TERMS OF SERVICE - GUARDIAN BIOMEDICAL CORP.
www.guardianbiomedical.com
Effective date: 14th January 2026
INTRODUCTION
These Terms of Service (the “Terms”) constitute a legally binding agreement between you and Guardian BioMedical Corp., a Delaware corporation with a principal mailing address at 4920 W Cypress St, Ste 104, #5076, Tampa, Florida 33607, United States (“Guardian,” “Company,” “we,” “us,” or “our”), governing your access to and use of the website located at www.guardianbiomedical.com, together with any content, functionality, and services made available through the site (collectively, the “Website”).
Guardian is a biomedical technology company engaged in research and development activities relating to non-invasive physiological monitoring technologies. The Website is made available solely for general informational purposes and to facilitate high-level communication with interested parties. The Website does not offer products or services for sale, does not provide medical or healthcare services, and does not collect or process health data through the Website itself.
By accessing, browsing, or otherwise using the Website, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must immediately discontinue all use of the Website.
1. DEFINITIONS AND RULES OF INTERPRETATION
1.1 Definitions
For purposes of these Terms, the following terms shall have the meanings set forth below:
“Company” means Guardian BioMedical Corp., a Delaware corporation.
“Website” means the Company’s publicly accessible website located at www.guardianbiomedical.com, including all subpages and content hosted thereon.
“Content” means all information, materials, text, graphics, images, videos, descriptions, trademarks, logos, and other content made available on or through the Website.
“PREVIO™” means the Company’s proprietary continuous, skin-worn biosensor platform currently under research and pre-pilot development.
“User,” “you,” or “your” means any individual or entity that accesses or uses the Website.
“Terms” means these Terms of Service, together with any amendments or updates made in accordance herewith.
1.2 Interpretation
Headings are included for convenience only and shall not affect interpretation. The words “include,” “includes,” and “including” shall be deemed to be followed by the phrase “without limitation.” References to the singular include the plural and vice versa. References to “law” include applicable federal, state, and local laws and regulations.
2. SCOPE AND PURPOSE OF THE WEBSITE
2.1 Informational Purpose Only
The Website is provided exclusively for general informational purposes regarding Guardian’s business, research initiatives, and technology development efforts. The Content is not intended to be complete, exhaustive, or relied upon as definitive or current information.
2.2 No Commercial Offer or Commitment
Nothing on the Website constitutes, or shall be deemed to constitute:
an offer to sell, license, or distribute any product or technology;
a solicitation of investment, participation, or engagement;
a commitment to enter into any clinical, research, commercial, or contractual relationship; or
a representation regarding future product availability, regulatory approval, or commercialization.
2.3 No Reliance or Decision-Making
You acknowledge and agree that you will not rely on the Website or any Content therein for purposes of making medical, clinical, regulatory, investment, operational, or business decisions.
3. ELIGIBILITY AND INTENDED AUDIENCE
3.1 Age Restriction
The Website is intended solely for individuals who are eighteen (18) years of age or older. Guardian does not knowingly permit individuals under the age of eighteen to access or use the Website.
3.2 Intended Users
The Website is intended for use by:
institutional and organizational partners,
research professionals,
industry stakeholders, and
members of the public seeking general, non-actionable information.
3.3 Geographic Scope
The Website is operated from the United States. Guardian makes no representation that the Website or Content is appropriate, lawful, or available for use outside the United States, and access from other jurisdictions is at your own initiative and risk.
4. ACCEPTANCE AND BINDING EFFECT
4.1 Acceptance by Use
By accessing or using the Website in any manner, you affirm that you have the legal capacity to enter into a binding agreement and that you agree to be bound by these Terms.
4.2 Electronic Agreement
Your use of the Website constitutes your electronic acceptance of these Terms, which shall have the same legal force and effect as a written agreement executed by you.
4.3 Authority on Behalf of Entities
If you access or use the Website on behalf of an entity, you represent and warrant that you have the authority to bind such entity to these Terms, and references to “you” shall include such entity.
5. MODIFICATIONS TO THE TERMS
5.1 Right to Amend
Guardian reserves the right, in its sole discretion, to revise, modify, or update these Terms at any time.
5.2 Notice of Changes
Updated Terms will be posted on the Website with a revised effective date. Guardian is not obligated to provide individualized notice of changes.
