PLEASE READ THESE TERMS AND CONDITIONS OF USE CAREFULLY BEFORE USING THIS WEBSITE.

These Terms and Conditions of Use describe the terms and conditions that apply to your use of this website (this “Website”) of Profil Institute for Clinical Research, Inc. (“us,” “we,” “Profil Institute”, or “Profil”).  By using this Website, you agree to the Terms and Conditions of Use set forth below.  If you do not agree to all of these Terms and Conditions of Use, please exit this Website.

Profil Institute may modify this Website and the rules and regulations governing its use at any time and without notice, simply by posting a change, update or modification on this Website.  Any such change, update or modification will be effective immediately upon posting on this Website.  Your continued use of this Website after any such change, update or modification is made deems your acceptance of such change, update or modification.

The content of this Website is intended to be a general information resource in regard to the subject matter covered, but it is provided solely on an “AS IS” and “AS AVAILABLE” basis.  Profil Institute is not engaged in rendering medical or other professional services or advice via this Website, and the information provided is not intended to replace medical advice offered by a physician.  If you desire or need such services or advice, you should consult a professional healthcare provider.  You should not construe Profil’s Institute’s publication of this content as an endorsement by Profil Institute of the views expressed herein, or any warranty or guarantee of any strategy, recommendation, treatment, action or application of medication or preparation made by the author of the content.

1. Binding Effect.  These Terms and Conditions of Use constitute a binding agreement (“Agreement”).  By using this Website, located at http://www.profilinstitute.com/, or any services provided in connection with this Website (the “Service”), you agree to abide by these Terms and Conditions of Use, as such Terms and Conditions of Use may be amended by Profil from time to time in its sole discretion.  Profil will post a notice on this Website at any time that these Terms and Conditions of Use have been changed or otherwise updated.  It is your responsibility to review these Terms and Conditions of Use periodically; and, if at any time you find that these Terms and Conditions of Use are unacceptable, you must immediately leave this Website and cease all use of the Service and this Website.  YOU AGREE THAT, BY USING THE SERVICE, YOU REPRESENT THAT YOU ARE AT LEAST EIGHTEEN (18) YEARS OLD AND THAT YOU ARE LEGALLY ABLE TO ENTER INTO THIS AGREEMENT.

2. Notice Concerning Children.  This Website is a general audience website, and we do not direct any of our content specifically at children who are under thirteen (13) years of age.  We understand and are committed to respecting the sensitive nature of children’s privacy online.  If we learn or have reason to suspect that a Website user is under age thirteen (13), we will promptly delete any personal information in that user’s account.

3. Privacy Policy.  Profil Institute respects your privacy and, to the extent practicable, permits you to control the treatment of your personal information.  A complete statement of Profil Institute’s current Privacy Policy can be found by clicking here.  Profil Institute’s Privacy Policy, including the Safe Harbor and HIPAA Notice referenced therein, is expressly incorporated into this Agreement by this reference.

When you are required to open an account to use or access this Website or the Service, you must complete the registration process by providing the complete and accurate information requested on the registration form.  You also will be asked to provide a user name and password.  You are entirely responsible for maintaining the confidentiality of your password.  You may not use the account, username, or password of someone else at any time.  You agree to notify Profil Institute immediately upon any unauthorized use of your account, user name, or password.  Profil Institute shall not be liable for any loss that you incur as a result of someone else using your password, either with or without your knowledge.  You may be held liable for any losses incurred by Profil Institute, its affiliates, officers, directors, employees, consultants, agents and representatives due to someone else’s use of your account or password.

4. Use of Software.  Profil Institute may make certain software available to you from this Website.  If you download software from this Website, the software, including all files and images contained in or generated by the software, including any accompanying data (collectively, “Software”), are deemed to be licensed to you by Profil Institute only for your personal and noncommercial use.  Profil Institute does not transfer either the title or the intellectual property rights to the Software, and Profil Institute retains full and complete title to the Software as well as all intellectual property rights therein.  You may not sell, redistribute, or reproduce the Software, nor may you decompile, reverse-engineer, disassemble, or otherwise convert the Software to a human-perceivable form.  All trademarks and logos are owned by Profil Institute or its licensors, and you may not copy or use them in any manner.

