January 22, 2020
This website ("Site"
) is provided by MedChart, Inc. (“Medchart,” "Us," "Our," or "We"
). Your use of this Site is conditioned on your acceptance, without modification, of the terms and conditions of use set forth below (the "General Terms and Conditions"
). By visiting or using this Site, including without limitation, to access, use, and/or download messages, information, data, text, software or images, or other materials, including without limitation as found in podcasts, webcasts, audio clips and streams, video clips and streams, newsletters, glossaries, and e-learning modules, and posted Content, from this Site ("Materials"
), or to send messages, information, data, text, software or images, or other materials to the Site ("Content"
) you agree on your own behalf, and on behalf of any entity on whose behalf you may act, to accept and abide by the General Terms and Conditions for all use of, including each visit to this Site. If you do not agree to abide by these General Terms and Conditions, you should not use this Site.
Medchart has the right, in its sole discretion, to add, remove, modify or otherwise change any part of the General Terms and Conditions, in whole or in part, at any time. Changes will be effective when made. Please check the General Terms and Conditions frequently for updates by checking the date of the "Last Update" at the top of this document. If any term, condition or any change thereto is not acceptable to you, you must discontinue your use of this Site immediately. Your continued use of this Site after any such changes are posted will constitute acceptance of those changes.
These General Terms and Conditions apply exclusively to your use of this Site and do not alter the terms or conditions of any other agreement you may have with Medchart.
Use of Information; No Medical Advice
The information, including all Materials and Content contained on or transmitted using this Site does not constitute and is not intended to provide medical or legal advice to any individual or entity and should not be relied upon for that purpose. You should consult a qualified physician or other applicable health professional before making any decision or taking any action that might affect your personal well-being as there is no substitute for the consideration of an individual’s circumstances by a qualified professional. If you think you may have a medical emergency, call your doctor or 911 immediately. Medchart does not recommend or endorse any specific tests, physicians, products, procedures, opinions, or other information that may be mentioned on the Site. Reliance on any information provided by Medchart, Medchart employees, other Site contributors, or other visitors to the Site is solely at your own risk. Changes to Site
Medchart may, at any time without notice or liability, and for any reason whatsoever, terminate, change, suspend or discontinue any aspect of the Site, including (i) changing the availability of, restricting access to, or imposing limits on any or all features or services on, or links to, the Site (ii) adding, removing or changing any fees or charges for use of the Site or any other Site-related services ("Services"
) or any features thereof; (iii) removing, adding, modifying or otherwise changing any Materials or Content on this Site, including without limitation editing or refusing to post any Content or removing any Content, in whole or in part, that in the sole discretion of Medchart is objectionable or in violation of the General Terms and Conditions. Medchart reserves the right, in its sole discretion, to correct any errors or omissions in any portion of this Site at any time without notice, but confirms that it has no duty to do so. Permitted Uses
You agree to use the Site only for lawful purposes in accordance with these General Terms and Conditions, and only to access Materials provided by Medchart and to access or transmit lawful Content permitted by these General Terms and Conditions. Medchart (subject to the General Terms and Conditions herein) grants you a non-exclusive, non-transferable, non-sublicensable limited right, to use the Site solely for the purpose intended.
You may not, nor may you allow others, directly or indirectly to:
- Remove from any copy of the Materials, the copyright or other proprietary notices contained in the Materials; sell, reproduce, modify or attempt to modify the Materials in any way, or reproduce or publicly display, perform, distribute, or otherwise use any Materials for any public, commercial, or non-personal purpose, including without limitation use of the Materials on any other website or transfer any of the Materials to any other person without the prior written consent of Medchart.
- Print or copy any of the HTML or other computer software that is accessible on or through this Site.
- Use this Site in any manner that could damage, disable, overburden, impair, interfere with the security of, negatively affect the functioning of, or otherwise abuse, this Site or any services, system resources, accounts, servers, networks, affiliated or linked sites, connected to or accessible through this Site (including without limitation uploading, posting or otherwise transmitting on this Site computer viruses, Trojan horses, worms or other files or computer programs which are potentially harmful, disruptive or destructive or that may impose an unreasonable or disproportionately large load on this Site's infrastructure; or using any robot, spider or other automatic program or device, or manual process to monitor, copy, summarize, or otherwise extract information from this Site or the Materials in whole or in part).
