TERMS AND CONDITIONS
ATTENTION: This is a binding agreement between You, the person or entity agreeing to the terms contained in this document, or if applicable, on behalf of the entity or entities for whom You are using this website or agreeing to the terms of this document (collectively, “You”, “Your” or “Customer”), and MedeFile International, Inc., the owner and administrator of this Website and all content and functionality contained herein (“MedeFile”, “Our”, “Us”, or “Company”) (collectively, the “Parties” or “We” or singularly, “Party”). These terms and conditions, as well as any additional terms, conditions and covenants referenced in or made available by hyperlink in this document (collectively, these “Terms”, “Terms and Conditions” or this “Agreement”), govern Your use of and access to this Website and any and all of its sub-pages (collectively, the “Website”), and any of the services offered on the Website.
IT IS STRONGLY RECOMMENDED THAT YOU REVIEW THE TERMS AND CONDITIONS IN ITS ENTIRETY BEFORE ACCESSING, USING OR BUYING ANY PRODUCT OR SERVICE THROUGH THE WEBSITE.
1. ACCEPTANCE OF TERMS AND CONDITIONS.
By using, accessing, visiting, or browsing the Website, as well as placing an order with MedeFile through the Website, You accept, without limitation or qualification, these Terms and Conditions and agree, without limitation, to the terms of Our Privacy Statement, incorporated herein by reference. If You do not agree to be bound by these Terms and Conditions and the Privacy Statement, You should exit the Website immediately. By accessing, using or ordering products and services through the Website, You affirm that You have read this Agreement and understand, agree, and consent to all Terms contained herein.
MedeFile only offers its Products and Services to those of legally sufficient age. You must be at least eighteen (18) years of age to order or use any of MedeFile’s Products or Services or to access or use the Website, unless, prior to such order or use, You have submitted a fully executed and notarized Authorization Form as described below (that has been signed by Your parent and/or legal guardian and submitted with valid proof of guardianship), which has been accepted by MedeFile. Without such prior approval from MedeFile, only individuals of at least eighteen (18) years of age may order or use any of MedeFile’s Products or Services or may access or use the Website.
These Terms and Conditions constitute the entire agreement between MedeFile and You, and supersedes all prior or contemporaneous agreements, representations, warranties, and understandings with respect to the Website, the content, products, or services provided by or through the Website, and the subject matter of these Terms and Conditions. This Agreement is intended to be governed by the Electronic Signatures in Global and National Commerce Act. You manifest Your agreement to the Terms in this document by any act demonstrating Your assent thereto, including clicking any button containing the words “Yes Please”; “I Agree”; “Rush My Order”; “Submit” or similar syntax, or by merely accessing the Website, whether You have read these Terms or not. It is suggested that You print this form for Your personal records.
2. HEALTH DISCLAIMER
Any statements on this site or any materials or services distributed or sold by MedeFile or through www.MedeFile.com have not been evaluated by the Food and Drug Administration, and our Products and Services are not intended to diagnose, treat, cure or prevent any disease. The information on this Website or in emails or materials distributed to You by MedeFile, are designed for informational purposes only and are not intended to be a substitute for informed medical advice or care.
3. ORDERING PRODUCTS THROUGH THE WEBSITE; POLICIES
MedeFile offers various products and services for sale (collectively, the “Products” and “Services”) on the Website. MedeFile reserves the right to modify the prices charged for these Products and Services, or to add or remove any Products or Service from the Website, at any time without prior notice to You. Price quotes provided to You prior to any price modification shall be honored.
You are required to provide an accurate phone number, e-mail address, and your complete shipping address when placing Your order. Should there be any changes in Your contact information, You must contact our Customer Support Center immediately and notify Us of Your current contact information. If You reside within the continental United States, please allow up to four (4) calendar days for You to receive any Products and up to seven (7) calendar days if You reside outside the continental United States. As part of Your MedeFile membership You will be shipped a membership Welcome Kit. Should Your MedeFile membership Welcome Kit be returned to Us due to insufficient/incorrect address as provided by You, MedeFile will not be held liable. If You fail to contact us within a reasonable time period after enrollment, MedeFile will assume delivery and receipt by You, of Your shipment at the address You provided MedeFile.
MedeFile membership subscriptions may be paid for in full or on a monthly basis and are valid for one (1) year. If you choose to pay for your membership on a monthly basis, Your credit card will be charged the applicable amount plus an initial and one time only activation fee of nine Dollars and ninety-five Cents ($9.95). Your credit card will be charged the applicable membership fee on the same calendar day of your enrollment, each month. You agree that MedeFile can charge Your credit card for the applicable amount, and You agree to pay such amount every month unless You cancel your membership. Should Your credit card on file be declined, expired, rejected or otherwise, not allowing MedeFile to collect Your monthly membership fees as agreed by You, Your membership will be suspended and records collection will cease until You update Your credit card information with MedeFile.
a. MedeFile’s Premium Membership
MedeFile offers a Premium membership as described in the Terms and Conditions.
