User’s Acknowledgment and Acceptance of Terms
In order to access the Services, you must obtain an eAssist account and password by completing or entering into service or similar agreements and related forms (some of which may be online) that request certain information and data (“Registration Data”). You agree that all information provided in the Registration Data is true and accurate and that you will maintain and update this information as required in order to keep it current, complete, and accurate. You are responsible for maintaining the confidentiality of your account access information and restricting access; you must immediately notify eAssist of any unauthorized use or any other security breach. You agree that you are fully responsible for all activity occurring through your account, regardless of whether you have authorized that activity.
The Site contains material, such as text, graphics, images, video, audio and other material (collectively referred to as the “Content”). The Content may be owned by us or may be provided through an arrangement we have with others, including users of the Site, third parties and their partners, sponsors, or affiliates. In some cases Content is provided by users of the Site in connection with the Services or otherwise (sometimes referred to herein as “User Content”).
We claim no intellectual property ownership rights over your User Content. While you retain all rights in your User Content, you grant us and our agents and Affiliates, subject to any applicable HIPPA Business Associate Agreement, a non-exclusive, paid-up, perpetual, and worldwide right to copy, distribute, display, perform, publish, translate, adapt, modify, and otherwise use such materials for any non-competitive purpose regardless of the form or medium (now known or not currently known) in which it is used, including but not limited to, display through the Services, and display on the Site for the purpose of demonstrating how our Services can be used. You are solely responsible to make and retain any copies of the User Content you need for your purposes before your account is suspended or terminated.
You represent that you are authorized to use the Services and to provide all Content that you submit.
You understand and agree that we do not control User Content and cannot and do not guarantee the accuracy, integrity or quality of such User Content. Unless expressly stated otherwise, any advice, opinions, statements or other information provided by any Site user are those of the user who prepared the work and does not necessarily represent our views.
The look and feel of the Site and Services is a copyright of eAssist. All rights reserved. You may not duplicate, copy, or reuse any portion of the HTML/CSS or visual design elements of the Site without express written permission from eAssist.
Your use of the Site and Services is subject to all applicable laws and regulations, and you are solely responsible (a) to assure that your use of the Site and Services is in compliance therewith and (b) for the substance of your communications through the Site and in connection with the Services. You agree that you will not do—or attempt to do—anything that, in our sole discretion, could undermine the security, function, or value of the Site or Services, including, without limitation, any of the following:
- modify, adapt, disassemble, decompile, reverse engineer, reproduce, duplicate, copy, sell, resell, or exploit any portion of the Site, the Services, use of the Services, or access to the Services;
- access data not intended for you or log onto a server or an account which you are not authorized to access;
- probe, scan, or test the vulnerability of a system or network or attempt to breach security or authentication measures;
- use any automated or other means, including without limitation, agents, robots, scripts, or spiders, to access, monitor, copy, or harvest data from the Site; deep-link to any feature or content on the Site; or bypass our robot exclusion headers or other measure we may use to prevent or restrict access to the Site;
- collect usernames and/or email addresses of other users by electronic or other means for the purpose of sending unsolicited email or other undesirable communications;
- use the Site or Services in any way that, in our sole discretion, degrades the reliability, speed, or operation of the Site or Services or any underlying hardware or software thereof;
- interfere with anyone else’s use and enjoyment of the Site or Services;
- transmit any worms, viruses or any code of a destructive nature; and/or
- modify any other website so as to falsely imply that it is associated with the Services, eAssist, or any other eAssist service;
You may not use the Site or Services in connection with promoting anything that, in our sole discretion, is unrelated to the Services or is harmful, hateful, obscene, or unlawful. You agree that you will not upload, share, post, or otherwise distribute or facilitate distribution of any content—including text, communications, software, images, sounds, data, or other information—that does any of the following:
- is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, contains explicit or graphic descriptions or accounts of sexual acts (including but not limited to sexual language of a violent or threatening nature directed at another individual or group of individuals), or otherwise violates our rules or policies;
- victimizes, harasses, degrades, or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability;
- infringes on any patent, trademark, trade secret, copyright, right of publicity, or other proprietary right of any party;
- constitutes unauthorized or unsolicited advertising, junk or bulk email (also known as “spamming”), chain letters, any other form of unauthorized solicitation, or any form of lottery or gambling;
- contains software viruses or any other computer code, files, or programs that are designed or intended to disrupt, damage, or limit the functioning of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of any third party; and/or
- impersonates any person or entity, including any of our employees or representatives.
