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"Company" shall mean either eRx Network, LLC, or one of its subsidiaries
or affiliated companies, as appropriate, and shall refer to the particular eRx
Network legal entity hosting the Site.
"Site" means this web site or the web site of any one of eRx Network,
LLC's subsidiaries or affiliated companies, as appropriate.
"eRx Network" shall mean eRx Network, LLC, and its subsidiaries and
affiliated companies but excluding the Company.
"Customer" shall mean an authorized customer of eRx Network using an eRx
Network software product or services and has agreed to the terms of use for
these products or services.
1. Binding Agreement
Use of this Site is available only to those users who are in compliance and
agreement with these terms and conditions of use as well as the other terms and
conditions referenced elsewhere on this Site. Please note that by accessing,
viewing using, or downloading materials from the Site, you agree to be legally
bound by all of the terms, conditions and notices contained or referenced
herein.
2. License and Site Access
Subject to these terms and conditions and all applicable laws and regulations,
the Company grants you a non-exclusive, non-transferable, personal, limited
license to download, access, view, use and display this Site and the text,
graphics, content, information, audio, video and other services (the
"Materials"), which the Company makes available to you from time to time on the
terms and conditions set forth in this Agreement. This authorization is not a
transfer of title to the Site or the Materials contained herein, and any
downloading, modification, reproduction, copying or redistribution for
commercial purposes of any information or Materials or design elements of the
Site is strictly prohibited without the prior written consent of the Company.
Requests for permission to reproduce any information contained on this Site
should be addressed to the Company at the address provided under "contact us"
on this Site. Notwithstanding the above, the Company authorizes you to make one
(1) electronic or paper copy of the information posted on any page of the Site,
provided that the copy is used solely for non-commercial, personal purposes,
and further provided that any such copy remains protected by all copyright,
trademarks, Site marks, and other proprietary notices and legends contained on
the Site.
This license does not include the right to modify this Site, or any portion of
it, except with the express written consent of the Company. Any resale or
commercial use of this Site or its contents; any collection and use of any
product or service listings, descriptions, or prices; any derivative use of
this Site or its contents; any downloading or copying of account information
for the benefit of another merchant; or any use of data mining, robots, or
similar data gathering and extraction rules is prohibited.
You agree to all additional restrictions displayed on the Site as it may be
updated from time to time. You agree to use this Site for lawful purposes only,
and shall not post or transmit any information or material which in any way
infringes or violates the rights of others or which is unlawful, defamatory,
threatening, invasive of privacy or publicity, obscene, harassing or otherwise
objectionable.
3. Ownership
You have no ownership rights in the Site or in the Materials. Rather, you have a
license to download, access, view, use and display this Site and the Materials
as long as this Agreement remains in full force and effect. Unless otherwise
noted, ownership of the Site and the Materials and all intellectual property
rights therein shall remain at all times with the Company or their respective
owners.
4. Your Account
Registration on this Site is restricted to individuals 18 years of age and
older. If you are a registered user of this Site, you are responsible for
maintaining the confidentiality of your account and password. If you use this
Site, you are responsible for restricting access to your computer, and you
agree to accept responsibility for all activities that occur under your account
or password. The Company reserves the right to refuse service, terminate
accounts, or remove or edit content in its sole discretion.
5. Disclaimer
YOU EXPRESSLY AGREE THAT YOUR USE OF THIS SITE IS AT YOUR SOLE RISK. THE SITE,
MATERIALS, CONTENT, RELATED COMMUNICATIONS AND SOFTWARE MADE AVAILABLE ON THE
SITE ARE PROVIDED "AS IS" WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY
KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF
MERCHANTABILITY, NON-INFRINGEMENT, OR FITNESS FOR PARTICULAR PURPOSE. SOME
JURISDICTIONS DO NOT ALLOW FOR THE EXCLUSION OF IMPLIED WARRANTIES, SO THE
ABOVE EXCLUSIONS OF IMPLIED WARRANTIES MAY NOT BE APPLICABLE UNDER CERTAIN
CIRCUMSTANCES. THE COMPANY DOES NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE
MATERIALS OR CONTENT DISPLAYED OR DISTRIBUTED ON THIS SITE, INCLUDING BUT NOT
LIMITED TO THE RELIABILITY OF ANY ADVICE, STATEMENT, ADVERTISEMENT OR OTHER
INFORMATION DISPLAYED OR DISTRIBUTED THROUGH THE SITE. YOU ACKNOWLEDGE BY THE
USE OF THIS SITE THAT ANY RELIANCE ON ANY SUCH MATERIALS, CONTENT, ADVICE,
STATEMENT, ADVERTISEMENT OR INFORMATION SHALL BE AT YOUR SOLE RISK.
