1. Definitions
"sdmg.com" is the interactive online service operated by Slocum-Dickson Medical Group, P.C. ("SDMG") on the World Wide Web of the Internet, consisting of information services and content provided by SDMG and other third parties. "Subscriber" means each person who establishes or accesses a connection ("account") for access to and use of sdmg.com.
2. General
A) This Agreement, which incorporates by reference other provisions applicable to use of sdmg.com governing the use of certain specific material contained in sdmg.com, sets forth the terms and conditions that apply to use of sdmg.com by Subscriber. By using sdmg.com (other than to read this Agreement for the first time), Subscriber agrees to comply with all the terms and conditions hereof. The right to use sdmg.com is personal to Subscriber and is not transferable to any other person or entity. Subscriber is responsible for all use of Subscriber’s Account (under any screen name or password) and for insuring that all use of Subscriber’s Account complies fully with the provisions of this Agreement. Subscriber shall be responsible for protecting the confidentially of Subscriber’s password(s), if any. All use of Subscriber’s Account shall be deemed use of the Account by Subscriber, regardless of authorization. All references in this Agreement to Subscriber’s use of sdmg.com shall include all such use of Subscriber’s Account, regardless of authorization.
(B) SDMG shall have the right at any time to change or discontinue any aspect or feature of sdmg.com, including, but not limited to, content, hours of availability, and equipment needed for access or use.
3. Changed Terms
SDMG shall have the right at any time to change or modify the terms and conditions applicable to Subscriber’s use of sdmg.com or any part thereof, or to impose new conditions, including, but not limited to, adding fees and charges for use. Such changes, modifications, additions, or deletions shall be effective immediately upon notice thereof, which may be given by means, including but not limited to, posting on sdmg.com, or by electronic or conventional mail, or by any other means by which Subscriber obtains notice thereof. Any use of sdmg.com by Subscriber after such notice shall be deemed to constitute acceptance by Subscriber of any such changes, modifications, or additions. Subscriber’s continued use of sdmg.com after notification of modifications shall be deemed acknowledgment of receipt of additional consideration in the form of continued access to SDMG.COM
4. Equipment
Subscriber shall be responsible for obtaining and maintaining all telephone, computer hardware and other equipment needed for access to and use of sdmg.com and all charges related thereto.
5. Subscriber Conduct
(A) Subscriber shall use sdmg.com for lawful purposes only. Subscriber shall not post or transmit through sdmg.com any material which violates or infringes in any way upon the rights of others, which is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable, which encourages conduct that would constitute a criminal offense, giving rise to civil liability or otherwise violate any law, or which without SDMG’s express prior approval, contains advertising or any solicitation with respect to products or services. Any conduct by Subscriber that in SDMG’s discretion restricts or inhibits any other Subscriber from using or enjoying sdmg.com will not be permitted. Subscriber shall not use sdmg.com to advertise or perform any commercial solicitation, including, but not limited to, the solicitation of users to become Subscriber’s or other on-line information services competitive with sdmg.com.
(B) sdmg.com contains copyrighted material, trademarks and other proprietary information, including, but not limited to, text, software, photos, video, graphics, music and sound, and the entire contents of sdmg.com are copyrighted as a collective work under the United States copyright laws. SDMG owns a copyright in the selection, coordination, arrangement and enhancement of such content, as well as in the content original to it. Subscriber may not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit, any of the content, in whole or in part. Except as otherwise expressly permitted under copyright law, no copying, redistribution, retransmission, publication or commercial exploitation of downloaded material will be permitted without the express permission of SDMG and the copyright owner. In the event of any permitted copying, redistribution or publication of copyrighted material, no changes in or deletion of author attribution, trademark, legend or copyright notice shall be made.
(C) Subscriber shall not upload, post or otherwise made available on sdmg.com any material protected by copyright, trademark or other proprietary right without the express permission of the owner of the copyright, trademark or other proprietary right and the burden of determining that any material is not protected by copyright rests with Subscriber. Subscriber shall be solely liable for any damage resulting from any infringement of copyrights, proprietary rights or any other harm resulting from such a submission. By submitting any material to any public area of sdmg.com, Subscriber automatically grants, or warrants that the owner of such material has expressly granted SDMG the royalty-free, perpetual, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate and distribute such material, in whole or in part, worldwide and/or to incorporate it in any other works and any form, media or technology now known or hereinafter developed for the full term of any copyright that may exist in such material or permits any other Subscriber to access, view, store or reproduce the material for that Subscriber’s personal use. Subscriber hereby grants SDMG the right to edit, copy, publish and distribute any material made available on sdmg.com by Subscriber.
(D) The foregoing provisions of Section 5 are for the benefit of SDMG, its subsidiaries, affiliates and its third party content providers and licensors and each shall have the right to assert and enforce such provisions directly or on its own behalf.
6. Disclaimer of Warranty; Limitation of Liability—
(A) SUBSCRIBER EXPRESSLY AGREES THAT THE USE OF SDMG.COM IS AT SUBSCRIBER’S SOLE RISK. NEITHER SDMG, ITS AFFILIATES NOR ANY OF THEIR RESPECTIVE EMPLOYEES, AGENTS, THIRD PARTY CONTENT PROVIDERS OR LICENSORS WARRANT THAT SDMG.COM WILL BE UNINTERRUPTED OR ERROR FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF SDMG.COM, OR AS TO THE ACCURACY, RELIABILITY, OR CONTENT OF ANY INFORMATION, SERVICE OR MERCHANDISE PROVIDED THROUGH SDMG.COM.
