Stratify Genomics Terms of Service

Last modified August, 2018

Welcome to the website operated by Stratify Genomics, Inc. (“we”, “us” or “our”). The following terms and conditions (“Terms of Service” or “TOS”), govern your access to and use of our website, including any content, functionality and services offered on or through either or both of promptpgs.com and stratifygenomics.com (collectively or individually the “Site”).

Please read these Terms of Service carefully. By accessing and using the Site, you accept and agree to be bound and abide by these Terms of Service and our Privacy Policy, found at https://www.promptpgs.com/privacy-policy/, which is incorporated herein by reference. If you do not agree to the Terms of Service or the Privacy Policy, you must not access or use the Site.

  1. Definitions

    Capitalized terms used but not defined in these Terms of Service have the meaning given to them in our other policies (e.g., our Privacy Policy and Consent for Services).

    “Stratify Genomics” means Stratify Genomics, whose principal place of business is at 3525 Del Mar Heights Road, Suite 891, San Diego, CA 92130. For purposes of these TOS, Stratify Genomics includes our affiliates, licensors and service providers, and our and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assignees.

    “Personal Information” is information that can be used to identify you, either alone or in combination with other information. Personal Information includes the information you provide about yourself when registering for and/or purchasing our Services (including but not limited to name, email, address, user ID, ethnicity, family history, date of birth, and payment information). Personal Information may also include health information that is provided by you or your physician to facilitate the provision of our Services. Stratify Genomics collects and stores Personal Information in accordance with our Privacy Policy.

    “Service” or “Services” means Stratify Genomics’ products, genetic testing services, and website as accessed by the user, regardless of whether the use is in connection with an Account or not. Stratify Genomics’ genetic testing services are presently available under the trademark “Prompt Prostate Genetic Score” test although we may offer the Services under one or more different trademarks or brand names in the future. Thus, any use of the term Prompt Prostate Genetic Score test in these Terms of Service also refers to the same or related products that may be marketed under a different trademark or brand name.

  2. Acceptance of the Terms of Use

    Your use of Stratify Genomics’ Services is subject to the terms of the legal agreement between you and Stratify Genomics set forth in these Terms of Service. You can accept the TOS by (1) clicking to accept or agree to the TOS, where this option is made available to you by Stratify Genomics; or by (2) actually using the Services. In the later case, you acknowledge and agree that Stratify Genomics will treat your use of the Services as acceptance of the TOS from that point onward. When using Stratify Genomics’ Services, you shall be subject to any additional terms, guidelines, or rules applicable to such Services that may be posted on our Site from time to time, including our Privacy Policy and applicable Consent for Services. All such terms, guidelines, or rules are hereby incorporated by reference into the TOS. Stratify Genomics assumes no responsibility for the use of the Services outside the terms of this TOS or other applicable terms.

  3. Changes to the Terms of Use

    We may revise and update the TOS from time to time at our sole discretion. When changes are made, we will make a new copy of the TOS available on the Site. All changes are effective immediately upon posting and apply to all access to and use of the Services thereafter. The date the TOS was last revised is identified at the top of the page. Your continued use of the Services following the posting of revised TOS means that you accept and agree to the changes. Please check this page from time to time so that you are aware of any changes, as they are binding on you.

  4. Description of the Services

    Stratify Genomics offers personal genomic testing and analysis of your biological sample to identify your genetic predisposition to developing prostate cancer. Our Services also include access to and use of the Stratify Genomics website.

    Stratify Genomics requires physician authorization for each Prompt Prostate Genetic Score test. You must create an Account on our Site to provide us with the information that we will need to provide you with the Services. Once you have created an Account and purchased the test, you or your physician will collect a DNA sample using a cheek swab. This sample will be sent to our CLIA certified laboratory partner where it will be processed, tested, and analyzed. The results of your test will be provided directly to your physician, who will discuss them with you.

