Knowledge Base Terms of Use

LAST UPDATED: November, 20, 2019

Welcome to the CDISC online Knowledge Base (the "Knowledge Base"), which is operated and made available to you by Clinical Data Interchange Standards Consortium ("CDISC" or "us" or "we") and is subject to the following Terms of Use. These Terms of Use constitute a legal agreement between you and CDISC, so please read the terms and conditions contained in these Terms of Use carefully as they control your access to and use of the Knowledge Base.

Your use of the Knowledge Base will constitute your ongoing acceptance of these Terms of Use and any other policies that may be applicable to the Knowledge Base, each as they may exist at the time of your applicable use of the Knowledge Base. If you do not agree to these Terms of Use or if you cannot accept these Terms of Use for any reason, then you are not authorized to use the Knowledge Base and you must immediately discontinue use of this website and the Knowledge Base.

For purposes of this Agreement "you" shall mean you as an individual, and if you use the Knowledge Base on behalf of a business or government entity or entities, then “you” shall also mean all such entities on whose behalf you use the Knowledge Base.

By using the Knowledge Base, you represent to us that you are 18 years old or older and you agree that you are accepting these Terms of Use (i) on behalf of yourself, and (ii) on behalf of any and all business and government entities for which you use the Knowledge Base or to which you provide access to the employees or agents of any such entity. You hereby represent and warrant to us that you are authorized to accept these Terms of Use as a legally binding agreement on behalf of any such business or governmental entity for which you use the Knowledge Base or to which you provide access to the employees or agents of such entity. If you cannot accept these Terms of Use on behalf of any such entity, then neither you nor that entity are permitted to use the Knowledge Base on behalf of such entity.

We reserve the right to modify or replace these Terms of Use at any time and in our sole discretion. We will indicate at the top of these Terms of Use the date it was last updated. Any changes will be effective immediately upon posting of the revised version (or such later effective date as we may indicate at the top of the revised Terms of Use). It is your responsibility to regularly check the CDISC Knowledge Base website to determine if there have been changes to these Terms of Use and to review such changes. Your continued use of the Knowledge Base following the posting of any changes to the Terms of Use will constitute your acceptance of any and all such changes. If you do not or cannot agree to all of the changes we make to these Terms of Use, then you must immediately stop using the Knowledge Base.

Without limiting any of our other rights or remedies in any way, you agree that your failure to fully comply with all of the terms and conditions of these Terms of Use, or any other terms or conditions posted anywhere within the Knowledge Base, may result in suspension or termination of your access to the Knowledge Base, without notice and without any liability to us.

1. Use of the Knowledge Base

i. Lawful Use Only

We grant you a limited right to use the Knowledge Base for your personal, noncommercial use only, or if you are an entity, then for your own internal business purposes only. You agree to use the Knowledge Base only for lawful purposes and to comply with all domestic and international laws, statutes, ordinances, and regulations applicable to the Knowledge Base and your use of the Knowledge Base, including any applicable export control laws of the United States or any other applicable jurisdiction. You acknowledge that your failure to comply with the foregoing may subject you to civil and criminal liability and will constitute a material breach of these Terms of Use. You will not do, attempt to do, nor permit any third party to do or attempt to do, any of the following with respect to the Knowledge Base, except as expressly authorized in writing or as otherwise enabled by us in advance:

a. access the Knowledge Base in a manner or through an interface not provided or authorized by us, including, but not limited to, any automated means (e.g., scripts or bots);

b. reproduce, duplicate, copy, sell, trade, resell, or exploit the Knowledge Base;

c. republish or syndicate the Material or other information available on the Knowledge Base; or

d. modify, adapt, alter, change, disassemble, or frame any of the contents of the Knowledge Base.

ii. Operation of Knowledge Base from United States

The CDISC Knowledge Base website is operated and provided within the United States of America. To the extent the CDISC Knowledge Base website is accessed outside of the United States, you do so at your own risk. You are responsible for compliance with the laws, ordinances, and regulations of your jurisdiction.

iii. Web Browser Cookies

The CDISC Knowledge Base website may use “cookies” to enhance your experience. Your web browser places cookies on their hard drive for record-keeping purposes and sometimes to track information about them. You may choose to set their web browser to refuse cookies, or to alert you when cookies are being sent. If you do so, note that some parts of the Site may not function properly.