- Use or attempt to use another's account, password, or other information in connection with this Site without prior written authorization from Medchart; create or use a false identity on this Site, or impersonate any person or entity, including without limitation, a Medchart employee or agent or any other user, or otherwise misrepresent your affiliation with any person or entity; or attempt to obtain unauthorized access to this Site or portions of this Site that are restricted from general access; register an e-mail address that you do not own or for which you do not have the express permission of the owner to register; or post any incomplete, false or inaccurate information, including without limitation incomplete, false or inaccurate biographical information.
- Disrupt or interfere with any other person's use or enjoyment of this Site or affiliated or linked sites, or any services thereof; transmit on, to or from this Site spam, chain letters, junk mail or any other type of unsolicited mass e-mail; delete or revise any Materials posted by any other person or entity; or harvest or otherwise collect information about others including e-mail addresses, except for the sole stated purpose of the particular Website Service, without their consent and without complying with the requirements of applicable privacy legislation.
- Post notices or advertisements, commercial or otherwise or solicit business from users of the Site, including without limitation posting any franchise, pyramid scheme, "club membership," distributorship or sales representative agency arrangement or other business opportunity that requires an up-front or periodic payment or requires recruitment of other members, sub-distributors or sub-agents.
- Post or transmit any Content that is unlawful, harmful, threatening, abusive, harassing, defamatory, libelous, vulgar, obscene, or tortious, or that infringes or violates any third party's copyright, trademark, trade secrets, privacy or other proprietary or property rights or that could constitute a criminal offence, give rise to civil liability or otherwise violate any applicable law.
In addition, you agree that you are solely responsible for your actions while Using the Site and for all communications undertaken or transmitted in the course of such usage. You agree will comply with all laws that apply or may apply to your use of this Site, the Content, and Materials. Medchart will investigate occurrences that may involve violations of these terms and applicable laws and reserves the right to cooperate with law enforcement authorities in prosecuting users who engage in unlawful behavior while using the Site, Materials, or Content. Medchart reserves the right at all times to disclose any Content as necessary to satisfy any law, regulation or governmental request and/or to protect its rights and property and the rights and property of third parties.
Medchart may provide direct access ("Direct Access"
) to your account(s) by one or more of the following methods:
- Electronic communications through this Site;
- Speaking over the telephone or pressing its key pad to communicate with Medchart;
- Other devices or equipment that Medchart may designate for Direct Access.
The Medchart Portal Terms and any other agreement or terms and conditions of Medchart shall apply to all transactions and other activities facilitated by you in connection with your account at Medchart.
Direct access to and use of some parts of the Medchart Site requires an electronic identifier, which consists and requires the use of one or more of the following (together "Electronic Identification"
- Client Number or Username
- Personal Identification Number (PIN)
- Other security measures as required by Medchart from time to time
Medchart will provide you with components of the Electronic Identification for Direct Access and, where applicable, you may select certain components of the Electronic Identification yourself. You agree that electronic pages, such as Medchart Site pages, accessed by Electronic Identification are written documents and by electronically acknowledging via "clicking" any "buttons" stating "OK," "proceed," "continue," "approve", or "buttons" with similar intent shall have the same legal effect as if you had placed your signature by hand and provided hardcopy versions of such pages with the intent to be legally bound with Medchart for their content. Security and Your Liability for Use of Electronic Identification
You agree to keep Electronic Identification and all components thereof secret and safe to prevent unauthorized use. This includes but is not limited to: memorizing and maintaining no record of any PIN, passwords, or codes included in the Electronic Identification; avoiding code combinations that may be easy for someone else to guess or which are directly associated with you such as birth date, address, etc.; avoiding selecting any part of another PIN, password, or code; and taking all necessary steps to ensure that any component of the Electronic Identification remains confidential to you - including keying in or speaking at a telephone or electronic device.
You agree that the use of the Electronic Identification is the legal equivalent to your written, signed instructions to Medchart. Medchart is entitled to rely on the use of your Electronic Identification and will be under no obligation to confirm the actual identity or authority of any user of the Electronic Identification associated with you or any component thereof. You will not be responsible for unauthorized use of Electronic Identification occurring only after notifying Medchart in accordance with the notice provisions set out below.
