THE SITE PROVIDES OPPORTUNITIES FOR INVITED HEALTH CARE PROVIDER USERS WHO ARE PARTICIPATING IN CLINICAL RESEARCH STUDIES TO PROVIDE INFORMATION RELATING TO ANONYMIZED OR DE-IDENTIFIED PATIENT ELIGIBILITY FOR THE STUDIES. IT ALSO PROVIDES DE-IDENTIFIED SUMMARY REPORTS TO STUDY TEAM MEMBER USERS WHO ARE INVOLVED IN THE OPERATIONS AND CONDUCT OF THE STUDIES. THESE AND OTHER RELATED SERVICES SHALL BE REFERRED TO HEREIN COLLECTIVELY AS THE “SERVICES.” THE TERM “SITE” SHALL INCLUDE THE SERVICES WHERE APPROPRIATE, IN OUR SOLE DISCRETION AND INTERPRETATION.
The Terms are effective as of April 25, 2016.
AGE RESTRICTIONS: The Site and the Services are intended for use by individuals who are at least the age of majority in their jurisdiction of residence. By using the Site or the Services, you confirm you are at least the age of majority where you live. If you are not, you may not access the Site or Services.
NO MEDICAL ADVICE: The Site and Services are not, and are not intended to be, a source of medical advice. We do not provide any medical advice on or through the Site or Services and users should not rely on any information on the Site to diagnose or treat any medical condition.
RELATIONSHIP OF THE PARTIES. Notwithstanding any provision hereof, you and Merge, LLC shall be and act independently and not as partner, joint venturer, agent, employee or employer of the other. You shall not have any authority to assume or create any obligation for or on behalf of Merge, LLC, express or implied, and you shall not attempt to bind Merge, LLC to any contract.
YOUR RESPONSIBILITIES: You may use the Site and the Services for lawful purposes only. You may not modify, copy, distribute, transmit, display, perform, reproduce, license, create derivative works from, reverse engineer, transfer or sell any information, software, products or services obtained from the Services or the Site.
You may not submit or transmit through the Site or the Services any information, content, or material or otherwise engage in any conduct that:
- Violates or infringes the rights of others, including, without limitation, patent, trademark, trade secret, copyright, publicity, or other proprietary rights;
- Is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortuous, contains explicit or graphic descriptions or accounts of sexual acts, or is pornographic;
- Victimizes, harasses, degrades, or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability;
- Impersonates any person, business, or entity, including Merge, LLC and its employees and agents;
- Contains viruses or any other computer code, files, or programs that interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment, or that otherwise permit the unauthorized use of a computer or computer network;
- Encourages conduct that would constitute a criminal offense or give rise to civil liability;
- Interfere with the use of the Site or Services by others.
You may not use our Site or Services:
- For your own commercial gain other than as permitted by the specific intended use of the Services;
- To offer any form of advertising or promotion without our prior written consent;
- To provide any false personal information or any personal information, content, or material on account of anyone other than yourself without permission; or
- To avoid the age restrictions or enable another person to avoid the age restrictions.
You are responsible for any and all activity relating to your password, login, or use of the Site or Services.
You may not use the Site or the Services or any of our communication tools to transmit, directly or indirectly, any unsolicited bulk communications (including emails and instant messages). You may not harvest information about our users for the purpose of sending (or to facilitate the sending) of unsolicited bulk communications. You may not induce or allow others to use the Site or the Services to violate the terms of this section. We may terminate your access or use of the Site or the Services immediately and take other legal action if you, or anyone using your access to the Site or the Services, violates these provisions. We may take any technical measures to prevent unsolicited bulk communications from entering, utilizing, or remaining within our computer or communications networks.
YOUR REPRESENTATIONS. You represent and warrant that information you provide to the Site is accurate, true and correct and that the use will not violate the rights of any third party (e.g., any intellectual property or other proprietary right or any privacy right), or any applicable law. You may not issue any public announcement regarding your use of the Site or your provision of information to the Site without our prior review and written approval, in the sole discretion of Merge, LLC or its sponsors.