Beginning on the day that You place an order to enroll in MedeFile’s Premium membership, Your credit card will be charged two hundred forty-nine Dollars ($249.00) for Your one (1) year membership or twenty-one Dollars ($21.00) each month for twelve (12) months. As part of Your Premium membership, You will be shipped a membership Welcome Kit (the “Premium Welcome Kit”) containing:
• one (1) MedeDrive
• one (1) MedeFile membership card
• two (2) window stickers
• one (1) Driver License or ID sticker
• one (1) refrigerator magnet
• a Signature Card Form and
• a MedeFile Authorization Form
b. MedeFile’s MedeOne Membership
MedeFile offers a MedeOne membership as described in the Terms and Conditions. Beginning on the day that You place an order to enroll in MedeFile’s MedeOne membership, Your credit card will be charged one hundred forty-nine Dollars ($149.00) for Your one (1) year membership or twelve Dollars and fifty Cents ($12.50) each month for twelve (12) months. As part of Your MedeOne membership, You will be shipped a membership Welcome Kit (the “MedeOne Welcome Kit”) containing:
• one (1) MedeDrive
• one (1) MedeFile membership card
• two (2) window stickers
• one (1) Driver License or ID sticker
• one (1) refrigerator magnet
• a Signature Card Form and
• a MedeFile Authorization Form
c. MedeFile’s Basic Membership
MedeFile offers a Basic membership as described in the Terms and Conditions. Beginning on the day that You place an order to enroll in MedeFile’s Basic membership, Your credit card will be charged Ninety-nine Dollars ($99.00) for Your one (1) year membership or eight Dollars and fifty Cents ($8.50) each month for twelve (12) months. As part of Your Basic membership, You will be shipped a membership Welcome Kit (the “Basic Welcome Kit”) containing:
• one (1) MedeDrive
• one (1) MedeFile membership card
• two (2) window stickers
• one (1) Driver License or ID sticker
• one (1) refrigerator magnet
d. MedeFile Membership Provisions
Regardless of which MedeFile membership You choose, You will be provided a MedeFile online account as part of Your membership. You will need to validate Your identity by answering four personal history questions to access Your MedeFile Services. Should You fail to validate Your identity electronically You must provide MedeFile with the notarized and executed copy of the Authorization Form included in your Welcome Kit. Once MedeFile has received Your notarized and executed Authorization Form validating Your identity, we will begin the records collection process if applicable. As a member of MedeFile You will have immediate access to the following MedeFile Services, as described on the Website:
• MedeFile’s Website
• MedeVault*
• Unlimited collection of records*
• Unlimited storage of records, including vital documents
• MedeFile’s MedeDrive*
• MedeFile’s Digital Health Profile
• AuditTrail to monitor changes to Your MedeFile Account
• MedeFile’s interactive Healthcare Calendar
• Medication Library and Log
• Emergency call service
• Healthy Lifestyle Tools
• MedeMobile
• MedeJournal
• Fax on Demand and
• MedeFile’s MedeView
* Denotes features/services available based upon membership type *
e. Cancellation of Your MedeFile Membership and Return of Membership Products
If You wish to cancel Your MedeFile membership, you may do so at any time by calling Our Customer Support Center toll-free at 1.888.241.0800 Mon-Fri: 9am - 5pm EST.
Should You decide to cancel Your membership within thirty (30) days of purchase, You will be asked to return all membership Welcome Kit contents and products shipped to You. You must return and MedeFile must receive, Your complete Welcome Kit within thirty (30) days from the date of Your cancellation in order to receive a full refund of the membership fees charged to You. You pay and are solely responsible for the return shipping of the Welcome Kit and Products. Address the return package to: MedeFile International, Inc. 301 Yamato Road Suite #1200 Boca Raton, FL 33431. If You return any Product to MedeFile, MedeFile recommends that You get proof of shipment.
Should You decide to cancel Your membership anytime after thirty (30) days from the date of purchase, You will receive a prorated refund based on the length of Your membership. Any MedeFile Products You received as a result of Your membership will be Yours to keep after ninety (90) days of membership. Even after cancellation, You may still access the MedeFile Website and any documents and PHI previously stored with MedeFile after cancellation of Your membership, but You will not be able to store additional documents and PHI with MedeFile, and You may no longer use MedeFile to collect additional documents and PHI on Your behalf. Any documents or PHI stored by You with MedeFile are subject to MedeFile’s Document Retention Policy as further described below in Section Twenty Two (22) of this Agreement.
4. ORDERING PRODUCTS AND SERVICES OTHER THAN A MEMBERSHIP
Products and Services for sale by MedeFile, other than a membership, are not offered in conjunction with any other membership Promotional item and are billed in full at the time of Your order. The price of each Product and Service may vary and will be disclosed adjacent to the Products and Services on the Website. Your credit card will be billed for this amount, plus non-refundable shipping and handling of four Dollars and ninety-five Cents ($4.95) on the date You place Your order and it will appear as a separate transaction on Your order confirmation page. You manifest Your agreement to ordering these additional Products and Services and to this immediate charge by clicking any button containing the words “Yes Please”; “I Agree”; “Rush My Order”; “Submit” or similar syntax, whether You have read these terms or not.
Orders are generally shipped within 24 hours of receipt (MON-FRI). Please be advised that shipments are not sent on Saturdays, Sundays, or any Banking Holidays. MedeFile does not guarantee specific arrival dates or times. MedeFile does not refund or credit delivery or processing charges for any shipments. Shipping & handling charges are non-refundable. Single item Products, such as purchase of a single MedeFile MedeDrive, can be returned within thirty (30) days of Your order for a full refund of the purchase price minus any non-refundable shipping and handling fees charged for the Product. To obtain Your refund, You must call us at 1-888-241.0800 Mon-Fri: 9am - 5pm EST. Address the return package to: MedeFile International, Inc. 301 Yamato Road Suite #1200 Boca Raton, FL 33431. If You return any Product to MedeFile, MedeFile recommends that You get proof of shipment.
Upon receipt of Your returned product, a refund will be issued to Your credit card initially charged at purchase. After the returns department receives Your return it will take three (3) to five (5) business days to process Your refund. Your refund will be processed through to the same card provided when You ordered Your membership. Once a return is processed, it can take up to one billing cycle for the refund to be posted to Your account, depending on Your financial institution.
5. CREDIT CARD DESCRIPTOR; BILLING ERRORS
By ordering Products and/or Services from MedeFile, You authorize MedeFile to charge Your credit card accordingly. Please be aware that the descriptor (or subject line) that appears on Your credit card statement or entry will appear as MedeFile International, Inc. If You believe that You have been erroneously billed, please notify Our Customer Support Center toll-free at 1-888-241-0800 immediately of such error. If MedeFile does not hear from You within thirty (30) days after such billing error first appears on any account or credit card statement, such fee will be deemed accepted by You for all purposes, including resolution of inquiries made by Your credit card issuer. You release MedeFile from all liabilities and claims of loss resulting from any error or discrepancy that is not reported to Us within thirty (30) days of its publication.
