Terms of Use Agreement

Please read this Terms of Use Agreement (hereinafter the “Agreement”) carefully before clicking the “I Agree” button, accessing or using the Hologic Support Portal self-service customer support website and its Services (hereinafter the “Support Portal”).

By clicking the “I Agree” button, accessing or using the Support Portal, You are agreeing to be bound by the terms and conditions of this Agreement. If You are accepting these terms on behalf of another person or company or other legal entity, You represent and warrant that you have full authority to bind that person, company or legal entity to these terms.

If You do not agree to the terms of this Agreement, do not click on the “I Agree” button and do not access or use the Support Portal.

“You” or “Your” means the person or entity who is being registered to use the Support Portal [in association with the sales, service or loaner agreements entered into by You or Your entity].  By registering, You acknowledge that you are a customer, dealer, or prospective customer on a trial and that You have read and accept the terms of this Agreement and Hologic Privacy Policy. “We”, “Our” and “Us” means Hologic, Inc.

The Support Portal may provide the following “Services”, which include but are not limited to  (1) Knowledgebase: Access the knowledgebase to search for technical tips, frequently asked questions; (2) Manuals: Access and download Hologic product manuals such as User Guides, Service Manuals, and QA manuals; (3) Service Requests: Submit and track the progress of Your support cases. Schedule preventive maintenance and get updates on Your service appointments; (4) Systems: View system details and entitlement information for Your Hologic systems; (5) Reports: Download Field Service Reports and Customer Service Reports for Your resolved cases and access analytical data for Your systems; (6) Fee Based Services: Request fee based services such as professional services and clinical training; (7) Downloads: (i) Access information on the latest software updates and features; and (ii) Download available updates (“Licensed Software”); and (8) Discussion Forums: Participate in discussions with Hologic employees and peers.  The forum will have a Hologic moderator and topics are predefined by Hologic. These Services are subject to modification and/or deletion.

1. Consent to Use of Content and Indemnification. You agree that We may collect and use technical data and related information, including but not limited to technical information about Your devices, products, system and application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, product support and other services to You provided under the Support Portal (collectively, “Data”). You may also voluntarily provide information, feedback, images, participate in discussion forums and other content in connection with Your use of the Support Portal (together with the Data, collectively, “Content”). You agree that We may use the Content to improve the products and services or to provide products and services to You, and You hereby grant Us a non-exclusive, worldwide, royalty-free, fully paid-up, transferable and sub-licensable license in and to the Content, including all intellectual property rights therein, for Us to use, modify and create derivative works of the same in connection with or related to any business purposes. You represent and warrant to Us that (i) You have the necessary rights to grant the licenses and rights in the Content, and (ii) the Content and Our use thereof as permitted in this Agreement will not infringe, violate or misappropriate any third party right.  You agree to indemnify, defend and hold harmless Hologic, Inc., its subsidiaries and affiliates for all damages, injuries, liabilities, costs, fees, fines, penalties and expenses, arising from or in any way related to Your violation of these terms or misuse of the Support Portal by You or third-party claims or expenses arising out of or related to the Content.
2. Rules and Restrictions.  In addition to Section 1 above, You agree to the following: You will not (i) submit or provide any personally identifiable information or personal health information; (ii) threaten, harass, abuse, slander, defame, disparage, harm or damage any party while using the Support Portal, including but not limited to Hologic, its employees and other Support Portal users; (iii) share Your user identification or password and not allow others access to the Support Portal; (iv) upload or share any advertising, promotional materials, “spam,” “junk mail,” or other unwanted items, including using the Support Portal to send automated queries to any website or to send any unsolicited commercial e-mail; (v) share or upload any viruses, Trojan horses or other harmful software programs; (vi) not use The Support Portal in any manner that could violate any federal, state or local laws, rules or regulations or other applicable laws including applicable International laws, rules and regulations; (vii) remove, alter, or obscure any proprietary notice (including any notice of copyright or trademark) of Ours or Our affiliates, partners, suppliers or licensors; (viii) use the Support Portal for any revenue generating endeavor, commercial enterprise, or other purpose for which it is not designed or intended; (ix) share or disclose any content including but not limited to information, discussion content, fees, reports, user guides, manuals, documentation and/or materials obtained from the Support Portal (“Support Portal Content”) with any third party as the Support Portal Content is considered Confidential Information of Ours; and (x) deviate from the topic within the discussion forum.  You will promptly notify Us if the rules and restrictions hereto are breached as soon as You become aware of such breach.
3. Suspension and Termination of a Registered User Account. We spend valuable resources to provide the Support Portal, and Your access and use of the Support Portal is a privilege and not a right. We, in Our sole discretion, may suspend or terminate access of any registered user, for any reason, including, without limitation, for lack of use, termination of your customer relationship with Us or if We believe that you have violated or acted inconsistently with the Terms of Use, including without limitation allowing third parties to use or access the Support Portal using your login information. Although We have no obligation to monitor the User Content, We reserve the right to disable accounts that are inactive for sixty (60) days. We reserve the right to determine whether User Content is appropriate. In its sole discretion, We may remove and discard any User Content or other content, in whole or in part, within the Support Portal for violation of these Terms of Use, including removal of any information that We find to be personally identifiable information, with or without notice. We reserve the right to discontinue providing the Support Portal with or without notice. We may immediately deactivate or delete your account and all related information and files related to any registered user account and/or bar any further access to such files or Support Portal. You agree that We shall not be liable to you or any third-party for any termination of your access to Support Portal.