PROPRIETARY RIGHTS AND INTELLECTUAL PROPERTY RIGHTS: We own the intellectual property rights to the design of and the information on and in the Site and the Services, including the name of the Site and the Services and the look and feel of the color combinations, button shapes, and other graphical elements of the Site and the Services. Such intellectual property is protected by international treaties and by copyright, trademark, patent, and trade-secret laws, as well as other proprietary rights. For example, we own a copyright on the selection, organization, arrangement, and enhancement of the Site and the Services, as well as on our original content on the Site and the Services. We reserve the right to prosecute violations of our intellectual property rights to the full extent of the law. Where permissible by law, you agree to pay the costs and expenses, including reasonable attorneys’ fees, relating to any claim or cause of action by us relating to your violation or threatened violation of our intellectual property rights.
If, in your view, any copyright or other intellectual property right (“IP right”) that you may have is being infringed by/on the Site or the Services, please inform us immediately using the Contact information below and on the Site.
Legal Compliance – You represent and warrant that (i) you are not located in a country that is subject to a US Government embargo, or that has been designated by the US Government as a “terrorist supporting” country; and (ii) you are not listed on any US Government list of prohibited or restricted parties.
All content and software (if any) that is made available to view and/or download in connection with the Site or the Services is owned by and is the copyrighted work of Merge, LLC, its subsidiaries, affiliates, and/or its sponsors or suppliers and is protected by copyright laws and international treaty provisions.
COPYRIGHT VIOLATIONS. We respect the intellectual property of others, and we ask you to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide our copyright agent the following information:
- An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
- A description of the copyrighted work that you claim has been infringed;
- A description of where the material that you claim is infringing (e.g., on the Consumer Site, Developer Site, etc.);
- Your address, telephone number, and email address;
- A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
- A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.
Our copyright agent for notice of claims of copyright infringement on the Site or the Services can be reached by mail at: Copyright Agent, Merge, LLC, 1410 Hillsborough Street, Raleigh, NC 27605, USA, or by email at
Any dealings with third parties conducted through the Site or the Services or Linked Sites, including but not limited to the delivery of and the payment for goods and services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and the third party. Merge, LLC shall not be responsible or liable for any part of any such dealings.
SUBMISSIONS/YOUR WARRANTY AND REPRESENTATIONS: When you use the Site you confirm your email address and choose a password when you register. If you are an invited Health Care Provider user, you are also asked to provide anonymized or de-identified patient eligibility information to determine if your patients are eligible for a medical study. By using the Site, you acknowledge and agree that you are fully responsible for the truthfulness and accuracy of the information you provide to the Site, whether it pertains to you or others. You warrant that the information you provide to the Site will not include Personally Identifiable Information/Personal Data of any patient, Sensitive Personal Data of any patient, or Protected Health Information of any patient.
DISCLAIMER: THE SITE AND THE SERVICES, INFORMATION, CONTENT AND MATERIALS ON OUR SITE AND SERVICES OR PROVIDED THROUGH OUR SITE OR SERVICES, WHETHER BY US OR THIRD PARTIES, ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE; NON-INFRINGEMENT; ANY IMPLIED WARRANTY RELATING TO COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE OF TRADE; AND ANY WARRANTY REGARDING THE SUITABILITY AND QUALITY OF OUR SITE OR THE SERVICES FOR YOUR PURPOSES OR EXPECTATIONS. WE DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN INFORMATION, CONTENT AND MATERIALS ON OUR SITE OR THE SERVICES OR THROUGH OUR SITE OR THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT OUR SITE, SERVICES OR THE SERVERS THAT MAKE SUCH INFORMATION, CONTENT AND MATERIALS AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. MOREOVER, YOU ASSUME THE ENTIRE COST OF ALL ASSOCIATED SERVICING, REPAIR OR NECESSARY CORRECTION DUE TO ANY SUCH HARM. WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OF THE SITE OR THE SERVICES OR OF THE USE OF ANY INFORMATION, CONTENT, MATERIALS, PRODUCTS OR THE SERVICES CONTAINED ON OR OFFERED, MADE AVAILABLE THROUGH, OR OTHERWISE RELATED IN ANY WAY TO THE SITE OR THE SERVICES OR ANY THIRD PARTY SITES OR SERVICES LINKED TO OR FROM OUR SITE OR THE SERVICES IN TERMS OF THEIR CORRECTNESS, ACCURACY, COMPLETENESS, AVAILABILITY, RELIABILITY, SAFETY OR OTHERWISE.
