PHARMADVA, LLC
WEBSITE TERMS OF USE
Last
Modified: February 8, 2019
Acceptance of the Terms of Use
These terms of use are entered into by and between You
and PharmAdva, LLC (“Company”, “we”, or “us”). The following terms and
conditions, together with any documents they expressly incorporate by reference
(collectively, these “Terms of Use”), govern your access to and use of medacube.com,
including any content, functionality, and services offered on or through medacube.com
(the “Website”),.
Please read the Terms of Use carefully before you start
to use the Website. By using the Website, you accept and agree to be bound and
abide by these Terms of Use and our Privacy Policy, found at https://medacube.com/privacy-policy, incorporated herein by reference.
If you do not want to agree to these Terms of Use or the Privacy Policy, you
must not access or use the Website.
This Website is offered and available to users who 18
years of age or older, and reside in the United States or any of its
territories or possessions. By using this Website, you represent and warrant
that you are of legal age to form a binding contract with the Company and meet
all of the foregoing eligibility requirements. If you do not meet all of these
requirements, you must not access or use the Website.
Changes to the Terms of Use
We may revise and update these Terms of Use from time
to time in our sole discretion. All changes are effective immediately when we
post them, and apply to all access to and use of the Website thereafter.
However, any changes to the dispute resolution provisions set out in Governing Law and Jurisdiction will not apply to any disputes for
which the parties have actual notice before the date the change is posted on
the Website.
Your continued use of the Website following the posting
of revised Terms of Use means that you accept and agree to the changes. You are
expected to check this page from time to time/frequently/each time you access
this Website so you are aware of any changes, as they are binding on you.
Accessing the Website and Account Security
We reserve the right to withdraw or amend this Website,
and any service or material we provide on the Website, in our sole discretion
without notice. We will not be liable if for any reason all or any part of the
Website is unavailable at any time or for any period. From time to time, we may
restrict access to some parts of the Website, or the entire Website, to users,
including registered users.
You are responsible for:
· Making all arrangements necessary
for you to have access to the Website.
· Ensuring that all persons who access
the Website through your internet connection are aware of these Terms of Use
and comply with them.
To access the Website or some of the resources it
offers, you may be asked to provide certain registration details or other
information. It is a condition of your use of the Website that all the
information you provide on the Website is correct, current, and complete. You
agree that all information you provide to register with this Website or
otherwise, including but not limited to through the use of any interactive
features on the Website, is governed by our Privacy Policy https://medacube.com/privacy-policy, and you consent to all actions we
take with respect to your information consistent with our Privacy Policy.
If you choose, or are provided with, a user name,
password, or any other piece of information as part of our security procedures,
you must treat such information as confidential, and you must not disclose it
to any other person or entity. You also acknowledge that your account is
personal to you and agree not to provide any other person with access to this
Website or portions of it using your user name, password, or other security
information. You agree to notify us immediately of any unauthorized access to
or use of your user name or password or any other breach of security. You also
agree to ensure that you exit from your account at the end of each session. You
should use particular caution when accessing your account from a public or
shared computer so that others are not able to view or record your password or
other personal information.
We have the right to disable any user name, password,
or other identifier, whether chosen by you or provided by us, at any time if,
in our opinion, you have violated any provision of these Terms of Use.
Intellectual Property Rights
The Website and its entire contents, features, and
functionality (including but not limited to all information, software, text,
displays, images, video, and audio, and the design, selection, and arrangement
thereof) are owned by the Company, its licensors, or other providers of such
material and are protected by United States and international copyright,
trademark, patent, trade secret, and other intellectual property or proprietary
rights laws.
These Terms of Use permit you to use the Website for
your personal, non-commercial use only. You must not reproduce, distribute,
modify, create derivative works of, publicly display, publicly perform,
republish, download, store, or transmit any of the material on our Website, except
as follows:
· Your computer may temporarily store
copies of such materials in RAM incidental to your accessing and viewing those
materials.
· You may store files that are
automatically cached by your Web browser for display enhancement purposes.
· You may print one copy of a
reasonable number of pages of the Website for your own personal, non-commercial
use and not for further reproduction, publication, or distribution.
· If we provide desktop, mobile, or
other applications for download, you may download a single copy to your
computer or mobile device solely for your own personal, non-commercial use,
provided you agree to be bound by our end user license agreement for such
applications.
· If we provide social media features
with certain content, you may take such actions as are enabled by such
features.
You must not:
· Modify copies of any materials from
this site.
· Use any illustrations, photographs,
video or audio sequences, or any graphics separately from the accompanying
text.
· Delete or alter any copyright, trademark,
or other proprietary rights notices from copies of materials from this site.
You must not access or use for any commercial purposes
any part of the Website or any services or materials available through the
Website.
