Terms of Use - Mersana Therapeutics

1. Acceptance of Terms

Welcome to the Mersana Therapeutics, Inc. (“Mersana” or “we” or us”) website. By using our website, you indicate your unconditional acceptance of the following Terms of Use. Please read them carefully, as they may have changed since your last visit. These Terms of Use and our Privacy Policy govern your access to and use of our website, including any Content available on or through our website, unless otherwise indicated.

2. Scope of Service

Mersana maintains this website as a service to the user community that visits the site subject to these Terms of Use. The term “website” includes all Content, services and features available on Mersana.com. Users of this website (“you”) are responsible for obtaining any equipment and Internet service necessary to access our website and for any paying any fees for the equipment and service you select. We may alter, suspend or discontinue this website in whole or in part, at any time and for any reason, without notice. The website may also periodically become unavailable due to maintenance or malfunction of computer equipment or for other reasons.

3. Website Content

Users have a personal, non-transferable, non-exclusive right to access and use the Content of this website subject to these terms and conditions. The term “Content” means all information, text, images, data, links, tools, products, software or other material accessible through the website, whether created by us or provided by another person for display on the website.

The Content made available on the website is for general guidance on subjects selected by Mersana. The Content is provided without any knowledge as to your circumstances or purpose of your visit to the website. The Content is provided “AS IS” and may contain typographical errors, other inadvertent errors or inaccuracies. The Content does not constitute the rendering of investment, medical, legal, career or other advice or services. The Content is not intended to replace medical advice offered by a physician. You should not use the Content for diagnosing a health problem or disease. You should always consult with a doctor or other qualified healthcare professional. You should not construe our publication of this Content as any warranty or guarantee of any strategy, recommendation, treatment, action or application of medication or preparation.

We reserve the right to make changes to document names and content, descriptions or specifications of Mersana and its products or services, or other information without obligation to issue any notice of such changes.

You may view, copy, download and print Content that is available on this website, subject to the following conditions:

The Content may be used solely for internal informational purposes. No part of this website or its Content may be reproduced or transmitted in any form, by any means, electronic or mechanical, including photocopying and recording for any other purpose.
The Content may not be modified.
Copyright, trademark and other proprietary notices may not be removed.

Nothing contained on this website should be construed as granting, by implication, estoppel or otherwise, any license or right to use this website or any Content displayed on this website, through the use of framing or otherwise, except: (a) as expressly permitted by these Terms of Use; or (b) with our prior written permission or the permission of such third party that may own the trademark or copyright of material displayed on this website.

4. Indemnification

By using this website, you agree to indemnify, hold harmless and defend Mersana from any claims, damages, losses, liabilities and all costs and expenses of defense, including but not limited to attorneys’ fees, resulting directly or indirectly from a claim by a third party that arises in connection with your use of this website.

5. Content Submitted by Users

Accuracy. You may use this website without volunteering personally identifiable information. Please refer to our Privacy Policy for additional information on our practices for handling personally identifiable information. However, if you choose to provide information to register for or participate in a service, event or promotion on this website, you agree that you will provide accurate, complete and up-to-date information as requested on the screens that collect information from you.
Liability. We are not responsible or liable for the conduct of users or for views, opinions and statements expressed in Content submitted for public display through our website. We neither endorse nor guarantee the accuracy, completeness or usefulness of any such Content. You are responsible for ensuring that Content submitted to this website is not provided in violation of any copyright, trade secret or other intellectual property rights of another person or entity. You shall be solely liable for any damages resulting from any infringement of copyrights, trade secret or other intellectual property rights, or any other harm resulting from your uploading, posting or submission of Content to this website.

6. Prohibited Conduct

By accessing our website, you agree to abide by the following standards of conduct. You agree that you will not, and will not authorize or facilitate any attempt by another person to use our website to:

Introduce viruses, worms, Trojan horses and/or harmful code to the website.
Obtain unauthorized access to any computer system through the website.
Violate any federal, state, local or international law or regulation.

7. Intellectual Property Rights.

This website, and unless otherwise noted, all Content contained on this website, are the property of Mersana, its affiliates or licensors, and are protected from unauthorized copying and dissemination by United States copyright law, trademark law, international conventions and other intellectual property laws.

Product names, logos, trademarks and service marks that are used or displayed on this website, whether registered or unregistered (collectively, the “Trademarks”), are the exclusive property of Mersana or its affiliates. No use of the Trademarks may be made without Mersana’s prior written authorization, except to identify Mersana’s products or services. Other product names, logos, trademarks and service marks appearing on this website that are not owned by Mersana may not be used without the express permission from its owner.

Unless otherwise noted, we do not claim ownership of Content submitted by users. By submitting such Content, however, you agree to grant us a world-wide, royalty-free, perpetual, irrevocable, non-exclusive license to use, distribute, reproduce, modify, adapt, create derivative works from and publicly perform or display such Content. This license shall remain in effect until we delete the Content from our systems.

8. Copyright Infringement; Notice and Take Down Procedures

In accordance with the Digital Millennium Copyright Act (17 U.S.C. § 512), Mersana is registered with the United States Copyright Office as a Service Provider. If you believe that any materials on this website infringe your copyright, you may request that they be removed. This request must bear a signature (or electronic equivalent) of the copyright holder or an authorized representative and must include the following information: (1) identification of the copyrighted work that you believe to be infringed, including a description of the work and, where possible, a copy or the location of an authorized version of the work; (2) identification of the material that you believe to be infringing and its location, including a description of the material, its website location or other pertinent information that will help us to locate the material; (3) your name, address, telephone number and email address; (4) a statement that you have a good faith belief that the complained of use of the materials is not authorized by the copyright owner, its agent or the law; (5) a statement that the information in your claim is accurate; and (6) a statement that “under penalty of perjury,” you declare that you are the lawful copyright owner or are authorized to act on the owner’s behalf. Our agent for copyright issues relating to this website may be reached at legal@mersana.com.

In an effort to protect the rights of copyright owners, we maintain a policy for the termination, in appropriate circumstances, of users of this website who are repeat infringers.

9. Disclaimer of Warranty

Under no circumstances will we be liable for any loss or damage caused by your reliance on information in any Content on this website. It is your responsibility to evaluate the accuracy, completeness or usefulness of any information, opinion, advice or other content available through this website. You are responsible for seeking the advice of professionals, as appropriate, regarding the evaluation of any specific information, opinion, advice or other Content.

ALL CONTENT, TEXT, IMAGES AND OTHER INFORMATION ON OR ACCESSIBLE FROM THIS WEBSITE ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. SPECIFICALLY, BUT WITHOUT LIMITATION, MERSANA DOES NOT WARRANT THAT: (i) THE INFORMATION AVAILABLE ON THIS WEBSITE IS FREE OF ERRORS; (ii) THE FUNCTIONS OR SERVICES (INCLUDING BUT NOT LIMITED TO MECHANISMS FOR THE DOWNLOADING AND UPLOADING OF CONTENT) PROVIDED BY THIS WEBSITE WILL BE UNINTERRUPTED, SECURE OR FREE OF ERRORS; (iii) DEFECTS WILL BE CORRECTED, OR (iv) THIS WEBSITE OR THE SERVER(S) THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

10. Limitation of Liability

IN NO EVENT SHALL MERSANA BE LIABLE TO ANY USER OF THIS WEBSITE OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, LOSS OF USE OR COSTS OF OBTAINING SUBSTITUTE GOODS OR SERVICES) ARISING OUT OF THE USE, INABILITY TO USE, UNAUTHORIZED ACCESS TO OR USE OR MISUSE OF THE WEBSITE OR ANY INFORMATION CONTAINED THEREON, WHETHER BASED UPON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EVEN IF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES.

11. Exclusions

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

12. Links to Third-Party Websites

This website may contain links to non-Mersana websites that are provided to you as a convenience. Any outside website accessed from our website is independent from Mersana, and we have no control over the content of such websites. We are not responsible for the content of any linked website or for any loss or damage incurred in connection with your use such links or dealings with the operators of such non-Mersana websites.

13. No Implied Endorsements

In no event shall any reference to any third party or third party product or service be construed as an approval or endorsement by Mersana of that third party or of any product or service provided by a third party. Likewise, a link to any non-Mersana website does not imply that we endorse or accept any responsibility for the content or use of such a website. Mersana does not endorse, warrant or guarantee any product or service offered by any third party through an online discussion forum or chat room accessible through this website and will not be a party to or in any way monitor any transaction involving any third party providers of products or services. As with the purchase of a product or service through any medium or in any environment, you are responsible for exercising appropriate judgment and caution.

14. Jurisdictional Issues

We make no representation that information on this website is appropriate or available for use outside the United States. Those who choose to access this website from outside the United States do so on their own initiative and at their own risk and are responsible for compliance with applicable local laws.

15. Termination

We may terminate any user’s access to our website, including access to any online discussion forum or chat room, in our sole discretion, for any reason and at any time, with or without prior notice. It is our policy to terminate users who violate these terms and conditions, as deemed appropriate in our sole discretion. You agree that we are not liable to you or any third party for any termination of your access to our website.

16. Governing Law; Enforcement

These Terms of Use shall be governed and interpreted pursuant to the laws of the Commonwealth of Massachusetts, United States of America, notwithstanding any principles of conflicts of law.

You hereby consent to the exclusive jurisdiction of the courts of the Commonwealth of Massachusetts for the resolution of any dispute based upon or relating to these Terms of Use. These Terms of Use constitute the sole agreement between you and Mersana relating to your use of our website.

17. Severability

If any part of these Terms of Use is held to be unlawful, void or unenforceable, that part will be deemed severable and shall not affect the validity and enforceability of the remaining provisions.

18. Entire Agreement

These Terms of Use constitute the entire agreement between you and Mersana relating to the subject matter herein. We may, at our sole discretion and without notice, revise these terms at any time by updating this posting.

19. For Additional Information

If you have any questions about these Terms of Use, please contact legal@mersana.com.