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Terms of Service

Welcome to Dry Powder Bio, Inc.

This Terms of Use sets forth the Agreement between you and Dry Powder Bio Inc. (“we” or “us”) regarding your use of our web service and mobile applications, specifically including each Dry Powder Bio Groups you create or join (collectively the “Service”). Please read this Agreement, because it contains important information about your content (you own it!), our limitation of liability to you, and your agreement to resolve any disputes by individual arbitration and to waive the right to participate in a class action, and information sharing between Members, Moderators and Hosts.

If you cannot agree, don’t use our Service.

1. Using the Service

2. Your Content Stays Yours: You keep complete ownership of all content, but give us permission to run Dry Powder Bio Inc., such that your content shows up, but that’s it. Make sure you have permission to use content that you post on Dry Powder Bio Community.

3. Copyright and Trademark Policies

The Dry Powder Bio Copyright Policy and Dry Powder Bio Trademark Policy are incorporated by reference into this Agreement. If you believe that your intellectual property is being violated on the Service, you can submit a complaint and request for takedown of specific material at web@drypowderbio.com.

4. Our Content and Materials

5. Rights and Obligations of Hosts

Host: i) sell contact information of a Member to a third-party, or ii) or use or disclose it for commercial purposes unrelated to Dry Powder Bio, Inc or the interest of Member who joined the Community.

6. Integrated Services

You may enable various online services like Facebook to be integrated into your Dry Powder Bio Host, Moderator or Member account for Dry Powder Bio, Inc. (“Integrated Services”). For example, you may be able to share or access your Community activity on Integrated Services such as Facebook. To take advantage of these features, we may ask you to register for or log into the Integrated Services on the websites of their providers. By enabling Integrated Services in connection with the Service, you are allowing us to pass to, and receive from, these Integrated Services your login information and other Data for use in connection with the Service and/or the Integrated Services. For more information about the implications of activating these Integrated Services and our use, storage, and disclosure of information related to you and your use of such services within Dry Powder Bio (including your friend lists and the like), please see our Privacy Policy. However, please remember that your use of any Integrated Services, and the manner in which any Integrated Services offer or perform their services and collect, use, store, and disclose your information is governed solely by the terms of use, privacy policies, and other policies of such third parties, and we shall have no liability or responsibility for the privacy practices or other actions of any Integrated Services or any other third party site or service, whether or not they are directly enabled within the Service.

7. Premium Services

a. Fees.

If you select a portion of the Service for which a fee applies (“Premium Service”), you agree to pay the applicable fee when you sign up. For a Premium Service, you will be required to select a payment plan and instrument for payment. For Premium Services, additional terms may apply, and you may be asked to agree to additional terms by separate agreement.

b. No Refund at Termination.

  1. If you as a Host terminate your Premium Service, we will not refund any payment for your unused Premium Service.
  2. If we terminate your Premium Service for violation of the terms of this Agreement or our policies, we will not refund any amount paid for unused Premium Service.
  3. If you are a Moderator or Member and your Host terminates your Premium Service, or you terminate your subscription yourself, your Host will decide whether to provide you with a refund.

8. Disclaimers and Limitation of Liability

PLEASE READ THIS SECTION CAREFULLY SINCE IT LIMITS THE LIABILITY OF DRY POWDER BIO, INC. ENTITIES TO YOU. “DRY POWDER BIO, INC. ENTITIES” MEANS DRY POWDER BIO, INC., AND ANY SUBSIDIARIES, AFFILIATES, RELATED COMPANIES, SUPPLIERS, LICENSORS AND PARTNERS, AND THE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND REPRESENTATIVES OF EACH OF THEM. EACH PROVISION BELOW APPLIES TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW:

9. Indemnification

You agree to release, indemnify, and defend Dry Powder Bio, Inc. Entities from all third-party claims and costs (including reasonable attorneys’ fees) arising out of or related to: i) your use of Service, ii) Your Content, iii) your conduct or interactions with other Hosts or Members of the Service, or iv) your breach of any part of this Agreement. We will promptly notify you of any such claim and will provide you (at your expense) with reasonable assistance in defending the claim. You will allow us to participate in the defense and will not settle any such claim without our prior written consent. We reserve the right, at our own expense, to assume the exclusive defense of any matter otherwise subject to indemnification by you. In that event, you will have no further obligation to defend us in that matter.

