Guardian Healthcare Solutions

Terms of Use

1. General Information Regarding These Master Terms of Use ("Master Terms").

Please read these terms carefully because they apply to your use of all of the websites that Guardian Healthcare Solutions operates other than our Guardian Healthcare Solutions website (http://www.guardian-hcs.com) (collectively, the websites to which these terms apply, the "Websites"), including the products and services provided through the Websites (collectively, the "Services"). Websites include, but are not limited to, the websites operated at http://www.guardian-hcs.com with all sub-domains thereof. Guardian Healthcare Solutions ("Guardian", "GHS" or "GHCS") is an Alabama Limited Liability Company with a business office at 4220 Cahaba Heights Court, Suite 100, Vestavia Hills, Alabama 35243, United States.

Unless otherwise agreed in writing with Guardian Healthcare Solutions, your use of any Website or Service will always be subject to, at a minimum, the terms and conditions set out in this document. These are referred to as the "Master Terms."

In addition, your use of any Website or Service may also be subject to the terms of any legal notice applicable to the Website or Service, in addition to the Master Terms. All such terms supplementing these Master Terms are referred to below as the "Additional Terms." Where Additional Terms apply to a Website or Service, these will be accessible for you to read either within, or through your use of, that Website or Service.

The Master Terms, together with any Additional Terms, form a binding legal agreement between you and Guardian Healthcare Solutions in relation to your use of the Websites and the Services. Collectively, this legal agreement is referred to below as the "Terms." If there is any contradiction between the Additional Terms and the Master Terms, then the Additional Terms shall take precedence in relation to the Website or Service to which the Additional Terms apply.

2. Your Agreement to the Terms.

YOUR ACCESS OR USE OF ANY WEBSITE OR SERVICE IN ANY WAY SIGNIFIES THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THE TERMS. By accessing or using any Website or Service you also represent that you have the legal authority to accept the Terms on behalf of yourself and any party you represent in connection with your use of any Website or Service. If you do not agree to the Terms, you are not authorized to use any Website or Service.

3. Changes to the Terms.

From time to time, Guardian Healthcare Solutions may change, remove, add to (including without limitation by way of Additional Terms) or otherwise modify the Terms, and reserves the right to do so in its discretion. In that case, we will post the updated Master Terms or Additional Terms, as relevant, to the applicable Website(s) and indicate the date of revision. We encourage you to periodically review the Terms. In addition, if our modifications are material, we will make commercially reasonable efforts to notify you electronically. For example, we may send a message to your email address, if we have one on file, or we may display a notice on the Websites indicating that the Terms have changed. All new and/or amended Terms take effect immediately; provided, however, that if deemed material by Guardian Healthcare Solutions at its sole discretion, such new and/or additional material terms will be marked as such and will take effect 30 days after they are posted on the applicable Website. Notwithstanding the foregoing, (i) no modification to the Terms will apply to any dispute between you and Guardian Healthcare Solutions that arose prior to the effective date of any modification and (ii) if you do not agree with any modification to the Terms, you may terminate this agreement by ceasing use of the Websites and Services. Your continued use of any Website or Service after new and/or revised Terms are effective indicate that you have read, understood and agreed to those Terms.

4. Provision of the Websites and Services Generally.

Guardian Healthcare Solutions makes the Websites and Services available to you on the Terms. You may only use the Websites and Services in accordance with these Master Terms and any applicable Additional Terms. In particular but without limitation, you may not use the Websites and Services for any purpose that is unlawful or prohibited by these Master Terms, any applicable Additional Terms, or any other conditions or notices that are made available on any Website or Service.

5. No Legal Advice.

Guardian Healthcare Solutions is not a law firm and does not provide legal advice. Using the Websites or Services or sending us an email does not create an attorney-client relationship. In particular but without limitation, use of any of GHCS' legal tools or licenses and/or using any Services relating to GHCS' legal tools or licenses does not constitute legal advice nor does it create an attorney-client relationship. You are advised to consult with your own legal counsel before using GHCS' legal tools or licenses. Guardian Healthcare Solutions provides all Websites, Services, information, tools and licenses on an "as-is" basis. Guardian Healthcare Solutions makes no warranties regarding any information, tools or licenses provided on or through the Websites and Services, and disclaims liability for damages resulting from their use.

