Effective Date: January 4, 2012
Elevation Pharmaceuticals, Inc. (“Elevation”, “us” or “we”) maintains the website http://www.elevationpharma.com/ (the “Website”). By accessing and/or using the Website, you are expressly agreeing to comply with and be bound by these Terms of Use (the “Terms of Use”). If you do not agree with these Terms of Use, you are not authorized to access or use the Website. Elevation reserves the right to revise or update these Terms of Use at any time without prior notice to you. The most recent effective date of these Terms of Use is listed at the top of this page. Please periodically link to and review these Terms of Use. Your continued use of the Website subsequent to the posting of any updated Terms of Use means you agree to comply with any such updated terms.
A. Content.
The information provided on the Website is for general company and product information and educational purposes only. As such, the Website and its contents should not be relied upon as an exclusive source of information and is not intended to be a substitute for professional medical advice, diagnosis or treatment. In particular, you should not rely on the content contained herein for diagnosing a health problem or disease. Always seek the advice of your physician or other qualified health provider with any questions you may have regarding our products or any medical condition you or your family might have. Never disregard professional medical advice or delay in seeking it because of something you have read on the Website.
B. Proprietary Rights.
We have invested a significant amount of time, effort, and resources in the creation of the Website, which is protected by U.S. and international copyright and intellectual property laws. You understand and agree that Elevation and/or its licensors retain all right, title, and interest in the Website (including all copyrights, patents, service marks, trademarks and other intellectual property rights) and to all content, including without limitation, any and all medical and product information, text, data, graphics, images, sound, products, programs and other information provided on or to the Website, whether by Elevation or users and whether in print, machine-readable, visual or audible form (altogether, “Elevation Content”). You may access, download, display, print and retain Elevation Content from the Website solely for your own educational use. The Elevation Content may not be distributed, downloaded, uploaded, modified, reused, reproduced, reposted, retransmitted, disseminated, sold, published or circulated or otherwise used in any way whatsoever except as permitted herein. All trademarks, product names, whether or not appearing in large print or with the trademark symbol, are trademarks of Elevation, its affiliates, related companies or its licensors or joint venture partners unless otherwise noted. The use of any Elevation Content, except as permitted herein, is expressly prohibited and may be in violation of copyright law, trademark law and unfair competition laws. No license or right is intended to be conveyed to you under any trademark of Elevation or any third party, whether by implication, estoppel or otherwise. Further, you agree not to remove, alter or obscure any intellectual property notices on any printouts, screen displays or copies thereof. You agree not to add any logos or other marks indicating origin or ownership or any data or content originally found thereon to any of the foregoing displays, printouts or copies thereof. If you wish to obtain permission to reprint or reproduce any materials appearing on the Website other than as permitted above, you may contact us at [] All rights not expressly granted herein are reserved.
C. Separate or Additional Terms.
Notwithstanding anything contained in the foregoing paragraph, certain Elevation Content on the Website may be subject to separate or additional terms or conditions of use as stated either on the Website or in such Elevation Content. You agree to comply with such terms and conditions with respect to your use of such Elevation Content.
D. Personally Identifiable Information.
By submitting your name, company, e-mail address, classification, and any other personally identifiable information to us through the Website, you hereby represent and warrant that all such personal information is accurate and complete, and grant to Elevation a royalty-free license to use and disclose this information in accordance with our Privacy Policy. Please review Elevation's Privacy Policy before submitting any personally identifiably information to Elevation.
E. Feedback.
Elevation will treat any suggestions, questions, comments, data, materials or the like other than personally identifiable information (collectively, "Feedback") sent to Elevation as non-confidential and non-proprietary information. You represent and warrant that you have the right to provide such Feedback and that it will not infringe any third party rights. Elevation shall have no obligation of any kind to you or a third party with respect to such Feedback. You agree that Elevation shall be free to reproduce, use, disclose, exhibit, display, transform, create derivative works and distribute such Feedback to others without limitation and without payment of any consideration to you or a third party. You further agree that, although Elevation shall have no obligation to do so, Elevation shall be free to use and exploit in any manner any ideas, concepts, know-how or techniques contained in such Feedback for any purpose without your or a third party's consent, including but not limited to developing, manufacturing and marketing products and services.
