The purpose of this Policy is to describe how we and our partners collect, use, and share information about you. This Policy may incidentally describe how our Services gather and use information about other individuals or information about you that may be submitted by another user. This Privacy Policy, however, only applies to how we and our partners collect, use, and share information about you with respect to the Services covered by our Practice Fusion Terms of Use or our Healthcare Provider User Agreement (“User Agreement“), and not to any other service we may offer to any other individual or customer.

Some of our users – such as healthcare providers – are subject to laws and regulations governing the use and disclosure of health information they create or receive, including the Health Insurance Portability and Accountability Act of 1996, as amended from time to time, together with the regulations adopted thereunder (“HIPAA“). When we store, process or transmit “individually identifiable health information” (as defined by HIPAA) on behalf of a healthcare provider who has entered into a Healthcare Provider User Agreement, we do so as its “business associate” (as also defined by HIPAA). Under this agreement, we cannot use or disclose individually identifiable health information in a way that the provider itself may not. We are also required to, among other things, apply reasonable and appropriate measures to safeguard the confidentiality, integrity, and availability of the individually identifiable health information we store and process on behalf of such providers. For the purpose of this Policy, the term “healthcare provider” means any user who is a “health care provider” (as defined by HIPAA) or any user who is a member of such health care provider’s “workforce” (as also defined by HIPAA). For additional information regarding our business associate obligations, please see Sections 4.1.8 and 9 of our Healthcare Provider User Agreement.

Information Collected by Our Services

Information You Submit or We Collect on Your Behalf:
We collect information from you when you:

• Enter information on our Services, such as when you register for our Services, use our Services to send a message to someone else, or complete a form;
• Upload a document, image, or other data file on our Services;
• Contact us; or
• Make a customer service request or attend one of our individual or group training sessions.

We also collect information on your behalf when you authorize us to retrieve and import information from another user or other third party within our Service or as set forth in the User Agreement.

Information we collect about you may include your name, address, telephone number, email address, or the information you enter on or upload to our Services.

Payment Information: Depending on the Services you use, we may also collect your billing information, including credit or debit card account information, or other forms of payment (“Payment Card Information”). By submitting your Payment Card Information, you expressly consent to the sharing of your information with third-party payment processers and other third-party services (including but not limited to vendors who provide fraud detection services to us and other third parties). These third parties may store your Payment Card Information for future use in our Services. We do not store your Payment Card Information, nor do we have direct control or responsibility for your Payment Card Information. The third party services that we utilize are contractually obligated to keep your Payment Card Information secure and confidential.

Automatically Collected Information:
We and our partners automatically gather information whenever you visit, log in, or otherwise interact with our Services, including when you receive emails delivered via our Services. We and our partners use the technologies described below and similar technologies that may not be expressly described (which we collectively call “Engagement Tools“) to gather this information to enhance and operate our Services in a number of ways, such as to:

• Save user preferences and information;
• Preserve session settings and activity;
• Authenticate users;
• Enable support and security features;
• Tailor the delivery of informational messages, media, advertising and other content; and
• Analyze the performance and use of our Services and its various features and content.

Even if you do not register with us or submit any information on our Services, our Engagement Tools will automatically receive information about, and the software running on, the computer, mobile phone, or tablet (each, a “Device“) you use to interact with our Services.

Device Information: When you interact with our Services, we collect information about your Device such as the URL of services your Device is requesting and the referring web pages, your IP address, Device type, operating system, browser type, application identifier, and, under certain circumstances, the location information your Device sends to us.

Cookies & Similar Technologies: We and our partners collect information about you and your Devices through cookies, web beacons, and similar technologies. A “cookie” is a small data file sent from a website and stored on your Device to identify your Device in the future and allow for an enhanced personalized user experience based on your previous activity on the website. A “session cookie” disappears after you close your web browser, or may expire after a fixed period of time. A “persistent cookie” remains after you close your web browser and may be accessed every time you use our Services. We and our partners may use both session and persistent cookies on our Services. You should consult your web browser to modify your cookie settings. Please note that if you delete or choose not to accept cookies from us, you may not be able to use certain features of our Services.

Some of our partners deploy these technologies directly on our Services. These third parties may collect information over time about your use of our Services, as well as your online activities across other websites or online services. Some third parties may allow you to opt-out of targeted advertising based on this information. You can find more information about these opt-outs from the Network Advertising Initiative (NAI) and the Digital Advertising Alliance (DAA).

Information from Other Sources:
We may receive or proactively gather information about you from other sources and add it to information we otherwise have about you for any purpose described in this Policy. This may include situations where a third party seeks to communicate with you through the Services or establish an “Integration” (as more fully describe below under the heading, Third Party Integrations).

