- License Grant. Subject to the terms of this Agreement, Company
grants you a limited, non-exclusive and nontransferable license to:
(a) download,
install and use the Application for your personal, non-commercial
use on a single mobile device owned or otherwise controlled by you
("Mobile Device")
strictly in accordance with the Application's documentation;
(b) use the
Application and the Services made available in or otherwise
accessible through the Application, strictly in accordance with
this Agreement and the Terms of Use applicable to such Content and
Services as set forth in Section 5
- License Restrictions. End User shall not:
(a) copy the
Application, except as expressly permitted by this Agreement;
(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; or
(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.
- Reservation of Rights. You acknowledge and agree that the
Application is provided under license, 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 license granted, 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 all copyrights, trademarks and other intellectual property
rights therein or relating thereto, except as expressly granted to
you in this Agreement.
- Collection and Use of Your Information. You acknowledge that
when you download, install or use the Application, Company may use
automatic means (including, for example, cookies and web beacons) to
collect information about your Mobile Device and about your use of
the Application. You also may be required to provide certain
information about yourself as a condition to downloading, installing
or using the Application or certain of its features or functionality,
and the Application may provide you with opportunities to share
information about yourself with others. All
information we collect through or in connection with this Application
is subject to our Privacy Policy. By downloading, installing, using and providing
information to or through this Application, you consent to all
actions taken by us with respect to your information in compliance
with the Privacy Policy.
-
Content and Services. The Application may provide you with
access to Company's website located at www.myconnect4life.com (the
"Website")
and products and services accessible thereon, and certain features,
functionality and content accessible on or through the Application
may be hosted on the Website or provided directly by the [Referring
Physician]
(collectively, "Content
and Services"). Your access to and use of such
Content and Services are governed by Website's Terms of Use and
Privacy Policy, which are incorporated herein by this reference. Your access
to and use of such Content and Services may require you to
acknowledge your acceptance of such Terms of Use and Privacy Policy
and/or to register with the Website and your failure to do so may
restrict you from accessing or using certain of the Application's
features and functionality. Any violation of such Terms of Use will
also be deemed a violation of this Agreement.
- Geographic Restrictions. The Content and Services are based in
the in the United States and provided for access and use only by
persons located in the United States. You acknowledge that you may
not be able to access all or some of the Content and Services outside
of the United States and that access thereto may not be legal by
certain persons or in certain countries. If you access the Content
and Services from outside the United States, you are responsible for
compliance with local laws.
- Updates. Company may from time to time in its sole discretion
develop and provide Application updates, which may include upgrades,
bug fixes, patches and 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. Based on your Mobile Device
settings, when your Mobile Device is connected to the internet
either:
(a) the
Application will automatically download and install all available
Updates; or
(b) you may
receive notice of or be prompted to download and install available
Updates.
You shall promptly
download and install all Updates and acknowledge and agree that the
Application or portions thereof may not properly operate should you
fail to do so. You further agree that all Updates will be deemed part
of the Application and be subject to all terms and conditions of this
Agreement.
- Third Party Materials. The Application may display, include or
make available third-party content (including data, information,
applications and other products services and/or materials) or provide
links to third-party websites or services, including educational
information and recommendations provided by the Physician and various
third parties ("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 at
entirely at your own risk and subject to such third parties' terms
and conditions.
- Term and Termination.
(a) The term of
Agreement commences when you install the Application/acknowledge
your acceptance] and will continue in effect until terminated by
you or Company as set forth in Section 9
(b) You may
terminate this Agreement by deleting the Application and all copies
thereof from your Mobile Device.
(c) Company may
terminate this Agreement at any time without notice for any or no
reason, including termination of its relationship with the
Physician(s). In addition, this Agreement will terminate
immediately and automatically without any notice if you violate any
of the terms and conditions of this Agreement.
(d) Upon
termination:
(i) all rights
granted to you under this Agreement will also terminate; and
(ii) you must
cease all use of the Application and delete all copies of the
Application from your Mobile Device and account.
(e) Termination
will not limit any of Company's rights or remedies at law or in
equity.
- Disclaimer of Warranties. THE
APPLICATION IS PROVIDED TO LICENSEE "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 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.
SOME JURISDICTIONS
DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR
THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO
SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO
YOU.
- Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY
APPLICABLE LAW, IN NO EVENT WILL COMPANY OR ITS AFFILIATES, OR ANY OF
ITS OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS, HAVE ANY
LIABILITY ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE
THE APPLICATION OR THE CONTENT AND SERVICES FOR:
(a) PERSONAL
INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR
SERVICES, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION,
COMPUTER FAILURE OR MALFUNCTION OR ANY OTHER CONSEQUENTIAL,
INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL OR PUNITIVE DAMAGES
(b) DIRECT
DAMAGES IN AMOUNTS THAT IN THE AGGREGATE EXCEED THE AMOUNT ACTUALLY
PAID BY YOU FOR THE APPLICATION.
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.
- Indemnification. You agree to indemnify, defend and hold
harmless Company and its officers, directors, employees, agents,
affiliates, 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. Furthermore, you agree that the
Company assumes no responsibility for the content you submit or make
available through this Application.
- Severability. If any provision of this Agreement is illegal or
unenforceable under applicable law, the remainder of the provision
will be amended to achieve as closely as possible the effect of the
original term and all other provisions of this Agreement 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 Utah without giving
effect to any choice or conflict of law provision or rule. Any legal
suit, action or proceeding arising out of or related to this
Agreement or the Application shall be instituted exclusively in the
federal courts of the United States or the courts of the State of
Utah in each case located in Salt Lake City, Utah.. You waive any and
all objections to the exercise of jurisdiction over you by such
courts and to venue in such courts.
- Limitation of Time to File Claims. ANY CAUSE OF ACTION OR
CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE
APPLICATION OR THE CONTENT OR SERVICES THE APPLICATION MUST BE
COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES,
OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
- Entire Agreement. This Agreement, [OTHER DOCUMENTS OR
POLICIES]] and our Privacy Policy constitute the entire agreement
between you and Company with respect to the Application and supersede
all prior or contemporaneous understandings and agreements, whether
written or oral, with respect to the Application.
- Waiver. No failure to exercise, and no delay in exercising, on
the part of either party, 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. In the event of a conflict between this
Agreement and any applicable purchase or other terms, the terms of
this Agreement shall govern.
End.