A. Services.
Subject to the terms, conditions, and restrictions stated in this CBS Terms of Service (these “Terms of Service”) and each Statement of Work signed by the parties (each an “SOW”), CBS shall provide Customer and its authorized users with web-based access to a virtual environment platform that includes the features and functionality specified in the SOW (the “Software Services”) and with migration, integration, configuration, testing, consulting and other services related to the Software Services and described in the SOW (the “Professional Services”). The Software Services, as implemented in accordance with the Professional Services, is referred to below as the “Virtual Environment Platform.” These Terms of Service and the SOW are referred to collectively as the “Agreement” below.
B. Technical Support.
Technical Support. CBS shall correct any material failure of the Virtual Environment Platform as soon as reasonably practicable following receipt of Customer’s notice describing the failure in reasonable detail; provided that CBS shall have no obligation to correct a failure resulting from Customer’s misuse of the Virtual Environment Platform, such as a use other than for its intended purpose or in violation of these Terms of Service or the SOW. If a failure is due to Customer’s error, CBS may discuss anticipated charges to correct the failure with the Customer, and on Customer’s approval, shall correct the failure at the Customer’s expense.
C. User Data, Content and Security.
I. User Data. “User Data” is personal data or information collected by CBS from or about Customer’s staff members, event attendees, and other users of the Virtual Environment Platform. CBS shall use the User Data only to provide the Virtual Environment Platform and Professional Services, as instructed by Customer, or required by applicable law. CBS will comply with Customer’s reasonable requests for assistance in connection with a user’s request to delete, correct, block or take other action with respect to the User Data (a “User Data Request”). CBS shall promptly forward to Customer any User Data Request made directly on CBS.
II. Content. “Content” is the information and materials provided or submitted by or on behalf of Customer or its users for publication on the Virtual Environment Platform for use by Customer’s registered end users. Customer licenses the Content to CBS on a non-exclusive, revocable basis only as necessary to provide the Services, and only for the Term of the SOW. Other than this license, as between CBS and Customer, Customer retains all right, title and interest in and to the Content, including any modifications to or derivatives of the Content that may be prepared by CBS as part of Professional Services. The Content and the User Data are referred to below as the “Customer Information”). Customer represents and warrants that it has all rights necessary to provide and license the Customer Information to CBS for use as permitted by these Terms of Service and the SOW, that CBS’ use of the Content as permitted by these Terms of Service and the SOW will not infringe, misappropriate or violate intellectual property rights of any third party, and that CBS use of the User Data as permitted by this Agreement will not violate any rights of publicity or privacy of any third party.
III. Security. CBS shall put in place and maintain reasonable administrative, physical, and technical security measures to protect against unauthorized access, alteration, disclosure, and destruction of Customer Information. Customer acknowledges that the security of information transmitted over the Internet is not within CBS full control and that CBS cannot and does not guaranty impenetrable security of the Customer Information.
D. Confidentiality Obligations
A. Definition. “Confidential Information” means materials, information, and technology that a party (as the “disclosing party”) discloses or makes available to the other party (as the “receiving party”) in connection with the business relationship covered by these Terms of Service that is either marked as “confidential” or with a similar notice or that a reasonable business person should reasonably understand to be confidential based on the nature of the information or the circumstances of it disclosure. CBS’ Confidential Information includes the Virtual Environment Platform. Customer’s Confidential Information includes Customer Information.
B. Exceptions. Confidential information does not include information that the receiving party can demonstrate (i) is or becomes, through no fault of the receiving party, generally known or available to the public; (ii) was known or possessed by the receiving party before its receipt from the disclosing party; (iii) is disclosed or made available to the receiving party by a third party, without breach of any obligation to the disclosing party that is known to the receiving party; or, (iv) is independently developed by the receiving party, without use of or reference to the Confidential Information of the disclosing party.
C. Obligations. The receiving party shall not use the disclosing party’s Confidential Information except to provide or use the CBS services or as otherwise expressly authorized by these Terms of Service. The receiving party shall not disclose the receiving party’s Confidential Information to any third party except to permitted sub-processors, or to its attorneys, financial advisors, consultants, and service providers for their use in assisting the disclosing party with its internal business operations, subject to written confidentiality obligations as least as stringent as those stated in this Section. The receiving party is responsible for the acts and omissions in violation of this Section by any third party to whom it discloses the disclosing party’s Confidential Information to the same extent as for its own acts and omissions.
Informed Consent
CBS2020 ON-AIR will collect your relevant information (such as name, hospital, department, mobile phone number, etc.) obtained by doctors through online meetings and use it as the audit basis. The project organizer will keep all your information collected in this online confidential agreement, and your personally identifiable information will not appear in any publicly published information about this project.