Terms and Conditions — Generations Genetics

Terms of Services

1. Definitions

Generation Labs (including its subsidiaries and affiliates, collectively referred to as “Prenetics”, “we”, “us”, and “our”) has its principal place of business at 701-706 K11 Atelier, 728 King’s Road, Quarry Bay, Hong Kong.

“Personal Information” is information that can be used to identify you, either alone or in combination with other information which includes the following:

(I) “Registration Information” is the information you provide about yourself when registering for and/or purchasing our Services (e.g. name, phone number, email, address, user ID and password, and payment information).

(II) “Self-Reported Information” is all information about yourself, including your disease conditions, other health-related information, personal traits, ethnicity, and other information that you enter into surveys, forms, or features while signed in to your Prenetics account.

(III) “Web Behavior Information” is information on how you use the Prenetics website collected through log files, cookies, and web beacon technology.

“Product” means any healthcare or diagnostic product or sample collection kit which is provided to you by Prenetics for the purpose of, or in connection with, the provision of Services. It may include CircleDNA and/or CircleX.

“Product Information” is the information related to the specific Product which is provided along with the Product or during the course of your registration or use of such Product. Product Information shall include instructions, guidelines, policies and/or rules associated with the use of the Product.

“Service” or “Services” means any service provided by Prenetics including the provision of a Product for the purpose of carrying out a diagnosis or test as intended by the Product, dispatch of kits, collection of samples, carrying out a relevant diagnosis or test, provision of a Test Report and associated services such as provision of access to the Prenetics portal/application/system/tool in connection with the same. Unless intended as part of the Product, Service shall not be deemed to include any service provided by a third party.

“TOS” means these terms of services as relevant and applicable to the Services provided to you.

2. Acceptance of Terms

Your use of any Service is subject to this TOS.

In order to use any Service, you must first agree to the TOS. You may not use the Services if you do not accept the TOS.

You can accept the TOS by (i) clicking to accept or agree to the TOS, where this option is made available to you; or by (ii) actually using any Service. You acknowledge and agree that you will be deemed to have accepted the TOS by using any Service.

You understand the limitations of the Service as set out in the Informed Consent, and agree that Prenetics, its employees, consultants, advisors and partners shall not have any liability to you with regards to claims, losses or damage caused, or allegedly caused, directly or indirectly by the limitations set out in the relevant Informed Consent.

In addition, when using particular Services, the provision of such Services by Prenetics shall be subject to the terms, rules and guidelines provided in the relevant Product Information. In the event of any conflict between the Product Information and the TOS, the specific guidelines or rules contained in the Product Information will prevail.

3. User Representations

By accessing any Service, you agree to, acknowledge, and represent as follows:

You are eighteen (18) years of age or older, and are capable of entering into a legally binding contract with Prenetics.

You are not barred from receiving the Services under the laws of the jurisdiction in which you are resident or from which you are or will be using the Services.

If the Service requires a saliva, stool or blood specimen (“Sample”) that is processed by us, you give us permission in accordance with the relevant Informed Consent to process your Sample and disclose the results to you and to others you authorize.

If you are providing a Sample for a person below 18 years of age, you have legal authority to do so, as parent or legal guardian of the person.

Any Sample you provide is your own Sample, or if you are agreeing to these TOS on behalf of another person, you undertake to ensure that the Sample provided is or will be the Sample of that person.

4. Third Party Services, Return of Sample and Product Returns

Third party services: Where Service includes the services of a third party (such as laboratories, phlebotomists, doctors, couriers, or other third party service providers), you agree to the sharing of your Personal Information and any relevant information with the third party, if deemed necessary by Prenetics. In addition, if the service involves scheduling the services of a third party, such as a doctor consult or a phlebotomist, you agree to schedule the services or otherwise coordinate with the third party directly so as to ensure that the relevant services can be carried out as intended. You agree and acknowledge that certain services are provided by a third-party company over whose operations we have no control. Accordingly, we shall not in any way be liable for any loss or claim directly or indirectly arising out of the acts or omissions of the third party.

If sample collection kits are provided: The sample collection kits we provide are medical grade devices with limited shelf life. To ensure that your Sample meets our standards of quality, you are required to return the Sample to us no later than 1 year from the date of purchase (“Expiry Date”). We will not process any Sample or provide any refund or replacement for Samples or products that are returned to us after the Expiry Date. Unless a shorter timeframe is prescribed under the relevant Product Information, any Sample must be returned within 5 days of collection to ensure the stability of the Sample. Prenetics shall not be responsible for any errors in the test results that occur due to wrong or unsuitable Samples.

If you purchased the Product on Prenetics’ website, please refer to the Exchange and refund policy on Prenetics’ website for details on returns or refunds. If you purchased the Product through any third party, such as retailers or distributors, your purchase is subject to their return and refund policy, if any, and Prenetics will not provide any returns or exchanges.

