PRIVACY & USE OF TERMS STATEMENTS




Privacy Statement Summary

MedSecurePro respects your privacy. This Privacy Statement informs you of our privacy practices and of the choices you can make about the way your information is collected online and how that information is used. This statement is readily available on our home page and at the bottom of every MedSecurePro Web page. In the development of MedSecurePro's privacy policies and standards, we respect and take into account all major principles and frameworks around the world, including the OECD Guidelines on the Protection of Privacy and Transborder Flows, EU Directive 95/46/EC, APEC Privacy Framework, and the Madrid Resolution on International Privacy Standards.In compliance with the Safe Harbor Principles, MedSecurePro commits to resolve complaints about your privacy and our collection or use of your personal information.

Personal Information

MedSecurePro may collect personal information for a variety of reasons. For example, to deliver a service or a solution that you have requested, enable your participation in online activities, or personalize your experience. We will explain why we need to collect this information when we ask you for it and keep it to fulfill the purposes for which it was collected or as required by applicable laws or regulations.

Uses

MedSecurePro may use your personal information for the purpose it was collected. We will not use your personal information for a different purpose without first asking your permission. We will not share your personal information with 3rd parties nor will we allow third parties to use your personal information for a different purpose.

Choices

You may access and update your personal information and communication preferences by contacting us directly or sending us an e-mail using the provided online form.

How to contact Us

You can contact MedSecurePro by using the Contact Us form online. Please add the word - PRIVACY as a title in the text area.


Last updated: September 2015

Terms of Use

Please read these Terms of Use ("Terms") carefully before using this site. By accessing and using the MedSecurePro ("MedSecurePro") Web Sites and Materials, you acknowledge and agree to abide by the following Terms of Use. If you do not agree to these Terms, do not use the MedSecurePro Web Sites or download any Materials.

Scope of Terms

These Terms of Use are applicable to all MedSecurePro Web sites, whether a sponsored site, managed through a third party vendor or hosted by a third party (referred to hereafter as the "Web Sites"). These Terms also apply to any resources and tools provided through MedSecurePro Web Sites, including but not limited to developer tools, download areas, research areas, community forums, chat rooms, blogs, sharing sites and product information. These Terms apply to all the MedSecurePro Web Sites, both now and in the future. Hereafter, all the materials covered by these Terms of Use will be referred to as the "Materials." MedSecurePro may provide activity or program specific Terms of Service, for example when MedSecurePro provides interactive Materials and/or enables User Generated Content. If so, to the extent that these Terms do not conflict with the program specific Terms of Service, the Terms herein remain in full force and effect.

Security and Privacy

Personal Information: Information submitted to MedSecurePro through forms on the Web Sites or Materials is governed according to MedSecurePro's Privacy Policy. Member Account, Password, and Security: MedSecurePro may, from time to time, host a program or activity specific site that may require you to establish a member account and/or site password. In such cases, you are entirely responsible for maintaining the confidentiality of your password and account. Furthermore, you are entirely responsible for any and all activities that occur under your account. You agree to notify MedSecurePro immediately of any unauthorized use of your account or any other breach of security here. MedSecurePro will not be liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. However, you could be held liable for losses incurred by MedSecurePro or another party due to someone else using your account or password. You may not use anyone else's account at any time, without the permission of the account holder.

Use Terms

Personal Non-Commercial Use: This Web Site is for personal and non-commercial use. Unless otherwise specified or as provided in these Terms, you may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products or services obtained from the Materials. No Unlawful or Prohibited Use: You agree that you will not use the Web Sites or Material for any purpose that is unlawful or prohibited by these Terms of Use. You may not:

  • Upload, post, e-mail, transmit or otherwise make available any content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
  • Use the Web Sites, Materials, Services or activities to "stalk" or otherwise harass or harm another;
  • Impersonate any person or entity, including, but not limited to, an MedSecurePro official, forum leader, guide or host, or falsely state or otherwise misrepresent your affiliation with a person or entity or collect or store personal data about other users in connection with the prohibited conduct and activities;
  • Forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the Web Site or Materials;
  • Upload, post, e-mail, transmit or otherwise make available any content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
  • Upload, post, e-mail, transmit or otherwise make available any content that infringes any patent, trademark, trade secret, copyright or other proprietary rights ("Rights") of any party;
  • Upload, post, e-mail, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation;
  • Upload, post, e-mail, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
  • You may not use the Web Site or Materials in any manner that could damage, disable, overburden, or impair any MedSecurePro server, or network(s) connections, disobey any requirements, procedures, policies or regulations of networks connected to the Web Site or Materials or interfere with any other party's use and enjoyment of the Web Sites or Materials;
  • You may not attempt to gain unauthorized access to any Web Site or Material, other accounts, computer systems or networks connected to any MedSecurePro server or Materials, through hacking, password mining or any other means or obtain or attempt to obtain any materials or information through any means not intentionally made available through the Web Sites or Materials;
  • Intentionally or unintentionally violate any applicable local, state, national or international law, including, but not limited to, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, including, without limitation, the New York Stock Exchange, the American Stock Exchange or the NASDAQ, and any regulations having the force of law; and/or
  • Provide material support or resources (or to conceal or disguise the nature, location, source, or ownership of material support or resources) to any organization(s) designated by the United States government as a foreign terrorist organization pursuant to section 219 of the Immigration and Nationality Act.

US Government Restricted Rights: The Materials including MedSecurePro Software are provided with "RESTRICTED RIGHTS." Use, duplication, or disclosure by the Government is subject to restrictions as set forth in FAR52.227-14 and DFAR252.227-7013 et seq. or its successor. Use of the Materials by the Government constitutes acknowledgment of MedSecurePro's proprietary rights in them.

Notices and Disclosures

Exclusions of Warranty: The Materials and MedSecurePro Web Sites are provided by MedSecurePro as a service to its customers and are for informational purposes only. YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

  • Your use of the web sites and materials is at your sole risk and that the services are provided "as is" and "as available" without any express or implied warranty of any kind including warranties of merchantability, noninfringement of intellectual property, or fitness for any particular purpose.
  • Any material downloaded or otherwise obtained through the use of the services is done at your own discretion and risk and you will be solely responsible for any damage to your computer system or other device or loss of data that results from the download of any such material.
  • In no event shall MedSecurePro or its suppliers be liable for any damages whatsoever (including, without limitation, damages for loss of profits, business interruption, loss of information) arising out of the use of or inability to use the web sites or materials, even if MedSecurePro has been advised of the possibility of such damages. Because some jurisdictions prohibit the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to you.

Limitation of Liability: You expressly understand and agree that MedSecurePro and its licensors shall not be liable to you for:

  • In no event shall MedSecurePro and/or its respective suppliers be liable for any special, indirect or consequential damages or any damages whatsoever resulting from loss of use, data or profits, whether in an action of contract, negligence or other tortious action, arising out of or in connection with the use or performance of any software, documents, provision of or failure to provide services, or information available from the web site.
  • Any loss or damage which may be incurred by you, including but not limited to loss or damage as a result of any reliance placed by you on the completeness, accuracy or existence of any content, or any changes MedSecurePro may make to the services, documents, web site, content or for any permanent or temporary cessation in the provision of the web site (or any features within the web sites); or if applicable, your failure to keep your password or account details secure and confidential;
  • These limitations on MedSecurePro's liability shall apply whether or not MedSecurePro has been advised of or should have been aware of the possibility of any such losses.

Indemnification: You agree to indemnify and hold MedSecurePro and its officers, agents, employees, partners and licensors harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of content you submit, post, transmit or otherwise make available through the Web Sites or Materials, your use of the Web Sites or Materials, your connection to the Web Sites or Materials, your violation of these Terms of Use or site specific Terms of Use, or your violation of any rights of another.

Accuracy and Completeness: MedSecurePro does not warrant the accuracy or completeness of the information, text, graphics, links or other items contained within the Web Sites or Materials.

Changes and Updates: MedSecurePro reserves the right to modify or discontinue, temporarily or permanently, Web Sites or Materials (or any part thereof) with or without notice. MedSecurePro may make changes to Web Sites or Materials, or to the products described therein, at any time without notice. MedSecurePro makes no commitment to update the Web Sites or Materials.

Forward Looking Statements: Some of the information on this Web Site may contain projections or other forward-looking statements regarding future events or the future financial performance of MedSecurePro. Words such as "expects," "goals," "plans," "believes," "continues," "may," and variations of such words and similar expressions identify forward-looking statements. In addition, any statements that refer to or may imply future financial performance, our anticipated growth and trends in our businesses, and other characterizations of future events or circumstances are forward-looking statements. All such statements that are not historical facts are based on our current expectations and are subject to a number of risks and uncertainties, and the actual events or results may differ materially.

Content Related Notices

Ownership: You acknowledge and agree that MedSecurePro owns all legal rights, title and interest in and to the Materials and Web Sites, including any MedSecurePro trade names, trademarks, service marks, logos, domain names, and other distinctive brand features therein (whether those rights happen to be registered or not, and wherever in the world those rights may exist), and that they are protected by worldwide copyright laws and treaty provisions. They may not be copied, reproduced, modified, published, uploaded, posted, transmitted, or distributed in any way without MedSecurePro's prior written permission. Except as expressly provided herein, MedSecurePro does not grant any express or implied right to you under any patents, copyrights, trademarks, or trade secret information.

Translations: Where MedSecurePro has provided you with a translation of the English language version of these Terms of Use, you agree that the translation is provided for your convenience only and that the English language versions of the Terms of Use will govern your relationship with MedSecurePro. If there is any contradiction between the English language version of the Terms of Use and the translation, the English language version shall take precedence.

Third Party Content: Web Sites and Materials may contain user or third party submitted content; such content is not reviewed, approved or endorsed by MedSecurePro and is provided solely as a convenience to our customers and users. Under no circumstances will MedSecurePro be liable in any way for any third party submitted or provided content, including, but not limited to, any errors or omissions, or damages of any kind. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE MATERIALS IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. By your use you agree that you must evaluate, and bear all risks associated with, the use of any third party content, including any reliance on the accuracy, completeness, or usefulness of such content. All postings and use of the Web Sites or Material are subject to these Terms of Use and any other program and site specific terms.

MedSecurePro Product Notices and Information

Limitations: with regard to information on MedSecurePro® products and services in the website or materials no license, express or implied, by estoppel or otherwise, to any intellectual property rights is granted in the website or materials. Except as provided in MedSecurePro's terms and conditions of sale for such products, MedSecurePro assumes no liability whatsoever, and MedSecurePro disclaims any express or implied warranty, relating to sale and/or use of MedSecurePro products including liability or warranties relating to fitness for a particular purpose, merchantability, or infringement of any patent, copyright or other intellectual property right.

Use of MedSecurePro products and services: MedSecurePro products and services are not intended for use in medical, lifesaving, life sustaining applications. Unless otherwise agreed in writing by MedSecurePro, the MedSecurePro products and services are not designed nor intended for any application in which the failure of the MedSecurePro product or service could create a situation where personal injury or death may occur.

Changes to Specifications: MedSecurePro may make changes to specifications and product or service descriptions at any time, without notice. Designers must not rely on the absence or characteristics of any features or instructions marked "reserved" or "undefined." MedSecurePro reserves these for future definition and shall have no responsibility whatsoever for conflicts or incompatibilities arising from future changes to them. The product information on the Web Site or Materials is subject to change without notice. Do not finalize a design with this information.

Defects and Errata: The products described in the Web Site or Materials may contain design defects or errors known as errata which may cause the product to deviate from published specifications. Current characterized errata are available on request. Contact MedSecurePro to obtain the latest specifications and before placing your order.

Notice Specific to MedSecurePro Software

Any MedSecurePro software that is made available to download from the Web Sites ("Software") is the copyrighted work of MedSecurePro and/or its suppliers. Use of the Software is governed by the terms of the end user license agreement, if any, which accompanies or is included with the Software ("License Agreement"). An end user will be unable to install any Software that is accompanied by or includes a License Agreement, unless he or she first agrees to the License Agreement terms. The Software is made available for download solely for use by end users according to the License Agreement. Any reproduction or redistribution of the Software not in accordance with the License Agreement is expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.

Without limiting the foregoing, copying or reproduction of MedSecurePro software to any other server or location for further reproduction or redistribution is expressly prohibited, unless such reproduction or redistribution is expressly permitted by the license agreement accompanying such software. The software is warranted, if at all, only according to the terms of the license agreement. Except as warranted in the license agreement, MedSecurePro hereby disclaims all warranties and conditions with regard to the software, including all warranties and conditions of merchantability, whether express, implied or statutory, fitness for a particular purpose, title and non-infringement.

For your convenience, MedSecurePro may make available as part of the web site or in its software products, tools and utilities for use and/or download. MedSecurePro does not make any assurances with regard to the accuracy of the results or output that derives from such use of any such tools and utilities. Please respect the intellectual property rights of others when using the tools and utilities made available on the services or in MedSecurePro software products.

Links to Other Materials or Sites

The linked sites are not under the control of MedSecurePro and MedSecurePro is not responsible for the content of any linked site or any link contained in a linked site. MedSecurePro reserves the right to terminate any link or linking program at any time. MedSecurePro does not endorse companies or products to which it links and reserves the right to note as such on its web pages. If you decide to access any of the third party sites linked to this Site, you do this entirely at your own risk.

Unsolicited Idea Submission Policy

MedSecurePro or its employees do not accept or consider unsolicited ideas, including ideas for new advertising campaigns, new promotions, new products or technologies, processes, materials, marketing plans or new product names. Please do not send any original creative artwork, samples, demos, or other works. The sole purpose of this policy is to avoid potential misunderstandings or disputes when MedSecurePro's products or marketing strategies might seem similar to ideas submitted to MedSecurePro. So, please do not send your unsolicited ideas to MedSecurePro or anyone at MedSecurePro. If, despite our request that you not send us your ideas and materials, you still send them, please understand that MedSecurePro makes no assurances that your ideas and materials will be treated as confidential or proprietary.

General

User access to this Web Site is governed by all applicable federal, state and local laws. All information available on the Web Site is subject to U.S. export control laws and may also be subject to the laws of the country where you reside.

MedSecurePro makes no representation that Materials in the site are appropriate or available for use in other locations, and access to them from territories where their content is illegal is prohibited. Those who choose to access this site from other locations do so on their own initiative and are responsible for compliance with applicable local laws.

These Terms constitute the entire agreement between you and MedSecurePro and govern your use of the Site. Each user may be subject to additional terms and conditions that may apply when that user uses affiliate services, third party content or third party software. The Terms and the relationship between you and MedSecurePro shall be governed by the laws of the State of California, USA without regard to its conflict of law provisions and each party shall submit to the personal and exclusive jurisdiction of the courts located within the State. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect.

In the case of any violation of these rules and regulations, MedSecurePro reserves the right to seek all remedies available by law and in equity for such violations.

MedSecurePro may revise these Terms of Use at any time by updating this posting. You should visit this page from time to time to review the then-current Terms of Use because they are binding on you. Certain provisions of these Terms of Use may be superseded by expressly designated legal notices or terms located on particular Web Sites or Materials.

Copyright© MedSecurePro. All rights reserved. MedSecurePro, 27530 GLENWOOD DR, Suite 101, MV, CA. 92692, USA.

MedSecurePro.com Terms of Use version 09112015

END-USER LICENSE AGREEMENT (“EULA”)

Last updated: Sept. 2, 2016 - The person, company or entity that has downloaded or purchased with MedSecurePro ("You" or "Licensee") acknowledges and agrees that your use of the software from MedSecurePro ("Company"), with its principal place of business in Mission Viejo, California, is subject to the terms and conditions of this End-User Licensed Agreement ("EULA"). THIS EULA IS A LEGAL AGREEMENT BETWEEN YOU AND COMPANY FOR THE SOFTWARE PRODUCTS IDENTIFIED HEREIN WHICH INCLUDE COMPUTER SOFTWARE FOR THE COMPANY PRODUCTS, AND/OR COMPANY SERVERS WHETHER HOSTED OR LOCAL AND ASSOCIATED MEDIA AND DOCUMENTATION (COLLECTIVELY "LICENSED SOFTWARE"). BY COMPLETING DOWNLOADING, INSTALLING, ACCESSING OR UTILIZING THE LICENSED SOFTWARE YOU AGREE TO BE BOUND BY THE TERMS OF THIS EULA. IF YOU DO NOT AGREE WITH TERMS OF THIS EULA, DO NOT DOWNLOAD THE LICENSED SOFTWARE AND REQUEST A REFUND FROM COMPANY OR PLACE WHERE YOU HAVE PURCHASED A LICENSE.

1. Protection/Ownership. The MedSecurePro Software and other products ("Licensed Software") are protected by copyright and other intellectual property laws. Company retains ownership of the Licensed Software at all times. The Licensed Software is licensed to Licensee for use subject to the terms set forth in this EULA.

2. Grant of License. Company hereby grants to Licensee and Licensee fully accepts upon delivery, a nonexclusive, nontransferable (unless earlier terminated as provided below) right to use the executable version (no source code) of the Licensed Software for your own business purposes during the subscription period. Any payment terms or payment plans extended to Licensee for the Licensed Software are subject to credit approval by Company, in its sole discretion. By accepting this License, You are permitting the Company to contact You on occasion with important announcement, notices, updates and other information the Company deems important. We value your privacy and will not provide your contact information to any third party. Please see Company privacy policy published on the Company website Legal Page for more information.

3. Scope of License. You are allowed to download and use Licensed Software pursuant to the terms and conditions of Company's use policies regarding using and configuration of the Licensed Software. The Licensed Software may be offered on unlimited-use basis ("License Fee"). You agree by accessing the Licensed Software to be responsible for all License Fees associated with said software. Unless the published terms specify otherwise, initial purchase of unlimited use versions of Company software is sold by monthly or annual subscription (even when paid for monthly, quarterly or by some other payment plan) and may not be resold, shared, or distributed to other resellers, companies, or end-users. On renewal, Licensed Software will renew on either a monthly or annual subscription depending on the published standard terms of the product. You cannot terminate an annual subscription that is paid for on a monthly basis until the end of the subscription period. All Healthcare Practices with one or multiple sites/offices, Managed Service Providers that manages IT resources for Healthcare practices (MSPs) and Third-party HIPAA management tool or site providers/organizations (authorized Resellers) are licensed to use the unlimited version of the software on a per location basis, which means that all physical office addresses of Healthcare practices or geographic MSAs (Metropolitan Statistical Area) supported, need to purchase a separate software license and pay a separate License Fee; subject to volume and special pricing discounts. All subscription services are renewed (billed) to the user's credit card or invoiced on the established renewal date on an automatically recurring basis. For example, if You opt for an annual subscription on the 10th of January, the initial charge will occur on the 10th of January and will be charged again 365 days later (on the 10th of January). For annual pre-pay subscriptions, You will receive a notification from Company of intent to charge your credit card or sending an invoice at least 30 days in advance of the renewal date and then again when your credit card has been charged or when paid in full. You may terminate and return a renewal within 30 days for a full refund for any reason. For monthly payment plans and monthly subscriptions (with an annual commitment), you will receive a notice from Company when your credit card or invoice has been has been charged or paid. Renewal pricing will be based upon the standard published current rates then in effect at the time of renewal. If Company fails to receive any License Fee payment within ten (10) days after it becomes due, then You shall additionally be obligated to pay interest on such amount from the day it was due until paid at the rate of 18% per year or the maximum rate of interest permitted by law. In addition, Company may suspend access to Licensed Software until your account is brought current, which in no event should be considered a revocation of the Licensed Software or waiver of Your obligation to pay for such.

4. 100% Satisfaction Guarantee. Our refund policy is designed to ensure you will be happy with any purchase you make from us. Within 30 days of purchase, if you are dissatisfied with our software for any reason whatsoever you may contact us via email at info@medsecurepro.com to request a full refund. Please include Cancellation Request in the subject line and submit your name or invoice number with your request to help us expedite the process. This refund policy applies only to purchases of Licensed Software directly from Company and not through distributors, OEM partners or other resellers who may extend their own guarantees. You may use the refund policy once per Licensed Software product purchased. Unlimited use versions of Licensed Software are sold by annual subscription, even when paid for monthly or by some other payment plan. Turning Licensed Software on/off repeatedly or establishing new account credentials solely to circumvent the License Fee shall be considered an abuse of the EULA and the satisfaction guarantee provided herein and strictly prohibited.

5. Transfer. Unless You are an authorized reseller of the Licensed Software by Company, to the maximum extent permitted by applicable law, Licensee may not resell or otherwise transfer for value the Licensed Software.

6. Assignment. Notwithstanding the foregoing, Licensee may assign all of its licensed rights and duties under this EULA to a third-party that: (i) directly or indirectly controls Licensee; (ii) is controlled by or under common control with Licensee; or (iii) purchases all or substantially all of Licensee's assets; provided, however, that (a) Licensee gives written notice to Company of the transfer or assignment; (b) the permitted third-party assignee agrees to be bound by all the terms herein and completes and returns a registration card or other requested transfer documentation to Company; and (c) in no circumstance shall any transfer or assignment, unless specifically agreed upon in writing, (iv) release Licensee from any prior outstanding obligation under this EULA, or (v) allow Licensee or Licensee's transferee or assignee, collectively, to utilize more licenses than the number of licenses authorized under this EULA.

7. Restrictions. You agree that this is a license only and that no title passes to You. You agree not to challenge Company rights in or otherwise attempt to assert any rights in the Licensed Software, except those provided under this EULA. You agree not to disclose, modify, decompile, translate, disassemble or reverse engineer the Licensed Software. You agree not to distribute, rent or lease the Licensed Software unless You are an authorized Reseller. You agree not to use the Licensed Software as a commercial hosted or application service provider. You agree not to use the Licensed Software except as expressly permitted under this EULA. You acknowledge that the Licensed Software contains information deemed confidential or otherwise proprietary to Company or a Third Party Owner, and You agree to handle the Licensed Software with at least the same degree of care employed with respect to Your own confidential or proprietary information. Certain unlimited versions of the Software may include restrictions designed to prevent abuse or misuse of the product. These restrictions are set by Company in its sole discretion.

8. Warranty/Remedy/Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE WARRANTY AND REMEDY SET FORTH BELOW ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES AND REMEDIES, ORAL OR WRITTEN, EXPRESSED OR IMPLIED. Except as provided for in this EULA, no company, reseller, dealer, agent or employee is authorized to modify or add to the following warranties and remedies.

9. Company warrants that for a period of thirty (30) days following delivery of the Licensed Software the Licensed Software will perform substantially in accordance with Company's user documentation accompanying the Licensed Software. Company does not warrant that the Licensed Software will meet Your requirements or that the operation of the Licensed Software will be uninterrupted or error free or that all defects will be corrected. This Limited Warranty is void if failure of the Licensed Software has resulted from accident, abuse, modification, or misapplication of the Licensed Software.

10. If You believe there is a defect in the Licensed Software such that it does not meet the Limited Warranty provided above, You must notify Company in writing within the 30-day warranty period. Company's entire liability and Your exclusive remedy with regard to the Limited Warranty, shall be, at Company sole discretion, either repair or replacement of the Licensed Software or a refund of the amount paid by You for the Licensed Software. Any repaired or replacement Licensed Software shall be warranted for the remainder of the original warranty period.

11. To the maximum extent permitted by applicable law, except as provided above, COMPANY MAKES NO WARRANTY OR REPRESENTATION, EITHER EXPRESSED OR IMPLIED WITH RESPECT TO THE LICENSED SOFTWARE, ITS QUALITY, PERFORMANCE, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE.

12. To the maximum extent permitted by applicable law, Company's entire liability under this EULA shall be limited to the amount paid by You for the Licensed Software.

13. IN NO EVENT WILL COMPANY BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE THE LICENSED SOFTWARE, even if advised of the possibility of such damages.

14. Legal & Insurance Disclaimer. MedSecurePro tool is not an insurance policy and the MedSecurePro Automated HIPAA IT Security Compliance module is not a substitution or replacement for Errors and Omissions (E&O) insurance or other professional liability insurance. Company makes no claims of efficacy or ability of You to use the software products sold or promoted on its website, nor does it warrant any claims of others that may be presented in video, audio, blogs, forums, or any other portal available within or through this website. The products available at this web site are software tools for assisting in performing IT assessments and compliance reporting only. They are not intended for the purpose of providing legal advice nor do they constitute legal advice. The issues discovered through use of the tools and the recommendations expressed in the reports are the opinions of Company and may not reflect Your own opinions. You should review the reports and forms in consultation with your legal counsel and make any necessary changes to ensure that they suit your particular business needs.