5.3 Continued Use
Your continued access to or use of the Website following the posting of revised Terms constitutes your acceptance of such revisions.
6. NO MEDICAL ADVICE OR HEALTHCARE RELATIONSHIP
6.1 No Medical or Clinical Advice
The Website and Content do not provide medical advice, clinical guidance, diagnostic services, treatment recommendations, or healthcare instructions of any kind.
6.2 No Healthcare Relationship
Your use of the Website does not create any physician-patient, clinician-patient, healthcare provider-patient, fiduciary, or similar professional relationship between you and Guardian.
6.3 Independent Professional Judgment
You agree that the Website is not a substitute for professional medical advice and that you will seek appropriate professional guidance as necessary.
7. REGULATORY AND DEVELOPMENT STATUS DISCLOSURE
7.1 Developmental Nature of Technology
Guardian’s technologies, including PREVIO™, are under active research and development and are currently in pre-pilot or prototype stages.
7.2 No Regulatory Clearance
PREVIO™ and related technologies have not been reviewed, cleared, or approved by the U.S. Food and Drug Administration (FDA) or any other regulatory authority and are not intended for diagnostic, therapeutic, or medical decision-making use.
7.3 Forward-Looking Statements
Statements on the Website regarding future features, applications, regulatory pathways, or potential use cases are forward-looking in nature and subject to material risks, uncertainties, and changes.
8. NO PRODUCT AVAILABILITY; NO COMMERCIAL OR RESEARCH OFFER
8.1 No Availability Representation.
The Website does not represent or warrant that any product, technology, platform, or service described on the Website is currently available, will become available, or will be made commercially or otherwise accessible at any time.
8.2 No Research or Pilot Enrollment.
Nothing on the Website constitutes an invitation, offer, or commitment to enroll any individual or entity in a research study, pilot program, evaluation, or trial. Participation in any future research or pilot activity, if any, will be governed by separate written agreements and informed consent documentation.
8.3 Reservation of Rights.
Guardian expressly reserves the right to modify, delay, discontinue, abandon, or re-scope any product, technology, research initiative, or development effort at any time, without notice or liability.
9. USER SUBMISSIONS AND COMMUNICATIONS
9.1 Voluntary Submissions.
The Website may permit you to submit information through contact forms or other communication channels. All such submissions are made voluntarily and at your sole discretion.
9.2 Accuracy and Lawfulness.
You represent and warrant that any information you submit is accurate, complete, lawful, and does not infringe or violate the rights of any third party.
9.3 No Obligation to Respond.
Guardian has no obligation to review, respond to, or act upon any submission and may disregard any submission in its sole discretion.
9.4 Permitted Use of Submissions.
Except as expressly stated in the Privacy Policy, Guardian may use submitted information for internal business, operational, or communication purposes consistent with applicable law.
10. PROHIBITED USES
You agree not to access or use the Website in any manner that:
10.1 violates any applicable federal, state, local, or international law or regulation;
10.2 misrepresents your identity, affiliation, credentials, or authority;
10.3 attempts to gain unauthorized access to the Website, servers, or related systems;
10.4 interferes with or disrupts the integrity or performance of the Website;
10.5 copies, scrapes, harvests, reverse engineers, or extracts Content or data without authorization;
10.6 uses the Website to make medical, clinical, regulatory, or diagnostic claims;
10.7 uses the Website in a manner that could expose Guardian to regulatory, legal, or reputational risk.
Guardian reserves the right to investigate and take appropriate action, including suspension or termination of access, for any violation of this Section.
NO DUTY TO MONITOR
Guardian has no obligation to monitor access to or use of the Website, or to review, screen, or investigate any information transmitted through the Website.
Guardian assumes no responsibility for any misuse of the Website by users or third parties and shall not be liable for any failure to prevent or address such misuse.
11. INTELLECTUAL PROPERTY RIGHTS
11.1 Ownership.
All right, title, and interest in and to the Website, Content, trademarks, service marks, logos, trade names, proprietary information, and underlying technology are owned by Guardian or its licensors and are protected by intellectual property laws.
11.2 Trademarks.
“Guardian BioMedical,” “PREVIO™,” and all related names and marks are trademarks of Guardian. No license or right is granted to use any trademark without Guardian’s prior written consent.
11.3 No Implied Rights.
Except as expressly provided herein, no rights or licenses are granted by implication, estoppel, or otherwise.
