TERMS & CONDITIONS

FOR THE ASK-ME-ANYTHING ONLINE FORUM

The following Terms and conditions (the “Agreement” or the “Terms & Conditions”) govern your rights and obligations regarding the use of the ASK-ME-ANYTHING ONLINE FORUM (the “Forum”) and services related thereto (hereinafter collectively referred to as the “Service”). This Agreement constitutes a fully binding agreement between you and Merck Canada Inc., a subsidiary of Merck Sharp & Dohme LLC (“Merck” or “we”), the proprietor of all rights in and into the Forum.

The Agreement governs your use of the Forum, including without limitation the use of all content such as text, information, images, audio and videos, and the whole range of services, integrated tools, programs, software, databases, help and other related elements (gathered together under the “Forum”).

PLEASE READ CAREFULLY THE FOLLOWING AGREEMENT. BY USING THE FORUM, YOU AGREE TO BE BOUND BY ALL TERMS AND CONDITIONS HEREIN.

Merck reserves the right to update or otherwise modify this Agreement. When applicable, these modifications will be effective immediately and will be incorporated to this Agreement upon notice thereof, which may be provided by any reasonable mean, including by display in the Forum or via a Forum update notice. Your continued use of the Service following such notice will be deemed to constitute acceptance of the updated Agreement.

1. DESCRIPTION AND USE OF THE FORUM. This Forum is a learning activity and is therefore designed for use solely by healthcare professionals, by invitation only. Upon registering for this learning activity, Forum users must identify themselves (first name, last name and email). Only a user who has been registered in advance may use the Forum. The password and login communicated to Merck for each user are strictly specific to the registered user concerned. ASK-ME-ANYTHING is an online forum of Merck Canada Inc, currently managed by liV Agency Inc., dedicated to scientific exchanges with experts and peers. The Forum is an online secure discussion board allowing healthcare professionals to ask questions to experts in their field on different matters. Note that the information posted to the Forum will be accessible to all invitees/users of the Forum. As such, we request that you exercise discretion at all times when using the Forum to post content and refrain from posting personal information about yourself or your patients. These Terms & Conditions govern your use of this Forum, including, without limitation, the use of all content such as text, information, images, and audio, and the suite of services, integrated tools, programs, software, helpers and other related items (collectively referred to as the "Forum"). This Forum is intended for your professional and non-commercial use and, under no circumstances, may be used in a manner that could infringe the rights of Merck or of a third party. You agree that your access and use of the Forum comply with this Agreement and all applicable laws and regulations. You undertake not to use the Forum for malicious, illegal or illicit purposes.

2. LICENSE. Subject to these Terms & Conditions, Merck provides you with a limited, non-exclusive, non-transferable license to use the Forum solely for your personal professional and educational use. You may not rent, lease, sell, sublicense, assign, disassemble, modify, lend, distribute, export or transfer or permit others to use the Forum, technology or other information, including any printed materials thereof, derivatives or otherwise modify it. This license will terminate automatically if you do not comply with the terms of this Agreement. You may not use the Forum in violation of any applicable laws or regulations.

3. ACCESS. In order to use the Forum, you may need access to the World Wide Web, either directly or through devices that access web-based content, and that such access may not be available if you do not have an internet connection or for other reasons. You acknowledge and agree that by using the internet to use the Forum, you may incur charges from your wireless carrier, internet service provider or other method of internet access, depending upon your contract or plan with your provider. You acknowledge that payment of any such charges or any service fees associated with such access will be your sole responsibility. In addition, you must provide all equipment necessary to make such a connection to the World Wide Web. You agree that your use of the Forum will be in accordance with all requirements of your wireless carrier, internet service provider or other method of internet access.

4. DISCLAIMER AND NOTICE. Merck has no control over information users of the Forum may post and this content remains the sole responsibility of the poster. Merck reserves the right to monitor the discussion forum and may at its discretion and without notice, including if a user breaches any of the terms and conditions herein, remove any comment, information, image, video or hyperlink posted by the user. Merck may also, at its discretion and without notice, restrict or block a user's access to the Forum.

