Effective date: September 15th, 2021
ARBITRATION NOTICE AND CLASS ACTION WAIVER: EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN THE ARBITRATION AGREEMENT SECTION BELOW, BY ACCEPTING THESE TERMS AND USING THE WEBSITE, YOU AGREE THAT ANY DISPUTES BETWEEN YOU AND US WILL BE RESOLVED BY BINDING, ARBITRATION. YOU ALSO AGREE TO WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION. THESE ARE IMPORTANT CONSIDERATIONS, SO REVIEW THE ARBITRATION SECTION BELOW CAREFULLY.
1. No Medical Advice or Medical Care
All content shared through the Website is for informational purposes only and is not intended to be a substitute for professional medical advice or treatment from a qualified and licensed healthcare professional. Always seek the advice of a qualified healthcare provider with any questions you may have regarding your health. Never disregard professional medical advice or delay seeking medical treatment because of something you have read on the Website.
2. The Website
3. Ability to Accept These Terms and Incorporated Policies
We do not knowingly collect or solicit personally identifiable information from children (defined as anyone under the age of thirteen (13)). If you are a child under thirteen (13), please do not use the Website or send us any personal information. If we learn that we have collected personal information from a child under thirteen (13), we will delete that information as quickly as possible. If you believe that a child under thirteen (13) may have provided us personal information, please contact us at email@example.com.
4. Changes to Terms and Notice of Changes
We are constantly trying to improve our Website, so it may change over time, and these Terms may need to change along with our Website. We reserve the right to change, revise or modify the Terms at any time, with no notice to you, and at our sole discretion, but if we do make such changes, we will endeavor to provide notice by placing a notice on our Website.
We encourage you to review these Terms periodically to be aware of any changes. The date of the most recent update to these Terms is at the top of the page, to help you to monitor these Terms for new information.
If you do not agree with the new Terms, you are free to reject them; unfortunately, that means you will no longer be able to use the Website. If you use the Website after a change to the Terms is effective, that means you agree to all of the changes.
Except for changes by us as described here, no other amendment or modification of these Terms will be effective unless in writing and signed by both you and us.
5. Data Privacy and Security
6. Requirements for Website Use
The Website and any products or services made available through our Website are available only to residents of the United States.
We may, in our sole discretion, refuse to offer products or services to any person or entity and change its eligibility criteria at any time. You are solely responsible for ensuring your own compliance with these Terms and all laws, rules and regulations applicable to you, and your use of any products or services made available through the Website. Your right to access products or services through the Website is revoked where the use of such products or services and/or the Website is prohibited.
If we have reasonable grounds to suspect that you have, or will violate these Terms, as determined in our sole discretion, we have the right to suspend or terminate your usage of the Website and refuse any and all current or future use of the Website (or any facet thereof).
8. Acceptable Use Policy
You represent, warrant, and agree that you will NOT interact with the Website in a manner that:
(a). infringes or violates the intellectual property rights or any other rights of anyone else (including PEI);
(b). provides, or attempts to provide, knowingly misleading, false, or inaccurate information, representations, or data, whether as to the existence or non-existence of any particular medical intervention or as to any other matter;
(c). posts, submits, or transmits any content that is libelous, defamatory, or slanderous, that incites, encourages, or threatens immediate physical harm against another, that presents an immediate and genuine danger to another person or entity, or that does not directly relate to the particular area of the Website, if any, where this content will be posted;
(d). violates any law or regulation, including, without limitation, any applicable export control laws, privacy laws or any other purpose not reasonably intended by PEI;
(e). is dangerous, harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, invasive of another’s privacy, tortious, or otherwise objectionable;
(f). attempts to impersonate another person or entity; misrepresents affiliation with another person or entity, including (without limitation) PEI, any federal, state, or municipal government entity or representative, and/or a political candidate; or creates or uses a false identity;
(g). attempts to obtain unauthorized access to the Website or portions of the Website that are restricted from the access granted to you;
(h). collects, manually or through an automatic process, information about other users (including, but not limited to, e-mail addresses, medical information, or any form of contact information) without their express consent;
(i). advertises, offers to sell, or sells any goods or services, engages in any commercial activity, or solicits donations of any kind;
(j). engages in any activity that interferes with any third party’s ability to use the Website;
(k). attempts to reverse engineer, decompile, translate, or affect in any way any computer code or item on or related in any way to the Website;
(l). attempts to gain unauthorized access to another network or server;
(m). violates the security of any computer network, or cracks any security encryption codes;
(n). disrupts, interferes with, damages, limits the function of, or suspends the use of the Website, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial of service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology that could disable, overburden, or impair the proper working or appearance of the services;
(o). runs Maillist, Listserv, any form of auto-responder or “spam” on the Website, or any processes that run or are activated while you are not logged into the Website, or that otherwise interfere with the proper working of the Website (including by placing an unreasonable load on the Website’s infrastructure);
(p). “crawls,” “scrapes,” “spiders,” or engages in any comparable process as to any page, data, or portion of or relating to the Website or Content (defined below) included therein through use of manual or automated means;
(q). copies or stores, for any reason and through any capability, any significant portion of the Content;
(r). modifies or makes derivative works based upon the Website;
(s). “frames” or “mirrors” any facet of the Website on any other server or wireless or Internet-based device;
(t). creates Internet “links” to the Website to aid in any unauthorized use of the Website;
(u). assists any third party in engaging in any activity set out in this list or otherwise prohibited by these Terms.
