TERMS OF USE (USER AGREEMENT)

Member Version

ERINFO INC has prepared these Terms of Use to help you understand the terms governing your use of our Products and Products and Services. We urge you to read these Terms of Use carefully because by registering and using our products or Products and Services you are concluding a legally binding agreement. If you do not agree to these Terms of Use, please do not use our Products and Services.

ERINFO INC’s mission is to save lives and improve the outcomes during an emergency. Our patented technology uses mobile devices and facial recognition to identify non-communicative or non-responsive patients in an emergency.

You agree that by registering for an account (“Member Account”) to access our mobile application and website Products or Products and Services, technology, tools and other information provided to you by us or through our applications, platforms and systems (collectively, the “Products and Services”), you are entering (or if you have filled in the registration page that you are registering an individual (a “Registrant”), then such Registrant is entering into a legally binding agreement with ERINFO INC (“we,” “us,” “our,” and “ERINFO INC”) based on the terms of this User Agreement and our Privacy Policy and become a user of ERINFO INC (“User”).

If you are agreeing on behalf of a Registrant to these Terms of Use (i.e., you have filled in the name of an individual as the owner of the account), then (a) you represent and warrant that you have authority to agree to these terms on behalf of the Registrant, (b) the term “you”, “Member” and “User” in this Agreement shall hereafter refer to Registrant (unless expressly stated it applies to you “personally”), and (c) you personally are nevertheless individually bound to comply with the terms of this Agreement even if the Registrant has a separate agreement with us. If you do not want to become a Registrant or do not agree to abide by this Agreement, do not register for a Member Account or do not access, view, download or otherwise use any of the Products and Services. By registering for a User Account, you acknowledge that you have read and understood the terms and conditions of this Agreement and that you agree to be bound by all its provisions. By registering for a User Account, you also consent to use electronic signatures and acknowledge your registration as one. Please note that this User Agreement is also referred to as ERINFO INC’s “Terms of Use.”

Your Obligations:

License and warranty for your submissions to ERINFO INC
You must comply with all applicable laws, the Agreement, as may be amended from time to time with or without advance notice, and the policies and processes explained below

You have control over the information you provide ERINFO INC under this Agreement, and may request its deletion at any time, unless you have shared information or content with others and they have not deleted it, or it was copied or stored by other users.

Additionally, and subject to our obligations hereunder and under our Privacy Policy with respect to any personally identifiable information (“PII”), you grant ERINFO INC a nonexclusive, irrevocable, worldwide, perpetual, unlimited, assignable, sublicensable, fully paid up and royalty-free right to copy, prepare derivative works of, improve, distribute, publish, remove, retain, add, process, analyze, use and commercialize, in any way now known or in the future discovered, any information you provide, directly or indirectly to ERINFO INC, including, but not limited to, any user generated content, ideas, concepts, techniques or data to the Products and Services, you submit to ERINFO INC, without any further consent, notice and/or compensation to you or to any third parties. Any information you submit to us is at your own risk of loss as noted below in this Agreement.

By providing information to us, you represent and warrant that you are entitled to and have the requisite rights to submit the information and that the information is accurate, not confidential (except for PII, which is subject to the terms herein and the terms of our Privacy Policy), and not in violation of any contractual restrictions or other third party rights. While you remain free to re-use or republish your own contributions made to us in its original or derivative form for republication elsewhere, such as in journals or other professional publications, you may not republish the contributions or postings of other Users or information furnished under the Products and Services, without our explicit permission. ERINFO INC shall be free to use any ideas, concepts, know-how or techniques contained in such information for any purpose whatsoever including, but not limited to, developing, manufacturing, and marketing Products and Products and Services incorporating such information. It is your responsibility to keep your ERINFO INC profile information accurate and updated.

Service Eligibility
To be eligible to use the Products and Services, you must meet the following criteria and represent and warrant that: (1) you personally are (a) 18 years of age or older, and (2) you personally and, if applicable, you the Registrant (a) are not currently restricted from these Products or Products and Services, or not otherwise prohibited from having a User Account, (b) are not a competitor of ERINFO INC or are not using the Products and Products and Services for reasons that are in competition with ERINFO INC, (c) have full power and authority to enter into this Agreement and doing so will not violate any other agreement to which you are a party, (d) will not violate any rights of ERINFO INC, including intellectual property rights such as copyright or trademark rights, and (e) agree to provide at your cost all equipment, software, and internet access necessary to use the Products and Products and Services.

