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Terms of Service

Acceptance of Agreement

Welcome to our website (the "Site"). Ironwood Pharmaceuticals, Inc. ("Ironwood", "we", "us”) provides the services available on the Site to you subject to the following terms and conditions (the "Terms and Conditions"). By accessing or using the Site, you are acknowledging that you have read, understand, and agree, without limitation or qualification, to be bound by these Terms and Conditions, and that you have read and understood the terms and conditions of Ironwood’s Privacy Policy.

Scope of Use and Restrictions

Ironwood maintains the Site for your personal information, education, and communication. The Site is controlled and operated within the United States. Ironwood makes no representation that the information in the Site is appropriate or available for use in any foreign countries, and access to the Site from territories where the content of the Site may be illegal or inappropriate is prohibited. Those who choose to access this Site from locations outside the United States do so on their own initiative and are responsible for compliance with all applicable local laws.

You acquire absolutely no rights or licenses in or to the Site and materials contained within the Site other than the limited right for you to access and use the Site in accordance with the Terms of Use (TOU).

You represent, warrant, and covenant that you shall use the Site only as set forth in this TOU. You agree to comply with any other applicable terms and conditions of use set forth on the Site.

You may not use the Site for any illegal purpose, to facilitate the violation of any law or regulation, or in a manner inconsistent with this TOU. You agree that your use of the Site is solely for your own personal, non-commercial purposes. You may not copy, reproduce, recompile, decompile, disassemble, reverse engineer, distribute, reuse, repost, publish, display, perform, modify, upload to, create derivative works from, transmit, download, or use the content of the Site for public or commercial purposes, including the text and images, except as set forth in the TOU or as explicitly specified in the Site. You may download material from the Site and/or make a reasonable number of copies of the material from the Site for your own personal, noncommercial use only, provided that you retain all copyright and other proprietary notices contained on the materials.

You may not access, monitor, or copy any content or information on the Site using any robot, spider, scraper, web crawler, or other automated means or any similar manual process. You may not violate the security of this Site or attempt to gain unauthorized access to the Site or computer systems or networks connected to the Site through any means.

Product Information

The product information provided on the Site is intended only for residents in the United States. The prescribing information provided here is based on United States labeling and may not be appropriate outside of the United States. The Site and its links may contain information about products that may or may not be available in any particular country, territory or region of the world (including the United States), may be available under different trademarks in different countries and, where applicable, may be approved or cleared by a government regulatory body for sale or use with different indications and restrictions in different countries. You should not construe anything on the Site as a promotion or solicitation for any product or service or for the use of any product or service that is not authorized by the laws and regulations of the country where you are located, including the United States. For specific information about particular products, you should refer to the full prescribing information as approved by the relevant governmental authority of the country where you are located.

No Medical Advice

The Site does not provide medical advice. Ironwood is not engaged in rendering medical or similar professional services or advice, and the information provided on the Site is not intended to replace medical advice offered by a health care professional. If you desire or need such services or advice, you should promptly consult a physician or healthcare professional.

Intellectual Property

The Site is protected by copyright, trademarks, service marks, and/or other proprietary rights and laws of the U.S. and other countries. You agree to abide by all applicable copyright and trademark laws, as well as any additional copyright notices or restrictions contained in the Site. You acknowledge that the Site has been developed by Ironwood and others and constitutes valuable intellectual property of Ironwood and such others.

You may not use any of Ironwood’s trademarks, service marks, copyrights or logos in any manner which creates the impression that such items belong to or are associated with you or, except as otherwise provided herein, are used with Ironwood’s consent. You acknowledge that you have no ownership rights in or to any of Ironwood’s trademarks, service marks, copyrights or logos.

Copyright Agent for Copyright Infringement Claims (Digital Millennium Copyright Act)

If you believe that your work was copied or posted on the Site in a way that constitutes copyright infringement, please contact our designated agent at compliance@ironwoodpharma.com.

The notification must include the following information:

1.A description of the copyrighted work you claim to have been infringed.
If you are not the owner of the copyrighted work, you must also include your electronic or
digital signature as a person authorized to act on behalf of the copyright owner;
2.A description of where the material that you claim is infringing is located on the Site;
3.Information reasonably sufficient to permit Ironwood to contact you, such as an address, telephone number,
and if available, an electronic mail address at which you may be contacted;
4.A statement that you have a good faith belief that the disputed use of the material is not authorized by the
copyright owner, its agent, or the law; and
5.A statement by you, made under penalty of perjury, that the information in your notification is accurate, and
that you are the copyright owner or are authorized to act on behalf of the copyright owner.


DISCLAIMER OF WARRANTIES; LIMITATIONS ON LIABILITY

YOU AGREE THAT YOUR USE OF THE SITE IS AT YOUR SOLE RISK AND ACKNOWLEDGE THAT ALL INFORMATION CONTAINED ON THE SITE IS PROVIDED “AS IS” AND “AS AVAILABLE,” AND THAT IRONWOOD MAKES NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE SITE, INCLUDING, BUT NOT LIMITED TO, MERCHANTABILITY, NON-INFRINGEMENT, TITLE, OR FITNESS FOR A PARTICULAR PURPOSE OR USE.

