Rising Website Terms Of Use

THIS AGREEMENT CONTAINS A BINDING ARBITRATION AGREEMENT AND CLASS ACTION AND JURY TRIAL WAIVER CLAUSES IN THE BELOW SECTION ‘DISPUTE RESOLUTION’ THAT IS APPLICABLE TO YOU AND US.

Rising Pharma Holdings, Inc. (“Rising,” “we,” “us,” or “our”) owns and operates the website located at www.risingpharma.com (the “Site”). The following Terms of Use (“Terms”), along with any additional terms and conditions that are referenced herein or that are presented in connection with a specific application, service or feature (collectively, “Terms”), and the Privacy Policy, set forth the terms and conditions that apply to use of the Site, mobile application(s) (“Mobile Applications), all content available through the Site (“Rising Content”), materials, including but not limited to, certain healthcare information, webinars, health news, data, research, analysis and opinions that are provided by third party information providers (collectively, the “Customer Resources”), and other applicable services or products (collectively, the “Services”), however accessed and/or used, whether via personal computers, mobile devices, or otherwise (collectively, “Device(s)”). As used in these Terms, the term “you” or “your” refers to each user accessing the Services. If you do not agree with any of the terms or conditions in these Terms, you must not access or use the Services. Certain Services available to you may require you to register and provide additional information to us, and in certain cases, to our third-party providers, vendors, and processors as a condition of application for and use of those Services. For certain third-party products, you also may be asked to accept the terms and policies of such provider. You should read all applicable terms and policies carefully to ensure you understand how a third-party may use your information. Please read these Terms carefully.

These Terms are subject to change on occasion, so you should review these Terms from time to time, as you will be deemed to accept such changes through your continued use of the Services. We hope you enjoy your experience with Rising.

ACCEPTANCE OF TERMS

By using, visiting, or browsing the Services (whether through a web browser you accept and agree to be bound by these Terms and you represent and warrant that you are at least 18 years of age. If you do not agree to these Terms, you cannot use the Services or any element thereof. Your use of our Mobile Applications is also subject to any additional terms and/or end user license agreements included with these applications.

THE SITE DOES NOT PROVIDE MEDICAL ADVICE.

The Site, the Services and any Rising Content are provided for informational purposes only, and are not intended as a substitute for professional medical advice, diagnosis, or treatment. Always seek the advice of your physician or other qualified health provider with any questions you may have regarding a medical condition. Never disregard professional medical advice or delay in seeking it because of something made available to you on the Site, the Services or the Rising Content. If you think you may have a medical emergency, call your doctor or 911 immediately. Rising does not recommend or endorse any products, procedures, opinions, or other information that may be mentioned on the Site, the Services and the Rising Content. Reliance on the Site, the Services, and the Rising Content is solely at your own risk.

PRODUCT DEPICTIONS AND DESCRIPTIONS ARE FOR REFERENCE PURPOSES ONLY

Through our Site, you can access general information about a broad range of generic and branded prescription and over the counter (“OTC”) pharmaceutical products (“Products”) that are part of the Rising Product Catalog. However, Rising showcases these Products on the Site SOLELY for reference- in order for our stakeholders and other interested parties to understand and appreciate our Service packs. This information should not be used for prescribing or dispensing without consultation with a licensed physician or health care provider. All Products, with the exception of OTC Products, must be taken only pursuant to the prescription of a licensed medical practitioner. All Products are supplied by our third-party suppliers and are not manufactured by Rising. We attempt to be as accurate as possible with the descriptions and of Products. However, we do not warrant that Product descriptions are accurate. The Product images showcased on the Site are for illustrative purposes only and may not be an exact representation of the actual Product.

