Terms of Use

END USER LICENSE AGREEMENT
Version August 2018

PLEASE READ THIS END USER LICENSE AGREEMENT (“LICENSE”) CAREFULLY BEFORE CLICKING THE “ACCEPT” BUTTON OR USING THE INDIANA HEMOPHILIA AND THROMBOSIS CENTER APPLICATION (“APPLICATION”) ACCOMPANYING THIS LICENSE. BY CLICKING THE “ACCEPT” BUTTON OR USING THE APPLICATION, YOU ARE ENTERING INTO AND AGREEING TO BE BOUND BY THE TERMS OF THIS LICENSE. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, DO NOT CLICK THE “ACCEPT” BUTTON OR USE THE APPLICATION.

THIS APPLICATION IS INTENDED FOR GENERAL INFORMATION PURPOSES ONLY AND DOES NOT AND IS NOT INTENDED TO CONSTITUTE MEDICAL ADVICE. YOU MUST CONSULT WITH A QUALIFIED MEDICAL PROFESSION TO DETERMINE HOW THE INFORMATION AVAILABLE HEREIN APPLIES TO ANY SPECIFIC CIRCUMSTANCES. IHTC HAS NO LEGAL RESPONSIBILITY FOR THE INFORMATION AVAILABLE HEREIN AND USE OF THAT INFORMATION.

DO NOT USE THIS APPLICATION IN A MEDICAL EMERGENCY. IN AN EMERGENCY, CALL 911 OR YOUR LOCAL EMERGENCY ASSISTANCE NUMBER.

1. General. The Application is licensed, not sold, to You by Indiana Hemophilia & Thrombosis Center, Inc. (“IHTC”) for use strictly in accordance with the terms and conditions of this License. The term “Application” shall refer to and consist of the following: (i) the software application accompanying this License, including, without limitation, any software code, scripts, interfaces, graphics, displays, text, documentation and other components; (ii) any updates, modifications or enhancements to the items listed in subsection (i); and (iii) any specific website the Application directs you to via any browser.

2. License Grant; Restrictions on Use; Other.

2.1 License Grant. IHTC grants You a revocable, non-exclusive, non-transferable, limited right to access and use the Application strictly in accordance with the terms and conditions of this License. You may use the Application solely in connection with authorized IHTC servers. You may install, run, execute all or part of any third party software only as a component of the Application and only for use with devices produced, manufactured, distributed, or sold by the applicable third party.

2.2 Restrictions on Use. You shall use the Application strictly in accordance with the terms of this License and shall not: (a) decompile, reverse engineer, disassemble, attempt to derive the source code of, or decrypt the Application or any third party components contained therein; (b) make any modification, adaptation, improvement, enhancement, translation or derivative work from the Application; (c) violate any applicable laws, rules or regulations in connection with Your access or use of the Application; (d) remove, alter or obscure any proprietary notice (including any notice of copyright or trademark) of IHTC or its affiliates, partners, suppliers or the licensors of the Application; (e) use the Application for any revenue generating endeavor, commercial enterprise, or other purpose for which it is not designed or intended; (f) distribute the Application; (g) make the Application available over a network or other environment permitting access or use by multiple users at the same time; (h) use the Application for creating a product, service or software that is, directly or indirectly, competitive with or in any way a substitute for any services, product or software offered by IHTC or its affiliates; (i) use the Application to send automated queries to any website or to send any unsolicited commercial e-mail; or (j) use any proprietary information or interfaces of IHTC or its affiliates or other intellectual property of IHTC or its affiliates in the design, development, manufacture, licensing or distribution of any applications, accessories or devices for use with the Application.

