TERMS OF USE AND PRIVACY POLICY – Orthopedx Website
By using this Website, other than to review these Terms, You are deemed to have read and agreed to be bound to the following terms and conditions, which will constitute an agreement between You and Orthopedx (the “Agreement”).
1. Definitions
“Orthopedx” (or “We” and related pronouns) will mean Devicix, LLC, acting on behalf of its Orthopedx division.
“You” (and related pronouns) will refer to an individual using the Website, on behalf of himself/herself and the company or legal entity he/she has the authority to represent.
“Website,” will mean the Website or portal managed by Orthopedx and including:
1) “Service” or “Services,” which will mean the technology by which a person Uses the Website and the technology by which Content is provided.
2) “Content,” will mean the digital information transmitted by the Website, including:
“Materials,” will mean data, documents, text, images, graphics, audio, videos, web pages, webcasts, products, software code or associated documentation.
“Site Design,” which includes (i) the design of the Website, page or Service; (ii) the html or other software code that determines the look or function of the Website, page or Service, and (iii) the inclusion and arrangement of Content with the Website.
a. “Use” or “Using,” will mean interacting with the Website, which may include browsing, viewing, clicking a hyperlink, or requesting Content.
b. “Terms” will mean these Website Terms of Use and the Privacy Policy, as they are from time to time amended.
c. “Your Content” will mean any Materials uploaded by You or other Users of the Website acting in cooperation with You or on Your behalf.
d. “Intellectual Property Rights” shall mean ownership or usage rights in created or designed works or technologies and includes copyright, trade dress, patent, trade secret, unfair competition.
e. “User Input,” shall mean suggestions, ideas, feedback or proposals supplied to Orthopedx.
f. “Privacy Policy” will mean the Privacy Policy specified in Appendix A, below.
2. Acceptance of Terms
a. By Using the Website, other than to review the Terms, You affirm that You have read, understand and agree to the Terms.
b. Orthopedx reserves the right to alter the Terms (including the Privacy Policy) at any time, without notice to You and without a required period of time prior to the new Terms being effective. Your Use of a Website is subject to the most current version of the Terms, as posted at the time of Use.
3. Content Ownership
a. Except as otherwise stated, Orthopedx reserves all Intellectual Property Rights that it owns in the Website.
b. The trademarks, logos and Service marks (“Marks”) displayed on the Website are the property of Orthopedx or third parties. You are not permitted to Use the Marks without the prior consent of the owner of a Mark.
c. “Orthopedx” and the Orthopedx logo are trademarks of Orthopedx.
4. Use Of The Website
a. Orthopedx grants You permission to Use the Website, subject to the Terms.
b. You may only Use the Website if You are legally able and competent to consent to the obligations and conditions of the Terms and are of a legal age and capacity to enter into a binding contract.
c. You agree to Use the Website only for purposes that are permitted by the Terms.
d. Some portions of the Website and some Content may be available only to registered customers or partners and may also be subject to a subscriptio or other agreements, posted guidelines, rules, or terms of service. If there is any conflict between the Terms and any additional terms, those additional terms will take precedence in relation to that specific portion of the Website, that specific Service or that specific Content.
5. Your Content
a. You are responsible for Your Content and assume all risks associated with Your Content.
b. You represent and warrant that: (i) You have sufficient Intellectual Property Rights, or have obtained all necessary licenses and permissions, that are required so that You may transmit Your Content to the Website; (ii) You have the rights necessary to grant the license contained in the Terms; and (iii) You have received consent from any and all persons depicted in Your Content to Use Your Content as set forth in the Terms, including distribution, reproduction and public display.