If you wish to make any use of material on the Website
other than that set out in this section, please address your request to: policy@pharmadva.com.
If you print, copy, modify, download, or otherwise use
or provide any other person with access to any part of the Website in breach of
the Terms of Use, your right to use the Website will stop immediately and you
must, at our option, return or destroy any copies of the materials you have
made. No right, title, or interest in or to the Website or any content on the
Website is transferred to you, and all rights not expressly granted are
reserved by the Company. Any use of the Website not expressly permitted by
these Terms of Use is a breach of these Terms of Use and may violate copyright,
trademark, and other laws.
Trademarks
The Company name, the name MedaCube™ and all related
names, logos, product and service names, designs, and slogans are trademarks of
the Company or its affiliates or licensors. You must not use such marks without
the prior written permission of the Company. All other names, logos, product
and service names, designs, and slogans on this Website are the trademarks of
their respective owners.
Prohibited Uses
You may use the Website only for lawful purposes and in
accordance with these Terms of Use. You agree not to use the Website:
· In any way that violates any
applicable federal, state, local, or international law or regulation
(including, without limitation, any laws regarding the export of data or
software to and from the US or other countries).
· For the purpose of exploiting,
harming, or attempting to exploit or harm minors in any way by exposing them to
inappropriate content, asking for personally identifiable information, or
otherwise.
· To transmit, or procure the sending
of, any advertising or promotional material, including any “junk mail”, “chain
letter”, “spam”, or any other similar solicitation.
· To impersonate or attempt to
impersonate the Company, a Company employee, another user, or any other person
or entity (including, without limitation, by using email addresses or screen
names associated with any of the foregoing).
· To engage in any other conduct that
restricts or inhibits anyone’s use or enjoyment of the Website, or which, as
determined by us, may harm the Company or users of the Website or expose them to
liability.
Additionally, you agree not to:
· Use the Website in any manner that
could disable, overburden, damage, or impair the site or interfere with any
other party’s use of the Website, including their ability to engage in real
time activities through the Website.
· Use any robot, spider, or other
automatic device, process, or means to access the Website for any purpose,
including monitoring or copying any of the material on the Website However,
we may grant operators of public search engines permission to use spiders to
copy materials from the Website for the sole purpose of creating publicly
available searchable indices, but not caches or achieves.
· Use any manual process to monitor or
copy any of the material on the Website or for any other unauthorized purpose
without our prior written consent.
· Use any device, software, or routine
that interferes with the proper working of the Website.
· Introduce any viruses, Trojan
horses, worms, logic bombs, or other material that is malicious or
technologically harmful.
· Attempt to gain unauthorized access
to, interfere with, damage, or disrupt any parts of the Website, the server on
which the Website is stored, or any server, computer, or database connected to
the Website.
· Attack the Website via a
denial-of-service attack or a distributed denial-of-service attack.
· Otherwise attempt to interfere with
the proper working of the Website.
User Contributions
The Website may contain interactive features
(collectively, “Interactive Services”) that allow users to post, submit, publish,
display, or transmit to other users or other persons (hereinafter, “post”)
content or materials (collectively, “User Contributions”) on or through the
Website.
All User Contributions must comply with the Content
Standards set out in these Terms of Use.
Any User Contribution you post to the site will be
considered non-confidential and non-proprietary. By providing any User
Contribution on the Website, you grant us and our licensees, successors, and
assigns the right to use, reproduce, modify, perform, display, distribute, and
otherwise disclose to third parties any such material for any purpose.
You represent and warrant that:
· You own or control all rights in and
to the User Contributions and have the right to grant the license granted above
to us and our licensees, successors, and assigns.
· All of your User Contributions do
and will comply with these Terms of Use.
You understand and acknowledge that you are responsible
for any User Contributions you submit or contribute, and you, not the Company,
have full responsibility for such content, including its legality, reliability,
accuracy, and appropriateness.
We are not responsible or liable to any third party for
the content or accuracy of any User Contributions posted by you or any other
user of the Website.
Monitoring and Enforcement; Termination
We have the right to:
· Remove or refuse to post any User
Contributions for any or no reason in our sole discretion.
· Take any action with respect to any
User Contribution that we deem necessary or appropriate in our sole discretion,
including if we believe that such User Contribution violates the Terms of Use,
including the Content Standards, infringes any intellectual property right or
other right of any person or entity, threatens the personal safety of users of
the Website or the public, or could create liability for the Company.
· Disclose your identity or other
information about you to any third party who claims that material posted by you
violates their rights, including their intellectual property rights or their
right to privacy.
· Take appropriate legal action,
including without limitation, referral to law enforcement, for any illegal or
unauthorized use of the Website.
· Terminate or suspend your access to
all or part of the Website for any or no reason, including without limitation,
any violation of these Terms of Use.
