Titles and headings are provided for general reference and ease of use only, since information may be covered in more than one heading or under other headings.
1. Use License
You shall not under any circumstances, except with prior written consent from Clinithink: (i) use information from the Websites to build a product for resale or for access by a third party in competition with the Company, the Service and/or Clinithink Exchange; or (ii) provide access to or information from the Websites to a third party that is in competition with Clinithink.
2. Limitation of Use
The use of CLiX NOTES should be conducted in a manner that does not exceed reasonable request volumes or constitutes excessive or abusive usage.
You are not permitted to:
- use the Websites in a way that harms the interests of the Company, the Websites, or other users of the Websites;
- forge headers or otherwise manipulate identifiers (including URLs) in order to disguise the origin of any Content or any other data transmitted through the Websites;
- disparage the Company or knowingly tarnish the name reputation, image or goodwill of the Company through the use of the Websites.
The Websites are not intended for use by minors under the age of 18.
4. Protected Health Information
Except as required during the creation of your account on the Websites, your right to use the Service does not include the right to provide or process any NL Medical Data that includes any personal information, including any individually identifiable or protected health information or other information which could, alone or in combination with other information, permit us or any third party to identify any specific person (“Protected Health Information”). You agree that you will remove all Protected Health Information from the NL Medical Data or any other data that you submit to the Websites in connection with your use of the Service such that no Protected Health Information will be added to or stored on our Websites at any time.
5. Prohibited Uses of the Websites
6. Prohibited Uses of the Websites
In using these Websites, you may not:
- submit or upload any NL Medical Data or any of your content on Clinithink Exchange that contains Protected Health Information;
- conduct or solicit illegal or other activity that in any way harms us, any of our affiliates or business partners;
- post, email, or otherwise make available through the Websites, any NL Medical Data, your content on Clinithink Exchange or other Content that:
- incites, advocates, or expresses pornography, obscenity, vulgarity, profanity, hatred, bigotry, racism, terrorism or gratuitous violence;
- is intended to threaten, stalk, defame, defraud, degrade, victimize, or intimidate an individual or group of individuals for any reason or violates any laws, including laws related to adult activities and content, child pornography, criminal activities, gambling, and drugs;
- upload files that contain viruses, Trojan horses, worms, time bombs, cancel-bots, corrupted files, or any other similar software or programs that may damage the operation of another’s computer or property of another;
- pretend that you are someone else or disguise the origin of any message, communication, or transmittal you send to us through the Websites;
- use any robot, spider, scraper, or other automated or manual means to access the Websites, use the Service, or copy any Content or information on the Websites; provided, however, that such prohibition will not apply to legitimate search engines in connection with the performance of routine search activities;
- attempt to gain unauthorized access to any portion of the Websites or any related networks or systems by hacking, password “mining” or any other means;
- probe, scan, test the vulnerability of, or breach the authentication measures of the Websites or any related networks or systems;
- modify or reroute or attempt to reroute the Websites;
- link to these Websites from any unsolicited bulk messages or unsolicited commercial messages (“spam”);
- delete any author attributions, legal notices or proprietary designations or labels that you upload to any communication feature;
- utilize framing, overlay, or other techniques to enclose or display these Websites or any Content on these Websites, with any other software or content of a third party; or
- take any action that places a disproportionately large load on the Websites or any related networks or systems.
All of the trademarks, characters, and service marks, and the other source identifying names, graphics, and logos used or displayed on our Websites (collectively, the “Marks”), are registered or unregistered trademarks of the Company, its affiliates, or other third parties, all of whom reserve all rights in their Marks. The domain names for our Websites, all page headers, custom graphics, and button icons are Marks and/or trade dress of the Company. Nothing on the Websites may be construed as granting any license or right to use any of the Marks without the prior express written permission of the Company or the owner of the Mark. You may not use any Mark without the prior written approval of the Company or the owner of the Mark.
Our Websites, including the software and code that comprise and operate the Websites, the software that can be downloaded from our Websites and the “look and feel” of the Websites, and all of the Content, the Service and Clinithink Exchange are protected under U.S. and international copyright and other intellectual property laws and treaties. All rights in these Websites, including the Content and the Service, and all worldwide copyrights, are owned by us, with the exception of your content and other third party content in Clinithink Exchange, our affiliates, licensors, and other third parties, each of whom reserves all of their rights.
