Last Revised: 05 Jan 2020
- AN ARBITRATION PROVISION;
- A WAIVER OF RIGHTS TO BRING A CLASS ACTION AGAINST US; AND
- a release by you of all claims for damage against us that may arise out of your use of the Services. By using any of THE SERVICES, you agree to THESE PROVISIONS.
I. PROGNICA DOES NOT PROVIDE MEDICAL ADVICE AND IS NOT A HEALTH CARE PROVIDER
Prognica provides an image analysis platform that enables you to analyze your medical scans (“Scan”) using our proprietary algorithms with deep learning based technologies combined with large-scale medical image data, The content, information and materials provided by your use of any of the Services are intended to be a general information resource in regard to the subject matter covered, but is provided solely on an “as-is” and “as available” basis as noted below. Prognica is not engaged in rendering medical or similar professional services or advice via the Services, and any and all information provided is not intended to replace medical advice offered by a physician or other professional health care provider. If you desire or need such services or advice, you should consult a professional health care provider. You should not change your health behaviors on the basis of any information obtained through our Services. Always seek the advice of qualified health provider with any questions you may have regarding a medical condition. Never disregard professional medical advice or delay in seeking it because of something you have read or seen on our Services. We do not guarantee that the content or products available through the Services are safe and proper for every individual. The Services work with existing medical Scans and we do not ask or imply that you need to obtain a specific scan in order to use the Services. You should not construe Prognica’s publication of any content on Services as an endorsement by Prognica of the views expressed herein, or any warranty or guarantee of any strategy, recommendation, treatment, action or application of medication or preparation made by the author of the content. Reliance on any information provided through the Services is solely at your own risk.
You acknowledge and agree that Prognica is not a health care provider and that we do not provide any medical care, advice, opinion, diagnosis or treatment for any medical conditions, and that no doctor-patient relationship is, or will be, established between Prognica and you as a result of your use of the Services or otherwise. If the analysis results you obtain via our Services shows any potential abnormality in the Scans or if you have any questions regarding such analysis, you should consult your health care professional. If no abnormality in the Scans is detected by our Services, it does not mean that you do not have the specific condition that was analyzed, or that you are healthy, because our Services do not cover all possible diseases and are not error-free. The information that you choose to share with your health care professional may become part of your medical record and through that route be accessible to other health care providers and/or insurance companies in the future.
The Website may contain health- or medical-related materials of certain human organs and/or systems that may be explicit. If you find these materials offensive, you may not want to use our Website.
IF YOU HAVE BEEN DIAGNOSED WITH A SPECIFIC MEDICAL CONDITION OR ARE HAVING A MEDICAL EMERGENCY, DO NOT USE THE SERVICES. CONTACT YOUR HEALTH CARE PROFESSIONAL OR CALL THE EMERGENCY TELEPHONE NUMBER FOR YOUR LOCAL AREA IMMEDIATELY.
- what information we may collect about you;
- what we use that information for;
- what third-party information, if any, you are agreeing to share by using the Services; and
- with whom we share that information.
II. ELIGIBILITY; ACCOUNT REGISTRATION
To register and create an account (a “User Account”) for Prognica to use the Services, you must be at least 18 years of age and capable of forming a binding contract with Prognica and are not barred from using the Services under applicable laws.
You do not need to create a User Account to visit the public pages of Prognica; however, you do need a User Account to access the pages through which you will be able to upload and analyze your Scans and to use other Services. You may create a User Account by completing the registration process set forth on the Website. You are responsible for providing and maintaining your accurate contact information, which may include name, affiliation, contact information, payment information, professional license and/or certificate information and other account information. If you do not, we might have to suspend or terminate your User Account.
Telephone calls and email correspondence with Prognica may be recorded or monitored.
You (and your authorized staff, if any) are the sole authorized user of your User Account. You are responsible for maintaining the confidentiality of any password and account number provided by you or Prognica for accessing the Services. You are solely and fully responsible for all activities that occur under your password or account, whether or not you know about them. Prognica has no control over the use of your or any User Account and expressly disclaims any liability derived therefrom. Should you suspect that any unauthorized party may be using your password or account or you suspect any other breach of security, you will cease all use and contact Prognica immediately by emailing email@example.com.
III. TERMS APPLICABLE TO THE SERVICES AND CONTENT
You acknowledge and agree that the Services and Prognica Content are protected by intellectual property, copyright, trademark, and other laws of applicable countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or Prognica Content. Subject to your ownership rights in any User Content, you acknowledge and agree that the Services and Prognica Content are the confidential and proprietary information of Prognica and its licensors, and accordingly you agree to (i) maintain the confidentiality of such information using reasonable efforts and care (but in no event less than the same efforts and care you use to protect your own confidential and proprietary information) and not disclose such information to any third party without the prior written consent of Prognica, and (ii) only use such information for the purposes of using the Services and Prognica Content provided by Prognica hereunder.
