Terms of Use


EFFECTIVE DATE: January 5, 2020

miR Scientific, LLC or its Affiliates (as defined below) (“miR Scientific,” “we,” “us,” or “our”) maintains the website www.mirscientific.com (the “Website”) as a service to our user community, subject to these Terms of Use (the “Terms”). By accessing the Website, you are agreeing to be bound by these Terms and all applicable laws and regulations. If you do not accept or agree to all of the provisions in these Terms, you are prohibited from using or accessing the Website. The “Content” (defined in Section 1 below) contained in the Website are protected by applicable intellectual property law.

Please read these Terms carefully, as it may have changed since your last visit. These Terms constitutes a valid and binding legal agreement between you and miR Scientific. We reserve the right to change these Terms from time to time for any reason, which shall be effected by posting of the updated Terms to our Website; provided that any such changes shall only apply to your use of the Website after the date of such change unless you expressly accept retroactive application of such changes, via a click-through or signed agreement or otherwise. Users who access our Website are subject to these Terms and our Privacy Policy (available here {insert Privacy Policy link}). For purposes of these Terms, “Affiliates” includes, without limitation, New Reality Solutions LLC, miR Diagnostics LLC, NRS Health and Wellness, NRS H&W Israel and NRS Associates LLC.

1. USE LICENSE

miR Scientific grants you a personal, non-transferable, non-exclusive right to access and use the Website and the Content available on the Website subject to these Terms. You may temporarily download one copy of the Content on the Website where the Website expressly permits or provides for downloads, and you may print pages of such Website. As used herein, the term “Content” means all information, text, images, data, links, software, or other material accessible through the Website, whether created by us or provided by another person for display on the Website. Any information you obtain from using the Content is not intended to be used by you for any diagnostic or treatment purposes. The Content or your use of the Website does not create a patient-physician relationship and should not be used as a substitute for professional diagnosis and treatment. Please consult your provider before making any healthcare decisions.

This is the grant of a license, not a transfer of title, and under this license you may not:

i. Modify or copy the Content;

ii. Use the Content for any commercial purpose, or for any public display or distribution (commercial or non-commercial);

iii. Attempt to decompile or reverse engineer any software contained on our Website;

iv. Use any robot, spider, site search/retrieval application, or other automated device, process, or means to access, retrieve, scrape, or index any portion of our Website;

v. Incorporate links to our Website or frame any elements of our Website within any other website;

vi. Remove any copyright or other proprietary notations from the Content;

vii Obtain unauthorized access to any computer system through our Website;

viii Introduce viruses, worms, Trojan horses, and/or harmful code to our Website;

ix. Interrupt or attempt to interrupt the operation of our Website in any way; or

x. Transfer the Content to another person or “mirror” the Content on any other server.

This license, which includes without limitation all rights granted by miR Scientific in this Section 1, shall automatically terminate if you violate any of these restrictions. Further, miR Scientific may terminate all your rights under this Section 1 at any time. Upon terminating your viewing of these Content or upon the termination of this license, you must destroy any downloaded Content in your possession whether in electronic or printed format.

2. INTELLECTUAL PROPERTY

All Content contained on the Website is the sole and exclusive property of miR Scientific and its Affiliates and licensors, and are protected from unauthorized copying and dissemination by United States copyright law, trademark law, international conventions, and other intellectual property laws. The service marks and trademarks of miR Scientific and its Affiliates, including without limitation “miR Scientific”, and the miR Scientific and its Affiliates’ logos, are trademarks and service marks owned by miR Scientific or its Affiliates. Any other trademarks, service marks, logos, and/or trade names appearing via a website are the property of their respective owners. You may not copy or use any of these marks, logos, or trade names without the express prior written consent of the owner. If you provide us with any suggestions for improvements to our Website or relating to any prospective products or services, you hereby grant to us a non-exclusive, irrevocable, perpetual, transferable, sublicensable (through one or more tiers) license to copy, use, and modify such suggestions and to make, have made, use, import, offer to sell and sell any products or services incorporating such suggestions.

