eConsent Beta

Program Enrollment
Read the Terms & Conditions

Please review the terms and conditions of the eConsent Beta Program below. Once you’ve read them, please complete the form at the bottom of the page.

 

Beta Test Agreement

Kinetiq Online Terms of Use

This Beta Test Agreement (the “Agreement”) is between You (the “User” or “You”) and Quorum Review, Inc., acting through its Kinetiq division (“Kinetiq” or “We”). Your use of the eConsent beta platform and any secure areas of the Kinetiq website (individually and collectively the “Platform”) is subject to and conditioned upon your acceptance of the terms and conditions contained in this Agreement. It is important that you read and understand the following terms. This Agreement is the complete agreement between the parties hereto concerning the subject matter of this Agreement and replaces any prior oral or written communications between the parties. There are no conditions, understandings, agreements, representations, or warranties, expressed or implied, which are not specified herein.  By clicking “I Accept,” you are agreeing that these terms and conditions will apply if you choose to access and use the Platform.

Kinetiq reserves the right at any time to modify this Agreement and to impose new or additional terms or conditions on Your use of the Platform. Such modifications and additional terms and conditions will be communicated to You and, if accepted, will be effective immediately and will be incorporated into this Agreement. You understand that these modifications and changes may be incompatible with previous modifications and could include substantial changes to the system and its operating procedures. In the event that You refuse to accept such changes, Kinetiq will have the right to terminate this Agreement and Your account. You agree that Kinetiq shall not be liable to You or any third party for any modification or cessation of the Platform.

1.0 Your Account.

In order to use the Platform, Kinetiq will require You to provide certain details in order to establish Your account. Do not reveal Your account information to anyone else. You are solely responsible for maintaining the confidentiality and security of Your account and for all activities that occur on or through Your account, and You agree to immediately notify Kinetiq of any security breach of Your account. Provided we have exercised reasonable skill and due care, Kinetiq will not be responsible for any losses arising out of the unauthorized use of Your account resulting from You not following these rules.

2.0 Your Content.

You hereby grant Kinetiq the right to use any information submitted to or obtained by Kinetiq in connection with You or Your company’s use of the Platform and/or the conduct of beta test activities. This information may include any identifying information, proprietary information, text, images, documents and any other information (collectively, “Your Content”). You grant Kinetiq the right to retain a copy of Your Content.

3.0 Prohibited Use.

Neither You nor any of Your designees will use the Platform in any manner that (i) is not in compliance with all applicable laws, rules and regulations; (ii) violates, plagiarizes or infringes the rights of third parties including, without limitation, copyright, trademark patent, confidentiality, publicity or any other proprietary right; or (iii) constitutes or contains false or misleading indications of origin or statements of fact. You will not use the Platform for illegal purposes, or to interfere with or disrupt other network users, network services, or network equipment. Disruptions include, but are not limited to, propagation of computer worms and virus, and using the network to make unauthorized entry to any other machine accessible via the network.  If Your use of the Platform or other behavior intentionally or unintentionally violates this Agreement or threatens Kinetiq’s ability to provide the Platform or other systems, Kinetiq shall be entitled to take all reasonable steps to protect the Platform and Kinetiq’s systems, which may include suspension or termination of Your access to the Platform.

4.0 Intellectual Property Rights.

Kinetiq owns and retains exclusive ownership, title, interest and rights to all source code, programming, processes and other intellectual property utilized in the development and ongoing operation of the Platform, including all trademarks, patent rights, design rights, copyrights, trade secret rights, and service marks of Kinetiq, regardless of the status of this Agreement or the registration of copyright, and all content (articles, text, photographs, images, illustrations, forms, sample consent forms for study participants, Kinetiq’s written policies and procedures, information regarding pricing for Kinetiq’s Platform, any graphics, webinars and presentations, and software) contained within or displayed while using the Platform (the “Kinetiq Intellectual Property”).

