Terms of Service

1. About Moka Bio

Moka Bio operates through two affiliated legal entities:

• Moka Bio, Inc. — a corporation organized under the laws of the State of Delaware, United States of America.
• Moka Bio S.A.S. — a Sociedad por Acciones Simplificada organized under the laws of the Argentine Republic, with registered domicile in Buenos Aires, Argentina.

References to "Moka Bio", "we", "us", or "our" in these Terms refer collectively to these entities and their respective affiliates, officers, directors, and personnel. The applicable entity for any specific interaction may vary depending on the jurisdiction and nature of the engagement.

2. Acceptance of Terms

By accessing or using moka.bio (the "Site"), you confirm that you have read, understood, and agree to be bound by these Terms of Service ("Terms") and our Privacy Policy. If you do not agree, you must not use the Site.

If you are accessing the Site on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to these Terms.

3. Scope — Website Use Only

The Site is a marketing and informational platform. These Terms apply exclusively to your browsing of and interaction with the Site, including any contact form submissions.

These Terms do not apply to, and expressly do not govern:

• Access to or use of any Moka Bio product, platform, database, or software environment (including MokaDex or Moka SSE)
• Any research, licensing, data, or technology services provided by Moka Bio
• Any partnership, collaboration, co-development, or investment relationship
• Any intellectual property licensing or transfer

The above matters are exclusively governed by separate written agreements negotiated and executed between Moka Bio and the relevant party.

4. No Commercial Relationship Created

Your use of this Site does not create any commercial, contractual, fiduciary, or employment relationship between you and Moka Bio. Submitting a contact form or expressing interest in our services does not constitute an offer, acceptance, or binding commitment by either party.

No agent, representative, or employee of Moka Bio has authority to create any binding commercial relationship through communications originating from or referring to this Site unless a separate written agreement is executed by an authorized signatory of Moka Bio.

5. Individual Client Agreements

Each client and partner engagement is governed by a bespoke written agreement that reflects the specific nature, scope, jurisdiction, and commercial terms of that particular relationship. Such agreements may include, without limitation: Master Service Agreements (MSAs), Data Access Agreements, Research Collaboration Agreements, Licensing Agreements, or Non-Disclosure Agreements.

In the event of any conflict or inconsistency between these Terms and any individual written agreement executed with Moka Bio, the individual written agreement shall prevail in all respects.

6. Permitted Use of the Site

You may use the Site for lawful informational and business communication purposes only. You agree not to:

• Use the Site in any way that violates applicable local, national, or international law or regulation
• Scrape, crawl, or harvest data from the Site by automated means without our prior written consent
• Transmit unsolicited commercial communications (spam) through any contact mechanisms on the Site
• Attempt to gain unauthorized access to any part of the Site, its servers, or related infrastructure
• Introduce, upload, or transmit viruses, malware, ransomware, or other technologically harmful material
• Reproduce, duplicate, copy, frame, or resell any part of the Site in violation of these Terms
• Use the Site in any manner that could damage, disable, overburden, or impair our systems or networks
• Misrepresent your identity or affiliation in any communication submitted through the Site

7. Intellectual Property

All content on the Site — including without limitation text, graphics, logos, images, data, software, trade secrets, proprietary methodologies, scientific copy, and their selection and arrangement — is the exclusive property of Moka Bio or its licensors and is protected by applicable intellectual property laws, including copyright, trademark, and trade secret law in the United States, Argentina, and other jurisdictions.

The Moka Bio name, logo, "MokaDex", "Moka SSE", and all related product names, slogans, and visual identifiers are trademarks or unregistered marks of Moka Bio. Nothing on the Site should be construed as granting any license or right to use any trademark without our prior written permission.

You may not reproduce, distribute, modify, create derivative works of, publicly display, perform, or otherwise exploit any Site content without our prior written consent, except as expressly permitted by applicable law.

8. Scientific and Research Content

Information published on the Site regarding Latin American biodiversity, bioactive compounds, molecular intelligence, and related topics is provided for general informational and illustrative purposes only. It does not constitute scientific advice, regulatory guidance, medical advice, or a representation of any specific product or service capability.

Moka Bio makes no warranty that any compound, species, or discovery referenced on the Site will result in a viable product, regulatory approval, or commercial outcome. All specific claims regarding Moka Bio's technology and capabilities are governed by the individual agreements executed with clients and partners.

9. Disclaimer of Warranties

The Site and all information, content, and functionality provided through it are offered on an "as is" and "as available" basis, without warranties of any kind, either express or implied — including but not limited to implied warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, or completeness.

