BY ACCESSING THIS WEB SITE, OR BY CLICKING A BOX THAT STATES THAT YOU ACCEPT OR AGREE TO THESE TERMS, YOU AGREE TO THE FOLLOWING TERMS AND CONDITIONS. IF YOU DO NOT AGREE, YOU HAVE NO RIGHT OR LICENSE TO ACCESS THIS WEB SITE AND YOU SHOULD NOT DO SO.
Unless otherwise indicated, this Site and its contents are the property of ConforMIS, Inc. and/or its subsidiaries, affiliates, or assigns (collectively “ConforMIS”), and are protected, without limitations, pursuant to U.S. and foreign copyright and trademark laws.
2. Intended Purpose of Site
The Site is provided as an information service for knee-implant patients who are customers or potential customers of ConforMIS, and their agents or representatives, as well as the physicians, CT technologists, imaging centers and related healthcare providers who take part in such patients’ image-to-implant process. The Site is not intended for use by any person or entity who may provide products or services that compete with any ConforMIS products and services, and is not intended for use by any User for commercial purposes whatsoever.
3. Surgeon Resource Center
4. Orders.ConforMIS.com Site
5. Ancillary sites hosted by ConforMIS
The Sites (sites include: www.detroitkneereplacement.com, www.mypersonalknee.com, www.jacksonvillekneereplacement.com, and www.portlandkneereplacement.com) are provided as an information service for knee-implant patients who are customers or potential customers of ConforMIS, and their agents or representatives, as well as the physicians, CT technologists, imaging centers and related healthcare providers who take part in such patients’ image-to-implant process. The Sites are not intended for use by any person or entity who may provide products or services that compete with any ConforMIS products and services, and are not intended for use by any User for commercial purposes whatsoever.
ConforMIS reserves the right to discontinue the sale of any product listed on the Site at any time without notice. ConforMIS reserves the right to cancel any order upon notice to the customer.
7. User Information
8. Account, Password, and Security
9. User Conduct
Users must act in a professional and reasonable manner and agree not to use the Site:
• other than for its intended purpose;
• to collect, store or use information about other Users or specific transactions other than for the specific purpose for which that information was provided;
• to post, email or otherwise transmit any information known to be inaccurate;
• to impersonate any person or entity or falsely state or otherwise misrepresent affiliation with a person or entity;
• to forge or otherwise manipulate identifiers in order to disguise the origin of any transaction or information transmitted to or posted on the Site;
• to disrupt the normal flow of dialogue on the Site or otherwise act in a manner that negatively affects other • Users’ ability to engage in real-time exchanges and transactions; or
to violate any applicable local, state, national or international law and any regulations having the force of law.
ConforMIS reserves the right to monitor usage of the Site.
Although ConforMIS will in most circumstances be able to receive User’s e-mail or other information provided through this Site (including, without limitation, service requests and other submissions), ConforMIS does not guarantee that it will receive all such e-mail or other information timely and accurately and shall not be legally obligated to read, act on or respond to any such e-mail or other information. Be aware that Internet e-mail typically is not secure.
12. Content; Copyright and Limitations on Use
You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes any portion of the Site, use of the Site or access to the Site. The Site is provided for your personal, noncommercial use only.
All information, materials, functions and other content including without limitation, text, software, photos, and graphics (and including Submissions, as defined herein) (“Content “) contained on the Site are copyrighted by ConforMIS and/or its licensors under United States and international copyright laws, are subject to other intellectual property and proprietary rights and laws, and are owned by ConforMIS or its licensors. ConforMIS may change the Site or delete Content or features at any time, in any way, for any or no reason.
Except as ConforMIS specifically agrees in writing, no Content from the Site may be copied, modified, sold, offered for sale, used, posted, reproduced, transmitted, distributed or otherwise exploited in any way other than as part of the Site, except that where a feature of the Site is configured to enable the download of particular Content, you may download one copy of such Content to a single computer for your personal, noncommercial use only, provided that you (a) keep intact all copyright and other proprietary notices, (b) make no modifications to the Content, and (c) do not use the Content in a manner that suggests an association with any of ConforMIS’s products, services or brands. Any commercial use, “remailing” or high-volume or automated use of the Site is prohibited. You must abide by all copyright notices, information, or restrictions contained in or attached to any Content.
