Website Terms and Conditions





This website is owned by Nuvo Pharmaceuticals Inc. d/b/a Miravo Healthcare (“Miravo”). By accessing, viewing or using the content available through the website, you agree to the terms and conditions provided below, as well as Miravo’s Privacy Policy which is incorporated by this reference (collectively, “Terms and Conditions”). If you do not agree to the Terms and Conditions, please do not access, view or use this website.

Miravo reserves the right, at its sole discretion, to amend the Terms and Conditions at any time and without notice. Please check back from time to time for such amendments. Your continued access, view and use of this website constitutes your agreement to the then-current terms and conditions. Miravo shall have the right for any reason, in its sole discretion, to terminate, change, suspend or discontinue, temporarily or permanently, any aspect of this website, including but not limited to content, features and hours of availability, without further notice to you.

The information contained on this website is designed to be as comprehensive and factual as possible. Miravo reserves the right, however, to make changes, at any time and without notice, to the content on this site. The documents and information available on this site are provided as a service only and are not the official versions of Miravo’s securities law disclosure documents. There is no guarantee with respect to the accuracy, timeliness or completeness of any information or document on this site. The documents and information contained on this website may not always be the most current source for company information. The information contained on this website is not intended to provide specific medical, legal, accounting, financial or tax advice to any particular person. People should contact a medical professional for advice on any medical treatment. Absolutely no information contained on this website should be construed as taking the place of your physician’s or other qualified healthcare professional’s advice. Potential investors should obtain their own professional advice.

Ownership of Intellectual Property/Restrictions on Use of Materials

This website is owned and operated by Miravo. Unless otherwise indicated, the contents including without limitation, all logos, trademarks, service marks, trade-dress, texts, graphics, images, and the collection, organization, arrangement and assembly of the contents of this website (collectively, the “Content”) are the property of Miravo and are protected, without limitation, pursuant to Canadian, U.S. and foreign intellectual property laws, including copyright, trademark and other laws and regulations. You do not acquire any ownership rights to any Content through your access to, or use of, this website.

No Content from this website, either in whole or in part, may be copied, reproduced, republished, uploaded, posted, transmitted, archived, modified, sold or distributed in any way, without Miravo’s prior written consent, except that you may download one copy of the Content on any single computer for your personal non-commercial use only, provided you keep intact all copyright and other proprietary notices. Modification of the Content or use of the Content for any other purpose is a violation of Miravo’s copyright, trademark and trade secret rights and others’ proprietary rights. The use of any Content on any other website, platform or networked computer environment for any purpose is strictly prohibited.

Use of Site and Site Material/ Acceptable Site Use

Users may not use this website in order to transmit, distribute, store or destroy the Content or any material: (a) in violation of any applicable law or regulation; (b) in a manner that will infringe the copyright, trademark, trade secret or other intellectual property rights of Miravo or others, or violate the privacy, publicity or other personal rights of Miravo or others; or (c) that is defamatory, obscene, threatening, scandalous, inflammatory, pornographic, profane, abusive or hateful. Users may use this website only for lawful purposes and in compliance with the Terms and Conditions.

You agree not to: (a) interfere with other users’ use of the website; (b) transmit any files which may contain viruses, or other contaminating or destructive properties; and (c) post or transmit material for advertising or commercial purposes.

Any submissions you send to this website or otherwise to Miravo shall be deemed to be non-confidential and Miravo shall have no obligation of any kind with respect to such submissions, except under the Privacy Policy.

Website Security Rules

Users are prohibited from violating or attempting to violate the security of the website, including, without limitation: (a) accessing data not intended for such user or logging into a server or account which the user is not authorised to access; (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorisation; (c) attempting to interfere with service to any user, host or network, including, without limitation, via means of submitting a virus to the website, overloading, “flooding,” “spamming,” “mail booming” or “crashing”; or (d) engaging in "screen scraping" or "database scraping”. Violations of any system or network security may result in civil or criminal liability. Miravo will investigate occurrences that may involve such violations and may involve and co-operate with law enforcement authorities in prosecuting users who are involved in such violations.

Non-Solicitation Policy

The sender of any communications to this website or otherwise to us shall be responsible for the content and information contained in such communications, including its truthfulness and accuracy.

In your communications with us through the website and otherwise, please keep in mind that we do not seek any unsolicited ideas or materials for products or services, or even suggested improvements to products or services (collectively, “Unsolicited Ideas and Materials”). We shall be free to use or copy all or a portion of any Unsolicited Ideas and Materials you post on this website or send to us, including any ideas, inventions, concepts, techniques or know-how disclosed, for any purposes. Such purposes may include disclosure to third parties and/or developing, creating or marketing goods or services.