6. USING THE WEBSITE
a. Eligibility
Except as expressly provided below, Products and Services may only be used by, and membership is limited to, individuals who can form legally binding contracts under applicable law. Without limitation, minors are prohibited from becoming members of Our Premium Annual Program and, except as specifically provided below, using MedeFile Products and Services. membership is defined by engaging in a purchase agreement with MedeFile wherein You, the consumer, purchase one of the Products or Services found on the Website.
b. Compliance
You must comply with all of the Terms of the Terms and Conditions, the policies referred to below, and all applicable laws, regulations and rules when You use the Website.
c. Description of Service
MedeFile is an independent medical information-gathering source and information repository. Our job is to get your request for your medical records filled securely, efficiently and as quickly as possible. In order to store and manage these records, a customer must first grant MedeFile both access and permission to digitize his/her Protected Health Information (“PHI”), as defined by 45 C.F.R. Parts 160, 162, and 164 and as may be periodically revised or amended by the U.S. Department of Health and Human Services and enforced by the Office of Civil Rights (“OCR”). These records are accessible by each customer from any computer or device that is able to establish a connection to the internet using a unique and individual user name/password and combination exclusively determined by the user during account creation. Customers are able to alter or completely change the password of their account at their own discretion. Once created, the user name on an account must remain completely unique and may never be altered or changed, unless specified herein. Customer PHI will not be disclosed by MedeFile without express permission from the customer him/herself, which may be submitted in written format or requested while logged-in to the secure and encrypted MedeFile Website. In requesting PHI to be disclosed, the customer is subject to additional charges, however the primary function of MedeFile remains to provide its customers with non-stop, affordable, and secure electronic access to his/her PHI. The customer, in maintaining his/her secure account on MedeFile, understands and agrees that he/she will have sole discretion over any disclosures of their PHI, Nothing on the Website or the Services is intended to be used for medical diagnosis or treatment.
By submitting any information, data, text, software, photographs, graphics, video messages, or other materials (“Content”) to any MedeFile property, You automatically grant, or warrant that the owner of such Content has expressly granted, MedeFile the royalty-free, perpetual, irrevocable, non-exclusive and fully sub-licensable right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display such Content (in whole or part) worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed. You acknowledge that MedeFile does not prescreen Content, but that MedeFile and its designees shall have the right (but not the obligation) in their sole discretion to refuse, edit, move or remove any Content that is publicly available via MedeFile’s Services and Website. Without limiting the foregoing, MedeFile and its designees shall have the right to remove any Content that violates the Terms and Conditions or is otherwise objectionable. You agree that You must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, You acknowledge that You may not rely on any Content created by MedeFile or submitted to MedeFile, including without limitation information in any MedeFile Website or Service.
d. PHI Requests By MedeFile
Subject to the Terms and Conditions, You may request MedeFile to obtain copies of Your PHI maintained by various doctors, medical custodians, physicians, and healthcare facilities across the United States. Such requests are subject to applicable charges and fees, including handling and process fees and per page copy charges, which vary state by state. A list of some of those charges can be found on the MedeFile Website. MedeFile makes no representation or warranty that any listed charges and fees are current or accurate.
You hereby authorize MedeFile to charge Your credit card for any and all such fees and charges required to obtain any requested PHI. MedeFile agrees to provide You, upon request, a copy of the invoice received from the originating doctor or facility. These record and copy charges are not disputable. MedeFile will notify You electronically of the amount required and will seek Your approval before accepting the PHI. If you would like MedeFile to proceed with the request and obtain the PHI, You must agree to pay any applicable fees and charges by electronically accepting the fees and charges and thereby authorizing MedeFile to charge Your credit card for any and all such fees and charges required to obtain the requested PHI. Failure by You to electronically accept or reject a notification of charges and fees required to process a PHI request within fourteen (14) days from the date of electronic notification will be considered a rejection by You of such charges and fees and MedeFile will effectively cancel the PHI request.
e. MedeFile Not Responsible For Accuracy And Completeness Of PHI
MedeFile is not responsible or liable in any way for the accuracy or completeness of any PHI retrieved by MedeFile.
f. Account Maintenance, Password, and Security
You will receive a password and account designation/user ID upon completing MedeFile registration process. By visiting this Website and creating a user account, You are responsible for maintaining both the confidentiality and security of Your password and account, and are fully responsible for all activities that occur under Your password or account. You agree to (a) immediately notify MedeFile of any unauthorized use of Your password or account or any other breach of security, and (b) ensure that You exit from Your account at the end of each session. MedeFile cannot and will not be liable for any loss or damage arising from Your failure to comply with this Section and the Terms and Conditions. Your account designation/user ID, once received, can never be changed.
MedeFile has several tools that allow you to record and store information. You are responsible for taking all reasonable steps to ensure that no unauthorized person shall have access to Your MedeFile passwords or accounts. It is Your sole responsibility to (1) control the dissemination and use of activation codes and passwords; (2) authorize, monitor, and control access to and use of Your MedeFile account and password; (3) promptly inform MedeFile of any need to deactivate a password. You grant MedeFile and all other persons or entities involved in the operation of the Website the right to transmit, monitor, retrieve, store, and use Your information in connection with the operation of the Website. MedeFile cannot and does not assume any responsibility or liability for any information You submit, or Your or third parties' use or misuse of information transmitted or received using MedeFile tools and services.
MedeFile will never ask You for Your password. Further, MedeFile will neither possess the ability to change Your password, nor supply You with Your password under any circumstance. It will be the sole responsibility of the customer to maintain the account password security and any changes to, or alterations thereof, must be completed while logged-in to the customer’s secure account. In the event a password is forgotten, the customer will be required to validate his/her identity and answer the self-created security questions established during account creation. Once this process is complete, MedeFile will send an email to the customer at the email address associated with the account. The email will contain instructions on how to reset their password. The customer further understands and agrees to maintain all personal demographic information gathered while creating their secure account with MedeFile which may include, but is not limited to, legal name, home address, billing address, email address, any and all contact phone/fax numbers, credit card account numbers, medical record numbers, and medications/doses. MedeFile reserves the right to refuse service and/or terminate accounts at its sole discretion. Each user account can be tailored by the customer to upload, maintain and store health or other information. Customer acknowledges and agrees that MedeFile, its employees, officers, directors, agents, and contractors, and all other persons or entities involved in the operation of MedeFile or of the Website shall have the right to access, transmit, receive, monitor, retrieve, store, maintain, and use the information in the customer’s account to provide the Services and operate the Website, including but not limited to converting documents received on the customer’s behalf to an electronic format.
g. Alleged Violations
MedeFile reserves the right to terminate Your use of the Service and/or the Website. To ensure that MedeFile provides a high quality experience for You and for other users of the Website and the Service, You agree that MedeFile or its representatives may access Your account and records on a case-by-case basis to investigate complaints or allegations of abuse, infringement of third party rights, or other unauthorized uses of the Website or the Service. MedeFile does not intend to disclose the existence or occurrence of such an investigation unless required by law, but MedeFile reserves the right to terminate Your account or Your access to the Website immediately, with or without notice to You, if MedeFile believes that You have violated any of the Terms and Conditions, furnished MedeFile with false or misleading information, or interfered with use of the Website or the Service by others.
h. User Conduct and Restrictions
i. You understand that all information, data, text, software, photographs, graphics, video, messages or other materials ("Content"), whether publicly posted or privately transmitted, are the sole responsibility of the person from which such Content originated. This means that You, and not MedeFile, are entirely responsible for all Content that You upload, post, email or otherwise transmit via MedeFile’s Website and Service. MedeFile does not control the Content posted via the Website and does not guarantee the accuracy, integrity or quality of such Content. You understand that by using the Website, You may be exposed to Content that is offensive, indecent or objectionable. Under no circumstances will MedeFile be liable in any way for any Content, including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed or otherwise transmitted via the Website.
ii. You must be 18 years of age or older to access Our Website. As a user of the Website, You agree that in connection with Your use of the Website and the content You will not:
1. Upload, post, email, or otherwise transmit any content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, pornographic, libelous, invasive of anyone's privacy, hateful, or racially, ethnically, or otherwise objectionable;
2. Conduct Yourself in an inappropriate, offensive, indecent, or vulgar manner while using Our service or Website;
3. Use the Website for any unlawful purpose;
4. Disrupt of interfere with the security or use of the Services, the Website or any web sites linked to the Website;
5. Upload, post, email, or otherwise transmit any content that You do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary, and confidential information learned or disclosed as part of employment relationships or under non-disclosure agreements);
6. Upload, post, email, or otherwise transmit any content that infringes any patent, trademark, trade secret, copyright, or other intellectual property right of any party;
7. Upload, post, email, or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation;
8. Interfere with or damage the Website or Services by uploading, posting, emailing, or otherwise transmitting any material that contains software viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment, including, but not limited to, viruses, cancel bots, Trojan horses, harmful code, flood pings, denial of service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods of technology;
9. Interfere with or disrupt the Website, the services, the content or servers or networks connected to the Website, the services or the content, or disobey any requirements, procedures, policies, or regulations of networks connected to the Website, the services, and/or the content, the terms of which are incorporated herein;
10. Attempt to use another user’s account, impersonate another person or entity, misrepresent Your affiliation with a person or entity, including (without limitation) the Website or create or use a false identity;
11. Attempt to obtain unauthorized access to the Website or portions of the Website that are restricted from general access;
12. Collect, manually or through an automatic process, information about other users without their express consent or other information relating to the Website or the Services;
13. Use any meta tags or any other “hidden text” utilizing the MedeFile name, trademarks, or product names;
14. Advertise, offer to sell, or sell any goods or services, except as expressly permitted by the Website;
15. Engage in any activity that interferes with any third party’s ability to use or enjoy the Website or Services;
16. Assist any third party in engaging in any activity prohibited by the Terms and Conditions; and
17. Intentionally or unintentionally violate any applicable local, state, national, or international law.
iii. Without the express prior written authorization of MedeFile, You may not:
1. Duplicate the Website (except as expressly provided elsewhere in this Agreement or as permitted by law);
2. Create derivative works based on the Website or any of the Intellectual Property;
3. Remove any copyright or other proprietary notices from the Website or any of the Intellectual Property contained therein;
4. Frame or utilize any framing techniques in connection with the Website or any of the Intellectual Property;
5. Use any meta-tags or any other “hidden text” using the Website’s name or marks;
6. “Deep-link” to any page of the Website;
7. Circumvent any encryption or other security tools used anywhere on the Website (including the theft of user names and passwords or using another person’s user name and password in order to gain access to a restricted area of the Website);
8. Use any data mining, bots, or similar data gathering and extraction tools on the Website;
9. Use any device, software or routine to bypass any operational element or to interfere, or attempt to interfere, with the proper working of the Website, server or activities conducted therein; or,
10. Take any action that imposes an unreasonable or disproportionately large load on the Website or its network infrastructure.
i. Other Users
If You become aware of any conduct that violates the Terms and Conditions, We encourage You to contact MedeFile’s Customer Support Center at 1-888-241-0800 Mon-Fri: 9am - 5pm EST. We reserve the right, but will have no obligation, to respond to such communications.
i. Objectionable Content
We do not have the ability to control the nature of the user-generated content offered through the Website. You are solely responsible for Your interactions with other users of the Website and any content that you post. We will not be liable for any damage or harm resulting from any content or Your interactions with other users of the Website. We reserve the right, but have no obligation, to monitor interactions between You and other users of the Web Site and take any other action to restrict access to or the availability of any material that we or another user of the Web Site may consider to be obscene, lewd, lascivious, filthy, excessively violent, harassing or otherwise objectionable (including, without limitation, because it violates the Terms and Conditions.
j. Accuracy of Information
We attempt to ensure that the information on the Website is complete and accurate; however, this information may contain typographical errors, pricing errors, and other errors or inaccuracies. We assume no responsibility for such errors and omissions, and reserve the right to: (i) revoke any offer stated on the Web Site; (ii) correct any errors, inaccuracies or omissions; and (iii) make changes to prices, content, promotions, product descriptions or specifications, or other information on the Web Site.
7. SPECIAL ADMONITIONS FOR INTERNATIONAL USE
Recognizing the global nature of the Internet, You agree to comply with all local rules regarding online conduct and acceptable Content. Specifically, You agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which You reside.
8. NO RESALE OF PRODUCTS OR SERVICES
You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any MedeFile Product, Service, or Website (or any portion thereof), or the use of or access to any MedeFile Product, Service, or Website (or any portion thereof).
