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TERMS
AND CONDITIONS
For
Use of Peer Review Mediation and Arbitration, Inc. Services
YOUR
USE OF THIS WEB SITE CONSTITUTES YOUR AGREEMENT TO BE BOUND BY THE FOLLOWING
TERMS AND CONDITIONS OF USE.
BINDING
TERMS AND CHANGES
This Web site, including all of its features and content (the "Web
Site") is a service made available by Peer Review Mediation and Arbitration,
Inc. ("PRMA"), or its affiliates and all content, information
and software provided on and through this Web Site ("Content")
may be used solely under the following terms and conditions ("Terms
of Use").
PRMA
is a medical expert and consulting resource serving the legal, insurance
and health care industries ("subscribers"). Medical consulting
services are provided through PRMA by a network of Peer Review Board Members
("members"). By becoming a subscriber or a member, completing
the online registration process and clicking the "Accept" button,
and using our service, you are indicating that you agree to be bound by
all of the terms in this Subscriber/Member Agreement.
PRMA
may change the terms in this Subscriber/Member Agreement. When the terms
are changed, PRMA will notify you by e-mail or online postings. If you
do not agree to the changes, you may cancel your subscription to the PRMA
service. Your continued use of the service shall be construed as your
acceptance of the updated agreement terms.
PRMA
may change the subscription fees charged for the service. When fees are
changed, PRMA will notify you by e-mail or online postings. The subscription
fee will be presented within the service. In order to continue your access
to the service you will need to express acceptance of the available fee
options. If you do not accept the new subscription fee, your subscription
to PRMA will be terminated at the end of the subscription term then in
effect. If your subscription is paid by an organization on your behalf,
("Sponsoring Organization"), you will have the option to continue
your subscription under the prevailing terms of such sponsorship.
USE
OF SUBSCRIBER AND MEMBER INFORMATION
By entering into this Subscriber/Member Agreement, you also are agreeing
that PRMA may store the information you provided as part of the registration
process and use aggregate statistical information about our Subscribers
and Members in marketing its services. PRMA may, at its discretion, use
your name, address, phone number, e-mail address, or other specific personal
identifying information, without your express prior consent. Credit card
information is secured through encryption technology and is explicitly
protected from unauthorized viewing.
USE
OF CLIENT INFORMATION
All information entered by Subscribers and Members is protected with state-of-the-art
encryption technology and restricted from viewing by any party other than
the subscriber and the experts selected by that subscriber. PRMA is intensely
committed to preserving the confidentiality of sensitive client information.
COPYRIGHTS AND LIMITATIONS ON USE
The information available through our service is the property of PRMA
or its licensors and is protected by copyright and other intellectual
property laws.
PRMA
grants to its Subscribers and Members a non-transferable, non-exclusive
right and revocable license to use the PRMA service according to the terms
and conditions set forth in this Agreement. Except as expressly granted
by this Agreement, you acquire no right, title or license in the content
or data incorporated in the PRMA Service.
PRMA
information may not be reproduced, retransmitted, stored, distributed,
disseminated, sold, published, broadcast or circulated in any medium to
anyone, including but not limited to others in the same company or organization,
without the express prior written permission of PRMA, except as otherwise
expressly permitted under fair use provisions of U.S. Copyright Law. Fair
use provisions of U.S. Copyright Law permit reproduction of single copies
of copyrighted material for your personal, non-commercial and private
use. In determining whether the use made of copyrighted material is "fair
use", one factor to be considered includes the amount and substantiality
of the portion used in relation to the copyrighted material as a whole.
In the event of any permitted use of copyrighted material, no modifications
to content or in author attribution or copyright notice shall be made
without written authorization from PRMA. Any requests for permission may
be sent to: PRMA 1450 S. Dixie Highway, Boca Raton, Florida 33432.
Subscribers and Members are not permitted to download excessive portions
of PRMA information. The use of robots and all automated downloading programs
are prohibited. PRMA shall take all reasonable steps to cease such excessive
and unauthorized activity and to prevent any recurrence thereof, including
terminating your access to the PRMA Service.
FEES
AND PAYMENTS
Subscriber agrees to pay all charges (which are not paid by a Sponsoring Organization
on your behalf) incurred in connection with your user name and password
for PRMA services (including any applicable taxes) at the rates in effect
when the charges were incurred. PRMA may change the Subscriber Fees and
charges then in effect, or add new charges, by giving you notice in advance.
All
charges incurred in connection with Subscriber's user name and password (which
are not paid by a Sponsoring Organization on your behalf) will be billed
to the credit card you designate. PRMA SHALL NOT BE LIABLE FOR ANY AMOUNTS
BILLED TO YOUR CREDIT CARD BY A THIRD PARTY, WHICH WERE NOT AUTHORIZED
BY YOU.