A violation of any of these is, at the sole discretion of PEI, grounds for immediate termination of your right to use or access the Website and for the deletion of any information you may have provided to the Website.
WE CANNOT ASSURE THAT OTHER USERS WILL BE COMPLYING WITH THE FOREGOING CODE OF USER CONDUCT. BY USING THE WEBSITE, YOU ASSUME ALL RISK OF HARM OR INJURY RESULTING FROM ANY SUCH LACK OF COMPLIANCE BY OTHER USERS.
9. Intellectual Property and Usage Rights
The materials displayed or available on or through the Website, including, but not limited to, text, graphics, data, images, illustrations and so forth (the “Content”) are protected by copyright and/or other intellectual property laws. You promise to abide by all copyright notices, trademark rules, information, and restrictions contained in any Content you access through the Website, and you will not use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell, commercialize or otherwise exploit for any purpose any Content not owned by you, (i) without the prior consent of the owner of that Content or (ii) in a way that violates someone else’s (including PEI’s) rights.
Subject to these Terms, we grant each user of the Website a worldwide, non-exclusive, non-sublicensable, and non-transferable license to use (i.e., to download and display locally) Content solely for purposes of using the Website. Use, reproduction, modification, distribution or storage of any Content for any purpose other than using the Website is expressly prohibited without prior written permission from us. You understand that PEI owns the Website. You will not modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in this Section), create derivative works based on, or otherwise exploit any of the Website. The Website may allow you to copy or download certain Content, but please remember that even where these functionalities exist, all the restrictions in this section still apply.
We may give any required notice by means of a general notice on the Website, electronic mail to your email address if provided to us, or by written communication sent by first class mail or pre-paid post to your address if provided to us. Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by first class mail or pre-paid post) or 12 hours after sending (if sent by email). You may give notice to us (such notice shall be deemed given when received by us) at any time by any of the following: letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail to us at the following address: Protein Evolution, Inc., 530 Old Whitfield Street, Guilford, CT 06437, Attn: Legal Department
We do not claim ownership rights in the health information, text, files, data, images, photos, video, sounds, links, survey and questionnaire responses, works of authorship, or any other materials that you, or third parties with your authorization, post to or share via the Website (collectively, “Records”). By posting or requesting Records through the Website, you certify that you have the right to post or request such Records and/or that you have obtained all required consents to post or access such Records, and you agree to access and use them only as permitted by applicable law.
12. No Responsibility for Service Disruption
Temporary interruptions of the Website may occur as normal events. You understand and agree that we have no control over third-party networks you may access in the course of using the Website, and that delays and disruption of network transmissions are beyond our control.
PEI assumes no liability for or relating to the delay, failure, interruption or corruption of any data or other information transmitted in connection with use of the Website.
15. Warranty Disclaimer
PEI and its licensors, suppliers, partners, parent, subsidiaries or affiliated entities, and each of their respective officers, directors, members, employees, consultants, contract employees, volunteers, team members, representatives and agents, and each of their respective successors and assigns (PEI and all such parties together, the “PEI Parties”) make no representations or warranties concerning the Website, including without limitation regarding any Content contained in or accessed through the Website, and the PEI Parties will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Website or any claims, actions, suits procedures, costs, expenses, damages or liabilities arising out of use of, or in any way related to your participation in the Website. The PEI Parties make no representations or warranties regarding suggestions or recommendations of services or products offered through or in connection with the Website. THE WEBSITE AND CONTENT ARE PROVIDED BY PEI ON AN “AS-IS” BASIS FOR GENERAL INFORMATION ONLY. WE DISCLAIM ANY LIABILITY ARISING FROM YOUR USE OF THE WEBSITE. WHILE REASONABLE EFFORT IS MADE TO ENSURE SMOOTH AND CONTINUOUS OPERATION, WE DO NOT WARRANT THE SITE WILL OPERATE ERROR FREE. THE WEBSITE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
16. Limitation of Liability
TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL ANY OF THE PEI PARTIES BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, (B) ANY SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY, (C) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF ONE-HUNDRED ($100) DOLLARS OR (D) ANY MATTER BEYOND OUR REASONABLE CONTROL. WE AND/OR OUR LICENSORS SHALL NOT BE LIABLE FOR ANY LOSS, DAMAGE OR INJURY WHICH MAY BE INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO LOSS, DAMAGE OR INJURY ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THE WEBSITE OR PRODUCTS OBTAINED THROUGH THE WEBSITE, EVEN IF WE AND/OR OUR LICENSORS HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE LIMITATIONS IN THIS SECTION WILL APPLY TO THE EXTENT PERMITTED BY APPLICABLE LAW. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL OR CERTAIN OTHER DAMAGES, SO SOME OF THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.
