CURBSIDEME PHYSICIAN PARTICIPATION AGREEMENT

Qxnow, LLC (“Qx”), DBA as CurbsideMe.com (“Curbside”) has created a web based physician network (the “Network”) for hosting healthcare-related surveys which provide real time feedback to users. The purpose of the Network is to allow physicians to poll and view opinions of other physicians, provide feedback of survey results, and allow for real-time tracking of trends, preferences and practice patterns.

Qx allows physicians and interested parties to connect and collaborate by allowing publication and use of survey results in research and analysis in manners and mode which are allowed by law. Participation in the Network is available to any person licensed to practice medicine in the United States of America (“USA”). There is no cost to participation in the Network. However, all physician participants must provide verification of licensure by in at least one state of the USA and agree to comply with all applicable website terms and conditions of use located on the Curbside website at www.curbsideme.com, as they may be modified from time to time in the sole discretion of Qx. By clicking on the “I Accept and Agree” box below, the user (“Physician”) agrees to be bound by such terms and conditions.

Physician represents and warrants to Qx that (i) Physician is now, and at all times while Physician is a participant in the Network and has access to the Network will be, a physician duly licensed to practice medicine in one of the United States of America, (ii) Physician will at all times comply with all applicable website terms and conditions of use located on the Curbside site, as they may be modified from time to time in the sole discretion of Qx, and (iii) Physician will immediately notify Qx at support@curbsideme.com if any of the representations or warranties contained in (i) or (ii) above are no longer fully true and correct, in which case Physician’s right to participate in the Network will be immediately terminated.


CURBSIDEME RESEARCHER PARTICIPATION AGREEMENT

Qxnow, LLC (“Qx”), DBA as CurbsideMe.com (“Curbside”) has created a web based physician network (the “Network”) for hosting healthcare-related surveys which provide real time feedback to users. One of the purposes of the Network is to allow non-physician researchers (“Researcher”) to poll physicians within all medical specialties, receive feedback on survey questions, and allow for real-time tracking of trends, preferences and practice patterns.

Participation in the Network as a Researcher is available to any persons who register for an active account, purchase Curbside credits and comply with all applicable website terms and conditions of use located on the Curbside website at www.curbsideme.com, as they may be modified from time to time in the sole discretion of Qx. By clicking on the “I Accept and Agree” box below, the user (“Researcher”) agrees to be bound by such terms and conditions.

Researcher represents and warrants to Qx that (i) Researchers will at all times comply with all applicable website terms and conditions of use located on the Curbside site, as they may be modified from time to time in the sole discretion of Qx, and (ii) Researcher will immediately notify Qx at support@curbsideme.com if any of the representations or warranties contained in (i) above is no longer fully true and correct, in which case Researcher’s right to participate in the Network will be immediately terminated.


CURBSIDEME MEDICAL STUDENT PARTICIPATION AGREEMENT

Qxnow, LLC (“Qx”), DBA as CurbsideMe.com (“Curbside”) has created a web based physician network (the “Network”) for hosting healthcare-related surveys which provide real time feedback to users. The purpose of the Network is to allow medical students to poll and ask questions of other medical students and physicians, receive feedback to questions, and allow for real-time tracking of trends, preferences and opinions.

Qx allows medical students and other Curbside user groups to connect and collaborate by sharing of personal knowledge and opinions. Participation in the Network is available to any person currently enrolled in an accredited Medical or Osteopathic school the completion of which will results in a medical doctorate (M.D.) or doctor of osteopathic medicine (D.O.) degree or equivalent if outside of the US. There is no cost to participation in the Network. However, all medical student participants must provide basic identifying information and agree to comply with all applicable website terms and conditions of use located on the Curbside website at www.curbsideme.com, as they may be modified from time to time in the sole discretion of Qx. By clicking on the “I Accept and Agree” box below, the user agrees to be bound by such terms and conditions.