9. GENERAL PRACTICES REGARDING USE AND STORAGE
You acknowledge that MedeFile may establish general practices and limits concerning the use of its Products, Services, and Website, including without limitation the maximum number of days that uploaded Content will be retained by MedeFile’s Services and/or Website, the maximum number of email messages that may be sent from or received by a user account, the maximum size of any content that may be sent from or received by an account, the maximum disk space that will be allotted on MedeFile’s servers on Your behalf, and the maximum number of times (and the maximum duration for which) you may access any MedeFile Website or Service in a given period of time. You agree that MedeFile has no responsibility or liability for the deletion or failure to store any medical information or other communications or other Content maintained or transmitted by MedeFile or any of its Products, Services, or Website. You acknowledge that MedeFile reserves the right to log off accounts that are inactive for an extended period of time. You further acknowledge that MedeFile reserves the right to change these general practices and limits at any time, in its sole discretion with or without notice to You.
10. SALES TAX
If You purchase any Products or Services available on the Website, You will be responsible for paying any applicable sales tax indicated on the Website.
11. FRAUD
We reserve the right, but undertake no obligation, to actively report and prosecute actual and suspected credit card fraud. We may, in our discretion, require further authorization from You such as a telephone confirmation of Your order and other information. We reserve the right to cancel, delay, refuse to ship, or recall from the shipper any order if fraud is suspected. We capture certain information during the order process, including time, date, IP address, and other information that will be used to locate and identify individuals committing fraud. If any Website order is suspected to be fraudulent, we reserve the right, but undertake no obligation, to submit all records, with or without a subpoena, to all law enforcement agencies and to the credit card company for fraud investigation. We reserve the right to cooperate with authorities to prosecute offenders to the fullest extent of the law.
12. LIMITATION OF LIABILITY AND DISCLAIMER OF WARRANTY
THE MATERIALS, SERVICES, AND PRODUCTS CONTAINED AND OFFERED ON THE WEBSITE ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, MEDEFILE DOES NOT REPRESENT OR WARRANT THAT THE PRODUCTS, THE WEBSITE, THE SERVICES, ITS USE, ANY INFORMATION ON IT: (I) WILL BE UNINTERRUPTED OR SECURE, (II) WILL BE FREE OF DEFECTS, INACCURACIES OR ERRORS, (III) WILL MEET YOUR REQUIREMENTS, OR (IV) WILL OPERATE IN THE CONFIGURATION OR WITH OTHER HARDWARE OR SOFTWARE YOU USE. MEDEFILE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR OTHER VIOLATIONS OF RIGHTS. IN NO EVENT SHALL MEDEFILE OR ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, INDEPENDENT CONTRACTORS, TELECOMMUNICATIONS PROVIDERS, AND AGENTS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES, UNDER ANY CAUSE OF ACTION WHATSOEVER INCLUDING, BUT NOT LIMITED TO, CONTRACT, TORT, STRICT LIABILITY, WARRANTY, OR OTHERWISE, FOR ANY CLAIM CAUSE OF ACTION, FEE, EXPENSE, COST, OR LOSS (COLLECTIVELY, “CLAIMS”) ARISING FROM OR RELATED TO THIS AGREEMENT, THE PRIVACY STATEMENT, THE PRODUCTS, OR THE CUSTOMER’S USE OF THE WEBSITE OR ANY PRODUCT OR SERVICE.
MEDEFILE ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY ERRORS OR OMISSIONS IN THE CONTENT OF THE WEBSITE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY MEDEFILE WEBSITE OR THE SERVERS THAT MAKE SUCH MATERIALS AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; MEDEFILE FURTHER ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY FAILURES, DELAYS, MALFUNCTIONS, OR INTERRUPTIONS IN THE DELIVERY OF ANY CONTENT CONTAINED ON THE WEBSITE; ANY LOSSES OR DAMAGES ARISING FROM THE USE OF THE CONTENT PROVIDED ON THE WEBSITE; OR ANY CONDUCT BY USERS OF THE WEBSITE, EITHER ONLINE OR OFFLINE. MEDEFILE DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE MATERIALS ON ANY MEDEFILE WEBSITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION.
MEDEFILE DOES NOT WARRANT OR GUARANTEE THE ACCURACY OR COMPLETENESS OF THE INFORMATION PROVIDED BY HEALTHCARE PROVIDERS OR OTHER THIRD PARTIES. NEITHER THE ACCURACY OR THE COMPLETENESS OF ANY INFORMATION PROVIDED WILL BE VERIFIED BY MEDEFILE AND THE CUSTOMER ASSUMES THE RISK OF SAME. CUSTOMER IS SOLELY RESPONSIBLE FOR IDENTIFYING AND CORRECTING ANY AND ALL ERRORS IN INFORMATION STORED ON CUSTOMERS BEHALF BY MEDEFILE.
MEDEFILE ASSUMES NO LIABILITY FOR THE DELAY, FAILURE, INTERRUPTION, INTERCEPTION OR CORRUPTION OF ANY DATA OR OTHER INFORMATION COMMUNICATED TO OR ENTERED INTO THE SITE THE RISK OF WHICH IS ASSUMED BY THE CUSTOMER.
You agree that MedeFile’s entire liability for all CLAIMS shall be limited, in the aggregate, to the lesser of (i) USD $500.00, or (ii) the total amount of money You paid to MedeFile in the one (1) year period immediately preceding the incident on which Your alleged claim is based. This limitation of liability shall apply for all CLAIMS, regardless of whether MedeFile was aware of or advised in advance of the possibility of damages or such CLAIMS.
The warranties and representations specifically set forth in this agreement are the only warranties and representations with respect to this Agreement, and are in lieu of any and all other warranties, written or oral, express or implied, that may arise either by agreement between the parties hereto or by operation of law, including warranties of merchantability and fitness for a particular purpose. None of these warranties and representations will extend to any third person. Some jurisdictions do not allow the exclusion of certain warranties, so some of the above exclusions may not apply to You.
13. DISCLAIMER OF FORWARD-LOOKING STATEMENTS
THIS WEBSITE MAY CONTAIN FORWARD-LOOKING STATEMENTS THAT REFLECT OUR CURRENT EXPECTATION REGARDING FUTURE EVENTS AND BUSINESS DEVELOPMENT. THE FORWARD-LOOKING STATEMENTS INVOLVE RISKS AND UNCERTAINTIES. ACTUAL DEVELOPMENTS OR RESULTS COULD DIFFER MATERIALLY FROM THOSE PROJECTED AND DEPEND ON A NUMBER OF FACTORS, SOME OF WHICH ARE OUTSIDE OUR CONTROL.
