Terms of Use

These Terms of Use describe the terms and conditions applicable to your use of Relypsa.com and any of the other websites and online services that link to these Terms of Use (the “Services”) operated by Relypsa, Inc. (“Relypsa,” “we,” “our,” “us”), and to your use of the information, materials, products, and services available through the Services. You agree to these Terms of Use as a condition of using the Services.

Relypsa may, at any time, make changes to the Services and the information, materials, products, and services available through the Services. Any modifications will take effect when posted and, if you have created an online account through the Services, by directly communicating the modifications to you. Your continued use of the Services constitutes your agreement to the Terms of Use effective at the time of your use.

The information provided on the Services is for general information and educational purposes. Certain sections of the Services are intended for particular audiences, including Relypsa’s customers and shareholders, potential employees, healthcare professionals, and members of the general public. The content of the Services are not intended to provide medical advice. Users should not rely on the materials on the Services in deciding on a treatment plan, drug usage, or any other medical advice. If you are not a healthcare professional or if you are in need of medical services, please contact a physician or other medical provider.  

Content:

All text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sound, music, artwork, and computer code (collectively, “Content”), including by not limited to the design, structure, selection, coordination, expression, and arrangement of such Content contained on the Services is owned, controlled, or licensed by or to Relypsa, and is protected by U.S. trade dress, copyright and other laws, and other international conventions and laws. Except as expressly provided in these Terms, you may not use, reproduce, modify, transmit, distribute, or publicly display or operate the Services or a portion thereof without the prior written permission of Relypsa. 

You are only authorized to view, use, copy for your records, and download small portions of the Content (including without limitation text, graphics, software, audio and video files and photos) on the Services for your informational, non-commercial use, provided that you leave all copyright notices, including copyright management information, or other proprietary notices intact. You may not store, modify, reproduce, transmit, reverse engineer, or distribute a significant portion of the Content on the Services, or the design or layout of the Services, or individual sections of it, in any form or media. You may not access, retrieve any data from, or otherwise perform any other activities on or through the Services using any type of software or other automated process (including without limitation scripts, robots, scrapers, crawlers, or spiders). The commercial use, reproduction, transmission, or distribution of any information, software, or other material available through the Services without the prior written consent of Relypsa is strictly prohibited.

Your Content and Conduct:

We are committed to protecting your privacy and security and have explained the steps we take to do so in the Privacy Policy, available at http://www.relypsa.com/privacy-policy/ and incorporated herein by reference. You, in turn, agree and consent to the terms of the Privacy Policy by your use of the Services. Email submissions over the Internet may not be secure and are subject to the risk of interception by third parties. Please consider this before emailing any information to us.

You agree not to submit or transmit any materials or emails through the Services that (i) are defamatory, threatening, obscene or harassing; (ii) contain software viruses or any other computer code, files, or programs designed to interrupt, destroy, disrupt, or limit the operation or functionality of the Services or of any Relypsa system or server connected to the Services; (iii) incorporate copyrighted or other proprietary material of any third party without that party's permission; or (iv) otherwise violate any applicable laws. Relypsa shall not be subject to any obligations of confidentiality regarding any information or materials that you submit online except as specified in these Terms, or as set forth in any additional terms and conditions relating to specific products or services, or as otherwise specifically agreed or required by law.

Links:

Relypsa may offer links to other websites operated by other entities as a convenience to you. Relypsa makes no representation regarding the content or accuracy of any website that you may access through the Services. Relypsa does not monitor and is not responsible for the content found on other websites that are linked from the Services. Inclusion of these links on the Services does not imply endorsement, recommendation, or sponsorship for any linked website, products, or advice described on the website. Accordingly, Relypsa assumes no responsibility or liability for the content of any linked websites. Before entering any linked website, you should review and understand that website's privacy policy and terms of use.

You may not link to the Services for commercial purposes without Relypsa’s written permission. If you are interested in linking to the Services, please contact privacy@relypsa.com.

Forward-Looking Statements:

The Services contain forward-looking statements. Any statements contained in the Services that are not descriptions of historical facts are forward-looking statements, including statements regarding Relypsa’s business, performance, products, product candidates, strategy, and plans. Such forward-looking statements involve substantial risks and uncertainties that relate to future events and the actual results could differ significantly from those expressed or implied by the forward-looking statements. Such risks and uncertainties include, among others, the uncertainties inherent in the clinical drug development process, including the regulatory approval process, the timing of Relypsa’s regulatory filings, Relypsa’s substantial dependence on any product, Relypsa’s commercialization plans and efforts and other matters that could affect the availability or commercial potential of any product of Relypsa. Relypsa undertakes no obligation to update or revise any forward-looking statements. For a further description of the risks and uncertainties that could cause actual results to differ from those expressed in the forward-looking statements, as well as risks relating to the business of Relypsa in general, see Relypsa’s current and future reports filed with the U.S. Securities and Exchange Commission, including the Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K.