Subscribers
and Members are responsible for any charges incurred to access PRMA, such as
telephone and other equipment charges, and fees charged by an Internet
access provider or other third party service. You are also responsible
for any applicable taxes relating to your use of the services.
Unless
otherwise indicated in writing by PRMA, invoiced fees shall be due and
payable from Subscribers within 10 business days of date of invoice. If Subscriber makes any
payment by check and the check is returned by the bank due to insufficient
funds, PRMA may charge Subscriber a service charge of twenty-five dollars ($25)
or the maximum amount permitted by law in addition to any other remedies
allowed by law. Subscriber hereby authorizes PRMA to charge the service charge
as well as the face amount of the check to User's designated credit card.
Any fees or payments that are not paid when due shall bear interest to
the extent permitted by applicable law at the Wall Street Journal Prime
Rate as published in the Money Rates Section of the Western Edition of
the Wall Street Journal on the date such payment is due, plus an additional
three percent (3%), calculated on the number of days such payment is delinquent.
In the event that more than one such Prime Rate is published on such date
such payment is due, the highest such Prime Rate shall be used. User shall
also be liable for all attorney and collection fees arising from or related
to efforts to collect any unpaid balances on User's account. This Section
shall in no way limit any other remedies available to PRMA. Unless otherwise
expressly stated by PRMA, all fees and payments to PRMA shall be made
in U.S. Dollars.
By
entering into this agreement, you acknowledge that the PRMA services are
for your exclusive use only. Use or sharing of passwords by non-subscribers
and non-members is prohibited. Failure to comply will result in immediate
suspension of your account.
DISCLAIMER
OF WARRANTIES AND LIABILITY
PRMA AND ITS AFFILIATES, AGENTS, LICENSORS AND PEER REVIEW BOARD MEMBERS CANNOT AND DO NOT WARRANT THE ACCURACY, COMPLETENESS, CURRENTNESS, NONINFRINGEMENT, MERCHANTABILITY
OR FITNESS FOR A PARTICULAR PURPOSE OF INFORMATION AVAILABLE THROUGH PRMA
AND ITS PEER REVIEW BOARD MEMBERS. NEITHER PRMA NOR ANY OF ITS AFFILIATES, AGENTS, LICENSORS OR PEER REVIEW BOARD MEMBERS SHALL BE LIABLE TO YOU OR ANYONE ELSE FOR ANY LOSS OR INJURY, CAUSED IN WHOLE OR PART BY ITS NEGLIGENCE OR CONTINGENCIES BEYOND ITS
CONTROL IN PROCURING, COMPILING, INTERPRETING, REPORTING OR DELIVERING
INFORMATION THROUGH PRMA. IN NO EVENT WILL PRMA, ITS AFFILIATES, AGENTS, LICENSORS OR PEER REVIEW BOARD MEMBERS BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DECISION MADE OR
ACTION TAKEN BY YOU IN RELIANCE ON SUCH INFORMATION. PRMA AND ITS AFFILIATES,
AGENTS, LICENSORS AND PEER REVIEW BOARD MEMBERS SHALL NOT BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DAMAGES (INCLUDING, WITHOUT LIMITATION, CONSEQUENTIAL, SPECIAL, INCIDENTAL,
INDIRECT, OR SIMILAR DAMAGES) EVEN IF ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES. YOU AGREE THAT THE LIABILITY OF PRMA, ITS AFFILIATES, AGENTS, LICENSORS AND PEER REVIEW BOARD MEMBERS, IF ANY, ARISING OUT OF ANY KIND OF LEGAL CLAIM (WHETHER
IN CONTRACT, TORT OR OTHERWISE) IN ANY WAY CONNECTED WITH THE INFORMATION
PROVIDED BY PRMA SHALL NOT EXCEED THE AMOUNT YOU PAID TO PRMA FOR THE
INFORMATION. PRMA DOES NOT WARRANT THAT THE INFORMATION PROVIDED TO SUBSCRIBERS BY MEMBERS
WILL NECESSARILY REFLECT THE OPINIONS OF THE SUBSCRIBER.
PRMA
neither endorses nor takes responsibility for any products, goods or services
offered by outside vendors through our services or advertised on our system.
SYSTEMS
RELIABILITY AND FORCE MAJEURE
PRMA will make every effort to keep its services available 24 hours a
day, seven (7) days a week and to maintain saved information. However,
due to technical failures, acts of God or routine maintenance, availability
may be limited and/or information may be lost. PRMA shall not be liable
for lost information or non-availability of the services.
