TERMS OF USE

Welcome to www.briohealthsolutions.com, BrioHealth Solutions, Inc.’s United States web site (the Site). Please carefully review these Terms of Use (Terms). For purposes of these Terms BrioHealth Solutions, Inc. is referred to as BHS, us, we, etc. Your use of this Site constitutes your acceptance of these Terms. If you do not agree to abide by all of the provisions contained in these Terms, you must not use or access the Site. BHS also may make changes to these Terms at any time and in its sole discretion, which will be posted to this page and will become effective immediately upon posting. For this reason, we urge you to read these Terms each time you visit our Site.

 

1. Scope

We are providing this Site for general informational purposes. We control and operate this Site from the United States of America (U.S.). This Site is intended for use by U.S. residents only and contains information regarding BHS products, potential products and services available for sale or distribution (or intended for sale and distribution) within the U.S. If you are a non-U.S. resident, you may access this Site solely at your own risk and are responsible for compliance with local laws and regulations, if applicable. Any references to products or services on the Site do not imply that BHS intends to announce or offer these products or services in your country.

 

2. Modifications to Site

BHS reserves the right to modify or discontinue the Site (or any portion of the Site), temporarily or permanently, with or without notice to you, and is not obligated to support or update the Site. BHS shall not be liable to you or any third party in the event that BHS exercises its right to modify or discontinue the Site (or any portion of the Site). Any new features that augment or enhance the current Site shall be subject to these Terms.

 

3. No Medical Advice

The information on this Site is provided for informational purposes only and is not intended or recommended as a substitute for professional medical advice. Always seek the advice of your physician or other qualified healthcare provider regarding any medical condition or treatment.

We may also include certain information, reference guides and databases intended for use by licensed medical professionals. These tools are not intended to give medical advice. Physicians and other health care providers should always exercise their own clinical judgment for any given situation.

 

4. Registered Users

Visitors to the Site may use the public areas of the Site for informational purposes which are subject to these Terms. In addition, certain areas of this Site contain information intended only for medical professionals. Accordingly, BHS reserves the right to limit access to certain areas of the Site to medical professionals who register and meet the qualifications imposed by us. The resources provided in password-protected areas of this Site are specific to and intended for medical professionals who specialize in the medical specialties we serve. To register, a medical professional must provide us with certain personal information, including their name, profession, email address, postal address, title and clinical affiliation. If you do not qualify, please do not attempt to register with us. Upon our review and acceptance of your registration information, BHS will provide you with a User ID and password. The information you provide must be accurate and complete, and it is your responsibility to inform us of any changes to that information as soon as possible by emailing us at webmaster@briohealthsolutions.com. We reserve the right to discontinue access to any restricted area of the Site at any time, without notice to you, for any reason. If you are or become a registered user, you are responsible for maintaining the confidentiality of your User ID and password. If you become aware of unauthorized use of your User ID and password, you agree to immediately notify BHS. The personal information provided by you is subject to BHS’s privacy policy, which can be found at www.briosolutions.com/privacy (Privacy Policy).

 

5. Intellectual Property

This Site and all of its contents are the intellectual property of BHS and its licensors and subject to copyright protection.

Unless otherwise noted, the trademarks, service marks and logos (collectively “Marks”) displayed on this Site are trademarks of BHS, its affiliates and/or subsidiaries, or third parties who have licensed their trademarks to BHS. Any noted third-party marks are the intellectual property of their respective owners who should be contacted directly with respect to any use of the same. You may not use any BHS Mark or any related graphic, whether or not registered, for any reason including but not limited to hot-linking to another website, without the express prior approval of BHS.

All content, including but not limited to text, software, music, sound, photographs, video, graphics or other material contained on this Site and/or in commercially produced information presented to you through the Site by BHS, (Content) is protected by copyright, trademark, patents or other proprietary agreements and laws, and you are only permitted to use Content as expressly authorized by BHS. Nothing contained herein shall be construed or implied to create any transfer, license, or any other any right, title, or interest in or to the Site, Marks or the Content to you.

You may only use this Site for general informational purposes. The Content may not be copied other than for such general informational non-commercial reference with all proprietary notices retained, re-copying, reproduction and other distribution is not permitted. You may not use, download, upload, copy, print, display, modify, adapt, perform, reproduce, publish, translate, sell, reuse, license, post, transmit, frame, mirror on another web service, re-engineer, decompile, disassemble, or otherwise exploit, use any meta tags, inline any graphics or distribute any Content or information from the Site in whole or in part for any other purpose without the express permission of BHS. Requests for such permission should be made to webmaster@briohealthsolutions.com.