In the event that ConforMIS offers downloads of licensed software on the Site and you acquire a license and download such software, the software, including any files, images incorporated in or generated by the software, and data accompanying the software (collectively, the “Software “) are licensed to you by ConforMIS or third-party licensors under the specific terms and restrictions stated in the applicable License Agreement accepted by you at the time of download. ConforMIS does not transfer title to the Software to you. You may not distribute or otherwise exploit the Software or decompile, reverse engineer, disassemble or otherwise reduce the Software to a human-readable form.
There are two types of Submissions: Solicited Submissions and Unsolicited Submissions. “Solicited Submissions ” means those Submissions (a) that ConforMIS expressly requests or enables you to provide to us via any feature or activity on the Site for ConforMIS’s review or display [and possible specifically-defined consideration or compensation (such as being given access to special Site features or promotions)]; and (b) that you Distribute on or through the Site for which you do not seek consideration (such as in Public Forums, as defined below). “Unsolicited Submissions ” are any and all Submissions that do not fall within subparagraphs (a) or (b) of this paragraph.
DO NOT DISTRIBUTE ANY UNSOLICITED SUBMISSIONS; NO IMPLIED CONTRACT WILL BE CREATED.
ConforMIS’s company policy does not allow us to accept or consider Unsolicited Submissions. ConforMIS seeks to avoid any confusion when projects developed by ConforMIS or under ConforMIS’s direction might seem to others to be similar to their own creative work. ConforMIS therefore requests that you not Distribute any Unsolicited Submission in any manner to ConforMIS directly or on or through the Site. Regardless, you agree that any Submissions you make are not being made in confidence or trust and that no confidential or fiduciary relationship is intended or created between you and ConforMIS in any way, and that you have no expectation of any review, compensation or consideration of any type (other than any stated consideration that is expressly agreed to by ConforMIS after specific negotiation).
You hereby grant ConforMIS and its licensees, distributors, agents, representatives and other authorized users, a perpetual, non-exclusive, irrevocable, fully-paid, royalty-free, sub-licensable and transferable (in whole or part) worldwide license under all copyrights, trademarks, patents, trade secrets, privacy and publicity rights and other intellectual property rights you own or control to use, reproduce, transmit, display, exhibit, distribute, index, comment on, modify, create derivative works based upon, perform and otherwise exploit such Submissions, in whole or in part, in all media formats and channels now known or hereafter devised (including on the Site, on third party web sites, on ConforMIS’s broadcast and cable networks and stations, on its broadband and wireless platforms, products and services, on physical media, and in theatrical release) for any and all purposes including entertainment, news, advertising, promotional, marketing, publicity, trade or commercial purposes, all without further notice to you, with or without attribution, and without the requirement of any permission from or payment to you or to any other person or entity (the “Submissions License “).
15. Representations Concerning Submissions
To the extent ConforMIS solicits Submissions through features or activities on or through the Site (including any promotions ) and Public Forums (defined below) that require the use of ConforMIS’s copyrighted works (in whole or in part), ConforMIS hereby grants you a non-exclusive license to create a derivative work using such copyrighted works (in whole or in part) as required (but only as required, and only for the purpose of creating your Submissions); provided however, that such license shall be conditioned upon your assignment of all rights in the work you create to ConforMIS. If such rights are not assigned to ConforMIS, your license to create derivative works using ConforMIS’s copyrighted works (in whole or in part) shall be null and void. You agree to the foregoing grant of rights, consents, agreements and assignments whether or not your Submissions are used by ConforMIS.
To the extent any “moral rights,” “ancillary rights,” or similar rights in or to the Submissions exist and are not exclusively owned by ConforMIS, you agree not to enforce any such rights as to ConforMIS or its licensees, distributors, agents, representatives and other authorized users, and you shall procure the same agreement not to enforce from any others who may possess such rights.
