Thank you for choosing to download the application (the “Mobile Application”) developed by or on behalf of TIP Medical Communications, Inc. and its affiliates (collectively, the “Company”) for use on specified mobile devices. All users of the Mobile Application and related online services are subject to the following end user license agreement terms (these “Terms”) in connection with such uses (collectively, the “Mobile Service”).
Please read these Terms carefully because it will apply to your access to and use of the Mobile Service, and constitute a binding agreement between you and the Company. If you do not accept these Terms, you will not be able to use the Mobile Service. By downloading the Mobile Application or using the Mobile Service, you agree that you have read, understand and agree to be bound by these Terms, as amended from time to time. If you do not wish to agree to these Terms, do not download the Mobile Application or use the Mobile Service. Please note that you may not use the Mobile Service and may not accept these Terms if you are a person barred from using the Mobile Service under the laws of the United States.
The Company may revise and update these Terms at any time without notice by posting the amended terms to the Mobile Application. At such time we will also revise the “last updated” date at the end of these Terms. Your continued use of the Mobile Service means that you accept and agree to the revised Terms. If you disagree with these Terms (as amended from time to time) or are dissatisfied with the Mobile Service, your sole and exclusive remedy is to discontinue using the Mobile Service.
1. INTRODUCTION TO THE MOBILE SERVICE; FEES
The Mobile Application and Mobile Service are designed to facilitate event coordinating services through the assistance of an individual or individuals within your organization (the “Event Coordinator”) designated to provide such service on behalf of your organization. In order to register and use this Mobile Application and Mobile Service, you will be required to respond to an invitation from one or more of your Event Coordinators (i.e., it is possible you could use the Mobile Application and Mobile Service with multiple organizations with which you participate). You agree to provide true, accurate, current and complete information during the registration process for your account and to keep the information current. The Event Coordinator will have access to some or all of the information that you submit, including your communications with others within the Mobile Application, and may be able to share such data and content with others. The Event Coordinator may also have the ability to temporarily suspend, indefinitely suspend or terminate your registration. Please be aware that the Event Coordinator is not the Company’s representative or agent and acts independently from the Company.
The Mobile Service may include free and fee based services (e.g., Event Coordinators may need to pay to manage events through the Mobile Service). The description of fee-based services and financial terms will be posted in the Mobile Service and may change from time-to-time except as set forth at the time of purchase. In the event that an Event Coordinator does not pay the applicable fees, access to the Mobile Service for the related events may be discontinued by the Company in its sole discretion.
2. LICENSE GRANT TO USE THE MOBILE APPLICATION
If you download or otherwise access the Mobile Application, you are granted a non-transferable, non-exclusive license to use the Mobile Application (including any data or images incorporated in or generated by the Mobile Application) for personal, non-commercial use. You do not receive title to the Mobile Application and you may not distribute or use the Mobile Application other than for the purpose of using the applicable feature or service of the Mobile Application as offered by the Company. This license does not allow you to use the Mobile Application on any device that you do not own or control, and you may not distribute the Mobile Application on any network where it could be used by devices owned by others. You may not modify, adapt, reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Mobile Application. Except as expressly provided, you may not create any derivative works of the Mobile Application. The Mobile Application is subject to all restrictions on use, disclaimers of warranties and other provisions in these Terms. The Company reserves all rights not expressly granted to you.
3. YOUR USE OF THE MOBILE SERVICE / CONTENT STANDARDS
This Mobile Application contains interactive features through which users may communicate and post user-generated content. You understand and acknowledge that you are responsible for whatever content you submit to a Forum, including its legality, reliability and appropriateness. Only post information to Forums for lawful purposes; don’t stalk, harass, bully or threaten people; don’t attempt to misrepresent yourself as someone else; don’t post anything defamatory, obscene, sexually explicit or pornographic; etc.
By uploading or otherwise transmitting material to a Forum, you warrant that the material is your own, is in the public domain or otherwise free of proprietary or other restrictions and that you have the right to post it to the Forum. You grant us the right to use all content you upload or otherwise transmit to a Forum in any manner we choose, including, but not limited to, copying, displaying, performing or publishing it in any format or media whatsoever, or modifying it, incorporating it into other material or making a derivative work based on it. We reserve the right, but not the obligation, to edit or remove any postings to the Forum. Any content or opinions included in the Forum from third parties is solely the opinions and responsibility of such third parties and we are not responsible for such content/opinions.
4. TERMINATION OR RESTRICTION OF ACCESS
Your license to use the Mobile Application is effective until terminated. You may terminate the license at any time by uninstalling the Mobile Application, deleting any related data from your device(s) and ceasing use of the Mobile Service.
The Company reserves the right, in its sole discretion, to terminate your access to any or all of the Mobile Service of any portion thereof at any time, without notice. In the event your license is revoked by the company, you agree to uninstall the Mobile Application, delete any related data from your device(s), and cease use of the Mobile Service in its entirety. The Company may terminate your right to access the Mobile Service without any refund obligation or other liability if you fail to comply with these Terms. In addition, your access to the Mobile Service may be terminated by your organization’s Event Coordinator at the Event Coordinator’s sole option or if the Event Coordinator closes the applicable account.
You agree the Company may collect and use technical data and related information, including but not limited to technical information about your mobile device, system and application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, product support and other services to you (if any) related to the Mobile Application. The Company may use this information as long as it is in any form that does not personally identify you.
6. UPDATES TO MOBILE DEVICES
Please note that updates to your existing mobile device operating systems or firmware may render your version of the Mobile Application incompatible. The Company does not warrant that the Mobile Application will be backward or forward compatible with any updates to, or prior versions of, the mobile devices. The Company may, but is not obligated to, provide you with updates to the Mobile Application that improve compatibility with updated mobile devices.
7. DATA CHARGES
To the extent a Mobile Application requires, or permits utilization of, wireless or cellular data access, you shall be independently responsible for securing the necessary data access service. The provider of such access to your mobile device may charge you data access fees in connection with use of the Mobile Application. You are solely responsible for all such charges payable to third parties.
8. PROPRIETARY INFORMATION
The entire contents of this Mobile Application (including all information, text, displays, images and audio and any software made available through or in connection with the Mobile Application) and the design, selection and arrangement thereof, are proprietary to the Company or its affiliates or licensors and are protected by United States and international laws regarding copyrights, trademarks, trade secrets and other proprietary rights. You are authorized only to use the content on the Mobile Application for personal use. You may not copy, modify, create derivative works of, publicly display or perform, republish, store, transmit or distribute any of the material of the Mobile Application without the prior written consent of the Company. Neither the title nor any intellectual property rights to any material in this Mobile Application are transferred to you, but remain with the Company or the applicable owner of such content. Except as expressly authorized by the Company in writing, you may not reproduce, sublicense, distribute, sell or exploit for any commercial purposes (a) any part of this Mobile Application, or (b) access to this Mobile Application.
The Company name and logos, and all related names, logos, product and service names, designs and slogans contained in the Mobile Application are trademarks of the Company, its affiliates, licensors and/or contractors unless otherwise clearly specified in writing. You may not use such marks without the prior written permission of the Company. All other names, brands and marks are used for identification purposes only and may be the trademarks of their respective owners. The Company and any party that provides trademarks, service marks, logos and copyrighted works to the Company retain all rights with respect to any of their respective trademarks, service marks, logos and copyrighted works appearing on the Mobile Service. All rights are reserved.
9. DISCLAIMER; LIABILITY OF THE COMPANY AND ITS LICENSORS
THE MOBILE APPLICATION AND RELATED ONLINE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. NEITHER THE COMPANY, ITS LICENSORS OR CONTRACTORS, NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE QUALITY OR AVAILABILITY OF THE MOBILE APPLICATION AND RELATED ONLINE SERVICES. SPECIFICALLY, BUT WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY, ITS LICENSORS, ITS CONTRACTORS NOR ANYONE ASSOCIATED WITH THE COMPANY WARRANTS OR REPRESENTS THAT THE MOBILE APPLICATION AND RELATED ONLINE SERVICES WILL BE RELIABLE, ERROR-FREE OR UNINTERRUPTED; THAT DEFECTS WILL BE CORRECTED; THAT THE MOBILE APPLICATION AND RELATED ONLINE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR THAT THE MOBILE APPLICATION AND RELATED ONLINE SERVICES WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. THE COMPANY AND ITS LICENSORS AND CONTRACTORS DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT.
IN NO EVENT WILL THE COMPANY OR ITS LICENSORS OR CONTRACTORS BE LIABLE FOR ANY DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF, OR INABILITY TO USE, THE MOBILE APPLICATION AND RELATED ONLINE SERVICES, INCLUDING ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, LOST PROFITS OR DAMAGES RESULTING FROM DELAY, INTERRUPTION IN SERVICE, VIRUSES, DELETION OF FILES OR ELECTRONIC COMMUNICATIONS, OR ERRORS, OMISSIONS OR OTHER INACCURACIES IN THE MOBILE APPLICATION AND RELATED ONLINE SERVICES, WHETHER OR NOT THERE IS NEGLIGENCE BY THE COMPANY AND WHETHER OR NOT THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES.
You agree to indemnify and hold harmless the Company and its shareholders, partners, affiliates, directors, officers, subsidiaries, employees, agents, suppliers, third party information providers, licensors, licensees, distributors, contractors and others involved in the Mobile Application and related online services (collectively, the “Indemnified Parties”) from and against any and all liabilities, expenses, damages and costs, including reasonable attorney’s fees, arising from any violation by you of these Terms or your use of the Mobile Application and related online services.
If you are an Event Coordinator, you agree to indemnify the Indemnified Parties from any claim arising from your use or disclosure of any information obtained through the Mobile Service.
11. COMMENTS AND SUBMISSIONS
The Company welcomes your comments with respect to the Mobile Application and related online services. All comments, suggestions or other information sent by you to the Company or its advertisers or business partners will become the Company’s property and you agree that all intellectual property rights therein are transferred to the Company. For avoidance of doubt, the Company shall own any developments by the Company or on its behalf arising out of your comments, suggestions or other submissions. To the extent the Company does not own such materials, you grant and agree to grant the Company a perpetual, irrevocable, non-exclusive, royalty-free license to utilize, create derivative works of, distribute and sublicense such materials for any purpose in connection with the Company’s web sites, products and services. You understand that all information you submit is non-confidential for all purposes, and you have no expectation of any review, compensation or consideration of any type for all submissions hereunder.
