Terms of Use

Last Updated: October 22, 2024

These Terms of Use (“Terms”) are a binding agreement between you (“you” or “user”) and Zura Bio Inc. and its affiliates (“Zura,” “Zura Bio,” “we,” “our,” or “us”). These Terms govern your access and use of the website at www.zurabio.com (“Site”), and any features, applications, services, and mobile applications offered by Zura through the Site, and their respective contents, whether accessed via computer, mobile device, or other technology (collectively, the “Services”). By using the Services, you agree to be bound by the terms and conditions contained in these Terms. If you are acting on behalf of your employer or another entity, you represent and warrant that you are authorized to bind such employer or entity to these Terms.

If you do not agree with these Terms, do not use the Site, Services, or any content contained therein.

1.    INFORMATIONAL PURPOSES / DISCLAIMER OF WARRANTIES

This Site is for informational purposes only. THE SITE AND ANY CONTENT OR SERVICES ON THE SITE ARE PROVIDED TO YOU “AS IS,” “WITH ALL FAULTS” AND ON AN “AS AVAILABLE” BASIS. YOU ASSUME ALL RISKS FROM USING THE SITE, SERVICES AND ANY CONTENT. ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE, AND ANY WARRANTIES THAT THE SITE, CONTENT, OR SERVICES IS CURRENT AND/OR UP-TO-DATE ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

All statements and expressions on the Site are the sole opinion of Zura and are subject to change without notice. Certain information contained on the Site relates to or is based on studies, publications, surveys, and other data obtained from third-party sources and Zura’s own internal estimates and research. While Zura believes these third-party studies, publications, surveys, and other data to be reliable as of the date assessed by Zura, it has not independently verified, and Zura makes no representation as to the adequacy, fairness, accuracy, or completeness of any information obtained from third-party sources. In addition, no independent source has evaluated the reasonableness or accuracy of Zura’s internal estimates or research. No reliance should be made on any information or statements made on this Site relating to or based on such internal estimates and research. Zura is not liable for any investment decisions by its users. It is strongly recommended that any purchase or sale decision relating to securities be discussed with a financial advisor, broker-dealer, or a member of a financial regulatory body. Users are cautioned that you may lose all or a portion of your investment in Zura.

2.    NO MEDICAL ADVICE

This Site is not intended to provide medical diagnosis, treatment, or advice. We do not warrant the efficacy, safety, or results obtained from any treatments discussed on the Site. You should consult with a licensed and qualified physician regarding any medical or health condition and any medical treatment or therapy, including whether any treatments or therapies offered by Zura are suitable for you.

3.    COPYRIGHT, TRADEMARKS, AND OTHER PROPRIETARY RIGHTS

The information, text, images, audio, video, photos, and other material on the Site (the “Content”) are proprietary to Zura Bio or its licensors. The Content is protected by copyright law and may not be copied other than for noncommercial individual use with all copyright or other proprietary notices retained. Thereafter, it may not be recopied, reproduced, or otherwise redistributed. Except as expressly provided above, you may not otherwise copy, display, download, distribute, modify, reproduce, republish, or retransmit any Content in any electronic medium or hard copy or create any derivative work based on such images, text, or documents without the express written consent of Zura.

The trademarks, service marks, and logos of Zura (the “Zura Trademarks”) used and displayed on the Site are registered and unregistered trademarks or service marks of Zura. Other company, product, and service names located on the Site may be trademarks or service marks owned by third parties (the “Third-Party Trademarks,” and, collectively with Zura Trademarks, the “Trademarks”). Nothing on the Site or in these Terms should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on the Site without the prior written consent of Zura specific for each such use. Use of any Trademarks as part of a link to or from any website is prohibited without Zura’s prior written consent. Application for permission for use of content on this Site, the copyright of which is owned by Zura, should be made to info@zurabio.com.

4.    LIMITATION OF LIABILITY

NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY OF ANY KIND, NEITHER THE COMPANY NOR ANY OF ITS LICENSORS, SPONSORS, AGENTS, SUCCESSORS, OR ASSIGNS, NOR OUR OR THEIR DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, OR OTHER REPRESENTATIVES, ARE RESPONSIBLE OR LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE OR OTHER INDIRECT DAMAGES (INCLUDING, WITHOUT LIMITATION, ANY LOSS OF PROFITS, LOST SAVINGS, OR LOSS OF DATA) UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHER THEORY ARISING OUT OF OR RELATING IN ANY MANNER TO THE CONTENT, SITE, SERVICES, AND/OR ANY LINKED WEBSITE, WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES OR LIABILITIES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY’S MAXIMUM AGGREGATE LIABILITY TO YOU RELATING TO YOUR USE OF THE SITE, CONTENT, OR SERVICES SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100).

SOME STATES LIMIT THE DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY, AND THESE DISCLAIMERS AND LIMITATIONS MAY NOT APPLY OR MAY ONLY APPLY IN PART TO YOU UNDER SUCH LAWS.

5.    LINKS TO THIRD-PARTY WEBSITES

You may find advertising or other content on the Site that links to the sites of our partners, suppliers, advertisers, sponsors, licensors, and other third parties (“Linked Sites”). We do not control the content or links that appear on these Linked Sites and are not responsible for the practices employed by websites linked to or from the Site. In addition, these Linked Sites, including their content and links, may be constantly changing. These Linked Sites may have their own terms and conditions. Browsing and interaction on any other website, including Linked Sites, is subject to that website’s own terms and policies.

