Terms of Use

We at FlowMetric Diagnostics, Inc. (“we”, “us” or “FlowMetric”) welcome you to use the services available through our TruBioHealth website ("TruBioHealth" or “Website”). The following Terms and Conditions for the Website is a legal contract between you, either an individual visitor or user who is the age of majority in your jurisdiction, and FlowMetric regarding your use of the Website. Visitors and users of the Website are referred to individually as “User” and collectively as “Users”.

PLEASE READ CAREFULLY THE FOLLOWING TERMS OF USE. BY ACCESSING, BROWSING, OR USING THE WEBSITE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THE FOLLOWING TERMS AND CONDITIONS, INCLUDING ANY FUTURE MODIFICATIONS (COLLECTIVELY, THE “TERMS OF USE”).


Eligibility

THE WEBSITE IS NOT AVAILABLE TO PERSONS UNDER THE AGE OF MAJORITY IN THEIR JURISDICTION OR TO ANY USERS PREVIOUSLY SUSPENDED OR REMOVED FROM THE WEBSITE BY FLOWMETRIC. By using the Website, you represent that you are at least the age of majority in your jurisdiction and have not been previously suspended or removed from the Website by FlowMetric.


Privacy Policy

Your privacy is important to us. Our Privacy Policy is hereby incorporated into these Terms of Use by reference. Please read this notice carefully for information relating to FlowMetric’s collection, use, and disclosure of your personal information.


Modification of these Terms

FlowMetric reserves the right, at our discretion, to change, modify, add, or remove portions of these Terms of Use at any time. Please check these Terms of Use periodically for changes. Your continued use of the Website after the posting of changes constitutes your binding acceptance of such changes. For any material changes to these Terms of Use, such amended terms will automatically be effective thirty (30) days after they are initially posted on the Website.


Ownership; Proprietary Rights

The Website is owned and operated by FlowMetric. The visual interfaces, graphics, design, compilation, information, computer code (including source code or object code), abstracts, articles, videos, press releases, news releases, and all other elements of the Website provided by FlowMetric (the “Materials”) are protected by United States copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. All Materials contained on the Website are the property of FlowMetric or its affiliates and/or third-party licensors. FlowMetric hereby grants you a nontransferable, nonexclusive license to use the information and other Materials contained on the Website solely for your own personal non-commercial use and information. You may download and/or print a single copy of any of the Materials contained herein for your personal use; however, you shall not otherwise reproduce, display, publish, distribute, sell, license, modify, publicly perform, transmit, publish, edit, adapt, create derivative works from, or incorporate the Materials into other documents, websites, or publications or otherwise make unauthorized use of the Materials. FlowMetric reserves the right to modify, in part or in whole, or temporarily or permanently discontinue or remove any Materials from the Website, at any time without notice to you, and without liability to you. All trademarks, logos, and service marks displayed on the Website, whether registered or unregistered, are owned exclusively by FlowMetric or its affiliates and/or other third parties. Nothing contained in these Terms of Use, nor your use of the Materials, shall be construed as granting you any license or right in or to any trademark, logo, or service mark. FlowMetric reserves all rights not expressly granted in these Terms of Use.


No Medical Advice

BY USING THE WEBSITE, YOU ACKNOWLEDGE THAT FLOWMETRIC IS PROVIDING THE MATERIALS FOR INFORMATIONAL PURPOSES ONLY AND THAT THE MATERIALS ARE NOT PROVIDED TO YOU FOR THE PURPOSE OF GIVING YOU MEDICAL ADVICE OR INSTRUCTION ON THE APPROPRIATE USE OF PRODUCTS OR SERVICES PRODUCED OR SUPPLIED BY FLOWMETRIC, ITS AFFILIATES, OR ITS PARTNERS, LICENSORS, OR SUPPLIERS. YOU SHOULD NOT RELY ON THE MATERIALS IN THE WEBSITE IN DECIDING ON A TREATMENT PLAN OR IN EVALUATING ANY OTHER MEDICAL ADVICE REGARDING ANY DISEASE OR MEDICAL CONDITION, AND FLOWMETRIC, ITS AFFILIATES, AND ITS PARTNERS, LICENSORS AND SUPPLIERS STRONGLY URGE THAT YOU CONSULT WITH A PHYSICIAN IN CONNECTION WITH ANY AND ALL TREATMENT OPTIONS THAT MAY BE AVAILABLE TO YOU. THE PRODUCTS DESCRIBED ON THIS WEBSITE ARE SUBJECT TO FEDERAL LAW GOVERNING THE USE AND SALE OF SUCH PRODUCTS, AND ARE NOT APPROVED FOR SALE OR CLINICAL USE IN THE UNITED STATES. FURTHERMORE, THESE NON-APPROVED PRODUCTS ARE NOT BEING DEVELOPED FOR DIAGNOSTIC PURPOSES. NOTHING IN THIS WEBSITE IS INTENDED TO CONSTITUTE A CLAIM OR INDICATION FOR CLINICAL USES OF THE PRODUCTS DESCRIBED. THE CLINICAL INDICATIONS AND RECOMMENDED USES OF THE PRODUCTS DESCRIBED ON THIS WEBSITE ARE LIMITED SOLELY AND EXCLUSIVELY TO THOSE EXPRESSLY STATED IN THE INDICATIONS FOR USE FOR SUCH PRODUCTS AS APPROVED BY FEDERAL REGULATORY AUTHORITIES.


