Welcome to eDocate. eDocate is a data driven Software-as-a-Service offering (the “Service”) that provides an advanced platform for long-term simulation based learning for medical professionals using methodologies of virtual patient simulations, gamification and mobile and client access.
PLEASE READ THE FOLLOWING CAREFULLY BEFORE DOWNLOADING, INSTALLING AND/OR USING THE SERVICE.
By using the Service, clicking the “accept” or “ok” button, or installing and/or using the eDocate web and mobile software application (the “Software”) you expressly acknowledge and agree that you are entering into a legal agreement with eDocate Ltd. (“eDocate”, we”, “us” or “our”), and have understood and agree to comply with, and be legally bound by, the terms and conditions of this eDocate End User Terms of Service (“Agreement”). If you do not agree to be bound by this Agreement please do not register for the Service, or download, install or use the Software.
1. Ability to Accept. You represent and warrant that you are of legal age and otherwise competent to enter into this Agreement in your jurisdiction and, if you are entering into this Agreement on behalf of an entity, that you are authorized to enter into this Agreement on behalf of such entity.
2. License. Subject to the terms and conditions of this Agreement, we hereby grant you a personal, revocable, non-exclusive, non-sublicensable, non-assignable, non-transferable license (“License”) to: (i) use the Service; (ii) download, install and use the Software on a mobile telephone, tablet, computer or device (each, a “Device”) that you own or control; and (iii) access and use the Service and the Software on that Device, in each case solely in accordance with this Agreement and any applicable Usage Rules (as defined below).
3. License Restrictions. You agree not to, and shall not permit any third party to: (i) sublicense, redistribute, sell, lease, lend or rent the Software; (ii) disassemble, reverse engineer, decompile, decrypt or attempt to derive the source code of, the Software; (iii) copy (except for back-up purposes), modify, improve or create derivative works of the Software or any part thereof; (iv) circumvent, disable or otherwise interfere with security-related features of the Service or Software or features that prevent or restrict use or copying of any content or that enforce limitations on use of the Service or Software; (v) remove, alter or obscure any proprietary notice or identification, including copyright, trademark, patent or other notices, contained in or displayed on or via the Service or Software; (vi) use any communications systems provided by the Service or Software to send unauthorized and/or unsolicited commercial communications; (vii) use the eDocate name, logo or trademarks without our prior written consent; and/or (viii) use the Service or Software to violate any applicable laws, rules or regulations, or for any unlawful, harmful, irresponsible or inappropriate purpose, or in any manner that breaches this Agreement.
4. Account. In order to use some of the Service or Software features you may have to create or use an account (an “Account”). If you create an Account, you must provide accurate and complete information for yourself. You are solely responsible for the activity that occurs in your Account, and you must keep your Account password secure. You must notify us immediately of any unauthorized use of your Account. You acknowledge and agree that information you provide in the course of creating an Account, joining an event community or registering for an event or use of the Service, including but not limited to, name, email address, phone number, physical address, and employer, may be provided to and maintained by us, whether or not you complete the registration process, and may be used by us in connection with the event or future events or other products and services.
6. Third-Party Sources and Content. The Service enables you to view, access, link to, and use content from Third-Party Sources (as defined below) that are not owned or controlled by us (“Third-Party Content”). The Service may also enable you to communicate and interact with Third-Party Sources. “Third-Party Source(s)” means: (i) third party websites and services; and (ii) our partners and customers.
6.2. We are not responsible for, and we expressly disclaim all warranties regarding, the accuracy, appropriateness, usefulness, safety or Intellectual Property Rights (as defined below) of, or relating to, any Third-Party Content.
6.3. We do not endorse any advertising, promotions, campaigns, products, services or other materials that are included in any Third-Party Content or that are communicated to you from a Third-Party Source.
6.4. By using the Service you may be exposed to Third-Party Content that is inaccurate, offensive, indecent or objectionable. You always have the choice of deciding whether or not to interact with a Third-Party Source or to view and use Third-Party Content. Your interaction with a Third-Party Source and your use of, and reliance upon, any Third-Party Content is at your sole discretion and risk.
6.5. You are solely responsible and liable for your interaction with a Third-Party Source. You agree to waive, and hereby do waive, any legal or equitable rights or remedies you may have against eDdocate, and release eDocate from any and all liability, arising from your use of and interaction on any Third-Party Content and from your interaction with any Third-Party Source. If you have any query or complaint regarding a Third-Party Source or any Third-Party Content, you agree to contact the Third-Party Source directly.
7. Messages. The Service may permit you to send messages (including via email) to a Third-Party Source or to other Service users (“Messages”). You are solely responsible for your Messages and the consequences of sending them, and you agree to hold us harmless, and expressly release us, from any and all liability arising from your Messages. You grant us a worldwide license to use, store, and reproduce your Messages for the limited purpose of facilitating sending them to your designated recipients (and we may also use the tools, software or services of third party service providers to facilitate the sending of Messages to your designated recipients). You represent and warrant that you own or have the necessary rights and permissions to use all of the Intellectual Property Rights in and to your Messages, and to grant the foregoing license to us. You retain all of your ownership rights in your Messages. You acknowledge and agree that the provisions of Section 8 (User Submissions) below shall also apply to Messages that you send via the Service.
8. User Submissions. The Service may permit the hosting, sharing, posting and publishing of content by you and other users (“User Submissions”). Your User Submissions may be posted to the Service, or otherwise be made publicly available. You understand that whether or not such User Submissions are published, we do not guarantee any confidentiality with respect to any User Submissions. You shall be solely responsible for your User Submissions and the consequences of posting or publishing them. We have complete discretion on whether to publish your User Submissions and we reserve the right without further notice to you, to monitor, censor, edit, remove, delete and/or remove any and all User Submissions at any time and for any reason.
8.1. Ownership. You represent and warrant that you own or have the necessary rights and permissions to use and authorize us to use all Intellectual Property Rights in and to your User Submissions, and to enable inclusion and use thereof as contemplated by this Agreement. You retain all of your ownership rights in your User Submissions.
8.3. Exposure. You understand and acknowledge that when accessing and using the Service: (i) you will be exposed to User Submissions from a variety of sources, and that we are not responsible for the accuracy, usefulness, safety or Intellectual Property Rights of, or relating to, such User Submissions; and (ii) you may be exposed to User Submissions that are inaccurate, offensive, indecent, or objectionable. You agree to waive, and hereby do waive, any legal or equitable rights or remedies you may have against us with respect to (i) and (ii) herein.
8.4. Disclosure. We reserve the right to access, read, preserve and disclose any User Submission or any other information that we obtain in connection with the Service as we reasonably believe is necessary to: (i) satisfy any applicable law, regulation, legal process, subpoena or governmental request; (ii) enforce this Agreement, including investigation of potential violations of it; (iii) detect, prevent or otherwise address fraud, security or technical issues; (iv) respond to your user support requests; or (v) protect the rights, property or safety of eDocate, our users or the public.
8.5. Prohibited Content. You agree that you will not send, display, post, submit, publish or transmit a User Submission or Message that: (i) is unfair or deceptive under the consumer protection laws of any jurisdiction; (ii) is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights; (iii) creates a risk to a person’s safety or health, creates a risk to public safety or health, compromises national security, or interferes with an investigation by law enforcement; (iv) impersonates another person; (v) promotes illegal drugs, violates export control laws, relates to illegal gambling, or illegal arms trafficking; (vi) is unlawful, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, gives rise to civil liability, violates any law, or is otherwise dishonest, inaccurate, inappropriate, malicious or fraudulent; (vii) involves theft or terrorism; (viii) constitutes an unauthorized commercial communication; (ix) contains the contact information or any personally identifiable information of any third party unless you have first obtained the express consent of said third party to include their contact information or personally identifiable information; and/or (x) breaches this Agreement.
