Clinic Concierge End User License Agreement

1. License Grant

Clinic Networking grants you a non-exclusive, non-transferable, revocable license to install and use the Software on computers you own or control, for your internal business purpose of monitoring and supervising applications. All rights not expressly granted are reserved by Clinic Networking.

2. Automatic Updates

The Software automatically checks Clinic Networking’s servers for new versions and downloads and installs updates in the background, without prompting you each time. Updates are cryptographically signed by Clinic Networking and may add, change, or remove features, and may include fixes and security patches. By installing and using the Software, you consent to this automatic update behavior. You may turn automatic updates off in the Software’s settings; if you do, you are responsible for keeping the Software current, and some features or fixes may not be available to you. Your continued use of the Software after an update is applied constitutes acceptance of the updated Software under this Agreement.

3. Restrictions

You may not: (a) reverse engineer, decompile, or disassemble the Software, except to the extent applicable law expressly permits despite this limitation; (b) rent, lease, lend, sell, sublicense, or distribute the Software; (c) remove or alter any proprietary notices on the Software; or (d) use the Software in any manner that violates applicable law.

4. Ownership

The Software is licensed, not sold. Clinic Networking and its licensors retain all right, title, and interest in and to the Software, including all intellectual property rights.

5. Data and Privacy

The Software runs locally on your computers. It does not transmit your business data, or any patient or personal health information, to Clinic Networking. The Software makes outbound network connections only to retrieve update information and updates, and to retrieve an optional catalog of recommended application settings. If you enable optional features such as email alerts or the local web portal, the Software sends data only to the destinations you configure. You are responsible for configuring and operating the Software in compliance with your own legal and regulatory obligations, including any obligations under HIPAA or other privacy laws.

6. Third-Party Components

The Software runs on the Microsoft .NET Runtime and includes third-party components that are subject to their own license terms, available from their respective providers.

7. Disclaimer of Warranties

THE SOFTWARE IS PROVIDED “AS IS” AND “AS AVAILABLE”, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. CLINIC NETWORKING DOES NOT WARRANT THAT THE SOFTWARE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, CLINIC NETWORKING WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, DATA, OR BUSINESS, ARISING OUT OF OR RELATED TO THE SOFTWARE OR THIS AGREEMENT. CLINIC NETWORKING’S TOTAL LIABILITY UNDER THIS AGREEMENT WILL NOT EXCEED THE GREATER OF THE AMOUNT YOU PAID FOR THE SOFTWARE IN THE TWELVE MONTHS PRECEDING THE CLAIM, OR ONE HUNDRED U.S. DOLLARS.

9. Term and Termination

This Agreement is effective until terminated. It terminates automatically if you breach it. On termination, you must stop using the Software and remove it from your computers. Sections 4 through 8, 10, and 11 survive termination.

10. Governing Law

This Agreement is governed by the laws of the State of Oklahoma, without regard to its conflict-of-laws rules. The exclusive venue for any dispute arising out of this Agreement will be the state or federal courts located in Oklahoma.

11. Entire Agreement; Changes

This Agreement is the entire agreement between you and Clinic Networking regarding the Software and supersedes any prior agreement on this subject. Clinic Networking may publish an updated Agreement for future versions of the Software; the version of this Agreement presented with the Software you install governs your use of that version.

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