CLENE, INC.: GENERAL TERMS AND CONDITIONS OF USE

Effective Date: May 27, 2024

These terms of use are entered into by and between You and Clene. The following terms and conditions (collectively, “Terms of Use”), govern your access to and use of: (i) https://clene.com/, (ii) www.clenecompassionateuse.com, and (iii) any other websites provided by Clene, Clean Nanomedicine, Inc., and their affiliates (collectively, “Clene”, “we,” or “us,” or “our”) that link to these Terms of Use, including informational sites posted by Clene Nanomedicine, Inc. (the “Clene Websites”).

BY USING THE CLENE WEBSITES YOU ACCEPT AND AGREE TO BE BOUND AND ABIDE BY THESE TERMS OF USE AND OUR PRIVACY POLICY (https://clene.com/privacy-policy) INCORPORATED BY REFERENCE IN THE TERMS OF USE.

IF YOU DO NOT WANT TO AGREE TO THESE TERMS OF USE OR THE PRIVACY POLICY, YOU SHOULD NOT ACCESS OR USE THE CLENE WEBSITES.

Not a Substitute for Medical Advice.
The Clene Websites are provided for educational and information purposes only and are not intended to be a substitute for medical advice, diagnosis, treatment, or other professional services. Users should always seek the advice of physician or other qualified healthcare provider with any questions regarding a medical condition.
Participating Institutions.
Clene sponsors certain clinical trials and expanded/early access programs (each an “EAP”), and this sponsorship consists of, among other tasks and management responsibilities: (i) engaging and managing the third-party institutions that conduct the clinical trials and EAPs (each a “Participating Institution”); (ii) requiring these Participating Institutions to adhere to our drug and program protocols; and (iii) providing funding for the Participating Institutions to conduct the EAPs and clinical trials. Clene may provide information on how prospective participants may locate additional information regarding the EAPs; however, the websites offered by Participating Institutions are subject to the terms and conditions provided by such Participating Institutions and, unless otherwise agreed, Clene is not responsible for the content or services provided by Participating Institutions.
Third Party Websites.
The Clene Websites may contain links to third party websites (other than those of our Participating Institutions). We are not responsible for the content on those websites, and your use of those websites will be governed solely by the terms and conditions provided by the third party at issue.
Changes to the Clene Websites & Terms of Use.
1. We may revise or make changes to the Clene Websites or these Terms of Use at any time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Clene Websites after the changes have been posted. However, any changes to the dispute resolution provisions set out in Governing Law and Jurisdiction will not apply to any disputes that arose before the date the change is posted on the Clene Websites.
2. Your continued use of the Clene Websites following changes to the content or the posting of revised Terms of Use means You accept and agree to the changes. We will notify you of material changes to the Terms of Use before they take effect. You should check this page from time to time, so you are aware of any changes, as they are binding on you.
3. We will not be liable if for any reason all or any part of the Clene Websites is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Clene Websites, or the entire Clene Websites, to users, including registered users.
Acceptable Use & Restrictions.
1. The Clene Websites may be used only for lawful purposes and in a lawful manner consistent with these Terms of Use. In connection with your use of the Clene Websites, you must comply with all laws, ordinances, rules, regulations, orders, licenses, permits, judgments, decisions, and other requirements of any governmental authority that has jurisdiction over you, us, or the material on the Clene Websites (collectively, “Applicable Law”).
2. You agree not to use the Clene Websites:
  1. In any way that violates Applicable Law, including, without limitation, any laws regarding encryption or the export of data or software to and from the U.S. or other countries.
  2. To attempt to or to actually exploit or harm any minor in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
  3. To send, knowingly receive, upload, download, use, or re-use any material that does not comply with the requirements set out in these Terms of Use.
  4. To transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any “junk mail,” “chain letter,” “spam,” or any similar solicitation.
  5. To impersonate or attempt to impersonate Clene, a Clene employee, another user, or any other person or entity, including, without limitation, by using any associated email addresses or screen names.
  6. To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Clene Websites, or which, as determined by us, may harm Clene or users of the Clene Websites, or expose them to liability.
3. In using the Clene Websites, you also agree not to:
  1. Use the Clene Websites in any manner that could disable, overburden, damage, or impair the Clene Websites or interfere with any other party’s use of the Clene Websites, including their ability to engage in real time activities through the Clene Websites.
  2. Use any robot, spider, or other automatic device, process, or means to access the Clene Websites for any purpose, including monitoring or copying any of the material on the Clene Websites.
  3. Use any manual process to monitor or copy any of the material on the Clene Websites, or for any other purpose not expressly authorized in these Terms of Use, without our prior written consent.