You agree to indemnify and hold the PEI Parties harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to any claims relating to (a) your use of the Website (including any actions taken by a third party), and (b) your violation of these Terms. In the event of such a claim, suit, or action (“Claim”), we will attempt to provide notice of the Claim to the contact information we have for you (provided that failure to deliver such notice shall not eliminate or reduce your indemnification obligations hereunder).
18. Force Majeure
PEI will not be liable for failing to perform under these Terms by the occurrence of any event beyond its reasonable control, including, but not limited to, a labor disturbance, an Internet outage or interruption of service, a communications outage, failure by a service provider to PEI to perform, fire, terrorism, natural disaster, epidemic or pandemic, issuance of government order or enactment of laws, rules, or regulations, civil unrest, or war.
You may not assign, delegate or transfer these Terms or your rights or obligations under these Terms without PEI’s prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations without consent.
20. Limitation of Actions
You acknowledge and agree that, regardless of any statute or law to the contrary, any claim or cause of action you may have arising out of, relating to, or connected with your use of the Website must be filed within one calendar year after such claim or cause of action arises, or forever be barred.
21. Choice of Law
These Terms are governed by and will be construed under the Federal Arbitration Act, applicable federal law, and the laws of the State of Connecticut, without regard to the conflicts of laws provisions thereof. Except as provided in these Terms, the Federal Arbitration Act shall govern the interpretation, enforcement and all proceedings pursuant to these Terms. In the event that the Federal Arbitration Act is found to be inapplicable to all or part of any proceeding pursuant to these Terms, Connecticut law pertaining to agreements to arbitrate shall apply.
22. Arbitration Agreement
Please read the following ARBITRATION AGREEMENT carefully because it requires you to arbitrate certain disputes and claims with PEI and limits the manner in which you can seek relief from PEI. Both you and PEI acknowledge and agree that for the purposes of any dispute arising out of or relating to the subject matter of these Terms, PEI’s officers, directors, employees, volunteers, team members and independent contractors (“Personnel”) are third-party beneficiaries of these Terms, and that upon your acceptance of these Terms, Personnel will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as the third-party beneficiary hereof.
(a). Any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Website (collectively, “Disputes”) will be settled by binding arbitration, except that each party retains the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights. You acknowledge and agree that you are waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless otherwise agreed in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Arbitration Agreement” section will be deemed void. Except as provided in the preceding sentence, this “Arbitration Agreement” section will survive any termination of these Terms.
(b). Arbitration Rules and Governing Law. The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution” section. The Federal Arbitration Act will govern the interpretation and enforcement of this Section.
(c). Arbitration Location and Procedure. Unless otherwise agreed, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and we submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
(d). Arbitrator’s Decision. The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award damages must be consistent with the terms of the “Limitation of Liability” section above as to the types and the amounts of damages for which a party may be held liable.
(e). Fees. Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules.
(f). Changes. Notwithstanding the provisions of the modification-related provisions above, if we change this “Dispute Resolution” section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice within 30 days of the date such change became effective, as indicated in the “Last Updated Date” above. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and us in accordance with the provisions of this “Dispute Resolution” section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).
The failure or delay of either you or us to exercise any right under these Terms shall not be deemed a waiver of any further rights hereunder. If any provision of these Terms are found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable. You and PEI agree that these Terms are the complete and exclusive statement of the mutual understanding between you and PEI, and that these Terms supersede and cancel all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms. Except as specified in these Terms, PEI support staff or other PEI employees do not have the authority to amend any of these Terms or to bind PEI to any legal or other obligation not already set forth in these Terms. You acknowledge and agree that you are not an employee, agent, partner, or joint venture of PEI, and you do not have any authority of any kind to bind PEI in any respect whatsoever.
Except as expressly set forth above, you and PEI agree there are no third-party beneficiaries intended under these Terms.