2. Intellectual Property

i. Ownership and Control

The content, organization, code, software, graphics, text, images, video, design, compilation, advertising, and all other material on or available through the CDISC Knowledge Base website (collectively the “Material”), including, without limitation, the "look and feel" of this CDISC Knowledge Base website, are protected under applicable copyright, trademark, and other proprietary and intellectual property laws and are the property of CDISC or its licensors.

ii. Use of Material

You may download Material from the Knowledge Base for your personal, noncommercial use only, or if you are an entity, then for your own internal business purposes only, but only to the extent that we have enabled the Knowledge Base to download such Material and provided you keep intact all copyright and other proprietary notices. You may not directly or indirectly use, modify, rearrange, copy, produce, reproduce, publish, republish, upload, download, post, transmit, disclose, distribute, or redistribute, in any way, any Material or any part of the CDISC Knowledge Base website, including the removal or alteration of any advertising, except to the extent you are expressly permitted to do so hereunder. Further, CDISC’s name, logos, and trade dress are trademarks or service marks of CDISC, and you may not use or reproduce these marks without our express, written consent. Any rights to the Materials or Knowledge Base that have not been specifically granted to you herein, including any intellectual property rights thereto, are expressly reserved by CDISC. Failure to abide by these conditions will result in the immediate termination of the permissions set forth herein and may result in legal action for the infringement of the copyrights and/or trademarks owned by CDISC or its licensors.

iii. Interference

You agree not to attempt to or actually disrupt, overwhelm, attack, modify, or interfere with the Knowledge Base or its associated website, software, hardware, and/or servers in any way, and you agree not to impede or interfere with others' use of the Knowledge Base. You further agree not to attempt to or actually alter or tamper with any Material or other information on or associated with the Knowledge Base.

iv. Links to and from Other Sites

Solely as a convenience to our users, we may provide links to other third-party websites or resources. In addition, there may be links to the CDISC website from third-party websites. We are not in control of the third-party websites linked to or from our website or Knowledge Base and are not responsible for the content of any such third-party websites. Further, we have not reviewed or verified the material contained on any linked website. As such, linked websites and the accompanying material are not guaranteed to be accurate and are in no way endorsed by CDISC. Additionally, linked websites and their owners may have terms of use and policies (including privacy policies) that differ from those set forth by CDISC. We specifically disclaim any representations or warranties regarding these third parties and their respective adherence to their policies, if any. We suggest you obtain and read the policies and procedures of any third party prior to utilizing its website and services. Your use of any links to or from our website or Knowledge Base is done at your own risk. We are not responsible for any loss or damage relating to links to or from third-party websites.

v. Equitable Remedies

You agree that if you breach these Terms of Use, CDISC will be irreparably damaged. Therefore, you agree that CDISC shall be entitled, without bond or other security or proof of damages, to appropriate equitable remedies with respect to any breaches by you, in addition to any other available remedies.

3. Feedback

If you provide us with feedback, suggestions, testimonials, comments, ideas, ratings, reviews, bug reports, or any similar or related information ("Feedback"), you agree that:

a. you are not obligated to provide us any Feedback;

b. if you provide us any Feedback whatsoever, you do so voluntarily and subject to the terms of this Section 3;

c. any and all right, title, and interest to such Feedback shall become the exclusive property of CDISC;

e. we owe you no obligation, credit, or compensation whatsoever in relation to you providing us the Feedback or our use of the Feedback for any purpose whatsoever; and

f. we may already have contemplated or be contemplating the same or similar ideas as your Feedback.

If you do not agree with these terms regarding Feedback, or want to maintain ownership of any intellectual property rights contained in any specific Feedback, your sole option and recourse is to not submit such specific Feedback to us.

4. Copyright Complaints

We respect the intellectual property rights of others. If you believe that any content or material on the Knowledge Base infringes upon your copyright, you may send a written notification of such alleged infringement to us at:

CDISC
Attn: Legal Department
401 West 15th Street, Suite 520

Austin, TX 78701
Email: info@cdisc.org

In keeping with the requirements of the Digital Millennium Copyright Act, the notification of alleged infringement must include the following:

a. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

b. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works;

c. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;

d. Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an email address;

e. A statement that the signing party has a good-faith belief that the use of the material in the manner complained of is not authorized by the copyright owner; and

f. A statement that the information is accurate and, under penalty of perjury, that the signing party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Upon receipt of such notification, we will process and review the claim of alleged infringement, which process may result in removing the reported content from the Knowledge Base.

5. Indemnification

You agree to indemnify, defend, and hold harmless CDISC, including its constituent parts (including, but not limited to, the CDISC Board of Directors, CDISC employees, and CDISC members, participants, contractors, and representatives), and its affiliates, licensors, and service providers, and each of their officers, directors, shareholders, employees, agents, partners, members, representatives, successors, and assigns (“CDISC Parties”) from and against any and all claims, demands, causes of actions, suits, and liabilities (including attorney’s fees and expenses) that may arise from or relate to your unauthorized use of Knowledge Base or information, content, or any other Material obtained through the Knowledge Base, or from your actual or alleged breach of these Terms of Use, or for your violation of any applicable law. CDISC retains the right to assume the exclusive defense and control of any claim subject to indemnification, and, in such cases, you agree to cooperate with us to defend such claim. You may not settle any claim covered by this Section 5 without our prior written approval.