CHANGES TO TERMS

We reserve the right, from time to time, with or without advance notice to you, to change these Terms in our sole and absolute discretion. We may notify you of changes in ways such as with a pop-up or by sending you an email to the email address associated with you or your account. You agree that it is your responsibility to visit these Terms periodically to review any such revisions. By either consenting to the Terms or continuing to access or use the Services after revisions are effective, you accept and agree to abide by them. The most current version of these Terms can be reviewed by visiting our websites and clicking on “Terms of Use” located at the bottom of the pages. The most current version of the Terms will supersede all previous versions. The effective date of these Terms is stated above.

PRIVACY POLICY

Any personally identifying information submitted through the Services is subject to our Privacy Policy . Please review our Privacy Policy to understand our practices and procedures for personal information we collect through the Services. The date of any changes to our Privacy Policy will be noted at the bottom of the policy. As applicable, please also note the separate privacy policies for our vendors providing third-party products and services through the Services. By using the Services, you are consenting to receive electronic communications from us related to the Services, your account and our operation and administration of the Services. You agree that any notice, agreements, disclosure, or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing.

ACCESSING THE SERVICES

If you choose, or are provided with, a username, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Services using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

We have the right to disable any username, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion if we conclude you have violated any provision of these Terms.

RIGHT TO TERMINATE

We reserve the right to terminate or restrict your use of the Services, without notice, for any or no reason whatsoever.

USER CONTRIBUTIONS

The Services may contain message boards, chat rooms, personal web pages or profiles, forums, bulletin boards, and other interactive features (collectively, “Interactive Services”) that allow users to post, submit, publish, display, or transmit to other users or other persons (hereinafter, “post”) content or materials (collectively, “Materials”) on or through the Services. All Materials must comply with the Content Standards set out in these Terms.

Any Materials you post to the Services will be considered non-confidential and non-proprietary. By providing any Materials on the Services, you grant us and our affiliates and service providers a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, transferrable license, with the right to sublicense, in and to the User Contributions for use in our discretion via any means, media and format now known or hereafter devised without any obligation to you, including, but not limited to, use in developing, manufacturing and marketing new products and services and in creating, supplementing, modifying and/or improving the Services. Further, you hereby waive any claim or claims against Rising, its affiliates, licensors, and successors-in-interest regarding use of such Materials. You represent and warrant to us that any and all Materials submitted by you is and will be original to you and does not or will not infringe or violate the rights of any party.

You represent and warrant that you own or control all rights in and to the Materials and have the right to grant the license granted above to us and our affiliates and service providers.

All of your Materials do and will comply with these Terms.

CONTENT STANDARDS

The following Content Standards apply to any and all Materials and use of the Services. You are responsible for any and all Materials, including without limitation data, text, information, usernames, graphics, images, photographs, profiles, audio, video, items, and links which you post to the Services. Please use common sense when posting Content to the Services. Postings which may violate any state, federal, or other law which applies in your jurisdiction, whether civil or criminal, are strictly prohibited. Refrain from posting any Content which contains profanity or nudity. Rising reserves the right to reject, refuse to post, or delete any Content for any reason, including, but not limited to, Content which, in the sole judgment of Rising, violates this Agreement or which otherwise may be deemed offensive or rude. Rising does not assume responsibility for monitoring user posted Content.

PROHIBITED USES/YOUR CONDUCT IN ACCESSING THE SERVICES

Any use or attempted use of the Services (i) for any unlawful, unauthorized, fraudulent or malicious purpose, or (ii) that could damage, disable, overburden, or impair any server, or the network(s) connected to any server, or (iii) interfere with any other party’s use and enjoyment of the Services, or (iv) to gain unauthorized access to any other accounts, computer systems or networks connected to any server or systems through hacking, password mining or any other means, or (v) to access systems, data or information not intended by Rising to be made accessible to a user, or (vi) attempt to obtain any materials or information through any means not intentionally made available by Rising, or (vii) any use other than the business purpose for which it was intended, is prohibited.

