Last modified 23rd May 2019.
Welcome to the POISE-3 BP application (the “App”). Please read these Terms and Conditions (the “Terms”) and our Privacy Policy carefully because they govern your use of the App. By using the App, you agree to be bound by these Terms and the Privacy Policy.
Population Health Research Institute (“PHRI”), the sponsor of the multi-centre clinical trial entitled PeriOperative ISchemic Evaluation-3 (POISE-3)(the “Study”), owns all right, title and interest in and all intellectual property associated with the Study Protocol. Dr. Jason Koerber (“Dr. Koerber”), one of the principal investigators for the Study, has created and developed the App as a tool to assist Study personnel in making decisions, including pertaining to the prescription of medicine for patients enrolled in the Study. Both PHRI and Dr. Koerber (“Licensors”) have agreed to the App being available for use during the Study by Study Principal Investigators, investigators and Study personnel (“Study Personnel”).
For purposes of these Terms:
“Content” means the Protocol, information, text, graphics, software, programming, works of authorship of any kind, and information that is available on the App.
“User Content” means the Content that App Users input into the App, and information and plans that are generated by the App.
“Users” means Study Personnel who are authorized to use and have access to the App.
Each User is solely responsible for his/her use of the App, including password protection to access the App, and the uploading or inputting of User Content. You agree to keep your access information and password for the App strictly confidential and to not disclose such information to any other person. You agree that to do otherwise would constitute negligence on your part.
You understand that the App is a tool only, and does not substitute for your professional experience and judgement. You agree to remain responsible for all decisions made, advice or instructions given and actions taken in reliance on the App. Each User is responsible at all times for the accuracy of the plans generated by the App, and to ensure that the plans are clinically appropriate and relevant for each Study participant.
In using the App, youagree to comply with (a) the App Privacy Policy, (b) all applicable requirements of any governmental, regulatory or other body that has authority with respect to the performance of the Study; (c) all applicable data protection laws in their current version, (d) generally accepted standards of good clinical practice, and all applicable laws, regulations and guidelines governing the conduct of human clinical research in your jurisdiction, and (e)the Protocol.
You acknowledge and agree that the Licensors exclusively own all right, title and interest in and to the App and Content, including all associated intellectual property rights, including but not limited to unpatented inventions, patent applications and patents if any, all design rights, copyrights, trademarks, service marks, trade names, domain name rights, know-how and other trade secrets, and all derivatives thereof. User Content generated as a result of the use of the App shall be owned as outlined in the clinical trial agreement between PHRI and the institution with which you are employed, contracted or affiliated that has entered into a clinical trial agreement with PHRI to participate in the Study (the “Institution”). Subject to your compliance with these Terms, the Licensors grant you a limited, non-exclusive, non-transferable, non-sublicensable license to use the App only for the duration of and for the purposes of the Study at the Institution.
You agree that you shall not:
- copy, modify or create derivative works based on the App.
- distribute, transfer, sublicense or make available the App to any third party, other than another authorized User.
- use the App in violation of privacy rights.
- interfere with or disrupt the integrity or performance of the App or Content contained therein.
- modify or reverse engineer, decrypt, de-compile, disassemble, or create any derivative works of the App.
The Licensors reserve all rights in and to the App not expressly granted under these Terms.
We may terminate your access to and use of the App, at our sole discretion, at any time and without notice to you. You may cancel your access to the App at any time by deleting the App. Upon any termination or discontinuation of your use of the App, these Terms shall continue indefinitely.
THE APP AND CONTENT ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE. The Licensors make no warranty i) that the App will meet your requirements or be available on an uninterrupted, secure, or error-free basis; ii) regarding the quality, accuracy, completeness or reliability of any Content.
You hereby agree to indemnify and hold harmless the Licensors, and their officers, directors, trustees, employees, contractors, representatives and agents, as applicable, from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (i) your access to or use of the App or Content for the Study and any decisions made in connection therewith, (ii) your User Content and any plans generated by the App, or (iii) your violation of these Terms.
NEITHER LICENSOR WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, DEVICE DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE APP OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT A LICENSOR HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF THE APP IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. IN NO EVENT WILL THE LICENSORS COLLECTIVE TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE APP OR CONTENT EXCEED ONE HUNDRED DOLLARS (CDN $100). THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF YOUR ACCESS AND USE OF THE APP.
These Terms and any action related thereto will be governed by the laws of the jurisdiction of the Institution, without regard to conflicts of law provisions.
These Terms constitute the entire understanding and agreement between you and the Licensors regarding the App and use of the App, and these Terms supersede and replace any and all prior oral or written understandings or agreements between the Licensor(s) and you. If any of these Terms is held invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. You may not assign or transfer these Terms without PHRI’s prior written consent. Subject to the foregoing, these Terms bind and inure to the benefit of the parties, their successors and permitted assigns.
Any notices or other communications provided under these Terms will be given by posting to the App. We may modify these Terms at any time, in our sole discretion. We will let you know either by posting the modified Terms on the App or through other communications. It is important that you review the Terms, as modified, because by your continued use of the App you confirm your agreement to be bound by any modified Terms.
Please also read the privacy policy.
POISE-3 BP Management App Homepage
Contact us
If you have any questions about these Terms, please contact: Poise3@phri.ca
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