6. Orthopedx’s Right To Monitor, Investigate and Act
a. Orthopedx, in its sole discretion, may monitor the Website at any time and may remove all or part of Your Content.
b. If Orthopedx becomes aware of a possible violation of the Terms, Orthopedx reserves the right to investigate such violations and may, at its sole discretion and without notice, terminate all or part of Your rights to Use the Website. If Orthopedx believes that illegal activity has or may have occurred, Orthopedx reserves the right to refer the matter to, and to cooperate with, any and all applicable law enforcement authorities. Except to the extent prohibited by applicable law, Orthopedx is entitled to retain and/or disclose Your information or Your Content to a government entity that is conducting an inquiry within the scope of its proper authority. Orthopedx retains the right to (i) comply with applicable Law, legal process or government request; (ii) enforce the Terms; (iii) respond to any claims that Your Content violates the Terms or the rights of third parties; and (iv) protect the rights of third parties, as Orthopedx in its sole discretion believes to be necessary or appropriate.
7. Termination
a. The Terms will continue to apply until terminated by either You or Orthopedx as set forth below.
b. To terminate Your rights under the Terms, You may notify Orthopedx at any time.
c. Orthopedx may, at any time, terminate Your rights under the Terms if:
1) You have breached a provision of the Terms (or have acted in a manner that clearly shows You do not intend to, or are unable to, comply with the Terms);
2) Orthopedx is required to do so by law or government mandate; or
3) Orthopedx has elected to discontinue the Website.
d. Orthopedx may also terminate or suspend Your right to Use the Website for any reason. Termination may include removal of access to the Website and deletion of Your Content, account Information and related information.
e. You agree that all terminations shall be made in Orthopedx’s sole discretion and that Orthopedx shall not be liable to You or any third party for any termination of Your rights under the Terms or Your account (and accompanying deletion of Your Account Information), or access to the Website, including access to Your Content.
f. Upon termination, Your rights to Use the Website and Your rights under section 4 will end.
8. Disclaimer of Warranties; Liability
a. THE WEBSITE IS PROVIDED "AS IS" AND ON AN "AS AVAILABLE" BASIS. YOUR USE OF THE WEBSITE IS DONE AT YOUR OWN RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM YOUR USE. TO THE MAXIMUM EXTENT ALLOWED BY LAW:
1) Orthopedx DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING, THE ACCURACY, RELIABILITY, TIMELINESS, AVAILABILITY, USE, OR SECURITY OF THE WEBSITE;
2) Orthopedx DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE RESULTS THAT CAN BE EXPECTED OR ACHIEVED FROM YOUR USE OF THE WEBSITE OR A SITE LINKED FROM THE WEBSITE; AND
3) ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE EXPRESSLY DISCLAIMED.
b. IN NO EVENT SHALL Orthopedx, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS OR SUPPLIERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES. IN NO EVENT SHALL Orthopedx, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS OR SUPPLIERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR DIRECT DAMAGES (INCLUDING ALLEGATIONS OF DAMAGES RESULTING FROM AN ALLEGED LOSS OF USE, DATA OR PROFITS), REGARDLESS OF THE THEORY OF LIABILITY (INCLUDING THEORIES OF LIABILITY BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE OR TORT. THIS DISCLAIMER OF LIABILITY SHALL REMAIN IN EFFECT, EVEN THOUGH DAMAGES WERE FORESEEABLE AND EVEN IF Orthopedx HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
c. Orthopedx’S AGGREGATE LIABILITY AND THAT OF ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS OR SUPPLIERS UNDER OR IN CONNECTION WITH A PARTY’S USE OF THE WEBSITE SHALL BE LIMITED TO US$50.00 (FIFTY US DOLLARS) THIS LIMITATION WILL APPLY EVEN IF Orthopedx HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
d. The limitations and exclusions apply to the maximum extent permitted by applicable law in Your jurisdiction. Some jurisdictions prohibit the exclusion or limitation of liability for incidental, consequential or punitive damages. Accordingly, the limitations and exclusions set forth above may not apply to You.
e. Orthopedx may use third-party suppliers for data transport and storage. You acknowledge that storage technologies provided by third-party suppliers may a utilize multi-tenancy architecture, where parties not associated with Orthopedx or a third-party supplier may also store or transmit data within the same framework that is used to store or transmit Your data. You also acknowledge that the transmission and storage of Your data may result in Your data crossing through or residing in multiple political jurisdictions. Each of these jurisdictions may have unique provisions relating to the privacy of Your data and information.
f. You acknowledge that there are risks inherent in Internet connectivity that could result in the loss of privacy, privacy data, confidential information and property.