By accessing the Services, including the websites, mobile application(s) and/or user interfaces, you agree to use the Services, including all features and functionalities associated therewith, the websites, the mobile application(s), and/or user interfaces and all content and software associated therewith in accordance with these Terms and all applicable laws, rules, and regulations, including public performance limitations or other restrictions on use of the Services or content therein. You agree not to upload, post, e-mail or otherwise send or transmit any material that contains software viruses, or any other computer code, files or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment associated with the Service. You also agree not to impersonate any other person or imply any affiliation with Rising in connection with your use of the Services, conduct yourself in a vulgar or offensive manner while using the Services, or use the Services for any unlawful purpose.

You agree that you will NOT use the Services to:

upload, download, post, email, transmit, store or otherwise make available any content that is unlawful, harassing, threatening, harmful, tortious, defamatory, libelous, abusive, violent, obscene, vulgar, invasive of another's privacy, hateful, racially or ethnically offensive, or otherwise objectionable;
stalk, harass, threaten or harm another;
request personal or other information from a minor (any person under the age of 18 or such other age as local law defines as a minor) who is not personally known to you, including, but not limited to, any of the following: full name or last name, home address, zip/postal code, telephone number, picture, or the names of the minor's school, church, athletic team or friends;
pretend to be anyone, or any entity, you are not — you may not impersonate or misrepresent yourself as another person (including celebrities), entity, another user, a Rising employee, or a civic or government leader, or otherwise misrepresent your affiliation with a person or entity;
engage in any copyright infringement or other intellectual property infringement (including uploading any content to which you do not have the right to upload), or disclose any trade secret or confidential information in violation of a confidentiality, employment, or nondisclosure agreement;
upload, post, email, transmit, store or otherwise make available any material that contains viruses or any other computer code, files or programs designed to harm, interfere or limit the normal operation of the Services (or any part thereof), or any other computer software or hardware;
interfere with or disrupt the Services (including accessing the websites through any automated means, like scripts or web crawlers), or any servers or networks connected to the websites, or any policies, requirements or regulations of networks connected to the websites (including any unauthorized access to, use or monitoring of data or traffic thereon);
plan or engage in any illegal activity; and/or
gather and store personal information of any other users of the Services to be used in connection with any of the foregoing prohibited activities.

RISING INTELLECTUAL PROPERTY AND TRADEMARK RIGHTS

The Services and their entire contents, features, and functionality (including but not limited to all Rising Content, information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof), are owned by Rising, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. These Terms permit you to use the Services for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material of the Services, except as follows:

Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.

You may store files that are automatically cached by your web browser for display enhancement purposes.

You may print one copy of a reasonable number of pages of the websites for your own personal, non-commercial use and not for further reproduction, publication, or distribution.

If we provide desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by our end user license agreement for such applications.

If we provide social media features with certain content, you may take such actions as are enabled by such features.

You must not:

Modify copies of any materials from the websites.

Use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text.

Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site.

You must not access or use for any commercial purposes any part of the Services or any services or materials available through the websites except as offered for commercial purposes. If you print, copy, modify, download, or otherwise use or provide any other person with access the Services in breach of the Terms, your right to use the Services will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Services or any content on the websites is transferred to you, and all rights not expressly granted are reserved by Rising. Any use of the Services not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark, and other laws.

Rising is the owner or licensee of certain trademarks, service marks and logos (registered and unregistered) (the “Rising Trademarks”). The Rising Content and Rising Trademarks are collectively referred to herein as the “Rising Intellectual Property.” Other product and brand names and logos used and displayed on this Site may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to Rising. Except as expressly permitted in these Terms, you have no rights in or to the Site, the Services or the Rising Intellectual Property.