Prohibited Conduct

By using this site you agree not to:

  • Use the Website for any purposes other than to access information offered by FlowMetric;
  • Rent, lease, loan, sell, resell, sublicense, distribute, or otherwise transfer the licenses granted herein or any Materials;
  • Impersonate any person or entity, falsely claim an affiliation with any person or entity, forge another person’s digital signature, misrepresent the source, identity, or content of information transmitted via the Website, or perform any other similar fraudulent activity;
  • Delete the copyright or other proprietary rights on the Website;
  • Use the Website for any illegal purpose, or in violation of any local, state, national, or international law, including, without limitation, laws governing intellectual property and other proprietary rights, and data protection and privacy;
  • Remove, circumvent, disable, damage, or otherwise interfere with security-related features of the Website, features that prevent or restrict use or copying of any content accessible through the Website, or features that enforce limitations on the use of the Website;
  • Reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the Website or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation; or
  • Intentionally interfere with or damage operation of the Website or any User’s enjoyment of them, by any means, including uploading or otherwise disseminating viruses, adware, spyware, worms, or other malicious code.


Third-Party Websites, Products and Services; Links

The Website may include links or references to other external websites or services solely as a convenience to Users (“Reference Websites”). Links on Reference Websites may lead to resources located on servers maintained by third parties over whom FlowMetric has no control. FlowMetric does not endorse any such Reference Websites or the information, materials, products, or services contained on or accessible through Reference Websites. Access and use of Reference Sites, including the information, materials, products, and services on or available through Reference Sites is solely at your own risk.


Termination

You agree that FlowMetric, in its sole discretion, for any or no reason, and without penalty, may terminate your use of and access to the Website, or any part thereof, with or without notice. You agree that any termination of your access to the Website or portion thereof may be effected without prior notice, and you agree that FlowMetric will not be liable to you or any third party for any such termination. Any suspected fraudulent, abusive, or illegal activity may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies FlowMetric may have at law or in equity.

Your only remedy with respect to any dissatisfaction with (i) the Website, (ii) any term of these Terms of Use, (iii) any policy or practice of FlowMetric in operating the Website, or (iv) any content or information transmitted through the Website is to discontinue use of any and all parts of the Website.


Indemnification

You agree to indemnify, save, and hold FlowMetric, its affiliates, contractors, employees, agents and its partners, licensors, and suppliers harmless from any claims, losses, damages, liabilities, including legal fees and expenses, arising out of your use or misuse of the Website and/or the Materials, any violation by you of these Terms of Use, or any breach of the representations, warranties, and covenants made by you herein. FlowMetric reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify FlowMetric, and you agree to cooperate with FlowMetric’ defense of these claims. FlowMetric will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.


Disclaimers; No Warranties, No Medical Advice

TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, FLOWMETRIC AND ITS AFFILIATES, PARTNERS, LICENSORS, AND SUPPLIERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF THIRD-PARTY PROPRIETARY RIGHTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM FLOWMETRIC OR THROUGH THE WEBSITE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. YOU EXPRESSLY ACKNOWLEDGE THAT AS USED IN THIS SECTION THE TERM FLOWMETRIC INCLUDES FLOWMETRIC’S OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AGENTS, LICENSORS, AND SUBCONTRACTORS.


Limitation of Liability and Damages

TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL FLOWMETRIC OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR PARTNERS, LICENSORS, OR SUPPLIERS BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, RELIANCE, OR EXEMPLARY DAMAGES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), OR ON ANY OTHER LEGAL THEORY ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THAT RESULT FROM YOUR USE OF OR YOUR INABILITY TO USE THE WEBSITE OR ANY REFERENCE WEBSITES OR ANY MATERIALS CONTAINED ON THIS WEBSITE, OR ANY OTHER INTERACTIONS WITH FLOWMETRIC, EVEN IF FLOWMETRIC OR A FLOWMETRIC AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL FLOWMETRIC OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR PARTNERS, LICENSORS OR SUPPLIERS TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OF USE, OR YOUR USE OF THE WEBSITE OR YOUR INTERACTION WITH OTHER WEBSITE USERS, EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE WEBSITE DURING THE TWELVE MONTHS IMMEDIATELY PRECEDING THE DATE OF THE CLAIM OR ONE HUNDRED DOLLARS, WHICHEVER IS GREATER.


Consumer End Users (Outside of the United States)

This Section applies only to Users residing and using the Website outside of the United States. The limitations or exclusions of warranties and liability contained in these Terms of Use do not affect or prejudice the statutory rights of a consumer (i.e., a person acquiring goods for solely personal use otherwise than in the course of business outside of the United States) The limitations or exclusions of warranties, remedies, or liability contained in these Terms of Use apply to you to only the extent such limitations or exclusions are permitted under the laws of the jurisdiction where you are located.


Miscellaneous

These Terms of Use constitute the entire agreement between you and FlowMetric and govern your use of the Website, superseding any prior agreements between you and FlowMetric (including, but not limited to, any prior versions of the Terms of Use) and any prior representations by FlowMetric. These Terms of Use shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania, without regard to conflicts of law principles. You agree that any action at law or in equity arising out of or relating to these Terms of Use or the Websites shall be filed only in the state or federal courts located in Bucks County, Pennsylvania, and you hereby consent and submit to the personal and exclusive jurisdiction and venue of such courts for the purposes of litigating any such action. The failure of FlowMetric to exercise or enforce any right or provision of the Terms of Use shall not constitute a waiver of such right or provision. If any provision of the Terms of Use is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Terms of Use remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action brought against FlowMetric and its affiliates, contractors, employees, agents, or partners, licensors or suppliers, arising out of or related to use of the Website or the Terms of Use must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section headings and titles in these Terms of Use are for convenience only and have no legal or contractual effect.