End User License Agreement – DocsInk
Last Update: January 1, 2021
PLEASE READ THIS AGREEMENT AND INDICATE AND ACKNOWLEDGE YOUR ACCEPTANCE BY CLICKING THE “I ACCEPT/AGREE” BUTTON OR “I ACCEPT/AGREE” HYPERTEXT LINK AT THE BOTTOM OF THIS WEB PAGE. ACCEPTANCE OF THIS AGREEMENT MEANS THAT YOU ARE BOUND BY THE TERMS OF THIS LICENSE AGREEMENT. YOU MAY NOT USE THE SOFTWARE APPLICATION UNLESS YOU ACCEPT THE TERMS OF THIS AGREEMENT. YOU MAY PRINT THE WEB PAGE CONTAINING THIS AGREEMENT OR SAVE IT AS A FILE ON YOUR COMPUTER.
This End User License Agreement (the “Agreement”), effective as of the date of acceptance above (the “Effective Date”), is a binding agreement between the end user (“End User” or “you”) and DocsInk, LLC, a North Carolina limited liability company having its principal place of business at 232 Causeway Drive, Suite 1-D, Wrightsville Beach, NC 28480 (“Company”). This Agreement governs your use of the DocsInk web-based platform (including all related documentation and information available through the platform, collectively, the “Application”). The Application is made available to you on a limited software-as-a-service basis, not sold, to you.
Limits on Who Can Use the Application : You are not authorized to use the Application, and will not be granted access to any content available through the Application, unless: (1) you are an employee or subcontractor of a Care Provider and the Care Provider has authorized you to use the Application (“Organization Users”), or (2) you are an Individual User (defined below). A “Care Provider” is a healthcare organization that has a separate software as a service or similar agreement with Company and has designated you as an authorized user of the Application. A Care Provider may also authorize an “Individual User” who is a patient of or recipient of diagnosis, treatment, therapy or other healthcare services from the Care Provider to use the Application.
In the rest of this Agreement below, the term Care Provider is used to mean both the healthcare organization that is the Care Provider and its Organization Users. Portions of this Agreement apply specifically to Individual Users, or specifically to Care Providers. Unless expressly indicated that certain terms in this Agreement are specific to one such group of users of the Application, all terms of this Agreement apply to and bind all users of the Application. References to “you” or “your” in this Agreement mean any authorized user of the Application (whether an Organization User or an Individual User).
Warning for Care Providers: The Application is merely a communication tool and does not replace or substitute for professional judgment. You may not access or use the Application or any protected health information or other medical records of an individual or patient in the Application unless you consent to the terms of this Agreement. You are also required to comply with any applicable privacy and security requirements of your organization (the Care Provider) protecting personal, health or medical information of an individual or patient, including, without limitation, the Health Insurance Accountability and Portability Act (HIPAA) obligations of your organization.
Warning for Individual Users: The Application on its own is not intended to diagnose, treat, cure, or prevent any condition or disease. If you have a medical condition or concern, consult your doctor or Care Provider. Your Care Provider is responsible for selecting and approving any course of prevention or treatment for you, and you should direct any questions or concerns about those to your Care Provider. Company is not responsible for any health problems that may result from information available through the Application, which is all processed through the application at the direction of Care Providers or request or direction of Individual Users.
BY ACCEPTING THIS AGREEMENT, YOU (A) REPRESENT THAT YOU ARE 21 YEARS OF AGE OR OLDER AND (B) ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS. IF YOU DO NOT AGREE TO ANY OF THESE TERMS, DO NOT USE THE APPLICATION.
1. Access Rights
Subject to the terms of this Agreement, Company grants you a limited, non-exclusive, non-sublicensable, and nontransferable right to: access, download, install and/or use the Application in the United States for your personal individual treatment needs if you are an Individual User or for the Care Provider’s internal, non-commercial use for the benefit of Individual Users if you are a Care Provider. The foregoing access may be made available both on a computer or mobile device, in Company’s discretion, and depending on the contracted uses paid for by the Care Provider.
