IMPORTANT LEGAL INFORMATION AND TERMS OF USE

Website Terms and Conditions

Please read the following Important Legal Information and Terms of Use (the “Terms of Use”) prior to using this website. By using or otherwise accessing this website you agree to the terms, conditions, policies and restrictions governing the use of this website, which thus constitute a legal agreement between you and Deerfield Management Company, L.P. (“Deerfield”) and Oxeon, LLC (“Oxeon”, and, together with Deerfield, the “Site Owners”). The Site Owners may change, suspend or discontinue any aspect of this website at any time, including the availability of any feature, database or content therein. These Terms of Use may also be modified by the Site Owners without notice to you, and such modified Terms of Use shall be effective immediately upon posting. IF YOU DO NOT AGREE TO ABIDE BY THESE TERMS AND CONDITIONS, DO NOT USE THIS WEBSITE. YOUR CONTINUED USE OF THIS WEBSITE FOLLOWING THE POSTING OF ANY CHANGES TO THE TERMS OF USE CONSTITUTES ACCEPTANCE OF SUCH CHANGES.

You must abide by any and all terms of use and policies posted on this website. You agree that all of your use of this website will comply with applicable laws.

  1. Collection of Information

    Deerfield is registered as an adviser under the Investment Advisers Act of 1940, as amended. Oxeon is a healthcare growth services firm. The purpose of this website (including any portion of this website available only to investors) is limited to providing you with general information on services and philosophy related to the Break into the Boardroom program founded by Deerfield and Oxeon. The Site Owners do not render, purport to render, or offer to render investment advice through this website. Nothing on this website constitutes or forms a part of any offer for sale or subscription of, or any invitation to offer to buy or subscribe for, any securities, nor should it or any part of it form the basis of, or be relied upon in connection with any contract or commitment whatsoever.

    Nothing here in is intended to constitute legal, accounting, tax, securities or investment advice, an opinion regarding the appropriateness of any investment, or an offer or a solicitation to buy or sell a security of any type or to engage in any other transaction. The contents of this website are intended for general information purposes only. Nothing contained on this website should be relied on in making any investment or other decision.

    Any information provided on or through this website is not a recommendation to invest in any fund, and neither the Site Owners nor any of their respective affiliates is undertaking to provide any investment advice to any investor (impartial or otherwise), or to give advice to the investor in a fiduciary capacity in connection with an investment in any fund and, accordingly, no part of any compensation received by the Site Owners or any of their affiliates is for the provision of investment advice to the investor.

  2. Disclaimers, Limitation of Liability and Indemnification

    The contents of this website are intended for the personal, non-commercial use of its users. All materials published on this website or made available through this website (the “Content”) are protected by copyright, trademark and all other applicable intellectual property laws, and are owned and controlled by the Site Owners or a party credited as the provider of such Content. Except as specifically set forth in these Terms of Use, you may not modify, adapt, translate, exhibit, publish, transmit, participate in the transfer or sale of, create derivative works from, distribute, perform, display, reverse engineer, decompile or disassemble, or in any way exploit any of the Content or software forming part of this website in whole or in part.

    The Site Owners reserve the right to terminate at any time and without notice any user’s access to this website.

  3. Limited Right of Use/Ownership of Contents

    EACH OF THE SITE OWNERS HEREBY DISCLAIMS ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND WITH REGARD TO THIS WEBSITE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, FREEDOM FROM VIRUSES OR OTHER HARMFUL CODE, OR FITNESS FOR A PARTICULAR PURPOSE.

    This website and the information contained herein are provided “as is.” The information contained on this website is gathered from sources deemed to be reliable; however, the Site Owners do not warrant the accuracy, adequacy or completeness of the information and material contained on this website as of the viewing date and expressly disclaims liability for errors or omissions in such information and materials. The Site Owners do not make any commitment to update material or information on this website.

    THE SITE OWNERS ARE NOT LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES ARISING OUT OF ANY USE OR INABILITY TO USE THIS WEBSITE OR ANY PORTION THEREOF, REGARDLESS OF WHETHER A SITE OWNER HAS BEEN APPRISED OF THE LIKELIHOOD OF SUCH DAMAGES OCCURRING AND REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE.

    By accessing and/or using this website, you agree to indemnify, defend and hold the Site Owners and their respective officers, directors, partners, employees, members, agents, information providers, affiliates, licensors and licensees (collectively, the “Indemnified Parties”) harmless from and against any and all liability and costs, including without limitation reasonable attorneys' fees and expenses, incurred by the Indemnified Parties in connection with any claim arising out of or breach by you of these Terms of Use or the representations, warranties and covenants deemed made by you hereunder or any activity related to your account or password (including but not limited to negligent or wrongful conduct), by you or any other person accessing this website using your account or password. You agree to cooperate as fully as reasonably required in the defense of any claim. The Site Owners reserve the right, at their own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. You shall not enter into any settlement agreement which affects the rights of any of the Indemnified Parties or requires the taking of any action by any of them, without prior written approval of the Site Owners.

    There may be legal requirements in various countries and jurisdictions which may restrict the information that can be accessed. Persons who obtain information from this website should inform themselves about and observe any restrictions imposed in the jurisdiction in which this website is accessed.