9. Legal Compliance
a. You agree that Your Use will comply with all applicable laws, regulations and ordinances, including all laws relating to export, national security, the transmission of technology across jurisdictional borders, the protection of private information of an end user or private party, spamming, intellectual property, consumer protection, child protection and welfare, obscenity or defamation.
b. You represent and warrant that You are not a person to whom Orthopedx is legally prohibited to provide the Services or Content and/or are not on any governmental list of restricted person or entities, including (i) the Commerce Department's Entity List, Denied Persons List, and Unverified List; (ii) Treasury Department Specially Designated Nationals & Blocked Persons List; and (iii) State Department Debarred Parties List.
10. Prohibited activity
a. You may not use the Website in any situation where failure or fault of the Services or Content could reasonably be expected to lead to (a) death or serious bodily injury of any person, or (b) to physical or environmental damage. Specifically, but without limiting the foregoing sentence, You may not use, or permit any other person to use, the Website in connection with aircraft or other modes of human mass transportation (while in transit) or any function necessary to the safe operation of nuclear or chemical facilities.
b. You may not use Services or Content for
1) Designing, developing or fabricating nuclear weapons or nuclear explosive devices; or devising, carrying out or evaluating nuclear tests or nuclear explosions.
2) Designing, assisting in the design of, constructing, fabricating, or operating facilities for the chemical processing of irradiated special nuclear material, production of heavy water, separation of isotopes of any source and special nuclear material, or the fabrication of nuclear reactor fuel containing plutonium.
3) Designing, assisting in the design of, constructing, fabricating, furnishing or modifying equipment for the fabrication of chemical or biological weapons, chemical precursors, viruses, viroid, bacteria, fungi or protozoa.
4) Designing, assisting in the design, construction, fabrication or furnishing equipment for components specially designed, modified, or adapted for use in such facilities.
5) Training personnel in any of the above activities.
c. You may not provide access to the Website to any person or entity that would be prohibited from using the Services under this section.
d. Regarding Your Use, You agree that You will not engage in any of the following activities or permit or encourage others to engage in any of the following activities:
1) You will not circumvent any access or use restrictions put into place to prevent certain Uses of a Orthopedx Site.
2) You will not remove any text, copyright symbol or notice on a Orthopedx Site.
3) You will not interfere with or disrupt a Orthopedx Site, violate requirements, procedures, policies or regulations of networks connected to a Orthopedx Site;
4) You will not 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 or limit the functionality of any computer software, hardware or telecommunications equipment;
5) You will not Use a Orthopedx Site in any manner that could damage, disable, overburden or impair a Orthopedx Site or networks connected to a Orthopedx Site;
6) You will not disrupt or interfere with the security of, or otherwise cause harm to a Orthopedx Site, systems resources, accounts, passwords, servers or networks connected to or accessible through a Orthopedx Site or any affiliated or linked sites;
7) You will not forge headers or otherwise manipulate identifiers to disguise the origin of Your Content;
8) You will not use means to entice another person or entity into believing that they are interacting directly with Orthopedx or a Orthopedx Site;
9) You will not initiate or engage in any surveys, contests, chain letters, junk email, pyramid schemes, spamming, or other duplicative or unsolicited messages (commercial or otherwise);
10) You will not use any Orthopedx domain name in an email address;
11) Your Use of a Orthopedx Site will not include marketing any goods or services;
12) You will not use any data mining, robots, or similar data gathering and extraction methods in connection with a Orthopedx Site;
13) You will not collect or store data about other users in connection with prohibited activities;
14) You will not access or attempt to access any portion of a Orthopedx Site for which You do not have authorization.
