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2.BACKGROUND ON THE SITE
The Site is being provided as an online, collaborative resource dedicated to building a connected community for sharing information on clinical flow cytometry.The Company cannot guarantee or otherwise vouch for any of the information found on or made available from the Site.Because the Site depends on the voluntary contributions of its users, it is always possible that content on the Site has been added, edited, deleted or otherwise altered by someone who lacks the necessary knowledge to support his or her contributions, or whose knowledge is not consistent with the majority of opinions or understandings in a given area.No information or other content on or made available from the Site has necessarily been reviewed by someone with the expertise necessary to determine the accuracy, completeness or other validity of such information or content.
De Novo Software
400 N Brand Suite 850
Glendale, CA, 91203
Phone: 213 814 1240
Fax: 213 814 1240
5.CONFIDENTIALITY OF PASSWORDS
If at any point you are required to open an account to use or access the Site or its services, you will be required to complete a registration process by providing the complete and accurate information requested on the registration form. You may also be asked to provide a user name and password. You will be entirely responsible for maintaining the confidentiality of your password. You will not use the account, username, or password of someone else at any time. You agree to notify us immediately on any unauthorized use of your account, user name, or password. We will not be liable for any loss that you incur as a result of someone else using your password, either with or without your knowledge. You may be held liable for any losses incurred by us, our affiliates, officers, directors, employees, consultants, agents, and representatives due to someone else’s use of your account or password.
6.USE OF SOFTWARE
Use of the Site may require you to use software provided by or operated from the Site, and on occasion we may make certain software available to you from the Site. To the extent you use such software or download such software from the Site, the software, including all files and images contained in or generated by the software, and accompanying data (collectively, “Software”) will be deemed to be licensed to you by us, for your personal, noncommercial, home use only; provided, however, that if the Software requires that you read and accept a separate End User License Agreement (or other agreement containing license terms), then the terms of such separate license agreement will govern your use of that Software and will supersede the license terms contained in this paragraph. We do not transfer either the title or the intellectual property rights to any Software, and we (or our licensors) retain full and complete title to the Software as well as all intellectual property rights therein. You may not sell, redistribute, or reproduce the Software, nor may you decompile, reverse-engineer, disassemble, or otherwise convert the Software to a human-perceivable form.
7. USER MATERIALS AND PUBLISHING TERMS
7.1USER MATERIALS GENERALLY.
In addition to your obligations under the publishing terms set forth in Section 7.2 below, you hereby grant us a license to use any materials you post or otherwise provide to the Site or the Company. Except for any Case Data that you Publish under Section 7.2 below, by posting, downloading, displaying, performing, transmitting, or otherwise distributing information, inquiries or other content (collectively, your “User Materials”) to the Site or the Company, you are granting us, our affiliates, officers, directors, employees, consultants, agents, and representatives a license to use those User Materials in connection with the operation of this Site and of our business generally, and in connection with the business of our affiliates, agents, representatives, and business partners.This license includes, without limitation, a right to copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate, and reformat User Materials. You will not be compensated for any User Materials. You agree that, if you provide us with your name, we may publish or otherwise disclose your name in connection with your User Materials. By posting User Materials on the Site or providing User Materials to the Company, you warrant and represent that you own the rights to the User Materials or are otherwise authorized to post, distribute, display, perform, transmit, or otherwise distribute User Materials.For avoidance of doubt, the User Materials expressly exclude any Case Data (defined below), and your rights and obligations, and the rights and obligations of the Company, in and to any Case Data are as set forth in Section 7.2 below.
Without limiting the generality of the license you grant us to your User Materials in Section 7.1 above, you may also use the Site to submit (“Publish”) one or more Data Files and analysis of those data files (“Case Data”) that you created (or otherwise possess the right to publicly distribute, display and publish), and make that Case Data available to third parties, who will be able to review your Case Data and other related information.We may, at our sole discretion, identify you as the source of any such Case Data (or we may permit you to do so yourself through features we elect to enable on the Site).Publishing is a free service, and we may, in our sole discretion, delete, block access to, or refuse to carry any of your Case Data.In addition, given the open, collaborative nature of the Site, we can make no assurances regarding the comments or changes that other users may make to your Case Data.The following terms, conditions and covenants apply to any Case Data that you submit, and if you do not agree with all of these terms, then you should not submit Case Data:
(b) You grant the Company a non-exclusive, transferable and sublicensable, irrevocable, perpetual, royalty-free license to make your Case Data available on the Site.We will not be taking any steps to restrict access to Case Data; any person or entity that accesses the Site is presumed to have the right to access all Case Data.For this reason it is important that you be sure you have the right to publish, display and distribute any Case Data that you provide. To that end, you represent and warrant that you will Publish no Case Data that contains any copyrighted material absent the author or copyright owner's express written permission, any trade secret material absent its owner’s express written consent, or any material that is included for any commercial purposes whatsoever.
