Trial By Fire Solutions - SimpleCTMS
Terms of Service
Date of last revision: May 5, 2010
PLEASE READ THESE TERMS OF
SERVICE CAREFULLY.
Welcome to the SimpleCTMS website and application from Trial By Fire
Solutions, LLC. This website located
at www.simplectms.com is owned and operated by Trial By Fire Solutions, LLC (the
"Company") in the United States.
SimpleCTMS is a technology platform that allows users to perform detailed
clinical trial management activities for products being developed in the
pharmaceutical, biotechnology and device industries. The services offered by Trial By
Fire Solutions include the SimpleCTMS website, content and application (the
"Trial By Fire Solutions Website"), the Trial By Fire Solutions features,
including, but not limited to: software tools to manage clinical trials, data
uploading, data templates, and any other tools and services launched from
time-to-time on the Trial By Fire Solutions Website (the "Trial By Fire
Solutions Service")
YOU HAVE BEEN GIVEN AN ACCESS CODE AND A PASSWORD TO ACCESS THE TRIAL BY FIRE
SOLUTIONS SERVICE. BY ACCESSING THE
TRIAL BY FIRE SOLUTIONS SERVICE, YOU AGREE TO BE BOUND BY THE TERMS AND
CONDITIONS DESCRIBED HEREIN AND ALL TERMS INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO ALL OF THESE
TERMS, DO NOT USE THE TRIAL BY FIRE SOLUTIONS SERVICE. YOU MUST BE 13 YEARS OF AGE OR OLDER
TO USE THE TRIAL BY FIRE SOLUTIONS WEBSITE.
IF YOU ARE A USER SUBJECT TO THE TERMS OF A SEPARATE WRITTEN AGREEMENT,
THE TERMS OF THE WRITTEN AGREEMENT ARE IN ADDITION TO ANY TERMS HEREIN. TO THE EXTENT THAT THERE IS A
CONFLICT BETWEEN THE TERMS HEREIN AND SUCH WRITTEN AGREEMENT, THE TERMS OF THE
WRITTEN AGREEMENT PREVAIL.
These terms and conditions of use ("Terms
of Service") apply solely to your access to, and use of, the Trial By Fire
Solutions Service. These Terms of
Service do not alter in any way the terms or conditions of any other agreement
you may have with the Company for products, services or otherwise. If you are using the Trial By Fire
Solutions Service on behalf of any entity, you represent and warrant that you
are authorized to accept these Terms of Service on such entity's behalf, and
that such entity agrees to indemnify you and Company for violations of these
Terms of Service.
Temporary Demo Users: If you are accessing
the Trial By Fire Solutions Service for demonstration and evaluation, this Terms
of Service and your access to the Trial By Fire Solutions Service will expire
[14] days after you first access the Trial By Fire Solutions Service.
These Terms of Service apply to all users
of the Trial By Fire Solutions Service, including those users who are accessing
the Trial By Fire Solutions Service for demonstration and evaluation purposes
and those users who are subject to the terms of a written agreement for the
Trial By Fire Solutions Service with a registered account. The Trial By Fire Solutions Website
may contain links and pointers to Internet sites maintained by third parties
("Third-Party Sites") that are not owned or controlled by the Company. The Company has no control over, and
assumes no responsibility for, the content, privacy policies, or practices of
any Third-Party Sites. In
addition, the Company will not and cannot censor or edit the content of any
Third-Party Site.
The Company reserves the right to change or
modify any of the terms and conditions contained in the Terms of Service or any
policy or guideline of the Trial By Fire Solutions Service, at any time and in
its sole discretion. Any changes or
modification will be effective immediately upon posting of the revisions on the
Trial By Fire Solutions Website, and you waive any right you may have to receive
specific notice of such changes or modifications.
By accessing the Trial By Fire Solutions Service and continuing to use
the software tools and other products and services therein following the posting
of changes or modifications to the Terms of Service will confirm your acceptance
of such changes or modifications.
Accordingly, you should frequently review the Terms of Service and applicable
policies from time-to-time to understand the terms and conditions that apply to
your use of the Trial By Fire Solutions Website and/or the Trial By Fire
Solutions Service. If you do not
agree to the amended terms, you must stop using the Trial By Fire Solutions
Service and contact Trial By Fire Solutions, LLC at support@simplectms.com.
