Web Site Terms of Service

Welcome to Athersys.com. We are pleased that you have decided to take advantage of the many useful services offered here. Before you begin, please take a minute to ensure that you understand the terms and conditions of our relationship by reading this important information.

BY ACCESSING OR USING ATHERSYS.COM, YOU AGREE TO BE BOUND BY THE PROVISIONS OF THESE TERMS OF SERVICE. IF YOU DO NOT WISH TO BE BOUND, YOU MAY NOT ACCESS OR USE THIS WEB SITE. We reserve the right to update or change these Terms of Service at any time and for any reason. By continuing to use this Web site, you agree to be bound by any such revisions, and should therefore periodically visit this page of the Web site and print the latest version of the Terms of Service for your records. For your information, the date of the last update to these Terms of Service is stated at the top of this document.

By accessing or using Athersys.com, you also agree that you have read and consent to the terms of our Privacy Policy. If you have not read our Privacy Policy, please do so now.

Disclaimers:

All information contained on this web site, or provided by this web site, including all text, graphics, links, animation, java script and "cookies," are provided on an "as-is" basis without any conditions or warranties of any kind, either express or implied.

To the maximum extent provided by law, athersys disclaims all representations and warranties, express or implied, including, but not limited to: warranties of merchantability, fitness for a particular purpose, title, non-infringement, freedom from computer virus strains and implied warranties arising from course of dealing or course of performance.

Limitation of Liability:

In no event shall athersys, nor any of its officers, directors, employees, suppliers or other representatives, be liable for any special, punitive, indirect, incidental or consequential damages, or any other damages of any kind, including, but not limited to: loss of use, loss of profits, interruption of service or loss of data, whether in any action in warranty, contract, tort (including, but not limited to, negligence or fundamental breach), or otherwise, arising out of or in any way connected with the use of, or the inability to use, this web site or the information contained in or accessed through this web site, even if an authorized representative of athersys is advised of the likelihood or possibility of the same.

Any claims arising in connection with your use of this web site must be brought within one (1) year of the date of the event giving rise to such action.

When using the athersys.Com web site, information will be transmitted over a medium which is beyond the control and jurisdiction of athersys. Accordingly, athersys assumes no liability for or relating to the delay, failure, interruption or corruption of any data or other information transmitted in connection with use of athersys.com.

Certain Jurisdictions:

Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, the above disclaimers and limitations may not apply to you if you reside in such a jurisdiction.

• Copyrights: All of the content of this Web site, including text, art, graphics, logos, button icons, images, pictures, audio clips and software, is the property of Athersys, our partners or content providers, and is protected by U.S. and international copyright laws. We have designed the content of this Web site for your use while you enjoy your Athersys.com experience. Except as granted in the limited license below, any use of this content, including modification, transmission, presentation, distribution or republication, is prohibited without the express prior written consent of Athersys.
• Trademarks: All trademarks, trade names, brand names and service marks of Athersys, whether registered or unregistered, are the property of Athersys and are protected by U.S. and international trademark laws. Except as granted in the limited license below, any use of these assets is prohibited without the express prior written consent of Athersys. All trademarks, trade names, brand names and service marks of other companies, whether registered or unregistered, are the property of those companies and are protected by U.S. and international trademark laws.
• Patents: All patents and patent applications of Athersys.com are the property of Athersys and are protected by U.S. and international patent laws. Any use of these patented or patentable assets is prohibited without the express prior written consent of Athersys.
• Limited License: Athersys authorizes you to download the material on this Web site solely for your personal, non-commercial use. If you violate any provision of these Terms of Service, your permission to use the content automatically terminates and you must immediately destroy any copies you have made of any portion of the content. Infringements: If you think that any of the information posted to this Web site infringes a copyright, trademark, patent or other right of another party, please contact us at service@athersys.com or (216) 431-9900.

• Governing Law and Jurisdiction: These Terms of Service will be governed by Ohio law for all purposes, including Web site use and product purchases, without giving effect to any principles of conflicts of laws. You hereby consent to the jurisdiction and venue of the courts of Ohio.
• Third Party Links: Athersys does not endorse the content on any third-party Web sites. Athersys is not responsible for the content of any dealings with third parties who advertise on Athersys.com, or through participation in promotions, including the delivery of and the payment for goods and service, or your use of third-party Web sites is at your own risk and subject to the terms and conditions of use for such Web sites. If you decide to access any of the third party sites linked to this Web site, you do so entirely at your own risk.
• Right to Remove Users: We reserve the right to remove any user from this Web site, or deny any person access to this Web site or any portion of it, for any reason, without notice and in our sole discretion.
• Export Laws: The U.S. export control laws regulate the export and re-export of technology originating in the United States. This includes the electronic transmission of information and software to foreign countries and to certain foreign nationals. You agree to abide by these laws and their regulations, and not to transfer, by electronic transmission or otherwise, any content derived from the Web site to either a foreign national or a foreign destination in violation of such laws. You are responsible for compliance with the laws of your local jurisdiction regarding the import, export or re-export of products or information.
• Indemnification: You agree to indemnify, defend and hold harmless Athersys, its officers, directors, employees, agents, licensors, suppliers, and affiliates from and against any claims, actions or demands, liabilities and settlements including, without limitation, reasonable legal and accounting fees, resulting from, or alleged to result from, your violation of these Terms of Service.
• International Laws: Athersys is based in the State of Ohio in the United States of America. Athersys makes no claims that the content of this Web site is appropriate or may be downloaded outside of the United States. Access to the content may not be legal by certain persons or in certain countries. If you access Athersys.com from outside the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction.
• Entire Agreement: Except as expressly provided in a particular "legal notice" on Athersys.com, these Terms of Service constitute the entire agreement between you and Athersys with respect to the use of this Web site. Your use of Athersys.com is also subject to the Athersys Privacy Policy.
• Waiver: Our failure to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. No waiver of any of these Terms of Service shall be deemed a further or continuing waiver of such term or condition or any other term or condition.
• Severability: If any provision of the Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms of Service remain in full force and effect.
• Modification: Neither the course of conduct between the parties nor trade practice shall act to modify any provision of these Terms of Service.
• Assignment: Athersys may assign its rights and duties under this Agreement to any party at any time without notice to you and/or your approval.
• Headings: The section titles in the Terms of Service are for convenience only and have no legal or contractual effect.
• Notices: Questions or comments regarding this Web site should be directed by e-mail to info@athersys.com, by telephone at (216) 431-9900 or via U.S. mail to Athersys, Inc. at 3201 Carnegie Avenue, Cleveland, Ohio 44115.