Terms of Use

Last Updated: November 16, 2011

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This Website is owned and operated by MIM Software Inc. ("MIM Software"). Please read these Terms of Use carefully before using this Website. MIM Software™ assumes that if you use this Website, you have read, understood, and agree to these Terms of Use. If you do not agree to these Terms of Use, you should not use this Website.

This Website is provided for informational purposes only. Unless otherwise indicated, this Website does not contain medical advice or professional services. If you have any medical questions, you should consult your own physician or a healthcare provider. None of the information provided on this Website should be used for medical diagnosis.

MIM Software reserves the right to update or change these Terms of Use at any time and for any reason. If MIM Software makes significant changes to this Policy, a notice will be posted on the Website home page, or we will alert you to such changes by other similar means. By continuing to use this Website, you agree to be bound by any such revisions, and therefore, you should visit this page of the Website periodically and print the latest version of the Terms of Use for your records. For your information, the date of the last update to these Terms of Use is stated at the top of this document.

In addition to these Terms of Use, you should also read and be aware of the provisions of MIM Software's Privacy Policy, which discloses MIM Software's practices regarding the collection and use of your personal information, and other policies that govern this Website.

1. LEGAL NOTICES

Disclaimers: MIM Software attempts to ensure that all information provided on this Website is accurate and reliable, but errors may sometimes occur. All information, materials, services, and advice contained on or provided through the Website, including all text, graphics, links, animation, and "cookies," are provided on an "as-is" basis without any warranties of any kind, either express or implied.

To the maximum extent permitted by law, MIM Software disclaims all representations and warranties, express or implied, including, but not limited to: warranties of merchantability, fitness for a particular purpose, title, non-infringement, freedom from computer virus strains, and implied warranties arising from course of dealing or course of performance.

MIM Software does not represent or warrant that the information (including, without limitation, information provided by a third party), materials, and services provided on this Website are accurate, reliable, complete, or current.

Limitation of Liability: IN NO EVENT SHALL MIM SOFTWARE, NOR ANY OF ITS SHAREHOLDERS, AFFILIATES, DIRECTORS, MANAGERS, EMPLOYEES, OR OTHER REPRESENTATIVES, BE LIABLE FOR ANY DIRECT DAMAGES. IN NO EVENT SHALL MIM SOFTWARE, NOR ANY OF ITS SHAREHOLDERS, AFFILIATES, DIRECTORS, MANAGERS, EMPLOYEES, OR OTHER REPRESENTATIVES, BE LIABLE FOR ANY SPECIAL, PUNITIVE, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO: PERSONAL INJURY, WRONGFUL DEATH, LOSS OF USE, LOSS OF PROFITS, INTERRUPTION OF SERVICE, OR LOSS OF DATA, WHETHER IN ANY ACTION IN WARRANTY, CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR FUNDAMENTAL BREACH), OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF, OR THE INABILITY TO USE, THIS WEBSITE OR ANY SERVICE OFFERED THROUGH THIS WEBSITE OR ANY MATERIAL OR INFORMATION CONTAINED IN OR ACCESSED THROUGH THIS WEBSITE, EVEN IF AN AUTHORIZED REPRESENTATIVE OF MIM SOFTWARE IS ADVISED OF THE LIKELIHOOD OR POSSIBILITY OF THE SAME. IN NO EVENT IS MIM SOFTWARE LIABLE FOR ANY DAMAGES CAUSED BY YOUR OR ANY THIRD PARTY'S ACTS OR OMISSIONS.

PAYMENT BY MIM SOFTWARE OR RETENTION BY YOU OF DIRECT DAMAGES, AS LIMITED BY THE FOREGOING SENTENCES, IS YOUR SOLE AND EXCLUSIVE REMEDY IN EXHAUSTION OF ALL OTHER REMEDIES UNDER THESE TERMS OF USE, AT LAW OR IN EQUITY, AND SUCH REMEDY IS NOT DEEMED OR ALLEGED BY YOU TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

Certain Jurisdictions: Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, the above disclaimers and limitations may not apply to you if you reside in such a jurisdiction. You may also have other legal rights that vary from state to state.

2. INTELLECTUAL PROPERTY

Copyrights: All of the content included on this Website, including text, art, graphics, logos, button icons, images, pictures, audio clips, video clips, data compilations, and software (collectively "Content"), is the property of MIM Software, its members, partners, software suppliers, or content providers, and is protected by U.S. and international copyright laws. In addition, the compilation of all Content on this Website is the property of MIM Software and is protected by U.S. and international copyright laws.

Except as granted in the limited license below, you may not modify, reproduce, prepare derivative works, distribute, post, or transmit, in any form or by any means, any Content without the express prior written consent of MIM Software. Any unauthorized use may violate civil or criminal laws.

MIM Software's Copyright Agent for notice of claims of copyright infringement on this Website is Chris Liptensky, Business Administrator, at cliptensky@mimsoftware.com, or by phone at 216-455-0600.

Trademarks: All trademarks, trade names, trade dress, graphics, logos, brand names, and service marks ("Marks") of MIM Software, whether registered or unregistered, are the property of MIM Software and are protected by U.S. and international trademark laws. The overall look and feel of this Website, including any trade dress, is also the property of MIM Software.

All other Marks appearing on this Website are the property of their respective owners, and are used with permission. MIM Software makes no representations about these other marks, their owners and their products or services.