You agree that we may at any time, and in our sole discretion, terminate or suspend your subscription, membership, or other affiliation with our Site or Services without prior notice to you for violating any of the provisions of this section. In addition, you acknowledge that we will cooperate fully with investigations of violations of systems or network security at other sites, including cooperating with law enforcement authorities in investigating suspected criminal violations.
Claims of Copyright Infringement
We disclaim all responsibility and liability for copyrighted materials posted on our site. If you believe that your work or the work of someone you represent has been copied or utilized in a manner on or through the Site or Services that constitutes copyright infringement, please follow the procedures set forth below.
eAssist respects the intellectual property rights of others and expects its users to do the same. In accordance with the Digital Millennium Copyright Act (“DMCA”), we will respond promptly to notices of alleged infringement that are reported to eAssist’s Designated Agent for Claimed Infringement, identified below.
If you are a copyright owner, authorized to act on behalf of one, or authorized to act under any exclusive right under copyright, please report alleged copyright infringements taking place on or through the Site by sending us a signed notice (“Notice”) complying with the following requirements:
- identify, in enough detail that we can identify it, the copyrighted works you claim have been infringed;
- identify the material or link you claim is infringing (or the subject of infringing activity) and that access to which is to be disabled, including at a minimum, if applicable, the URL of the link shown on the Site where such material may be found;
- provide your mailing address, telephone number, and, if available, email address; and
- include both of the following statements in the body of the Notice:“I hereby state that I have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law (e.g., as a fair use)”“I hereby swear under penalty of perjury that the information in this Notice is accurate and that I am the owner, or authorized to act on behalf of the owner, of the copyright or of an exclusive right that is allegedly infringed.”
You acknowledge and agree that upon our receipt of a Notice, we may immediately remove the identified materials from our Site or the Services without liability to you or any other party and that the claims of the complaining party and the party that originally posted the materials will be referred to the United States Copyright Office for adjudication as provided by applicable law.
By using the Site or otherwise paying for Services, you grant us the limited right and license to list and display your name, trademark, image and logo in connection with our customer lists, marketing materials, and press releases, in print or on the web, to announce that you are using our Services. You may terminate this right and license upon written notice to us once your account has been terminated.
ALL MATERIALS, CONTENT, AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THE WARRANTY OF NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, WE MAKE NO WARRANTY THAT (A) THE SERVICES WILL MEET YOUR REQUIREMENTS, (B) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE EFFECTIVE, ACCURATE OR RELIABLE, OR (D) THE QUALITY OF ANY SERVICES OR INFORMATION PURCHASED OR OBTAINED BY YOU FROM US OR OUR AFFILIATES WILL MEET YOUR EXPECTATIONS OR BE FREE FROM MISTAKES, ERRORS OR DEFECTS.
THE SITE COULD INCLUDE TECHNICAL OR OTHER MISTAKES, INACCURACIES OR TYPOGRAPHICAL ERRORS. WE MAY MAKE CHANGES TO THE MATERIALS AND SERVICES AT THE SITE, INCLUDING THE PRICES AND DESCRIPTIONS OF ANY PRODUCTS OR SERVICES LISTED HEREIN, AT ANY TIME WITHOUT NOTICE. THE MATERIALS OR SERVICES AT THE SITE MAY BE OUT OF DATE, AND WE MAKE NO COMMITMENT TO UPDATE SUCH MATERIALS OR SERVICES.
