AmericanBio:TERMS AND CONDITIONS OF WEBSITE OF AMERICANBIO, INC. (“AmericanBio”)

TERMS AND CONDITIONS OF WEBSITE OF AMERICANBIO, INC. (“AmericanBio”)

This website is a service made available by AmericanBio. All use of this website, including all content, information, and services provided on this website, is subject to the following Terms and Conditions of Website of AmericanBio (“Terms”), which constitute a legal agreement between you and AmericanBio. By accessing, browsing, or using this website, you acknowledge that you have read, understood, and agree to be bound by these Terms. AmericanBio may update these Terms at any time, without notice to you. Each time you access this website, you agree to be bound by the Terms then in effect.

The following terms and conditions govern your use of this website and access to certain electronic services through the website and other products and services that AmericanBio may make available through the website (collectively, the “Products and Services”). By using this website, you agree that these terms and conditions supplement your existing contract with AmericanBio.

License

By offering this website for use, AmericanBio provides you with a worldwide, nonexclusive, nontransferable, revocable, limited license to access and make personal use of the information and services on this website, strictly subject to and in accordance with these Terms. AmericanBio reserves the right to terminate this license at any time and for any reason. Your failure to comply with these Terms will result in automatic termination of this license, without prior notice. Except for the limited license set forth in these Terms, AmericanBio does not grant you any express or implied rights or licenses under any patents, trademarks, copyrights, or other proprietary or intellectual property rights.

You have no ownership rights in the Products and Services, which are owned by AmericanBio, and are protected under copyright, trademark and other intellectual property laws and other applicable law. You receive no copyright or any other intellectual property right in or to the Products and Services, except as provided above. You may use the Products and Services only for your internal business purposes. AmericanBio retains exclusive control over the Products and Services, and reserves the right, at any time and in AmericanBio’s sole discretion, without prior notice to you, to (a) change, suspend or discontinue all or a portion of the Products and Services; (b) impose limits on, restrict or terminate your access to all or a portion of the Products and Services; or (c) terminate your license. You agree that AmericanBio may monitor your use of the Products and Services. You further agree that any information relating to the content or operation of the Products and Services is confidential and proprietary to AmericanBio, and that you will refrain from disclosing such information to any third party.

Copyright and Trademark Notices

The technology and content provided on this website is owned by or licensed to AmericanBio and protected by United States and international intellectual property laws. AmericanBio and its licensors retain all proprietary rights to that content and technology.

Copyrights

All contents of AmericanBio’s website are: Copyright 2016 by AmericanBio. All rights reserved. No part of this publication may be reproduced, transmitted, transcribed, stored in a retrieval system, or translated in any form by any means without the written consent of AmericanBio.

Usage Restrictions

By using this website, you agree that:

  • you shall not use, intentionally or unintentionally, any of the content, information, or services on this website in a manner contrary to or in violation of any applicable international, federal, state, or local law, rule, or regulation having the force of law, including, but not limited to, the CAN SPAM Act, HIPAA, and any rules of any national or other securities exchange, including, without limitation, the New York Stock Exchange, the American Stock Exchange, or the NASDAQ. We are not a consumer reporting agency, and you shall not use any of the content, information, or services on this website as a factor in establishing a consumer’s eligibility for credit or insurance to be used primarily for personal, family, or household purposes, for employment purposes, or for any other purpose authorized under section 1681b of the Fair Credit Reporting Act (15 U.S.C.A. § 1681b);
  • you shall not use this website in any manner that could harm, infect, take over, disable, overburden, or otherwise impair any of our computer systems, including, but not limited to, the servers, networks, and other components connected to or used for this website;
  • you shall not interfere with any other party’s use and enjoyment of this website, or of any of the content, information, or services provided on this website;
  • you shall not forge headers or otherwise manipulate identifiers in order to disguise or alter the origin of any content transmitted through the services or develop restricted or password-only access pages, or hidden pages or images (those not linked to from another accessible page);
  • you shall not upload, post, or otherwise transmit any content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
  • you shall not upload, post, or otherwise transmit any material that contains software viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment;
  • you shall not attempt to gain unauthorized access to any services, accounts, computer systems, or networks connected to any server used for this website, through password mining, hacking, or any other means;
  • you shall not seek to gain access to any materials or information through any means not intentionally made available by us;
  • you shall not reproduce, duplicate, copy, download, sell, resell, or otherwise exploit this website, or any portion hereof, for commercial purposes without AmericanBio, Inc.’s prior written consent;
  • you shall not use any framing techniques to enclose any portion of this website (including, but not limited to, images, text, page layout, and form) without AmericanBio, Inc.’s prior written consent;
  • you shall not make any use of the trademarks, service marks, trade names, logos, and graphics on this website without AmericanBio, Inc.’s prior written consent;
  • you shall not use any network monitoring or discovery software to determine the site architecture, or extract information about usage, individual identities, or users;
  • you shall not use any robot, spider, other automatic software or device, or manual process to monitor or copy our website or the content, information, or services on this website without AmericanBio, Inc.’s prior written consent;
  • you shall not collect any email addresses made available on this site for purposes of promotions or marketing campaigns;
  • you shall not distribute, on or through this website, any advertising; promotion; solicitation for goods, services, or funds; or solicitation for others to become members of any enterprise or organization without AmericanBio, Inc.’s prior written permission; and
  • you shall not use or otherwise export or re-export this website, or any portion thereof, in violation of the export control laws and regulations of the United States of America.

Any unauthorized use terminates the license granted hereby.

Electronic Communications

When you visit this website and when you communicate with AmericanBio electronically, you consent to receive communications from AmericanBio electronically. AmericanBio will communicate with you by email or by posting notices on this website. You agree that all agreements, notices, disclosures, and other communications that AmericanBio provides to you electronically satisfy any legal requirement that such communications be in writing.

Disclaimer of Warranties and Limitation of Liability Pertaining to Use of Website

AMERICANBIO PROVIDES THIS WEBSITE ON AN “AS IS” AND “AS AVAILABLE” BASIS. AMERICANBIO MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THIS WEBSITE, OR THE CONTENT, INFORMATION, OR SERVICES INCLUDED ON THIS WEBSITE. YOU AGREE THAT YOUR USE OF THIS WEBSITE IS AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, AMERICANBIO DISCLAIMS ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. AMERICANBIO WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THIS SITE, INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, AND PUNITIVE DAMAGES. ALTHOUGH AMERICANBIO TRIES TO PROVIDE ACCURATE AND TIMELY INFORMATION, THERE MAY BE INADVERTENT TECHNICAL OR FACTUAL INACCURACIES AND TYPOGRAPHICAL ERRORS. AMERICANBIO RESERVES THE RIGHT TO MAKE CHANGES AND CORRECTIONS AT ANYTIME, WITHOUT NOTICE. WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, (I) WITH RESPECT TO THE ACCURACY, COMPLETENESS OR TIMELINESS OF THE SERVICES; OR (II) THAT THE SERVICES SHALL BE UNINTERRUPTED OR ERROR FREE. FURTHER, AMERICANBIO DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTIES RELATING TO ANY HYPERLINK TO ANOTHER SITE AND IT IS NOT AND DOES NOT IMPLY AN ENDORSEMENT, INVESTIGATION, VERIFICATION OR MONITORING BY AMERICANBIO OF ANY INFORMATION ON THAT SITE. YOU ASSUME THE ENTIRE RISK TO THE USE OF THE SERVICES.

Registration and Account Information

Certain sections of this website require you to register as a user or create an account. By registering or creating an account, you agree to provide accurate and complete information and to inform AmericanBio of any changes to that information. Each registration is for a single user only, unless otherwise expressly provided on the registration page. You are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. In case of misuse, AmericanBio may terminate further access or take such other action as AmericanBio, in its sole discretion, deems appropriate. If you believe there has been unauthorized use, you must notify AmericanBio immediately.

