General Terms & Conditions Licensing PharmEngage Software
PharmEngage Pty Ltd
General Terms & Conditions Licensing PharmEngage Software
Please read the following License Agreement (‘Agreement’) carefully before continuing.
PE is willing to license the Software provided to You, whether by download, via the Internet, as part
of a device or piece of equipment, or on Software media, including all databases, data, and
documentation contained therein or provided therewith, including any subsequent updates (the
‘Software’) to You only upon the condition that You accept all of the terms and conditions contained
in this Agreement. By clicking on the ‘Accept’ button, or otherwise accessing or using the Software,
You accept all of the terms and conditions of this Agreement and agree to be bound by its terms.If
You do not accept the terms of this Agreement, You are not permitted to use the Software. Please
click the ‘Cancel’ button and do not download, access or use the Software.
- Grant of Licence
1.1. We grant a licence to You to use the Software on the terms of the IP Licence and the additional terms contained in the relevant section for the relevant term.
1.2. On termination of an Agreement, Your rights to use the Software shall cease and You must no longer use the Software and delete it from Your systems.
1.3. The benefit of the rights granted to You are personal to You and You shall not assign, sub-licence, mortgage, charge, rent, lease, sell or otherwise dispose of or transfer the Licence granted to any third party.
- Copyright and Restrictions
2.1. The Software, including all text and other content therein (‘Content’) is the property of PE,
and is protected by copyright and other intellectual property laws Except for the rights
expressly granted above, this Agreement transfers to You no right, title, or interest in the
Software, or the Content or any copyright, patent, trademark, trade secret, or other
intellectual property or proprietary right therein. PE retains sole and exclusive title to all
portions of the Software, Content and Animation, and any copies thereof, and You hereby
assigns to PE all right, title, and interest in and to any modifications You make to the
Software, whether or not such modifications are permitted. None of the Content or
Animation may be reproduced, transcribed, stored in a retrieval system, translated into any
spoken language or computer language, retransmitted in any form or by any means
(electronic, mechanical, photocopied, recorded, or otherwise), resold, or redistributed
without the prior written consent of PE.
For Content obtained from third-party licensors, You are solely responsible for compliance
with any copyright restrictions and are referred to the publication data appearing in
bibliographic citations, as well as to the copyright notices appearing in the original
2.2. You shall not:
2.2.1. make any copies of the Software except for the purposes of backup;
2.2.2. use the Software for any other purpose other than the Purpose or for which the
Software has been designed;
2.2.3. allow, cause or permit the Software to be decompiled, reverse engineered,
disassembled or otherwise reduced to human readable form;
- 2.2.4. allow unauthorised use of the Software; or
2.2.5. modify, adapt, translate, market, distribute, sell or transfer all or any part of the
Software or any copy of it, to any third party or electronically transfer theSoftware
from one computer to another directly over a network, either on its own or with or as
part of any other product or equipment, except with the prior written approval of PE
or as otherwise allowed.
2.3. You shall ensure You have appropriate security measures and protocols in place preventing unauthorised use or access to the Software or Content or any medical information by any person. The Software and Content are the valuable property of PE, the unauthorized use or disclosure of which would irreparably harm PE. Upon learning of any unauthorized possession or use of or access to the Software, You will notify PE, will promptly furnish details of such occurrence, will assist in preventing any recurrence thereof, and will cooperate fully in any litigation or other proceedings undertaken to protect PE’s rights.
2.4. While great care has been taken in organising and presenting the Content, PE does not warrant or guarantee its correctness, accuracy, or timeliness, including with respect to any recommended applications. PE does not perform any independent analysis or investigation of any of the Content. PE does not assume, and expressly disclaims, any obligation to obtain and include any information other than that provided in the Content. It should be understood that by making this material available, PE is not endorsing or advocating the use of any product or procedure described in the Content, nor is PE responsible for misuse of a product or procedure due to, or other consequence of, any typographical error or other inaccuracy. The editors and authors have conscientiously and carefully tried to present the Content in conformance with the standards of professional practice that prevailed at the time of Content publication. However, such standards and practices may change as new data becomes available, and You should consult a variety of sources. PE’s Content is provided for information purposes only. The Content is no substitute for the advice of a qualified healthcare provider. Always seek and never disregard the advice of Your physician or other qualified healthcare providers regarding a medical condition. PE is not a medical organisation and cannot give You medical advice or diagnose conditions. If You experience any pain or exacerbation or has a change in medical condition, You should immediately seek appropriate medical attention. If You have a pre-existing medical condition, please consult with Your doctor prior to using information from PE. You should never disregard medical advice or delay in seeking it because of information You have received from PE.
All characters or names represented throughout the PE Software are fictitious and do not resemble or depict real persons or characters. Any resemblance to real persons is purely coincidental.
- Provision of Software
3.1. You may install the Software on multiple machines for use of the Software in accordance with this Agreement.
3.2. Unless specified in Your Agreement, any Software support services, enhancements, upgrades or training which may be provided by PE will be negotiated between the parties on terms which will be recorded in a separate agreement between them.
3.3. As they become available and at such reasonable time, as determined by PE, PE will deliver new versions to You, in such form as PE may determine from time to time.
4.1. You may terminate this Agreement at any time by notifying PE in writing. PE may at its sole discretion terminate this Agreement at any time, with or without prior notification, in the event You fail to comply with the terms and conditions of this agreement, by deactivating the Software or suspending operation of the program. PE reserves the right to terminate this Agreement, or to modify or terminate services and/or product offerings in connection with the Software, at any time without notice to You.
- Your Acknowledgements
5.1. Subject to any warranty provided by PE under this Agreement or which cannot be excluded by law, You acknowledge and agree the Software may not be free from all defects; You have made Your own assessment of the suitability of the Software for the purpose and its use in Your situation; information or the content of any reports used and relied on by You which is generated by the Software is dependent on Your input and manner of use of the Software and PE therefore have no control over the content or accuracy of such reports and information and You have not relied on any representations or warranties made by PE except as specifically set out in the applicable Agreement.
6.1. PE operates in line with the The Privacy Act 1988, the Amendments that were passed to the Privacy Act in November 2012, and with the new privacy regime Australian Privacy Principles (APP) taking effect from March 12, 2014.
6.3. Collection and storage of information is handled with the greatest care and respect for privacy fundamentals. Information is stored safely and will not be disclosed to any party outside of Australia.
- Software Warranty
7.1. On delivery of the Software by PE to You, we warrant the Software will substantially perform in accordance with its specifications during the applicable term.
7.2. In the event the Software fails to perform or is found to be defective during the relevant term You shall notify PE in writing of the defect setting forth with reasonable specificity, the nature of such defect and allow PE to test the Software, which PE must do within seven (7) days of receiving such notice form You, to determine if the Software is defective.
7.3. If we agree the Software is defective, PE shall at PE’s option:
7.3.1. correct the defect within 30 days of agreeing the Software is defective and shall deliver the corrected Software to You; or
7.3.2. provide You with a new copy of the Software for installation on Your computer systems.
7.4. Warranties provided do not apply if the defect in the Software is caused by the unauthorised modification, revision, variation, translation or alteration of the Software by You or any third party, the addition or incorporation into the Software of any other Software or programme created by a third party or the use of the Software with other computer programs not compatible with the Software.
- Limitation of liability
8.1. Excluding any warranty provided under the relevant Agreement and notwithstanding anything else in the Agreement PE, to the extent permissible by law, exclude all warranties relating to the Software and are not liable for any loss (including but not limited to any indirect or consequential loss, including without limitation any loss of profits or loss of opportunity) costs or damages incurred or suffered by the participant or any third party as a result of Your use of the Software and any liability attributable to You shall be limited to the remedies contained in section 68A of the Trade Practices Act 1974 (Cth).
