SupplyRx Terms and Conditions of Use

 

 

 

 

Effective Date: November 1, 2019

 

Welcome to SupplyRx.com (collectively, with the mobile, tablet, or computer version, if applicable, the "Application"), owned and operated by SupplyRx, Inc. (“we”, “us”, “our” or the “Company”). Your access to and use of this Application, and all services on or through the Application, is subject to, and expressly conditioned upon, your acceptance of this Terms and Conditions of Use Agreement (the "Terms of Use" or “Agreement”).  Your use of this Application indicates that you have read and understand these Terms of Use, which incorporate by reference all of our other notices and policies, and agree to be bound by this Agreement in its entirety. It is your obligation to review and understand these Terms of Use before accessing and using the Application or our services through the Application.  If you do not understand or have any questions about these Terms of Use, or if you do not wish to be bound by them, immediately terminate your use of the Application and email any questions or concerns to Privacy Officer at email privacy@supplyrx.com. We reserve the right to alter, suspend or terminate the Application, or any portion thereof, at any time and for any reason without notice to you.  Additionally, we reserve the right to change, revise, modify, move, or remove, in whole or in part, any Content or materials of any kind that are, or have been, available through the Application. You agree that we shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Application or any Content provided therein. 

 

These Terms of Use only apply to the Application and do not apply to any third-party websites or applications that are linked to the Application. The Company neither endorses nor requires that you access any third-party websites or applications in connection with your use of this Application, and your use of any such third-party websites and applications is at your own risk. Therefore, please refer to the terms and conditions and privacy policies located on these third-party websites or applications that shall govern your use of them. Any changes to these Terms of Use will be effective immediately upon our publishing them on this Application, unless otherwise stated, so you should periodically review these Terms of Use for any amendments thereto.

 

Users who violate these Terms of Use may be denied access to the Application, and we reserve the right to suspend or terminate your use of the Application for any reason and at any time in our sole discretion.

NOTICE OF ACCESSIBILITY. If you are having trouble accessing the Application or any portion thereof, please contact our Customer Service Team at Support@supplyrx.com, 1-877-746-4779 or 1-877-RingSRX for assistance.

1. Definitions

For the purposes of this Terms of Use, the following definitions apply:

 

“Affiliates” refers to companies and divisions under the ownership of the Company or that own the Company.

 

“Content” includes all Text, Graphics, design and programming used on the Application.

 

“Graphics” includes all logos, buttons, and other graphical elements on the Application, including the color combinations and the page layout of the Application, with the exception of trademarks and other intellectual property belonging to third parties and displayed with permission.

 

“Text” includes all text on every page of the Application, whether editorial, navigational, or instructional.  The term Text also includes patient and other educational material and information that appears on the Application.

 

“End User”, “You” or “your” (whether or not capitalized) refers to the person accessing the Application and agreeing to these Terms of Use.

 

2. Use of the Application

 

The Application is a portal for clinical study management, through which we facilitate on behalf of pharmaceutical companies, third-party service providers, investigators and research institutions (the “Sponsors”) the collection, aggregation or presentation of data related to clinical trial research programs (each a “Clinical Trial”). Sponsors additionally utilize the Platform to generate identification (the “Pharmacy Card”) for individuals participating in the Clinical Trials (each a “Patient”). Provided you comply with these Terms of Use, the Company grants you a limited, non-exclusive, non-sublicensable, non-transferable license to view, download, and use a single copy of the Application solely for your personal, non-commercial use and only as an aid to obtaining information or services provided on or through the Application. The Application may only be used in a manner consistent with this purpose, and only within the context of the services and Content set forth on the Application. Except as provided herein, you are not permitted to download (other than page caching), copy or change any portion of the Application, unless you have our express written consent.

 

We attempt to ensure that the Content on the Application is complete, accurate and current. Despite our efforts, such Content may occasionally be inaccurate, incomplete or out of date, and we make no representation as to the completeness, accuracy or currency of any Content on the Application.