Feedback and Improvements
We welcome feedback, comments and suggestions for improvements to the Services. Any and all (a) suggestions for correction, change and modification to the Services and other feedback (including but not limited to quotations of written or oral feedback), information and reports provided to Prognica by you (collectively “Feedback”), and all (b) improvements, updates, modifications or enhancements, whether made, created or developed by Prognica or otherwise relating to the Services (collectively, “Revisions”), are and will remain the property of Prognica. You acknowledge and expressly agree that any contribution of Feedback or Revisions does not and will not give or grant you any right, title or interest in the Services or in any such Feedback or Revisions, in the form of ownership, license or otherwise. All Feedback and Revisions become the sole and exclusive property of Prognica and Prognica may use and disclose Feedback and/or Revisions in any manner and for any purpose whatsoever without further notice or compensation to you and without retention by you of any proprietary or other right or claim. You hereby assign to Prognica any and all right, title and interest (including, but not limited to, any patent, copyright, trade secret, trademark, show-how, know-how, moral rights and any and all other intellectual property right) that you may have in and to any and all Feedback and Revisions. At Prognica’s request, you will execute any document, registration or filing required to give effect to the foregoing assignment at Prognica’s cost and expense.
Rights in User Content Granted by You
As a condition of your use of the Services, you hereby grant to Prognica a non-exclusive, transferable, irrevocable, sublicensable, worldwide, perpetual (or for the whole duration of protection of intellectual property rights on the Feedback and Revision), royalty-free, fully paid license under your User Content, including Metadata (but not the actual Scan images) to (i) access, use, transmit, copy, modify, analyze, process, adapt, create derivative works based upon, publicly display and distribute your User Content, including Metadata (but not the actual Scan images) solely in connection with operating and to perform other such activities that would be necessary to provide the Services to you, and (ii) use, reproduce, store, modify, transmit, display, distribute, adapt, process and analyze your User Content, including Metadata (but not the actual Scan images) in a non-personally identifying manner solely to conduct analytics and research and to develop and improve Prognica’s services.
WE RESERVE THE RIGHT TO REMOVE ANY CONTENT, MATERIAL, OR SUBMISSION THAT WE DETERMINE IN OUR SOLE DISCRETION VIOLATES ANY LAW OR RIGHT OF ANY PERSON, INFRINGES THE RIGHTS OF ANY PERSON, OR IS OTHERWISE INAPPROPRIATE FOR POSTING ON THE WEBSITE OR SERVICES, INCLUDING IN THE FORUMS.
All Scans will be automatically deleted within 24 hours of your submission to the Website. With respect to any other User Content, you have the right to request that any such User Content be removed and deleted from the Website and our servers by sending us an email at firstname.lastname@example.org to make such request. However, pursuant to applicable law, where it would be strictly necessary for us to retain some of your User Content, such User Content may not be completely removed and deleted and copies of only such User Content may continue.
Rights in Content Granted by Prognica
Notwithstanding the above, any rights granted by Prognica to you does not include and explicitly excludes any right to publish or present, oral, written or otherwise, the Prognica Contents, other than User Content, without Prognica’s prior written consent.
You agree to the following:
- you will only use the Services for lawful purposes;
- you will not use the Services for sending or storing any unlawful material or for fraudulent purposes or to engage in any illegal, offensive, indecent or objectionable conduct;
- you will not use the Services to advertise, solicit or transmit commercial advertisements, including “spam”;
- you will not use the Services to cause nuisance, annoyance or inconvenience;
- you will not impair the proper operation of the network;
- you will not try to harm the Services in any way whatsoever;
- you will not copy, or distribute the Services or Prognica Content without written permission from the Prognica;
- you will only use the Services for your own use and will not resell it to a third party;
- you will only provide Scans that do not include any personally identifiable data, including without limitation any protected health information (“PHI”) as defined under HIPAA in Section 160.103;
- you will keep secure and confidential your account password or any identification we provide you which allows access to the Services; and
- you will provide us with whatever proof of identity we may reasonably request.
You agree to protect the Services, and their proprietary content, information and other materials, from any unauthorized access or use, and you agree that you will not use the Services or such proprietary content, information or other materials except as expressly permitted herein or expressly authorized in writing by Prognica.
Except as specifically permitted herein or expressly authorized in writing by Prognica, you agree that you will not directly or indirectly:
- distribute, sell, assign, encumber, transfer, rent, lease, loan, sublicense, modify, time-share or otherwise exploit the Services in any unauthorized manner, including but not limited to by trespass or burdening network capacity;
- use the Services in any service bureau arrangement;
- copy, reproduce, adapt, create derivative works of, translate, localize, port or otherwise modify the Services, any updates, or any part thereof in any form or manner or by any means;
- harvest or scrape any content or data from the Service, or
- permit any third party to engage in any of the acts described in clauses (i) through (iv).
You further understand and agree that you are not permitted to:
- remove or alter any copyright or other proprietary rights’ notice or restrictive rights legend contained or included in the Services;
- decompile, disassemble, reverse compile, reverse assemble, reverse translate or otherwise reverse engineer any part of the Services, any updates, or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by the licensing terms governing use of any open sourced components included with the Services);
- use any means to discover the source code of any portion of the Services; or
- otherwise circumvent any functionality that controls access to or otherwise protects the Services.