Except
as to payment obligations, neither party shall be liable or considered
in default under this Agreement when the delay of performance is caused
by circumstances beyond its reasonable control and occurring without its
fault or negligence, including failure of suppliers, licensors, subcontractors,
and carriers, acts of civil or military authorities, national emergencies,
fire, flood, acts of God, insurrection, and war, provided the party involving
this Section immediately provides notice thereof to the other and does
everything reasonably possible to resume its performance thereunder.
TERMINATION
AND GENERAL PROVISIONS
Your subscription will continue until terminated by PRMA or until you
notify PRMA by telephone, electronic mail, or via means provided within
the service of your decision to terminate your subscription. PRMA may
discontinue or change its services, or its availability to you, at any
time, and you may always terminate your subscription at any time. This
Agreement is personal to you, and you may not assign your rights or obligations
to anyone.
If
you elect to cancel your subscription, the cancellation will be effective
on your next monthly subscription anniversary date. The monthly subscription
anniversary date is the day-of-the-month on which you subscribed to the
service. Annual subscribers will receive a pro-rata refund for any unused
portion of the subscription, (from the effective date of cancellation
to the normal end date of the subscription.) This pro-rata amount will
be credited to the credit card to which your subscription is charged,
on the effective cancellation date. There is no pro-rata refund if your
subscription is paid on your behalf by a Sponsoring Organization.
Subscribers
and Members who use foul language, communicate inappropriately, download
material for any use other than personal, fail to pay or attempt to subvert
the PRMA system and/or services shall have their accounts terminated without
compensation.
Neither
failure or delay on the part of any party to exercise any right, remedy,
power or privilege hereunder nor course of dealing between the parties
shall operate as a waiver thereof, or of the exercise of any other right,
remedy, power or privilege. No term of this Agreement shall be deemed
waived, and no breach consented to, unless such waiver or consent shall
be in writing and signed by the party claimed to have waived or consented.
No waiver of any rights or consent to any breaches shall constitute a
waiver of any other rights or consent to any other breach.
USER
ACCOUNT, PASSWORD AND INFORMATION
User shall be responsible for maintaining the confidentiality of its User
account and password and shall be responsible for any and all transactions
by users given access to such account or password and any and all consequences
of use or misuse of such account and password. User agrees that all employees,
agents, representatives, affiliates, partners and others having access
to the account and/or password shall (i) agree in advance to be bound
by the terms and conditions of this Agreement, and (ii) be vested by User
with the authority to use the Service and legally bind User, including
without limitation with respect to payments and transactions. User shall
be responsible for all actions by such employees, agents, representatives,
affiliates, partners and others, including but not limited to former employees
and former partners and shall indemnify PRMA for such actions as set forth
herein. PRMA reserves the right to impose additional conditions and restrictions
upon multi-user accounts, including without limitation: (i) requiring
that each individual having access to an account separately register and
obtain a sub-account and password, and (ii) requiring an administrator
to be appointed for the account. User agrees to notify PRMA immediately
of any unauthorized use of any password or account or any other breach
of security regarding the Service of which User has knowledge.
User
agrees to provide current, complete and accurate information ("Registration
Information") during the process of registration with, and use of,
the Service and to update such information to keep it current, complete
and accurate. PRMA shall have the right to use the Registration Information
for such uses as reasonably required or advisable for the Service, including
but not limited to sharing such Registration Information with our business
partner(s) as set forth in PRMA' Privacy Policy, the terms of which are
hereby incorporated into this Agreement by reference. User agrees that
PRMA shall have the right to remove from the Service or take any other
action with respect to the Registration Information deemed appropriate
in PRMA's sole discretion, including but not limited to: (a) comply with
legal process; (b) enforce this Agreement; (c) respond to claims that
any Content violates the rights of third parties; or (d) protect the rights,
property or personal safety of PRMA, its users and the public.
If
the User is subject to The European Union Data Protection Directive, or
national laws implementing the Directive, User hereby freely consents
to the transfer of information outside of the European Union to the United
States and other countries and use of such information by PRMA as contemplated
herein, including without limitation as set forth in PRMA' Privacy Policy.
NO
SOLICITATION
You shall not distribute on or through this Web Site any content or material
containing any advertising, solicitation for goods, services or funds
or solicitation for others to become members of any enterprise or organization
without the express written permission of PRMA.
Notwithstanding
the foregoing, in any interactive areas of this Web Site, where appropriate
you a) may list along with your name, address and email address, your
own web site's URL and b) may recommend third party Web sites, goods or
services so long as you have no financial interest in and receive no direct
or indirect benefit from such recommended Web site, product or service
or its recommendation. In no event may any person or entity solicit anyone
with data retrieved from this Web Site.