Without limiting the scope of the Submissions License or any future grant of rights, consents, agreements, assignments, and waivers you may make with respect to Submissions, you hereby ratify any prior grant of rights, consents, agreements, assignments and waivers made by you with respect to Submissions submitted by you to ConforMIS.
16. Public Forum
You acknowledge that Public Forums and features offered therein are for public and not private communications, and you have no expectation of privacy with regard to any Submission to a Public Forum. ConforMIS cannot guarantee the security of any information you disclose through any of these media; you make such disclosures at your own risk.
You are and shall remain solely responsible for the Submissions you Distribute on or through the Site under your account or otherwise by you in any Public Forum and for the consequences of submitting and posting same. ConforMIS has no duty to monitor any Public Forum.
Also, you should be skeptical about information provided by others, and you acknowledge that the use of any Submission posted in any Public Forum is at your own risk. For example, ConforMIS is not responsible for, and ConforMIS does not endorse, the opinions, advice or recommendations posted or sent by users in any Public Forum and ConforMIS specifically disclaims any and all liability in connection therewith.
ConforMIS owes you no obligation, and therefore may refuse, to post, deliver, remove, modify or otherwise use or take any action with respect to Submissions you Distribute.
17. Rules of Conduct
The following Rules of Conduct apply to the Site. By using the Site, you agree that you will not Distribute any Submission that:
(a) is defamatory, abusive, harassing, threatening, or an invasion of a right of privacy of another person; (b) is bigoted, hateful, or racially or otherwise offensive; (c) is violent, vulgar, obscene, pornographic or otherwise sexually explicit; or (d) otherwise harms or can reasonably be expected to harm any person or entity;
is illegal or encourages or advocates illegal activity or the discussion of illegal activities with the intent to commit them, including a Submission that is, or represents an attempt to engage in, child pornography, stalking, sexual assault, fraud, trafficking in obscene or stolen material, drug dealing and/or drug abuse, harassment, theft, or conspiracy to commit any criminal activity;
infringes or violates any right of a third party including: (a) copyright, patent, trademark, trade secret or other proprietary or contractual rights; (b) right of privacy (specifically, you must not distribute another person’s personal information of any kind without their express permission) or publicity; or (c) any confidentiality obligation;
is commercial, business-related or advertises or offers to sell any products, services or otherwise (whether or not for profit), or solicits others (including solicitations for contributions or donations);
contains a virus or other harmful component, or otherwise tampers with, impairs or damages the Site or any connected network, or otherwise interferes with any person or entity’s use or enjoyment of the Site; or
(a) does not generally pertain to the designated topic or theme of the relevant Public Forum; (b) violates any specific restrictions applicable to a Public Forum, including its age restrictions and procedures; or (c) is antisocial, disruptive, or destructive, including “flaming,” “spamming,” “flooding,” “trolling,” and “griefing” as those terms are commonly understood and used on the Internet.
18. Removal of Submissions
19. Opinions Stated in Third-Party Content
CONFORMIS SHALL NOT BE LIABLE FOR ANY INFORMATION, SOFTWARE, SERVICES OR LINKS FOUND AT ANY OTHER WEBSITE, INTERNET LOCATION, OR SOURCE OF INFORMATION, OR FOR YOUR USE OF SUCH INFORMATION.
21. Proprietary Rights
You acknowledge and agree that the Site and any necessary software provided by ConforMIS and used in connection with the Site contain proprietary and confidential information that is protected by applicable intellectual property and other laws. ConforMIS grants you a personal, non-transferable and non-exclusive right and license to use the object code of such Site software solely in connection with your use of the Site. You shall not (nor allow any third party to) copy, modify, create a derivative work of, reverse engineer, reverse assemble, decompile, or otherwise attempt to discover any source code, sell, assign, rent, lease, loan, sublicense, grant a security interest in or otherwise transfer any right in the Site software. You agree not to modify such software in any manner or form, or to use modified versions of such software, including (without limitation) for the purpose of obtaining unauthorized access to the Site. You agree not to access the Site by any means other than through the interface that is provided by ConforMIS for such use.
iTotal®, iTotal® CR, iUni®, iDuo®, iFit®, and iJig® are all registered trademarks of ConforMIS, Inc. Certain of the other names, logos, and other materials displayed in the Site constitute trademarks, tradenames, service marks or logos (“Marks”) of ConforMIS or other entities. You are not authorized to use any such Marks. Ownership of all such Marks and the goodwill associated therewith remains with ConforMIS or those other entities.
