TERMS AND CONDITIONS OF THE DOC HALO COMMUNICATION SYSTEM SERVICES
Updated: September 5, 2013
These Terms and Conditions ("Terms") govern Company's and its officers, directors, employees, agents and contractors (collectively referred to as "You" or "Company") access and/or use of any part of the DOC HALO Communication System Services and Products, including but not limited to, DOC HALO Mobile Application, DOC HALO Staff Connect Mobile Application and the DOC HALO Web Portal ("Services"). Company agrees to require all employees and agents accessing and/or using the Services to comply with the Terms.
These Terms, the HIPAA Business Associate Agreement attached as Exhibit A and the Non-Disclosure Agreement attached as Exhibit B, if applicable, constitute the entire agreement between You and DOC HALO.
You agree to do each of the following: 1) provide accurate and complete registration information any time you register to use DOC HALO's Services; 2) comply with applicable law, the Terms and applicable DOC HALO policies; 3) only access the DOC HALO Mobile Application if you are a Physician, Nurse Practitioner or Physician Assistant with an active U.S. license ("Company Provider"); 4) pay when due the fees for Services; 5) use reasonable security precautions in light of your use of the Services including maintaining the confidentiality of your password and account information; 6) keep your billing contact and other account information up to date, and 7) immediately notify DOC HALO of any unauthorized use of your account or any other breach of security.
Certain DOC HALO Services, such as DOC HALO Connect, allows the communication system to be used by your employees authorized to communicate with physicians or patients. Each of your employees that are permitted to use the communication system must accept and comply by these Terms. It is your responsibility to ensure that your employees have and maintain appropriate licenses and qualifications according to state and federal law to communicate clinical information to patients as would be normally done when using a telephone communication system.
You are responsible for the security of your passwords and for all activities that occur on your account. You must immediately notify DOC HALO of any unauthorized use of your password or account by calling our 1-855 DOC HALO number. DOC HALO is in no way responsible for any loss that you may incur as a result of any unauthorized use of your user account and password.
You are also responsible for confirming that communications, whether containing time sensitive, urgent or medically altering information, sent using the Services, are received, read and acted upon by the receiving party. DOC HALO shall not be liable for any claims, suits, damages, fines, penalties and liabilities resulting from or arising out of failure of a communication using DOC HALO Services to be sent, received, read or acted upon.
Your use of DOC HALO and any content accessed through DOC HALO must comply with all applicable laws, regulations and ordinances, including any laws regarding the export of data or software. You will ensure that your employees using the Services are at least 18 years old. You may not interfere with or disrupt the proper operation of DOC HALO.
DOC HALO's Obligations
DOC HALO follows security procedures instituted in accordance with the Health Insurance Portability and Accountability Act of 1996 ("HIPAA"). Because DOC HALO may have access to protected health information under HIPAA, we are required to have a Business Associate Agreement with you. DOC HALO agrees to comply with the HIPAA Business Associate Agreement attached as Exhibit A. Any access by DOC HALO to your information is limited to assisting in providing Services and as otherwise permitted in the HIPAA Business Associate Agreement.
DOC HALO and Company shall maintain the confidentiality of all matters related to dealings between them pursuant to the Non-Disclosure Agreement ("NDA") previously executed, attached as Exhibit B, if applicable. If the parties have not executed an NDA, each party agrees that it shall not use in any way, nor disclose to any third party, the other party's confidential information and shall take reasonable precautions to protect the confidentiality of such information, at least as stringently as it takes to protect its own confidential information, (but in no case using less than reasonable care) and agrees to obligate all of its agents and employees having access to such confidential information to adhere to this obligation of confidentiality.
DOC HALO may disclose your information only if legally required to do so or if DOC HALO determines that the disclosure is reasonably necessary to enforce the Terms or to protect any rights hereunder or to respond to claims of wrongdoing by others.
DOC HALO does not offer medical advice. Any content accessed through DOC HALO is for informational purposes only, and is not intended to cover all possible uses, directions, precautions, drug interactions, or adverse effects. This content should not be
used during a medical emergency or for the diagnosis or treatment of any medical condition. Do not ignore or delay obtaining professional medical advice because of information accessed through DOC HALO. Call 911 for all medical emergencies.
You will be charged a subscription fee per Company Provider for use of the DOC HALO Mobile Application and Web Portal. You will be charged a subscription fee per non-Provider employee, agent, volunteer or contractor ("Company Staff Member") that uses the DOC HALO Staff Connect Mobile Application and Web Portal. You may choose an annual, quarterly or monthly subscription. If you choose an annual or quarterly subscription, you will be charged the total fee in advance for use of the Services for a 12 month or 3 month period. If you purchase a monthly subscription, your credit card will be charged at the time of purchase for your first month of use. After this initial payment, your credit card will be automatically charged on the same day the subsequent month for the use of this application, until termination of the Services. By accepting these terms, you authorize DOC HALO to automatically bill the charge card you have provided and agree to provide DOC HALO with valid, accurate and up-to-date credit card and contact information. Failure to provide accurate credit card information or failure to comply with these Terms may result in the immediate termination of this subscription, as further described in the Termination section below. You agree to notify DOC HALO in writing regarding any billing issues or disputes within 60 days after they have been charged. If any issues or disputes are not brought to DOC HALO's attention within the specified time frame, you waive your right to dispute them.
