GENERAL TERMS OF SERVICE
FOR THE USER OF THE LIMSfinder.com SITE
IMPORTANT! READ THIS ENTIRE AGREEMENT CAREFULLY.
THESE ARE THE TERMS AND CONDITIONS GOVERNING YOUR USE OF THE LIMSfinder.COM WEBSITE AND OUR SERVICES.
WELCOME to the LIMSfinder.com website available at and under the domain name limsfinder.com (the "LIMSfinder Site") and such other or successor domain names as may be operated, acquired or used from time to time by the Laboratory Informatics Institute, Inc. ("LiMStitute"). This General Terms of Service Agreement (this "Agreement") sets forth the terms and conditions governing your use of the LIMSfinder Site and your access to and use of the information, content and services offered on the LIMSfinder Site (which, collectively with the LIMSfinder Site, constitute the "Services"). By accessing or using the LIMSfinder Site or any of LiMStitute’ Services, you accept and agree to be legally bound by this Agreement, as it may be amended or supplemented from time to time (as further described below), and agree to all operating rules and/or policies of LiMStitute and the Services that may be published by LiMStitute on the LIMSfinder Site. All these rules and policies are incorporated into this Agreement by this reference. LiMStitute has other operating rules and policies relating to the LIMSfinder Site and the Services generally. Further, certain areas of the LIMSfinder Site may require registration and/or be subject to additional terms and conditions of use; and LiMStitute will provide you with notice of such additional terms and conditions on registration.
IF YOU DO NOT ACCEPT THIS AGREEMENT, YOU MAY NOT ACCESS THE LIMSFINDER SITE OR USE THE SERVICES.
1. LiMStitute Reserves the Right to Revise this Agreement. LiMStitute reserves the right, at any time and from time to time, to update, revise, supplement and to otherwise modify this Agreement, and to impose new or additional rules, policies, terms or conditions on your use of the Services. Such updates, revisions, supplements, modifications and additional rules, polices, terms and conditions (collectively referred to in this Agreement as "Additional Terms") shall be effective immediately and incorporated into this Agreement upon notice thereof, which may be given by any reasonable means including by posting to the LIMSfinder Site. Your continued use of the LIMSfinder Site following such notice shall be deemed to conclusively indicate your acceptance of any and all such Additional Terms. All Additional Terms are hereby incorporated into this Agreement by this reference.
2. LiMStitute May Revise or Terminate Any Part of the Services at Any Time. LiMStitute reserves the right, at any time and from time to time, to modify or discontinue, temporarily or permanently, the Services, with or without notice and in its sole discretion. This includes the right to modify, discontinue or remove any content, postings, links, pages, services, or other materials at any time and for any reason. You agree that LiMStitute shall not be liable to you for any modification, general suspension or discontinuance of any Services. LiMStitute may, in its sole discretion, refuse or restrict anyone from access to any or all of the Services at any time.
3. Acceptable Use of the Services. In order to use the Services, you must obtain access to the World Wide Web directly or through devices that access web-based content and pay any and all service fees associated with such access.
(a) Individual Use. You agree that you are only authorized to visit, view and to retain a single copy of pages of this LIMSfinder Site solely for your own individual use, and that you shall not duplicate, download, publish, modify or otherwise distribute any material on this LIMSfinder Site for any purpose other than for your own individual use unless otherwise specifically authorized by LiMStitute. We post legal notices and various credits on pages of the LIMSfinder Site, which may not be removed even in your permitted copy. You shall not remove these notices or credits, or any additional information contained along with the notices and credits.
(b) Not Applicable
(c) Not Applicable
(d) Security, Cracking and Hacking. You shall not violate or attempt to violate the security of the Services. Accordingly, you shall not: (i) access data or materials not intended for you; (ii) log into a server or account which you are not authorized to access; (iii) attempt to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; or (iv) attempt to interfere with service to any user, host or network, including without limitation, via means of submitting a virus to the Services, overloading, "flooding", "mailbombing" or "crashing" the Services. Violations of system or network security may result in civil or criminal liability. LiMStitute reserves the right to investigate occurrences which may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who have participated in such violations. You understand that data and communications, including e-mail and other electronic communications, may be accessed by unauthorized third parties when communicated over the Internet. You agree that it is your responsibility, and not LiMStitute’, to obtain and use third party software products that support encryption and other security protocols compatible with such protocols (if any) that may be used by LiMStitute from time to time in connection with the Services.