15) You will not reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas or algorithms relating to a Orthopedx site;
16) You will not remove any proprietary notices or labels supplied in connection with a Orthopedx site.
e. In addition, unless expressly allowed by Orthopedx in a separate written document, You agree that You will not engage in any of the following activities or permit or encourage others to engage in any of the following activities:
1) You will not access or attempt to access the Website by any means other than the interface provided by Orthopedx;
2) You will not to modify or alter the Content;
3) You will not distribute or sell, rent, lease, or license the Content to others;
4) You will not reproduce, sell, trade, resell or otherwise exploit for commercial purposes any Content;
f. Regarding Your Content, uploads, posts, transmissions or emails relative to the Website, You agree that You will not engage in any of the following activities or permit or encourage others to engage in any of the following activities:
1) You will only make Your Content available unless You have the right to do so;
2) Your Content will not contain material or items that are unlawful, harmful, threatening, abusive, tortious, defamatory, libelous, vulgar, obscene, child-pornographic, lewd, profane, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable;
3) You will not stalk, intimidate and/or harass another;
4) You will not incite others to commit violence;
5) You will not harm minors in any way;
6) You will not impersonate any person or entity, or falsely state or otherwise misrepresent Your affiliation with a person or entity;
11. Indemnity
a. You agree to defend, indemnify and hold harmless Orthopedx, its subsidiaries, officers, directors, employees or agents (each a “Orthopedx Indemnitee”) against and in respect of any claims, loss, damages, obligations, penalties, or liability (including, without limitation, attorneys’ fees) imposed upon, incurred by or asserted against a Orthopedx Indemnitee that result from or are related to the Terms, Your breach of the Terms, Your Use of the Website, or Your violation of the property rights of another.
12. Resolution of Disputes
a. Any dispute arising out of or in connection with the Terms and or Your Use of the Website shall be resolved as follows:
1) If You are located in the United States, Your Use of the Website has occurred in the United States or You are subject to personal jurisdiction by any court located in the United States, the dispute shall be brought in a state or federal court having jurisdiction over Hennepin County, Minnesota, USA. Each Party agrees to appear in any such action and hereby consents to the jurisdiction and venue of such court.
2) In situations not covered under subsection 12.a.1), a dispute will be resolved by arbitration before a single arbitrator in or near Minneapolis, Minnesota and conducted pursuant to the International Arbitration Rules of the American Arbitration Association.
b. This Agreement shall be governed by the substantive laws of the State of Minnesota without giving effect to the conflicts of laws principles thereof. The United Nations Convention on Contracts for the International Sale of goods shall not apply.
c. If You improperly file a claim and Orthopedx has notified You in writing that the claim is improper and You have failed to withdraw the claim, Orthopedx may recover attorneys’ fees and costs for the improperly filed claim.
d. Notwithstanding the foregoing, in the event of Your or others’ unauthorized access to or Use of the Website in violation of the Terms You agree that Orthopedx shall be entitled to apply for injunctive remedies (or an equivalent type of legal relief) in any jurisdiction.
13. Miscellaneous Terms
a. You are encouraged, but not required to provide User input. If You do provide User Input, You hereby grant Orthopedx a nonexclusive, royalty-free, fully paid-up, perpetual, irrevocable, transferable, unlimited license in any User Input. Further, by submitting User Input, You represent and warrant that (i) the User Input does not contain confidential or proprietary information of You or of a third party; (ii) Orthopedx is not under any obligation of confidentiality, express or implied, with respect to the User Input; (iii) Orthopedx may develop technologies or solutions that contain elements or features that are similar to elements, features or ideas in Your User Input; and (iv) You are not entitled, under any circumstances, to any compensation or reimbursement of any kind from Orthopedx in relation to User Input.
b. You agree that Orthopedx may, without payment to You, derive revenue or other benefit from Your Content. Orthopedx may display Orthopedx or third party paid advertisements or other information adjacent to or in portions of the Website that contain or reference Your Content and that Orthopedx may do so without payment to You.
c. The Website may include hyperlinks to other sites. Such links to other sites are provided as a convenience to users of Websites. The inclusion of a link does not imply Orthopedx’s endorsement of a site. Orthopedx has no control over sites that are owned or controlled by other parties, and You agree that Orthopedx is not responsible for the availability or contents of any Linked Site (including advertising, products or other materials on or available from such Linked Site), any link contained in a Linked Site, or any changes or updates to a Linked Site.