9. Copyright Policy
9.1. Removal of Content. It is the policy of eDocate to respect the legitimate rights of copyright owners, and we will respond to clear notices of alleged copyright infringement. Pursuant to the Digital Millennium Copyright Act, 17 U.S.C. Section 512 (the “DMCA”), eDocate has designated a Copyright Agent (as specified below) to receive notifications of claimed copyright infringement in connection with: (i) the Software, the Service and other mobile applications that we license; and/or (ii) the websites that we operate. Please be advised that we enforce a policy that provides for the termination in appropriate circumstances of Service users who are repeat infringers. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide the Copyright Agent with the following information in accordance with the DMCA:
(i) An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright;
(ii) A description of the copyrighted work you claim has been infringed;
(iii) A description of where the material that you claim is infringing is located on the Service, with enough detail that we may find it. Providing URLs in the body of an email is the best way to help us locate content quickly;
(iv) Your address, telephone number and email address;
(v) A 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; and
(vi) 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.
9.2. Counter-Notification. If you believe that the material you posted was removed from the Service by mistake, and that you have the right to post the material, you may elect to send us a counter-notification. To be effective the counter-notification must be a written communication provided to our Copyright Agent that includes substantially the following (please consult your legal counsel or see the Digital Millennium Copyright Act, 17 U.S.C. (the “Copyright Act”) Section 512(g)(3) to confirm these requirements):
(i) Your physical or electronic signature;
(ii) Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled. Providing URLs in the body of an email is the best way to help us locate content quickly;
(iii) A statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and
(iv) Your name, address and telephone number, and a statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which the address is located, or if your address is outside of the United States, for any judicial district in which eDocate may be found, and that you will accept service of process from the person who provided notification of infringement or an agent of such person.
9.3. Misrepresentations. Please note that under Section 512(f) of the Copyright Act, any person who knowingly materially misrepresents that material or activity is infringing or was removed or disabled by mistake or misidentification may be subject to liability.
9.4. Copyright Agent. eDocate’s agent for notice of claims of copyright infringement (“Copyright Agent”) can be reached as follows:
Name: eDocate Ltd.
Address: 1 Korolenko St. ,Tel-Aviv, Israel
10. Intellectual Property Rights
10.1. Ownership. The Software and Service is licensed and not sold to you under this Agreement and you acknowledge that eDocate and its licensors retain all title, ownership rights and Intellectual Property Rights in and to the Software and Service (and its related software). We reserve all rights not expressly granted herein to the Software and Service. “Intellectual Property Rights” means any and all rights, titles and interests in and to any and all trade secrets, patents, copyrights, service marks, trademarks, know-how or similar intellectual property rights, as well as any and all moral rights, rights of privacy, publicity and similar rights of any type under the laws or regulations of any governmental, regulatory, or judicial authority, whether foreign or domestic.
10.2. Content. The: (i) content on the Service which has been provided by eDocate, including without limitation, text, information, documents, descriptions, products, software, graphics, photos, sounds, videos, interactive features, and services (the “Materials”); and (ii) eDocate’s trademarks, service marks and logos contained therein (“Marks”, and together with the Materials, the “eDocate Content”); is the property of eDocate and/or its licensors and may be protected by applicable copyright or other intellectual property laws and treaties. “eDocate” and the eDocate logo are Marks of eDocate and its affiliates. All other trademarks, service marks or logos used on the Software or Service are the trademarks, service marks or logos of their respective owners.
10.3. Use of Content. The eDocate Content is provided to you “as is” for your personal use only and may not be used, copied, distributed, transmitted, broadcast, displayed, sold, licensed, decompiled or otherwise exploited for any other purposes whatsoever without our prior written consent. If you download or print a copy of the eDocate Content you must retain all copyright and other proprietary notices contained therein.
10.4. Changes to eDocate Content. We attempt to be as accurate as possible. However, we cannot and do not warrant that the eDocate Content is accurate, complete, reliable, current or error-free. We reserve the right to make changes in or to the eDocate Content, or any part thereof without the requirement of giving you any notice prior to or after making such changes to the eDocate Content.
11.1. The License granted hereunder is currently for free, however, we may in the future charge a fee for certain features and/or uses. You will not be charged for any such uses of the Service unless you first agree to such charges, but please be aware that any failure to pay applicable charges may result in you not having access to some or all of the Service.
