This policy explains the terms which apply to users of any of Cycle’s websites as well as any other of Cycle’s software applications, mobile applications, mobile websites, or media channels (“Website” or “Application”) operated by, or on behalf of Cycle, a company registered in England and Wales with company number 12708790 (“Cycle/We/Us”). Our registered office address is Broers Building, 21 JJ Thomson Ave, Cambridge, CB3 0FA. Cycle is a private limited company acting on behalf of itself and its subsidiaries.

These Terms incorporate the following additional terms and conditions and policies:

• Privacy Policy
• Cookie Policy

By using a Cycle Website or Application, you consent and agree to be bound by and abide by these Terms and Conditions of Use (“Terms”) below:

• Your Account
• Your Use of Cycle Websites or Applications
• Cycle Content
• Your Feedback
• Trademarks
• Copyright
• Cycle Liability and Warranties
• Your Indemnities
• Information about you and your visits to the Cycle Website or Application
• Transactions concluded through the Cycle Website or Application
• Links from the Cycle Website or Application
• Changes to the Terms and Conditions of Use
• Export
• IFPMA Code of Pharmaceutical Marketing Practices
• General
• Changes to these Terms

You may register for updates on a Cycle Website or Application (“Updates“) and must do so in accordance with the following terms:

• You must not provide any false information when registering for Updates or register for Updates for anyone else without their permission.
• You must provide a valid email address.
• You must be at least 18 years old to register for Updates on any Cycle Website or Application.
• You must not assign or transfer your registration for Updates to another person or third party.
• All of the information we collect from you is subject to our Privacy Policy. If you breach these Terms we may contact you directly using the information you have provided during registration for Updates.
• Some of the Cycle Websites or Applications allow you to adjust your privacy settings. These privacy settings are not transferred between the Cycle Websites or Applications.

You agree to use a Cycle Website or Application only for lawful purposes and in accordance with these Terms and any applicable licenses provided with content. For example, you will not use a Cycle Website or Application in a way which;

1. infringes, misappropriates or violates any third party intellectual property rights;
2. attempts to gain unauthorised access to the Cycle Website or Application, the server on which the Cycle Website or Application is stored, or any server, computer or database connected to the Cycle Website or Application;
3. attempts to or does modify, adapt, or hack the service or modify another website or application so as to falsely imply that it is associated with the Cycle Website or Application, Cycle, or any other Cycle product or service;
4. generates or facilitates sending unsolicited email;
5. is defamatory, harmful to minors, or pornographic;
6. contains hate-related or violent content;
7. contains or distributes any viruses or programming routines intended to damage, surreptitiously intercept or expropriate any system, data or information; or
8. violates or encourages conduct that would violate any criminal laws, any other applicable laws, or any third-party rights.

We reserve the right to temporarily or permanently suspend, disable, or limit your access to or remove content from a Cycle Website or Application. We may report any illegal act to the relevant law enforcement authorities.

Violence towards or abuse of Cycle colleagues will never be tolerated. This includes behaviour or language, spoken or written, that may cause colleagues to feel afraid, threatened or abused. Cycle will not tolerate this behaviour in any type of interaction with Cycle colleagues. Our colleagues will always try to assist you with any issues you may have, but if you behave in a rude, offensive, abusive or intimidating manner then our colleagues reserve the right to terminate the interaction with you. We may also report any illegal act to the relevant law enforcement authorities.

All intellectual property rights (including copyright) in the look and feel of any Cycle Website or Application are owned by Cycle. All intellectual property rights (including copyright) in the content of any Cycle Website or Application are owned by Cycle or its licensors. You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of any Cycle Website or Application without our express written permission.

When using any Cycle Website or Application, you may be able to access or download certain content provided by Cycle (“Cycle Content“) or third party providers (“Third Party Content“).

Any such Cycle Content or Third Party Content is governed by the license that accompanies it. By using or downloading any Cycle Content or Third Party Content, you agree to the applicable license. It is your responsibility to ensure you have proper permission for your use of the content. If you are unclear as to what license applies to any content, it is recommended that you ask the author of the content.

We grant you permission to download the information from the Cycle Website or Application on to a computer and to make one hard copy of the information for reference purposes only.

With respect to material, including but not limited to still images, video footage, audio product or visual representations, press releases, FAQs and other downloads, contained within the Cycle Website or Application, we only grant you permission to download the material for informational and non-commercial personal use. We do not grant you a right for republication, re-transmission, reproduction or other use of such material. You must not copy or post the material on any network computer or broadcast it in or on any media.

You must not modify the paper or digital copies of any materials you have printed off or downloaded in any way or remove the copyright notice from any such copies, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text.

Any of the material on the Cycle Website or Application may be out of date or include omissions, inaccuracies or other errors at any given time, and we are under no obligation to update such material.