2. Access Restrictions
You shall not, and shall not allow a third party, to: (a) copy the Application; (b) modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Application; (c) reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Application or any part thereof; (d) remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Application, including any copy thereof; (e) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Application, or any features or functionality of the Application, to any third party for any reason, including by making the Application available on a network where it is capable of being accessed by more than one device at any time; or (f) remove, disable, circumvent, or otherwise create or implement any workaround to any privacy protection, copy protection, rights management, or security features in or protecting the Application.
3. Reservation of Rights
You acknowledge and agree that the Application is provided as a service under the terms of this Agreement, and not sold to you. You do not acquire any ownership interest in the Application under this Agreement, or any other rights thereto other than to use the Application in accordance with the rights granted in Section 1 above, and subject to all terms, conditions, and restrictions, under this Agreement. Company and its licensors and service providers reserve and shall retain their entire right, title, and interest in and to the Application, including improvements thereto and all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in Section 1 above.
4. Collection and Use of Your Information
If you are an Organization User, please note that the care provider, as your employer and/or contracting party (for subcontractors) will have access to any information you input or upload to or share with or through the Application – as a business matter – because they are the party that contracts with docsink to make the application available to you.
5. Content and Services
Company and Company’s licensors reserve the right to change, suspend, remove and/or disable access to and/or use of any content and services available from them through the Application at any time without notice. A Care Provider may also choose to make available only specific or select portions of the Application to its Organization Users or Individual Users.
Company may from time-to-time in its sole discretion develop and provide Application updates, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that Company has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality of the Application. You agree that all Updates will be deemed part of the Application and be subject to all terms and conditions of this Agreement.
7. Third-Party Materials
The Application may display, include, or make available third-party content or provide links to third-party websites or services (“Third-Party Materials”). You acknowledge and agree that Company is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Company does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions. Company reserves the right to change, suspend, remove, or disable access to any Third-Party Material at any time without notice or liability to you. Should you choose to access Third-Party Materials, you do so at your own initiative and risk.
8. Electronic Communications
You hereby agree to the use of electronic communications in order to enter into this Agreement, to create other records and to the electronic delivery of notices between you and Company with respect to the Application and this Agreement. For Individual Users, your Care Provider may also request that you agree to receive electronic messages from them through the Application, which is entirely within your discretion. If you prefer to communicate with your Care Provider in some other manner, you are free to let them know that and make appropriate arrangements with the Care Provider directly. No user should use the Application to send urgent or emergency messages.
Company may suspend, interrupt, terminate or limit any or all functionalities of the Application without prior notice. You as an Individual User, or at the direction of the Care Provider, may also optionally suspend or cease using the Application. Care Provider may also determine in its discretion that certain Organization Users or Individual Users should have their access to the Application suspended or terminated and notify Company to implement the same.
This Agreement will apply to you for so long as you access or use the Application. Care Provider may terminate using the Application, and if Care Provider does so, all access thereto will concurrently terminate for Organization Users and Individual Users. Company may also terminate this Agreement at any time without notice and concurrently make all access to the Application inaccessible. Your rights to use the Application under Section 1 of this Agreement will terminate immediately and automatically without any notice requirement if you violate any of the terms and conditions of this Agreement. Upon such termination, all rights granted to you under this Agreement will also terminate and you must cease all use of the Application and delete all copies of the Application from your Mobile Device. Termination of your rights to access the Application will not limit any of Company’s rights or remedies at law or in equity. Sections 2, 3, 4, 7, 10, 11, 12, 13, and 14 as well as the sections entitled “Limits on Who Can Use the Application,” and “Warning” shall survive termination of this Agreement.
11. DISCLAIMER OF WARRANTIES
THE APPLICATION DOES NOT PROVIDE MEDICAL ADVICE, DIAGNOSIS OR TREATMENT AND IS NOT A SUBSTITUTE FOR THE PROFESSIONAL JUDGEMENT OR CARE OF A HEALTHCARE PROFESSIONAL. THE APPLICATION OF MERELY A TOOL FOR USERS OF THE APPLICATION.