Termination and Modification of Terms
You may cancel the subscription at any time by accessing your DOC HALO Member account and providing notification of termination. DOC HALO may modify the terms of your subscription, including but not limited to the price, content or nature of the subscription, upon notice to you. DOC HALO may provide notice by email or by publishing changes to these Terms on its website at http://www.dochalo.com/terms.html. In the event that DOC HALO modifies the Terms, you may terminate the subscription by providing written notice of termination. Your continued use of the Services constitutes acceptance to any modification to the Terms. You should periodically visit the website to determine the current terms governing your subscription.
DOC HALO may terminate your subscription at any time upon notice to You, provided that you will be entitled to receive the subscription fee for any future period for which You have already paid or a pro-rated refund (to be determined at DOC HALO's sole reasonable discretion). DOC HALO may terminate the subscription immediately and your access to the Services if you fail to comply with the Terms. In its sole discretion, DOC HALO may terminate access for a single Company Provider or Company Staff Member if they fail to comply with the Terms. Termination of a single Company Provider or Company Staff Member will not affect provision of the Service to the rest of your Company Providers and Staff Members. No notice shall be required from DOC HALO to effect such termination. Note that termination may delete your information, files, and other previously available content. Upon any termination of the Terms (whether by you or DOC HALO), you shall immediately discontinue use of the subscription. Your obligation to pay accrued charges and fees shall survive any termination of the Terms.
DOC HALO's Proprietary Rights
The entire content of DOC HALO's Services (including all information, software, text, displays, images and audio) are all protected by United States and international laws regarding copyrights, trademarks, trade secrets and other proprietary rights. You may not copy modify, create derivative works of, publicly display or perform, republish, store, transmit or distribute any of the material of this mobile application without the prior written consent of DOC HALO. DOC HALO gives you a personal, revocable, non-assignable, and non-exclusive license to use DOC HALO's Services.
You agree to indemnify and hold DOC HALO, its officers, directors, employees, agents affiliates and licensors from and against any and all liabilities, expenses, damages and costs, including reasonable attorney's fees, arising from any violation by you or your employee or agents of the Terms or use of the Services or any products, services or information obtained from DOC HALO.
Limitation of Liability
To the extent not prohibited by applicable law, in no event shall DOC HALO be liable for any direct, indirect, special, punitive, incidental, exemplary or consequential damages, or any damages whatsoever, whether in an action under contract, tort or any other theory, arising out of or in connection with your use or inability to use or the performance of the Services, products, information and materials available from DOC HALO. In no event shall DOC HALO's liability under these Terms and its attachments exceed the amount of one thousand and five hundred dollars ($1,500).
Third Party Beneficiaries
There are no other third party beneficiaries to these Terms. The parties are independent contractors, and nothing in these Terms create an agency, partnership, or joint venture.
Exclusion of Warranties
DOC HALO's Services and the materials, information, referred to in it, including without limitation, text, graphics and links, are provided "as is" and without warranties of any kind, whether expressed or implied. To the extent permissible pursuant to applicable law, DOC HALO disclaims all warranties, expressed or implied, including, but not limited to, implied warranties of merchantability and fitness for particular purpose, non-infringement, freedom from computer virus and warranties arising from course of dealing or course of performance. DOC HALO does not represent or warrant that the functions contained in the DOC HALO applications or the DOC HALO Services will be uninterrupted or error-free, that defects will be corrected, or that the DOC HALO's Services, or the server that makes them available, are free of viruses or other harmful components. DOC HALO does not make any warranties or representations regarding the use of DOC HALO's Products and Services in terms of their completeness, correctness, accuracy, adequacy, usefulness, timeliness, reliability or otherwise.
DOC HALO may include content that you find offensive, including health-related content that is sexually explicit.
In order to use a specific service, you may choose to allow the third-party service provider to retrieve, provide, and/or modify health and other information in your account or otherwise share your information with the service provider. Once you enable a specific third-party service provider to access your account, the service provider may continue to access your account until you affirmatively disable access. Third-party service providers include both health care providers and other entities. It is your sole responsibility to review and approve each such third-party service before sharing your information through or otherwise accessing it. DOC HALO may screen, modify, refuse, or remove certain content or third-party services, but is not responsible for and does not endorse any third-party content or services. Use of these services and reliance on this content is solely at your own risk. DOC HALO may not be held liable for any damages arising out of or related to your use of any third-party service or content.
Ohio law governs the Terms. Nothing in the Terms limits either party's ability to seek equitable relief.
Failure to enforce any provision will not constitute a waiver of that provision. If any provision is found unenforceable, it and any related provisions will be interpreted to best accomplish the unenforceable provision's essential purpose.
To let you know what new subscriptions are available from time to time, or to notify you of a charge to your account, Handango will send you a message. You agree that as a subscriber, DOC HALO may send you such messages. You will receive this message even if you have opted out of receiving other messages from DOC HALO. If you do not want to receive this message, you may cancel the subscription at any time as provided in the Terms. Notifications pursuant to these Terms may be sent to DOC HALO LLC's corporate offices located at: 403 Vine Street, 4th Floor, Cincinnati, Ohio 45202.