WE CANNOT ENSURE THAT YOU WILL BE SATISFIED WITH ANY PRODUCTS OR SERVICES THAT YOU MAY PURCHASE FROM A THIRD PARTY WEBSITE THAT LINKS TO OR FROM OUR SITE OR THE SERVICES OR THIRD PARTY INFORMATION, CONTENT OR MATERIALS CONTAINED ON OUR SITE OR THE SERVICES. WE DO NOT ENDORSE ANY OF THE CONTENT, NOR HAVE WE TAKEN ANY STEPS TO CONFIRM THE ACCURACY, COMPLETENESS OR RELIABILITY OF, ANY OF THE INFORMATION, CONTENT OR MATERIALS CONTAINED ON ANY THIRD PARTY WEBSITE. WE DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES AS TO THE SECURITY OF ANY INFORMATION, CONTENT OR MATERIALS YOU MIGHT BE REQUESTED TO GIVE TO ANY THIRD PARTY.
YOU HEREBY IRREVOCABLY WAIVE ANY CLAIM AGAINST US WITH RESPECT TO (A) INFORMATION, CONTENT AND MATERIALS CONTAINED ON OUR SITE OR THE SERVICES OR PROVIDED THROUGH THE SITE OR SERVICES, (B) THIRD PARTY WEBSITES OR OFFERS PLACED THROUGH THE SITE OR THE SERVICES IN RESPECT TO ANY INFORMATION, CONTENT AND MATERIALS YOU PROVIDE TO SUCH THIRD PARTIES.
SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO SOME OR ALL OF THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
FURTHERMORE, IN NO EVENT SHALL WE OR ANY OF OUR DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS, AFFILIATES, SUBSIDIARIES, SUCCESSORS OR ASSIGNS BE RESPONSIBLE OR LIABLE FOR THE CONTENT, COMPLETENESS, ACCURACY OR LEGALITY OF INFORMATION OR MATERIAL DISPLAYED IN CONNECTION WITH OR ARISING OUT OF OUR SITE OR THE SERVICES OR ANY CESSATION, INTERRUPTION OR DELAY IN THE PERFORMANCE OF OUR SITE OR THE SERVICES FOR ANY REASON INCLUDING, WITHOUT LIMITATION, CAUSES BEYOND OUR REASONABLE CONTROL SUCH AS EARTHQUAKE, FLOOD, FIRE, STORM OR OTHER NATURAL DISASTER, ACT OF GOD, LABOR CONTROVERSY OR THREAT THEREOF, CIVIL DISTURBANCE OR COMMOTION, ACT OF TERRORISM, DISRUPTION OF THE PUBLIC MARKETS, WAR OR ARMED CONFLICT OR THE INABILITY TO OBTAIN SUFFICIENT MATERIAL, SUPPLIES, LABOR, TRANSPORTATION, POWER OR OTHER ESSENTIAL COMMODITY OR SERVICE REQUIRED IN THE CONDUCT OF BUSINESS INCLUDING INTERNET ACCESS, OR ANY CHANGE IN OR THE ADOPTION OF ANY LAW, ORDINANCE, RULE, REGULATION, ORDER, JUDGMENT OR DECREE. NOTWITHSTANDING ANY LEGAL PROVISION TO THE CONTRARY, OUR TOTAL LIABILITY TO YOU FOR ANY DAMAGES, LOSSES AND CAUSES OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE) OR OTHERWISE ARISING OUT OF OR CONNECTED TO OUR SITE OR THE SERVICES SHALL IN NO EVENT EXCEED $100.
