BY USING THIS WEB SITE, YOU ARE INDICATING THAT YOU HAVE READ AND AGREE TO BE BOUND BY, THE POLICIES, TERMS, AND CONDITIONS SET FORTH BELOW (THIS "AGREEMENT") IN THEIR ENTIRETY WITHOUT LIMITATION OR QUALIFICATION, AS WELL AS BY ALL APPLICABLE LAWS AND REGULATIONS, AS IF YOU HAD HANDWRITTEN YOUR NAME ON A CONTRACT. IF YOU ARE DEEMED TO HAVE ORDERED THE SERVICE PROVIDED ON THIS WEB SITE, THEN ESOTERIX'S ACCEPTANCE IS EXPRESSLY CONDITIONED UPON YOUR ASSENT TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT TO THE EXCLUSION OF ALL OTHER TERMS. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, DO NOT USE THIS SITE OR DOWNLOAD MATERIALS FROM THIS SITE. This Web site is provided by Esoterix, Inc. ("Esoterix") and may be used for informational purposes only. If the user is not an individual, then "you" means your company, its officers, members, employees, agents, representatives, successors and assigns.
Restrictions on Use
Except as otherwise permitted in writing by Esoterix, no materials from the Esoterix site may be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way. You may download material displayed on the Esoterix site for non-commercial, personal use only. If you do so, you agree to retain all copyright and other proprietary notices contained on the materials. You may not use, distribute, modify, transmit, or post the content of the Esoterix site for public or commercial purposes, including any text, images, audio, or video without Esoterix's written permission. You may not mirror any material contained on this site on any other server. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Esoterix without express written consent. You may not use any meta tags or any other "hidden text" utilizing Esoterix's name or trademarks without the express written consent of Esoterix. Any unauthorized use terminates the permission or license granted by Esoterix.
All content included on this site, such as text, graphics, logos, button icons, images, audio clips, information, data, photographs, graphs, videos, typefaces, graphics, music, sounds, and other material, and software (the "Materials") is the property of Esoterix or its content suppliers and is protected by copyrights, trademarks, trade secrets, or other proprietary rights and these rights are valid and protected in all forms, media and technologies existing now or hereinafter developed. All such content is copyrighted as a collective work under the U.S. copyright laws (17 U.S.C. Section 101, et. seq.) and international treaty provisions, and Esoterix owns a copyright in the selection, coordination, arrangement and enhancement of such content. All software used on this site is the property of Esoterix or its software suppliers and protected by U.S. and international copyright laws. You may not modify, remove, delete, augment, add to, publish, transmit, participate in the transfer or sale of, create derivative works from, or in any way exploit any of the content on the site, in whole or in part. Any use other than as contemplated herein, including the reproduction, modification, distribution, transmission, republication, display, or performance, of the content on this site, except as specifically permitted below, is strictly prohibited. ESOTERIX, HEALTHHORIZONS HEALTH INFORMATION PROGRAM, HPVTRITECT, ANYTHING BUT ROUTINE, MODYDETX, ENTRIX, CENTERLINX, HPVDETX, VIRAMAP, and MEDTRAX are registered or common law trademarks of Esoterix. All other marks, names, and logos mentioned on the Esoterix site are the property of their respective owners. Your use of the Esoterix trademark is strictly prohibited without the express prior written permission of Esoterix.
Esoterix grants you a limited, non-exclusive, non-transferable personal license to access, display, and copy the Materials on the Esoterix Web site for personal, non-commercial use only, subject to the requirements set forth in this Agreement. This license is conditioned on your continued compliance with the terms and conditions in this Agreement. All rights not expressly granted herein are reserved.
Representations and Warranties
By using this site, you represent and warrant that (i) you understand and agree that this Agreement is a legally binding agreement and the equivalent of a signed, written contract; (ii) you will use this Web site in a manner consistent with all applicable laws and regulations and in accordance with the terms and conditions of this Agreement; (iii) you are authorized to sign for and bind the contracting party; (iv) you will not impersonate any person or entity, misrepresent any affiliation with another person, entity or association, use false headers or otherwise conceal your identity from Esoterix for any purpose.