No part of the Websites, including the Content and the output of the Service, may be copied, reproduced, republished, uploaded, posted, transmitted, distributed, displayed, or performed publicly, modified, or used to create derivative works, or exploited or used in any manner or form except as expressly provided above (or as expressly specified on the Websites) without first obtaining our written permission.
8. Electronic Notices and Communications
By visiting the Websites, using the Service, or sending us email, you are communicating with us electronically. By communicating with us electronically, you agree that:
- we may communicate with you electronically at the email address associated with your account or by posting general notices on the Websites or at https://clinithink.com;
- all notices, disclosures, and other communications that we send you electronically satisfy any legal requirement that such communications be in writing; and
- any notices are deemed to be given and received on the date we transmit or post any electronic communication as described above.
9. Unsolicited Ideas and Feedback
We welcome your comments and feedback regarding the Websites and our products, services, and opportunities, including your ideas for new products, services, and opportunities (your “Feedback”). All such Feedback will be considered non-confidential and non-proprietary. By submitting Feedback, you assign to us, free of charge, all of your right, title, and interest in all copyrights and other intellectual property rights in your Feedback and all related know-how.
If you choose to send us your Feedback, through the Websites or otherwise, you agree that:
- the Feedback automatically becomes our property without any compensation to you;
- we can commercialize the Feedback and use it for any purpose and in any way; and
- we can give the Feedback to others.
You also represent and warrant that all Feedback contains only your original ideas and that you have all the rights necessary for you to grant us rights to the Feedback as described above.
10. Materials Posted on the Websites
We do not endorse, control, or claim ownership over any NL Medical Data, your content on Clinithink Exchange, Content or materials that you or others post or provide us through the Websites. By posting or otherwise providing any such NL Medical Data, Content or materials, you agree to grant us an irrevocable, perpetual, royalty-free license to:
- use, modify, copy, distribute, and publicly perform and display any such materials and Content on the Websites;
- use, copy and/or modify any NL Medical Data;
- use, modify, copy, distribute and display your content on Clinithink Exchange;
- subject to your consent, publish your name with such Content or materials on the Websites; and
- sublicense these rights to others.
In addition, by posting or otherwise providing any of your content on Clinithink Exchange, you agree to grant all other users of Clinithink Exchange an irrevocable, perpetual, royalty-free license to such content.
We may remove or disable access to any Content, your content on Clinithink Exchange, or materials that you or others post or otherwise provide to the Websites at any time without notice. If you believe that any Content or materials on the Websites violate your copyright rights, you may file a copyright infringement notification in accordance with Section 512(c)(3) of the United States Copyright Act by providing the following information:
- A physical or electronic signature of a person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed.
- Identification of the copyrighted work claimed to have been infringed, or if multiple copyrighted works, a representative list of such works at the specified Website.
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material.
- Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.
- A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
- A statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
The copyright infringement notification containing this information should be sent to our designated agent at email@example.com. Please note that under Section 512(f) of the United States Copyright Act, any person who knowingly materially misrepresents that material or activity is infringing may be liable for damages resulting from the misrepresentation.
11. Third Parties
The Websites may contain:
- references to names, marks, data, content, products, or services of third parties;
- links to third party websites; and
- descriptions of services and products provided by third parties.
If you choose to deal with third parties, you agree that you have a direct relationship with them and are solely responsible for any such dealings. If you have concerns with any third party website, please address them with the administrator of that website.
12. Accounts, Passwords and Security
In order to utilize certain Websites or parts of Websites, you may need to set up an account (including establishing a username and password). Certain other features of the Websites may require you to enter your email address. Such features are only available to persons who are 18 years of age or older. If you are under 18 years of age, please do not register with the Websites and do not provide any information, including your email address, to us.
You are entirely responsible for maintaining the confidentiality of your account information, including your username and password, and for any and all activity that occurs on the Websites under your account or username.