COPYRIGHT

The Services, including all content included on any websites, mobile applications, and/or user interfaces, including, text, graphics, logos, designs, photographs, button icons, images, audio/video clips, digital downloads, data compilations, and software, are the property of Rising or its licensors, and are protected by United States and international copyright, trade secret or other intellectual property laws and treaties. The compilation of all content, data and any software or other materials provided by Rising on the Services, including the websites and/or user interfaces, or in connection with the Services are the exclusive property of Rising and its licensors and are protected by the copyright and other intellectual property laws in the territories in which the Services operates and by international treaty provisions. Neither the Services content nor software may be reproduced for any purpose whatsoever. Any use of the Services shall be in strict accordance with these Terms. You agree not to decompile, reverse engineer, or disassemble any software or other products or processes accessible through the Services, not to insert any code or product or manipulate the content of the Services in any way, and not to use any data mining, data gathering or extraction method. Rising reserves the right to terminate your use of Services hereunder if Rising, in its sole and absolute discretion, believes that you are in violation of these Terms or applicable law or that you are otherwise infringing or violating Rising’s proprietary rights in and to the Services and/or any elements thereof. Rising does not promote, foster, or condone the unauthorized copying of content or video events of any party or any other infringing activity. The use of the Services, including tools and features made available to you by us through the Services, is solely for your personal and non-commercial use. For the sake of clarity, your use of any feature on the Services that enables clipping and sharing of content from the Services and/or use of that content may be implemented only through the tools provided for such feature without any copying of the content and is strictly for personal use and may not be used to distribute, syndicate, or share with others via any commercial site commercial service or commercial page. Other terms may be posted with and apply to use of such features.

COPYRIGHT COMPLAINTS.

If you believe this Site contains any content that infringes your copyright, please contact our Copyright Agent, as detailed below, with the following information:

An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
A description of the copyrighted work that you claim has been infringed;
A description of where the material that you claim is infringing is located on the Site;
Your address, telephone number and email address;
A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and
A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or duly authorized to act on the copyright owner’s behalf.

To contact our Copyright Agent by regular mail, please write to:

ATTN: Copyright Claim
Rising Pharma Holdings, Inc.
2 Tower Center Blvd.
Suite 1401A
East Brunswick, NJ 08816

To contact our Copyright Agent by email, please write to webmaster@risingpharma.com, with COPYRIGHT NOTICE in the subject line.

AUTHORS AND BLOGGERS

Rising does not warrant any of the information provided on the Services. Please use common sense when reviewing articles and blogs posted on the Services. You should not rely in any way on any information posted on the Services.

ADVERTISERS

The Services may contain advertising and sponsorships. Advertisers and sponsors are responsible for ensuring that material submitted for inclusion on the Services is accurate and complies with applicable laws. We are not responsible for the illegality or any error, inaccuracy or problem in the advertiser’s or sponsor’s materials.

PRIVACY

Your privacy is very important to Rising. Please read Rising’s Privacy Policy. Rising’s Privacy Policy, as it may change from time to time, shall be considered a part of these Terms.

DISCLAIMERS OF WARRANTIES AND LIMITATIONS ON LIABILITY

ALL PRODUCTS AND CUSTOMER RESOURCES ARE SUPPLIED BY THIRD PARTIES. NONE OF RISING, ITS AFFILIATES, SUBSIDIARIES, OR ITS OR THEIR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR CONTRACTORS (COLLECTIVELY THE “RISING PARTIES”) ENDORSE OR RECOMMEND ANY PRODUCTS, OR CUSTOMER RESOURCES. NONE OF THE RISING PARTIES IS A PARTY TO, OR HAS ANY RESPONSIBILITY OR LIABILITY WITH RESPECT TO, ANY PRODUCTS, ANY CUSTOMER RESOURCES, OR FOR ANY RESULTS CAUSED BY USING THE SITE, THE SERVICES OR ANY CUSTOMER RESOURCES, INCLUDING WITHOUT LIMITATION, ANY DEATH, BODILY INJURY OR HEALTH PROBLEMS YOU MAY SUFFER. WE EXPRESSLY DISCLAIM ANY AND ALL LIABILITY IN CONNECTION WITH THE FOREGOING.

THE SERVICES, INCLUDING OUR WEBSITES AND USER INTERFACES, AND ALL CONTENT AND SOFTWARE ASSOCIATED THEREWITH, AND ANY OTHER FEATURES OR FUNCTIONALITIES ASSOCIATED WITH THE SERVICES, ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. THE RISING PARTIES AND OUR LICENSORS MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WITH RESPECT TO THE SERVICES, OUR WEBSITES AND USER INTERFACES, OR ANY CONTENT AND SOFTWARE ASSOCIATED THEREWITH. RISING DOES NOT GUARANTEE, REPRESENT, OR WARRANT THAT YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, AND YOU AGREE THAT RISING MAY ELIMINATE OR OTHERWISE MODIFY ANY OR ALL ASPECTS OF THE SERVICES, INCLUDING FEATURES, WITHOUT COMPENSATION OR NOTICE TO YOU. RISING SPECIFICALLY DISCLAIMS LIABILITY FOR THE USE OF THE SERVICES. Without limiting the foregoing, the Rising Parties and our licensors assume no liability or responsibility for any of the following: (i) errors or omissions in the content delivered by the Services, including the websites and user interfaces; (ii) recommendations or advice of Customer Service; (iii) any failure or interruption in the availability of the Services and/or websites or user interfaces, (iv) delivery and or display of any content contained on or through the Services, including the websites and/or user interfaces; and (vii) any losses or damages arising from the use of the content provided on or through the Services, including websites and/or user interfaces, including any losses or damages arising from downloading of related software, downloading and/or use of any other software, optical media discs or any conduct by users of the Services, including websites and/or user interfaces. TO THE MAXIMUM EXTENT ALLOWABLE BY LAW, THE RISING PARTIES AND OUR LICENSORS DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, INCLUDING, WARRANTIES OF MERCHANTABILITY, TITLE, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. In addition, we do not represent or warrant that the information accessible via the Services is accurate, complete, or current. We do not represent or guarantee that your use of the Services will be free from interruption, loss, corruption, attack, viruses, interference, hacking, or other security intrusion and we disclaim any liability with respect thereto. No oral or written information or advice given by us or our authorized representatives, including Customer Service, shall create a warranty or otherwise constitute a representation binding upon Rising or its affiliated parties.

IN NO EVENT SHALL THE RISING PARTIES BE LIABLE (JOINTLY OR SEVERALLY) TO YOU OR ANY PARTY FOR PERSONAL INJURY OR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER RESULTING FROM LOSS OF USE, DATA OR PROFITS, BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSS, WHETHER OR NOT ADVISED OF THE POSSIBILITY OF DAMAGE, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF THE SERVICES, OUR WEBSITES AND USER INTERFACES, AND ALL CONTENT AND SOFTWARE ASSOCIATED THEREWITH, OR OTHERWISE RELATED TO THE SERVICES, INCLUDING ANY FEATURES OR FUNCTIONALITIES ASSOCIATED THEREWITH. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES FOR LOSSES ARISING FROM THE USE OR INABILITY TO USE THE SERVICES, INCLUDING OUR WEBSITES AND USER INTERFACES, AND ALL CONTENT AND SOFTWARE ASSOCIATED THEREWITH (OTHER THAN AS MAY BE REQUIRED BY APPLICABLE LAW IN CASES INVOLVING PERSONAL INJURY) EXCEED $25.00. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. IF ANY APPLICABLE AUTHORITY HOLDS ANY PORTION OF THIS SECTION OR OTHER SECTIONS OF THESE TERMS, INCLUDING ANY PORTION OF THE PRIVACY POLICY, TO BE UNENFORCEABLE, THEN THOSE PORTIONS DEEMED UNENFORCEABLE SHALL BE SEVERED AND THE TERMS SHALL BE ENFORCED ABSENT THOSE PROVISIONS AND ANY LIABILITY WILL BE LIMITED TO THE FULLEST POSSIBLE EXTENT PERMITTED BY APPLICABLE LAW.

INDEMNITY

You agree that you shall be responsible for and shall defend, indemnify, and hold harmless the Rising Parties, and shall reimburse the foregoing for any damages, losses or expenses (including, without limitation, reasonable attorneys’ fees and costs) incurred by any of the foregoing in connection with any claims, suits, judgments, and causes of action arising out of (a) any violation of applicable laws or regulations by you (or any parties who use your account, with or without your permission, to access the Services); (b) your use of the Services, including, without limitation, any data, information or user content that you post or upload to the websites; (c) violation or infringement of contractual rights, privacy, confidentiality, copyright, patent, trademark, trade secret, or other intellectual property and proprietary rights arising from your use of the Services (including any events), your use of any goods or services; (d) your breach of any provision of these Terms; and (e) any liabilities, claims, injuries, death, loss and/or damages of any kind arising from or related to any events.

NO WAIVER

Rising’s failure to enforce any provision of these Terms does not waive future enforcement.

DISPUTE RESOLUTION

PLEASE READ THIS ARBITRATION AGREEMENT (“ARBITRATION AGREEMENT”) CAREFULLY. IT REQUIRES YOU TO ARBITRATE DISPUTES WITH US AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US AND INCLUDES A WAIVER OF CLASS ACTION AND JURY TRIAL.

You agree that any dispute, controversy, or claim relating in any way to your access or use of the Services or to any aspect of your relationship with us, will be resolved by binding arbitration, rather than in court, including threshold questions of the arbitrability of such dispute, controversy, or claim except that (1) you or we may assert claims in small claims court, but only if the claims qualify, the claims remain only in such court, and the claims remain on an individual, non-representative, and non-class basis; and (2) you or we may seek injunctive or equitable relief in a court of proper jurisdiction if the claim relates to intellectual property infringement or other misuse of intellectual property rights.

You and we both agree to engage in good-faith efforts to resolve disputes prior to either party initiating an arbitration, small claims court proceeding, or equitable relief for intellectual property infringement. You must initiate this dispute resolution process by sending a letter describing the nature of your claim and desired resolution to:

Rising Pharma Holdings, Inc.
2 Tower Center Blvd.
Suite 1401A
East Brunswick, NJ 08816

You and we agree to meet and confer personally, by telephone, or by videoconference (hereinafter “Conference”) to discuss the dispute and attempt in good faith to reach a mutually beneficial outcome that avoids the expenses of arbitration or, where applicable, litigation. If you are represented by counsel, your counsel may participate in the Conference as well, but you agree to fully participate in the Conference. Likewise, if we are represented by counsel, our counsel may participate in the Conference as well, but we agree to have a company representative fully participate in the Conference. The statute of limitations and any filing fee deadlines shall be tolled while you and we engage in the informal dispute resolution process and Conference. If you and we do not reach agreement to resolve the dispute within thirty (30) days after initiation of this dispute resolution process, either you or we may commence arbitration or, provided such claims qualify, file an action in small claims court or file a claim for injunctive or equitable relief in a court of proper jurisdiction for matters relating to intellectual property infringement.

If the arbitration provision applies or you choose arbitration to resolve your disputes, then either you or we may start arbitration proceedings. You must send a letter requesting arbitration and describing your claim to our registered agent to begin arbitration. The American Arbitration Association (AAA) will arbitrate all disputes. For claims of less than $75,000, the AAA’s Supplementary Procedures for Consumer-Related Disputes will apply; for claims over $75,000, the AAA’s Commercial Arbitration Rules will apply. The AAA rules are available at www.adr.org or by calling 1-800-778-7879. Upon filing of the arbitration demand, if the arbitrator finds that you cannot afford to pay AAA filing, administrative, hearing, and/or other fees and cannot obtain a waiver from AAA, we will pay them for you if you complied with the Informal Dispute Resolution Process set forth above. In addition, we will reimburse all such AAA filing, administrative, hearing, and/or other fees for claims totaling less than $75,000 unless the arbitrator determines the claims are frivolous or you did not comply with the Informal Dispute Resolution process set forth above, except that if you have initiated the arbitration claim, you will still be required to pay the lesser of $250 or the maximum amount permitted under the AAA Rules for arbitration claims initiated by you. You are still responsible for all additional costs that you incur in the arbitration, including without limitation, fees for attorneys or expert witnesses. For claims that total more than $75,000, the payment of filing, administration and arbitrator fees will be governed by the AAA Commercial Arbitration Rules.