(c) You, and not the Company, are responsible for the contents of, and any conduct associated with, any of your Case Data.By submitting Case Data to be Published, you represent that: the Case Data does not contain any personally identifiable information concerning any patient, or any information from which such personally identifiable information could be derived; and, you were authorized to generate the Case Data, and you are now further authorized to provide it to the Company to be Published.You will indemnify the Company under the terms of Section 17 below for any breach of the foregoing representations.Please contact the Company if you have any questions about how to remove patient information from your Case Data.
7.3USE OF CASE DATA
This paragraph applies to all Site users who Publish Case Data, as well as to all Site users who access any Case Data.All Case Data is provided AS IS without warranty of any kind, and any Case Data that the Company provides is provided as a free service without Company obligation, warranty or assurance of any kind.All risk of use of any Case Data is with you, and the Company expressly and completely disclaims all warranties related to such use. Without limiting the foregoing, the Company makes no guarantee of the accuracy, correctness, or completeness of any Case Data, and the Company is not and will not be responsible for: any errors or omissions arising from the use of any Case Data; any errors or omissions arising from the use of any software (including, but not limited to, any Software) to analyze any Case Data; or any losses or damages (including without limitation any lost data, opportunity, profits or revenue) arising from the use of any Case Data or any software or services provided by the Company.In addition, the Company will have no responsibility to limit or otherwise control who has access to Case Data, and the Company will have no obligation to protect or otherwise avoid disclosure of any confidential information that may have been Published as, or in connection with, any Case Data.The Company may remove any Case Data at any time in its sole discretion, and makes no warranty regarding the continued availability of any particular Case Data.
8.COMPLIANCE WITH INTELLECTUAL PROPERTY LAWS
When accessing the Site or using the services it offers, you agree to obey the law and to respect the intellectual property rights of others. Your use of the Site is at all times governed by and subject to laws regarding copyright ownership and use of intellectual property. You agree not to upload, download, display, perform, transmit, or otherwise distribute any information or content (collectively, “Content”) in violation of any third party’s copyrights, trademarks, or other intellectual property or proprietary rights. You agree to abide by laws regarding copyright ownership and use of intellectual property, and you will be solely responsible for any violations of any relevant laws and for any infringements of third party rights caused by any Content you provide or transmit, or that is provided or transmitted using your User ID. The burden of proving that any Content does not violate any laws or third party rights rests solely with you.We will not be policing the Site for any violations of intellectual property rights, and we can only commit to using reasonable efforts to respond to complaints that we receive; provided, however, that Section 10 below sets forth our obligations in response to complaints of copyright infringement specifically.
We have in place certain legally mandated procedures regarding allegations of copyright infringement occurring on the Site or with the services we offer. We have adopted a policy that provides for the immediate suspension and/or termination of any Site user who is found to have infringed on the rights of the Company or of a third party, or otherwise violated any intellectual property laws or regulations. Our policy is to investigate any allegations of copyright infringement brought to our attention. If you have evidence, know, or have a good faith belief that your rights or the rights of a third party have been violated and you want us to delete, edit, or disable the material in question, you must provide us with all of the following information:
(a) a physical or electronic signature of a person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed;
(b) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works;
(c) identification of the material that is claimed to be infringed or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
(d) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and if available, an electronic mail address at which you may be contacted;
(e) a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
(f) a statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
For this notification to be effective, you must provide it in writing to the Company’s designated agent, who may be reached at the following address:
De Novo Software
400 N Brand Suite 850
Glendale, CA, 91203
THE CONTENTS OF THE SITE ARE FOR INFORMATIONAL PURPOSES ONLY.THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES. WE MAKE NO ASSURANCES THAT THE INFORMATION ON THE SITE WILL BE ACCURATE, COMPLETE OR UP-TO-DATE, AND WE ARE MAKING THE SITE AVAILABLE “AS IS” WITHOUT WARRANTY OF ANY KIND. YOU ASSUME THE RISK OF ANY AND ALL DAMAGE OR LOSS FROM USE OF, OR INABILITY TO USE, THE SITE OR THE SERVICES IT OFFERS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE SITE, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT.THE COMPANY DOES NOT WARRANT THAT THE SITE OR ANY SERVICES IT OFFERS WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE SITE OR ITS SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE.
