Terms of Use

Effective: January 7, 2020

Unite Genomics, Inc., a Delaware corporation, and its affiliates (“Unite Genomics,” or “we” or “our”) operates this website at www.unitegenomics.com (“Website”) to provide online access to information about Unite Genomics and the services we provide (“Services”).  Your access and use of this Website and our Services are subject to the following terms and conditions (“Terms of Use” or “Agreement”).   Your use of the Website and/or our Services constitutes your acceptance of our Terms of Use and your agreement to comply with and be legally bound by them. Please read these Terms of Use in their entirety.

This Terms of Use Agreement forms a legally binding agreement between you and Unite Genomics, and you should read it carefully.  By downloading, accessing or using the Website or using the Services, you represent that you are at least eighteen (18) years old or the legal age of majority, whichever is greater, and you are agreeing to these Terms of Use.

THIS AGREEMENT CONTAINS AN ARBITRATION AGREEMENT AND CLASS ACTION WAIVER THAT WAIVE YOUR RIGHT TO A COURT HEARING OR JURY TRIAL OR TO PARTICIPATE IN A CLASS ACTION.  ARBITRATION IS MANDATORY AND IS THE EXCLUSIVE REMEDY FOR ANY AND ALL DISPUTES UNLESS SPECIFIED BELOW OR IF YOU OPT-OUT.

License and Access to Content

You may use the Website, and the information, writings, images, and other works on the Website (“Content”) solely for your non-commercial, personal purposes and to learn about Unite Genomics’ Services.  No right, title or interest in any Content is transferred to you, whether as a result of downloading such Content or otherwise.  Unite Genomics reserves all rights in and to, including complete title and full intellectual property rights in, all Content. You may not use, alter, copy, distribute, transmit, or derive another work from any Content except as expressly permitted by our Terms of Use.

The Website and some or all of our Services may not be available at certain times.  We will not be liable if for any reason all or any part of the Website or our Services are unavailable at any time or for any period.

Your Account

To use our Services, you must create an account (“Account”) and keep the information in your Account (“Account Information”) accurate, complete, and up-to-date.  You may create an Account at portal.unitegenomics.com/create-account and view your Account Information and make any necessary changes at any time portal.unitegenomics.com/account-settings.  In order to create your Account, you may be required to provide certain registration, identification, authentication details and other information. Your Account Information includes a user name, password, and certain other information used as a part of our security procedures (“Credentials”).  You must keep your Credentials confidential and not to disclose your Credentials to others.   Your Account is personal to you.  By creating your Account, you accept responsibility for all activities that occur under your Credentials.  You must notify Unite Genomics immediately of any unauthorized access to, use or disclosure of your user name, password, or other Credentials, or of any security violation or breach of our Website’s security of which you become aware. 

We have the right to disable any Account, user name, password, or other Credentials at any time that we determine, in our sole discretion, that you have violated any provision of our Terms of Use or that the security of the Website or Services requires us to do so.

Use of Website and Services

You may not use any part of the Website or our Services for any purpose that is unlawful or that is prohibited by our Terms of Use.  You may not use the Website or our Services in any manner that: (a) is false or misleading, such as using the Credentials of another person; (b) is defamatory, derogatory, degrading or harassing of another; (c) invades another’s privacy or improperly includes, copies, transmits, or authorizes the disclosure of another’s confidential, sensitive or personal information; (d) may restrict or inhibit another’s use or enjoyment of the Website or our Services; (e) could interfere with or disable, overburden, damage, or impair the Website or our Services; (f) monitor or copy any material on the Website for any unauthorized purpose; (g) violates or infringes another’s rights; (h) you do not have the right and authority to share and grant the necessary rights and licenses for; (i) violates any applicable laws or regulations; or (j) limits or harms the functionality of Unite Genomics’ or any other person’s computer systems.

Privacy Policy

By using the Website, you are agreeing to Unite Genomics’ Privacy Policy, which is incorporated herein by reference.

Except for information that you submit through the use of the Unite Genomics Patient Portal (“Patient Portal”) and your Credentials, you should not send any confidential or proprietary information to Unite Genomics. Any information you submit other than through the Patient Portal, including but not limited to questions, comments, or suggestions, shall be deemed to be non-confidential and shall become the property of Unite Genomics. By providing that non-confidential information to us, you grant Unite Genomics an unrestricted, irrevocable license to use, reproduce, display, perform, modify, transmit, and distribute that non-confidential information.  Unite Genomics shall be free to use any ideas, concepts, know-how or techniques contained in that non-confidential information for any purpose whatsoever, including but not limited to developing, manufacturing, and marketing products incorporating that non-confidential information.  You further represent that by providing non-confidential information to us, you have the rights to grant the license described above.

Your Account Information, and the information we receive from you through the Patient Portal, and any other information created or collected by Unite Genomics through this Website or any of our Services, will be subject to our Privacy Policy.