Except as granted in the Limited License below, nothing contained on this Website should be construed as granting any license or right to use any Mark displayed on this Website without the express prior written consent of MIM Software or such third party that may own the Mark.

Software: Any software that is made available to download from this Website ("Software") is the copyrighted work of MIM Software and/or its suppliers. Use of the Software is governed by the terms of the End User License Agreement that accompanies or is included with the Software ("License Agreement").

The Software is made available for download solely for use according to the License Agreement. Any reproduction or redistribution of the Software not in accordance with the License Agreement is expressly prohibited.

WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCTION OF THE 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, MIM SOFTWARE 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.

Limited License: As a user of this Website, you may download the Content, Marks, and other materials (collectively "Materials") on this Website solely for your personal, non-commercial use. No right, title, or interest in any downloaded materials is transferred to you as a result of downloading.

You agree not to change or delete any proprietary notices from Materials downloaded from this Website. Access to and the right to use this Website may be subject to local laws and regulations. You agree to comply with all applicable laws and regulations relevant to your use of this Website.

You may not use framing techniques to enclose any of the Materials on this Website, including images, frames, or layout/design found on any page of this Website without the express prior written consent of MIM Software.

You may link to the page www.mimsoftware.com ("Home Page") from your website, weblog, or similar application, as long as: (a) the links redirect the user to the Home Page when the user clicks on them, (b) you do not insert any intermediate page, splash page, or other content between the links and the Home Page, (c) the linking does not suggest that MIM Software promotes or endorses any third party's websites, products, or services, (d) you do not use any Materials for inappropriate commercial purposes, and (e) you provide attribution to MIM Software adjacent to the link. You may not link to any other part of this Website besides the Home Page. MIM Software reserves the right to alter or remove the content of this Website without notice. MIM Software also reserves the right to require that you cease linking to the Home Page at any time and for any reason.

This Website, or any portion thereof, may not be downloaded, modified, reproduced, retransmitted, distributed, disseminated, published, duplicated, copied, sold, resold, or otherwise exploited for any commercial purpose without the express prior written consent of MIM Software.

Infringements: If you think that any of the information posted on this Website infringes a copyright, trademark, patent, or other right of another party, please contact Chris Liptensky, Business Administrator, at cliptensky@mimsoftware.com, or by phone at 216-455-0600.

3. RESTRICTIONS, PASSWORDS, AND TERMINATION

You may not use this Website for any unlawful or prohibited purpose. This includes, but is not limited to: (1) use of this Website to invade the privacy of, obtain the identity of, or obtain any personal information about any other user of the Website; (2) modifying, erasing, or damaging any information contained on the computer of any user connected to the Website; (3) reverse engineering any portion of this Website; or (4) use of this Website or Materials in any manner that is inconsistent with the limited license granted herein.

4. GENERAL LEGAL PROVISIONS

Third Party Links: This Website may include links or pointers to third party websites that may include products, services, opinions, information, recommendations, or advice of various individuals, organizations, or companies. These links to third party websites are provided for convenience only. MIM Software has no control or responsibility over these third party websites. In providing such links, MIM Software does not represent that it has investigated the content of such third party websites. MIM Software does not warrant or guarantee the completeness or accuracy of any content included on third party websites nor does it sponsor, endorse, credential, or accredit any opinions, information, recommendations, or advice included on such third party websites. Your use of third party websites is at your own risk and subject to the terms and conditions of use for such websites. MIM Software encourages you to review the legal and privacy statements of all third party websites and make your own decisions regarding any interactions or communications with those websites.

Indemnification by User: You represent and warrant that you are at least 18 years of age and/or that you possess the legal right and ability to obligate yourself to these Terms of Use. You represent and warrant that you will use this Website in accordance with these Terms of Use and all applicable laws.

You agree to indemnify, defend, and hold MIM Software and its affiliates, business partners, officers, directors, employees, and agents, harmless from any loss, liability, claim, demand, damage, or expense (including reasonable legal fees) asserted by any third party relating in any way to your use of this Website or breach of these Terms of Use. MIM Software reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you, which shall not excuse your indemnity obligations.

Severability: If any court having competent jurisdiction holds any provision of these Terms of Use invalid or unenforceable in any respect, such provision shall be enforced to the maximum extent permitted by law, and the remaining provisions of these Terms of Use shall continue in full force and effect. No waiver of any provision of these Terms of Use shall be deemed a further or continuing waiver of such provision or any other provision of these Terms of Use.

Governing Law and Jurisdiction: The use of this Website and these Terms of Use are governed by and construed in accordance with the laws of the State of Ohio without reference to its choice of law rules and provisions. The parties consent to the exclusive jurisdiction and venue of the courts of Cuyahoga County, Ohio.

International Laws: MIM Software makes no claims that the Content of this Website is appropriate or may be downloaded outside of the United States. Access to the Content may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction.

Assignment: MIM Software may assign its rights and duties under these Terms of Use to any party at any time without notice to you and/or your approval.

These Terms of Use are binding upon you, your heirs, executors, beneficiaries, successors, and assigns and you may not assign this agreement to any other party without the prior written consent of MIM Software. These Terms of Use shall be effective unless and until terminated at any time.

Notices: Questions or comments regarding this Website or these Terms of Use should be directed to Chris Liptensky, Business Administrator, at cliptensky@mimsoftware.com, or by phone at 216-455-0600.