12. LIMITED LICENSE TO USE THE WEBSITE
12.1 Grant of License.
Subject to your compliance with these Terms, Guardian grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and view the Website solely for personal or internal informational purposes.
12.2 Restrictions.
You may not reproduce, distribute, modify, create derivative works of, publicly display, or exploit the Website or Content for any commercial or competitive purpose.
12.3 Automatic Termination.
This license automatically terminates upon any violation of these Terms.
13. THIRD-PARTY WEBSITES AND SERVICES
13.1 Third-Party Links.
The Website may contain links to third-party websites or services. Such links are provided solely for convenience.
13.2 No Endorsement or Control.
Guardian does not control, endorse, or assume responsibility for any third-party content, policies, or practices.
13.3 Use at Your Own Risk.
Your access to and use of third-party websites is at your own risk and subject to the terms and policies of those third parties.
14. UNSOLICITED IDEAS AND CONFIDENTIALITY DISCLAIMER
14.1 No Confidential Relationship.
Guardian does not accept unsolicited confidential or proprietary information through the Website. Any information submitted is deemed non-confidential unless otherwise agreed in writing.
14.2 No Obligation.
Guardian has no obligation to maintain the confidentiality of unsolicited submissions or to compensate you for any ideas, concepts, or materials submitted.
14.3 Waiver of Claims.
You irrevocably waive any claims against Guardian relating to the use or non-use of unsolicited submissions, including claims of misappropriation or implied contractual obligations.
15. PRIVACY AND DATA PRACTICES
15.1 Privacy Policy Incorporated by Reference.
Guardian’s collection, use, and disclosure of personal information through the Website are governed by the Company’s Privacy Policy, which is incorporated into these Terms by reference. By using the Website, you acknowledge that you have reviewed and understood the Privacy Policy.
15.2 Limited Website Data Only.
Personal information collected through the Website is limited to information voluntarily submitted by users (such as name, email address, and professional background information). The Website does not collect health data, biometric data, or device-generated physiological data.
15.3 Separation from Research or Device Data.
Any data collected in connection with future research studies, pilot programs, or device-based activities will be governed by separate written agreements and applicable informed consent documentation and is not governed by these Terms.
15.4 No HIPAA-Covered Activity.
The Website is not intended to provide healthcare services or operate as a covered entity or business associate under the Health Insurance Portability and Accountability Act of 1996 (HIPAA).
16. SECURITY DISCLAIMER
16.1 No Absolute Security.
While Guardian employs reasonable administrative, technical, and organizational measures to protect information submitted through the Website, no system can be guaranteed to be completely secure.
16.2 Transmission Risks.
You acknowledge that information transmitted over the internet may be intercepted, corrupted, lost, or delayed, and Guardian is not responsible for such risks inherent in electronic communications.
16.3 User Responsibility.
You are responsible for maintaining the security of your own devices, systems, and internet connections used to access the Website.
17. DISCLAIMER OF WARRANTIES
17.1 As-Is and As-Available.
The Website and all Content are provided on an “AS IS” and “AS AVAILABLE” basis, without warranties of any kind, whether express, implied, or statutory.
17.2 No Implied Warranties.
To the fullest extent permitted by law, Guardian disclaims all implied warranties, including warranties of merchantability, fitness for a particular purpose, accuracy, non-infringement, and uninterrupted or error-free operation.
17.3 No Guarantees.
Guardian does not warrant that the Website will meet your requirements, that Content will be complete or current, or that any errors or defects will be corrected.
17.4 Jurisdictional Savings Clause.
Some jurisdictions do not allow the exclusion of certain warranties. In such jurisdictions, the above exclusions shall apply to the maximum extent permitted by law.
18. LIMITATION OF LIABILITY
18.1 Exclusion of Damages.
To the maximum extent permitted by law, Guardian shall not be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, including loss of profits, data, goodwill, or business opportunities, arising out of or related to your access to or use of the Website.
18.2 Aggregate Liability Cap.
To the extent Guardian is found liable notwithstanding the foregoing, Guardian’s total aggregate liability for all claims arising out of or relating to the Website or these Terms shall not exceed one hundred U.S. dollars (USD $100).
18.3 Risk Allocation.
You acknowledge that the foregoing limitations reflect a reasonable allocation of risk given the informational nature of the Website and that Guardian would not make the Website available absent such limitations.
