Terms and Conditions (“Terms”)

Last updated: 10/20/2016

DRNotes is a software application, used by healthcare providers at healthcare institutions and medical practices (“Providers”), which may include designated associates and employees of the Providers (“Practitioners”), and clients of the Practitioners (“Patients”), to find, store, manage, organize, analyze, review information, including but not limited to personal or non-personal information, medical records, diagnoses, prescriptions, procedures, billings and accounting details. All users of DRNotes, i.e. Providers and Practitioners are referred to as “users” or “you” or “your”.

Please read these Terms and Conditions (“Terms”, “Terms and Conditions”) carefully before using the DRNotes website and the DRNotes mobile application (the “Service”) operated by Dryve IT Inc. (“us”, “we”, or “our”). Your access to and use of the Service is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the Service. By accessing or using the Service you agree to be bound by these Terms. If you disagree with any part of the Terms then you may not access the Service.

Purchases

If you wish to purchase any service made available through the Service (“Purchase”), you may be asked to supply certain information relevant to your Purchase including, without limitation, your email address, name, address, mobile phone number and credit card details.

Subscriptions

Some parts of the Service are billed on a subscription basis (“Subscription(s)”). You will be billed in advance on a recurring basis for Subscriptions.

Accounts

Our Services are protected by security measures intended to protect the confidentiality and accessibility of sensitive information of our users and users’ Patients. In order to protect your information and your Patients’ information, you must create an account with us and provide us with your personal identification information and a secure password. When you create an account with us, you must provide us information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of your account on our Service.

You are responsible for safeguarding the password that you use to access the Service and for any activities or actions under your password, whether your password is with our Service or a third-party service.

You agree not to disclose your credentials or password to any third party. You will not share your credentials with anyone else. You will not circumvent or attempt to circumvent any security measures we have put in place. You will not, without our written approval, access or use, or attempt to access or use our Services other than with a commercial browser or the DRNotes mobile application.

You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.

Content

Our Service allows you to store, share with other Practitioners and otherwise make available certain information, text, graphics, photographs, images, videos, medical records, diagnoses, prescriptions, procedures, or other material (“Content”).

You retain ownership of the intellectual property rights you hold in Content that you submit to our Services. When you submit your Content to DRNotes 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.

Our Service may contain links to thirdparty web sites or services that are not owned or controlled by us.

Dryve IT Inc. has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party web sites or services. You further acknowledge and agree that Dryve IT shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such web sites or services. We strongly advise you to read the terms and conditions and privacy policies of any third-party web sites or services that you visit.

Terms of Use

This Terms and Conditions covers all Content available on or through the Services, whether posted, uploaded, transmitted, sent or otherwise made available by us, our vendors, and/or service providers, or by you, and/or other users or third parties, including any such Content stored, collected, organized, retrieved, downloaded by you and/or other users. You are responsible for the accuracy, correctness and your legal access to any Content you store on our Service.

DRNotes is meant for the exclusive use by medical Providers and Practitioners. You expressly grant us permission to verify your identity qualifications and credentials. If we are unable to verify your identity qualifications and credentials, you agree that we may immediately terminate your access to the Service.

The Content may include information to assist you in your medical decision-making. You are solely responsible for any medical use of any of the Content on the DRNotes Service. You may only use Health Information Content for any purpose expressly permitted by applicable law, including treatment, payment and health care operations. If you are granted access to the Content of another user, you may only use the Content pertaining to Patients of the granting user with whom you have a treatment relationship that the granting user has requested a professional consultation from you. You may only use the minimum information for your consultation and payment purposes.

If you breach, violate, fail to follow, or act inconsistently with the rules, restrictions, limitations, terms and/or conditions that apply to the Service, pursuant to this User Agreement, or posted at various points in the Service, or otherwise communicated to users of the Service (collectively, the “Agreement”), we reserve the right, in addition to other remedies, to terminate, discontinue, suspend, and/or restrict your account/profile, to access and/or use the Service, with or without notice.

Disclaimer of Warranties and Liability Limitation

Dryve IT Inc. does not guarantee, represent or warrant that your use of the DRNotes service will be uninterrupted or error-free, and you agree that from time to time the Service may be interrupted for indefinite periods or that the Service may be cancelled.

We do not guarantee, represent or warrant that the Service will function with your mobile or computing device or be compatible with the hardware or software on any particular devices. Information will be transmitted over a medium that will be beyond our control and jurisdiction; multiple factors, including network availability, may interfere with the operation of the Services. We do not warrant or guarantee against, and therefore assume no liability for or relating to, any errors, omissions, delays, failures, interruptions, or corruption or loss of any data, alerts, notifications whether on your mobile computing device or any compatible hardware device, or other information transmitted in connection with your use of the Services, particularly relating to but not limited to any failure of the synchronization and cloud storage to function as expected.

We have no obligation to provide technical support or maintenance for the Service. At any time and for any reason, without notice or liability, we may modify or discontinue the Service or any part of it or impose limits on your use of or access to the Service.

Although we take reasonable measures to keep the Service and Software free of viruses, worms, Trojan horses or other code that contain destructive properties, we do not warrant or guarantee that the Software and any Content will be free of such contaminations.

