Terms of Use Agreement (the “Terms of Use”)
EFFECTIVE AS OF February 12, 2020
AMAG Pharmaceuticals, Inc., a Delaware corporation located in Waltham, Massachusetts, USA (together with its U.S. affiliates and subsidiaries, “AMAG”) maintains this Website and related AMAG product websites (the “Website”), for informational and educational purposes only. Please read this entire AMAG Terms of Use and related Privacy Policy before using this Website, interacting with AMAG content on Social Media Platforms, or submitting Personal Information to AMAG. By using this Website, you accept the terms contained in this Terms of Use.
By accessing or using this Website or interacting with AMAG content on Social Media Platforms, you acknowledge and agree to the Terms of Use:
1. Acceptance of Terms of Use; Modification. By accessing or using this Website, you acknowledge that you have read, understood and agree to the Terms of Use. AMAG reserves the right to change the Terms of Use from time to time, as it deems necessary or desirable, without further notice to you by updating this posting. You are bound by any such revisions and should therefore revisit this page to review the then-current Terms of Use. If you do not agree to all the terms in this document, your sole and exclusive remedy is to immediately cease use of the site.
2. Scope. This Website has been designed to provide general information about AMAG and its products. This Website is not intended to provide medical or investment advice, nor does it provide instruction on the appropriate use of the products under development or produced by AMAG or its representatives. The products described on this Website may not have been found safe or effective by any regulatory agency and may not have been approved for any use whatsoever. AMAG shall not be held responsible for any act or omission that is based in whole or in part on the information or products presented on this Website, and all access and use of this Website is at your sole option and risk.
3. Intended Audience. This Website is intended for U.S. residents over the age of 18 only. This Website is not intended for use by children or by individuals outside of the U.S. Some AMAG Websites are intended for U.S. healthcare professionals only and will be demarcated as such.
4. Medical Information/Conditions. This Website may also contain general information relating to various medical conditions and their treatment. Such information is provided for informational and educational purposes only and is not meant to be a substitute for advice provided by a doctor or other qualified healthcare professional. You should not use the information contained herein for diagnosing a health or fitness problem or disease. You should always consult with a doctor or other healthcare professional. If you are a healthcare professional viewing a healthcare professional Website, you should not use the information contained in the Website as a substitute for your professional judgment.
5. Personal Information and Privacy. AMAG is committed to the privacy of its Website users. Use of any personal information submitted to the Website is subject to our Privacy Policy, which is made a part of this Terms of Use and is available for review at https://amagpharmadev.wpengine.com/privacy-policy/
6. Use and Disclosure of Information You Provide. As a user of this Website, you are liable for the accuracy of the information that you provide to us, if any. Should you respond with information including feedback or data such as questions, comments, suggestions, or the like regarding the content of this Website, such information shall be deemed to be non-confidential and AMAG shall have no obligation of any kind with respect to such information. You grant AMAG a non-exclusive, perpetual, worldwide, royalty-free license to reproduce, use, disclose, and distribute the information to others without limitation, and further to use any ideas, concepts, know-how or techniques contained in such information for any purpose whatsoever including, but not limited to, developing, manufacturing and marketing products incorporating such information. AMAG will treat any feedback or suggestions you provide to AMAG as non-confidential and non-proprietary. Thus, in the absence of a written agreement with AMAG to the contrary, you agree that you will not submit to AMAG any information or ideas that you consider to be confidential or proprietary.
7. Hyperlinked Websites. This Website may contain hypertext links to third-party websites (“Hyperlinked Websites”). Hyperlinked Websites are not owned, operated or managed by AMAG. If you access a Hyperlinked Website through this Website, you do so at your sole option and risk. Such Hyperlinked Websites are provided merely as a convenience to you. Similarly, this Website may be accessed from third-party hypertext links over whom AMAG has no control. AMAG makes no warranties or representations of any kind as to the accuracy, currency, or completeness of any information contained on such third-party websites and shall have no liability for any damages or injuries of any kind arising from or relating to such content or information. Inclusion of any Hyperlinked Site does not imply an endorsement or recommendation by AMAG. Further, in the event that the Hyperlinked Websites include healthcare services or providers, the links are not an endorsement or recommendation of a particular healthcare provider or service by AMAG, nor an endorsement by the provider of any AMAG product. AMAG has no affiliation with any of the healthcare providers and is not responsible for any information you may choose to share with them. AMAG accepts no responsibility or liability for the content or services found on Hyperlinked Websites. Any prescription decision is the sole responsibility and discretion of the healthcare provider, based on the patient’s needs. AMAG expressly disclaims any responsibility for any medical care, treatment, or advice received from any healthcare professional contacted of consulted as a result of using any Hyperlinked Websites.
8. Social Media Platforms. AMAG has opened and maintains publicly facing pages on third-party social media sites or engaged in posts on third-party social media platforms (all channels, collectively, “Social Medial Platforms”) for displaying, disseminating, and viewing content and/or videos and posting comments about AMAG, its areas of therapeutic interest, and/or its products. The use of AMAG social media content on any Social Media Platform is subject to these Terms of Use.