Kinetiq Intellectual Property is protected by copyright, trademark, and other laws of the United States, as well as international conventions and the laws of other countries. The intellectual property is owned by Kinetiq, and the Platform itself is protected by copyright as a collective work and/or compilation.

You may not: (i) use, copy or disclose the Kinetiq Intellectual Property except as permitted by this Agreement; (ii) modify, reverse engineer, decompile or disassemble any part or all of the Kinetiq Intellectual Property; (iii) sell, license, rent, or transfer the Kinetiq Intellectual Property to any third party; or (iv) create or attempt to create derivative works based on or of the Kinetiq Intellectual Property, in whole or in part.

4.1 Use of the Platform and Kinetiq Intellectual Property.

Kinetiq grants You a personal, non-exclusive, and non-assignable license to access, view and use the Platform and the Kinetiq Intellectual Property and to view, download, and/or print a copy of the Kinetiq Intellectual Property for a period designated by Kinetiq and for the sole purpose of testing and evaluating the Platform and conducting business with Kinetiq. Kinetiq agrees to provide You with such technical assistance as Kinetiq may deem necessary to properly access, install, or operate and use the Platform and Kinetiq’s Intellectual Property.

You agree to comply with all applicable laws, treaties, rules, and regulations with respect to use of the Platform and all information and materials in the Platform. This license only grants You the right to use the Platform and Kinetiq Intellectual Property, and You do not acquire any right of ownership or title in it.

5.0 Confidentiality.

You agree at all times to hold in strict confidence and not disclose Confidential Information (as defined below) to any third party except as approved in writing by Kinetiq, and will use the Confidential Information only for the purpose of using, testing, and evaluating the Platform. You shall only permit access to Confidential Information to those having a need to know and who have signed confidentiality agreements or are otherwise bound by confidentiality obligations that are at least as restrictive as those contained herein. Confidential Information means all non-public materials and information provided or made available by Kinetiq to User, including the Platform, products and services, information regarding technology, know-how, processes, software programs, research, development, financial information and information that Kinetiq provides regarding third parties (“Confidential Information”).

Your obligations under this Agreement with respect to any portion of the Confidential Information shall terminate if/when You can document that: (a) it was in the public domain at the time it was communicated to the User; (b) it entered the public domain subsequent to the time it was communicated to the User through no fault of the User; (c) it was in the User’s possession free of any obligation of confidence at the time it was communicated to the User; or (d) it was rightfully communicated to the User free of any obligation of confidence subsequent to the time it was communicated to the User.  After Your evaluation of the Platform is complete, or upon request of Kinetiq, You shall promptly return to Kinetiq all documents, notes and other tangible materials and return or certify the destruction of all electronic documents, notes, software, data, and other materials in electronic form representing the Confidential Information and all copies thereof.

You agree that nothing contained in this Agreement shall be construed as granting any ownership rights to any Confidential Information disclosed pursuant to this Agreement, or to any invention or any patent, copyright, trademark, or other intellectual property right. You shall not make, have made, use or sell for any purpose any product or other item using, incorporating or derived from any Confidential Information, the Platform, or Kinetiq Intellectual Property.

You shall at all times, both during the term of this Agreement and for a period of at least five (5) years after its termination, keep in trust and confidence all such Confidential and Proprietary Information, and shall not use such Confidential and Proprietary Information other than as expressly authorized by Kinetiq under this Agreement.

6.0 Changed Platform.

Kinetiq shall have the right to modify, change, suspend or discontinue any or all aspects of the Platform at any time at its sole discretion without notice or liability.