THE COMPANY DISCLAIMS ANY WARRANTIES FOR THE SECURITY OR RELIABILITY OF THE
MATERIALS. THE COMPANY DOES NOT ASSUME ANY RESPONSIBILITY, AND SHALL NOT BE
LIABLE FOR ANY DAMAGE TO, OR VIRUSES OR OTHER HARMFUL COMPONENTS THAT MAY
INFECT YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO,
USE, OR BROWSING OF THE SITE (INCLUDING ANY BULLETIN BOARD OR CHAT ROOM) OR
YOUR DOWNLOADING OF ANY MATERIALS FROM THE SITE.
THE MATERIALS INCLUDED IN THE SITE MAY CONTAIN INACCURACIES AND TYPOGRAPHICAL
ERRORS. THE COMPANY RESERVES THE RIGHT, IN ITS SOLE DISCRETION, TO CORRECT ANY
ERRORS OR OMISSIONS IN ANY PORTION OF THE SITE. THE COMPANY MAY MAKE ANY OTHER
CHANGES TO THE SITE, THE MATERIALS AND THE PRODUCTS, PROGRAMS, SERVICES OR
PRICES (IF ANY) DESCRIBED IN THE SITE AT ANY TIME WITHOUT NOTICE.
THE DATA ACCESSIBLE WITHIN THE SECURED PORTION OF THE SITE IS TO BE VIEWED BY
CONTRACTED CUSTOMERS AND THEIR DESIGNATES ONLY. THE COMPANY DISCLAIMS ANY
LIABILITY FOR INACCURACIES OF DATA, MISUSE BY CUSTOMER INCLUDING YOUR
DOWNLOADING OF ANY MATERIALS OR DATA FROM THE SITE.
6. Links to Third-Party Sites
The Company may provide on this Site, solely as a convenience to its users,
links to web sites operated by other entities. If you use these sites, you will
leave this Site. If you decide to visit any linked site, you do so at your own
risk and it is your responsibility to take all protective measures to guard
against viruses or other destructive elements. The Company does not make any
warranty or representation regarding, or endorse or otherwise sponsor, any
linked web sites or the information appearing thereon or any of the products or
services described thereon. Links do not imply that the Company is affiliated
or associated with the linked site, or is legally authorized to use any
trademark, trade name, logo or copyright symbol displayed in or accessible
through the links; or that any linked site is affiliated or associated with the
Company or is authorized to use any trademark, trade name, logo or copyright
symbol of the Company.
7. Third-Party Content
Any information, statements, opinions, services or other information provided by
third parties and made available on this Site are those of the respective
author(s) and not the Company. Such information and the like may be updated
from time to time directly by the respective authors. The disclaimer set forth
above applies regardless of the updating party.
8. Unsolicited Information Provided by You
The Company does not want you to, and you should not, send any confidential or
proprietary information to the Company through this Site unless specifically
requested by the Company . Please note that any unsolicited information or
material sent to the Company will be deemed not to be confidential or
proprietary. By submitting information and material to this Site, you grant to
the Company (or warrant that the owner of such information and material has
expressly granted to the Company) a royalty-free, perpetual, irrevocable,
unrestricted, right and license to use, reproduce, display, perform, modify,
adapt, publish, translate, transmit and distribute or otherwise make available
to others such information and material (in whole or in part and for any
purpose) worldwide and/or to incorporate it in other works in any form, media,
or technology now known or hereafter developed. You also agree that the Company
is free to use any ideas, concepts, know-how or techniques that you send to it
for any purpose.
The Company does not want to receive, and you are deemed to agree through the
use of this Site not to provide, any information or materials to the Company
that are defamatory, threatening, obscene, harassing, in violation of any law,
governmental requirements or otherwise unlawful, or that incorporate the
proprietary information or materials of another person or entity.
You shall not upload, post or otherwise make available on this Site any
information and material protected by copyright, trademark or other proprietary
right without the express written permission of the owner of such right(s). You
shall be solely liable for any damages resulting from any infringement of
copyright, proprietary rights, or any other harm resulting from such a
submission.
9. Notice of Copyright Infringement
We respect the intellectual property of others, and we ask our users to do the
same. To the extent that you have provided any work and if you believe that
your work has been copied and is accessible on this Site in a way that
constitutes copyright infringement, please provide the Copyright Agent (as
identified below) with the following information:
-
identification of the copyrighted work claimed to have been infringed;
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identification of the allegedly infringing material on the Site that is
requested to be removed;
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your name, address and daytime telephone number, and an email address if
available, so that the Company may contact you if necessary;
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a statement that you have a good faith belief that use of the copyrighted work
is not authorized by the copyright owner, its agent or the law;
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a statement that the information in the notification is accurate and, under
penalty of perjury, that the signatory is authorized to act on behalf of the
owner of an exclusive copyright right that is allegedly infringed; and
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an electronic or physical signature of the copyright owner or someone authorized
on the owner's behalf to assert infringement of copyright and to submit the
statement.
The Copyright Agent for Notice of claims of copyright infringement on the Site
can be reached at the address set forth under "contact us" on this Site.
If the Company is notified of any claims of copyright infringement on the Site,
it may investigate the allegation and determine in good faith and at its sole
discretion whether to remove or request the removal of the work or material.
The Company has no liability or responsibility to users for performance or
nonperformance of such activities.
10. Limitation of Liability
YOUR USE AND BROWSING OF THE SITE IS AT YOUR RISK. IF YOU ARE DISSATISFIED WITH
ANY OF THE SOFTWARE, MATERIALS, PRODUCTS OR SERVICES CONTAINED IN THE SITE, OR
WITH ANY OF THESE TERMS AND CONDITIONS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO
REQUEST THE REMOVAL OF YOUR CONTENT FROM THE SITE AND/OR TO DISCONTINUE
ACCESSING AND USING THE SITE.
UNDER NO CIRCUMSTANCES WILL THE COMPANY OR ITS SUPPLIERS OR OTHER THIRD PARTIES
MENTIONED ON, OR INVOLVED IN CREATING, PRODUCING, OR DELIVERING THIS SITE BE
LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INCIDENTAL OR CONSEQUENTIAL
DAMAGES (INCLUDING, WITHOUT LIMITATION, INDIRECT, SPECIAL, PUNITIVE OR
EXEMPLARY DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, BUSINESS INTERRUPTION
OR LOSS OF BUSINESS INFORMATION OR DATA) ARISING OUT OF YOUR ACCESS TO, USE OF,
INABILITY TO USE OR THE RESULTS OF USE OF THIS SITE OR THE MATERIALS, ANY WEB
SITES LINKED TO THIS SITE, OR ANY MATERIALS CONTAINED AT ANY OR ALL SUCH SITES
(INCLUDING BUT NOT LIMITED TO THOSE CAUSED BY OR RESULTING FROM A FAILURE OF
PERFORMANCE; ERROR; OMISSION; LINKING TO OTHER WEB SITES; INTERRUPTION;
DELETION; DEFECT; DELAY IN OPERATION OR TRANSMISSION; COMPUTER VIRUS;
COMMUNICATION LINE FAILURE; OR DESTRUCTION, UNAUTHORIZED ACCESS TO, ALTERATION
OF, OR USE OF ANY COMPUTER OR SYSTEM), WHETHER BASED ON WARRANTY, CONTRACT,
TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY AND WHETHER OR
NOT THE COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
THE COMPANY SHALL NOT HAVE ANY LIABILITY OR RESPONSIBILITY FOR ANY ACTS,
OMISSIONS OR CONDUCT OF ANY USER OR OTHER THIRD PARTY.
The obligations and responsibilities of the Company regarding its respective
products and services, if any, are governed solely by the terms and conditions
of sale or license under which such products and services are sold or licensed.
Copies of such terms and conditions are available from the Company.
