IMPORTANT! THESE TERMS AND CONDITIONS (THESE
"TERMS AND CONDITIONS") GOVERN THE USE OF THE SELECT PAIN PROCEDURE
CENTERS WEBSITE (THE "WEBSITE") BY YOU AND YOUR EMPLOYEES AND
AGENTS (COLLECTIVELY REFERRED TO AS "YOU"). BY USING THE WEBSITE,
YOU AGREE TO ALL OF THE PROVISIONS CONTAINED OR REFERRED TO IN THESE TERMS
AND CONDITIONS. SELECT PAIN PROCEDURE CENTERS (THE "COMPANY")
RESERVES THE RIGHT TO CHANGE THESE TERMS AND CONDITIONS AT ANY TIME IN ITS
SOLE DISCRETION. YOUR USE OF THE WEBSITE AFTER SUCH CHANGES ARE POSTED TO
THE WEBSITE CONSTITUTES YOUR ACCEPTANCE OF THE CHANGES. PLEASE CONSULT THESE
TERMS AND CONDITIONS REGULARLY
- Scope. These Terms and Conditions govern Your use of the Website.
These Terms and Conditions, however, do not apply to the Company's products
or services, which are the subject of separate agreements.
- Permitted Use. You have a nonexclusive, nontransferable, limited,
revocable right to use the Website solely for Your informational use
in evaluating the Company and its products and services. You may not
use the Website for any other purpose without the Company’s express
prior written consent, including, without limitation, any commercial
purpose. For example, You may not and may not authorize any other person
or entity (“Person”) to (i) frame the Website or any portion thereof
(whereby the Website or a portion thereof will appear on a user’s screen
with a portion of another website, or with content or advertising of
any Person without the Company’s consent), or (ii) Co-brand the Website
or any portion thereof. "Co-branding" means the display of
a name, logo, trademark, or other means of attribution or identification
of any Person in such a manner reasonably likely to give a user of the
Website the impression that such the Person is associated or affiliated
with the Company, or has the right to display, publish, transmit or
distribute the Website or content accessible within the Website. In
addition, You may not and may not authorize any Person to link to any
part of the Website without the Company’s prior written consent. You
agree to cooperate with the Company in causing any unauthorized framing,
Co-branding, linking or similar activity to immediately cease. You may
not take any action that violates our Acceptable Use Policy.
- Proprietary Information. You acknowledge and agree that as between
the Company and You, the Company is the owner of all right, title and
interest in the Website and all content accessible within the Website
(the "Content"), including, without limitation, all trademarks,
service marks, trade names, patent rights, copyrights, and other intellectual
property or proprietary rights with respect thereto. You will not reproduce,
transmit, publish or distribute sublicense or otherwise transfer or
make available to others, or edit, modify or create any derivative works
of all or any part of the Website or the Content, without the express
written consent of the Company, other than limited printed copies of
materials that you may need for Your own use and that contains all of
the Company’s copyright and other notices. Without limiting the generality
of the foregoing, You will not use any systematic retrieval process
including without limitation, scrapers, robots, or bots, to collect,
create, or compile Content or other data from the Company Website.
- Disclaimer. You will have access to a variety of third party sources
of content through the use of the Website and the Internet. The Company
has made no effort to verify the accuracy or suitability of any information
contained in any such sources, including, without limitation, any other
website that you can link to from the Website. Accordingly, the Company
has no liability or responsibility whatsoever for any content provided
by any other Person contained on or obtained through the Website. You
acknowledge and agree that any access, use or reliance on any such third
party content is at Your own risk. You understand that, except for information,
products or services clearly identified as being supplied by the Company,
the Company does not operate, control or endorse any information, products
or services of any other Person on the Website or the Internet in any
way. You also understand and agree that the Company does not guarantee
or warrant that files available for downloading from the Website or
through the Internet will be free of infection or viruses, worms, Trojan
horses or other malicious code that may adversely effect You, Your computer
or computer systems or Your data or files. In addition, You are responsible
for implementing sufficient procedures and checkpoints to satisfy Your
particular requirements for accuracy of data input and output, and for
maintaining a means external to the Website for the reconstruction of
any lost data.
ACCESS TO AND YOUR USE OF THE WEBSITE AND ANY INFORMATION OR SERVICES
CONTAINED THEREIN ARE PROVIDED “AS IS.” THE COMPANY MAKES NO REPRESENTATIONS
OR WARRANTIES OF ANY KIND, NATURE OR DESCRIPTION EXPRESS, IMPLIED OR
STATUTORY WITH RESPECT TO YOUR USE OF THE WEBSITE OR THE CONTENT CONTAINED
THEREIN, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, OR ARISING THROUGH
COURSE OF DEALING, USAGE OR TRADE PRACTICES, AND THE COMPANY HEREBY
DISCLAIMS THE SAME.
- Privacy Policy. The Company collects, stores and uses data collected
from You in accordance with the Company’s Privacy Policy.
