MedicalVibe

Terms of Use, (last updated 070408)

Introduction

MedicalVibe is a global online portal that connects health care professionals for the purpose of networking and taking advantage of the numerous features on the website. The MedicalVibe network (collectively, "MedicalVibe" or "the website") are operated by ProUnited, LLC. and its corporate affiliates (collectively, "us", "we", "the Company" or “ProUnited”). By using the www.medicalvibe.com web site, or any related pages located on our website, whether you access such pages directly or through the home page (the "website") you agree to be bound by these Terms of Use ("Terms of Use" or "Agreement"). We reserve the right, at our sole discretion, to change, modify, add, or delete portions of these Terms of Use at any time without further notice. If we do this, we will post the changes to these Terms of Use on this page and will indicate at the top of this page the Terms of Use's effective date. Reasonable notice of all such changes will be posted in advance of the effective date. Your continued use of the Service or the Website after the effective date of any such changes constitutes your acceptance of the new Terms of Use. If you do not agree to abide by these or any future Terms of Use, please do not use or access the Service or the Web site. It is your responsibility to regularly review these Terms of Use.

Eligibility

To register as a member of MedicalVibe (a "Member") or use the Web site you must currently belong to one of the following classifications:

Health care individuals who can join are:

• Acupuncturists

• Aestheticians

• Cosmeticians

• Biomedical Engineers

• Chinese Medicine practitioners

• Chiropractors

• Dentists

• Dental Hygienists

• EMT (Emergency Medical Technicians)

• Health care advocacy groups

• Hospital Service Personnel

• Industry representatives (Medical supplies, Pharmaceuticals, Specialty care, etc.)

• Massage Therapists

• Medical Administrative Staff

• Medical Assistants

• Medical Illustrators

• Medical / Health Care Journalists

• Medical Students

• Microbiologists / Scientists

• Nurses (including anesthetists, RNFAs, midwifes, LPNs, etc.)

• Nutritionists /Dieticians

• Optometrists / Opticians

• Oral Maxillofacial Surgeons

• Pharmacists

• Phlebotomists

• Physical Trainers

• Physicians or Surgeons (M.D. or D.O.)

• Podiatrists

• Pre-medical students (including science majors)

• Public Health professionals

• Social Workers

• Psychologists

• Technicians (Pharmacy, Surgery, Telemetry, Radiology, Dental etc.)

• Therapists (Physical, Occupational, Relationships / Sexual, Speech, etc.)

• Veterinarians

If you feel you should be able to be allowed to register due to your qualifications and become a member of MedicalVibe to access MedicalVibe content, features and services on the Web Site please email us at admin@medicalvibe.com and selection will be decided upon on an individual selection basis.

Membership in the Service is void where prohibited. MedicalVibe may terminate your Membership and/or prohibit you from using or accessing the Service or the Web site for any reason, at any time.

MedicalVibe reserves the right to discontinue your use of the Website if, in its reasonable discretion, determines that you are not qualified to be a member.

Member Conduct

You agree to comply with the following terms governing your use of the Service and the Website.

• You understand that the Service and the Web site are available for your personal, non-commercial use only.

• You represent, warrant and agree that no materials of any kind submitted by you or through your account will violate or infringe upon the rights of any third party, including patent, copyright, trademark, privacy, publicity or other personal or proprietary rights; or contain libelous, defamatory or otherwise unlawful material. You further agree not to harvest or collect email addresses or other contact information of Members from the Service or the Web site by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications.

• You agree not to use automated scripts to collect information from the Service or the Web site or for any other purpose.

• You further agree that you may not use the Service or the Web site in any unlawful manner or in any other manner that could damage, disable, overburden or impair the Web site.

• In addition, you agree not to use the Service or the Web site to:

  • upload, post, email, transmit or otherwise make available any content that we determine in our reasonable judgment to be harmful, threatening, abusive, harassing, vulgar, obscene, hateful, or racially, ethnically or otherwise objectionable or offensive, or designed to intimidate or harass another person;

  • impersonate any person or entity, or falsely state or otherwise misrepresent yourself or your affiliation with any person or entity, or to provide or transmit any false or misleading information;

  • upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation;

  • upload, post, email, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy, limit or interfere with the proper or efficient functioning of the Service, the Website or of any computer software or hardware or telecommunications equipment; use or attempt to use another's account, service or system without authorization from the Company, or create a false identity on the Service or the Web site.

Proprietary Rights in Content on the Web Site

All content on the Web site, including but not limited to design, text, graphics, other files, and their selection and arrangement (the "Content"), are the property of the Company. The Company (ProUnited, LLC) owns the copyright in all Content, except for the content supplied by the Company’s affiliates or members, which content is used and posted with permission. No Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, without the Company's prior written permission.