3. ACCESS

You agree not to access the Content from insecure mobile devices, PCs or laptops, such as public internet kiosks found at airports and public libraries. You agree that you are using and will continue to use appropriate technical safeguards to secure the devices used to access the Content, including up-to-date virus protection on PCs. You agree that you will not upload any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software, this Website or the Content. You may access only those parts of the Website for which you are authorized access. You will not access any part of the Website for which you are not authorized, nor will you attempt to circumvent any access controls or other security measures incorporated within the Website.

4. SCOPE OF SERVICES

You are responsible for obtaining any equipment and Internet service necessary to access our Website and for paying any fees for the equipment and service you select. We may alter, suspend, or discontinue our Website in whole or in part, at any time and for any reason, without notice. The Website may also periodically become unavailable due to maintenance or malfunction of computer equipment or for other reasons.

5. DISCLAIMER

THE CONTENT ON OUR WEBSITE IS PROVIDED “AS IS.” MIR SCIENTIFIC, ITS AFFILIATES AND SUPPLIERS AND LICENSORS MAKE NO WARRANTIES, EXPRESSED, OR IMPLIED, AND HEREBY DISCLAIM AND NEGATE ALL OTHER WARRANTIES, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY OR OTHER VIOLATION OF RIGHTS. FURTHER, MIR SCIENTIFIC, ITS AFFILIATES AND SUPPLIERS DO NOT WARRANT OR MAKE ANY REPRESENTATIONS CONCERNING THE ACCURACY, LIKELY RESULTS, OR RELIABILITY OF THE USE OF THE CONTENT ON OUR WEBSITE OR OTHERWISE RELATING TO SUCH CONTENT OR ON ANY SITES LINKED TO THE WEBSITE. MIR SCIENTIFIC DOES NOT WARRANT THAT (A) THE FUNCTIONS OR SERVICES (INCLUDING BUT NOT LIMITED TO MECHANISMS FOR THE DOWNLOADING OF CONTENT) PROVIDED BY THE WEBSITE WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS OR THAT (B) THE WEBSITE OR THE SERVER(S) THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

6. LIMITATIONS

IN NO EVENT SHALL MIR SCIENTIFIC, ITS AFFILIATES, ITS SUPPLIERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF DATA OR PROFIT, OR DUE TO BUSINESS INTERRUPTION) ARISING OUT OF THE USE OR INABILITY TO USE THE CONTENT ON OUR WEBSITE, EVEN IF WE OR ANY MIR SCIENTIFIC-AUTHORIZED REPRESENTATIVE HAS BEEN NOTIFIED ORALLY OR IN WRITING OF THE POSSIBILITY OF SUCH DAMAGE. BECAUSE SOME JURISDICTIONS DO NOT PERMIT CERTAIN LIMITATIONS OR DISCLAIMERS OF LIABILITY, THESE LIMITATIONS MAY NOT APPLY TO YOU.

7. REVISIONS AND ERRORS

The Content could include technical, typographical, photographic errors, or other inadvertent errors or inaccuracies. We reserve the right, but without obligation, to make changes to document names and content or to otherwise update or revise the Website from time to time, though we are not obligated to do so. miR Scientific does not warrant that any of the Content on its Website are accurate, complete, or current.

8. LINKS TO THIRD-PARTY SITES

miR Scientific has not reviewed all of the sites linked to the Website and is not responsible for the contents of any such linked site. The inclusion of any link on our Website does not imply endorsement by miR Scientific of the third-party website or any products or services available through such third-party website. Use of any such linked website is at your own risk and these Terms and our Privacy Policy are not applicable to such use.

9. COMMUNICATIONS WITH US

We cannot guarantee the confidentiality of any communication or material transmitted to us via the Website or e-mail. Accordingly, we suggest that you use caution when transmitting any information to us via such means. For example, you should not include confidential information about you (such as your Social Security number) or information about your health status, in any e-mail that you send to us. We hereby expressly disclaim any liability for damages resulting from third-party interception of your communications with us via the Website or via electronic mail. If you choose to send us any information via the Website or via e-mail, you do so solely at your own risk.