Medical student represents and warrants to Qx that (i) Medical student is now, and at all times while Medical student is a participant in the Network and has access to the Network will be, a Medical student in a qualified medical training program or institution at the completion of which will result in certification as medical doctors, (ii) Medical student will at all times comply with all applicable website terms and conditions of use located on the Curbside site, as they may be modified from time to time in the sole discretion of Qx, and (iii) Medical student will immediately notify Qx at support@curbsideme.com if any of the representations or warranties contained in (i) or (ii) above are no longer fully true and correct, in which case Medical student’s right to participate in the Network will be immediately terminated.



1. Participation:

PHYSICIANS: Participation in the CurbsideMe Network (“CurbsideMe” or “the Network” or “Site”) is available only to physicians licensed in one of the states of the United States of America (“US”), including fellows and residents. There is no cost for participation in CurbsideMe by physicians (individually “Physician” and collectively “Physicians”) who have accepted and agreed to the Network’s Terms and Conditions and entered into a CurbsideMe Physician Participation Agreement. License and identity verification is required for full access. By submitting licensing and identification information to CurbsideMe, the Physician certifies that the information is true and accurate.  The Network allows Physicians to create, post, answer and view questions about medical issues.  Physicians can create and post multiple choice questions to be answered by other registered Physicians of the Network. Physicians will receive aggregate response results and not results from individual respondents for multiple choice questions. Physicians can also answer and view aggregate response results of questions posted on CurbsideMe by certain other registered users of the Network such as those listed later in the Participation portion of this terms and conditions of use. Physicians agree not to post questions related to personal health care issues or seek medical advice for individual medical diagnosis or treatment.  CurbsideMe reserves the right in its sole discretion to reject or remove any question it deems inappropriate or inconsistent with CurbsideMe operating principles.  Additionally, Physicians can receive compensation for answering questions posted by paying non-physician researchers.

Registered Physicians of CurbsideMe have discretion in choosing which physician or other user questions to answer and they are under no obligation to provide any response to a question.  Registered Physicians of CurbsideMe are not employees or agents of CurbsideMe as no joint venture, partnership, employment or agency relationship exists between registered Physicians of CurbsideMe and CurbsideMe.  Registered Physicians of CurbsideMe agree not to hold themselves out as a representative, agent or employee of CurbsideMe, and further agree that CurbsideMe will not be liable by reason of any representation, act or omission by a registered Physician.

RESEARCHERS: Participation in the Network is available to non-physician researchers (individually “Researcher” and collectively “Researchers”). Researchers who have accepted and agreed to the Network’s Terms and Conditions, entered into a CurbsideMe Researcher Participation Agreement, and registered for a paid researcher account may pose questions to CurbsideMe Physicians collectively. Researchers agree to provide current, complete and accurate information as required in the registration process. Questions will be posed in multiple choice format only.  Researchers must purchase credits to ask questions and may continue to receive responses as long as credits are available. By submitting questions, Researchers grant CurbsideMe a non-exclusive, limited right and license to reproduce, publish, display and distribute researcher questions to qualified CurbsideMe Physicians. Researchers can specify the target audience for their questions by setting filter parameters made available by CurbsideMe. Researchers acknowledge and agree that CurbsideMe does not warrant the quantity or amount of physician responses to any question, and that response rates may vary depending on the question and audience of the question. CurbsideMe shall bear no liability in the event that the response rate is lower than the quantity of responses anticipated by Researcher.  Question results will be accessible directly on the CurbsideMe site. Researchers agree not to post questions related to personal health care issues or seek medical advice for individual medical diagnosis or treatment. CurbsideMe reserves the right in its sole discretion to reject or remove any researcher question it deems inappropriate or inconsistent with CurbsideMe operating principles.

MEDICAL STUDENTS: Participation in the Network is available to medical students (individually “Med student” and collectively “Med students”) currently enrolled in an accredited Medical or Osteopathic school the completion of which will results in a medical doctorate (M.D.) or doctor of osteopathic medicine (D.O.) degree or equivalent if outside of the US. There is no cost for participation in CurbsideMe by Med students who have accepted and agreed to the Network’s Terms and Conditions. Demographic and education information will be requested for result aggregation purposes. By submitting demographic and education information to CurbsideMe, the Med student certifies that the information is true and accurate. The Network allows Med students to create, post, answer and view questions about medical issues. Med students can create and post questions to be answered by other registered Med students or Physicians of the Network. Med students can also answer and view response results of questions posted on CurbsideMe by other Med students of the Network. Med students agree not to pose questions related to personal health care issues or seek medical advice for individual medical diagnosis or treatment. CurbsideMe reserves the right in its sole discretion to reject or remove any question it deems inappropriate or inconsistent with CurbsideMe operating principles.

