Terms of Use

www.leerink.com

This Web site (“Site”) is owned and operated by Leerink Partners LLC (“Leerink Partners”).  The Terms of Use for the Site constitute a legal agreement between you and Leerink Partners (“Agreement”). Leerink Partners reserves the right to amend this Agreement at any time, without prior notice, which amendment(s) are to be fully effective upon posting on the Site.

By accessing the content and services made available on this Site (collectively “Services”), you are agreeing to be bound by all the terms and conditions of the Agreement as it appears at the time of your access.  IF YOU DO NOT AGREE TO THESE TERMS OF USE YOU MAY NOT USE AND MUST EXIT FROM THIS SITE.  IF YOU DO NOT HAVE AUTHORITY TO LEGALLY BIND YOUR COMPANY, OR DO NOT AGREE THAT YOUR COMPANY WILL BE BOUND BY THESE TERMS OF USE, YOU MAY NOT USE THIS SITE ON BEHALF OF YOUR COMPANY.

The Services do not Constitute Financial or Investment Advice

PLEASE BE ADVISED THAT LEERINK PARTNERS IS NOT PROVIDING FINANCIAL ADVICE, INVESTMENT ADVICE, AND/OR ANY OTHER ADVICE OF ANY KIND.  YOUR USE OF THE SERVICES IS AT YOUR OWN SOLE RISK AND ANY USE OF INFORMATION OF ANY KIND, INCLUDING BUT NOT LIMITED TO FINANCIAL AND INVESTMENT INFORMATION MADE AVAILABLE AS PART OF THE SERVICES, IS AT YOUR OWN SOLE RISK.

Account Security; Registration Data

Certain areas of this Site may be password protected.  You are responsible for maintaining the confidentiality of your password. Leerink Partners has the right to assume that anyone accessing the password protected areas of this Site using a password assigned to you has the right to do so.  You and your company will be solely responsible for the activities of anyone accessing this Site using a password assigned to you, even if the individual is not, in fact, authorized by you. You agree that you will immediately notify us of any known or suspected unauthorized use of your password or any other breach of security and will change your password if you believe your password may have been compromised or used without authorization.

In consideration of your use of the Site, you agree to (a) provide accurate, current, and complete information about you as may be prompted by any registration forms on the Site (“Registration Data”); and (b) maintain and promptly update the Registration Data, and any other information you provide to Leerink Partners, to keep it accurate, current, and complete.

Disclaimer of Warranties

THIS SITE IS PROVIDED ON AN “AS IS,” “AS AVAILABLE” BASIS, WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, LEERINK PARTNERS, ITS AFFILIATES, AND THEIR RESPECTIVE LICENSORS, SERVICE PROVIDERS AND SOURCES, DISCLAIM ANY AND ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO THIS SITE, INCLUDING ITS CONTENT, AND ANY PRODUCTS AND SERVICES MADE AVAILABLE THROUGH THIS SITE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, LEERINK PARTNERS, ITS AFFILIATES, AND THEIR RESPECTIVE LICENSORS, SERVICE PROVIDERS AND SOURCES, DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, (A) OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE; (B) ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE; (C) RELATING TO THE SECURITY OF THIS SITE; (D) THAT THE CONTENT OR OTHER INFORMATION ON THIS SITE IS TIMELY, CURRENT, ACCURATE, COMPLETE, RELEVANT OR RELIABLE; (E) THAT THIS SITE WILL OPERATE WITHOUT INTERRUPTION OR ERROR, AND (F) REGARDING THE RESULTS TO BE OBTAINED FROM USING THIS SITE, INCLUDING ITS CONTENT, OR PRODUCTS AND SERVICES MADE AVAILABLE THROUGH THIS SITE. YOU AND YOUR COMPANY USE THIS SITE, INCLUDING ITS CONTENT, AND THE PRODUCTS AND SERVICES AVAILABLE THROUGH THIS SITE AT YOUR OWN RISK.

APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OF CERTAIN WARRANTIES, SO ALL OR PART OF THIS DISCLAIMER OF WARRANTIES MAY NOT APPLY TO YOU.

Limitations of Liability

UNDER NO CIRCUMSTANCES SHALL LEERINK PARTNERS, ITS AFFILIATES, OR THEIR RESPECTIVE LICENSORS, SERVICE PROVIDERS, OR SOURCES, OR ANY OF THEIR RESPECTIVE EMPLOYEES, DIRECTORS, OFFICERS, AND AGENTS, HAVE ANY RESPONSIBILITY OF ANY KIND OR BE LIABLE TO YOU, YOUR COMPANY, OR TO ANY THIRD PARTY FOR ANY LOSSES, LIABILITIES, DAMAGES, COSTS OR EXPENSES ARISING OUT OF OR IN CONNECTION WITH THIS SITE, INCLUDING (A) THE USE OF OR INABILITY TO USE THIS SITE (INCLUDING ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, WORM OR OTHER MALICIOUS COMPUTER CODE, OR LINE OR SYSTEM FAILURE), (B) ANY CONTENT PROVIDED THROUGH THIS SITE, OR (C) ANY PRODUCTS OR SERVICES PROVIDED THROUGH THIS SITE.

THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL LOSSES, INJURIES, CLAIMS, LIABILITIES, DAMAGES, COSTS AND EXPENSES OF ANY KIND WHATSOEVER (WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, LOSS OF DATA, INCOME, SAVINGS OR PROFITS); WHETHER THE CLAIM IS IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR STRICT LIABILITY OR BASED ON ANY OTHER LEGAL THEORY; EVEN IF AN AUTHORIZED REPRESENTATIVE OF LEERINK PARTNERS, ITS AFFILIATES, OR THEIR RESPECTIVE LICENSORS, SERVICE PROVIDERS OR SOURCES, HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES; AND WITHOUT REGARD TO THE EFFECTIVENESS OF OTHER REMEDIES.

APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OF LIABILITY SET FORTH ABOVE, SO ALL OR PART OF THIS LIMITATION OF LIABILITY MAY NOT APPLY TO YOU.

Right to modify, shut down, or deny access to this Site

Leerink Partners reserves the right to modify the content, features, and functionality of this Site, to shut down this Site, and to limit or deny access to this Site at any time, for any reason, without prior notice, and will not be liable in any way to you, your company, or any third party for possible consequences of such actions.

Not an offer to buy or sell any financial instruments or provide any investment advice or service

Neither the information, nor any opinion, nor any other Content, as defined below, on this Site constitutes a solicitation or offer by Leerink Partners or its affiliates to buy or sell any securities, futures, options or other financial instruments or provide any investment advice or services.

Non-U.S. residents

This Site is published in the United States. It is only directed at and approved for distribution to and use by: (a) residents of the United States; and (b) residents of other countries only as allowed by the laws of the applicable jurisdiction. Financial services provided by Leerink Partners and its affiliates are available only to such persons. Other persons should not rely or act upon any such information on this Site. We reserve the right to require proof of residence from any user accessing this Site and requesting information.

Third-Party Content

Some of the information, research reports, and other materials available through this Site may be provided to Leerink Partners or its affiliates by third parties, including third-party financial reporting services. These third-party materials are provided for your interest and convenience only. Leerink Partners and its affiliates do not endorse these materials or the vendors who supply them, nor do we warrant or represent that these materials are current, accurate, complete, relevant, or reliable. It is your responsibility to evaluate the currency, accuracy, completeness, relevance, and reliability of all information obtained or provided through this Site.  You use these third-party materials at your own risk.

Links to Sites Operated by Third Parties

This Site may provide links to Web sites operated by third parties. We are not responsible for examining or evaluating, and we do not endorse or warrant the information, programs, products, services, or other offerings of any of these businesses or individuals nor the currency, accuracy, completeness, relevance or reliability of the content of their Web sites. We do not assume any responsibility or liability with respect to these third-party Web sites. If you decide to use a link on this Site to access any third-party Web site, you do so at your own risk.

SIPC Disclosure

Securities and cash held by individuals in Leerink Partners accounts are protected up to their full net equity value by a combination of coverage provided by the Securities Investor Protection Corporation (SIPC), a non-profit organization created by an Act of Congress. SIPC protects up to $500,000 of your securities, of which up to $100,000 may be uninvested cash. SIPC coverage applies only to securities and cash in the exclusive possession and control of Leerink Partners and does not protect against losses due to fluctuations in the market. Additional information about SIPC and asset protection may also be found at http://www.sipc.org/.

Waiver

Our failure at any time to require performance of any provision of these Terms of Use or to exercise any right provided for herein shall not be deemed a waiver of such provision or such right. All waivers must be in writing. Unless the written waiver contains an express statement to the contrary, no waiver by Leerink Partners or one of its affiliates of any breach of any provision of these Terms of Use or of any right provided for herein shall be construed as a waiver of any continuing or succeeding breach of such provision, a waiver of the provision itself, or a waiver of any right under these Terms of Use.

Severability

If any provision of these Terms of Use is held by a court of competent jurisdiction to be contrary to law, such provision shall be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law and the remaining provisions of these Terms of Use shall remain in full force and effect.

Governing Law, Jurisdiction, and Venue

This Agreement and its validity, construction, and performance will be governed in all respects by the laws of the Commonwealth of Massachusetts, without regard to its choice of law provisions.  All actions or proceedings arising out of or relating to these Terms of Use shall be venued exclusively in state or federal court located in Suffolk County, MA. You irrevocably agree to accept the exclusive personal jurisdiction and waive any objections to the venue, of such courts.

Entire Agreement

These Terms of Use, (a) contain the entire understanding and agreement between you and your company (if any) and Leerink Partners and its affiliates with respect to your and your company’s use of this Site, and (b) supersede all previous communications, negotiations and agreements, whether oral, written, or electronic, between you and Leerink Partners and its affiliates with respect to this Site and your and your company’s use of this Site.