IMPORTANT — READ THESE TERMS OF USE CAREFULLY BEFORE ACCESSING OR USING THE SITE (“Site”).  BY ACCESSING OR USING THE SITE, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF USE, THAT YOU UNDERSTAND IT, AND THAT YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS.  IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS, PROMPTLY EXIT THIS PAGE WITHOUT ACCESSING OR USING THE SITE.

THESE TERMS OF USE ARE BETWEEN YOU AND THE PORTION BALANCE COALITION COLLABORATORS (“COLLABORATORS”). THESE TERMS OF USE SHALL GOVERN YOUR USE OF THE SITE. By accessing or using this Site you agree to be legally bound by the Terms of Use and all terms and conditions contained or referenced herein or any additional terms and conditions set forth on this Site. If you do NOT agree to all of these terms, you should NOT access or use this Site.

1. Ownership

You have no ownership rights in the Site.  Rather, you have a license to access and use the Site as long as this Terms of Use remains in full force and effect.  Ownership of the Site and all intellectual property rights therein shall remain at all times with COLLABORATORS or the respective third party.  

2. Contributor 

By submitting any information (“User Content”) to the Site, you agree that the material will be proper, constructive and relevant and will not contain any item that may be unlawful or otherwise unfit for publication, including but not limited to items that (1) may be defamatory or injurious to another person or entity, (2) may cause harm to any person or property or otherwise defame or harass any person or organization, (3) may violate any legal rights of any person (including right to privacy or publicity), (4) are pornographic, obscene, profane, vulgar, indecent, or threatening, (5) are culturally, ethnically, or otherwise objectionable, or (6) suggest or encourage any illegal activity.  You affirm, represent and warrant that the User Content submitted to the Site does not infringe any proprietary right of another, such as but not limited to copyright, trademark or patent, or any confidentiality obligation.  You hereby grant to Collaborators and their subsidiaries, affiliates, brand licensees and other partners a worldwide, irrevocable, royalty free, non-exclusive, sublicenseable and transferable license to use, reproduce, prepare derivative works of, distribute, publicly perform, publicly display, transmit and publish User Content provided by you, on this Site or any other Site or in other marketing or public relations materials in any and all media.  You shall be solely responsible for your own User Content and the consequences of posting submitting and/or publishing it.   Collaborators may, but are not obligated to, review and monitor, before and/or after submitting User Content. However, you acknowledge that it is impossible for us to monitor or review all User Content. Without limitation, Collaborators, their subsidiaries, affiliates, partners, licensors, brand licensees and suppliers will not and cannot be held responsible for the accuracy, completeness, quality or validity of User Content posted by third parties on the Site.

3. Copyright

The Site contains material that may be protected by patent, copyright and trade secret law, and by international treaty provisions.  All rights not granted to you herein are expressly reserved by COLLABORATORS or respective third party.  You agree to not remove any proprietary notice of COLLABORATORS or any respective third party from any copy of the Site.

4. Restrictions

You agree not to publish, display, disclose, rent, lease, modify, loan, distribute, or create derivative works based on the Site or any part thereof.  You also agree not to reverse engineer, decompile, translate, adapt, create source code from or disassemble anything obtained from the Site.  You agree not to transmit the Site over any network or between any devices.

5.  Confidentiality

This is a public Site. You should have no expectation of confidentiality with respect to any User Content you may submit on this Site. Do not submit confidential information here.  You acknowledge that the Site contains proprietary trade secrets of COLLABORATORS or respective third party, and you agree to maintain the confidentiality of the Site using at least as great a degree of care as you use to maintain the confidentiality of your own most confidential information, but in no event less than reasonable care.

6. Disclaimer

COLLABORATORS assumes no liability for any damage or loss related to using the Site (on the mobile phone or the COLLABORATORS’ Site), including, but not limited to, any injury, medical complications, death, costs, or other damages that may result from the use of or failure to use the Site.  The Collaborators and subsidiaries, affiliates, partners, licensors, brand licensees and suppliers shall have no liability for interruptions or omissions in Internet, network or hosting services and do not warrant that the Site or the services which make this Site available or electronic communications are free from viruses or any other harmful elements.

Any material downloaded or otherwise obtained through the use of this Site is done at your own discretion and risk. You will be solely responsible for any damage to your computer system or loss of data that results from the download of any such material.

WITHOUT LIMITING THE FOREGOING, THE SITE IS PROVIDED “AS IS”.  ANY USE BY YOU OF THE SITE IS AT YOUR OWN RISK.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, COLLABORATORS DISCLAIMS ALL WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY IMPLIED WARRANTY OF NON-INFRINGEMENT.  COLLABORATORS DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SITE WILL MEET ANY REQUIREMENTS OR NEEDS YOU MAY HAVE OR THAT THE SITE WILL OPERATE ERROR FREE, OR IN AN UNINTERRUPTED FASHION, OR THAT ANY DEFECTS OR ERRORS IN THE SITE WILL BE CORRECTED, OR THAT THE SITE IS COMPATIBLE WITH ANY PARTICULAR PLATFORM.  SOME JURISDICTIONS DO NOT ALLOW THE WAIVER OR EXCLUSION OF IMPLIED WARRANTIES SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

YOU UNDERSTAND AND AGREE THAT COLLABORATORS IS NOT ENGAGED IN THE PRACTICE OF MEDICINE AND THAT THE SITE IS AN INFORMATION TOOL ONLY AND IS NOT A SUBSTITUTE FOR PROFESSIONAL JUDGMENT OF HEALTHCARE PROVIDERS IN DIAGNOSING AND TREATING PATIENTS. YOU SHALL INDEMNIFY COLLABORATORS FULLY AND HOLD COLLABORATORS HARMLESS AGAINST ANY LOSSES OR LIABILITY IN CONNECTION WITH ANY CLAIM ARISING DUE TO YOUR USE OF THE SITE FOR PURPOSES OF DIAGNOSIS OR TREATMENT.