(e) You Are Responsible For All of Your Activities and All of The Content You Post. You represent and warrant that any and all information you post or provide to LiMStitute by means of this LIMSfinder Site, including, without limitation, as part of any registration or application or to gain access to any Services, is true, accurate, not misleading and offered in good faith. Any information disclosed to you via the Services may be used only for its intended purpose. LiMStitute expects that you will exercise caution, good sense and proper judgment in using the Services. You agree NOT to use the Services for, or in connection with, any of the following activities:
i) Spoofing or otherwise impersonating any person or entity, including, without limitation, any other users or any of LiMStitute’ personnel, or falsely stating or otherwise misrepresenting your identity or affiliation in any way, or forging any TCP/IP packet header or any part of the header information in any e-mail or other posting.
ii) Any fraudulent or illegal purpose, or any use which violates the accepted norms of the Internet community, whether or not expressly mentioned in this Policy, as well as any activity that could damage LiMStitute’ commercial reputation and goodwill or the commercial reputation and good will of its vendors and customers;
iii) E-mailing, uploading, or otherwise transmitting or using the Services in furtherance of the use or distribution of any unlawful, harmful, harassing, defamatory, tortious, libelous, abusive, threatening, vulgar, sexually explicit, obscene, hateful, racially, ethnically or otherwise objectionable material of any kind, or any material that is invasive of another’s privacy or exploits children, or transmitting any sexually explicit materials, including images and other content; and
iv) Transmitting material that contains viruses, Trojan horses, worms, time bombs, cancelbots or other computer programming routines or engines that are intended to damage, destroy, disrupt or otherwise impair a computer’s functionality or the operation of LiMStitute’ (or anyone else’s) Services, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or information, or transmit any materials that otherwise violate LiMStitute’ rules or policies.
(f) Do Not Violate Third Party Intellectual Property Rights. Without limiting the foregoing, you may not, and by using the Services you agree not to, use the Services to: (i) transmit material that is copyrighted, unless you are the copyright owner or have obtained the permission of the copyright owner to transmit it; (ii) transmit material that reveals trade secrets, unless you own them or have the permission of the owner to so transmit them; or (iii) transmit material that infringes on any Intellectual Property Rights (as defined below) of others or violates the privacy or rights of publicity of others. For purposes of this Agreement, the term "Intellectual Property Rights" means collectively, rights under patent, trademark, copyright and trade secret laws, and any other intellectual property or proprietary rights recognized in any country or jurisdiction worldwide, including, without limitation, moral rights and similar rights.
(g) Ownership. All content published on this site is licensed under the following license:
Except where otherwise noted, the content provided on this site is licensed under a Creative Commons Attribution-NoDerivs 2.5 License.
(h) Termination. LiMStitute may and will terminate your service immediately, if, in its sole discretion, LiMStitute believes that your conduct fails to conform with this Section 3 (Acceptable Use of the Services) or this Agreement. Without limiting the foregoing, if you use, or attempt to use the Services for any purposes other than its intended purposes (including without limitation by tampering, hacking, modifying or otherwise corrupting the security or functionality of the Services), you may also be subject to civil and criminal liability.
4. Compliance with Laws. You may use the Services only for lawful purposes. The Services are subject to, and you agree that you shall at all times comply with, all applicable local, state, national, and international laws, statutes, rules, regulations, ordinances and the like applicable to the use of the Services. This obligation includes your agreement to comply with all applicable laws, including without limitation, insurance industry-specific regulations and rules relating to the export of technical and other data from the United States (and from your country if you are not located in the United States) and your agreement not to export or re-export any such data or any other content or materials in violation of such laws, rules or regulations without first obtaining all necessary licenses, consents and approvals therefore, as well as authorization therefore from LiMStitute.
5. Your Access to Certain Services. You understand that certain Services on the LIMSfinder Site may include materials and information from third parties, and you acknowledge and agree that LiMStitute has minimal control over such information. Accordingly, LiMStitute cannot guarantee, represent or warrant that the content contained in the LIMSfinder Site is accurate, appropriate to you, and/or inoffensive.
6. LiMStitute Makes No Warranties.
(a) Warranty Disclaimer. YOU USE THE SERVICES AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR NON-MISAPPROPRIATION OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, ACCURACY OF INFORMATIONAL CONTENT, OR SYSTEM INTEGRATION. WE DO NOT WARRANT THAT THE SITE WILL BE AVAILABLE OR OPERATE IN AN UNINTERRUPTED OR ERROR-FREE MANNER OR THAT ERRORS OR DEFECTS WILL BE CORRECTED. Some jurisdictions do not allow exclusion of implied warranties, so the above exclusions may not apply to you.
(b) General Information; No Legal Advice. The information contained in this Agreement is provided solely for general informational purposes and is not intended to be a contract, a solicitation or an offer to sell in connection with any product or service, nor is the information a complete description of all terms, conditions and exclusions applicable to the products and services described. The product and service descriptions on the site are included for the sole purpose of providing a general reference tool concerning the nature and type of products and services available from LiMStitute. The descriptions are not intended to be relied upon by customers or by potential customers. For complete descriptions of the terms and conditions of products or services, please contact LiMStitute directly. The information contained on this site is intended to provide only a general overview of the materials discussed. It is not intended to establish any professional standards nor is it intended to serve as legal advice regarding any particular situation. Competent professional counsel should be consulted for any legal planning and advice. Products and services referenced herein may not be available in all jurisdictions.