How We Use Information

We may use the information we collect for the following purposes:

• Operating our Services and developing new functionality and features;
• Responding to questions and communications, or obtaining your feedback about our Services;
• Administering and logging your participation in educational and informational programs, including webinars and other classes, and any product or support matters that may arise from such programs;
• Preparing and delivering announcements about features, functionality, terms of use, or other aspects of our Services or your interests and informing you about offers for services or products we believe may be of interest to you, including from third party sponsors;
• Providing you with more relevant content, including clinical support tools, assessments or medical-related information or services, patient support programs, advertising, or other programs appearing on our Services or third-party services;
• Analyzing usage trends and patterns and measuring the effectiveness of content, programs, advertising or the features or functionality of the Services, including emails that may be sent by us to you;
• Preparing reports for any of the purposes described in this Policy, including for current or future sponsors, advertisers or other partners to show utilization or trends about the use of our Services. Such reports may include demographic or other general user information, but will not include personally identifiable information unless the recipient has agreed to confidentiality obligations;
• Safeguarding and protecting our Services, the information we collect, and the rights of us, our users or third parties, and in response to legal process;
• We may use your Payment Card Information as stated in the “Payment Information” Section above;
• Any other purpose described in this Policy or your User Agreement; or
• When we otherwise have your permission.

How our Services Allow Users to Share Information:

One-on-One Communications:
Our Services can be used to facilitate one-on-one communications between users and other persons. Examples include:

• Sending an appointment confirmation or other notification to another user;
• Making a referral to another healthcare provider;
• Sending a prescription to a pharmacy;
• Sending a test requisition to a clinical laboratory; or
• Sending a message to a patient.

In any one-on-one communication, users are sending information to one another or to an individual or entity who may not be a user of the Services. Depending on the message, this could include the sharing of contact and other personally identifiable information.

 

Surveys, Feedback, Informational Programs:
From time to time you may receive survey requests through emails or displays within our Services that request feedback on a variety of topics. These programs may be sponsored or funded by third parties, and may include branded or unbranded content about medical conditions, treatments and products, or safety and regulatory information resources. If you choose to engage with or use one of these requests, you may be asked to provide information that may be used to supplement information that you submitted to our Services. This information may be shared with the sponsor of the program.

Records:
Our Services allow users to store personally identifiable and health information (“Records”), including Records that identify other individuals, including other users. Certain of our Services permit users to share all or portions of these Records at their discretion.

You should be aware that this Policy covers only the information you submit through our Services. If you contact or exchange information with another user in person or through a means other than our Services, such activity is not covered by this Policy. Because our Services enable users to share information you share with them, you should take care in selecting with whom you share your Records and other information. Although our Services process such transmissions, we are not responsible for the actions of persons with whom you share your Records and other information.

Emails and Other Communications:
Our Services allow users to communicate with others through our in-product instant messaging services, Service-branded emails, and other electronic communication channels. Communications that are sent by or on behalf of a user are indicated as being “From” that user, such as when our Services send an appointment notification from, and on behalf of, a healthcare provider to his or her patient. Additionally, we may communicate administrative or Service-related announcements through email or other communications within our Services. These communications may be “real time” communications or communications triggered automatically upon the occurrence of certain events or dates – such as a repeated sign-in failure or an appointment notification. Please note that you may not be able to opt out of receiving certain messages from us.

Emails and other communications from individuals who are not users of our Services, or that we send in connection with business agreements or subject matter other than the User Agreements, are not covered by this Policy. If, for example, you contact us regarding a job opening, that communication to us is not covered by this Policy even though that job opening may have been posted on our Services.

 

 

Third Party Integrations

Our Services may allow you to connect your account on our Services with third parties, such as when a healthcare provider seeks to integrate our electronic prescribing module into our partner’s national electronic prescribing network, or when a healthcare provider approves us integrating or linking his or her account with a third parties’ billing software (any such integration, an “Integration“). Integrations can also be initiated by third parties seeking to establish Integrations with you, such as when a clinical laboratory desires to transmit lab results directly into a healthcare provider’s electronic health record account rather than transmitting the result by fax or other means. Your use of these Integrations is entirely optional. Should you choose to utilize these Integrations, you may be prompted to give us permission to perform certain actions in your account, such as creating, updating or deleting certain information. Please note that if you choose to utilize any Integration, any information you elect to provide to third parties will be subject to whatever agreement you have with them, including, if applicable, their terms of use or privacy policy, and not this Policy. To disable an Integration, you can contact us through one of the methods described at https://help.practicefusion.com/s/.

Sharing of Information

We may share information you submit to us with third parties under the following circumstances:

• When you choose to share such information through our Services, such as “one-on-one” communications between a provider and a patient or another healthcare provider;
• When your account has been issued by an account administrator with administrative rights over your account, your account administrator will have access to your account information;
• With third party service providers that have agreed to confidentiality obligations, which may include, as applicable, business associate contract obligations;
• If you are a healthcare provider who has entered into a Healthcare Provider User Agreement, we may share information with the third parties who are subject to confidentiality obligations that you have elected to establish Integrations with, or who seek to establish Integrations with you, and to facilitate, maintain and monitor the utilization of such Integrations;
• If you are a healthcare provider who has entered into a Healthcare Provider User Agreement, we may also share information with third parties who are subject to confidentiality obligations who are funding or administering certain branded or unbranded content about medical conditions, treatments and products, or safety and regulatory information resources, such as clinical decision support tools, patient savings offers, co-pay offset or discount programs, medication adherence programs, and other similar programs, and with sponsors of advertising appearing within our Services. The purposes of such sharing may include administration, recordkeeping or compliance obligations, and assessing the effectiveness or utilization of any such program;
• If you receive any honoraria or payment in connection with a survey or request for feedback, your information may be shared with the funding source or sponsor of such survey or program;
• When we share your Payment Card Information as described in the “Payment Information” Section above;
• To protect our Services, the information we collect, and the rights of us, our users, and any third parties, including to verify your identity;
• To detect, prevent, investigate, or address fraud, illegal activity, or violations of our terms and agreements;
• In response to legal process, such as a search warrant, court order, or subpoena, or when we have a good faith belief that the law requires us to do so;
• With our current and future subsidiaries or corporate affiliates or actual or potential investors;
• In connection with a potential or actual sale, merger, transfer, exchange, reorganization or other disposition (whether of assets, stock, or otherwise) of all or a portion of the business conducted by our Services. If such a transaction occurs, the acquiring company’s use of your information will remain subject to this Policy, as may be subsequently amended;
• Any other purposes described in this Policy or your User Agreement; or
• When we otherwise have your permission.

