INSITEOR TERMS OF SERVICE

IT IS IMPORTANT THAT YOU READ THIS DOCUMENT CAREFULLY. THESE TERMS OF SERVICE (“TOS”) ARE A LEGAL AGREEMENT BETWEEN YOU AND SURGI-TRAC, LLC AND/OR ITS AFFILIATES (COLLECTIVELY, “SURGI-TRAC”) FOR THE INSITEOR SERVICE AND ANY RELEVANT INFORMATION, FEATURES, FUNCTIONS, AND ADDITIONAL APPLICATIONS OR SOFTWARE THEREOF (COLLECTIVELY, “INSITEOR” OR “SERVICE”) PROVIDED BY SURGI-TRAC OR ITS THIRD-PARTY SUPPLIERS OR LICENSORS. BY AGREEING TO THESE TOS OR BY OTHERWISE USING INSITEOR, YOU AGREE TO BE BOUND BY THESE TOS. IF YOU DO NOT AGREE TO THESE TOS, THEN DO NOT USE INSITEOR.

INSITEOR IS NOT INTENDED FOR USE IN THE DIAGNOSIS OF DISEASE OR OTHER CONDITIONS, OR IN THE CURE, MITIGATION, TREATMENT, OR PREVENTION OF DISEASE. INSITEOR IS NOT INTENDED FOR USE IN THE DETECTION, DIAGNOSIS, MONITORING, MANAGEMENT, OR TREATMENT OF ANY MEDICAL CONDITION, DISEASE, OR VITAL PHYSIOLOGICAL PROCESS, OR FOR THE TRANSMISSION OF TIME-SENSITIVE HEALTH INFORMATION. ANY INFORMATION FOUND, ACQUIRED, OR ACCESSED THROUGH INSITEOR IS MADE AVAILABLE ONLY FOR YOUR CONVENIENCE AND SHOULD NOT BE TREATED AS MEDICAL ADVICE. YOU UNDERSTAND AND AGREE THAT ANY INFORMATION YOU OBTAIN FROM INSITEOR MAY NOT BE SUITABLE, ACCURATE, COMPLETE, OR RELIABLE AND THAT SURGI-TRAC WILL NOT BE HELD LIABLE FOR ANY INJURIES, DAMAGES, LOSSES, AND/OR COSTS ASSOCIATED WITH INSITEOR, NOR FOR THE ACCURACY OR RELIABILITY OF ANY INFORMATION FOUND, ACQUIRED, OR ACCESSED THROUGH INSITEOR. YOU ACKNOWLEDGE AND AGREE THAT SURGI-TRAC IS NOT ENGAGED IN THE PRACTICE OF MEDICINE AND THAT SURGI-TRAC DOES NOT DETERMINE THE APPROPRIATE MEDICAL USE OF INSITEOR. SURGI-TRAC AND ITS LICENSORS AND SUPPLIERS EXPRESSLY DISCLAIM ANY AND ALL LIABILITY RESULTING FROM THE PROVIDERS’ (DEFINED BELOW) DELIVERY OF THIRD-PARTY SERVICES, CONTENT, AND SERVICES.

These TOS may be revised or updated from time to time. You hereby acknowledge that INSITEOR may be changed, updated, or discontinued with or without prior notice. Your use of INSITEOR may be suspended or terminated without notice if you breach these TOS or engage in any illegal, inappropriate, or prohibited behavior, such as the rooting, decompiling, or reverse engineering of your electronic device or any of its software. To the extent of any conflict between these TOS and any other terms and conditions you have agreed to regarding your use of your electronic device, these TOS will prevail.

INSITEOR may help you manage your office(s) and/or medical practice(s) by providing relevant information and tools. INSITEOR’s available functions, features, and additional applications may vary from country to country. You should check the features and applications available in your specific region. 

INSITEOR may make available certain services, connecting devices, websites, and software from third-party service providers (“Third-Party Services”), provided and powered by third-party providers, that will enable you to directly communicate with such providers’ content, devices, and/or software (“Provider”). The Providers are independent of SURGI-TRAC and SURGI-TRAC/INSITEOR does not furnish any of the Providers’ services itself, but rather offers a platform on which you may interact with the Providers and their services. You hereby acknowledge and agree that any Third-Party Services are being provided to you by the Provider and not by SURGI-TRAC. SURGI-TRAC is not responsible for the accuracy, reliability, timeliness, and completeness of information contained in any Third-Party Services, or for the security or safety of using them.

SURGI-TRAC is not practicing medicine or any healthcare profession through its offer of such Third-Party Services. SURGI-TRAC does not evaluate, recommend, endorse, or check the credentials of any Third-Party Services. SURGI-TRAC does not protect, monitor, or otherwise have access to any information you share with Third-Party Services.