Types of Service
Trial By Fire Solutions, LLC, has created a
software product to facilitate the management and tracking of clinical trials in
the pharmaceutical, biotechnology and device industries. The software product and tools are
hosted on the Trial By Fire Solutions Website which is only accessible through a
standard username and password login to either registered users or users that
would like a demonstration of the software product and tools for evaluation
purposes. The software product
includes clinical study tracking tools (budgetary, regulatory, safety, data
management, clinical progress details) and downloadable template documents
designed specifically for the pharmaceutical, biotechnology and device client
users. The software product and the
associated tools accessed via the Trial By Fire Website is referred to as the
Trial By Fire Solutions Service throughout this Terms of Service.
Data Analysis
The Company may collect and analyze the
data you post on the Trial By Fire Solutions Website through a registered
account and your use of the Trial By Fire Solutions Service in order to tailor
the Trial By Fire Solutions Service to better meet user needs.
User Accounts
There are two types of user accounts: registered/licensed user accounts and
user accounts established for demonstration and evaluation purposes. In creating your account, you agree
to (a) provide accurate, current and complete information about you as may be
prompted by any registration forms on the Trial By Fire Solutions Website or
offline ("Registration Data"); (b) maintain the security of your password and
identification (i.e. do not share your unique username and password with
unauthorized users); (c) maintain and promptly update the Registration Data, and
any other information you provide to Company, to keep it accurate, current and
complete; and (d) accept all risks of unauthorized access to the Registration
Data and any other information you provide to Company. You are responsible for all activity
that occurs on your user account and it is solely your responsibility to keep
your user account password secure.
You must notify the Company immediately of any breach of security or
unauthorized use of your user account.
Although the Company will not be liable for your losses caused by any
unauthorized use of your account, you may be liable for the losses of the
Company or others that result from such unauthorized use. In order to create an account, you
must be 13 years of age or older. By
registering, you represent and warrant that you are 13 years of age or older and
that all information you provide in the registration form is complete and
accurate.
Unauthorized Use of Website
Without limiting the foregoing, you agree that you will not use the
Trial By Fire Solutions Website to take any of the following actions:
1.
Defame, abuse, harass, stalk, threaten, or otherwise violate the legal
right of others;
2.
Publish, post, upload, e-mail, distribute, or disseminate
(collectively, "Transmit") any inappropriate, profane, defamatory, infringing,
obscene, indecent, or unlawful content;
3.
Transmit files that contain viruses, corrupted files, or any other
similar software or programs that may damage or adversely affect the operation
of another person's computer, our sites, any software or hardware, or
telecommunications equipment;
4.
Advertise or offer to sell any goods or services for any commercial
purpose unless you have our written consent to do so;
5.
Transmit surveys, contests, pyramid schemes, spam, unsolicited
advertising or promotional materials, or chain letters;
6.
Download any file that you know or reasonably should know cannot be
legally obtained in such manner;
7.
Falsify or delete any author attributions, legal or other proper
notices or proprietary designations or labels of the origin or the source of
software or other material;
8.
Restrict or inhibit any other user from using and enjoying any public
area within our sites;
9.
Collect or store personal information about other end users;
10.
Interfere with or disrupt our sites, servers, or networks;
11.
Impersonate any person or entity, including, but not limited to, a
representative of the Company, or falsely state or otherwise misrepresent your
affiliation with a person or entity;
12.
Forge headers or manipulate identifiers or other data in order to
disguise the origin of any content transmitted through our sites or to
manipulate your presence on our sites;
13.
Take any action that imposes an unreasonably or disproportionately
large load on our infrastructure;
14.
Engage in any illegal activities.
Copyright and Limited License
Unless otherwise
indicated, the Trial By Fire Solutions Website and all content and other
materials on the Trial By Fire Solutions Website, including, without limitation,
the Trial By Fire Solutions Service, the Company logo, and all designs, text,
graphics, pictures, information, data, databases, tables, spreadsheets,
software, sound files, other files and the selection and arrangement thereof
(collectively, the "Site Materials") are the proprietary property of Company or
its licensors or users and are protected by U.S. and international copyright
laws. With your user account access,
you are granted a limited, non-sublicensable license to access and use the Trial
By Fire Solutions Service either for demonstration and evaluation purposes or
for the purposes set forth in a written agreement between Trial By Fire
Solutions, LLC and you (or the party for which you are a representative, and
accordingly, subject to the terms of such written agreement). Such license is subject to these
Terms of Service and does not include: (a) any resale of the Trial By Fire
Solutions Service or the software product and tools accessed thereon; (b) the
distribution, public performance or public display of any Site Materials,
including the Trial By Fire Solutions Service or any software products or tools
accessed, reviewed or used that is available from the Trial By Fire Solutions
Website, (d) modifying or otherwise making any derivative uses of the Trial By
Fire Solutions Service or any software products or tools accessed, reviewed or
used that is available from the Trial By Fire Solutions Website; (e) use of any
data mining, robots or similar data gathering or extraction methods; (f)
downloading, other than as expressly permitted subject to the terms and
conditions of a written licensing agreement you have (or the party for which you
are a representative has) with the Company of any portion of the Trial By Fire
Solutions Service, or any software product or tools accessed, reviewed or used
that is available from the Trial By Fire Solutions Website, the Site Materials,
or any information contained therein; or (g) any use of the Trial By Fire
Solutions Service, software product or tools accessed, reviewed or used that is
available from the Trial By Fire Solutions Website, or the Site Materials other
than for its intended purpose. Any
use of the Trial By Fire Solutions Service, the software product or tools
accessed, reviewed or used that is available from the Trial By Fire Solutions
Website, or the Site Materials other than as specifically authorized herein,
without the prior written permission of Company, is strictly prohibited and will
terminate the license granted herein.
