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AUTHORIZATION, CONSENT, WAIVER, AND CONFIDENTIALITY AGREEMENT

This Research Participation Authorization, Consent, Waiver, and Confidentiality Agreement (“Agreement”) is by and between You and Insight. Insight and You agree to the following terms and conditions for Your participation in the research project, focus group or discussion session being conduct by or with Insight.

1.     Scope. Insight has entered into Master Service Agreements or Master Vendor Agreements with certain of its clients. Pursuant to those Master Service Agreements or Master Vendor Agreements, Insight has also entered into Statements of Work for those clients whereby it has agreed to perform certain research projects, focus groups or discussion sessions for its clients. Insight has sought participants to enroll in these research projects, focus groups or discussion sessions. You have agreed to voluntarily participate in a research project, focus group or discussion session being conducted by or with Insight on behalf of named or unnamed corporations or entities that are clients of Insight subject to the terms and conditions of this Agreement.

2.     Definitions. When used in this Agreement, the following terms shall have the meaning hereunder described:

“Confidential Information” shall have the meaning ascribed to such term in the “Confidential and Privacy” section below.

“You”, “Your”, or “Yourself” means the person that has entered into this Agreement with Us and Your former, current, and future administrators, assigns, agents, heirs, and representatives.

”We,” “Us” or “Insight” means Insight Consulting Group of Chicago, Illinois, that accepts this Agreement and its former, current, and future officers, directors, stockholders, employees, agents, representatives, partners, managers, predecessors, successors, parents, subsidiaries, affiliates, assigns, divisions, subcontractors, or related entities.

Enrollment

You will be enrolled in the research project, focus group or discussion session after You accept this Agreement and You are accepted by Insight into the research project, focus group or discussion session. Insight may accept or decline to accept You in the research project, focus group or discussion session at its sole discretion. Insight will notify You when Your enrollment is complete.
Authorization and Consent.  

1.     General. You acknowledge that You are voluntarily participating in a research project, focus group or discussion session being conducted by or with Insight, on behalf of named or unnamed corporations or entities that are Insight’s clients, and You hereby irrevocably authorize Insight to include You in any or all phases of said research and discussion. Further, You fully consent to the disclosure, use, distribution, publication, and dissemination of any results or information assembled or provided by You during the research project, focus group or discussion session. Insight and its clients are permitted at will use of anything You provide or create for the research project, focus group or discussion session, including but not limited to collages, videos, quotes, first name with last initial, age, and demographic details such as your city and state. Insight will not provide full identifying personal information such as Your full name (first and last) or Your address to its clients for disclosure, use, distribution, publication, and dissemination to third parties.
2.     Recordings, Downloading, Produced Content and Creative Work Product Consent. You acknowledge that during the research project, focus group or discussion session certain recordings, copies, or files may be made by Insight by using video, audio, photographic or other means of the recording of any and all content, information, and results of the research project, focus group or discussion session which may include You. You fully authorize, and consent to, the use and dissemination by Insight and its clients of such information and media other than that referenced in paragraph 1. above,, including, but not limited to, any work or creative product performed or tendered by You related to the research project, focus group or discussion session, as well as any and all raw and/or unedited video or audio recordings or photographs of You. All material created by You pursuant to this Agreement is the property of Insight and its clients.
3.    Rules of Engagement and Participation. You agree to respect any and all rules, guidelines, and terms of use of the research project, focus group or discussion session as set forth by Insight in this Agreement and as set forth at the research project, focus group or discussion session. You agree to provide honest and truthful responses to the questions, assignments, and any other requests for information and feedback solicited by the moderator or facilitator of the research project, focus group or discussion session. You agree to restrict responses and conversations to the limits of the request for engagement made by the research project, focus group or discussion session facilitator. You agree to conduct Yourself at the research project, focus group or discussion session in a civil and professional manner, and You must not conduct Yourself in any manner which is inappropriate for civil or public discussion. You agree to respect other members, their backgrounds, their comments or information provided, and to contribute to a safe, civil, and open environment for dialogue. You agree to directly notify Insight if You believe another research project, focus group or discussion session participant has violated any Rules of Engagement and Participation.
4.     Disclosure of Personally Identifiable Information. By participating in this research project, focus group, or discussion session, you acknowledge and agree that your personally identifiable information, as well as the personally identifiable information of your patient, including name, symptoms, treatments, and other characteristics unique to you may be collected by Insight and shared with Insight’s clients. The Health Insurance Portability and Accountability Act of 1996 (HIPAA) regulates “Covered Entities,” as defined by HIPAA, and provides data subjects with numerous rights and protections regarding their “Protected Health Information.” You acknowledge and agree that this Agreement is not subject to the rights and protections afforded by HIPAA because Protected Health Information, as that term is defined by HIPAA, is not anticipated to be disclosed or provided to Insight. Insight does not desire, nor require the disclosure of Protected Health Information as part of this research project, focus group, or session. In the event of any incidental or unauthorized disclosure or production of Protected Health Information, Insight agrees to properly and securely dispose of such Protected Health Information. You represent and warrant that you have all necessary authority to disclose any and all information that you provide to Insight as part of the research project. You also acknowledge and agree that you will refrain from sharing Protected Health Information, as defined by HIPAA, with Insight.
5.     Waiver of Privilege. Some states and jurisdictions provide patients with a legal privilege to maintain the confidentiality of any communications shared with their physician. As part of such “physician-patient privileges,” patients are entitled to withhold certain information shared with their physician from requesting parties. By participating in the research project, you acknowledge and agree that you may be waiving protections of privilege held by patients in certain U.S. jurisdictions. If you are unsure whether participation in the research project will waive your patient’s right to physician-patient privilege, please consult your attorney.
Compensation