d. The Website can be accessed from countries outside the United States and may contain references to Materials or products that are not available in Your country. These references do not imply that Orthopedx intends to make such Materials or products available in Your country.
e. Websites are operated by Orthopedx from servers in the United States. Orthopedx makes no representation that the Website is appropriate for Use or available in areas outside the United States, and access to the Website from jurisdictions where the Content is considered illegal is prohibited. Orthopedx reserves the right to block access certain international Users. If You access the Website from a location outside the United States, You are responsible for compliance with local Laws.
f. The Terms constitute the entire agreement between Orthopedx and You with respect to Your Use of the Website and supersede any prior agreements that exist or may have existed between You and Orthopedx on this subject.
g. You may not assign or otherwise transfer the Terms, or any right granted hereunder, without Orthopedx’s written consent. Orthopedx’s rights under the Terms are freely transferable by Orthopedx.
h. If a court of competent jurisdiction finds any provision of the Terms, or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of the parties as reflected by that provision, and the remainder of the Terms shall continue in full force and effect.
i. The fact that Orthopedx has not acted to enforce or exercise any provision of the Terms, or any related right, shall not constitute a waiver of that provision or right.
j. Materials that are downloaded by or on behalf of the United States of America, its agencies, and/or instrumentalities ("U.S. Government"), are subject to the provisions of FAR 12.211 - "Technical Data", and FAR 12.212 - "Computer software" or to clauses providing equivalent protections in DFARS or other agency specific regulations.
APPENDIX A: PRIVACY POLICY – Orthopedx Website
This Privacy Policy has been compiled to better serve those who are concerned with how their 'personally identifiable information' (PII) is being used online. PII, as used in US privacy law and information security, is information that can be used on its own or with other information to identify, contact, or locate a single person, or to identify an individual in context. Please read the following Privacy Policy carefully to get a clear understanding of how we collect, use, protect or otherwise handle any Personally Identifiable Information You may submit in connection with our website.
What personal information do we collect from the people that visit our blog, website or app?
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When visiting or registering on our site, as appropriate, You may be asked to enter Your name, email address, phone number or other details to help You with Your experience.
When do we collect information?
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We collect information from You when You fill out a form or enter information on our site. WE may collect the personal data that You may volunteer while using our services.
How do we use Your information?
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We may use the information we collect from You when You register or use certain other site features in the following ways:
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To contact You after You have expressed interest in our site
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To aggregate information about visitors to our website for our internal purposes
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How do we protect user information?
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Your personal information is contained behind secured networks and is only accessible by a limited number of persons who have special access rights to such systems, and are obligated to keep the information confidential.
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We implement a variety of security measures when a user enters, submits, or accesses their information to maintain the safety of Your personal information.
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All submissions are processed through a secure gateway and stored on our servers.
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This site has security measures in place to protect the loss, misuse and alteration of the information under our control. Orthopedx takes every reasonable measure possible to ensure this information does not get compromised.
Links to other sites
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This site may contain links to other sites outside our control. Orthopedx is not responsible for the privacy practices or the content of such web sites.
Do we use 'cookies'?
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This site may use cookies to store personal data. This practice is in no way an effort to compromise privacy but instead simplifies site administration and site use by recording commonly used data.
Third party disclosure
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We will not sell, share, or rent Your personal information to any third party or use Your e-mail address for unsolicited mail.
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Any emails sent by this Company will only be in connection with the provision of agreed services and products.
How do I unsubscribe? Or change information? Or opt out?
We will promptly after receiving a request from You:
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unsubscribe You from receiving future emails,
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change or modify information You have provided to us, and/or
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allow You to opt out of having Your information used for purposes not directly related to our website at the point where we ask for the information;
You may make any of these requests by contacting us (see below).
Contacting Us
You may contact us regarding this Privacy Policy using the information below.
Orthopedx
7680 Executive Dr
EdenPrairie, MN 55344 USA
952-905-2892
Image Attribution By Science Museum London / Science and Society Picture Library [CC BY-SA 2.0 (http://creativecommons.org/licenses/by-sa/2.0)], via Wikimedia Commons
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