PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THIS WEBSITE OR THE SERVICES.
Terms And Conditions
Whereas you desire to use the Pharm3r Services; and
Whereas Pharm3r wishes to allow you access to use the Services:
Now therefore you and Pharm3r agree that:
CHANGES TO THESE TERMS
We may revise and update these Terms from time to time in our sole discretion. Accordingly, you may be asked to assent to new or different Terms in the future as a condition of using the Service. Pharm3r may also modify these Terms from time to time without notice to you. You should check the Terms periodically for modifications. The provisions contained herein supersede all previous notices or statements regarding our Terms with respect to use of the Service. We include the effective date of our Terms at the top of the statement. We encourage you to check the Service frequently to see the current Terms in effect and any changes that may have been made to them. If we make material changes to the Terms, we will post the revised Terms and the revised effective date on this Service and may notify you of such changes by displaying a notice (or link thereto) on the Service. By using the Service following any modifications to the Terms, you agree to be bound by such modifications.
We may update the Service from time to time, but its content is not necessarily complete or up to date. Any of the Services on the Service may be out of date at any given time, and we are under no obligation to update such Services. We may change the Service at any time with or without notice. We may suspend access to the Service or terminate it indefinitely at any time with or without notice.
OWNERSHIP OF SERVICES
The Service, Website, and its content, 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 Pharm3r, 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. Pharm3r retains all intellectual property rights in the individual pages, and their components, and collective works available at the Website.
You are permitted to use the Service for non-commercial use only. You must not copy, modify, create derivative works of, publicly display, publicly perform, republish, download, reproduce, sell, exploit store, distribute, or transmit any of the material on our Service or Website, except to:
You must not:
- Modify copies of any materials from our Service.
- Delete or alter any copyright, trademark or other proprietary rights notices from copies of materials from our Service.
Additionally, you agree not to:
- Use the Service or Website in any manner that could disable, overburden, damage, or impair the Service or Website or interfere with any other party’s use of the Service or Website, including their ability to engage in real time activities through the Service or Website.
- Use any robot, spider or other automatic device, process or means to access the Service or Website for any purpose, including to monitor or copy any of the material on the Service or Website.
- Use any manual process to monitor or copy any of the material on the Service or 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 Service or Website.
- Introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful.
- Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Service or Website, the server on which the Service or Website is stored, or any server, computer or database connected to the Service or Website.
- Attack the Service or Website via a denial-of-service attack or a distributed denial-of-service attack.
- Otherwise attempt to interfere with the proper working of the Service or Website.
- Posting any information which is incomplete, false, inaccurate, or not your own.
- Impersonating another person.
- Constituting or encouraging conduct that would constitute a criminal offense, giving rise to civil liability or otherwise violate any city, state, national or international law or regulation or which fails to comply with accepted Internet protocol.
- Transmitting or transferring (by any means) information or software derived from the Service or Website to foreign countries or certain foreign nations in violation of US export control laws.
- Attempting to interfere in any way with the Service or Website’s or Pharm3r’s networks or network security or attempting to use the Service or Website’s service to gain unauthorized access to any other computer system.
Any unauthorized use of any Services or information at this Website may violate patent, copyright, trademark, and other laws. Any use of this Website or the Services shall be considered a limited use license, not a transfer of title, and is subject to the following restrictions: You may not: (a) modify the Services or use them for any commercial purpose, or any public display, performance, sale or rental; (b) decompile, reverse engineer, disassemble or make derivative works of the Services; (c) remove any confidentiality, privacy, patent, copyright, trademark or other proprietary notices from the Services; (d) transfer the Services to another person or entity in manners inconsistent with this Agreement and current Pharm3r policies. You agree to prevent any unauthorized copying of the Services or information.
TERMINATION OF THIS USE LICENSE
Pharm3r may terminate this use license at any time, if you are in breach of the terms of this Agreement, or if you are found to be in violation of Pharm3r’ Code of Conduct. Upon termination, you will immediately destroy any Services in your possession, if any, and cease use of the Website.
CONDITIONS OF USE AND TERMS
You promise to only provide information and content that you have the right to share. You agree to only provide content or information that does not violate the law nor anyone’s rights (including intellectual property rights). You also agree that your profile information will be truthful. Pharm3r may be required by law to remove certain information or content.
When you submit any ideas, suggestions, documents and/or proposals relating to the Service (or other products or services) (“Contributions”) to Pharm3r through any channel or mechanism, you acknowledge and agree that: (i) your Contributions do not contain confidential or proprietary information; (ii) Pharm3r is not under any obligation of confidentiality, express or implied, with respect to the Contributions; (iii) Pharm3r shall be entitled to use or disclose (or choose not to use or disclose) such Contributions for any purpose, in any way; (iv) Pharm3r may have something similar to the Contributions already under consideration or in development; (v) your Contributions automatically become the property of Pharm3r without any obligation of Pharm3r to you; and (vi) you are not entitled to any accounting, compensation or reimbursement of any kind from Pharm3r under any circumstances.
