Smart28 Terms of Use

SMART 28 Case Management Portal Terms of Use

THESE TERMS OF USE (“TERMS OF USE”) GOVERN ALL ACCESS TO AND USE OF THE SMART 28 CASE MANAGEMENT PORTAL (“PORTAL”) AND CONSTITUTES A BINDING AGREEMENT BETWEEN PARAGON 28, INC. (“COMPANY”, “WE” OR “OUR”) AND ANY USER OF THE PORTAL (EACH USER, A “USER”, “YOU” OR “YOUR”). IN CONNECTION WITH ANY USE OF THIS PORTAL, USER MUST AGREE TO THESE TERMS OF USE. BY SELECTING “I AGREE” AND/OR USING THIS PORTAL, YOU ENTER INTO A BINDING AGREEMENT WITH COMPANY. IF YOU DO NOT WISH TO ENTER INTO A BINDING AGREEMENT WITH COMPANY, DO NOT SELECT “I AGREE” OR USE THE PORTAL.

Company hereby grants to each User that agrees to the Terms of Use a limited, non-exclusive, non-transferable license to access and use the Portal (including the Content (defined below)). Company shall have the right in its sole discretion to suspend or terminate User’s access to the Portal, including, without limitation, for User’s failure to comply with the Terms of Use, or to modify the Portal at any time and without prior notice to User. No ownership or other rights in the Portal (including the Content), are granted except for the limited use rights expressly granted herein.

User acknowledges and agrees as follows:

• The Portal (including all Content and all intellectual property rights therein and relating thereto) is valuable, confidential and proprietary to Company, its affiliates and its licensors. All text, data, graphics, user interfaces, visual interfaces, trademarks, logos, artwork and computer code, including, without limitation, the design, structure, selection, coordination, expression, “look and feel” and arrangement of such content, contained on the Portal (collectively, “Content”) is owned or controlled by Company.
• User shall have the right to use this Portal solely for its own clinical use and shall not use it for any other purpose.
• User assumes sole responsibility for the selection of the Portal to achieve its intended results. Any health information, forms and other documents included in the Portal are not intended to be professional advice and are not intended to replace personal consultation with a qualified surgeon or other healthcare professional.
• Other than as expressly set forth in this Agreement, use of the Portal (including the Content) in any form or by any means is forbidden, including, without limitation:
  • Copying, reproducing, publishing, creating derivative works of, uploading, posting, publicly displaying, encoding, translating, transmitting or distributing in any way (including “mirroring”) any portion of the Portal (including the Content) to any other computer, server, website or other medium;
  • Accessing, retrieving, collecting, compiling, harvesting, modifying or transmitting any information that were not submitted by you;
  • Submitting or transmitting any information that contain content that you do not have the right to transmit; is inappropriate, irrelevant, constitutes or encourages criminal conduct or results in civil liability; infringes the rights of any party; or contains bugs, viruses, worms, Trojan horses, spyware or other code manifesting contamination or destructive properties;
  • Accessing an account for which you are not authorized to access;
  • Reverse-engineering, decompiling or disassembling the Portal (including the Content);
  • Reproducing the Portal (including the Content) in any information storage and retrieval systems;
  • Sublicensing, leasing, selling, offering for sale, assigning or granting any other right or interest in the Portal (including the Content).

Compliance with Laws & Policies

User shall at all times use the Portal in accordance with applicable law, including, without limitation, all obligations of User under the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”).

You are responsible for all activities that occur using your login ids and passwords, whether or not expressly authorized by you. We will not be responsible for any damages resulting from the unauthorized use of your login ids or passwords.

User Content

Information, forms or other documents submitted by User to the Portal is subject to the Paragon 28 Privacy Policy, which is available at https://paragon28.com/privacy-policy. All information, forms or other documents submitted by User to this Portal will be considered to be authorized by User for use by the Portal in compliance with these Terms of Use and the Privacy Policy. Without limiting our obligations with respect to Personal Information (“PI”) (as defined in the Privacy Policy) under the Privacy Policy and applicable law, User grants a limited, non-exclusive, royalty-free, fully paid-up, worldwide, perpetual, irrevocable license to any information, forms or other documents submitted to this Portal.