Registered Med students of CurbsideMe have discretion in choosing which questions to answer and they are under no obligation to provide any response to a question. Registered Med students of CurbsideMe are not employees or agents of CurbsideMe as no joint venture, partnership, employment or agency relationship exists between registered Med students of CurbsideMe and CurbsideMe. Registered Med students of CurbsideMe agree not to hold themselves out as a representative, agent or employee of CurbsideMe, and further agree that CurbsideMe will not be liable by reason of any representation, act or omission by a registered Med student.


2. Confidentiality and Security:

PHYSICIANS: CurbsideMe is a secure site available for free use only to verified and licensed US Physicians who have agreed to and accepted the CurbsideMe Terms and Conditions. The Site is secured by login and password chosen by Physicians to protect demographic information submitted during the registration verification process. Physicians are solely responsible for maintaining only authorized access to their accounts and should notify CurbsideMe immediately of any actual or suspected unauthorized account activity. Individual Physician demographic information submitted will be used only for facilitating question targeting and will not be released or sold to third parties. Individual physician demographic information will not be viewable by other Physicians or by Researchers. Physicians may choose to make visible certain demographic information in their profiles to other Physicians only. Physicians shall not include any patient identifiable information regarding individual patients on CurbsideMe. Although CurbsideMe is not a “covered entity” under the Health Insurance Portability and Accountability Act of 1996 (HIPAA), CurbsideMe encourages Physicians to exercise professional judgment in protecting personal and patient information.  

Excepting those questions that are designated “public,” Physicians shall keep questions and content submitted or created by other participating Physicians strictly confidential.  Physicians shall under all circumstances keep questions and content submitted or created by participating Researchers strictly confidential.

RESEARCHERS: CurbsideMe is a secure site available for paid use to Researchers who have agreed to and accepted the CurbsideMe Terms and Conditions. The Site is secured by login and password chosen by Researchers to protect demographic information submitted during the registration verification process.  Researchers are solely responsible for maintaining only authorized access to their accounts and should notify CurbsideMe immediately of any actual or suspected unauthorized account activity. Researchers will have access only to questions they have submitted and the associated response data. Questions submitted by one Researcher will not be viewable by other Researchers. Response data likewise will not be viewable by non-originating Researchers or Physicians. Researchers shall not include any patient identifiable information regarding individual patients on CurbsideMe.

MEDICAL STUDENTS: CurbsideMe is a secure site available for free use to verified Med students who have agreed to and accepted the CurbsideMe Terms and Conditions. The Site is secured by login and password chosen by Med students to protect demographic information submitted during the registration process. Med students are solely responsible for maintaining only authorized access to their accounts and should notify CurbsideMe immediately of any actual or suspected unauthorized account activity. Individual Med student demographic information submitted will be used only for facilitating question targeting and will not be released or sold to third parties. Individual Med student demographic information will not be viewable by other Physicians or Researchers or Med students. Med students may choose to make visible certain demographic information in their profiles to other Med students only. Med students shall not include any patient identifiable information regarding individual patients on CurbsideMe. Although CurbsideMe is not a “covered entity” under the Health Insurance Portability and Accountability Act of 1996 (HIPAA), CurbsideMe encourages Med students to exercise professional judgment in protecting personal and patient information. Excepting those questions that are designated “public,” Med students shall keep questions and content submitted or created by other participating users of the Network strictly confidential.

Notwithstanding the above, Physicians, Researchers, and Med students acknowledge and recognize that federal and state laws may require CurbsideMe under certain circumstances to disclose information including, but not limited to, contact and/or demographic information, content submitted to or generated on the CurbsideMe site, and compensation paid to Network participants.  By participating in the CurbsideMe Network, Physicians and Researchers and Med students consent to and allow the disclosure of such information for the purpose of compliance by CurbsideMe with all applicable federal and state laws and regulations.  These laws and regulations include, but are not limited to, those pertaining to disclosure related to the reporting of adverse events by manufacturers of their products that become apparent through content submitted to or generated on the Curbside Site.


