Terms and Conditions

Ownership and Purpose of the Site:

The Physicians Trust Customer Portal website and online interface ("the Site") is owned and developed by Physicians Trust, LLC ("PT"). The Site's purpose is to provide Physicians Trust customers with access to product updates, reference materials, technical support, and other associated functionality.

Terms and Conditions of Your Use of the Site:

Terms and Conditions Agreement ("Terms and Conditions") is a legally binding agreement made by and between Physicians Trust and you (both for yourself and for the legal entity on whose behalf you are accessing or using the Site) ("You" and as the context provides, "Your" and "Yourself"). These Terms and Conditions govern Your access and/or use of the Site and You should read them carefully. These Terms and Conditions shall remain in effect at all times. BY REGISTERING FOR ACCESS TO THIS SITE; ACCESSING OR USING THIS SITE; OR BY CHECKING THE BOX INDICATING YOUR AGREEMENT, YOU AGREE THAT YOU HAVE READ, UNDERSTOOD, AND CONSENT TO BE BOUND BY THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO BE SO BOUND, DO NOT ACCESS OR USE THE SITE.

These Terms and Conditions define the terms and conditions under which Physicians Trust makes the Site available. From time to time, Physicians Trust will continue to improve and enhance the functionality of and Content (as defined below) available on the Site. THEREFORE, YOU AGREE THAT PHYSICIANS TRUST MAY FROM TIME TO TIME MODIFY OR UPDATE THESE TERMS AND CONDITIONS IN CONSIDERATION OF THESE IMPROVEMENTS, ENHANCEMENTS, OR ADDITIONAL CONTENT. You are responsible for checking these Terms and Conditions for changes each and every time you login to the Site. However, no modification or update to these Terms and Conditions will apply to any claim actually pending prior to the date of that modification or update. Your continued use of the Site means that You agree to any new or modified provision of these Terms and Conditions posted on the Site.

Content and Intellectual Property Information:

The Site's proprietary contents include, without limitation, the animations, applets, audio, data, design, graphics, illustrations, images, information, marks, music, photographs, text, video, and any other files displayed, used, and/or available on the Site, but exclude any Patient Data (as defined below) transmitted through or stored by the Site, (collectively, the "Content") as well as the arrangement, coordination, design, expression, look and feel, selection, and structure of such Content. The Site's Content is owned, controlled, or licensed by or to Physicians Trust, and is protected by copyright, patent, trademark, and other intellectual property rights and unfair competition laws. Physicians Trust reserves all rights, title, and interests in the Content and this Site.

Except as expressly provided in these Terms and Conditions or by Physicians Trust express written consent, You agree not to copy, distribute, encode, post, publicly display, publish, republish, reproduce, translate, or upload any part of the Site and or the Site's Content in any manner.

Documentation:

Through Your use of the Site, You may receive copies of or access to certain written technical support or explanatory documents regarding Physicians Trust services; and/or internal policies and procedures (collectively, "Documentation"). You acknowledge and agree that all such Documentation is and will remain the sole property of Physicians Trust and that Physicians Trust shall retain all intellectual property rights in all Documentation, including but not limited to patents, copyrights, or trademarks, whether federally registered, existing at common law, or otherwise.

You further agree that you will treat Documentation as highly confidential information and that You will not share Documentation with any third party, post any Documentation on the internet, or otherwise externally publish any Documentation. You may disclose Documentation to Your employees or independent contractors for the purpose of utilizing Physicians Trusts or services, provided that You (i) obtain reasonable assurances prior to making any such disclosure that Documentation will not be used in violation of these Terms and Conditions and (ii) take reasonable steps to ensure that such disclosure will not result in Documentation becoming generally accessible to the public at large. Notwithstanding any other provision in these Terms and Conditions to the contrary, You agree that You will never negligently, recklessly, willfully, or knowingly allow any person or entity that competes with Physicians Trust to access Documentation. You agree to promptly inform Physicians Trust in writing of any violation of this Documentation provision by You or one of Your employees or agents of which You become aware.

Finally, You agree that the Documentation is of a special, unique, and extraordinary character and that disclosure or other use of such information in violation of these Terms and Conditions will irreparably harm Physicians Trust. You agree that Physicians Trust shall be entitled to seek injunctive relief to further prevent use and/or disclosure in addition to other remedies available to it in law or in equity for breach of these Terms and Conditions, and You hereby agree that no bond in excess of $1,000 USD or its equivalent shall be necessary for obtaining such injunctive relief.