  4. Use any device, software, or routine that interferes with the proper working of the Clene Websites.
  5. Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
  6. Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Clene Websites, the server on which the Clene Websites is hosted, or any server, computer, or database connected to the Clene Websites.
  7. Attack the Clene Websites via a denial-of-service attack or a distributed denial-of-service attack.
  8. Otherwise attempt to interfere with the proper working of the Clene Websites.
Data Protection & Privacy.
All information We collect on the Clene Websites is subject to our Privacy Policy (https://clene.com/privacy-policy), and We will only use Your information accordingly. By using the Clene Websites, you consent to all actions taken by Us with respect to your information in compliance with the Privacy Policy. Please read the Privacy Policy (https://clene.com/privacy-policy) carefully.
User Generated Content.
1. The Clene Websites may contain personal profiles, discussion forums, file upload forms, interactive leaderboards, submit an idea form, express interest form and other interactive features (collectively, “Interactive Services”) that allow users to post, submit, publish, display, or transmit to other users or other persons (hereinafter, “post”) content or materials (collectively, “User Content”) on or through the Clene Websites.
2. All User Content must comply with the requirements set out in these Terms of Use.
3. Any User Content you post to the Clene Websites will be considered non-confidential and non-proprietary. By providing any User Content on the Clene Websites, you grant us and each of our licensees, successors, and assigns the perpetual, irrevocable, royalty-free, worldwide right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose. You hereby waive any and all moral rights you have in any User Content you provide on the Clene Websites.
4. You represent and warrant that:
  1. You own or control all rights in and to the User Content and have the right to grant the license granted above.
  2. Your User Content complies with these Terms of Use.
  3. You understand and acknowledge that you are responsible for any User Content you submit or contribute, and you, not Clene, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.
  4. You will not provide sensitive health information or other health-related information through contact forms on the Clene Websites.
5. We reserve the right, at any time, to:
  1. Remove or refuse to post any User Content for any or no reason in our sole discretion.
  2. Take any action with respect to any User Content that we consider appropriate in our sole discretion, including if we believe that such User Contribution violates the Terms of Use, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Clene Websites or the public, or could create liability for Clene.
6. We are not responsible or liable to any third party for the content or accuracy of any User Content posted by you or any other user of the Clene Websites.
Intellectual Property Rights.
1. All information, software, artwork, text, video, audio, pictures, logos, and other content on the Clene Websites, including all associated intellectual property rights, are the property of Clene and its licensors, and are protected by copyright and other intellectual property laws, or are included based on principles of “fair use.” Clene retains all rights with respect to the Clene Websites except those expressly granted to you in these Terms of Use.
2. The Clene Inc. name, the Clene Nanomedicine Inc. name, the logos, and all related names, logos, product and service names, designs, and slogans are trademarks or service marks of Clene or its licensors. You must not use such marks without the prior written permission of Clene. All other names, logos, product and service names, designs, and slogans on this Clene Websites are the trademarks of their respective owners.
3. These Terms of Use permit you to use the Clene Websites for your personal, non-commercial use only. You are permitted to reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material (including research and training material) on our Clene Websites only for the following reasons:
  1. You may temporarily store copies of such materials in RAM incidental to accessing and viewing those materials.
  2. You may store files that are automatically cached by your web browser for display enhancement purposes.
  3. You may download, store, or print copies of material on the Clene Websites for your own personal, non-commercial use and not for further reproduction, publication, or distribution.
4. In using the Clene Websites, you agree not to:
  1. modify copies of any materials from the Clene Websites;
  2. use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text;
  3. delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site;
5. If you wish to make any use of material on the Clene Websites other than that set out in this section, please address your request to: administer@clene.com.
6. If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Clene Websites in breach of the Terms of Use, your right to use the Clene Websites will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Clene Websites or any content on the Clene Websites is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the Clene Websites not expressly permitted by these Terms of Use is a breach of these Terms of Use.
