Terms of Use

1. Agreement. By using this website (this "Site"), you agree to follow and to be bound by the most recent version of these Terms of Service and nPruv's Privacy Policy (together, the “Terms”). “nPruv” means nPruv, Inc., located at 101 W Broadway, Suite 200, San Diego, CA 92101. If you do not agree to be bound by the Terms, please do not access or download content from this Site. Areas of this Site may have different terms posted. If there is a conflict between the Terms and the terms posted for a specific area of this Site, the terms for the specific area of this Site shall have precedence with respect to your use of that area of this Site.

2. No Health Information. NPRUV DOES NOT OFFER MEDICAL, PSYCHIATRIC OR HEALTH ADVICE. THE CONTENT ("CONTENT") CONTAINED IN THIS SITE, INCLUDING TEXT, GRAPHICS, IMAGES, AND OTHER INFORMATION, WHETHER PROVIDED BY US, BY sponsors of clinical trials that have engaged nPruv to find participants for such trials (“Clients”), OR BY REGISTERED USERS OF OUR SITE ("USERS"), AND ALSO INCLUDING INFORMATION PROVIDED BY USERS REGARDING CLINICAL TRIALS VIA EMAIL OR OTHER FORMS OF ELECTRONIC COMMUNICATION, IS NOT INTENDED TO BE AND SHOULD NOT BE USED IN PLACE OF THE ADVICE OF YOUR PHYSICIAN OR OTHER MEDICAL PROFESSIONAL, A VISIT, CALL OR CONSULTATION WITH YOUR PHYSICIAN OR OTHER MEDICAL PROFESSIONAL, OR INFORMATION CONTAINED ON OR IN ANY PRODUCT PACKAGING OR LABEL. THE CONTENT DOES NOT CONSTITUTE MEDICAL, HEALTH OR PSYCHIATRIC ADVICE. SHOULD YOU HAVE ANY HEALTHCARE-RELATED QUESTIONS, PLEASE CALL OR SEE YOUR PHYSICIAN OR OTHER HEALTHCARE PROVIDER PROMPTLY. SHOULD YOU HAVE AN EMERGENCY, THEN CALL YOUR PHYSICIAN OR 911 IMMEDIATELY. YOU SHOULD NEVER DISREGARD MEDICAL OR PSYCHOLOGICAL ADVICE OR DELAY IN SEEKING MEDICAL OR PSYCHOLOGICAL ADVICE BECAUSE OF ANY OF THE CONTENT, AND YOU SHOULD NOT USE THE CONTENT FOR DIAGNOSING OR TREATING A MEDICAL OR PSYCHIATRIC PROBLEM. ADDITIONALLY, THE TRANSMISSION AND RECEIPT OF CONTENT, IN WHOLE OR IN PART, OR COMMUNICATION VIA THE INTERNET, E-MAIL OR OTHER MEANS DOES NOT CONSTITUTE OR CREATE A DOCTOR-PATIENT, THERAPIST-PATIENT OR OTHER HEALTHCARE PROFESSIONAL RELATIONSHIP BETWEEN YOU AND NPRUV.

3. Your Account and Use of the Site. In order to become a User, you must create an account ("Account") by registering. You must provide accurate and complete registration information any time you register to use the Site. During the registration process, you will also be asked to choose a username and a password for your Account. You are entirely responsible for maintaining the confidentiality of your password and for any use of your Account. You agree not to use the Account, username, or password of another User at any time and to notify nPruv immediately at contact us if you suspect any unauthorized use of your Account or access to your password. You are solely responsible for any and all Content that is posted by or through your Account on this Site, including any e-mail, and for your interactions with any User.

Your use of nPruv and the providing of any Content must comply with all applicable laws, regulations and ordinances, including any laws regarding the export of data or software. You must be at least 14 years old to use this Site.

You may not access the Site other than by the interfaces provided by nPruv or interfere with or disrupt the operation of the Site.

You may delete your account at any time by sending an email with the subject “DELETE ACCOUNT” to info@npruv.com. nPruv will endeavor to delete your account promptly after receiving such a request.

4. License to Content. nPruv owns all proprietary rights to Site and services provided by nPruv. We hereby grant you, subject to the Terms, a personal, non-exclusive, non-assignable, limited and revocable license to view and use this Site. You may download Content only for your personal, informational, or non-commercial purposes but no alteration, modification or further reproduction is permitted. No other use or reproduction of the Content is authorized. In consideration of this authorization, you agree that any copy of the Content which you make shall retain all copyright and other proprietary notices in the same form and manner as on the original. You may not otherwise use, download, upload, print, display, perform, reproduce, publish, license, post, transmit, modify, adapt, or distribute any Content in whole or in part without our express written authorization or as expressly permitted on the Site.