7.0 Back Up Your Content.

You are responsible for backing up, to Your own computer or other device, any important documents, images or other content that You store or access via the Platform. Kinetiq shall use reasonable skill and due care in providing the Platform, but, TO THE GREATEST EXTENT PERMISSIBLE BY APPLICABLE LAW, KINETIQ DOES NOT GUARANTEE OR WARRANT THAT ANY CONTENT YOU MAY STORE OR ACCESS THROUGH THE PLATFORM WILL NOT BE SUBJECT TO INADVERTENT DAMAGE, CORRUPTION, LOSS, OR REMOVAL IN ACCORDANCE WITH THE TERMS OF THIS AGREEMENT, AND KINETIQ SHALL NOT BE RESPONSIBLE SHOULD SUCH DAMAGE, CORRUPTION, LOSS, OR REMOVAL OCCUR. It is Your responsibility to maintain an appropriate alternate backup of Your information and data.

8.0 Electronic Contracting.

You acknowledge that Your use of the Platform constitutes Your agreement and intent to be bound to this Agreement. Your agreement and intent to be bound by use applies to any access or use of the Platform.

You agree that You are solely responsible for, and that Kinetiq has no responsibility to You or to any party, any breach of Your obligations under this Agreement and for the consequences (including any loss or damage that Kinetiq may suffer) of any such breach. If You use the Platform on behalf of a business, that business is responsible for any breach of Your obligations under this Agreement and for the consequences.

9.0 Your Warranty regarding Individually Identifiable Health Information.

You shall not submit individually identifiable health information to Kinetiq or third parties through the Platform nor enter any identifiable health information in the Platform. Furthermore, You agree to indemnify, defend, and hold harmless Kinetiq from and against any cause of action, liability, or claim arising out of Your use of the Platform, including but not limited to the disclosure of protected health information as defined by HIPAA.

10.0 Our Warranties and Disclaimers.

We warrant only that we will use a reasonable level of skill and care in providing the Platform. The Platform is a beta release and is not at the level of performance of a commercially available product offering. Moreover, the Platform may not operate correctly and may be substantially modified prior to the first commercial release, or at Kinetiq’s option may not be released commercially in the future. Any data entered into the Platform will not be retained and will be intentionally deleted at the conclusion of the beta testing period.

OTHER THAN AS EXPRESSLY SET FORTH IN THESE TERMS, KINETIQ MAKES NO REPRESENTATIONS OR WARRANTEIS REGARDING THE PLATFORM, OR MODIFICATIONS OR IMPROVEMENTS THERETO. KINETIQ DOES NOT MAKE ANY COMMITMENTS ABOUT THE CONTENT WITHIN THE PLATFORM, THE SPECIFIC FUNCTIONS OF THE PLATFORM, OR ITS RELIABILITY, AVAILABILITY, OR ABILITY TO MEET YOUR NEEDS. KINETIQ PROVIDES THE PLATFORM “AS IS”.

SOME JURISDICTIONS PROVIDE FOR CERTAIN WARRANTIES, LIKE THE IMPLIED WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE, OR ARISING FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICE. TO THE EXTENT PERMITTED BY LAW, KINETIQ EXCLUDES ALL WARRANTIES.

11.0 Our Rights.

We may terminate Your access, or suspend Your access to all or part of the Platform, without notice, for any conduct that we, in our sole discretion, believe is in violation of any applicable law, this Agreement, or is harmful to the interests of another user, service provider, or Kinetiq.

Upon termination, You will make no further use of the Platform, and, upon request, You will return to Kinetiq or destroy all Kinetiq Intellectual Property and erase all Confidential Information from any storage media under Your control.

You agree that You are solely responsible for, and that Kinetiq has no responsibility to You or to any party, any breach of Your obligations under this Agreement and for the consequences (including any loss or damage that Kinetiq may suffer) of any such breach. If You use the Platform on behalf of a business, that business is responsible for any breach of Your obligations under this Agreement and for the consequences.

12.0 Governing Law.

This Agreement shall be governed by Washington law excluding its conflicts of laws rules. The exclusive venue for any action between the parties shall be in King County, Washington and You hereby consent to such jurisdiction.

Last revised: July 12, 2016

 

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