11. Changes
All content contained herein is subject to change without notice, but the
Company has no responsibility to update any information on this Site. The
Company reserves the right to change or modify the terms and conditions
applicable to the use of this Site at any time. Such changes, modifications,
additions, or deletions to the terms and conditions of use shall be effective
immediately upon notice thereof, which may be given by any means including, but
not limited to, posting new terms and conditions on the Site. Any use of the
Site after such change or modification shall be deemed to constitute acceptance
by you of such changes, modifications, additions, or deletions. Because they
will be binding on you, you should revisit these terms from time to time.
The Company may terminate, change, suspend or discontinue any aspect of the
Site, including the availability of any features of the Site, at any time. The
Company may also impose limits on certain features and services or restrict
your access to parts of the Site without notice or liability.
12. Termination
This Agreement and the licenses granted herein will terminate automatically and
without notice if you fail to comply with any term or condition of this
Agreement; provided, however, that all provisions relating to disclaimers,
limitation of liability, copyright, trademarks and other proprietary rights of
the Company shall survive the termination of this Agreement.
13. International Users and Export Restrictions
This Site is administered by the Company from its offices within the United
States of America. The Company does not make any representation that all
products, services or programs, if any, are available in your country or that
materials published at this Site are appropriate or legally available for use
at locations outside of the United States. Access to such materials from
territories where their contents are illegal is prohibited. You may not use the
Site or transfer, download or use any information or materials in violation of
U. S. laws and regulations, including those relating to export controls. This
Agreement is expressly made subject to any laws, regulations, orders, or other
restrictions on the export from the United States of the Materials or
information about the Materials that may be imposed from time to time by the
government of the United States. You shall not export the Materials or
information about the Materials without the consent of the Company and
compliance with such laws, regulations, orders or other restrictions. If you
access the Site from a location outside of the United States, you are
responsible for compliance with all local laws. By your use of this Site, you
represent and warrant to the Company that you are in compliance with all laws
applicable to your use of this Site.
14. Choice of Law and Forum
These terms and conditions of use and any dispute between you and the Company
arising out of or related to this Agreement or your use of this Site (the
"Disputes") shall be construed, interpreted and governed by the laws of the
State of Texas, U.S.A., without giving effect to its conflict of laws
provisions. The state and federal courts located in the State of Texas shall
have exclusive jurisdiction and be the exclusive venue for the Disputes and you
consent to the personal and exclusive jurisdiction and venue of these courts in
connection with the Disputes. You must commence any claim or cause of action
that you may have with respect to the Disputes by filing only in these courts
within one (1) year after the claim or cause of action arises.
15. Entire Agreement
These terms and conditions shall constitute the entire agreement between the
Company and you and supersedes any previous oral, written or electronic
communications or documents with respect to the subject matter herein. If any
part of this Agreement is found invalid or unenforceable by a court of
competent jurisdiction, that provision shall be enforced to the maximum extent
permissible so as to effect the intent of the parties, and the remainder of
this Agreement shall continue in full force and effect.
16. Copyright
This Site, including all information and Materials contained in it, are
copyrighted and protected by worldwide copyright, trademark and other laws and
treaty provisions. You agree to comply with all copyright, trademark and other
laws worldwide in your use of this Site and to prevent any copying,
reproduction, modification, distribution, displaying, performing or
transmission in violation thereof or of these terms and conditions. Except as
expressly provided in these terms and conditions, the Company does not grant
any express or implied license or third party right to you under any patents,
trademarks, copyrights or trade secret information of the Company or of any
third party.
17. Copyright Notice
All Web Site design, text, graphics and the selection and arrangement thereof,
are the property of the Company.
18. Trademark and Site Mark Rights
All rights in the product names, company names, trademarks, trade names, Site
marks, logos, product packaging and designs of the Company or third party
products or web sites ("Company Marks"), whether or not appearing in large
print or with the trademark symbol, belong exclusively to the Company or their
respective owners and are protected under national and international trademark
and copyright laws. Users are not permitted to use the Company Marks without
the prior express written consent of the owner of such mark.
19. Transfer Restrictions
You shall not sublicense, transfer or assign this Agreement or any of the rights
or licenses granted under this Agreement. Any attempted transfer in violation
of the foregoing is void.
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