“Content” includes, without limitation, any tools, services, advertisements, advice, suggestions, videos, audio clips, written forum comments, information, data, text, photographs, software, scripts, graphics, and interactive features generated, provided, or otherwise made accessible by MedfForums, its content providers or other partners, or other Users through the Service, including all User Submissions (as defined below).
A. Ownership of Materials
All Content is provided by MedForums unless indicated otherwise. With the exception of User Submissions (defined below), all Content is the property of MedForums and is protected by federal and international intellectual property laws and treaty provisions. You shall abide by all intellectual property notices, information, and restrictions contained in any such Content. You shall not sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, create derivative works from, display in frames, link to, or otherwise commercially exploit any Content or User Submissions (i) without the express written consent of the respective owners, and (ii) in any way that violates the rights of any third party.
B. Use License
Unauthorized use of the Content or information made available by the Service may violate patent, copyright, trademark, and other laws. Your use of the Service and Content is pursuant to a limited-use license, not a transfer of title, and is subject to the following restrictions: You may not: (a) modify any Content or use it for any commercial purpose or for any public display, performance, sale or rental; (b) decompile, reverse engineer, disassemble or make derivative works of any Content; (c) remove any confidentiality, privacy, patent, copyright, trademark or other proprietary notices from any Content; (d) transfer any Content to another person or entity in manners inconsistent with these Terms and other MedForums policies. You may not facilitate or permit unauthorized copying of any Content or any other information made available by the Service.
C. Termination of this Use License
MedForums may terminate your use license at any time if you breach the terms of these Terms. You agree that upon termination of your use license, you will immediately (1) stop using the Service, and (2) destroy all Content in your possession, if any.
D. Registration as a Condition to Use
Only registered members of MedForums may use the Service (each, a “User”). By Using the Service, you warrant that you are a registered member. As a registered member, you shall not allow third parties to access the Service using your account. You are personally responsible for any use of the Service through your account, whether by you or a third party.
2. USER SUBMISSIONS AND USER INFORMATION
The Service allows you to upload, submit, disclose, distribute or otherwise post (hereafter, “posting”) multimedia content, including video, audio, text, data, photographs, software, scripts, graphics, works of authorship or other information (collectively referred to as “User Submissions”). You own all rights, title and interests in and to all User Submissions provided by you. User Submissions are non-confidential and are the property of the originating User. By posting User Submissions through the Service, you agree to the following:
- You grant MedForums a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully paid, sub-licensable and transferable license to use, modify, reproduce, distribute, prepare derivative works of, display, publish, perform, and otherwise fully exploit (hereinafter “use”) User Submissions in connection with the Service and any business of MedForums and its successors and assigns. You also grant each User of the Service a non-exclusive license to access your User Submissions through the Service, and to use such User Submissions as permitted by the functionality of the Site and the Service and under the terms of these Terms The foregoing license grant to MedForums does not affect your other ownership of or license rights in your User Submissions, including the right to grant additional licenses, unless otherwise agreed in writing;
- You represent and warrant that you own or otherwise control all rights necessary to post User Submissions and that disclosure and use of such User Submissions by MedForums (including without limitation, publishing content on the Site) will not infringe or violate the rights of any third party;
- You understand (1) that MedForums has the right to reformat, excerpt, or translate your User Submissions or any portion thereof; (2) that all information publicly posted or privately transmitted through the Service is the sole responsibility of the person from which such content originated; and (3) that MedForums cannot guarantee the identity of or the authenticity of any data posted by Users with whom you interact while using the Service.
- You warrant that your User Submissions do not and will not contain any personally identifiable information of any patient or other third party. In particular, you warrant that before posting, you will remove any information that would associate your User Submission with a specific patient or individual. The Health Insurance Portability and Accountability Act of 1996 (HIPAA) privacy rule allows for the use of de-identified health information so long as identifiers have been removed and a key is not disclosed that would allow the information to be re-identified. You will not disclose to MedForums a key to re-identify any patient data.
- You warrant that your User Submissions do not contain misleading, false, or inappropriate language or statements.
MedForums does not endorse any User Submissions. MedForums has the right, but not the obligation, to monitor the Site, Service, Content, and User Submissions. MedForums may remove any User Submission at any time, for any reason or for no reason at all. MedForums will consider requests to remove User Submissions on a case-by-case basis if we are contacted by the originating User.