  5. Modification to the Services

    Our Services are based on the current state of the genetic research and technology in use at the time of purchase or use. As research progresses and scientific knowledge and technology evolve, we will continue to research and innovate in order to provide the best information to our users. The form and nature of the Services which Stratify Genomics provides may change from time to time without prior notice to you. Stratify Genomics is not obligated to notify you if there is a new understanding of genetic research that might result in a change to the interpretation of your results. You acknowledge that Stratify Genomics may offer different or additional technologies, features, or interpretations in the future. Your initial purchase of the Services does not entitle you to any different or additional technologies, features, or interpretation without fee; you will have to pay additional fees in order to have your sample collected, processed, and/or interpreted using any future or additional technologies or features. Stratify Genomics shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Services.

  6. Refunds

    You may request a refund within 30 days of purchase as long as your sample has not yet been processed by our laboratory partner. Please note that, generally, there may be a short period of time between sample collection and laboratory processing. If your sample has already been collected and sent to our laboratory partner, Stratify Genomics will deduct a $10.00 shipping and handling fee from your refund amount. You can request a refund by calling or emailing support@promptpgs.com. Once your sample has been received and processed by the laboratory, your purchase can no longer be refunded.

    The laboratory may not be able to process your sample if it does not contain a sufficient volume of DNA or the results from processing do not meet our standards for accuracy. If the initial processing fails for any of these reasons, Stratify Genomics will reprocess the same sample at no charge to you. If the second attempt to process the same sample fails, Stratify Genomics will offer to send you a kit to collect a second sample at no charge. If you decline this option, you are entitled, solely and exclusively, to a refund of the amount paid to Stratify Genomics, less shipping and handling. If you opt to receive another sample collection kit and attempts to process the second sample are unsuccessful, Stratify Genomics will not send you additional sample collection kits and you will be entitled, solely and exclusively, to a refund of the amount paid to Stratify Genomics, less shipping and handling.

  7. User Representations

    By accessing and using Stratify Genomics’ Services, you agree to, acknowledge, and represent as follows:
    You understand that information you learn from Stratify Genomics is not designed to independently diagnose, prevent, or treat any condition or disease or to ascertain the state of your health in the absence of medical and clinical information. You will seek the advice of your physician or other healthcare provider if you have questions or concerns arising from your test results.

    You give permission for Stratify Genomics to perform testing on the DNA extracted from your biological sample and you specifically request Stratify Genomics to disclose the results of the analyses performed on your sample to your physician and others that you specifically authorize.

    You represent that you are a United States resident eighteen (18) years of age or older if you are creating an Account for yourself. If you are creating an Account on behalf of someone for whom you have legal authority to agree to these TOS, you represent that you and the person for whom you are creating the Account are United States residents eighteen (18) years of age or older.

    You agree to take responsibility for all possible consequences resulting from your sharing your test results with others.

    You understand that your Personal Information will be stored in Stratify Genomics’ databases and will be secured and processed in accordance with the Stratify Genomics’ Privacy Policy.
    You agree that you have the authority, under the laws of the state or jurisdiction in which you reside, to provide these representations. In case of breach of any of these representations, Stratify Genomics has the right to suspend or terminate your Account and refuse any and all current or future use of the Services (or any portion thereof), and you will defend and indemnify Stratify Genomics against any liability, costs, or damages arising out of the breach of the representation.

  8. Accessing the Site and Account Security

    Certain Services are available only to users who set up an account (“Account”). When setting up an Account, you will be asked to provide registration details and other information. It is a condition of your use of the Services that all the information you provide is correct, current and complete.

    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 not disclose it to any other person or entity. You acknowledge that your Account is personal to you and you agree not to provide any other person with access to the Services using your username, password, or other security information. If you allow third parties to access our Site through your Account, you will defend and indemnify Stratify Genomics against any liability, costs, or damages, including attorney fees, arising out of claims or suits by such third parties based upon or relating to such access and use.