This Forum may contain, use or present information derived from third party sources. The information contained on this Forum, including, but not limited to clinical references, images, tools and other related items, are intended to be used as a reference resource and not as a complete reference. While care has been taken to confirm the accuracy of the information presented based on the sources used and, where applicable, to describe generally accepted practices, Merck, and its respective licensors, authors, editors, reviewers, contributors and publishers are not responsible for errors or omissions or for any consequences from application of the information herein and make no warranty, expressed or implied, with respect to the currency, completeness, usefulness, or accuracy of the contents of the Forum. Health-related information changes frequently and therefore, information contained in the Forum may be outdated, incomplete or incorrect. Applying this information in a particular situation remains the licensee's responsibility. Merck does not endorse and is not responsible for the accuracy of the content from non-Merck sources, or for practices or standards of non-Merck sources. Additionally, although care has been taken to confirm that the technical functions of the Forum perform as intended when used with the specific version(s) of the operating system and the specific device(s) for which the Forum was designed, Merck makes no representation regarding the functions of the Forum when used with subsequent versions of that operating system, with other operating systems, or with other devices.

5. PERSONAL INFORMATION. By using the Forum, you agree that Merck can use the personal information you provide when registering to and using the Forum for providing you with the Service and you acknowledge that you are solely responsible for the accuracy of any information you provide, including, but not limited to, your name and e-mail address, if applicable. You also agree that Merck or others working for Merck may collect, use, retain and process technical data and related information, including but not limited to technical information about your device, system and application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, support and other services to you (if any) related to the Forum. Merck or others working for Merck may collect and/or use information that identifies you personally if you choose to provide such information to Merck or those working for Merck (e.g., by posting content on the Forum) or otherwise give your permission for such use, or if required by law or legal process. The manager of the Forum, currently liV Agency Inc., will create a report for Merck based on all the information shared on the Forum. Names and Usernames of participants will be redacted from the report.

For more information on how Merck may collect, use and manage your personal information, please refer to Our Commitment to Privacy - MSD Privacy, which is incorporated by reference into these Terms & Conditions.

6. CHANGES AND SUPPORT. Merck will have no obligation to provide this Forum, may change the form and nature of this Forum at any time with or without notice to you, will have no liability whatsoever to you or any third party for any failure of this Forum, may cease providing this Forum at any time with or without notice to you, and will have no obligation to retain any materials you may provide to Merck on its servers or return any such materials to you before deleting them from Merck's servers. Merck may choose to provide updates to this Forum from time to time in its sole discretion. To the extent that you choose to use any such updates to this Forum, you acknowledge that you will be bound by the version of this Agreement which is applicable as of the time you use any such update to the Forum. You acknowledge that you will be bound by the version of these Terms & Conditions which are applicable as of the time you use any such new or updated version of the Forum. Merck does not represent or warrant that any future updates to the Forum will be compatible with any hardware or software versions or applications (including any future versions or updates of your phone, tablet, computer or its operating system) or provide the same functionality that is provided by the current version of the Forum. Merck shall not have any obligation to provide you with any maintenance or support relating to the Forum.

7. LINKS. In this Forum, Merck may provide, or third parties may provide, links to other World Wide Web sites or resources (each a "Linked Site"). Merck does not endorse and is not responsible for any data, software or other content available from non-Merck sites or resources and you acknowledge and agree that Merck shall not be liable, directly or indirectly, for any damage or loss relating to your use of or reliance on such data, software or other content. You are responsible for viewing and abiding by the privacy statements and terms of use posted at a Linked Site.

YOU AGREE THAT MERCK WILL HAVE NO RESPONSIBILITY OR LIABILITY FOR ANY INFORMATION, SOFTWARE, OR MATERIALS FOUND AT ANY LINKED SITE.

8. DISCLAIMER OF WARRANTIES. You understand and Agree that the Forum is provided on an “AS IS” and "AS AVAILABLE" basis. Merck does not make any warranty the Forum will meet your requirements or that use of the Forum will be uninterrupted, timely, secure or error free; nor does Merck make any warranty as to the results that may be obtained from use of the Forum or the accuracy or reliability from use of the Forum or the accuracy or reliability of any information obtained through the Forum (including third party content) or that any defects in the Forum will be corrected. To the extent permitted by law, Merck and its suppliers hereby disclaim all warranties of any kind, whether express, implied or statutory regarding the Forum, including any implied warranty of title, merchantability, fitness for a particular purpose or non-infringement of third-party rights. You understand and agree that any material or data obtained through use of the Forum is at your own discretion and risk and that you will be solely responsible for any damage to your equipment or computer system or loss of data that results from the download of any such content or material.