6. Liability Disclaimer and Limitation of Liability

YOU ACKNOWLEDGE THAT YOU ARE USING THE KNOWLEDGE BASE, INCLUDING THE MATERIALS, AT YOUR OWN RISK. THE KNOWLEDGE BASE, INCLUDING THE MATERIALS, IS PROVIDED "AS IS", AND THE CDISC PARTIES HEREBY EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF ACCURACY, RELIABILITY, TITLE, MERCHANTABILITY, NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE, OR ANY OTHER WARRANTY, CONDITION, GUARANTEE, OR REPRESENTATION, WHETHER ORAL, IN WRITING, OR IN ELECTRONIC FORM, INCLUDING, BUT NOT LIMITED TO, THE ACCURACY OR COMPLETENESS OF ANY INFORMATION CONTAINED THEREIN OR PROVIDED BY OR THROUGH THE KNOWLEDGE BASE. THE CDISC PARTIES DO NOT REPRESENT OR WARRANT THAT ACCESS TO THE KNOWLEDGE BASE, INCLUDING THE MATERIALS, WILL BE UNINTERRUPTED OR THAT THERE WILL BE NO FAILURES, ERRORS, OR OMISSIONS, OR THAT NO VIRUSES WILL BE TRANSMITTED ON OR THROUGH THE KNOWLEDGE BASE. IF YOU ARE DISSATISFIED WITH THE KNOWLEDGE BASE, INCLUDING THE MATERIALS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE ACCESSING AND USING THE KNOWLEDGE BASE.

WITHOUT LIMITATION, THE CDISC PARTIES DO NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE KNOWLEDGE BASE, INCLUDING THE MATERIALS. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THE ACCURACY OF ALL MATERIALS, AND THE CDISC PARTIES ARE NOT LIABLE FOR ANY LOSSES OR DAMAGES CAUSED BY ANY ERRONEOUS, INCOMPLETE, OR OUTDATED MATERIALS. WITHOUT LIMITING THE FOREGOING, THE CDISC PARTIES SPECIFICALLY DISCLAIM ANY OBLIGATION TO UPDATE OR CORRECT ANY MATERIALS, WHETHER THOSE MATERIALS HAVE BEEN PROVIDED BY THE CDISC PARTIES OR A THIRD PARTY.

CDISC'S REFERENCE TO OR DISPLAY THROUGH THE KNOWLEDGE BASE OF INFORMATION, PRODUCTS, OR SERVICES OF THIRD PARTIES DOES NOT IN ANY WAY IMPLY, SUGGEST, OR CONSTITUTE ANY SPONSORSHIP OR APPROVAL BY CDISC OF SUCH THIRD PARTIES OR SUCH THIRD PARTY’S PRODUCTS AND/OR SERVICES. YOU AGREE THAT THE CDISC PARTIES ARE IN NO WAY RESPONSIBLE FOR THE ACCURACY, TIMELINESS, OR COMPLETENESS OF THIRD-PARTY INFORMATION, PRODUCTS, OR SERVICES. YOUR INTERACTION WITH SUCH THIRD PARTIES IS AT YOUR OWN RISK. THE CDISC PARTIES WILL HAVE NO LIABILITY FOR THE ACTS, ERRORS, OMISSIONS, REPRESENTATIONS, WARRANTIES, BREACHES, OR NEGLIGENCE OF ANY SUCH THIRD PARTIES OR FOR ANY PERSONAL INJURIES, DEATH, PROPERTY DAMAGE, OR OTHER DAMAGES OR EXPENSES RESULTING THEREFROM. THE CDISC PARTIES HAVE NO LIABILITY IN THE EVENT OF ANY FORCE MAJEURE OR OTHER CAUSES BEYOND OUR DIRECT CONTROL.

THE CDISC PARTIES SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTIES FOR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO THE SUBJECT MATTER OF THESE TERMS OF USE, THE PROVISION OR USE OF THE KNOWLEDGE BASE OR THE MATERIALS, THE DELIVERY OR FAILURE TO DELIVER MATERIALS, THE SALE OR PURCHASE OF ANY GOODS OR MERCHANDISE, YOUR ACCESS TO OR INABILITY TO ACCESS THE KNOWLEDGE BASE OR ANY MATERIALS, ANY VIRUSES ALLEGED TO HAVE BEEN OBTAINED FROM THE KNOWLEDGE BASE OR ANY MATERIALS, OR YOUR USE OF OR RELIANCE ON THE KNOWLEDGE BASE OR ANY MATERIALS, REGARDLESS OF THE TYPE OF CLAIM OR THE NATURE OF THE CAUSE OF ACTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