4. Confidential Information.  For purposes of this Agreement, the term "Confidential Information" shall mean all proprietary or confidential knowledge and information which You may acquire as a result of, or in connection with Your use of the Support Portal concerning Our business, operations, strategic planning, research and development activities, including but not limited to the Support Portal Content and Licensed Software, current or proposed products, product designs, trade secrets, competitive business information, patents, patent rights, inventions, technology, copyrights, user interfaces, software (including, without limitation, source code, object code and firmware), algorithms, improvements, applications, processes, services, cost and pricing policies.  You agree that You will not at any time, divulge or disclose to anyone outside of US, or use or permit any third party to use, any such Confidential Information. You will not, during this Agreement or at any time thereafter, disclose or use or attempt to use any such Confidential Information for Your own benefit, or the benefit of any third party; nor may You use the Confidential Information in any manner which may injure or cause loss or may be calculated to injure or cause loss to Us.  You will promptly notify Us of any unauthorized use or disclosure, or suspected unauthorized use or disclosure, of Our Confidential Information of which You become aware.
5. Intellectual Property Rights and Trademarks. All content on the Support Portal, including without limitation, text, designs, graphics, logos, images, audio, video, downloads, interfaces, code and software and it compilation thereof is the exclusive property of Us and/or our licensors.  You acknowledge and agree that the Support Portal is provided under license, and not sold, to You. You do not acquire any ownership interest in the Support Portal under this Agreement, or any other rights thereto, other than to use the Support Portal in accordance the terms, conditions and restrictions under this Agreement. We reserve and shall retain all right, title and interest in and to the Support Portal and all intellectual property rights arising out of or relating to the Support Portal, except as expressly granted to You in this Agreement. You shall safeguard the Support Portal from infringement, misappropriation, theft, misuse or unauthorized access. You shall promptly notify Us if You become aware of any infringement of Our intellectual property rights in the Support Portal and fully cooperate with Us in any legal action taken to Us to enforce Our intellectual property rights.  Trademarks, logos and service marks found in the Support Portal are registered and unregistered trademarks of Us and/or Our licensors and nothing on the Support Portal shall be construed as granting You any license or right to use any trademark, logo or service mark. 
6. Disclaimer and Limitations.  THE SUPPORT PORTAL has been made to offer the most current, accurate, and clearly expressed information as possible. However, inadvertent errors and/or changes in information may occur at any time. In particular but without limiting anything here, We disclaim any responsibility for typographical errors and accuracy of the information that may be contained in the Support portal. The information and data included herein has been compiled by Us, and is subject to change without notice to You. We make no warranties or representations whatsoever regarding the quality, content, completeness, suitability, adequacy, sequence, accuracy, or timeliness of such information and data.

The services, information, and data made available at THE SUPPORT PORTAL are provided "as is" without warranties of any kind. If misleading, inaccurate or otherwise inappropriate information is brought to Our attention, a reasonable effort will be made to fix or remove it. Such concerns may be addressed by notifying MY.Support@hologic.com.

In no event will We be liable to any party for any direct, indirect, special or other consequential damages arising out of or in connection with the use or inability to use THE SUPPORT PORTAL or any content, information, documentation, material etc. associated with THE SUPPORT PORTAL, including but not limited to any interruption in business, LOSs OF DATA, loss profits, whether based in tort, contract or other legal theory, even if advised of the possibility thereof. 

7. Links to Third Parties’ Web Sites and Third Party Content.  There are links and pointers to third party Internet websites contained on the Support Portal. These sites referenced or linked from the Support Portal may not be under Our control. We do not intend these third party links to be referrals or endorsements of the linked entities and are provided for convenience only. Each individual site has its own set of policies with regard to information contained within the site. You assume sole responsibility for use of third party links and pointers.  Content from discussion forums from other third party registered users might be available.  We do not have an obligation to verify the credentials of any registered user or to verify the accuracy of what is provided on the Support Portal.  Views expressed by You and other users are not endorsed by Us. 
8. General.

1. Governing Law and Jurisdiction. Upon acceptance of these terms, this Agreement is governed by the laws of the Commonwealth of Massachusetts, without regard to any conflict of law principles to the contrary. You hereby irrevocably consent to jurisdiction of the state and federal courts located in Boston, Massachusetts with respect to any proceeding regarding this Agreement or the Licensed Software. The 1980 UN Convention for the International Sale of Goods or any successor thereto does not apply to this Agreement. You will not prosecute any action, suit, proceeding or claim arising under or by reason of this Agreement, the Licensed Software or the Support Portal except in such courts.
2. Severability. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Agreement will remain in full force and effect, and the remaining provisions will be amended to achieve as closely as possible the effect of the original term and all other provisions of this Agreement will continue in full force.
3. Assignment. You may not assign or otherwise transfer the Support Portal, the Licensed Software or this Agreement, or assign, sub-license or otherwise transfer any of Your rights under this Agreement without the prior written consent of Us, and any attempted assignment without such consent will be void.
4. Revisions to this Agreement.  We may at any time revise the terms of this Agreement by updating these terms and by providing notice to You of that change.
5. Entire Agreement. This Agreement sets forth Our entire agreement with respect to Your use of the Support Portal and its Services and supersedes all prior and contemporaneous understandings and agreements with respect to the Agreement and Your use thereof whether written or oral.