The use of Third-Party Services will be subject to the terms and conditions provided by the respective Provider. You should read and understand such a third party’s terms of use and/or other legal agreements before using the Third-Party Services. If you do not agree with the Third-Party Service’s terms, you may not use the Third-Party Service. If you agree, but change your mind later, you should stop using such Third-Party Service.

  1. Grant of License

    Subject to the terms of these TOS, you are granted a limited, non-exclusive, and revocable license to access and use the SERVICE.

    The services and features provided by the SERVICE or Update (defined below) thereto may vary or be limited depending on certain factors, including, without limitation, your country, device, operating system, or carrier.

    If you are 13 or older but under the age of 18, you represent that you have reviewed these TOS with your parent or legal guardian and that you and your parent or guardian understand and consent to the terms and conditions of these TOS. If you are a parent or guardian permitting a person under the age of 18 (“Minor”) to use the SERVICE, you agree to: (i) supervise the Minor’s use of the SERVICE; (ii) assume all risks associated with the Minor’s use of the SERVICE; (iii) assume any liability resulting from the Minor’s use of the SERVICE; (iv) ensure the accuracy and truthfulness of all information submitted by the Minor; and (v) assume responsibility and be bound by this Agreement for the Minor’s access and use of the SERVICE.

  2. Reservation of Rights and Ownership

    This SERVICE includes software and data provided by third parties. You acknowledge that the SERVICE is proprietary to SURGI-TRAC and its licensors and protected under applicable copyright and other intellectual property laws and treaties. These TOS and your use of the SERVICE do not grant you any ownership interest in or to the SERVICE, and you are granted only a limited license to use that is revocable in accordance with the terms of these TOS. You may not use the SERVICE to reproduce copyrighted materials, or materials to which you do not have the right or legal approval for reproduction.

  3. Restrictions

    You may not (i) reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code or algorithms of the SERVICE; (ii) modify or disable any features of the SERVICE; (iii) create derivative works based on the SERVICE, except to the extent that your local law requires you to be able to do so; (iv) rent, lease, lend, sublicense, or provide commercial hosting services with the SERVICE; (v) infringe our intellectual property rights or those of any third party in relation to your use of the SERVICE (to the extent that such use is not licensed by this Agreement); (vi) use the SERVICE in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with these TOS, or act fraudulently or maliciously, for example, by hacking into or inserting malicious code, including viruses, or harmful data, into the SERVICE or any operating system; (vii) use the SERVICE in a way that could damage, disable, overburden, impair, or compromise our systems or security or interfere with other users; and (viii) collect or harvest any information or data from the SERVICE or our systems or attempt to decipher any transmissions to or from the servers running the SERVICE.

    Representations

    By submitting or posting any text, audio, video, images, profiles, or other written or graphic materials (“Content”) to the SERVICE, you make the legally binding representations set forth below about yourself, how the Content was created, what it contains and certain other information, and you understand and intend that SURGI-TRAC shall rely on these representations:

    If you are the creator of the Content, the Content is your original work and you own it. If created by or with others, you have, or else you have obtained the consent, authorization, and all of the legal rights from all of the creators or persons or entities who have rights in the Content which are necessary for you to submit it to SURGI-TRAC and for SURGI-TRAC to distribute and exercise the other rights in this TOS respecting the Content.

    You hereby grant SURGI-TRAC the right to use, copy, modify, reproduce, or distribute any and all of your Content. You also acknowledge and agree that SURGI-TRAC may modify, delete, or hide your Content without notice.

    Listing, marketing, delivery, uploading and use of your Content on the SERVICE does not violate any agreements to which you are a party or of which you are otherwise aware. If your Content includes any open source software, your Content complies with any corresponding license obligations for such open source software, and will not cause any software or technology used or comprising the SERVICE to be disclosed or otherwise become part of the public domain.

    The Content is not:

    • libelous or defamatory;
    • obscene, pornographic, sexually explicit, or vulgar, and does not depict nudity or any sexual acts;
    • predatory, hateful, or intended to intimidate or harass any person, or does not contain derogatory name-calling;
    • in poor taste or is otherwise objectionable; and

    The Content does not:

    • infringe upon or violate the copyrights, trademarks, or other intellectual property rights of any person or entity;
    • violate any person’s right to privacy, publicity, or personality;
    • violate any local, state, federal, national, or international law, including any US or foreign export control laws, or the applicable laws of each jurisdiction to which You are submitting the Content for distribution;
    • contain any viruses, hidden matter, or other malicious elements (including, for example, any “trap doors,” “worms,” “Trojans,” or “time bombs”) or other unauthorized or hidden programs;
    • collect any user information for which You have not obtained the user’s consent;
    • contain or advocate illegal or violent acts;
    • degrade any person on the basis of gender, race, class, ethnicity, national origin, religion, sexual orientation, disability, or other classification;
    • contain any prohibited content (as identified in the Documentation, which is defined below);
    • contain advertising;
    • contain a solicitation of any kind;
    • misrepresent Your identity or affiliation; and
    • impersonate others.

    If these representations are false in any way, you will be responsible for any damages or losses that SURGI-TRAC suffers as a result. In addition, if you discover that any Content violates these representations or that it is otherwise inappropriate, or SURGI-TRAC requests that you do so, you will immediately remove any Content that you have posted from the SERVICE.

  4. Update, Change, or Suspension of the SERVICE

    SURGI-TRAC may, at any time, provide or make available updates or upgrades to the SERVICE (“Updates”), including, without limitation, changing the name of the SERVICE, bug fixes, service enhancements, new features, deletion of existing functions, or modification of the SERVICE. Updates will be governed by these TOS unless separate terms and conditions are provided with such Updates, in which case those separate terms and conditions shall govern the Updates. Updates for security software, critical bug fixes, or other important Updates may be automatically implemented, given the importance of receiving such Updates in a timely manner.

    SURGI-TRAC expressly reserves the right to change, suspend, remove, limit the use of, or disable the access to the SERVICE or any portion thereof at any time without notice or liability

  5. Third-Party Services and Content

    Third-party services and/or content may also be available to you through the SERVICE. To the extent permitted by law, SURGI-TRAC disclaims any warranty, condition, or representation in respect of any third-party services or content in any aspects including, but not limited to, quality, accuracy, effectiveness, lack of viruses, non-infringement of third-party rights, and compliance with any applicable laws or regulations. The use of third-party services and content may be governed by the terms of use of the third-party providers, or any license agreements, privacy policies, or other such agreements. Certain portions of the SERVICE may be subject to open source licenses, in which case the terms of such open source licenses may precede the terms of these TOS with respect to that portion of the SERVICE.

  6. Consent for Collection and Use of Data

    You acknowledge and agree that SURGI-TRAC and/or parties that are entrusted by SURGI-TRAC may collect and use information necessary to provide the SERVICE and Updates, and improve or enhance the SERVICE. At all times your information will be treated in accordance with SURGI-TRAC’s Privacy Policy, which can be viewed at: https://www.insiteor.com/privacy. 

  7. Data Access

    Some features of the SERVICE may require your electronic device to have access to the internet and may be subject to restrictions imposed by your network or internet provider. The SERVICE may require access through your mobile network, which may result in additional charges depending on your payment plan. In addition, your enjoyment of some features of the SERVICE may be affected by the suitability and performance of your device hardware or data access.

  8. Compliance with Law

    You acknowledge and agree to comply with any and all applicable laws and regulations in using the SERVICE including, without limitation, all applicable export restriction laws and regulations.

  9. Termination

    These TOS are effective until terminated. You can terminate these TOS by ceasing your use of the SERVICE, as well as deleting and returning all related software, documentation, and other materials provided by SURGI-TRAC, including backup copies thereof. Should you not comply with these TOS, your rights based on the TOS will be automatically terminated without notice from SURGI-TRAC. Upon termination of these TOS, you must immediately cease all use of the SERVICE. For the purposes of clarity, SURGI-TRAC may terminate these TOS and the SERVICE with notice to you (e.g. via a service website, application pop-up, email, etc.).

  10. Disclaimer of Warranty

    INSITEOR IS PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OR CONTRACTUAL CONDITIONS OF ANY KIND FROM SURGI-TRAC OR ITS THIRD-PARTY LICENSORS OR SUPPLIERS, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, SURGI-TRAC DISCLAIMS ALL WARRANTIES EXPRESSED, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, RELIABILITY, AVAILABILITY, ACCURACY, LACK OF VIRUSES, QUIET ENJOYMENT, NON INFRINGEMENT OF THIRD-PARTY RIGHTS, OR OTHER VIOLATION OF RIGHTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM SURGI-TRAC SHALL BE DEEMED TO ALTER THIS DISCLAIMER, OR TO CREATE ANY WARRANTY OF ANY SORT FROM SURGI-TRAC.

    WITHOUT LIMITING THE FOREGOING, SURGI-TRAC DOES NOT WARRANT THAT ACCESS TO INSITEOR, OR ANY FEATURE OR FUNCTION THEREIN, WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS, IF ANY, WILL BE CORRECTED; NOR DOES SURGI-TRAC MAKE ANY REPRESENTATIONS ABOUT THE ACCURACY, SAFETY, RELIABILITY, CURRENCY, QUALITY, COMPLETENESS, USEFULNESS, PERFORMANCE, SECURITY, LEGALITY, OR SUITABILITY OF INSITEOR OR ANY OF THE INFORMATION CONTAINED THEREIN.