By submitting or providing any content or information (“Material”) in any manner or format to MedicalVibe, including posting information to the Web site (other than Member Profile information) you agree to the following terms regarding such Material: (1) you agree that MedicalVibe shall be the sole and exclusive owner of such Material; (2) You irrevocably assign and transfer all right, title and interest in such Material to MedicalVibe. (3) To the extent ownership in such material cannot be transferred to MedicalVibe, you grant MedicalVibe a perpetual, non-cancelable, world-wide royalty-free license to use such Material in any manner MedicalVibe deems appropriate; (4) you represent and warrant to MedicalVibe that you are the owner of such Material and have the exclusive right to grant MedicalVibe the rights granted it herein.

You may download or print a copy of any portion of the Content solely for your personal, non-commercial use, provided that you keep all copyright or other proprietary notices intact. You may not republish Content on any Internet, Intranet or Extranet site or incorporate the information in any other database or compilation. Any other use of the Content is strictly prohibited.

All trademarks, logos, trade dress and service marks on the Web site are either trademarks or registered trademarks of the Company and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the Company.

Member Content Posted on the Web Site

You are solely responsible for the photos, profiles and other content that you publish or display (hereinafter, "postings") in the Member Profile section of the Web site, or transmit to other Members for use by them in the Member Profile section of the Web Site (collectively the "Member Content"). You understand and agree that the Company may review and delete or remove any Member Content that in the reasonable judgment of the Company violate this Agreement.

By posting Member Content to the Member Profile section of the Web site, you grant, the Company a non-exclusive, transferable, royalty-free worldwide license to use, copy, perform, display, reformat, translate, excerpt (in whole or in part) and distribute such information and content and to prepare derivative works of, or incorporate into other works, such information and content, and to grant and authorize sublicenses of the foregoing. You further grant the Company the right to authorize others to use the Member Content.

You may remove your Member Content from the Web site at any time. If you choose to remove your Member Content, the license granted above will automatically expire.

This section applies only to information used on or intended for use in the Member Profile section of the Web Site. Any materials submitted to MedicalVibe, whether or not for use with the Service or for use on the Web Site becomes the sole and exclusive property of MedicalVibe.

Medical Advice Pages / Forums / Groups

All of the information contained on MedicalVibe pages is intended for educational and informational purposes only. While physicians do have qualifications that allow them to provide this service, they are expressing opinions based on their experiences and knowledge.  Their comments should be considered as such, and considered in the context of an informal exchange of ideas and information.  Nothing contained herein is intended or considered to constitute definitive legal, professional, financial, or medical advice. If legal, professional or financial advice is required, the services of a competent professional should be formally obtained. All listings and posts on MedicalVibe do not imply endorsement by MedicalVibe. ProUnited, LLC takes no responsibility for the information, products, tools, and Internet sites listed by MedicalVibe members.

Copyright Policy

We respect the intellectual property rights of others. If you believe your work has been copied in a way that constitutes copyright infringement or are aware of any infringing material on the Web site, please contact us at admin@prounited.com or admin@medicalvibe.com and provide us with the following information: an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; a description of the copyrighted work that you claim has been infringed; a description of where the material that you claim is infringing is located on the Web site; your address, telephone number, and email address; a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.

Links to Other Web Sites

The Web site contains links to other web sites. We are not responsible for the content, accuracy or opinions express in such web sites, and such web sites are not investigated, monitored or checked for accuracy or completeness by us. Inclusion of any linked web site on or through the Web site or the Service does not imply approval or endorsement of the linked web site by us. If you decide to leave the Web site and access these third-party sites, you do so at your own risk.

Disclaimers

The Company is not responsible for any incorrect or inaccurate Content posted on the Web site or in connection with the Service, whether posted or caused by users of the Web site, Members or by any of the equipment or programming associated with or utilized in the Web site or the Service. ProUnited is not responsible for the conduct, whether online or offline, of any user of the Web site or Member of the Service. The Web site and the Service may be temporarily unavailable from time to time for maintenance or other reasons. MedicalVibe assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, user or Member communications. The Company is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of email on account of technical problems or traffic congestion on the Internet or at any web site or combination thereof, including injury or damage to users and/or Members or to any other person's computer related to or resulting from participating or downloading materials in connection with the Web and/or in connection with the Service. Under no circumstances will ProUnited be responsible for any loss or damage, including personal injury or death, resulting from anyone's use of the Web site or the Service, any Content posted on or through the Web site or the Service or transmitted to Members, or any interactions between users of the Web site or Members, whether online or offline. MedicalVibe and its content are provided as per the website and ProUnited disclaims any and all warranties, whether expressed or implied, including without limitation implied warranties, merchantability, fitness for a particular purpose or non-infringement. The company does not guarantee and does not promise any specific results from use of the web site and/or the service.

