Terms of Service Agreement

PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE USING THIS WEBSITE OR ANY SERVICE PROVIDED BY US AS IT REPRESENTS A BINDING AGREEMENT BETWEEN YOU AND SAWCZUK BIOMEDICAL CONSULTING, LLC (“Sawczuk”, “us” or “we”).  By using this website (“Website”) or any professional service provided by us (“Professional Service” and together with the Website, the “Service”), you represent that you have read and understand these Terms of Service and agree to be bound by them.  If you do not agree with these Terms of Service, in whole or in part, please do not continue to use the Service since your continued use including, but not limited to, obtaining Professional Services, constitutes acceptance of these Terms of Service.  Notwithstanding the foregoing, if you are a party to a professional services agreement with us, that agreement shall govern the provision of Professional Services to you by us.

1.     Changes to these Terms of Service.  We may modify these Terms of Service at any time, without notice, by updating this page.  Please check this page periodically for changes since your continued use of the Service following the posting of changes will indicate your acceptance of those changes.

These Terms of Service were last updated on August 6, 2014.

2.              Products, Content and Specifications.  All features, content, specifications, products, services, and prices described or depicted on this Website are subject to change at any time without notice.

3.              Accuracy of Information.  We attempt to ensure that information on this Website is complete, accurate and current. Despite our efforts, the information on this Website may occasionally be inaccurate, incomplete or out of date. We make no representation regarding how current, complete or accurate any information is on this Website.

4.              Use of this Website.  The Website design and all text, graphics, information, content, and other material displayed on or that can be downloaded from this Website are either the property of, or used with permission by, Sawczuk and are protected by copyright, trademark and other laws and treaties and may not be used except as permitted in these Terms of Service or with the prior written permission of the owner of such material. You may not modify the information or materials located on this Website in any way or reproduce or publicly display, perform, or distribute or otherwise use any such materials for any public or commercial purpose. Any unauthorized use of any such information or materials may violate copyright laws, trademark laws, laws of privacy and publicity, and other laws and regulations. You are responsible for maintaining the confidentiality of your account information and password and for restricting access to such information and to your computer. You agree to accept responsibility for all activities that occur under your account or password.

5.              Payment.  As consideration for any Professional Service provided by us to you, you shall pay all amounts invoiced to you no later than thirty (30) days from your receipt of our documentation of the Professional Services. In addition to the payments provided for above, you will pay any excise, sales, use, privilege or other similar taxes levied or based directly on your payments made pursuant to these Terms of Service.

6.              DISCLAIMERS OF WARRANTIES.  YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. SAWCZUK PROVIDES THE WEBSITE AND PROFESSIONAL SERVICES ON AN “AS IS” AND “AS AVAILABLE” BASIS.  SAWCZUK EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF INTELLECTUAL PROPERTY. DUE TO THE COMPLEX NATURE OF SOFTWARE AND THE INTERNET, WE DO NOT WARRANT THAT THIS WEBSITE OR THE MATERIALS CONTAINED ON THIS WEBSITE ARE COMPLETELY ERROR FREE, WILL OPERATE WITHOUT INTERRUPTION, ARE COMPATIBLE WITH ALL EQUIPMENT AND SOFTWARE CONFIGURATIONS, FREE OF VIRUSES, ERRORS, OR OTHER HARMFUL COMPONENTS, OR WILL OTHERWISE MEET YOUR NEEDS. THE FOREGOING EXCLUSIONS OF WARRANTIES DO NOT APPLY TO THE EXTENT PROHIBITED BY LAW. PLEASE REFER TO YOUR LOCAL LAWS FOR ANY SUCH PROHIBITIONS.

