Terms of Service
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THIS SITE
1. ACCEPTANCE OF TERMS
Welcome to obgynalliance.com, (the “Site”). The Site is owned and operated by the Ob/Gyn Alliance, 29 Broadway, 26th Floor, New York, NY, USA ("Ob/Gyn Alliance"). The Site and contents are designed to comply with U.S. laws and regulations. The Terms of Service Agreement (the “Agreement”) includes any posted guidelines or rules applicable to particular Content or Services (as defined below). You can review the most current version of the Agreement at any time at http://www.obgynalliance.com. By using the Site, you: (i) agree to be bound by the Agreement; (ii) represent and warrant that you are at least eighteen (18) years old; and (iii) represent and warrant that you have the legal authority to accept the Agreement. If you do not agree with the Agreement, you are not authorized to use the Site. The Agreement governs your use of the Site including, without limitation, all content such as text, information, images, Ob/Gyn Alliance online community, software and other information, services and materials (collectively, the "Content") made available to you or by you through this Site by Ob/Gyn Alliance and/or third parties.
2. ACCESS TO THE SITE
Access to this Site requires login and password information provided only to users who have registered (the “Participants”). The Site login and password are provided for the use of the individual Participant only and are not transferable. Any user who obtains a login and password by any means other than that user’s own individual registration as a Participant, is not authorized to use that login account and Ob/Gyn Alliance requests that such user notify Ob/Gyn Alliance of the improperly disclosed login account information. Misuse of a login account, including, without limitation, unauthorized sharing of the login and password, may result, at Ob/Gyn Alliance’s sole discretion, in cancellation of the Participant’s subscription and other remedies, and Ob/Gyn Alliance shall have no liability to the Participant. Certain other Content or Services on the Site may require additional passwords. Participants are solely responsible for (1) maintaining the strict confidentiality of their login accounts and passwords (collectively, "ID(s)"); (2) not allowing another person to use your IDs to access the Site, (3) any damages or losses that may be incurred or suffered as a result of your failure to maintain the strict confidentiality of your ID, and (4) promptly informing Ob/Gyn Alliance in writing of any need to deactivate an ID due to potential or actual security concerns. Ob/Gyn Alliance 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 Site using your ID. You agree to immediately notify Ob/Gyn Alliance in writing of any unauthorized use of your ID.
3. CONTENT AND SERVICES
4. MEDICAL DISCLAIMERS
The Content available through this Site is for informational and educational purposes only and is not a substitute for the professional judgment of a health care professional in diagnosing and treating any individual patient. Persons accessing this information assume full responsibility for any use of the information.
5. USE LICENSE
To use any Content on this Site, you must (a) be a currently-licensed physician in the US, (b) be a registered Participant of obgynalliance.com, and (c) be a resident in the 50 states or Washington D.C. of the United States of America, exclusive of its commonwealths, territories and possessions ("United States"). Prior to the use of this Site, you must provide Ob/Gyn Alliance with valid confirmation of (a) & (c), above, and all of the following: (i) your name; (ii) your mailing address and (iii) other confirmatory demographics. By submitting that information to Ob/Gyn Alliance, you hereby certify all assertions made under this Section and you authorize Ob/Gyn Alliance to confirm the veracity of such information. Subject to your compliance with the Agreement, Ob/Gyn Alliance grants you a limited use license that is subject to the following: (a) you may view or download a single copy of the Content provided that you keep intact all copyright, trademark, and other proprietary notices; and, (b) you may not: (i) modify the Content or use it for any commercial purpose, or any public display, performance, sale or rental; ii) decompile, reverse engineer, disassemble or make derivative works of the Content; (iii) remove any confidentiality, privacy, patent, copyright, trademark or other proprietary notices from the Content; or, (iv) transfer the Content to another person or entity in manners inconsistent with this Agreement and current Ob/Gyn Alliance policies. As a Participant of this Site, you are responsible for the accuracy of the Content that you provide to Ob/Gyn Alliance, including, but not limited to, your personal and professional representation as provided in Section 5. You hereby certify that you are not a paid consultant or have any other financial interests in the information you provide to this Site including, but not limited to, the promotion of "off-label" drug uses, or the disclosure of confidential clinical trial or other proprietary information. Any unauthorized use of any Content or information at this Site may violate patent, copyright, trademark, and other laws. Ob/Gyn Alliance may terminate this use license at any time if you are in breach of the terms of this Agreement. Upon termination, you will immediately destroy any Content in your possession, if any, and cease use of the Site.