In connection with your registration as a User, you may create a personal profile through which you provide additional information about your credentials, professional experience, academic background, personal history, and more. Your personal profile shall be available for other Users to view and will be considered non-confidential and non-proprietary. Your personal profile is not required for registration and may be altered or removed by you at any time.
3. MedForums Code of Conduct
You shall not upload, post, submit or otherwise distribute or facilitate distribution of any improper or unlawful Content or communications on or through the Service, including but not limited to Content that
- violates local, state, national, or international laws or regulations;
- infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any third party;
- is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another's privacy, tortious, obscene, offensive, or profane;
- constitutes unauthorized or unsolicited advertising, junk email or bulk email (i.e., “spamming”);
- involves sales or commercial activities not expressly authorized by MedForums (e.g., contests, sweepstakes, barter, advertising, or pyramid schemes);
- contains software viruses or any other computer codes, files, or programs that are designed or intended to disrupt, damage, limit or interfere with the proper function of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any system, data, password or other information of MedForums or any third party;
- violates the privacy other Users or that of any third party; or
- impersonates any person or entity, including, but not limited to, MedForums or any employee or representative thereof.
Use of Infrastructure
You shall not: (i) take any action that imposes or may impose an unreasonable or disproportionately large load on the infrastructure of MedForums or its third party providers (as determined by MedForums in its sole discretion); (ii) interfere or attempt to interfere with the proper working of the Site or Service or any activities conducted thereon; (iii) bypass any measures MedForums may use to prevent or restrict access to the Service (or other accounts, computer systems or networks connected to the Service); (iv) run Maillist, Listserv, any form of auto-responder or “spam” on the Service; or (v) use manual or automated software, devices, or other processes to “crawl” or scrape date from the Service.
Conflicts of Interest
You may not use the Service as a paid consultant or in furtherance of any financial interest in the information you provide through the Service, including, but not limited to, the promotion of “off-label” drug uses or the disclosure of confidential clinical trials or other proprietary information.
You shall not (directly or indirectly): (i) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Service, except to the limited extent applicable laws specifically prohibit such restriction, (ii) modify, translate, or otherwise create derivative works of any part of the Service, or (iii) copy, rent, lease, distribute, or otherwise transfer any or all of the rights that you receive hereunder.
4. Links to External Resources
The Service may provide links or permit you and other Users to link to other websites or resources on the Internet. These other websites or resources are not under MedForums's control, and MedForums is not responsible for the content, functions, accuracy, legality, appropriateness or any other aspect of such website or resources, or for any damage or loss caused or alleged to be caused by your use of or reliance on any information, goods or services available through any such website or resource. When you access a third party website or resource, you do so at your own risk. The inclusion of a link to any website or resource does not imply endorsement by or affiliation with MedForums. MedForums reserves the right to disable or remove any link for any reason or for no reason at all.
5. Warranties, Disclaimers, and Liability
All Content available through the Service is for informational and educational purposes only and is not an alternative to physical examination or a substitute for the professional judgment of a physician. All Content, including advice, suggestions, and/or recommendations, has not been generated as part of any direct professional evaluation where a physician has the benefit of information that would be obtained by examining a patient in person and observing his/her medical condition. You are expected to use your own professional judgment when utilizing Content found through the Service. We encourage you not to advise, diagnose, or otherwise treat patients solely by use of the Service. You assume full responsibility for your use of the Content and agree that MedForums, its partners, associates, and any other Content providers are not responsible or liable for any claim, loss, or damage arising from your use of the Content. MedForums has not charged or received any professional fees, nor does MedForums recommend or endorse any specific drugs, tests, physicians, products, procedures, opinions, “off-label” drug uses, or other information that may be mentioned through the Service.
MedForums has no fiduciary duty to you. You acknowledge that MedForums has no control over who gains access to the Service; what Content you access via the Service; what effects Content may have on you; how you may interpret or use Content; or what actions you may take as a result of having been exposed to Content. You alone are responsible for your use of the Service and the consequences thereof.
