Welcome to monitorforhire.com, a service of Pharma eMarket, LLC (the "Company"). The Company provides its services to the User (as defined below) subject to the following terms and conditions, as the same may be modified from time to time (the “Terms and Conditions”). The Company may amend or modify these Terms and Conditions without notice, effective immediately, by posting such Terms and Conditions on the monitorforhire.com web site (the "Web Site") or by otherwise notifying you of such Terms and Conditions. The Terms and Conditions have last been modified on the 2nd of April 2010. If a User accesses or uses the Web Site after the Company post changes to these Terms and Conditions, the User accepts the changed Terms and Conditions and the Terms and Conditions are binding. The Company reserves the right to discontinue, on a temporary or permanent basis, the Service (as defined below) (in whole or in part) without notice and without liability to the User.
1. ACCEPTANCE OF TERMS AND CONDITIONS OF SERVICE
Any person or company who uses or accesses the Web Site or who registers for or uses the Service (the "User", sometimes referred to as "you") agrees to the above and the following Terms and Conditions. A User may be either (1) an entity who has registered with the Web Site through Sponsor Registration seeking an independent clinical professional by submitting project information (each a “Sponsor”, and collectively “Sponsors”) or (2) an independent provider of clinical research services who has registered with the Web Site through Monitor Registration (each a “Monitor”, and collectively, “Monitors”). Please read these Terms and Conditions carefully as it is a legally binding contract. If you do not agree with the Terms and Conditions, please do not use the Service or the Web Site. The Company may offer additional services from time to time that are and will be governed by different or additional terms and conditions.
2. DESCRIPTION OF SERVICE
The Company offers a broad range of tools, content, products, services, benefits, and other resources on the Web Site of particular interest to Monitors and to enable Monitors to efficiently and cost effectively manage their careers (the "Service") for use only under a non-exclusive, non-transferable, and non-assignable license under these Terms and Conditions. In order to use the Service, the User must obtain access to the Internet, either directly or through devices that access web-based content. It is the User's responsibility to arrange for (including providing all necessary equipment), be responsible for, and pay for such Internet access service.
3. ELIGIBILITY FOR MEMBERSHIP
The Service is available only to individuals who can form legally binding contracts under applicable law. Without limiting the foregoing, the Service is not available to minors. The Service may be used only by Monitors and by individuals with the right and authority to act on behalf of a Sponsor. If you do not qualify, please do not use the Service or any of our services that require your ability to form legally binding contracts. The Company may refuse access to the Service to anyone at any time, in its sole discretion.
4. USER'S OBLIGATIONS TO PROVIDE ACCURATE INFORMATION
The User represents and warrants that the User will: (a) provide true, accurate, complete and up to date information about the User as prompted by the components of the Service and in the registration process; and (b) maintain and update this information as appropriate to keep it true, accurate, complete and up to date. Sponsors shall be solely responsible for their study structure and outcome and the Company shall have no liability to Sponsors or Monitors with respect to same. The information available in the Project Postings is not verified by the Company to be bona fide; it is the responsibility of the Sponsor to provide accurate information.
5. ADDITIONAL USER RESPONSIBILITIES
The User shall comply with all applicable local, state, national, and international laws and regulations in connection with the User's use of the Service. The User shall not impersonate any person or entity or falsely represent the User's identity. The User shall not interfere with the use of the Service by others, including, without limitation, by submitting any virus, computer code, file, program or other mechanism to the Service which is designed to interrupt, limit or destroy the functionality of the Service, by transmitting junk mail, spam, bombs, or unsolicited email, or by attempting to cause the Service to crash.
The User shall be solely responsible for all information, data, text, software, sound, music, photographs, graphics, video, messages or other materials, including the contents of the User's account information, that the User uploads, posts, emails or otherwise transmits via the Service, and for any and all communications made in connection with the User's use of the Service.
The User shall not use the Service to communicate any unlawful, annoying, harassing, abusive, threatening, harmful, vulgar, obscene, defamatory, libelous, or tortious material of any kind or any material that invades, infringes or violates the personal or proprietary rights of any person or entity. The User shall not attempt to gain unauthorized access to other networks connected to the Service.
The User shall not reproduce, duplicate, copy, sell, resell or otherwise exploit for any commercial purpose, any portion of the Service, access to the Service or use of the Service.
