Surgical Smart Inc. (“Surgical Smart”) provides this website as a service to its customers and other members of the media industry. By using the Site, you agree to be bound by these Terms of Use. In the case that you do not agree to comply with our Terms of Use, please refrain from using the site any further. We at Surgical Smart may change these Terms of Use, please refrain from using the site any further. We at Surgical Smart may change these Terms of Use from time to time, at our sole discretion. Your continued use of the Site following the posting of such changes will constitute your assent to all such changes. It is your responsibility to periodically visit this section of the Site to review the current version of these Terms of Use.
Use of Information
You acknowledge that Surgical Smart reserves the right to modify, revise or discontinue the Site, or any features, functionality or services provided as part of or in connection with the Site, without prior notice.
Generally speaking, all information or materials contained on the Site ( including but not limited to all graphics, images, video clips, audio, video, images, or other types of content)(“Site Information”) is the property of Surgical Smart or any of its subsidiaries, divisions, affiliates or related entitles.
Unless otherwise noted in a particular document, Surgical Smart hereby authorizes you to eletronically copy or print in hard copy any document published by Surgical Smart on the Site solely for your internal reference purposes within your organization. In consideration of and as a condition to this authorization, you agree that all such copis shall retain all copyright and other proprietary notices contained therein. Any other use of information provided by Surgical Smart without prior written approval from Surgical Smart or the appropriate supplier or licensor is strictly prohibited.
Certain documents published on the Site may contain other restrictions, proprietary notices and/or copyright information relating to that individual document, including but not limited to notices that limit or prohibit your ability to make copies of that document. Please review all additional notices before making any copies.
Nothing contained in these Terms of Use shall be construed as conferring by implication, estoppel or otherwise any license or right under any patent, copyright or trademark of Surgical Smart or any of its subsidiaries, divisions, affiliates or related entitles.
Any software available to download from the Site is the copyrighted work of Surgical Smart or any of its subsidiaries, divisions, affiliates or related entitles. Use of such software is governed by the terms of any end user license agreement that accompanies or is included with the software(“License Agreement”). Copying the software to any other location for further reproduction or redistribution is expressly prohibited, unless otherwise permitted by the terms of the License Agreement.
You are not permitted to distribute, exchange, modify, sell, or transmit anything you derive from the website. Unauthorized use of the materials or information contained herein may constitute a violation of applicable criminal or civil laws, including but not limited to copyright, trademark, or privacy laws.
Webiste Design
The design of the Site is the property of Surgical Smart. Elements of the Site, including but not limited to logos, graphics, sounds or images, are protected by copyright, and other laws, and may not be copied or imitated, unless specifically indicated.
External Linkage
Any links to other sites are provided solely for your convenience. Such sites are not under the control of Surgical Smart, and Surgical Smart will not be held responsible for their content, any subsequent changes or updates these content, or the collection of any personal data or information by the operators of such sites.
User Feedback
Except for Posted Information or personal information, if you transmit to or otherwise provide to Surgical Smart any feedback (such as questions, comments, suggestions, or the like) or data or materials (“User Feedback”), such User Feedback shall be deemed to be non-confidential and non-proprietary unless otherwise requested. Surgical Smart shall have no obligation of any kind with repect to such User Feedback and shall be free to reproduce, use, disclose, modify, display and distribute the User Feedback to others without limitation. By transmitting such User Feedback to Surgical Smart, you are deemed to grant to Surgical Smart a perpetual, worldwide, royalty-free, irrevocable, non-exclusive license (with rights to sublicense) to use any ideas, concepts, know-how or techniques contained in such User Feedback for any purpose whatsoever, including but not limited to developing, manufacturing and marketing products incorporating such User Feedback.
User Abuse
You are prohibited from posting or transmitting to the Site any unsolicited chain letters or “spam”, or any threatening, harassing, libelous, false, defamatory, offensive, obscene, sexist, racist, homophobic, misleading, or pornographic material, or other material that would violoate any applicable law or regulation, including but not limited to any federal or state laws or regulations governing equal employment opportunities. However, if such communications do occur, Surgical Smart will have no liability related to the content of any such communications and will be disassociated with the applicable perpetrators. Within the website, Surgical Smart will take active measures to persecute the individual(s) responsible for disseminating and/or creating the material within the site, including but not limited to expulsion from the site, nonrefundable termination of membership and pending purchases, public notification of the perpetrator’s identity and responsibility to other website users, and/or demands for reparations on behalf of any consequently disadvantaged website Users and Surgical Smart or any of its subsidiaries, divisions, affiliates or related entities.
Disparity of Services
The Site may provide access to province-specific data about Surgical Smart, its suppliers or licensors, or other third parties, and therefore, may contain references or cross references to products, programs, and services that are not available in your particular geographic location. Such references do not imply that Surgical Smart, its suppliers or licensors. or other third parties to make available such products, programs or services in your country.
Framming
You are permittied to view the Site only in its full presentation form and are prohibited from depicting, displaying, or sharing the Site in any other context or portrayal than its original intended format.
Viollaion of Terms
You acknowledge that Surgical Smart has the right, in its sole discretion, to terminate your access to the Site, without liability to you or any thrid party, if you violate any of these Terms of Use, violate the rights of Surgical Smart, interfere with any other user’s access or use of the Site, or if Surgical Smart decides that your use is otherwise detrimental to Surgical Smart, the Site, or Surgical Smart’s manufacturers, distributers, or licensors. If you believe that someone has violated these Terms of use, please take the time to alert us at info@surgicalsmart.com. Surgical Smart may decide, at its discretion, to investigate the report and decide, at its sole discretion, to take any action relating to that report. Surgical Smart does not have any obligation or liability to you for the performance or nonperformance of those activities.