  11. Limitation of Liability

    SURGI-TRAC, ITS LICENSORS AND SUPPLIERS WILL NOT BE LIABLE FOR ANY INJURIES, DAMAGES, OR LOSS (COLLECTIVELY, “DAMAGES”) OF ANY KIND ARISING OUT OF OR RELATING TO YOUR USE, THE INABILITY TO USE, OR YOUR RELIANCE UPON THE SERVICE, ITS CONTENT OR FUNCTIONALITY, INCLUDING, BUT NOT LIMITED TO, DAMAGES CAUSED BY OR RELATED TO ERRORS, OMISSIONS, INTERRUPTIONS, DEFECTS, DELAYS IN OPERATION OR TRANSMISSION, COMPUTER VIRUSES, FAILURE TO CONNECT TO TELECOMMUNICATIONS INFRASTRUCTURE OR THE INTERNET, NETWORK CHARGES, PERSONAL INJURY, LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA, AND ALL OTHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, EVEN IF SURGI-TRAC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU. NOTWITHSTANDING THE FOREGOING, SURGI-TRAC’S TOTAL LIABILITY TO YOU FOR ALL LOSSES, DAMAGES, CAUSES OF ACTION, INCLUDING, BUT NOT LIMITED TO, THOSE BASED ON BREACH OF CONTRACT, NEGLIGENCE, NEGLIGENT REFERRAL, STRICT LIABILITY, MALPRACTICE, TORT, OR OTHERWISE, ARISING OUT OF YOUR USE OF THE SERVICE, OR ANY OTHER PROVISION OF THESE TOS, SHALL NOT EXCEED THE AMOUNT YOU PAID SURGI-TRAC SPECIFICALLY FOR THIS SERVICE. THE FOREGOING LIMITATIONS, EXCLUSIONS, AND DISCLAIMERS IN THESE TOS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE.

  12. INDEMNIFICATION

    YOU AGREE TO RELEASE, INDEMNIFY, DEFEND, AND HOLD HARMLESS SURGI-TRAC, ITS LICENSORS, SUPPLIERS, CONTRACTORS, EMPLOYEES, AND AGENTS FROM ANY CLAIMS, LOSSES, DAMAGES, LIABILITIES (INCLUDING LEGAL FEES AND EXPENSES) ARISING OUT OF YOUR USE OF THE SERVICE, YOUR VIOLATION OF THE RIGHTS OF ANY THIRD PARTY, OR ANY BREACH OF THESE TOS. YOU EXPRESSLY WAIVE THE PROVISIONS OF ANY STATE OR LOCAL LAW LIMITING OR PROHIBITING A GENERAL RELEASE.

    YOU ACKNOWLEDGE AND AGREE THAT THE ABOVE PROVISIONS OF CLAUSES 10, 11, AND 12 ARE REASONABLE GIVEN THE BENEFITS OF THE SERVICES AND YOU WILL ACCEPT SUCH RISK AND/OR INSURE ACCORDINGLY.

  13. Applicable Law

    These TOS are governed by the laws of the jurisdiction where you are a resident, without regard to its conflict of law provisions. These TOS shall not be governed by the UN Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.

  14. Dispute Resolution

    15. Any controversies or disputes arising out of or relating to these TOS shall be resolved by binding arbitration in accordance with the then-current Commercial Arbitration Rules of the American Arbitration Association. You and SURGI-TRAC shall select a mutually acceptable arbitrator knowledgeable about issues relating to the subject matter of these TOS. In the event you and SURGI-TRAC are unable to agree to such a selection, each party will select an arbitrator and the two arbitrators in turn shall select a third arbitrator, all three of whom shall preside jointly over the matter. The arbitration shall take place in Maricopa County, Arizona. All documents, materials, and information in the possession of each party that are in any way relevant to the dispute shall be made available to the other party for review and copying no later than 30 days after the notice of arbitration is served. The arbitrator(s) shall not have the authority to modify any provision of this Contract or to award punitive damages. The arbitrator(s) shall have the power to issue mandatory orders and restraint orders in connection with the arbitration. The decision rendered by the arbitrator(s) shall be final and binding on the parties, and judgment may be entered in conformity with the decision in any Arizona court having jurisdiction. The agreement to arbitration shall be specifically enforceable under the prevailing arbitration law. During the continuance of any arbitration proceeding, the parties shall continue to perform their respective obligations under these TOS.

  15. Entire Agreement

    These TOS are the entire agreement between you and SURGI-TRAC relating to the SERVICE and supersede all prior or contemporaneous oral or written communications, proposals, and representations with respect to the SERVICE or any other subject matter covered by these TOS. If any provision of these TOS is held to be void, invalid, unenforceable, or illegal, the other provisions shall continue in full force and effect.

    Last Updated on 9/1/2021