If you create, transmit or display information while using the Site you may provide only information that you own or have the right to use.

5. Links to Other Websites. The Site may contain links to third party sites which contain content over which nPruv has no control. Bear in mind that when you follow a link to another website, nPruv has no responsibility for what you find there, and does not review, moderate or maintain those sites. We do not endorse or recommend their products. Follow those links, and use those websites at your own risk.

6. Ownership. Content on this Site may be protected by copyright and other laws. Except as specified above, nothing contained herein shall be construed as conferring to you by implication, estoppel, or otherwise any license or right under any patent, trademark or copyright of nPruv or any third party. The trademarks, logos, trade dress and service marks ("Marks") displayed on this Site are the property of nPruv, our Clients, or other third parties. You are not permitted to use these Marks without the prior written consent of the party that owns the Mark. You hereby grant nPruv a nonexclusive, royalty-free license to use, reproduce, distribute, publicly display, reformat and/or translate all Content that you upload to this Site, or that you otherwise transmit to nPruv as a result of your use of this Site.

7. Disclaimer of Warranties.

7.1 Site. NPRUV MAKES NO REPRESENTATION, WARRANTIES, OR ASSURANCES AS TO THE ACCURACY, CURRENCY, AVAILABILITY OR COMPLETENESS OF THE INFORMATION PROVIDED ON THIS SITE. EXCEPT WHERE EXPRESSLY PROVIDED OTHERWISE, THIS SITE, AND ALL CONTENT AND SERVICES PROVIDED ON THIS SITE, ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE EXTENT LEGALLY PERMITTED UNDER APPLICABLE LAW, NPRUV 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 PURPOSE, TITLE AND NON-INFRINGEMENT. NPRUV MAKES NO WARRANTY THAT: (A) THIS SITE WILL MEET YOUR REQUIREMENTS; (B) THIS SITE WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE BASIS; (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THIS SITE OR ANY CONTENT OFFERED THROUGH THIS SITE WILL BE ACCURATE OR RELIABLE; OR (D) THE QUALITY OF ANY CONTENT, PRODUCTS, SERVICES, OR OTHER MATERIAL OBTAINED OR PURCHASED BY YOU THROUGH THIS SITE WILL MEET YOUR EXPECTATIONS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

7.2 Postings and Uploads; Disputes. We do not and cannot review all Content posted or uploaded to this Site, and we are not responsible for such Content. If there is a dispute between you and any third party (including, without limitation, any Users or Client), nPruv is under no obligation to become involved.

7.3 Geographic Disclaimer. This Site is administered by nPruv from San Diego, CA and is intended for users who are US residents. Access to this Site and Content may not be legal for some persons or in some countries outside the US. If you elect to access and use this Site and Content from outside of the US, you do so at your own risk and are solely responsible for compiling with applicable laws and regulations.

8. Limitation of Liability. TO THE EXTENT LEGALLY PERMITTED UNDER APPLICABLE LAW, NPRUV SHALL NOT BE LIABLE FOR ANY DAMAGES OR INJURY RESULTING FROM YOUR ACCESS TO, OR INABILITY TO ACCESS, THIS SITE, OR FROM YOUR RELIANCE ON ANY CONTENT PROVIDED AT THIS SITE, AND IN NO EVENT SHALL NPRUV OR ITS AGENTS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA OR USE, INCURRED BY YOU WHETHER IN AN ACTION IN CONTRACT OR TORT, ARISING FROM YOUR ACCESS TO, OR USE OF, THIS SITE, WHETHER OR NOT NPRUV HAS BEEN ADVISED OF THE POSSIBILITY. YOU AGREE THAT NPRUV’S AGGREGATE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING FROM, OR RELATING TO, THIS SITE (INCLUDING, WITHOUT LIMITATION, ACCESS OR LACK OF ACCESS THERETO) IS LIMITED TO FIFTY US DOLLARS ($50). SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

9. Advertising, Linking and Framing. This Site may provide links or references to, or advertisements for, sites operated by other parties ("Third Party Sites"), and nPruv has no responsibility for the availability, performance or content of such Third Party Sites and shall not be liable for any damages or injury arising from that content. Any links to Third Party Sites are provided as merely a convenience to our Users and the inclusion of the links does not imply an endorsement. You agree that nPruv is not responsible for the availability, content or performance of Third Party Sites, including opinions, advice, statements and advertisements, that nPruv is not responsible for any loss or damage of any sort you may incur from dealing with any such third party, and that you bear all risks associated with the use of such content.