1.     General Incentives. You understand and accept that participation in the research project, focus group or discussion session will be compensated on an incentive system, based upon Your engagement in the research project, focus group or discussion session, as determined by Insight. You accept that Insight has the authority to determine the value in Your content and information, and any other efforts related to the research project, focus group or discussion session. You understand and accept that incentives will be translated to PayPal payments, Amazon payments, or checks, which will be disbursed at the conclusion of the research project, focus group or discussion session. As consideration for the time you are taking to participate in this market research and for your performance of the obligations under this Agreement, we shall pay you an amount of $150

2.     Independent Contractor/Taxes.
i. You are an independent contractor. This Agreement does not create an employer-employee relationship, partnership, joint venture, agency relationship or fiduciary relationship and does not create a franchise. Neither party shall have the authority to make any agreement or incur any liability on behalf of the other.

ii. You are responsible for your own taxes. If you earn over Six Hundred Dollars and 00/100 cents ($600.00) in one (1) year, Insight will provide You with a 1099 Form.

3.     Moderation of Forum and Termination of Participation. Insight has the sole right and responsibility to moderate and monitor the research project, focus group or discussion session. Insight may, at its sole discretion, refuse, modify, or remove any research project, focus group or discussion session content, temporarily or permanently, and exclude any participant, or terminate any research project, focus group or discussion session, or discussion within the research project, focus group or discussion session. Insight has the right, at its sole discretion, to temporarily or permanently terminate Your participation in the research project, focus group or discussion session without warning and for any reason whatsoever. Insight will not be responsible to You for any costs or damages that are a direct result of the termination. However, We will pay You compensation that is rightfully owed to You pursuant to the “Compensation” paragraph above, if any. When this Agreement is no longer in effect, You must immediately stop using any rights and benefits granted by this Agreement and the research project, focus group or discussion session. Within ten (10) days of termination and at Insight’s sole discretion, You will either (i) return all documents and materials (including any and all copies) containing client information, You received as a result of this Agreement together with all other Insight materials and property in your possession or under your control or (ii) destroy all specified documents and Insight materials (including any and all copies).
Waiver.  You hereby waive all claims to ownership or rights of any nature to any of the images, information, audio recordings, video recordings, intellectual property or work product You provide or create for the research project, focus group or discussion session. You further waive any rights or claims of privacy or compensation of any nature in connection with such use of same. Moreover, You waive any rights or claims to inspect or approve the finished version(s), including written copy of the same that may be provided by Insight to its clients, and then used by the clients on their respective websites.