Notice to Medchart
You must immediately notify Medchart if any component of your Electronic Identification is lost, stolen, misused or may have become known to anyone other than you. You may contact Medchart by email to email@example.com or by phone at 1-833-603-0407.
Verification and Call Recording
Medchart reserves the right to contact you to obtain confirmation of any electronic or telephone instruction before processing any transaction but will not be liable due to any inability or failure of Medchart to contact you in order to confirm such instructions.
You agree that all telephone calls and other electronic correspondence may be recorded and kept as a record of your instructions.
Where Written Signatures are Required
Some Medchart products may require your written signature and you will be advised when this is the case. You will be sent the terms and conditions and/or transaction verification that apply to the product or service that requires signature and will have five (5) business days from the date of giving of instructions by Direct Access to advise Medchart if the material has not been received. If you do not so advise, you will be deemed to have received the terms and conditions and/or transaction verification. Subject to the following paragraph, when you receive material requiring a signature, you will need to sign it and return it to Medchart. Your signature will signify your agreement to the purchase or renewal of the product or service in question and all terms and conditions relating to it.
Available Only Where Permitted by Law
The products and services described in the pages of Medchart’s Site and the websites of other Medchart entities are only offered in jurisdictions where they may be legally offered for sale.
Medchart (or a third party) owns any software or device Medchart has supplied to you for purposes of facilitating your access to the Site, including, without limitation, Direct Access, and you use such software or devices under a non-exclusive, non-assignable license, solely for the purpose intended. Medchart may demand their return at any time without prior notice and you will comply promptly, without keeping any copies.
Disclaimers; No Warranties
Medchart makes reasonable efforts to ensure that the content Medchart provides to the Site is accurate and current. However, Medchart is under no legal obligation to, and generally does not, control the Materials or Content provided by other users that is made available through the site, nor does it control the content of any links on the Site created by others. By its very nature, other people's information may be offensive, harmful or inaccurate, and in some cases will be misstated or deceptively stated.
You acknowledge that:
- Medchart makes no representation or warranty of any kind regarding the Site, the Materials, and the Services, including without limitation as to the truthfulness, accuracy, reliability, currency, veracity or completeness of the Materials or about the results to be obtained using the Materials or any Service;
- You will be solely responsible for any Content or Links you provide the Site or otherwise provide to Medchart, including without limitation for its truthfulness and accuracy;
- The Site, the Materials, and each Website Service are provided on an "AS IS" basis; and that any use of or reliance on this Site or any Materials shall be at your sole risk.
In particular, please note that the information provided through this Site is for informational purposes only and is not intended to be a substitute for professional medical advice, assessment and evaluation. This includes all Materials and Content that is made available on, or otherwise accessible through, the Site. You should consult a qualified physician or other applicable health professional before making any decision or taking any action that might affect your personal well-being as there is no substitute for the consideration of an individual’s circumstances by a qualified professional.
You agree that you must evaluate, and bear all risks associated with the use of any information on the Site (including any reliance on the availability, accuracy, completeness, usefulness or appropriateness of such information) or of the Site generally, of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, including without limitation in the event that you have a dispute with one or more users of the Site. You agree to release Medchart and all Medchart employees, agents, officers, or directors from any claims regarding any Content on or use of the site.
MEDCHART DOES NOT MAKE ANY, AND EXPRESSLY DISCLAIMS ALL, REPRESENTATIONS, WARRANTIES, COVENANTS AND CONDITIONS, EXPRESS OR IMPLIED, BY OPERATION OF LAW OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, OR FITNESS FOR ANY PARTICULAR PURPOSE, OR NON-INFRINGEMENT, OR ANY IMPLIED REPRESENTATIONS OR WARRANTIES ARISING OUT OF COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE. FOR GREATER CERTAINTY, MEDCHART DOES NOT WARRANT THAT THIS SITE WILL CONTINUE TO OPERATE, OPERATE WITHOUT INTERRUPTIONS OR BE ERROR-FREE.