(B) SDMG.COM IS PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OF FITNESS FOR A PARTICULAR PURPOSE, OTHER THAN THOSE WARRANTIES WHICH ARE IMPLIED BY AND INCAPABLE OF EXCLUSION, RESTRICTION, OR MODIFICATION UNDER THE LAWS AS APPLICABLE TO THIS AGREEMENT.
(C) THIS DISCLAIMER OF LIABILITY APPLIES TO ANY DAMAGES OR INJURY CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF RECORD, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOUR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION. SUBSCRIBER SPECIFICALLY ACKNOWLEDGES THAT SDMG IS NOT LIABLE FOR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER SUBSCRIBERS OR THIRD PARTIES SO THAT THE RISK OF INJURY FROM THE FOREGOING RESULTS ENTIRELY WITH THE SUBSCRIBER.
(D) IN NO EVENT WILL SDMG, OR ANY PERSON OR ENTTIY INVOLVED IN CREATING, PRODUCING, OR DISTRIBUTING SDMG.COM OR THE SDMG INTERACTIVE SOFTWARE, BE LIABLE FOR ANY DAMAGES, INCLUDING, WITHOUT, LIMITATION, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF THE USE OF OR THE INABILITY TO USE SDMG.COM. SUBSCRIBER HEREBY ACKNOWLEDGES THAT THE PROVISIONS OF THIS SECTION SHALL APPLY TO ALL CONTENT ON SDMG.COM.
7. Monitoring
SDMG shall have the right, but not the obligation, to monitor the content of sdmg.com, including chat rooms and forums, to determine compliance with this agreement and any operating rules established by SDMG and to satisfy any law, regulation, or authorized government request. SDMG shall have the right in its sole discretion to edit, refuse to post or remove any material submitted to or posted on sdmg.com. Without limiting the foregoing, SDMG shall have the right to remove material that SDMG, in its sole discretion, finds to be in violation of the provisions hereof or otherwise objectionable.
8. Indemnification
Subscriber agrees to defend, indemnify, and hold harmless SDMG, its affiliates and their respective Directors, Officers, Employees and Agents from and against all claims and expenses, including attorney fees, arising out of the use of sdmg.com by Subscriber or Subscriber’s account.
9. Termination
Either SDMG or Subscriber may terminate this agreement at any time. Without limiting the foregoing, SDMG shall have the right to immediately terminate Subscriber’s account in the event of any conduct by any Subscriber which SDMG, in its sole discretion, considers to be unacceptable, or in the event of any breach by Subscriber of this agreement. The provisions of Sections 5 (B), 5 (C), 5 (D), 6, 8, 10 and this Section 9 shall survive termination of this agreement.
10. Trademarks
Slocum-Dickson Medical Group, P.C., sdmg.com, SDMG and each of their logos are trademarks of Slocum-Dickson Medical Group, P.C. All rights reserved. All other trademarks appearing on sdmg.com are the property of their respective owners.
11. Third Party Content
SDMG is a distributor (and not a publisher) of content supplied by third parties and Subscribers. Accordingly, SDMG has no more editorial control over such content than does a public library, bookstore, or newsstand. In the opinions, advice, statement, services, offers, or other information or content expressed or made available by third parties, including information providers, Subscribers, or any other user of sdmg.com are those of the respective author(s) or distributor(s) and not of SDMG. Neither SDMG nor any third party provider of information guarantees the accuracy, completeness, or usefulness of any content, nor its merchantability or fitness for any particular purpose. (Refer to Section 6 above for the complete provisions governing limitation of liabilities and disclaimers of warranty).
In many instances, the content available through sdmg.com represents opinions and judgments of the respective information provider, Subscriber, or other user not under contract with SDMG. SDMG neither endorses nor is responsible for the accuracy or reliability of any opinion, advice, or statement made on sdmg.com by anyone other than authorized SDMG spokespersons while acting in their official capacities. Under no circumstances will SDMG be liable for any loss or damage caused by the Subscriber’s reliance on information obtained through sdmg.com. It is the responsibility of the Subscriber to evaluate the accuracy, completeness, or usefulness of any information, opinion, advice, or other content available through sdmg.com. PLEASE SEEK THE ADVICE OF PROFESSIONALS, AS APPROPRIATE, REGARDING THE EVALUATION OF ANY SPECIFIC INFORMATION, OPINION, ADVICE OR OTHER CONTENT. THE INFORMATION PROVIDED IS NOT INTENDED TO REPLACE OBTAINING MEDICAL EVALUATIONS AND HEALTH-CARE ADVICE FROM QUALIFIED HEALTH-CARE PROFESSIONALS. REFERENCE TO SPECIFIC PRODUCTS, PROCESSESS, OR SERVICES DOES NOT CONSTITUTE OR IMPLY RECOMMENDATION OR ENDORSEMENT BY SDMG.
12. Miscellaneous
This agreement and any operating rules for sdmg.com established by SDMG constitute the entire agreement of the parties with respect to the subject matter hereof, and supercede all previous written or oral agreements between the parties with respect to such subject matter. This agreement shall be construed in accordance with the laws of the State of New York without regard to its conflict of laws rules. Subscriber’s and SDMG agree that the exclusive venue of any lawsuit arising out of this Agreement shall be in Oneida County, New York. The section headings used herein are for convenience only and shall not be given any legal import. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.