12. THIRD PARTY LINKS
The Mobile Application may link to web sites which are not maintained by or related to the Company. Hyperlinks to such sites are provided as a service to users and are not sponsored by or affiliated with the Company, and the Company has not reviewed any or all of such web sites and is not responsible for the content of those web sites. The Company is not responsible for and does not endorse the content, products, services or practices of any third party web sites, including, without limitation, web sites framed within the Mobile Service or third party advertisements, and does not make any representations regarding their quality, content, or accuracy. The Company makes no representations or warranties as to the security of any third party web site and your use of third party web sites is at your own risk and subject to the terms and conditions of use for such web sites. You acknowledge and agree that the Company has no responsibility or liability for the availability of such external services or web sites.
13. REPORTING COPYRIGHT INFRINGEMENT AND OTHER COMPLAINTS
The Company encourages you to report complaints relating to user-generated content on this Mobile Application to your Event Coordinator.
Additionally, the Company has adopted processes under the Digital Millennium Copyright Act as the framework for receiving communications and claims regarding violations of these Terms and potentially injurious or infringing content on the Mobile Application, such as content that may infringe a copyright. If you believe your work has been used in a way that constitutes copyright infringement, please email TIP Medical Communications, Inc at [email protected] for more details on submitting a complaint.
The owner of this Mobile Application is based in the State of New Jersey, USA. The Company makes no representation that the Mobile Application is appropriate or available for use outside of the United States. If you access the Mobile Application from other locations, you are responsible for complying with local laws. These Terms shall be governed in all respects by and construed in accordance with the laws of the State of New Jersey, USA, without regard to its conflicts of law principles, and exclusive jurisdiction over any cause of action arising out of these Terms or your use of the Mobile Application shall be in the state or federal courts located in the State of New Jersey. You agree to submit to the jurisdiction of such courts, and you hereby waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to venue and jurisdiction in the state and federal courts located in New Jersey.
You agree to abide by U.S. and other applicable laws, including export control laws, and not to transfer, by electronic transmission or otherwise, any software or other content downloaded from the Mobile Application to a destination prohibited by such laws, without first obtaining, and then complying with, any requisite government authorization. By downloading the Mobile Application, you warrant that you are not located in any country, or exporting such software to any person or place, to which the United States has embargoed goods.
The Mobile Application is a “Commercial Item” consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation” as such terms are defined in the Federal Acquisition Regulations (“FAR”) at 48 CFR 2.101, developed exclusively with private funds. Consistent with 48 CFR 12.212, and the comparable DFAR in the DoD FAR Supp. at 227.7202-1 through 227.7202-4, the Mobile Application is licensed to you only as Commercial Software and only with the rights and obligations granted to public users generally as set forth above in license grant in these Terms. Notwithstanding any other FAR, DFAR or other contractual provision into which this license agreement may be incorporated, any government end user only acquires the rights to use the Mobile Application as set forth in these Terms. The Mobile Application is acquired under the specific terms and conditions set forth herein. If any portion of the Mobile Application is deemed “non-commercial,” or the following FARs or DFARs are deemed to apply, the Mobile Application is licensed under the terms hereof and under the RESTRICTED RIGHTS set forth in 48 CFR 52.227-19 and DFAR 252.227-7014 (and the government’s use, duplication and disclosure rights are restricted as set forth therein).
Except as expressly set forth above, these Terms, as they may be amended from time to time, completely and exclusively states the agreement between you and the Company with respect to the Mobile Application, and no other terms that may have been communicated to you orally or in any other manner shall have any force or effect. Any cause of action you may have with respect to the Mobile Application must be commenced within one (1) year after the claim or cause of action arises or such claim or cause of action is barred.
The Company’s licensors and contractors are express third party beneficiaries of any of these Terms that are applicable to their products or services, including disclaimers of warranty and limitations of liability, and shall have the right to enforce directly against you all of your applicable representations, warranties, covenants, indemnifications and obligations under these Terms.
If any part of these Terms are is unenforceable, the unenforceable part shall be construed to reflect, as nearly as possible, the original intentions of the parties. The other provisions of these Terms shall remain in full force and effect.
The Company’s failure to insist upon or enforce strict performance of any provision of these Terms shall not constitute a waiver of the provision. Neither a course of dealing or conduct between you and the Company nor any trade practices shall be deemed to modify these Terms.
You agree that no joint venture, partnership, employment, or agency relationship exists between you and the Company or between any organization/Event Coordinator and the Company as a result of these Terms or use of the Mobile Service.
A printed version of these Terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
Notwithstanding the foregoing, any additional terms and conditions on the Mobile Service will govern the items to which they pertain.
The Company may revise these Terms at any time by updating this posting. Such revised Terms will apply to the use of the Mobile Service after it is posted.
These Terms were last updated on 7/16/2014.