Copyright and Other Rights

Unite Genomics or its suppliers of Content own all copyrights to Content on the Website and all other intellectual property rights related to the Website and our Services.  You may copy Content on the Website solely for your own, non-commercial use in connection with your use of Unite Genomics’ Services.  No other copying of Content is permitted.  You agree that any copies of the Content shall retain all copyright and other proprietary notices in the same form and manner as the original.

Trademarks

The trademarks, logos, service marks, brand identities, title, characters, trade names, graphics, designs, and other properties (collectively the “Trademarks”) displayed on the Website are protected intellectual properties that are registered and unregistered trademarks of Unite Genomics, its affiliates and others. Nothing that appears on the Website should be construed as granting, by implication, or otherwise, any license or right to use any Trademark displayed on the Website without the express, written permission of Unite Genomics or the party that may own that Trademark. Your misuse of the Trademarks is strictly prohibited.

Electronic Communications

By using the Website or sending email to us, you agree and consent to receive communications from us electronically, including by email or by posting notices on this Website. You acknowledge that your electronic submission constitutes your agreement and intent to be bound by the terms of this Agreement.  Pursuant to any applicable statutes, regulations, rules, ordinances or other laws, including without limitation the United States Electronic Signatures in Global and National Commerce Act, P.L. 106-229 (the “E-Sign Act”) or other similar statutes, YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS AND OTHER RECORDS AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED THROUGH THE WEBSITE OR SERVICES OFFERED BY UNITE GENOMICS. Further, you hereby waive any rights or requirements under any statutes, regulations, rules, ordinances or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by other than electronic means.

Disclaimer of Warranties

WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND THAT EXTEND BEYOND THE DESCRIPTION ON THE FACE OF THE WEBSITE.  WITHOUT LIMITING THE FOREGOING, UNITE GENOMICS MAKES NO IMPLIED WARRANTIES, REPRESENTATIONS OR ENDORSEMENTS WHATSOEVER WITH RESPECT TO THE WEBSITE, THE SERVICES, OR THE CONTENT.  UNITE GENOMICS DOES NOT WARRANT THAT THE FUNCTIONS PERFORMED BY THE WEBSITE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, OR THAT DEFECTS IN THE WEBSITE WILL BE CORRECTED.  UNITE GENOMICS DOES NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE CONTENT, OR THAT ANY ERRORS IN THE CONTENT WILL BE CORRECTED. THE WEBSITE, THE SERVICES, AND THE CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.  NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, THIS DISCLAIMER OF WARRANTIES DOES NOT APPLY IN NEW JERSEY.

Limitation of Liability

IN NO EVENT WILL UNITE GENOMICS BE LIABLE FOR ANY DIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR OTHER INDIRECT DAMAGES ARISING OUT OF (I) THE USE OF OR INABILITY TO USE THE WEBSITE, THE SERVICES, OR THE CONTENT, (II) ANY TRANSACTION CONDUCTED THROUGH OR FACILITATED BY THE WEBSITE; (III) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN THE WEBSITE, THE SERVICES AND/OR THE CONTENT, (IV) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, OR (V) ANY OTHER MATTER RELATING TO THE WEBSITE, THE SERVICES, OR THE CONTENT, EVEN IF UNITE GENOMICS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF YOU ARE DISSATISFIED WITH THE WEBSITE, THE SERVICES, THE CONTENT, OR WITH THE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO TERMINATE YOUR ACCOUNT AND DISCONTINUE USING THE WEBSITE AND THE SERVICES.

SOME STATES, INCLUDING NEW JERSEY, DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, AND SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY IN THOSE STATES.  

Digital Millennium Copyright Act

Unite Genomics complies with U.S. copyright law and to responding to claims of copyright infringement. We will promptly process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act, Title 17, United States Code, Section 512(c) (“DMCA”).

If you believe that any materials on the Website have been used or copied in a way that infringes your copyright or other intellectual property rights, you may request that Unite Genomics remove those materials by providing us with the following information:

  1. An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;

  2. A description of the copyrighted work or other intellectual property that you claim has been infringed;

  3. A description of where the material that you claim is infringing is located on the website (including the specific URL of each item in dispute, which should help us to locate the relevant content);

  4. Your address, telephone number, and email address;

  5. A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and

  6. A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or are authorized to act on the copyright or intellectual property owner’s behalf.

Designated Agent

Notice of claims of copyright or other intellectual property infringement can be delivered as follows, by email, fax or standard mail:

Taner Dagdelen

1301 Marina Village Parkway, Suite 320

Alameda CA, 94501

Phone: (510) 408-6842

Email: dmca@unitegenomics.com

Notice for California Users

Under California Civil Code Section 1789.3, users of the Website from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.  Unite Genomics may be contacted in writing at 1301 Marina Village Parkway, Suite 320, Alameda CA, 94501 or by telephone at (510) 408-6842. 