ADVERTISERS
This Web Site may contain advertising and sponsorship. Advertisers and
sponsors are responsible for ensuring that material submitted for inclusion
on this Web Site is accurate and complies with applicable laws. PRMA will
not be responsible for the illegality of or any error or inaccuracy in
advertisers' or sponsors' materials or for the acts or omissions of advertisers
and sponsors.
ERRORS
AND CORRECTIONS
PRMA does not represent or warrant that this Web Site will be error-free,
free of viruses or other harmful components, or that defects will be corrected
or that it will always be accessible. PRMA does not warrant or represent
that the information available on or through this Web Site will be correct,
accurate, timely, or otherwise reliable. PRMA may make improvements and/or
changes to its features, functionality or Content at any time.
THIRD
PARTY CONTENT
Third party content may appear on this Web Site or may be accessible via
links from this Web Site. PRMA shall not be responsible for and assumes
no liability for any infringement, mistakes, misstatements of law, defamation,
slander, libel, omissions, falsehood, obscenity, pornography or profanity
in the statements, opinions, representations or any other form of content
contained in any third party content appearing on this Web Site. You understand
that the information and opinions in the third party content is neither
endorsed by nor does it reflect the belief of PRMA.
ATTORNEYS
ETHICS NOTICE
If you are an attorney participating in any aspect of this Web Site, including
but not limited to message boards, chat rooms or email forums, you acknowledge
that the Rules of Professional Conduct of the jurisdictions where you
are licensed ("Rules") apply to all aspects of your participation
and that you will abide by these Rules. These Rules include, but are not
limited to, the rules relating to advertising, solicitation of clients,
unauthorized practice of law, and misrepresentations of fact. PRMA disclaims
all responsibility for your compliance with these Rules. You further agree
and acknowledge that when you participate in any chat area on this Web
Site, including but not limited to the message boards, that you will not
offer legal advice, but will only provide general information.
INDEMNIFICATION
Subscriber agrees to indemnify, defend and hold harmless PRMA, its officers, directors,
employees, agents, licensors, suppliers, Peer Review Board Members and any third party information providers to the Web Site from and against all losses, expenses, damages
and costs, including reasonable attorneys' fees, resulting from actions
taken as a result of information gained through PRMA and/or as a result
of any violation of these Terms and conditions by you.
UNLAWFUL
ACTIVITY
PRMA reserves the right to investigate complaints or reported violations
of our Terms and conditions and to take any action we deem appropriate
including but not limited to reporting any suspected unlawful activity
to law enforcement officials, regulators, or other third parties and disclosing
any information necessary or appropriate to such persons or entities relating
to user profiles, e-mail addresses, usage history, posted materials, IP
addresses and traffic information.
COMPLIANCE
WITH THE LAWS
User, and not PRMA, shall be responsible for compliance with all laws,
regulations and ordinances connected with all aspects of User's use of
the PRMA Services. User shall not use the Service for any illegal purpose
in violation of any local, state, federal or international law. User must
provide all required and appropriate warnings, information and disclosure,
comply with all applicable laws and regulations, and take all other required
and appropriate actions (collectively, "Information and Actions")
in connection with the User's use of the Service. If the Service does
not provide adequate facility or features for User to provide such Information
and Actions, then the User shall not use the Service.
REMEDIES
FOR VIOLATIONS
PRMA reserves the right to seek all remedies available at law and in equity
for violations of these Terms and conditions, including but not limited
to the right to block access from a particular Internet address to this
Web Site and any other Provider Web sites and their features.
GOVERNING
LAW AND JURISDICTION
The Terms and Conditions, This Agreement, your rights and obligations,
and all actions contemplated by this Agreement, shall be governed by and
construed in accordance with the laws of the State of Florida and any
action arising out of or relating to these terms shall be filed only in
state or federal courts located in Florida and you hereby consent and
submit to the personal jurisdiction of such courts for the purpose of
litigating any such action. If any provision in this Agreement is held
invalid or unenforceable under applicable law, the remaining provisions
shall continue in full force and effect.
PRIVACY
Your use of this Web Site is subject to PRMA's Privacy
Policy.
MODIFICATION
OF TERMS AND CONDITIONS
PRMA reserves the right to change these Terms and Conditions at any time.
Updated versions of the Terms and Conditions will appear on this Web Site
and are effective immediately. You are responsible for regularly reviewing
the Terms and Conditions. Continued use of this Web Site after any such
changes constitutes your consent to such changes.
I HAVE READ AND UNDERSTAND THIS SUBSCRIBER/MEMBER AGREEMENT
AND AGREE TO BE BOUND BY ALL OF THE TERMS.
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