Rose is a clinical research entity that specializes in tobacco dependence research including research on smokers, nicotine addiction, smoking cessation, tobacco harm reduction and the use of other tobacco or nicotine products.
The Database. Rose maintains a proprietary database of potential research participants (the “Database”) that we access to match with our partners to ensure an optimal recruitment process. The Database consists of general demographic information of individuals participating in the Database, which may also include answers to lifestyle questions, which could help us determine prequalification status for specific study participation.
Who May Participate. Participation in the Database is only available to individuals who are twenty-one (21) years of age or older, who have the capacity to consent to participate in the Database, and who are residents of the United States.
Account Creation. In order to access the Services, you will need to create an account (“Account”) and provide us with certain information about yourself, such as your name, contact information, date of birth, and certain demographic and health information. You must provide accurate and correct information. Failure to provide accurate information or to execute required documents may result in your ineligibility to participate in the Database. You are responsible for establishing a strong password for your Account. You are responsible for all activity that occurs in association with your Account. Rose is not liable for any loss or damages caused by your failure to maintain the confidentiality of your Account credentials.
Necessary Equipment. Participation in the Database and full use of the Services is dependent upon your use of a computer with adequate software or a supported mobile device and Internet access. The maintenance and security of this equipment may influence the performance of the Services and it is your responsibility to ensure the equipment’s functionality. You are responsible for all Internet access charges.
User Information. You agree not to upload, post or transmit any health information, medical history, conditions, problems, symptoms, personal information consent forms, agreements, requests, comments, ideas, suggestions, information, files, videos, images or other materials (“User Information”) that (1) is false, inaccurate, defamatory, abusive, libelous, unlawful, obscene, threatening, harassing, fraudulent, pornographic, or harmful, or that could encourage criminal or unethical behavior, (2) violates or infringes the privacy, copyright, trademark, trade dress, trade secrets or intellectual property rights of any person or entity, or (3) contains or transmits a virus or any other harmful component. You agree not to contact other site users through unsolicited e-mail, telephone calls, mailings or any other method of communication. You represent and warrant to Rose that you have the legal right and authorization to provide all User Information to Rose for use as set forth herein and required by Rose.
JOINING THE DATABASE (1) DOES NOT OBLIGATE YOU TO PARTICIPATE IN ANY CLINICAL STUDY, (2) DOES NOT GUARANTEE THAT YOU WILL BE ELIGIBLE TO PARTICIPATE IN ANY CLINICAL STUDY, AND (3) DOES NOT GUARANTEE THAT WILL ACTUALLY PARTICIPATE IN ANY CLINICAL STUDY. Participation in a clinical study is dependent on meeting the criteria of the particular clinical study. In the event you may be eligible to participate in a clinical study, Rose will contact you to determine your willingness to participate in a clinical study and to obtain additional information about you and your potential eligibility to participate in the clinical study. You may be asked for additional information about yourself. You may also be asked to obtain a telehealth consultation, as provided in the section, Telehealth Consultations. You will be provided a separate consent form regarding any Telehealth Consultation and any clinical study for which you may be eligible, and you will be required to read such consent(s) and agree to its/their terms prior to participating in the clinical study and/or receiving a telehealth consultation.
Benefits. The primary benefit of participating in the Database is to make yourself available to determine your willingness and eligibility to participate in certain clinical studies. By participating in a clinical study, you may gain access to new research treatments before they are widely available. Additionally, your participation may lead to new drug and device discoveries, better treatment outcomes which may ultimately improve health and save countless lives. You may be among the first to benefit if the approach being studied is found to be helpful.
Compensation. Although compensation may be available if you participate in a clinical study, you will not receive any payment for participation in the Database. Rose, in its own discretion, may offer incentives from time-to-time for you to update your information in the Database.
Withdrawal from Participation in Database. Your participation in the Database is voluntary, and you may withdraw your consent at any time. Such requests to withdraw from the Database should be sent to email@example.com. Please note that while any changes you make will be reflected in the Database within a reasonable period of time, we may retain your information in the ordinary course of business, for the satisfaction of legal obligations, to memorialize your withdrawal of consent, or where we otherwise reasonably believe that we have a legitimate reason to do so. Information that has already been de-identified, anonymized, or aggregated may not be retrievable or traced back for destruction, deletion, or amendment. Please note, that by withdrawing your consent, some Site features and certain Services may no longer be available to you.
Consent to Receive Communications. By participating in the Database, you give permission for Rose, its representatives, affiliates, staff, agents, and designees to (i) review your personal information in the Database to determine your eligibility to participate in clinical studies; (ii) contact you by phone, email, text message or other means regarding your eligibility and/or willingness to participate in a particular clinical study.