Security

To help prevent unauthorized access, maintain data accuracy, and protect against the inappropriate use of the information we collect, store, and transmit, we deploy a range of technical, physical and administrative safeguards. Under our Healthcare Provider User Agreement and applicable law, we are required to apply reasonable and appropriate measures to safeguard the confidentiality, integrity, and availability of individually identifiable health information residing on, and processed by, those elements of our Services that we operate as a business associate on behalf of healthcare providers. It is important to remember, however, that no system can guarantee 100% security at all times. Accordingly, we cannot guarantee the security of information stored on or transmitted to or from our Services.

Third Party Services

This Policy applies only to our Services. It does not apply to services offered by third parties, including websites and other online services that our Services may display links to or to advertisements appearing within the Services. When you click on such links or advertisements, you will be visiting websites or interactive services operated by third parties, who have their own information collection practices and may also collect information through the use of Engagement Tools. We do not have control over how any third party collects or uses information, so you should review their privacy policies to learn of their practices.

No Mobile information will be shared with third parties/affiliates for marketing/promotional purposes. All the above categories exclude text messaging originator opt-in data and consent; this information will not be shared with any third parties

Changes to this Policy

We believe in continuous innovation, which, along with changes in our business, may require that we amend this Policy from time to time. We will post a revised Policy along with its effective date on this page. Because this Policy can change at any time, we encourage you to reread it periodically to see if there have been any changes, amendments, or updates. If you object to the changes or any terms within this Policy or the User Agreements, you should discontinue using our Services. Your continued use of our Services following the effective date means that you have consented to the Policy, as amended, changed, or updated.

Viewing and Updating Your Information

Our Services aim to provide you with access to the information you submit and the means to update it within our Services consistent with applicable law. This can be accomplished by logging into our Services and updating that information, or contacting a customer support representative, although please be advised of the important limitations described below. Under certain circumstances, we may ask you to verify your identity before your request is processed.

Please note that, unless you have administrative rights over another user’s account pursuant to our Healthcare Provider User Agreement, you are not entitled to access, update, or delete the content of another user’s account.

If you have used our Services to share information with another user or a third party, you will not be able to access, update, or delete that shared information. Further, if another user of our Services submits information that identifies you, you will not be able to access, update, or delete that information.

Certain users – such as healthcare providers – may be required under applicable laws or regulations to retain information about you for extended periods of time or indefinitely. Additionally, we may have independent obligations under applicable laws or regulations to retain such information indefinitely. Finally, for disaster recovery and business continuity purposes we retain copies of data stored by our Services for indefinite periods of time.

HIPAA grants patients certain rights to access and amend certain health information that their healthcare providers retain about them. Patients should submit requests to access or amend their health information directly to their healthcare providers.

 

Terms of USE

 

These terms of use (these “Terms”) apply to visitors of Practice Fusion’s (“we” “us” or “our”) websites located at www.practicefusion.com and www.patientfusion.com (our “Sites”) as well as registered users of our Practice Fusion®- and Patient Fusion®-branded information and technology services accessible through the Sites and related mobile applications (our “Services”). Please review these Terms carefully. Please also review our Practice Fusion Privacy Policy and Patient Fusion Privacy Policy, respectively, which describe how we and our partners collect, use, and share certain information when you use our Services. By accessing our Services, you are agreeing to these Terms and the applicable privacy policy.

1. ACCESSING OUR SERVICES

1.1 PUBLIC SERVICES

We make some Services available without registering or obtaining a password. We call these “Public Services.” You may make personal, non-commercial use of the Public Services so long as you comply with these Terms. This personal use includes linking to information appearing in the Public Services, provided you do not represent yourself as an employee, agent or representative of Practice Fusion, Inc. Personal use also includes temporary caching by your browser or a proxy server.

If you operate a free, public search engine that has made a public commitment to adhering to the robots.txt protocol, together with our Sitemaps and Crawl-delay directive (collectively, the “Protocol”), you may crawl, index and publish hyperlinks (including so-called “deep links”) to the Public Services, so long as (i) you do so in compliance with the Protocol instructions published in applicable locations on our Services, (ii) you do not directly or indirectly receive remuneration in connection with the provision or display of said hyperlinks and cached pages, and (iii) if your user-agent is disallowed by us in our Protocol instructions or we otherwise notify you in writing, you shall cease all crawling of our Services. We call such a free, public search engine satisfying the requirements of clauses (i) through (iii), a “Public Search Engine,” and the Public Search Engine’s combined performance of clauses (i) through (iii), collectively, “Public Search Services.” We may revoke the foregoing authorizations at any time as indicated in our Protocol instructions.