Access and Use of Site:

Physicians Trust makes no representations or warranties related to the operability or availability of the Site. Physicians Trust will use the means it believes are reasonable, in its sole discretion, to provide access to the Site on a basis that it deems appropriate. BY USING THE SITE OR ACCESSING THE SITE'S CONTENT, YOU EXPRESSLY AGREE THAT PHYSICIANS TRUST SHALL NOT BE LIABLE FOR ANY FAILURE OR DEFICIENCY IN THE PERFORMANCE OF THE SITE FOR ANY REASON.

By using the Site or accessing the Site's Content, You expressly agree and acknowledge that data conversion and transmission is subject to the likelihood of human and machine errors, omissions, delays, and losses-including inadvertent loss of data or damage to media-that may give rise to loss or damage. You further agree that Physicians Trust shall not be liable for any such errors, omissions, delays, or losses. You understand and agree that use of or connection to the Internet is inherently insecure and that connection to the Internet provides opportunity for unauthorized access by a third party to computer systems, networks, and any and all information stored therein. While Physicians Trust strives to maintain the security of the Site and the Site's Content, all information transmitted and received through the Internet is subject to unauthorized interception, diversion, corruption, loss, access, and disclosure. Physicians Trust shall not be responsible for any adverse consequences whatsoever of Your connection to or use of the Internet, and shall not be responsible for any use by You of an Internet connection in violation of any law, rule, or regulation, or any violation of the intellectual property rights of another.

Medical Disclaimers:

By using this Site or accessing any Content, You acknowledge and agree that Physicians Trust does not and cannot practice medicine. Any Content available on the Site is for informational and educational purposes only and is not a substitute for the professional judgment of a health care professional in diagnosing and treating patients. Neither the Content nor any other service offered by or through the Site is intended to be substituted for medical diagnosis or treatment. Physicians Trust does not recommend or endorse any specific drugs, tests, physicians, products, procedures, opinions, "offlabel" drug uses, or other information that may be mentioned on the Site.

Your reliance upon any information obtained or used by You is solely at Your own risk. Physicians Trust is not responsible for the accuracy of any information or content provided or sent by You or other users of the Site. You are responsible for verifying the accuracy of any information You send or receive through the Site, including any patient health information, data, or records. If You are experiencing a health emergency, You should immediately call 911 as soon as possible.

Compliance with Laws; Transmission of Data:

With respect to its operation of the Site, and to the extent required by (i) the Health Insurance Portability and Accountability Act of 1996 ("HIPAA") and any regulations promulgated thereunder, and (ii) the Health Information Technology for Economic and Clinical Health Act ("HITECH") and any regulations promulgated thereunder (collectively, the "Privacy Laws"), Physicians Trust will take diligent efforts to comply with the Privacy Laws and maintain the confidentiality of any Protected Health Information (as defined by the Privacy Laws) ("PHI") transmitted or made available through the functionality of the Site as required by the Privacy Laws. Physicians Trust’s compliance with the Privacy Laws may be subject to the terms and conditions of a separate business associate agreement or business associate addendum between You and Physicians Trust (collectively, a "BAA"). To the extent any provision of these Terms and Conditions regarding or affecting either You or Physicians Trust’s compliance with the Privacy Laws is in conflict with any BAA, the provisions of that BAA will control. Otherwise, these Terms and Conditions will control.

NOTWITHSTANDING ANY OTHER PROVISION OF THESE TERMS AND CONDITIONS, YOU AGREE THAT PHYSICIANS TRUST SHALL NOT HAVE ANY LIABILITY TO YOU FOR ANY FAILURE OF THE SITE TO COMPLY WITH THE PRIVACY LAWS; THAT YOU ARE RESPONSIBLE FOR ENSURING YOUR COMPLIANCE WITH THE PRIVACY LAWS; AND THAT YOU HEREBY IRREVOCABLY WAIVE ANY CAUSE OF ACTION AGAINST PHYSICIANS TRUST OR ITS AFFILIATES, EMPLOYEES, OFFICERS, MEMBERS, OR CONSTITUENTS BASED IN WHOLE OR IN PART ON PHYSICIANS TRUST’S FAILURE TO COMPLY WITH THE PRIVACY LAWS.