6. Location of the Websites and Services.

The Websites and Services are controlled and offered by GHCS from its facilities in the United States of America. GHCS makes no representations that the Websites or Services are appropriate or available for use in other locations. If you are accessing or using any Website or Service from other jurisdictions, you do so at your own risk and you are responsible for compliance with local law. Notwithstanding the foregoing, the Websites may contain or provide links to Content (defined in Section 8, below) hosted on websites located outside of the United States of America.

7. User Conduct.

Users agree not to use the Websites or Services to:

In addition, you may not (and may not authorize another party to): (i) frame or otherwise co-brand the Websites or Services (for example, by displaying a name, logo, trademark or other means of attribution of a third party that is reasonably likely to give the user the impression that that third party has the right to display, publish or distribute the Website or Service); or, (ii) use any Website or Service in any manner that could disable, overburden, damage or impair such Website or Service, or interfere with any other party's use and enjoyment of any Website or Service.

8. Terms Relating to Content on the Websites and Services.

 

9. Third Party Websites and Content; Links.

The Websites or Services may contain links to websites not controlled by Guardian Healthcare Solutions ("Third Party Websites"), as well as Content belonging to or originating from persons or organizations other than Guardian Healthcare Solutions ("Third Party Content"). You acknowledge that Guardian Healthcare Solutions is not responsible or liable for any Third Party Websites or any Third Party Content, information or products made available at any Third Party Website, regardless of whether Third Party Websites provide the option for users to apply Guardian Healthcare Solutions licenses to Content hosted on those sites, or whether any Third Party Website or Third Party Content bears a Guardian Healthcare Solutions license. You further acknowledge that Guardian Healthcare Solutions (a) is not responsible or liable for any Third Party Websites or any Third Party Content, information or products made available at any Third Party Website; (b) has not reviewed any Third Party Websites or Third Party Content for accuracy, appropriateness, completeness or non infringement; (c) has not sponsored or otherwise endorsed Third Party Websites or Third Party Content; and (d) makes no representations or warranties whatsoever about any Third Party Websites or Third Party Content.

10. Participating in Our Community: Registered Users.

Registering for an account on any of the Websites is void where prohibited. Only persons who are over the age of majority in their jurisdiction (which typically is 18, but may be different in your jurisdiction) and fully competent to enter into the terms, conditions, obligations, affirmations, representations and warranties set forth in the Terms and to abide by and comply with the Terms may register for an account and use the related Services; provided, however, that if you are under the age of majority in your jurisdiction but over 13 years of age, you may join with the express permission of your parent or legal guardian. Any registration by, use of or access to the Services provided to Registered Users (defined below) by anyone (1) under the age of 13 or (2) under the age of majority in their jurisdiction but without parental or guardian permission, is unauthorized, unlicensed and a violation of these Master Terms. By registering for an account on any of the Websites or using the related Services, you represent and warrant that you (1) are the age of majority in your jurisdiction or, (2) are over the age of 13 and have the express permission of a legal guardian to become a Registered User and use Services made available to Registered Users, and you further agree to abide by all of the terms and conditions of these Master Terms and any applicable Additional Terms.

Services offered to Registered Users are provided subject to these Master Terms and any Additional Terms specified on the relevant Website. Guardian Healthcare Solutions reserves the right to modify or discontinue the accounts of Registered Users and related Services at any time. Guardian Healthcare Solutions disclaims any and all liability to Registered Users and third parties in the event GHCS exercises its right to modify or discontinue user accounts or related Services.

Registration; Security. You agree to (a) provide accurate, current and complete information about you, if and as may be prompted by the registration process on the any of the Websites, (b) maintain the security of your password(s) and identification, (c) maintain and promptly update your registration information and any other information you provide to Guardian Healthcare Solutions, and to keep it accurate and complete to, among other things, allow us to contact you, and (d) be fully responsible for all use of your account and for any actions that take place using your account. It is your responsibility to ensure that Guardian Healthcare Solutions has up-to-date contact information for you. You may not set up an account or membership on behalf of another individual or entity unless you are authorized to do so.