5. Account Management and Security

You agree to: (i) provide true, accurate, current, and complete Registration Information about yourself; and (ii) update the Registration Information to keep it true, accurate, current, and complete. If Prenetics suspects that any Registration Information you provide is untrue, inaccurate, not current, or incomplete, Prenetics has the right to suspend or terminate your account and refuse any and all current or future use of any Services.

For Services involving Samples that are processed by us, the Services are only for use in the country that your sample collection kit is shipped to by Prenetics.

For certain Services, you will be required to create an account and agree to the relevant terms of service. If you do not agree to such terms of service, we will be unable to continue with Services until you do so.

You are responsible for maintaining the confidentiality of any username and password for your account and are fully responsible for all activities that occur under your account. If you allow third parties to access Prenetics’ Services through your account, you will fully defend, indemnify and hold Prenetics harmless against any liability, costs, or damages, including attorney fees, arising out of any claims related to such access and use.

You agree to (i) immediately notify Prenetics of any unauthorized use of your password or account or any other breach of security, and (ii) ensure that you exit from your account at the end of each session. Prenetics cannot and will not be liable for any loss or damage arising from your failure to comply with this Section.

You may stop using any Service at any time. You do not need to inform us when you stop using the Service, unless you request that we delete your Personal Information. By asking us to delete your Personal Information, we will close your account and terminate access to your online account. If account closure is initiated by us for any reason, then we will provide 30 (thirty) calendar days’ notice to you and may suspend access to your account. During this time, we will continue to accept information access requests until the closure date as notified to you.

6. Prenetics Privacy Statement and Disclosure of Information

Your use of any Service is subject to the Privacy Statement, which you shall agree to by (i) clicking to accept the Privacy Statement, where this option is made available to you; or (ii) using any Service.

You agree that Prenetics has the right to monitor any use of its Services at any time and maintain copies documenting such monitoring.

You agree that Prenetics is free to preserve and disclose any Personal Information to law enforcement, governmental, or regulatory agencies, in order to: (i) comply with legal process (such as a judicial proceeding, government inquiry, or regulatory inquiry) or obligations that Prenetics may owe pursuant to ethical and other professional rules, laws and regulations; (ii) enforce the TOS; (iii) respond to any claims; or (iv) protect the rights, property, or personal safety of Prenetics, its employees, its users, its clients, and the public. In such an event we will notify you through the contact information you have provided to us, unless doing so would violate the law or a court order.

You understand that any Sample once submitted to us is processed in an irreversible manner and cannot be returned to you. Any information derived from your Sample remains your information, subject to the rights we set forth in this TOS.

Prenetics may, in its sole discretion, restrict access to its Services, including the access to its website, for any reason.

7. Informed Consent

Your use of any Service is subject to the relevant Informed Consent which reviews the benefits, risks, limitations of the Service you have selected, explains how your Personal Information, PHI, genetic data, if any, and Sample will be used in connection with the Service. You will be prompted to acknowledge and consent to the Informed Consent when you activate the Service on the mobile application. You may also review the Informed consent prior to activation of the Service on our website.

8. Hyperlinks and the Prenetics Website

In the course of providing Services, Prenetics may provide links to other sites and resources on the internet (“Sites”). Prenetics has no control over such Sites and is not responsible for the availability or accuracy of the Sites and any related content or information.

You acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such Site.

9. Prenetics’ Proprietary Rights

Ownership of Proprietary Rights: You acknowledge and agree that we (or our licensors, as applicable) own all legal right, title, and interest in and to the Services, including any intellectual property rights (including but not limited to patents) which subsist in the Services (whether those rights happen to be registered or not, and wherever in the world those rights may exist). You further acknowledge that the Services may contain information which is designated confidential by us and that you shall not disclose such information without our prior written consent.

Proprietary and Confidential Information: You further acknowledge and agree that the Services and any necessary software used in connection with the Services (“Software”) contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that information presented to you through the Services is protected by copyrights, trademarks, service marks, patents, or other proprietary rights and laws.

Limitation on Use of Software: Except as expressly authorized by us, you agree not to, and not to permit anyone else to, modify, rent, lease, loan, sell, distribute, or create derivative works of, reverse engineer, decompile, or otherwise attempt to extract the source code of the Services or Software or any part thereof, in whole or in part. Software, if any, that is made available to download in connection with the Services, is the copyrighted work of Prenetics and/or its suppliers. Your use of the Software is governed by the terms of the end user license agreement, if any, which accompanies the Software (“License Agreement”). You may not install or use any Software that is accompanied by or includes a License Agreement unless you first agree to the License Agreement terms.