We do not warrant that: (i) the Site will be uninterrupted, timely, secure, or error-free; (ii) information on the Site is complete, accurate, reliable, current, or suitable for any particular purpose; or (iii) any defects in the Site will be corrected. Some jurisdictions do not allow the exclusion of implied warranties, so some of the above exclusions may not apply to you.

10. Limitation of Liability

To the fullest extent permitted by applicable law, Moka Bio and its officers, directors, employees, agents, affiliates, and licensors shall not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages arising out of or in connection with: (i) your use of or inability to use the Site; (ii) any content obtained from the Site; or (iii) unauthorized access to or alteration of your transmissions or data — even if Moka Bio has been advised of the possibility of such damages.

Our total cumulative liability to you for any claims arising out of or relating to these Terms or the Site shall not exceed one hundred US dollars (USD $100), or the amount you paid to access the Site in the twelve (12) months preceding the claim, whichever is greater.

Nothing in these Terms limits or excludes liability for: (i) death or personal injury caused by negligence; (ii) fraud or fraudulent misrepresentation; or (iii) any other liability that cannot be excluded by applicable law.

11. Indemnification

You agree to defend, indemnify, and hold harmless Moka Bio and its affiliates, officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (i) your use of the Site in violation of these Terms; (ii) your violation of any applicable law or regulation; or (iii) your infringement of any third-party right, including intellectual property or privacy rights.

12. Third-Party Links and Content

The Site may contain links to third-party websites, publications, or services not owned or controlled by Moka Bio. We have no control over and assume no responsibility for the content, privacy policies, practices, or availability of any third-party site. Inclusion of a link does not imply endorsement, sponsorship, or affiliation by Moka Bio.

We encourage you to review the terms and privacy policies of any third-party websites you visit. Your interactions with third parties are solely between you and that third party.

13. Privacy

Your use of the Site is also governed by our Privacy Policy, incorporated into these Terms by reference. By using the Site, you consent to the collection and use of information as described therein. Our Privacy Policy covers website visitors in all jurisdictions, including the European Economic Area, the United Kingdom, the United States, Argentina, and Asia-Pacific regions.

14. Export Controls and Sanctions

You agree to comply with all applicable export control laws and regulations, including those of the United States (including EAR and ITAR) and the Argentine Republic. You represent that you are not located in, under the control of, or a national or resident of any country subject to US or UN trade sanctions, and that you are not on any restricted party list maintained by the US Department of Treasury, Commerce, or State.

15. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States of America, without regard to its conflict of law provisions. You irrevocably submit to the exclusive jurisdiction of the state and federal courts located in the State of Delaware, USA, for the resolution of any dispute arising out of or relating to these Terms or your use of the Site.

Notwithstanding the foregoing, Moka Bio reserves the right to seek injunctive or other equitable relief in any jurisdiction to protect its intellectual property rights. For users located in Argentina, mandatory consumer protection provisions under Argentine law (Ley 24.240 and its amendments) apply to the extent required by such law and cannot be waived by these Terms.

For users in the European Economic Area or United Kingdom, nothing in these Terms affects your rights under mandatory local consumer protection laws.

16. Dispute Resolution

Before initiating any formal legal proceeding, you agree to first contact Moka Bio at info@moka.bio and provide written notice of your dispute. The parties shall attempt to resolve the dispute amicably within thirty (30) days of such notice before either party may commence formal proceedings. This informal dispute resolution requirement does not apply to claims for injunctive relief or protection of intellectual property rights.

17. General Provisions

Severability

If any provision of these Terms is found to be unenforceable or invalid under applicable law, that provision shall be modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible, and the remaining provisions shall continue in full force and effect.

No Waiver

Failure by Moka Bio to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision in any subsequent circumstance.

Entire Agreement (Site Only)

These Terms, together with the Privacy Policy, constitute the entire agreement between you and Moka Bio with respect to your use of the Site. They do not constitute, and should not be interpreted as, an agreement governing any commercial or service relationship, which is governed exclusively by individually negotiated written instruments.

Assignment

You may not assign or transfer any of your rights or obligations under these Terms. Moka Bio may assign these Terms in connection with a merger, acquisition, restructuring, or sale of all or substantially all of its assets.

18. Changes to These Terms

We reserve the right to update these Terms at any time. Material changes will be communicated by updating the "Last updated" date at the top of this page. We encourage you to review these Terms periodically. Continued use of the Site after any changes constitutes your acceptance of the revised Terms. If you do not agree with the revised Terms, you must cease using the Site.

19. Contact

Questions about these Terms? Contact us at:

Moka Bio, Inc.
Delaware, United States of America
info@moka.bio