Welcome to our website. Physical Rehabilitation Network, LLC, a California limited liability company (“us”, “we”, “PRN”), owns and operates www.actionpotential.com (the “Site”) as a service to our affiliates and our network of physical therapists and their patients.
The information and content on the Site or available through the Site, including, without limitation, text, design, graphics, logos, icons, images, video and audio clips, downloads, interfaces, code and software, as well as the selection and arrangement thereof (collectively, “Content”) is for your general educational information only. The Content cannot, and is not intended to, replace the relationship that you have with your health care professionals. The Content on this Site should not be considered medical advice and is not intended as medical advice. If you are experiencing a medical emergency, you should not rely on any information on this website and should seek appropriate emergency medical assistance, such as calling “911”. You should talk to your health care professionals for diagnosis and treatment, including information regarding which medicine or treatment may be appropriate for you. None of the Content on this Site represents or warrants that any particular medicine or treatment is safe, appropriate or effective for you.
We reserve the right at any time to: (i) change the terms and conditions of this Agreement; (ii) change the Site, including eliminating or discontinuing any content or feature of the Site; or (iii) change any fees or charges associated with any products and services available through the Site. We may modify this Agreement from time to time without notice to you. You agree to review this Agreement periodically to ensure that you are aware of any modifications. Your continued access or use of the Site shall constitute your agreement to be bound by the modified terms and conditions of this Agreement.
This Agreement will remain in full force and effect as long as you are a user of the Site and in the event of termination of any membership, service or feature, you will still be bound by your obligations under this Agreement, including any indemnifications, warranties and limitations of liability.
3. Use of Content on the Site. All Content on the Site or available through the Site is the exclusive property of and owned by PRN, its licensors or its content providers, and is intended to educate and inform you about events, products and services offered or described on the Site. The Content is protected by copyright, patent, trademark and other applicable laws. Nothing contained in this Agreement shall be deemed to grant to you or any other user any rights, title, or interest in or to any copyright, patent, trademark, or other proprietary right of PRN, its licensors or its content providers.
Subject to your compliance with this Agreement, you may access, copy, download and print one (1) copy of any materials displayed on the Site for your personal and non-commercial use, provided that you do not modify or delete any copyright, trademark or other proprietary notice that appears on the materials you access, copy, download or print. Any other use of such materials, including but not limited to the modification, distribution, transmission, performance, broadcast, publication, uploading, licensing, reverse engineering, transfer or sale of, or the creation of derivative works from, any material, information, software, products or services obtained from the Site, or use of the Site for purposes competitive to us and our affiliates, is expressly prohibited without our prior written consent. You may not use any hardware or software intended to damage or interfere with the proper working of the Site or to surreptitiously intercept any system, data or personal information from the Site. You agree not to interrupt or attempt to interrupt the operation of the Site in any way. Use of the Site and Content for any purpose other than as expressly authorized in this Agreement is a violation of our copyrights and other proprietary rights, and is strictly prohibited.
You acknowledge and agree that you do not acquire any ownership rights by using the Site or the Content. PRN, or its licensors or content providers, retain full and complete title to the Content, including all associated intellectual property rights, and provide the Content to you under a license that is revocable at any time in our sole discretion. We reserve the right, in our sole discretion, to limit or terminate your access to or use of the Site at any time without notice. Termination of your access or use will not waive or affect any other right or relief to which we may be entitled at law or in equity. We neither warrant nor represent that your use of Content on the Site will not infringe rights of third parties not affiliated with us. We also do not guarantee that technical difficulties will not occur during the download of Content or that the Content will download successfully.
4. Content Submitted by You. Certain portions of this Site may be configured to permit users to submit content. You acknowledge and agree that you are responsible for any content you may submit via the Site, including but not limited to any text, images, photos, audio, video, and all other forms of data or communication that a user provides or submits to us or our affiliates in any way including but not limited to social media, Linked In, Facebook, Twitter, survey responses, reviews and contests (collectively, “User Content”), including the legality, reliability, appropriateness, originality and copyright of all such User Content. By sending or transmitting User Content to us, or by posting such User Content to the Site, you hereby grant, and represent, and warrant that you have all rights and authority necessary to grant, (i) us and our designees, a perpetual, irrevocable, non-exclusive, transferable, royalty-free, fully sub-licensable, fully paid-up, worldwide license and right to use, modify, copy, reproduce, publish, distribute, publicly perform or display, adapt, translate, create derivative works, archive, store, upload, share, post, sublicense, or otherwise make available, such User Content in any form and through any media of any kind now known or later developed, for any purpose, with or without attribution, and (ii) subject to the restrictions set forth in this Agreement, all users a perpetual, irrevocable, non-exclusive, royalty-free license and right to use, such User Content for each such user’s personal, non-commercial use. If we decide, in our sole discretion, to attribute User Content to you, you hereby grant us the right to use your name with respect to such attribution, and waive any claims (including, without limitation, any privacy or publicity rights claims) with respect to such use of your name. You hereby irrevocably waive and assign to us any and all moral rights you may have in or with respect to any User Content you provide to us. You further agree that we are under no obligation to post, display or otherwise use any User Content, and we have no obligation whatsoever to pay you any royalty or other amounts on any revenues or other consideration that we receive directly or indirectly from the use or display of your User Content or otherwise from the exercise of our rights granted under this Agreement.
