The Effective Date of this User Agreement is July 1, 2023.
This User Agreement (“Agreement”) is by and between you and Surescripts, LLC (”Surescripts,” “we,” or “us”). When you use this website and its related services (“Website”), you agree to the terms in this Agreement and those included in our Privacy Notice. Nothing in this Agreement shall be construed to limit or modify the representations made in our Privacy Notice.
Your use of the Website demonstrates your express consent to enter into an electronic agreement and to our then current terms. Further, your use of the Website and/or your registering with the Website is your electronic signature to this Agreement and our Privacy Notice.
You may print and maintain a copy of this Agreement to a printer or to your device (printer, computer, tablet, or mobile device).
NOTICE: The information and content (collectively, “Content”) on the Website is for general educational information only. Surescripts is not a health care provider, Prescription Benefits Management (PBM) company, or pharmacy. The Content should not be construed as advice regarding treatment or diagnosis for any condition, legal advice, or financial advice of any kind.
Permitted Use of the Website
You agree that you will comply with this Agreement as well as all applicable laws and regulations, including export control laws and regulations. You warrant and represent that you are at least 13 years of age, and if you are between 13 and the age of majority in your state (not emancipated), you represent and warrant that your parent and/or guardian agrees to this Agreement on your behalf. Further, you agree that we may take any measures we deem appropriate, in our sole discretion and permitted by law, to enforce this Agreement.
Prohibited Use of the Website
You agree that you will not:
- Use the Website or Content in any way not expressly permitted by this Agreement;
- Copy, modify, or harvest data, Content, or other materials from the Website;
- Remove or alter any copyright or other proprietary rights or notices concerning the Website;
- Misrepresent your identity or otherwise provide any false information;
- Interfere with the operation of our Website;
- Share your User Credentials with any third parties or use any third party’s User Credentials;
- Engage in commercial, competitive, or viral messaging, or sending of unsolicited advertisements, or similar communications, including harmful computer code, viruses, or malware;
- Use the Website in any way that could, in our sole judgment, interfere with any other party's use or enjoyment of the Website, impair our networks or servers, or expose us or any third party to any claims or liability whatsoever, or use software or other means to access, "scrape," "crawl," or "spider," any webpages or other services from the Website. If you are blocked from the Website (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking;
- Directly or indirectly authorize anyone else to take actions prohibited in this section;
- Attempt to reverse engineer any of the software used to provide the Website;
- Post or otherwise make available content that is obscene, libelous, harassing, harmful, inflammatory, threatening; compromises individual privacy; or is otherwise objectionable, improper, or inappropriate; or
- Post any advertisement, solicitation, or any other content that violates applicable laws.
You understand and agree that any content posted to the Website by a third party is the opinion of the poster. Third-party posting is no substitute for your own research and should not be relied upon by you for any purpose.
Content Ownership and License to Use the Website
Subject to this Agreement, Surescripts grants you a personal, non-commercial, non-transferable, non-exclusive, revocable, limited license to view the Content on our Website for the sole purpose of obtaining information regarding our products and services. All rights, title, and interest in and to the Website, including the Content, and all intellectual property rights, including all copyright, trademark, patent, and trade secret rights will remain with Surescripts and our licensors and vendors. No ownership interest is transferred to you or any other entity by virtue of making the Content available on the Website, granting you a license to use the Website, or your entering into this Agreement.
We may terminate this license at any time for any reason. If you breach any of the terms in this Agreement, your license to the Website and its Content terminates immediately. Upon the termination of this license, you must stop using the Website, including all Content, and return or destroy all copies, including electronic copies, of the Content in your possession or control.
When you register to create an account with us, you are responsible for protecting your username (such as an email address) and password that you provide when registering (“User Credentials”). If at any time your User Credentials are compromised, you agree to immediately change your username and password and contact us using the email address in the Contact Us section.
By using the Website, you acknowledge and agree that Internet transmissions are never completely private or secure. You understand that any message or information you send through the Website may be read or intercepted by others.
Copyright Infringement – DMCA Notice
The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under US copyright law. If you believe, in good faith, that content or material on our Website infringes a copyright owned by you, you (or your agent) may send Surescripts a notice requesting that the material be removed or access to it blocked. Notices and counter-notices with respect to the Website should be sent to the applicable address below:
Attn: Privacy Officer
2550 South Clark Street, Suite 1000
Arlington, VA 22201
The notice must include the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the copyrighted work claimed to have been infringed; (c) identification of the material that is claimed to be infringing or the subject of infringing activity; (d) the name, address, telephone number, and email address of the complaining party; (e) a statement that the complaining party has 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; and (f) a statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send us a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA.
It is our policy not to accept or consider unsolicited ideas or offers to sell intellectual property. We ask that you please do not submit any such ideas or offers to us or our employees or contractors.
This policy is intended to avoid potential misunderstandings if our technology, products, or services may seem similar to a submission made to the company. If you still choose to make any submission to us, you agree as follows, regardless of any statements made in your submission that:
- We owe you no compensation;
- There is no duty of confidentiality between us and you;
- Your submission automatically becomes our property, and we may use or redistribute the contents of that submission in any way for any purpose;
- We are free to acquire, develop, and sell services and products that may be competitive to those you offer or suggest; and
- It is your responsibility to protect your own intellectual property; you should not make a submission to us if you have concerns about intellectual property.