You expressly agree that your use of, or inability to use the DRNotes service is at your own risk. THE DRNOTES SERVICE AND ALL SERVICES DELIVERED TO YOU THROUGH THE DRNOTES SERVICE ARE PROVIDED “AS-IS” AND “AS AVAILABLE” FOR YOUR USE, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING ALL IMPLIED WARRANTIES OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. 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. BECAUSE SOME JURISDICTIONS DO NOT ALLOW FOR THE EXCLUSION OF IMPLIED WARRANTIES, THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL OR EQUITABLE THEORY, WHETHER IN TORT, CONTRACT, STRICT LIABILITY OR OTHERWISE, SHALL WE, OUR AFFILIATES, OR ANY OF OUR OR THEIR EMPLOYEES, DIRECTORS, OFFICERS, AGENTS, VENDORS OR SUPPLIERS BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY PERSONAL INJURY, INCLUDING DEATH, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL LOSSES OR DAMAGES OF ANY NATURE ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR INABILITY TO USE THE APPLICATION, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, LOSS OF DATA, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER OR DEVICE FAILURE OR MALFUNCTION, EVEN IF A REPRESENTATIVE OF OURS HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL WE BE LIABLE FOR ANY DAMAGES IN EXCESS OF ONE HUNDRED DOLLARS ($100).

Indemnification

You will indemnify, defend and hold harmless Dryve IT Inc. 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.

Intellectual Property

All copyright, trademarks, design rights, patents and other intellectual property rights (registered and unregistered) in and on the DRNotes Services, it’s platform and/or software (“Software”) belong to Dryve IT Inc. and/or third parties (which may include you or other users.) Dryve IT Inc. reserves all of its rights for DRNotes Services. Nothing in the Terms grants you a right or licence to use any trade mark, design right or copyright owned or controlled by Dryve IT Inc. or any other third party except as expressly provided in the Terms. Copying or reproducing the Software available on the DRNotes website or on the DRNotes mobile application for further reproduction or redistribution is prohibited, unless permitted by a license agreement from Dryve IT Inc. You may not create derivative works of the Software, or attempt to decompile or reverse-engineer the Software.

Should you upload, submit, store, send or receive Content using our Services, you retain ownership of intellectual property rights you hold in such Content. However, you give us, and those we work with, license to use, host, store, reproduce, modify, create derivative works, perform data analytics on, communicate, display, distribute such Content for the limited purpose of operating and improving our Services, without prejudice to any of the clauses and conditions in our Privacy Policy.

Apple, Inc.

This provision only applies in respect of the version of the Software used on devices of Apple, Inc. This Agreement is an agreement between you and us. Apple has no responsibility for the App or the content of the App, including in respect of claims of intellectual property infringement, product liability or that the App does not conform with applicable law. To the maximum extent permitted by applicable law, Apple provides no warranty in respect of the App and has no obligation to provide support in respect of the App. All claims in respect of the App must be directed to us and not to Apple. Your use of the App must be in compliance with the App Store Terms of Service, and you may only use the App on an iPhone or iPad that you own or control as permitted by such terms. In the event the App fails to conform to the warranty set forth herein, you may notify Apple, and Apple will refund the purchase price, if any, for the App to you. Apple shall be a third party beneficiary of this Agreement with the right to enforce this Agreement against you.

Termination

We may terminate or suspend access to our Service immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach the Terms. Grounds for such termination may include (i) extended periods of inactivity, (ii) violation of the letter or spirit of this Agreement, (iii) fraudulent, harassing or abusive behavior or (iv) behavior that is harmful to other users, third parties, or our business interests.

All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

We may terminate or suspend your account immediately, at our sole discretion, without prior notice or liability, for any reason whatsoever, including without limitation, if you breach the Terms, by emailing you at the address you have registered stating that the agreement has terminated.

If you terminate a Subscription in the middle of a billing cycle, you will not receive a refund for any period of time you did not use in that billing cycle unless you are terminating the Agreement for our breach and have notified us in writing, or unless a refund is required by law.

We may limit, suspend, or stop providing the Services to you if you fail to comply with these Terms and Conditions (such as failure to pay fees when due) or if you use the Service in a way that causes legal liability to us or disrupts others’ use of the Service. We may also suspend your Service if we are investigating suspected misconduct by you. If we suspend your Service, we will try to give you advance notice. However, there may be time where we may decide that we need to take immediate action without notice. We have no obligation to retain your Content upon termination of the Service. IN case we suspend your Service, you shall only be entitled to the Content that you have stored on your mobile device and you may not be able to retrieve content stored on our servers.

In case your service is terminated, we will retain your Content and data in our servers for at least 3 months. During this period, you may request from us a copy of all your content and data and we will charge you a reasonable fee for the retrieval and delivery to you of all your Content and data. Notwithstanding our commitment to retain your data for a fixed period, we may, at our sole discretion, retain your Content and data in our servers indefinitely unless you inform us in writing to delete all of your Content and data. For as long as we have not deleted your Content and data from our servers, you may at any time resume your service and continue to access your stored Content and data.

Upon termination, your right to use the Service will immediately cease. If you wish to terminate your account, you may simply discontinue using the Service.

Changes

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material we will try to provide at least 30 (change this) days’ notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion. By continuing to access or use our Service after those revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, please stop using the Service.

Governing Law

These Terms shall be governed and construed in accordance with the laws of Philippines, without regard to its conflict of law provisions.

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us regarding our Service, and supersede and replace any prior agreements we might have between us regarding the Service.

Entire Agreement

This Agreement constitutes the entire agreement between you pertaining to the subject matter hereof. Anything contained in or delivered through the Application that is inconsistent with or conflicts with the terms of this Agreement is superseded by the terms of this Agreement. This Agreement may not be modified, in whole or in part, except as described elsewhere in this Agreement.

Severability

If any of the provisions of this Agreement are held to be not enforceable by a court or other tribunal of competent jurisdiction, then such provisions shall be amended, limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect.

Assignability

You agree that this Agreement and all incorporated agreements between you and us may be assigned by us, in our sole discretion to any third party.

Contact Us

If you have any questions about these Terms, please contact us at admin@drnotes.me.