Trademarks and Other Marks: Prenetics, Circle and other Prenetics logos and product and service names are trademarks of Prenetics and these marks together with any other Prenetics trade names, service marks, logos, domain names, and other distinctive brand features are the “Prenetics Marks”. Unless you have agreed otherwise in writing with Prenetics, nothing in the TOS gives you a right to use any Prenetics Marks and you agree not to display, or use in any manner, Prenetics Marks. In addition, you shall not use any trademark, service mark, trade name, logo of any company or organization in a way that is likely or intended to cause confusion about the owner or authorized user of such marks, names, or logos.

No Removal of Proprietary notices: You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trademark notices) that may be affixed to or contained within the Services.

Access to any Service: You agree not to access any Service by any means other than through the interface that is provided by Prenetics for use in accessing the Service. Any rights not expressly granted herein are reserved.

10. Disclaimer of Warranties

You expressly acknowledge and agree that:

(i) Your use of the Services is at your sole risk. The Services are provided on an “as is” and “as available” basis. To the extent allowable by law, we expressly disclaim all warranties of any kind, whether express or implied, including, but not limited to, the implied warranties of merchantability, and non-infringement. In particular, our genetic testing services are based on the current state of the art of genetic research and technology which is in use at the time of your purchase. We are constantly innovating as research progresses and scientific knowledge and technology evolve in order to provide the best possible experience for our users. You acknowledge and agree that the form and nature of the Services may change from time to time without prior notice to you. As part of this continuing innovation, you acknowledge and agree that we may stop (permanently or temporarily) providing some Services or any features within the Services at our sole discretion and without prior notice to you.

(ii) We make no warranty that (a) the Services will meet your requirements; (b) the Services will be uninterrupted, timely, unfailingly secure, or error-free; (c) the results that may be obtained from the use of the Services will be accurate or reliable; (d) the quality of any products, services, information, or other material purchased or obtained by you through the Services will meet your expectations; and (e) any errors in the software will be corrected.

(iii) No advice or information, whether oral or written, obtained by you from us or through or from the Services shall create any warranty not expressly stated in the TOS.

11. Indemnification

You agree to defend and hold us, our subsidiaries, affiliates, officers, agents, contractors, partners, employees, successors and assigns harmless from any claim, or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your use of any Service, your violation of the TOS, or your violation of any rights of another person.

12. Limitation of Liability

Within the limits allowed by applicable laws and notwithstanding anything to the contrary,

(I) Limitation of Liability: you expressly acknowledge and agree that we shall not be liable to you for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to, damages for loss of profits, business, opportunity, goodwill, use, data or other intangible losses (even if we have been advised of the possibility of such damages), resulting from:

(i) the use or the inability to use the Services;

(ii) any action you take or do not take based on the information you receive in through or from the Services, including your failure to follow instructions provided by us;

(iii) your failure to keep your password or account details secure and confidential;

(iv) the cost of procurement of substitute goods and services resulting from any goods, data, information, or services purchased or obtained or messages received or transactions entered into through or from the Services;

(v) unauthorised access to or alteration of your transmissions or data;

(vi) the improper authorisation for the Services by someone claiming such authority; or

(vii) statements or conduct of any third party on the Services; and

(II) Total Liability: Our maximum aggregate liability in contract, tort, misrepresentation or otherwise; arising in connection with the performance of these conditions, shall be limited to the amount that you have paid, if any, for the Service.

Timeframes are approximate: Any timeframes alluded to pursuant to the Services are approximate only and subject to change. Time is not of the essence in this contract and Prenetics does not accept any responsibility or liability for losses arising as a result of any delay if the test result is not provided to you within your required timescale as may be set by you or any third party. Without prejudice to the generality of the foregoing, this limitation is to include claims for losses where you have been unable to travel or work.

13. Changes to the Terms of Service

Prenetics may make changes to the TOS from time to time. When these changes are made, Prenetics will make a new copy of the TOS available on its website and any new additional terms will be made available to you from within, or through, the affected Services.

You acknowledge and agree that if you use the Services after the date on which the TOS have changed, Prenetics will treat your use as acceptance of the updated TOS.

14. Violation or Suspected Violation of Terms of Service

If you violate the terms of these TOS and/or Prenetics has a reasonable ground to suspect that you have violated the terms of these TOS, Prenetics has the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).

15. Miscellaneous

Entire Agreement. The TOS constitutes the entire agreement between you and us and governs your use of the Services, unless any Services are expressly provided by us under a separate agreement that supersedes this TOS. You may also be subject to additional terms and conditions that may apply when you use affiliate services, third-party content, or third-party software.

Applicable law and arbitration. This Agreement shall be governed by Hong Kong law. Any dispute, controversy, difference or claim arising out of or relating to this contract, including the existence, validity, interpretation, performance, breach or termination thereof or any dispute regarding non-contractual obligations arising out of or relating to the Services and TOS shall be referred to and finally resolved by arbitration administered by the Hong Kong International Arbitration Centre (HKIAC) under the HKIAC Administered Arbitration Rules in force when the Notice of Arbitration is submitted. The number of arbitrators shall be one and the seat of arbitration shall be Hong Kong.