If you are uncertain about the meaning of this policy or the legal ramifications of submitting materials to us, you should consult with your attorney before making a submission.
When visiting our Website, you may click to visit other websites, mobile websites, platforms, services, and applications (“Third-party Websites”). When you do so, you understand that you leave our Website and will be in domains controlled by others where their privacy notice and user terms control. We may provide links to Third-party Websites for your convenience, because their content might be of use or interest to you. You understand that our including these links to Third-party Websites is not an endorsement of the of their content. We are not responsible for the content, accuracy or accessibility of Third-party Websites. You alone are responsible for your relationships with Third-party Websites.
Dispute Resolution and Arbitration
If you have a concern, you agree to try to resolve the dispute (“Dispute”) informally before filing a claim against us. To do so, please send us an email at [Email address] with your name, a detailed description of the Dispute, and the relief you seek. We will respond to you as soon as possible to try to resolve the Dispute informally.
If we are unable to resolve a Dispute within a reasonable time not to exceed 60 days, then either party may initiate binding arbitration. Subject to the exceptions below, all claims arising out of or relating to this Agreement, the parties’ relationship with each other, or your use of the Services shall be settled by final and binding arbitration by JAMS and conducted in accordance with the expedited procedures set forth in the JAMS Comprehensive Arbitration Rules and Procedures. The Federal Arbitration Act shall govern the arbitrability of all Disputes. The place of arbitration shall be the Commonwealth of Virginia, U.S.A. The award rendered by the arbitrators shall be final and binding upon both parties. The parties shall maintain the confidential nature of the arbitration proceedings and any award. Either party may apply to the arbitrator seeking injunctive relief.
YOU UNDERSTAND AND AGREE THAT BY ENTERING THIS AGREEMENT, YOU AND SURESCRIPTS ARE WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
Notwithstanding the above, you and Surescripts agree that nothing in this Agreement will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law; or (d) file suit in a court of law to address an intellectual property infringement claim.
Nothing in this Agreement is an expressed or implied warranty of any kind. Surescripts does not guarantee the accuracy, completeness, timeliness, or reliability of any content available through our Website. Our content and functionality are provided when available and are provided on an “as is” basis and your use of our Website is at your own risk. We make no representation that use of our content and functionality will be uninterrupted or error-free, or free of viruses or other harmful components.
When you access our Website from a state that does not allow our Agreement to include a “no-warranties” provision, and even though this Agreement makes no warranty, then this paragraph will not apply to you.
Limitation of Liability
When you use our Website, you understand and agree that Surescripts has no liability for any loss arising out of, or relating to: content provided; functionality provided; any Third-party Website or program accessed through our Website; any acts, errors or omissions by us or any third party; and/or your access or use of the Website. This limitation of liability includes any claim, whether based on warranty, contract, tort, strict liability, or any other legal theory.
When you are a resident of a state that does not permit limitation of liability, then this provision does not apply to you. Notwithstanding the foregoing, released parties shall not be liable for any damages unless such damages are the result of our negligent or reckless acts or omissions. Further, any released party is not, in any case, liable for indirect, incidental, special, consequential or punitive damages.
You agree to defend, indemnify, and hold harmless any released parties from any claim by third parties, including reasonable attorneys' fees for counsel of our own choosing, arising out of or related to your breach of this Agreement or any copyright infringement, misappropriation, misuse, gross negligence, intentional misconduct, or violation of applicable law relating to your use of our Website’s functionality and/or Content. You may not transfer or assign any rights or obligations under this Agreement. In any litigation, you will cooperate with us in asserting any available defenses.
Governing Law and Jurisdiction
You agree that Virginia law governs this Agreement and any claim or dispute that you might have against Surescripts. Further, you agree to the jurisdiction and venue of the state and federal courts in the Commonwealth of Virginia for any dispute involving Surescripts or its employees, officers, directors, agents, and providers. You must initiate any cause of action within one year after the claim has arisen, or you are barred from pursuing a cause of action. The laws of the United Nations Convention on Contracts for the international Sale of Goods is not applicable to this Agreement.
We may cancel, suspend or block your use of our Website and/or registration at any time, without cause and/or without notice. Further, Surescripts will not be liable to you or any other party for any termination of your access to its Website in accordance with this Agreement.
If any provision of this Agreement is held to be unenforceable or invalid by an arbitrator or court of competent jurisdiction, the remaining portions of this Agreement will be determined without the unenforceable or invalid provision. All other terms in this Agreement will remain in full force and effect.
This Agreement and any supplemental terms, policies, rules and guidelines posted on the Website, constitute the entire agreement between you and us in connection with the Website and supersede all previous written or oral agreements. You acknowledge that we have the right to seek, at your expense, an injunction to stop or prevent a breach of your obligations. No waiver by us will have effect unless such waiver is set forth in writing and signed by us; nor will any such waiver of any breach or default constitute a waiver of any subsequent breach or default.
Changes to this Agreement
We may change the terms of this Agreement at any time. If we do, we will update the effective date for the revised Agreement at the top. Unless otherwise noted, changes are effective immediately upon posting. By continuing to use the Website following such changes, you acknowledge such changes and agree to be bound by their terms.
Survival and Assignment
Any provision of this Agreement that, by its nature, should survive termination of this Agreement shall survive termination. You may not transfer or assign any rights or obligations under this Agreement. The Company may transfer or assign its rights and obligations under this Agreement.