5. User Content.  You grant to Profil Institute a license to use the materials that you post to this Website or the Service.  By posting, downloading, displaying, performing, transmitting, or otherwise distributing information or other content (“User Content”) to this Website or the Service, you are granting to Profil Institute, its affiliates, officers, directors, employees, consultants, agents and representatives the irrevocable right to use, copy, modify, publish, perform, transmit, display, reproduce, edit, translate and reformat such User Content via any media in accordance with Profil Institute’s Privacy Policy, and you waive any moral rights that you may have in such User Content.  Subject to Profil Institute’s Privacy Policy, Profil Institute shall be free to use User Content, including any ideas, concepts, know-how or techniques contained in such User Content, for any reason whatsoever.  You will not be compensated for any User Content.  You agree that Profil Institute may publish or otherwise disclose your name in connection with your User Content.  By posting User Content on this Website or the Service, you warrant and represent that you own the rights to the User Content, or are otherwise authorized to post, distribute, display, perform or transmit User Content.

6. Compliance with Intellectual Property Laws.  When accessing this Website or using the Service, you agree to obey the law and to respect the intellectual property rights of others.  Your use of the Service and this Website is at all times governed by and subject to laws regarding copyright ownership and use of intellectual property.  You agree not to upload, download, display, perform, transmit or otherwise distribute any information or content (collectively, “Content”) in violation of any third-party’s copyrights, trademarks or other intellectual property or proprietary rights.  You agree to abide by laws regarding copyright ownership and use of intellectual property, and you shall be solely responsible for any violations of any relevant laws and for any infringements of third-party rights caused by any Content that you provide or transmit, or that is provided or transmitted using your User ID.  The burden of proving that any Content does not violate any laws or third-party rights rests solely with you.

7. Inappropriate Content.  You agree not to upload, download, display, perform, transmit or otherwise distribute or make available any Content that:  (a) is libelous, defamatory, obscene, pornographic, abusive, or threatening; (b) advocates or encourages conduct that could constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national, or foreign law or regulation; or (c) advertises or otherwise solicits funds or is a solicitation for goods or services.  Profil Institute reserves the right to terminate your receipt, transmission, or other distribution of any such Content using the Service, and, if applicable, to delete any such Content from its servers.  Profil Institute intends to cooperate fully with any law enforcement officials or agencies in the investigation of any violation of these Terms and Conditions of Use or of any applicable laws.

8. Copyright Infringement. Profil Institute has in place certain legally mandated procedures regarding allegations of copyright infringement occurring on this Website or with the Service.  Profil Institute has adopted a policy that provides for the immediate suspension and/or termination of any Website or the Service user who is found to have infringed on the rights of Profil Institute or of a third-party, or otherwise violated any intellectual property laws or regulations.  Profil Institute’s policy is to investigate any allegations of copyright infringement brought to its attention.  If you have evidence, know, or have a good faith belief that your rights or the rights of a third-party have been violated, and you want Profil Institute to delete, edit or disable the material in question, you must provide Profil Institute with all of the following information:  (a) a physical or electronic signature of a person authorized to act on behalf of the owner of the 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 infringed 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 Profil Institute to locate the material; (d) information reasonably sufficient to permit Profil Institute to contact you, such as an address, telephone number, and if available, an electronic mail address at which you may be contacted; (e) 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 (f) 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. For this notification to be effective, it must be received by:

Profil Institute for Clinical Research, Inc.
Centre Medical Plaza II
855 3rd Avenue, Suite 4400
Chula Vista, CA 91911
Attention:  Corporate Secretary

9. Alleged Violations.  Profil Institute reserves the right to terminate your use of the Service and/or this Website at any time in its sole discretion.  To ensure that Profil Institute provides a high quality experience for you and for other users of this Website and the Service, you agree that Profil Institute or its representatives may access your account and records on a case-by-case basis to investigate complaints or allegations of abuse, infringement of third-party rights, or other unauthorized uses of this Website or the Service.  Profil Institute does not intend to disclose the existence or occurrence of such an investigation unless required by law, but Profil Institute reserves the right to terminate your account or your access to this Website immediately, with or without notice to you, and without liability to you, if Profil Institute believes that you:  (a) have violated any of the Terms and Conditions of Use; (b) furnished Profil Institutes with false or misleading information; or (c) interfered with the use of this Website or the Service by others.