9. LIMITATION OF LIABILITY. You understand and agree that Merck and its respective licensors, to the extent permitted by law, shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, however caused and on any theory of liability, and even if advised of the possibility of such damage, including, without limitation, damages for personal injury, lost data, lost profits, or business interruption arising from or relating to: (i) Your use of the Forum by anyone else; (ii) The cost of procurement of substitute data, information or software; (iii) Unauthorized access to or alteration of your transmission or data; or (iv) Any other matter relating to the Forum or its use. Additionally, you are solely responsible for any and all decisions regarding use of the Forum to input, store and/or transfer personal data.

10. INDEMNIFICATION. To the fullest extent permitted by law, you agree to indemnify, defend and hold Merck, its respective officers, employees and suppliers harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or allegedly arising out of your use of the Forum or any breach of these Terms & Conditions or violation of any rights of another.

11. TERMINATION. The license is effective until terminated by you or by Merck, which may be done at any time. Upon termination you shall cease to use the Forum in its entirety. Your rights under this license will terminate automatically without notice from Merck if you fail to comply with any term(s) of this license.

12. PROPRIETARY RIGHTS. You acknowledge that (a) the Forum contains proprietary and confidential information that is protected by applicable intellectual property and other laws, and (b) Merck and/or third parties own and retain all right, title and interest in and to the Forum and software provided through or in conjunction with the Forum, including without limitation all Intellectual Property Rights therein and thereto. "Intellectual Property Rights" means any and all rights existing from time to time under patent law, copyright law, trade secret law, trademark law, unfair competition law, and any and all other proprietary rights, and any and all applications, renewals, extensions and restorations thereof, now or hereafter in force and effect worldwide. You agree that you will not, and will not allow any third party to, (i) copy, sell, license, distribute, transfer, modify, adapt, translate, prepare derivative works from, decompile, reverse engineer, disassemble or otherwise attempt to derive source code or algorithms from the Forum, unless otherwise permitted, (ii) take any action to circumvent or defeat the security or content usage rules provided, deployed or enforced by any functionality (including without limitation digital rights management functionality) contained in the Forum, (iii) use the Forum to access, copy, transfer, transcode or retransmit content in violation of any law or third party rights, or (iv) remove, obscure, or alter Merck's or any third party's copyright notices, trademarks, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the Forum. Ownership of all trademarks and the goodwill associated therewith remains with Merck or in the case of licensed trademarks, the licensor.

13. PROHIBITED USES OF FORUM. This online Forum is dedicated to scientific exchanges with experts and peers. It is strictly prohibited to use the Forum for any other purpose, including for commercial or advertising purposes. You agree not to resell the Forum or use of or access to the Forum. You agree not to reverse engineer, decompile, disassemble or otherwise attempt to discern the source code of the components of the Forum.

14. ASSIGNMENT. You may not assign or transfer your rights under this Agreement without the prior written consent of Merck. Merck may assign all rights and liabilities under this Agreement to a subsidiary, affiliate or successor to all or a substantial part of its business and assets without your consent. Subject to the foregoing, this Agreement will inure to the benefit of and be binding upon the successors and permitted assigns of the parties. Any assignment contrary to this section shall be null and void.

16. CUSTOMER AGREEMENT. You hereby represent and warrant that you are legally bound by this Agreement when you access and or use the Forum.

17. GOVERNING LAW AND JURISDICTION. These Terms & Conditions and the Forum are solely governed by the laws of the province of Quebec and the federal laws applicable therein, without giving effect to any conflicts of law principles. Any dispute, action or claim arising from or in relation to these Terms & Conditions or the Forum will be under the exclusive jurisdiction of the competent courts in the judicial district of Montreal, province of Quebec, Canada.

Medical Disclaimer

The Forum is intended to provide the healthcare professional with support and assistance in his/her professional activities and/or in the diagnostic process and/or treatment decisions. The Forum may in no case substitute for an analysis made by a physician based on an individualized medical examination and/or specific clinical examinations. The healthcare professional using the Forum may in no case base a diagnosis and/or a treatment decision primarily on the use of the Forum. He/she must supplement and verify the information gathered through the use of the Forum with empirical data based on a personalized clinical examination of the case in question. You therefore assume solely the liability for making use of the information provided by the Forum within the context of diagnostics and/or treatment decisions made by the healthcare professional using the Forum. You indemnify Merck from any claim that may be asserted by a third party (physician or other) as a result of improper use of the Forum.

CONTACT US

You may contact us regarding any question about the Forum. Our contact information is:

Merck Canada Inc.
16750, Trans-Canada Highway
Kirkland (Quebec)
H9H 4M7
Phone: 514-428-8600 or 1-800-567-2594

We will do our best to address your inquiry promptly.
Last update: June 29, 2022