No Membership in GHCS. As used in these Master Terms, "Registered User" means a person who has registered and obtained an account on one of our Websites. Becoming a Registered User or using any of the related Websites or Services does not and shall not be deemed to make you a member, shareholder or affiliate of Guardian Healthcare Solutions for any purposes whatsoever, nor shall you have any of the rights of statutory member.

Termination; Termination and Inactivation of User Accounts. Your participation as a Registered User and use the related Services terminates automatically upon your breach of any of these Master Terms or applicable Additional Terms.

In addition, Guardian Healthcare Solutions may, at any time: (a) modify, suspend or terminate the operation of or access to your user account for any reason; (b) modify or change such Websites and Services and any applicable Terms and policies governing your user account and related Websites and Services for any reason; and (c) interrupt user accounts and related Websites and Services for any reason, all as Guardian Healthcare Solutions deems appropriate in its discretion. Your access to your account, and use of the related Websites and Services may be terminated by you or by Guardian Healthcare Solutions at any time and for any reason whatsoever, without notice.

In addition, Guardian Healthcare Solutions reserves the right to delete and purge any account and all Content associated therewith following any prolonged period of inactivity, all as may be determined by Guardian Healthcare Solutions in its complete discretion.

11. DISCLAIMER OF WARRANTIES.

TO THE FULLEST EXTENT PERMITTED BY THE APPLICABLE LAW, GUARDIAN HEALTHCARE SOLUTIONS OFFERS THE WEBSITES AND SERVICES AS-IS AND MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND CONCERNING THE WEBSITES OR SERVICES, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE, MERCHANTIBILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. GUARDIAN HEALTHCARE SOLUTIONS DOES NOT WARRANT THAT THE FUNCTIONS OR CONTENT CONTAINED ON THE WEBSITE OR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT GHCS' SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. GUARDIAN HEALTHCARE SOLUTIONS DOES NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING USE OR THE RESULT OF USE OF THE CONTENT IN TERMS OF ACCURACY, RELIABILITY, OR OTHERWISE.

12. LIMITATION OF LIABILITY.

EXCEPT TO THE EXTENT REQUIRED BY APPLICABLE LAW AND THEN ONLY TO THAT EXTENT, IN NO EVENT WILL GUARDIAN HEALTHCARE SOLUTIONS, ITS EMPLOYEES, OFFICERS, DIRECTORS, AFFILIATES OR AGENTS ("THE GUARDIAN HEALTHCARE SOLUTIONS PARTIES") BE LIABLE TO YOU ON ANY LEGAL THEORY FOR ANY INCIDENTAL, DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR OTHER DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF REVENUE OR INCOME, LOST PROFITS, PAIN AND SUFFERING, EMOTIONAL DISTRESS, COST OF SUBSTITUTE GOODS OR SERVICES, OR SIMILAR DAMAGES SUFFERED OR INCURRED BY YOU OR ANY THIRD PARTY THAT ARISE IN CONNECTION WITH THE WEBSITES OR SERVICES (OR THE TERMINATION THEREOF FOR ANY REASON), EVEN IF THE GUARDIAN HEALTHCARE SOLUTIONS PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

THE GUARDIAN HEALTHCARE SOLUTIONS PARTIES SHALL NOT BE RESPONSIBLE OR LIABLE WHATSOEVER IN ANY MANNER FOR ANY CONTENT POSTED ON THE WEBSITES OR SERVICES (INCLUDING CLAIMS OF INFRINGEMENT RELATING TO CONTENT POSTED ON THE WEBSITES OR SERVICES, FOR YOUR USE OF THE WEBSITES AND SERVICES, OR FOR THE CONDUCT OF THIRD PARTIES WHETHER ON THE WEBSITES, IN CONNECTION WITH THE SERVICES OR OTHERWISE RELATING TO THE WEBSITES OR SERVICES.

13. Indemnification for Breach of Terms of Use.

You agree to indemnify and hold harmless the Guardian Healthcare Solutions Parties (defined above) from and against any and all loss, expenses, damages, and costs, including without limitation reasonable attorneys fees, resulting, whether directly or indirectly, from your violation of the Terms. You also agree to indemnify and hold harmless the Guardian Healthcare Solutions Parties from and against any and all claims brought by third parties arising out of your use of any of the Websites or Services and the Content you make available via any of the Websites or Services by any means, including without limitation through a posting, a link, reference to Content, or otherwise.