Upon completing the registration process as either Monitor or Sponsor, the User agrees to be bound by the terms and provisions of the form of Independent Contractor Agreement then in use by the Company. A copy of the current form of Independent Contractor Agreement is available for review by clicking here. The information for the Statement of Work, labeled as Exhibit A to the Independent Contractor Agreement, will be provided by the Sponsor and upon completion of the selection process will become automatically incorporated into the Independent Contractor Agreement. All Monitors must use the electronic time reporting and approval system to submit, approve and modify hours. The Company bills the Sponsor based upon the data collected from this system. Monitors can only register for these services when there is a current assignment, or planned project to commence within seven (7) days. When work commences, the Monitor submits a time record via an easy-to-use web form that lists the hours worked on the project and follows the expense submission steps listed in the Statement of Work. The Sponsor is responsible for informing the Monitor of any expense reimbursement policy and the Monitor must abide by any such policy in order to obtain such expense reimbursement. The Company assesses the charge against the Sponsor and upon receipt of payment from the Sponsor will then make payment to the Monitor. Although the Company may make attempts to ensure payment from the Sponsor, the Company shall have no obligation to take any action to collect amounts billed or assessed to the Sponsor. The Monitor is an independent contractor and shall be responsible for payment of all Federal withholding, Federal Insurance Contributions Act (FICA) tax, state unemployment, state/local taxes and any other applicable payments pursuant to any related statutes or regulations.
7. TIME REPORTING AND PAYMENT
As long as the Monitor completes the time record and responds to Sponsor modifications within the time reporting deadlines established from time to time, the Monitor will receive payment in a regular, timely manner following receipt of payment by the Company from the Sponsor. Hours worked in excess of forty (40) hours per work week are not considered “overtime” hours and are billed at the same rate unless otherwise stated in the Independent Contractor Agreement or Statement of Work. The Company pays Monitors in U.S. Dollars only. All Monitors are compensated on an hourly basis. The Company does not and cannot verify the accuracy of hours and/or expenses reported by any Monitor, and therefore urges all Sponsors to carefully review all requests for approval of such hours and/or expenses. Sponsors shall make payment on all invoices from the Company within fifteen (15) days of receipt.
The Company may, without notice, terminate the User's access and use of the Service and remove, discard and delete any and all communications, postings, or other content placed on the Web Site by the User: (i) if any information provided by the User is untrue, inaccurate, incomplete, or not up to date; (ii) if the User has violated the Terms and Conditions; or (iii) if the User has violated the rights of the Company or others. In addition, the Company reserves the right, in its sole and absolute discretion, for any or no reason, without liability to the User, to terminate the User’s ability to access the Service and the Web Site. The Company also reserves the right at all times to disclose any information posted by the User or provided to the Company as necessary to satisfy any law, rule, regulation, governmental request or legal process, or to edit, refuse to post or to remove any information, in whole or in part, that in the Company's sole discretion is objectionable or in violation of these Terms and Conditions, or if the Company is unable to verify or authenticate any information submitted by the User to register with the Web Site.
9. USE OF INFORMATION, PRIVACY AND SECURITY
The User will receive/select a password upon completing the Service’s registration process. The User is responsible for maintaining the confidentiality of the password and for all activities in connection with the User's password. The User must immediately notify the Company of any unauthorized use of the User's password or any other breach of security.
11. LINKS TO OTHER SITES
The Web Site may contain links to other third party web sites. These links are provided solely as a convenience to the User. The Company is not responsible for the availability of such external third party sites, and does not endorse and is not responsible or liable for any content, advertising, service, product, or other material on or available from such third party sites or for any damages caused by or in connection with such content, advertising, service, product, or other material available from such third party sites. Your access to such third party sites is done at your own risk and peril.
12. THE COMPANY'S PROPRIETARY RIGHTS
Information made available to the User through the Service and the content of the Service is protected under copyright, trademark, patent, or other laws of the United States and foreign jurisdictions. The User may use this information and content only as expressly authorized by the Company or the other proprietors of this information and content, and may not reproduce, publicly display or perform, distribute, or prepare derivative works of such information or content without express authorization of the the Company or the proprietors thereof. The systems, services, and products or portions thereof, are covered by US Patent 7,647,240.
13. USE OF COPYRIGHTED, TRADEMARKED OR OTHER PROTECTED MATERIAL
The User will refrain from posting any information or items to the Web Site which are copied, in whole or in part, from third party sources without their authorization. This includes: scanning of images created by others, copying, modifying, and possibly linking to code, images, sound files, movie files, or text created by others, any other activities which would infringe the property rights of others. For further clarification, please see the U.S. Law on Copyrights, or see the websites of the U.S. Copyright Office or U.S. Trademark Office.
