LAST REVISED ON: DECEMBER 16, 2022
The website located at www.x4pharma.com, including its subdomains (“Website”), is a copyrighted work belonging to X4 Pharmaceuticals, Inc. (“X4 Pharmaceuticals”, “us”, “our”, and “we”). Certain features of the Website may be subject to additional guidelines, terms, or rules, which will be posted on the Website in connection with such features. All such additional terms, guidelines, and rules are incorporated by reference into these Terms.
1.1. X4 Pharmaceuticals owns, controls, and maintains this Website for your information and education and as a service to the internet community. Any information contained or referenced in this Website is suitable only as an introduction to X4 Pharmaceuticals. This Website may contain third party information. Such information is, wherever reasonably possible, marked with the name of the source. Such third-party information does not necessarily represent our views and we take no responsibility whatsoever for such third-party information, nor do we adopt or endorse any such information.
1.2. We reserve the right to change, suspend or discontinue (in whole or in part) these Terms from time to time at our sole discretion with or without notice to you. If you do not agree with any updated version of these Terms, do not continue to use our Website. You agree that we will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Website or any part thereof.
2. Limited License to Access Website.
2.1 License. All contents on our Website are, to the extent possible, protected by copyright or otherwise proprietary. Subject to these Terms, we grant you a non-transferable, non-exclusive, revocable, limited license to right to access, view and copy materials on the public portions of our Website solely for non-commercial, personal, and informational use. Any copy of Website materials or information shall retain all copyright and other proprietary notices in the same form and manner as on the original. No other use of the information is authorized. Nothing contained herein shall be construed as conferring by implication, estoppel, or otherwise, any license or right under any patent, trademark, or copyright of any third party or ours.
2.2 Certain Restrictions. The rights granted to you in these Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Website, whether in whole or in part, or any content displayed on the Website; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Website; (c) you shall not access the Website in order to build a similar or competitive website, product, or service; and (d) except as expressly stated herein, no part of the Website may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Unless otherwise indicated, any future release, update, or other addition to functionality of the Website shall be subject to these Terms. All copyright and other proprietary notices on the Website (or on any content displayed on the Website) must be retained on all copies thereof. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying any X4 Pharmaceuticals materials or content. We and its licensors reserve all rights not granted in these Terms. There are no implied licenses granted under these Terms.
2.3 Modification. We reserve the right, at any time, to modify, suspend, or discontinue the Website (in whole or in part) with or without notice to you. You agree that we will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Website or any part thereof.
2.4 No Support or Maintenance. You acknowledge and agree that we will have no obligation to provide you with any support or maintenance in connection with the Website.
2.5 Ownership. You acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, on the Website and its content are owned by us or our licensors. Neither these Terms (nor your access to the Website) transfers to you or any third party any rights, title, or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in Section 2.1.
2.6 Acceptable Use Policy. You agree not to: (a) upload, transmit, or distribute to or through the Website any computer viruses, worms, or any software intended to damage or alter a computer system or data; (b) send through the Website any unsolicited or unauthorized advertising, promotional materials, junk mail, or spam, or any harassing or abusive material or any other unlawful material; (b) interfere with, disrupt, or create an undue burden on servers or networks connected to the Website, or violate the regulations, policies or procedures of such networks; (b) attempt to gain unauthorized access to the Website (or to other computer systems or networks connected to or used together with the Website), whether through password mining or any other means; or (d) use software or automated agents or scripts to generate automated searches, requests, or queries to (or to strip, scrape, or mine data from) the Website (provided, however, that we conditionally grant to the operators of public search engines revocable permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials, subject to the parameters set forth in our robots.txt file).
2.7 Enforcement. We reserve the right (but have no obligation) to investigate and/or take appropriate action against you in our sole discretion if you violate any provision of these Terms or otherwise create liability for us or any other person. In the case of any violation of these terms and conditions, we reserve the right to seek all remedies available by law and in equity for such violations. Such action may include reporting you to law enforcement authorities or terminating license to access and use the Website without prior notice to you.