Sign-In Credentials
You agree to: (1) Keep your password secure and confidential; (2) not permit others to use your login credentials to access your User Account; (3) refrain from using other Users’ User Accounts; (4) refrain from selling, trading, or otherwise transferring your User Account or any information and content of another ERINFO INC user to another party; and (5) refrain from charging anyone for access to any portion of the Products and Services, or any information therein. Further, you are responsible for anything that happens through your User Account until you close your User Account or prove that your User Account security was compromised due to no fault of your own.

Indemnification
You agree to indemnify and hold harmless ERINFO INC, its officers, employees, agents, subsidiaries, affiliates and other partners, from and against any claims, actions or demands, liabilities and settlements including without limitation, reasonable legal and accounting fees, resulting from, or alleged to result from your use of the Products and Services, your violation of this Agreement, or your posting of content, except in each case due to ERINFO INC or the Products and Services infringing the intellectual property rights of third parties or violating applicable law (other than due to content you provided).

Notifications and Service Messages
For purposes of service messages and notices about the Products and Services to you, ERINFO INC may place a notice across its pages to alert you to certain changes such as modifications to this Agreement. Alternatively, notice may consist of an email from ERINFO INC to an email address associated with your User Account, even if we have other contact information. You also agree that ERINFO INC may communicate with you through your User Account or through other means including email, mobile number, telephone, or delivery Products and Services including the postal service about your User Account or Products and Services associated with ERINFO INC You acknowledge and agree that we shall have no liability associated with or arising from your failure to do so maintain accurate contact or other information, including, but not limited to, your failure to receive critical information about the Products and Services.

Privacy
Our Privacy Policy, governing treatment of PII is hereby incorporated into this Agreement by reference, and governs our treatment of any information, including personally identifiable information you submit to us. Please note that certain information, statements, data, and content (such as photographs) which you may submit to ERINFO INC, might, or are likely to, reveal gender, ethnic origin, nationality, age, and/or other personal information. You acknowledge that your submission of any information, statements, data, and content to us is voluntary on your part.

Posted Data
Certain information and content made available by ERINFO INC through the Products and Services is gathered from publicly available data or submitted by other Users, and ERINFO INC cannot guarantee the accuracy of such information. Use of the Products and Services by you is conditioned upon your agreement that all of the information and content is for informational and educational purposes only and should not be relied upon, and that as a User, you agree to hold harmless ERINFO INC and other Users and data suppliers for your use or reliance on such information.

Code of Conduct
You hereby undertake to always take the following actions:

  1. Comply with all applicable laws, including, without limitation, state and federal patient privacy laws, intellectual property laws, export control laws, tax laws, and regulatory requirements;
  2. Provide accurate information to us and update it as necessary;
  3. Review and comply with our Privacy Policy;
  4. Review and comply with notices sent by ERINFO INC concerning the Products and Products and Services; and
  5. Use the Products and Products and Services in a professional manner.

You hereby undertake never to take the following actions:

  1. Act dishonestly or unprofessionally by engaging in unprofessional behavior by posting inappropriate, inaccurate, or objectionable content to the Products and Services;
  2. Harass, abuse or harm another person, including sending unwelcomed communications to others using ERINFO INC;
  3. Upload a profile image that is not an individual’s likeness or a head-shot photo;
  4. Use or attempt to use another’s User Account without authorization from the user, or create a false identity on ERINFO INC;
  5. Upload, post, transmit or otherwise make available or initiate any content that:
  • Falsely states, impersonates or otherwise misrepresents your identity, including but not limited to misrepresenting your current or previous positions and qualifications, or your affiliations with a person or entity, past or present;
  • Is unlawful, libelous, abusive, obscene, discriminatory or otherwise objectionable;
  • Includes information that you do not have the right to disclose or make available under any law or under contractual or fiduciary relationships (such as private patient information, insider information, or proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
  • In fringes upon patents, trademarks, trade secrets, copyrights or other proprietary rights;
  • Includes any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
  • Contains software viruses, worms, or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment of ERINFO INC or any Users;
  • Forges headers or otherwise manipulate identifiers in order to disguise the origin of any communication transmitted through the Products and Services; and/or
  • Duplicate, license, sublicense, publish, broadcast, transmit, distribute, perform, display, sell, rebrand, or otherwise transfer information found on ERINFO INC (excluding content posted by you) except as permitted in this Agreement or as expressly authorized by ERINFO INC;
  • Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for any underlying intellectual property used to provide the Products and Services, or any part thereof;
  • Utilize or copy information, content or any data you view on and/or obtain from ERINFO INC to provide any service that is competitive, in ERINFO INC’s sole discretion, with ERINFO INC;
  • Imply or state, directly or indirectly, that you are affiliated with or endorsed by ERINFO INC unless you have entered into a written agreement with ERINFO INC;
  • Adapt, modify or create derivative works based on ERINFO INC or technology underlying the Products and Services, or other Users’ content, in whole or part;
  • Rent, lease, loan, trade, sell/re-sell access to ERINFO INC or any information therein, or the equivalent, in whole or part;
  • Sell, sponsor, or otherwise monetize any service or functionality of ERINFO INC, without the express written permission of ERINFO INC.
  • Deep-link to the Site for any purpose, (i.e. including a link to a ERINFO INC web page other than ERINFO INC’s home page) unless expressly authorized in writing by ERINFO INC;
  • Remove any copyright, trademark, insignia or other proprietary rights notices contained in or on the Products and Services, including those of both ERINFO INC and any of its licensors;
  • Collect, use, copy, or transfer any information, including, but not limited to, personally identifiable information obtained from ERINFO INC except as expressly permitted in this Agreement or as the owner of such information may expressly permit;
  • Share information of non-Users without their express consent;
  • Infringe or use ERINFO INC’s brand, logos and/or trademarks, including, without limitation, using the word “ERINFO INC” in any business name, email, or URL or including ERINFO INC’s trademarks and logos or as expressly permitted by ERINFO INC;
  • Use manual or automated software, devices, scripts robots, other means or processes to access, “scrape,” “crawl” or “spider” any web pages or other Products and Services contained in the site, unless explicitly permitted by ERINFO INC;
  • Use bots or other automated methods to access ERINFO INC, add or download contacts, send or redirect messages, or perform other activities through the Products and Services, unless explicitly permitted by ERINFO INC;
  • Access, via automated or manual means or processes, the Products and Services for purposes of monitoring ERINFO INC’s availability, performance or functionality for any competitive purpose;
  • Engage in “framing,” “mirroring,” or otherwise simulating the appearance or function of ERINFO INC’s website;
  • Attempt to or access the Products and Services by any means other than through the interfaces provided by ERINFO INC such as its mobile application or by navigating to http://www.ERinfo.me  using a web browser. This prohibition includes accessing or attempting to access the Products and Services using any third-party service, including software-as-a-service platforms that aggregate access to multiple Products and Services, including the Products and Services;
  • Attempt to or override any security component included in or underlying the Products and Services;
  • Engage in any action that directly or indirectly interferes with the proper working of or places an unreasonable load on ERINFO INC’s infrastructure, including, but not limited to, sending unsolicited communications to other Users or ERINFO INC personnel, attempting to gain unauthorized access to the Products and Services, or transmitting or activating computer viruses through or on the Products and Services;
  • Interfere with or disrupt or game the Products and Services, including, but not limited to, any servers or networks connected to the Products and Services. Any attempt to obtain unauthorized access, interfere with or to exceed authorized access to the Products and Services shall be considered a trespass and computer fraud and abuse, punishable under state and federal laws. ERINFO INC hereby notifies you that any or all communications with this website can and will be monitored, captured, recorded, and transmitted to the authorities as deemed necessary by ERINFO INC in its sole discretion and without further notice.

YOUR RIGHTS

Subject to your compliance with all your obligations under this Agreement, we grant you a limited, revocable, nonexclusive, non-assignable, license and right to access the Products and Services, through a generally available web browser, mobile device or application (but not through scraping, spidering, crawling or other technology or software used to access data without the express written consent of ERINFO INC or its Users), view information and use the Products and Services that we provide in accordance with this Agreement. Any other use is strictly prohibited and a violation of this Agreement. We reserve all rights not expressly granted in this Agreement, including, without limitation, title, ownership, intellectual property rights, and all other rights and interest in ERINFO INC and all related items.