Disclaimer of Warranties; Medical Information
You expressly agree that use of the Esoterix site is at your sole risk. Neither Esoterix, nor its affiliates, nor any of their officers, directors or employees, agents, third-party content providers, merchants, sponsors or licensors (collectively, "Providers"), or the like, warrant that the Esoterix site will be uninterrupted or error-free; nor do they make any warranty as to the results that may be obtained from the use of the Esoterix site, or as to the accuracy, completeness, reliability, security or currency of the Materials. The Materials may contain errors, omissions, inaccuracies, or outdated information. Further, Esoterix does not warrant reliability of any advice, opinion, statement or other information displayed or distributed through the site. Esoterix reserves the right, in its sole discretion, to correct any errors or omissions in any portion of the site. Esoterix may make any other changes to the site, the Materials and the products, programs, services or prices (if any) described in the site at any time without notice.
The Materials are not intended to be a substitute for professional medical advice, diagnosis, or treatment. Always seek the advice of your physician or other qualified health provider with any questions you may have regarding a medical condition. Never disregard professional medical advice or delay in seeking it because of something you have read on this site.
If you think you may have a medical emergency, call your doctor or 911 immediately. Esoterix does not recommend or endorse any specific tests, products, procedures, opinions, or other information that may be mentioned on this site. Reliance on any information provided by Esoterix, Esoterix employees, others appearing on this site at the invitation of Esoterix or other visitors to this site is solely at your own risk.
THIS SITE AND THE INFORMATION, CONTENT AND MATERIALS ON THIS SITE, ARE PROVIDED BY ESOTERIX ON AN "AS IS," "WHERE IS" AND "WHERE AVAILABLE" BASIS. ESOTERIX EXPRESSLY DISCLAIMS ALL REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE, THE CONTENT, INFORMATION OR THE MATERIALS ON THE ESOTERIX SITE, TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW. ESOTERIX EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, OF ANY KIND, WITH RESPECT TO ANY THE MATERIALS, CONTENT OR INFORMATION ON THE ESOTERIX SITE OR ANY GOODS OR OTHER PRODUCTS OR SERVICES OFFERED, SOLD, OR DISPLAYED ON THE ESOTERIX SITE OR YOUR USE OF THE ESOTERIX SITE GENERALLY, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, ACCURACY OF INFORMATION, QUALITY, SATISFACTORY QUALITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO THE EXTENT SUCH JURISDICTION'S LAW IS APPLICABLE TO THIS AGREEMENT.
When using this site, information will be transmitted over a medium which is beyond the control and jurisdiction of Esoterix and its suppliers. Accordingly, Esoterix assumes no liability for or relating to the delay, failure, interruption, or corruption of any data or other information transmitted in connection with use of this site.
Limitation of Liabilities
YOU AGREE THAT ESOTERIX AND ITS PROVIDERS SHALL NOT BE LIABLE FOR ANY DAMAGE, LOSS, OR EXPENSE OF ANY KIND ARISING OUT OF OR RESULTING FROM YOUR POSSESSION OR USE OF THE MATERIALS, CONTENT OR INFORMATION ON THE ESOTERIX SITE REGARDLESS OF WHETHER SUCH LIABILITY IS BASED IN TORT, CONTRACT, OR OTHERWISE. IN NO EVENT, INCLUDING WITHOUT LIMITATION A NEGLIGENT ACT, SHALL ESOTERIX OR ANY OF ITS PROVIDERS BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, LOSS OR CORRUPTION OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR INTERRUPTION OF BUSINESS), ARISING OUT OF OR IN ANY WAY RELATED TO THE MATERIALS, CONTENT OR INFORMATION ON THE ESOTERIX SITE OR ANY OTHER PRODUCTS, SERVICES, OR INFORMATION OFFERED, SOLD, OR DISPLAYED ON THE ESOTERIX SITE, YOUR USE OF, OR INABILITY TO USE, THE ESOTERIX SITE GENERALLY, OR OTHERWISE IN CONNECTION WITH THIS AGREEMENT, REGARDLESS OF WHETHER ESOTERIX OR ANY OF ITS PROVIDERS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES DO NOT ALLOW THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
You agree to indemnify, defend and hold harmless Esoterix, its affiliates, agents, employees and licensors from and against any and all claims and expenses, including reasonable attorneys' fee, arising out of or related in any way to your use of the site, violation of this Agreement, violation of any law or regulation or violation of any proprietary or privacy right.
Any dispute relating in any way to your use of the Esoterix site shall be submitted to confidential arbitration in Austin, Texas, except that, to the extent you have in any manner violated or threatened to violate Esoterix's intellectual property rights, Esoterix may seek injunctive or other appropriate relief in any state or federal court in the State of Texas, and you consent to exclusive jurisdiction and venue in such courts. Arbitration under this Agreement shall be conducted under the rules then prevailing of the American Arbitration Association. The arbitrator's award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class arbitration proceedings or otherwise.