15. Indemnification. Company represents that it has the right to grant to Licensee the license to use the Licensed Software as set forth in this EULA without violating any rights of any third party and that there is no actual or threatened suit by any third party based on an alleged violation of such right by Company. Company will defend, indemnify and hold Licensee harmless from any third party claim that the Licensed Software infringes any copyright, trademark or trade secret owned or controlled by the third party; provided, however, that (i) Company shall be notified promptly in writing by Licensee of any such claim; (ii) Company shall have sole control of the defense of any action on such claim and all negotiations for its settlement or compromise; (iii) Licensee shall cooperate with Company, at Company's expense, in a reasonable way to facilitate the settlement or defense of such claim; (iv) such claim does not arise from Licensee's modifications not authorized by Company; and (v) should the Licensed Software become, or in Company's opinion likely to become, subject to such claim of infringement, then Licensee shall permit Company, at Company's option and expense, either (a) to procure for Licensee the right to continue using the Licensed Software, or (b) to replace or modify the Licensed Software so that it becomes non-infringing and performs in a substantially similar manner to the original product, or (c) upon failure of (a) or (b), despite the reasonable efforts of Company, to terminate this EULA and return the license fee paid by Licensee for the Licensed Software.

16. Export Control. You may not export, ship, transmit, or re-export the Licensed Software in violation of any applicable law or regulation, including, without limitation, the Export Administration Regulations issued by the United States Department of Commerce, or any such similar law or regulation issued by such other governmental entity which may have jurisdiction over such export.

17. Termination. Your right to use the Licensed Software continues until this EULA is terminated. You may terminate this EULA at any time by destroying all of Your copies of the Licensed Software. This EULA will automatically terminate if You fail to comply with the material terms of this EULA. Upon any termination, You agree to remove all Licensed Software from Your and Your Client's computers, destroy all copies of the Licensed Software, and, upon request from Company, certify in writing Your compliance herewith.

18. Severability. If any of the terms, or portions thereof, of this EULA are invalid or unenforceable under any applicable statute or rule of law, the court shall reform the contract to include an enforceable term as close to the intent of the original term as possible; all other terms shall remain unchanged.

19. Whole Agreement. This EULA constitutes the entire agreement between You and Company relating to the subject matter hereof, and any additions to, or modifications of, this EULA shall be binding upon the parties only if the same shall be in writing and duly executed by You and by a duly authorized representative of Company. THE TERMS AND CONDITIONS OF ANY CORRESPONDING PURCHASE ORDER OR OTHER ORDER CONFIRMATION FORM RELATING TO THE LICENSED SOFTWARE ARE ONLY BINDING ON COMPANY IF SUCH TERMS AND CONDITIONS ARE AGREED TO IN WRITING IN ACCORDANCE WITH THE PRIOR SENTENCE AND IN A DOCUMENT OTHER THAN THE PURCHASE ORDER OR OTHER ORDER CONFIRMATION FORM.

20. Waiver. The waiver or failure of either party to exercise in any respect any right provided for in this EULA shall not be deemed a waiver of any further or future right under this EULA.

21. Assignability. This EULA shall inure to the benefit of and is freely assignable to Company's successors and assignees of rights in the Licensed Software.

22. Resellers. If Licensee acquired the Licensed Software through a Reseller, Licensee acknowledges that (i) payment and delivery terms for the Licensed Software must be established separately and independently between the Licensee and the Reseller; (ii) this EULA constitutes the entire agreement between the Licensee and Company regarding the license rights for the Licensed Software as described above and is controlling; (iii) the terms and conditions of any purchase order or any other agreement between the Licensee and the Reseller are not binding on Company; (iv) the Reseller is not authorized to alter, amend or modify the terms of this EULA or to otherwise grant any license or other rights relating in any way to the Licensed Software; and (v) Licensee's nonpayment of any amount due to a Reseller or any other relevant third party relating to its licensed rights under this EULA shall constitute a basis for Company's termination of this EULA. Licensee further acknowledges that Company makes no representation or warranty with regard to any services provided by any Reseller, or any actions or failures to act by any Reseller.

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