Terms of Use

Terms of Use

Terms of Use

Welcome to the SCYNEXIS, Inc. (“SCYNEXIS”) web site (the “Site”).

The Site has been designed to provide general information about SCYNEXIS. The following Terms of Use set forth the terms and conditions upon which you may access and use the Site and the information and content made available through the Site. Please read them carefully. By accessing or using the Site, you signify that you have read, understand, accept and agree to be bound by these Terms of Use and intend these Terms of Use to be the legal equivalent of a signed, written contract. IF YOU DO NOT ACCEPT, AND AGREE TO BE BOUND BY, THESE TERMS OF USE, PLEASE DO NOT ACCESS OR USE THE SITE.

Permission to Use

SCYNEXIS grants you a personal, revocable, nonexclusive, nontransferable license to access and use the Site in accordance with these Terms of Use. Your right to access and use the Site is expressly conditioned on your continued compliance with these Terms of Use.

Reservation of Right to Modify or Terminate Terms of Use

SCYNEXIS reserves the right to modify these Terms of Use or to impose new or additional terms of use at any time (“Modified Terms”). Modified Terms may be incorporated into these Terms of Use by any reasonable means (including, without limitation, by posting them to the Site). Your continued use of the Site following the incorporation of any such Modified Terms shall be deemed conclusively to indicate your acceptance of all such Modified Terms. In addition, SCYNEXIS may, in its sole discretion, terminate these Terms of Use or your right to access the Site at any time for any reason (including, without limitation, improper use of the Site or failure to adhere to these Terms of Use) or for no reason. Termination of these Terms of Use will not affect in any way SCYNEXIS’ rights to relief at law or in equity.

Intellectual Property Rights

All content of the Site is protected under United States copyright and trademark law, as well as other state, national, and international laws and regulations. You may download, store, print and copy selected information on the Site for your personal noncommercial use, provided that: (i) all hard copies of any such information include all copyright and other applicable notices included with such information on the Site; (ii) you do not modify, alter or adapt the content of the Site in any way or delete or modify any copyright or trademark notice contained on the Site; and (iii) you do not reverse engineer, decompile or disassemble any aspect of the Site. SCYNEXIS logos included on the Site are the trademarks or service marks of SCYNEXIS. All other product and service names contained on the Site, if any, are the trademarks or service marks of their respective owners. Except as expressly provided herein, nothing in these Terms of Use or on the Site shall be construed as granting any license or right to use any copyright, trademark or other intellectual property right of SCYNEXIS, by implication, estoppel or otherwise. All rights not expressly granted in these Terms of Use are hereby reserved.

Certain Site Content

Any health or medical information included on the Site is for informational purposes only and is not, and is not intended to be, a medical diagnosis or a replacement for advice given by a physician or other healthcare professional, and none of the information included on the Site constitutes, or is intended to constitute, investment advice. Product candidates in development described on the Site have not been found safe or effective by any regulatory agency and are not approved for any use other than in certain clinical trials. Information included on the Site regarding products approved for marketing, if any, is qualified in its entirety by reference to the full prescribing information for such product.

Links

The Site may provide hypertext links to other web sites that are not owned or controlled by SCYNEXIS. These links are provided for your convenience only. These web sites are controlled by third parties that SCYNEXIS does not control. Accordingly, SCYNEXIS expressly disclaims any responsibility for the content of such web sites, for the accuracy or reliability of the information thereon and for the quality of products or services provided thereby or advertised thereon. No link included on the Site constitutes an endorsement of SCYNEXIS of any content of, information on or product or service provided by, or advertised on, any such web site. If you choose to hyperlink to another web site, you do so at your own risk. SCYNEXIS reserves the right to terminate any hypertext link without notice.

Third-Party Information

The Site may include certain third-party information or content. This third-party information or content does not represent the views, opinions or beliefs of SCYNEXIS, and SCYNEXIS disclaims any responsibility for any such third-party information or content.

Forward-Looking Statements

This Site and the documents and information included on this Site may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. For this purpose, any statements included on this Site regarding the progress or scope of the research and development of any SCYNEXIS product candidate or program, such as the target indication(s) for development, the size, design, population, conduct, duration or objective of any clinical trial or the timing for initiation or completion of or availability of results from any clinical trial, for interactions with regulatory authorities, for submission or approval of any regulatory filing or for a decision or other action by any of SCYNEXIS’ present or future licensees or strategic collaborators, any payments that SCYNEXIS may receive, SCYNEXIS’ future operations, financial position, revenues, costs or expenses, or SCYNEXIS’ strategies, prospects, plans, expectations or objectives, other than statements of historical fact, are forward-looking statements. In some cases, the terms “may,” “could,” “would,” “should,” “will,” “continue,” “believe,” “plan,” “expect,” “anticipate,” “estimate,” “intend,” “predict,” “project,” “potential,” “continue,” “ongoing,” “scheduled” and similar words or expressions may identify forward-looking statements. SCYNEXIS’ actual results, performance or experience may differ materially from those expressed or implied by any forward-looking statement as a result of various important factors, including its critical accounting policies and risks and uncertainties relating to: the conduct and results of clinical trials and non-clinical studies and assessments of SCYNEXIS’ product candidates, including the performance of third parties engaged to execute such trials, studies and assessments, delays resulting from any changes to the applicable protocols and difficulties or delays in the completion of subject enrollment or data analysis; whether positive findings from completed clinical trials of any SCYNEXIS product candidate will be replicated in ongoing or any future clinical trials of that product candidate; SCYNEXIS’ ability to establish additional strategic alliances, collaborations or licensing or other comparable arrangements on favorable terms; SCYNEXIS’ ability to protect its intellectual property; and the timing and success of submission, acceptance and approval of regulatory filings. These and other risks and uncertainties that SCYNEXIS faces are described in more detail under the caption “Risk Factors” in its most recent annual report on Form 10-K and in other filings that it may make with the Securities and Exchange Commission. As a result of the risks and uncertainties, the results or events indicated by the forward-looking statements may not occur. You are cautioned not to place undue reliance on any forward-looking statement.