When you use the Site or Services, submit User Information, or otherwise send e-mails, messages, and other communications from your desktop or mobile device to us, you are communicating with us electronically. You consent to receive communications from us electronically. You agree that (a) all agreements and consents can be signed electronically and (b) all notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such notices and other communications be in writing. Rose may contact you by telephone, mail, text message or email to verify your account information. Rose may request further information from you, and you agree to provide such further information to ensure that you have not fraudulently created your Account. If you do not provide this information in the manner requested within 14 days of the request, we reserve the right to suspend, discontinue, or deny your access to and use of the Site and the Services until you provide the information to us as requested.
You further agree to comply with U.S. export laws concerning the transmission of technical data and regulated materials via the Internet. You agree to indemnify and hold Rose and its Affiliates harmless for any and all acts found or suspected to be in violation hereof. You shall indemnify and hold Rose and its Affiliates harmless against and from losses, damages, costs, and reasonable attorney fees incurred in defending or resolving any suits brought against Rose or any of its Affiliates by anyone arising out of any alleged violation of any anti-spamming rules, regulations, laws, statutes. Your Account will be terminated for any of the above infractions.
Rose is committed to being compliant with the Controlling the Assault of Non-Solicited Pornography and Marketing Act (“CAN-SPAM ACT”) and the Telephone Consumer Protection Act (“TCPA”). Emails, newsletters, and text messages received from us are intended to fully comply with the CAN-SPAM ACT and the TCPA. In the event you receive an email or text message from us which you do not believe is fully compliant with the CAN-SPAM ACT or the TCPA, please contact us immediately at the address listed below under the section “How to Contact Us.”
You shall not use or permit any of your employees, agents, or affiliates to market, promote, or solicit Rose products or services in ways that would violate the CAN-SPAM ACT, the TCPA or any other laws. You shall not infringe on the rights of others; distribute chain letters or unsolicited bulk electronic mail (“spamming”); propagate computer worms or viruses; use a false identity; attempt to gain unauthorized entry to any site or network; or infringe copyrights, trademarks, or other intellectual property rights.
Telehealth Consultations. Part of the screening process in determining your eligibility to participate in a clinical study may involve your having a telehealth consultation with clinical personnel employed by or contracted with Rose. The purpose of this consultation will be to obtain more information about your health status and medical history. Participation in a clinical study may require you to engage in additional telehealth consultations. Telehealth involves the delivery of healthcare services using electronic communications, information technology or other means between a healthcare provider and a patient who are not in the same physical location. Information that may be provided during a telehealth consultation may include any combination of the following: (1) health records and test results; (2) images and asynchronous communications; (3) live two-way audio and video; (4) interactive audio with store and forward; and (5) output data from medical devices and sound and video files. The telehealth services are not a substitute for in-person health care in all cases. In order to participate in telehealth consultations, you will be required to review and agree to a separate informed consent regarding the use of telehealth that will be provided to you by Rose.
By using the Services, you acknowledge the potential risks associated with telehealth services. These include but are not limited to the following: information transmitted may not be sufficient (e.g. poor resolution of images) to allow for appropriate medical or health care decision making by the Provider; delays in evaluation or treatment could occur due to failures of electronic equipment; a lack of access to your medical records may result in adverse drug interactions or allergic reactions or other judgment errors; although the electronic systems we use incorporate network and software security protocols to protect the privacy and security of health information, those protocols could fail causing a breach of privacy of your health information.
Responsibility for your overall medical care should remain with your local primary care provider, if you have one, and we strongly encourage you to locate one if you do not.
Our Rights. “Rose Content” includes any photos, images, graphics, video, audio, data, text, music, comments, software, works of authorship of any kind, and other information, content, or other materials that are posted, generated, provided, or otherwise made available through the Services. Rose Content, the Services, the Platform and its underlying technology are protected by copyright, trademark, patent, intellectual property, and other laws of the United States and foreign countries. We reserve all rights not expressly set forth in these Terms. You agree not to remove, change or obscure any copyright, trademark, service mark, or other proprietary rights notices incorporated in or accompanying the Services or the Rose Content. Our logos and any other Rose trademarks that may appear on the Services, and the overall look and feel of the Services, including page headers, graphics, icons, and scripts, may not be copied, imitated or used, in whole or in part, without our prior written permission. Other trademarks, product, and service names and company names or logos mentioned on the Services are the property of their respective owners and may not be copied, imitated or used, in whole or in part, without the permission of the applicable trademark holder.
DMCA/Copyright Policy. Rose respects the intellectual property of others and expects its users to do the same. It is Rose’s policy, in appropriate circumstances and at our discretion, to disable or terminate the accounts of users who repeatedly infringe the rights of copyright holders.
