|
This Company Internet Website Agreement (the "Agreement") is between you and the
All Things Medical, Inc. ("Company"), a Tennessee corporation. Your acknowledgement
of acceptance below and your use of the Company Internet Website (the "Company Website")
signify your agreement to the terms and conditions of use set forth below in the
Agreement:
(1) You acknowledge that you have read the terms and conditions of use and that
you accept the terms thereof. YOU AGREE TO READ THESE TERMS AND CONDITIONS OF USE
CAREFULLY BEFORE USING THIS COMPANY WEBSITE. If you do not agree to these terms
and conditions of use, you may not access or otherwise use this Company Website.
(2) Company may monitor your use of this Company Website, and may freely use and
disclose any information and materials received from you or collected through your
use of the Company Website for any lawful reason or purpose.
(3) Company reserves the right, at its sole discretion, to change, modify, add or
remove any portion of this Agreement, in whole or in part, at any time. Notification
of changes in the Agreement will be posted on the Company Website.
(4) The Company Website is protected by copyright as a collective work and/or compilation,
pursuant to U.S. copyright laws, international conventions, and other copyright
laws. The contents of the Company Website are only for your personal, non-commercial
use. All materials contained on the Company Website are protected by copyright,
and are owned or controlled by Company or the party credited as the provider of
the Content. You will abide by any and all additional copyright notices, information,
or restrictions contained in any Content on the Company Website. You may download
and make one (1) copy of the Content and other downloadable items displayed on this
Company Website for personal, noncommercial use only, provided that you maintain
all copyright and other notices contained in such Content. Copying or storing of
any Content for other than personal, noncommercial use is expressly prohibited without
the prior written permission from Company or the copyright holder identified in
the individual Contents copyright notice.
(5) Company may change, suspend or discontinue any aspect of the Company Website
at any time, including the availability of any Company Website feature, database,
or Content. Company may also impose limits on certain features and services or restrict
your access to parts or all of the Company Website without notice or liability.
(6) You represent, warrant and covenant that: (a) you shall not upload, post or
transmit to or distribute or otherwise publish through the Company Website any materials
which (i) restrict or inhibit any other user from using and enjoying the Company
Website, (ii) are unlawful, threatening, abusive, libelous, defamatory, obscene,
vulgar, offensive, pornographic, profane, sexually explicit or indecent, (iii) constitute
or encourage conduct that would constitute a criminal offense, give rise to civil
liability or otherwise violate law, (iv) violate, plagiarize or infringe the fights
of third parties including, without limitation, copyright, trademark, patent, rights
of privacy or publicity or any other proprietary right, (v) contain a virus or other
harmful component, (vi) contain any information, software or other material of a
commercial nature, (vii) contain advertising of any kind, or (viii) constitute or
contain false or misleading indications of origin or statements of fact; (b) that
you are at least eighteen (18) years old; and (c) that you are in compliance with
all federal, state and local laws and regulations governing the practice of your
profession and that you maintain the required insurance coverage for acts of malpractice.
You further acknowledge and agree that, during the term of this Agreement, you will
remain in compliance with all federal, state and local laws and regulations governing
the practice of your profession and will maintain such insurance in full force and
effect. Breach of this representation and agreement shall constitute a material
breach of this Agreement entitling the Company to immediately terminate this Agreement
and revoke you access to the Company Website.
(7) You hereby agree to indemnify, defend and hold Company, and all its officers,
directors, owners, agents, employees, information providers, affiliates, licensors
and licensees (collectively, the "Indemnified Parties") harmless from and against
any and all liability and costs incurred by the Indemnified Parties in connection
with any claim arising out of any breach by you of the Agreement or the foregoing
representations, warranties and covenants, including, without limitation, attorneys
fees and costs. You shall cooperate as fully as reasonably required in the defense
of any claim. Company reserves the right, at its own expense, to assume the exclusive
defense and control of any matter otherwise subject to indemnification by you and
you shall not in any event settle any matter without the written consent of Company.
(8) The Company Website contains links and pointers to other related World Wide
Web Internet sites, resources, and sponsors of the Company Website. Links to and
from Company Website to other third party sites, maintained by third parties, do
not constitute an endorsement by Company or any of its subsidiaries or affiliates
of any third party resources, or their contents.
(9) Company does not represent or endorse the accuracy or reliability of any advice,
opinion, statement, or other information displayed or distributed through the Company
Website. You acknowledge that any reliance upon any such opinion, advice, statement,
memorandum, or information shall be at your sole risk. Company reserves the right,
in its sole discretion, to correct any errors or omissions in any portion of the
Company Website.
