Terms of Use

BeiGene UK, Ltd. (“BeiGene”, “we” or “us”) operates and maintains the BeiGene website (Brukinsa.co.uk) mobile applications (collectively, the “Services”). These Terms of Use (the “Terms”) govern your access to and use of the Services, Content (as defined below), and related services. Please read the entirety of these Terms carefully because they constitute a legal agreement between BeiGene and you.

Please be aware that THESE TERMS CONTAIN PROVISIONS THAT LIMIT OUR LIABILITY TO YOU (see Section 7 below).

BY ACCESSING OR USING THE SERVICES, YOU AFFIRM THAT:

• YOU HAVE READ AND UNDERSTAND THESE TERMS;
• YOU WILL COMPLY WITH THESE TERMS; AND
• YOU ARE LEGALLY COMPETENT TO ENTER INTO CONTRACTS.

IF YOU DO NOT AGREE WITH THESE TERMS, PLEASE DO NOT ACCESS, BROWSE, OR USE THE SERVICES.

Please note that this website is intended for healthcare professionals in the United Kingdom (“UK”) and Ireland.

1. Medical information; No medical advice or services.

   1.1 The Services are intended to provide information about BeiGene and our research, development, and commercialization activities related to the medicinal product Brukinsa (zanubrutinib) and information required by applicable laws and regulations. CONTENT CANNOT AND SHOULD NOT BE USED AS A BASIS FOR DIAGNOSIS OR CHOICE OF TREATMENT.

   1.2 NO INFORMATION ON THE SERVICES IS PROVIDED WITH THE INTENTION TO GIVE MEDICAL ADVICE OR INSTRUCTIONS ON THE ACCURATE USE OF BEIGENE’S OR ITS LICENSORS’ DRUGS OR DRUG CANDIDATES FOR THE TREATMENT OF ANY MEDICAL CONDITION. Healthcare professionals should refer to the approved Product Information for full medical information.

2. Changes to these Terms. We will maintain a current, effective copy of these Terms on the Services. You understand and agree that we may change these Terms at any time. If we make material changes to these Terms, we will make reasonable efforts to notify you of such changes (such as posting a notice on the Services or, if you have provided us with your email, sending you an email notification). Any use of the Services after such date shall constitute your acceptance of such revised terms and conditions. If any change to these Terms is not acceptable to you, your sole remedy is to cease accessing, browsing and otherwise using the Services.
3. Eligibility. TO BE ELIGIBLE TO USE THE SERVICES, YOU MUST HAVE LEGAL CAPACITY TO AGREE TO THESE TERMS, and your use of the Services must not violate any applicable law or regulation in the jurisdiction in which you reside.
4. Privacy and Data Protection

   BeiGene respects and values the privacy and data protection rights of users of the Services. TO LEARN MORE ABOUT OUR PRIVACY POLICY AND HOW WE USE AND PROTECT YOUR PERSONAL DATA, PLEASE SEE OUR PRIVACY POLICY AVAILABLE ON OUR WEBSITE at: https://www.beigene.com/privacy-policy/

5. Our Ownership of the Services.

   5.1 You expressly acknowledge and agree that, other than User Data (defined below), BeiGene and its affiliates, licensors and partners and their respective successors and assigns (collectively, “BeiGene and Related Parties”) retain sole and exclusive ownership of all worldwide right, title and interest, including all copyrights, patent rights, trade secret rights, and other intellectual property and proprietary rights, in and to the Services, including all Content, data, information, reports, software, tools, links and resources comprised in the Services or provided through the Services, as well as all technologies used by BeiGene to provide and operate the Services.

   Other than a limited license to use as provided in Section 6 below, you have and acquire no other right or license with respect to the Services or any portion or component thereof.