18.4 Time Limitation on Claims
Any claim, cause of action, or dispute arising out of or relating to the Website or these Terms must be commenced within one (1) year after the claim accrues.
Any claim not brought within such period shall be permanently barred, to the fullest extent permitted by applicable law.
19. INDEMNIFICATION
19.1 Indemnity Obligation.
You agree to defend, indemnify, and hold harmless Guardian and its officers, directors, employees, contractors, and affiliates from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:
your use or misuse of the Website;
your violation of these Terms;
your violation of any applicable law or regulation; or
your infringement of any third-party rights.
19.2 Control of Defense.
Guardian reserves the right to assume exclusive control of the defense of any matter subject to indemnification, at your expense, and you agree to cooperate with such defense.
20. FORWARD-LOOKING STATEMENTS DISCLAIMER
20.1 Forward-Looking Information.
The Website may contain forward-looking statements regarding Guardian’s research, development plans, regulatory pathways, or potential future applications.
20.2 No Reliance.
Such statements are based on current expectations and assumptions and are subject to significant risks and uncertainties. Actual outcomes may differ materially, and Guardian undertakes no obligation to update forward-looking statements.
20.3 No Assurance.
No assurances are given that any contemplated product, feature, study, or regulatory milestone will be achieved.
21. TERMINATION AND SUSPENSION
21.1 Right to Suspend or Terminate.
Guardian may suspend or terminate your access to the Website at any time, with or without notice, for any reason or no reason.
21.2 Effect of Termination.
Upon termination, your right to access or use the Website immediately ceases.
21.3 Survival.
Sections relating to intellectual property, disclaimers, limitation of liability, indemnification, governing law, and dispute resolution shall survive termination.
22. GOVERNING LAW
23.1 Agreement to Arbitrate
Except for claims seeking injunctive or equitable relief as set forth in Section 23.4, any dispute, claim, or controversy arising out of or relating to these Terms or the Website shall be resolved exclusively by binding arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules.
23.2 Arbitration Location and Law
The arbitration shall take place in the State of Delaware. The arbitrator shall apply Delaware law, consistent with the Federal Arbitration Act (9 U.S.C. § 1 et seq.).
23.3 Class Action Waiver
YOU AND GUARDIAN AGREE THAT ANY DISPUTE SHALL BE BROUGHT ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, REPRESENTATIVE, OR CONSOLIDATED PROCEEDING.
No arbitration or proceeding shall be combined with another without the prior written consent of all parties.
23.4 Injunctive Relief Carve-Out
Nothing in this Section shall prevent Guardian from seeking injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property, confidential information, or proprietary rights.
23.5 Waiver of Jury Trial
To the fullest extent permitted by law, you and Guardian knowingly and voluntarily waive any right to a trial by jury.
24. MISCELLANEOUS LEGAL PROVISIONS
24.1 Entire Agreement.
These Terms, together with the Privacy Policy, constitute the entire agreement between you and Guardian regarding the Website and supersede all prior or contemporaneous understandings or agreements.
24.2 Severability.
If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect.
24.3 No Waiver.
Guardian’s failure to enforce any provision of these Terms shall not constitute a waiver of that provision or any other provision.
24.4 Assignment.
You may not assign or transfer these Terms without Guardian’s prior written consent. Guardian may assign these Terms freely in connection with a merger, acquisition, restructuring, or sale of assets.
24.5 Force Majeure.
Guardian shall not be liable for any failure or delay resulting from causes beyond its reasonable control, including acts of God, governmental action, labor disputes, internet or infrastructure failures, or regulatory changes.
24.6 Independent Parties.
Nothing in these Terms creates any partnership, joint venture, agency, fiduciary, or employment relationship between you and Guardian.
24.7 Headings.
Section headings are for convenience only and do not affect interpretation.
24.8 Export
You represent and warrant that you are not located in, under the control of, or a national or resident of any country subject to U.S. economic sanctions, embargoes, or export controls, and that you will not access or use the Website in violation of applicable U.S. export control or sanctions laws.
25. COMPANY INFORMATION AND CONTACT DETAILS
Guardian BioMedical Corp.
Delaware Corporation
Mailing Address:
4920 W Cypress St, Ste 104
#5076
Tampa, FL 33607
United States
Legal Notices & General Inquiries:
info@guardianbiomedical.com