Limitations on Claims
Any cause of action you may have with respect to your use of the site must be commenced within one (1) year after the claim or cause of action arises.
Term and Termination
Without limiting its other remedies, Esoterix may immediately issue a warning, temporarily suspend, indefinitely suspend or terminate the license granted under this Agreement if you fail to comply with any term or condition of this Agreement. Upon such violation, you agree to terminate access to the Esoterix site.
As a convenience to you, Esoterix may provide, on this site, links to Web sites operated by other entities (collectively, the "Linked Sites"). If you use any Linked Sites, you will leave this site. If you decide to visit any Linked Site, you do so at your own risk and it is your responsibility to take all protective measures to guard against viruses and other destructive elements. Linked Sites, regardless of the linking form (e.g., hotlinks, hypertext links, IMG links) are not maintained, controlled or otherwise governed by Esoterix. The content, accuracy, opinions expressed, and other links provided by Linked Sites are not investigated, verified, monitored, or endorsed by Esoterix. Esoterix does not endorse, make any representations regarding or warrant any information, goods and/or services appearing or offered on any Linked Site, other than linked information authored by Esoterix. Links do not imply that Esoterix or this site sponsors, endorses, is affiliated or associated with, or is legally authorized to use any trademark, trade name, logo or copyright symbol displayed in or accessible through the links, or that any Linked Site is authorized to use any trademark, trade name, logo or copyright symbol of Esoterix or any of its affiliates or subsidiaries. Except for links to information authored by Esoterix, Esoterix is neither responsible for nor will it be liable under any theory based upon (i) any Linked Site; (ii) any information or content found on any Linked Site; or (iii) any site(s) linked to or from any Linked Site. If you decide to visit any Linked Sites and/or transact any business thereon, you do so at your own risk. Esoterix reserves the right to discontinue any Linked Site at any time without prior notice. Please contact the web masters of any Linked Sites concerning any information, goods or services appearing thereon.
Choice of Law and Venue
This site is controlled, operated and administered by Esoterix from its offices within Austin, Texas, United States of America. Esoterix makes no representation that materials at this site are appropriate or available for use at other locations outside of the United States and access to them from territories where their contents are illegal is prohibited. You may not use the site or export the Materials in violation of U.S. export laws and regulations. If you access this site from locations outside of the United States, you are responsible for compliance with all local laws. This Agreement shall be governed by the laws of the State of Texas, without giving effect to its conflict of laws provisions that direct the application of the laws of a different jurisdiction. This is the case regardless of whether you reside or transact business with Esoterix in Texas or elsewhere. You agree to submit to the personal and exclusive jurisdiction of the courts located within Travis County, Texas.
This Agreement constitutes the entire agreement between Esoterix and you with respect this Web site and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between the customer and Esoterix with respect to this Web site. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. If for any reason a court of competent jurisdiction finds any provision of the Agreement or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the Agreement, and the remainder of this Agreement shall continue in full force and effect. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.
Modifications to Agreement
Esoterix may revise the Agreement at any time and you agree to be bound by the revised Agreement. It is your responsibility to return to this Agreement from time to time to review the most current terms and conditions. Esoterix does not and will not assume any obligation to notify you of changes to this Agreement. This Agreement shall supercede any prior terms or conditions included with any communications or agreement, whether or not such terms or conditions are signed by Esoterix. Esoterix reserves the right to make changes to this site and to these terms and conditions at any time. Any such modifications will become effective upon the date they are first posted to this site.
Pursuant to Section 512(c)(2) of the Copyright Revision Act, as enacted through the Digital Millennium Copyright Act, Esoterix designates its General Counsel to receive notifications of claimed infringement:
Attn: General Counsel
4509 Freidrich Lane
Building 1, Suite 100
Austin, Texas 78744
Fax (512) 225-1279
Electronic Communications and Electronic Signatures
You agree to be bound by any affirmation, assent or agreement you transmit through the Esoterix Web site, including but not limited to any consent you give to receive communications from Esoterix solely through electronic transmission. You agree that, when in the future you click on an "I agree," "I consent" or other similarly worded "button" or entry field with your mouse, keystroke or other computer device, your agreement or consent will be legally binding and enforceable and the legal equivalent of your handwritten signature.