Site Services
Surgical Smart may, from time to time, offer through the Site certain services that may bbe subject to their own specific terms and conditions (“Service Terms and Conditions). In the event of any conflict between those Service Terms and Conditions and these Terms of Use, the applicable Service Terms and Conditions shall control. Please be sure to review any applicable Service Terms and Conditions before making use of a Site service.
General
These Terms of Use are governed by the federal and all applicable provincial and municipal laws without regard to the rules of conflict that may cause the laws of another jurisdiction to apply. You agree to the sole and exclusive jurisdiction and venue of the federal or state courts of the State of California in the event of any dispute of any kind arising from or relating to the Site, or your use or review of it. The failure of Surgical Smart to enforce any provision or right of these Terms of Use will not constitute a waiver of such provision or right. These Terms of Use constitute the entire agreement between the parties with respect to the subject matter hereof and supersedes and replace all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter. if for any reason a court of competent jurisdiction finds any provision or portion of these Terms of Use to be unenforceable, the remainder of these Terms of Use will continue in full force and effect.
SECTION 2: DISCLAIMERS, EXCLUSIONS, LIMITATIONS, INDEMNIFICATION
For avoidance of doubt, please note that the term “Site” as used in Section 2 encompasses all content of this Site whatsoever.
DISCLAIMERS
THE SITE IS PROVIDED BY SURGICAL SMART “AS IS” AND WITH ALL FAULTS. SURGICAL SMART MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED WITH REGARD TO THE SITE, ITS CONTENTS, ITS OPERATION, OR ITS PRIVACY POLICY. TO THE FULLEST EXTENT PERMITTED BY LAW, SURGICAL SMART AND ANY OF ITS SUBSIDIARIES, DIVISIONS, AFFILIATES OR RELATED ENTITIES DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
WITHOUT LIMITTING THE GENERALITY OF THE FOREGOING, SURGICAL SMART SPECIFICALLY STATES THAT THE USE OF THE SITE IS AT YOUR OWN RISK. SURGICAL SMART DISCLAIMS ANY WARRANTY WITH REGARD TO THE OPERATION OF THE SITE, THE ACCURACY OR TIMELINESS OF THE SITE, OR ITS CONTENTS OR THE INFORMATION OR MATERIALS CONTAIND THEREIN, ANY WARRANTY THAT THE SITE OR ITS CONTENTS OR THE INFORMATION OR MATERIALS CONTAINED THEREIN WILL BE FREE OF ERRORS, VIRUSES OR OTHER COMPONENTS THAT MAY INFECT, HARM, OR CAUSE DAMAGE TO YOUR COMPUTER EQUIPMENT OR ANY OTHER PROPERTY, OR ANY WARRANTY THAT YOUR USE OF THE SITE OR ITS CONTENT OR THE INFORMATION AND MATERIALS CONTAINED HEREIN WILL BE UNINTERRUPTED.
WIHTOUT LIMITTING THE GENERALITY OF THE FOREGOING, SURGICAL SMART SPECIFICALLY INFORMS YOU THAT Q-OPTICS MAKE NO WARRANTIES REPRESENTATIONS, OR GUARANTEES AS TO THE ACRURACY, TRUTHFULNESS, OR RELIABLITY OF ANY POSTED INFORMATION.
EXCLUSION OF DAMAGES AND LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES SHALL SURGICAL SMART OR THEIR SUPPLIERS OR LICENSORS BE LIABLE FOR ANY DIRECT, SPECIAL, INCIDENTAL, INDIRECT, ECONOMIC OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, LOSS OF DATA OR LOSS OF USE DAMAGES OR LOST PROFITS) ARISING OUT OF OR CONNECTED WITH THE SITE (INCLUDING BUT NOT LIMITED TO ITS OPERATION, ITS CONTENTS RO THE INFORMATION OR MATERIALS CONTAINED THEREIN, OR THE USE OR INABILITY TO USE THE SITE, OR THE USE OR INABILITY OT USE ANY OTHER SITE LINKED TO THE SITE, OR ANY CONTENT CONTAINED IN ANY SUCH SITE, OR THESE TERMS OF USE, OR THE PRIVACY POLICY APPLICABLE TO THIS SITE) EVEN IF SURGICAL SMART AND ITS SUBSIDIARIES AND AFFILIATES, THEIR SUPPLIERS, OR LICENSORS HAVE BEEN NOTIFIED OF THE POSSIBILITY OF ANY DAMAGES. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMIATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH STATES, THE RESPECTIVE LIABILITY OF SURGICAL SMART AND THEIR SUPPLIERS AND LICENSORS SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.
INDEMNIFICATION
You agree to indemnify, hold harmless, and defend Surgical Smart and its licensors, suppliers, officers, directors, employees and agents (colectively “Indemnified Parties”) from and against any and all liablility, loss, claim, damages, expense, or cost (including but not limited to attorneys’ fees), incurred by or made against the Indemnified Parties in connection with any claim arising from or related to your use of Site, the placement, posting or transmission of any messages, information, software, content or other materials on or through the Site by you or users of your account, or any breach or violation of these Terms of Use by you or users of your account. You agree to fully cooperate as reasonably required by an Indemnified Party(ies). Each Indemnified Party may, at its own expense, assume the exclusive defense and control of any matter for which it is indemnified hereunder. You shall not settle any matter without the consent of the applicable Indemnified Party.