Terms & Conditions

These terms govern access to and use of BioSapien, Inc.’s public website. Please read them carefully before using the website.

1 Acceptance of These Terms

These Terms and Conditions (the “Terms”) are a legal agreement between you and BioSapien, Inc. (“BioSapien,” “we,” “us,” or “our”) concerning your access to and use of biosapien.com and any related webpages operated by BioSapien (collectively, the “Website”). By accessing or using the Website, you agree to these Terms. If you do not agree, do not use the Website.

2 Informational Purpose Only

The Website provides general corporate, scientific, educational, investor, and partnership information about BioSapien and its research, technologies, programs, and activities. Website content is provided for general informational purposes only. It is not intended to be a complete description of any technology, study, product, program, regulatory status, or business opportunity.

3 No Medical Advice or Health Care Relationship

The Website does not provide medical advice and is not a substitute for advice, diagnosis, or treatment from a qualified health care professional. Nothing on the Website creates a physician-patient, provider-patient, clinical, fiduciary, or other professional relationship between you and BioSapien or any person associated with BioSapien.

Do not disregard professional medical advice or delay seeking it because of information on the Website. If you are experiencing a medical emergency, call 911 or your local emergency services immediately. The Website is not an emergency reporting channel.

4 Clinical and Product Information

Information concerning BioSapien’s research, technology, product candidates, clinical activities, anticipated uses, development plans, safety, efficacy, regulatory pathways, or potential availability may be preliminary, incomplete, subject to change, and based on assumptions or information available when published. Nothing on the Website is a representation or warranty that any product, technology, indication, or use has been approved or cleared by any regulatory authority, is safe or effective, or will become commercially available.

References to MediChip™ and other BioSapien technologies are descriptive only. Users should rely on official labeling, regulatory communications, clinical-trial materials, and advice from qualified professionals, as applicable, rather than Website content.

5 Patient and Medical Inquiries

You may contact BioSapien regarding clinical trials, patient recruitment, compassionate use, adverse events, treatment, or other medical matters. However, do not submit medical records, protected health information, detailed health histories, genetic information, or other sensitive personal information through the Website’s general contact form or ordinary email unless BioSapien specifically provides a secure, authorized method and asks you to do so.

Submitting an inquiry does not guarantee eligibility for, enrollment in, or access to any clinical trial, treatment, investigational product, or expanded-access program. BioSapien may redirect an inquiry to an appropriate channel, request additional information through a secure process, or be unable to respond.

6 Forward Looking Statements

The Website may contain statements about future events, plans, objectives, expectations, research, development, regulatory matters, clinical activities, financing, partnerships, commercialization, or performance. These statements involve risks and uncertainties, and actual events or results may differ materially. BioSapien undertakes no obligation to update such statements except as required by law.

7 No Offer or Solicitation

Nothing on the Website constitutes an offer to sell or a solicitation of an offer to buy securities, an investment recommendation, or professional financial, legal, regulatory, or tax advice. Any offer or solicitation will be made only through documents and procedures authorized for that purpose and in compliance with applicable law.

8 Permitted Use

Subject to these Terms, BioSapien grants you a limited, revocable, nonexclusive, nontransferable right to access and use the Website for lawful, personal, or internal informational purposes. You may not:

• use the Website in violation of applicable law or the rights of another person;
• attempt to gain unauthorized access to the Website, related systems, or data;
• introduce malware, harmful code, or disruptive technology;
• interfere with the Website’s operation, security, or availability;
• scrape, harvest, copy, frame, mirror, or systematically extract Website content or data except as permitted by law or with BioSapien’s written permission;
• misrepresent your identity or affiliation, impersonate another person, or submit false or misleading information; or
• use Website content to suggest BioSapien’s endorsement, sponsorship, or affiliation without written permission.

9 Communications and Submissions

When you submit a contact form, email, suggestion, inquiry, or other communication, you represent that the information is accurate and that you have the right to provide it. Unless BioSapien has separately agreed in writing to confidentiality, unsolicited communications and submissions will not be treated as confidential, proprietary, or privileged. Do not submit confidential business information, trade secrets, inventions, or ideas through the Website.

You grant BioSapien permission to use and process your submission as reasonably necessary to respond, evaluate the inquiry, operate and improve the Website, protect BioSapien and others, and comply with law, subject to the Privacy Policy.

10 Intellectual Property

The Website and its original text, graphics, designs, interfaces, software, logos, and other content are owned by or licensed to BioSapien and are protected by intellectual-property and other laws. Third-party names, publications, photographs, graphics, and other materials remain the property of their respective owners. No right or license is granted except the limited right to use the Website under these Terms.

BioSapien, the BioSapien name and logo, MediChip™, and related names, logos, and marks are trademarks or service marks of BioSapien or their respective owners. The use of the ™ symbol does not necessarily indicate federal registration. You may not use these marks without prior written permission.

11 Third Party Services and Links

The Website may reference or link to third-party websites, publications, services, or resources. BioSapien does not control and is not responsible for third-party content, availability, privacy practices, security, products, or services. A reference or link does not necessarily imply endorsement. Your use of third-party services is governed by their own terms and policies.

12 Website Availability and Changes

BioSapien may modify, suspend, restrict, or discontinue any part of the Website at any time. We do not promise that the Website will be uninterrupted, error-free, secure, or current, or that defects will be corrected. We may update these Terms by posting a revised version and changing the effective date. Your continued use after an update means you accept the revised Terms to the extent permitted by law.

13 Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE WEBSITE AND ALL CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. BIOSAPIEN DISCLAIMS ALL WARRANTIES, INCLUDING WARRANTIES OF ACCURACY, COMPLETENESS, TIMELINESS, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. Some jurisdictions do not allow certain disclaimers, so portions of this section may not apply to you.

14 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, BIOSAPIEN AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES; LOSS OF DATA, PROFITS, REVENUE, GOODWILL, OR BUSINESS OPPORTUNITY; OR DAMAGES ARISING FROM RELIANCE ON WEBSITE CONTENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF BIOSAPIEN AND THE OTHER RELEASED PARTIES FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE WEBSITE OR THESE TERMS WILL NOT EXCEED ONE HUNDRED U.S. DOLLARS (US $100). These limitations apply only to the extent permitted by applicable law and do not limit liability that cannot lawfully be excluded or limited.

15 Indemnification

To the extent permitted by law, you agree to defend, indemnify, and hold harmless BioSapien and its affiliates, officers, directors, employees, agents, licensors, and service providers from claims, liabilities, damages, judgments, losses, costs, and expenses, including reasonable attorneys’ fees, arising from your unlawful or unauthorized use of the Website, your violation of these Terms, or your infringement of another person’s rights. BioSapien may assume control of the defense of any matter subject to indemnification, and you agree to cooperate.

16 Governing Law and Venue

These Terms and any dispute arising from them or the Website are governed by the laws of the State of California, without regard to conflict-of-law principles. Subject to any rights you may have under mandatory local law, you and BioSapien consent to the exclusive jurisdiction and venue of the state and federal courts located in San Diego County, California.

17 Severability and Waiver

If any provision of these Terms is held invalid or unenforceable, it will be enforced to the maximum extent permitted and the remaining provisions will remain in effect. A failure to enforce any provision is not a waiver. These Terms, together with the Privacy Policy and any additional terms expressly presented for a particular feature, constitute the entire agreement concerning your use of the Website.

18 Contact Us

Questions about these Terms may be directed to:

BioSapien, Inc.
11772 Sorrento Valley Road
San Diego, CA 92121
Email: media@biosapien.com
Phone: +1 (917) 647-8600