THE SITE AND ITS CONTENTS ARE FOR INFORMATIONAL PURPOSES ONLY AND ARE NOT MEDICAL ADVICE, NOR ARE THEY INTENDED TO REPLACE THE ADVICE OR KNOWLEDGE OF A MEDICAL PROFESSIONAL. THE SITE IS NOT A SUBSTITUTE FOR INDEPENDENT PROFESSIONAL ADVICE, AND YOU SHOULD NOT RELY ON ANY OF THE INFORMATION PROVIDED BY THE SITE WITHOUT SEEKING PROFESSIONAL ADVICE APPROPRIATE FOR YOUR PARTICULAR CIRCUMSTANCES.IF YOU CHOOSE TO RELY ON ANY INFORMATION PROVIDED BY OR MADE AVAILABLE FROM THE SITE, YOU DO SO AT YOUR SOLE RISK. NONE OF THE INDIVIDUAL CONTRIBUTORS, SYSTEM OPERATORS, DEVELOPERS, OR SPONSORS OF THE SITE, NOR ANYONE ELSE CONNECTED TO THE COMPANY CAN TAKE ANY RESPONSIBILITY FOR THE RESULTS OR CONSEQUENCES OF ANY ATTEMPT TO USE OR ADOPT ANY OF THE INFORMATION PRESENTED ON THE SITE.
OUR LIABILITY TO YOU IS LIMITED. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL WE BE LIABLE FOR DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR LOST DATA, REGARDLESS OF THE FORESEEABILITY OF THOSE DAMAGES) ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SITE OR ANY OTHER MATERIALS OR SERVICES PROVIDED TO YOU BY THE COMPANY OR BY OTHER USERS OF THE SITE.This limitation will apply regardless of whether the damages arise out of breach of contract, tort, or any other legal theory or form of action.
We impose certain restrictions on your permissible use of the Site and the services it offers. You are prohibited from violating or attempting to violate any security features of the Site, including, without limitation, (a) accessing content or data (including, without limitation, any Case Data or Case Data URL) not intended for you, or logging onto a server or account that you are not authorized to access; (b) attempting to probe, scan, or test the vulnerability of the Site or any associated services, system or network, or to breach security or authentication measures without proper authorization; (c) interfering or attempting to interfere with service to any user, host, or network, including, without limitation, by means of submitting a virus to the Site, overloading, “flooding,” “spamming,” “mail bombing,” or “crashing;” (d) using the Site or its servers to send unsolicited e-mail, including, without limitation, promotions, or advertisements for products or services; (e) forging any TCP/IP packet header or any part of the header information in any e-mail or in any posting using the Site; or (f) attempting to modify, reverse-engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human-perceivable form any of the source code used by the Company in providing the Site or its services. Any violation of system or network security may subject you to civil and/or criminal liability, and will result in a loss of your ability to access and use the Site.
All contents of the Site that have been created or otherwise provided by the Company are: Copyright © De Novo Software and its licensors.All rights reserved. Copyright in other materials available from the Site may be owned by third parties. Our intention is that all users of the Site will have the right to make noncommercial use of the Site and its contents in any way that is consistent with the Site’s educational and collaborative purposes under the terms of the Clinical Flow Copyright License, incorporated herein and available for review here, but if you have any questions about licenses to materials found on the Site, or if there is any additional information we can provide, please contact us at the address set forth in Section 3 above.
Any of the trademarks, service marks, logos, names or similar rights (collectively “Trademarks”) that are displayed on the Site are the property of their respective owners. The use of any Trademark on the Site does not imply that you may use it for any other purpose other than for the same informational use as the Trademark is used on the Site.Except for the Company, which is providing the Site as a service to users of its Software and to other specialists in the clinical flow cytometry community, the Site is neither endorsed by nor affiliated with the holders of any Trademarks that may be used on the Site.DE NOVO SOFTWARE, FCS and FCS EXPRESS are Trademarks of the Company and may not be reproduced or used in any commercial manner without the Company’s permission.