3.1 THE WEBSITE AND THE CONTENT PROVIDED ON THE WEBSITE RELATING TO OUR TECHNOLOGY AND OUR PRODUCTS IS PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, AND WE (AND OUR LICENSORS) EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THOSE OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. FURTHERMORE, WE SHALL NOT BE LIABLE IN ANY MANNER WHATSOEVER FOR DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES RESULTING FROM THE USE OF, OR INABILITY TO USE, THE INFORMATION ON OUR WEBSITE OR ANY INFORMATION PROVIDED THROUGH LINKED WEBSITES. IN ADDITION, WE SHALL NOT BE LIABLE IN ANY WAY FOR POSSIBLE ERRORS OR OMISSIONS IN THE CONTENT OF OUR WEBSITE. ALTHOUGH WE HAVE ATTEMPTED TO PROVIDE ACCURATE INFORMATION ON OUR WEBSITE, WE ASSUME NO RESPONSIBILITY FOR THE ACCURACY OR RELIABILITY OF THE INFORMATION AND WE (AND OUR LICENSORS) MAKE NO WARRANTY THAT THE WEBSITE WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE WEBSITE, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF FIRST USE. IN PARTICULAR, WE MAY NOT UPDATE OUR WEBSITE ON A DAILY OR OTHER REGULAR BASIS. AS SUCH, THE INFORMATION AND MATERIALS CONTAINED ON OUR WEBSITE MAY BE OUT OF DATE OR INCLUDE OMISSIONS OR OTHER ERRORS. WE MAY CHANGE THE INFORMATION PROVIDED ON OUR WEBSITE AT ANY TIME WITHOUT NOTICE AND WE WILL NOT BE LIABLE IN ANY WAY FOR POSSIBLE CONSEQUENCES OF SUCH CHANGES.
3.2 WE MAKE NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, THAT ANY USE OF THE INFORMATION CONTAINED IN OUR WEBSITE WILL NOT INFRINGE ON ANY PATENT, COPYRIGHT, OR TRADEMARK. THIS WEBSITE IS ALSO NOT INTENDED TO BE USED IN MAKING ANY DECISION RELATING TO AN INVESTMENT IN THE SECURITIES OF X4 PHARMACEUTICALS. INVESTORS OR PROSPECTIVE INVESTORS ARE URGED TO REVIEW AND CAREFULLY CONSIDER THE INVESTMENT MATERIALS THAT WE PROVIDE IN CONNECTION WITH ANY OFFERING OF SECURITIES, AND ALL INFORMATION CONTAINED ON THIS WEBSITE IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH INVESTMENT MATERIALS, INCLUDING THE RISK FACTORS CONTAINED IN THOSE INVESTMENT MATERIALS.
3.3 SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
3.4 X4 PHARMACEUTICALS IS NOT ENGAGED IN RENDERING MEDICAL, HEALTHCARE, OR OTHER PROFESSIONAL ADVICE. THIS WEBSITE MAY CONTAIN INFORMATION ON MEDICAL AND HEALTH-RELATED TOPICS. THIS INFORMATION, INCLUDING ANY PRODUCT DATA, IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT INTENDED TO DESCRIBE OR MAKE CLAIMS ABOUT THE SAFETY OR EFFICACY OF ANY PRODUCT. THIS INFORMATION IS ALSO NOT MEANT TO BE A SUBSTITUTE FOR THE ADVICE PROVIDED BY YOUR OWN PHYSICIAN OR OTHER MEDICAL PROFESSIONAL, AND YOU SHOULD NOT USE THIS INFORMATION FOR DIAGNOSING OR TREATING A HEALTH PROBLEM OR DISEASE. YOU SHOULD ALWAYS CONSULT YOUR OWN PHYSICIAN BEFORE UNDERTAKING OR CHANGING ANY MEDICAL TREATMENT, DRUG THERAPY, OR HEALTHCARE ACTIVITIES.
If you provide us with any feedback or suggestions regarding the Website (“Feedback”), you hereby assign to X4 Pharmaceuticals all rights in such Feedback and agree that we shall have the right to use and fully exploit such Feedback and related information in any manner we deem appropriate. Any Feedback you transmit to our Website by electronic mail or otherwise, is and will be treated as non-confidential and non-proprietary. Unless specifically agreed to by us in writing, we shall have no obligation of any kind with respect to Feedback, and shall be free to use any ideas, concepts, know-how, or techniques contained in such information for any purpose whatsoever, and to reproduce, use, disclose, and distribute such information to third parties without limitation. You agree that you will not submit via our Website any information or ideas that you consider to be confidential or proprietary. You shall be responsible for the content and information contained in submitted Feedback, including its truthfulness and accuracy.
You agree to indemnify, defend, and hold harmless X4 Pharmaceuticals, its subsidiaries, affiliates, directors, officers, employees, agents and assigns, from and against any and all loss, costs, expenses (including reasonable attorneys’ fees and expenses), claims, damages and liabilities related to, or associated with, (a) your use of this Website; (b) any violation of these Terms by you; or (c) your violation of applicable laws or regulations. We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter without our prior written consent. We will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
6. LIMITATION ON LIABILITY.
6.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL X4 PHARMACEUTICALS (OR OUR LICENSORS) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE WEBSITE, EVEN IF X4 PHARMACEUTICALS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE WEBSITE IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM.
6.2 TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, FOR ACCESSING THE WEBSITE. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. YOU AGREE THAT OUR LICENSORS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THESE TERMS.
