TERMS OF USE

 

Welcome to the Trio Ostomy Care website (together with the websites of all related entities, the “Site”). The Site is owned by Trio Healthcare Inc. (“TRIO”). Please read the entire Terms of Use and the Privacy Policy before using or submitting information on the Site. This Site is intended for use by residents of the United States.

The Site is an interactive online service operated by Trio.   By using the Site, you signify your agreement to these Terms of Use and Trio’s Privacy Policy. 

 

Please read and review this Terms of Use Agreement carefully before accessing or using the Site because they constitute a legal agreement between Trio and you. By accessing or using the Site, you acknowledge that you have read, understood and agreed to this Terms of Use Agreement, you will comply with the terms, and you are at least the age of legal majority in your place of residence and otherwise legally competent to enter into contracts. If you are using the Site on behalf of your employer, your acceptance of this Terms of Use Agreement is deemed an agreement between your employer and Trio, and you represent and warrant that you have authority to bind your employer to this Terms of Use Agreement.

 

If you do not agree to the Terms of Use Agreement, you may not access or use the Site.

 

1. Use of Site. The information provided on the Site is for general informational and educational purposes. Certain sections of the Site are intended for audiences including Trio’s investors, as well as members of the health care community and the general public. Your access to and use of the information contained in the Site is subject to this Terms of Use Agreement. By accessing and using the Site, you accept, without limitation or qualification, this Terms of Use Agreement.   If you are having a medical emergency please dial 911 or your local medical emergency number immediately.
2. Content; No Representations or Warranties and Limitation of Liability. Trio will use reasonable efforts to include accurate and up-to-date information on the Site. TRIO DOES NOT MAKE, AND HEREBY EXPRESSLY DISCLAIMS, ANY REPRESENTATIONS, CONDITIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED (INCLUDING, WITHOUT LIMITATION, ANY IMPLIED CONDITIONS OR WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT), OR ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE WITH REGARD TO THE SITE OR ANY INFORMATION OR MATERIALS PROVIDED ON OR IN CONNECTION WITH THE SITE, INCLUDING THE ACCURACY, COMPLETENESS, CURRENCY OF SUCH INFORMATION OR MATERIALS, OR THE FREQUENCY THAT THEY ARE UPDATED. YOU AGREE THAT THE SITE AND EVERYTHING ON THE TRIO SITE IS PROVIDED ON AN “AS IS “AND “AS AVAILABLE “BASIS. TRIO ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY ERRORS OR OMISSIONS IN THE CONTENT OF THE SITE OR YOUR USE OF THE SITE. TRIO MAKES NO REPRESENTATIONS, CONDITIONS OR WARRANTIES THAT (I) THE SITE WILL MEET YOUR REQUIREMENTS, (II) THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE WILL BE ACCURATE OR RELIABLE, (IV) THE QUALITY OF ANY INFORMATION, GOODS OR SERVICES AVAILABLE ON THE SITE WILL MEET YOUR EXPECTATIONS, (V) ANY ERRORS ON THE SITE WILL BE CORRECTED, OR (VI) THAT YOUR USE OF THE SITE OR ANY MATERIAL OBTAINED FROM THE SITE WILL NOT CAUSE ANY HARM OR DAMAGE, INCLUDING TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR THAT NO LOSS OF DATA WILL RESULT FROM OBTAINING SUCH MATERIAL. THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. YOUR USE OF THE SITE IS AT YOUR OWN RISK. IN NO EVENT SHALL TRIO OR ANY OF ITS AFFILIATES OR ANY OF ITS OR THEIR OFFICERS, DIRECTORS, OR EMPLOYEES, BE LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY DAMAGES OF ANY KIND OR NATURE, INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL OR CONSEQUENTIAL, PUNITIVE, SPECIAL, EXEMPLARY, OR ANY CLAIMS OR LOSSES, RESULTING FROM OR IN CONNECTION WITH THE CREATION OR USE OF, OR RELIANCE ON, THE SITE, ANY OTHER WEB SITE OR TRIO OR ITS AFFILIATES OR ANY LINKED WEBSITE CONTAINED IN ANY SUCH WEBSITES, OR ANY OF THE INFORMATION ACCESSED THROUGH ANY SUCH WEBSITE OR FROM THE INABILITY TO USE ANY SUCH WEBSITE. THIS LIMITATION INCLUDES DAMAGE TO YOUR COMPUTER EQUIPMENT OR ANY VIRUSES THAT MAY INFECT YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY, LOSS OF PROFITS, GOODWILL, OR OTHER INTANGIBLE LOSSES (EVEN IF TRIO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SITE; (II) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (III) STATEMENTS OR CONDUCT OF ANY USER OR THIRD PARTY ON THE SITE; (IV) YOUR RELIANCE ON CONTENT MADE AVAILABLE BY TRIO; OR (V) ANY OTHER MATTER RELATING TO THE SITE. THE DISCLAIMERS AND LIMITATIONS PROVIDED IN THESE TERMS SHALL APPLY IRRESPECTIVE OF THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY PROVIDED HEREIN.
3. Indemnification. To the fullest extent permitted by law, you are responsible for your use of the Site and you agree to defend, indemnify, and hold harmless Trio and any of its officers, directors, employees, agents, suppliers, third party partners or affiliates from and against any claims, actions, or demands, and any related liability, damage, loss, and expense, including without limitation reasonable legal and accounting fees, alleging or resulting from or connected with (i) your use of or reliance on any Trio or third-party content, (ii) your unauthorized use of, or misuse of, the Site, or (iii) your violation of any portion of this Terms of Use Agreement, any representation, warranty, or any applicable law or regulation. Trio reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with Trio’s defense of those claims.
4. Privacy. Trio respects the privacy of its website users. Please refer to Trio’s [Privacy Policy][NTD: hyperlink] that explains users’ rights and responsibilities with respect to information that is disclosed on the Site.