7.              LIMITATIONS OF LIABILITY.  WE ASSUME NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR, ANY DAMAGES TO YOUR COMPUTER, TELECOMMUNICATION EQUIPMENT, OR OTHER PROPERTY CAUSED BY OR ARISING FROM YOUR ACCESS TO, USE OF, OR BROWSING THIS WEBSITE OR YOUR DOWNLOADING OF ANY MATERIALS, FROM THIS WEBSITE. IN NO EVENT WILL SAWCZUK, ITS OFFICERS, DIRECTORS, EMPLOYEES, MEMBERS, AFFILIATES, AGENTS, SUCCESSORS, ASSIGNS OR ANY PARTY INVOLVED IN THE CREATION, PRODUCTION OR TRANSMISSION OF THE SERVICE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA OR BUSINESS INTERRUPTION) ARISING OUT OF OR RELATED TO THE USE, INABILITY TO USE, OR THE RESULTS OF USE OF THE SERVICE, ANY WEBSITES LINKED TO THIS WEBSITE, OR THE MATERIALS, PRODUCTS, INFORMATION OR SERVICES CONTAINED AT ANY OR ALL SUCH WEBSITES, WHETHER BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OF IF THE EXCLUSIVE REMEDIES STATED HEREIN FAIL OF THEIR ESSENTIAL PURPOSE. OUR TOTAL AGGREGATE LIABILITY TO YOU WITH RESPECT TO THE PROFESSIONAL SERVICES, THIS WEBSITE AND ANY MATERIALS, PRODUCTS OR SERVICES PROVIDED OR ACCESSIBLE THEREIN IS LIMITED TO THE AMOUNT YOU PAID TO US IN THE SIX MONTHS PRIOR TO THE ACTION GIVING RISE TO THE LIABILITY, DAMAGE, CLAIM OR LOSS.  THE FOREGOING LIMITATIONS OF LIABILITY DO NOT APPLY TO THE EXTENT PROHIBITED BY LAW. PLEASE REFER TO YOUR LOCAL LAWS FOR ANY SUCH PROHIBITIONS.

8.              Trademarks.  Certain trademarks, trade names, service marks and logos (collectively, “Marks”) used or displayed on this Website are the exclusive property of Sawczuk and/or our affiliates. Other Marks used or displayed on this Website are the property of their respective owners. Nothing contained on this Website grants or should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Marks without our written permission or the written permission of such third party owner.

9.              Third Party Links.  From time to time, this Website may contain links to websites that are not owned, operated or controlled by us. All such links are provided solely as a convenience to you. If you use these links, you will leave this Website and your use of the linked website will be governed by that website’s terms of use and privacy policy. We are not responsible for any content, materials or other information located on or accessible from any other website and do not endorse, guarantee, or make any representations or warranties regarding any other website, or any content, materials or other information located or accessible from such websites, or the results that you may obtain from using such websites. If you decide to access any other website linked to or from this Website, you do so entirely at your own risk.

10.           User Information.  Sawczuk welcomes comments and other submissions from the users of our Website.  Any comments, suggestions, ideas or any other materials submitted to Sawczuk, either online, offline or posted on this Website (collectively, “User Communications”), will become Sawczuk’s property upon its submission or posting.  Sawczuk shall be entitled to unrestricted use of the User Communications including, without limitation, to promote and market the Sawczuk brand, products, and services for any commercial or noncommercial use we deem appropriate, without compensation to the provider of the User Communications.  None of the User Communications shall be subject to any obligation of confidence on the part of Sawczuk, and Sawczuk shall not be liable for any use or disclosure of any User Communications.  You represent and warrant that you own or otherwise control all of the rights to the comments and other User Communications that you post on the Website and that use of your comments or other User Communications by Sawczuk does not and will not infringe upon, misappropriate or violate the rights of any third party.  We retain the right to remove any User Communications, in whole or in part, for any or no reason.  Notwithstanding the foregoing, (a) any personal information you submit to Sawczuk through the Website will be held in confidence by us as set forth in these Terms of Service and (b) this section not apply to the exchange of information by the parties with respect to Professional Services.