THE APPLICATION IS PROVIDED TO YOU “AS IS” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, COMPANY, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE APPLICATION, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, COMPANY PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND, THAT THE APPLICATION WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY PARTICULAR HARDWARE, EQUIPMENT, DEVICE OR OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED. COMPANY MAKES NO REPRESENTATION OR WARRANTY THAT THE APPLICATION MAY BE ACCESSED OR USED OUTSIDE OF THE UNITED STATES OR THAT USE OF THE APPLICATION OUTSIDE THE UNITED STATES IS LEGALLY PERMITTED. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
12. LIMITATION OF LIABILITY
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL COMPANY NOR ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS, HAVE ANY LIABILITY ARISING FROM OR RELATED TO THIS AGREEMENT OR YOUR USE OF OR INABILITY TO USE THE APPLICATION OR THE CONTENT AND SERVICES OR THIRD-PARTY MATERIALS FOR: (a) PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER/EQUIPMENT OR DEVICE FAILURE OR MALFUNCTION, OR ANY OTHER CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES; OR (b) DIRECT DAMAGES IN AMOUNTS THAT IN THE AGGREGATE EXCEED TEN DOLLARS ($10.00). THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY SO SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.
YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD HARMLESS COMPANY, ITS AFFILIATES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS, AND ASSIGNS FROM AND AGAINST ANY AND ALL LOSSES, DAMAGES, LIABILITIES, DEFICIENCIES, CLAIMS, ACTIONS, JUDGMENTS, SETTLEMENTS, INTEREST, AWARDS, PENALTIES, FINES, COSTS, OR EXPENSES OF WHATEVER KIND, INCLUDING REASONABLE ATTORNEYS’ FEES, ARISING FROM OR RELATING TO YOUR USE OR MISUSE OF THE APPLICATION OR YOUR BREACH OF THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO THE CONTENT AND INFORMATION YOU SUBMIT OR MAKE AVAILABLE THROUGH THE APPLICATION, AND ANY VIOLATION OF APPLICABLE LAW BY YOU.
14. Additional Terms
- Severability. If any provision of this Agreement is illegal, invalid or unenforceable under applicable law, such illegal, invalid or unenforceable provision shall be deleted from this Agreement and the remaining provisions will continue in full force and effect.
- Governing Law. This Agreement is governed by and construed in accordance with the internal laws of the State of North Carolina without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the State of North Carolina.
- Dispute Resolution. Any legal suit, action or proceeding arising out of or related to this Agreement shall be instituted exclusively in the federal courts of the United States or the courts of the State of North Carolina in each case located in the city of Wilmington and County of New Hanover, and you and Company each irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action or proceeding.
- Waiver of Jury Trial and Class Action. Each party to this Agreement irrevocably and unconditionally waives any right it may have to a trial by jury in respect of any legal action arising out of or relating to this Agreement. Neither you nor Company shall be entitled to join or consolidate claims by or against other users with respect to other accounts, bring mass, class action, or consolidated claims in court or litigate any claim as a representative or user of a class or in a private attorney general capacity.
- Waiver. No failure to exercise, and no delay in exercising, on the part of Company, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder.
- Amendment. Company may amend and update this Agreement in the future and any such amendment will be effective upon the earliest of Company’s posting of the updated agreement on or through the Application, or Company providing notice of the update to you otherwise. Your access or use of the Application after the effective date of any such amendment or update to this Agreement constitutes your acceptance of the amended or updated Agreement.
- Suggestions. With respect to any feedback, data, answers, questions, comments, suggestions, ideas or the like that you provide (“Feedback”) to Company, whether using the Application, or otherwise, regarding the Application, you agree that: you have the right to provide the Feedback to Company; Company has no obligation to review, consider or act upon any Feedback; the Feedback is not confidential; and Company has the irrevocable and unconditional right to use, implement, modify and publish the Feedback without attribution or compensation to you.
- Contact Us; Support. Questions with respect to this Agreement may be directed to Info@DocsInk.com. Questions about using the Application or any issues in connection with it should be directed to your IT Department or Manager at the Care Provider, who will interface with Company for technical support. Technical Support will be provided to Care Provider at the organization level and/or Individual Users, depending on Care Provider’s contracted terms.