    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 information. We have the right to disable any username, password, other identifier, or Account, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of the TOS. We may rely on the authority of anyone accessing your Account or using your login credentials and in no event and under no circumstances shall we be liable to you for any liabilities or damages resulting from or arising out of (i) any action or inaction by us under this provision, (ii) any compromise of the confidentiality of your Account or password, and (iii) any unauthorized access to your Account or use of your password.

  9. Stratify Genomics Privacy Policy

    In order to use the Services, you must acknowledge and agree to our Privacy Policy. You may not use the Services if you do not accept the Privacy Policy. You can acknowledge and agree to the Privacy Policy by (1) clicking to accept or agree to the Privacy Policy, where this option is made available to you by Stratify Genomics; or by (2) actually using the Services.

  10. Communications

    You agree to receive communications from us in connection with your use of the Services. You agree that all digital agreements, notices, disclosures, and other communications that we provide to you meet any legal requirement that such communications be in writing.

  11. General Practices Regarding Storage

    We may establish general practices and limits concerning use of the Services, including, without limitation, the maximum number of days that Personal Information and Services content will be retained by us. Stratify Genomics has no responsibility or liability for the deletion of or failure to store any messages, other communications, or other content maintained or transmitted by the Services; or for the loss of information due to malfunction or destruction of data servers or other catastrophic events. We reserve the right to change these general practices and limits in our sole discretion at any time.

  12. Limited License and Use of the Site

    The Site and its contents are owned by us, our licensors, or other providers of such material and are protected by all applicable laws. No right, title or interest in or to the Site or any content on the Site is transferred to you, and we reserve all rights not expressly granted herein. Any use of the Site not expressly permitted by these TOS is a breach of these TOS and may violate copyright, trademark and other intellectual property laws.

    Our name, brands, logos, slogans and other trademarks are our trademarks. You may not use such trademarks without our prior written permission.

    These TOS permit you to use the Site 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 on our Site, 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 or download a reasonable number of pages of the Site 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 applicable end user license agreement for such applications.

    You must not:

    • Modify the Site or any materials from this Site;
    • 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 the Site; or,
    • Access or use for any commercial purposes any part of the Site or any services or materials available through the Site.

    You may only use the Site for lawful purposes and in accordance with these TOS. You agree not to use the Site:

    • In any way that violates any applicable law or regulation.
    • To impersonate or attempt to impersonate us, our employees, another user, or any other person or entity (including by using e-mail addresses associated with any of the foregoing).
    • To engage in any conduct that restricts or inhibits anyone’s use or enjoyment of the Site, or which, as determined by us, may harm us or other users of the Site or expose them to liability.
    • To use the Site in any manner that could disable, overburden, damage, or impair the Site or interfere with any other user’s use of the Site.
    • To use any robot, spider or other automatic device, process or means to access the Site for any purpose, including monitoring or copying any of the material on the Site.
    • To use any manual process to monitor or copy any of the material on the Site for any unauthorized purpose.
    • To introduce any viruses, Trojan horses, worms, logic bombs, keystroke logging, or other material which is malicious or technologically harmful.
    • To attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Site, the server on which the Site is stored, or any server, computer or database connected to the Site.
    • To attack the Site via a denial-of-service attack or a distributed denial-of-service attack.
    • To otherwise attempt to interfere with the proper working of the Site.
  13. Geographic Restrictions

    Stratify Genomics is a United States company and only provides Services to persons over the age of 18 in the United States. We make no claims that the Services are accessible or appropriate outside of the United States. Access to the Services may not be legal by certain persons or in certain countries. If you access the Services from outside the United States, you do so at your own risk and are responsible for compliance with applicable laws.