If you are a copyright owner or an agent thereof and believe that any User Content or Rose Content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):
(i) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
(ii) Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
(iii) 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 the service provider to locate the material;
(iv) Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an electronic mail address;
(v) A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
(vi) A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Our designated Copyright Agent to receive notifications of claimed infringement relating to User Content or Rose Content is: Copyright Agent, ____________________. Only DMCA notices and notices relating to complaints in connection with claimed infringement relating to User Content and Rose Content should go to the Copyright Agent; any other feedback, comments, requests for technical support, and other communications should be sent via email to firstname.lastname@example.org.
Feedback and Submissions Policy. If you submit comments, ideas, or feedback to us, you agree that we can use, disclose, reproduce, distribute, and exploit them without any restriction or compensation to you. We do not waive any rights to use similar or related ideas or feedback previously known to us, developed by Rose, or obtained from sources other than you.
Changes to the Services. Rose may change or discontinue, temporarily or permanently, any feature, component, or content of the Services at any time without notice. Rose is not liable to you or to any third party for any modification, suspension, or discontinuance of any feature, component, or content of the Services. We reserve the right to determine the timing and content of software updates, which may be automatically downloaded and installed by Rose products without prior notice to you.
Disclaimers. THE SERVICES AND ROSE CONTENT ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ALL EXPRESS OR IMPLIED WARRANTIES ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. We make no warranty that the Services or Rose Content will meet your requirements or be available on an uninterrupted, secure, or error-free basis. We make no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness, or reliability of the Services, any Rose Content, or any data or results you obtain by using the Services.
Indemnity. You will indemnify and hold harmless Rose and its officers, directors, employees, affiliates, agents, licensors, Providers and contractors from and against any claims, suits, actions, demands, disputes, allegations, or investigations brought by any third party, governmental authority, or industry body, and all liabilities, damages, losses, costs, and expenses, including without limitation reasonable attorneys’ fees, arising out of or in any way connected with (i) your access to or use of the Services, (ii) your User Content, (iii) your breach or alleged breach of any warranties made by you hereunder or your violation of any other provision of these Terms, or (iv) your violation of any law or the rights of a third-party. We reserve the right to assume control of the defense of any third-party claim that is subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.
Limitation of Liability. NEITHER ROSE, ITS SUPPLIERS, OR LICENSORS, NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE, OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ROSE HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
IN NO EVENT WILL ROSE’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES EXCEED THE AMOUNTS YOU HAVE PAID TO ROSE FOR USE OF THE SERVICES OR TEN DOLLARS ($10), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO ROSE, AS APPLICABLE.
THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN ROSE AND YOU. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
Dispute Resolution. PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH US AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.
Governing Law: Except as otherwise required by applicable law, the Terms and the resolution of any Disputes shall be governed by and construed in accordance with the laws of the State of North Carolina without regard to its conflict of laws principles.
Informal Dispute Resolution: We want to address your concerns without needing a formal legal case. Before filing a claim against Rose, you agree to try to resolve the Dispute informally by contacting us email@example.com. We’ll try to resolve the Dispute informally by contacting you through email. If a dispute is not resolved within 15 days after submission, you or Rose may bring a formal proceeding.
We Both Agree To Arbitrate: You and Rose agree to resolve any Disputes through final and binding arbitration, except as set forth under Exceptions to Agreement to Arbitrate below.
Arbitration Procedures: The American Arbitration Association (AAA) will administer the arbitration under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes. The arbitration will be held in Raleigh, North Carolina, or any other location we agree to.
Arbitration Fees: The AAA rules will govern payment of all arbitration fees. Rose will not seek its attorneys’ fees and costs in arbitration unless the arbitrator determines that your claim is frivolous.
Exceptions to Agreement to Arbitrate: Either you or Rose may assert claims, if they qualify, in small claims court in Raleigh, North Carolina. Either party may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Services or the Platform, or infringement of intellectual property rights (for example, trademark, trade secret, copyright or patent rights) without first engaging in arbitration or the informal dispute-resolution process described above.
No Class Actions: You may only resolve Disputes with Rose on an individual basis and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations are not allowed under our agreement.
Judicial Forum for Disputes: Except as otherwise required by applicable law, in the event that the agreement to arbitrate is found not to apply to you or your claim, you and Rose agree that any judicial proceeding (other than small claims actions) will be brought in the federal or state courts located in Raleigh, North Carolina. Both you and Rose consent to venue and personal jurisdiction there. We both agree to waive our right to a jury trial.
Limitation on Claims: Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to your use of the Services or the Platform must be filed within one (1) year after such claim or cause of action arose, or else that claim or cause of action will be barred forever.
Any notices or other communications provided by Rose under these Terms, including those regarding modifications to these Terms, will be given: (i) via email or text message, or (ii) by posting to the Websites. For notices made by e-mail, the date of receipt on the message will be deemed the date on which such notice is transmitted.