We reserve all rights not expressly granted to you. This means that if you wish to use the Public Services in a way that is not authorized above, you must receive our permission prior to such use.

1.2 PROTECTED SERVICES

Some of our Services are protected by technical measures intended to safeguard the confidentiality, integrity and accessibility of sensitive information our users store and share using our Services. We call these “Protected Services.” One such safeguard is requiring each user to be authenticated by means of authorization (which we call, “Credentials”), such as unique identifiers, API keys, passwords, and the like. In order to obtain Credentials, you must provide certain information about yourself. If you are registering for a Protected Service, or accessing or using, or attempting to access or use, a Protected Service on behalf of, or for the benefit of, someone other than yourself – such as your employer, client or customer (each, a “Principal”) – you must also identify and provide information about each Principal.

If you sign up for one of our Protected Services you may be asked to agree to a user agreement, such as our Healthcare Provider User Agreement or our Patient Portal User Agreement (each such user agreement, your “User Agreement”). In such cases, you will be asked to agree to the terms of your User Agreement, for example, by checking a box or clicking on a button with terms such as “I agree” or “Create my EHR” or the like. In the event of a conflict between the terms of your User Agreement and of these Terms, the terms of your User Agreement shall control.

Your Credentials are unique to you. You should immediately notify us by clicking here if your Credentials have been stolen or compromised. You are responsible for all activities that occur under your Credentials until you have properly notified us that your Credentials have been stolen or compromised. Further, you represent, warrant and covenant that:

• the information you submit in obtaining your Credentials is complete and accurate and identifies you and the name of each of your Principals;
• you will not share your Credentials with anyone else;
• you will not circumvent, or attempt to circumvent, any technical measures that we have put in place to safeguard the Protected Services;
• you will not, without our prior written approval, access or use, or attempt to access or use, any portion of the Protected Services other than with (i) a commercial browser (such as Chrome, Internet Explorer or Mozilla Firefox), (ii) an application made for mobile or handheld device(s) that is developed and distributed by us, or (iii) our application programming interface (“API”) using Credentials issued to you directly by us, and only us; and
• You will not access or use, or attempt to access or use, a Protected Service without validly-issued active Credentials.

We reserve the right to suspend or terminate your access to any Protected Service at any time, with or without cause or notice. We shall not be liable to you in any way if we suspend or terminate your access to a Protected Service or our Services.

1.3 ADDITIONAL SAFEGUARDS

To further protect the confidentiality, integrity and availability of the information housed and shared on our Services, as well as the stability of our Services, you agree to the following additional safeguards. Accordingly, you agree that you will not, nor will you attempt to:

• access, use or disseminate our Services, nor any information or files accessible via our Services, in a manner that violates any applicable law or regulation or the rights of any individual or entity;
• sell or transfer any information included in our Services or use such information to market any product or service – including by sending, or facilitating the sending of, unsolicited emails or so-called “spam;”
• probe, scan or test the vulnerability of our Services, or of the system or network supporting our Services, or circumvent any security or authentication measures;
• disable, bypass, defeat, avoid, remove, deactivate or otherwise circumvent any technical measures we have implemented to safeguard the stability of our Services, or the confidentiality, integrity or availability of any information, content or data hosted or housed on our Services;
• introduce to our Services any software, code or other device that in any way (i) permits unauthorized access to our systems or any software, hardware, files or data located thereon, (ii)disables or damages or otherwise interferes with or adversely affects the operation of our systems or any software, hardware, files or data located thereon, or (iii) overburdens or interferes with the proper functioning of our Services;
• disassemble, decompile or reverse engineer our Services;
• harvest, retrieve, index or publish any portion of our Services unless you are a Public Search Engine engaging in Public Search Services;
• disable or circumvent our API usage safeguards, including safeguards designed to regulate the nature or amount of data you are permitted to extract from our Services, or the frequency of which you may access such data; or make calls to our API other than those authorized in our API documentation;
• remove any copyright, trademark or other proprietary rights notices contained in or on our Services; or
• engage in any activity other than those expressly permitted in these Terms and your User Agreement(s).

1.4 USE OF THE SERVICES BY AND ON BEHALF OF MINORS

You are not eligible to use our Services (including obtaining a Credential or entering into a User Agreement) unless you are at least 18 years old and otherwise have the legal capacity to enter into a binding contract in your jurisdiction.

If you are the parent or guardian of an unemancipated minor, you may use the Services and enter into a User Agreement on behalf of such minor. By doing so, you represent and warrant that you have the legal capacity to act on behalf of such minor; and you acknowledge and agree, in such capacity, that all provisions of these Terms (and User Agreement, if applicable) that applicable to you are equally applicable to such minor.

Under no circumstances may our Services be used by a child under 13 years old.