 

3.  Account Registration

 

Certain functions of the Application may either now or in the future require that you provide us with information about you, the Patients and/or Patient’s participation in the Clinical Trial for the purpose of completing the End User account registration process and generating Patients’ Pharmacy Cards. If you register or provide information to us in any manner, you agree to provide us only true, accurate, current and complete information. You are responsible for maintaining the security of your account, and you are fully responsible for all activities and actions that occur in connection with the account. If we issue a username or password to you, you agree to protect such information by, among other things, keeping your username, password, or any other information used in relation to the Clinical Trial (the “Credentials”) confidential. You must immediately notify us of any unauthorized uses of your Credentials or any other breaches of security, including, without limitation, the use or breach of your account or Credentials by an unauthorized third party. We will not be liable for any acts or omissions by you, including, but not limited to, any damages of any kind incurred as a result of such acts or omissions. If you delete your account, we may still need to retain certain information you provided us for record keeping, administrative, legal and technical purposes. By registering for an account, you grant us and the Sponsors permission to contact you with respect to the Clinical Trial.

 

4.  Restrictions on Use of the Application

 

The Content displayed on the Application may not be used for any purpose except in connection with your direct use of the Application as permitted by these Terms of Use, and may not be excerpted, summarized, duplicated or otherwise removed from the Application except with our explicit, written permission. You may not collect or use any portion of the Content in any derivative way, or download, or copy or sell information or other matter for use by any other party. You may not gather Content or data on the Application utilizing mining, robots or other extraction tools.

 

In addition, you represent, warrant and agree that you will not use (or plan, encourage or help others to use) the Application for any purpose or in any manner that is prohibited by these Terms of Use or by applicable law. You also may not interfere with the proper operation of the Application, including, but not limited to, by attacking, hacking into, or otherwise attempting to penetrate any non-publicly accessible elements of the Application or its servers or network, through the use of bots, Trojan Horses, viruses, DNS attacks, or other technology which is designed or intended to interfere with the proper operation of the Application or the use of the Application by any users. You agree that you will not circumvent or attempt to circumvent any security or access control technology implemented on the Application, or the servers and network associated with the Application. Your unauthorized use of the Application terminates the permission or license granted by us to you, and we reserve the right to seek all remedies available by law and in equity for any violation of these Terms of Use. In addition, you specifically agree not to use this Application to do any of the following:

  • Email or transmit content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, obscene, libelous, invasive of another's privacy, or otherwise unlawful;

  • Impersonate or misrepresent your connection to any other entity or person or otherwise manipulate identifiers to disguise the origin of the Content;

  • Email or transmit content that infringes the intellectual property or the right of any entity or individual;

  • Violate any applicable local, state, national or international law;

  • Email or transmit material that includes viruses, worms or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications; and/or

  • Disrupt the normal flow of communications or affect the ability of others to engage in activities via this Application.

5.  HIPAA Statement

 

Any information that we collect from you via the Application, such as account registration information, or information about the device you use, your operating system or web browser, will be used only for the purposes described in our Privacy Policy located on the SupplyRx website. Additionally, pursuant to our agreement with Covered Entities, whether through a business associate agreement or services agreement, we may collect or share certain personal information about Patients for the purpose of facilitating the collection, aggregation and presentation of data related to Patients’ participation in the Clinical Trial and generating Pharmacy Cards.  Except as limited by such third-party agreements, we may use or disclose PHI to perform services, provided that such use or disclosure would not violate HIPAA if done by the applicable Covered Entity or for the purpose of providing our services to you or on behalf of an authorized Covered Entity. To the extent required by applicable law, we comply with all security and privacy obligations under HIPAA and state privacy laws.

 

Although we use the security measures detailed in our Privacy Policy located on our website to protect your and the Patients’ information, please note that we cannot guarantee that any information or data transmitted over the Internet is completely secure, and no security measures are perfect or impenetrable. We shall have no liability whatsoever for any loss or damage arising from or in connection with any unauthorized use by third-parties of your Credentials, the Patients’ information, other information or data.

 

Except as otherwise limited by applicable law or contractual obligations to third parties, we may use your PHI in connection with our services to a Covered Entity to whom you have granted authorization for the use or disclosure of PHI in the manner and means necessary for us to perform those services. We may use your PHI to create de-identified health information in accordance HIPAA’s de-identification requirements and may use or disclose such information for any purpose permitted by law.

We are permitted to use and disclose your PHI for treatment purposes, including the issuance of Pharmacy Cards and the provision of services to and on behalf of other Covered Entities and third parties for purposes of providing treatment and health care operations. We are permitted to use your PHI for health care operations and to cooperate with audits and compliance programs necessary for monitoring the performance of treatment and pharmacy services to you, as well as for the provision of customer services.

 

We are permitted to use and disclose your PHI to provide refill reminders, treatment education, and other health related services that may be of interest to you, a family member, friend, caregiver, or personal guardian or representative involved in your health care. We are also hereby permitted to use and disclose PHI to institutional review boards in connection with clinical trial in which you participate, provided you have delivered to them proper authorization.

 

To the extent we have any business associates, as defined by HIPAA, they may use and disclose PHI in the same manner as described herein.

If you are a user that is a Covered Entity under HIPAA, you:

1) will not request that we use or disclose any PHI in a manner that would not be permissible under the HIPAA if                done  by a Covered Entity;

2) shall always limit disclosure of PHI to that which is minimally necessary for achieving our purposes;

3) warrant that you have obtained all necessary consents, authorizations, and legal permissions required under                  HIPAA and applicable law for the disclosure to us of PHI and that you will notify us of any revocations of                            authorizations or changes thereof;

4) will not agree to any restriction on the use or disclosure of PHI under 45 C.F.R. Section 164.522 that would restrict           our use or disclosure of PHI unless we consent in writing; and

5) you will not include it its notice of privacy practices any limitations that limit our use or disclosure of PHI under this      Agreement, except as required by applicable law.

To the extent you have requested termination of this Agreement, termination of any authorization given by you to a third party Covered Entity, desire the return or destruction of your PHI, or restrict our use and disclosure of your PHI, please make a written request attention to “Privacy” at privacy@supplyrx.com, which is a secure email server compliant with HIPAA. We may not be required to accommodate such request. If such request is denied, you may appeal by submitting a statement of disagreement. To the extent required by applicable law, we will accommodate such request. You may request a copy of your PHI from us, provided that you may be charged by us a reasonable copying and mailing fee. To the extent applicable, you may request an accounting of disclosures of your PHI to third parties for purposes other than payment, treatment, and health care operations. You may request a different forum for communications pertaining to your PHI and request options above, such as by regular mail to your home address. You may not revoke authorization to the extent action has already been taken with respect to your PHI and we are under no obligation to mitigate disclosures or uses properly authorized or agreed upon by you, including pursuant to this Agreement.

 

To exercise your privacy rights, please contact:

 

Privacy Officer, SupplyRx, Inc., 1745 Wysong Court, Raleigh, NC 27612

 

Phone: 1-877-746-4779; 1-877-RINGSRX

 

Secure Email: privacy@supplyrx.com

You have the right to file complaints to the foregoing contact information.

The Federal Privacy Standards require us to maintain the privacy and security of your protected health information. We protect your PHI with administrative, technical and physical safeguards as required by HIPAA. We are required to provide you with a copy of our Notice of Privacy Practices and to abide by the terms of the Notice. We reserve the right to change the terms of the Notice and our privacy practices at any time and to make the new Notice effective for all the PHI we maintain. 

6.  Ownership of Submissions

By providing us information about you, the Patients and/or Patients’ participation in the Clinical Trial, or authorizing third parties to provide us such information (“Submissions”), subject to our Privacy Policy located on the SupplyRx website, you hereby acknowledge and agree that we shall retain all right, title, and interest in and to all Submissions, and underlying data or parts thereof, to the maximum extent permitted by applicable law. To the extent we do not retain such ownership interest in and to the Submissions, data, or portions thereof, for any reason, you hereby grant us an irrevocable, perpetual, sublicensable, transferable, royalty-free, fully paid up, and unrestricted worldwide license and right to, directly, or indirectly through a third party, use, modify, reproduce, adapt, transmit, sell, license and sublicense, create derivative works from, publicly display, perform and distribute your Submissions, and any improvements, enhancements, modifications, and derivative works thereof, for any purpose whatsoever (commercial or otherwise), in any form, media or technology, whether now known or hereafter developed, alone or as part of other works, with no additional payment, reward or other compensation to you (unless explicitly set forth to the contrary). Except as otherwise set forth herein, we will not publicize any information that could be used to identify you personally in connection with the Submission to protect your and the Patients’ privacy.