If at any time You use the Site to upload, access, or transmit PHI, You agree that you shall comply with all State and Federal laws, including but not limited to the Privacy Laws. You represent and warrant that Your access to or use of any PHI is solely for a purpose permitted under the Privacy Laws. You represent and warrant that You will, at all times during the term of these Terms and Conditions and thereafter, comply with all laws directly or indirectly applicable to You that may now or hereafter govern the gathering, use, transmission, processing, receipt, reporting, disclosure, maintenance, and storage of PHI. You are, at all times during Your use of the Site, solely responsible for obtaining and maintaining all legally necessary consents or permissions required or advisable to disclose, process, retrieve, transmit, and view any PHI that You choose to transmit, store, or receive in connection with the Site.

Physicians Trust acknowledges and agrees that any data that is compiled or passes through the Site that includes or is related to information, including genetic information, in whatever form or medium, that: (i) is created or received by a health care provider, health plan, public health authority, employer, life insurer, school or university, or health care clearinghouse; and (ii) relates to the past, present, or future physical or mental health or condition of an individual; the provision of health care to an individual; or the past, present, or future payment for the provision of health care to an individual (collectively, the "Patient Data"), and all right, title, and interest therein, is and shall remain the exclusive property of such patients, respectively. Notwithstanding any other provision of these Terms and Conditions, to the extent permissible under the Privacy Laws and any other applicable laws and regulations, You hereby grant to Physicians Trust a perpetual, unlimited license to use the Patient Data in a de-identified format stripped of identifiers only for data benchmarking, sharing, warehousing, resource utilization, and similar data analysis services; provided, however, that Physicians Trust shall comply with the Privacy Laws in connection with any such actions and shall protect and maintain the confidentiality of all individually identifiable Patient Data used in such manner.

PHYSCIANS TRUST CANNOT AND DOES NOT ASSUME ANY RESPONSIBILITY FOR YOUR USE OR MISUSE OF PHI OR OTHER INFORMATION TRANSMITTED, MONITORED, STORED, OR RECEIVED WHILE USING THE SITE. PHYSICIANS TRUST RESERVES THE RIGHT TO AMEND OR DELETE ANY CONTENT ON THE SITE (ALONG WITH THE RIGHT TO REVOKE ANY MEMBERSHIP OR RESTRICT ACCESS TO THE SITE) THAT IN PHYSICIANS TRUST’S SOLE DISCRETION VIOLATES ANY PROVISIONS OF THIS SECTION OR THESE TERMS AND CONDITIONS IN GENERAL.

Prohibited Conduct:

You may only use the Site for lawful purposes. In Your access and use of the Site, You agree that You will not: (i) infringe any copyright, patent, right of privacy, right of publicity, trademark, trade secret, or other right of Physicians Trust or any third party; (ii) abuse, defame, harass, or stalk any individual or other user of the Site; (iii) interfere or attempt to interfere with, or damage or attempt to damage, the Site or the proper functioning of the Site, including, without limitation, through the use of cancel bots, denial of service attacks, flood pings, forged routing or electronic mail address information, harmful code, packet or IP spoofing, phishing, Trojan horses, viruses, or similar methods or technology; (iv) use any deep-link; page-scrape; robot or "bot"; spider; other automatic device, program, algorithm, or methodology; or any similar or equivalent manual process to access, acquire, copy, or monitor any portion of the Site or any Content; in any way reproduce or circumvent the navigational structure or presentation of the Site or any Content; or obtain or attempt to obtain any materials, documents, or information through any means not purposely made available through the Site; (v) misrepresent Your identity, licensing, qualifications, work experience, criminal history, or the like; provide false information; impersonate another person or entity; misrepresent Your affiliation with a person or entity, including, without limitation, Physicians Trust; create or use a false identity; or attempt to use another user's account; (vi) attempt to obtain unauthorized access to the Site; (vii) engage, directly or indirectly, in transmission of chain letters, junk mail, spam, or any other type of unsolicited solicitation; (viii) manually or through automated means collect, reverse look-up, trace or seek to trace information about other users or visitors to the Site without their express consent or other information relating to the Site; (ix) use any meta tags or any other hidden text utilizing the Physicians Trust name, service marks, trademarks, or product or service names; (x) advertise, offer to sell, or sell any goods or services set forth in the Site or otherwise use the Site to solicit other users, except as expressly permitted by Physicians Trust; (xi) engage in any activity that interferes with any third party's ability to use or enjoy the Site; (xii) probe, scan, or test the vulnerability of the Site or any network connected to the Site, or breach the security or authentication measures on the Site or any network connected to the Site; (xiii) take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Site; Physicians Trust’s systems or networks; or any systems or networks connected to the Site or utilized by Physicians Trust; or (xiv) assist any third party in engaging in any activity prohibited by these Terms and Conditions.