3. Content and Materials Ownership

All content submitted by Physicians and Researchers must be rightfully owned by the submitting user.  Users agree that they will not submit, up load or transmit any communications that infringe any patent, trademark, trade secret, copyright or other proprietary rights of any party.  CurbsideMe, in its sole discretion, will remove any proprietary-infringing material from the Network. By submitting questions, Physicians and Researchers warrant and represent that they own or otherwise control all of the rights to the submitted question including, without limitation, all the rights necessary for granting the permission specified below.

PHYSICIANS AND MEDICAL STUDENTS: CurbsideMe does not claim ownership of nor is it responsible for submitted questions and their associated response data. Physicians and Med students retain ownership of all questions they submit on CurbsideMe and their associated response data. However, by submitting questions, Physicians and Med students grant CurbsideMe a royalty-free, perpetual, irrevocable, world-wide non-exclusive right and license to use the submitted questions and their associated response data in connection with all aspects of the operation, promotion and improvement of CurbsideMe, including, but not limited to, the right to continue posting submitted questions on the Network even after the originating Physician or Med student has closed his/her CurbsideMe account. CurbsideMe shall have such right without any obligation to remunerate or compensate Physicians or Med students. When Physicians or Med students close their accounts, their information and content will be deactivated, and CurbsideMe will remove attribution of submitted questions to terminating Physicians or Med students.

Furthermore, by submitting a question to the Network that is designated “public,” Physicians and Med students grant to other registered Physicians and Med students of the Network a royalty-free, perpetual, irrevocable, world-wide non-exclusive right and license to use, reproduce, publish, translate, distribute, and display the question alone or as part of other works in any form, media or technology whether now known or hereafter developed.  Such right and license is granted solely for those questions that are designated “public,” and is not granted for questions that are not designated “public.” For questions not designated “public,” Physicians and Med students shall not violate the privacy rights of the originating Physician or Med student and are prohibited from using, reproducing, creating derivative works from, modifying, publishing, editing, translating, distributing, and displaying the question alone or as part of other works in any form, media or technology whether now known or hereafter developed.

RESEARCHERS: CurbsideMe does not claim ownership of nor is it responsible for submitted questions and their associated response data. Researchers retain ownership of all questions they submit on CurbsideMe and their associated response data. CurbsideMe may, however, seek permission from Researchers to publicize their company identity for promotional purposes only. When Researchers close their accounts on CurbsideMe, all questions and response data associated with the terminating Researcher will be deactivated.


4. Termination

CurbsideMe, in its sole discretion for any reason, including but not limited to violations of the intended use of this Site, may terminate Physician or Researcher or Med student's participation with the Network at any time upon written notice delivered to Physician or Researcher or Med student by email at the address provided during the registration process. In the event of such termination the Physician or Researcher or Med student's right to access and utilize CurbsideMe services shall terminate immediately. Content associated with the terminated Physician or Researcher or Med student will be deactivated as detailed in the Content and Materials section of this Agreement. Physicians and Med students may report inappropriate content or activity by other Physicians or Researchers or Med students which CurbsideMe will review to determine if the identified complaint violates terms and conditions to prompt termination. Physicians and Researchers and Med students may also close their own accounts and all content and data will be deactivated as detailed in the Content and Material section of this Agreement.


5. Compensation & Payment

PHYSICIANS:

  1. Answering researcher questions: When Physicians answer questions posted by Researchers, Physicians will be compensated for each Researcher question answered in accordance with rates and terms stated from time to time in the pricing section of the CurbsideMe site.

  2. Referral of new researchers by physicians: A Physician who first refers a new Researcher to CurbsideMe and which Physician is identified by the new Researcher as the procuring cause of such referral will be compensated for the referral of such new Researcher in accordance with rates and terms stated from time to time in the pricing section of the CurbsideMe site. The term “new Researcher” means that such person or entity has not had an active account on CurbsideMe for a period of at least one year prior to such referral.