1.5 UNITED STATES ONLY

Access to our Services is administered in the United States (“US”) and is intended for users in the US. You may not use our Services in any jurisdiction where offering, accessing or using our Services would be illegal or unlawful.

2. NATURE OF THE CONTENT APPEARING ON OUR SERVICES

2.1 OVERVIEW

Our Services may include text, data, graphics, images, video or other content (collectively, “Content”) created by us or third parties, including other users, professionals, partners, advertisers, sponsors, consumers and governmental agencies. The Content is provided for general informational purposes, but should not be relied upon for personal, professional, medical or regulatory decisions. And we do not ensure the completeness, timeliness or accuracy of the Content.

2.2 BLOG POSTS; RATINGS; SURVEYS; COMMENTS; USER-SUBMITTED CONTENT

Our Services may allow you to access blogs, message boards, chat services, surveys and other forums where various users can share information, opinions, chats and other Content. We generally do not pre-screen or monitor user-submitted Content, and such Content may simply represent a user’s opinion or Content a user finds interesting. Our Services may also include survey results, ratings or testimonials (“Evaluations”) from patients, clients or other customers (“Patients”) of healthcare professionals (“Professionals”) that may endorse, recommend, critique, analyze, evaluate or otherwise describe the Professionals and the nature or quality of the services received by such patient, client or customer. Such Evaluations are anecdotal first-hand accounts of individual Patients, and are neither professional judgments nor the product of medical science. Such Evaluations do not in any way constitute or imply our endorsement or recommendation of any Professional. Further, Evaluations are subject to errors and biases that are common in anecdotal first-hand accounts, and should not to be presumed to be reliable or error-free.

2.3 DIRECTORIES:PHYSICIANS, CONSULTANTS, AND OTHER PROFESSIONALS

Our Services may include listings and directories (“Directories”) to help you Professionals. The Directories are provided for your convenience. The Directories are not comprehensive, but rather generally represent Professionals who use our Services and who have chosen to participate in the Directories. Further, we do not evaluate any Professional and the listing of a Professional does not in any way constitute a recommendation of such Professional. Before obtaining services or treatment from any Professional listed in a Directory, you should take the same care you would under any other circumstance, including by confirming licensure and specialty certifications. The Professionals are solely responsible for the appropriateness and quality of the services they provide. Additionally, the Directories rely on information submitted by Professionals themselves. Unless Professionals provide us with current information, the Directory information may not be timely or accurate. You should confirm such information before obtaining services or treatment from a Professional. As a convenience, the Services may permit you to request an appointment with a Professional. However, Professionals are responsible for maintaining their own schedules, and we cannot ensure that any given Professional will be available, nor that such Professional will not cancel his or her appointment.

2.4 ADVERTISING

Our Services may include advertisements or promotional messages sponsored by third parties (collectively, “Ads”). The manufacturers, services providers, distributors and resellers of the products and services identified in the Ads are solely responsible for the accuracy of their Ads and the suitability, efficacy, safety and quality of such products or services. An Ad does not in any way constitute or imply our recommendation or endorsement of such product or service.

2.5 LINKS TO OTHER SITES

Our Services may contain hyperlinks (including hyperlinked Ads) to websites operated by third parties, or to materials or information made available by third parties. Such links do not constitute or imply our endorsement of such third parties, or of the content of their sites, or the suitability, efficacy, safety or quality of their products or services, or the information privacy or security practices of their websites.

2.6 NO MEDICAL ADVICE

Some Content may include health- or medical-related information. Such Content is provided for general informational purposes only. We do not directly or indirectly practice medicine, render medical advice, or dispense medical services via our Services or otherwise, and nothing contained in our Services should be intended to be a medical diagnosis or treatment. No medical professional/patient relationship is created by your use of our Services or the Content. Always seek the advice of your physician or other qualified health professional with any questions you may have regarding a medical condition, and never disregard professional medical advice or delay seeking treatment based on any Content or other information included in the Services. If you think you may have a medical emergency, call your healthcare professional or your local emergency number (usually 911) immediately.

2.7 CLINICAL DECISION SUPPORT INFORMATION

If you are a Professional, the Content may include information to assist you in clinical decision-making. This may include information and reminders concerning drug interactions, allergies, dosages, as well as general healthcare related information and resources, such as assessments. We may also provide forums for our users to exchange information. The information and materials available through our Services are for informational purposes only and are not intended to constitute professional advice, diagnosis or treatment, or to substitute for your professional judgment.

2.8 NO LEGAL OR REGULATORY ADVICE

Some Content may include regulatory related information pertaining to you or your business. Such Content is provided for informational purposes only. We are not providing legal or regulatory advice and no attorney/client relationship is created by your use of our Services or the Content. Accordingly, always seek the advice of your attorney or advisor with any questions you may have regarding a law, regulation, or dispute.

3. YOUR INTERACTIONS AND COMMUNICATIONS WITH US AND OUR SERVICES

3.1 VISITING OUR WEBSITES; SIGNING-UP FOR OUR SERVICES; EMAILING US

When you sign-up for or log-in to one of our Protected Services, or when you submit information on a web form or email or instant message us, you are communicating with us electronically. When you visit our websites, we and certain third-party service providers collect information during your visit. In each case, the nature of the information we collect, the duration and manner of how we retain it, how we use it, and to whom we disclose it, is governed by our Practice Fusion Privacy Policy or Patient Fusion Privacy Policy, as the case may be.