You agree to defend, indemnify and hold harmless the Company, and its subsidiaries, affiliates, related companies, suppliers, third-party service providers, and their respective employees, officers, directors, and agents, and any person or entity that controls any of them, from and against any and all losses, liabilities, damages, penalties, interest, fines, awards, judgments, costs, and expenses (including reasonable attorneys’ fees and costs of litigation) incurred by such entities and individuals  in connection, and together, with any and all claims, causes of action, demands, settlements, administrative actions, proceedings, and investigations arising from or in connection with  any of your Submissions. You further irrevocably waive any “moral rights” or other rights with respect to attribution of authorship or integrity of materials regarding any Submission that you may have under any applicable law or under any legal theory, excluding Submissions which are PHI that are governed by HIPAA, in which case HIPAA shall govern. This section will survive termination of this Agreement for any reason.

 

7.  Monitoring Information

 

We do not assume any obligation to review or monitor the content or other information submitted to the Application by third parties.  You assume the risk of verifying the accuracy of such information posted through independent investigation. Notwithstanding the foregoing, we may, at our discretion, review information submitted to the Application for any purpose whatsoever, and we reserve the right, in our sole discretion, to remove, edit or reject any information submitted to the Application for any reason whatsoever.

 

We reserve the right to cooperate with any law enforcement authorities or court orders requesting or directing us to disclose the identity of anyone believed to be violating the Terms of Use or law. You agree that in the event we receive a subpoena issued by a court or from a law enforcement or government agency, we may unilaterally choose to comply with such subpoenas without your consent or prior notice to you and may disclose your IP address, username, name, IP location or other information in response thereto, subject to applicable laws. You agree to waive and defend, indemnify and hold us harmless from and against any and all losses and claims whatsoever resulting from, or in connection with, any action by us regarding any investigations either by us or law enforcement authorities.

 

8.  Intellectual Property Rights

 

The Company owns any and all intellectual property rights relating to the Application, and the Company’s brand, trade name, trade dress, methodologies, processes, concepts, ideas, procedures, know-how, tools, and other intellectual property, including:  copyrights, trademarks, service marks, proprietary logos, insignias, business identifiers, and/or other Text and Graphics that has or provides the “look and feel” of the Company's brand image, as well as all of the Content, including the Text, Graphics, programming, photographs, video and audio contained herein (the “Intellectual Property”).  Your use of the Application does not grant you any rights or licenses relating to the Intellectual Property, including but not limited to any copyrights, trademark rights, patent rights, database rights, moral rights, sui generis rights and other intellectual property and proprietary rights therein, except as expressly provided for in these Terms of Use.  None of the Intellectual Property may be used, reproduced, published, transmitted, distributed, displayed, performed, exhibited, modified, used to create derivative works, sold, resold or used in any sale, or exploited for in any way, in whole or in part, except as provided for herein and unless you obtain our prior written consent. You may not reproduce, modify, display, sell, or distribute the Intellectual Property, or use it in any other way for public or commercial purposes.  The foregoing limitations include, but are not limited to, copying or adapting the HTML code used to generate web pages on the Application, as well as any Graphics or programming. All other Content, including names of services, trademarks, service marks and other intellectual property is the property of their respective owners, as indicated, and may only be used as permitted.

 

9.  Procedure for Making and Responding to Claims of Copyright Infringement

 

We will respond to claims of copyright infringement, and will promptly process and investigate notices of alleged infringement by third parties and will take appropriate actions under the Digital Millennium Copyright Act ("DMCA"), Title 17, United States Code, Section 512(c)(2), where applicable. In keeping with the DMCA, notifications of claimed copyright infringement by third-parties should be sent to our designated agent noted below (the "Designated Agent"). If you believe that your copyrighted work has been infringed under U.S. copyright law and is accessible on the Application, please notify us by contacting the Designated Agent.

 

In order to give effective notification of a claim of copyright infringement by a third party under the DMCA, you must send a written communication to the Designated Agent that includes substantially the following: (1) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (2) identification of the copyrighted work, or, if multiple copyrighted works are covered by a single notification, a representative list of such works that are claimed to have been infringed; (3) identification of the material that is claimed to be infringing 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 on the Application; (4) information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an e-mail address at which the complaining party may be contacted; (5) a statement that the complaining party has a good faith belief that neither the copyright owner, nor its agent nor the law has authorized the use of the material in the manner complained of; and (6) a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. The Designated Agent for notice of claims of copyright infringement can be reached at:

 

SupplyRx, Inc.

