Standard Terms and Conditions

General.   Physicians Purchasing Alliance (“PPA”) has created its website ("website") to facilitate the online communication and exchange of information regarding the purpose, products and services, membership and management of the PPA organization (the “PPA Group”). These Standard Terms and Conditions are a legal agreement (“Agreement”) that governs the conduct of visitors to our website throughout the world, wherever and however any person may access and/or use this site.

Agreement.  Each visitor to our website becomes a PPA user (“User”) simply by accessing, viewing, downloading or otherwise using the website and/or any information, e-mail, service, webpage or feature contained within the website (“Services”).  Each use of the website is conditioned upon each User agreeing to all of the terms and conditions of this Agreement which applies to each and every page of this website. Users who request and are approved to participate in the PPA Group (“Participants”) are governed by this Agreement as well as additional rules, regulations and requirements as specifically found elsewhere on this website. Participants will have access to public and private areas of this website, however, all communication within public areas are subject to the terms and conditions of this Agreement.

Eligibility. Each User (“you”) hereby represents and warrants that he or she (a) is not under the age of 18; (b) has not previously been suspended or removed from PPA; (c) is not a direct competitor of PPA; (d) does not have more than one PPA account at any given time; and (e) has full power and authority to enter into this Agreement and in doing so will not violate any other agreement to which he or she is a party. If you do not meet these minimum requirements you cannot use this website. In addition, you are responsible for providing all equipment and software necessary to connect to the PPA website.

Acknowledgement.  As a User, you are bound by all of the provisions of this Agreement whether you are accessing PPA individually, on behalf of a company or other legal entity, irrespective of any other agreement that may exist with PPA. If you do not want to be bound by the provisions of this Agreement or other terms of use applicable to Participants, do not register, access, view, download or otherwise use any PPA webpage, information or services.

Access.  As a bona fide User, we grant you a right to access the website, through a generally available web browser (excluding data harvesting techniques) to view information that we provide and to exchange information as we permit and intend such information to be used, with all actions to be taken only in accordance with this Agreement.

Use.  This website is for informational purposes only. While PPA may include various interactivity features, your use of this website is undertaken at your own risk and initiative. At all times You are responsible for keeping confidential your personal information or the information of others. In addition, you must comply with all applicable local laws or regulations. As a User, you do not have to communicate anything to us, but if you choose to submit something (including any User generated data, content, ideas, concepts, techniques and data), know that all communications may be public and you hereby grant a nonexclusive, irrevocable, worldwide, perpetual, unlimited, assignable, sublicenseable, fully paid up and royalty free right to us to copy, prepare derivative works of, improve, distribute, publish, remove, retain, add, and use and commercialize, in any way now known or in the future discovered, anything that you submit to us, without any further consent, notice and/or compensation to you or to any third parties, except where you use that secure portion of the website as a proposed or actual Participant of the PPA Group. Otherwise any general submission of information to us or any other visitor shall be treated as non-confidential information and you take complete responsibility for any such disclosures. PPA is not utilizing this website to provide advice to you or any other party, and no information or material at this website is to be relied upon for the purpose of making or communicating decisions. Rather the Service facilitates communications within a professional network on commercial subjects.

Control.  PPA exercises no control over any content you or others submit while using PPA. The content at this website is subject to change without notice. PPA makes no representations regarding the accuracy, usefulness, completeness, appropriateness or lawfulness of any materials found at this website. PPA has no obligation to any other party to verify the identity of any User connected to the website nor to supervise the content which has been provided by any User. As a Participant using the confidential portion of our website, there are different rules regarding the disclosure of information that do not apply to the “public” portion of this website. Should you believe that someone is misusing or otherwise appropriating your information, you must immediately inform PPA.

Acceptance.  This website is self-selective. You must consider and decide the extent to which you wish to reveal information about yourself to us, your group or the larger community of PPA Users. Each communication has the potential to disclose personal information. You must be careful not communicate to PPA and its Users any information the dissemination of which could be harmful to you or others. PPA AND ANY OF ITS AFFILIATES OR PARTICIPANTS ARE NOT RESPONSIBLE FOR A USER'S MISUSE OR MISAPPROPRIATION OF ANY CONTENT OR INFORMATION YOU PUBLICLY POST.

Privacy: You should carefully read our full Privacy Policy before communicating any information to PPA. Certain information, statements, data and content that you may choose to provide can reveal personal or confidential information. You understand that the disclosure of any information, statements, data and content is your sole responsibility. By providing such information to us, all of which is optional, you are hereby expressly giving your informed consent to the communication and processing by us of such “sensitive” data. Note that PPA may update its policies and practices from time to time at its sole discretion.

Accountability. Keep your password confidential, do not use other Users’ accounts and do not let others use your account; you are responsible for anything that happens through your account unless or until you notify us of a breach, close your account or prove that your account security was compromised due to a fault of our systems. As a Participant, you are prohibited from selling, trading or otherwise transferring your PPA account or any information therein to another party or charging anyone for access to any portion of PPA, or any information therein. PPA may limit the number of connections you may have to other Users and prohibit you from contacting other Users at any time for any reason.

Changes. The PPA website, platform and service is dynamic and may be updated, improved, discontinued and/or changed at any time, in any way, at PPA’s sole discretion. We allow you to access PPA as it may exist and be available on any given day. You have no right to any aspect of service, content, access, interoperability, application or use beyond what PPA chooses to deliver at any given moment in time. PPA has no other obligations, except as expressly stated in this Agreement. If we modify, replace, refuse access to, suspend or discontinue PPA, partially or entirely, or modify prices for PPA, any and all changes shall be effective upon their posting on our site or by email communication to you.

Removal of Content. PPA reserves the right to withhold, remove and or discard any content available as part of your account, with or without notice. For avoidance of doubt, PPA has no obligation to store, maintain or provide you a copy of any content that you or other Users may provide.

Disputes. You are solely responsible for your interactions with other members. PPA reserves the right, but has no obligation, to monitor disputes between you and other members and to terminate your account if PPA determines, in its sole discretion, that doing so is prudent.

Indemnity. As a User, you agree to indemnify PPA, and its officers, directors, employees, participants, representatives and counsel and hold us harmless from any damages, losses and costs (including, but not limited to, reasonable attorneys’ fees) related to third party claims, charges or investigations, caused by (a) your failure to comply with this Agreement, including, without limitation, your submission of content that violates third party rights or applicable laws, (b) any content you submit to PPA or (c) any activity in which you engage on or through the PPA.

Fees. There is currently no fee to become a Participant in PPA Group, however, that may change in the future. There will be a notification in advance of any fee to be charged enabling each member to determine whether to continue as a Participant on a paid-basis. If you become a Participant in the PPA Group, you agree to pay any applicable fees as they become due plus all related taxes and reimburse us for any collection costs and interest for any overdue amounts.

Ownership.  All PPA trade names and service marks are registered marks of PPA and may only be used with written permission of PPA. Nothing at this website shall be construed as granting any license or right to use any content, image, trademark, logo or service mark at the site. No act of downloading or copying from this website will transfer title to any intellectual property, information, software or material to you.

Materials.  All materials at this website are meant to be viewed in their entirety, including any footnotes, legal disclaimers, restrictions or disclosures, and any copyright or proprietary notices. Any disclaimers, restrictions, disclosure or hedge clauses apply to any partial document or material in the same manner as they do the whole, and will be deemed incorporated in the portion of any material or document that you consult or download.  Users shall not remove any copyright, trademark or other proprietary rights notices contained in or on PPA, including those of both PPA or any of its affiliates or licensors.

Linked Sites.  PPA may include or automatically produce links to third party web sites (“Third Party Sites”). As well, such websites may be auto linked to this website, with or without the permission of PPA.  PPA is not responsible for and does not endorse any advertising, products or other materials on or available from such web sites or resources unless specifically stated. PPA may also include articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software and other content or items belonging to or originating from third parties (the "Third Party Applications, Software or Content"). If you decide to leave PPA and access the Third Party Sites or to use or install any Third Party Applications, Software or Content, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from PPA or relating to any applications you may use or install from this or any other site.

No Warranty.  The materials at this website are provided "as is" without warranty of any kind, either express or implied, to the fullest extent permissible pursuant to applicable law, including but not limited to the implied warranties of merchantability or fitness for a particular purpose or non-infringement. IF YOU ARE DISSATISFIED OR HARMED BY PPA OR ANYTHING RELATED TO PPA, YOU MAY LEAVE PPA AND TERMINATE THE AGREEMENT AND SUCH TERMINATION SHALL BE YOUR SOLE AND EXCLUSIVE REMEDY. 

Additional Disclaimers.  PPA further assumes no responsibility for, and makes no warranties that, functions contained at this site will be uninterrupted or error-free, that defects will be corrected, or that the site or the server that makes it available will be free of viruses or other harmful components. PPA shall not be liable for any damages to, viruses that may infect, or services, repairs or corrections that must be performed on your computer or other property on account of your use of this website to the greatest extent permitted by law. PPA is not responsible, and makes no representations or warranties for the delivery of any messages (such as in-mails, posting of answers or transmission of any other user generated content) sent through PPA to anyone. In addition, we neither warrant nor represent that your use of the service will not infringe the rights of third parties. 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 to us such material, service, or technology. PPA does not have any obligation to verify the identity of the persons subscribing to its services, nor to monitor the use of its services by other users of the community and PPA declines all liability for identity theft or any other misuse of your identity or information.