7. If you believe that any User Content or other material on the Clene Websites violates your copyright, please send an email to administer@clene.com notifying us of the copyright infringement so that we may investigate the matter further and take the appropriate action.
External Clene Websites & Applications.
1. You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent.
2. You agree to only use social media features on the Clene Websites as they are provided by us, and solely with respect to the content they are displayed with, and otherwise in accordance with any additional terms and conditions we provide with respect to such features.
3. The Clene Websites may contain links or produce search results that reference links to third-party
  websites (collectively “Linked Sites”). Clene has no control over these Linked Sites or their content and does not assume responsibility or liability for any content, opinions, or materials available on Linked Sites. Clene does not endorse the content of any Linked Site, nor does Clene warrant that a Linked Site will be free of computer viruses or other harmful or malicious code that could impact your computer or other web-access device. By using the Clene Websites to search for or link to another site, you agree and understand that use of any Linked Sites is at your own risk.
DISCLAIMER OF WARRANTIES & LIMITATION OF LIABILITY.
THE CLENE WEBSITES, AS WELL AS ANY INFORMATION AND MATERIALS PROVIDED THEREON, THEIR PERFORMANCE AND AVAILABILITY ARE PROVIDED AS IS, AS AVAILABLE, AND WITH ALL FAULTS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE WEBSITE, ANY MATERIALS, OR THE PAYMENT PROCESSING SERVICE THEIR PERFORMANCE, AVAILABILITY, OR RESULTS. AND DISCLAIM ANY AND ALL REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION: (A) ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT; (B) ANY WARRANTY THAT THE CLENE WEBSITES, SUCH MATERIALS, THE INFORMATION, OR THEIR PERFORMANCE WILL MEET YOUR REQUIREMENTS, WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, OPERATE WITHOUT ERROR, OR WILL CONTAIN ANY PARTICULAR FEATURES OR FUNCTIONALITY; (C) ANY WARRANTY AS TO ACCURACY OF ANY INFORMATION, CONTENT, MATERIALS, OR SUBMISSIONS AVAILABLE ON THE WEBSITE; OR (D) ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. THE CLENE WEBSITES, AND THE INFORMATION AND MATERIALS PROVIDED THEREON, ARE PROVIDED FOR INFORMATIONAL PURPOSES ONLY AND ARE NOT A SUBSTITUTE FOR MEDICAL ADVICE AND SHOULD NOT BE RELIED UPON AS SUCH.
Indemnification.
You agree to defend, indemnify, and hold harmless Clene, its licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Use or your use of the Clene Websites, including, but not limited to, your User Content, any use of the Clene Websites’ content, services, and products other than as expressly authorized in these Terms of Use, or your use of any information obtained from the Clene Websites.
Enforcement; Termination.
1. We reserve the right to at any time:
  1. Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy
  2. Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Clene Websites.
2. YOU AGREE TO WAIVE AND HOLD HARMLESS CLENE AND ITS LICENSEES, AND SERVICE PROVIDERS AND ITS AND THEIR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND REPRESENTATIVES FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY CLENE IN RESPONSE TO ANY INVESTIGATION BY EITHER CLENE OR GOVERNMENTAL AUTHORITIES.
Governing Law & Dispute Resolution.
1. Any and all claims or proceedings arising out of or relating to the Clene Websites or these Terms of Use, in each case, including non-contractual claims or proceedings, will be governed by and construed in accordance with the laws of the State of Delaware without giving effect to any choice or conflict of law provision or rule that would provide otherwise.
2. Any and all claims or proceedings arising out of or relating to the Clene Websites or these Terms of Use, in each case, including non-contractual claims or proceedings, must be instituted exclusively in the federal courts of the United States or the courts of the State of Delaware, located in the City of Wilmington and the New Castle County, although we retain the right to bring any suit, action, or proceeding against you for breach of these Terms of Use in your state or country of residence. You waive any and all objections to the exercise of jurisdiction over you by the courts and to venue in the courts listed above. To the fullest extent by law, each party hereby irrevocably waives its rights to trial by jury in any claim or proceeding arising out of or relating to the Clene Websites or these Terms of Use.
Waiver & Severability.
If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, that provision will be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.
Entire Agreement.
The Terms of Use and our Privacy Policy constitute the sole and entire agreement between you and Clene regarding the Clene Websites and any services related to your use of or participation in the Clene Websites and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Clene Websites. Except to the extent expressly stated herein or in an written agreement between you and Clene, the Clene Websites and any statements or information contained therein is not, and should not be construed as, an offer, guarantee, or promise of any nature and does not create any obligations of Clene.
Comments & Concerns.
1. This website is operated by Clene, the headquarters of which is located at 6550 South Millrock Drive, Suite G50, Salt Lake City, Utah 84121.
2. All feedback, comments, requests for technical support, and other communications relating to the Clene Websites should be directed to: administer@clene.com.