Product Information

Product information provided on this site is intended for use by Canadian residents only. The dissemination of this information may be subject to different medical and regulatory requirements in other countries. This information is available to the public for educational purposes only; it should not be used for diagnosing or treating a health problem or disease or be construed as the giving of advice or the making of a recommendation. This information should not be relied upon as the basis or otherwise for any decision or course of action and is not intended to be a substitute for consultation with a licensed healthcare provider. Miravo cannot answer unsolicited emails requesting personal medical advice; please consult your healthcare provider.

The information contained and broadcast on this website may contain direct or indirect references to Miravo products, programs and services which are not proposed or available in certain countries or regions, or which may be offered under a different trademark, and which may be subject to different regulations and conditions of use according to the country. Such references do not imply any intention on the part of Miravo to sell these products, programs or services in your country.

Disclaimer

MIRAVO MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THIS WEBSITE OR ITS CONTENTS, WHICH ARE FOR INFORMATIONAL PURPOSES ONLY AND ARE PROVIDED FOR USE ON AN “AS IS, WHERE IS” BASIS AND “AS AVAILABLE.” TO THE GREATEST EXTENT PERMITTED BY LAW, MIRAVO DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, AND CONDITIONS, EXPRESS OR IMPLIED, OR ARISING BY STATUTE, USAGE, CUSTOM OR OTHERWISE, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THIS SITE AND ANY WEBSITE WITH WHICH IT IS LINKED. MIRAVO DOES NOT WARRANT THE FUNCTIONS, INFORMATION OR LINKS CONTAINED ON THIS SITE NOR DOES IT WARRANT THAT THE SITE’S CONTENTS WILL MEET YOUR REQUIREMENTS. MIRAVO DOES NOT WARRANT THAT THIS WEBSITE OR ITS CONTENTS ARE FIT FOR ANY PARTICULAR PURPOSE OR THAT THE OPERATION OF THIS WEBSITE OR ITS CONTENTS WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES, WORMS, TROJAN HORSES, CANCELBOTS OR OTHER HARMFUL COMPONENTS. MIRAVO DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE MATERIALS ON THIS SITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY OR OTHERWISE. YOU (AND NOT MIRAVO) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION.

NEITHER MIRAVO NOR ANY OF ITS AFFILIATES, LICENSORS, SERVICE PROVIDERS OR SUPPLIERS MAKES OR HAS MADE ANY RECOMMENDATIONS REGARDING THE SECURITIES OF MIRAVO OR INVESTMENT SERVICES OF ANY PERSON OR ENTITY WITH RESPECT TO THE CONTENT OF THIS SITE, OR OF THE ADVISABILITY OF INVESTING IN SECURITIES GENERALLY FOR ANY PARTICULAR INDIVIDUAL.

Limitation of Liability

YOU USE THIS WEBSITE AND ITS CONTENT AT YOUR OWN RISK. UNDER NO CIRCUMSTANCES SHALL MIRAVO BE LIABLE FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, COMPENSATORY, DIRECT OR INDIRECT DAMAGES, LOSS OF DATA, INCOME OR PROFIT OR DAMAGE TO PROPERTY THAT RESULT FROM YOUR USE OF, OR YOUR INABILITY TO USE, THE SITE OR THE CONTENTS ON THE SITE, EVEN IF MIRAVO OR A MIRAVO AUTHORISED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL MIRAVO’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION WHETHER IN CONTRACT, OR NOT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THIS SITE.

Indemnity of User

You agree to defend, indemnify and hold harmless Miravo, and each of its officers, directors, employees, parents, shareholders, licensees, assigns and agents, from and against any claims, actions or demands, including without limitation reasonable legal and accounting fees, alleging or resulting from your use of the Content contained on the website or your breach of these Terms and Conditions. Miravo shall provide notice to you promptly of any such claim, suit, or proceeding and may assist you, in its sole discretion, at your expense, in defending any such claim, suit or proceeding.

Securities

Neither Miravo nor any of its officers, directors, employees, agents or licensors: (a) has passed on the merit of any of the securities referred to on this website or any linked site; (b) has endorsed or sponsored any of these securities; or (c) makes or has made any recommendation regarding any securities issued by Miravo or any of the companies identified on or linked to this website, nor the advisability of investing in securities generally for any particular individual. PLEASE SEEK THE ADVICE OF PROFESSIONALS, AS APPROPRIATE, REGARDING THE EVALUATION OF ANY SPECIFIC SECURITY, INVESTMENT, INDEX, REPORT, OPINION, ADVICE OR OTHER CONTENT. The information contained on this website does not constitute an offer to sell or the solicitation of an offer to buy any securities of Miravo or any other company.