DISPUTE RESOLUTION BY BINDING ARBITRATION AND CLASS ACTION WAIVER

Any dispute relating in any way to your visit to, or use of the Website, the Services, any other products or services offered through the Website, or otherwise related to this Agreement, your relationship with Unite Genomics, or any allegations concerning Unite Genomics’ acts or omissions (“Disputes”), shall be resolved exclusively through confidential arbitration, rather than in court, and shall be governed exclusively by the laws of the State of California, without regard to principles of conflict of laws.  The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. Further, any question as to the validity of this Arbitration Agreement shall be submitted to confidential arbitration and decided by an arbitrator.  If a Dispute arises under this Agreement, you agree to first contact us at (510) 408-6842 or legal@unitegenomics.com (email). Before formally submitting a Dispute to arbitration, you and we may choose to informally resolve the Dispute.  If any Dispute cannot be resolved informally, you agree that any and all Disputes, including the validity of this arbitration clause and class action waiver, shall be submitted to final and binding arbitration before a single arbitrator of the American Arbitration Association (“AAA”) in a location convenient to you or telephonically.  Either you or we may commence the arbitration process by submitting a written demand for arbitration with the AAA, and providing a copy to the other party.  We will pay all of the filing costs.  The arbitration will be conducted in accordance with the provisions of the AAA’s Commercial Dispute Resolutions Procedures, Supplementary Procedures for Consumer-Related Disputes, in effect at the time of submission of the demand for arbitration.  The AAA’s rules are available at www.adr.org. A form for initiating arbitration proceedings is available on the AAA's site at http://www.adr.org.  To the fullest extent permitted by applicable law, no arbitration under this Agreement may be joined to an arbitration involving any other party subject to this Agreement, whether through a class action, private attorney general proceeding, class arbitration proceedings or otherwise.  You expressly agree to refrain from bringing or joining any claims in any representative or class-wide capacity, including but not limited to bringing or joining any claims in any class action or any class-wide arbitration.

Notwithstanding the foregoing, the following shall not be subject to arbitration and may be adjudicated only in the state and federal courts of California: (i) any dispute, controversy, or claim relating to or contesting the validity of our or one of our family company’s intellectual property rights and proprietary rights, including without limitation, patents, trademarks, service marks, copyrights, or trade secrets; (ii) an action by us for temporary or preliminary injunctive relief, whether prohibitive or mandatory, or other provisional relief; (iii) any legal action by us against a non-consumer; and (iv) interactions with governmental and regulatory authorities. 

The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction. If an arbitrator or court decides that any part of this arbitration agreement is invalid or unenforceable, the other parts of this arbitration agreement shall still apply; however, if an arbitrator or court decides that the class action waiver is invalid or unenforceable, then the entirety of this arbitration agreement shall be null and void.

YOU UNDERSTAND THAT YOU WOULD HAVE HAD A RIGHT TO LITIGATE IN A COURT, TO HAVE A JUDGE OR JURY DECIDE YOUR CASE AND TO BE PARTY TO A CLASS OR REPRESENTATIVE ACTION.  HOWEVER, YOU UNDERSTAND AND AGREE TO HAVE ANY CLAIMS DECIDED INDIVIDUALLY AND ONLY THROUGH ARBITRATION.  You shall have thirty (30) days from the earliest of the date that you visit the Website or the date you submit information through the Website to opt out of this arbitration agreement, by contacting us by email at legal@unitegenomics.com. If you do not opt out by the earliest of the date that you visit the Website, or the date you submit information to us through the Website, then you are not eligible to opt out of this arbitration agreement.

Changes

We may change the Services we provide and/or our Terms of Use, or cease providing some or all of our Services and/or operating this Website.   You can at any time review our most current Services at www.unitegenomics.com and our most current Terms of Use at www.unitegenomics.com/terms-of-use.  If you do not agree to changes to our Services or our Terms of Use, you must notify us and stop using the Website and our Services immediately. If you do not do so, you will be agreeing to the changes, and to comply with and be legally bound by our Terms of Use as they are then in effect.

General Provisions

If any provision of this Agreement is deemed invalid, unlawful, void, or unenforceable by an arbitrator or (if proper) a court of competent jurisdiction, then that provision will be deemed severable from this Agreement, and the remaining provisions shall not be effected thereby and shall continue in full force and effect. Except as expressly set forth in this Agreement, no failure or delay by you or Unite Genomics to exercise any rights, powers, or remedies under this Agreement will operate as a waiver of that or any other right, power, or remedy.  We will not be liable or responsible to you, nor be deemed to have defaulted or breached these Terms, for any failure or delay in our performance under these Terms when and to the extent such failure or delay is caused by or results from acts or circumstances beyond our reasonable control.

Contacting Us

To contact Unite Genomics, please contact us by emailing info@unitegenomics.com.