As part of providing our Services to you, we may need to provide you with certain communications, such as service announcements and administrative messages. Such communication may be by email, instant message, a posting on our Services or some other mechanism. You consent to receive such communications from us electronically. If you have submitted information to us through the Services or registered for one or more of the Protected Services, our responses to you or our Service announcements and administrative messages we provide you are considered part of the Services themselves, which you may not be able to opt-out from.

You agree that all agreements, notices, authorizations, disclosures and other communications that we provide to you electronically, as well as any acceptances, agreements, consents or authorizations that you provide to us electronically, satisfy any and all legal requirement(s) that such communications be in writing.

3.2 YOUR PARTICIPATION IN OUR PUBLIC FORUMS

We may offer one or more forums for the exchange of information among our users. You acknowledge that any text, data, graphics, images, video or other content (“Content”) that you submit in any of our forums (including discussion groups, blogs, surveys, ratings, comment forms, or message boards, collectively, “Public Forums”) is available to the public. Notwithstanding the foregoing, we are under no obligation to display any of your Content that you submit, and we reserve the right to remove or edit your Content at any time, for any or no reason.

It is important that you act responsibly when submitting Content to a Public Forum. You acknowledge that any Content that you submit in a Public Forum is available to the public. You are solely responsible for any Content that you post on the Public Forums or transmit to other users of our Services. You acknowledge that any information you post in a Public Forum may be available to the public, and may result in your receiving communications from others outside our Services.

Your participation in our Public Forums is subject to our Practice Fusion Community Standards and Patient Fusion Community Standards and is contingent on your acknowledgment and agreement with the following:

• You will only disclose information about yourself on a Public Forum that you consider suitable for public disclosure. You will not disclose information that personally identifies you unless you intend for that information to be disclosed publicly. We strongly recommend that you refrain from disclosing any sensitive information about yourself on a Public Forum, including information about any medical condition.
• You will not violate the privacy rights of others, including disclosing information about anyone else’s medical or financial condition or any other sensitive subjects.
• You will ensure that any Content that you submit to Public Forums is accurate. If you are rating or reviewing a Professional, you agree to provide your honest appraisals of such Professional, without using inappropriate language or making gratuitous personal criticisms.
• You will not post any Content that you do not have the right to post; you will not violate any person’s or entity’s intellectual property or proprietary rights, including copyrights, trademarks or trade secret rights.
• We will not be liable to you for any Content you submit to any Public Forum.

3.3 REMOVAL OF CONTENT

You understand and agree that we may, but are not obligated to, monitor, edit or remove any Content for any or no reason at any time. We are not responsible, however, for any delay or failure in removing any Content.

3.4 REPORTING VIOLATIONS

We may provide you with tools with which to report violations of the Community Standards or other provisions of these Terms. Notwithstanding the availability of such tools, you acknowledge and agree that we are under no obligation to take any action with respect to any such report.

3.5 COPYRIGHT POLICY

We will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to us. If you believe that your Content has been copied in a way that constitutes copyright infringement, please provide us with the following information:

• A physical or electronic signature of the copyright owner or a person authorized to act on behalf of the owner, if someone other than you, of an exclusive right that is allegedly infringed;
• Identification of the copyrighted work claimed to have been infringed;
• 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;
• A statement by you that you have 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;
• A statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner; and
• Your contact information, including your address, telephone number, and email address.

We reserve the right to remove Content alleged to be infringing without prior notice, at our sole discretion, and without liability to you. In appropriate circumstances, Practice Fusion will also terminate a user’s account if the user is determined to be a repeat infringer.

Our designated copyright agent for notice of alleged copyright infringement is:

Practice Fusion, Inc.
Attn: Copyright Agent
731 Market Street, Suite 400
San Francisco, CA 94103

4. MISCELLANEOUS

4.1 OWNERSHIP

You retain ownership of the intellectual property rights you hold in Content you submit on our Services. When you submit Content on our Services, you thereby grant us and those we work with a worldwide, perpetual, royalty-free right to store, host, reproduce, create derivative works of (such as translations, adaptations, reformatted versions and aggregated, anonymized or de-identified versions), publish, publicly perform, display, use and distribute such Content as further described in these Terms, your User Agreement and the Practice Fusion Privacy Policy and Patient Fusion Privacy Policy, as applicable.

If you submit to us any ideas, suggestions or proposals (collectively, “Suggestions”) relating to our Services or other products or services by any means – such as through “Contact Us,” by email or other communication channels, one of our communities or user forums, or to our customer support or other personnel. With respect to such Suggestions (1) we are under no obligation of confidentiality, express or implied, with respect to such Suggestions; (2) we are entitled to use or disclose (or choose not to use or disclose) such Suggestions in any way and for any purpose; (3) such Suggestions automatically become our property without any obligation; and (4) you are not entitled to any accounting, compensation or reimbursement of any kind from us under any circumstances.

