Terms of Use

Acceptance of the Terms of Use

These terms of use (“Terms of Use”) are entered into by and between you and Generate Biomedicines, Inc. (“Company,” ​“we,” or ​“us”). The Terms of Use govern your access to and use of https://​gen​er​ate​bio​med​i​cines​.com (together with all of its sub-domains, mobile renderings, and any other successor website(s), the ​“Website.”), and any content, functionality, and services offered on or through the Website. These Terms of Use may be supplemented by additional terms, presented to you on the Website, as appropriate.

Please read the Terms of Use carefully before you start to use the Website. By clicking ​“Accept”, ​“I agree”, or a similar checkbox or button referencing these Terms or by continuing to use the Website where such Terms of Use are available to you, you will indicate your acceptance of these Terms. This may differ depending on where you are located. If you do not agree to these Terms of Use, you must not access or use, or shall promptly discontinue your access or use of, the Website.

IMPORTANT: THESE TERMS CONTAIN A MANDATORY ARBITRATION PROVISION IN THE ​“DISPUTE RESOLUTION” SECTION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES. THIS MEANS THAT YOU AND COMPANY ARE EACH GIVING UP RIGHTS TO SUE EACH OTHER IN COURT OR IN CLASS ACTIONS OF ANY KIND TO THE FULLEST EXTENT PERMITTED BY LAW.

WARRANTY DISCLAIMERS AND LIABILITY LIMITATIONS: WHILE THERE ARE IMPORTANT POINTS THROUGHOUT THESE TERMS, PLEASE NOTE THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS ON COMPANY’S LIABILITY ARE EXPLAINED IN SECTIONS TITLED ​“DISCLAIMER OF WARRANTIES” AND ​“LIMITATION OF LIABILITY”.

Changes to the Terms of Use

We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them and apply to your access to and use of the Website thereafter. Your continued use of the Website following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page so you are aware of any changes, as they are binding on you. The ​“Last Modified” legend at the beginning of these Terms of Use indicates the date on which they were last updated.

Termination

We reserve the right to withdraw or amend this Website, and any service or material we provide on the Website, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website is unavailable to you at any time or for any period. From time to time, we may restrict user access, including registered user access, to some parts of the Website or the entire Website. Upon our withdrawal of this Website, or suspension, or termination of your access to the Website, we do not have any obligation to retain any of your User Contributions or User Information (each as defined below) or provide you access to them for any period of time. 

To access the Website or some of the resources it offers, you may be asked to provide certain registration details or other information, and we may also collect certain information regarding you using technological tools (including any interactive features) when you access or use the Website (collectively, ​“User Information”). It is a condition of your use of the Website that all User Information you provide on the Website is correct, current, and complete. We may use the User Information for operational management of the Website, to make improvements to the Website, or for any other legitimate business purpose. Where allowed under applicable laws, you hereby consent to our collection, storage, and such use of the User Information. See our Privacy Notice for information about how we collect, use, and disclose your personal information in connection with the Website.

Intellectual Property Rights

As between You and the Company, the Website and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video and audio content, and the design, selection, and arrangement thereof) (collectively, the ​“Content”) are owned by the Company, its licensors, or other providers of such Content and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. These Terms of Use permit you to use the Website for your personal, non-commercial use only. You will not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, or transmit any of the Content, without our prior written consent. 

You agree not to access or use any part of the Website or any services or Content available through the Website for any commercial purposes. If you wish to make any commercial use of any Content on the Website, please address your request to:
info@​generatebiomedicines.​com

No right, title, or interest in or to the Website or any Content is transferred to you, and all rights not expressly granted to you are reserved by the Company. Any use of the Website not expressly permitted by these Terms of Use is a material breach of these Terms of Use and may violate copyright, trademark, and other laws.

Trademarks

The Company name, the terms GENERATE:BIOMEDICINES, GENERATE BIOMEDICINES, G:, CHROMA, the Company logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors (the ​“Company Marks”). All use of the Company Marks by you (or your affiliates) requires the Company’s prior written permission. All other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners.

