This agreement (“Agreement”) is by and between Stellar Biotechnologies, Inc., (“Stellar,” "Company," "we," "our," or "us") and you, an individual ("You" or “Your"), as a visitor to the website located at http://www.stellarbiotechnologies.com (the “Site”). This Agreement governs the terms and conditions of Your usage of the Site. By accessing and browsing the Site, You accept and agree to be bound, without limitation or qualification, the terms and conditions of this Agreement. If You do not wish to be bound by this Agreement, You may not access or use the Site or any materials on the Site.
Stellar reserves the right to modify this Agreement at any time. Stellar may at any time revise this Agreement by updating this posting. It is Your responsibility to periodically check the Site for updates of this Agreement. You are bound by any such revisions and should therefore periodically visit this page. Your access or usage of the Site after any such revisions constitutes Your acceptance of all such changes. If any modification is not acceptable to You, Your sole remedy and recourse is to discontinue use of the Site.
- Disclaimer; Limitations of Liability
The content and materials provided on the Site are for information purposes and general interest only. Stellar makes no representations, warranties, or assurances as to the accuracy, reliability, currency or completeness of the information provided on the Site. Stellar assumes neither responsibility for any errors or omissions in the content of the Site nor any liability to update or correct the information contained in the Site.
Stellar, and its affiliates, representatives, distributors or licensors are NOT providing material to You for the purpose of giving medical advice. Therefore, You cannot rely on the materials in this Site in deciding upon a treatment plan, product usage, or any other medical advice regarding any disease or medical condition. The Site is not meant as a substitute for professional medical advice. Always consult a physician to discuss diagnosis of illness or physical problem, and to determine the right treatment options for You.
From time to time, Stellar may post content on the Site including opinions from scientists or doctors, press releases, or newspaper articles regarding its technology or Stellar products. The information posted represents only the personal opinions of the respective authors of the information, and such opinions are not necessarily those of Stellar. Stellar accepts no responsibility for any information which You may receive from this Site.
Stellar reserves the right to delete, modify or supplement the content of this Site at any time for any reason.
THE SITE AND MATERIALS CONTAINED HEREIN ARE PROVIDED TO YOU ON AN "AS IS" BASIS, AND WITHOUT ANY WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
Your usage of the products and materials contained on the Site is at Your own risk.
Use of the Site or any information contained in the Site is at Your own risk. In no event shall Stellar, its affiliates, officers, directors, employees, representatives, contractors or agents be liable for any damages (including, without limitation direct, indirect, compensatory, punitive, incidental or consequential damages), personal injury, wrongful death or lost profits resulting from the use of the Site or any action taken based on the information provided on the Site, whether based on warranty, contract, tort or any other legal theory, and whether or not Stellar or any other agent of Stellar is advised of the possibility of such damage.
- Forward-Looking Statements; No Offer or Solicitation
- Channels of Communication
Stellar announces material information, including material financial information, to its investors using this Site, press releases, SEC filings, and public conference calls and webcasts. These are Stellar’s primary channels of communication with its shareholders. The Company intends to use social media channels, accessible via link from this Site, as additional means for disclosure of information about the Company, its technology, industry and activities and to communicate educational content about its products and services and other matters and to comply with its disclosure obligations under Regulation FD.
Stellar shall not be liable for any direct, indirect, consequential, punitive or other damages or losses related to Your use of third party websites or services. You assume full responsibility when You use any services or products from a third party or follow any links that lead to third party websites, and You agree to defend, indemnify and hold Stellar harmless from and against any claims, actions or demands, rising from or related to Your accessing or using any such third party websites, including, without limitation, reasonable legal and accounting fees.
- Global Reach
The products, pharmaceuticals, devices and medical procedures described in the Site may only be available in particular countries of the world. These products, pharmaceuticals, devices and medical procedures may be available under distinct trademarks in different countries and/or may be subject to different regulatory schemes depending on the country. Please check with a local provider regarding the availability of the products, pharmaceuticals, devices and medical procedures available in Your country.