14. HEALTH RELATED INFORMATION
WE PROVIDE INFORMATION ON THE WEBSITE FOR INFORMATIONAL PURPOSES ONLY. IT IS NOT MEANT AS A SUBSTITUTE FOR THE ADVICE OF A DOCTOR OR OTHER HEALTH CARE PROFESSIONAL. YOU SHOULD NOT USE THE INFORMATION AVAILABLE ON OR THROUGH THE WEB SITE FOR DIAGNOSING OR TREATING A MEDICAL CONDITION. YOU SHOULD CAREFULLY READ ALL PRODUCT INSTRUCTIONS PRIOR TO USE.
15. DISCLAIMER OF PRODUCTS
ALL PRODUCTS ARE SUBJECT ONLY TO ANY APPLICABLE WARRANTIES OF THEIR RESPECTIVE MANUFACTURERS, DISTRIBUTORS, AND SUPPLIERS, IF ANY, PROVIDED IN THE PRODUCT PACKAGING. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, WE HEREBY DISCLAIM ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE HEREBY EXPRESSLY DISCLAIM ALL LIABILITY FOR PRODUCT DEFECT OR FAILURE CLAIMS THAT ARE DUE TO NORMAL WEAR, PRODUCT MISUSE, ABUSE, PRODUCT MODIFICATION, IMPROPER PRODUCT SELECTION, NON-COMPLIANCE WITH ANY CODES, OR MISAPPROPRIATION.
16. EXCLUSION OF DAMAGES
WE WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE OR SPECIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES RELATING TO LOST PROFITS, LOST DATA OR LOSS OF GOODWILL) ARISING OUT OF, RELATING TO OR CONNECTED WITH THE USE OF THE WEB SITE OR PRODUCTS, REGARDLESS OF THE CAUSE OF ACTION ON WHICH THEY ARE BASED, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OCCURRING.
17. YOUR REPRESENTATIONS
You hereby represent and warrant that You are age eighteen (18) or older and are of sufficient legal age to order any Products or Services or use or access the website, that You have read this Agreement and thoroughly understand the terms contained in this Agreement, that any Products You purchase from the Website will be used for Your personal, non-commercial use, and that You will not re-sell, re-distribute or export any Product that You order from the Website. You further represent that MedeFile has the right to rely upon all information provided to MedeFile by You, and MedeFile may contact You by email, telephone or postal mail for any purpose, including but not limited to (i) follow-up calls, (ii) customer satisfaction surveys, and (iii) inquiries about any orders You placed, or considered placing, at or through the Website.
18. INTELLECTUAL PROPERTY
a. MedeFile’s Website
The Website and all of its contents including, but not limited to, articles, other text, photographs, illustrations, graphics, product names, designs, logos, other files, and the collection, arrangement, and assembly of all content (collectively, “the Intellectual Property”) are protected by copyright, trademark, and other laws of the United States, as well as international conventions and the laws of other countries. The Intellectual Property is the exclusive property of MedeFile or its licensors. No license or ownership rights in or to any of the Intellectual Property are conveyed to You by virtue of this Agreement or by Your purchase of any Product from the Website. The Intellectual Property is protected by the copyright and trademark laws of the United States. Unless otherwise permitted by law, none of the Intellectual Property may be reproduced or used by You without MedeFile’s prior written permission.
b. Trademarks
MedeFile is a trade name we own. The related design marks, and other trademarks on the Web Site are owned by us. Page headers, custom graphics, button icons and scripts are trademarks or trade dress we own. You may not display or use in any manner any of these trademarks, trade dress, or trade names without our express written permission.
c. Third Party Websites
Medefile.com may contain links to other websites on the Internet that are owned and operated by third parties. We do not control the information, products or services available on these third party websites. The inclusion of any link does not imply our endorsement of the applicable website or any association with the website’s operators. Because we have no control over such websites and resources, You agree that we are not responsible or liable for the availability or the operation of such external websites, for any material located on or available from any such websites or for the protection of Your data privacy by third parties. Any dealings with, or participation in promotions offered by, advertisers on the Website, including the payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings or promotions, are solely between You and the applicable advertiser or other third party. You further agree that We shall not be responsible or liable, directly or indirectly, for any loss or damage caused by the use of or reliance on any such material available on or through any such site or any such dealings or promotions.
d. Linking and Framing
You may not deep link to portions of the Website, or frame, inline link, or similarly display any of our property, including, without limitation, the Website. You may not use any of Our logos or other trademarks as part of a link without express written permission.
e. Comments
All comments, feedback, suggestions, ideas, and other submissions that You disclose, submit or offer to Us in connection with Your use of the Website will become Our exclusive property. Such disclosure, submission or offer of any comments shall constitute an assignment to Us of all worldwide right, title and interest in all patent, copyright, trademark, and all other intellectual property and other rights whatsoever in and to the comments and a waiver of any claim based on moral rights, unfair competition, breach of implied contract, breach of confidentiality, and any other legal theory. You will, at Our cost, execute any documents to effect, record, or perfect such assignment. Thus, We will own exclusively all such right, title and interest and shall not be limited in any way in the use, commercial or otherwise, of any comments. You should not submit any comments to Us if You do not wish to assign such rights to Us. We are and will be under no obligation: (i) to maintain any comments in confidence; (ii) to pay to You or any third party any compensation for any comments; or (iii) to respond to any comments. You are and shall remain solely responsible for the content of any comments You make.
f. Domestic Use; Export Restriction
We control the Web Site from Our offices within the United States of America. We make no representation that the Website or its content (including, without limitation, any products or services available on or through the Website) are appropriate or available for use in other locations. Users who access the Website from outside the United States of America do so on their own initiative and must bear all responsibility for compliance with local laws, if applicable. Further, the United States export control laws prohibit the export of certain technical data and software to certain territories. No content from the Website may be downloaded in violation of United States law.
19. LIMITATION OF ACTIONS
You acknowledge and agree that, regardless of any statute or law to the contrary, any claim or cause of action You may have arising out of, relating to, or connected with your use of the Website, must be filed within one (1) calendar year after such claim or cause of action arises, or forever be barred.