  3. Referral of new physicians by physicians: A Physician who first refers a new Physician to CurbsideMe who later becomes a participating Physician under a CurbsideMe physician participation agreement and which Physician is identified by the new Physician as the procuring cause of such referral shall be compensated for the referral of such new Physician in accordance with rates and terms stated from time to time in the pricing section of the CursideMe site. The term “new Physician” shall mean that such Physician has not had an active account on CursideMe for a period of at least one year prior to such referral.

RESEARCHERS: As a condition of using CurbsideMe, Researchers shall pay CurbsideMe by purchasing credits to post questions to Physicians. The cost per question response will be determined by rates posted on CurbsideMe. Researchers will receive responses to their posted questions as long as sufficient credits remain in their active accounts. Researchers will not pay Physicians directly.  Researchers will receive no compensation for their participation in CurbsideMe.

MEDICAL STUDENTS: Med students will receive no compensation for answering questions on CurbsideMe.


6. Disclaimers; Exclusion of Warranties; Limitations on Liability

ALL MATERIALS, CONTENT AND INFORMATION MADE AVAILABLE THROUGH CURBSIDEME ARE FOR GENERAL INFORMATIONAL PURPOSES ONLY AND ARE NOT INTENDED OR RECOMMENDED AS A SUBSTITUTE FOR THE PROFESSIONAL JUDGMENT OF A HEALTH CARE PROFESSIONAL IN TREATING AND DIAGNOSING PATIENTS, NOR INTENDED FOR MEDICAL DIAGNOSIS OR TREATMENT.  PERSONS OR ENTITIES ACCESSING INFORMATION ON THE NETWORK ASSUME FULL RESPONSIBILITY FOR THE USE OF THE INFORMATION AND AGREE THAT CURBSIDEME IS NOT RESPONSIBLE OR LIABLE FOR ANY CLAIM, LOSS, OR DAMAGE ARISING OUT OF OR FROM THE USE OF THE INFORMATION.  CURBSIDEME DOES NOT SUGGEST, RECOMMEND, PRESCRIBE OR ENDORSE ANY SPECIFIC TREATMENT, PROCEDURES, OPINIONS, PHYSICIANS, DRUGS, TESTS, PRODUCTS, PROCEDURES OR OTHER INFORMATION THAT MAY BE MENTIONED ON ITS SITE.  RELIANCE UPON MATERIALS, CONTENT AND INFORMATION OBTAINED THROUGH CURBSIDEME IS SOLELY AT THE USER’S OWN RISK.  

ALL MATERIALS, CONTENT AND INFORMATION MADE AVAILABLE THROUGH CURBSIDEME ARE PROVIDED “AS IS” WITHOUT ANY WARRANTIES OR GUARANTEES OF ANY KIND EITHER EXPRESSED OR IMPLIED.  TO THE FULLEST EXTENT PERMISSIBLE, PURSUANT TO APPLICABLE LAW, CURBSIDEME EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, RELIABILITY OR WARRANTIES ARISING OUT OF COURSE OF DEALING, PERFORMANCE, CUSTOM OR TRADE.  UNDER NO CIRCUMSTANCES SHALL CURBSIDEME OR ANY OF ITS OFFICERS, DIRECTORS, AGENTS OR EMPLOYEES BE LIABLE FOR ANY AND ALL DAMAGES INCLUDING, BUT NOT LIMITED TO, DIRECT, COMPENSATORY, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO: (1) THE USE OF OR INABILITY TO USE THE NETWORK’S MATERIALS AND CONTENT; OR (2) RELIANCE ON THE MATERIALS AND CONTENT; OR (3) ERRORS, INACCURACIES, OMISSIONS, DEFECTS; OR (4) ANY OTHER FAILURE TO PERFORM BY CURBSIDEME OR CURBSIDEME’S CONTENT PROVIDERS, EVEN IF CURBSIDEME HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND WHETHER SUCH DAMAGES ARISE IN CONTRACT, NEGLIGENCE, TORT, UNDER STATUTE, IN EQUITY, AT LAW OR OTHERWISE.  