Forward-looking Information and Statements

This website contains “forward-looking information” as defined under Canadian securities laws (collectively, “forward-looking statements”). The words “plans”, “expects”, “does not expect”, “goals”, “seek”, “strategy”, “future”, “estimates”, “intends”, “anticipates”, “does not anticipate”, “projected”, “believes” or variations of such words and phrases or statements to the effect that certain actions, events or results “may”, “will”, “could”, “would”, “should”, “might”, “likely”, “occur”, “be achieved” or “continue” and similar expressions identify forward-looking statements. In addition, any statements that refer to expectations, intentions, projections or other characterizations of future events or circumstances contain forward-looking statements.

Forward-looking statements are not historical facts but instead represent management’s expectations, estimates and projections regarding future events or circumstances. Such forward-looking statements are qualified in their entirety by the inherent risks, uncertainties and changes in circumstances surrounding future expectations which are difficult to predict and many of which are beyond the control of Miravo. Forward-looking statements are necessarily based on a number of estimates and assumptions that, while considered reasonable by management of Miravo, are inherently subject to significant business, economic and competitive uncertainties and contingencies. Material factors and assumptions used to develop the forward-looking statements, and material risk factors that could cause actual results to differ materially from the forward-looking statements, include but are not limited to changes in the business or affairs of Miravo; competitive factors in the industries in which Miravo operates; relationships with customers and suppliers; changes in legal and regulatory requirements; foreign exchange and interest rates; prevailing economic conditions; and other factors, many of which are beyond the control of Miravo. Additional factors that could cause Miravo’s actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the risk factors included in Miravo’s most recent Annual Information Form under the heading “Risks Factors”, and as described from time to time in the reports and disclosure documents filed by Miravo with Canadian securities regulatory agencies and commissions. These and other factors should be considered carefully and readers should not place undue reliance on Miravo’s forward-looking statements, as forward-looking statements involve significant risks and uncertainties. Forward-looking statements should not be read as guarantees of future performance or results and will not necessarily be accurate indications of whether or not the times at or by which such performance or results will be achieved.

All forward-looking statements are based only on information currently available to Miravo and are made as of the date of these Terms and Conditions or as otherwise indicated. Except as expressly required by applicable Canadian securities law, Miravo assumes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. All forward-looking statements on this website are qualified by these cautionary statements.

Investor Relations Information

The information posted to the Investors section of this website is maintained by Miravo. All information posted to the Investor section of this website was accurate at the time of posting, but may be superseded by subsequent disclosures made by Miravo. Miravo does not assume any duty of disclosure beyond that which is required by law. For Miravo official investor disclosure documents, please see the Miravo filings made with securities regulators at www.sedar.com .

Stock Price

All quotes are delayed at least 15 minutes unless otherwise stated and are believed to be accurate but are not guaranteed or warranted by the TMX or Miravo. Potential investors should seek independent information and advice from qualified professionals prior to investment.

Nothing on this website shall be construed as an offer or invitation to deal in securities of Miravo.

Linked Websites

This website may contain links to third-party sites. These links are provided solely as a convenience to you and not as an endorsement by Miravo. Miravo is not responsible for the content of linked third-party sites and does not make any representations regarding the content or accuracy of materials on such third party sites. If you decide to access linked third-party sites, you do so at your own risk. We encourage you to review the terms of use of each website visited before using those websites.

Laws

By accessing this website, you agree to use the information contained on the website in accordance with all applicable local, provincial, national or international laws and regulations.

By accessing this website, you and Miravo agree that all matters relating to your access to, or use of, this website shall be governed by the statutes and laws of Ontario, Canada, without regard to the conflicts of laws principles thereof. You and Miravo also agree and hereby submit to the exclusive personal jurisdiction and venue of the courts of the Province of Ontario, Canada with respect to such matters. This website is intended for residents of Canada only. Miravo makes no representation that materials on this website are appropriate or available for use in other locations, and accessing them from territories where their contents are illegal is prohibited. Those who choose to access this site from other locations do so on their own initiative and are responsible for compliance with local laws.

General

Miravo reserves the right to seek all remedies available at law and in equity for violations of these Terms and Conditions, including the right to block access from a particular Internet address to our website.

No waiver of these terms and conditions shall be deemed, or shall constitute, a waiver of any other provision, nor shall waiver be deemed or constitute a continuing waiver unless expressly provided.

To the extent permitted by applicable law, in the event that any provision or part of a provision in these Terms and Conditions is held to be unlawful, void, invalid or unenforceable, the remaining provisions or parts thereof shall be and remain in full force and effect and shall be construed as if the unlawful, void, invalid or unenforceable provision or part thereof has been deleted from these Terms and Conditions. The section titles in these Terms and Conditions are for convenience only and have no legal effect on the provisions herein.

December 15, 2020