6.3 SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
7. Third-Party Links.
Our Website may contain hyperlinks to websites owned and/or controlled by other parties (“Third-Party Links”). Access to any Third-Party Links is at your own risk, and we are not responsible for the accuracy or reliability of any information accessible from these Third-Party Links. We provide these Third-Party Links merely as a convenience, and the hyperlinks are not an endorsement and do not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Links. You use all Third-Party Links at your own risk, and should apply a suitable level of caution and discretion in doing so. When you click on any of the Third-Party Links, the applicable third-party’s terms and policies apply, including the third-party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such third-party.
8. Copyright/Trademarks Use.
X4 Pharmaceuticals and all related graphics, trademarks, service marks, and trade names (“Marks”) appearing on this Website are the property of third-parties or our property. You are not permitted to use these Marks without our prior written consent or the consent of such third-party which may own the Marks.
9. Term and Termination.
Subject to this Section, these Terms will remain in full force and effect while you use the Website. We may suspend or terminate these Terms or your right to use the Website at any time for any reason at our sole discretion, including for any use of the Website in violation of these Terms. Upon termination of your rights under these Terms, your right to access and use the Website will terminate immediately. We will not have any liability whatsoever to you for any termination of your rights under these Terms. Even after your rights under these Terms are terminated, the following provisions of these Terms will remain in effect: Sections 2.2-2.5, 3 –10.
10.1 Changes. These Terms are subject to occasional revision, and if we make any substantial changes, we may notify you by prominently posting notice of the changes on our Website. Any changes to these Terms will be effective upon thirty (30) calendar days following our posting of notice of the changes on our Website. These changes will be effective immediately for new users of our Website. Continued use of our Website following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.
10.2 Export. The Website may be subject to U.S. export control laws and may be subject to export or import regulations in other countries. You agree not to export, reexport, or transfer, directly or indirectly, any U.S. technical data acquired from X4 Pharmaceuticals, or any products utilizing such data, in violation of the United States export laws or regulations.
10.3 Disclosures. If you are a California resident, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Product of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
10.4 Electronic Communications. The communications between you and X4 Pharmaceuticals use electronic means, whether you use the Website or send us emails, or whether X4 Pharmaceuticals posts notices on the Website or communicates with you via email. For contractual purposes, you (a) consent to receive communications from X4 Pharmaceuticals in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that X4 Pharmaceuticals provides to you electronically satisfy any legal requirement that such communications would satisfy if it were in a hardcopy writing. The foregoing does not affect your non-waivable rights.
10.5 Entire Terms. These Terms constitute the entire agreement between you and us regarding the access and use of the Website. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation”. If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Your relationship to X4 Pharmaceuticals is that of an independent contractor, and neither party is an agent or partner of the other. These Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without X4 our prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. X4 Pharmaceuticals may freely assign these Terms. The terms and conditions set forth in these Terms shall be binding upon assignees.
10.6 Release. You hereby release X4 Pharmaceuticals (and its officers, employees, and agents) and their successors from claims, demands, any and all losses, damages, rights, and actions of any kind, including personal injuries, death, and property damage, that is either directly or indirectly related to or arises from your use of the Website, including but not limited to, any interactions with third-party websites of any kind arising in connection with or as a result of your use of the Website. If you are a California resident, you hereby waive California Civil Code Section 1542, which states, “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.” The foregoing release does not apply to any claims, demands, or any losses, damages, rights and actions of any kind, including personal injuries, death or property damage for any unconscionable commercial practice by our fraud, deception, false, promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Website.
10.7 Governing Law. These Terms shall be governed by the laws of the Commonwealth of Massachusetts without regard to its rules on conflicts or choice of law. You hereby consent to the exclusive jurisdiction of the courts in Suffolk County, Massachusetts for the resolution of any dispute based upon or relating to these Terms. This agreement constitutes the sole agreement between you and X4 Pharmaceuticals, Inc. relating to your use of our Website.
10.8 Severability. If any provision of these Terms is held invalid or unenforceable by any court of competent jurisdiction, the other provisions of these Terms shall remain in full force and effect. Any provision of these Terms held invalid or unenforceable only in part or degree will remain in full force and effect to the extent not held invalid or unenforceable. The parties further agree to replace such invalid or unenforceable provision of these Terms and Conditions of Use with a valid and enforceable provision that will achieve, to the extent possible, the economic, business and other purposes of such invalid or unenforceable provision.
10.9 Compliance with Applicable Laws. We maintain this Website from our offices in Boston, MA, USA. We make no representations that materials in our Website are appropriate or available for use in other locations. For specific information please contact us directly. We make no claims concerning whether the content on this Website may be downloaded, viewed, or be appropriate for use outside of the United States.
10.10 Contact. For any questions about these Terms, please contact:
X4 Pharmaceuticals, Inc.
61 North Beacon Street
Boston, MA 02134