Terms of Use

Effective Date: October 4, 2021

Welcome to the Watchmaker Genomics, Inc. (“Watchmaker”) website. Watchmaker makes available this website (including related domains, sites, and mobile applications) (“Sites”) and its related services to you subject to the following notices, terms and conditions (“Terms of Use”). Please read these Terms of Use carefully before using the Sites. By continuing to use the Sites you agree, on behalf of yourself and the institution that you represent, that you have read, understood and agreed to these Terms of Use. If you do not agree to these Terms of Use, please do not use our Sites.

Watchmaker reserves the right to revise these Terms of Use at any time without notice by posting a new version on the Sites.

Privacy

Your use of the Site is subject to Watchmaker’s Privacy Policy which is incorporated into these Terms of Use by reference. Your use of the Sites constitutes your confirmation that you have read and accepted this Privacy Policy.

Disclaimers

Although the materials, content and information on the Sites are provided in good faith and believed to be correct, Watchmaker makes no representations or warranties as to the accuracy, reliability, completeness, or timeliness of the materials, information or content or about any results to be obtained from using the Sites. Although we make a good faith effort to update the materials, information and content periodically, we do not have any duty to do so, and we will not be responsible or liable for any failure to do so. Information is supplied on the condition that you will make your own determination as to its suitability for your purposes prior to use. Your access and use of any website linked through the Sites, or of the Sites and the materials, information and content available on them, is at your own risk. We may make changes to the Sites at any time in our sole discretion. It is your responsibility to monitor such changes.

Although Watchmaker employs practices to avoid such issues, we do not warrant that the Sites will operate free of errors, or that Site servers are free of computer viruses and other harmful materials.

The Sites, and all content, information and software on them, are provided on an ‘as is’ basis, without any express or implied representations or warranties of any kind. To the fullest extent permitted by law, Watchmaker disclaims all express and implied warranties, including the warranty of merchantability, non-infringement of third parties’ rights, and fitness for a particular purpose. Nothing contained herein is to be construed as advice to you or a recommendation to use any product, service, process, equipment, or formulation in conflict with any patent, and Watchmaker makes no representation or warranty, express or implied, that the use thereof will not infringe any patent. Watchmaker makes no warranties about the accuracy, reliability, completeness, or timeliness of, nor does Watchmaker make any commitment to update or correct, the content, materials, information, services, software, graphics, and links on the Sites.

Indemnity

You agree to indemnify to the fullest extent, defend and hold harmless Watchmaker and its affiliates, subsidiaries, officers, directors, employees, agents and representatives (collectively, “Affiliated Parties”) from and against all liabilities, demands, causes of action, losses, expenses, damages, and costs, including reasonable attorney fees, resulting from any violation by you of these Terms or from Watchmaker’s termination of your access to or use of any of the Sites.

Liability

NEITHER WATCHMAKER NOR ANY OF ITS AFFILIATED PARTIES SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR ANY DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, AND LITIGATION), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM YOUR ACCESS TO, USE OF, OR INABILITY TO ACCESS OR USE THE SITES, OR USE OF OR ACCESS TO ANY WEBSITES LINKED TO THE SITES. IN THE EVENT ANY EXCLUSION OR LIMITATION OF LIABILITY IS LIMITED BY LAW, SUCH LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.

Third Party Websites

As a resource to our visitors, the Sites may provide references or links to other websites maintained by third parties. Because we do not control the content of the other websites we may link to, and due to their constantly changing nature, we cannot be responsible for the content, practices or standards of third-party sites. Watchmaker does not make any representations regarding their content or accuracy. Your use of third-party websites is at your own risk and subject to the terms and conditions of use for such sites.

Copyright

Everything you read or see on the Sites is copyrighted or otherwise protected and owned by Watchmaker or a third party who licensed or granted to Watchmaker the right to use such material. Unless otherwise expressly provided, nothing that you read or see on the Sites may be copied or used, unless expressly agreed to in writing by a duly authorized representative of Watchmaker.

Except as expressly provided above nothing contained herein shall be construed as conferring any license or right under any Watchmaker copyright. Except as expressly set forth on the Sites, if you submit any information to us, including any comments, remarks, suggestions, ideas, notes, drawings, graphics, concepts, or other information, you are giving that information, and all your rights in it, to Watchmaker free of charge and such information shall be deemed to be non-confidential and Watchmaker shall have no obligation of any kind with respect to such information and shall be free to reproduce, use, disclose and distribute the information to others without limitation, without your consent or any compensation to you or anyone else.

Trademarks

Unless otherwise indicated, all logos, names, designs, and marks on the Sites are trademarks or service marks owned or used under license by Watchmaker. The use or misuse of any of these marks or other information is strictly prohibited. Nothing contained herein shall be construed as conferring by implication, estoppel or otherwise any license or right under any patent or trademark of Watchmaker or any third party.

Miscellaneous

These Terms of Use are governed by the internal substantive laws of the State of Colorado, without resort to its conflict of laws principles. If any provision of these Terms of Use is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Use. You expressly agree that exclusive jurisdiction for any dispute with Watchmaker, or in any way relating to your use of our Sites, resides in the courts of the State of Colorado. If any provision or part of these Terms of Use is found by any court of competent jurisdiction to be invalid or unenforceable under any applicable law, such invalidity or unenforceability will not render these Terms of Use unenforceable or invalid as a whole, and such provisions shall be deleted without affecting the remaining provisions herein. Watchmaker shall be permitted to assign, transfer, and subcontract its rights and/or obligations under these Terms of Use without any notification or consent required. These Terms of Use, including any legal notices and disclaimers on the Sites, constitute the entire agreement between Watchmaker and you in relation to your use of the Sites, and supersede all prior agreements and understandings with respect to the same