If a User or visitor to the Web Site believes its copyright, trademark or other property rights have been violated by a posting on the Web Site, the User or visitor should send notification to contact the Web Site immediately. To be effective, the notification must include:
Pharma eMarket, LLC
Attention: Copyright Infringement
200 Barr Harbor Drive, Suite 400
West Conshohocken, PA 19428
The Company will then take appropriate remedial action, which may include the removal of said infringing material or items from the Web Site. Please make all notifications of alleged infringements promptly and allow the Web Site at least 48 hours to review, and if appropriate, remove the infringing materials or items.
The Company is not responsible for material that is copied from the User's postings. For the User's protection, the Company advises the User to obtain a copyright registration or other relevant protection for any and all material and items uploaded to the User's registration. (See http://www.loc.gov/copyright/)
14. CARE IN USING THE SERVICE
Sponsors who are seeking the services of Monitors and Monitors who are seeking positions with Sponsors should use caution when using the Service. While the Company may perform some minimal screening of Monitors, such screening is done solely for the benefit of the Company. Sponsors may not rely on such internal screening. The Company will not provide drug screening of Monitors. Sponsors and Monitors should be careful in using the Service to avoid misrepresentations and other harmful effects. The Company does not at this point screen or otherwise monitor information that is provided in connection with the Service. The Company does not verify that Sponsors or Monitors are bona fide, that positions are actually available, that Monitors have the right to work or are eligible to work in the United States, that confidential information will be treated as such, or that the information provided by Monitors or Sponsors is accurate, truthful, up to date, or not misleading.
15. SPONSOR RESTRICTION
Sponsors who make use of the Service shall not interfere with the structure of the Service by employing or contracting directly with Monitors outside of the Service, except with the prior written consent of the Company. In the event a Sponsor retains the services of a Monitor introduced to the Sponsor through the Service, either as an employee or as an independent contractor, with the consent of the Company, Sponsor shall pay to the Company a finder’s fee equal to twenty five percent (25%) of the salary or compensation. If such employment or retention is without the consent of the Company, Sponsor shall be liable for the payment of the aforesaid finder’s fee as well as any other damages which the Company may suffer and the Company shall be entitled to treat such employment or retention as a breach of the Terms and Conditions.
16. MONITOR RESTRICTION
Monitors represent and warrant that the Monitor has never been, is not currently, will not become: (i) an individual who has been debarred by the FDA pursuant to 21 U.S.C. § 335a (a) or (b) ("Debarred Individual") for providing services in any capacity to a person that has an approved or pending drug product application, or an employer, employee or partner of a Debarred Individual, or (ii) a corporation, partnership or association that has been debarred by the FDA pursuant to 21 U.S.C. § 335a (a) or (b) ("Debarred Entity") from submitting or assisting in the submission of any abbreviated drug application, or an employee, partner, shareholder, member, subsidiary or affiliate of a Debarred Entity. The Monitor further warrants and represents that no Debarred Individual or Debarred Entity has performed or rendered, or will perform or render, any services or assistance relating to activities taken pursuant to these Terms and Conditions. The Monitor further warrants and represents that the Monitor has no knowledge of any circumstances which may affect the accuracy of the foregoing warranties and representations, including but not limited to, FDA investigations of, or debarment proceedings against, the Monitor or any person or entity performing services or rendering assistance relating to activities taken pursuant to these Terms and Conditions, and the Monitor will immediately notify the Company and the Sponsor if the Monitor becomes aware of any such circumstances during the use of this Service.
The User shall indemnify and hold the Company, and its subsidiaries, affiliates, partners or co-branders, officers, agents, and employees, harmless from any claim, demand, action, loss, cost, and expense, including, without limitation, reasonable attorney's fees, arising out of or in connection with the User's use of the Service, the User's breach of any representation or warranty in the Terms and Conditions, the User's violation or breach of the Terms and Conditions, or the User's violation or infringement of the rights of others.
18. DISCLAIMER OF WARRANTIES
USE OF THE SERVICE IS AT THE USER'S SOLE DISCRETION AND RISK. THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE".
THE COMPANY MAKES NO WARRANTY THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, FREE OF VIRUSES OR OTHER MECHANISMS, OR ERROR FREE. THE COMPANY MAKES NO WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICE, AS TO THE RESULTS OF ANY STUDY UNDERTAKEN BY MONITORS AND SPONSORS THROUGH THE SERVICE OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SERVICE. THE COMPANY MAKES NO WARRANTY REGARDING ANY TRANSACTION ENTERED INTO THROUGH THE SERVICE.
THE COMPANY DOES NOT WARRANT THAT USERS OF THE SERVICE ARE LICENSED OR CERTIFIED TO PRACTICE IN ANY JURISDICTION; NOR DOES THE COMPANY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE WEB SITE OR ITS CONTENT OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH USE OF THE WEB SITE.
