This Policy applies to residents of the United States.
Dyax Corp. is pleased to provide you with this web site and its content for informational purposes. Please carefully read these Terms and Conditions relating to the use of our web site. By using our web site, you agree to these Terms and Conditions. If you do not agree to these Terms and Conditions (as they may be amended from time to time), or are dissatisfied with this web site, your sole and exclusive remedy is to discontinue using our web site. We reserve the right to revise these Terms and Conditions or any portion of them at any time without notice by updating this posting. You are bound by any revisions and should periodically visit this page to review the current Terms and Conditions that apply to your use of our web site. If you violate any of these Terms, your permission to use the Materials (as defined below) automatically terminates and you must immediately destroy any copies you have made of the Materials.
Use of Materials and Intellectual Property Rights.
Dyax authorizes you to view and copy any of the contents of this web site, such as text, graphics, images, and other content ("Materials") on this web site provided that you agree to and abide by the terms and conditions contained herein (and in any separate agreement you enter into with Dyax).
The Materials are protected by copyright under both United States and international laws. Unauthorized use of the Materials may violate copyright, trademark, and other laws. You must retain all copyright and other proprietary notices contained in the original Materials on any copy you make of the Materials. You may not sell or modify the Materials or reproduce, display, publicly perform, distribute, or otherwise use the Materials in any way for any public or commercial purpose. The use of the Materials on any other web site or in a networked computer environment for any purpose is prohibited. Nothing on this web site or any web site of Dyax or its affiliates shall be construed as conferring any license under any of Dyax's, its affiliates or any third party's intellectual property rights, whether by estoppel, implication, or otherwise. Dyax prohibits the use of any Dyax trademark, or any related graphic, as a "hot" link to any web site unless approved by Dyax.
Dyax and the Dyax logo are registered trademarks of Dyax Corp. EDEMA1, EDEMA2, EDEMA3 and EDEMA4 are registered service marks of Dyax Corp. All other trademarks mentioned are property of their respective owners.
Third Party Links
We have provided links to certain third party web sites as a courtesy. By providing these links, we are not endorsing, adopting or agreeing with any of the content of the linked sites or the products or services of such third party. We do not review or control the content of third party sites and such content is not part of our web site. We expressly disclaim any responsibility for the content of any third party sites linked to our web site or the products or services of such third party. We do not make any representations regarding the content or accuracy of materials on such third party web sites or the products or services of such third party. We urge you to use discretion when you access any third party sites linked to our web site.
SEC Filing Links
You can review our filings with the U.S. Securities and Exchange Commission by linking to the SEC1s Electronic Data Gathering Analysis and Retrieval System, which is known as EDGAR. We have provided links to EDGAR for informational purposes only and not for trading or investment purposes. We do not guarantee the sequence, accuracy or completeness of any information or data displayed through EDGAR. We will not be liable in any way for:
- any inaccuracies or errors in, or omission of any such information or data or any delays in the transmission of any such information or data,
- any actions taken in reliance or any information or data displayed through EDGAR, or
- any damages resulting from any nonperformance, interruption or termination of the information or data, no matter what the cause is of such nonperformance, interruption or termination.
We do not assume any duty of disclosure beyond that required by law, and expressly disclaim any duty to update any information set forth in our filings with the SEC. The reader should note that our periodic reports filed with the SEC include disclosure of certain factors that may affect our future performance. Individual statements appearing in our SEC filings should be read with and in the context of the complete documents in which they appear and any materials incorporated into those documents by reference rather than as stand-alone statements.
Our web site contains forward-looking statements including, among other things, statements regarding our:
- results of operations;
- research and development programs;
- clinical trials; and
These statements are also subject to risks and uncertainties, which include:
- our history of operating losses and our expectation that we will incur significant additional operating losses;
- our ability to raise the capital that we will need to sustain our operations;
- our inability to successfully and expeditiously complete the rigorous clinical trials and regulatory approvals that any biopharmaceutical or diagnostic product candidates that we develop must undergo, which could substantially delay or prevent their development or marketing;
- our dependence on third parties to manufacture biopharmaceuticals, which may adversely affect our ability to commercialize any biopharmaceuticals we may develop;
- our lack of experience in conducting clinical trials, regulatory processes, and conducting sales and marketing activities, any or all of which may adversely impact our ability to commercialize any biopharmaceuticals we may develop;
- our dependence on the expertise, effort, priorities and contractual obligations of our collaborators, any changes in our collaborators' business direction or priorities or defaults in their obligations may have an adverse impact on our research revenues and ultimately our license revenues and expenses;
- any failure by us or our collaborators to gain market acceptance of our biopharmaceuticals;
- competition and technological change that may make our potential products and technologies less attractive or obsolete;
- any inability to obtain and maintain intellectual property protection for our products and technologies;
- time consuming and expensive proceedings to obtain, enforce or defend patents and to defend against charges of infringement that may result in unfavorable outcomes and could limit our patent rights and our activities;
- significant fluctuations in our revenues and operating results, which have occurred in the past and which we expect to continue to fluctuate in the future;
- any loss or inability to hire and retain qualified personnel;
- difficulties in managing our growth;
- our dependence on one supplier for a key component in our separations products;
- risks associated with international sales and operations and collaborations;
- failure to acquire technology and integrate complementary business;
- our common stock may continue to have a volatile public trading price and low trading volume; and
- anti-takeover provisions in our governing documents and under Delaware law and our shareholder rights plan that may make an acquisition of us more difficult.