When creating an account with us, you agree that you will:
- establish and maintain your personal account with your true, accurate, and current information, including your valid email address;
- keep your account information up-to-date and notify us of any changes;
- not use anyone else’s account, username, or password at any time to access the Service;
- not permit any other person to use your account or username;
- safeguard your account, username, and password, and to take responsibility for all activity on your account;
- exit completely from your account at the end of each online session; and
- notify us immediately of any unauthorized access to or use of your account, username, or password, or any other actual or suspected unauthorized access or any other actual or suspected breach of security of any of our Websites, by email at firstname.lastname@example.org.
13. Privacy and Security
We take reasonable measures to safeguard any personal and account information you communicate with us electronically. However, we do not guarantee that such information will not be intercepted by a third party during transmission over any public networks or otherwise. You bear the risk of communicating with us electronically and we are not responsible for any resulting loss or damage.
14. Disclaimer of Warranties
YOU ACKNOWLEDGE AND AGREE THAT THE CONTENT, MATERIALS, AND SERVICES PROVIDED ON OR AVAILABLE THROUGH THE WEBSITES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND THAT YOUR USE OF OR RELIANCE UPON THE CONTENT, MATERIALS, OR SERVICES AND ANY THIRD PARTY CONTENT OR SERVICES ACCESSED THEREBY ARE AT YOUR SOLE RISK AND DISCRETION. THE COMPANY AND ITS AFFILIATES, PARTNERS, SUPPLIERS, AND LICENSORS HEREBY DISCLAIM ANY AND ALL REPRESENTATIONS, WARRANTIES, AND GUARANTIES REGARDING THE CONTENT, MATERIALS, AND SERVICES AND THIRD PARTY CONTENT AND SERVICES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, AND INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. FURTHERMORE, THE COMPANY AND ITS AFFILIATES, PARTNERS, SUPPLIERS, AND LICENSORS MAKE NO WARRANTY THAT (I) THE CONTENT, SERVICES, OUTPUT FROM THE SERVICES, OR THIRD PARTY CONTENT OR SERVICES WILL BE AVAILABLE, TIMELY, CURRENT, ACCURATE, RELIABLE, COMPLETE, SECURE, OR ERROR-FREE; (II) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL ACCESSED OR OBTAINED BY YOU THROUGH THE WEBSITES WILL BE AS REPRESENTED OR MEET YOUR EXPECTATIONS; OR (III) ANY ERRORS WILL BE CORRECTED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE COMPANY OR FROM THE WEBSITES SHALL CREATE ANY REPRESENTATION, WARRANTY, OR GUARANTY.
Without limitation of the foregoing, you acknowledge and agree that the Content is not medical advice and is not intended to be used for medical diagnosis or treatment. Your reliance upon the contents, the services, or the output from the services available through the Websites will be at your own risk. We are not liable for errors in treatment or any use of the Content, the Services, or the output from the Services for medical diagnosis or treatment purposes (including as a result of typographical or other errors in any of the foregoing). Our processing of NL Medical Data that includes reference to a particular test, procedure, or product does not mean that we endorse or recommend the test, procedure, or product.
15. Limitation of Liability
NEITHER WE, OUR AFFILIATES NOR ANY OF OUR AFFILIATES’ RESPECTIVE LICENSORS OR SUPPLIERS WILL BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY FOR ANY DIRECT, INDIRECT, GENERAL, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES OR OTHER DAMAGES ARISING OUT OF YOUR USE OR INABILITY TO USE THE WEBSITES OR ANY SERVICES OR INFORMATION AVAILABLE THROUGH THEM INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUES, LOSS OF PROFITS, OR LOSS OR CORRUPTION OF DATA, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT WILL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR ASSOCIATED WITH OUR WEBSITES, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EXCEED THE LESSER OF $10.00 OR THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING OUR WEBSITES.
YOU MAY HAVE ADDITIONAL RIGHTS UNDER APPLICABLE LAW THAT PRECLUDE OR LIMIT THE EXCLUSION AND DISCLAIMERS ABOVE.
16. Force Majeure
17. Claims Must be Filed Within One Year
19. No Agency Relationship
21. Applicable Law
You agree that all matters relating to your access to or use of the Websites, including all disputes, will be governed by the laws of the United States and by the laws of the State of Georgia, without regard to its conflicts of laws rules. You agree to the personal jurisdiction by and venue in the state and federal courts of the State of Georgia. You also waive any objections to such jurisdiction or venue.
23. Contract Interpretation