Limitation of Liability
The nature of Internet communications means that your communications may be susceptible to data corruption, unauthorized access, interception and delays.
The Medchart Site may include incomplete information, inaccuracies or typographical errors. Medchart, and any other persons involved in the management of the Medchart Site, may make changes in the Materials, Contents, and links included in the Medchart Site at any time without notice. Medchart shall not be responsible for any detrimental reliance you may place on the Medchart Site or its Materials or Content.
Use of the Medchart Site is on an "as is" basis and is strictly and entirely at your own risk. Medchart may cancel or restrict Direct Access or your Electronic Identification without notice to you. Medchart will not be liable for any direct, indirect or consequential loss, damage or inconvenience arising directly or indirectly out of your use of, malfunction, cancellation, restriction or inability to access your account(s) at Medchart by any means.
Neither Medchart nor any other Medchart entities are responsible in any manner for direct, indirect, special or consequential damages, howsoever caused, arising out of use of this Site including but not limited to, damages arising from or related to the installation, use, or maintenance of personal computer hardware, equipment, software or any Internet access services.
YOU AGREE THAT IN NO EVENT WILL MEDCHART HAVE ANY RESPONSIBILITY OR LIABILITY IN CONNECTION WITH THIS SITE FOR ANY LOSS OR DAMAGES WHATSOEVER, WHETHER BASED ON CONTRACT, NEGLIGENCE OR OTHER LEGAL BASIS, INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES OR OTHER DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES FOR HARM TO BUSINESS, LOSS OF INFORMATION OR PROGRAMS OR DATA, LOSS OF PROFIT, LOSS OF SAVINGS, LOSS OF REVENUE, LOSS OF GOODWILL), ARISING FROM OR IN CONNECTION WITH THE USE OF OR ACCESS TO, OR ANY INCONVENIENCE, DELAY OR LOSS OF USE OF OR ACCESS TO, THIS SITE, THE MATERIALS, ANY CONTENT OR ANY LINKED WEBSITE, OR FAILURE OF SUCH WEBSITES, (INCLUDING WITHOUT LIMITATION ANY DAMAGES SUFFERED AS A RESULT OF OMISSIONS OR INACCURACIES IN SUCH WEBSITES, MATERIALS OR CONTENT, OR THE TRANSMISSION OF CONFIDENTIAL OR SENSITIVE INFORMATION TO OR FROM SUCH WEBSITES) EVEN IF MEDCHART HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR LOSS OR IF SUCH DAMAGE OR LOSS WAS FORESEEABLE.
Hyperlinks and Disclaimer to Linked Sites
Certain links on this Site may take you to other web sites. Medchart provides these links only as a convenience. Medchart is not, directly or indirectly, implying any approval, association, sponsorship, endorsement or affiliation with the linked site, unless specifically stated therein. These linked sites are not necessarily under the control of Medchart. By entering the Site you acknowledge and agree that Medchart has not reviewed all sites linked to its Site and is not responsible for the content of any off-site pages or any other site linked to the Medchart Site. 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, subject to the terms and conditions and privacy policies of such sites, and it is your responsibility to take all protective measures to guard against viruses and other destructive elements.
Medchart permits links to its Site. However, you agree that by linking to this Site, you agree to the link conditions (the "Link Conditions
") described below. By establishing a link to this Site, you will be deemed to have agreed to these Link Conditions:
- A link may only be established to the following home page of this Site: https://www.medchart.com
- Links may not be established to any other pages on this Site without the prior written permission of Medchart.
- If you link to this Site, Medchart grants you a limited, non-exclusive, non-transferable, royalty-free license to use the Medchart trademark and internet icons, if available, (the "Licensed Marks
") solely for the purpose of serving as a link from the applicable web site to this Site.
-For greater certainty, except for the limited license to use the Licensed Marks granted in this paragraph, you may not use any of Medchart’s trademarks or service marks for any reason without Medchart’s prior written permission.