Except for your Content, as between you and us, all right, title and interest in and to our Services, the Content, and the structure, organization and arrangement thereof, are and remain the exclusive property of us and our licensors. Except for the limited specific rights we expressly grant you above, you may not reproduce, modify or prepare derivative works based upon, distribute, sell, transfer, publicly display, publicly perform, exploit or otherwise use our Services or any Content.

4.2. VIOLATIONS

We reserve the right to monitor any and all use of our Services, and investigate any activity we suspect violates these Terms, a User Agreement, our rights or interest, or the rights or interests of any person or entity.

We reserve the right, to the fullest extent permitted under law, to cooperate with any governmental authority or third party investigating conduct that may be illegal or harm any individual or entity or violates their respective rights. If, for example, a user threatens to physically harm another user or any other individual, we reserve the right to fully cooperate with law enforcement authorities and the threatened individual. You hereby consent to our cooperation in such investigation.

4.3 INDEMNIFICATION

You will indemnify, defend and hold harmless Practice Fusion and any of its affiliates, officers, directors, employees, agents, representatives, partners and licensors from and against any and all claims, actions, proceedings, suits, liabilities, damages, settlements, penalties, fines, losses, or expenses, including attorneys’ fees, costs and disbursements, arising out of or in any way connected with your use of our Services.

4.4 DISPUTES; GOVERNING LAW; JURISDICTION

The interpretation of these Terms and the resolution of any disputes arising under these Terms shall be governed by the laws of the State of California, without regard to its conflict of laws provisions. These Terms shall not be governed by the United Nations Convention on Contract for the International Sale of Goods, the application of which is expressly disclaimed. If any action or other proceeding is brought on or in connection with these Terms, you agree to submit to the personal jurisdiction of the state and federal courts located in the City and County of San Francisco in the State of California, and agree not to bring any action relating to the use of our Services or to these of these Terms in any court in any jurisdiction other than the state or federal courts located in the county of San Francisco, State of California. We shall have the right to commence and prosecute any legal or equitable action or proceeding before any US or non-US court of competent jurisdiction to enforce these Terms or to protect our or any third party’s rights in our Services or any data, information or other content made available via our Services. You hereby waive any right to a jury trial. You also agree that we may bring suit in court to enjoin any violation of these Terms without the posting of a bond or security, in addition to whatever remedies we might have at law. In any dispute between you and us where we prevail, we shall be entitled to recover our reasonable attorney fees, court costs, disbursements, and other legal expenses.

4.5 TERMINATION

You agree and acknowledge that we may suspend or terminate your authorization to access any of our Services, with or without notice or cause, for any or no reason, and without any liability to you. Sections 4.1 through 4.14 shall survive any termination or expiration of these Terms.

4.6 DISCLAIMERS AND LIMITATIONS ON LIABILITY

ACCESS TO OUR SERVICES AND THE INFORMATION AND CONTENT CONTAINED THEREON IS PROVIDED “AS IS” AND “AS AVAILABLE” AND WE HEREBY EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESSED, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND TITLE. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR FREE OR WITHOUT BREACHES OF SECURITY AND YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR ANY AND ALL ACTS OR OMISSIONS TAKEN OR MADE IN RELIANCE ON OUR SERVICES OR THE INFORMATION IN OUR SERVICES, INCLUDING INACCURATE OR INCOMPLETE INFORMATION. WE EXPRESSLY DISCLAIM ANY LIABILITY WITH RESPECT TO ANY INJURY CAUSED BY ANY USER, OR ANY DAMAGE SUFFERED BY ANY USER, AS A RESULT OF THE ACTIONS OR INACTIONS OF ANY OTHER USER. IF YOU ARE DISSATISFIED WITH OUR SERVICES OR ANY CONTENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING AND ACCESSING OUR SERVICES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES, SO IN THESE JURISDICTIONS THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO THE USER.

4.7 RISKS YOU ASSUME

WITHOUT LIMITING ANY OF THE OTHER RISKS WE HAVE DISCLOSED TO YOU IN THESE TERMS, YOU ARE SOLELY RESPONSIBLE FOR YOUR USE OF OUR SERVICES, INCLUDING ANY CONTENT YOU SUBMIT TO US AND YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE AND ACCESS TO OUR SERVICES AND THE INFORMATION AND CONTENT CONTAINED THEREIN, AND ANY SITES LINKED THROUGH OUR SERVICES AND ANY DATA TRANSMITTED THROUGH OUR SERVICES IS AT YOUR SOLE RISK. ACCORDINGLY, WE DO NOT ASSUME ANY LIABILITY TO YOU FOR OR RELATING TO ANY OF YOUR ACTIONS, INCLUDING THE PUBLICATION OF ANY CONTENT YOU SUBMIT OR OUR EXERCISE OF THE RIGHTS YOU GRANT TO US WITH RESPECT THERETO.