10. Acceptable Use and Conduct

10.1 Breach. Any use of this Site in violation of the Terms may result in, among other things, termination or suspension of your rights to use this Site and the licenses granted hereunder. This suspension or termination may delete your information, files, and other previously available Content. If nPruv terminates its services or this Site, this agreement will also terminate, but sections 3, 4, 6, 8, 13, 14 and 15 shall continue to be effective after this agreement terminates.

10.2 Non-Commercial Use. This Site is for the personal use of Users and Clients only and may not be used in connection with any commercial endeavors except those that are specifically approved in writing by our management. You will not engage in advertising to, or solicitation of, any Users to buy or sell any products or services through this Site, other than sharing of information as expressly permitted on the Site.

10.3 No Disruption. You will not:

  1. cover or obscure the banner advertisements on your account page, or any nPruv page via HTML/CSS, scripting, or any other means, if any,
  2. interfere with, disrupt, or create an undue burden on this Site or the networks or services connected to this Site;
  3. without nPruv’s express written permission, introduce software or automated agents to this Site so as to produce multiple accounts, generate automated messages, or to strip or mine data from this Site; or
  4. interfere with, disrupt, or modify any data or equipment to manipulate the location-based functionality of this Site.

10.4 Miscellaneous. You agree that you will not attempt to impersonate another User, any member of nPruv’s staff, or anyone associated with or employed by any Client. You will use this Site in a manner consistent with any and all applicable laws and regulations. You agree that you will not disassemble, reverse engineer, analyze, decompile, modify, convert or translate this Site or any of its components.

11. Privacy Policy/Legal Compliance. Please see nPruv’s Privacy Policy. By accessing this Site, you are agreeing to be legally bound by the Privacy Policy, which is incorporated into the Terms by reference.

12. Export Restrictions/Legal Compliance. You may not access, download, use or export this Site, content, products or services provided on this Site in violation of U.S. export laws or regulations, or in violation of any other applicable laws or regulations. By downloading or using this Site and its Content, you represent and warrant that such download or use is not in violation of any such law.

13. Release. You hereby release us, our officers, employees, agents and successors from claims, demands any and all losses, damages, rights, claims, and actions of any kind including, without limitation, personal injuries, death, and property damage, that is either directly or indirectly related to or arises from:

  1. any interactions with other Users or Clients;
  2. any incorrect or inaccurate Content (including, without limitation, any information in Accounts) posted on this Site; whether caused by Users or by any of the equipment or programming associated with or utilized in this Site; or
  3. conduct of any Users.
  4. If you are a California resident, you hereby waive California Civil Code Section 1542, which states: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which, if known by him must have materially affected his or her settlement with the debtor."

14. Indemnity. You agree to defend, indemnify, and hold nPruv, its subsidiaries, affiliates, officers, agents, and other partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorney's fees, made by any third party due to or arising out of your use of this Site in violation of the Terms and/or arising from your breach of any of the Terms.

15. General.

15.1 Governing Law and Forum. All matters relating to your access to, and use of, this Site and the Terms shall be governed by U.S. federal law or the laws of the State of California, without regard to California’s choice-of-law rules. Any legal action or proceeding relating to your access to, or use of, this Site shall be instituted in a state court located in San Diego County, California and a federal court located in the Southern District of California and no other venue. You and nPruv agree to submit to the exclusive jurisdiction of, and agree that venue is proper in, these courts in any such legal action or proceeding. Nothing in this agreement limits either party’s ability to seek equitable relief.

15.2 Severability; Waiver. In the event that any term or condition of the Terms is not fully enforceable or valid for any reason, such term(s) or condition(s) shall be severable from the remaining terms and conditions. The remaining terms and conditions shall not be affected by such unenforceability or invalidity and shall remain enforceable and applicable. Failure to enforce any provision of this agreement will not constitute a waiver of that provision. If any provision is found unenforceable, it and any related provisions will be interpreted to best accomplish the unenforceable provision’s essential purpose.

15.3 Changes. nPruv reserves the right to change or discontinue the Content on this Site at any time, without notice, and with no liability to you. We may modify the Terms from time to time and such modifications shall be effective: (1) upon posting by us on this Site for all visitors and Users who first use this Site after the posting; or (2) thirty (30) days after posting by us on this Site, for all existing Users. If you do not agree to the modifications, you must cease your use of this Site.

15.4 Entire Agreement. The Terms constitute the entire agreement between you and us regarding the use of this Site and its Contents. Our failure to exercise or enforce any right or provision of the Terms shall not operate as a waiver of such right or provision.

16. Copyright/Trademark Information. Copyright 2013 nPruv, Inc. All rights reserved. The Marks displayed on this Site are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.

17. Contact Information. If you have any questions regarding the Terms, please contact us.