10. NO WARRANTIES.  PROFIL INSTITUTE HEREBY DISCLAIMS ALL WARRANTIES.  PROFIL INSTITUTE IS MAKING THIS WEBSITE AVAILABLE “AS IS” WITHOUT WARRANTY OF ANY KIND.  YOU ASSUME THE RISK OF ANY AND ALL DAMAGE OR LOSS FROM THE USE OF, OR INABILITY TO USE, THIS WEBSITE OR THE SERVICE.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROFIL INSTITUTE EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING THIS WEBSITE, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT.  PROFIL INSTITUTE MAKES NO WARRANTY AS TO THE ACCURACY, COMPLETENESS, RELEVANCE OR RELIABILITY OF ANY CONTENT AVAILABLE THROUGH THIS WEBSITE.  YOU ARE RESPONSIBLE FOR VERIFYING ANY INFORMATION BEFORE RELYING ON IT.  PROFIL INSTITUTE DOES NOT WARRANT THAT THIS WEBSITE OR THE SERVICE WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THIS WEBSITE OR THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE.  YOU ARE RESPONSIBLE FOR TAKING ALL NECESSARY PRECAUTIONS TO ENSURE THAT ANY CONTENT THAT YOU MAY OBTAIN FROM THIS WEBSITE IS FREE OF VIRUSES.  THE ABOVE EXCLUSIONS MAY NOT APPLY IN JURISDICTIONS THAT DO NOT ALLOW THE EXCLUSION OF CERTAIN IMPLIED WARRANTIES.

11. LIMITED LIABILITY.  PROFIL INSTITUTE’S LIABILITY TO YOU IS LIMITED. TO THE MAXIMUM EXTENT PERMITTED BY LAW, AND IN NO EVENT SHALL PROFIL BE LIABLE FOR DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR LOST DATA, REGARDLESS OF THE FORESEEABILITY OF THOSE DAMAGES) ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THIS WEBSITE, THIS SERVICE OR ANY OTHER MATERIALS OR SERVICES PROVIDED TO YOU BY PROFIL INSTITUTE.  THIS LIMITATION SHALL APPLY REGARDLESS OF WHETHER THE DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT, OR ANY OTHER LEGAL THEORY OR FORM OF ACTION.

12. Affiliated Websites and Links.  Profil Institute has no control over, and no liability for any third-party Websites or materials.  From time to time, Profil Institute may work with a number of partners and/or affiliates whose Internet websites may be linked with this Website.  Because neither Profil Institute nor this Website has control over the content and performance of these third-party websites, Profil Institute makes no guarantees about the accuracy, currency, content, or quality of the information provided by such websites, and Profil Institute assumes no responsibility for unintended, objectionable, inaccurate, misleading, or unlawful content that may reside on those websites. Similarly, from time to time, in connection with your use of this Website, you may have access to content items (including, but not limited to, other websites) that are owned by third parties.  You acknowledge and agree that Profil Institute makes no guarantees about, and assumes no responsibility for, the accuracy, currency, content, or quality of this third-party content, and that, unless expressly provided otherwise, these Terms and Conditions of Use shall govern your use of any and all third-party content.  Unless otherwise set forth in a written agreement between you and Profil Institute, you must adhere to Profil Institute’s linking policy, which is as follows:  (i) any link to this Website must be a text only link clearly marked “Profil Institute Website;” (ii) the appearance, position and other aspects of the link may not be such as to damage or dilute the goodwill associated with Profil Institute’s names and trademarks; (iii) the link must “point” to http://www.profilinstitute.com and not to other pages within this Website; (iv) the appearance, position and other attributes of the link may not create the false appearance that your organization or entity is sponsored by, affiliated with, or associated with Profil Institute; (v) when selected by a user, the link must display this Website on full-screen and not within a “frame” on the linking website; and (vi) Profil Institute reserves the right to revoke its consent to the link at any time and in its sole discretion.