- Acceptable Use
Stellar strictly enforces compliance with its acceptable use terms under this section. You agree that Your visits to the Site are in full compliance with the terms set forth below.
You represent and warrant that:
- You are a natural person age eighteen (18) or older who has authorization to enter into legally binding contracts;
- You will view and download the information and other materials at or through the Site only for your personal, non-commercial use, provided that you retain all copyright and other proprietary notices contained in the original materials on any copies of the materials;
- When reviewing the Site, You will not violate the laws, regulations, ordinances or other such requirements of any applicable governmental authority;
- You will not undertake any action which is harmful or potentially harmful to the Stellar infrastructure or data and that of any Stellar customer (including transmitting worms, viruses or any code of a destructive nature);
Failure to so comply, in Stellar’s sole discretion, may result in Stellar immediately preventing You from gaining access to the Site, deleting any and all of Your information contained on the Stellar servers, and/or initiation of legal action against You.
- Intellectual Property
The trademarks, domain names, corporate names, trade names, domain names, logos, and service marks appearing on the Site ("Marks") are the property of Stellar or other third parties. Marks owned by Stellar include, but may not be limited to, Stellar Biotechnologies, KLH Site™, and Powering and Improving Immunotherapy™. Nothing contained herein shall be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Mark displayed on the Site without the prior written permission of Stellar, or such third party that may own such Mark displayed on the Site. Third party Marks are the property of their respective owners.
You acknowledge that content, including but not limited to the Site design, text, graphics, sound, photographs, icons, video, graphics or other material contained on the Site, or presented to You through the Site, ("Content") are either the property of, or used with permission by, Stellar and Stellar does not waive any of its proprietary rights to such information. The Content is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. You may not copy, reproduce, distribute any Content, or create derivative works from this Content without express written authorization of Stellar.
Any communication or material You transmit to the Site by electronic mail or otherwise, including any data, questions, comments, suggestions, or the like is, and will be treated as, non-confidential and non-proprietary. Anything You transmit or post may be used by Stellar for any purpose, including but not limited to reproduction, disclosure, transmission, publication, broadcast, and posting. Furthermore, Stellar will be free to use any ideas, concepts, know-how, or techniques contained in any communication You send to the Site for any purpose whatsoever, including but not limited to developing, manufacturing, and marketing products using such information.
The sender of any communications to this Site or otherwise to Stellar shall be responsible for the content and information contained therein, including its truthfulness and accuracy.
- Choice of Law
The Site is operated by Stellar from its offices in Port Hueneme, California, United States of America. As such, the Agreement shall be governed by and construed in accordance with the internal laws of the State of California, excluding its conflict of law provisions. You and Stellar agree to submit to the exclusive jurisdiction of the courts of the State of California and further agree that the exclusive venue for any cause of action arising under or relating to this Agreement shall be the Superior Court in and for Port Hueneme, California. You and Stellar agree that any cause of action arising out of or related to the Agreement must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred.
You agree to fully defend, indemnify and hold harmless Stellar, its affiliates, officers, directors, employees, representatives, contractors and agents of and from any and all liabilities, claims, causes of action, demands, costs, damages including both direct and consequential damages, specifically including attorneys’ fees and costs, expert fees and costs and mediation and/or arbitration fees and costs incurred (whether paid or not) as the result of Your use of the Site or Your breach of any representations, warranties, covenants or obligations contained in this Agreement and any incident or claimed incident of any copyright, trademark or other intellectual property right of any third party which is in any way related to Your visit to the Site. Choice of counsel remains exclusively that of Stellar.
If any provision of the Agreement is determined by an arbitrator or court of competent jurisdiction to be contrary to applicable law, then such provision shall be construed as nearly as possible to conform to applicable law and the other provisions of this Agreement shall remain in full force and effect.
The Agreement (i) constitutes the entire agreement between You and Stellar and supersedes all prior agreements between the parties regarding the subject matter contained herein, and (ii) may be modified or amended only in the manner expressly set forth herein.
Stellar’s failure to exercise or enforce any right or provision of the Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Stellar in writing.
The section titles in the Agreement are solely used for the convenience of the parties and have no legal or contractual significance.