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Terms of Use

 

Last Modified: September 27, 2018

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Welcome to Plexome! Please read these Terms of Use and our Privacy Policy available here (collectively the “Terms”) carefully, as you agree that you consent to these Terms by your use of this website and Plexome’s services, as described further below. 

 

Acceptance of the Terms of Use  

 

These terms of use are entered into by and between you and Plexome Inc. (“Company,” “we,” “our,” or “us”), and they govern your access to and use of this website (the “Website”),  including any content, functionality, and services offered on or through the Website, whether as a guest or a registered user.   

 

Please read the Terms carefully before you start to use the Website. By using the Website, or by clicking to accept or agree to the Terms of Use when this option is made available to you,  you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, incorporated herein by reference. If you do not agree to these Terms of Use or the Privacy Policy, do not access or use the Website or any Plexome Services, but please get in touch with us so we can try to help.

 

Term

 

This agreement remains in full force and effect while you use the Website. All provisions of the Terms shall survive termination by either party, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability. 

 

Eligibility 

 

The Website is intended only for access and use by individuals at least eighteen (18) years old. If you are not at least eighteen (18) years old, you are prohibited from both the access and usage of the Website unless you are supervised by an adult who has previously agreed to these Terms and perform all actions on or through the Website solely at that adult’s direction. Adults supervising and directing an individual under this section are responsible for all acts and omissions of the individual on the Website and assume the individual’s obligations under these Terms for such acts or omissions. 

 

Changes to the Terms of Use 

 

We may revise and update these Terms 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. Your continued use of the Website or our Services following the posting of revised Terms means you accept and agree to the changes.

User Contributions   

 

The Website may contain message boards, collaboration areas, personal profiles, forums, bulletin boards, and other 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. User Contributions does not include Data Content, which is addressed in the next section below. 

  

Any User Contribution you post to the site will be considered non-confidential and non-proprietary, though you may be able to control which Website users see your User Contributions based on available privacy settings. By providing any User Contribution on the Website, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns a worldwide, perpetual, irrevocable, transferrable, sublicensable, royalty-free license to sublicense, use, reproduce, copy, modify, create derivative works of, publicly perform, publicly display, distribute, and otherwise disclose to third parties and/or exploit in any manner 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 affiliates and service providers, and each of their and our respective licensees, successors, and assigns.

  • All of your User Contributions do and will comply with these Terms of Use.

  • Neither the User Contributions nor your submission, uploading, publishing, or otherwise making available of such User Contributions, nor the Company’s use of the User Contributions as permitted herein, will infringe, misappropriate, or violate a third party’s intellectual property or proprietary rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

 

You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not the Company, have fully 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. We are not obligated to publish any User Contributions or Data on our Website and can remove it in our sole discretion, with or without notice.

 

Data Content

 

One purpose of the Website is to allow users involved in clinical research to share, request, organize, and manage research data on the Website (“Data Content”). The Company does not require any user to upload or manage such Data Content on the Website, nor does the Company control, access, change, or use this Data Content, except as specifically stated in our Privacy Policy located here. Therefore, the Company is solely the data processor of Data Content and any user who uploads, manages, shares, or otherwise accesses or controls the Data Content is the Data Controller of that Data Content, and each party has the associated rights and obligations with such roles. 

 

In particular, the Company is solely responsible for following its obligations under the Terms and complying with all Health Insurance Portability and Accountability Act (“HIPAA”) requirements for storing such Data Content, and the Data Controller for the Data Content is responsible for all other sharing, publication, management, and other use of the Data Content. 

 

By uploading any Data Content to the Website, or sharing or selling such Data Content, you warrant that you have all necessary rights and permissions to perform such actions in regards to the Data Content. The Company reserves the right to delete or otherwise remove any Data Content from the Website for any or no reason, in its sole discretion, which includes the Company’s belief that the Data Content infringes on or violates another party’s rights. 

 

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 any Data Content that you upload, share, or manage on the Website, unless such claim is related to the Company’s obligations as a data processor or under HIPAA. 

 

Accessing the Website and Account Security 

 

We reserve the right to withdraw or amend the 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.

 

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 the Website or otherwise is governed by the Terms, and you consent to all actions we take with respect to this information consistent with the Terms.

 

You are solely responsible for maintaining the confidentiality of your account information, as well as any and all activities that occur under your account. You must immediately notify us of any unauthorized use of your account and any other such security breach. We will not be liable for any loss that may occur as a result of someone else using your account or password, with or without your knowledge. 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 in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.

 

Changes to the Website

 

We may update the content on the 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.

 

Fees

 

The Company may charge fees for some of its services or products offered on the Website, the terms of which are listed on the Website by the associated service or product and which may be subject to foreign exchange fees or differences in prices based on your location (i.e. exchange rates). By purchasing any of our paid services or products, you agree to pay us the applicable fees and taxes, and a failure to pay will result in the termination of the paid service or product.  

 

The Company reserves the right to modify its fee structure at any time and without advanced notice. Temporary or permanent modifications are effective as soon as they are published on the Website and are applicable to all subsequent transactions. In the case of temporary modifications, the duration of the changes will be clearly indicated on the Website.

 

Any payments or monetary transactions between Website users must be processed separately from the Website. The Company is not responsible for any payments (or lack thereof) between Website users. 

 

Taxes

 

You are solely liable for all the taxes, fees, and commissions resulting from use of the Website, including taxes on paid services or products that we may calculate based on the billing information you provide at the time of purchase. These Terms of Use do not create a joint venture, partnership, or principal-agent relationship between you and the Company, or any other users, and nothing in these Terms of Use may be used to imply such a relationship. You agree to indemnify, defend, and hold the Company harmless from any liability for, or assessment of, any claims or penalties with respect to such taxes, labor, or employment requirements, including any liability for, or assessment of taxes imposed on the Company by the relevant taxing authorities with respect to any fees paid to you as the result of using the Website.