20. MEDEFILE PRIVACY POLICY
The personal information You submit to MedeFile is governed by the MedeFile Privacy Statement. To the extent there is an inconsistency between this Agreement and the MedeFile Privacy Statement, this Agreement shall govern. Pursuant to MedeFile's Privacy Statement, we may disclose to third parties certain aggregate information contained in your Registration Data or related data, provided that we will make reasonable efforts to provide that, such information will not include personally identifying information, except as specifically authorized by You or in the good faith belief that such action is reasonably necessary to comply with the law, legal process, or to enforce the Terms of Service. For more information, please see our full Privacy Statement
21. TERMINATION OF AGREEMENT, ACCOUNT, AND/OR MEMBERSHIP
You agree that MedeFile, in its sole discretion, may terminate this Agreement, Your access to the Website, Your password, account (or any part thereof) or Your use of any of MedeFile’s Products, Services, or Website, and remove and discard any Content within any of MedeFile’s Products, Services, or Website, or refuse service to anyone for any reason, including, without limitation, for lack of use, if MedeFile believes that You have violated, breached or acted inconsistently with the letter or spirit of the Terms and Conditions or Privacy Statement, if MedeFile believes You are abusing the Products or Services MedeFile provides, or if You are unable to provide MedeFile with sufficient information to allow Us to properly identify the customer’s real name, address, or other contact information. MedeFile may also in its sole discretion and at any time discontinue providing Products or Services, or any part thereof, with or without notice. You agree that any termination of Your access to any Product., Service, or Website under any provision of this Terms and Conditions may be effected without prior notice, and acknowledge and agree that MedeFile may immediately deactivate or delete Your account and all related information and files in Your account and/or bar any further access to such files or any of MedeFile’s Products, Services, or Websites. Further, You agree that MedeFile shall not be liable to You or any third-party for any termination of Your access to any of MedeFile’s Products, Services, or Websites. Following termination, You will not be permitted to use the Website and We may, in Our sole discretion, cancel any outstanding orders for Products or Services. If Your access to the Website is terminated, We reserve the right to exercise whatever means We deem necessary to prevent unauthorized access to the Website, including, but not limited to, technological barriers, IP mapping, and direct contact with Your Internet Service Provider. The Terms and Conditions and Privacy Statement will survive indefinitely unless and until We choose to terminate them, regardless of whether any account You open is terminated by You or Us or if You have the right to access or use the Website.
22. DOCUMENT RETENTION POLICY
Upon termination of Your Agreement with MedeFile for any reason and/or expiration of Your membership with MedeFile and/or cancellation of Your membership with MedeFile, MedeFile will retain any and all documents and records that you have stored, provided to, or uploaded with MedeFile for a period of six (6) months. After the expiration of this six (6) month period, MedeFile will delete and/or destroy all such documents and records and part of MedeFile’s ordinary course of business.
23. NOTICE
Any notice required to be given under this Agreement to You may be provided to You by postal mail or by email. If notice is sent by email, such notice shall be sent to the last known email address that You provided to Us, and shall be deemed delivered once sent. Notices by customers to MedeFile must be sent in writing to the following address: MedeFile International, Inc., Attn: Claims Department, 301 Yamato Road, Suite 1200, Boca Raton, FL 33431.
24. LINKS
The Website may provide links to other World Wide Web sites or resources. MedeFile has not reviewed these websites and is not responsible for the accuracy, content, privacy policies or availability of information found on websites that link to or from any MedeFile Website. MedeFile cannot ensure that You will be satisfied with any products or services that You purchase from a third-party site that links to or from any MedeFile Website or third-party content on our sites. MedeFile does not endorse any of the merchandise, nor has MedeFile taken any steps to confirm the accuracy or reliability of any of the information contained in such third-party sites or content. MedeFile does not make any representations or warranties as to the security of any information (including, without limitation, credit card and other personal information) You might be requested to give any third party, and You hereby irrevocably waive any claim against MedeFile with respect to such sites and third-party content. MedeFile strongly encourages You to make whatever investigation You feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties. Neither MedeFile nor its affiliates, officers, directors, shareholders, employees, independent contractors, telecommunications providers, or agents shall be liable for any damages, including but not limited to direct, indirect, incidental, consequential, or punitive damages arising out of your use of third-party material or third-party sites that are linked to this Website. No link to the Website may be framed to the extent that such frame contains any sponsorship, advertising, or other commercial text or graphics. All links to the Website must be to www.medefile.com. Deep linking to internal pages of this Website is expressly prohibited without prior written consent from MedeFile.
25. FORCE MAJEURE
MedeFile shall not be responsible for any failure to perform due to unforeseen circumstances or to causes beyond Our reasonable control, including but not limited to: acts of God, such as fire, flood, earthquakes, hurricanes, tropical storms or other natural disasters; war, riot, arson, embargoes, acts of civil or military authority, or terrorism; strikes, or shortages in transportation, facilities, fuel, energy, labor or materials; failure of the telecommunications or information services infrastructure; hacking, SPAM, or any failure of a computer, server or software, for so long as such event continues to delay MedeFile’s performance. MEDEFILE SHALL NOT HAVE ANY LIABILITY TO YOU WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER FORM OF LIABILITY FOR FAILING TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT TO THE EXTENT THAT SUCH FAILURE IS AS A RESULT OF A FORCE MAJEURE EVENT.
26. INDEMNITY
You agree to defend, indemnify, and hold harmless MedeFile, its Website, affiliates, officers, directors, shareholders, employees, independent contractors, telecommunications providers, and agents, from and against any and all claims, actions, loss, liabilities, expenses, costs, or demands, including, but not limited to, reasonable legal and accounting fees, which are not limited to Florida’s Statewide Uniform Guidelines For Taxation of Costs in Civil Actions, for all damages directly, indirectly, and/or consequentially resulting or allegedly resulting from Your use, misuse, or inability to use the Website, or Your breach of any of these terms and conditions of this Agreement. MedeFile shall promptly notify You by electronic mail of any such claim or suit, and cooperate fully (at Your expense) in the defense of such claim or suit. If MedeFile does not hear from You promptly, MedeFile reserves the right to defend such claim or suit and seek full recompense from You. Without limitation of the foregoing, You may not settle, compromise, or any other manner dispose of any claim without Our express written consent.