Liability Waiver.  In no event shall PPA or any third party vendor be liable to you or any other person for any incidental, indirect, special or consequential damages, or any other damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, costs of delay, loss of business information, loss of data, or other pecuniary loss, whether or not with a claim of breach of warranty or based on contract, strict liability or otherwise) arising out of the use or inability to use this website, whether or not the possibility or cause of such damages was known to PPA or such other third party vendor.  Applicable law may not allow the limitation or exclusion of liability for consequential or incidental damages, so the limitation or exclusion may not apply to you. In no event shall PPA's total liability for any and all damages and causes of action exceed the amount paid by you, if any, for the use of this website.

Mobile Services: Certain parts of the Service may be available via your mobile phone or accessible on your mobile phone through a downloadable application (“Mobile Services”). In using Mobile Services, you agree that we may communicate with you regarding the Service by SMS, MMS, text message or other electronic means to your mobile device and that certain information about your usage of the Mobile Services may be communicated to us. In addition, use of the Mobile Services may cause icons and data to be displayed on and through your mobile device, which data may be updated on a periodic basis by connecting to and transferring data from servers through the Internet and/or communication systems to provide content updates and to populate your mobile device with new information. By using Mobile Services, you hereby explicitly agree to the foregoing service functionality. In the event you change or deactivate your mobile telephone number, you agree to promptly update your PPA account information to ensure that your messages are not sent to the person that acquires your old number. Use of the Mobile Services may result in charges imposed by your wireless provider and you will be responsible for such charges. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices. Therefore, you should check with your carrier to find out if the Mobile Services are available for your mobile devices, and what restrictions, if any, may be applicable to your use of such Mobile Services. Finally, by using any downloadable application to enable your use of the Mobile Services, you are explicitly confirming your acceptance of the terms of the mobile End User License Agreement provided at download.

User Communications and Access. You acknowledge and agree that PPA may send you important information and notices regarding the Service by email or through other means, including mobile or other hand held devices. You acknowledge and agree that we shall have no liability associated with or arising from your failure to maintain accurate contact or other information, including, but not limited to, your failure to receive critical information about the Service.

Records. 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 to: (a) comply with legal process; (b) enforce this Agreement; (c) respond to claims of a violation of the rights of third-parties; (d) respond to your requests for customer service; or (e) protect the rights, property, or personal safety of PPA, the PPA Group, Affiliates, Users and the public.

Limitation of Liability. The limitation of liability for any dispute involving claims related to the use of PPA shall be the lesser of (1) USD $1 or (2) the value of one month of any PPA contract. SOME COUNTRIES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY IN CONTRACTS WITH CONSUMERS AND AS A RESULT THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU

Termination.  PPA may terminate the Agreement for any or no cause, at any time, with or without notice, which shall be effective immediately or as may be specified in the notice. As a Participant, termination of your PPA account includes disabling your access to the private portion of the PPA website (including any content you submitted or others submitted) and may also bar you from any future use of PPA. The terms of this Agreement shall survive any termination.

Entire Agreement: You agree that this Agreement constitutes the entire, complete and exclusive agreement between you and us regarding the Service 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.

Severability: If any provision of the Agreement is found to be invalid or unenforceable under mandatory laws of a particular jurisdiction, such provision shall be interpreted as to give maximum effect to its intended purpose and this shall not affect the validity or enforceability of (a) such provision under the laws of any other jurisdiction, or (b) any other provision of the Agreement.

Amendments to this Agreement: We reserve the right to modify, supplement or replace the terms of the Agreement, effective upon posting.

Waiver. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to that breach or subsequent similar or other breaches.

Assignment and Delegation: You may not assign or delegate any rights or obligations under the Agreement and any purported assignment and delegation shall be ineffective. We may freely assign or delegate all rights and obligations under the Agreement, fully or partially.

Complaints. Regarding copyright infringement complaints, see our policies and procedures for Complaints regarding Copyright Infringement. With respect to content-related complaints, see our policies and procedures for Complaints Regarding Content.

Applicable Law.  This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, USA without regard to conflicts of law provisions.  Any action taken to interpret or enforce this Agreement shall occur in a court of competent jurisdiction in Broward County, Florida, USA.

Conflicts of Law.  If you believe that you are entitled or obligated to act contrary to this Agreement under any mandatory laws, you agree to provide us with detailed notice at least thirty (30) days before you act contrary to this Agreement to allow us to assess whether we may, at our sole discretion, provide an alternative remedy for the situation.

© 2010 PPA, LLC