MedForums provides the Service (including, without limitation, the Site and Content) “as is” without warranty of any kind, express or implied. To the fullest extent permitted by law, MedForums hereby disclaims all warranties, express, implied, statutory or otherwise, whether oral or written, including, but not limited to, the implied warranties of title, non-infringement, merchantability and fitness for a particular purpose, and any warranties implied by any course of performance or usage of trade, all of which are expressly disclaimed. Without limiting the foregoing, MedForums and its directors, employees, agents, suppliers, partners and content providers do not warrant that: (a) the Site will be secure or available at any particular time or location; (b) any defects or errors can or will be corrected; (c) any Content or software available at or through the service is free of viruses or other harmful components; or (d) the results of using the Service will meet your requirements. Your use of the Site and Service is solely at your own risk.
Limitation of liability
If, notwithstanding the other provisions of these Terms, MedForums should have any liability to you or any third party for any loss, harm or damage, you and MedForums agree that such liability shall under no circumstances exceed $0.01. You and MedForums agree that the foregoing limitation of liability is an agreed allocation of risk between you and MedForums. You acknowledge that absent your agreement to this limitation of liability, MedForums would not provide the Service to you.
You agree to defend, indemnify, and hold harmless MedForums, its affiliates, employees, officers, agents, managers, members and successors and assigns from all damages and liability including, without limitation, reasonable attorneys’ fees, incurred as a result of (i) your breach of these Terms, (ii) your unauthorized or unlawful use of the Service, or (iii) the unauthorized or unlawful use of the Service by any person using your account.
6. Patient Information
State and federal laws, as well as ethical requirements of your profession may impose obligations with respect to patient confidentiality that may limit the ability of physicians, health care providers, and persons acting on their behalf to make use of certain information or to transmit certain information through the Service. It is the sole responsibility of you, the User, to comply with state and federal laws, as well as institutional and professional guidelines with respect to patient confidentiality. You, the User, are solely responsible for obtaining and maintaining all patient consents, if applicable, and all other legally necessary consents or permissions required or advisable to disclose, process, retrieve, transmit, and view patient data. MEDFORUMS CANNOT AND DOES NOT ASSUME ANY RESPONSIBILITY FOR THE USE OR MISUSE OF PATIENT DATA OR OTHER INFORMATION THAT YOU TRANSMIT, MONITOR, STORE, OR RECEIVE WHILE USING THE SERVICE. WE RESERVE THE RIGHT TO AMEND OR DELETE ANY CONTENT (INCLUDING ANY USER SUBMISSION) IN OUR SOLE DISCRETION.
7. Miscellaneous Provisions
MedForums may give notice required or permitted to be given hereunder shall be in writing via email or a post on the Site and will be effective immediately.
Entire Agreement; Amendment
These Terms and any documents incorporated herein constitute the entire agreement between you and MedForums with respect to the subject matter hereof. MedForums reserves the right to amend the provisions of these Terms at any time, provided that MedForums will notify you of any such amendment by email or by notice posted on the Site.
Governing Law; Venue
These Terms will be governed and construed under the laws of the State of Utah, without regard to its conflict of laws provisions or the United Nations Convention on the International Sale of Goods. The parties irrevocably consent to the exclusive jurisdiction of the state and federal courts located in the Salt Lake County, Utah. All disputes and/or legal proceedings related to these Terms will be maintained in courts located in Salt Lake County, Utah.
The waiver or failure of MedForums to exercise any right in any respect provided for herein shall not be deemed a waiver of any further right hereunder. If any provision of these Terms is determined to be invalid or unenforceable under any applicable statute or rule of law, it is to that extent to be deemed omitted, and the balance of these Terms shall remain enforceable.
MedForums may assign these Terms, in whole or in part, in its sole discretion. You may not assign your rights under these Terms without MedForums’ prior written permission. Any attempt to assign your rights under these Terms without MedForums’ permission shall be void.
MedForums shall not be liable for any failure or unavailability of the Site and/or the Content or failure by MedForums to provide the Service as a result of strikes, lockouts, calamities, acts of God, unavailability of suppliers, the loss or destruction of data, the deletion or corruption of storage media, power failures, natural phenomena, riots, acts of vandalism, acts or omissions of civil or military authority, war, terrorism or any other event beyond MedForums’ control.
The headings of articles and sections contained in these Terms are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement.