes only. Nothing contained in this Website constitutes professional advice. This Website and the Information contained on this Website do not constitute or imply any solicitation, offer or recommendation by iogen to buy, sell or license any product, technology or services by iogen. Decisions based on information contained on this Website are your sole responsibility.

Although we make reasonable efforts to update the information on our Website, we make no representations, warranties, or guarantees, whether express or implied, that the content on our Website is accurate, complete, or up to date. Your use of the Website is at your own risk and iogen has no responsibility or liability whatsoever for your use of this Website.

In our sole discretion, in addition to any other rights or remedies available to us and without any liability whatsoever, we at any time and without notice or liability to you may terminate or restrict your access to any component of this Website. In the event of such termination or restriction, these terms and conditions of use shall continue to apply and be binding upon you with respect of your prior use of the Website and of the Information.

User Message Submissions

Except for compliance with our privacy policy, none of the User Messages you submit to the Website will be subject to any confidentiality by iogen.

You understand and agree that you, not iogen, are fully responsible for any User Message you submit to us and are responsible for and legally liable, including to any third party, for such content and its accuracy.

Our Products and Services

This Website may describe products, programs and services that are not available or are prohibited in some countries. These descriptions do not imply that we intend to make those products, programs or services available in every country, or that those products, programs and services may be used lawfully in your country.

Linking

For your convenience, we may provide links to various other Websites that may be of interest to you and for your convenience only. The sites that are linked from this Website are not under our control. We do not have or assume any responsibility or liability for any communications or materials available at those linked sites. We do not endorse the content contained in any third party website. We do not make any representation, warranty or condition, express, implied or statutory of any kind regarding any third party website, including without limitation any representation or warranty regarding the legality, accuracy, reliability, quality, completeness, timeliness, non infringement, security, or suitability of any content on a third party website. We do not make any representation or warranty regarding the merchantability and fitness for a particular purpose of any content, goods or services on or made available through any third party websites. Nor do we make any representation, warranty or condition, express, implied or statutory that the operation of any third party website will be uninterrupted, free of error, viruses or any other harmful components. All links are provided for your convenience only and if you choose to access any third party website, you do so entirely at your own risk.

Relationship of the Parties

Neither of us nor any of our respective officers, agents or employees will be held or construed to be partners, joint ventures, fiduciaries, employees or agents of the other as a result of these Terms of Use or your use of the Website.

No Unlawful Or Prohibited Use

As a condition of your use of the Website, you warrant to iogen that you will not use the Website for any purpose that is unlawful or prohibited by these terms, conditions, and notices. You may not use the Website in any manner that could damage, disable, overburden, or impair the Website or interfere with any other party’s use and enjoyment of the Website. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Website.

Governing Law

These Terms of Use shall be governed in all respects by the laws of the Province of Ontario, Canada, without reference to its choice of law rules. If an applicable law is in conflict with any part of the Terms of Use, the Terms of Use will be deemed modified to conform to the law. The other provisions will not be affected by any such modification.

General

These Terms of Use, our Privacy Policy and our Accessibility Policy, together with those items incorporated by reference, constitute the entire agreement between us and you pertaining to your use of the Website and may not be modified except by us as stated above. We may assign these Terms of Use, in whole or in part, at any time. Our failure to insist upon or enforce strict performance of any right or provision of the Terms of Use shall not constitute or be construed as a waiver of any right or provision. Certain portions of these Terms of Use may be superseded by terms of other contracts between you and us. If any part of these Terms of Use is unlawful, void or unenforceable, then that part is severable and will not affect the validity and enforceability of the remaining disclaimers, terms and conditions. We reserve the right at any time to change or discontinue any feature of the Website.

These Terms of Use were updated May 4, 2021.