6. PAYMENT OF HONORARIA AND TAXES
In the event any payment made by Ob/Gyn Alliance is subject to or becomes subject to any tax or other deduction payable by you, such tax or deduction shall be paid by you, so that the payments by Ob/Gyn Alliance shall be in full and free of all liability for such tax or other deductions. In the case where you have or will have been paid in an amount greater than $600 in a single fiscal year, Ob/Gyn Alliance reserves the right to request and receive a Tax ID No. or other information from you prior to making any subsequent payments. Ob/Gyn Alliance shall make all payments in United States dollars (US$).
7. PATIENT DATA AND LEGAL COMPLIANCE
OB/GYN ALLIANCE CANNOT AND DOES NOT ASSUME ANY RESPONSIBILITY FOR YOUR USE OR MISUSE OF PERSONAL INFORMATION, PHI, OR OTHER INFORMATION TRANSMITTED, MONITORED, STORED OR RECEIVED WHILE USING THE SITE AND THE CONTENT ON THE SITE. OB/GYN ALLIANCE RESERVES THE RIGHT TO AMEND OR DELETE ANY CONTENT (ALONG WITH THE RIGHT TO REVOKE ANY REGISTRATION OR RESTRICT ACCESS TO THE SITE) IN OB/GYN ALLIANCE’S SOLE DISCRETION. THE CONTENT FOUND ON THE SITE MAY NOT BE APPROPRIATE OR SATISFACTORY FOR YOUR USE, AND YOU SHOULD VERIFY ALL CONTENT BEFORE RELYING ON IT.
8. GENERAL DISCLAIMERS AND LIMITATION OF LIABILITY
THE CONTENT AND SERVICES ARE PROVIDED "AS IS" WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND INCLUDING WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY, OR FITNESS FOR ANY PARTICULAR PURPOSE OR WARRANTIES ARISING BY COURSE OF DEALING OR CUSTOM OR TRADE. IN NO EVENT SHALL OB/GYN ALLIANCE, ITS DIRECTORS, OFFICERS, EMPLOYEES, 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 CONTENT OR SERVICES, OR (2) RELIANCE ON THE CONTENT AND SERVICES; OR (3) ERRORS, INACCURACIES, OMISSIONS, DEFECTS, UNTIMELINESS, SECURITY BREACHES, OR (4) INFORMATION COMMUNICATED THROUGH BLOGS OR MESSAGE BOARDS OR (5) THE SATISFACTION OF ANY GOVERNMENT REGULATION REQUIRING DISCLOSURE OF INFORMATION ON PRESCRIPTION OR "OFF-LABEL" DRUG PRODUCTS WITH REGARD TO THE INFORMATION CONTAINED WITHIN THE SITE OR (6) ANY OTHER MATTER RELATING TO THE CONTENT, SERVICES, OR SITE. THE FOREGOING SHALL APPLY REGARDLESS OF WHETHER OB/GYN ALLIANCE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OB/GYN ALLIANCE ALSO MAKES NO REPRESENTATIONS OR WARRANTIES THAT YOUR ACCESS TO AND USE OF THE SITE OR CONTENT (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. OB/GYN ALLIANCE EXPRESSLY DISCLAIMS ANY RESPONSIBILITY FOR THE ACTIONS OF ANY PARTICIPANT OR OTHER USER WHO USES THE SITE. Because some jurisdictions may not permit each of these disclaimers and limitations, the above limitation may not apply to you.
You agree to defend, indemnify and hold Ob/Gyn Alliance, directors, officers, employees, and agents harmless against any losses, expenses, costs or damages (including Ob/Gyn Alliance's 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 Site and the Content, and (3) the unauthorized or unlawful use of the Site by any other person using your ID.
10. PROHIBITED ACTS
You are responsible for all Content that you upload, post, email or otherwise transmit using the Site. Likewise, you are responsible for respecting Ob/Gyn Alliance’ and third parties’ rights with respect to Content that appears on the Site and not to download, email or otherwise transmit such Content in violation of Ob/Gyn Alliance’s and third parties’ rights. You shall not use the Site or Services to
11. COOPERATION WITH GOVERNMENT AUTHORITIES
If necessary and in accordance with applicable law, Ob/Gyn Alliance will cooperate with local, state, and federal government authorities.