 

Renewals

 

You are solely responsible for cancelling any paid services subject to automatic renewal before the next renewal period. Any services that are not cancelled before the renewal date will be automatically renewed as provided when you signed up for the service. No refunds are available for paid services or products, except at the sole discretion of the Company. 

 

Feedback

 

In the event that you provide us any ideas, thoughts, criticisms, suggested improvements, or other feedback related to Website (collectively “Feedback”), you agree we may use the Feedback to: (a) improve our Website and (b) promote the Website, and that you will not be due any compensation for your Feedback that is used in these ways. To the extent that we have your name, likeness, or voice, this will be part of the Feedback and you agree that we may use your name, likeness and voice in the same manner that we can use other Feedback. You grant to us a worldwide, royalty-free, fully paid, perpetual, irrevocable license to use, reproduce, modify, translate, distribute, perform, display, import, sell, offer for sale, make, have made and otherwise exploit the Feedback in any form, media, or technology, whether now known or hereafter developed, and to allow others to do the same. This is true whether you provide the Feedback on the Website or through any other method of communication with us, unless we have entered into a separate agreement with you that provides otherwise.

 

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, subject to the following restrictions: 

 

 

  • You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on the Website, except as it is created and owned by you or if express permission is given to you by the owner of such material. 

  • You must not 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, except for User Contributions or Data Content that is owned by or validly licensed to you. 

  • No right, title, or interest in or to the Website or any content on the Website is transferred to you with express intent of such transmission, and all rights not expressly granted are reserved by the Company or the owner of such content. 

 

 

Trademarks  

 

The Company name and logo, and all related names, logos, product and service names, designs, and slogans are the property 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 the Website are the trademarks of their respective owners.

 

Reporting Claims of Copyright Infringement

 

We take claims of copyright infringement seriously. If you believe that any copyrighted material owned by you has been infringed upon by someone using the Website, you may request removal of those materials from the Website by submitting written notification to our Copyright Agent at info@plexome.com. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) (“DMCA”), the written notice (the “DMCA Notice”) must include substantially the following:

 

  • Your name.

  • The name and description of the work that is being infringed. 

  • Identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material.

  • A statement that you have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent, or the law. 

  • Adequate information by which we can contact you (including your name, postal address, telephone number, and, if available, email address).

  • A statement that the information in the written notice is accurate.

  • A statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.

 

 

If you fail to comply with all of these requirements, your DMCA Notice may not be effective. Additionally, if you knowingly misrepresent that material or activity on the Website is infringing your copyright, you may be held liable for damages under Section 512(f) of the DMCA.

 

It is our policy in appropriate circumstances to disable and/or terminate the accounts of users who are repeat infringers.

 

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:

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  • 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. 

  • In any way that infringes upon the rights of others, or in any way is illegal, threatening, fraudulent, or harmful, or in connection with any unlawful, illegal, fraudulent, or harmful purpose or activity.

  • 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 or offend 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 Website 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.

  • 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 which is malicious or technologically harmful.

  • Take any action that may damage or falsify the Company or Website rating.

  • Otherwise attempt to interfere with the proper working of the Website.

 

Monitoring and Enforcement; Termination  

 

We have the right to:

 

  • Remove or refuse to post any User Contributions or Data Content for any or no reason in our sole discretion.

  • Take any action with respect to any User Contribution or Data Content that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution or Data Content violates the Terms of Use, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of anyone, 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 fully cooperate 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 AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.

 

However, we do not undertake to review all 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.

 

Reliance on Information Posted  

 

We do not warrant the accuracy, completeness, or usefulness of any information on the Website. 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.

 

The Website includes content provided by third parties, including materials provided by other users 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.

 

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. 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 the Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.

 

Users Outside the U.S.

 

The Website is controlled and operated from the United States and is subject to its laws. If you choose to access the Website outside of the United States, you do so at your own risk and are responsible for complying with all applicable laws, rules, and regulations. 

 

Disclaimer of Warranties 

 

YOUR USE OF THE WEBSITE, ITS CONTENT, AND ANY SERVICES, ITEMS, OR DATA OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT, AND ANY SERVICES, ITEMS, AND DATA 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, ITEMS, OR DATA OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE WEBSITE OR ANY SERVICES, ITEMS, OR DATA OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

 

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 WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

 

Limitation on Liability 

 

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 OR ANY SERVICES, ITEMS, OR DATA OBTAINED THROUGH THE WEBSITE, 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.

 

IN NO EVENT WILL THE COLLECTIVE LIABILITY OF THE COMPANY AND ITS SUBSIDIARIES AND AFFILIATES, AND THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS, TO ANY PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT OR OTHERWISE) EXCEED THE AMOUNT YOU HAVE PAID TO THE COMPANY FOR THE APPLICABLE SERVICES IN THE LAST 12 MONTHS OUT OF WHICH LIABILITY AROSE.

 

THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH 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, Data Content, your 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

 

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 California without giving effect to any choice or conflict of law provisions or rules.

  

Arbitration 

 

At the Company’s sole discretion, it may require you to submit any disputes arising from the use of the Terms 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 California law.

  

Waiver and Severability 

 

No waiver by the Company of any term or condition set forth 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 the Terms 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 will continue in full force and effect.

 

Entire Agreement 

 

The Terms of Use and our Privacy Policy constitute the sole and entire agreement between you and Plexome Inc. with respect to the Website and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Website.

 

Your Comments and Concerns 

 

The Website is operated by Plexome Inc. in San Francisco, California. 

  

All feedback, comments, requests for technical support and other communications relating to the Website should be directed to info@plexome.com. 

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