Terms of Use:
The Relationship Between You, Skipt.com and all Skipta Websites
(a) Your use of Skipta’s products, software, services and
web sites (the “Services” in this document and excluding any services
provided to you by Skipta under a separate written agreement) is governed by the
terms of a legal agreement between you and Skipta.
(b) Unless otherwise agreed in writing with Skipta, your agreement
with Skipta will always include, at a minimum, the terms and conditions set out
in this document. These are referred to below as the “Main Terms”.
(c) Your agreement with Skipta also includes the terms of any Legal
Notices applicable to the Services, in addition to the Main Terms. These terms are
referred to as the “Additional Terms”. Where Additional Terms apply
to a Service, these will be accessible for you to read either within, or through
your use of, that Service.
(d) If there is any difference in the Main Terms and the Additional
Terms, the Additional Terms will apply.
(e) The Main Terms, together with the Additional Terms, form a legally
binding agreement between you and Skipta in relation to your use of the Services.
This legal agreement is referred to below as the “Terms”.
(f) “Skipta ” means Skipta, Ltd. d/b/a Skipta.com, and
all Skipta formed websites whose principal place of business is 416 ½ North Queen
Street, Lancaster, PA 17603, United States.
Your Acceptance of the Terms
(a) To use the Services, you must first agree to the Terms. You
may not use the Services if you do not accept the Terms.
(b) You can accept the Terms by:
(i) clicking to accept or agree to the Terms, when this option is
made available to you by Skipta in the user interface for any Service; or
(ii) by actually using the Services. In this case, you understand
and agree that Skipta will treat your use of the Services as acceptance of the Terms
from that point onwards;
(c) You may not use the Services and may not accept the Terms if
(a) you are not of legal age to form a binding contract with Skipta, or (b) you
are a person legally barred from receiving the Services.
Your Use of the Services
(a) You may be required to provide information about yourself (such
as identification or contact details) as part of the registration process for, or
continued use of, the Services. You agree to provide accurate and correct information
to Skipta.
(b) You agree to use the Services only for purposes that are permitted
(i) by law, regulation or applicable legal requirements and (ii) by the Terms. You
agree that you are solely responsible for compliance with all rules of your company/organization/school/university.
(c) You agree to access the Services only through the interface
that is provided by Skipta. You specifically agree not to access (or attempt to
access) any of the Services through any automated means (including use of scripts
or web crawlers).
(d) You agree that you will not interfere with or disrupt the Services
(or the servers and networks which are connected to the Services).
(e) Unless permitted by a separate agreement with Skipta, you agree
that you will not reproduce, duplicate, copy, sell, trade or resell the Services
for any purpose.
(f) You agree that you are solely responsible for (and that Skipta
has no responsibility to you or to any third party for) any breach of your obligations
under the Terms and for the consequences (including any loss or damage which Skipta
may suffer) of any such breach.
Provision of the Services by Skipta
(a) You agree that Skipta may provide Services to you through subsidiaries
and affiliated legal entities.
(b) You agree that Skipta may stop (temporarily or permanently)
providing any Service to you personally or to all users, in Skipta’s sole
discretion, without notice to you.
(c) You agree that Skipta may change the form and nature of the
Services at any time without notice to you.
(d) You acknowledge and agree that if Skipta disables access to
your account, you may be prevented from accessing the Services, your account details
or any files or other content which is contained in your account.
(e) You acknowledge and agree that Skipta may set limits on transmissions
or other use of the Services at any time, at Skipta’s discretion, or may charge
for services.
(f) You acknowledge and agree that access to certain Services or
Content may be limited to registered users, and that some Content may be accessible
to the public generally, without the need to be a registered user.
(g) Skipta may place advertisements as part of the Services. These
advertisements may be targeted based on information collected by Skipta as part
of the Services. These advertisements may change at any time in Skipta’s sole
discretion.
Your account and its security
(a) At registration, you will be asked to enter a user name, password,
professional and occupational information and other information. All information
must be accepted by Skipta to become a registered user. The information and its
accuracy may affect your eligibility to register at Skipta or may limit your eligibility
for certain features of Skipta. You agree that Skipta may verify or investigate
information that you provide to it at any time. Your rights to register and hold
an account with Skipta are the result of your professional affiliation with the
pharmacy profession and/or school or institution through which you gained access
to Skipta. If the company, organization, school or institution ceases to maintain
its relationship with Skipta, your account may be terminated without notice by Skipta.
Skipta may charge for some services in its sole discretion. In such event, you will
be required to provide a credit card to pay for such services.