14. Privacy Policy.

Guardian Healthcare Solutions is committed to handling responsibly the information and data we collect through our Websites and Services and agrees to use your personal information in accordance with the Statement of Privacy. The Statement of Privacy is hereby incorporated by reference into these Master Terms.

15. Trademarks.

The Websites and Services may contain trademarks, service marks, logos and other names that are the property of Guardian Healthcare Solutions or such other party as indicated with respect to that name or icon. In the case of Guardian Healthcare Solutions' trademarks, logos and icons, these may not be used without express written permission from Guardian Healthcare Solutions.

16. Copyright Complaints; DMCA Compliance.

Guardian Healthcare Solutions respects the intellectual property rights of others, and we prohibit users of our Websites and Services from submitting, uploading, posting or otherwise transmitting any materials that violate another person's intellectual property rights.

Additionally, it is our policy to terminate usage rights and any applicable user accounts of users we determine to be "repeat infringers" of others' copyrights.

Content hosted on Third Party Websites is the responsibility of those Websites, and not of Guardian Healthcare Solutions, regardless of whether the Content bears a Guardian Healthcare Solutions license. If you are the copyright owner of Content hosted on a Third Party Website, and you have not authorized the use of your Content, please contact the administrator of the hosting Website directly to have the Content removed.

17. Termination of this Agreement.

These Master Terms and any Additional Terms will continue to apply until terminated by either you or Guardian Healthcare Solutions as set out below. Your right to access and use the Websites and Services terminates automatically upon your breach of any of these Master Terms or Additional Terms that may apply to any of the Websites or Services.

Guardian Healthcare Solutions may, at any time: (a) modify, suspend or terminate the operation of or access to any of the Websites or Services, or any portion of the Websites or Services, for any reason; (b) modify or change the Websites or Services, or any portion of the Websites or Services, and any Master Terms, Additional Terms and other policies governing the use of the Websites or Services, for any reason; (c) interrupt the operation of the Websites or Services, or any portion of the Websites or Services, for any reason, all as Guardian Healthcare Solutions deems appropriate in its sole discretion.

Your access to, and use of, the Websites or Services may be terminated by you or by Guardian Healthcare Solutions at any time and for any reason. Guardian Healthcare Solutions will use reasonable efforts to notify you in advance about any material modification, suspension or termination by GHCS that is not caused by your breach of the Terms.

The disclaimer of warranties, the limitation of liability and the jurisdiction and applicable law provisions shall survive any termination. The license grants mentioned herein shall continue in effect subject to the terms of the applicable license. Your warranties and indemnification obligations shall survive any termination for one year.

18. Miscellaneous Terms.

These Master Terms and any Additional Terms are governed by and construed by the laws of the State of Alabama, in the United States, exclusive of its choice of law rules. The parties agree that any disputes or proceedings between Guardian Healthcare Solutions and you concerning these Master Terms, any Additional Terms, and/or any of the Websites or Services shall be brought in a federal or state court of competent jurisdiction sitting in the State of Alabama, and hereby consent to the personal jurisdiction and venue of such court. Either party's failure to insist on or enforce strict performance of any of the Terms shall not be construed as a waiver of any provision or right. If any term or part of the Terms is held to be invalid or unenforceable by any law or regulation or final determination of a competent court or tribunal, that provision will be deemed severable and will not affect the validity and enforceability of any remaining provisions. The parties agree that no joint venture, partnership, employment, or agency relationship exists between you and Guardian Healthcare Solutions as a result of these Master Terms, any Additional Terms, or your use of any of the Websites or Services. These Master Terms and any applicable Additional Terms constitute the entire agreement between you and Guardian Healthcare Solutions relating to this subject matter and supersede all prior, contemporaneous and future communications (with the exception of future amendments to the Terms as made available by Guardian Healthcare Solutions from time to time) between you and Guardian Healthcare Solutions. A printed version of the Terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based on or relating to the Terms to the same extent and subject to the same conditions as other business documents and records originally generating and maintained in printed form.


These Terms of Use are Effective as of January 2, 2013.

Copyright © 2013 Guardian Healthcare Solutions. All rights reserved.