11.2. Please be aware that your use of the Service may require and utilize internet connection or data access. To the extent that third party service provider or carrier charges for your internet or data usage are applicable, you agree to be solely responsible for those charges.
13. Warranty Disclaimers
13.1. THE SOFTWARE AND SERVICE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND INCLUDING, WITHOUT LIMITATION, REPRESENTATIONS, WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND THOSE ARISING BY STATUTE OR FROM A COURSE OF DEALING OR USAGE OF TRADE.
13.2. WE DO NOT WARRANT THAT THE SOFWARE OR SERVICE WILL OPERATE ERROR-FREE, THAT THE SOFTWARE OR SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL CODE or that WE will correct any errors in the SOFTWARE OR SERVICE. YOU AGREE THAT WE WILL NOT BE HELD RESPONSIBLE FOR ANY CONSEQUENCES TO YOU OR ANY THIRD PARTY THAT MAY RESULT FROM TECHNICAL PROBLEMS INCLUDING WITHOUT LIMITATION IN CONNECTION WITH THE INTERNET (SUCH AS SLOW CONNECTIONS, TRAFFIC CONGESTION OR OVERLOAD OF OUR OR OTHER SERVERS) OR ANY TELECOMMUNICATIONS OR INTERNET PROVIDERS.
13.3. IF YOU HAVE A DISPUTE WITH ANY OTHER SERVICE USER, YOU AGREE THAT WE ARE NOT LIABLE FOR ANY CLAIMS OR DAMAGES ARISING OUT OF OR CONNECTED WITH SUCH A DISPUTE. WE RESERVE THE RIGHT, BUT HAVE NO OBLIGATION, TO MONITOR ANY SUCH DISPUTE.
13.4. Applicable law may not allow the exclusion of certain warranties, so to that extent such exclusions may not apply.
13.5. Medical Disclaimer. The eDocate content is for informational and educational purposes only and are not a substitute for the professional judgment of a health care professional in diagnosing and treating patients. Such content may involve simulated case-based scenarios. The patients depicted in these scenarios are fictitious and no association with any actual patient is intended or should be inferred. Neither eDocate nor you are permitted to advise, diagnose, or otherwise treat users through the services. Neither the content nor any other service offered by or through this site is intended to be for medical diagnosis or treatment. Persons accessing this information assume full responsibility for the use of the information and agree that eDocate is not responsible or liable for any claim, loss, or damage arising from the use of the information. Content presented by eDocate does not necessarily reflect the views of eDocate of companies that support educational programming on or through the Software or Services. Such content may discuss treatments that have not been approved, such as therapeutic products and off-label uses of such products, by the U.S. Food and Drug Administration or any applicable authority in the relevant jurisdiction. eDocate does not recommend or endorse any specific drugs, tests, physicians, products, procedures, opinions, “off-label” drug uses or other information that may be mentioned on eDocate. Your reliance upon the Content obtained or used by you is solely at your own risk. eDocate reminds you that the Service is not meant to serve as a substitute for your own professional medical judgment. You should always exercise your professional judgment in evaluating your patients, and should carefully consider any treatment plan. eDocate encourages you to confirm the information made available or otherwise obtained through the Service with other reliable sources before undertaking any treatment described on or through the Software or Services.
14.1. UNDER NO CIRCUMSTANCES SHALL EDOCATE BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR FOR ANY LOSS OF DATA, REVENUE, BUSINESS OR REPUTATION, OR FOR THE COST OF SUBSTITUTE GOODS OR SERVICES, THAT ARISES UNDER OR IN CONNECTION WITH THIS AGREEMENT, OR THAT RESULTS FROM THE USE OF, OR THE INABILITY TO USE, THE SOFTWARE OR SERVICE EVEN IF EDOCATE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
14.2. IN ANY EVENT, EDOCATE’S TOTAL AGGREGATE LIABILITY FOR ALL DAMAGES AND LOSSES THAT ARISE UNDER OR IN CONNECTION WITH THIS AGREEMENT, OR THAT RESULT FROM YOUR USE OF OR INABILITY TO USE THE SOFTWARE OR SERVICE, SHALL NOT IN ANY CIRCUMSTANCE EXCEED THE TOTAL AMOUNTS, IF ANY, ACTUALLY PAID BY YOU TO EDOCATE FOR USING THE SOFTWARE OR SERVICE (NOT INCLUDING ANY FEES PAID FOR TRANSACTIONS) WITHIN THE THREE (3) MONTHS PRECEDING THE DATE OF BRINGING A CLAIM.
