Effective as of: August 27, 2009
Restrictions on Use
You agree to use the Portal only as a patient payment portal. You will not:
- Transmit to the Portal any content, or conduct yourself in any manner, that could be construed as defamatory, libelous, obscene, bigoted, hateful, racially offensive, vulgar, harassing, inflammatory, pornographic, child pornographic, violent (meaning content that is excessively violent, incites violence or threatens violence), profane, threatening, unfair, inaccurate, deceptive or unlawful, or that could constitute or encourage conduct that would be considered a criminal offense or give rise to civil liability, whether under statute, common law or equitable principles, or otherwise violate any law.
- Upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another's computer or of the Portal server.
- Conduct or forward surveys, contests, pyramid schemes or chain letters.
- Falsify or delete any author attributions, copyright notices or legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded, or that is provided with Portal materials or accessed through the Portal.
- Violate any code of conduct or other guidelines which may be applicable to any particular Portal services.
- Harvest or otherwise collect information about others, including e-mail addresses.
- Use the Portal in any manner which could damage, disable, overburden, or impair the Portal or interfere with any other party's use and enjoyment of the Portal.
- Obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Portal.
- Send any bulk commercial email, or send any unsolicited email to any party.
- Access or attempt to access any other user’s account, or misrepresent or attempt to misrepresent your identity while using the Portal.
- Use the Portal in any manner that could create a risk to a person’s safety or health, creates a risk to public safety or health, compromises national security, or interferes with an investigation by law enforcement.
Disclosure Under Law
Sheridan reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, including personally identifiable information, or to edit, refuse to allow or to remove any information or materials, in whole or in part, in Sheridan’s sole discretion.
Protected Health Information and HIPAA
To the extent the Portal displays or collects Protected Health Information as defined for the purposes of the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”), see the Sheridan Notice of Privacy Practices accessible on the bottom of the Portal home page.
Providing Correct Personal Information
In the course of using the Portal, you will be required to enter certain information, including without limitation personal information (collectively, “Information”). You represent and warrant that you will provide Sheridan with full, true and correct Information, and to update such Information on the Portal promptly as reasonably necessary and as required by the Portal.
License in Materials
Sheridan does not claim ownership of any data, information (both personal or otherwise) or other materials that you enter through the Portal (collectively, "Materials"). However, by transmitting, uploading, inputting, providing or submitting any Materials, you are granting Sheridan, its affiliated companies and sublicensees a non-exclusive, royalty-free, perpetual, worldwide, irrevocable and fully sublicenseable license in and to such Materials. You hereby waive all rights to any claim against Sheridan for any alleged or actual infringements of any proprietary rights, rights of privacy and publicity, moral rights, and rights of attribution in connection with such Materials.
If you provide Sheridan with Materials such as comments, bug reports, feedback or modifications proposed by you to Sheridan, the Portal, or the goods and/or services provided through the Portal (collectively, “Feedback”), then in addition to the license granted in all Materials, Sheridan will have the right to use such Feedback at Sheridan’s discretion, including but not limited to incorporating such Feedback into the Portal and the right to assign, license or otherwise use such Feedback. You hereby give Sheridan a perpetual, irrevocable, non-exclusive license under all rights necessary to incorporate such Feedback and use such Feedback for any purpose. No compensation will be paid with respect to the use of your Materials, as provided herein.
User Representations and Warranties
By uploading, inputting, providing or submitting your Materials, you (1) represent and warrant that you own or otherwise control all of the rights to your Materials necessary to grant the licenses granted in this Section (Materials), including, without limitation, all the rights necessary for you to provide, upload, input or submit the Materials, (2) represent and warrant that your use of the Materials does not and will not violate or infringe any third party right, including but not limited to any third party intellectual property right, right of publicity or privacy, or contractual right, and (3) agree that Sheridan shall not be liable to you or any third party for accepting or not accepting your Materials or for deleting or not deleting your Materials, in whole or in part.