- The linked website shall not:
- change in any material way the nature and features of such website from that described to Medchart in the written notice provided to Medchart prior to the establishment of the link;
- create frames around any part of this Site or use other techniques that alter the visual presentation of this Site; imply that Medchart is endorsing you or any other person, or your or such other person’s products or services;
- imply an affiliation between you or any other person, or your or such other person’s products or services, and Medchart without the prior written consent of Medchart;
- misrepresent the relationship of you or any other person with Medchart or present false, misleading or otherwise damaging information or impressions about Medchart or any of its products or services; or
- contain materials that may be interpreted as distasteful, harmful, offensive, or inaccurate, and shall be appropriate for all age groups.
For greater certainty, Medchart shall have no responsibility or liability for any content appearing on the linked web site. Medchart may at any time, in its sole discretion, immediately terminate any license to use the Licensed Marks and any right to link to this Site, with or without cause. If Medchart exercises this right, you shall immediately remove all your links to this Site and shall cease using the Licensed Marks. Medchart may amend these Link Conditions at any time. For greater certainty, you agree to abide by these Link Conditions as amended from time to time.
You agree to defend, indemnify and hold harmless each of Medchart and all its employees, agents, officers, directors, and all third parties referenced on or through the Site, from and against any and all claims, actions or demands, and losses or damages relating thereto, alleged to result from or resulting from your use of the Site, the Materials and Content on the Site, and/or your breach of the General Terms and Conditions.
By entering the Medchart Site you acknowledge and agree that the Medchart Site will be construed and evaluated according to the State of Delaware. You irrevocably and unconditionally consent to and submit to the exclusive jurisdiction of the courts of the State of Delaware and of the United States of America located in such state (the “Delaware Courts”) for any litigation arising out of or relating to this Agreement, and the transactions contemplated hereby, including your use (and agree not to commence any litigation relating thereto except in such courts), waive any objection to the laying of venue of any such litigation in the Delaware Courts and agree not to plead or claim in any Delaware Court that such litigation brought therein has been brought in any inconvenient forum.
Any and all disputes arising out of the use of this Site will be referred to and finally settled by private and confidential binding arbitration before a single arbitrator held in Wilmington, Delaware in English and governed by Delaware law pursuant to the AAA Commercial Arbitration Rules and Mediation Procedures (2013) (AAA Rules) , as amended, replaced or re-enacted from time to time. The arbitrator shall be a person who is legally trained and is independent of either party. Notwithstanding the foregoing, in respect of any matter relating to the enforcement of intellectual property rights and protection of confidential information, Medchart may pursue remedies, including injunctive or other equitable relief, through the courts, in which circumstance you agree to submit to the jurisdiction of the courts of Delaware and the United States Courts in that jurisdiction and to waive any objections based upon venue in any such action, suit or proceeding.
The General Terms and Conditions constitute the entire agreement between Medchart and you with respect to the subject matter hereof, and supersede all communications, representations or agreements, either oral or written, between Medchart or its affiliates and you with respect to this subject matter.
Any cause of action you may have with respect to your use of this Site or which is the subject of the General Terms and Conditions must be commenced within one (1) year after the claim or cause of action arises.
If for any reason a court of competent jurisdiction finds any provision of the General Terms and Conditions or portion thereof to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the General Terms and Conditions, and the remainder of the General Terms and Conditions shall continue in full force and effect.
The relationship of the parties is solely that of independent contractors and neither party shall have any authority to act for or bind the other party. No waiver of any provision herein shall be valid unless in writing and signed by an authorized representative of both you and Medchart. Medchart’s failure to insist upon or enforce strict performance of any provision of the General Terms and Conditions or any right shall not be construed as a waiver of any such provision or right.
No changes to the General Terms and Conditions shall be made except by a revised posting on this page.
The General Terms and Conditions shall endure to the benefit of Medchart. The headings contained herein are for convenience only and shall have no legal or interpretive effect. Additional terms and conditions may apply when you use other services, affiliate services, third party content or third party software on or through a link provided on the Site. Medchart may assign its rights and duties under this Agreement to any party at any time without notice to you. You may not assign your rights and duties under this Agreement to any party at any time.
Questions on General Terms and Conditions
Any questions regarding the General Terms and Conditions, including in respect of any use or disclosure of the information made available by you, should be directed to:
215 S. Denton Tap Rd, Suite 290
Coppell, TX, 75019 USA
Toll free: 1-833-603-0407