Legal Agreements

 

1. General

1.1 This agreement governs your use of the eMedic software ("Software") for iOS, Palm, Pocket PC, and Windows. The Software is owned and copyrighted by Iterum, LLC ("Iterum"). This license confers no title or ownership in the Software and should not be construed as a sale of any right in the Software.

1.2 Iterum reserves the right, in its discretion, to change or modify all or any part of this Agreement at any time, effective immediately upon notice published on eMedic.com. Your continued use of the Software constitutes your binding acceptance of these terms and conditions, including any changes or modifications made by Iterum as permitted above. If at any time the terms and conditions of this Agreement are no longer acceptable to you, you should immediately cease all use of the Software.

1.3 Iterum grants you a license to use one copy of Software on any one computer for as many licenses as you purchase. "You" means the company, entity, or individual whose funds are used to pay the license fee. "Use" means storing, loading, installing, executing, or displaying the Software. This license is not transferable to any other company, entity, or individual.

2. Use of Content

2.1 You acknowledge that the Software includes medical information comprised of algorithms, images, text, and other material (collectively, the "Content") that are protected by copyright, trademark or other proprietary rights of Iterum or third parties. All Content within the Software is copyrighted as a collective work of Iterum pursuant to applicable copyright law. You agree to comply with any additional copyright notices, information, or restrictions contained in any Content available on or accessed through the Software. Users of the Software may use the Content only for his or her personal, noncommercial use.

2.2 You may not modify, publish, transmit, transfer or sell, reproduce, create derivative works from, distribute, perform, display, or in any way exploit any of the Content, in whole or in part, except as expressly permitted in this Agreement. Content in Software may not be reverse engineered unless specifically authorized by Iterum. A separate agreement covers the use and distribution of Content that is provided with eMedic Editor.

2.3 You may download or copy the Content only for your own personal use, provided that you maintain all copyright and other notices contained in such Content. Except as expressly permitted by the copyright laws, no copying, storage. redistribution or publication of any Content is permitted without the express written permission of Iterum.

2.4 You understand that the medical Content contained in the Software is summarized from a variety of sources Iterum believes to be accurate. You acknowledge there is an extremely high likelihood that errors exist within this Content. Further, you understand that the Content has been severely abbreviated and information has been omitted. You understand that the Content alone was not intended to be used to make important medical decisions (nor should it be). You agree to refer to other publications and obtain the proper medical training to make sound medical decisions. You understand that the drug database was created to provide prehospital personnel with an overview of a drug; it was not intended to assist doctors prescribe medicine. Under no circumstance will you hold Iterum, its employees, or its agents liable for any aspect of Software.

3. Indemnity

3.1 You agree to indemnify, defend and hold Iterum and its affiliates, and their respective officers, directors, owners, agents, information providers and licensors (collectively, the "Iterum Parties") harmless from and against any and all claims, liability, losses, costs and expenses (including attorneys' fees) incurred by any Iterum Party in connection with any use or alleged use of the Software. Iterum reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with Iterum's defense of such claim.

4. DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY

4.1 ITERUM DOES NOT WARRANT THAT THE SOFTWARE IS ERROR FREE; NOR DOES ITERUM MAKE ANY WARRANTY AS TO THE RESULTS TO BE OBTAINED FROM USE OF THE SOFTWARE OR CONTENT. THE SOFTWARE AND CONTENT ARE DISTRIBUTED ON AN "AS IS, AS AVAILABLE" BASIS. ITERUM AND THEIR RESPECTIVE AGENTS DO NOT MAKE ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE SOFTWARE OR CONTENT. ITERUM DOES NOT WARRANT THAT ANY FILES AVAILABLE FOR DOWNLOADING THROUGH THE SERVICE WILL BE FREE OF VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES. YOU EXPRESSLY AGREE THAT THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE PRODUCTS AND THE ACCURACY OR COMPLETENESS OF THE CONTENT IS ASSUMED SOLELY BY YOU.

4.2 ITERUM SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

4.3 SOME STATES DO NOT ALLOW EXCLUSION OF IMPLIED WARRANTIES OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH STATES, THE LIABILITY OF ITERUM SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

5. Miscellaneous

5.1 This Agreement shall be construed in accordance with the laws of the State of Utah, and the parties irrevocably consent to bring any action to enforce this Agreement in the federal or state courts located in Salt Lake City, Utah. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof, and supersedes all previous written or oral agreements between the parties with respect to such subject matter.

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