Without limiting the foregoing, we have the right to
cooperate fully with any law enforcement authorities or court order requesting
or directing us to disclose the identity or other information of anyone posting
any materials on or through the Website. YOU WAIVE AND HOLD HARMLESS THE
COMPANY AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS
RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING, OR
TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW
ENFORCEMENT AUTHORITIES.
We do not undertake to review material before it is
posted on the Website, and cannot ensure prompt removal of objectionable
material after it has been posted. Accordingly, we assume no liability for any
action or inaction regarding transmissions, communications, or content provided
by any user or third party. We have no liability or responsibility to anyone
for performance or nonperformance of the activities described in this section.
Content Standards
These content standards apply to any and all User
Contributions and use of Interactive Services. User Contributions must in their
entirety comply with all applicable federal, state, local, and international
laws and regulations. Without limiting the foregoing, User Contributions must
not:
· Contain any material that is
defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful,
inflammatory, or otherwise objectionable.
· Promote sexually explicit or
pornographic material, violence, or discrimination based on race, sex,
religion, nationality, disability, sexual orientation, or age.
· Infringe any patent, trademark,
trade secret, copyright, or other intellectual property or other rights of any
other person.
· Violate the legal rights (including
the rights of publicity and privacy) of others or contain any material that
could give rise to any civil or criminal liability under applicable laws or
regulations or that otherwise may be in conflict with these Terms of Use and
our Privacy Policy https://medacube.com/privacy-policy.
· Be likely to deceive any person.
· Promote any illegal activity, or
advocate, promote, or assist any unlawful act.
· Cause annoyance, inconvenience, or
needless anxiety or be likely to upset, embarrass, alarm, or annoy any other
person.
· Impersonate any person, or
misrepresent your identity or affiliation with any person or organization.
· Involve commercial activities or
sales, such as contests, sweepstakes, and other sales promotions, barter, or
advertising.
· Give the impression that they
emanate from or are endorsed by us or any other person or entity, if this is
not the case.
Reliance on Information Posted
The information presented on or through the Website is
made available solely for general information purposes. We do not warrant the
accuracy, completeness, or usefulness of this information. Any reliance you
place on such information is strictly at your own risk. We disclaim all
liability and responsibility arising from any reliance placed on such materials
by you or any other visitor to the Website, or by anyone who may be informed of
any of its contents.
This Website may include content provided by third
parties, including materials provided by other users, bloggers, and third-party
licensors, syndicators, aggregators, and/or reporting services. All statements
and/or opinions expressed in these materials, and all articles and responses to
questions and other content, other than the content provided by the Company,
are solely the opinions and the responsibility of the person or entity
providing those materials. These materials do not necessarily reflect the
opinion of the Company. We are not responsible, or liable to you or any third
party, for the content or accuracy of any materials provided by any third
parties.
Changes to the Website
We may update the content on this Website from time to
time, but its content is not necessarily complete or up-to-date. Any of the
material on the Website may be out of date at any given time, and we are under
no obligation to update such material.
Information About You and Your Visits to the Website
All information we collect on this Website is subject
to our Privacy Policy https://medacube.com/privacy-policy. By using the Website, you consent
to all actions taken by us with respect to your information in compliance with
the Privacy Policy.
Online Purchases and Other Terms and Conditions
All purchases through our Website or other transactions
for the sale of goods formed through the Website or resulting from visits made
by you are governed by separate terms of sale.
Linking
to the Website and Social Media Features
You may link to our homepage, provided you do so in a
way that is fair and legal and does not damage our reputation or take advantage
of it, but you must not establish a link in such a way as to suggest any form
of association, approval, or endorsement on our part without our express
written consent.
This Website may provide certain social media features
that enable you to:
· Link from your own or certain
third-party websites to certain content on this Website.
· Send emails or other communications
with certain content, or links to certain content, on this Website.
· Cause limited portions of content on
this Website to be displayed or appear to be displayed on your own or certain
third-party websites.
You may use these features solely as they are provided
by us, and solely with respect to the content they are displayed with. Subject
to the foregoing, you must not:
· Establish a link from any website that
is not owned by you.
· Cause the Website or portions of it
to be displayed on, or appear to be displayed by, any other site, for example,
framing, deep linking, or in-line linking.
· Link to any part of the Website
other than the homepage.
· Otherwise take any action with
respect to the materials on this Website that is inconsistent with any other provision
of these Terms of Use.
The website from which you are linking, or on which you
make certain content accessible, must comply in all respects with the Content
Standards set out in these Terms of Use.
You agree to cooperate with us in causing any unauthorized
framing or linking immediately to stop. We reserve the right to withdraw
linking permission without notice.
We may disable all or any social media features and any
links at any time without notice in our discretion.