  4. Submitted Materials & Submitting Plans

    Unless specifically requested, the Site Owners do not solicit, nor do the Site Owners wish to receive, any confidential, secret or proprietary information or other material from you through this website, by e-mail, through the “Contact Us” feature, or in any other way. Any materials submitted or sent on or through this website in any manner (collectively, “Submitted Materials”) will be deemed not to be confidential or secret, and may be used by us in any manner consistent with these Terms of Use and our Privacy Policy. By submitting Submitted Materials on this website, you: (i) represent and warrant that you either own your Submitted Materials, or that you have the necessary licenses, rights, consents and permissions to use such Submitted Materials and submit them to this website; and (ii) you grant the Site Owners a royalty-free, unrestricted, worldwide, perpetual, irrevocable, non-exclusive and fully transferable, assignable and sublicensable right and license to use such material (in whole or part) in any manner and/or to incorporate it (in whole or in part) in other works (including, without limitation, this website), products or services in any form, media, or technology now known or later developed. The Site Owners are not obligated to review any Submitted Materials. The Site Owners cannot be responsible for maintaining any Submitted Material you provide to this website, and may delete or destroy any such Submitted Material at any time.

  5. User Conduct

    Without limitation of the other terms and conditions set forth herein, while accessing or using this website, the Content and/or the various other features available on this website, you agree that you shall not:

    • impersonate any person or entity or misrepresent your affiliation with any other person or entity, whether actual or fictitious, including anyone from this website or the Site Owners;
    • use, redistribute, republish or exploit any part of this website or any Content for any commercial or promotional purposes;
    • obtain or attempt to gain unauthorized access to other computer systems, materials, information or any services available on or through this website through any means, including through means not intentionally made publicly available or provided for through this website;
    • engage in “spidering,” “screen scraping,” “database scraping,” harvesting of e-mail addresses or other personal information, or any other automatic or unauthorized means of accessing, logging-in or registering on this website, or obtaining lists of users or other information from or through this website including, without limitation, any information residing on any server or database connected to this website;
    • use this website, the Content or its features and services in any manner that could interrupt, damage, disable, overburden or impair this website or interfere with any other party's use and enjoyment of this website, including, without limitation, sending mass unsolicited messages or “flooding” servers with requests;
    • use this website or the Content (including by submitting Submitted Materials) to, or in any other manner, violate, plagiarize or infringe the rights of third parties, including without limitation, copyright, trademark, trade secret, confidentiality, contract, patent, rights of privacy or rights of publicity or any other proprietary or legal right;
    • upload, post, publish, distribute or otherwise transmit any information or material which constitutes or contains a virus, spyware, or other harmful component, or which contains any embedded links, advertising, chain letters or pyramid schemes of any kind;
    • disclose any sensitive, proprietary or confidential information, about yourself or anyone else, other than your own personally identifiable information where specifically requested by the Site Owners;
    • attempt (or encourage or support anyone else’s attempt) to circumvent, reverse engineer, decrypt, or otherwise alter or interfere with this website; or
    • use this website or its services (or any Content), in whole or in part, or submit any information to this website, in violation of any applicable law, rule or regulation.
  6. Hyperlink Policy

    At certain places on this website, live ‘links’ to other Internet addresses can be accessed. Such external Internet addresses contain information created, published, maintained, or otherwise posted by institutions or organizations independent of the Site Owners. The Site Owners do not endorse, approve, certify, or control these external Internet websites and do not guarantee or assume responsibility for the accuracy, completeness, efficacy or timeliness of information located at such websites, nor do the Site Owners warrant that such websites are free from claims of copyright, trademark, or other infringement of the rights of third parties or that such websites or content are devoid of viruses or other contamination. Use of any information obtained from such websites is voluntary, and at such user’s own risk, and reliance on it should only be undertaken after an independent review of its accuracy, completeness, efficacy, and timeliness. Reference therein to any specific commercial product, process, or service by trade name, trademark, service mark, manufacturer, or otherwise does not constitute or imply endorsement, recommendation, or favoring by the Site Owners. You acknowledge and agree that we have no responsibility for the information, content, products, services, advertising, code or other materials which may or may not be provided by or through such other sites.

  7. Copyright and Trademarks

    Copyright 2019 Deerfield Management Company, L.P. and Oxeon, LLC. All Rights Reserved. DEERFIELD® and ADVANCING HEALTHCARE® are registered trademarks of Deerfield Management Company, L.P. and may not be used without the express written consent of Deerfield. All other marks are property of their respective owners. Any copying of information or documents published on this website without prior written approval from the Site Owners is strictly prohibited.

  8. Miscellaneous

    These Terms of Use constitute the entire agreement between you and the Site Owners and govern your use of this website and any services offered through this website. This agreement supersedes any prior terms of use or other agreements concerning the subject matter hereof between you and the Site Owners.

    These Terms of Use and the relationship between you and the Site Owners shall be governed by, and construed and enforced in accordance with, the laws of the State of New York without regard to its conflict of law provisions that might cause the application of the laws of another jurisdiction. You agree to submit to the personal and exclusive jurisdiction of the federal and state courts located within the County, City and State of New York for the resolution of any disputes arising out of or relating to these Terms of Use or this website.

    The failure by the Site Owners to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision, and no waiver shall be enforceable unless in writing and signed by the party against whom enforcement is sought. If any provision of these Terms of Use is found by a court of competent jurisdiction to be invalid, the other terms and conditions of these Terms of Use shall remain in full force and effect.