EHealth Made Easy | End User License Agreement

Free PQRI Registry END USER LICENSE AGREEMENT - TERMS OF USE IMPORTANT- READ CAREFULLY This Use Agreement (“Agreement”) is a binding contract between you (the “Licensee”) and Park Avenue Medical Data Systems, LLC (“PAMDS”). By using or accessing PAMDS’ suite of web-based electronic medical record keeping programs, software and services (all or any part of which are hereinafter referred to as the “PAMDS Services”), you accept and agree to be bound by this Agreement. IF YOU DO NOT AGREE TO BE BOUND BY ALL OF THE TERMS, CONDITIONS AND LIMITATIONS OF THIS AGREEMENT YOU WILL NOT BE PROVIDED WITH ACCESS TO THE PAMDS Services. Your use of the PAMDS Services is governed by the version of the Use Agreement in effect on the date you access PAMDS’ Services. PAMDS may modify this Agreement at any time and without prior notice to you. This Agreement is in addition to any other agreements between you and PAMDS. LICENSE PAMDS is granting to you a non-exclusive, limited right and license to access or use the PAMDS Services on any computer owned by or used in connection with the same medical practice (the “Authorized Practice”) 1. SCOPE: This Agreement is applicable to (i) those PAMDS Services to which the Licensee is being provided access by PAMDS or PAMDS’ agent; which PAMDS Services, or any part or component thereof PAMDS may at any time update, revise, or alter; and (ii) any updates, upgrades or enhancements to the any of the PAMDS Services now or hereafter provided to the Licensee by PAMDS. 2. SOFTWARE LICENSE: (i) Use. The Licensee may access those of the PAMDS Services which have been licensed to Licensee, on any computer owned by, and operated by the Authorized Practice. The PAMDS Services may only be accessed and used by members or employees of the Authorized Practice. (ii) Transferability. The Licensee may only transfer the right to use and access the PAMDS Services from one computer of the Authorized Practice to another computer of the Authorized Practice, provided the PAMDS Services may be used solely in connection with the Authorized Practice. THE LICENSEE HEREBY AGREES NOT TO PERMIT ACCESS TO THE PAMDS SERVICES TO OTHER THAN MEMBERS OR EMPLOYEES OF THE AUTHORIZED PRACTICE. 3. TERM AND TERMINATION: This Agreement may be terminated earlier by either party at any time. Without prejudice to any other rights to which it may be entitled, PAMDS may terminate this Agreement with immediate effect if Licensee: (a) ceases conducting business in the normal course, or (b) fails to timely remedy a breach of this agreement. Upon termination, Licensee shall immediately remove and cease to use the PAMDS Services, and PAMDS shall have the right to terminate any access codes previously provided to the Licensee. 4. PASSWORD/ACCESS CODE SECURITY If Licensee has been provided with a designated Password or Access Code, Licensee is solely responsible for all activities that occur in connection with such Password or Access code. Licensee should take steps to protect the confidentiality of such Password or Access Code and should notify PAMDS immediately if it becomes aware of any disclosure, loss, theft or unauthorized use of such access code or password. 5. WARRANTY AND DISCLAIMER PAMDS DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. THE PAMDS’ SERVICES ARE PROVIDED “AS IS”. PAMDS DOES NOT WARRANT ALL OR ANY OF THE PAMDS OR THE INTENDED FUNCTIONS WILL MEET LICENSEE’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION OR BE ERROR FREE. PAMDS DOES NOT WARRANT THAT ANY OF THE PAMDS SERVICES BEING PROVIDED ARE FREE FROM DEFECTS: PAMDS AGREES TO USE COMMERCIALLY REASONABLE EFFORTS TO CORRECT ANY MATEIRAL DEFECTS, BUT DOES NOT REPRESENT OR WARRANT THAT ANY DEFECTS OR INACCURACIES WILL BE CORRECTED. THE PARTIES ACKNOWLEDGE AND AGREE THAT THEY HAVE FULLY CONSIDERED THE FOREGOING ALLOCATION OF RISK AND FIND IT REASONABLE, AND THAT THE FOREGOING LIMITATIONS ARE AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES. LICENSEE ACKNOWLEDGES AND AGREES THAT THE CONSIDERATION WHICH PAMDS IS RECEIVING HEREUNDER DOES NOT INCLUDE ANY CONSIDERATION FOR ASSUMPTION BY PAMDS OF THE RISK OF LICENSEE'S CONSEQUENTIAL OR INCIDENTAL DAMAGES WHICH MAY ARISE IN CONNECTION WITH LICENSEE'S USE OF ANY OR ALL OF THE PADMS SERVICES. ACCORDINGLY, LICENSEE AGREES THAT PAMDS SHALL NOT BE RESPONSIBLE TO LICENSEE FOR ANY LOSS-OF-PROFIT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR OTHER DAMAGES OF ANY NATURE, ARISING OUT OF THE LICENSING OR USE OF ANY OR ALL OF THE PAMDS SERVICES. 6. GENERAL This Agreement embraces the full, complete understanding of the parties as to the subject matter hereof, and may not be altered or modified, except by written amendment or collateral agreement which expressly refers to this Agreement and which is duly executed by PAMDS and the Licensee’s duly authorized representative. The parties expressly agree that this Agreement supersedes all prior or contemporaneous proposals and all other oral or written understandings, representations, conditions and other communications between the parties relating to such subject matter, as well as the terms of all contemporaneous or future purchase orders. Licensee shall not transfer or assign this Agreement or any rights or obligations hereunder under operation of law, change of control, or otherwise, without the prior written consent of PAMDS. Any attempted assignment or transfer in violation of the foregoing will be void. This Agreement will be governed and interpreted in accordance with the laws of the United States and the State of New York, excluding the application of it conflicts of law rules. In the event of litigation between the Licensee and PAMDS concerning the PAMDS Services the prevailing party in the litigation will be entitled to recover reasonable attorney fees and expenses from the other party. If any part of this Agreement is found void and unenforceable, it will not affect the validity of the balance of the Agreement, which shall remain valid and enforceable according to its terms. The Licensee agrees that the Software will not be shipped, transferred or exported into any country or used in any manner prohibited by the United States Export Administration Act or any other export law, restrictions or regulations. Get Adobe Flash player