This Website is intended by Pharm3r to require a valid, working e-mail address and password to access and use the Services on the Website. Certain other Services or functionalities on the Website may require additional access codes. You are solely responsible for (1) maintaining the strict confidentiality of the e-mail address, passwords and codes (collectively, “ID(s)”) assigned to you, (2) not allowing another person to use your IDs to access the Website, (3) any damages or losses that may be incurred or suffered as a result of you or your failure to maintain the strict confidentiality of your ID, and (4) promptly informing Pharm3r in writing of any need to deactivate an ID due to potential or actual security concerns. Pharm3r is not liable for any harm related to the theft of your ID, your disclosure of your ID, or your authorization to allow another person or entity to access and use the Website using your ID. You agree to immediately notify Pharm3r in writing of any unauthorized use of your ID. If any person has access to your login credentials, they will have access to all of your User Content and your Private User Content. Protect your login credentials!
Violations of system or network security may result in civil or criminal liability. Pharm3r will investigate occurrences and may involve, and cooperate with, law enforcement authorities in prosecuting the user or users who are involved in such violations. You are prohibited from violating or attempting to violate the security of the Service, including, without limitation, the following:
- Accessing data not intended for such user or logging into a server or account which user is not authorized to access.
- Attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization.
- Attempting to interfere with service to any user, host or network, including, without limitation, via means of submitting a virus to the Service, overloading, “flooding”, “mailbombing” or “crashing”; or sending unsolicited e-mail, including promotions and/or advertising of products or services. or
- Forging any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting.
The Services available are for informational and educational purposes only and are not a substitute for the professional judgment. Neither the content nor any other service offered by or through this Website is intended to be for medical diagnosis or treatment. Persons accessing this information assume full responsibility for the use of the information and agree that Pharm3r LLC is not responsible or liable for any claim, loss, or damage arising from the use of the information. Pharm3r does not recommend or endorse any specific drugs, tests, physicians, products, procedures, opinions, “off-label” drug uses or other information that may be mentioned on the Website. Your reliance upon the Services obtained or used by you is solely at your own risk.
As a user of this Website, you are solely responsible for and liable for the accuracy of the information that you provide to us.
You understand that we cannot and do not guarantee or warrant that files, data, or content, available for downloading from the internet or the Service 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 Service for any reconstruction of any lost data.
PHAM3R 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 SERVICE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY SERVICE LINKED TO IT. YOUR USE OF THE SERVICE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICE IS AT YOUR OWN RISK. THE SERVICES AND THE WEBSITE IS PROVIDED “AS IS” “AS IS WHERE IS” AND “AS AVAILABLE” BASIS AND PHARM3R HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY, OR FITNESS FOR ANY PARTICULAR PURPOSE OR WARRANTIES ARISING BY COURSE OF DEALING OR CUSTOM OR TRADE. NO ADVICE, RESULTS OR INFORMATION, OR MATERIALS WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. IF YOU ARE DISSATISFIED WITH THE SERVICE, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE SERVICE. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE OR WEBSITE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE THAT RESULTS FROM THE DOWNLOAD OR USE OF ANY SUCH MATERIAL. IN NO EVENT SHALL PHARM3R, ITS PARENTS, SUBSIDIARIES, AFFILIATES AND THEIR RESPECTIVE MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES, STOCKHOLDERS AND AGENTS BE LIABLE TO YOU OR ANY OTHER ENTITY FOR ANY AND ALL DAMAGES INCLUDING BUT NOT LIMITED TO DIRECT, COMPENSATORY, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION AND LOSS OF BUSINESS OPPORTUNITIES) ARISING OUT OF OR RELATING TO (1) THE USE OF OR INABILITY TO USE THE SERVICES, OR (2) RELIANCE ON THE CONTENT AND SERVICES OR THE WEBSITE, OR (3) ERRORS, INACCURACIES, OMISSIONS, DEFECTS, UNTIMELINESS, SECURITY BREACHES, OR (4) THE COMPLIANCE WITH ANY LAW, RULE, REGULATION, LAW ENFORCEMENT, GOVERNMENT OFFICIALS OR LEGAL AUTHORITY OR THE LIKE, OR (6) ANY OTHER FAILURE TO PERFORM BY PHARM3R OR PHARM3R’ CONTENT PROVIDERS. THE FOREGOING SHALL APPLY REGARDLESS OF WHETHER PHARM3R HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. PHARM3R ALSO MAKES NO REPRESENTATIONS OR WARRANTIES THAT YOUR ACCESS TO AND USE OF THE WEBSITE, SERVICES, OR THIRD-PARTY WEBSITES (1) WILL BE UNINTERRUPTED OR ERROR-FREE, (2) IS FREE OF VIRUSES, UNAUTHORIZED CODE, OR OTHER HARMFUL COMPONENTS, (3) IS SECURE, OR (4) WILL MEET YOUR SATISFACTION. YOU ARE RESPONSIBLE FOR TAKING ALL PRECAUTIONS YOU BELIEVE NECESSARY OR ADVISABLE TO PROTECT YOU AGAINST ANY CLAIM, DAMAGE, LOSS OR HAZARD THAT MAY ARISE BY VIRTUE OF YOUR USE OF THE WEBSITE.