Prohibited Uses

You may use the Website only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Website: 

  • in any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries), or the intellectual property or other rights of a third-party;
  • for the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise;
  • to transmit, or procure the sending of, any advertising or promotional material, including any ​“junk mail,” ​“chain letter,” ​“spam,” or any other similar solicitation;
  • to impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing); or
  • To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Website, or which, as determined by us, may harm the Company or users of the Website, harm their reputation, or expose them to liability.

Additionally, you agree not to: 

  • use the Website in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Website, including their ability to engage in real time activities through the Website;
  • use any robot, spider, crawler, framing, or other automatic device, process, or means to access the Website for any unauthorized purpose, including monitoring or copying any of the material on the Website;
  • use any device, software, or routine that interferes with the proper working of the Website;
  • introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful;
  • modify, reverse-engineer, or de-compile the Website in any manner through current or future available technologies;
  • copy, translate, transmit, display, port, distribute, modify, attempt to derive, or gain access to source code of, or make derivative works of the Website or any Content, nor permit or assist anyone in performing such prohibited acts;
  • access the Website with the intent to develop or market a competing service, or to enable a third party to do so;
  • attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website;
  • attack the Website via a denial-of-service attack or a distributed denial-of-service attack; or
  • otherwise attempt to interfere with the proper working of the Website.

User Contributions

The Website may contain message boards, chat rooms, personal web pages or profiles, forums, bulletin boards, and other interactive features (collectively, ​“Interactive Services”) that allow users to post, submit, publish, display, or transmit to other users or other persons (hereinafter, ​“post”) content or materials (collectively, ​“User Contributions“) on or through the Website. All User Contributions must comply with the requirements listed in the ​“Content Standards” section set out in these Terms of Use. Any User Contribution you post to the site will be considered non-confidential and non-proprietary.

By providing any User Contribution on the Website, to the fullest extent permitted by law, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns the perpetual, irrevocable, transferable, and sublicensable right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such User Contribution for any purpose.
You represent and warrant that:

  • You own or control all rights in and to the User Contributions and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns; and
  • All of your User Contributions do and will comply with these Terms of Use.

You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not the Company, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness. 

We are not responsible or liable to any third party for the content or accuracy of any User Contributions posted by you or any other user of the Website.

Monitoring of User Contributions

We have the right to:

  • remove or refuse to post any User Contributions for any or no reason in our sole discretion;
  • take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution violates the Terms of Use, including the Content Standards, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Website or the public, or could create liability for the Company;
  • disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy; and
  • take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Website.

Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Website. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE COMPANY/ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER THE COMPANY/SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.

However, we cannot and do not undertake to review all materials before it is posted on the Website and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.

Content Standards

These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must comply with all applicable federal, state, local, and international laws, and regulations. Without limiting the foregoing, User Contributions must not:

  • contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual, or is otherwise objectionable;
  • promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age;
  • infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person;
  • violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Use;
  • be likely to deceive any person;
  • promote any illegal activity, or advocate, promote, or assist any unlawful act;
  • cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person;
  • impersonate any person or misrepresent your identity or affiliation with any person or organization; or
  • involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising.
  • Give the impression that they emanate from or are endorsed by us or any other person or entity if this is not the case.

Copyright Infringement

The Company takes allegations of copyright infringement seriously and endeavors to comply with the U.S. Copyright Act. We respond to notices of alleged infringement as required by the US Digital Millennium Copyright Act (“DMCA”), including by removing or disabling access to material claimed to be the subject of infringing activity. The Company’s DMCA Agent will only respond to notices and inquiries that comply with the requirements of the DMCA. Please see www​.copy​right​.gov for more information.

Copyright holders may report any alleged infringement of their work(s) on the Website by sending a notification of claimed infringement to the Company’s authorized agent at:

DMCA Agent
Generate Biomedicines
55 Cambridge Parkway
Cambridge, Massachusetts 02142
info@​generatebiomedicines.​com

Upon receipt of notification complying with the DMCA, the Company will take steps to remove or disable access to any infringing material and remove or disable access to any link to infringing material. Notifications must include ALL of the following:

  • a physical or electronic signature of the person authorized to act on behalf of the owner of an exclusive copyright that is allegedly infringed;
  • a description of the copyrighted work that the copyright holder claims has been infringed;
  • a description of the location on the Website where the infringing material is located;
  • contact information reasonably sufficient to permit the Company to contact the copyright holder;
  • a statement that the copyright holder has a good faith belief that the disputed use is not authorized by the copyright holder, its agent, or the law; and
  • a statement, made under penalty of perjury, that the information in the notification to the Company is accurate and that the individual submitting the statement is the copyright holder or authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Please do not send any other correspondence or inquiries to our DMCA agent.