You represent and warrant that: (i) you own, or have the necessary licenses, rights, consents, and permissions to the User Content and to grant the rights and licenses to us under all patent, trademark, trade secret, copyright or other proprietary or intellectual property rights in and to any and all User Content in the manner contemplated by the Site and this Agreement; and (ii) you have the written consent, release, and/or permission of each and every identifiable individual person in the User Content to use the name or likeness of such person in the manner contemplated by the Site and this Agreement or, if such persons are minors, the written consent, release, and/or permission of such minor’s parent or legal guardian.
You acknowledge and agree that we have the right, but not the obligation, to monitor the Site and the User Content that you or third parties transmit or post; to alter or remove any such User Content; to disclose such User Content and the circumstances surrounding their transmission to any third party in order to operate the Site properly; to protect ourselves, our sponsors and our users; and to comply with legal obligations or governmental requests. We do not guarantee the accuracy, integrity, or quality of the User Content. Nonetheless, we reserve the right, at all times and for any reason whatsoever, to edit or remove any User Content, as well as selectively publish certain User Content (such as positive User Content).
5. Restrictions on User Content and Your Use of the Site. Without limiting the generality of any other provisions of this Agreement, you agree that you will not post, upload, or transmit any User Content that: (i) is offensive, threatening, illegal, harmful, tortious, abusive, defamatory, obscene, vulgar, hateful, that infringes any third party right, or is otherwise objectionable; (ii) promotes illegal activities or conduct that is offensive, threatening, harmful, tortious, abusive, defamatory, obscene, vulgar, hateful, or is otherwise unlawful; (iii) is false, misleading, or defamatory; (iv) is protected by copyright, trade secret, or subject to any other third party intellectual property rights or privacy rights unless you are the owner of such rights or you have the express permission from the rightful owner of such rights to upload, post, or submit such content and to grant us all the rights granted herein; (v) provides personal data such as telephone numbers, home or e-mail addresses, full names or last names unless you have the explicit permission of the subject of such personal data (including any photos of any children under the age of 18 without the express permission of the child’s parent or guardian); (vi) involves the transmission of unsolicited mass mail, spam, chain mail, junk mail, pyramid schemes, or otherwise interferes with other users’ enjoyment of the Site; (vii) falsely states or implies that such content is sponsored or endorsed by us or our affiliates; (viii) contains restricted or password-only access pages or hidden pages or images; (ix) involves commercial activities, advertising or sales without our express prior written consent; (x) or involves sending or otherwise making available any material that contains viruses, defects, Trojan horses, worms, time bombs, or any other similar software that may damage the operation of PRN’s, its affiliates’ or any third party web provider’s servers, computers, or networks.
You further agree that you will not: (i) use the Site for any unlawful purpose; (ii) restrict or inhibit any other User from using the Site, including, without limitation, by means of “hacking” or defacing any portion of the Site; (iii) impersonate any person or entity, whether actual or fictitious, including any of our employees or representatives; (iii) express or imply that any statements you make are endorsed by us, without our prior written consent; (iv) modify, adapt, sub-license, translate, sell, reverse engineer, decompile or disassemble any portion of the Site or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Site; (v) engage in spamming or flooding; (vi) remove any copyright, trademark or other proprietary rights notices contained on the Site; (vii) “frame” or “mirror” any part of the Site; (viii) use any robot, spider, offline reader, site search/retrieval application or other manual or automatic device or process to retrieve, index, data mine or in any way reproduce or circumvent the structure or presentation of the Site or its contents without our prior written consent; or (ix) engage in any other unlawful or unreasonable, in our sole discretion, use of the Site or Content.
7. Site Use. We grant you a limited, revocable, nonexclusive license to use the Site solely for your personal use and not for any commercial use. Your use of the Site is subject to the terms and conditions of this Agreement, as may be amended from time to time, and all applicable laws and regulations. Without limiting the generality of any other provisions of this Agreement, you may not: (i) use any device, program, algorithm, or methodology, or any manual process to access, acquire, copy, or monitor any portion of the Site or obtain or attempt to obtain any materials, documents, or information through any means not purposely made available through the Site; (ii) attempt to gain unauthorized access to any portion of the Site or any content on the Site, or any systems or networks connected to the Site, by hacking, password “mining”, or any other illegitimate means; (iii) reverse look-up or trace any information of any other Site user or otherwise use the Site for the purposes of obtaining information of any other Site user; (iv) use any device, software, or process to interfere with, or attempt to interfere with, the proper working of the Site or any content on the Site, or any systems or networks connected to the Site, or with any other person’s use of the Site; (v) remove any copyright, trademark, or other proprietary rights notice contained in or on the Site; (vi) use the Site or any content on the Site for any purpose that may directly or indirectly be competitive or potentially competitive with us or any of our affiliates or network providers; or (vii) use the Site or any content on the Site for any purpose that is unlawful or prohibited by this Agreement. The use of this Site is at our sole discretion. In addition to exercising other remedies that may be available, we may, at any time, refuse or terminate your account or suspend or prohibit your access to the Site without prior notice to you for breaching this Agreement or for any other reason whatsoever.
8. Registration. You may browse the Site and view content without registering, but as a condition to using certain aspects of the Site, you may be required to register and select a password and user name (“User ID”). You shall provide accurate, complete, and updated registration information. Failure to do so shall constitute a breach of this Agreement, which may result in immediate termination of your account.
Each time you use a User ID, you will be deemed to be authorized to access and use the Site in a manner consistent with the terms and conditions of this Agreement, and we have no obligation to investigate the authorization or source of any such access or use of the Site. Without limiting the generality of any other provisions of this Agreement, you may not: (i) select or use as a User ID a name of another person with the intent to impersonate that person; (ii) use as a User ID a name subject to any rights of a person other than you without appropriate authorization; or (iii) use as a User ID a name that is otherwise offensive, vulgar or obscene. We reserve the right to refuse registration, cancel a User ID or deny access to the Site in its sole discretion. We may refuse to grant you a user name that impersonates someone else, is or may be illegal, is or may be protected by trademark or other proprietary rights law, is vulgar or otherwise offensive, or may cause confusion, as determined by us in our sole discretion.
You represent and warrant that all information you provide, including but not limited to all information concerning your name, address, credit card number, and other identifying information of any nature will be true, complete and correct, and that you will update all information as it changes. You agree that you will only use credit cards belonging to you. You further agree that you will not attempt to conceal your identity by using multiple IP addresses or email addresses to use or to make Transactions on or through the Site.
10. Trademarks and Copyrights. Trademarks, logos and service marks displayed on the Site are registered and unregistered trademarks of PRN, its licensors or content providers, or other third parties. All of these trademarks, logos and service marks are the property of their respective owners. Nothing on the Site shall be construed as granting, expressly or implied, any license or right to use any trademark, logo or service mark displayed on the Site without the owner’s prior written permission. We reserve all rights not expressly granted in and to the Site and the Content. The trademarks, logos and service marks owned by us, whether registered or unregistered, may not be used in connection with any product or service that is not offered by us, or in any manner that disparages PRN or its affiliates. Misuse of any trademarks, logos or service marks is prohibited. The Site and the Content, including but not limited to text, design, graphics, interfaces and code, and the selection and arrangement thereof, is protected as a compilation under the copyright laws of the United States and other countries.
11. Accuracy, Completeness and Timeliness of Information on the Sites. We are not responsible if information made available on the Site is not accurate, complete or current. The Content on the Site is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the Content is at your own risk. We reserve the right to modify the Content at any time, but we have no obligation to update any information on the Site. You agree that it is your responsibility to monitor changes to the Site.
12. Intended Audience. This website is intended for adults only, 18 years of age and older. This website is not intended for any children under the age of 13. By using or attempting to use the Site, you certify that you are at least 13 years of age, and if under the age of 18, you have the consent of your parent or guardian (over the age of 18) to use the Site. If you do not meet these requirements or, if for any reason, you do not agree with all of the terms and conditions contained in this Agreement, please discontinue using the Site immediately.
13. Indemnification. You agree to indemnify, defend and hold PRN and its directors, officers, shareholders, partners, employees, affiliates, licensors, suppliers, advertisers, sponsors, successors, and assigns harmless from and against any demands, liability, loss, claims, damages and expenses (including reasonable attorney’s fees and costs) made against us due to, arising out of, or related to (i) your access to the Site, (ii) your use of the Site, (iii) any User Content posted, uploaded or transmitted by you, (iv) your use or distribution of any User Content, (v) your breach of this Agreement, (vi) any use of your user name or password by you or any third party, (vii) the infringement or other violation by you, or any third party using your account or user name, of any intellectual property or other right of any person, or (viii) your breach of this Agreement. We reserve the right, at our own expense, to assume exclusive defense and control of any matter otherwise subject to indemnification by you and, in such case, you agree to cooperate with us in the defense of such matter.
14. Disclaimer of Warranty. YOUR USE OF THE SITE, ALL CONTENT, USER CONTENT, AND ALL PRODUCTS AND SERVICES ACCESSIBLE OR AVAILABLE THROUGH THE SITE IS AT YOUR SOLE RISK. THE SITE, ALL CONTENT, USER CONTENT, AND ALL PRODUCTS AND SERVICES ACCESSIBLE OR AVAILABLE THROUGH THE SITE ARE PROVIDED OR MADE AVAILABLE ON AN “AS IS,” “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, CURRENTNESS, RELIABILITY, FREEDOM FROM INTERRUPTION OR ERROR, VIRUSES OR OTHER DEFECT, NON-INFRINGEMENT AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. TO THE EXTENT YOUR JURISDICTION DOES NOT ALLOW LIMITATIONS ON WARRANTIES, THIS LIMITATION MAY NOT APPLY TO YOU.
15. Limitation of Liability. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SITE OR CONTENT OR ANY LINKED SITE IS TO STOP USING THE SITE, CONTENT, OR LINKED SITE, AS APPLICABLE. IN NO EVENT SHALL WE OR OUR OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AGENTS, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS, OR CONTENT PROVIDERS (OUR “AFFILIATES”) BE LIABLE FOR ANY DAMAGES, INCLUDING, WITHOUT LIMITATION, INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES RESULTING FROM THE USE OR INABILITY TO USE THE SITE, THE CONTENT, THE USER CONTENT OR THE PRODUCTS OR SERVICES ACCESSIBLE OR AVAILABLE THROUGH THE SITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE OR OUR AFFILIATES ARE ADVISED OF THE POSSIBLITY OF SUCH DAMAGES.
16. Digital Millennium Copyright Act. The Digital Millennium Copyright Act (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the internet infringes their rights under U.S. copyright law. If you have a good faith belief that material posted on or linked to or from the Site, including User Content, is infringing on your copyright, please send a written, signed notice of infringement to us, by fax or mail, at the address provided below under Contact Information. Your notice must meet the requirements of the DMCA by providing the following information:
- An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
- A description of the copyrighted work that you claim has been infringed;
- A description of where the material that you claim is infringing is located on the Site;
- Your address, telephone number, and e-mail address;
- A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
- A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
Additionally, if you have a good faith belief that a notice of copyright infringement has been wrongly filed by us against you, the DMCA permits you to send us a counter-notice. All notices and counter-notices should be sent to us at the address provided below under Contact Information. Be aware that penalties may be imposed for false claims under the DMCA. You should consult your legal advisor before filing a notice or counter-notice.
17. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to its provisions relating to conflicts of law. You agree that any legal action or proceeding between you and us for any purpose concerning this Agreement or the parties’ obligations hereunder shall be brought exclusively in a court of competent jurisdiction sitting in San Diego, California, United States of America. In light of the nature of this Agreement, you understand and agree that money damages may be insufficient to rectify a breach and that, consequently, we will be entitled to seek equitable relief upon a breach of the Agreement by you.
18. Severability. If any provision of this Agreement shall be adjudged by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect.
19. Waiver. Any failure by us to enforce or exercise any provision of this Agreement shall not constitute a waiver of that right or provision. Our failure to act with respect to a breach by you or others does not waive our rights to act with respect to subsequent or similar breaches.
20. Entire Agreement. This Agreement, including the policies incorporated herein by reference, comprises the full and final understanding between you and us with respect to the subject matter thereof and merges and supersedes any and all other agreements, understandings or representations, written or oral, with respect to the subject matter hereof. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and lawful assigns.
21. Termination. This Agreement shall remain effective until terminated in accordance with its terms. We may terminate this Agreement and your access to and use of the Site at any time, with or without notice, for any reason, which may result in the forfeiture and destruction of all User Content associated with you. All provisions of this Agreement that by their nature survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.
22. Contact Information.
Physical Rehabilitation Network, LLC
2035 Corte Del Nogal, Suite 200
Carlsbad, California 92011