23. Disclaimer of Warranties
YOU EXPRESSLY AGREE THAT USE OF THE SITE IS AT YOUR SOLE RISK. THE SITE AND ITS CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. CONFORMIS EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, ACCURACY, COMPLETENESS, AVAILABILITY, SECURITY, COMPATABILITY AND NON-INFRINGEMENT WITH RESPECT TO THE SITE. CONFORMIS MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND WITH RESPECT TO THE USE OR THE RESULTS OF THE USE OF ANY CONTENT OR SUBMISSIONS OF ANY USER. CONFORMIS MAKES NO WARRANTY THAT THE SITE WILL MEET YOUR REQUIREMENTS, OR THAT THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DOES CONFORMIS MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR PRODUCTS OFFERED FOR LICENSE ON THE SITE, OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SITE, OR THAT DEFECTS IN THE SITE WILL BE CORRECTED. YOU UNDERSTAND AND AGREE THAT ANY CONTENT, MATERIAL AND/OR INFORMATION DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR INFORMATION. MOREOVER, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. CONFORMIS MAKES NO WARRANTY REGARDING ANY GOODS OR SERVICES PURCHASED OR OBTAINED THROUGH THE SITE OR ANY TRANSACTIONS ENTERED INTO THROUGH THE SITE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM CONFORMIS OR THROUGH THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. YOU HEREBY IRREVOCABLY WAIVE ANY CLAIM AGAINST CONFORMIS WITH RESPECT TO CONTENT ON, AND ANY CONTENT YOU PROVIDE TO, THIRD PARTY SITES.
The Site may contain the opinions and views of other users. Given the interactive nature of the Site, ConforMIS cannot endorse, guarantee, or be responsible for the accuracy, efficacy, or veracity of any Content generated by its Users. Reliance on any information appearing on the Site is strictly at your own risk.
THE CONTENT OF THE SITE IS INTENDED FOR INFORMATIONAL PURPOSES ONLY. SUCH CONTENT IS NOT INTENDED TO, AND DOES NOT, CONSTITUTE LEGAL, FINANCIAL, PROFESSIONAL, MEDICAL OR HEALTHCARE ADVICE OR DIAGNOSIS, AND MAY NOT BE USED FOR SUCH PURPOSES. ALWAYS SEEK THE ADVICE OF YOUR PHYSICIAN OR OTHER QUALIFIED HEALTHCARE PROVIDER WITH ANY QUESTIONS YOU MAY HAVE REGARDING A MEDICAL CONDITION. YOU SHOULD NOT ACT OR REFRAIN FROM ACTING ON THE BASIS OF ANY CONTENT INCLUDED IN, OR ACCESSIBLE THROUGH, THE SITE WITHOUT SEEKING THE APPROPRIATE LEGAL, MEDICAL OR OTHER PROFESSIONAL ADVICE ON THE PARTICULAR FACTS AND CIRCUMSTANCES AT ISSUE FROM A LAWYER, PHYSICIAN OR PROFESSIONAL LICENSED IN THE RECIPIENT’S STATE, COUNTRY OR OTHER APPROPRIATE LICENSING JURISDICTION.