Communications with Users; Links To Third Parties:

The Site may contain links to the websites of Physicians Trust partners, Your employer, or unrelated third party companies ("Linked Sites").

Physicians Trust does not own and has no control over the Linked Sites and therefore assumes no responsibility and makes no warranties or representations with respect to the availability of these websites, their content, advertising material, or the products or services available at or through the Linked Sites. Physicians Trust does not endorse any Linked Site, has not used or accessed and is therefore not bound by the terms and conditions of any Linked Site, if any, of such Linked Site, and the existence of a Linked Site does not mean that Physicians Trust has any affiliation, connections, endorsement, or sponsorship of such websites or their owners or operators.

YOU AGREE THAT PHYSICIANS TRUST SHALL NOT BE LIABLE FOR ANY DIRECT OR INDIRECT DAMAGES THAT MAY RESULT FROM YOUR VISIT TO A LINKED SITE, OR FROM A YOUR USE OF THE CONTENTS, PRODUCTS, OR SERVICES OF THESE WEBSITES OR THEIR OWNERS OR OPERATORS. YOU FURTHER AGREE THAT PHYSICIANS TRUST SHALL NOT BE RESPONSIBLE OR LIABLE FOR THE CONTENT OR CONDUCT OF, ASSOCIATED WITH, OR RELATED TO ANY LINKED SITE, AND, ACCORDINGLY, YOUR ACCESS AND USE OF ANY LINKED SITE SHALL BE SOLELY AT YOUR OWN RISK.

If You have any questions or concerns regarding any Linked Site, You should review any terms and conditions and/or privacy policy maintained by that Linked Site or contact the applicable party or their website administrator.

Your Representations, Warranties, and Indemnification of Physicians Trust:

You represent, warrant, and covenant to Physicians Trust that: (i) You have the full capacity, power, and authority to enter into and perform Your obligations under these Terms and Conditions; (ii) Your use of this site is solely for purposes authorized under a preexisting contractual relationship between (x) Physicians Trust and (y) You or an organization, practice, or provider with which You are affiliated; (iii) Your assent to, and performance of, Your obligations under these Terms and Conditions do not constitute a breach of or conflict with any other agreement or arrangement by which You are bound, or any applicable laws, regulations, or rules; (iv) You are able to form a legally binding contract and these Terms and Conditions constitute legal, valid, and binding obligations on You, enforceable in accordance with their terms and conditions; (v) You will not infringe the patent, copyright, trademark, trade secret, right of privacy, right of publicity, or other intellectual property or proprietary right of Physicians Trust or any third party in Your use of the Site; (vi) You have provided complete, truthful, and accurate information about Yourself for purposes of joining the Site; (vii) You are not using, and will not use, the Site or any information contained therein for any improper, harassing, or unlawful purpose; (viii) You will comply with all applicable laws, rules, and regulations in Your use of the Site, including these Terms and Conditions and any applicable healthcare laws or regulations; and (ix) You are not accessing the Site for the purpose of obtaining information about the Site or its functionality to sell to any third party or transfer to any third party for the purpose of obtaining a financial or other tangible benefit.

YOU AGREE TO INDEMNIFY AND HOLD PHYSICIANS TRUST AND ITS OWNERS, EMPLOYEES, REPRESENTATIVES, AGENTS, ATTORNEYS, AFFILIATES, DIRECTORS, OFFICERS, MEMBERS, AND MANAGERS ("INDEMNIFIED PARTIES") HARMLESS FROM ANY AND ALL DAMAGES, LOSSES, COSTS, OR EXPENSES (INCLUDING WITHOUT LIMITATION, ATTORNEY'S FEES AND COSTS) INCURRED IN CONNECTION WITH ANY THIRD PARTY CLAIM, DEMAND, OR ACTION ("CLAIM") BROUGHT OR ASSERTED AGAINST ANY OF THE INDEMNIFIED PARTIES: (I) ALLEGING FACTS OR CIRCUMSTANCES THAT WOULD CONSTITUTE A BREACH BY YOU OF ANY PROVISION OF THESE TERMS AND CONDITIONS; (II) ARISING FROM, RELATED TO, OR CONNECTED WITH YOUR USE OF THIS SITE AND/OR ITS CONTENT; OR (III) ARISING FROM, RELATED TO, OR CONNECTED WITH YOUR NON-COMPLIANCE WITH ANY HEALTHCARE LAWS OR REGULATIONS, INCLUDING BUT NOT LIMITED TO THE PRIVACY LAWS.

DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS:

As used below in this Section 12 of these Terms and Conditions, in addition to Physicians Trust, LLC, " Physicians Trust " refers to that entity's owners, its employees, representatives, agents, attorneys, affiliates, directors, officers, members, managers, volunteers, and suppliers.

DISCLAIMER OF WARRANTIES: THE SITE, ITS CONTENT AND ANY INFORMATION INCLUDED ON OR PROVIDED THROUGH THE SITE IS PRESENTED ON AN "AS IS" BASIS, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. PHYSICIANS TRUST DISCLAIMS ALL WARRANTIES AND CONDITIONS, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, LACK OF NEGLIGENCE, WORKMANLIKE EFFORT OR QUALITY, OR ANY WARRANTIES OF TITLE. WITHOUT LIMITING THE FOREGOING PROVISIONS: (1) YOU ASSUME SOLE RESPONSIBILITY FOR THE USE OF, AND RESULTS OBTAINED FROM THE SITE AND/OR ITS CONTENT; (2) PHYSICIANS TRUST MAKES NO REPRESENTATION OR WARRANTY THAT THE SITE AND/OR ITS CONTENT OR ITS USE WILL BE ERRORFREE, SECURE, VIRUS FREE, OR FREE FROM INTERRUPTIONS, DEFECTS, OR OTHER FAILURES OR HARMFUL COMPONENTS OR THAT THE SITE AND/OR ITS CONTENT WILL SATISFY YOUR SPECIFIC REQUIREMENTS OR BE COMPATIBLE WITH YOUR EQUIPMENT OR OTHER HARDWARE, SOFTWARE, OR BROWSER CONFIGURATION OR THAT INACCURACIES OR ERRORS WILL BE CORRECTED; (3) PHYSICIANS TRUST MAKES NO REPRESENTATION OR WARRANTY THAT THE INFORMATION OBTAINED FROM THIRD PARTY SOURCES USED ON OR WITH THE SITE OR RECEIVED IN CONNECTION WITH CONVERTING OR TRANSMITTING ANY DATA RECEIVED IN DIFFERENT FORMATS IS ACCURATE, TIMELY, OR ERROR FREE, AND PHYSICIANS TRUST IS NOT RESPONSIBLE IN ANY WAY FOR THE INFORMATION OBTAINED FROM SUCH SOURCES; (4) PHYSICIANS TRUST MAKES NO REPRESENTATION OR WARRANTY THAT THE INFORMATION PROVIDED BY USERS TO GAIN ACCESS AND PERMISSION TO USE THE SITE OR OTHER INFORMATION POSTED BY USERS IS ACCURATE OR ERROR FREE; AND (5) PHYSICIANS TRUST MAKES NO REPRESENTATION OR WARRANTY REGARDING THE SUITABILITY OF ANY PERSONS PARTICIPATING IN THE SITE OR REGARDING THE CHARACTER OR INTEGRITY OF SUCH PERSONS. SOME STATES AND JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. YOU ACKNOWLEDGE AND AGREE THAT THE FOREGOING PROVISIONS SHALL BE ENFORCEABLE TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

LIMITATION OF LIABILITY AND EXCLUSION OF DAMAGES: YOU AGREE THAT UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY SHALL PHYSICIANS TRUST OR THE THIRD PARTIES MENTIONED ON THE SITE BE LIABLE TO YOU OR TO ANY OTHER PERSON OR ENTITY FOR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES OF ANY CHARACTER WHATSOEVER, ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF, ACCESS TO, OR INABILITY TO USE OR ACCESS THE SITE AND/OR ITS CONTENT UNDER OR IN CONNECTION WITH ANY PROVISION OF THESE TERMS AND CONDITIONS BASED ON ANY CLAIM FOR FAULT, ANY TORT (INCLUDING ORDINARY NEGLIGENCE BUT EXCLUDING INTENTIONAL ACTS OR GROSS NEGLIGENCE), STRICT LIABILITY, OR BREACH OF WARRANTY BY PHYSICIANS TRUST OR ANY THIRD PARTIES MENTIONED ON ITS WEBSITE AND EVEN IF PHYSICIANS TRUST OR THE THIRD PARTIES MENTIONED ON THE SITE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU AGREE THAT IF THERE IS ANY CONFLICT BETWEEN THIS LIMITATION OF LIABILITY AND EXCLUSION OF DAMAGES PROVISION AND ANY PROVISION OF ANY OTHER AGREEMENT BETWEEN YOU AND PHYSICIANS TRUST, THE TERMS OF THIS PROVISION SHALL CONTROL. SOME STATES AND JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION AND EXCLUSION MAY NOT APPLY TO YOU. YOU AGREE AND ACKNOWLEDGE THAT THE PROVISIONS OF THIS PARAGRAPH SHALL BE ENFORCEABLE TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