Responsibility for Use of Passwords

You are solely responsible for maintaining the confidentiality of any user identifications, passwords, authentication codes or other security devices or procedures (collectively, “Passwords”) issued to you or to persons within your organization. You may not share your Passwords with any third party. Upon request, you shall provide AmericanBio with a list of persons authorized to use your Passwords, and you shall promptly advise AmericanBio of any changes in such authorized persons. You agree not to alter, delete, disable or otherwise circumvent any Passwords or permit or assist any other party to do so in a manner not authorized by AmericanBio. We reserve the right to suspend your access to the Products and Services and change (or require you to change) your Passwords at any time. You are responsible for all transmissions, instructions, information, processes, click stream data or other communications (“Communications”) attributable to your Passwords, whether entered by you, your authorized persons or by any other person, and any agreement or consent communicated from such access or Communications shall be deemed to be a duly signed writing of yours sufficient to bind you. You shall notify AmericanBio immediately upon learning or suspecting that any unauthorized party has obtained your log-in identification or Passwords. You shall maintain adequate internal procedures and controls over your use of the Services.

Termination

You acknowledge and agree that AmericanBio, in its sole discretion, may terminate your website access if your conduct is found to be unlawful, inconsistent with, or in violation of, the letter or spirit of these Terms, including, without limitation, for nonpayment of any real or imputed fee for use of the site. AmericanBio shall not be liable to you or any third party for termination of website access. Should you object to any terms and conditions of these Terms, or to any subsequent modifications thereto, your only recourse is to immediately discontinue use of the website.

LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL AMERICANBIO, INC. OR ITS OFFICERS, DIRECTORS, OWNERS, AGENTS AND EMPLOYEES HAVE ANY LIABILITY TO YOU OR ANY OTHER PERSON FOR ANY COSTS, LIABILITIES OR DAMAGES OF ANY KIND, WHETHER DIRECT, INDIRECT, (INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR DAMAGES THAT RESULT FROM USE OR LOSS OF USE OF THE SERVICES, INCONVENIENCE OR DELAY), CONSEQUENTIAL OR PUNITIVE (TOGETHER, “COSTS”), ARISING OUT OF, OR IN CONNECTION WITH, THIS AGREEMENT OR THE PERFORMANCE OR BREACH OF THIS AGREEMENT, OR YOUR OR ANY OTHER PERSON’S USE OF, OR INABILITY TO USE, THE SERVICES. THESE LIMITATIONS SHALL APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER BASED ON STATUTE OR ARISING IN CONTRACT, INDEMNITY, WARRANTY, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE), AND REGARDLESS OF WHETHER AMERICANBIO, INC. KNOWS OR HAS REASON TO KNOW OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION OF LIABILITY IS IN ADDITION TO ANY OTHER LIMITATION PROVIDED IN ANY OTHER AGREEMENT.

Indemnification

You agree to indemnify, defend, and hold AmericanBio and its officers, directors, employees, affiliates, agents, licensors, and suppliers harmless from and against all claims, losses, expenses, damages, and costs, including reasonable attorneys’ fees, resulting from any violation of these Terms by you.

Governing Law and Jurisdiction

These Terms are governed by and construed in accordance with the laws of the Commonwealth of Massachusetts, and any action arising out of or relating to these terms shall be filed only in state or federal courts located in Middlesex County, Massachusetts, and you hereby consent and submit to the personal jurisdiction of such courts for the purpose of litigating any such action.

Severability of Provisions

If any provision of these Terms is unlawful, void, or unenforceable, then that provision shall be deemed severable from the remaining provisions and shall not affect their validity and enforceability.

Use of Information By AmericanBio

You authorize AmericanBio, subject to adequate confidentiality and safeguard obligations, to use, disclose and otherwise process, your personal information for the purposes of improving website content, performance, security, administering and executing transactions; maintaining our relationship; or as may be required or permitted by law or regulation. In addition, AmericanBio may use cookie information to recognize your computer and Passwords when you return to AmericanBio’s website. Most Web browser software allows you to modify your preferences to be notified when a cookie is set, or to reject all cookies. If you choose to reject AmericanBio cookies, some areas of our website may not function properly or may not be accessible.

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