6.    FORWARD-LOOKING STATEMENTS

This Site contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believe,” “predict,” “potential,” “continue,” “strategy,” “future,” “opportunity,” “would,” “seem,” “seek,” “outlook” and the negatives of such terms and similar expressions are intended to identify such forward-looking statements. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties that could cause the actual results to differ materially from the expected results. These forward-looking statements may include, but are not limited to: expectations with respect to development and regulatory plans, trial designs, and the costs, timing and results thereof; expectations with respect to milestones and key events, including the timing of study initiation and completion; expectations with respect to Zura Bio’s development program, including clinical trials and the timing thereof, and expectations with respect to development programs, data readouts and product candidates of other parties; Zura Bio’s cash resources and projected cash runway; the potential to raise additional capital to support the company’s operations; the potential of pipeline assets to offer broader and improved clinical responses; expectations with respect to addressable markets, projected CAGRs and patient populations; and expectations with respect to the use of proceeds from any financing transactions. These statements are based on various assumptions, whether or not identified in this communication. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by an investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events are difficult or impossible to predict and could differ materially from those expressed or implied in such forward-looking statements, as a result of these risks and uncertainties, which include, but are not limited to: the potential of Zura Bio’s product candidates and their related benefits, competing product candidates and products both in development and approved; Zura Bio’s vision and strategy; the timing of key events and initiation of Zura Bio’s studies and release of clinical data may take longer than anticipated or may not be achieved at all; the potential general acceptability and maintenance of Zura Bio’s product candidates by regulatory authorities, payors, physicians, and patients may not be achieved; Zura Bio’s ability to attract and retain key personnel; Zura Bio’s future operating expenses, capital requirements and needs for additional financing may not be achieved; Zura Bio has not completed any clinical trials, and has no products approved for commercial sale; Zura Bio has incurred significant losses since inception, and expects to incur significant losses for the foreseeable future and may not be able to achieve or sustain profitability in the future; Zura Bio requires substantial additional capital to finance its operations, and if it is unable to raise such capital when needed or on acceptable terms, Zura Bio may be forced to delay, reduce, and/or eliminate one or more of its development programs or future commercialization efforts; Zura Bio may be unable to renew existing contracts or enter into new contracts; Zura Bio relies on third-party contract development manufacturing organizations for the manufacture of clinical materials; Zura Bio relies on contract research organizations, clinical trial sites, and other third parties to conduct of its preclinical studies and clinical trials; Zura Bio may be unable to obtain regulatory approval for its product candidates, and there may be related restrictions or limitations of any approved products; Zura Bio may be unable to successfully respond to general economic and geopolitical conditions; Zura Bio may be unable to effectively manage growth; Zura Bio faces competitive pressures from other companies worldwide; Zura Bio may be unable to adequately protect its intellectual property rights; and other factors set forth in documents filed, or to be filed by Zura Bio, with the SEC, including the risks and uncertainties described in the “Risk Factors” section of Zura Bio’s Annual Report on Form 10-K for the year ended December 31, 2023 and other filings with the SEC. These risks and uncertainties may be amplified by health epidemics or other unanticipated global disruption events, which may continue to cause economic uncertainty. Zura Bio cautions that the foregoing list of factors is not exclusive or exhaustive and not to place undue reliance upon any forward-looking statements, including projections, which speak only as of the date made. Zura Bio gives no assurance that we will achieve our expectations. Zura Bio does not undertake or accept any obligation to publicly provide revisions or updates to any forward-looking statements, whether as a result of new information, future developments or otherwise, or should circumstances change, except as otherwise required by securities and other applicable laws.

This Site discusses product candidates that are under clinical study, and which have not yet been approved for marketing by the US Food and Drug Administration. No representation is made as to the safety or effectiveness of these product candidates for the use for which such product candidates are being studied. Caution should be exercised when comparing data across trials of different products and product candidates. Differences existing between trial designs and patient populations and characteristics. The results across such trials may not have interpretative value on Zura Bio’s existing or future results.

Statements included herein concerning clinical trials for the product candidates have not been reviewed or endorsed by Eli Lilly (“Lilly”) or Pfizer. This Site shall not constitute an offer to sell or the solicitation of an offer to buy securities, nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

The forward-looking statements are made only as of the date of access to the Site, and Zura undertakes no obligation to publicly update such forward-looking statements.

7.    PRIVACY POLICY

Any personal information that you may provide to us through the Site or Services shall be handled in accordance with our Privacy Policy. You accept the Privacy Policy by accessing or using the Site or Services or providing us your personal information.

8.    CHANGES TO TERMS

We have the discretion to amend, change, or update these Terms at any time. We also encourage users to frequently check this page for any changes. You acknowledge and agree that it is your responsibility to review these Terms periodically and become aware of modifications. Any use of the Site or Services after posting of the modifications constitutes your acceptance of the modifications.

9.    GENERAL

These Terms and any other Zura policies referenced herein constitute the entire agreement of the parties with respect to its subject matter. They may only be modified by Zura as set forth in Section 8 above. If any provision in these Terms shall be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby, and such provision shall be ineffective only to the extent of such invalidity, illegality, or unenforceability.

10.    GOVERNING LAWS

These Terms and your use of the Site, Content, and Services shall be governed by the laws of the United States of America and the State of Delaware, without regard to its conflicts of laws principles, to the full extent that such choice of law is allowed. Any legal action or proceeding related to this Site shall be brought exclusively in a federal or state court of competent jurisdiction sitting in Delaware.

11.    CONTACTING ZURA

For questions regarding these Terms, contact us at dpo@zurabio.com.