Please read our recent reports filed with the SEC for a more detailed description of the risks and uncertainties associated with Dyax. We encourage you to read those descriptions carefully. Please note that we expressly disclaim any duty to update any information set forth in our filings with the SEC and that individual statements appearing in our SEC filings should be read with and in the context of the complete documents in which they appear and any materials incorporated into those documents by reference rather than as stand-alone statements.
Disclaimer of Warranty, Liability, and Consequential Damages
DYAX DOES NOT WARRANT THAT THE WEB SITE WILL OPERATE ERROR-FREE OR THAT THIS WEB SITE AND ITS SERVER ARE FREE OF COMPUTER VIRUSES AND OTHER HARMFUL GOODS. IF YOUR USE OF THE WEB SITE OR THE MATERIALS RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, DYAX IS NOT RESPONSIBLE FOR THOSE COSTS. THE WEB SITE AND MATERIALS ARE PROVIDED ON AN 'AS IS' BASIS WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES OF ANY KIND. DYAX, TO THE FULLEST EXTENT PERMITTED BY LAW, DISCLAIMS ALL WARRANTIES, INCLUDING THE WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES RIGHTS, AND THE WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE. DYAX MAKES NO WARRANTIES ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS, OR TIMELINESS OF THE MATERIALS, SERVICES, SOFTWARE TEXT, GRAPHICS, AND LINKS. IN NO EVENT SHALL DYAX, ITS AFFILIATES OR ANY THIRD PARTIES MENTIONED AT THIS WEB SITE BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, INCIDENTAL AND CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM THE USE OR INABILITY TO USE THE WEB SITE AND THE MATERIALS, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT DYAX IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
The Materials may contain inaccuracies or typographical errors. Dyax makes no representations about the accuracy, reliability, completeness, or timeliness of the Materials or about the results to be obtained from using this web site or the Materials. Although we make a good faith effort to update the Materials periodically, we do not have any duty to update the Materials, and we will not be liable for any failure to update such Materials. The use of the web site and the Materials is at your own risk. Changes are periodically made to the web site and Materials and may be made at any time. Dyax makes no claims that the Materials are appropriate or may be downloaded outside of the United States. Access to the Materials may not be legal by certain persons or in certain countries. If you access the web site from outside of the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction.
The order, purchase, and/or sale of any products from Dyax or its affiliates are subject to the terms and conditions contained in the applicable purchase order or written agreement between the parties.
You agree to defend, indemnify, and hold harmless Dyax, its officers, directors, employees and agents, from and against any claims, actions or demands, including without limitation reasonable legal and accounting fees, alleging or resulting from your use of the Materials (including software) or your breach of the terms of this Agreement. Dyax shall provide notice to you promptly of any such claim, suit, or proceeding and shall assist you, at your expense, in defending any such claim, suit or proceeding.
Privacy and Security of User Information
You recognize and agree that when submitting your personally identifiable information to Dyax.com, while Dyax has safeguards in place to prevent unauthorized access or interception, there is no absolute guarantee of security. IN THE UNLIKELY EVENT OF AN INTERCEPTION OR UNAUTHORIZED ACCESS DESPITE OUR EFFORTS, DYAX SHALL NOT BE RESPONSIBLE FOR SUCH INTERCEPTIONS OR UNAUTHORIZED ACCESS, OR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS) SUFFERED BY A CUSTOMER OR USER, EVEN IF DYAX HAS PREVIOUSLY BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. DYAX DOES NOT WARRANT, EITHER EXPRESSLY OR IMPLIEDLY, THAT THE INFORMATION PROVIDED BY ANY CUSTOMER SHALL BE FREE FROM INTERCEPTION OR UNAUTHORIZED ACCESS.
Choice of Law and Jurisdiction
Our web site is operated from our offices in the Commonwealth of Massachusetts, U.S.A. These Terms and Conditions of Use shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts without regard to any conflict of law provisions thereof. Any action related to this Agreement shall be brought only in the state courts of and federal courts in the Commonwealth of Massachusetts and both parties waive any objection to the personal jurisdiction of and venue in such courts.
If any provision of these Terms and Conditions of Use is held invalid or unenforceable by any court of competent jurisdiction, the other provisions of these Terms and Conditions shall remain in full force and effect. Any provision of these Terms and Conditions 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 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.
These Terms and Conditions of Use represent the entire agreement between you and Dyax relating to the subject matter herein and shall not be modified except by Dyax as provided herein or through a written document signed by both parties.
Dated: August 19, 2009