13. Prohibited Uses.  Profil Institute imposes certain restrictions on your permissible use of this Website and the Service.  You are prohibited from violating or attempting to violate any security features of this Website or the Service, including, without limitation:  (a) accessing content or data not intended for you, or logging onto a server or account that you are not authorized to access; (b) attempting to probe, scan, or test the vulnerability of the Service, this Website or any associated system or network, or to breach security or authentication measures without proper authorization; (c) interfering or attempting to interfere with service to any user, host, or network, including, without limitation, by means of submitting a virus to this Website or the Service, overloading, “flooding,” “spamming,” “mail bombing,” or “crashing;” (d) using this Website or the Service to send unsolicited e-mail, including, without limitation, promotions, or advertisements for products or services; (e) forging any TCP/IP packet header or any part of the header information in any e-mail or in any posting using the Service; or (f) attempting to modify, reverse-engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human-perceivable form any of the source code used by Profil Institute in providing this Website or the Service.  Any violation of system or network security may subject you to civil and/or criminal liability.

14. Indemnity.  You agree to indemnify Profil Institute for certain of your acts and omissions.  You agree to indemnify, defend, and hold harmless Profil Institute, its affiliates, officers, directors, employees, consultants, agents, and representatives from any and all third-party claims, losses, liability, damages, and/or costs (including reasonable attorney fees and costs) arising from your access to or use of this Website, your violation of these Terms and Conditions of Use, or your infringement, or infringement by any other user of your account, of any intellectual property or other right of any person or entity.  Profil Institute will notify you promptly of any such claim, loss, liability, or demand, and will provide you with reasonable assistance, at your expense, in defending any such claim, loss, liability, damage, or cost.

15. Copyright.  This Website is protected by U.S. and foreign copyright laws.  Except for your information and personal, non-commercial use as authorized herein, you may not modify, reproduce or distribute the design or layout of this Website, or individual sections of the design or layout of this Website, or any of the content within this Website without Profil Institute’s prior written permission.

16. Governing Law.  These Terms and Conditions of Use shall be construed in accordance with and governed by the laws of the United States and the State of California, without reference to their rules regarding conflicts of law.  You hereby irrevocably consent to the exclusive jurisdiction of the state or federal courts in San Diego, California, USA in all disputes arising out of or related to the use of this Website or the Service.

17. Severability; Waiver.  If, for whatever reason, a court of competent jurisdiction finds any term or condition in these Terms and Conditions of Use to be unenforceable, then all other terms and conditions will remain unaffected and in full force and effect.  No waiver of any breach of any provision of these Terms and Conditions of Use shall constitute a waiver of any prior, concurrent, or subsequent breach of the same or any other provisions hereof, and no waiver shall be effective unless made in writing and signed by an authorized representative of the waiving party.

18. No License.  Nothing contained on this Website should be understood as granting you a license to use any of the trademarks, service marks, or logos owned by Profil Institute or by any third-party.

19. California Use Only.  This Website is controlled and operated by Profil Institute from its offices in the State of California.  Profil Institute makes no representation that any of the materials or services to which you have been given access to are available or appropriate for use in other locations.  Your use of, or access to, this Website should not be construed as Profil Institute’s purposefully availing itself of the benefits or privilege of doing business in any state or jurisdiction other than California.

20. Modifications.  Profil may, in its sole discretion and without prior notice:  (a) revise these Terms and Conditions of Use; (b) modify this Website and/or the Service; and/or (c) discontinue this Website and/or the Service at any time.  Profil Institute shall post any revisions to these Terms and Conditions of Use to this Website, and the revisions shall be effective immediately upon such posting.  You agree to review these Terms and Conditions of Use and other online policies posted on this Website periodically to be aware of any revisions. You agree that, by continuing to use or access this Website following notice of any revision, you shall abide by any such revision.

21. ACKNOWLEDGEMENT.  BY USING THE SERVICE OR ACCESSING THIS WEBSITE, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS AND CONDITIONS OF USE AND AGREE TO BE BOUND BY THEM.

Effective Date: May 17th, 2010