3. Intellectual Property Rights.

3.1 Rights to Application. You acknowledge and agree that the Application and all copyrights, patents, trademarks, trade secrets and other intellectual property rights associated therewith are, and shall remain, the property of IHTC or its suppliers (to the extent third party products are contained therein). Furthermore, You acknowledge and agree that the source and object code of the Application and the format, directories, queries, algorithms, structure and organization of the Application are the intellectual property and proprietary and confidential information of IHTC and its affiliates, licensors and suppliers. Except as expressly stated in this License, You are not granted any intellectual property rights in or to the Application by implication, estoppel or other legal theory, and all rights in and to the Application not expressly granted in this License are hereby reserved and retained by IHTC.

3.2 Third Party Software. The Application may utilize or include third party software that is subject to open source and third party license terms (“Third Party Software”). You acknowledge and agree that Your right to use such Third Party Software as part of the Application is subject to and governed by the terms and conditions of the open source or third party license applicable to such Third Party Software, including, without limitation, any applicable acknowledgements, license terms and disclaimers contained therein. In the event of a conflict between the terms of this License and the terms of such open source or third party licenses, the terms of the open source or third party licenses shall control with regard to Your use of the relevant Third Party Software. In no event, shall the Application or components thereof be deemed to be “open source” or “publicly available” software.

3.3 IHTC’s Marks. You are not authorized to use the trademarks of IHTC or its affiliates in any advertising, publicity or in any other commercial manner without the prior written consent of IHTC, which may be withheld for any or no reason.

3.4 Infringement Acknowledgement. You and IHTC acknowledge and agree that, in the event of a third party claim that the Application or Your use of the Application infringes any third party’s intellectual property rights, You (and not IHTC) will be responsible for the investigation, defense, settlement and discharge of any such claim of intellectual property infringement. You will, however, promptly notify IHTC in writing of such a claim.

4. Restriction on Transfer. You may not rent, lease, lend, sublicense or transfer the Application, this License or any of the rights granted hereunder. Any attempted transfer in contravention of this provision shall be null and void and of no force or effect.

5. Use of Information.

5.1 Consent to Use Information. You hereby authorize and consent to the collection, storage and use, by IHTC and its affiliates, partners and agents, of any information and data related to or derived from Your use of the Application, and any information or data that You provide to IHTC and its affiliates, partners and licensors (“Information”). Without limiting the generality of the foregoing, the Information shall include, without limitation, the following types of information and data, in an aggregate (not user level) form: user location, search requests, search results, patterns, data and suggestions based on user actions drawn from the Application or the devices and browsers through which the Application is accessed. The Information will be treated as being non-confidential and nonproprietary, and IHTC assumes no obligation to protect confidential or proprietary information (other than personally identifiable information) from disclosure and will be free to reproduce, use, and distribute the Information to others without restriction. IHTC and its affiliates will also be free to use any ideas, concepts, know-how or techniques contained in the Information for any purpose whatsoever including, without limitation, developing, manufacturing and marketing products and services incorporating such Information.

5.2 Privacy Policy. You represent that You shall comply with the terms and conditions of the IHTC Privacy Policy, which sets forth and describes the practices of IHTC with respect to the collection, use and disclosure of Information in connection with Your use of the Application. IHTC’s Privacy Policy can be found at https://www.ihtc.org/about-the-center/hipaa-privacy-policy/. IHTC reserves the right to change the provisions of its Privacy Policy at any time and from time to time at its sole discretion. IHTC will post any changes to its Privacy Policy at https://www.ihtc.org/about-the-center/hipaa-privacy-policy/. Your use of the Application following the posting of such changes to the Privacy Policy will constitute Your acceptance of any such changes.

6. Third Party Content and Services.

6.1 General. You acknowledge that the Application may permit access to products, services, web-sites, advertisements, promotions, recommendations, advice, information, and materials created and provided by advertisers, publishers, content partners, marketing agents, vendors and other third parties (“Third Party Content and Services”).