Because some jurisdictions may not permit each of these disclaimers and limitations, the above limitation may not apply to you, either in whole or in part. Pharm3r and its parents, subsidiaries, affiliates and their respective members, directors, officers, employees, stockholders and agents further do not warrant the accuracy or completeness of the information, text, graphics, links or other items contained within these Services. Pharm3r may make changes to these Services, or to the services and/or products described therein, at any time without notice. Pharm3r makes no commitment to update the Services. Any description of Services is not a representation that any such Services are available for sale or distribution in your location.
LIMITATION OF LIABILITY
IN NO EVENT SHALL PHARM3R, ITS AFFILIATES OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR CONTENT OR SERVICE PROVIDERS 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 OR SERVICE INCLUDING, BUT NOT LIMITED TO, ANY: DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM OR DIRECTLY OR INDIRECTLY RELATED TO THE USE OF, OR THE INABILITY TO USE, THE WEBSITE, SERVICE, OR ANY OF THE SERVICES, WEBSITE, CONTENT, YOUR CONTENT, MATERIALS OR FUNCTIONS RELATED THERETO, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS OR ANTICIPATED PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, LOSS OF SALES, OR LOSS OF COST OF SUBSTITUTE SERVICES, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE; EVEN IF PHARM3R OR ITS REPRESENTATIVE OR SUCH INDIVIDUAL HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF, NOTWITHSTANDING THE OTHER TERMS OF THIS AGREEMENT, PHARM3R SHOULD HAVE ANY LIABILITY TO YOU OR ANY THIRD PARTY FOR ANY LOSS, HARM OR DAMAGE, YOU AND PHARM3R AGREE THAT SUCH LIABILITY SHALL UNDER NO CIRCUMSTANCES EXCEED THE VALUE OF $50.00. YOU AND PHARM3R AGREE THAT THE FOREGOING LIMITATION OF LIABILITY IS AN AGREED ALLOCATION OF RISK BETWEEN YOU AND PHARM3R. YOU ACKNOWLEDGE THAT ABSENT YOUR AGREEMENT TO THIS LIMITATION OF LIABILITY, PHARM3R WOULD NOT PROVIDE THE WEBSITE OR SERVICES TO YOU. ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
You agree to defend, indemnify and hold Pharm3r, its parents, subsidiaries, affiliates and their respective members, directors, officers, employees, stockholders and agents harmless against any losses, expenses, costs or damages (including Pharm3r’ reasonable attorneys’ fees, expert fees’ and other reasonable costs of litigation) arising from, incurred as a result of, or in any manner related to (1) your breach of this Agreement, (2) your unauthorized or unlawful use of the Website or the Services, and (3) the unauthorized or unlawful use of the Website by any other person using your ID.
You are prohibited from posting or transmitting to or from this Website any unlawful, infringing, threatening, libelous, defamatory, obscene, pornographic, or other material that would violate any law. Any attempt to obtain unauthorized access or to exceed authorized access to the Website shall be considered a trespass and computer fraud and abuse, punishable under applicable laws.
COMPLIANCE WITH LAWS
Pharm3r may, from time to time, be subject to orders, demands and requests pursuant to laws or regulations. Any action taken by Pharm3r in good faith belief that such action is required to comply with such laws or regulations, or to protect its own interests or the Website’s, will not be a breach of this Agreement.
The Services and Website operate from the United States of America. We do not represent that content, Website, or the Service are appropriate or available for use in other locations. This Service is not intended to be used outside U.S.A. If you choose to access the Service from other locations you do so on your own initiative, and are responsible for compliance with local laws, if and to the extent local laws are applicable. You may not use or export the Services in violation of U.S. export laws or regulations.
LEGAL DISPUTES AND ARBITRATION AGREEMENT
Please Read This Following Clause Carefully – It May Significantly Affect Your Legal Rights, Including Your Right to File a Lawsuit in Court Initial Dispute Resolution. We are available by email at email@example.com to address any concerns you may have regarding your use of the Service, these Terms or our relationship with each other. Most concerns may be quickly resolved in this manner. Each of you and us agree to use best efforts to settle any dispute, claim, question, or disagreement directly through consultation and good faith negotiations which shall be a precondition to either party initiating a lawsuit or arbitration.