Any rights not expressly granted herein are reserved. Please be advised that BHS enforces its intellectual property rights to the fullest extent of the law.

 

6. User Feedback

BHS is pleased to hear from visitors and welcomes your comments regarding the Site. Please be advised, however, that BHS, its affiliates, its subsidiaries, and/or BHS’s third party licensors do not accept or consider unsolicited ideas, including ideas for new products or technologies, processes, materials, marketing plans, or new product names. Please do not send your unsolicited ideas or any original materials to BHS, its affiliates, its subsidiaries, and/or BHS’s third party licensors. If, despite this request, you still submit your ideas and materials, through this Site, you understand and agree that all such information will be deemed as non-confidential and you further grant to BHS and its affiliates, licensees and assigns, the right to use, copy, modify, transmit, perform, publish, and display such content and information without restriction, in any mode or media, whether currently known or unknown, throughout the world. You further release any and all moral rights and rights of attribution that you may have in the same. By submitting information you further assign to BHS, free of charge, all worldwide rights, title and interest in all copyrights and other intellectual property rights in the information or materials you submit. We will be entitled to use any information and materials you submit through this Site for any purpose whatsoever without restriction and without compensating you in any way, and by submitting any such information and materials, you represent to BHS that you have the right to do so.

Any information submitted must comply with all laws and regulations. You agree not to submit any information that would directly or indirectly compromise protected patient information. Any information submitted will be free of abusive, obscene, defamatory, or otherwise inappropriate language, and shall not contain any virus, malware or other software that could adversely affect the operation of the Site or of another’s computer.

 

7. Resume Submission

BHS may allow online submission of resumes in response to job postings on the Site. Your personal information is subject to our Privacy Policy. You agree not to post any false or inaccurate biographical information. Recruiters representing candidates may not send candidates’ resumes in response to job postings on the Site. There is a risk that your resume may be lost or intercepted by a third party if you submit it to BHS through the Site. You agree BHS cannot and shall not be held responsible in any way for any loss arising from the transmission or use of resumes submitted and/or obtained through the Site. In addition, BHS may contract with a third party service provider to host the resume submission page.

8. Links

The Site is intended for use by U.S. residents. The Site may provide links to web sites operated by BHS outside of the U.S. as well as web sites operated by third parties. BHS does not provide any warranty with respect to adherence to the laws of any other country. Please refer to the separate terms of use, privacy policies, and other rules posted on these linked sites before you use them. Third party links are provided merely as a convenience to you, and the inclusion of any link does not imply affiliation or endorsement by BHS. BHS does not review, monitor or check the accuracy of content published on third party sites, and is not responsible for the availability of, and content provided on, third party sites. Third party web sites may contain information about uses of products that have not been approved or cleared by the U.S. Food and Drug Administration. BHS does not endorse the off-label use of any of our products.

 

9. Disclaimer

THE SITE AND ALL CONTENT, MATERIALS, INFORMATION, PRODUCTS AND SERVICES PROVIDED ON THE SITE, ARE PROVIDED ON AN “AS IS” BASIS. BHS EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND SECURITY AND ACCURACY, AS WELL AS ALL WARRANTIES ARISING BY USAGE OF TRADE, COURSE OF DEALING, OR COURSE OF PERFORMANCE. BHS MAKES NO WARRANTY THAT: (A) THE SITE WILL MEET YOUR REQUIREMENTS; (B) THE SITE WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR ANY SERVICES OFFERED THROUGH THE SITE WILL BE TIMELY, USEFUL, COMPLETE, ERROR FREE, ACCURATE OR RELIABLE; OR (D) THE QUALITY OF ANY INFORMATION, OR OTHER MATERIAL OBTAINED BY YOU THROUGH THE SITE WILL MEET YOUR EXPECTATIONS.

ANY CONTENT, MATERIALS, OR INFORMATION DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK. BHS SHALL HAVE NO RESPONSIBILITY FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY CONTENT, MATERIALS, OR INFORMATION.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM BHS OR THROUGH THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

YOUR USAGE OF THIS WEBSITE MEANS THAT YOU AGREE WITH THESE TERMS AND CONDITIONS OF USAGE. IF YOU DO NOT AGREE, THEN DO NOT USE THIS WEBSITE.