YOU ACKNOWLEDGE AND AGREE THAT IF YOU INCUR ANY DAMAGES THAT ARISE OUT OF THE CDISC PARTIES’ ACTS OR OMISSIONS, THE DAMAGES, IF ANY, ARE NOT IRREPARABLE AND ARE NOT SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION OR OTHER EQUITABLE RELIEF RESTRICTING OPERATION OF THE KNOWLEDGE BASE OR ANY OTHER PROPERTY, PRODUCT, OR OTHER CONTENT OWNED OR CONTROLLED BY THE CDISC PARTIES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU HEREBY RELEASE THE CDISC PARTIES FROM ANY AND ALL CLAIMS, DEMANDS, AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF THE KNOWLEDGE BASE OR MATERIALS.

WHILE THE FOREGOING EXCLUSIONS AND LIMITATIONS SHALL BE ENFORCED TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW, YOU SHOULD BE AWARE THAT SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE. IN THE EVENT THAT THE FOREGOING DISCLAIMERS OF WARRANTIES AND LIABILITY SHALL BE UNENFORCEABLE, IN WHOLE OR IN PART, FOR ANY REASON, YOU AGREE THAT THE CDISC PARTIES, HOWEVER ARISING OR RELATING TO THESE TERMS OF USE OR THE KNOWLEDGE BASE OR MATERIALS, SHALL NOT EXCEED $100.

8. Knowledge Base Modification; Termination or Suspension of Access to the Knowledge Base

We have the right to modify the Knowledge Base at any time without notice, including altering, adding, or removing Materials, features, or functionality. We also have the right to terminate and/or suspend your ability to access the Knowledge Base, or any portion thereof, for any or no reason without notice.

9. Dispute Resolution

i. Law

These Terms of Use will be interpreted according to and governed in all respects by the laws of the State of Texas, and any claim, dispute, or controversy, whether at law or in equity, that arises out of or relates in any way to the subject matter of this Agreement (including its formation) or our Knowledge Base (each, a "Claim") will be decided in accordance with the laws of the State of Texas, without regard to conflict of law provisions. This choice of law shall apply no matter what form of dispute resolution from the options below is used for resolution of a Claim. These Terms of Use will not be governed by or subject to the United Nations Convention on Contracts for the International Sale of Goods or the Uniform Computer Information Transactions Act.

ii. Exclusive Jurisdiction

You and CDISC agree that any Claim either of us may have against the other must be exclusively resolved by a state or federal court located in Travis County, Texas, except as otherwise agreed by the parties in writing. You and CDISC hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of the state and federal courts located within Travis County, Texas for the purpose of litigating all such Claims and agree not to assert any defense or make any other assertion that you or we are not subject to the personal jurisdiction of such courts, that such courts are inconvenient forums, or that venue in such courts is improper.

iii. No Class Actions or Class Arbitrations

Class arbitrations and class actions arising out of or related in any way to these Terms of Use, the Knowledge Base, or CDISC’s acts or omissions are not permitted, and your Claim may not be consolidated with any other person’s claim under any circumstances.

iv. Limitation Period

Regardless of any statute or law to the contrary, you must file any Claim arising out of or related in any way to these Terms of Use, the Knowledge Base, the Materials, or CDISC’s acts or omissions within one year after such Claim. Otherwise, you will waive the Claim.

10. General Provisions

These Terms of Use, including all additional terms, conditions, and policies referenced herein or as part of the Knowledge Base, constitutes the entire agreement between you and us and supersedes all prior agreements with respect to the subject matter hereof. If any provision of these Terms of Use is held to be illegal, invalid, or unenforceable, then (i) such provision shall be severed from the remaining provisions of the Terms of Use and shall not affect the legality, validity, or enforceability of the remaining provisions of the Terms of Use, and (ii) these Terms of Use shall be deemed amended in order to give effect, to the maximum extent allowed by applicable law, to the original intent of the severed provision. In our sole discretion, we may assign these Terms of Use. Headings are for reference purposes only and do not limit the scope or extent of such section. Our delay or failure to act with respect to a breach by you or others of these Terms of Use shall not constitute a waiver of any of its rights or remedies hereunder and does not waive our right to act with respect to subsequent or similar breaches by you or others. We do not guarantee we will take action against all breaches of these Terms of Use. All provisions of these Terms of Use that expressly or, by their nature, are implicitly intended to survive the termination of these Terms of Use shall continue and remain in full force and effect after the termination hereof, including the provisions in the Intellectual Property section, the Indemnity section, the Liability Disclaimer and Limitation of Liability section, and this General Provisions section. A printed version of these Terms of Use shall be admissible in judicial or administrative proceedings to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. Unless otherwise expressly stated, no right or remedy granted in these Terms of Use is intended to be exclusive of any other right or remedy available to CDISC, whether at law or in equity.