  14. Notice of Limitations of the Test

    As with other genetic tests, the Prompt Prostate Genetic Score test has certain limitations that you should discuss with your physician and carefully consider before proceeding with testing. These limitations include the following:
    The Prompt Prostate Genetic Score test is based on our current knowledge of many diverse technical disciplines including, without limitation, cancer genetics and biology, pathology, immunology, epidemiology, biostatistics, bioinformatics, computational biology, and artificial intelligence. This knowledge changes as more is learned through research and development. Thus a Prompt Prostate Genetic Score test result based on the current state of knowledge may be interpreted differently in the future.
    The Prompt Prostate Genetic Score test is not a test for cancer. The Prompt Prostate Genetic Score test provides risk stratification information to evaluate a man’s genetic predisposition to prostate. Men deemed to have a higher predisposition to prostate cancer may not develop prostate cancer. A low test score result should not be used to rule out the likelihood of developing cancer.
    The Prompt Prostate Genetic Score test should not replace routine cancer screening tests recommended by your physician and/or leading national medical organizations such as the American Cancer Society and various medical specialty organizations that publish practice guidelines.
    Our Services do not incorporate a complete view of your health history. Before you act on any information provided by the Prompt Prostate Genetic Score test, please consult with your physician.

  15. Considerations Regarding the Services

    The Prompt Prostate Genetic Score test can only be ordered for you by a physician. Talk to your physician so that you can make an informed decision about whether our Services are right for you.
    Once you obtain your results, the knowledge is irrevocable. You should not assume that any information we may be able to provide to you will be welcome. You should also understand that as research advances, in order for you to assess the meaning of your test results in the context of such advances, you may need to obtain further services from Stratify Genomics, your physician or other healthcare provider.
    You should not change your health behaviors solely on the basis of information from Stratify Genomics. Make sure to discuss your results with your physician before you act upon the information resulting from the Services. If you have concerns or questions about what you learn from the Prompt Prostate Genetic Score test, you should contact your physician or other healthcare provider.
    Genetic research is not comprehensive. Future scientific research may change the interpretation of your results as the scientific community may show previous research to be incomplete or inaccurate.
    Stratify Genomics will continue to research and innovate and may sponsor, conduct, or collaborate with third parties on research studies. You understand that by accessing our Services, providing a sample, or having your sample processed, you acquire no rights in any research or commercial products that may be developed by Stratify Genomics or its collaborating partners. You understand that you will not receive compensation for any research or commercial products that include or result from your information or sample.
    Stratify Genomics does not provide medical advice. The Services are not intended to be used for any diagnostic purpose and are not a substitute for professional medical advice. You should always seek the advice of your physician or other healthcare provider with any questions you may have regarding the diagnosis, cure, treatment, mitigation, or prevention of any disease or other medical condition or impairment or the status of your health.

  16. Disclaimer of Warranties

    Stratify Genomics makes commercially reasonable efforts to collect accurate data, to build accurate and useful algorithms, and to offer accurate testing and analysis of high quality. HOWEVER, WE DO NOT WARRANT THE ACCURACY OR USEFULNESS OF OUR PRODUCTS OR TECHNOLOGIES, NOR DO WE ENDORSE, WARRANT OR GUARANTEE THE ACCURACY OR USEFULNESS OF ANY OF THE TECHNICAL INFORMATION MADE AVAILABLE BY US IN CONNECTION WITH OUR SERVICES (INCLUDING, WITHOUT LIMITATION, TEST RESULTS).
    YOUR USE OF THE SERVICES, INCLUDING THE PROMPT PROSTATE GENETIC SCORE TEST, IS AT YOUR OWN RISK. THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS, IMPLIED, OR STATUTORY. NEITHER STRATIFY GENOMICS NOR ANYONE ASSOCIATED WITH US MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, AVAILABILITY OF THE SERVICES OR AVAILABILITY OR OPERATION OF THE SITE, OR THE INFORMATION OR CONTENT INCLUDED THEREON.
    YOU SHOULD ALWAYS USE CAUTION WHEN GIVING OUT ANY PERSONAL INFORMATION ABOUT YOURSELF OR THOSE FOR WHOM YOU HAVE LEGAL AUTHORITY. WE DO NOT CONTROL OR ENDORSE ANY ACTIONS RESULTING FROM YOUR USE OF THE SERVICES AND, THEREFORE, WE SPECIFICALLY DISCLAIM ANY LIABILITY WITH REGARD TO ANY ACTIONS RESULTING FROM YOUR USE OF AND/OR PARTICIPATION IN THE SERVICES.
    WE AND ALL PARTIES ASSOCIATED WITH US HEREBY DISCLAIM ALL WARRANTIES OF ANY KIND, WITH RESPECT TO THE SITE AND THE SERVICES, INCLUDING, BUT NOT LIMITED TO, ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, OPERABILITY, CONDITION, QUIET ENJOYMENT, VALUE, ACCURACY OF DATA AND SYSTEM INTEGRATION, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OR TRADE PRACTICE.
    THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OF THESE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
    You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our Site for any reconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF OUR SITE.