Any attempt to do any of the foregoing is a violation of the rights of Prognica and its licensors. If you breach these restrictions, you may be subject to prosecution and damages. You further agree not to use the Services in any manner to harass, abuse, stalk, threaten, defame or otherwise infringe or violate the rights of any other party, and that Prognica is not in any way responsible for any such use by you, nor for any harassing, threatening, defamatory, offensive or illegal messages or transmissions that you may receive as a result of using the Services.
IV. THIRD PARTY SERVICES AND MATERIALS
Certain Services may display, include or make available content, data, information, applications or materials from third parties (“Third Party Materials”) or provide links to certain third party web sites. By using the Services, you acknowledge and agree that Prognica is not responsible for examining or evaluating the content, accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such Third Party Materials or websites. Prognica does not warrant or endorse and does not assume and will not have any liability or responsibility to you or any other person for any third-party services, Third Party Materials or websites, or for any other materials, products, or services of third parties. Third Party Materials and links to other web sites are provided solely as a convenience to you.
In addition, third party services and Third Party Materials that may be accessed from, displayed on or linked to from the Services are not available in all languages or in all countries. Prognica makes no representation that any third party services and Third Party Materials are appropriate or available for use in any particular location. To the extent you choose to access such services or Third Party Materials, you do so at your own initiative and are responsible for compliance with any applicable laws, including but not limited to applicable local laws.
V. DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY.
YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS OF THE SERVICE OR CONTENT. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE SERVICES AND CONTENT ARE AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES (INCLUDING, WITHOUT LIMITATION, ANY THIRD PARTY MATERIALS, THIRD PARTY SOFTWARE OR SERVICES) AND CONTENT ARE PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND PROGNICA HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE SERVICE OR CONTENT (INCLUDING THE USE, PERFORMANCE AND SUPPORT THEREOF), EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, TITLE OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, INTERFERENCE WITH ENJOYMENT, COMPLETENESS, INTEGRATION, FREEDOM FROM DEFECTS OR DISABLING DEVICES, UNINTERRUPTED USE AND ALL WARRANTIES IMPLIED FROM ANY COURSE OF DEALING OR USAGE OF TRADE. PROGNICA DOES NOT WARRANT THAT (I) THE SERVICES OR CONTENT WILL MEET YOUR REQUIREMENTS, (II) OPERATION OF THE SERVICES OR CONTENT WILL BE UNINTERRUPTED OR VIRUS- OR ERROR-FREE, (III) THAT THE SERVICES WILL OPERATE OR BE COMPATIBLE WITH ANY OTHER APPLICATION OR ANY PARTICULAR SYSTEM OR DEVICE, OR (IV) DEFECTS IN THE SERVICES OR CONTENT WILL BE CORRECTED. ANY ORAL OR WRITTEN ADVICE PROVIDED BY PROGNICA OR ITS AUTHORIZED AGENTS WILL NOT BE DEEMED TO CREATE ANY WARRANTY. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY PROGNICA OR ITS AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES SO SOME OR ALL OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
VI. ARBITRATION AND CLASS ACTION WAIVER
This Section includes an arbitration agreement and an agreement that all claims will be brought only in an individual capacity (and not as a class action or other representative proceeding). Please read it carefully. You may opt out of the arbitration agreement by following the opt out procedure described below.
Informal Process First. You agree that in the event of any dispute between you and Prognica, you will first contact Prognica and make a good faith sustained effort to resolve the dispute before resorting to more formal means of resolution, including without limitation any court action.
If you wish to begin an arbitration proceeding, after following the informal dispute resolution procedure, you must send a letter requesting arbitration and describing your claim to Prognica Labs, PO Box 124 971, Dubai, United Arab Emirates.
The arbitrator, and not any federal, state, or local court, will have exclusive authority to resolve any dispute relating to the interpretation, applicability, unconscionability, arbitrability, enforceability, or formation of this arbitration agreement, including any claim that all or any part of this arbitration agreement is void or voidable. However, the preceding sentence will not apply to the “Class Action Waiver” section below.
If you do not want to arbitrate disputes with Prognica, you may opt out of this arbitration agreement by sending an email to email@example.com within thirty (30) days of the first of the date you access or use the Service.
Class Action Waiver
Any Claim must be brought in the respective party’s individual capacity, and not as a plaintiff or class member in any purported class, collective, representative, multiple plaintiff, or similar proceeding (“Class Action”). The parties expressly waive any ability to maintain any Class Action in any forum. If the Claim is subject to arbitration, the arbitrator will not have authority to combine or aggregate similar claims or conduct any Class Action nor make an award to any person or entity not a party to the arbitration. Any claim that all or part of this Class Action Waiver is unenforceable, unconscionable, void, or voidable may be determined only by a court of competent jurisdiction and not by an arbitrator. The parties understand that any right to litigate in court, to have a judge or jury decide their case, or to be a party to a class or representative action, is waived, and that any claims must be decided individually, through arbitration.
If this class action waiver is found to be unenforceable, then the entirety of the Arbitration Agreement, if otherwise effective, will be null and void. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. If for any reason a claim proceeds in court rather than in arbitration, you and Prognica each waive any right to a jury trial.
VIII. GENERAL PROVISIONS