Violation of These Terms and Conditions:

You agree that Physicians Trust may, in its sole discretion and without prior notice, terminate Your access to the Site if Physicians Trust determines, in its sole discretion, that You have violated these Terms and Conditions. You agree that Physicians Trust will not be liable to You or to any third party for termination of Your access to the Site or removal of any communication or posting of information by You, or contents thereof, as a result of any violation of these Terms and Conditions.

Physicians Trust may disclose any information it has about You, including Your identity, if it determines that such disclosure is necessary as part of any investigation or complaint regarding Your use of the Site, or to identify, contact, or bring legal action against any person or entity who may be causing injury to or interference with Physicians Trust’s rights or property or any Site user's rights or property. Physicians Trust reserves the right to disclose any information Physicians Trust deems necessary to comply with any applicable law, regulation, or governmental rule, and also when it determines that applicable law permits such disclosure, including exchanging information with other companies and organizations for fraud protection purposes

You acknowledge and agree that Physicians Trust may preserve any communication by You with Physicians Trust through the Site or any service offered on or through the Site and may disclose such communications when required by law or if Physicians Trust deems, in its sole discretion, that such preservation or disclosure is reasonably necessary to: (1) comply with legal process; (2) enforce these Terms and Conditions; (3) respond to a claim that any communication, information posted on the Site or any Content violates the rights of others; or (4) protect the rights, property, or personal safety of Physicians Trust and its employees, users of or visitors to the Site, and/or the public.

If Physicians Trust takes legal action against You as a result of Your violation of these Terms and Conditions, Physicians Trust will be entitled to recover from You, and You agree to pay, all reasonable attorney's fees and costs of such action, in addition to any other relief granted to Physicians Trust.

Void Where Prohibited:

Physicians Trust reserves the right to limit, in its sole discretion, the provision and quantity of any feature, product, or service on or associated with the Site to any person or geographic area, whether by reason of the local laws applicable in such geographic area or otherwise. Any offer for any feature, product, or service made on the Site is void where prohibited and Physicians Trust expressly does not direct any offer for any feature, product, or service made on the Site to any jurisdiction or locality where prohibited.

Modification or Termination of the Site:

Physicians Trust may, in its sole discretion and without any liability, change, discontinue, make improvements to, modify, or suspend, any aspect or all of the Site, temporarily or permanently, at any time without prior notice.

Miscellaneous:

If any provision of these Terms and Conditions are ruled by a court or other tribunal of competent jurisdiction to be void or unenforceable, such provision(s) shall be limited or eliminated to the minimum extent necessary and replaced with a valid provision that best furthers the intent of these Terms and Conditions, with all remaining provisions remaining in full force and effect.

These Terms and Conditions constitute the entire agreement between You and Physicians Trust with regard to Your access to and use of the Site. No counteroffers to these Terms and Conditions shall be accepted by Physicians Trust, and Physicians Trust rejects all such counteroffers. These Terms and Conditions supersede any other agreement, whether written or oral, concerning or related to Your access to and use of the Site, including any previous version(s) of these Terms and Conditions. These Terms and Conditions do not modify or supersede any agreement between You and Physicians Trust that does not substantially concern or relate to Your access to and use of the Site, including the terms of any master agreement or license agreement.

Physicians Trust may assign its rights, in whole or in part, in the Site or under these Terms and Conditions in accordance with its sole discretion. You may not assign Your rights or obligations, in whole or in part, under these Terms and Conditions.

Physicians Trust’s failure or delay to insist on or enforce strict performance of these Terms and Conditions shall not be construed as a waiver of any provision or any right that Physicians Trust has to enforce these Terms and Conditions.

Any headings or similar language in these Terms and Conditions are provided solely for purposes of convenience and are not to be construed as forming part of these Terms and Conditions.

These Terms and Conditions do not confer any rights or remedies on any third parties and You agree that there are no intended third-party beneficiaries under these Terms and Conditions.