Agreement to Binding Arbitration. If we do not reach an agreed upon solution within a period of thirty (30) days from the time informal dispute resolution is pursued pursuant to the initial dispute resolution process above, then either party may initiate binding arbitration. All disputes, controversies or claims arising out of or relating to these Terms (including their formation, performance and breach), the parties’ relationship with each other, including, without limitation, the relationship between you and any of our agents or employees, and/or your use of the Service, shall be finally settled by binding arbitration administered on a confidential basis by JAMS, in accordance with the JAMS Streamlined Arbitration Rules and Procedures, excluding any rules or procedures governing or permitting class actions. Each party will have the right to use legal counsel in connection with arbitration at its own expense. The parties shall select a single neutral arbitrator in accordance with the JAMS Streamlined Arbitration Rules and Procedures. The arbitrator, and not any federal, state or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability or formation of these Terms, including, but not limited to, any claim that all or any part of these Terms is void or voidable. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award shall be in writing and provide a statement of the essential findings and conclusions, shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction. The interpretation and enforcement of these Terms shall be subject to the Federal Arbitration Act.
- The JAMS rules governing the arbitration may be accessed at https://www.jamsadr.com/adr-rules-procedures. The parties understand that, absent this mandatory provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.
- Location of Arbitration. Any and all arbitration hearings and/or proceedings shall be conducted exclusively in New York, N.Y.
- Class Action and Class Arbitration Waiver. You and us each further agree that any arbitration shall be conducted in our respective individual capacities only and not as a class action or other representative action, and you and us each expressly waive our respective right to file a class action or seek relief on a class basis. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the agreement to binding arbitration set forth above shall be deemed null and void in its entirety and the parties shall be deemed to have not agreed to arbitrate disputes.
- 30 Day Right to Opt-Out. You have the right to opt-out and not be bound by the “Agreement to Binding Arbitration” and “Class Action and Class Arbitration Waiver” provisions set forth above by sending written notice of your decision to opt-out by emailing us at firstname.lastname@example.org. The notice must be sent within thirty (30) days of registering to use the Service, otherwise you shall be bound to arbitrate disputes in accordance with the terms of those sections. If you opt-out of these arbitration provisions, we also will not be bound by them.
- Exclusive Venue/Jurisdiction. To the extent that the “Agreement to Binding Arbitration” provision does not apply or if you have opted out of arbitration, the parties agree that all matters and legal proceedings arising out of or related to these Terms, the negotiation, making, validity, interpretation or enforcement of these Terms and all related matters between the parties on behalf of themselves and their respective Representatives:
(a) are governed by the laws of the State of New York, without reference to any conflict of laws principles or the choice of law doctrine; and (b) are to be exclusively brought in the State courts of the State of New York, or the federal courts of the United States of America, in each case located in the County of New York (together, the “Specified Courts”). The parties irrevocably (a) submit and consent to the exclusive jurisdiction and venue of the Specified Courts and waive any objection now or hereafter to the propriety or convenience of such venues; and (b) waive any rights they may have to a trial by jury or the determination of any factual issues by a jury.
Your right to access and use the Website and Services immediately terminates without further notice upon your breach of these Terms or if you are found to be in violation of Pharm3r’s Code of Conduct. Pharm3r may terminate these Terms and/or your right to use the Website and Services at any time, with or without cause. Sections: Ownership Of Services, Use License, Ownership Of Services, Conditions Of Use And Terms, Security, Medical Disclaimers, Representation, General Disclaimers, Limitation Of Liability, Limitation On Time To File Claims, Indemnity, Prohibited Uses, Compliance With Laws, Applicable Laws, Legal Disputes And Arbitration Agreement, Notice, Miscellaneous, of this Agreement survive the expiration or termination of this Agreement for any reason whatsoever. Pharm3r reserves the right to discontinue or make changes to the Website and/or Services at any time.
Pharm3r may deliver notice to you under this Agreement by means of electronic mail, a general notice on our website, or by written communication delivered by U.S. Mail to your address on record in Pharm3r’s account information. You may give notice to Pharm3r at any time via electronic mail to email@example.com or by letter delivered by prepaid U.S Mail or overnight courier to the following address:
158 West 88th Street
New York, NY 10024
Attn: Pharm3r Legal Department
If you object to any material found on this Website, please bring your concerns to the attention of Libbe Englander. The Website administrator reserves the right to remove any material alleged to be infringing any third-party rights pending further investigation. Miscellaneous.