THE USE OF THE SITE AND THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND WITH YOUR AGREEMENT THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM SUCH ACTIVITIES.
SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
You understand and agree that your data is being stored in the cloud and that temporary interruptions of the services available through the Site may occur as normal events. You further understand and agree that we have no control over third party networks you may access in the course of the use of the Site, and therefore, delays and disruption of other network transmissions are completely beyond our control. You agree that you will not hold us accountable or liable for any of the occurrences described in this section.
eAssist reserves the right to do any of the following, at any time, without notice: (1) modify or change the Site, or any portion of the Site, and any applicable policies or terms and (2) interrupt the operation of the Site, or any portion of the Site, as necessary to perform routine or non-routine maintenance, error correction, or other changes.
No Provision of Certain Advice or Services
eAssist is not your accountant or lawyer, and use of the Services does not constitute the receipt of accounting or legal advice. If you have any accounting or legal questions, please contact an accountant or an attorney.
It is your sole responsibility to determine that the Services meet the needs of your business and are suitable for the purposes for which they are used.
You remain solely responsible for complying with all applicable accounting, tax, and other laws. It is your responsibility to ensure that your data storage and access through the Site and Services complies with laws applicable to you (including any laws requiring you to retain records).
Limitation of Liability
IN NO EVENT SHALL WE OR OUR AFFILIATES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM RELIANCE ON INACCURATE CONTENT LISTED ON THE SITE OR LOSS OF USE, DATA OR PROFITS, WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THE SITE, THE SERVICES, OR ANY WEBSITE REFERENCED OR LINKED TO FROM THE SITE.
YOU UNDERSTAND AND AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH OR DAMAGES OR LOSSES RESULTING FROM THE CONTENT, SITE, OR THE SERVICES IS TO CANCEL YOUR ACCOUNT AND TO DISCONTINUE YOUR USE OF THE SITE, CONTENT, AND SERVICES.
SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
You agree to defend, indemnify, and hold eAssist and our Affiliates harmless from all liabilities, claims, and expenses, including attorney’s fees that arise from your use or misuse of the Site or Services. We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you, at your expense, in which event you will cooperate with us in asserting any available defenses.
Termination of Use
Upon termination or suspension, regardless of the reasons therefore, your right to use the Site and the Services available through the Site immediately ceases, and you acknowledge and agree that we may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Site. We have no obligation to retain any Content provided by you. We shall not be liable to you or any third party for any claims or damages arising out of any termination or suspension or any other actions taken by us in connection with such termination or suspension.
- No Responsibility for Third Parties. You understand that eAssist may use third-party vendors and hosting partners to provide the necessary hardware, software, networking, cloud services, storage, and related technology required to run the Services and eAssist is not responsible for the shortcomings or failures of any such third parties.
- Immediate Account Termination for Abuse. Verbal, physical, written or other abuse (including threats of abuse or retribution) made or caused by you or your agents to any eAssist customer, employee, subscriber, member, or officer will result in your immediate account termination.
- Electronic Communications. You consent to receive communications from us electronically. You agree that all agreements with us can be entered into and signed electronically in accordance with applicable law, and all notices, and other communications that we provide to you electronically satisfy any legal requirement that such notice or other communications be in writing.
If to eAssist:
665 West 750 North
American Fork, UT 84003
If to you:
At the address or email listed on your eAssist account or that you otherwise provide to us.
- Nondelivery or Delay. In addition to any excuse provided by applicable law, we shall be excused from liability for non-delivery or delay in delivery of Services available through our Site arising from any event beyond our reasonable control, whether or not foreseeable by either party, including but not limited to, labor disturbance, war, fire, accident, adverse weather, inability to secure transportation, governmental act or regulation, and other causes or events beyond our reasonable control, whether or not similar to those which are enumerated above.