Nth Technologies Inc.
End User License Agreement
Last Revision: March 12, 2014
The nAbleMD App is licensed not sold, to You and the business entity that You represent, if any (collectively, .You.) for use only under the terms of this end user license agreement (this .EULA.). Nth Technologies, Inc. (.Nth.) reserves all rights not expressly granted to You. The product and services that are subject to this EULA is Nth.s nAbleMD product and is referred to in this EULA as the .nAbleMD App.. The following terms of this EULA govern Your access and use of the nAbleMD App, except to the extent there is a separate signed and legally binding agreement (together with all attachments thereto or incorporated therein, the .Signed Agreement.) between You and Nth governing Your use of the Software. To the extent of a conflict between the provisions of such a Signed Agreement and this EULA, the order of precedence shall be (1) the Signed Agreement and (2) this EULA. All capitalized terms used in this EULA and not defined when first used shall have the meanings given to them in Section 23.
If You have any questions about this EULA, You can reach Nth at firstname.lastname@example.org.
By downloading the nAbleMD App, You agree to the terms below:
1. SOFTWARE LICENSE AGREEMENT. IMPORTANT - READ CAREFULLY: USE OF THE nAbleMD App IS SUBJECT TO THE SOFTWARE LICENSE TERMS SET FORTH BELOW. THE LICENSED APPLICATION INCLUDES ALL SOFTWARE INCLUDED WITH THIS EULA, THE ASSOCIATED MEDIA, ANY PRINTED MATERIALS, AND ANY ONLINE OR ELECTRONIC DOCUMENTATION, AND ANY AND ALL COPIES OF SUCH SOFTWARE AND MATERIALS. BY DOWNLOADING, INSTALLING AND/OR USING THE LICENSED APPLICATION, AND ANY SOFTWARE PROGRAMS INCLUDED WITHIN, YOU ACCEPT THE TERMS OF THIS LICENSE WITH Nth AND ANY AFFILIATES.
2. LIMITED USE LICENSE. Nth grants You the non-exclusive, non-transferable, noncommercial, limited right and license to install and use one copy of the nAbleMD App solely and exclusively for your personal use on any Apple phone, iPod touch or iPad (a .Device.) that You own or control and as permitted by the Usage Rules set forth in the iTunes App Store Terms of Service. The nAbleMD App is licensed, not sold. Your license confers no title or ownership in the nAbleMD App and should not be construed as a sale of any rights in the nAbleMD App. This EULA shall also apply to any patches or updates You may obtain for the nAbleMD App.
3. OWNERSHIP. All title, ownership rights and intellectual property rights in and to the nAbleMD App (including but not limited to any patches and updates) and any and all copies thereof (including but not limited to any titles, computer code, themes, objects, characters, character names, stories, dialog, catch phrases, locations, concepts, artwork, animation, sounds, musical compositions, audio-visual effects, methods of operation, moral rights, any related documentation, and .applets. incorporated into the nAbleMD App) are owned by Nth, affiliates of Nth or Nth.s licensors. The nAbleMD App is protected by the copyright laws of the United States, international copyright treaties and conventions and other laws.
4. CONSENT TO USE OF DATA [AND PERSONAL INFORMATION]. [You hereby authorize Nth to share your personal health information which is entered into or accessed through the nAbleMD App with the health care providers designated by you.] You agree that Nth may collect and use technical data and related information, including but not limited to technical information about your device, system and application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, product support and other services to You (if any) related to the nAbleMD App. Nth may use this information, as long as it is in a form that does not personally identify you, to improve its products or to provide services or technologies to you. In addition, if You agree to this EULA and install and utilize the nAbleMD App, You consent to Nth.s collection, use, processing and storage of Personal Information as described below. This Personal Information is transferred to Nth for the purpose of administering our services, providing You technical networking support, determining how users are interacting with our products and improving our products and services. None of this Personal Information will be used to identify or contact You, and use of the Personal Information shall be subject to Nth.s Privacy Statement, available at http://www.nablemd.com/ios-privacy-statement.php . .Personal Information. means any information that can be used to identify an individual, including, but not limited to, an individual.s name, user name, postal address, email address, insurance information, date of birth, ethnicity and other personally identifiable information.
5. AGE AND COMPETITIVE RESTRICTIONS. By using and accessing the nAbleMD App you (as an individual) hereby acknowledge, represent and warrant to Nth that: (a) you are at least eighteen (18) years old and that you possess the legal right and ability to enter into this EULA and to use the nAbleMD App in accordance with this EULA; and (b) you are not affiliated in any way with a competitor of Nth.
6. PROVIDER RESTRICTIONS AND REPRESENTATIONS. By using and accessing the nAbleMD App, You hereby acknowledge, represent and warrant to Nth that you (as an individual) are: (a) a licensed physician who is currently employed by or currently affiliated with a licensed healthcare provider, or an authorized clinician involved in supporting or providing services to a licensed healthcare provider; and (ii) you have a bona fide interest in using or evaluating the nAbleMD App in your capacity as a licensed physician or authorized clinician.
7. DEVICE SECURITY. It is Your sole responsibility to (a) control the security of and access to Your Device by anyone other than You: (b) maintain the strict confidentiality of activation codes and passwords issued to You; (c) authorize, monitor, and control access to and use of Your account and password; and (d) promptly inform Nth of any need to deactivate an activation code or password. Nth shall have no responsibility or liability for (i) any information You store on your Device or that is received on your Device from Nth through the nAbleMD App, or (ii) your or third parties' use or misuse of information transmitted or received using the nAbleMD App.