   5.2 Services contain material, including but not limited to software, text, graphics and images (collectively referred to as the “Content”). We may own the Content or portions of the Content may be made available to us through arrangements that we have with third-parties. The Content is protected by intellectual property and copyright laws. You should assume that all Content is copyrighted unless otherwise noted and may not be used without the express written permission of BeiGene. Unauthorized use of the Content may result in violation of copyright, trademark, and other laws.

   5.3 The trademarks, service marks, and logos of BeiGene (the “BeiGene Trademarks”) used and displayed on this Services are registered and unregistered trademarks or service marks of BeiGene or its subsidiaries or affiliates. Other company, product, and service names located on the Services may be trademarks or service marks owned by third-parties (the “Third-Party Trademarks”, and, collectively with the BeiGene Trademarks, the “Trademarks”). No license to or right in any such Trademarks is hereby granted to you.

6. Use of the Services; Grant of License.

   6.1 Subject to your compliance with these Terms of Use and all applicable laws and regulations, you may access and use the Services or any portion or component thereof only for your lawful personal and non-commercial purposes.

   6.2 As a condition of your use of the Services, you agree not to: (a) take any action that imposes an unreasonable load on the Services’ infrastructure, (b) use any device, software or routine to interfere or attempt to interfere with the proper working of the Services or any activity being conducted on the Services, (c) attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising or making up the Services, (d) delete or alter any material posted on the Services by BeiGene or any other person or entity, or (e) frame or link to any of the materials or information available on the Services.

7. Limitation of Liability; Disclaimer of Warranties.

   7.1 Although BeiGene uses reasonable care to ensure that the Content of the Services is accurate and up to date, such Content may contain inaccuracies, errors or omissions. BEIGENE AND ANY OTHER PARTY INVOLVED IN THE CREATION, MANUFACTURING OR PROVIDING OF THE SERVICES TO THE USERS (“RELATED PARTIES”) MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE CONTENT, INCLUDING BUT NOT LIMITED TO ITS ACCURACY, RELIABILITY, COMPLETENESS, TIMELINESS OR RELIABILITY. Users are invited to verify the accuracy and completeness of the Contents and to notify us of any errors or omissions they may find.

   7.2 BeiGene reserves the right to make additions, deletions or modifications to any Content or to discontinue the Services at any time and from time to time without any prior notice.

   7.3 THE SERVICES AND CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND. BEIGENE AND RELATED PARTIES DISCLAIM ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE.

   7.4 TO THE EXTENT PERMITTED BY THE APPLICABLE LAW, IN NO EVENT SHALL BEIGENE OR ANY RELATED PARTY BE LIABLE FOR DAMAGES OF ANY KIND (including but not limited to, loss of profit, indirect or consequential damages) RESULTING FROM THE USE OR INABILITY TO USE THE SERVICES AND THE CONTENT.