You also agreed to release, indemnify, and defend your Hosts and Members from all third-party claims and costs arising out or related to: i) your use of the Service, ii) Your Content, iii) your conduct or interactions with Hosts or Members, or iv) your breach of any part of this Agreement.

10. Dispute Resolution, Arbitration, and Class Action Waiver

We hope that our customer success team can resolve any issues you may have. However, if that does not work, then both parties agree to resolve any dispute arising out of these terms exclusively by individual, binding arbitration. The term “dispute” is to be given the broadest possible meaning that will be enforced and will include disputes related to your use of the Service, this Agreement (including the scope of this provision), regardless of whether such disputes are based in contract, tort, statute, fraud, unfair competition, or some other legal theory. Disputes regarding privacy shall be resolved by the mechanisms outlined in our Privacy Policy, https://drypowderbio.com/privacy

The arbitration process can be a faster, simpler, less formal, and less expensive route than filing a lawsuit and going to court. In arbitration you are still entitled to a fair hearing, but your rights will be determined by a neutral arbitrator (and not a judge or jury). Arbitrator decisions are as enforceable as any court order and are subject only to very limited review by a court. Each party is giving up the right to sue in court and to have a trial before a judge or jury.

Each party here agrees to try in good faith for 30 days to informally resolve any dispute before starting arbitration. A party who intends to seek arbitration must first send the other a written notice that describes the nature and basis of the dispute as well as the relief sought. If you want to send such a notice to us, send it to web@drypowderbio.com . If we want to send such a notice to you, we will send it to the email address associated with your account. If the parties do not reach an agreement to resolve the dispute within 30 days after the date the notice was sent, then the parties may start arbitration as described below.

The American Arbitration Association (AAA) will administer the arbitration, and the arbitration will be governed by the AAA’s Commercial Arbitration Rules and Supplementary Procedures for Consumer Related Disputes, as modified by these terms. Those rules and information about how to start arbitration are available at www.adr.org or by calling 1-800-778-7879. The arbitrator is bound by these terms. The arbitration will be conducted through the submission of documents, by phone, or in person in the county where you live or at another mutually agreed location.

The arbitrator’s award will be final and specifically enforceable under applicable law, and judgment may be entered upon it in any court with jurisdiction. The arbitration costs, including arbitrator compensation, will be shared between you and us according to the AAA’s Commercial Arbitration Rules and Supplementary Procedures for Consumer-Related Disputes.

Any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action. By agreeing to these terms, you are waiving the right to participate in a class action. Further, unless the parties mutually agree otherwise, the arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative or class proceeding. If this waiver is found to be illegal or unenforceable, then the parties agree that this entire section will be unenforceable, that any dispute will be resolved exclusively in a state or federal court located in Santa Clara County, California, and that the parties both submit to the personal jurisdiction of such courts. If a claim proceeds in court rather than through arbitration, the parties waive any right to a jury trial.

This section does not: (i) prevent either party from litigating any dispute in small claims court; (ii) apply to disputes arising out of or related to infringement or other misuse of our intellectual property rights; or (iii) prevent either party from bringing a dispute to the attention of any federal, state, or local government agencies.

If you do not want to be bound by this binding arbitration provision and class action waiver, you must notify us within 30 days of the date that you first accept or receive these terms by sending a written notification to web@drypowderbio.com that includes your actual name and Dry Powder Bio, Inc. user name, address, and a clear statement that you do not wish to resolve disputes with us through arbitration.

11. General Legal Terms

s. Changes to the Service.
We are always trying to improve your experience on the Service. We may need to add or change features and may do so without notice to you.

Last updated: January 7, 2023

 

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