9. News Updates and Press Releases. This Website may contain information, news, and/or press releases, the content of which is current only as of the date of their initial posting. AMAG does not update press releases once they have been made public.
10. Prohibited Uses. The Website may be used only for lawful purposes by individuals using authorized services of AMAG. You are responsible for your own communications, including the upload, transmission and posting of information, and are responsible for the consequences of their posting on or through the Website. AMAG specifically prohibits any use of the Website, and requires all users to agree not to use the Website, for any of the following:
1) Posting any information which is incomplete, false, inaccurate or not your own;
2) Impersonating another person;
3) Constituting or encouraging conduct that would constitute a criminal offense, giving rise to civil liability or otherwise violate any city, state, national or international law or regulation or which fails to comply with accepted Internet protocol;
4) Posting material that is copyrighted or otherwise owned by a third-party unless you are the copyright owner or have the permission of the owner to post it;
5) Posting material that reveals trade secrets, unless you own them or have the permission of the owner;
6) Posting material that infringes on any other intellectual property, privacy or publicity right of another;
7) Transmitting or transferring (by any means) information or software derived from the site to foreign countries or certain foreign nations in violation of US export control laws;
8) Attempting to interfere in any way with the Website’s or AMAG’s networks or network security, or attempting to use the Website’s service to gain unauthorized access to any other computer system;
9) Accessing data not intended for such user or logging into a server or account which user is not authorized to access;
10) Attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization;
11) Attempting to interfere with service to any user, host or network, including, without limitation, via means of submitting a virus to the Website, overloading, “flooding”, “mailbombing” or “crashing”; or sending unsolicited e-mail, including promotions and/or advertising of products or services; or
12) Forging any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting.
11. Termination. AMAG reserves the right to suspend or terminate your use of this Website at any time and without notice to you if you violate the Terms of Use, any applicable law, or otherwise use this Website improperly.
12. AMAG Intellectual Property Rights. It is the policy of AMAG to aggressively enforce its intellectual property rights to the fullest extent permitted under applicable law. All product names, regardless of whether or not they appear in large print or with a trademark symbol, are trademarks of AMAG, unless otherwise noted. Other trademarks, service marks, and trade names that may appear on the Website are the property of their respective owners. The content of this Website, including all images, text and graphics (the “Content”), is copyrighted and shall not be distributed, downloaded, modified, reused, reposted, or otherwise used by you except as expressly provided herein. Your unauthorized use of the Content may be in violation of copyright law, trademark law, the law of slander and libel, the law of privacy and publicity, and communications regulations and statutes. You shall not copy, display, download, distribute, modify, reproduce, republish or retransmit the Content in any electronic medium or in hard copy, or create any derivative works based in whole or in part on such Content except that you may download one (1) copy of such Content for your personal and non-commercial use only so long as you retain on such copy all copyright, trademark, and other proprietary notices. We grant you a personal, non-exclusive, non-transferable license to access our website and to use the information and services contained here. Nothing contained herein shall be construed as conferring to you by implication, estoppel or otherwise any license or right under any patent, trademark, copyright or other proprietary rights of AMAG or any third-party. All copyright and other proprietary notices on any Website Content must be retained on any copies. Any unauthorized reproduction or modification, distribution, or performance of any Website Content is strictly prohibited. AMAG and its suppliers reserve all rights not granted in these Terms of Use.
13. Forward-Looking Statements. This Website and its Contents may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and federal securities laws. Any statements contained in this Website that do not describe historical facts are forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those discussed in such forward-looking statements. Such risks and uncertainties include, but are not limited to, those identified in AMAG’s Securities and Exchange Commission filings, accessible in the “Investors” section of this Website. AMAG cautions visitors to this Website not to place undue reliance on any forward-looking statements which speak only as of the date they are made. AMAG disclaims any obligation to publicly update or revise any such statements to reflect any change in expectations or in events, conditions or circumstances on which any such statements may be based, or that may affect the likelihood that actual results will differ from those set forth in the forward-looking statements.
14. Indemnity. You shall indemnify, defend and hold harmless AMAG, its officers, directors, employees, agents, attorneys, suppliers and third party representatives from and against all losses, expenses, damages and costs, including, but not limited to, reasonable attorneys’ fees, arising from or relating to any violation by you of the Terms of Use or your use or misuse of this Website.
15. Disclaimer of Warranties. You expressly agree that your use of this Website is at your sole option and risk and as such you assume full responsibility and all risks arising from or relating to your use of this Website. AMAG does not represent or warrant that the functions contained in this Website shall be uninterrupted or error-free or that this Website or the server that makes it available to you are free from viruses or other harmful components. By using this Website, you accept the information, products and services provided herein “AS IS” and on an “AS AVAILABLE” basis.