Any forward-looking statement contained on this Site represents SCYNEXIS’ views only as of the date first posted and should not be relied upon as representing its views as of any subsequent date. SCYNEXIS anticipates that subsequent events and developments may cause its views to change. Although it may elect to update these forward-looking statements publicly at some point in the future, it specifically disclaims any obligation to do so, except as required by applicable law. SCYNEXIS’ forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures or investments it may make.

Submissions

You may use the Site to contact SCYNEXIS with inquiries about information included on the Site. When you provide any information to SCYNEXIS, you agree to provide true, accurate, complete and current information and not to use a false or misleading name or a name that you are not authorized to use. You shall not transmit information to or through the Site that: (i) infringes or violates any intellectual property right or privacy right of any third party; or (ii) contains confidential information or trade secrets belonging to you or any third party. SCYNEXIS does not want to receive any such information. Any ideas, suggestions, information, know-how, material or other content transmitted to or through the Site will be deemed to include a royalty-free, perpetual, irrevocable, transferable, worldwide, nonexclusive right and license for SCYNEXIS to adopt, publish, reproduce, disseminate, transmit, distribute, copy, use, create derivative works, display, (in whole or part), or act thereon without any approval or consideration from you, in any form, medium, or technology now known or later developed for the full term of any rights that may exist therein. SCYNEXIS makes no promise, express or implied, that it will not use any such idea, suggestion, information, know-how, material or other content for its own purposes, which may include reproduction, publication, broadcast and posting.

Security

You are prohibited from violating or attempting to violate the security of the Site. Without limiting the generality of the foregoing, you may not: (i) access data or materials that are not intended for you; (ii) log, or attempt to log, into a server or account that you are not authorized to access; or (iii) attempt to probe, scan or test the vulnerability of the Site. Violations of system or network security may result in civil or criminal liability. SCYNEXIS reserves the right to investigate any suspected violation of this section and to involve and cooperate with law enforcement authorities in prosecuting any party who participates in any such violation.

Compliance with Laws

You may use the Site only for lawful purposes. You agree that you will, at all times, comply with all applicable local, state, national and international laws, statutes, rules, regulations, ordinances and the like applicable to your use of the Site.

Disclaimers; Limitation of Liability

THE SITE IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, SCYNEXIS DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY (INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT).

SCYNEXIS does not warrant that the Site will be uninterrupted, secure or error-free, that defects will be corrected, or that the Site or the server that makes it available are or will be free of viruses or other harmful components. Information included on the Site may be incomplete, outdated or inaccurate and may contain typographical errors. SCYNEXIS makes no commitment to update the information included on the Site.

YOUR USE OF THE SITE IS AT YOUR OWN RISK. UNDER NO CIRCUMSTANCES SHALL SCYNEXIS OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, REVENUE OR PROFITS AND THE LIKE) ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SITE OR YOUR RELIANCE ON ANY INFORMATION CONTAINED ON THE SITE, WHETHER BASED ON CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR ANY OTHER BASIS, EVEN IF SCYNEXIS HAS BEEN ADVISED OF, OR SHOULD HAVE KNOWN OF, THE POSSIBILITY OF SUCH DAMAGES. Because some jurisdictions do not permit the exclusion of certain warranties or the limitation of liability as set forth above, such exclusions and limitations may not apply to you.

Jurisdiction

Information provided on the Site is intended for United States audiences only. SCYNEXIS makes no representation that the information on the Site is appropriate or available for use in other locations, and access or use of the Site from territories in which the content of the Site may be illegal is prohibited. If you wish to access or use the Site from outside of the United States, you do so on your own initiative and you are responsible for complying with applicable laws and regulations. You should not construe anything on the Site as a promotion of, or solicitation for, any product or product candidate that is not authorized by the laws and regulations of the country in which you are located.

Choice of Law and Forum

These Terms of Use shall be interpreted and construed in accordance with the law of the State of North Carolina, United States of America, without regard to the principles of conflicts of laws. By accessing or using the Site, you hereby consent to personal jurisdiction in North Carolina state courts located in Durham, North Carolina and Federal courts located in Durham County, North Carolina for any action arising out of or in connection with these Terms of Use or your access or use of the Site.

Other Agreements

These Terms of Use set forth the terms and conditions upon which you may access and use the Site and the information and content included on, or made available through, the Site. These Terms of Use do not modify, alter or amend any other agreement that you may have or may enter into in the future with SCYNEXIS.

Miscellaneous

These Terms of Use constitute the entire agreement between you and SCYNEXIS with respect to your access to, and use of, the Site and the information and content included on, or made available through, the Site. The failure of SCYNEXIS to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision. If any provision of these Terms of Use is found by a court of competent jurisdiction to be invalid, the remaining provisions of these Terms of Use shall remain in full force and effect.