8.2. Under no circumstances, including negligence, will PE, or any other party involved in the creation, production, promotion, or marketing of the software, or the content, be liable to any other party for any incidental, special, indirect, reliance, punitive or consequential damages, including lost data, business interruption, loss of use, lost revenue, or lost profits, arising out of or relating to this license or the software, the content, or the servers, even if PE or such other party have been advised of the possibility of such damages. In no event will the total liability of PE or such other party for all damages exceed the license fees paid by the You for the Software for the current term of this Agreement. Some jurisdictions do not allow the exclusion or limitation of consequential or indirect damages, so the above limitation may not apply to You.
9.1. You expressly acknowledge and agree that use of the Software and the Content are at Your sole risk. PE does not directly or indirectly practice medicine or dispense medical services and assumes no liability for the Content or any results obtained from the use of such information. The information contained in the Software is not intended in any way to be used as medical advice or to replace medical advice offered to You by health care professionals familiar with Your condition. PE recommends You consult with a qualified healthcare provider prior to using PE. You assume full responsibility for the appropriate use of Content contained in the Software and agree to hold PE, and its third party providers, harmless from any and all claims or actions arising from Your use of the Software or the Content.
9.2. The software and the content are provided ‘as is’, with all faults and without warranty of any kind, and the servers are provided ‘as is’ and as available, with all faults and without warranty of any kind.
9.3. PE assumes no responsibility for personal injury and/or damages which may be incurred during or after using the bonadea software.
9.4. PE does not warrant that the Software or the Content will meet Your requirements, or that the operation of the Software or the Content will be uninterrupted or error-free, or that defects in the Software or the Content will be corrected. Furthermore, PE does not warrant or make any representation regarding the use or the results of the use of the Software (including the related documentation) or the Content in terms of their correctness, accuracy, reliability, or otherwise. Should the Software or the Content prove defective, You (and not PE) assume the entire cost of all necessary servicing, repair, or correction. PE will not be liable for any direct, indirect, consequential, special, exemplary, or other damages arising therefrom. The methods of treatment may change as new information is available, and the information provided by PE does not necessarily represent the most current practices or methods in medication use.
9.5. PE expressly disclaims any warranties, written or oral, express or implied, of merchantability, fitness for a particular purpose, title or non-infringement with respect to the software or the content. The software may be provided with third party plug-ins or other third party software, or this software may be provided as a plug-in for, or otherwise in association with, third party software. Use of any such third party software will be governed by the applicable license agreement, if any, with such third party.
9.6. PE is not responsible for any third party software and will have no liability of any kind for your use of such third party software and PE makes no warranty of any kind with respect to such third party software. Some jurisdictions do not allow the exclusion or limitation of implied warranties, so the above exclusions might not apply to you, and you may have other legal rights related to this agreement that may vary from jurisdiction to jurisdiction.
9.7. No salesperson or other representative of any party involved in the distribution of the Software is authorized to make any warranties with respect to the Software or Content beyond those contained in this Agreement. Oral statements do not constitute warranties, shall not be relied upon by the You, and are not a part of this Agreement.
- Fees and Payments
10.1. If applicable and if accessing the Software through a personal subscription, You agree to pay all fees, and all charges incurred for the Software at the rates in effect when incurred. Fees and charges will be billed to the credit card the You designate during the registration process. If You wis to change the credit card to which PE bills for the Software, You may call PE at the number listed for Customer Service on the PE website. PE shall not be liable for any amounts billed to Your credit card by a third party.
11.2. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, oral or written, and all other communications relating to the subject matter hereof. No amendment or modification of any provision of this Agreement will be effective unless set forth in a document that purports to amend this Agreement and both parties accept that hereto. This Agreement is personal to You and You may not assign Your rights or obligations to anyone.
11.3. If You have any questions about PE’s policies, please contact us via our website: www.pharmengage.com