(b) You understand and agree that Skipta will not refund any payment,
or any part of any payment. Any cancellation as a registered user shall be effective
as of the last day of the month already paid for by you.
(c) You are responsible for maintaining the confidentiality of passwords
associated with any account you use to access the Services. As a result, you agree
to be solely responsible to Skipta for all activities that occur under your account.
(d) You agree to notify Skipta immediately of any unauthorized use
of your account.
Special provisions applicable to companies, organizations, schools and other institutions
who are community providers
(a) You are a community provider within Skipta. As such, you may
provide access to Skipta to those individuals selected by you. To the extent permitted
by Skipta, you may restrict access, create sub-communities and otherwise control
the attributes of your community.
(b) Skipta has an initiation fee and a monthly fee as disclosed
to you separately by email or other writing. These fees may change, in Skipta’s
discretion, on each anniversary of your relationship with Skipta. Such changes will
be inserted into these Terms or may be communicated directly to you by email or
other writing. Skipta may offer an option to you to use its reasonable efforts to
obtain a sponsor for your community. If you do not accept this option or otherwise
revoke your acceptance of this option, then you will be responsible for all fees.
If you accept this option, then:
(i) If Skipta finds a sponsor, your initiation fee and monthly fees
will be reduced by the amount paid by such sponsor on your behalf. You agree that
such sponsor may place advertisements and otherwise interact with you and those
in your community.
(ii) If Skipta cannot, after reasonable efforts locate a sponsor
for your community, then you will be responsible for all fees.
(c) If you are responsible for fees, you shall pay such fees within
ten (10) days of Skipta’s invoice. Any fees not paid in a timely manner shall
be subject to eighteen percent (18%) annual simple interest plus Skipta’s
costs of collection including reasonably attorney’s fees.
Privacy and your personal information
(a) Please read Skipta ’s privacy policy which details how
Skipta treats your personal information, and protects your privacy, when you use
the Services.
(b) You agree to the use of your data in accordance with Skipta’s
privacy policies.
Skipta’s Proprietary rights
(a) You acknowledge and agree that Skipta (or Skipta’s licensors)
own all legal right, title and interest in and to the Services, including any intellectual
property rights which subsist in the Services (whether are registered or not, and
wherever in the world those rights may exist).
(b) Unless you have agreed otherwise in writing with Skipta you
may not use any of Skipta’s trade names, trademarks, service marks, logos,
domain names, and other distinctive brand features.
(c) Other than the limited license set forth in Section 9, Skipta
obtains no right, title or interest from you (or your licensors) under these Terms
in or to any Content that you submit, post, transmit or display on, or through,
the Services. You agree that you are responsible for protecting and enforcing those
rights and that Skipta has no obligation to do so on your behalf.
(d) You agree that you shall not remove, obscure, or alter any proprietary
rights notices (including copyright and trade mark notices) which may be affixed
to or contained within the Services.
(e) Unless you have been expressly authorized to do so in writing
by Skipta, you agree that in using the Services, you will not use any trade mark,
service mark, trade name, logo of any company or organization in a way that is likely
or intended to cause confusion about the owner or authorized user of such marks,
names or logos.
License from Skipta
(a) Skipta gives you a personal, worldwide, royalty-free, non-assignable
and non-exclusive license to use the software provided to you by Skipta as part
of the Services as provided to you by Skipta (referred to as the “Software”
below). This license is for the sole purpose of enabling you to use and enjoy the
benefit of the Services as provided by Skipta, in the manner permitted by the Terms,
and you may not assign, sublicense or otherwise transfer your rights.
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(b) You may not (and you may not permit anyone else to) copy, modify,
create a derivative work of, reverse engineer, decompile or otherwise attempt to
extract the source code of the Software or any part thereof, unless this is expressly
permitted or required by law, or unless you have been specifically told that you
may do so by Skipta, in writing.
10.
Content in the Services
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(a) You understand that all information (such as data files, written
text, computer software, music, audio files or other sounds, photographs, videos
or other images) which you may have access to as part of, or through your use of,
the Services are the sole responsibility of the person from which such content originated.
All such information is referred to below as the “Content”.
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(b) You should be aware that Content presented to you as part of
the Services, including but not limited to advertisements in the Services and sponsored
Content within the Services may be protected by intellectual property rights which
are owned by the sponsors or advertisers who provide that Content to Skipta (or
by other persons or companies on their behalf). You may not modify, rent, lease,
loan, sell, distribute or create derivative works based on this Content (either
in whole or in part) unless you have been specifically told that you may do so by
Skipta or by the owners of that Content, in a separate agreement.