8. Indemnification; Hold Harmless. YOU AGREE TO DEFEND, INDEMNIFY, AND HOLD HARMLESS BEIGENE AND RELATED PARTIES FROM AND AGAINST ANY CLAIMS, ACTIONS OR DEMANDS, INCLUDING, WITHOUT LIMITATION, REASONABLE LEGAL AND ACCOUNTING FEES, ARISING OR RESULTING FROM YOUR BREACH OF THESE TERMS OR YOUR ACCESS TO, USE OR MISUSE OF THE CONTENT OR SERVICES. BeiGene shall provide notice to you of any such claim, suit, or proceeding. BeiGene 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 BeiGene’s defense of such matter.
9. LIMITATION ON TIME TO FILE CLAIMS. YOU AGREE THAT ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE AGAINST BEIGENE ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES OR ANY INFORMATION PROVIDED THROUGH THE SERVICES, MUST BE BROUGHT WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION OR CLAIM ACCRUES, OR BE PERMANENTLY BARRED.
10. Note to the Non-intended Audience. These Services are controlled by BeiGene UK, Ltd. BeiGene takes reasonable measures to ensure that Content and Services are not accessible to users who are not UK healthcare professionals. Those who, despite such measures, manage to access these Services without being UK healthcare professionals violate these Terms. We ask them to cease browsing immediately and we reserve the right to intervene to enforce these Terms.
11. Linked Services. The Services contains links to third-party websites (“External Sites”). These links are provided solely as a convenience to you and not as an endorsement by us of the content on such External Sites. Links to External Sites are not a referral or endorsement of any other entity, item, or service. The content of such External Sites is developed and provided by others. WE ARE NOT RESPONSIBLE FOR THE CONTENT OF ANY LINKED EXTERNAL SITES AND DO NOT MAKE ANY REPRESENTATIONS REGARDING THE CONTENT OR ACCURACY OF ANY MATERIALS ON SUCH EXTERNAL SITES. You should take precautions when downloading files from all websites to protect your computer from viruses and other destructive programs. If you decide to access any External Sites, you do so at your own risk.
12. Termination of the Terms. BeiGene reserves the right, in its sole discretion, to restrict, suspend, or terminate these Terms and your access to all or any part of the Services or the Content at any time and for any reason without prior notice or liability. BeiGene reserves the right to change, suspend, or discontinue all or any part of the Services or the Content at any time without prior notice or liability. Sections 5. Our Ownership of the Services; 7. Limitation of Liability; Disclaimer of Warranties, 8. Indemnification; Hold Harmless; 9. Limitation on time to file claims; 14. Governing law and jurisdiction; 15. Severability survive the termination of these Terms.
13. Compliance with Laws. You are solely responsible for ensuring compliance with the applicable laws and regulations of your browsing of the site or your access to the site.
14. Governing law and jurisdiction. This Terms is governed by the internal substantive law of England and Wales, without respect to its conflict of laws provisions. You expressly agree to submit to the exclusive personal jurisdiction of the courts sitting in London (UK).
15. Severability. If any provision of this Terms is found to be unlawful, invalid or unenforceable by any court having competent jurisdiction, the invalidity or unenforceability of such provision shall not affect the validity of the remaining provisions of this Terms, which shall remain in full force and effect.
16. Entire Agreement. Except as expressly agreed by BeiGene and you, these Terms constitutes the entire agreement between you and BeiGene 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.
17. Electronic Notices. You agree that, where applicable, we may send you notice via email to the email address you have provided, and we are not responsible for your failure to receive notice if email is quarantined by your email security system (e.g., “junk” or “spam” folder) or if you fail to update your email address. You also agree that we may send you notice through the Services.
18. Investment Disclaimer.

    18.1 THE INFORMATION PROVIDED THROUGH THE SERVICES MAY BE ESTIMATES SUBJECT TO A DEGREE OF UNCERTAINTY DUE TO SCIENTIFIC, COMMERCIAL, ECONOMIC OR FINANCIAL FACTORS. ACTUAL RESULTS MAY THEREFORE DIFFER SIGNIFICANTLY FROM THOSE PROJECTED. INVESTORS SHOULD NOT RELY ON THIS INFORMATION TO MAKE INVESTMENT DECISIONS.

    18.2 The Services may contain forward-looking statements within the meaning of the US Private Securities Litigation Reform Act regarding BeiGene’s future operating or financial performance, business plans and prospects, and our expectations regarding clinical trials, development timelines, and discussions with regulatory authorities related to drugs and drug candidates under development by us and our collaboration partners. Such statements are based on BeiGene’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, including without limitation those identified in BeiGene’s filings with the US Securities and Exchange Commission (“SEC”), which are available through Internet links contained on the Site at “Investors—Financial Information—SEC Filings.” The information presented on the Services is believed to be current as of the date of its original publication. We do not intend to update any forward-looking statements after such date to conform these statements to actual results or to changes in our expectations, except as required by applicable law. Please note that while our filings with the SEC are available on through Internet links contained on the Services, no information or Content contained on or through the Services is incorporated by reference into or considered to be part of such filings, unless otherwise noted therein.