YOU UNDERSTAND AND AGREE THAT ANY CONTENT AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE WEB SITE IS AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH CONTENT AND/OR DATA.
THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
19. LIMITATION OF LIABILITY
THE COMPANY SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, SPECIAL, OR CONSEQUENTIAL DAMAGES OF WHATEVER KIND AND HOWEVER CAUSED, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, EVEN IF THE COMPANY KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM THE USE OR THE INABILITY TO USE THE SERVICE, OR THE INTERRUPTION, SUSPENSION OR TERMINATION OF THE SERVICE, OR THE PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, FOR ANY PRODUCTS OR SERVICES PURCHASED OR OBTAINED OR INFORMATION RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH THE SERVICE.
20. SUMMARY OF FEDERAL FAIR CREDIT REPORTING ACT COMPLIANCE
The information requested by the Company and provided by HireRight or any other third party background reporting agency is classified as a "consumer report" and "investigative consumer report" governed by the Federal Fair Credit Reporting Act (FCRA). The FCRA provides protections and responsibilities to those who use information (the Company), those upon whom the information is about (Monitors) and those who provide information (HireRight). You can find complete text of the FCRA 15 U.S.C 1681-1681u at the Federal Trade Commission web site (http://www.ftc.gov). If you have questions regarding your report, contact HireRight, Inc. 2100 Main Street, Suite 400, Irvine, CA 92614 phone 800.400.2761.
CALIFORNIA, MINNESOTA and OKLAHOMA APPLICANTS ONLY:
You may request a copy of your Consumer Report and/or Investigative Consumer Report in writing via postal mail:
Pharma eMarket, LLC
Attention: Consumer Report Request
200 Barr Harbor Drive, Suite 400
West Conshohocken, PA 19428
21. NON DISCLOSURE
The Monitor may be privy to certain Confidential Information (as defined below) provided to them by the Company and/or Sponsor prior to execution of a project specific Statement of Work. As used herein, the term “Confidential Information” shall mean any and all information that is hereafter disclosed by the Company and/or the Sponsor to the Monitor, including information relating to either party’s plans, products, services, processes, systems, marketing, research or developmental activities, and all technical or scientific information or know-how of the party or of any other person or entity as to which the party is obligated to maintain in confidence, which is disclosed verbally, in diagram, written or other recorded form.
Confidential Information shall not include any portion of information disclosed by the disclosing party which (a) is generally known to the public at the time of disclosure to the receiving party; (b) is already in the receiving party’s possession at the time of disclosure by the disclosing party, and was not acquired directly or indirectly from the disclosing party; (c) is disclosed to the receiving party on a non-confidential basis by a third party having the right to make such disclosure; (d) is independently developed by the receiving party without the use of the Confidential Information provided by the disclosing party; and (e) is required to be disclosed by law or by governmental rule or regulation.
All Confidential Information is and shall remain the property of the disclosing party. Neither these Terms or Conditions nor any disclosure hereunder shall be deemed, by implication, estoppel or otherwise, to vest in the receiving party any license or other ownership rights to or under any inventions, patents, know-how, trade secrets, trademarks, or copyrights owned or controlled by the disclosing party.
The Terms and Conditions shall be governed by and construed in accordance with the laws of the State of Delaware, excluding its conflict of laws rules. The Company and the User expressly agree that the exclusive jurisdiction for any claim or action arising out of or relating to the Terms and Conditions or the use of the Web Site shall be filed only in the state or federal courts located in the State of Delaware, County of New Castle, and the Company and the User further agree and submit to the exercise of personal jurisdiction of such courts for the purpose of litigating any such claim or action.
If any provision of the Terms and Conditions is held by a court of competent jurisdiction to be invalid or unenforceable, that provision shall be enforced to the maximum extent permissible and the remaining provisions of the Terms and Conditions shall remain in full force and effect.
The paragraph headings are for convenience only and shall have no effect upon the meaning of the paragraph.
The User acknowledges that by submitting communications to the Company and using the Service, no confidential, fiduciary, contractually implied, or other relationship is created between the User and the Company other than pursuant to the Terms and Conditions. In addition, in making use of the Service, the User and the Company are acting as independent contractors and no agency, partnership, joint venture or employee-employer relationship is intended or created.
No waiver of any of the Terms and Conditions shall be deemed a further or continuing waiver of such Terms and Conditions or any other term. These Terms and Conditions constitute the entire agreement between the User and the Company with respect to the use of the Services and the Web Site, superceding any prior agreements.