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(c) Skipta reserves the right (but shall have no obligation) to
pre-screen, review, flag, filter, modify, refuse or remove any or all Content from
any Service.
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(d) You understand that by using the Services you may be exposed
to Content that you may find offensive, indecent or objectionable and that, in this
respect, you use the Services at your own risk.
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(e) You agree that you are solely responsible for (and that Skipta
has no responsibility to you or to any third party for) any Content that you create,
transmit or display while using the Services and for the consequences of your actions
(including any loss or damage which Skipta may suffer) by doing so.
11.
Content license from you
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(a) You retain copyright and any other rights you already hold in
Content which you submit, post or display on or through, the Services. By submitting,
posting or displaying the content you give Skipta a perpetual, irrevocable, worldwide,
royalty-free, and non-exclusive license to reproduce, adapt, modify, translate,
publish, publicly perform, publicly display and distribute any Content which you
submit, post or display on or through, the Services. This license is for the sole
purpose of enabling Skipta to display, distribute and promote the Services.
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(b) You agree that this license includes a right for Skipta to make
such Content available to other companies, organizations or individuals with whom
Skipta has relationships for the use in their services.
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(c) You understand that Skipta, in performing the required technical
steps to provide the Services to our users, may (i) transmit or distribute your
Content over various public networks and in various media; and (ii) make such changes
to your Content as are necessary to conform and adapt that Content to the technical
requirements of connecting networks, devices, services or media. You agree that
this license shall permit Skipta to take these actions.
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(d) You agree that Skipta may use the Content, including testimonials,
in advertising and for other marketing purposes.
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(e) You confirm and warrant to Skipta that you have all the rights,
power and authority necessary to grant the above license.
12.
Software updates
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(a) The Software which you use may automatically download and install
updates from time to time from Skipta. These updates are designed to improve, enhance
and further develop the Services and may take the form of bug fixes, enhanced functions,
new software modules and completely new versions. You agree to receive such updates
(and permit Skipta to deliver these to you) as part of your use of the Services.
13.
Ending your relationship with
Skipta
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(a) The Terms will continue to apply until terminated by either
you or Skipta as set forth below.
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(b) If you want to terminate your legal agreement with Skipta, you
may do so by (i) notifying Skipta at any time and (ii) if you are a registered user,
closing your account(s) by completing the required steps on the website. Your notice
should be sent, in writing, to Skipta’s address which is set out at the beginning
of these Terms.
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(c) Skipta may at any time, terminate its legal agreement with you
if:
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(i) you have breached any provision of the Terms (or have acted
in manner which clearly shows that you do not intend to, or are unable to comply
with the provisions of the Terms); or
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(ii) Skipta is required to do so by law (for example, where the
provision of the Services to you is, or becomes, unlawful); or
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(iii) Skipta no longer desires to provide the Services to you; or
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(iv) The community provider through which you gained access to Skipta
no longer has a relationship with Skipta.
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(v) the provision of the Services to you by Skipta is, in Skipta’s,
opinion, no longer commercially viable.
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(d) Nothing in this Section shall affect Skipta ’s rights
regarding provision of Services under Section 4 of the Terms.
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(e) When these Terms come to an end, all of the legal rights, obligations
and liabilities which are expressed to continue indefinitely, shall be unaffected
by this end, and the provisions of Section 18(f) shall continue to apply to such
rights, obligations and liabilities indefinitely.
14.
EXCLUSION OF WARRANTIES
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(a) YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICES IS AT
YOUR SOLE RISK AND THAT THE SERVICES ARE PROVIDED AS IS, WHERE IS AND “AS
AVAILABLE.”
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(b) BY WAY OF EXAMPLE OF THE FOREGOING, SKIPTA DOES NOT REPRESENT
OR WARRANT TO YOU THAT:
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(i) YOUR USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS,
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(ii) THE TESTIMONIALS ARE ACCURATE OR VERIFIED,
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(iii) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE
OR FREE FROM ERROR,
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(iv) ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF
THE SERVICES WILL BE ACCURATE OR RELIABLE, OR
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(v) THAT DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SOFTWARE
PROVIDED TO YOU AS PART OF THE SERVICES WILL BE CORRECTED.
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(c) ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE
OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY
RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA
THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
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(d) SKIPTA DOES REPRESENT OR WARRANT ANYTHING RELATING TO THE PRODUCTS
OR SERVICES OF ANY ADVERTISERS, VENDORS OR OTHER PARTIES ON SKIPTA.