The arbitrator shall have exclusive authority to (a) determine the scope and enforceability of this Arbitration Agreement and (b) resolve any dispute related to the interpretation, applicability, enforceability, or formation of this Arbitration Agreement including, but not limited to, any claim that all or any part of this Arbitration Agreement is void or voidable. The arbitration will decide the rights and liabilities, if any, of you and us. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and these Terms. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. In addition, for claims under $75,000 as to which you followed the Informal Dispute Resolution Process before initiating arbitration, if the arbitrator finds that you are the prevailing party in the arbitration, you will be entitled to a recovery of reasonable attorneys’ fees and costs. Except for claims determined to be frivolous, we agree not to seek an award of attorneys’ fees in arbitration even if an award is otherwise available under applicable law. The award of the arbitrator is final and binding upon you and us.

ARBITRATION AGREEMENT: CLASS ACTION WAIVER

WE EACH AGREE THAT ANY PROCEEDINGS, WHETHER IN ARBITRATION OR COURT, WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS OR REPRESENTATIVE ACTION OR AS A MEMBER IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION. If a court or arbitrator determines in an action between you and us that this Class Action Waiver is unenforceable, then the Arbitration Agreement will be void as to you.

Accordingly, under the arbitration procedures outlined in this section, an arbitrator shall not combine or consolidate more than one party’s claims without the written consent of all affected parties to an arbitration proceeding. Without limiting the generality of the foregoing, you and we agree that no dispute shall proceed by way of class arbitration without the written consent of all affected parties. If a decision is issued stating that applicable law precludes enforcement of any part of this subsection’s limitations as to a given claim for relief, then that claim must be severed from the arbitration and brought in accordance with the Governing Law, Venue and Jurisdiction, and Court Proceedings described this Arbitration Agreement.

ARBITRATION AGREEMENT: JUDGE OR JURY TRIAL WAIVER

YOU AND WE HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and we are instead electing that all claims and disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in this Arbitration Agreement. An arbitrator can award, on an individual basis, the same damages and relief as a court and must follow these Terms as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.

ARBITRATION AGREEMENT: GOVERNING LAW, VENUE AND JURISDICTION, AND COURT PROCEEDINGS

You may choose to have the arbitration conducted by telephone or videoconference, based on written submissions, in person in your hometown area (if you live in the United States), or at another mutually agreed upon location that is reasonably convenient to you. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

Except to the extent preempted by or inconsistent with applicable federal law and as otherwise described herein, this agreement is governed by the laws of New Jersey without regard to choice of law principles, conflicts of laws rules, or your actual state of residence. For any claim that proceeds in court rather than in arbitration, we each waive our right to a jury trial and any claims for punitive or exemplary damages. Unless otherwise specified herein, any Disputes of a legal nature, whether a claim, complaint, arbitration demand, or otherwise that is not subject to the mandatory arbitration provision, shall be subject to the exclusive jurisdiction of the federal or state courts located within East Brunswick, NJ.

ARBITRATION AGREEMENT: REGISTERED AGENT INFORMATION

Rising’s Registered Agent Contact Information:
Corporation Service Company
251 Little Falls Drive
Wilmington, DE 19808

ARBITRATION AGREEMENT: MISCELLANEOUS

Severability. If any part of this Arbitration Agreement, other than waivers of class action rights, is deemed or found to be unenforceable for any reason, the remainder shall remain enforceable. If a waiver of class action rights is deemed or found to be unenforceable for any reason in a case in which class action allegations have been made, the remainder of this Arbitration Provision shall be unenforceable.