 

10. Securities Laws

This Site may include forward looking statements that involve risks and uncertainties concerning our operations, prospects, strategies, financial condition, future economic performance and demand for our products or services, as well as our intentions, plans and objectives, that are beyond our control. These statements are based upon a number of assumptions and estimates which are subject to significant uncertainties, many of which are beyond our control. When used on our Site, words like “anticipates,” “expects,” “believes,” “estimates,” “seeks,” “plans,” “intends,” “will” and similar expressions are intended to identify forward-looking statements designed to fall within securities law safe harbors for forward-looking statements. The Site and the information contained herein do not constitute an offer or solicitation of an offer for sale of any securities. None of the information contained herein is intended to be, and shall not be deemed to be, incorporated into any of our securities filings or documents. We wish to caution the reader that actual results may differ from those discussed in the forward-looking statements and may be adversely affected by, among other things, risks associated with other factors described in our filings with the China Securities Regulatory Commission (CSRC).

 

11. Limitation of Liability

IN NO EVENT SHALL BHS, ITS SUBSIDIARIES, AFFILIATES, SHAREHOLDERS, DIRECTORS, OFFICERS, PREDECESSORS, SUCCESSORS IN INTEREST, EMPLOYEES AND/OR AGENTS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA OR USE, INCURRED BY YOU OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT OR TORT, ARISING FROM YOUR ACCESS TO, OR USE OF, THE SITE OR ANY SERVICES PROVIDED THROUGH THE SITE, EVEN IF BHS WAS ADVISED THAT SUCH DAMAGES WERE LIKELY OR POSSIBLE.

 

12. Privacy Policy

All information submitted to the Site, including but not limited to personally identifiable information, is treated in accordance with BHS’s Privacy Policy.

 

13. Indemnity

You agree to indemnify, defend and hold BHS, its subsidiaries, affiliates, shareholders, directors, officers, predecessors, successors in interest, employees and agents, harmless from any claim, demand, liability, expense, or loss, including reasonable attorneys’ fees, made by any third party due to or arising out of, or in any way connected with your use of or access to the Site or your violation of these Terms.

 

14. Export Restrictions/Legal Compliance

BHS controls this Site from within the U.S. You may not access, download, use or export the Site or the Content in violation of U.S. export laws or regulations, or in violation of any other applicable laws or regulations.

 

15. General

Certain activities are forbidden. You specifically agree that:

(A) You will not use any program to page-scrape, deep-link, spider, robot, or in any other way acquire or copy the website, irrespective of whether the program is automatically activated or manually activated, and;

(B) You will not attempt in any way to gain unauthorized access to any area of the site by password mining, hacking, password stealing, or any other means, and;

(C) You will not reverse lookup, seek, or trace any information about any visitor this website, and;

(D) You will not forge headers or manipulate headers in order to disguise the origin of any message you send to BrioHealth Solutions, and;

(E) You will not attempt to circumvent the navigational structure of this website in order to hack, data mine, or otherwise exploit the website.

In the event that any provision of these Terms shall, in whole or in part, be determined to be invalid, unenforceable or void for any reason, the determination shall affect only the portion of the provision determined to be invalid, unenforceable, or void, and shall not affect the remainder of that provision in any way. You agree to allow a court or arbitrator to replace such an invalid, unenforceable, or void provision with a valid provision which is as similar as possible in substance to the invalid, unenforceable, or void provision. BHS’s failure to act with respect to any breach by you does not constitute a waiver of our right to act with respect to subsequent or similar breaches.

These Terms shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts without regard to its choice of law provisions. In the event of any conflict between foreign laws, rules and regulations and those of the U.S., the laws, rules and regulations of the U.S. shall govern. The United Nations Convention on Contracts for the International Sale of Goods will not apply to these Terms.

BHS may assign its rights and duties under these Terms without such assignment being considered a change to the Terms and without notice to you.

These Terms, the Privacy Policy, any operating rules, policies, or procedures that may be posted from time to time by BHS on the Site, and any modifications to the foregoing, constitute the entire agreement between the parties with regard to the subject matter hereof and supersede all prior understandings and agreements, whether written or oral, as to such subject matter. Nothing contained in these Terms shall be deemed to constitute either party as the agent or representative of the other party, or both parties as joint venturers or partners for any purpose. All terms and provisions of these Terms which by their nature are intended to survive any termination or expiration of this Agreement, shall so survive.

 

16. Acknowledgment

By accessing this Site or registering with BHS, you agree to all the terms and conditions of these Terms. You acknowledge (a) that you have read and understood these Terms; and (b) that these Terms have the same force and effect as a signed agreement.

 

17. Contact Information

If you have any questions regarding these Terms or the Site, please contact BHS at webmaster@briohealthsolutions.com.