Commentary and other materials posted on the Cycle Website or Application are not intended to amount to advice on which reliance should be placed. We therefore disclaim all liability and responsibility arising from any reliance placed on such materials by any visitor to the Cycle Website or Application, or by anyone who may be informed of any of its contents.

You are welcome to provide any suggestions, comments, feedback, ideas, input or know- how you may have on improving any Cycle Website or Application (“Feedback”). If you do so, you represent and warrant that any Feedback is not confidential and does not contain any proprietary information which you do not have the right to provide to Cycle. You hereby grant to Cycle a non-exclusive, worldwide, royalty-free license to use, reproduce, distribute, adapt, modify, and publish your Feedback. To provide Feedback please email: marketing@cyclepharma.com.

You may not use any Cycle logo without express prior permission from Cycle for any use that would infringe Cycle’s trademarks. If you wish to receive further information about using a Cycle logo please contact Cycle by email: marketing@cyclepharma.com.

Please contact Cycle at the address or email below if:

• you are a rights holder (or an authorized representative) and you wish to report to Cycle any alleged infringement of your copyright or trademarks; or
• you wish to report any other unacceptable or inappropriate content, including without limitation any threatening or defamatory behaviour, any indecent, obscene, hateful or offensive material.

Group General Counsel, The Broers Building, 21 JJ Thomson Ave, Cambridge, CB3 0FA, legal@cyclepharma.com

By notifying Cycle of an alleged infringement you represent, under penalty of perjury, that the information in the notification is accurate and that giving false, misleading or inaccurate information may result in civil or criminal liability.

Upon receipt, Cycle will review your notification and decide whether or not further action will be required. Such action may include without limitation, editing or removing the relevant material. Please contact us if you wish to report any abuse of Cycle intellectual property rights by a third party.

EXCEPT WHERE EXPRESSLY PROVIDED OTHERWISE IN AN AGREEMENT BETWEEN YOU AND US, CYCLE PROVIDES NO WARRANTIES EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, NON INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE UNDER THESE TERMS AND IN RESPECT OF ANY CONTENT PROVIDED ON ANY CYCLE WEBSITE OR APPLICATION (INCLUDING THIRD PARTY CONTENT), AND/OR ANY SERVICES PROVIDED ON ANY CYCLE WEBSITE OR APPLICATION. YOU RECOGNIZE THAT THE CURRENT STATE OF TECHNOLOGY DOES NOT ALLOW FOR ERROR-FREE ACCESS TO ANY CYCLE WEBSITES OR APPLICATION AND INTERRUPTIONS, CRASHES, AND DOWNTIME ARE BEYOND CYCLE’S CONTROL AND MAY OCCUR FROM TIME TO TIME. ALL INFORMATION PROVIDED DIRECTLY ON THE CYCLE WEBSITE, APPLICATION OR INDIRECTLY THROUGH THE CYCLE WEBSITE OR APPLICATION BY HYPERTEXT LINK OR OTHERWISE IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND.

IF YOU ARE ACCEPTING THESE TERMS ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY, ITS AFFILIATES AND ALL USERS WHO ACCESS ANY CYCLE WEBSITE OR APPLICATION THROUGH YOUR ACCOUNT TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS “YOU” OR “YOUR” SHALL REFER TO SUCH ENTITY, ITS AFFILIATES AND USERS ASSOCIATED WITH IT. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS, YOU MUST NOT ACCEPT THESE TERMS AND MAY NOT USE ANY CYCLE WEBSITE OR APPLICATION.

IN NO EVENT SHALL WE BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA OR USE, INCURRED BY YOU OR ANY THIRD PARTY, WHETHER IN CONTRACT, TORT OR OTHERWISE, ARISING IN CONNECTION WITH THESE TERMS INCLUDING FROM YOUR ACCESS TO, USE OF, OR RELIANCE UPON INFORMATION OBTAINED FROM OR THROUGH, THE CYCLE WEBSITE OR APPLICATION AND/OR ANY SERVICES PROVIDED ON THE CYCLE WEBSITE OR APPLICATION. WE RESERVE THE RIGHT TO MAKE CHANGES, UPDATES OR CORRECTIONS TO THE INFORMATION ON THE CYCLE WEBSITE OR APPLICATION AT ANY TIME WITHOUT NOTICE.

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE TERMS, THE MAXIMUM LIABILITY OF CYCLE TO YOU IN AGGREGATE FOR ALL CLAIMS MADE AGAINST CYCLE IN CONTRACT, TORT OR OTHERWISE UNDER OR IN CONNECTION WITH THESE TERMS, INCLUDING BUT NOT LIMITED TO THE WEBSITE OR APPLICATION, YOUR ACCESS TO OR USE OF (OR YOUR FAILURE TO GAIN ACCESS TO OR USE OF) THE SITE, ANY CONTENT PROVIDED ON THE SITE (INCLUDING THIRD PARTY CONTENT), AND/OR ANY SERVICES PROVIDED ON THE SITE, SHALL NOT EXCEED £100,000.