Such unauthorized use may also violate applicable laws including without
limitation copyright and trademark laws and applicable communications
regulations and statutes. Unless
explicitly stated herein, nothing in these Terms of Service shall be construed
as conferring any license to intellectual property rights, whether by estoppel,
implication or otherwise. This
license is revocable at any time.
The technology and the software underlying
the Trial By Fire Solutions Website and the Trial By Fire Solutions Service is
the property of the Company and our partners. You agree not to copy, modify,
rent, lease, loan, sell, assign, distribute, reverse engineer, grant a security
interest in, or otherwise transfer any right to the technology or software
underlying the Trial By Fire Solutions Website or the Trial By Fire Solutions
Service. You agree not to modify the software underlying the Trial By Fire
Solutions Website or the Trial By Fire Solutions Service in any manner or form
or to use modified versions of such software product or tools, including
(without limitation) for the purpose of obtaining unauthorized access to the
Trial By Fire Solutions Service sites.
Trademarks and Copyrights
Trial By Fire Solutions, SimpleCTMS, the
Company logos and any other product or service name or slogan contained in the
Trial By Fire Solutions Website are trademarks of Company and its suppliers or
licensors, and may not be copied, imitated or used, in whole or in part, without
the prior written permission of Company or the applicable trademark holder. You may not use any metatags or any
other "hidden text" utilizing "Company" or any other name, trademark or product
or service name of Company without our prior written permission. In addition, the look and feel of the
Trial By Fire Solutions Website and the Trial By Fire Solutions Service,
including all page headers, custom graphics, reports, document templates, are
the service mark, trademark,trade dress and/or copyright of Company and may not
be copied, imitated or used, in whole or in part, without our prior written
permission. All other trademarks,
registered trademarks, product names and company names or logos mentioned in the
Trial By Fire Solutions Website or the Trial By Fire Solutions Service are the
property of their respective owners.
Reference to any products, services, processes or other information, by trade
name, trademark, manufacturer, supplier or otherwise does not constitute or
imply endorsement, sponsorship or recommendation thereof by us.
Third-Party Claims
The Company does not permit copyright infringing activities and
infringement of intellectual property rights on the Trial By Fire Solutions
Website. The Company will remove any
material if properly notified that such material infringes on another's
intellectual property rights. The Company
reserves the right to decide whether material is appropriate and complies with
these Terms of Service for violations other than copyright infringement and
violations of intellectual property law, such as, but not limited to,
pornography, obscene or defamatory material, or excessive length. The Company
may remove such material in violation of these Terms of Service at any time,
without prior notice and at its sole discretion.
In particular, if you are a copyright owner or an agent thereof and
believe that any material on the Trial By Fire Solutions Website or other
content infringes upon your copyrights, you may submit a notification pursuant
to the Digital Millennium Copyright Act ("DMCA") by providing the Company with
the following information in writing (see 17 U.S.C 512(c)(3) for further
detail):
(1)
a physical or electronic signature of a person authorized to act on
behalf of the owner of an exclusive right that is allegedly infringed;
(2)
identification of the copyrighted work claimed to have been infringed,
or, if multiple copyrighted works at a single online site are covered by a
single notification, a representative list of such works at that site;
(3)
identification of the material that is claimed to be infringing or to be
the subject of infringing activity and that is to be removed or access to which
is to be disabled and information reasonably sufficient to permit the service
provider to locate the material;
(4)
information reasonably sufficient to permit the service provider to
contact you, such as an address, telephone number, and, if available, an
electronic mail;
(5)
a statement that you have a good faith belief that use of the material in
the manner complained of is not authorized by the copyright owner, its agent, or
the law; and
(6)
a statement that the information in the notification is accurate, and
under penalty of perjury, that you are authorized to act on behalf of the owner
of an exclusive right that is allegedly infringed.