No Warranties:

Relypsa will make efforts to include accurate and current information on the Services. However, THE ONLINE SERVICES, AND ANY CONTENT, ARE PROVIDED TO YOU ON AN "AS IS," "AS AVAILABLE" BASIS WITHOUT WARRANTY OF ANY KIND WHETHER EXPRESS, STATUTORY, OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, SYSTEMS INTEGRATION, ACCURACY, AND NON-INFRINGEMENT, ALL OF WHICH Relypsa EXPRESSLY DISCLAIMS. Relypsa DOES NOT ENDORSE AND MAKES NO WARRANTY AS TO THE ACCURACY, COMPLETENESS, CURRENCY, OR RELIABILITY OF THE CONTENT, AND Relypsa WILL NOT BE LIABLE OR OTHERWISE RESPONSIBLE FOR ANY FAILURE OR DELAY IN UPDATING THE ONLINE SERVICES OR ANY CONTENT. WE HAVE NO DUTY TO UPDATE THE CONTENT OF THE ONLINE SERVICES. Relypsa MAKES NO REPRESENTATIONS OR WARRANTIES THAT USE OF THE CONTENT WILL BE UNINTERRUPTED OR ERROR-FREE. YOU ARE RESPONSIBLE FOR ANY RESULTS OR OTHER CONSEQUENCES OF ACCESSING THE ONLINE SERVICES AND USING THE CONTENT, AND FOR TAKING ALL NECESSARY PRECAUTIONS TO ENSURE THAT ANY CONTENT YOU MAY ACCESS, DOWNLOAD OR OTHERWISE OBTAIN IS FREE OF VIRUSES OR ANY OTHER HARMFUL COMPONENTS. THIS WARRANTY DISCLAIMER MAY BE DIFFERENT IN CONNECTION WITH SPECIFIC PRODUCTS AND SERVICES OFFERED BY Relypsa. SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO THE FOREGOING DISCLAIMER MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION.

Limitation of Liability:

YOUR USE OF THE CONTENT IS AT YOUR OWN RISK. Relypsa SPECIFICALLY DISCLAIMS ANY LIABILITY, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, OR SPECIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH ACCESS TO, USE OF, OR RELIANCE ON THE CONTENT (EVEN IF Relypsa HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) OR THAT ARISE IN CONNECTION WITH MISTAKES OR OMISSIONS IN, OR DELAYS IN TRANSMISSION OF, INFORMATION TO OR FROM THE USER, ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION OR DELIVERY, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF RECORDS, PROGRAMS OR FILES, INTERRUPTIONS IN TELECOMMUNICATIONS CONNECTIONS TO THE ONLINE SERVICES OR VIRUSES, WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, THEFT OR DESTRUCTION OF, OR UNAUTHORIZED ACCESS TO THE SERVICES OR THE CONTENT. THIS LIMITATION OF LIABILITY MAY BE DIFFERENT IN CONNECTION WITH SPECIFIC PRODUCTS AND SERVICES OFFERED BY Relypsa. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY, SO THIS LIMITATION MAY NOT APPLY TO YOU.

Indemnification:

You agree to indemnify and hold harmless Relypsa, and our subsidiaries, affiliates, directors, officers, agents, licensors, or other partners and employees, from and against all liabilities, claims, and expenses, including reasonable attorneys’ fees, made by any third party due to or arising out of any content that you submit or transmit to or through the Services, your use of the Services, your violation of these Terms, or your violation of any rights of another.

Governing Law and Miscellaneous:

You agree that all matters relating to your access to or use of the Services, including all disputes, will be governed by the laws of the United States and by the laws of the State of California without reference to its choice of law rules. If an applicable law is in conflict with any part of these Terms, the Terms will be deemed modified to conform to the law; the other provisions will not be affected by any such modification. You agree to the personal jurisdiction by and venue in the state and federal courts in San Mateo County, California, and waive any objection to such jurisdiction or venue.

These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Relypsa without restriction.

Separate Agreements:

You may have other agreements with Relypsa. Those agreements are separate and in addition to these Terms. These Terms do not modify, revise, or amend the terms of any other agreements you may have with Relypsa.

Last Updated September 2015