5. Third Party Websites and Links. The Site may contain references or links to other websites maintained by third parties over whom Trio has no control. Such links are provided merely as a convenience. Similarly, the Site may be accessed from third-party links over whom Trio has no control. Trio makes no warranties or representations of any kind as to the accuracy, currency, or completeness of any information contained in such third-party websites, including any third-party social media or mobile app platform. Inclusion of any third-party link on the Site does not imply an endorsement or recommendation by Trio and a link to the Site from another website does not imply a relationship between Trio and any third party. Your use of any such third-party site or platform is at your own risk and will be governed by such third party’s terms and policies (including its privacy policy).
6. Medical Information. The Site may contain general information relating to various medical conditions and their treatment. Such information is provided for informational purposes only and is not meant to be a substitute for advice provided by a doctor or other qualified health care professional. Trio is not engaged in rendering medical or similar professional services or advice. 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 health care professional for medical advice or information about diagnosis and treatment.
7. Forward Looking Statements. The Site contains forward-looking statements about Trio’s financial and operating performance, business plans and prospects, and development of Trio’s product candidates that involve substantial risks and uncertainties. In some cases, forward-looking statements can be identified by terminology such as “anticipate”, “believe”, “estimate”, “expect”, “intend”, “may”, “plan”, “predict”, “project”, “target”, “potential”, “likely”, “will”, “would”, “could”, “should”, “continue” and similar expressions, although not all forward-looking statements contain these words. Such statements are based on Trio’s management’s current expectations and are subject to certain factors, risks and uncertainties that may cause actual results to differ materially from those referred to or implied in such statements. Such risks and uncertainties include, among other things, the content and timing of decisions made by the U.S. Food and Drug Administration, European Medicines Agency and other regulatory authorities; the uncertainties inherent in the initiation and conduct of clinical trials, availability and timing of data from clinical trials; whether results of early clinical trials or studies in different disease indications will be indicative of the results of ongoing or future trials; uncertainties associated with regulatory review of clinical trials and applications for marketing approvals; the availability or commercial potential of product candidates; competitive developments; the ability to successfully market products; challenges to the validity and enforcement of Trio’s intellectual property; trends toward managed care and health care cost containment; governmental laws and regulations affecting health care, including without limitation regarding product access, pricing and reimbursement; general economic conditions; the ability to retain and hire key personnel; the sufficiency of cash resources and need for additional financing. The information presented on the Site is believed to be current as of the date of its original publication. The forward-looking statements on the Site are neither promises nor guarantees, and you should not place undue reliance on these forward-looking statements because they involve known and unknown risks, uncertainties and other factors, many of which are beyond Trio’s control and which could cause actual results to differ materially from those expressed or implied by these forward-looking statements. Trio assumes no obligation to update any forward-looking statements as a result of new information or future events or developments.
8. Submissions to Site; Non-Confidential Information. Certain areas of the Site may enable you to access online forums and to submit e-mails, or otherwise provide feedback or information to Trio.  Subject to any applicable terms and conditions set forth in Trio’s Privacy Policy, any communication or other material that you send to us through the Internet or post on the Site by electronic mail or otherwise, such as any questions, comments, suggestions or the like, is and will be deemed to be non-confidential and Trio shall have no obligation of any kind with respect to such information. Trio shall be free to use any ideas, concepts, know-how or techniques contained in such communication for any purpose whatsoever, including but not limited to, developing, manufacturing and marketing products. You may not post or transmit any unlawful, threatening, libelous, defamatory, obscene, indecent, inflammatory, pornographic or profane material or any material that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability or otherwise violate any law. In addition, you are prohibited from posting or transmitting any information which (a) infringes the rights of others or violates their privacy or publicity rights, (b) is protected by copyright, trademark or other proprietary right, unless with the express written permission of the owner of such right, (c) contains a virus, bug or other harmful item, or (d) is used to unlawfully collude against another person in restraint of trade or competition. You shall be solely liable for any damages resulting from any infringement of copyright, trademark, or other proprietary right, or any other harm resulting from your access to or use of the Site.