6.2 Disclaimer. You acknowledge that IHTC does not investigate, monitor, represent or endorse the Third Party Content and Services (including any third party websites available through the Application). Furthermore, Your access to and use of the Third Party Content and Services is at Your sole discretion and risk, and IHTC and its affiliates, partners, suppliers and licensors shall have no liability to You arising out of or in connection with Your access to and use of the Third Party Content and Services. IHTC and its affiliates hereby disclaim any representation, warranty or guaranty regarding the Third Party Content and Services, whether express, implied or statutory, including, without limitation, the implied warranties of merchantability or fitness for a particular purpose, and any representation, warranty or guaranty regarding the availability, quality, reliability, features, appropriates, accuracy, completeness, or legality of the Third Party Content and Services.

6.3 Third Party Terms of Service. You acknowledge and agree that Your access to and use of the Third Party Content and Services and any correspondence or business dealings between You and any third party located using the Application are governed by and require Your acceptance of the terms of service of such third party, including, without limitation, any terms, privacy policies, conditions, representations, warranties or disclaimers contained therein. Furthermore, You acknowledge and agree that the Third Party Content and Services and any related third party terms of service are subject to change by the applicable third party at its sole discretion and without any notice. You assume all risks arising out of or resulting from your transaction of business over the Internet and with any third party, and you agree that IHTC and its affiliates, partners, suppliers and licensors are not responsible or liable for any loss or result of the presence of information about or links to such advertisers or service providers. Furthermore, You acknowledge and agree that You are not being granted a license to (i) the Third Party Content and Services; (ii) any products, services, processes or technology described in or offered by the Third Party Content and Services; or (iii) any copyright, trademark, patent or other intellectual property right in the Third Party Content or Services or any products, services, processes or technology described or offered therein.

6.4 Endorsements. You acknowledge and agree that the provision of access to Third Party Content and Services shall not constitute or imply any endorsement by IHTC or its affiliates of such Third Party Content and Services. IHTC reserves the right to restrict or deny access to any Third Party Content and Services otherwise accessible through the Application, although IHTC has no obligation to restrict or deny access even if requested by You.

6.5 Inappropriate Materials. You understand that by accessing and using the Third Party Content and Services, You may encounter information, materials and subject matter (i) that You or others may deem offensive, indecent, or objectionable; (ii) which may or may not be identified as having explicit language, and (iii) that automatically and unintentionally appears in search results, as a link or reference to objectionable material. Notwithstanding the foregoing, You agree to use the Third Party Content and Services at Your sole risk and that IHTC and its affiliates, partners, suppliers and licensors shall have no liability to You for information, material or subject matter that is found to be offensive, indecent, or objectionable.

6.6 Use of Third Party Content and Services. You agree that the Third Party Content and Services contain proprietary information and material that is owned by IHTC and its affiliates, partners, suppliers and licensors and is protected by applicable intellectual property and other laws, including, without limitation, pursuant to copyright, and that You will not use such proprietary information or materials in any way whatsoever except for permitted use of the Third Party Content and Services. No portion of the Third Party Content and Services may be reproduced in any form or by any means. You agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the Third Party Content and Services, in any manner, and You shall not exploit the Third Party Content and Services in any unauthorized way whatsoever, including, without limitation, by trespass or burdening network capacity. You agree that You will not use any Third Party Content and Services in a manner that would infringe or violate the rights of any other party, and that IHTC is not in any way responsible for any such use by You.

7. Term and Termination.

7.1 Term. This License shall be effective until terminated.

7.2 Termination. IHTC may, in its sole and absolute discretion, at any time and for any or no reason, suspend or terminate this License and the rights afforded to You hereunder with or without prior notice. Furthermore, if You fail to comply with any terms and conditions of this License, then this License and any rights afforded to You hereunder shall terminate automatically, without any notice or other action by IHTC. Upon the termination of this License, You shall (i) cease all use of the Application; (ii) immediately uninstall the Application from the Mobile Device on which it resides; and (iii) immediately delete all data associated with the Application from the Mobile Device on which it resides.