Warranty Disclaimer; Limitation of Liability

YOU AGREE THAT YOUR USE OF THIS PORTAL WILL BE AT YOUR SOLE RISK. THE PORTAL IS PROVIDED ON AN “AS-IS” BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW AND EXCEPT AS EXPRESSLY PROVIDED HEREUNDER, COMPANY MAKES NO EXPRESS OR IMPLIED WARRANTIES OR REPRESENTATIONS, INCLUDING, WITHOUT LIMITATION, ANY EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY OF DATA OR SOFTWARE, LOSS OR CORRUPTION OF DATA, OR CONTINUED AVAILABILITY OR UPTIME OF THIS PORTAL, AND ALL SUCH WARRANTIES ARE HEREBY EXPRESSLY DISCLAIMED AND EXCLUDED. COMPANY SHALL TAKE COMMERCIALLY REASONABLE STEPS TO SCREEN THIS PORTAL FOR INFECTION BY BUGS, VIRUSES, WORMS, TROJAN HORSES SPYWARE, OR OTHER CODE MANIFESTING CONTAMINATION OR DESTRUCTIVE PROPERTIES; HOWEVER, COMPANY CANNOT GUARANTEE THAT THIS PORTAL WILL BE FREE OF INFECTION AND, SO LONG AS COMPANY IS TAKING REASONABLE STEPS, COMPANY SHALL NOT BE DEEMED TO BE IN BREACH OF ANY WARRANTY SET FORTH HEREIN. COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR (A) ANY ERRORS, OR OMISSIONS IN CONTENT OR MATERIALS AVAILABLE ON THIS PORTAL; (B) ANY INTERRUPTION OR CESSATION OF THE TRANSMISSION TO OR FROM THE PORTAL; (C) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY PERSONAL OR FINANCIAL INFORMATION STORED THEREIN; AND (D) ANY BUGS, VIRUSES, WORMS, TROJAN HORSES, SPYWARE OR OTHER CODE MANIFESTING CONTAMINATION OR DESTRUCTIVE PROPERTIES TRANSMITTED THROUGH THIS PORTAL. YOU ARE SOLELY RESPONSIBLE FOR ANY AND ALL DAMAGE TO OR LOSS OF PROPERTY, OR PERSONAL INJURY OR DEATH THAT MAY RESULT FROM YOUR ACCESS TO AND USE OF THIS PORTAL. UNDER NO CIRCUMSTANCES WILL COMPANY BE LIABLE TO ANY USER FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES OF ANY NATURE OR KIND WHATSOEVER (INCLUDING, WITHOUT LIMITATION, LOST PROFITS OR REVENUES, BUSINESS INTERRUPTION OR LOSS OF PROGRAMS OR INFORMATION) EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR KNEW OF OR SHOULD HAVE KNOWN OF THE LIKELIHOOD OF SUCH DAMAGES, AND NOTWITHSTANDING THE THEORY OF LIABILITY (E.G., CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE) IN WHICH ANY LEGAL OR EQUITABLE ACTION MAY BE BROUGHT AGAINST IT.

Use and Disclosure of Data

PHI. From time to time, Company may receive PHI submitted by User. Company will use PHI only as necessary to provide services under the Portal and shall treat PHI consistently with applicable laws and regulations.

Source Data. Company may access, collect, maintain, analyze, prepare derivatives of and otherwise use information that is not PHI or PI, including, but not limited to, machine, technical, systems, usage and related information (“Source Data”) for research, development and continuous improvement of Company’s products, software and services. Company will own all discoveries, ideas, improvements, products, services, software, data, intellectual property and other rights arising from and/or related to Company’s use, analysis, research and/or development of the Source Data. The Source Data will not be used to identify User or User’s organization at any time.

De-Identified Data. From time to time, Company may use information generated and/or stored on the Portal for research, development and continuous improvement of Company’s products, software and services, provided that:  (i) such information be de-identified by Company in accordance with the requirements for de-identification under HIPAA, GDPR, and other applicable law; and (ii) once Company has de-identified such information, Company may treat it like Source Data.