11.           Confidential Professional Services. In the case of Professional Services, the parties agree that each party could receive Confidential Information of the other (“Recipient”).  Each Recipient shall retain in confidence and require its Representatives (as defined below) to retain in confidence all Confidential Information of the other party (“Discloser”). “Confidential Information” means (a) certain non-public information concerning the business, technology, strategic plans, processes, organizational objectives, methods, operations, finances, customers, employees or trade secrets of the Discloser and (b) any other proprietary information, in written or other tangible form, provided by the Discloser to the Recipient during the provision of Professional Services. Recipient shall protect Discloser’s Confidential Information in the same manner Recipient protects its own Confidential Information of similar importance, but in no event with less than reasonable care. Confidential Information shall remain the sole property of the Discloser and shall not be disclosed to any third party without Discloser’s express written consent (except solely to employees, contractors, agents, advisors, attorneys, consultants, and subsidiaries (collectively, “Representatives”) who need to know such information and who are bound by a written agreement with Recipient to maintain the confidentiality of such Confidential Information in a manner no less rigorous than the requirements set forth in these Terms of Service). Confidential Information shall not include any information that: (i) is or becomes publicly available other than as a result of a disclosure by Recipient or any of its Representatives; (ii) is known to the Recipient on a non-confidential basis prior to the Discloser’s disclosure of such information to the Recipient; (iii) becomes known to the Recipient on a non-confidential basis from a source other than the Discloser without a breach of an obligation of confidentiality owed to the Discloser; or (iv) is independently developed by the Recipient without use of or reference to the Confidential Information. Either party may disclose information in compliance with applicable law or a court order, provided the Discloser is given reasonably prompt notice thereof and Recipient cooperates with Discloser, at Discloser’s expense, in seeking to limit such disclosure and in seeking an appropriate protective order and confidential treatment. Recipient agrees to be responsible for any breach of this provision by it or its Representatives. The obligations set forth herein with respect to Confidential Information shall continue in full force and effect indefinitely following the expiration or termination of these Terms of Service. Upon the request of Discloser, Recipient will promptly deliver to Discloser or destroy all of Discloser’s Confidential Information in Recipient’s possession or in the possession of its Representatives, without retaining any copies thereof, and shall provide to Discloser a certificate executed by an authorized officer of Recipient stating that it has done so.

12.           Inappropriate Material.  You shall not upload to, distribute, or otherwise publish through the Website any content, information or other material that (a) violates, misappropriates or infringes the copyrights, patents, trademarks, service marks, trade secrets, or other proprietary rights of any person or entity; (b) is libelous, threatening, defamatory, obscene, indecent, pornographic, or could give rise to any civil or criminal liability under applicable law; or (c) includes any bugs, viruses, worms, trap doors, Trojan horses or other harmful code or properties.  We will have no liability related to the content of any of the foregoing materials, whether or not arising under the laws of copyright, libel, privacy, obscenity, or otherwise. In addition to any remedies that we may have at law or in equity, if we determine that you have violated or are likely to violate the foregoing prohibitions, we may take any action we deem necessary to cure or prevent the violation. We will fully cooperate with any law enforcement authorities or court order or subpoena requesting or directing us to disclose the identity of anyone posting such materials.

13.           Information We Collect.  What information we collect from you depends upon how you choose to interact with us. Your election to use Professional Services and other features on this Website may involve providing personal information to us that identifies you or can be used to identify or contact you such as your name, mobile or other telephone number, email address, postal address or billing information. The following is a list of types of information we may collect and ways in which it could be collected:

    1. Information you provide.  Some of the Service including, but not limited to, purchasing Professional Services, require that you provide us with personal information as a condition of accessing and using the Service.  You may of course choose to submit information to us in various ways as well, such as when you contact us by email.
    2. Partners Websites.  We offer some of the Service through relationships with other companies and websites. Personal and other information that you provide to those companies and websites may be sent to us.
    3. Logged information. We may automatically collect and store some information that you do not actively provide, such as your internet protocol (IP) address, browser type, and the last website or webpage you visited.
    4. Cookies and other internet technology.  When you use the Service, we may send one or more cookies (that is, small text files) to your computer or mobile device that uniquely identifies your browser. Most browsers are initially set to accept cookies, but you can typically change your browser’s settings to refuse all cookies or notify you of a new cookie request.  However, some features of the Website may not function properly if cookies are disabled, deleted or refused. We may use other technology that currently exists, such as clickstreams to, through and from the Website, or technology that may be invented in the future to, among other things, track use of the Website, and habits and preferences of customers.

14.           Use and Disclosure of Information.  Personal and other information collected by us is used in our business to, for example, respond to or fulfill requests or enquiries, process orders and registrations, and communicate with you in general.  We may also share personal and other information with our selected suppliers, service providers and partners to facilitate providing the Service to you. For example, we may provide such information to third parties that are involved with operating and maintaining the Website (including for example where another company provides hosting or customer support services for us), performing business and sales analysis, improving the Service, and fulfilling orders.