The information and functionality contained in MedicalVibe is presented for the purpose of networking among health care personnel; this information includes but is not limited to health/medical issues and topics. Nothing contained in MedicalVibe is intended to be instructional for medical diagnosis or treatment. The information should not be considered complete, nor should it be relied on to suggest a course of treatment for any particular individual. It should not be used in place of a consultation with or the advice of physicians or other qualified health care provider. MedicalVibe does not guarantee the accuracy of any information presented in the Web Site.

Disclaimers Regarding Financial Services and Information

The financial content provided on MedicalVibe, including all financial data, editorial content and advertising, is intended for personal use and entertainment and does not constitute investment advice, nor is it an offer to buy or sell or a solicitation of an offer to buy or sell any security. For investment decisions, always consult a professional investment advisor. Financial content that appears on MedicalVibe does not mean that MedicalVibe endorses such content. In addition, MedicalVibe makes no representation that financial information is accurate, complete, or timely.

MedicalVibe may make online trading access available on its site through relationships with various financial brokerage houses. Typically, you need to create accounts with these companies through their own specific Web site, and those companies will be solely responsible for its services to you. Therefore, MedicalVibe is not liable for any of these services or problems with your account and you agree to not hold MedicalVibe liable for these issues. MedicalVibe is not a registered broker-dealer and any advertising or promotional arrangements made with these companies should not be construed as endorsement by MedicalVibe.

Disclaimers Regarding Employment Opportunities

MedicalVibe is not liable for any employment postings that are not viable or contract arrangements and agreements that are misleading to potential employee or lead to financial or emotional distress, anxiety, or disappointment. Our intent is to seek employment for members in varied regions nationally and internationally, however, we are not responsible for agreements or disagreements between the two distinct parties.

Limitations on Liability

In no event will MedicalVibe be liable to you or any third party or person for any indirect, consequential, exemplary, incidental, special or punitive damages, including for any lost profits or lost data arising from your use of the website or the service, even if ProUnited is aware of or has been advised of the possibility of such damages. Notwithstanding anything to the contrary contained herein, the company’s liability to you for any cause whatsoever, and regardless of the form of the action, will at all times be limited to the amount paid, if any, by you to MedicalVibe for the service of the term of membership.

Governing Law and Venue

By visiting or using the Web site and/or the Service, you agree that the laws of the State of Florida, without regard to principles of conflict of laws, will govern these Terms of Use and any dispute of any sort that might arise between you and ProUnited, LLC or any of its affiliates.

Any dispute relating in any way to the Web site and/or the Service (including your visit to or use of the Web site and/or the Service) shall be submitted to confidential arbitration in Hillsborough County, Florida, except that, to the extent you have in any manner violated or threaten to violate ProUnited, LLC or any of its affiliates' proprietary or intellectual property rights. We may seek injunctive or other appropriate relief in any state or federal court of competent jurisdiction. For the purpose of such relief, you hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to, non-exclusive venue and jurisdiction in the state and federal courts of Florida.

Arbitration

You agree that any disputes arising out of or related to your use of the Website, the Services or this Agreement shall be subject to Arbitration. Arbitration under this Agreement shall be conducted under the rules then prevailing of the American Arbitration Association. The arbitrator's award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under these Terms of Use shall be joined to an arbitration involving any other party subject to these Terms of Use, whether through class arbitration proceedings or otherwise. Any claim, action or proceeding by you related in any way to the Web site and/or the Service (including your visit to or use of the Web site and/or the Service) must be instituted within one (1) year after the cause of action arose or be forever waived and barred. Such arbitration shall be conducted by one (1) arbitrator selected in accordance with the rules of the American Arbitration Association. The arbitration shall be held in Hillsborough County, Florida, unless the parties mutually agree to a different location. The arbitration shall be conducted in English.

Indemnity

You agree to indemnify and hold ProUnited LLC its subsidiaries and affiliates, and each of their directors, officers, agents, contractors, partners and employees, harmless from and against any loss, liability, claim, or demand, including reasonable attorney's fees, arising out of any claim, action, investigation or proceeding made or instituted by any third party due to or arising out of your use of the Service or the Web site in violation of this Agreement or your violation of any law or the rights of a third party.

Linking to Us

We generally don't mind if you have a simple link from your Web Site to ours. However, you must first ask our permission if you intend to frame our site or incorporate pieces of it into a different site or product in a way that is not clear to our users. You aren't allowed to link to us if you engage in illegal, obscene, or offensive content, or if the link in any way has a negative impact on our reputation.

Right to Terminate Your Member Status

If you violate any of with these terms of use, we may suspend or eliminate your account terminate or restrict your Member status, and remove any information you have placed on our site. We may also take any legal action and seek and obtain any legal remedies we believe are appropriate.

Other

These Terms of Use, together with the Privacy Policy and any other policies of the Company posted by us on the Web site, constitute the entire agreement between you and MedicalVibe regarding the use of the Web site and/or the Service, superseding any prior agreements between you and MedicalVibe relating to your use of the Web site or the Service. The failure of MedicalVibe to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision in that or any other instance. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect.