1. ACCEPTANCE OF TERMS AND CONDITIONS OF SERVICE

Any person or company who either registers for these Services under Paragraph 3, below, or who otherwise uses these Services without the permission of the Company (the "User", sometimes referred to as "you" and "your") agrees to and is subject to the above and the following terms and conditions, as the same may be amended from time to time (the "Terms and Conditions").
Please read this page carefully, as it is a legally binding contract. If you do not agree with the Terms and Conditions, please do not use the Services provided by this web site. The Company may offer additional services from time to time that may be governed by different or additional Terms and Conditions.

2. DESCRIPTION OF SERVICES
Contract Monitors offers Contractors and Consultants the opportunity to post their professional profiles on this web site and thereby expose their professional profiles to Recruiters/Sponsors/CROs worldwide. The Company offers Recruiters/Sponsors/CROs who employ clinical research professionals with the opportunity to view the professional profiles of Contractors and Consultants. The Company offers both types of Users a non-exclusive, non-transferable, and non-assignable license to obtain these Services subject to these Terms and Conditions.
In order to use these Services, Users must (1) register with the Company, as described under Paragraph 3, below; and (2) obtain access to the Internet, either directly or through devices that access web-based content. It is the User's responsibility to arrange for such registration and such Internet access, including providing all necessary equipment and payment for such Internet access service.

3. ELIGIBILITY FOR MEMBERSHIP
Services are available only to individuals who can form legally binding contracts under applicable law. Without limiting the foregoing, Services are not available to minors.
These Services may be used only (1) by Contractors and Consultants who have registered with the Company by submitting a New Contractors and Consultants Registration that has been accepted by the Company; and (2) by Recruiters/Sponsors/CROs who have registered with Company by submitting a New Recruiter and/or Sponsor/CRO Registration. If you do not qualify for our Services, please do not use our Services. The Company may refuse access to our Services to anyone at any time in its sole discretion, as further provided in Paragraph 9, below.

4. CONTRACTOR'S AND CONSULTANT'S OBLIGATIONS TO PROVIDE ACCURATE INFORMATION
Contractors and Consultants represent and warrant that they will: (a) provide true, accurate, complete and up to date information about their actual past work experience; (b) verify that they have had previous Clinical Research Associate (CRA) experience that it is accurately reflected in their professional profile; (c) maintain and update this information periodically to accurately reflect dates of availability, therapeutic experience and contact information; and (d) otherwise keep their profile true, accurate, complete and up-to-date.

5. ADDITIONAL CONTRACTOR AND CONSULTANT RESPONSIBILITIES
Contractors and Consultants must be willing and able to receive correspondence from Recruiters/Sponsors/CROs seeking contract work.
Contractors and Consultants shall provide timely responses to Recruiters/Sponsors/CROs seeking contract work, indicating whether or not they are willing or able to accept a particular assignment.
Contractors and Consultants understand and acknowledge that use of this Contract Monitors web site does not guarantee that they will receive correspondence or any contract work from any potential Recruiter/Sponsor/CRO.
Contractors and Consultants agree to hold the Company harmless, including the costs of legal representation, from any claims, potential claims, damages, or conditions arising or resulting from or related to contract work performed for or contracted with any participating Recruiters/Sponsors/CROs. This subparagraph shall be in addition to indemnification provisions contained in Paragraph 16, below.

6. RECRUITER/SPONSOR/CRO RESPONSIBILITIES
Recruiters/Sponsors/CROs agree to pay for the subscription fees and/or posting rates when subscribing to View Profiles, posting a Recruiter or Sponsor/CRO profile or Posting a Job as listed on this website in accordance with the Company's fee schedule.
Recruiters/Sponsors/CROs agree to hold the Company harmless, including the costs of legal representation, from and claims, potential claims, damages, or conditions arising or resulting from or related to contract work performed by or contracted with any of the participating Contractors and Consultants. This subparagraph shall be in addition to the indemnification provisions contained in Paragraph 16, below.

7. GENERAL USER RESPONSIBILITIES
The User shall verify and complete its own "due diligence" on any information received by the User from this web site. For further details, see Paragraph 8, below.
The User shall comply with all applicable local, state, national, and international laws and regulations in connection with the User's use of Services.
The User shall not impersonate any person or entity or falsely represent the User's identity.
The User shall not interfere with the use of the Services by others, including, without limitation, by submitting any virus, computer code, file, program or other mechanism to the service which is designed to interrupt, limit or destroy the functionality of this web site by transmitting junk mail, spam, bombs, or unsolicited email, or by attempting to cause the services to crash.
The User shall be solely responsible for all information, data, text, software, sound, music, photographs, graphics, video, messages or other materials, including the contents of the User's account information, that the User uploads, posts, emails or otherwise transmits via these Services, and for any and all communications made in connection with the User's use of these Services.
The User shall not use these Services to communicate any unlawful, annoying, harassing, abusive, threatening, harmful, vulgar, obscene, defamatory, libelous, or tortuous material of any kind or any material that invades, infringes or violates the personal or proprietary rights of any person or entity. The User shall not attempt to gain unauthorized access to other networks connected to these Services.
The User shall not reproduce, duplicate, copy, sell, resell or otherwise exploit for any commercial purpose, any portion of these Services, access to this web site or use of these Services. Contractors and Consultants may post their profiles on this web site. Thus, the use, downloading, sale or dissemination of information from this web site is a violation of these Terms and Conditions. Recruiters/Sponsors/CROs may download the profiles of Contractors and Consultants solely for their own use and shall not disclose, for compensation or otherwise, the names of such Contractors or Consultants to any third party. These restrictions on Users are in addition to the restrictions on Recruiters/Sponsors/CROs contained in Paragraph 15, below.

8. LIMITED ROLE OF CONTRACT MONITORS
Contract Monitors will make reasonable efforts to encourage Contractors and Consultants to maintain accurate and updated information in their professional profiles. Contract Monitors is not responsible, however, for any inaccurate, misleading, untruthful, incomplete or stale information provided by them on their professional profiles.
The Company does not verify Contractors or Consultants level of expertise or past performance. However it does review profiles for completeness, clarity, common sense accuracy and truthfulness. Without limiting the foregoing, the Company does not independently verify that Contractors and Consultants are bona fide, that they are actually available for work contracts, and that Contractors and Consultants have the right to work or are eligible to work in the United States. All such verifications and similar "due diligence" are the sole responsibility of the Recruiter/Sponsor/CRO.
Contract Monitors makes no representations that a Contractor matching a Recruiter/Sponsor/CRO's needs can be located or retained.
The Company does not receive payment or commissions from its Contractors and Consultants for creating or maintaining profiles.
While the Company does perform some minimal screening of Contractors and Consultants and Consultants, such screening is done solely for the benefit of the Company. Recruiters/Sponsors/CROs may not rely on such internal screening and must perform their own "due diligence."
The Company does not provide drug screening of Contractors and Consultants.
Contract Monitors will not participate and in no way assumes any role in negotiation or formation of a contract or legal relationship between Recruiters/Sponsors/CROs and Contractors and Consultants. Contract Monitors will under no circumstances become involved in any way, and will not become a party to, a contract agreed upon and executed between any of its Contractors and Consultants and any of its registered Recruiters/Sponsors/CROs.

9. TERMINATION
The Company may, without notice, and for any reason or no reason whatsoever and without liability to the User for direct or consequential damages terminate the User's access and use of these Services and block or remove, discard and delete any and all communications, postings, or other content placed on this web site by the User if: (i) any information provided by the User is untrue, inaccurate, incomplete, or not up to date; (ii) if the User has violated these Terms and Conditions, as amended from time to time; or (iii) if the User has violated the rights of the Company or others.
In addition, the Company reserves the right, in its sole and absolute discretion, for any reason or no reason whatsoever and without liability to the User for direct or consequential damages, to terminate the User's ability to access these Services and this web site. If the Company terminates a User without reason, the Company will return the pro-rated portion of any fee paid by the User.
The Company also reserves the right at all times to disclose any information posted by the User or provided to the Company as necessary to satisfy any law, rule, regulation, governmental request or legal process, or to edit, refuse to post or to remove any information, in whole or in part, that in the Company's sole discretion is objectionable or in violation of these Terms and Conditions, or if the Company is unable to verify or authenticate any information submitted by the User to register with the web site.

10. USE OF INFORMATION, PRIVACY AND SECURITY
The Company maintains a Privacy Policy with respect to its use of information about the User that is disclosed by the User in connection with the use of Services and information about the User's use of Services. You may view the Company's Privacy Policy by clicking here.
To enable the Company to use and publish information that the User may choose to make publicly available on the web site you grant the Company a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable (through multiple tiers) right (including any moral rights) and license to use, reproduce, modify, adapt, publish, perform, prepare derivative works from, distribute, and display the profiles of Contractors and Consultants (in whole or in part) and to incorporate these profiles in other works in any other form, media or technology now known or later developed, for the full term of any rights that may exist in the User. The Company will use these profiles in accordance with its Privacy Policy.

11. PASSWORD
The User will select a username and password upon completing the registration process. The User is responsible for maintaining the confidentiality of the username and password and for all activities in connection with the User's username and password. The User must immediately notify the Company of any unauthorized use of the User's username and password or any other breach of security.
12. LINKS TO OTHER SITES
The Web site may contain links to other third party web sites. These links are provided solely as a convenience to the User. The Company is not responsible for the availability of such external third party sites and is not responsible or liable for any content, advertising, services, product, or other material on or available from such third party sites or for any damages caused by or in connection with such content, advertising, service, product, or other material available from such third party sites. Your access to such third party sites is done at your own risk and peril.

13. THE COMPANY'S PROPRIETARY RIGHTS
Information made available to the User through Services and the content of Services is protected under copyright, trademark, patent, or other laws of the United States and foreign jurisdictions. The User may use this information and content only as expressly authorized by the Company or the other proprietors of this information and content, and may not reproduce, publicly display or perform, distribute, or prepare derivative works of such information or content without express authorization of the Company or the proprietors thereof.

14. USE OF COPYRIGHTED, TRADEMARKED OR OTHER PROTECTED MATERIAL
Users will refrain from posting any information or items to the web site which are copied, in whole or in part, from third party sources without their authorization. This includes: scanning of images created by others, copying, modifying, and possibly linking to code, images, sound files, movie files, or text created by others, any other activities which would infringe the property rights of others. For further clarification, please see the U.S. Law on Copyrights, or see the websites of the U.S. Copyright Office or U.S. Trademark Office.
If a User or visitor to the web site believes its copyright, trademark or other property rights have been violated by a posting on the web site, the User or visitor should send notification to contact the web site immediately. To be effective, the notification must include:
1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed,
2. Identification of the copyrighted work claimed to have been infringed,
3. Identification of the material that is claimed to be infringing or to be subject to infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material,
4. Information reasonably sufficient to permit the Company to contact the complaining party, such as address, telephone number, and, if available, an electronic mail address,
5. A statement that the complaining party has 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,
6. A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
The Company will then take appropriate remedial action, which may include the removal of said infringing material or items from this web site. Please make all notifications of alleged infringements promptly and allow the Company at least 48 hours to review, and if appropriate, remove the infringing materials or items.
The Company is not responsible for material that is copied from the User's postings. For the User's protection, the Company advises the User to obtain a copyright registration or other relevant protection for any and all material and items uploaded to the User's registration. (See http://www.loc.gov/copyright/)

15. RECRUITER/SPONSOR/CRO RESTRICTIONS
Recruiters/Sponsors/CROs and other Users shall not download or otherwise use any of the information on this web site database for recruiting Contractors and/or Consultants for a fee or for a purpose not authorized under these Terms and Conditions. Purposes that are not authorized include, but are not limited to, competing with the Company for the listing of Contractors and Consultants, reproducing any part of the database for the purpose of recruiting Contractors and Consultants for the benefit of any registered company or Recruiter/Sponsor/CRO, and for any purpose other than using this web site to find independent clinical professionals for the Recruiter/Sponsor/CRO's own use. Any unauthorized use of this web site shall be a breach of these Terms and Conditions and subject to injunctive relief. Users agree that the violations of the terms of this Paragraph shall constitute irreparable harm to the Company that cannot be completely satisfied by monetary damages. Users further agree that all such violations shall be subject to both injunctive relief as well as monetary damages.

16. INDEMNITY
The User shall indemnify and hold the Company, and its subsidiaries, affiliates, partners, officers, agents, and employees, harmless, including the costs of legal representation, from any claim, third-party claim, demand, action, loss, cost, and expense, including, without limitation, reasonable attorney's fees, arising out of or in connection with the User's use of Services, the User's breach of any representation or warranty in the Terms and Conditions, the User 's violation or breach of the Terms and Conditions, or the User's violation or infringement of the rights of others.

17. DISCLAIMER OF WARRANTIES
USE OF SERVICES IS AT THE USER'S SOLE DISCRETION AND RISK. SERVICES IS PROVIDED "AS IS" AND "AS AVAILABLE".
THE COMPANY MAKES NO WARRANTY THAT SERVICES WILL BE UNINTERRUPTED, SECURE, FREE OF VIRUSES OR OTHER MECHANISMS, OR ERROR FREE.
THE COMPANY MAKES NO WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES, AS TO THE RESULTS OF ANY STUDY UNDERTAKEN BY CONTRACTORS, CONSULTANTS OR RECRUITERS/SPONSORS/CROS/CROS OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SERVICES OF THIS WEB SITE. THE COMPANY MAKES NO WARRANTY REGARDING ANY TRANSACTION ENTERED INTO BY CONTRACTORS, CONSULTANTS AND RECRUITERS/SPONSORS/CROS/CROS.
THE COMPANY DOES NOT WARRANT THAT USERS OF THE SERVICES ARE LICENSED OR CERTIFIED TO PRACTICE IN ANY JURISDICTION; AND THAT CONTRACTORS AND CONSULTANTS HAVE THE RIGHT TO WORK OR ARE ELIGIBLE TO WORK IN THE UNITED STATES. NOR DOES THE COMPANY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE WEB SITE OR ITS CONTENT OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH USE OF THE WEB SITE.
ANY CONTENT AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THIS WEB SITE IS AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH CONTENT AND/OR DATA.
THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

18. LIMITATION OF LIABILITY
THE COMPANY SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, SPECIAL, OR CONSEQUENTIAL DAMAGES OF WHATEVER KIND AND HOWEVER CAUSED, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, EVEN IF THE COMPANY KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM THE USE OR THE INABILITY TO USE THE SERVICES, OR THE INTERRUPTION, SUSPENSION OR TERMINATION OF THE SERVICES, OR THE PROCUREMENT OF SUBSTITUTE GOODS OR THE SERVICES, FOR ANY PRODUCTS OR THE SERVICES PURCHASED OR OBTAINED OR INFORMATION RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH THE SERVICES.
UNDER PARAGRAPH 1, ABOVE, THE TERM "USER" INCLUDES THOSE WHO USE THE SERVICES OF THIS WEB SITE WITHOUT PERMISSION. USERS WHO USE THIS WEB SITE WITHOUT PERMISSION WAS SUBJECT TO THE OBLIGATIONS OF USERS UNDER THESE TERMS AND CONDITIONS BUT SHALL HAVE NO LEGAL RIGHTS WHATSOEVER UNDER THESE TERMS AND CONDITIONS.
THE INFORMATION CONTAINED IN THIS WEB SITE IS SOLELY FOR THE USE OF USERS WHO HAVE RECEIVED PERMISSION TO USE THIS WEB SITE, FOLLOWING REGISTRATION UNDER PARAGRAPH 3, ABOVE. THUS, THE COMPANY HAS NO LEGAL OBLIGATIONS WHATSOEVER TOWARDS THIRD PARTIES WHO OBTAIN INFORMATION DERIVED FROM THIS WEB SITE EITHER DIRECTLY OR INDIRECTLY FROM USERS IN VIOLATION OF THESE TERMS AND CONDITIONS.

19. MISCELLANEOUS
The Terms and Conditions shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts, excluding its conflict of laws rules. The Company and the User expressly agree that the exclusive remedy for any claim or action arising out of or relating to these Terms and Conditions or the use of this web site shall be through binding arbitration according to the practices and procedures of the American Arbitration Association. All such arbitration shall be conducted at the offices of the American Arbitration Association located in Boston, Massachusetts. The Company and the User further agree to submit (i) to the personal jurisdiction of said American Arbitration Association for the purpose of arbitrating any such claim or action; and (ii) to the personal jurisdiction of the courts of the Commonwealth of Massachusetts, County of Suffolk and to the United States District Court located in Boston, Massachusetts in connection with (a) any motions in court to compel arbitration under these Terms and Conditions; (b) the enforcement by the courts of any arbitration awards and orders arising from such arbitration; and (c) any other litigation connected to the arbitration process before the American Arbitration Association.
If any provision of these Terms and Conditions is held to be invalid or unenforceable, that provision shall be enforced to the maximum extent permissible and the remaining provisions of the Terms and Conditions shall remain in full force and effect.
The paragraph headings are for convenience only and shall have no effect upon the meaning of the paragraph.
The User acknowledges that by submitting communications to the Company and using the Services, no confidential, fiduciary, contractually implied, or other relationship is created between the User and the Company other than pursuant to these Terms and Conditions. In addition, in making use of Services, no agency, partnership, joint venture or employee-employer relationship is intended or created.
No waiver of any of the Terms and Conditions shall be deemed a further or continuing waiver of such Terms and Conditions or any other term.
These Terms and Conditions constitute the entire agreement between the User and the Company with respect to the use of the Services and this web site, superceding any prior agreements.