TO THE FULLEST EXTENT ALLOWED UNDER APPLICABLE LAW, AMAG DISCLAIMS ALL WARRANTIES OF ANY KIND WHETHER EXPRESS OR IMPLIED INCLUDING, BUT NOT LIMITED TO, WARRANTIES REGARDING THE ACCURACY, CONTENT, COMPLETENESS, RELIABILITY, OPERABILITY, OR LEGALITY OF INFORMATION CONTAINED ON OR WITHIN THIS WEBSITE, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. FURTHER, AMAG EXPRESSLY DISCLAIMS ANY OBLIGATION TO UPDATE OR CORRECT INFORMATION CONTAINED ON THIS WEBSITE AND EXPLICITLY DISCLAIMS ANY DUTY TO DO SO. AMAG ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY ERRORS OR OMISSIONS IN THE INFORMATION PROVIDED ON THIS WEBSITE. AMAG DOES NOT ENDORSE, WARRANT OR GUARANTEE ANY PRODUCTS OR SERVICES OFFERED OR PROVIDED BY OR ON BEHALF OF THIRD PARTIES ON OR THROUGH THE WEBSITE. AMAG IS NOT A PARTY TO, AND DOES NOT MONITOR, ANY TRANSACTION BETWEEN USERS AND THIRD PARTIES WITHOUT THE DIRECT INVOLVEMENT OF AMAG.
16. DAMAGES AND LIMITATION OF LIABILITY. AMAG SHALL NOT BE LIABLE FOR ANY DIRECT, INCIDENTAL, CONSEQUENTIAL, INDIRECT, SPECIAL OR PUNITIVE DAMAGES, LOSS OF USE, LOSS OF DATA, LOSS CAUSED BY VIRUS, LOSS OF INCOME OR PROFIT, LOSS OF OR DAMAGE TO PROPERTY,CLAIMS OF THIRD-PARTIES, OR OTHER LOSSES OF ANY KIND OR CHARACTER, EVEN IF AMAG HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES, ARISING OUT OF OR RELATING TO YOUR ACCESS, USE, OR INABILITY TO USE THIS WEBSITE, THE TERMS OF USE, OR ANY ERRORS OR OMISSIONS IN THE CONTENT OF THIS WEBSITE. AMAG’S TOTAL CUMULATIVE LIABILITY UNDER THIS AGREEMENT SHALL BE LIMITED TO $100.00.
17. Void Where Prohibited. This Website and its Contents are intended to comply with the laws and regulations in the U.S. Although the information on this Website is accessible to users outside of the U.S., the information on the Website pertaining to AMAG products is intended for use only by residents of the U.S. Other countries may have laws, regulatory requirements and medical practices that differ from those in the U.S. The Website, its Content, and its links may, however, contain information about products that may or may not be available in any particular country, territory or region of the world (including the United States), may be available under different trademarks in different countries and, where applicable, may be approved or cleared by a government regulatory body for sale or use with different indications and restrictions in different countries. You should not construe anything on the Website as a promotion or solicitation for any product or service or for the use of any product or service that is not authorized by the laws and regulations of the country where you are located, including the United States. For specific information about particular products, you should refer to the full prescribing information as approved by the relevant governmental authority of the country where you are located. Any prescribing information provided herein is based on United States labeling and may not be appropriate outside of the United States.
18. Product Information and Orders. The order, purchase, and/or sale of any products from AMAG or its suppliers are governed by the terms and conditions contained in the applicable purchase order or written agreement between the parties.
19. Modification of Website. AMAG reserves the right, at any time, to modify this Website Content or to modify, suspend, or discontinue this Website or any part thereof with or without notice. You agree that AMAG will not be liable to you or to any third-party for any modification of this Website Content or modification, suspension, or discontinuance of this Website.
20. Governing Law and Jurisdiction. In the event of any dispute between you and AMAG arising from or relating to the Terms of Use or your use of this Website, such dispute shall be governed and construed under the laws of the United States of America and the Commonwealth of Massachusetts without regard to its conflict of laws principles. Any legal action or proceeding related to the Terms of Use or your use of the Website shall be brought exclusively in a federal or state court of competent jurisdiction sitting in Boston, Massachusetts and all parties hereto waive any objection to the personal jurisdiction of and venue in such courts.
21. Severability. Should any part of this Terms of Use be declared invalid or unenforceable by a court of competent jurisdiction, such invalidity or unenforceability shall not affect the validity of any remaining portion and such remaining portion shall remain in full force and effect as if the invalid and/or unenforceable portions of this Terms of Use had been eliminated.
22. Miscellaneous. These Terms of Use and the Privacy Policy to this Website represent the entire agreement between you and AMAG relating to the subject matter herein and shall not be modified except by AMAG as provided herein. In the event you gain access to information or materials not intended to be accessed by you, you agree that you will immediately notify AMAG and destroy all copies of such information in your possession. AMAG may be contacted at privacy@amagpharma.com.
23. Ownership and Operation. This Website is owned by AMAG Pharmaceuticals, Inc., Waltham, Massachusetts, USA, and operated either by AMAG or by a third party with whom AMAG has contracted to host this Website for AMAG.