27. DISPUTE RESOLUTION BY BINDING ARBITRATION
DISPUTE RESOLUTION BY BINDING ARBITRATION
We Each agree To First Contact Each Other With Any Disputes
We each agree to first contact each other with any disputes and provide a written description of the problem, all relevant documents/information, and the proposed resolution. You agree to contact Us with disputes by calling Us at 1-888-241-0800 Mon-Fri: 9am - 5pm EST. or writing to Us at MedeFile International, Inc., Attn: Claims Department, 301 Yamato Road, Suite 1200, Boca Raton, FL 33431. MedeFile will contact You by letter and electronic mail to Your billing address and contact information You provided Us.
Instead Of Suing In Court, We Each Agree To Arbitrate Disputes
We each agree to finally settle all disputes (as defined and subject to any specific exceptions below) only by arbitration. In arbitration, there is no judge or jury and review is limited. However, just as a court would, the arbitrator must honor the terms and conditions in this Agreement, the Terms and Conditions, and the Privacy Statement, and can award the same damages and relief, including any attorney’s fees authorized by law. The arbitrator’s decision and award is final and binding, with some exceptions under the Federal Arbitration Act (“FAA”), and judgment on the award may be entered in any court with jurisdiction. We also each agree as follows:
1. “Disputes” are any claims (including the definition of “claims” contained in the section Limitation of Liability and Disclaimer of Warranty above) or controversies against each other related in any way to this Agreement, the Terms and Conditions, the Privacy Statement, or Your purchase and use of the Product. This includes claims You bring against Our affiliates, officers, directors, shareholders, employees, independent contractors, telecommunications providers, or agents or other representatives, or that MedeFile brings against You.
2. If either MedeFile or You wants to arbitrate a dispute, We each agree to send written notice to the other providing a description of the dispute, previous efforts to resolve the dispute, all supporting documents/information, and the proposed resolution. Notice to You will be sent to Your billing address that You provided Us and notice to Us will be sent to: MedeFile International, Inc., Attn: Claims Department, 301 Yamato Road, Suite 1200, Boca Raton, FL 33431. We each agree to make attempts to resolve this dispute within forty-five (45) days of receipt of the notice to arbitrate, then We may submit the dispute to formal arbitration.
3. The FAA applies to this Agreement and arbitration provision. We each agree that the FAA’s provisions, not state law, govern all questions of whether a dispute is subject to arbitration.
4. The arbitration will be administered by the National Arbitration Forum (“NAF”) under its arbitration rules. If any NAF rule conflicts with the terms of this Agreement, the terms of this Agreement apply. You can obtain procedures, rules, and fee information from the NAF at 1-800-474-2371 or www.adrforum.com.
5. Unless We each agree otherwise, the Arbitration will be conducted by a single neutral arbitrator and will take place in the state of Your last billing address. The federal or state law that applies to the Agreement will also apply during the Arbitration.
6. Both You and MedeFile each agree not to pursue arbitration on a consolidated or classwide basis. Both You and MedeFile each agree that any arbitration will be solely between You and MedeFile (not brought on behalf of or together with another individual’s claim). If for any reason any court or arbitrator hold that this restriction in unconscionable or unenforceable, then this agreement to arbitrate does not apply and the dispute must be brought in court.
7. We each are responsible for Our own costs relating to counsel, experts, and witnesses, as well as any other costs relating to the arbitration. However, MedeFile will cover any arbitration administrative or filing fee above: (a) $25 if You are seeking less than $1,000 from MedeFile; or (b) the equivalent court filing fees for a court action in the appropriate jurisdiction if You are seeking $1,000 or more from Us.
8. Notwithstanding the foregoing, MedeFile will have the right to seek injunctive or other equitable relief in state or federal court located in Miami, Florida to enforce the Terms and Conditions or prevent an infringement of a third party’s rights. In the event equitable relief is sought, both MedeFile and You hereby irrevocably submits to the personal jurisdiction of such court.
No Class Actions
TO THE EXTENT ALLOWED BY LAW, WE EACH WAIVE ANY RIGHT TO PURSUE DISPUTES ON A CONSOLIDATED OR CLASSWIDE BASIS; THAT IS, TO EITHER JOIN A CLAIM WITH THE CLAIM OF ANY OTHER PERSON OR ENTITY, OR ASSERT A CLAIM IN A REPRESENTATIVE CAPACITY ON BEHALF OF ANYONE ELSE IN ANY LAWSUIT, ARBITRATION, OR OTHER PROCEEDING.
No Trial By Jury
TO THE EXTENT ALLOWED BY LAW, WE EACH WAIVE ANY RIGHT TO TRIAL BY JURY IN ANY LAWSUIT, ARBITRATION, OR OTHER PROCEEDING.
28. GOVERNING LAW
You agree that this Agreement and any issue or dispute arising out of or otherwise related to this Agreement or with Your use of our Website, Intellectual Property, the Terms and Conditions, the Privacy Statement, or any matter concerning MedeFile shall be governed exclusively by the laws of the State of Florida, excluding its conflict of law provisions.
29. SEVERABILITY
If for any reason a court of competent jurisdiction finds any provision of this Agreement, the Terms and Conditions, the Privacy Statement, or any portion thereof, to be invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the remainder of the Agreement, the Terms and Conditions, and the Privacy Statement will continue in full force and effect.
30. NO WAIVER
No waiver of or by MedeFile shall be deemed a waiver of any subsequent default of the same provision of this Agreement. If any term, clause or provision hereof is held invalid or unenforceable by a court of competent jurisdiction, such invalidity shall not affect the validity or operation of any other term, clause or provision and such invalid term, clause or provision shall be deemed to be severed from this Agreement.
31. HEADINGS
All headings are solely for the convenience of reference and shall not affect the meaning, construction or effect of this Agreement.
32. COMPLETE AGREEMENT
This Agreement constitutes the entire agreement between the parties with respect to Your access and use of the Website and Your ordering and use of the Products, and supersedes and replaces all prior understandings or agreements, written or oral, regarding such subject matters.
33. BINDING ON SUCCESSORS; ASSIGNMENT
This Agreement will be binding upon each party hereto and its successors and permitted assigns. This Agreement and all of Your rights and obligations under them may not be assignable or transferable by You without Our prior written consent. MedeFile, at its sole discretion, may freely transfer or assign this Agreement or any of its obligations thereunder.
LAST MODIFIED: Novermber, 2011.