We may collect and use information from you to display customized content and advertising to you and others, measure the usage and effectiveness of the Website and our online advertising and other content and activities, and improve the Website. Much of this information is gathered by us or other companies using cookies or other internet technologies.  By accepting these Terms of Service, you are explicitly indicating that you want targeted advertising from us and that we may use information you provide to us to generate such materials.

We may also share non-personal information with other companies for marketing purposes, such as the display of targeted advertising with or in the Website or the websites or services of other companies. This information may include aggregated information such as usage statistics or demographic trends regarding our users or those of websites or services with which we have a business relationship. It may also include anonymous information regarding particular users, such as information about websites or pages visited by the particular user.

We disclose personal and other information if we have a good-faith belief that the disclosure is reasonably necessary to comply with the law, legal process or an enforceable government request; to enforce these Terms of Service; to detect, prevent or otherwise address illegal activity, fraud, or security issues; or to protect the property or safety of our users, us or the public as required or permitted by law.

In connection with a significant transaction involving Sawczuk, such as an equity investment or merger or acquisition, we may transfer personal and other information to another company without your consent.

15.           Social Media and Public Forums.  These Terms of Service do not protect you when you participate in a public forum that is linked to the Website such as a blog or social media website.  As a service to our users, Sawczuk could feature links to various social media websites and may be accessed directly from such websites (e.g., Facebook). You should be aware that any information shared on social media websites or other public forums is public information and may be seen, disclosed to or collected by third parties.  By agreeing to these Terms of Service, you agree to allow us to obtain and link information contained on such social media websites with the information we store about you related to the Service.

16.           Your Choices.  If you have an account with us, you can review and update your account information (such as your name, user name, and contact information) online by logging into your account. We make good faith efforts to provide you with access to your personal information and the ability to correct the information if it is inaccurate or to delete it at your request if it is not required to be retained by law or for legitimate business purposes.   If you delete your account, we may retain certain information associated with your account for recordkeeping. Further, we generally do not remove information that you have made publicly available, and information that has already been provided to third parties may be retained by those third parties and will be subject to their policies, and not these Terms of Service.

17.           Information Security.  If you send us electronic personal information, we will store it on our computers and/or other media we deem appropriate.  We employ electronic and physical measures to help keep your personal information secure.  You should be aware, however, that no transmission over the Internet, and no electronic data storage method, is 100% secure.  Therefore, we cannot guarantee the absolute security of the personal information you provide us either during its transmission or its storage on our computers.

18.           Legal Age.  The Website is available only to, and may only be used by, individuals who are of an age to form a legally binding contract under applicable law.  If you are located in the United States, you must be at least 18 years old to use the Website.  You represent and warrant that you are of legal age and that all information you submit with respect to a purchase of Professional Services is accurate and truthful.

19.           Use of Website Outside the U.S.  We control this Website from our offices within the state of Washington, USA.  Although accessible by others, this Website and its content are intended for access and use by U.S. residents only. We make no representation that the content of the Website is appropriate or available for use in other locations.  You are solely responsible for compliance with all applicable laws and regulations that may govern your access and use of this Website.

20.           General Provisions.  Except for professional services agreements between Sawczuk and you, these Terms of Service represent the entire agreement between Sawczuk and you relating to your access or use of Service.  No failure or delay on the part of Sawczuk to exercise any right, power or remedy under these Terms of Service shall operate as a waiver; nor shall any single or partial exercise by Sawczuk of any right, power or remedy under these Terms of Service preclude any other or further exercise of any right, power or remedy.

21.           Choice of Law; Jurisdiction. These Terms of Service will be governed by and construed in accordance with the laws of the state of Washington, without giving effect to any principles of conflicts of laws.  By using the Service, you unconditionally agree to submit to the jurisdiction of the state and federal courts located in Seattle, Washington, USA.

22.           Termination.  We may suspend or terminate your account or your use of the Service at any time, for any reason or for no reason. We reserve the right to change, suspend, or discontinue all or any aspect of the Service at any time without notice.

23.           Severability. If any term or condition of these Terms of Service shall be deemed invalid, void, illegal or unenforceable for any reason, that term or condition shall be deemed severable and shall not affect the validity and enforceability of the remaining terms and conditions.

24.           Additional Assistance.  If you do not understand any of the foregoing Terms of Service or if you have any questions or comments, we invite you to contact our customer service department at Sawczuk@Sawczuk-BMC.com.

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