Your Responsibility for Materials and Sheridan's Monitoring Rights
No Reliance or Medical Advice
The Portal is a payment portal and should not be used in place of a visit or consultation, or of otherwise securing the advice of your physician or other health care provider. You acknowledge that Sheridan is not engaged in rendering legal, medical, counseling, or other professional services or advice. We encourage you to seek appropriate professional advice from your physician or other health care professional promptly for any situation or problem that you may have.
Disclaimer of Representations and Warranties
YOU AGREE THAT YOUR USE OF THE SHERIDAN PORTAL IS AT YOUR OWN RISK. EFFORTS BY SHERIDAN TO MODIFY THE PORTAL SHALL NOT BE DEEMED A WAIVER OF THESE LIMITATIONS. THE SHERIDAN PORTAL, INCLUDING ALL CONTENT, INFORMATION OR SERVICES PROVIDED THROUGH, OR IN CONJUNCTION WITH, THE PORTAL, IS PROVIDED "AS IS," AS A CONVENIENCE TO ALL USERS WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND TO YOU OR ANY THIRD PARTY, INCLUDING, WITHOUT LIMITATION, ANY EXPRESS OR IMPLIED WARRANTIES (1) OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, (2) OF INFORMATIONAL CONTENT OR ACCURACY, (3) OF NON-INFRINGEMENT, (4) OF QUIET ENJOYMENT, (5) OF TITLE, (6) THAT THE PORTAL WILL OPERATE IN AN ERROR FREE, TIMELY, SECURE, OR UNINTERRUPTED MANNER OR IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, (7) THAT ANY DEFECTS OR ERRORS IN THE PORTAL WILL BE CORRECTED, OR (8) THAT THE PORTAL IS COMPATIBLE WITH ANY PARTICULAR HARDWARE OR SOFTWARE PLATFORM.
Disclaimer of Liability
IN NO EVENT SHALL SHERIDAN AND ITS OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, REPRESENTATIVES, INTERNAL OPERATING UNITS, AFFILIATES, SUBSIDIARIES, SUBLICENSEES, SUCCESSORS AND ASSIGNS, INDEPENDENT CONTRACTORS, AND RELATED PARTIES (COLLECTIVELY, WITH SHERIDAN, THE “SHERIDAN ENTITIES”) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOSS OF PROFITS, LOSS OF USE, LOSS OF DATA, INTERRUPTION OF BUSINESS, OR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SHERIDAN PORTAL OR WITH THE DELAY OR INABILITY TO USE SAME, OR FOR ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH THE SHERIDAN PORTAL, OR FOR ANY DELAY IN PAYMENT PROCESSING, OR FOR ANY INFORMATION, PRODUCTS, AND SERVICES OBTAINED THROUGH OR VIEWED ON THE SHERIDAN PORTAL, OR OTHERWISE ARISING OUT OF THE USE OF SAME, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, REGULATION, COMMON LAW PRECEDENT OR OTHERWISE, EVEN IF SHERIDAN HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES AND EVEN IF SUCH DAMAGES RESULT FROM SHERIDAN’S NEGLIGENCE OR GROSS NEGLIGENCE. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH STATES, SHERIDAN'S LIABILITY SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW. ADDITIONAL DISCLAIMERS APPEAR WITHIN THE BODY OF THIS PORTAL AND ARE INCORPORATED HEREIN BY REFERENCE. TO THE EXTENT ANY SUCH DISCLAIMERS PLACE GREATER RESTRICTIONS ON YOUR USE OF THIS PORTAL OR THE MATERIAL CONTAINED THEREIN, SUCH GREATER RESTRICTIONS SHALL APPLY.
Confidentiality of Account and Password
You are responsible for maintaining the confidentiality of your account and password, and for restricting access to your computer. You accept full responsibility and liability for all activities that occur under your account or password. Sheridan reserves the right to refuse service, terminate accounts, or remove content in its sole discretion. You represent and warrant that the information you supply during any registration or update process will be accurate and complete and that you will not (1) impersonate or misrepresent your association with any person or entity, including without limitation registering under the name of another person, or seek to conceal or misrepresent the origin of any content or information provided by you, (2) choose a user name that Sheridan deems offensive, or (3) choose a user name for the purposes of deceiving or misleading Sheridan as to your true identity. You agree not to impersonate any other person.