THIS STATEMENT DOES NOT AFFECT ATTEMPT TO EXCLUDE CYCLE’S LIABILITY FOR DEATH OR PERSONAL INJURY ARISING FROM NEGLIGENCE, NOR CYCLE’S LIABILITY FOR FRAUDULENT MISREPRESENTATION OR MISREPRESENTATION AS TO A FUNDAMENTAL MATTER, NOR ANY OTHER LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

You agree to hold harmless and indemnify Cycle from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorney fees) arising out of or due to: (a) direct or indirect use of Your Content, including any claim of alleged infringement or misappropriation of third party rights; (b) your breach of any of the representations and warranties herein; or (c) your violation of any applicable law or regulation.

We process information about you gained from your use of the Cycle Website or Application in accordance with our Privacy Policy and Cookie Policy.

Contracts for the supply of goods, services or information formed through the Cycle Website or Application as a result of visits made by you are governed by Cycle’s terms and conditions notified to you during each individual transaction.

Where the Cycle Website or Application contains links to other sites and resources provided by third parties, these links are provided for your information only. We are providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by us of the third party sites and resources. 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 or applications, you do so at your own risk.

Access to the Cycle Website or Application is permitted on a temporary basis, and we reserve the right to withdraw or amend the information we provide on the Cycle Website or Application without notice. We will not be liable if for any reason the Cycle Website or Application is unavailable at any time or for any period. From time to time, we may restrict access to some parts of a Cycle Website or Application or an entire Cycle Website or Application.

You will comply with all applicable export and import laws and regulations in your use of any Cycle Website or Application and any content.
You represent that you are not barred from receiving services under UK or US laws or other applicable jurisdiction, including without limitations, the Denied Persons List and the Entity List, and other lists issued by the US. Department of Commerce, Bureau of Industry and Security. You represent that you are not located in, under the control of, or a national or resident of any country to which the United States has embargoed goods.

Any content on the Cycle Website or Application has been prepared with reference to the IFPMA Code of Pharmaceutical Marketing Practices. In using the Cycle Website or Application you agree that any concerns you may have regarding the content will be reported to Cycle in the first instance by emailing: marketing@cyclepharma.com. If you remain unsatisfied following Cycle’s response please submit a complaint to the IFPMA, Geneva, Switzerland. Any complaints concerning the Cycle Website’s or Application’s content which is specific to one country may alternatively be submitted to the pharmaceutical manufacturers association in the country concerned.

We cannot guarantee that any Cycle Website or Application will be free from viruses or other harmful material so please update your computer’s virus protection software regularly.

The provisions contained in each clause and sub-clause of these Terms shall be enforceable independently of each of the others and if a provision of these Terms are, or becomes, illegal, invalid or deemed unenforceable by any court or administrative body of competent jurisdiction it shall not affect the legality, validity or enforceability of any other provisions of these Terms. If any of these provisions is so held to be illegal, invalid or unenforceable but would be legal, valid or enforceable if some part of the provision were deleted, the provision in question will apply with such modification as may be necessary to make it legal, valid or enforceable.

Except as expressly provided otherwise in a signed agreement between you and Cycle, these Terms constitute the entire agreement between the parties with respect to the subject matter hereof, and supersede and replace all prior or contemporaneous understandings or agreements, written or oral, regarding the subject matter.

Failure or delay to enforce any provision of these Terms shall not be deemed a waiver of future enforcement of that or any other provision.

These Terms are governed by the laws of the United States.

In the event of any dispute arising out of or in connection with these Terms, the parties agree to submit to the jurisdiction of the State of Massachusetts.

We may revise these Terms at any time by amending this page, and where appropriate, by notification on the Cycle Website or Application. You should check this page from time to time to review any changes We have made. Some of the provisions contained in these Terms may also be superseded by provisions or notices published elsewhere on Cycle Websites or Application.

The information provided through this application, including any medical or health-related content, is intended for informational and educational purposes only. It is not intended as a substitute for professional medical advice, diagnosis, or treatment. Always seek the advice of a qualified healthcare provider for any questions you may have regarding a medical condition. Never disregard professional medical advice or delay in seeking it because of something you have read or accessed through this application.

The information on any apps or websites operated by, or on behalf of Cycle Pharmaceuticals Limited or any Cycle Group companies (referred to as “Cycle”) (together “Cycle Website(s)”) should only be considered for general education and information purposes only. Any use of or reliance on the information provided on the site or through our mobile application is entirely at your own risk. Under no circumstances shall the Cycle be held liable for any special, direct, indirect, consequential, or incidental damages, or any other damages whatsoever, whether arising in an action of contract, negligence, or other tort, in connection with the use of Cycle Websites or its contents. Cycle reserves the right to add, remove, or modify content on Cycle Websites at any time without prior notice.