Terms and Conditions of Use

Acceptance of Terms and Conditions of Use

The website www.vedantabio.com (the “Web Site”) is provided by Vedanta Biosciences, Inc. (“Vedanta”). Throughout these terms and conditions, the words “we,” “us,” and “our” refer to Vedanta and its affiliates, and the words “you” and “your” refer to the user visiting the Web Site and your company or organization. These terms and conditions of use (“Terms of Use”) set forth the legally binding terms for your use of the Web Sites. By accessing or using the Web Sites in any manner, you signify your agreement to (1) these Terms of Use, (2) the Vedanta privacy policy (the “Privacy Policy”), and (3) any other legal notices, conditions or guidelines located within the Web Site. If you do not agree to any of these Terms of Use or the Privacy Policy, please do not use the Web Site and exit now.

Important Legal Information about Privacy

The terms and conditions of Vedanta’s Privacy Policy, which is available at Privacy Policy, apply to your use of our Web Site, form an integral part of your agreement with us, and are incorporated by reference into these Terms of Use. You should read the Privacy Policy carefully before you use the Web Site because by using the Web Site you will be agreeing to everything in these Terms of Use, including the terms contained in our Privacy Policy.

Vedanta Web Site

We may revise these Terms of Use at any time, without prior notice, by updating this page, and such revisions will be effective upon posting to this page. Please check these Terms of Use periodically for any changes. Your continued use of the Web Site following the posting of any revisions to these Terms of Use will mean you accept those changes. We reserve the right to alter, suspend or discontinue any aspect of the Web Sites, including your access to them. Unless explicitly stated, any new features will be subject to these Terms of Use.

Intellectual Property Rights

The content on the Web Site, including without limitation, the material descriptions, graphics, photos, data, products, services and the like (“Site Content”) and the trademarks, service marks and logos contained therein (“Marks”), are owned by or licensed to Vedanta, subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. You in no way will obtain any ownership interest or rights in the Site Content or Marks contained on the Web Site. Site Content is provided to you “AS IS” and may not be reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any purpose whatsoever without the prior written consent of the respective owners. Vedanta reserves all rights not expressly granted in and to the Site Content. If you download or print a copy of the Site Content for personal or educational use, you must include on the copy all copyright and other proprietary notices contained in the original Site Content on the Web Site.

No Medical Advice

All Site Content and any other materials on the Web Site is for educational and informational purposes only and is not a substitute for professional medical advice or treatment. It is also not a substitute for professional care and should not be used for diagnosing or treating a health problem or disease. Always seek the advice of a physician or other qualified health provider with any questions you may have regarding a particular health problem. Never disregard professional medical advice or delay in seeking it because of something you have read or viewed on the Web Site. Reliance on any information provided on the Web Site is solely at your own risk.

Restrictions on Use

You agree that you will not (directly or indirectly) circumvent, disable or otherwise interfere with any security related features of the Web Site or features that prevent or restrict use or copying of any Site Content or that enforce limitations on use of the Web Site or the Site Content or use manual or automated software, devices or other processes for “crawling” or “scraping” any page or Site Content of the Web Site. Furthermore, you agree you will not (directly or indirectly) use the Web Site or Site Content: (i) in connection with any commercial activities and/or sales without Vedanta’s consent, (ii) to promote information that you know is false or misleading or to promote or engage in illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous, (iii) to engage in or promote any criminal activity or enterprise, including without limitation, harassment, stalking, copyright infringement, trademark infringement, or theft of trade secrets, (iv) to solicit personally identifying information for commercial or unlawful purposes, (v) to advertise to, solicit, or sell to any person without their prior explicit consent, (vi) to harvest or collect data, Site Content, personally identifiable information such as e-mail addresses or other information of users; or (vii) to use or launch any automated system, including without limitation, “robots,” or “spiders,” that accesses the Web Site in a manner that sends more request messages to the Vedanta servers in a given period of time than humanly possible in the same period by using a web browser.

Indemnification

By accessing the Web Site, you agree to indemnify Vedanta and our directors, officers, employees, contributors, affiliates and agents and hold them harmless from any and all claims and expenses, including attorney’s fees, arising from your use of the Web Site or your violation of any term of these Terms of Use.

Disclaimer

The Site Content, materials and services offered on the Web Site are provided “as is” and without warranties of any kind. To the fullest extent permissible pursuant to applicable law, we disclaim all warranties, express or implied, including, but not limited to, implied warranties of non-infringement, merchantability and fitness for a particular purpose. Furthermore, we specifically make no warranties regarding the efficacy of any of the drugs or treatments described on the Web Site. We do not warrant that the use of the Web Site will be uninterrupted or error-free, that defects will be corrected, or that the Web sites or the server(s) that make it available or any advertised or hyperlinked site are free of viruses or other harmful components or that the Web Site, server(s), or advertised or hyperlinked sites will be accessible at all times. We do not warrant or make any representations regarding the use of the Web Site or any data or information contained therein with respect to correctness, accuracy, reliability, graphics, links or otherwise. You assume the entire cost of all necessary servicing, repair or correction to any equipment you use to access the Web Site. To the extent that applicable law may not allow the exclusion of implied warranties, the above exclusions may not apply to you.