F. Indemnity.
The Website is being provided by Elevation to you as a free service. You agree that you shall be solely responsible for any and all liabilities arising from: (i) your failure to comply with these Terms of Use; (ii) your use of the Website; (iii) your use of or reliance on any Elevation Content, including any medical information provided on the Website and/or (iv) any authorized disclosure (including Elevation disclose of your personal information and credentials to our human resources department). You agree to hold Elevation and Elevation's directors, officers, employees, agents, consultants, attorneys, subsidiaries, affiliates and sublicensees and each of their respective successors and assigns harmless from any and all damages, costs, expenses and other liabilities including, but not limited to, attorneys' fees and expenses relating to any claim arising out or resulting from your access to the Website and the Elevation Content thereon or your use, disclosure or authorization for Elevation to disclose any data or content thereon.
G. No Warranty.
You acknowledge that the services and Elevation Content located on the Website are provided "AS IS", "AS-AVAILABLE" and "WITH ALL FAULTS." Elevation, its directors, officers, employees, consultants, subsidiaries and affiliates make no warranty as to the Website or the services or Elevation Content provided thereon and the entire risk with respect thereto is with you. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, ELEVATION, ITS DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, SUBSIDIARIES AND AFFILIATES DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, OTHER THAN THOSE WARRANTIES WHICH ARE INCAPABLE OF EXCLUSION, RESTRICTION OR MODIFICATION UNDER THE LAWS APPLICABLE TO THIS AGREEMENT.
ELEVATION DOES NOT WARRANT THAT ACCESS TO THE WEBSITE, THE SERVICES AND THE ELEVATION CONTENT WILL BE CONTINUOUS AND UNINTERRUPTED, SECURE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU ASSUME ALL RESPONSIBILITY FOR PROTECTING YOURSELF BY USING ANTI-VIRUS PROGRAMS AND FIREWALLS. INFORMATION CONTAINED ON THE WEBSITE MAY BE INCOMPLETE, OUTDATED, INACCURATE OR CONTAIN TYPOGRAPHICAL ERRORS. ELEVATION DOES NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING THE USE OF THE MATERIAL ON THE WEBSITE IN TERMS OF ITS CORRECTNESS, ACCURACY, RELIABILITY, OR CURRENCY. ELEVATION MAKES NO WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE WEBSITE, THE SERVICES OR THE ELEVATION CONTENT, THE USE OF WHICH AND ANY RELIANCE BY YOU IS AT YOUR SOLE RISK. THIS INCLUDES ANY ACTION TAKEN BY YOU BECAUSE OF SUCH USE OR RELIANCE.
H. Exclusion of Damages; Limitation on Liability.
YOUR USE OF THE WEBSITE IS AT YOUR OWN RISK. IN NO EVENT SHALL ELEVATION OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, SUBSIDIARIES OR AFFILIATES BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF BUSINESS, LOST PROFITS, LOSS OF OPPORTUNITY, LOSS OF DATA, LOSS OF SERVICES, PERSONAL INJURY (INCLUDING DEATH) OR DAMAGES TO YOU OR YOUR HARDWARE OR SOFTWARE, EVEN IF ELEVATION HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE WEBSITE OR YOUR RELIANCE ON THE ELEVATION CONTENT, WHETHER BASED ON CONTRACT, NEGLIGENCE OR OTHER FAULT OF ELEVATION, ITS DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, SUBSIDIARIES AND AFFILIATES, TORT, STRICT LIABILITY OR ANY OTHER THEORY OF LEGAL LIABILITY. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. ANY CLAIMS ARISING IN CONNECTION WITH YOUR USE OF THE WEBSITE OR ANY ELEVATION CONTENT (INCLUDING, WITHOUT LIMITATION, ANY PRODUCT OR SERVICE) MUST BE BROUGHT WITHIN ONE (1) YEAR OF THE DATE OF THE EVENT GIVING RISE TO SUCH ACTION.
I. General Provisions.
Assignment: You may not assign or otherwise transfer in any way any of the rights and obligations arising out of these Terms of Use without the prior written consent of Elevation, which consent may be withheld at Elevation's sole and absolute discretion. Elevation may assign these Terms of Use in whole or in part at any time with or without notice to you.