24. Limitations on Liability
YOU UNDERSTAND THAT, TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL CONFORMIS OR ITS OFFICERS, EMPLOYEES, DIRECTORS, SHAREHOLDERS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS OR LICENSORS OR ANY OF THE FOREGOING ENTITIES’ RESPECTIVE RESELLERS, DISTRIBUTORS, SERVICE PROVIDERS OR SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF REVENUES, PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, PERSONAL INJURY (INCLUDING DEATH) AND PROPERTY DAMAGE OF ANY NATURE WHATSOEVER (EVEN IF SUCH PARTIES WERE ADVISED OF, KNEW OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM (A) YOUR (OR ANYONE USING YOUR ACCOUNT’S) USE OF, OR THE INABILITY TO USE, THE SITE OR CONTENT, OR (B) THE CONDUCT OR ACTIONS, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE SITE OR ANY OTHER PERSON OR ENTITY. IN NO EVENT SHALL CONFORMIS’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE EXCEED THE AMOUNT PAID BY YOU, IF ANY, OR $100 (WHICHEVER IS LESS) FOR ACCESSING OR PARTICIPATING IN ANY ACTIVITY RELATED TO THE SITE. MOREOVER, UNDER NO CIRCUMSTANCES SHALL CONFORMIS OR ITS, LICENSORS, RESELLERS, DISTRIBUTORS, SERVICE PROVIDERS OR SUPPLIERS, BE HELD LIABLE FOR ANY DELAY OR FAILURE IN PERFORMANCE RESULTING DIRECTLY OR INDIRECTLY FROM AN ACT OF FORCE MAJEURE OR CAUSES BEYOND ITS OR THEIR REASONABLE CONTROL.
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations and disclaimers may not apply to you. To the extent that ConforMIS may not, as a matter of applicable law, disclaim any implied warranty or limit its liabilities, the scope and duration of such warranty and the extent of ConforMIS’s liability shall be the minimum permitted under such applicable law.
27. Equal Opportunity Employer
ConforMIS may make employment information available through the Site. ConforMIS is an equal opportunity employer. ConforMIS provides equal employment opportunity to qualified persons without regard to race, color, religion, sex, national origin, age, veteran status or disability. ConforMIS’ policy relates to all phases of employment including recruitment, placement, promotion, training, demotion, transfer, layoff, recall and termination, rates of pay, employee benefits and participation in all company-sponsored employee activities.
28. Digital Millennium Copyright Act Compliance
If you have any copyright concerns about any materials posted on this Site by others, please let ConforMIS know. ConforMIS complies with the provisions of the Digital Millennium Copyright Act applicable to Internet service providers (17 U.S.C. Â§ 512). Please provide ConforMIS with written notice (“Notice”) by contacting ConforMIS’s Designated Agent at the following address:
11 North Avenue.
Burlington, MA 01803
Facsimile: (781) 345-0147
To be effective, the Notice must include the following:
A physical or electronic signature of the owner, or a person authorized to act on behalf of the owner (“Complaining Party”) of an exclusive right that is allegedly being infringed upon;
Information reasonably sufficient to permit ConforMIS to contact the Complaining Party, such as an address, telephone number, and if available, an electronic mail address;
Identification of the allegedly infringing material on the Site (“Infringing Material”), and information reasonably sufficient to permit ConforMIS to locate such material on the Site;
Identification of the copyrighted work claimed to have been infringed upon (“Infringed Material”), or if multiple copyrighted works on the Site are covered by a single Notice, a list of each copyrighted work claimed to have been infringed (please be specific as to which Infringing Material is infringing on which Infringed Material);
A statement that the Complaining Party has a good faith belief that use of Infringing Material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
A statement that the information in the Notice is accurate, and under penalty of perjury, that the Complaining Party is the owner or is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
29. Export Controls
Supply of goods, services and software through the Site is subject to United States export control and economic sanctions requirements. By acquiring any such items through the Site, you represent and warrant that your acquisition comports with and your use of the item will comport with those requirements. Without limiting the foregoing, you may not acquire goods, services or software through the Site if: 1) you are in, under the control of, or a national or resident of Cuba, Iran, North Korea, Sudan or Syria or if you are on the U.S. Treasury Department’s Specially Designated Nationals List or the U.S. Commerce Department’s Denied Persons List, Unverified List or Entity List or 2) you intend to supply the acquired goods, services or software to Cuba, Iran, North Korea, Sudan or Syria (or a national or resident of one of these countries) or to a person on the Specially Designated Nationals List, Denied Persons List, Unverified List or Entity List.
32. Questions or Concerns
Attention: Internet Services
28 Crosby Drive
Bedford, MA 01730
EU Regulatory Representative
Medical Device Safety Service, GMBH
EU Regulatory Representative
30175 Hannover, Germany