Documents, information, data, graphics and other materials appearing on the Web Site may include technical inaccuracies, miscalculations, typographical errors, and out-of-date information. Use of such documents, data, prices, information, graphics or other materials is at your own risk.

Limitation of Liability

Under no circumstances shall Vedanta, its directors, officers, contributors, agents, employees, or affiliates be liable for any direct, indirect, incidental, special, or consequential damages (even if it has been advised of the possibility of such damages) due to your use of or inability to use the Web Site or due to your reliance on any of the Site Content contained or the services provided on the Web Site.

International Users

Vedanta makes no claims that information on the Web Site is appropriate or may be downloaded outside of the United States. Any personal information (“Personal Information”) that is submitted to the Web Site will be collected, processed, stored, disclosed and disposed of in accordance with applicable U.S. law and our Privacy Policy. If you are a non-U.S. user, you acknowledge and agree that Vedanta may collect, process and use your Personal Information and disclose it to other entities outside your resident jurisdiction. In addition, such Personal Information may be stored on servers located outside your resident jurisdiction. U.S. law may not provide the degree of protection for Personal Information that is available in other countries. By providing us with your Personal Information, you acknowledge that you consent to the transfer of such Personal Information outside your resident jurisdiction as detailed in our Privacy Policy. If you do not consent to such transfer, you may not use the Web Site.

Links to Other Web Sites and Services

The Web Site may contain links to other web sites and outside services and resources and Vedanta does not control the availability and content of those web sites, services or resources, nor do we necessarily review or endorse materials available at or through such other web sites. Viewing other web sites or utilizing outside services and resources is done at your own risk. Accordingly, we encourage you to be aware when you leave the Web Site and to read the terms and conditions and privacy policy of each third-party web site that you visit. We shall not be liable for any loss or damage caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such web site or resource.

Other Restrictions on Conduct

You agree not to disrupt, modify or interfere with the functioning of the Web Site or any services provided on or through them. You further agree not to disrupt, modify or interfere with in any way any software, hardware or servers associated with the Web Site, and you agree not to impede or interfere with others’ use of the Web Site. You also agree not to alter or tamper with any information or materials on, or associated with, the Web Site or services provided on or through them.

Ability to Accept Terms of Use

You affirm that you are more than 13 years of age and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms of Use, and to abide by and comply with these Terms of Use. This Web Site is not intended for children. If you are under 13 years of age, then please do not use the Web Site and exit now.

Choice of Law and Forum

These Terms of Use shall be governed by the laws of the Commonwealth of Massachusetts. All disputes arising under, or in any way connected with your use of the Web Site, shall be litigated exclusively in the state and federal courts residing in the Commonwealth of Massachusetts, and in no other court or jurisdiction. You hereby submit to the jurisdiction of the state and federal courts sitting in the Commonwealth of Massachusetts and stipulate to the fairness and convenience of proceedings in such courts for all disputes arising out of or relating to use of the Web Site. These Terms of Use, together with the Privacy Policy, and any other documents or policies referenced herein constitute the entire agreement between you and Vedanta regarding the use of the Web Site and the Site Content and services provided on the Web Site, superseding any prior agreements between you and Vedanta relating to the subject matter hereof.

Severability and Enforceability

If any provision or portion of these Terms of Use is held illegal, invalid, or unenforceable, in whole or in part, it shall be modified to the minimum extent necessary to correct any deficiencies or replaced with a provision which is as close as is legally permissible to the provision found invalid or unenforceable and shall not affect the legality, validity or enforceability of any other provisions or portions of these Terms of Use.

Termination/Exclusion

We reserve the right, in our sole discretion, to revoke, terminate or suspend any and all privileges associated with accessing the Web Site for any reason or for no reason whatsoever including improper use of the Web Site or failure to comply with these Terms of Use, and to take any other action we deem appropriate.

User Suggestions

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information provided by you to Gelesis through the Web Site are not confidential and you grant us a worldwide, royalty-free license to distribute, publish, modify, edit or otherwise use your submissions. Vedanta shall be entitled to the unrestricted use and dissemination of these submissions for any purpose, commercial or otherwise without any acknowledgement of or compensation to you.

General

We may assign, novate or subcontract any or all of our rights and obligations under these Terms of Use at any time.

If you have any questions or comments on the Web Site or become aware of misuse of the Web Site by any person, please contact us at info@vedantabio.com or at the following address: Vedanta Biosciences, Inc., Attn: User Comments, 19 Blackstone Street, Cambridge, Massachusetts 02139.

Effective Date

These Terms of Use are effective as of July 10, 2017.