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THIS WEB SITE. BY USING THIS SITE (e.g, CLICKING ONTO OR VIEWING THIS SITE) YOU
AGREE TO THE TERMS OF THIS AGREEMENT AS IF YOU SIGNED THIS AGREEMENT. IF YOU DO
NOT AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT, DO NOT USE THIS WEB SITE.
1. License to Access. This Web site is owned and operated by Eceptionist, Inc. ("Company"),
which is also the licensor and Web site service provider ("Service Provider").
This Web site gives authorized users the ability to schedule appointments over the
Internet with participating health care providers. Only users who have been issued
a user id and password are granted a license by Company and Service Provider to
access this Web site. This license is a limited, non-exclusive, non-assignable and
non-transferable license to access and use this Web site (the "Service")
according to the terms and conditions of this Agreement.
2. Security and Validation Policy; Monitoring. This Web site has security and validation
mechanisms aimed at preventing use of the Service without proper authorization,
including user authentication through the use of passwords. If any user attempts
to circumvent the security and validation system or misrepresents his or her identity
at any time, the user will be denied access to the Service. You agree to keep confidential
and not share with any other user any password, user id or other device assigned
to you and designed to control the access of unauthorized persons to the Service.
If at any time you learn or suspect that your password has been disclosed or otherwise
made known to any person other than yourself, you agree to immediately notify Company.
Company and Service Provider reserve the right to, and may from time to time, monitor
the information transmitted or received through the Web site, and without further
notice to you, may (but is not obligated to) review, censor or prohibit the transmission
or receipt of any information which they deem inappropriate or in violation of any
term of this Agreement.
3. Ownership. The content of the Web site, including the text and images and their
arrangement (collectively "the Information"), is either owned by Company
or Service Provider or licensed by Company or Service Provider. This Web site also
contains references or trademarks or service marks owned by Company, Service Provider
and other third party entities which are not affiliated with Company, including
"Eceptionist®," which is a registered trademark of Service Provider.
Further, the Eceptionist® scheduling application contains certain software
components licensed to Service Provider by third parties, including software developed
by Advantys © 2001 ADVANTYS. All rights reserved.
4. Restrictions on Use. Nothing in this Agreement shall be construed as transferring
or assigning any ownership rights in the Information to you or any other person
or entity. You may use the Information solely for using the Service. You may not
copy, reproduce, republish, upload, post, transmit, adapt, distribute, commercially
exploit, publicly display or create derivative works of the Information or any portion
of the Information in any manner whatsoever without Company's and/or Service Provider's
prior written consent. You agree not to post or transmit any information through
the Web site which (a) infringes the rights of others or violates their privacy
or publicity rights, (b) is unlawful, threatening, abusive, defamatory, libelous,
vulgar, obscene, profane, indecent or otherwise objectionable, or (c) is protected
by copyright, trademark or other proprietary right without the express permission
of the owner of such right. You shall be solely liable for any damages resulting
from any infringement of copyright, trademark or other proprietary right, or any
other harm resulting from any uploading, posting or submission.
5. Additional Restrictions on Use. In using the Service, you acknowledge and agree
that the Eceptionist® scheduling application is licensed to Company by Service
Provider and is subject to your use in accordance with the requirements of such
license (the "Eceptionist® License"), as described below.
6. Submissions. If you send us suggestions, ideas, notes, computer programs, data,
drawings, concepts or other information of any kind (collectively, the " Submitted
Data"), the Submitted Data shall be deemed, and shall remain, the sole and
absolute property of Company and Service Provider. None of the Submitted Data shall
be subject to any obligation of confidence on the part of Company or Service Provider,
nor shall Company or Service Provider be liable for any use or disclosure of any
Submitted Data. Company and Service Provider shall be entitled to unrestricted use
of the Submitted Data for any purpose whatsoever, commercial or otherwise, without
compensation to you. Unless otherwise provided, you hereby grant to Company, Service
Provider and their affiliates a worldwide, royalty-free, perpetual, irrevocable,
non-exclusive right and license to use, reproduce, modify, adapt, publish, translate,
create derivative works from, distribute, perform and display any Submitted Data
sent by you (in whole or in part) and to incorporate it in other works in any form,
media or technology now known or later developed.
7. Linking. You may link to the Web page referenced in Section 1, but you are not
authorized to link to any other page on this Web site without the prior express
written consent of Company and Service Provider. You may not use any of Company's
or Service Provider's proprietary logos, marks, or other distinctive graphics, video,
or audio material in your links. You may not link in any manner reasonably likely
to 1) imply affiliation with or endorsement or sponsorship by Company or Service
Provider; 2) cause confusion, mistake, or deception; 3) dilute Company's or Service
Provider's trademarks or service marks; or 4) otherwise violate United States of
America state or federal law.
8. Modification of Terms. Company and Service Provider each reserve the right to
modify the terms and conditions of this Agreement and the Service. All changes to
this Agreement shall be displayed online at this location and shall be effective
upon display. You agree to review the terms and conditions of this Agreement periodically
to be aware of such changes.
Web site for a description of the types of information that Service Provider may
collect and disclose about you, as well as your rights concerning such information.
You understand and agree that any information regarding the medical conditions and
medical histories of the patients for whom appointments are scheduled using the
Service, under applicable federal and state law, is deemed to be confidential medical
information of the patient and may not be disclosed by you, except in accordance
with applicable law. You shall be solely liable for any damages resulting from your
failure to comply with this Section 9.
10. Termination. Company or Service Provider may terminate this Agreement and/or
the provision of the Service at any time for any reason, including any improper
use of this Web site or the Service or failure to comply with the terms of this
Agreement. Termination or cancellation of this Agreement shall not affect any right
or relief to which Company or Service Provider may be entitled, at law or in equity.
Upon termination of this Agreement, all rights granted to you will terminate and
revert to Company and Service Provider, as applicable. This Agreement shall remain
in full force and effect unless terminated or cancelled by Company or Service Provider.
11. LIMITED WARRANTY. THE WEB SITE, THE SERVICE AND THE APPLICABLE LICENSES ARE
PROVIDED TO YOU ON AN "AS IS, WITH ALL FAULTS" BASIS. COMPANY, SERVICE
PROVIDER AND EACH OF THEIR AGENTS, REPRESENTATIVES AND SUBCONTRACTORS (COLLECTIVELY
"WEB SITE PARTIES") DISCLAIMS ANY WARRANTY, EXPRESS OR IMPLIED, THAT THE
INFORMATION CONTAINED IN THIS WEB SITE IS COMPLETE OR ACCURATE. WEB SITE PARTIES
EXPRESSLY DISCLAIM ANY AND ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING,
BUT NOT LIMITED TO, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR
PURPOSE. WEB SITE PARTIES DO NOT WARRANT THAT THE OPERATION OF THE WEB SITE WILL
BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED OR THAT THE WEB SITE
OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
YOU ASSUME ALL RISK OF USING THE SERVICE AND ALL RISK OF ERRORS AND/OR OMISSIONS,
INCLUDING THE USE, RELIANCE UPON, TRANSMISSION OR TRANSLATION OF ANY INFORMATION
CONTAINED IN OR GENERATED FROM THE WEB SITE, INCLUDING ANY AND ALL REPORTS, SCHEDULES
AND DOCUMENTS. FURTHER, YOU ASSUME THE ENTIRE COST OF ANY SERVICING, REPAIR OR CORRECTION
DUE TO DAMAGE PURPORTEDLY CAUSED BY YOUR USE OF THE WEB SITE.
12. LIMITATION OF LIABILITY. WEB SITE PARTIES SHALL NOT BE LIABLE IN ANY EVENT FOR
ANY FINES OR PENALTIES, OR FOR ANY SPECIAL, DIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL
DAMAGES IN CONNECTION WITH THE USE OF OR INABILITY TO USE THIS WEB SITE OR THE SERVICES.