7. Limitation of Liability

IN NO EVENT WILL COLLABORATORS, OR ANY OWNERS OR COLLABORATORS OF, OR AUTHOR OR CONTRIBUTORS TO, THE SITE, BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATA, OR PROFITS; BUSINESS INTERRUPTION; OR PERSONAL INJURY OR DEATH) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THE SITE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.  COLLABORATORS WILL NOT HAVE ANY AGGREGATE LIABILITY WITH RESPECT TO ITS OBLIGATIONS UNDER THIS TERMS OF USE OR OTHERWISE WITH RESPECT TO THE SITE.  SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.  

8. Export Restrictions

THIS TERMS OF USE IS EXPRESSLY MADE SUBJECT TO ANY LAWS, REGULATIONS, ORDERS, OR OTHER RESTRICTIONS ON THE EXPORT FROM THE UNITED STATES OF AMERICA OF THE SITE OR INFORMATION ABOUT SUCH SITE WHICH MAY BE IMPOSED FROM TIME TO TIME BY THE GOVERNMENT OF THE UNITED STATES OF AMERICA.  YOU SHALL NOT EXPORT THE SITE OR INFORMATION ABOUT THE SITE WITHOUT THE PRIOR WRITTEN CONSENT OF COLLABORATORS, AND YOU SHALL BE SOLELY RESPONSIBLE AND LIABLE FOR COMPLIANCE WITH ANY SUCH LAWS, REGULATIONS, ORDERS, OR OTHER RESTRICTIONS.

9. Termination

The license granted hereunder is effective until terminated.  This license granted hereunder shall terminate automatically without notice from COLLABORATORS if you fail to comply with any of the terms of this Terms of Use.  Upon termination, you agree to destroy or return to COLLABORATORS all copies of Information obtained from the Site and to certify in writing that all known copies, including backup copies, have been destroyed.  All provisions relating to proprietary rights, indemnification, limitations of liability and non-disclosure shall survive the termination of this Terms of Use. COLLABORATORS may terminate this Terms of Use after providing 30 days prior written notice to you.

10. Safe Harbor’ Statement under the Private Securities Litigation Reform Act of 1995

The information on this Site may contain certain forward-looking statements with respect to the financial condition, results of operations and business of Collaborators and certain of the plans and objectives of Collaborators with respect to these items. We caution readers that no forward-looking statement is a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking statements. Examples of forward-looking statements include the statements we have made about our strategy, future developments, etc.  By their nature, forward-looking statements involve risk and uncertainty because they relate to future events and circumstances and there are many factors that could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements. The forward looking statements are subject to, among other things, domestic and global economic and business conditions, the successful implementation of our strategy, our ability to identify and complete successful acquisitions and to integrate those acquisitions into our business, consumer preferences with respect to our existing and new products, our ability to develop and market new products, our ability to realize the benefits of this strategy , the policies and actions of governmental and regulatory authorities, changes in legislation, and the impact of competition – a number of which factors are beyond our control. As a result, our actual future results may differ materially from the plans, goals, and expectations set forth in such forward-looking statements.  We do not undertake to update forward-looking statements to reflect any changes in expectations with regard thereto or any changes in events, conditions or circumstances on which any such statement is based. The reader should, however, consult any additional disclosures that we have made or may make in documents we have filed or may file with the SEC.

11.    General

This Terms of Use shall be construed, interrupted and governed by the laws of the Commonwealth of Massachusetts without regard to conflicts of law provisions thereof.  Any litigation arising from or relating to this Terms of Use shall be filed and prosecuted exclusively before a court of competent subject matter jurisdiction in the Commonwealth of Massachusetts. You hereby consent to the jurisdiction of such courts over you and stipulate to the convenience, efficiency and fairness of proceeding in such courts, and covenant not to assert any objection to proceeding in such courts based on the alleged inconvenience, inefficiency or unfairness of such courts.  This Terms of Use shall constitute the entire understanding between the parties hereto.  In the event that you have any other Terms of Use(s) with Collaborators those Terms of Uses are separate and apart from this Terms of Use and this Terms of Use shall control the Site licensed hereunder.  Any waiver of this Terms of Use shall only be effective if it is in writing and signed by both parties hereto.  COLLABORATORS reserves the right to amend or modify this Terms of Use at any time.  By continuing to access or use the Site after such posting, you will be deemed to have accepted such amendments.  You are advised to regularly review any applicable terms and conditions.  If any part of this Terms of Use is found invalid or unenforceable by a court of competent jurisdiction, the remainder of this Terms of Use shall be interpreted so as to reasonably affect the intention of the parties.