10. INDEMNIFICATION

By accessing or using the Website or any Content available through the Website, you agree to indemnify, hold harmless and defend miR Scientific from any claims, damages, losses, liabilities, and all costs and expenses of defense, including but not limited to, attorney’s fees, resulting directly or indirectly from a claim by a third party that arises in connection with your use of the Website or any Content available through the Website.

11. INTERNATIONAL

Our Website is based in the United States, and operate under United States Law. We make no representation that information provided by the Website is appropriate or available for use outside the United States or complies with laws outside of the United States. If you are located outside of the United States, the information we collect may be transferred to and processed in the United States and in other countries where the privacy laws may not be the same as the laws where you reside. Those who choose to access the Website from outside the United States do so on their own initiative and at their own risk and are responsible for compliance with all applicable laws and regulations outside the United States.

12. MODIFICATIONS

miR Scientific may revise these Terms of Use for its Website at any time without notice. By using the Website you are agreeing to be bound by the then current version of these Terms.

13. GOVERNING LAW; ENFORCEMENT

Any claim relating to our Website, or your interactions with us through the Website, shall be governed by the laws of the State of New York without giving effect to any of its provisions that would cause the laws of another jurisdiction to apply. All disputes arising out of or relating to these Terms shall be finally resolved by arbitration conducted in the English language in New York, New York under the commercial arbitration rules of the American Arbitration Association. The parties shall appoint as sole arbitrator a retired judge who presided in the State of New York. The parties shall bear equally the cost of the arbitration (except that the prevailing party shall be entitled to an award of reasonable attorneys’ fees incurred in connection with the arbitration in such an amount as may be determined by the arbitrator). All decisions of the arbitrator shall be final and binding on both parties and enforceable in any court of competent jurisdiction. Notwithstanding the foregoing, we shall be entitled to seek injunctive relief, security, or other equitable remedies from federal and state courts located in the State of New York or any other court of competent jurisdiction. Under no circumstances shall the arbitrator be authorized to award punitive damages, including but not limited to federal or state statutes permitting multiple or punitive damage awards, or any other damages prohibited by these Terms; any purported award of such damages shall be beyond the arbitrator’s authority, void, and unenforceable.

14. EXPORT LAWS

You will comply with all applicable export laws, restrictions, and regulations of any United States or foreign agency or authority and will not export or re-export, or allow the export or re-export, of any product, technology, or information obtained or acquired in connection with the Website in violation of any such laws, restrictions or regulations.

15. ACKNOWLEDGEMENT

By accessing this Website and the Content, you acknowledge and agree that you are at least thirteen (13) years of age. Access to the Website or Content may not be legal by certain persons, or in certain jurisdictions. You assume full responsibility for complying with the laws, rules, and regulations of your jurisdiction. These Terms will not be governed by the United Nations Convention on Contracts for the International Sale of Goods.

16. MISCELLANEOUS

You may not assign or transfer these Terms in whole or in part to any third party without the prior written consent of miR Scientific. These Terms shall bind and inure to the benefit of the parties to these Terms and their respective successors, permitted transferees, and permitted assigns. miR Scientific and you are independent contractors and are not partners, joint venturers, agents, employees, or representatives of the other party. These Terms contain the entire understanding of the parties with respect to the transactions and matters contemplated hereby, supersede all previous communications, understandings, and agreements (whether oral or written) other than any click-through or end-user license agreement provided by miR Scientific, and cannot be amended except by a writing signed by both parties or by miR Scientific’s posting of an amended version of these Terms on this Website. The headings and captions used in these Terms are used for convenience only and are not to be considered in construing or interpreting these Terms. If any part of these Terms is held to be unlawful, void, or unenforceable, that part will be deemed severable and shall not affect the validity and enforceability of the remaining provisions. These Terms shall continue to apply with respect to any access or use you have made of our Website even after such access or use terminates. If you have any questions about these Terms, please contact privacy@mirscientific.com.