Waiver. Our failure to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. If any provision of the TOS is found to be invalid, the parties nevertheless agree to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the TOS remain in full force and effect.

Severability Clause. If any portion of these TOS is found to be unenforceable, the remaining portion will remain in full force and effect.

Amendments. We reserve the right to modify, supplement or replace the terms of the Agreement from time to time by uploading revised terms on our Site.

Assignment. You may not assign or delegate any rights or obligations under the Agreement. Any purported assignment and delegation shall be ineffective. We may freely assign or delegate all rights and obligations under the Agreement, fully or partially without notice to you. We may also substitute, by way of unilateral novation, effective upon notice to you, Prenetics for any third party that assumes our rights and obligations under this Agreement.

Language. This Agreement is made into Chinese and English. In case of any discrepancies between the English and Chinese versions, the English version shall prevail.

12. Privacy and Disclosure of Information

Your privacy is important to us. We comply with the applicable requirements of the Personal Data (Privacy) Ordinance in Hong Kong SAR and other applicable regulations specific to Hong Kong SAR. By agreeing to this TOS you acknowledge that such laws and regulations regarding collection, use, processing, and storage of your Information shall govern our performance of the Service and handling of your Personal Information.

While we cannot guarantee that unauthorised access, disclosure, misuse or loss of information will never occur, we implement and frequently review certain physical, managerial, and technical safeguards that are designed to protect the confidentiality, integrity and availability of your information and to prevent information security incidents. In the event of a security incident or data breach, we will follow internal procedures to investigate the matter as well as comply with all applicable regulatory requirements.

3. Limitation of Liability and Indemnification

Within the limits allowed by applicable laws, you expressly acknowledge and agree that we shall not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if we have been advised of the possibility of such damages), resulting from: (i) the use or the inability to use any Service; (ii) any delay in any part of a Service; or (iii) any action you take based on the information you receive in through or from any Service.

4. Changes to the Terms of Service

You acknowledge and agree that if you use the Services after the date on which the TOS have changed, Prenetics will treat your use as acceptance of the updated TOS.

5. Violation or Suspected Violation of Terms of Service

If you violate the terms of these TOS and/or Prenetics has a reasonable ground to suspect that you have violated the terms of these TOS, Prenetics has the right to refuse your eligibility for any and all current or future use of the Digital Gift Card.

6. Miscellaneous

Entire Agreement. The TOS constitutes the entire agreement between you and us and governs your use of the Service, superseding any prior agreements between you and Prenetics on this subject. You also may be subject to additional terms and conditions that may apply when you use affiliate services, third-party content, or third-party software.

Applicable law and arbitration. Any dispute, controversy, difference or claim arising out of or relating to this contract, including the existence, validity, interpretation, performance, breach or termination thereof or any dispute regarding non-contractual obligations arising out of or relating to the Services and TOS shall be referred to and finally resolved by arbitration administered by the Hong Kong International Arbitration Centre (HKIAC) under the HKIAC Administered Arbitration Rules in force when the Notice of Arbitration is submitted. The law of this arbitration clause shall be Hong Kong law. The seat of arbitration shall be Hong Kong.

Waiver. The failure of us to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. If any provision of the TOS is found to be invalid, the parties nevertheless agree to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the TOS remain in full force and effect.

Severability Clause. If any portion of these TOS is found to be unenforceable, the remaining portion will remain in full force and effect.

Amendments. We reserve the right to modify, supplement or replace the terms of the Agreement, effective upon posting at circledna.com or notifying you otherwise.

5. Changes to the Terms of Service

CircleDNA reserves the right to modify, update, or change these terms and conditions, including any aspect of the referral programme, at any time. Any changes will be effective immediately upon posting the updated terms on the CircleDNA website or through other means of communication.

6. Disqualification and Termination:

CircleDNA reserves the right to disqualify participants or terminate their participation in the referral programme if they violate these terms and conditions, engage in fraudulent activity, misuse Referral Codes, or otherwise abuse the programme.

7. Privacy

By participating in the referral programme, you acknowledge and agree that CircleDNA may collect and use your personal information in accordance with its Privacy Policy.

8. Limitation of Liability:

CircleDNA shall not be liable for any direct, indirect, incidental, special, consequential, or punitive damages arising out of or in connection with the referral programme, including but not limited to lost profits or loss of data.

9. Governing Law:

These terms and conditions shall be governed by and construed in accordance with the laws of the jurisdiction in Hong Kong.

10. By participating in the CircleDNA Referral Programme, you acknowledge that you have read, understood, and agree to abide by these terms and conditions.