1745 Wysong Court

Raleigh, NC 27612

Attn: Privacy Officer

 

If a valid notification of alleged copyright infringement is received, we will remove or disable access to the material identified in the notice as being infringing or as being the subject of infringing activity, and take reasonable steps to notify the alleged infringer that it has removed or disabled access to this material. Please note that under the DMCA, an alleged infringer has the right to submit a counter-notice to have the allegedly-infringing material re-published on the Application. Should that occur you will receive notification from us and, should you wish to have the material subsequently removed, you will be required to file a copyright infringement claim in a US federal court.

 

Additionally, a claimant who makes a misrepresentation concerning copyright infringement may be liable for any damages, including costs and attorneys' fees, incurred by the alleged infringer who is injured by such misrepresentation as a result of reliance upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing or in replacing the removed material or ceasing to disable access to it.

 

10.  Disclaimer of Warranties & Limitations of Liability

 

Your consent and agreement to the following disclaimers and limitations is a material inducement for us to permit you to access the Application. Your use of the Application, and the obligations and liabilities of us in respect of your use of the Application, is expressly limited as follows:

 

THE APPLICATION AND ITS CONTENT ARE PROVIDED "AS IS" AND WITHOUT ANY WARRANTY WHATSOEVER. THE COMPANY DISCLAIMS ANY AND ALL EXPRESS AND IMPLIED WARRANTIES WHATSOEVER TO THE MAXIMUM EXTENT PERMITTED BY LAW, INCLUDING WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT OF THIRD-PARTIES RIGHTS, AND FITNESS FOR PARTICULAR USE OR PURPOSE. YOUR USE OF THIS APPLICATION AND ITS SERVICES, AND/OR RELIANCE ON ANY OF ITS CONTENT IS AT YOUR OWN RISK.

 

THE COMPANY DOES NOT WARRANT THAT THE FUNCTIONS OR CONTENT CONTAINED IN THIS APPLICATION WILL BE UNINTERRUPTED, ACCURATE OR ERROR-FREE. YOU, AND NOT THE COMPANY, ASSUME THE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION IN THE EVENT THAT THERE IS ANY LOSS OR DAMAGE ARISING FROM OR IN CONNECTION WITH YOUR USE OF THIS APPLICATION OR ITS CONTENT. THE COMPANY DOES NOT WARRANT OR MAKE ANY REPRESENTATION WHATSOEVER REGARDING THE USE, OR THE RESULT OF USE, OF THE CONTENT OF THIS APPLICATION RELATED TO ACCURACY, RELIABILITY OR OTHERWISE. THE CONTENT OF THIS APPLICATION MAY INCLUDE ERRORS (INCLUDING, WITHOUT LIMITATION, TECHNICAL OR TYPOGRAPHICAL ERRORS), AND WE MAY MAKE CHANGES OR IMPROVEMENTS TO THIS APPLICATION AT ANY TIME WITH OR WITHOUT NOTICE.

 

NEITHER THE COMPANY NOR ANY OTHER PERSON OR ENTITY ASSOCIATED WITH THE DESIGN OR MAINTENANCE OF THIS APPLICATION SHALL BE HELD LIABLE OR RESPONSIBLE IN ANY WAY FOR ANY DAMAGE, LOSS, INJURY, OR MALFUNCTION ASSOCIATED WITH YOUR USE OF THIS APPLICATION.

 

IN NO EVENT SHALL THE COMPANY AND/OR ITS SUBSIDIARIES, AFFILIATES, RELATED COMPANIES, SUPPLIERS, ADVERTISERS, SPONSORS, THIRD-PARTY SERVICE PROVIDERS, AND THEIR RESPECTIVE EMPLOYEES, OFFICERS, DIRECTORS, AND AGENTS BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, PUNITIVE, INDIRECT OR SPECIAL DAMAGES, (INCLUDING LOST PROFITS AND DAMAGES) WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE LIMITATIONS SET FORTH IN THIS PARAGRAPH MAY NOT APPLY TO YOU. IF THE FOREGOING LIMITATIONS ARE HELD INAPPLICABLE OR UNENFORCEABLE FOR ANY REASON, THEN THE MAXIMUM LIABILITY OF THE COMPANY TO YOU FOR ANY TYPE OF DAMAGES SHALL BE ONE HUNDRED U.S. DOLLARS.