OUR RIGHTS AND OBLIGATIONS

Products and Services Availability
For as long as ERINFO INC continues to offer the Products and Services, ERINFO INC shall provide and seek to update, improve and expand the Products and Services. As a result, we allow you to access ERINFO INC as it may exist and be available on any given day and have no other obligations, except as expressly stated in this Agreement. We may modify, replace, refuse access to, suspend or discontinue the Products and Services, partially or entirely, or change and modify prices for all or part of the Products and Services for you or for all our users in our sole discretion. All of these changes shall be effective upon their posting on our site or by direct communication to you unless otherwise noted. ERINFO INC further reserves the right to withhold, remove and or discard any content available as part of your User Account, with or without notice if deemed by ERINFO INC to be contrary to this Agreement. For avoidance of doubt, ERINFO INC has no obligation to store, maintain or provide you a copy of any content that you or other Users provide when using the Products and Services.

Third Party Sites and Content
ERINFO INC may include links to third party web sites or content from third party Members (“Third Party Sites”) on our websites or through our Applications. You are responsible for evaluating whether you want to access or use a Third-Party Site. You should review any applicable terms and/or privacy policy of a Third-Party Site before using it.

ERINFO INC is not responsible for and does not endorse any features, content, advertising, products or other materials on or available from Third Party Sites. Accordingly, if you decide to access Third Party Sites, you do so at your own risk.

Third Party Materials

The Products and Services may allow you to access certain third-party data and databases.  Your use of such third-party materials through the Products and Services is subject to the terms and conditions set forth in Exhibit B hereto and you hereby agree to be bound by such terms and conditions.

Disclosure of User Information
You acknowledge, consent and agree that we may access, preserve, and disclose your registration and any other information you provide if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary in our opinion to: (1) comply with legal process, including, but not limited to, civil and criminal subpoenas, court orders or other compulsory disclosures; (2) enforce this Agreement; (3) respond to claims of a violation of the rights of third parties, whether or not the third party is a User, individual, or government agency; (4) respond to customer service inquiries; or (5) protect the rights, property, or personal safety of ERINFO INC, our Users or the public.

Disclosures of User information to third parties other than those required to provide customer support, administer this agreement, or comply with legal requirements are addressed in the Privacy Policy.

Connections and Interactions with Other Users
You are solely responsible for your interactions with other Users, including for sharing information with other Users through the Products and Services. ERINFO INC may limit the number of colleague connections you may have to other Users and may, in certain circumstances, prohibit you from contacting other Users through use of the Products and Services or otherwise limit your use of the Products and Services. ERINFO INC reserves the right, but has no obligation, to monitor disputes between you and other members and to restrict, suspend, or close your User Account if ERINFO INC determines, in our sole discretion, that doing so is necessary to enforce this Agreement.

You agree that from time to time ERINFO INC may invite or otherwise make you aware of certain educational, promotional or financial opportunities relating to Your Communications and profile.

TERMINATION

Termination by User
You may terminate this Agreement for any or no reason, at any time, with notice to ERINFO INC This notice will be effective upon ERINFO INC processing your notice. 

Termination by ERINFO INC
If ERINFO INC reasonably believes that you have breached this Agreement, ERINFO INC may terminate the Agreement and your User Account at any time, with or without notice. This cancellation shall be effective immediately or as may be specified in the notice. 

Misuse of the Products and Services
Without limiting its termination rights, ERINFO INC may restrict or suspend the User Account of any User who abuses or misuses the Products and Services or offers competitive Products and Services. Misuse of the Products and Services includes breach of any of your obligations under this Agreement or any other behavior that ERINFO INC, in its sole discretion, deems contrary to its purpose.

Effect of Termination
Upon the termination of your User Account, you lose access to the Products and Services. The terms of this Agreement shall survive any termination, except the terms set forth under “Your Rights” hereof.

DISCLAIMER OF WARRANTIES

The Products and Services (including, without limitation, the website and any platform applications) and all content and materials accessed through or downloaded from ERINFO INC are provided on an “as is” and “as available” basis. ERINFO INC does not control or vet User generated content for accuracy. We do not make, and we disclaim all express and implied warranties and representations, including, but not limited to, any warranties of merchantability, fitness for a particular purpose, title, accuracy of data, and non-infringement. Without limiting the foregoing, we do not warrant that access to the Products and Services will be uninterrupted or error-free or that defects in the website or mobile applications will be corrected. ERINFO INC is not responsible and makes no representations or warranties for the delivery of any messages sent through the Products and Services to anyone. Any material, service, or technology described or used on the website may be subject to intellectual property rights owned by third parties who have licensed such material, service, or technology to us.