Confidentiality And Privacy. You agree to maintain the confidentiality of any information submitted by Insight or disclosed during the research project or any focus group or discussion sessions, including but not limited to  opinions exchanged, information or materials provided, the identity of products, services, or the providers thereof. You agree that any Confidential Information shall not, without the prior written consent of Insight, be revealed by You to any third party and shall not otherwise be utilized by You for any purposes whatsoever not connected with the research project or any focus group or discussion sessions.  You acknowledge that this confidentiality provision prohibits You from posting any Confidential Information from the research project, focus group or discussion sessions on any and all social media sites. You acknowledge that disclosure of such Confidential Information would likely result in significant and irreparable harm to the entities for whom the research is being performed (Insight’s clients), and thereby to Insight as well.  The obligation to maintain the confidentiality of the Confidential Information shall survive termination of this Agreement and shall continue until such time as the information becomes of general knowledge through the acts of Insight or of an independent third party, or when such information is in the public domain.

Limitations Of Liability And Indemnification

1.     You agree to observe and obey all posted rules and warnings, and further agree to follow any oral instructions or directions given by Insight, or the employees, representatives or agents of Insight.

2.     You recognize that there are certain inherent risks associated with the above described activity and you assume full responsibility for personal injury to You, and agree to indemnify, defend and hold Insight harmless from and against any and losses, damages, claims, liabilities and costs arising out of Your participation in the research project, focus group or discussion session and use of or presence upon the facilities of Insight, whether caused by the fault of You, Insight, or other third parties.

3.     You also agree to indemnify, defend and hold Insight harmless from and against any and all losses, claims, causes of action, damages, liabilities, judgments, costs, or expenses, including attorney’s fees and other litigation costs, which in any way arise from Your breach of this Agreement.

4.     You shall use Your best efforts to cooperate with us in the defense of any claim. Insight reserves the right, at its own expense, to employ separate counsel and assume the exclusive defense and control of any matter otherwise subject to indemnification by You.
General

1.     Entire Agreement. This Agreement shall constitute the entire agreement between the parties with respect to the subject matter herein. This Agreement supersedes any and all prior contemporaneous writings, representations, agreements, and undertakings, whether oral or in writing, made between the parties and constitutes the entire understanding an agreement of the parties relating to the subject matter hereof. This Agreement may not be amended, altered, or otherwise modified except in writing and signed by the duly authorized representatives of the parties. No waiver of any term, condition or default of this Agreement shall be construed as a waiver of any other term, condition or default.

2.     Applicable Law; Attorney’s Fees. This Agreement and the rights and obligations of the parties hereto, shall be governed by and construed in accordance with the internal laws of the State of Illinois and the United States of America, without regard to any conflicts of laws principles. The parties hereby consent to the jurisdiction and venue of the courts of the State of Illinois, including the U.S. District Court for the Northern District of Illinois, for any disputes or controversies arising out of, or in connection herewith, or in the application of any of its provisions. This choice of jurisdiction and venue does not prevent Insight from seeking injunctive relief with respect to a violation of the confidentiality obligations, or enforcement of recognition of any award or order in any appropriate jurisdiction. If either party commences litigation in connection with this Agreement, the prevailing party will be entitled to recover its reasonable attorney’s fees, costs and other expenses.

3.     Assignment. This Agreement may not be transferred, assigned or delegated, whether voluntarily or by operation of law or otherwise by either party without the prior written consent of the other.

4.     Severability. The parties intend that if for any reason, any specific part, term, section or provision of this Agreement is determined to be illegal, invalid or unenforceable in whole or in part, such provision shall be fully severable and this Agreement shall be construed and enforced as if such illegal, invalid or unenforceable provision never comprised a part of this Agreement. The remaining valid and legal portions of this Agreement shall remain in full force and effect and shall be fully enforced and not affected by the illegal, invalid or unenforceable provision or by its severance from this Agreement.

5.     Headings. The headings or captions used in this Agreement are used for purposes of convenience and shall not be deemed binding upon the parties for purposes of interpretation of this Agreement.

6.     Waiver. A party’s tolerance with respect to a breach by the other party of any provision of this Agreement may not be treated as such party’s acceptance or waiver of its rights with respect to the same or any subsequent breach by the other party whether of the same or of any other provision.

Question Title

* 1. By submitting this form you are indicating that you have read the description of the study and the terms above. Selecting Yes will indicate that you agree to the terms as described.

Question Title

* 2. Contact and Mailing Information

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