WEB SITE PARTIES SHALL NOT BE LIABLE, REGARDLESS OF THE CAUSE OR DURATION, FOR ANY
ERRORS, INACCURACIES, OMISSIONS, OR OTHER DEFECTS IN, OR UNTIMELINESS OR LACK OF
AUTHENTICITY OF, THIS WEB SITE OR FOR ANY DELAY OR INTERRUPTION IN THE TRANSMISSION
THEREOF TO THE USER, OR FOR ANY CLAIM OR LOSS ARISING THEREFROM OR OCCASIONED THEREBY.
FURTHERMORE, WEB SITE PARTIES SHALL NOT BE LIABLE FOR ANY DAMAGES FOR LOST DATA,
USE, PROFITS, SAVINGS OR GOODWILL THAT RESULT FROM USE OF OR INABILITY TO USE THIS
WEBSITE OR THE SERVICES. THIS LIMITED LIABILITY SHALL BE COMPLETE AND EXCLUSIVE.
13. ARBITRATION. YOU AGREE THAT ANY AND ALL CONTROVERSIES OR CLAIMS ARISING OUT
OF, OR IN ANY WAY RELATING TO, THE USE OR PERFORMANCE OF THIS WEB SITE OR THE SERVICE,
WHETHER THOSE CLAIMS ARISE FROM OR CONCERN CONTRACT, WARRANTY, STATUTORY OR COMMON
LAW, WILL BE BROUGHT BY YOU AND SETTLED SOLELY BY MEANS OF FINAL AND BINDING ARBITRATION
BEFORE THE AMERICAN ARBITRATION ASSOCIATION (AAA) IN ACCORDANCE WITH THE RULES AND
PROCEDURES OF THE AAA. ANY SUCH ARBITRATION WILL BE HELD IN HOUSTON, TEXAS IN THE
UNITED STATES OF AMERICA. HOWEVER, YOU AGREE THAT WEB SITE PARTIES MAY BRING CLAIMS
AGAINST YOU IN WHATEVER MANNER THEY CHOOSE.
14. Indemnification. YOU AGREE TO RELEASE, INDEMNIFY, DEFEND AND HOLD HARMLESS WEB
SITE PARTIES FROM AND AGAINST ALL LOSSES, LIABILITIES, DAMAGES, COSTS AND EXPENSEES
(INCLUDING REASONABLE ATTORNEYS FEES) ARISING OUT OF OR RELATING TO (I) ANY NON-COMPLIANCE
BY YOU WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT, (II) ANY MISREPRESENTATION
MADE BY YOU IN CONNECTION WITH YOUR USE OF THE SERVICE, AND (III) ALL CLAIMS BROUGHT
BY ANY PERSON ARISING FROM OR RELATING TO YOUR ACCESS AND USE OF THIS WEB SITE OR
15. Attorney's Fees. If Web Site Parties (directly or through their representatives)
bring a claim against you for violating any of the provisions of this Agreement,
Web Site Parties shall be entitled to recover from you (and you agree to pay), in
addition to all sums or other relief to which they are entitled, at law or in equity,
reasonable and necessary attorney's fees and any costs of any litigation.
16. Governing Law; Limitations. This Agreement shall be governed by the laws of
the State of Texas in the United States of America, without regard to conflicts
of laws principles. To the extent allowed by applicable law, any claims or causes
of action arising from or relating to your access and use of this Web site or the
Service must be instituted within two (2) years from the date upon which such claim
or cause of action arose or was accrued.
17. Jurisdictional Issues. Unless otherwise specified, the materials in this Web
site and the material issued in conjunction with the Service are presented solely
for the purpose of using the Service within United States and its territories.
18. Severability. If any provision of this Agreement is found to be unlawful or
unenforceable in any respect, the court or arbitrator shall reform such provision
so as to render it enforceable (or, if it is not possible to reform such provision
so as to make it enforceable, then delete such provision). As so reformed or modified,
the court or arbitrator shall fully enforce this Agreement.
19. ENTIRE AGREEMENT. THIS AGREEMENT CONSTITUTES THE ENTIRE AGREEMENT BETWEEN THE
PARTIES, AND NO OTHER AGREEMENT, WRITTEN OR ORAL, EXISTS BETWEEN YOU AND COMPANY
OR SERVICE PROVIDER REGARDING THE SUBJECT MATTER OF THIS AGREEMENT.
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