LIMITATION OF LIABILITY

Under no circumstances shall ERINFO INC, its partners, contributors, agents, employees, directors, or affiliates be liable for any indirect, incidental, special, exemplary, punitive, or consequential damages (even if it has been advised of the possibility of such damages), including but not limited to damages arising from your use of the Products and Services.

DISPUTE RESOLUTION

Law and Forum for Legal Disputes
These Terms of Use and the relationship between you and us shall be governed by the laws of Delaware, without giving effect to any choice of laws or principles that would require the application of the laws of a different country or state.

GENERAL TERMS

Severability
If any provision of this Agreement is found by a court of competent jurisdiction or arbitrator to be illegal, void, or unenforceable, the unenforceable provision will be modified so as to render it enforceable and effective to the maximum extent possible in order to effect the intention of the provision; and if a court or arbitrator finds the modified provision invalid, illegal, void or unenforceable, the validity, legality and enforceability of the remaining provisions of this Agreement will not be affected in any way.

Entire Agreement
You agree that this Agreement constitutes the entire, complete and exclusive agreement between you and us regarding the Products and Services and supersedes all prior agreements and understandings, whether written or oral, or whether established by custom, practice, policy or precedent, with respect to the subject matter of this Agreement. You also may be subject to additional terms and conditions that may apply when you use or purchase certain other ERINFO INC Products and Services, third-party content or third-party software.

Initial Posting and Amendments to This Agreement
This Agreement will be posted on www.ERinfo.me. We reserve the right to modify, supplement or replace the terms of the Agreement, effective upon posting at www.ERinfo.me.INC or notifying you otherwise. For example, ERINFO INC presents a banner on the site when we have amended this Agreement or the Privacy Policy so that you may access and review the changes prior to your continued use of the site. If you do not want to agree to changes to the Agreement, you can terminate this Agreement at any time per this Agreement.

No Informal Waivers, Agreements or Representations
Our failure to act with respect to a breach of this Agreement by you or others does not waive our right to act with respect to that breach or subsequent similar or other breaches. Except as expressly and specifically contemplated by the Agreement, no representations, statements, consents, waivers or other acts or omissions by any ERINFO INC Affiliate shall be deemed legally binding on any ERINFO INC Affiliate, unless documented in a physical writing hand signed by a duly appointed officer of ERINFO INC

No Injunctive Relief
In no event shall you seek or be entitled to rescission, injunctive or other equitable relief, or to enjoin or restrain the operation of the Products and Services, exploitation of any advertising or other materials issued in connection therewith, or exploitation of the Products and Services or any content or other material used or displayed through the Products and Services.

Assignment and Delegation
You may not assign or delegate any rights or obligations under the Agreement. Any purported assignment and delegation shall be ineffective. We may freely assign or delegate all rights and obligations under the Agreement, fully or partially without notice to you. We may also substitute, by way of unilateral novation, effective upon notice to you, ERINFO INC for any third party that assumes our rights and obligations under this Agreement.

COMPLAINTS REGARDING CONTENT POSTED ON OUR WEBSITE OR MOBILE APPLICATIONS

We respond expeditiously to notices of claimed copyright infringement and it is our policy to terminate User Accounts for Users who are repeat infringers. If you believe any materials accessible on or from the Products and Services infringe your copyright, you may request removal of those materials (or access thereto) from the Products and Services by contacting ERINFO INC’s Copyright Agent (listed below), and providing the following information:

  1. Identification of the copyrighted work that you believe to be infringed. Please describe the work, and where possible include a copy or the location (e.g., URL) of an authorized version of the work.
  2. Identification of the material that you believe to be infringing and its location. Please describe the material and provide us with its URL or any other pertinent information that will allow us to locate the material.
  3. Your name, address, telephone number and (if available) e-mail address.
  4. A statement that you have a good faith belief that the complained of use of the materials is not authorized by the copyright owner, its agent, or the law.
  5. A statement that the information that you have supplied is accurate, and indicating that “under penalty of perjury,” you are the copyright owner or are authorized to act on the copyright owner’s behalf.
  6. A signature or the electronic equivalent from the copyright holder or authorized representative.

ERINFO INC’s designated Copyright Agent for notice of claims of infringement is:

Mr. Sunny Sharma

Telephone: 1.505-398-4911

Email: sunny@erinfo.me

Last updated: February 11, 2019