8. Disclaimer of Warranties. YOU ACKNOWLEDGE AND AGREE THAT THE APPLICATION IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND THAT YOUR USE OF OR RELIANCE UPON THE APPLICATION AND ANY THIRD PARTY CONTENT AND SERVICES ACCESSED THEREBY IS AT YOUR SOLE RISK AND DISCRETION. IHTC AND ITS AFFILIATES, PARTNERS, SUPPLIERS AND LICENSORS HEREBY DISCLAIM ANY AND ALL REPRESENTATIONS, WARRANTIES AND GUARANTIES REGARDING THE APPLICATION AND THIRD PARTY CONTENT AND SERVICES, WHETHER EXPRESS, IMPLIED OR STATUTORY, AND INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. FURTHERMORE, IHTC AND ITS AFFILIATES, PARTNERS, SUPPLIERS AND LICENSORS MAKE NO WARRANTY THAT (I) THE APPLICATION OR THIRD PARTY CONTENT AND SERVICES WILL MEET YOUR REQUIREMENTS; (II) THE APPLICATION OR THIRD PARTY CONTENT AND SERVICES WILL BE UNINTERRUPTED, ACCURATE, RELIABLE, TIMELY, SECURE OR ERROR-FREE; (III) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL ACCESSED OR OBTAINED BY YOU THROUGH THE APPLICATION WILL BE AS REPRESENTED OR MEET YOUR EXPECTATIONS; OR (IV) ANY ERRORS IN THE APPLICATION OR THIRD PARTY CONTENT AND SERVICES WILL BE CORRECTED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM IHTC OR ITS AFFILIATES OR FROM THE APPLICATION SHALL CREATE ANY REPRESENTATION, WARRANTY OR GUARANTY. FURTHERMORE, YOU ACKNOWLEDGE THAT NEITHER IHTC NOR ITS AFFILIATES HAVE ANY OBLIGATION TO CORRECT ANY ERRORS OR OTHERWISE SUPPORT OR MAINTAIN THE APPLICATION.

9. Limitation of Liability. UNDER NO CIRCUMSTANCES SHALL IHTC OR ITS AFFILIATES, PARTNERS, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS OR USE OF OR INABILITY TO ACCESS OR USE THE APPLICATION AND/OR ANY THIRD PARTY CONTENT AND SERVICES, WHETHER OR NOT THE DAMAGES WERE FORESEEABLE AND WHETHER OR NOT IHTC OR ITS AFFILIATES WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IHTC AND ITS AFFILIATES TOTAL AGGREGATE LIABILITY TO YOU (WHETHER UNDER CONTRACT, TORT, STATUTE OR OTHERWISE) SHALL NOT EXCEED THE AMOUNT OF FIFTY DOLLARS ($50.00). THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

10. Indemnification. You shall indemnify, defend and hold harmless IHTC, its affiliates, partners, suppliers and licensors, and each of their respective officers, directors, agents and employees (the “Indemnified Parties”) from and against any claim, proceeding, loss, damage, fine, penalty, interest and expense (including, without limitation, fees for attorneys and other professional advisors) arising out of or in connection with the following: (i) Your access to or use of the Application or Third Party Content and Services; (ii) Your breach of this License; (iii) Your violation of law; (iv) Your negligence or willful misconduct; or (v) Your violation of the rights of a third party, including the infringement by You of any intellectual property or misappropriation of any proprietary right or trade secret of any person or entity. These obligations will survive any expiration or termination of the License.

11. Compatibility. IHTC does not warrant that the Application will be compatible or interoperable with any hardware, software, equipment or device. Furthermore, You acknowledge that compatibility and interoperability problems can cause the performance of such hardware, software, equipment, and/or devices to diminish or fail completely, and may result in permanent damage, loss of the data, and corruption of the software and files. You acknowledge and agree that IHTC and its affiliates, partners, suppliers and licensors shall have no liability to You for any losses suffered resulting from or arising in connection with compatibility or interoperability problems.