7. Limitation of Liability. YOU EXPRESSLY UNDERSTAND AND AGREE THAT LiMStitute SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT OR THE USE OF THE SERVICES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF LiMStitute HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). TO THE EXTENT THE FOREGOING LIMITATION OF LIABILITY IS, IN WHOLE OR IN PART, HELD TO BE INAPPLICABLE OR UNENFORCEABLE FOR ANY REASON, THEN THE AGGREGATE LIABILITY OF LiMStitute FOR ANY REASON AND UPON ANY CAUSE OF ACTION (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE, STRICT LIABILITY AND OTHER ACTIONS IN CONTRACT OR TORT) ARISING OUT OF OR IN ANY WAY RELATED TO THE LIMSFINDER SITE OR THIS AGREEMENT SHALL BE LIMITED TO DIRECT DAMAGES ACTUALLY INCURRED UP TO TWO HUNDRED FIFTY DOLLARS ($250).
THE LIMITATION OF LIABILITY HEREIN APPLIES TO ALL LIABILITIES IN THE AGGREGATE, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM YOUR USE OR YOUR INABILITY TO USE THE LIMSFINDER SITE, OR ANY OTHER MATTER ARISING FROM OR RELATING TO THE SITE. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
8. Indemnity of LiMStitute. You agree to indemnify and hold LiMStitute harmless, and, at LiMStitute’ request, to defend LiMStitute from and against any claim, demand, cause of action, debt, loss or liability, including reasonable attorneys’ fees, to the extent that such action is based upon, arises out of, or relates to your use (or inability to use) the Services or any other activities of yours accomplished using the Services.
9. Dispute Resolution. If a dispute arises out of or relates to the Services or this Agreement or its breach (with the exception of rights to injunctive relief with respect to Intellectual Property Rights and obligations with respect to confidentiality), and the parties have not been successful in resolving the dispute through direct negotiation, then the dispute will be resolved in binding arbitration as follows: (i) the arbitration will be administered by the American Arbitration Association under its Commercial Arbitration Rules; (ii) any judgment on the award rendered by the arbitrator(s) may be entered in any court of competent jurisdiction; (iii) the location of the arbitration will be Atlanta, Georgia and (iv) the parties will have the right to take discovery of the other party by any method allowed by the Federal Rules of Civil Procedure. The arbitrator(s) will each be a natural person who has never been employed (either as an employee or as an independent consultant) by either of the parties, or any parent, subsidiary or affiliate thereof, and will be familiar with the software industry. The arbitrator(s) may upon request exclude from use in the arbitration proceeding any evidence not made available to the other party pursuant to a proper discovery request. The arbitrator(s) will issue a reasoned award. The cost of the arbitration will be borne equally by the parties pending the award. Upon the decision of the arbitrator(s), the prevailing party will be entitled to receive from the other party its reasonable attorneys’ fees and costs. The parties, their representatives, other participants, the arbitrator(s) and the administrator(s) of the arbitration will hold in confidence the existence, content and outcome of the arbitration.
10. Choice of Law and Forum. The Services are controlled by LiMStitute from within the State of Georgia, although it may be accessed and used throughout the world. By accessing or using the Services, you and LiMStitute each agree that the substantive laws of the State of Georgia, will govern with respect to all matters relating to or arising from this Agreement, or the use (or inability to use) the Services, and that such laws will apply without regard to principles of conflict of laws. Subject to the dispute resolution procedures set forth above, you and LiMStitute agree and hereby submit to the exclusive jurisdiction and venue of the appropriate State and Federal courts located in the State of Georgia with respect to such matters. Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the Services must be filed or otherwise commenced within one (1) year after such claim or cause of action arose or be forever barred.
11. Miscellaneous Terms. Subject to the terms of Section 9 of this Agreement and LiMStitute’ other operating rules and policies for the LIMSfinder Site, this Agreement constitutes the entire agreement between you and LiMStitute with respect to the subject matter addressed herein, and governs your use of the Services, superseding any prior agreements between you and LiMStitute relating to such subject matter, but this Agreement may be supplemented by any other agreement you enter into with LiMStitute pursuant to a registration to access certain features of the LIMSfinder Site. The failure of LiMStitute to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and that the other provisions of this Agreement remain in full force and effect. The section headings used in this Agreement are for convenience only and have no legal or contractual effect.
Without limiting the foregoing, LiMStitute’ Services at the LIMSfinder Site are not intended for use by or availability to minors. IF YOU ARE NOT LEGALLY AN ADULT UNDER THE LAW WHERE YOU LIVE OR IF YOU ARE UNDER 13 YEARS OF AGE, YOU MAY NOT ACCESS THE LIMSFINDER SITE OR USE THE SERVICES. IF SO, PLEASE IMMEDIATELY DISCONTINUE USE OF THE SERVICES AND DO NOT ACCESS THE LIMSFINDER SITE.
YOU HAVE READ AND BY USING OR ACCESSING THIS SITE, AGREE TO BE LEGALLY BOUND BY ALL OF THE FOREGOING TERMS AND CONDITIONS.