Terms of Use

This website is provided to you by Trillium Therapeutics Inc. (“Trillium”). Your use of this website and any other websites operated or provided by Trillium or its affiliated or related entities, (collectively, the “Site”) is subject to the following terms and conditions, as may be amended from time to time (the “Terms”). Your use of this Site, or continued use of the Site, constitutes your acceptance of these Terms in current and modified form. If you do not agree to the Terms, you may not use the Site.  Your access to and use of the Site is also subject to our Privacy Policy located at https://trilliumtherapeutics.com/privacypolicy/, the terms and conditions of which are incorporated herein by reference.

Use of the Site

The Site, including any web pages, text, images, sounds, software, and other data or information contained in the Site (the “Data”), are provided for general informational purposes, only for your personal use and is not intended to be used in making any decision relating to an investment in securities of Trillium. You may not use the Site for any purpose that is unlawful under applicable law, or prohibited by these Terms. You may view and print out web pages from the Site for personal use. Except as expressly permitted by Trillium, you may not use the Site or the Data for commercial purposes. You may not remove any copyright or other proprietary notices from copies of the Data. Trillium disclaims any and all liability for consequences which may result from unauthorized reproduction or use of the Data. Nothing on the Site is to be considered an offer by Trillium to accept an investment in the company.

We may own the Data or portions of the Data may be made available to us through arrangements that we have with third parties. The Data is protected by United States and foreign intellectual property laws. Unauthorized use of the Data may result in violation of copyright, trademark, and other laws. You have no rights in or to the Data, and you will not use, copy or display the Data except as permitted under these Terms. No other use is permitted without our prior written consent. You must retain all copyright and other proprietary notices contained in the original Data or any copy you make of the Data.

Intellectual Property

The trademarks, service marks, and logos of Trillium and its affiliates (the “Trillium Trademarks”) used and displayed on this Site are registered and unregistered trademarks or service marks of Trillium and/or its affiliates. Other company, product, and service names located on the Site may be trademarks or service marks owned by third parties (the “Third-Party Trademarks”, and, collectively with the Trillium Trademarks, the “Trademarks”). Nothing on this Site or in these Terms should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on this Site without our prior written consent specific for each such use. The Trademarks may not be used to disparage Trillium, its affiliates, or the applicable third party, the products or services of Trillium, its affiliates, or the applicable third party, or in any manner (using commercially reasonable judgment) that may damage any goodwill in the Trademarks. Use of any Trademarks as part of a link to or from any website is prohibited without our prior written consent. All goodwill generated from the use of any Trillium Trademark will inure to our benefit.

You agree not to: (a) take any action that imposes an unreasonable load on the Site’s infrastructure; (b) use any device, software or routine to interfere or attempt to interfere with the proper working of the Site or any activity being conducted on the Site; (c) attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising or making up the Site; (d) delete or alter any material posted on the Site, whether by us or any other person or entity; or (e) frame or link to any of the materials or information available on the Site. Certain elements of the Site are protected by trade dress, trademark, unfair competition, and other state and federal laws and may not be copied or imitated in whole or in part, by any means, including but not limited to, the use of framing or mirrors, except as otherwise expressly permitted by these Terms. None of the content for this Site may be retransmitted without the express written consent from Trillium for each and every instance.

Forward Looking Statements and Accuracy of Data

This Site may contain forward-looking statements within the meaning of applicable securities laws. These forward looking statements are not based on historical facts but rather on management’s expectations regarding future activities, results of operations, performance, future capital and other expenditures (including the amount, nature and sources of funding thereof), competitive advantages, development timelines, business prospects and opportunities. All statements contained herein that are not clearly historical in nature are forward-looking, and the words “anticipate”, “believe”, “expect”, “estimate”, “may”, “will”, “could”, “leading”, “intend”, “potential”, “contemplate”, “should”, “plan”, “predict” and similar expressions are generally intended to identify forward-looking statements.  All forward-looking statements are based on our beliefs and assumptions based on information available at the time the assumption was made. By its nature, forward-looking information involves numerous assumptions, inherent risks and uncertainties, both general and specific, that contribute to the possibility that the predictions, forecasts, projections or other forward-looking statements will not occur. Such forward looking statements reflect current beliefs and assumptions of Trillium’s management and are based on information currently available to management. Forward looking statements involve significant known and unknown risks, uncertainties and assumptions and other factors that may cause Trillium’s actual results, levels of activity, performance or achievements to differ materially from those implied by the forward looking statements. A discussion of risks and uncertainties facing Trillium appears in Trillium’s filings with Canadian securities authorities and available at www.sedar.com and with the U.S. Securities Exchange Commission and available at www.sec.gov. These factors should be considered carefully and prospective investors should not place undue reliance on the forward looking statements. Although the forward looking statements contained on the Site are based upon what management believes to be reasonable assumptions, Trillium cannot assure investors that actual results will be consistent with these forward looking statements. Forward looking statements and other Data are based on information that is no more current than the date the statements or Data are posted on the Site and Trillium assumes no obligation to update or revise the information provided to reflect new events or circumstances, unless required by applicable law. Please note that while our filings with the SEC and other regulatory agencies are available through Internet links contained on the Site, no information or content contained on or through the Site is incorporated by reference into or considered to be part of such filings, unless otherwise noted therein.

DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY

Disclaimer of Warranties.

TRILLIUM, ITS AFFILIATES, AND ITS AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR COLLABORATION PARTNERS (COLLECTIVELY, THE “TRILLIUM PARTIES”) MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE DATA, INCLUDING BUT NOT LIMITED TO ITS ACCURACY, RELIABILITY, COMPLETENESS, TIMELINESS, OR RELIABILITY. THE TRILLIUM PARTIES WILL NOT BE SUBJECT TO LIABILITY FOR THE TRUTH, ACCURACY OR COMPLETENESS OF THE DATA OR ANY OTHER INFORMATION CONVEYED TO THE USER OR FOR ERRORS, MISTAKES OR OMISSIONS THEREIN OR FOR ANY DELAYS OR INTERRUPTIONS OF THE DATA OR INFORMATION STREAM FROM WHATEVER CAUSE. YOU AGREE THAT YOU USE THE SITE AND THE DATA AT YOUR OWN RISK.THE TRILLIUM PARTIES DO NOT WARRANT THAT THE SITE WILL OPERATE ERROR FREE OR THAT THE SITE, ITS SERVER, OR THE DATA ARE FREE OF COMPUTER VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES. IF YOUR USE OF THE SITE OR THE DATA RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, NO TRILLIUM PARTY WILL BE RESPONSIBLE FOR THOSE COSTS.

THE SITE AND DATA ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND. THE TRILLIUM PARTIES DISCLAIM ALL WARRANTIES INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF TITLE, MERCHANTABILITY, NON INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.

Limitation of Liability.

IN NO EVENT WILL ANY TRILLIUM PARTY BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, INCIDENTAL AND CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM THE USE OR INABILITY TO USE THE SITE AND THE DATA, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, EVEN IF SUCH TRILLIUM PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

State Limitations.

SOME STATES DO NOT ALLOW THE DISCLAIMER OR EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, IN SUCH STATES, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU OR BE ENFORCEABLE WITH RESPECT TO YOU, AND THE LIABILITY OF THE TRILLIUM PARTIES WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.  IF YOU ARE FROM NEW JERSEY, THE FOREGOING SECTIONS ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE STATE OF NEW JERSEY. IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY, THE INVALIDITY OF SUCH PORTION WILL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS.

Medical Advice Disclaimer.

THE SITE IS INTENDED TO PROVIDE INFORMATION ABOUT TRILLIUM AND ITS AFFILIATES’ RESEARCH AND DEVELOPMENT ACTIVITIES AND INFORMATION REQUIRED BY APPLICABLE LAWS AND REGULATIONS. THE SITE IS IN NO WAY INTENDED TO REPLACE PROFESSIONAL MEDICAL CARE OR ATTENTION BY A QUALIFIED PRACTITIONER. CONTENT CANNOT AND SHOULD NOT BE USED AS A BASIS FOR DIAGNOSIS OR CHOICE OF TREATMENT. NO INFORMATION ON THE SITE IS PROVIDED WITH THE INTENTION TO GIVE MEDICAL ADVICE OR INSTRUCTIONS ON THE ACCURATE USE OF OUR, OUR AFFILIATES’ OR OUR OR THEIR COLLABORATION PARTNERS’ DRUGS OR DRUG CANDIDATES FOR THE TREATMENT OF ANY MEDICAL CONDITION. TRILLIUM CANNOT ANSWER UNSOLICITED EMAILS REQUESTING PERSONAL MEDICAL ADVICE. USERS SHOULD ALWAYS CONSULT A HEALTHCARE PROFESSIONAL.

Indemnity

As a condition of use of the Site, you agree to defend, indemnify and hold Trillium and its affiliated or related entities, and their respective officers, directors, employees and agents, harmless from and against any and all claims against, and any related losses incurred by, Trillium (including without limitation damages, losses, expenses, reasonable legal fees and charges) arising or resulting from your breach of these Terms or your access to, use or misuse of the Site or the Data. We will provide notice to you of any such claim, suit, or proceeding. Trillium reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting our defense of such matter.

Links to Third Party Site

The Site may contain links to third party websites. These links are provided solely as a convenience to you and not as an endorsement by us of the content on such third party websites.  Because Trillium has no control over such sites, you understand and agree that Trillium is not responsible for the availability of such sites and that Trillium is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources (“Third Party Content”). Trillium does not make any representations regarding the content or accuracy of any Third Party Content.  You further acknowledge and agree that Trillium shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any Third Party Content.  You should take precautions when downloading files from all websites to protect your computer from viruses, malware, and other destructive programs. If you decide to access any third party websites, you do so at your own risk.

Unsolicited Ideas Policy

With respect to any communications or materials that you transmit to, or post on, this Site by email or otherwise (collectively, “User Content”), you represent and warrant that you own all rights, title and interest in and to such User Content, including, without limitation, all copyrights and rights of publicity contained therein. By uploading any User Content, you hereby grant to Trillium and its affiliated companies a non-exclusive, royalty-free, fully paid-up, transferable, perpetual, worldwide, sublicensable (through multiple tiers), irrevocable license to copy, reproduce, transmit, display, modify, distribute, upload, perform, store, and otherwise use your User Content for any purpose, in accordance with our Privacy Policy and applicable laws and regulations. Further, you acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Site and our company and products (“Submissions”), provided by you to Trillium are non-confidential and Trillium will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you. You acknowledge and agree that Trillium may preserve content and may also disclose content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce these Terms; (c) respond to claims that any content violates the rights of third parties; or (d) protect the rights, property, or personal safety of Trillium, its users, and the public. You understand that the technical processing and transmission of the Site and the Data, including your content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. We are not liable for protection of privacy of electronic mail or other information transferred through the Internet or any other network that you may use.

Termination of Terms of Use

We reserve the right, in our sole discretion, to restrict, suspend, or terminate these Terms and your access to all or any part of the Site or the Data at any time and for any reason without prior notice or liability. We also reserve the right to change, suspend, or discontinue all or any part of the Site or the Data at any time without prior notice or liability.

User Must Comply with Applicable Laws

We make no claims concerning whether the Data may be downloaded, viewed, or be appropriate for use outside of the United States and Canada. If you access the Site or the Data from outside of the United States or Canada, you do so at your own risk. Whether inside or outside of the United States or Canada, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.

The United States and Canada control the export of products and information. You expressly agree to comply with such restrictions and not to export or re-export any of the Data to countries or persons prohibited under the export control laws. By downloading the Data, you are expressly agreeing that you are not in a country where such export is prohibited or are a person or entity for which such export is prohibited. You are solely responsible for compliance with the laws of your specific jurisdiction regarding the import, export, or re-export of the Data.

U.S. Government Restricted Rights

The Data is provided with “RESTRICTED RIGHTS.” Use, duplication, or disclosure by the Government is subject to the restrictions contained in 48 CFR 52.227-19 and 48 CFR 252.227-7013 et seq. or its successor. Use of the Site or the Data by the Government constitutes acknowledgement of our proprietary rights in the Site and the Data.

Miscellaneous

These Terms are governed by the internal substantive laws of Ontario, without respect to its conflict of laws provisions. You expressly agree to submit to the exclusive personal jurisdiction of the courts sitting in Ontario. If any provision of these Terms is found to be invalid by any court having competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of these Terms, which will remain in full force and effect. Failure of Trillium to act on or enforce any provision of these Terms will not be construed as a waiver of that provision or any other provision in these Terms. No waiver will be effective against Trillium unless made in writing, and no such waiver will be construed as a waiver in any other or subsequent instance. Except as expressly agreed by Trillium and you, these Terms constitutes the entire agreement between you and Trillium with respect to the subject matter, and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. The section headings are provided merely for convenience and will not be given any legal import. These Terms will inure to the benefit of our successors, assigns, licensees, and sublicensees. Any information submitted or provided by you to the Site might be publicly accessible.