Midflow Terms of Use
Date of Last Revision: May 9, 2008.
Welcome to Midflow™, a licensed online resource of digital middle-tier related assets. The Midflow™ service and network (collectively, "Midflow" or "the Service") are operated by Medioset (collectively, "us", "we" or "the Company"). By accessing or using our web site at www.midflow.com or the mobile version thereof (together the "Site"), you (the "User" or "Certified Partner") signify that you have read, understand and agree to be bound by these Terms of Use ("Terms of Use" or "Agreement"), whether or not you are a registered Certified Partner of Midflow™. We reserve the right, at our sole discretion, to change, modify, add, or delete portions of these Terms of Use at any time without further notice. If we do this, we will post the changes to these Terms of Use on this page and will indicate at the top of this page the date these terms were last revised. Your continued use of the Service or the Site after any such changes constitutes your acceptance of the new Terms of Use. If you do not agree to abide by these or any future Terms of Use, do not use or access (or continue to use or access) the Service or the Site. It is your responsibility to regularly check the Site to determine if there have been changes to these Terms of Use and to review such changes.
1. Description of Service
Medioset provides Certified Partners with the Midflow™ Service. Registered Certified Partners are charged an annual fee for their use of the Service. The Service is owned by Medioset who claims intellectual property rights over the material it provides through the Service.
2. Proprietary Rights in Site Content
All content on the Site and available through the Service, including designs, text, graphics, pictures, video, information, applications, software, music, sound and other files, and their selection and arrangement (the "Site Content"), are the proprietary property of the Company, or its licensors with all rights reserved. No Site Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, without the Company's prior written permission. Provided that you are eligible for use of the Site, you are granted a limited license to access and use the Site and the Site Content and to download or print a copy of any portion of the Site Content to which you have properly gained access solely for your personal, licensed use, provided that you keep all copyright or other proprietary notices intact. Except for your own User Content, you may not upload or republish Site Content on any Internet, Intranet or Extranet site or incorporate the information in any other database or compilation, and any other use of the Site Content is strictly prohibited. Such license is subject to these Terms of Use and does not include use of any data mining, robots or similar data gathering or extraction methods. Any use of the Site or the Site Content other than as specifically authorized herein, without the prior written permission of Company, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws including copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Terms of Use shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. This license is revocable at any time without notice and with or without cause.
3. Disclaimers
The site, the service (including the mobile service), any platform applications and the site content are provided "as-is" and the company disclaims any and all representations and warranties, whether express or implied, including implied warranties of title, merchantability, fitness for a particular purpose or non-infringement. The company cannot guarantee and does not promise any specific results from use of the site and/or the service and/or any platform applications. Company does not represent or warrant that software, content or materials on the site, the service or any platform applications are accurate, complete, reliable, current or error-free or that the site or service its servers, or any platform applications are free of viruses or other harmful components. Therefore, you should exercise caution in the use and downloading of any such software, content or materials and use industry-recognized software to detect and disinfect viruses. Without limiting the foregoing, you understand and agree that you download or otherwise obtain content, material, data or software (including any mobile client) from or through the service and any platform applications at your own discretion and risk and that you will be solely responsible for your use thereof and any damages to your mobile device or computer system, loss of data or other harm of any kind that may result.
4. Limitation of Liability
In no event will company or its directors, employees or agents be liable to you or any third person for any indirect, consequential, exemplary, incidental, special or punitive damages, including for any lost profits or lost data arising from your use of the site or the service, any platform applications or any of the site content or other materials on, accessed through or downloaded from the site, even if the company is aware or has been advised of the possibility of such damages. Notwithstanding anything to the contrary contained herein, the company's liability to you for any cause whatsoever, and regardless of the form of the action, will at all times be limited to the amount paid, if any, by you to company for the service during the term of license, but in no case will the company's liability to you exceed 1000 €. You acknowledge that if no fees are paid to company for the service, you shall be limited to injunctive relief only, unless otherwise permitted by law, and shall not be entitled to damages of any kind from company, regardless of the cause of action.
5. Members Account
Only Certified Partner Members can use this Service. All Members of the Service shall receive an account and a, by the Member chosen, password. Members are entirely responsible for any and all activities which occur under their account whether authorized or not authorized. Member agrees to notify Medioset of any unauthorized use of Member's account or any other breach of security known or should be known to the Member. Member's right to use the Service is personal to the Member. Member agrees not to resell or make any commercial use of the Service without the express written consent of Medioset.
Members can cancel their account at any time. All content belonging to the Member will be immediately deleted from the Service upon cancellation. This information can not be recovered once Members account is cancelled. Medioset also, in its sole discretion, has the right to suspend or terminate Members account and refuse any and all current or future use of the Service for any reason at any time.
6. Modifications and Interruption to Service
Medioset reserves the right to modify or discontinue the Service with or without notice to the Member. Medioset shall not be liable to Member or any third party should Medioset exercise its right to modify or discontinue the Service. Medioset makes every effort to ensure the reliability and availability of the Service. However, Member acknowledges and accepts that Medioset does not guarantee continuous, uninterrupted or secure access to our website and operation of our website may be interfered with or adversely affected by numerous factors or circumstances outside of our control.
7. Third-Party Sites
Our website includes links to other sites on the Internet that are owned and operated by online merchants and other third parties. You acknowledge that we are not responsible for the availability of, or the content located on or through, any third-party site. You should contact the site administrator or webmaster for those third-party sites if you have any concerns regarding such links or the content located on such sites. Your use of those third-party sites is subject to the terms of use and privacy policies of each site, and we are not responsible therein. We encourage all Members to review said privacy policies of third-parties' sites.
8. Disclaimer Regarding Accuracy of Vendor Information
Product specifications and other information have either been provided by the Vendors or collected from publicly available sources. While Medioset makes every effort to ensure that the information on this website is accurate, we can make no representations or warranties as to the accuracy or reliability of any information provided on this website.
Medioset makes no warranties or representations whatsoever with regard to any product provided or offered by any Vendor, and you acknowledge that any reliance on representations and warranties provided by any Vendor shall be at your own risk.
9. Other Terms
If any provision of this Terms of Use Agreement shall be unlawful, void or unenforceable for any reason, the other provisions (and any partially-enforceable provision) shall not be affected thereby and shall remain valid and enforceable to the maximum possible extent. You agree that this Terms of Use Agreement and any other agreements referenced herein may be assigned by Medioset, in our sole discretion, to a third party in the event of a merger or acquisition. This Terms of Use Agreement shall apply in addition to, and shall not be superseded by, any other written agreement between us in relation to your participation as a Member. Member agrees that by accepting this Terms of Use Agreement, Member is consenting to the use and disclosure of their personally identifiable information and other practices described in our Privacy Policy Statement.
10. Questions
If you have questions regarding the Medioset Terms of Use Agreement please contact us at termsofuse@midflow.com or send your comments to:
Medioset
Att: Catherine Chaftari
Public Relations
pr@medioset.com
Medioset will use commercially reasonable efforts to promptly respond and resolve any problem or question.