Ironwood does not warrant that the Site is compatible with your equipment or that the Site, or e-mail sent by Ironwood, is free of errors or viruses, worms or “Trojan horses,” or any other harmful, invasive, or corrupted files, and is not liable for any damage you may suffer as a result of such destructive features. You agree that Ironwood shall have no responsibility or liability for: (i) any injury or damages caused by the negligence of Ironwood in connection with the Site and shall not be liable for any lost profits, losses, punitive, incidental, or consequential damages, or any claim against Ironwood; or (ii) any fault, inaccuracy, omission, delay, or any other failure in the Site caused by your computer equipment or arising from your use of the Site on such equipment.

The content of other websites, services, goods, or advertisements that may be linked to or from the Site is not maintained or controlled by Ironwood. Ironwood is therefore not responsible for the availability, content, or accuracy of other websites, services, or goods that may be linked to or from the Site.

UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, SHALL IRONWOOD BE LIABLE TO YOU OR ANY THIRD PARTY FOR DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES EVEN IF IRONWOOD HAS BEEN ADVISED SPECIFICALLY OF THE POSSIBILITY OF SUCH DAMAGES, ARISING FROM USE OF OR INABILITY TO USE THE SITE OR ANY LINKS OR ITEMS ON THE SITE OR ANY PROVISION OF THE TOU. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES.

Indemnification

You agree, at your own expense, to indemnify, defend and hold Ironwood and its partners, representatives, and affiliates harmless against any claim, suit, action or other proceeding, from and against any and all claims, damages, liabilities, costs, and expenses, including reasonable attorney’s fees, arising out of or in connection with the Site, or any links on the Site, including, but not limited: (i) any breach or violation of the TOU by you or someone using your computer; (ii) your use or someone using your computer’s use of the Site; (iii) a claim that any use of the Site by you or someone using your computer infringes any intellectual property right of any third party or otherwise results in injury or damage to any third party; or (iv) any deletions, additions, insertions or alterations to, or any unauthorized use of, the Site by you or someone using your computer. You agree to pay any and all costs, damages, and expenses, including, but not limited to, reasonable attorneys’ fees and costs awarded against or otherwise incurred by or in connection with or arising from any such claim, suit, action, or proceeding attributable to any such claim.

User Submissions

Any personally identifiable information in electronic communications to the Site is governed by the Site's Privacy Policy. On the other hand, any communication or material you transmit to the Site by electronic mail or otherwise, including any data, questions, comments, suggestions or the like is, and will be treated as, non-confidential and non-proprietary. You understand that anything you transmit or post may be used by Ironwood or its affiliates for any purpose, including, but not limited to, reproduction, disclosure, transmission, publication, broadcast, and posting. Furthermore, Ironwood is free to use any ideas, concepts, know-how, processes, or techniques contained in any communication you send to the Site for any purpose whatsoever including, but not limited to, developing, manufacturing, marketing, and selling products and service using such ideas, concepts, know-how, processes, or techniques.

Links to Other Sites

Ironwood has not reviewed all of the sites linked to the Site and is not responsible for the content of any off-site pages or any other sites linked to the Site. Your linking to any other off-site pages or other sites is at your own risk. Once you link to another site, please be sure to review the legal notice and privacy policy of the new site. It may be different from those governing this Site.

Privacy Policy

Click here for this Site’s Privacy Policy.

Governing Law

This agreement and its performance shall be governed by the laws of the Commonwealth of Massachusetts, United States of America, without giving effect to conflicts-of-law principles thereof. You consent and submit to the personal jurisdiction of the state and federal courts located in Middlesex County, the State of Massachusetts, United States of America with respect to any legal proceedings that may arise in connection with the Site or from a dispute as to the interpretation or breach of the TOU and this agreement.

General

The TOU and any other terms and conditions of service on the Site constitute the entire agreement between you and Ironwood and govern your use of the Site. The failure of Ironwood to exercise or enforce any right or provision of the TOU shall not constitute a waiver of such right or provision. If any provision of the TOU is found invalid or unenforceable, that provision will be enforced to the maximum extent permissible, and the other provisions of the TOU will remain in force.

Modification of Agreement

Ironwood may, at any time, revise the terms and conditions of this agreement governing use of the Site. If any of the terms and conditions in this legal notice are changed, the amended notice will be posted on the Site. You are bound by any such revisions and should periodically review these terms and conditions. Your continued use of the Site constitutes your agreement to all such terms and conditions.

Social Media

The Twitter, LinkedIn and other social media pages for Ironwood are designed to facilitate conversations about our business, core values, career opportunities and advances in healthcare. These pages are not to be used as a forum for discussing specific products (whether Ironwood products or another company’s products).

We may not always be able to retweet or otherwise publicly respond to your tweets, or publicly respond to your comments on our LinkedIn or other social media pages. We also do not continuously monitor these accounts, so please be patient with us. We do want to connect with you – if you have questions or you need to reach us directly, our contact information can be found here: http://www.ironwoodpharma.com/contact-us

Ironwood is not responsible for any tweets or comments from third-parties, and tweets or comments tagging Ironwood or mentioning Ironwood, its products or product candidates or its business or operations do not necessarily reflect our views. Ironwood did not create and does not control the user-generated content posted by third-party organizations or individuals, including those in response to tweets or status updates on Ironwood’s LinkedIn or other social media pages. Ironwood reserves the right, but is not obligated, to remove content from our social media pages or block users who post content for reasons such as, but not limited to: making statements about unapproved uses of Ironwood products or making statements that are or contain information that is unlawful, non-compliant, confidential, offensive, misleading, factually inaccurate, infringes a copyright or other intellectual property rights, or that we deem to be otherwise inappropriate.