Links from the Website
If the Website contains links to other sites and
resources provided by third parties, these links are provided for your
convenience only. This includes links contained in advertisements, including
banner advertisements and sponsored links. We have no control over the contents
of those sites or resources, and accept no responsibility for them or for any
loss or damage that may arise from your use of them. If you decide to access
any of the third-party websites linked to this Website, you do so entirely at
your own risk and subject to the terms and conditions of use for such websites.
Geographic Restrictions
The owner of the Website is based in the State of New
York in the United States. We provide this Website for use only by persons
located in the United States. We make no claims that the Website or any of its
content is accessible or appropriate outside of the United States. Access to
the Website may not be legal by certain persons or in certain countries. If you
access the Website from outside the United States, you do so on your own
initiative and are responsible for compliance with local laws.
Disclaimer of Warranties
You understand that we cannot and do not guarantee or warrant
that files available for downloading from the internet or the Website will be
free of viruses or other destructive code. You are responsible for implementing
sufficient procedures and checkpoints to satisfy your particular requirements
for anti-virus protection and accuracy of data input and output, and for
maintaining a means external to our site for any reconstruction of any lost
data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS
OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER
TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT,
COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE
WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO YOUR
DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.
YOUR USE OF THE WEBSITE, ITS CONTENT, AND ANY SERVICES
OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS
CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON
AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER
EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE
COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS,
SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE WEBSITE. WITHOUT
LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE
COMPANY REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT, OR ANY SERVICES
OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE,
OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER
THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT
THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL
OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY
HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED,
STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF
MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT
CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Limitation on Liability
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL
THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES,
AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY
LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO
USE, THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH
OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL,
CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY,
PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS
OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF
DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR
OTHERWISE, EVEN IF FORESEEABLE.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT
BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Indemnification
You agree to defend, indemnify, and hold harmless the
Company, its affiliates, licensors, and service providers, and its and their
respective officers, directors, employees, contractors, agents, licensors,
suppliers, successors, and assigns from and against any claims, liabilities,
damages, judgments, awards, losses, costs, expenses, or fees (including
reasonable attorneys’ fees) arising out of or relating to your violation of
these Terms of Use or your use of the Website, including, but not limited to,
your User Contributions, any use of the Website’s content, services, and
products other than as expressly authorized in these Terms of Use or your use of
any information obtained from the Website.
Governing Law and Jurisdiction
All matters relating to the Website and these Terms of
Use and any dispute or claim arising therefrom or related thereto (in each
case, including non-contractual disputes or claims), shall be governed by and
construed in accordance with the internal laws of the State of New York without
giving effect to any choice or conflict of law provision or rule (whether of
the State of New York or any other jurisdiction).
Any legal suit, action, or proceeding arising out of,
or related to, these Terms of Use or the Website shall be instituted
exclusively in the federal courts of the United States or the courts of the
State of New York, in each case located in the City of Rochester and County of
Monroe although we retain the right to bring any suit, action, or proceeding
against you for breach of these Terms of Use in your country of residence or
any other relevant country. You waive any and all objections to the exercise of
jurisdiction over you by such courts and to venue in such courts.
Arbitration
At Company’s sole discretion, it may require You to
submit any disputes arising from the use of these Terms of Use or the Website,
including disputes arising from or concerning their interpretation, violation,
invalidity, non-performance, or termination, to final and binding arbitration under
the Rules of Arbitration of the American Arbitration Association applying New
York State law.
Limitation on Time to File Claims
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT
OF OR RELATING TO THESE TERMS OF USE OR THE WEBSITE MUST BE COMMENCED WITHIN
ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION
OR CLAIM IS PERMANENTLY BARRED.
Waiver and Severability
No waiver by the Company of any term or condition set
out in these Terms of Use shall be deemed a further or continuing waiver of
such term or condition or a waiver of any other term or condition, and any
failure of the Company to assert a right or provision under these Terms of Use
shall not constitute a waiver of such right or provision.
If any provision of these Terms of Use is held by a
court or other tribunal of competent jurisdiction to be invalid, illegal, or
unenforceable for any reason, such provision shall be eliminated or limited to
the minimum extent such that the remaining provisions of the Terms of Use will
continue in full force and effect.
Entire Agreement
These Terms of Use and our Privacy Policy constitute
the sole and entire agreement between you and PharmAdva, LLC regarding the
Website and supersede all prior and contemporaneous understandings, agreements,
representations, and warranties, both written and oral, regarding the Website.
Your Comments and Concerns
All feedback, comments, requests for
technical support, and other communications relating to the Website should be
directed to: policy@pharmadva.com or PharmAdva, LLC, 36 King Street, Rochester,
New York 14608, Attention: Privacy
Officer.