Upon adequate written notice of the alleged repeated infringement, the Company will notify the alleged repeat infringer and disable their access to the Company’s Website and other services. If the alleged repeat infringer believes in good faith that the allegedly infringing material is being removed or blocked by mistake or misidentification, the alleged repeat infringer can send a written counter-notification to the Company at the above-referenced street address and email address. The counter-notification must include:

  • a signature of the alleged repeat infringer;
  • the identification of the content that was removed or disabled, or its location prior to being removed or disabled;
  • a statement that the alleged repeat infringer believes the material was removed by mistake or misidentification;
  • the alleged repeat infringer’s contact information; and
  • a statement of consent to the jurisdiction where the alleged infringer is located.

If the Company receives a counter-notification that satisfies the DMCA requirements from the alleged repeat infringer, the Company will provide such counter-notification to the copyright holder and will follow the DMCA procedures regarding counter-notifications. In all instances of alleged infringement, the Company will not be a party to any dispute or lawsuit regarding the alleged infringement. Any individual who knowingly misrepresents the facts underlying the copyright infringement may be liable for the damages incurred to the Company, the copyright holder, or the alleged repeat infringer under the DMCA as a result of the removal, blocking, or replacement of the claimed work.

Reliance on Information Posted

The information presented on or through the Website is made available solely for general information purposes. We may update the content on this Website from time to time, but its content is not necessarily complete, accurate or up-to-date. Any of the materials on the Website may be out of date at any given time, and we are under no obligation to update such material.

The Website is not intended to provide any medical or healthcare advise and your use of any information obtained from the Website will be at your sole risk and liability. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents. Further, no Content or material available on the Website should be considered a recommendation to buy or sell any securities, to make an investment in any technologies, or for any other similar decisions.

This Website may include/​includes content provided by third parties, including materials provided by other users, bloggers, and third-party licensors, syndicators, aggregators, and/​or reporting services. All statements and/​or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

Linking to the Website and Social Media Features

You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent.

This Website may provide certain social media features that enable you to:

link from your own or certain third-party websites to certain content on this Website;
send emails or other communications with certain content, or links to certain content, on this Website; or
cause limited portions of content on this Website to be displayed or appear to be displayed on your own or certain third-party websites.

You may use these features solely as they are provided by us and solely with respect to the content they are displayed with, and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:

establish a link from any website that is not owned by you;
cause the Website or portions of it to be displayed on, or appear to be displayed by, any other site, for example, framing, deep linking, or in-line linking;
link to any part of the Website other than the homepage; or
otherwise take any action with respect to the materials on this Website that is inconsistent with any other provision of these Terms of Use.

The website from which you are linking, or on which you make certain content accessible, must comply in all respects with the Content Standards set out in these Terms of Use. You agree to cooperate with us in causing any unauthorized framing or linking immediately to stop. We reserve the right to withdraw linking permission without notice. We may disable all or any social media features and any links at any time without notice in our discretion.

Links from the Website

If the Website contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to this Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.

Geographic Restrictions

The owner of the Website is based in the State of Massachusetts in the United States. We make no claims that the Website or any of its content is accessible or appropriate outside of the United States. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

Disclaimer of Warranties

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

YOUR USE OF THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN ​“AS IS” AND ​“AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.

THIS SECTION DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Limitation on Liability

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR ANY DIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE, UNDER ANY LEGAL THEORY. FURTHER COMPANY’S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES, WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, SHALL NOT EXCEED A TOTAL AMOUNT OF $100.

IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.

‍IF YOU ARE NOT A CALIFORNIA RESIDENT, YOU WAIVE YOUR RIGHTS UNDER ANY STATUTE OR COMMON LAW PRINCIPLE SIMILAR TO CALIFORNIA CIVIL CODE SECTION 1542 THAT GOVERNS YOUR RIGHTS IN THE JURISDICTION OF YOUR RESIDENCE.
THIS SECTION DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Indemnification

You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Use or your use of the Website, including, but not limited to, your User Contributions, any use of the Content, services, products, or your use of any information obtained from the Website.

Governing Law and Jurisdiction

All matters relating to the Website and these Terms of Use, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by, construed, and interpreted in accordance with the laws of the State of Delaware, USA, without giving effect to principles of conflicts of laws.

Dispute Resolution

You and Company both agree to provide a written notice of any disputes to the other party at its notice address (or an address provided in writing to the other party) and try to resolve any disputes in good-faith thereafter arising from or in connection with the Website or these Terms of Use. If any dispute arising in connection with the Website is not resolved, within 30 days of a party providing notice to the other party, the dispute will be resolved through individual, non-representative, binding arbitration conducted in English, instead of a proceeding in courts of general jurisdiction. Any disputes will be decided by a single arbitrator and will be administered by Judicial Arbitration Mediation Services, Inc. (“JAMS”) pursuant to the JAMS Streamlined Arbitration Rules & Procedures and as modified by this agreement to arbitrate. The arbitrator will conduct hearings, if any, by teleconference or videoconference, rather than by personal appearances, unless the arbitrator determines upon request by you or by Company that an in-person hearing is appropriate. Any in-person appearances will be held in Boston, Massachusetts. The arbitrator will have authority to award temporary, interim, or permanent injunctive relief or relief providing for specific performance, but only to the extent necessary to provide relief warranted by the individual claim before the arbitrator. The award rendered by the arbitrator may be confirmed and enforced in any court with appropriate jurisdiction. Each party will be responsible for its respective costs, including costs related to its respective attorneys, experts, and witnesses. 

YOU AND COMPANY EXPRESSLY WAIVE YOUR RIGHT TO GO TO COURT, TO A TRIAL BY JURY, AND TO PARTICIPATE IN A CLASS ACTION, CLASS ARBITRATION, OR OTHER REPRESENTATIVE PROCEEDING WITH RESPECT TO ANY CLAIM SUBJECT TO ARBITRATION. Notwithstanding the parties’ decision to resolve all disputes through arbitration, Company may bring an action in a state, provincial or federal court to protect its intellectual property rights. Seeking such relief shall not waive Company’s right to arbitration under these Terms of Use.

Limitation on Time to File Claims

TO THE FULLEST EXTENT PERMITTED BY LAW, ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

Waiver and Severability

No waiver by the Company of any term or condition set out in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision. If any provision or part of such provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision or part of such provision shall be eliminated or limited to the minimum extent such that the remaining part of the provision and/​or other provisions of the Terms of Use will continue in full force and effect.

Electronic Signature

To the fullest extent permitted by law, your access to or use of the Website constitutes your electronic signature to these Terms of Use and your consent to enter into agreements with us electronically.

No Third-Party Beneficiary

No provisions of these Terms of Use create any third-party beneficiary. Other than as expressly provided hereunder, all remedies under, and enforcement of, this Agreement shall be by and for the benefit of the parties only.

Survivability

The rights, obligations, and commitments in these Terms of Use that, by their nature, would logically continue beyond the termination of your use of or access to the Website will survive termination of these Terms of Use, including, without limitation, provisions related to indemnification and limitations of liability.

No Assignment

Your obligations and rights under these Terms of Use may not be assigned, in whole or in part, without Company’s prior written consent. These Terms of Use will be binding upon, and inure to the benefit of, the successors, representatives and permitted assigns of the parties.

Entire Agreement

These Terms of Use, constitute the sole and entire agreement between you and Company regarding the Website and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Website.

Notices and Communication

You hereby agree to receive electronic communication from us, including via text, email, and messages posted to the Website. You agree that any such electronic communication from us satisfies any legal requirements that such communication must be in writing. Any comments or concern you wish to provide to us should be in accordance with the following:
This website is operated by Generate Biomedicines, Inc., 101 South Street, Somerville, MA 02143.
All notices of copyright infringement claims should be sent to the copyright agent designated in these Terms of Use.
All other feedback, comments, requests for technical support, and other communications relating to the Website should be directed to: info@​generatebiomedicines.​com.

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