Notifications of
claimed infringement should be sent to support@simplectms.com. You acknowledge that if you fail to
comply with all of the requirements set forth above, your DMCA notice may not be
valid.
We may give notice of a claim of copyright
infringement to our users by means of a general notice on the Trial By Fire
Solutions Website, electronic mail to a user's email address in our records, or
by written communication sent by first-class mail to a user's address in our
records.
Repeat Infringer Policy
In accordance with the Digital Millennium
Copyright Act (DMCA) and other applicable law, the Company has adopted a policy
of terminating, in appropriate circumstances and at the Company's sole
discretion, subscribers or account holders who are deemed to be repeat
infringers. The Company may also at
its sole discretion limit access to the Trial By Fire Solutions Website and/or
terminate the accounts of any users who infringe any intellectual property
rights of others, whether or not there is any repeat infringement.
Export Control
The Trial By Fire Solutions Website is
controlled, operated and offered by the Company from its offices within the
State of California, United States of America. Unless otherwise specified, the
materials on the Trial By Fire Solutions Website are presented solely to promote
and provide information about Trial By Fire Solutions' products and services
available in the United States. The Company makes no representation that the
materials in the Trial By Fire Solutions Website are appropriate or available
for use in other locations and other countries. Those who choose to access or
use the Trial By Fire Solutions Website from other locations or other countries
do so on their own initiative and are responsible for compliance with local laws
in that territory, if and to the extent that local laws are applicable. Software
available from the Trial By Fire Solutions Website is further subject to United
States export controls. No software from
the Trial By Fire Solutions Website
may be downloaded or otherwise exported or re-exported: (A) into (or to a
national resident of) Cuba, Iraq, Libya, North Korea, Iran, Syria, or any other
country to which the U.S. has embargoed goods, or (B) to anyone on the U. S.
Treasury Department list of Specially Designated Nationals or the U.S. Commerce
Department's Table of Deny Orders. By using the Trial By Fire Solutions Website,
you represent and warrant that you are not located in, under the control of, or
a national or resident of any such country or on any such list.
Children Online Protection Act Notification.
Pursuant to 47 U.S.C.
Section 230 (d) as amended, the Company hereby notifies you that parental
control protections (such as computer hardware, software, or filtering services)
are commercially available that may assist you in limiting access to material
that is harmful to minors. Information identifying current providers of such
protections is available at the GetNetWise website at
http://kids.getnetwise.org/.
Indemnification
You agree to defend, indemnify and hold
harmless the Company, its independent contractors, service providers and
consultants, and their respective directors, employees and agents, from and
against any claims, damages, costs, liabilities and expenses (including, but not
limited to, reasonable attorneys' fees) arising out of or related to your use of
the Trial By Fire Solutions Website, any software tools accessed thereon, or the
Trial By Fire Solutions Service, including without limitation any actual or
threatened suit, demand or claim made against the Company and/or its independent
contractors, service providers, employees, directors or consultants, arising out
of or relating to your conduct, your violation of these Terms of Service or your
violation of the rights of any third party.
Disclaimer
EXCEPT AS EXPRESSLY PROVIDED TO THE
CONTRARY IN A WRITING BY COMPANY, THE TRIAL BY FIRE SOLUTIONS WEBSITE, THE TRIAL
BY FIRE SOLUTIONS WEBSITE MATERIALS CONTAINED THEREIN AND THE TRIAL BY FIRE
SOLUTIONS SERVICE ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY
KIND, EITHER EXPRESS OR IMPLIED. THE
COMPANY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT
LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE, TITLE AND NON-INFRINGEMENT AS TO THE INFORMATION, CONTENT AND MATERIALS
IN THE TRIAL BY FIRE SOLUTIONS WEBSITE.
THE COMPANY DOES NOT REPRESENT OR WARRANT THAT MATERIALS IN THE TRIAL BY
FIRE SOLUTIONS WEBSITE OR THE TRIAL BY FIRE SOLUTIONS SERVICE ARE ACCURATE,
COMPLETE, RELIABLE, CURRENT OR ERROR-FREE.
COMPANY DOES NOT REPRESENT OR WARRANT THAT THE TRIAL BY FIRE SOLUTIONS
WEBSITE OR ITS SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE COMPANY IS NOT RESPONSIBLE FOR
TYPOGRAPHICAL ERRORS OR OMISSIONS.