Notification of Unauthorized Use/Ceasing Access
You shall notify Sheridan immediately of any unauthorized use or threat of unauthorized use of your account or the Portal or of any other breach or potential breach of security known to you with respect to your account or the Portal, including without limitation any loss or compromise of any password, and will cooperate with Sheridan in every reasonable way to help Sheridan prevent the further unauthorized use, threat of unauthorized use, disclosure or threat of disclosure regarding the Portal, your account and/or your password. You agree that immediately upon termination of your right to use the Portal, or upon any earlier demand by Sheridan at any time, you will cease all access and/or use of the Portal, and will not attempt to access and/or use the Portal.
COPYRIGHT AND OTHER INTELLECTUAL PROPERTY
The Portal and all content, organization, graphics, design, compilation, magnetic translation, digital conversion, and other matters related to the Portal are protected under applicable copyrights, trademarks, and other proprietary (including but not limited to intellectual property) rights pursuant to international conventions and U.S. and other copyright laws. The Portal and all Portal content is the property of Sheridan and/or third party licensors, and all right, title and interest in and to the Portal and Portal content will remain with Sheridan or such third party licensors. Other product and company names mentioned herein may be the trademarks of their respective owners. The Portal, including all Portal content, is only for your personal, non-commercial use. You do not acquire ownership rights to the Portal. You will abide by any and all additional copyright notices, information, or restrictions contained in any content on the Portal. Any copying, republication, or redistribution of Portal content, including by caching, framing, or similar means, is expressly prohibited without the prior written consent of Sheridan and/or the respective intellectual property rights holder identified in the subject content.
Copyright Infringement Claims
Sheridan respects the intellectual property rights of others and expects our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Sheridan's Designated Copyright Agent, identified below, with the following information required by the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (“DMCA”), 17 U.S.C. § 512: (1) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (2) identification of the copyright work claimed to have been infringed, or, if multiple copyrighted works at a single online Portal are covered by a single notification, a representative list of such works at that Portal; (3) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (4) information reasonably sufficient to permit us to contact the complaining party; (5) a statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; (6) a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; and (7) any other materials or information as may be required under the DMCA as amended from time to time.
Pursuant to the DMCA, written notification of claimed copyright infringement must be submitted to the Sheridan Designated Copyright Agent using the following contact information:
7700 West Sunrise Blvd.
Plantation, Florida 33322
ALL INQUIRIES NOT RELEVANT TO THE ABOVE PROCEDURE WILL RECEIVE NO RESPONSE.
DISPUTE RESOLUTION (ARBITRATION CLAUSE)
The arbitrator's award is final and binding on all parties. The Federal Arbitration Act, and not any state law concerning arbitration, governs all arbitration under this clause. Any court having jurisdiction may enter judgment on the arbitrator's award. If any part of this clause, other than waivers of class action rights, is deemed or found to be unenforceable for any reason, the remainder shall remain enforceable. Notwithstanding anything to the contrary contained herein, if the waiver of class action rights contained herein is not enforceable as to any person or persons, such non-enforceability shall apply to such person or persons only, and all other persons shall continue to be governed by the Arbitration Clause.
Giving Up Right of Class Action
If you are a California resident, to the extent permitted by California law, you waive California Civil Code Section 1542, which states: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor” as well as any other unknown claims under California Civil Code Section 1542 or any statute or common law principle of similar effect.
CHOICE OF LAW; JURISDICTION AND VENUE; WAIVER OF JURY TRIAL
Viewing, Accessing and Use Outside the United States
Sheridan makes no claims that the Portal may be lawfully viewed, accessed or used outside the United States. Access or use of the Portal may not be legal by certain persons or in certain countries. If you access or use the Portal from outside of the United States, you do so at your own risk and you are responsible for compliance with the laws of your jurisdiction.
No Joint Venture
Statute of Limitations
Any cause of action you may have with respect to your use of the Portal must be commenced within one year after the claim or cause of action arises; thereafter, any such claim will be forever barred, without regard to any contrary legislation.
Inquiries regarding this policy should be directed to firstname.lastname@example.org