Terms of Use

Effective Date: 29 May 2025

These Terms of Use (hereinafter, the “Terms”) constitute a legally binding agreement between you (the “User”) and J.G. Charisis Pharmaceutical Ventures S.M.P.C. (the “Company”), governing your access to and use of the website located at www.charisisandco.com and all associated content and functionalities (collectively hereinafter, the “Website”). By accessing or utilizing the Website, you expressly acknowledge and agree to be bound by these Terms and the Company’s privacy policy, incorporated herein by reference. If you do not consent to these Terms, you are expressly prohibited from accessing or using the Website.

1. Acceptance of Terms

By accessing or using the Website, you represent and warrant that you are at least eighteen (18) years of age or the age of legal majority in your jurisdiction and possess the legal capacity to enter into this agreement. If you are accessing or using the Website on behalf of an entity, you further represent and warrant that you are duly authorized to bind such entity to these Terms. Your access to or use of the Website constitutes your unconditional acceptance of these Terms in their entirety.

2. Scope of Permitted Use and Prohibited Activities

2.1 Permitted Use

Subject to your compliance with these Terms, you are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Website solely for lawful, personal, and non-commercial purposes, unless otherwise expressly authorized by the Company in writing.

2.2 Prohibited Activities

You expressly agree not to:

Utilize the Website in any manner that contravenes any applicable local, state, national, or international law, regulation, or ordinance.

Attempt to gain unauthorized access to, interfere with, or compromise the security or integrity of the Website, its servers, or any connected systems or networks.

Introduce or transmit any viruses, malware, or other deleterious code that may impair or disrupt the functionality of the Website.

Reproduce, duplicate, copy, sell, resell, or otherwise exploit any portion of the Website without the Company’s prior express written consent.

Post, upload, or transmit any content that is unlawful, defamatory, obscene, fraudulent, or otherwise violates the rights of third parties, including but not limited to intellectual property, privacy, or publicity rights.

3. Intellectual Property Rights

All content, materials, designs, trademarks, service marks, logos, and other intellectual property displayed on or accessible through the Website (collectively, the “Content”) are the exclusive property of the Company or its licensors and are protected by applicable intellectual property laws, including but not limited to copyright, trademark, and trade secret laws. Except as expressly provided herein, no right, title, or interest in the Content is transferred to you. You are granted a limited, non-exclusive, non-sublicensable, revocable license to access and use the Content solely for personal, non-commercial purposes in connection with your use of the Website. Any unauthorized use, including but not limited to reproduction, modification, distribution, or creation of derivative works, is strictly prohibited absent our prior written authorization.

4. Privacy Policy

Your access to and use of the Website are subject to the Company’s privacy policy, which is incorporated into these Terms by reference. The Privacy Policy delineates our practices regarding the collection, use, storage, and disclosure of your personal information. By accessing or using the Website, you expressly consent to the data practices described therein.

5. Third-Party Links and Resources

The Website may contain hyperlinks to third-party websites, services, or resources not owned or controlled by the Company. The Company neither endorses nor assumes any responsibility or liability for the content, accuracy, privacy policies, or practices of such third-party websites or resources. Your access to and use of such third-party websites or resources are at your sole risk, and you are solely responsible for reviewing and complying with their respective terms and policies.

7. Disclaimer of Warranties

To the maximum extent permitted by applicable law, the Website is provided on an “as is” and “as available” basis, without warranties of any kind, whether express, implied, statutory, or otherwise, including but not limited to warranties of merchantability, fitness for a particular purpose, title, non-infringement, or accuracy. The Company does not warrant that the Website will be uninterrupted, secure, error-free, or free from viruses or other harmful components, nor does the Company make any representations regarding the availability, reliability, or performance of the Website.

8. Limitation of Liability

To the fullest extent permitted by applicable law, the Company, its affiliates, officers, directors, employees, agents, and licensors shall not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including but not limited to loss of profits, revenue, data, goodwill, or business opportunities, arising out of or in connection with your access to or use of, or inability to access or use, the Website, whether based on contract, tort, negligence, strict liability, or otherwise, and regardless of whether the Company has been advised of the possibility of such damages. In no event shall the Company’s aggregate liability to you exceed the amount, if any, paid by you to the Company for access to or use of the Website during the twelve (12) months preceding the event giving rise to the claim.

9. Termination

The Company reserves the absolute right, at the Company’s sole discretion, to suspend, restrict, or terminate your access to the Website, in whole or in part, at any time and for any reason, including but not limited to your breach of these Terms, without prior notice or liability. Upon termination, all rights and licenses granted to you under these Terms shall immediately cease, and you must discontinue all use of the Website.

10. Modifications to Terms

The Company reserves the right to modify or amend these Terms at the Company’s sole discretion from time to time. Any revised Terms will be posted on the Website with an updated “Effective Date.” Your continued access to or use of the Website following the posting of revised Terms constitutes your irrevocable acceptance of such revisions. You are advised to review these Terms periodically for any changes.

11. Governing Law and Exclusive Jurisdiction

These Terms shall be governed by, construed, and enforced in accordance with the laws of England and Wales, without giving effect to any principles of conflicts of law. Any dispute, controversy, or claim arising out of or relating to these Terms, or the breach, termination, validity thereof, or your access to or use of the Website, shall be resolved exclusively in the courts of London, United Kingdom. You hereby irrevocably submit to the exclusive jurisdiction and venue of such courts for the purpose of litigating any such dispute, and you waive any objection to the convenience, propriety, or venue of such courts, including any claim of forum non conveniens.

12. Indemnification

You agree to indemnify, defend, and hold harmless the Company, its affiliates, officers, directors, employees, agents, licensors, and successors from and against any and all claims, demands, liabilities, damages, losses, costs, or expenses, including reasonable attorneys’ fees, arising out of or relating to: (i) your access to or use of the Website; (ii) your breach of these Terms; or (iii) your violation of any applicable law or the rights of any third party, including intellectual property, privacy, or publicity rights.

13. Miscellaneous Provisions

13.1 Entire Agreement

These Terms, together with the Privacy Policy and any other agreements expressly incorporated by reference, constitute the entire agreement between you and the Company with respect to your use of the Website, superseding all prior or contemporaneous communications, whether oral or written.

13.2 Severability

If any provision of these Terms is deemed invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be severed, and the remaining provisions shall continue in full force and effect.

13.3 No Waiver

The Company’s failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision unless expressly acknowledged and agreed to by the Company in writing.

13.4 Assignment

You may not assign, delegate, or transfer your rights or obligations under these Terms without the Company’s prior written consent. The Company may assign or transfer these Terms, in whole or in part, without restriction.

13.5 Force Majeure

The Company shall not be liable for any delay or failure to perform the Company’s obligations under these Terms due to causes beyond the Company’s reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, or governmental actions.

14. Contact Information

For inquiries or concerns regarding these Terms, please contact us.