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(e) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED
BY YOU FROM SKIPTA OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT
EXPRESSLY STATED IN THE TERMS.
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(f) SKIPTA FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS
OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED
WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND
NON-INFRINGEMENT.
15.
LIMITATION OF LIABILITY
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(a) SUBJECT TO OVERALL PROVISION IN SECTION 13, ABOVE, YOU EXPRESSLY
UNDERSTAND AND AGREE THAT SKIPTA AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR:
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(i) ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR EXEMPLARY
DAMAGES WHICH MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY.
THIS SHALL INCLUDE, BUT NOT BE LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED
DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF
DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE
LOSS;
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(ii) ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU, INCLUDING
BUT NOT LIMITED TO LOSS OR DAMAGE AS A RESULT OF:
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(1) ANY RELIANCE PLACED BY YOU ON THE COMPLETENESS, ACCURACY OR
EXISTENCE OF ANY ADVERTISING, OR AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION
BETWEEN YOU AND ANY ADVERTISER OR SPONSOR WHOSE ADVERTISING APPEARS ON THE SERVICES;
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(2) ANY CHANGES WHICH SKIPTA MAY MAKE TO THE SERVICES, OR FOR ANY
PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF THE SERVICES (OR ANY FEATURES
WITHIN THE SERVICES);
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(3) THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT
AND OTHER COMMUNICATIONS DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF
THE SERVICES;
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(4) YOUR FAILURE TO PROVIDE SKIPTA WITH ACCURATE ACCOUNT INFORMATION;
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(5) YOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE
AND CONFIDENTIAL;
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(b) THE LIMITATIONS ON SKIPTA’S LIABILITY TO YOU IN SECTION
14(a) ABOVE SHALL APPLY WHETHER OR NOT GOOGLE HAS BEEN ADVISED OF OR SHOULD HAVE
BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
16.
Intellectual property infringement
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(a) Skipta’s policy is to respond to notices of alleged copyright
or trademark infringement. A written notice should be mailed, return receipt requested,
to Skipta at its address set forth above. The notice should state in detail the
alleged copyright or trademark that has been infringed, where located on Skipta’s
web-site, and all other relevant details to the alleged infringement.
17.
Other content
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(a) The Services may include hyperlinks to other web sites or content
or resources that may not be controlled by Skipta.
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(b) You acknowledge and agree that Skipta is not responsible or
liable for any loss or damage which may be suffered by you as a result of the availability
of those external sites or resources, or as a result of any reliance placed by you
on the completeness, accuracy or existence of any advertising, products or other
materials on, or available from, such web sites or resources.
Changes to the Terms
(a) Skipta may make changes to the Terms from time to time in its
sole discretion. These changes will be contained in the Terms displayed or at the
relevant location of the Additional Terms.
(b) You understand and agree that if you use the Services after
the date on which the Terms have changed, you have agreed to the updated Terms.
General legal terms
(a) The Terms constitute the whole legal agreement between you and
Skipta and govern your use of the Services (but excluding any services which Skipta
may provide to you under a separate written agreement), and completely replace any
prior agreements between you and Skipta in relation to the Services.
(b) You agree that Skipta may provide you with notices, including
those regarding changes to the Terms, by email, regular mail, or postings on the
Services.
(c) You agree that if Skipta does not exercise or enforce any legal
right or remedy which is contained in the Terms (or which Skipta has the benefit
of under any applicable law), this will not be taken to be a formal waiver of Skipta’s
rights and that those rights or remedies will still be available to Skipta.
(d) If any court of law, having the jurisdiction to decide on this
matter, rules that any provision of these Terms is invalid, then that provision
will be removed from the Terms without affecting the rest of the Terms. The remaining
provisions of the Terms will continue to be valid and enforceable.
(e) You acknowledge and agree that each member of the group of companies
of which Skipta is an affiliate shall be third party beneficiaries to the Terms
and that such other companies shall be entitled to directly enforce, and rely upon,
any provision of the Terms which confers a benefit on (or rights in favor of) them.
Other than this, no other person or company shall be third party beneficiaries to
the Terms.
(f) The Terms, and your relationship
with Skipta under the Terms, shall be governed by the laws of the Commonwealth of
Pennsylvania without regard to its conflict of laws provisions. You and Skipta agree
to submit to the exclusive jurisdiction of the courts located within the county
of Lancaster, Pennsylvania, to resolve any legal matter arising from the Terms.
Notwithstanding this, you agree that Skipta shall still be allowed to apply for
injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