YOUR RELEASE OF MERGE, LLC. To the maximum extent permitted by applicable law, you hereby release and waive all claims against Merge, LLC, and its subsidiaries, affiliates, officers, agents, licensors, co-branders or other partners, customers and clients and employees from any and all liability for claims, damages (actual and/or consequential), costs and expenses (including litigation costs and attorneys' fees) of every kind and nature, arising from or in any way related to your use of the Site and your provision of information or Submissions, whether unsolicited or not, to the Site. In addition, you expressly waive and relinquish any and all rights and benefits which you may have under any other state or federal statute or common law principle of similar effect, to the fullest extent permitted by law. You specifically hereby waive California Civil Code Section 1542, which states: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor" and you waive any other similar provision of the laws of any other applicable jurisdiction.
INDEMNIFICATION: Upon a request by us, you agree to defend, indemnify, and hold harmless us and our subsidiary and other affiliated companies, as well as any respective employees, contractors, officers, directors, agents, content providers, licensors, licensees, distributors, representatives, customers, partners and other authorized users, and each of the foregoing entities’ respective resellers, distributors, service providers and suppliers, and all of the foregoing entities’ respective officers, directors, owners, employees, agents, representatives, successors and assigns (collectively, the “Indemnified Parties”) harmless from and against any and all losses, damages, liabilities and costs (including, without limitation, settlement costs and any legal or other fees and expenses for investigating or defending any actions or threatened actions) incurred by the Indemnified Parties in connection with any claim arising out of any breach by you of these Terms or claims arising directly or indirectly from your use or misuse of the Site or the Services. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you agree to cooperate with us in asserting any available defenses.
INTERNATIONAL USE/WEB HOSTING IN THE UNITED STATES: This Site originates in and is operated from the United States. Accessing the Site or the Services from territories where the content is illegal is expressly prohibited. If you choose to access the Site or the Services from a location outside the United States, you do so on your own initiative and you are responsible for compliance with all applicable local use controls, laws and regulations that apply to you, including those relating to the transition of technical data exported from or imported to the country in which you reside. The following provisions apply to users who access, use or otherwise interact with the Site outside the United States: (a) you consent to having your Personal Data transferred to and processed in the United States, and (b) you will not use the Site if you are prohibited from receiving products, services, or software originating from the United States.
CHOICE OF LAW: To the extent permissible by applicably law, you agree that the laws of the State of North Carolina, U.S.A. govern all matters arising out of the Terms, without regard to choice of law rules. You also agree that the United Nations Convention on Contracts for the International Sale of Goods shall not apply. You agree that regardless of any statute or law to the contrary, any cause of action against us arising out of or related to the Site or the Services must commence within one (1) year after the cause of action accrues or such cause of action shall be permanently barred.
GENERAL TERMS; SEVERABILITY & INTEGRATION; NO WAIVER: This contract and any supplemental terms, policies, rules, and guidelines posted on the Site or with respect to the Services constitute the entire agreement between you and us and supersede all previous written or oral agreements. If any part of the Terms is held invalid or unenforceable the invalidity of such provision shall not affect the validity of the remaining provisions. The failure by either party to assert their rights hereunder shall not be deemed a waiver of those rights. Any waiver of any provision by us must be in writing and signed by Merge, LLC to have effect.
TERMINATION: Your right to use the Site or the Services automatically terminates if you violate the Terms or any rules or guidelines posted in connection with the Site or the Services. We also reserve the right, at our sole discretion, to terminate your access to all or part of the Site or the Services, for any reason, with or without notice. The provisions of the Terms, which by their nature should survive termination, or your use of the Site or the Services shall be deemed to survive such termination.