  17. Limitation of Liability

    IN NO EVENT WILL STRATIFY GENOMICS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SITE, ANY CONTENT ON THE SITE, OR ANY SERVICES OBTAINED THROUGH THE SITE, INCLUDING ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, PROPERTY DAMAGE, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, BUSINESS INTERRUPTION, LOSS OF USE, LOSS OF GOODWILL, LOSS OR CORRUPTION OF DATA, COST OF SUBSTITUTE GOODS OR SERVICES, OR COMPUTER FAILURE OR MALFUNCTION.
    TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE HAVE ANY LIABILITY ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE SITE OR THE SERVICES FOR:

    • ANY ACTION YOU TAKE BASED ON THE INFORMATION YOU RECEIVE IN THROUGH OR FROM THE SERVICES;
    • YOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENTIAL;
    • THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICES;
    • THE IMPROPER AUTHORIZATION FOR THE SERVICES BY SOMEONE CLAIMING SUCH AUTHORITY;
    • STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES.

    THESE LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER THEORY OR CAUSE OF ACTION AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR WE WERE ADVISED OF THE POSSIBxILITY OF SUCH DAMAGES.
    IF YOU ARE DISSATISFIED WITH ANY PORTION OF THIS SITE OR THE SERVICES, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SITE OR THE SERVICES.
    THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY SO SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.

  18. Indemnification

    You agree to defend, indemnify and hold harmless Stratify Genomics from and against any and all claims, liabilities, deficiencies, damages, actions, judgments, settlements, interest, awards, losses, fines, penalties, costs, expenses or fees of any kind (including reasonable attorneys’ fees and costs) arising from or relating to your violation of these TOS or the terms in our other policies and agreements that you agree to be bound by, your use or misuse of the Services, including, but not limited to, any use of the Site’s content other than as expressly authorized, your use of any information obtained from the Services, or, your violation of any third party’s rights, including, but not limited to, intellectual property rights, right of privacy, right of publicity and confidentiality.
    If you submit a sample for testing, you agree to defend, indemnify and hold harmless Stratify Genomics from any liability arising out of the use or disclosure of any information obtained from processing or analyzing the sample, which is disclosed consistent with our Privacy Policy. In addition, if you choose to provide your information to third parties, whether individuals to whom you facilitate access, intentionally or inadvertently, or to third parties for diagnostic or other purposes, you agree to defend and hold us harmless from any and all liability arising from such disclosure or use of your information.

  19. Termination

    You may delete your Account at any time, for any reason, by sending an email to support@promptpgs.com. We may terminate your use of the Services and/or your Account for any or no reason at any time. You understand that termination of your Account and your agreement with us pursuant to these TOS will not entitle you to any refund and may involve deletion of your information from our databases. YOU AGREE THAT WE WILL NOT BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY TERMINATION OF YOUR ACCESS TO THE SITE OR SERVICES OR DELETION OF YOUR ACCOUNT.