15. Indemnity. You agree to defend, indemnify and hold harmless eDocate and our affiliates, and our respective officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs and expenses (including but not limited to attorney’s fees) arising from: (i) your use of, or inability to use, the Software or Service, including but not limited to your User Submissions or Messages; (ii) your violation of this Agreement; and (iii) your violation of any third party right, including without limitation any Intellectual Property Right or privacy right. Without derogating from or excusing your obligations under this section, we reserve the right (at your own expense), but are not under any obligation, to assume the exclusive defense and control of any matter which is subject to an indemnification by you if you choose not to defend or settle it. You agree not to settle any matter subject to an indemnification by you without first obtaining our express approval.
16. Export Laws. You represent that you are not, and will not make the Software or Services available to, the resident of any embargoed country or a prohibited person under any export control or anti-terrorism law, regulation or list. You agree to comply fully with all applicable export laws and regulations to ensure that neither the Software, the Service, nor any technical data related thereto are exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by, such laws and regulations.
17. Updates and Upgrades. We may from time to time provide updates or upgrades to the Software and Service (each a “Revision”), but are not under any obligation to do so. Such Revisions will be supplied according to our then-current policies, which may include automatic updating or upgrading without any additional notice to you. You consent to any such automatic updating or upgrading of the Software and Service. All references herein to the Software and Service shall include Revisions. This Agreement shall govern any Revisions that replace or supplement the original Software or Service, unless the Revision is accompanied by a separate license agreement which will govern the Revision.
18.1. This Agreement is effective until terminated by us or you. We reserve the right, at any time, to: (i) discontinue or modify any aspect of the Service or Software; and/or (ii) terminate this Agreement and your use of the Service or Software with or without cause, and shall not be liable to you or any third party for any of the foregoing. If you object to any term or condition of this Agreement or any subsequent modifications thereto, or become dissatisfied with the Service or Software in any way, your only recourse is to immediately discontinue use of the Service or Software.
18.2. Upon termination of this Agreement, you shall cease all use of the Software and Service. This Section 18.2 and Sections 10 (Intellectual Property Rights), 12 (Privacy), 13 (Warranty Disclaimers), 14 (Limitation of Liability), 15 (Indemnity), and Sections 19 (Assignment) through 22 (General) shall survive termination of this Agreement.
19. Assignment. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you but may be assigned by eDocate without restriction or notification.
20. Modification. We reserve the right to modify this Agreement at any time by sending you a notification and/or publishing the revised Agreement on the Service. Such change will be effective ten (10) days following the foregoing notification thereof, and your continued use of the Software or Service thereafter means that you accept those changes.
21. Governing Law and Disputes. This Agreement shall be governed by and construed in accordance with the laws of the State of Israel, without regard to its conflict of laws rules. You agree to submit to the personal and exclusive jurisdiction of the courts located in Tel Aviv, Israel, and waive any jurisdictional, venue or inconvenient forum objections to such courts. Notwithstanding the foregoing, we may seek injunctive relief in any court of competent jurisdiction.
22. General. This Agreement, and any other legal notices published by us in connection with the Service and Software, shall constitute the entire agreement between you and eDocate concerning the Service and Software. In the event of a conflict between this Agreement and any of the foregoing, the terms of this Agreement shall prevail. No amendment to this Agreement will be binding unless in writing and signed by eDocate. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and a party’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision. YOU AGREE THAT ANY CAUSE OF ACTION THAT YOU MAY HAVE ARISING OUT OF OR RELATED TO THIS AGREEMENT MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.