CurbsideMe makes no representations or warranties that your access to and use of the Network or its content will be uninterrupted; is free of viruses or other harmful components; or is secure. Users are responsible for taking all precautions they believe necessary or advisable to protect them against any claim, damage, loss or hazard that may arise by virtue of their use of the Network. Due to the intrinsic nature and risks inherent with the use of the Internet, Users acknowledge that they are not protected against the risks of misappropriation and/or piracy by THE NETWORK’S USERS AND/OR a third party, for which CurbsideMe shall, in no event, have any liability to Users of the Network.

CURBSIDEME MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS, CORRECTNESS OR TIMELINESS OF THE CONTENT, SOFTWARE, TEXT, GRAPHICS OR COMMUNICATIONS PROVIDED ON OR THROUGH THE USE OF THE CURBSIDEME.COM SITE.


7. Indemnity:

Physicians, Researchers, and Med students agree to indemnify, defend and hold CurbsideMe, its parents, members, officers, directors, agents, employees, affiliates or other partners, successors and assigns harmless from and against any liability, claim, demand, damages, expense, loss, cause of action or costs, including reasonable attorney’s fees, arising out of Physician’s or Researcher’s breach of these Terms and Conditions and the CurbsideMe Physician Participation Agreement of such Physician and/or the CurbsideMe Researcher Participation Agreement of such Researcher.


8. Complete Agreement:

PHYSICIANS: The CurbsideMe Physician Participation Agreement of such Physician and these Terms and Conditions constitute the complete agreement between Physician and CurbsideMe and supersedes any and all prior agreements and understandings, whether written or oral. The Terms and Conditions contained herein shall be subject to modification by CurbsideMe at any time in its sole discretion. Such modifications shall be effective upon transmission by CurbsideMe to Physician by email to the address provided by Physician on the CurbsideMe Physician Participation Agreement of Physician.  If any provision in these Terms and Conditions or the CurbsideMe Physician Participation Agreement of such Physician is invalid or unenforceable under applicable law, the remaining provisions will continue in full force and effect.

RESEARCHERS: The CurbsideMe Researcher Participation Agreement of such Researcher and these Terms and Conditions constitute the complete agreement between Researcher and CurbsideMe and supersedes any and all prior agreements and understandings, whether written or oral. The Terms and Conditions contained herein shall be subject to modification by CurbsideMe at any time in its sole discretion. Such modifications shall be effective upon transmission by CurbsideMe to Researcher by email to the address provided by Researcher on the CurbsideMe Researcher Participation Agreement of such Researcher.  If any provision in these Terms and Conditions or the CurbsideMe Researcher Participation Agreement of such Researcher is invalid or unenforceable under applicable law, the remaining provisions will continue in full force and effect.

MEDICAL STUDENTS: The CurbsideMe Medical Student Participation Agreement of such Medical Student and these Terms and Conditions constitute the complete agreement between Medical Student and CurbsideMe and supersedes any and all prior agreements and understandings, whether written or oral. The Terms and Conditions contained herein shall be subject to modification by CurbsideMe at any time in its sole discretion. Such modifications shall be effective upon transmission by CurbsideMe to Medical Student by email to the address provided by Medical Student on the CurbsideMe Medical Student Participation Agreement of Medical Student. If any provision in these Terms and Conditions or the CurbsideMe Medical Student Participation Agreement of such Medical Student is invalid or unenforceable under applicable law, the remaining provisions will continue in full force and effect.


9. Jurisdiction and Venue:

These Terms and Conditions, the CurbsideMe Physician Participation Agreement of Physician, the CurbsideMe Researcher Participation Agreement of Researcher, the CurbsideMe Medical Student Participation Agreement of Medical Student, and all actions contemplated by the foregoing shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflicts of law provisions. Any action to interpret or enforce the terms of this Agreement, the CurbsideMe Physician Participation Agreement of Physician or the CurbsideMe Researcher Participation Agreement of Researcher or the CurbsideMe Medical Student Participation Agreement of Medical Student shall be heard in Los Angeles County, California.