  20. Survival of Terms

    When the TOS come to an end, all of the legal rights, obligations, and liabilities that you and Stratify Genomics have benefited from, been subject to, or which are expressed to continue indefinitely, shall be unaffected by the cessation and shall continue to apply to such rights, obligations, and liabilities indefinitely.

  21. Dispute Resolution

    In the event of any dispute, claim, question or disagreement arising from or relating to these TOS, or the relationship between you and Stratify Genomics (a “Dispute”), the parties shall use their best efforts to settle the Dispute. To this effect, the parties shall consult and negotiate with each other in good faith and, recognizing their mutual interests, attempt to reach a just and equitable solution satisfactory to both parties. If the parties do not reach such solution, then the Dispute shall be resolved by binding arbitration in California in accordance with the Commercial Arbitration Rules of the American Arbitration Association (the “AAA”), subject to the limitations of this section. This agreement to arbitrate will be specifically enforceable under the prevailing law of any court having jurisdiction. Notice of a demand for arbitration shall be filed in writing with the other party hereto and with the AAA. To the extent permitted by law, any Dispute must be filed within one year in an arbitration proceeding. The one-year period begins when the claim or notice of dispute first could be filed. To the extent permitted by law, if a claim or dispute is not filed within one year, it is permanently barred.
    The parties agree that one (1) arbitrator shall arbitrate the Dispute. The arbitrator shall be selected by the joint agreement of the parties, but if they do not so agree within twenty (20) days after the date of the notice of a demand for arbitration, the selection shall be made pursuant to the Commercial Arbitration Rules of the AAA from the panels of business arbitrators maintained by the AAA. The decision of the arbitrator shall be made in writing, shall be final, judgment may be entered upon it in any court having jurisdiction thereof, and the decision shall not be subject to vacation, modification or appeal, except to the extent permitted by sections 10 and 11 of the Federal Arbitration Act, the terms of which sections the parties agree shall apply. The arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative or class proceeding. The expenses of arbitration, including reasonable attorneys’ fees and the fees and expenses of the arbitrator, shall be shared equally by the parties.
    Either party may bring a claim related to intellectual property rights, or seek temporary and preliminary specific performance and injunctive relief, in any court of competent jurisdiction, without the posting of bond or other security.

  22. Miscellaneous

    Governing Law and Jurisdiction

    All matters relating to the Site and these TOS and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the laws of the State of California regardless where you access the Site or the Services, and notwithstanding of any conflicts of law principles.
    Waiver
    Any failure or delay of Stratify Genomics to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision.

    Class Action Waiver

    Any proceedings to resolve or litigate any dispute in any forum will be conducted solely on an individual basis. Neither you nor we will seek to have any dispute heard as a class action or in any other proceeding in which either party acts or proposes to act in a representative capacity. Each party hereby waives any right to assert consolidated claims with respect to any Disputes subject to arbitration under these TOS or any disputes between the parties.
    Assignment
    You may not assign or delegate any rights or obligations under the TOS. Stratify Genomics may freely assign or delegate all rights and obligations under the TOS, fully or partially, without notice to you. We may also substitute, by way of unilateral novation, effective upon notice to you, Stratify Genomics for any third party that assumes our rights and obligations under this TOS.

    Entire Agreement

    These TOS, our Privacy Policy, and any Consent for Services that you have consented to constitute the entire agreement between you and us with respect to the Services and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect thereto. In the event of a conflict between these TOS and any other applicable terms, the terms of these TOS shall govern. If any provision of these TOS is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of these TOS will continue in full force and effect. The headings of sections and paragraphs in these TOS are for convenience only and shall not affect its interpretation.

    Your Comments and Concerns

    The Site is operated by Stratify Genomics, Inc. All feedback, comments, requests for technical support and other communications relating to the Site or our Services should be directed to, Stratify Genomics, Inc. #891, 3525 Del Mar Heights Rd, San Diego CA 92130/ 888.571.8810/support@promptpgs.com.

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