(10) Company does not and cannot review all materials posted to the Company Website
by users, and Company is not responsible for any such materials posted by users.
However, Company reserves the right at all times to disclose any information as
necessary to satisfy any law, regulation or government request, or to edit, refuse
to post or to remove any information or materials, in whole or in part, that in
Company's sole discretion are objectionable or in violation of this Agreement.
(11) THE COMPANY WEBSITE, INCLUDING ALL CONTENT, SOFTWARE, FUNCTIONS, MATERIALS
AND INFORMATION MADE AVAILABLE ON OR ACCESSED THROUGH THE COMPANY WEBSITE, IS PROVIDED
"AS IS." TO THE FULLEST EXTENT PERMISSIBLE BY LAW, COMPANY AND ITS SUBSIDIARIES
AND AFFILIATES MAKE NO REPRESENTATION OR WARRANTIES OF ANY KIND WHATSOEVER FOR THE
CONTENT ON THE COMPANY WEBSITE OR THE MATERIALS, INFORMATION AND FUNCTIONS MADE
ACCESSIBLE BY THE SOFTWARE USED ON OR ACCESSED THROUGH THE COMPANY WEBSITE, FOR
ANY PRODUCTS OR SERVICES OR HYPERTEXT LINKS TO THIRD PARTIES OR FOR ANY BREACH OF
SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH THE COMPANY
WEBSITE OR ANY LINKED SITE. FURTHER, COMPANY AND ITS SUBSIDIARIES AND AFFILIATES
DISCLAIM ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, NON-INFRINGEMENT,
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. COMPANY DOES NOT WARRANT THAT
THE FUNCTIONS CONTAINED IN THE COMPANY WEBSITE OR ANY MATERIALS OR CONTENT CONTAINED
THEREIN WILL BE UNINTERRUPTED OR ERROR FREE, THAT DEFECTS WILL BE CORRECTED, OR
THAT THE COMPANY WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE IS FREE OF VIRUSES
OR OTHER HARMFUL COMPONENTS. COMPANY AND ITS SUBSIDIARIES AND AFFILIATES SHALL NOT
BE LIABLE FOR THE USE OF THE COMPANY WEBSITE, INCLUDING, WITHOUT LIMITATION, THE
CONTENT AND ANY ERRORS CONTAINED THEREIN.
(12) By uploading files, inputting data or engaging in any other form of communication
(individually or collectively "Communications") to the Company Website, you hereby
grant to Company a perpetual, worldwide, irrevocable, unrestricted, non-exclusive,
royalty free license to use, copy, license, sublicense, adapt, distribute, display,
publicly perform, reproduce, transmit, modify, edit and otherwise exploit such Communications,
in all media now known or hereafter developed. You hereby waive all rights to any
claim against Company for any alleged or actual infringements of any proprietary
rights, rights of privacy and publicity, moral rights, and rights of attribution
in connection with such Communications.
(13) You acknowledge and agree that by submitting Communications to Company, no
confidential, fiduciary, contractually implied or other relationship is created
between you and Company other than pursuant to this Agreement. Further, you expressly
acknowledge and agree that nothing in this Agreement shall be construed as creating
a partnership, an employment relationship or any agency relationship between the
parties, or as authorizing either party to act as agent for the other. The parties
to this Agreement are independent contractors for all purposes.
(14) THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS
OF THE STATE OF TENNESSEE,WITHOUT REGARD TO CONFLICTS OF LAWS PROVISIONS. SOLE AND
EXCLUSIVE JURISDICTION FOR ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATED TO
THIS AGREEMENT SHALL BE AN APPROPRIATE STATE OR FEDERAL COURT LOCATED IN DAVIDSON
COUNTY STATE OF TENNESSEE.
(15) This Agreement constitutes the entire agreement between Company and you with
respect to your use of the Company Website. Any cause of action you may have with
respect to your use of the Company Website must be commenced within one (1) year
after the claim or cause of action arises. If for any reason a court of competent
jurisdiction finds any provision of the Agreement, or portion thereof, to be unenforceable,
that provision shall be enforced to the maximum extent permissible so as to effect
the intent of the Agreement, and the remainder of this Agreement shall continue
in full force and effect. Company disclaims any and all responsibility for content
contained in any third party materials provided through links from the Company Interact
site.
|
|
|
|
|