Choice of Law: The Terms of Use shall be governed by the laws of the State of California as such laws are applied to contracts executed in and to be performed entirely within California by California residents. This means that California law will be applied to the interpretation of these Terms of Use even for non-California residents.
Void Where Prohibited: The Website and the Elevation Content are intended to comply with the laws and regulations in the United States. Although the Elevation Content on the Website is accessible to users outside of the United States, the Elevation Content is intended for use only by residents of the United States. Other countries and jurisdictions may have laws, regulatory requirements and medical practices that differ from those in the United States. The Website may include links to other sites, some of which may be outside the United States. Those websites may have information that is appropriate only to that particular originating country.
Invalidity: Any clause deemed invalid or unenforceable shall be deemed severable and shall not affect the validity or enforceability of the remaining provisions.
Headings: Section titles in these Terms of Use are for convenience and do not define, limit, or extend any provision of these Terms of Use.
Arbitration: Please read this carefully. It affects your rights. Elevation and you (such references include our respective predecessors in interest, successors and assigns) agree to arbitrate all disputes and claims arising out of or relating to this Agreement between Elevation and you. The arbitration shall be governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “AA Rules”) of the American Arbitration Association (“AA”), as modified by this Agreement, and shall be administered by the AA. All issues are for the arbitrator to decide, including the scope of this arbitration clause, but the arbitrator is bound by the terms of this Agreement. Except as otherwise provided for herein, Elevation will pay all AA filing, administration and arbitrator fees. If, however, the arbitrator finds that either the substance of your claim or the relief sought is improper or not warranted, as measured by the standards set forth in Federal Rule of Civil Procedure 11(b), then the payment of all such fees shall be governed by the AA Rules. In such case, you agree to reimburse Elevation for all monies previously disbursed by it that are otherwise your obligation to pay under the AA Rules. If the arbitrator grants relief to you that is equal to or greater than the value of your Demand, Elevation shall reimburse you for your reasonable attorneys’ fees and expenses incurred for the arbitration. You agree that, by entering into this Agreement, you and Elevation are waiving the right to a trial by jury.
You and Elevation agree that YOU AND ELEVATION MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, and not as a plaintiff or class member in any purported class or representative proceeding. Further, you agree that the arbitrator may not consolidate proceedings or more than one person's claims, and may not otherwise preside over any form of a representative or class proceeding, and that if this specific proviso is found to be unenforceable, then the entirety of this arbitration clause shall be null and void.
Formal Resolution: If we cannot resolve a Claim informally, you and Elevation each agree to submit to personal jurisdiction in California and agree that any and all Claims either of us asserts shall be exclusively brought in the appropriate state or federal court in the Southern District of the State of California, provided that neither you nor Elevation shall be precluded from filing a Claim in small claims court for disputes within the small claims court jurisdictional level.
Entire Agreement: These Terms of Use and our Privacy Policy constitute the entire agreement between you and Elevation with respect to the subject matter hereof and supersede all prior agreements, understandings, negotiations and discussions, warranties, and all other communications between you and us relating to the subject matter hereof, whether oral or written. Unless otherwise required by law, Elevation may amend these Terms of Use without prior notice to you. No waiver of any of the provisions of these Terms of Use shall be deemed or shall constitute a waiver of any other provision of these Terms of Use, whether or not similar, nor shall any such waiver constitute a continuing waiver unless otherwise expressly provided. If any provision of this Agreement shall be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from the Agreement and shall not affect the validity and enforceability of any remaining provisions.
No Agency: No agency, partnership, joint venture, or employment is created as a result of the Agreement, and you do not have any authority of any kind to bind us in any respect whatsoever.
Consumer Rights Notice. Under California Civil Code Section 1789.3, California users of the Website and/or Service receive the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, California 95834, or by telephone at 1-800-952-5210.
J. Contact.
If you have any questions about the foregoing, please contact Elevation by any of the means set forth in our Contact Us page. However, please note that communications made through the Website’s e-mail and messaging system shall in no way be deemed to constitute legal notice to us or any of its officers, employees, agents or representatives, such as where notice to us is required by contract, or any federal, state or local laws, rules or regulations. You may provide legal notice to us [here].