 

RELEASE AND INDEMNIFICATION

 

You, on behalf of your successors, assigns, heirs, and personal representatives hereby irrevocably and fully release the Company, and its subsidiaries, affiliates, related companies, suppliers, third-party service providers, and their respective employees, officers, directors, and agents, and any person or entity that controls any of them, from and against any and all suits, claims, actions, causes of action, arbitration, liabilities, obligations, damages, losses, penalties or fines known or unknown, arising out of or in connection with your use of this Application.

 

You agree to defend, indemnify and hold the Company, and its subsidiaries, affiliates, related companies, suppliers, third-party service providers, and their respective employees, officers, directors, and agents, and any person or entity that controls any of them, from and against any and all losses, liabilities, damages, penalties, interest, fines, awards, judgments, costs, and expenses (including reasonable attorneys’ fees and costs of litigation) incurred by such entities and individuals  in connection, and together, with any and all claims, causes of action, demands, settlements, administrative actions, proceedings, and investigations due to or arising out of (1) your use of this Application, (2) information that you submit, transmit, or otherwise make available via this Application or otherwise, including but not limited to Submissions, or (3) your breach of these Terms of Use.

 

EXCLUSIONS

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, IN NEW JERSEY, WITH RESPECT TO LIMITATIONS OF WARRANTIES FOR CONSUMER PRODUCTS AND SERVICES (SEE NEW JERSEY’S TRUTH-IN-CONSUMER CONTRACT, WARRANTY AND NOTICE ACT (TCCWNA)). THEREFORE, SOME OF THE EXCLUSIONS AND/OR LIMITATIONS STATED ABOVE MAY NOT APPLY TO YOU, AND WE ENCOURAGE YOU TO CONSULT A LOCAL ATTORNEY FOR LEGAL COUNSEL CONCERNING THESE ISSUES.

 

11.  General Information

 

Entire Agreement

 

These Terms of Use, together with all of the other notices and policies incorporated by reference, constitute the entire agreement between you and the Company governing your use of this Application, superseding any prior agreements between you and the Company with respect to this Application. You also may be subject to additional terms and conditions that may apply when you use or purchase certain services of the Company. The Privacy Policy located on the SupplyRx website is hereby incorporated in these Terms of Use by reference.

 

Waiver and Severability

 

The failure of the Company to enforce any right of the provisions in the Terms of Use, Privacy Policy located on SupplyRx website shall not constitute a waiver of such right or provision.  If any provision of the Terms of Use is found by a court of competent jurisdiction to be invalid, illegal, or unenforceable, it shall not affect any other provision of the Terms of Use and our Privacy Policy and the Terms of Use and Privacy Policy  shall be construed without regard to the invalid, illegal, or unenforceable provision.

 

Choice of Law; Jurisdiction; Venue; Waiver of Certain Rights

 

Your use of this Application, and any controversies, claims, counterclaims, or other disputes arising between you and the Company in connection with these Terms of Use or the Application (each a “Claim”) shall be governed by the laws of the State of New Jersey without giving effect to any conflict of laws provisions. By accessing this Application, you agree that any Claim arising out of or in connection with this Application shall be brought solely in a court of competent jurisdiction sitting in the State of New Jersey, and you agree to submit to the personal and exclusive jurisdiction of the courts located in New Jersey.

 

You hereby waive any defense of an inconvenient forum to the maintenance of any action or proceeding in other courts and any objection to venue with respect to such proceeding. 

 

Neither you nor the Company may act as a class representative or private attorney general, nor participate as a member of a class of claimants, with respect to any Claim. Claims may not be litigated on a class or representative basis. A court of competent jurisdiction can decide only your and/or the Company’s individual Claims. Such a court may not consolidate or join the claims of other persons or parties who may be similarly situated.

 

Viruses and Transmission of Sensitive Information

 

We cannot and do not guarantee or warrant that the Content contained on this Application will be free of viruses, worms or other code or related hazards that may have destructive properties (collectively “"viruses”). It is your responsibility to ensure that you have sufficient procedures, firewalls, checkpoints, and safeguards within your computer system or device to satisfy your particular requirements to protect against viruses. The Company does not assume any responsibility or risk for your use of the Internet, nor do we assume any responsibility for any products or services of, or hyperlinks to, third parties.

 

Miscellaneous

 

We do not represent that Content materials on the Application are appropriate or available for use in your location. Persons who choose to access the Application do so on their own initiative and at their own risk, and are responsible for compliance with local laws, if and to the extent local laws are applicable.  You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Application must be filed within one (1) year after such claim or cause of action arose or be forever barred.