12. Product Claims. You acknowledge that You (not IHTC) are responsible for addressing any third party claims relating to Your use of the Application, and agree to notify IHTC of any third party claims relating to the Application of which You become aware. Furthermore, You hereby release IHTC and its affiliates from any liability resulting from Your use of the Application, including, without limitation, the following: (i) any product liability claims; (ii) any claim that the Application fails to conform to any applicable legal or regulatory requirement; and (iii) any claim arising under consumer protection or similar legislation.

13. Miscellaneous.

13.1 Governing Law. This License shall be governed and construed in accordance with the laws of the State of Indiana, without regard to its conflict of laws provisions. The parties agree that exclusive jurisdiction for any dispute arising under or related to this License shall be with the appropriate state or federal court in Indianapolis, Indiana and each party consents to the jurisdiction of such court in any action or proceeding and waives any objection to such venue. TO THE FULLEST EXTENT PERMITTED BY LAW, AND AS SEPARATELY BARGAINED-FOR CONSIDERATION, EACH PARTY HEREBY WAIVES ANY RIGHT TO TRIAL BY JURY IN ANY ACTION, SUIT, PROCEEDING, OR COUNTERCLAIM OF ANY KIND ARISING OUT OF OR RELATING TO THIS LICENSE. This License shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.

13.2 Severability. If any provision of this License is held to be invalid or unenforceable with respect to a party, the remainder of this License, or the application of such provision to persons other than those to whom it is held invalid or unenforceable shall not be affected and each remaining provision of this License shall be valid and enforceable to the fullest extent permitted by law.

13.3 Waiver. Except as provided herein, the failure to exercise a right or require performance of an obligation under this License shall not effect a party’s ability to exercise such right or require such performance at any time thereafter nor shall the waiver of a breach constitute waiver of any subsequent breach.

13.4 Export Control. You may not use or otherwise export or re-export the Application except as authorized by United States law and the laws of the jurisdiction(s) in which the Application was obtained. You represent and warrant that You are not (x) located in any country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, or (y) listed on any U.S. Government list of prohibited or restricted parties including the Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person’s List or Entity List. You also agree that You will not use the Application for any purposes prohibited by applicable law.

13.5 Modification or Amendment. IHTC may modify or amend the terms of this License by including such modifications or amendments at the log-in screen of the Application. You will be deemed to have agreed to any such modification or amendment by Your accepting the new terms and continuing to use the Application following the date.

13.6 Survival. The following sections of this License and any other provisions of this License which by their express language or by their context are intended to survive the termination of this License shall survive such termination: 1, 2.2, 3, 4, 5, 7, 8, 9, 10, 12 and 13.

13.7 Assignment. You shall not assign this License or any rights or obligations herein without the prior written consent of IHTC and any attempted assignment in contravention of this provision shall be null and void and of no force or effect. This License shall be binding upon and inure to the benefit of the parties and their respective successors and permitted assigns.

13.8 Entire Agreement. This License including the documents incorporated herein by reference constitute the entire agreement with respect to the use of the Application licensed hereunder and supersedes all prior or contemporaneous understandings regarding such subject matter.

13.9 Notices. Any notices required or permitted hereunder shall be deemed to have been given if in writing and delivered personally, sent by overnight delivery or by first class, registered, or certified mail, postage prepaid and addressed to the receiving party at its address set forth above (or to such other address as may be notified from one party to the other following the same notice procedures). Licensee shall send a copy of all such notices to the following: Indiana Hemophilia & Thrombosis Center, Inc., Attn: Compliance Officer, 8326 Naab Road, Indianapolis, Indiana 46260.

14. Developer Information. The developer of the Application is Indiana Hemophilia & Thrombosis Center, Inc., 8326 Naab Road, Indianapolis, Indiana 46260. Questions, complaints or claims with respect to the Application should be directed to: marketing@ihtc.org.