WHILE THE COMPANY ATTEMPTS TO MAKE YOUR ACCESS AND USE OF THE TRIAL BY FIRE
SOLUTIONS WEBSITE AND THE TRIAL BY FIRE SOLUTIONS SERVICE SAFE, THE COMPANY
CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE TRIAL BY FIRE SOLUTIONS
WEBSITE OR ITS SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS;
THEREFORE, YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT
VIRUSES FROM ANY DOWNLOAD. The
Company reserves the right to change any and all content contained in the Trial
By Fire Solutions Website and any services or features offered through the Trial
By Fire Solutions Website at any time without notice. Reference to any products, services,
processes or other information, by trade name, trademark, manufacturer, supplier
or otherwise does not constitute or imply endorsement, sponsorship or
recommendation thereof, or any affiliation therewith, by Company.
Limitation of Liability
EXCEPT AS EXPRESSLY PROVIDED TO THE
CONTRARY IN A WRITING BY COMPANY, IN NO EVENT SHALL THE COMPANY, ITS DIRECTORS,
MANAGERS, MEMBERS, EMPLOYEES OR AGENTS BE LIABLE FOR ANY DIRECT, SPECIAL,
INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING
BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN AN
ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE,
ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE THE
TRIAL BY FIRE SOLUTIONS WEBSITE, THE TRIAL BY FIRE SOLUTIONS SERVICE, THE
CONTENT OR THE MATERIALS CONTAINED IN OR ACCESSED THROUGH THE TRIAL BY FIRE
SOLUTIONS WEBSITE OR THE TRIAL BY FIRE SOLUTIONS SERVICE, INCLUDING WITHOUT
LIMITATION ANY DAMAGES CASED BY OR RESULTING FROM RELIANCE BY USER ON ANY
INFORMATION OBTAINED FROM COMPANY, OR THAT RESULT FROM MISTAKES, OMISSIONS,
INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN
OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT
RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR
UNAUTHORIZED ACCESS TO COMPANY'S RECORDS, PROGRAMS OR SERVICES.
IN NO EVENT SHALL THE AGGREGATE LIABILITY
OF COMPANY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER
ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER
THEORY, ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE TRIAL
BY FIRE SOLUTIONS WEBSITE OR THE TRIAL BY FIRE SOLUTIONS SERVICE EXCEED ANY FEES
YOU PAY, IF ANY, TO COMPANY FOR ACCESS TO OR USE OF THE TRIAL BY FIRE SOLUTIONS
WEBSITE OR THE TRIAL BY FIRE SOLUTIONS SERVICE.
Applicable Law and Venue
These Terms of Service
and your use of the Trial By Fire Solutions Website shall be governed by and
construed in accordance with the laws of the State of California, applicable to
agreements made and to be entirely performed within the State of California,
without resort to its conflict of law provisions.
With respect to any disputes or claims not subject to arbitration, you
agree that any action at law or in equity arising out of or relating to these
Terms of Service shall be filed only in the state and federal courts located in
Alameda County, California and you hereby irrevocably and unconditionally
consent and submit to the exclusive jurisdiction of such courts over any suit,
action or proceeding arising out of these Terms of Service.
Ability to Accept Terms of Service.
You affirm that you are 18 years of age or
older, or an emancipated minor, or possess legal parental or guardian consent,
and are fully able and competent to enter into the terms, conditions,
obligations, affirmations, representations, and warranties set forth in these
Terms of Service, and to abide by and comply with these Terms of Service. In any
case, you affirm that you are over the age of 13, as the Trial By Fire Solutions
Website is not intended for
children under 13.
IF YOU ARE
UNDER 13 YEARS OF AGE, THEN PLEASE DO NOT USE THE TRIAL BY FIRE SOLUTIONS
WEBSITE.
Termination
Notwithstanding any of these Terms of
Service, Company reserves the right, without notice and in its sole discretion,
to terminate your right to use the Trial By Fire Solutions Website and the Trial
By Fire Solutions Service, and to block or prevent future your access to and use
of the Trial By Fire Solutions Website and the Trial By Fire Solutions Service. Company also reserves the right to
discontinue the Trial By Fire Solutions Website and the Service, or any features
thereof, at any time without notice.
Licensed users should refer to the written
license terms regarding Termination, as a grace period is typically extended to
allow for transition and data export into standard formats.
Evaluation users are solely responsible for
creating backup copies of and replacing any data you post or store on the Trial
By Fire Solutions Website at your sole cost and expense.
Severability
If any provision of these Terms of Service
shall be deemed unlawful, void or for any reason unenforceable, then that
provision shall be deemed severable from these Terms of Service and shall not
affect the validity and enforceability of any remaining provisions.
Contact Information
Please direct any
comments or questions for the Company to support@simplectms.com or 510-761-5515.
I HAVE READ THESE TERMS OF USE AND AGREE TO
ALL OF THE PROVISIONS CONTAINED ABOVE.