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”).  Deerfield may change, suspend or discontinue any aspect of this website at any time, including the availability of any feature, database or content therein.  Deerfield may also modify these Terms of Use 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.

No Solicitation or Investment Advice

Deerfield is registered as an adviser under the Investment Advisers Act of 1940, as amended.  The purpose of this website (including any portion of this website available only to investors) is limited to providing you with general information on Deerfield’s services and philosophy.  Deerfield does 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.  Deerfield may only transact business or render investment advice in those jurisdictions where it is so registered and/or had notice filed or where it is otherwise excluded or exempted from registration and/or notice filing requirements. 

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.  Deerfield’s investment advisory services are provided only to a limited number of private investment vehicles; Deerfield does not make its services available to the public.  Nothing contained on this website should be relied on in making any investment or other decision.  You should obtain relevant and specific professional advice before making any investment decision.

Any information provided on or through this website is not a recommendation to invest in any Deerfield fund, and neither Deerfield nor any of its 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 Deerfield fund and, accordingly, no part of any compensation received by Deerfield or any of its affiliates is for the provision of investment advice to the investor. Deerfield and certain of its affiliates have a financial interest in an investor’s investment in a Deerfield fund on account of the fees and other compensation they expect to receive from the fund as disclosed herein and in the other documents governing of each fund.

Limited Right of Use/Ownership of Contents

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 Deerfield 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.

Deerfield reserves the right to terminate at any time and without notice any users’access to this website.

Disclaimers, Limitation of Liability and Indemnification

DEERFIELD 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, Deerfield does 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.  Deerfield does not make any commitment to update material or information on this website.

DEERFIELD IS 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 DEERFIELD 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 Deerfield and its 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. You agree to cooperate as fully as reasonably required in the defense of any claim.  Deerfield reserves the right, at its 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 Deerfield’s prior written approval.

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.

Submitted Materials & Submitting Plans

Unless specifically requested, Deerfield does not solicit, nor does Deerfield 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 Deerfield 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.  Deerfield is not obligated to review any Submitted Materials.  Deerfield cannot be responsible for maintaining any Submitted Material you provide to this website, and we may delete or destroy any such Submitted Material at any time. 

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 Deerfield;
  • 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;
  • 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 Deerfield;
  • 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.

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 Deerfield. Deerfield does not endorse, approve, certify, or control these external Internet websites and does not guarantee or assume responsibility for the accuracy, completeness, efficacy or timeliness of information located at such websites, nor does Deerfield 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 Deerfield.  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. 

Copyright and Trademarks

Copyright 2016 Deerfield Management Company, L.P.  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 Deerfield is strictly prohibited.

Miscellaneous

These Terms of Use constitute the entire agreement between you and Deerfield 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 Deerfield.

These Terms of Use and the relationship between you and Deerfield 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 Deerfield 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.