9. Trademarks. The trademarks, trade names, logos and service marks (collectively the “Trademarks”) displayed on the Site, whether or not appearing in large print or with the trademark symbol, are registered and unregistered Trademarks of Trio, its affiliates, related companies or its licensors, unless otherwise noted.  The use or misuse of these Trademarks or any other materials, except as permitted herein, is expressly prohibited and 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. Nothing contained herein shall be construed as conferring by implication, estoppel or otherwise any license or right under any patent or Trademark of Trio, or any third party. Please be advised that Trio will actively and aggressively enforce its intellectual property rights to the fullest extent of the law.
10. Copyrights and Use of Information. The entire contents of the Site are subject to copyright protection. You may freely browse, access, download or use information from the Site (“Information”) for your own temporary, non-commercial use. You have no rights in or to the Information, and you will not use, copy or display the Information, except as permitted under this Terms of Use Agreement. No other use is permitted without Trio’s prior written consent. Trio may own the Information, or portions of the Information may be made available to it through arrangements that Trio has with third parties. The Information is protected by United States and foreign intellectual property laws. Unauthorized use of the Information may result in violation of copyright, trademark, and other laws. You may not sell, transfer, assign, license, sublicense, or modify the Information or reproduce, display, publicly perform, make a derivative version of, distribute, transmit, reuse, repost, or otherwise use the Information in any way for any public or commercial purpose without Trio’s written permission. You may not use the Site or the Information from the Site (i) in any way that breaches any applicable local, national or international law or regulation; (ii) in any way that is unlawful or fraudulent, or that has any unlawful or fraudulent purpose or effect; (iii) to transmit, or procure the sending of, any unsolicited or unauthorized advertising or promotional material or any other form of similar solicitation (spam); or (iv) to make unauthorized attempts to access any of Trio’s systems or third party networks. The use or posting of any of the Information on any other website or in a networked computer environment for any purpose is expressly prohibited. If you violate any part of these terms, your right to access and/or use the Information and Site shall automatically terminate and you shall immediately destroy any copies you have made of the Information. Trio reserves the right to withdraw, amend or revise the Site without notice. Trio will not be liable if for any reason the Site is unavailable at any time or for any period. 
11. Void Where Prohibited. The Site and its contents are intended to comply with the laws and regulations in the U.S. Although the information on the Site is accessible to users outside of the U.S., the information pertaining to Trio 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. You understand that Trio makes no representation that the information in the Site is appropriate or available for use in locations outside of the United States, and access to the Site from territories where the content of the website may be illegal or inappropriate is prohibited. Those who choose to access the Site from other locations do so on their own initiative and risk and are responsible for compliance with applicable local laws.  Trio reserves the right to limit provision of its products or services to any person, geographic region or jurisdiction and/or to limit the quantities or any products or services it provides. Any offer for any product or service made on the Site is void where prohibited.
12. Governing Laws. This Terms of Use Agreement and your use of the Site shall be governed by the laws of the United States of America and the State of New Jersey without regard to its conflicts of laws principles. Any legal action or proceeding related to the Site shall be brought exclusively in a federal or state court of competent jurisdiction sitting in Trenton, NJ and you hereby consent and submit to the exclusive jurisdiction of such state and federal courts. You will comply with any applicable export restrictions under any applicable export control laws and not to export or re-export any of the Information to countries or persons prohibited under such export control laws. If you are in a country where such export is prohibited or are a person or entity for which such export is prohibited, you may not download any Information. You are solely responsible for compliance with the laws of your specific jurisdiction regarding the import, export, or re-export of the Information.
13. Miscellaneous. If any provision of this Terms of Use Agreement is held to be unlawful, void or unenforceable, then such provision shall be severable without affecting the enforceability of all remaining provisions. Trio reserves the right to alter or delete materials from the Site at any time at its discretion. You understand and agree that Trio may change this Terms of Use Agreement at any time without prior notice. You may read a current, effective copy of these this Terms of Use Agreement at any time by selecting the “Terms of Use” link on the Site. Trio may revise these terms at any time without prior notice. Any use of the Site after such date shall constitute your acceptance of such revised terms and conditions. If any change to this this Terms of Use Agreement is not acceptable to you, your sole remedy is to cease accessing, browsing and otherwise using the Site. These terms will inure to the benefit of Trio’s successors, assigns, licensees, and sublicensees.