- Limitation on Liability. THE COMPANY, ITS LICENSORS, SERVICE PROVIDERS,
CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS AND DIRECTORS, WILL NOT
BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR SPECIAL
DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE
OR INCOME, PAIN AND SUFFERING, EMOTIONAL DISTRESS OR SIMILAR DAMAGES,
EVEN IF SUCH PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT WILL THE COLLECTIVE LIABILITY OF THE COMPANY AND ITS LICENSORS,
SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS AND
DIRECTORS TO YOU OR ANY OTHER PERSON (REGARDLESS OF THE FORM OF ACTION,
WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER LEGAL THEORY, INCLUDING,
WITHOUT LIMITATION, NEGLIGENCE OR STRICT LIABILITY) EXCEED THE AMOUNT,
IF ANY, YOU HAVE PAID TO THE COMPANY TO USE THE WEBSITE AS PROVIDED
IN THESE TERMS AND CONDITIONS FOR THE APPLICABLE CONTENT OR SERVICE
OUT OF WHICH LIABILITY AROSE.
- Indemnity. You will indemnify and hold the Company, its licensors,
content providers, service providers, employees, agents, officers, directors
and contractors (the "Indemnified Parties") harmless from
Your breach of any of these Terms And Conditions or any other terms,
conditions, policies or procedures contained on the Website, including,
without limitation, any use of Content other than as expressly authorized
in these Terms and Conditions. You agree that the Indemnified Parties
will have no liability in connection with any such breach or unauthorized
use, and You agree to indemnify and hold harmless the Indemnified Parties
from any and all resulting loss, damages, judgments, awards, costs,
expenses, and attorneys’ fees in connection therewith. You will also
indemnify and hold the Indemnified Parties harmless from and against
any claims brought by third parties arising out of Your use of the information
accessed from the Website.
- Trademarks. SELECT PAIN PROCEDURE CENTERS® is a registered trademark,
and the Select Pain Procedure Centers logo and other Select Pain Procedure
Centers marks appearing on the Website are either registered or unregistered
trademarks of the Company. Other trademarks, service marks and logos
appearing in this Website are the property of either the Company, its
content providers or other third parties. The Company, its content providers
and such third parties retain all rights with respect to any of their
respective trademarks, service marks or logos.
- Miscellaneous.
- Headings. The headings of sections of these Terms and Conditions
are for ease of reference only and shall not be admissible in any
action to alter, modify or interpret the contents of any section
hereof.
- Governing Law and Jurisdiction. The validity and effect of these
Terms and Conditions shall be governed by and construed and enforced
in accordance with the laws of the State of Georgia, without regard
to its conflicts of laws principles. The parties expressly disclaim
application of the United Nations Convention on Contracts for the
International Sale of Goods. ANY SUIT, ACTION OR PROCEEDING CONCERNING
THE WEBSITE, ITS USE, THESE TERMS AND CONDITIONS, OR CONCERNING
ANY OTHER POLICY OR PROCEDURE OF THE COMPANY REGARDING USE OF THE
WEBSITE, MUST BE BROUGHT IN A STATE OR FEDERAL COURT LOCATED IN
FULTON COUNTY, GEORGIA, AND YOU HEREBY IRREVOCABLY CONSENT TO THE
JURISDICTION OF SUCH COURTS (AND OF THE APPROPRIATE APPELLATE COURTS
THEREFROM) IN ANY SUCH SUIT, ACTION OR PROCEEDING; AND YOU IRREVOCABLY
WAIVE, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY OBJECTION
WHICH YOU MAY NOW OR HEREAFTER HAVE TO THE LAYING OF THE VENUE OF
ANY SUCH SUIT, ACTION OR PROCEEDING IN ANY SUCH COURT OR THAT ANY
SUCH SUIT, ACTION OR PROCEEDING WHICH IS BROUGHT IN ANY SUCH COURT
HAS BEEN BROUGHT IN AN INCONVENIENT FORUM.
- Entire Agreement; Amendments. These Terms and Conditions, together
with the Acceptable Use Policy and the Privacy Policy, supersede
any prior discussions, negotiations and agreements between the parties
with respect to the subject matter hereof, and these Terms and Conditions,
together with the Acceptable Use Policy and the Privacy Policy,
constitute the sole and entire agreement between the parties with
respect to the matters covered hereby.
- Severability. The provisions of these Terms and Conditions may
be exercised and are applicable and binding only to the extent that
they do not violate any applicable laws and are intended to be limited
to the extent necessary so that they will not render these Terms
and Conditions illegal, invalid or unenforceable. If any provision
or portion of any provision of these Terms and Conditions are held
to be illegal, invalid or unenforceable by a court of competent
jurisdiction, the remaining provisions or portions thereof shall
apply with respect to the subject matter hereof, and all such remaining
provisions or portions thereof shall remain in full force and effect.
- Waiver. No failure or delay on the part of the Company to exercise
any right or remedy hereunder shall operate as a waiver thereof,
nor shall any single or partial exercise of any right or remedy
by the Company preclude any other or further exercise thereof or
the exercise of any other right or remedy. No express waiver or
assent by the Company to any breach of or default in any of these
Terms and Conditions shall constitute a waiver of or an assent to
any succeeding breach of or default in the same or any other term
or condition hereof.
|
|