Survivability. This Arbitration Agreement will survive any termination, payoff or transfer of this contract.

Modifications to this Arbitration Agreement. Notwithstanding any provision in these Terms to the contrary, if we make any future material change to this Arbitration Agreement, you may reject that change within thirty (30) days of such change becoming effective by writing to us at the following address:

Rising Pharma Holdings, Inc.
2 Tower Center Blvd.
Suite 1401A
East Brunswick, NJ 08816

SURVIVAL.

The dispute resolution provision survives the termination of your Services with Rising. If you bring a claim against Rising that is based in whole or in part on events or omissions that occurred while you were a user of the Rising Services, this dispute resolution provision shall apply.

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS, PRIVACY POLICY OR THE SERVICES OR RELATED TO THE SERVICES AND ITS OFFERINGS MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

CUSTOMER SERVICE

If you need assistance with your account, you may reach Customer Service at any time via email to Customer Service webmaster@risingpharma.com. The Disclaimers of Warranties and Limitations of Liability and other applicable provisions set forth in these Terms expressly apply to the use of Customer Service. We may utilize the services of third parties in providing you Customer Service support and additional terms may apply.

MISCELLANEOUS

Any and all rights not expressly granted to you in these Terms are hereby reserved by Rising.

These Terms and their performance shall be governed by the laws of the State of New Jersey, United States of America, without regard to its conflict of laws provisions. Notwithstanding the preceding sentence, if you access the Services in a state where that state’s law requires that such state’s law governs, then the law of that state (where so required) will be governed by the state where the Services are accessed.

In no event shall Rising be responsible or liable for any failure or delay in the performance of its obligations hereunder arising out of or caused by, directly or indirectly, forces beyond its control, including, without limitation, strikes, work stoppages, accidents, acts of war or terrorism, civil or military disturbances, nuclear or natural catastrophes or acts of God, and interruptions, loss or malfunctions of utilities, communications or computer (software and hardware) services; it being understood that VNN shall use reasonable efforts which are consistent with accepted practices in its industry to resume performance as soon as practicable under the circumstances.

You may not assign, convey, subcontract or delegate your rights, duties or obligations hereunder. Rising may assign these Terms to any purchaser of all or substantially all of the assets to which these Terms relates.

Rising may at any time amend and modify these Terms and your continued use of the Services will be conditioned upon the terms and conditions in force at the time of your use. You may not modify these Terms.

These terms and conditions shall be deemed severable. In the event that any provision is determined to be unenforceable or invalid, such provision shall nonetheless be enforced to the fullest extent permitted by applicable law, and such determination shall not affect the validity and enforceability of any other remaining provisions.

Any Sections that by their nature should survive the termination of your account, your cessation of the use of the Services, or expiration of these Terms, or which would reasonably be expected to be performed after expiration of these Terms, shall survive and be enforceable after termination of your account or use of Services or expiration of these Terms, including any licenses granted to Rising hereunder which shall survive in accordance with its terms, and the provisions relating to ownership, indemnification, limitations of liability and governing law.

Rising does not waive any provision or right Rising fails to insist upon or enforce strict performance of any provision of these Terms.

Unless otherwise agreed to by you and Rising in writing, these Terms and any other documents incorporated by reference (including hyperlinks) constitute the entire agreement and understanding between you and us with respect to the subject matter of these Terms, and supersede any prior understandings or agreements (whether oral or written) regarding the subject matter.

QUESTIONS OR NOTICE TO RISING

If you have any questions or comments regarding these Terms or the Services, or to provide all notices to Rising under these Terms please contact us as follows:

webmaster@risingpharma.com

Rising Pharma Holdings, Inc.
2 Tower Center Blvd.
Suite 1401A
East Brunswick, NJ 08816604