4.8 LIMITATION OF LIABILITY

IN NO EVENT SHALL WE OR ANY OF OUR SUBSIDIARIES OR AFFILIATES, OR OUR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, PARTNERS AND LICENSORS (COLLECTIVELY, THE “PRACTICE FUSION ENTITIES”) BE LIABLE FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS OR REVENUES, LOSS OF USE, LOSS OF GOODWILL OR LOSS OF INFORMATION, HOWEVER CAUSED AND WHETHER BASED ON CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER THEORY OF LIABILITY, EVEN IF WE HAVE BEEN APPRISED OF THE POSSIBILITY OR LIKELIHOOD OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING IN THESE TERMS TO THE CONTRARY, OUR AGGREGATE LIABILITY IN RESPECT OF ANY CLAIM OR ACTION YOU MAY BRING AGAINST US OR ANY OF THE PRACTICE FUSION ENTITIES, REGARDLESS OF FORM OF ACTION OR THEORY OF LIABILITY, SHALL BE LIMITED TO THE GREATER OF (1) ONE HUNDRED UNITED STATES DOLLARS (US $100), AND (2) THE AGGREGATE FEES ACTUALLY PAID BY YOU TO US FOR THE SIX (6) MONTH PERIOD PRECEDING THE EVENT FIRST GIVING RISE TO SUCH CLAIM OR ACTION. YOU ACKNOWLEDGE THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE UNKNOWN OR UNSUSPECTED.ACCORDINGLY, YOU AGREE TO WAIVE THE BENEFIT OF ANY LAW, INCLUDING, TO THE EXTENT APPLICABLE, CALIFORNIA CIVIL CODE § 1542 (OR SIMILAR PROVISIONS OF THE LAWS OF OTHER STATES), WHICH STATES,

A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.

IN THE CASE OF A JURISDICTION THAT RESTRICTS LIMITATION CLAUSES, THIS LIMITATION SHALL BE APPLIED TO THE GREATEST EXTENT PERMITTED BY LAW. NOTHING IN THESE TERMS OF USE IS INTENDED TO LIMIT ANY RIGHTS YOU MAY HAVE THAT MAY NOT BE LAWFULLY TERMINATED.

4.9 SEVERABILITY

If any provision of these Terms is deemed invalid or unenforceable, then (a) that provision shall be construed to the extent necessary to make it valid and enforceable in such a manner as comes closest to preserving the intentions of such provision, and (b) the remaining provisions shall remain in full force and effect.

4.10 NO WAIVER

Our failure at any time to require performance by you of any provision of these Terms shall in no way affect our right to enforce such provision, nor shall the waiver of any breach by you of any provision herein constitute a waiver of any succeeding breach or the provision itself.

4.11 INTERPRETATION

For the purpose of these Terms, “you” means the individual user of our Services. If your access or use of our Services is, directly or indirectly, on behalf of one or more third parties (such as, without limitation, your employer or client, or your employer’s client, if your employer has been engaged to access our Services (any such employer, client or other third party, a “Principal”)), then “you” also refers to such Principal. If you are using our Services on behalf of a Principal, (a) you represent and warrant that you have the authority to bind, and have bound, such Principal to these Terms; and (b) you agree to be jointly and severally liable for any breach of these Terms by Principal.

“Practice Fusion,” “we,” “our,” and “us” means, collectively, Practice Fusion, Inc. and our current and future subsidiaries and affiliates.

In addition, the words “include,” “includes” and “including” shall be deemed to be followed by the phrase “without limitation.” The word “will” shall be construed to have the same meaning and effect as the word “shall.” The word “or” shall be construed to have the same meaning and effect as “and/or.” The words “herein,” “hereof” and “hereunder,” and words of similar import, shall be construed to refer to these Terms. The headings used in these Terms are used for convenience only and are not to be considered in construing or interpreting these Terms.

These Terms, together with your User Agreement(s), constitute the entire agreement between you and Practice Fusion regarding any services accessed via our Services, and supersede all previous communications, representations, or understandings, either oral or written, relating to the subject matter hereof; provided, however, (a) in the event of an express conflict between any specific provision included in these Terms and an express provision in a User Agreement, the provision set forth in User Agreement shall prevail, and (b) these Terms shall cover all rights, obligations, terms and conditions not expressly addressed in such User Agreement.

4.12 ELECTRONIC CONTRACTING

Your use of our Services includes the ability to enter into agreements and/or to make transactions electronically. YOU ACKNOWLEDGE THAT YOUR ELECTRONIC SUBMISSIONS CONSTITUTE YOUR AGREEMENT AND INTENT TO BE BOUND BY SUCH AGREEMENTS AND TRANSACTIONS. YOUR AGREEMENT AND INTENT TO BE BOUND BY ELECTRONIC SUBMISSIONS APPLIES TO ALL RECORDS RELATING TO ALL TRANSACTIONS YOU ENTER INTO ON THE SERVICES, INCLUDING NOTICES OF CANCELLATION, POLICIES, CONTRACTS, AND APPLICATIONS.

4.13 ASSIGNMENT

We may freely assign these Terms in connection with a merger, acquisition, or sale of assets, or by operation of law or otherwise.

4.14 AMENDMENTS

We may update or change our Services or the provisions set forth in these Terms from time to time and recommend that you review these Terms on a regular basis. You understand and agree that your continued use of our Services after these Terms have been updated or changed constitutes your acceptance of the revised Terms. Without limiting the foregoing, if we make a change to these Terms that materially affects your use of the Services, we may post notice or notify you via email or our website(s) of any such change. The most current version of the Terms shall govern and supersede all previous versions.