By downloading the Provation OS/CP, You accept all the terms and conditions of this Agreement below on behalf of Your Organization.
The following terms and conditions ("Agreement") shall govern your (you and your collectively "You/Your") Organization’s use of the accompanying Provation Order Sets and/or Care Plans ("Provation OS/CP"). If You do not accept or agree with these terms, You may not download or use the Provation OS/CP. Upon downloading and accepting, Provation Medical, Inc. ("Provation") grants You a limited, non-exclusive license to use (as defined below) of Provation OS/CP according to the following guidelines:
- Use. Your purchase entitles You to download one PDF copy for Your Organization’s internal use by appropriately trained and licensed medical professionals. Your Organization is defined as the legal entity purchasing Provation OS/CP hereunder.
- Use Restrictions. You may not use Provation OS/CP: a) for development, commercial or production purpose nor to compete with Provation in the marketplace; b) transfer, sell, assign, sublicense or otherwise convey, whether by operation of law or otherwise, to another party; c) provide data processing services for a third party; d) make unauthorized disclosure to a library or similar repository; e) duplicate, modify, adapt, distribute or permit access to externally; or f) remove or alter proprietary notices.
- Derivative Works. You may create derivative works meaning Your own library of Provation OS/CP that is based upon Provation OS/CP for use by Your physicians and medical staff. You are required to remove all Provation and other third-party copyright, trademark and proprietary notices from such derivative works and shall be the owner and liable for such derivative works. You may not a) make available to third parties or b) make assignment of rights. Provation has no liability of any kind, for derivative works.
- Proprietary Expression and Information.Provation OS/CP is owned by Provation including all intellectual property rights including ideas, procedures, processes, systems, methods of operation, and concepts embodied within which are trade secret of Provation. You acquire only a non-exclusive right to use Provation OS/CP as permitted herein and You do not acquire any rights of ownership to the Provation OS/CP or any other implied right or license under any intellectual property rights of Provation.
- Warranty Disclaimer. PROVATION OS/CP IS FURNISHED "AS IS" WITHOUT ANY WARRANTY WHATSOEVER. PROVATION MEDICAL, INC. DISCLAIMS ALL WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OR CONDITIONS OF QUALITY, ACCURACY, CORRECTNESS, COMPLETENESS, COMPREHENSIVENESS, SUITABILITY, COMPATIBILITY, MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, OR OTHERWISE. FURTHER, PROVATION TAKES NO RESPONSIBILITY FOR COMPLIANCE WITH YOUR INSTITUTION SPECIFIC FORMULARY REQUIREMENTS OR LIMITATIONS.
- Limitation of Liability. IN NO EVENT WILL PROVATION OR ITS LICENSORS BE LIABLE FOR ANY LOSS OR DAMAGE HEREUNDER INCLUDING WITHOUT LIMITATION ANY INACCURACY OF DATA, LOSS OF PROFITS, LOST SAVINGS AND/OR DATA OR INDIRECT, SPECIAL, CONSEQUENTIAL OR INCIDENTAL, PUNITIVE AND/OR EXEMPLARY DAMAGES AND PROVATION’S AGGREGATE LIABILITY UNDER THIS AGREEMENT SHALL BE LIMITED TO THE TOTAL AMOUNT PAID BY YOU TO PROVATION UNDER THIS AGREEMENT.
- Provation Medical, Inc. Not Engaged in Practice of Medicine; Infringement. Provation does not, nor does it intend to, engage in the performance or delivery of medical or health care services. Provation OS/CP provided hereunder is not, in any case to be deemed or understood as a recommendation, endorsement, guarantee or warranty of the services of any providers who render health care services and are not intended as a substitute for professional medical judgment in patient diagnosis or treatment. In the event of a third party claim that Your use of the Provation OS/CP, in accordance with the terms and conditions of this Agreement, infringe a United States Copyright, ProVation will terminate this Agreement and grant You a pro-rata refund of the amount paid amortized on a straight-line basis over a one year period from date of purchase. This states Provation's sole and exclusive liability for infringement or other violation of the intellectual property rights of any third party.
- Governing Law. This Agreement constitutes the complete agreement between the parties with respect to Provation OS/CP and is governed by the laws of Minnesota. If any party is required to commence legal action to enforce its rights, the prevailing party shall be entitled to reasonable expenses and attorney's fees. The parties hereby waive and disclaim the application of the United Nations Convention on Contracts for the International Sale of Goods. Any suit hereunder will be brought solely in the courts of the county of Hennepin or Ramsey in the State of Minnesota. Each Party agrees to subject itself to the exclusive personal jurisdiction of such courts and shall not contest such jurisdiction or the venue of such courts or the convenience of the forum.
- Term and Termination. The term of this Agreement shall commence upon the purchase of Provation OS/CP and continue indefinitely unless You or Your Organization breach a material term of this Agreement. In such breach event, You and Your Organizations rights to the Provation OS/CP immediately and automatically terminate and You shall immediately cease all use of and destroy the Provation OS/CP. All disclaimers of warranties and limitations on liability shall survive termination of this Agreement.
- Support. Provation OS/CP is provided 'as is' without updates or support of any kind. You understand that the information contained in the Provation OS/CP is subject to change and will become out of date and inaccurate over time and assume all the risk of use relating thereto.
- U.S. Government Restricted Rights. Use, duplication, and disclosure by the U.S. government is subject to restrictions set forth in this Agreement. Provation reserves all unpublished rights under U.S. copyright law.
- Links. Links within Provation OS/CP to other websites are for illustration purposes. Such links are intended solely for Your users who have a current license/subscription to such product.
- Website. Your access to download the Provation OS/CP via clickable link automatically terminates seven (7) calendar days following purchase at https://provationcontentshop.com/.