12. DIGITAL MILLENNIUM COPYRIGHT ACT
Pursuant to the Digital Millenium Copyright Act of 1998, 17 U.S.C. 512(c)(2), Ob/Gyn Alliance’ designated agent for notice of alleged copyright infringement in connection with the Site is firstname.lastname@example.org. To file a notice of infringement with Ob/Gyn Alliance, the requirements specified in Title II of the Digital Millennium Copyright Act of 1998 must be fulfilled. The text of this statute can be found at the U.S. Copyright Office web site, located at http://www.copyright.gov.
13. LINKS TO OTHER SITES
The linked sites are not under the control of Ob/Gyn Alliance and Ob/Gyn Alliance is not responsible for nor does it certify the content of any linked site or any link contained in a non-affiliated linked site. Ob/Gyn Alliance reserves the right to terminate any link or linking program at any time. Ob/Gyn Alliance has selected the links for your convenience. The selection or omission of links is not intended to endorse any particular companies or products. If you decide to access any of the third party sites linked to this Site, you do this entirely at your own risk.
14. APPLICABLE LAWS
This Site is controlled by Ob/Gyn Alliance from its offices within the State of New York. Those who choose to access this Site from other locations do so on their own initiative and are responsible for compliance with applicable local laws. You may not use or export the Content in violation of United States export laws or regulations. Any claim relating to the Site must be filed within one year after such claim or cause of action arose and shall be governed by the internal substantive laws of the State of New York without regard to its conflicts of laws provisions. Venue with respect to any dispute between the users and Ob/Gyn Alliance will rest exclusively in the state or federal courts located in New York, New York.
15. DISPUTE RESOLUTION
Any dispute between Ob/Gyn Alliance and you arising out of this Agreement shall be resolved first by direct communication with one or more of Ob/Gyn Alliance's Advisory Board members. Should Ob/Gyn Alliance and You be unable to resolve the dispute by communication and both you and Ob/Gyn Alliance jointly agree to do so, Ob/Gyn Alliance or you may submit any dispute arising out of or relating to this Agreement, or the breach thereof, to final and binding arbitration administered by the American Arbitration Association nearest the place of Ob/Gyn Alliance's headquarters and pursuant to New York law. The arbitrator shall fully implement the intent and purposes of this Agreement and indemnify non-breaching parties for and hold them harmless from all losses, costs, and expenses (including costs of arbitration and reasonable attorneys' fees) resulting from any breach or from defending against any allegations of a breach determined to be unfounded.
16. ENTIRE AGREEMENT
Your right to access and use the Site and/or Content immediately terminates without further notice upon your breach of this Agreement. Ob/Gyn Alliance may terminate this Agreement and/or your right to use the Site at any time, with or without cause. Sections 1, 3, 7, 8, 9, 10, 11, 13, 14, 15, 16, 17, 18, and 19 of this Agreement survive the expiration or termination of this Agreement for any reason whatsoever. Ob/Gyn Alliance reserves the right to discontinue or make changes to the Site and/or Content at any time.
Ob/Gyn Alliance may deliver notice to you under this Agreement by means of electronic mail, a general notice on http://www.obgynalliance.com, or by written communication delivered by first class U.S. mail to your address on record in Ob/Gyn Alliance's account information. You may give notice to Ob/Gyn Alliance at any time via electronic mail to email@example.com or by letter delivered by first class postage prepaid U.S. mail or overnight courier to the following address:
You agree to be bound by this Agreement and any modifications to this Agreement occurring prior to your continued use of the Content or access to the Site. You should visit this Agreement from time to time to review the current terms of this Agreement because they shall be equally binding on you. Certain provisions of this Agreement may be superseded by expressly designated legal notices or terms located on particular pages at this Site.
If any provision of this Agreement is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions.
A waiver of a breach of any provision to this Agreement will not constitute a waiver of any other breach.
Ob/Gyn Alliance reserves the right to add to or change the Site or cease offering the Site (or any Content or Services on the Site) at any time and without liability. Ob/Gyn Alliance reserves the right to refuse to offer access to the Site to anyone at anytime without notice.
There is no agency, partnership, joint venture, employee-employer or physician-patient relationship between any user and Ob/Gyn Alliance arising solely through the use of the Site.
You may not assign this Agreement without Ob/Gyn Alliance’s prior written permission. This Agreement is binding upon your successors, assigns, heirs and executors.
YOUR USE OF THE SITE INDICATES THAT YOU AGREE TO THE FOREGOING AGREEMENT. IF YOU DO NOT AGREE TO THE AGREEMENT, DO NOT USE THE SITE.