8. YOU SHALL NOT:
8.1 Exploit the nAbleMD App or any of its parts commercially, except in accordance with the terms and conditions of a Signed Agreement, if any.
8.2 Use the nAbleMD App, or permit use of the nAbleMD App, on more than one device at the same time.
8.3 Make copies of the nAbleMD App or any part thereof, or make copies of the materials accompanying the nAbleMD App.
8.4 Copy the nAbleMD App onto a hard drive or other storage device except as specifically permitted herein.
8.5 Use the nAbleMD App, or permit use of the nAbleMD App, in a network, multiuser arrangement or remote access arrangement, including any online use, except as otherwise explicitly provided by the nAbleMD App.
8.6 Sell, rent, lease, license, distribute or otherwise transfer the nAbleMD App, or any copies of the nAbleMD App, without the express prior written consent of Nth.
8.7 Reverse engineer, derive source code, modify, decompile, disassemble, or create derivative works of the nAbleMD App, in whole or in part.
8.8 Remove, disable or circumvent any proprietary notices or labels contained on or within the nAbleMD App.
8.9 Hack or modify (or attempt to hack or modify) the nAbleMD App, or create, develop, modify, distribute or use any software programs, in order to gain (or allow others to gain) advantage of or access to the nAbleMD App in any manner.
8.10 Export the nAbleMD App or any copy or adaptation in violation of any applicable laws or regulations.
9. CHARGES AND BILLING. You agree that to the extent You provide Nth and/or its licensors or affiliates any payment information, You represent that You are an authorized user of the chosen method of payment, and that all payment information You provide, including but not limited to your name, credit card or other payment account identifying number, expiration date, security codes, billing address, and any other payment information will be current, complete, true and accurate.
10. NO WARRANTY:
10.1 YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE LICENSED APPLICATION IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE LICENSED APPLICATION AND ANY SERVICES PERFORMED OR PROVIDED BY THE LICENSED APPLICATION (.SERVICES.) ARE PROVIDED .AS IS. AND .AS AVAILABLE., WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND Nth HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE LICENSED APPLICATION AND ANY SERVICES, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. Nth DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE LICENSED APPLICATION, THAT THE FUNCTIONS CONTAINED IN, OR SERVICES PERFORMED OR PROVIDED BY, THE LICENSED APPLICATION WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE LICENSED APPLICATION OR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE LICENSED APPLICATION OR SERVICES WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY Nth OR ITS AUTHORIZED REPRESENTATIVE(S) SHALL CREATE A WARRANTY. SHOULD THE LICENSED APPLICATION OR SERVICES PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU.
10.2 In the event of any failure of the nAbleMD App to conform to any applicable warranty (if any), You may notify Apple. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the nAbleMD App, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be Nth.s responsibility. Below is the contact information to which any end-user questions, complaints or claims with respect to the nAbleMD App should be directed:
Nth Technologies, Inc.
12 Greenway Plaza
Houston, TX 77056
Nth is responsible for providing any maintenance and support services with respect to the nAbleMD App, as specified herein, or as required under applicable law. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the nAbleMD App.
11. LIMITATION ON DAMAGES. IN NO EVENT WILL Nth BE LIABLE FOR SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES RESULTING FROM POSSESSION, USE OR MALFUNCTION OF THE LICENSED APPLICATION, INCLUDING DAMAGES TO PROPERTY, LOSS OF GOODWILL, COMPUTER FAILURE OR MALFUNCTION AND, TO THE EXTENT PERMITTED BY LAW, DAMAGES FOR PERSONAL INJURIES, EVEN IF Nth HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Nth.s LIABILITY SHALL NOT EXCEED THE ACTUAL PRICE PAID FOR THE LICENSE TO USE THIS LICENSED APPLICATION. SOME STATES/COUNTRIES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS AND/OR THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND/OR EXCLUSION OR LIMITATION OF LIABILITY MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY HAVE OTHER RIGHTS WHICH VARY FROM JURISDICTION TO JURISDICTION.
12. TERMINATION. Without prejudice to any other rights of Nth, this EULA will terminate automatically if You fail to comply with its terms and conditions. In such event, You must destroy all copies of the nAbleMD App and all of its component parts. Additionally, Nth and/or its licensors, reserve the right to change, suspend, remove, or disable access to or elements of the nAbleMD App at any time without notice. In no event will Nth be liable for the removal of or disabling of access to the nAbleMD App or any elements or portions thereof. Nth may also impose limits on the use of or access to certain elements or portions of the nAbleMD App, in any case and without notice or liability. YOU AGREE THAT NTH SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED, DIRECTLY OR INDIRECTLY, BY ANY SUCH TERMINATION AND/OR SUSPENSION. IN THE EVENT THAT YOUR ACCOUNT IS TERMINATED, YOU WILL HAVE NO FURTHER ACCESS TO THE LICENSED APPLICATION AND YOU WILL NOT RECEIVE ANY REFUND OR REIMBURSEMENT FOR PURCHASES ASSOCIATED WITH YOUR ACCOUNT.
13. U.S. GOVERNMENT RESTRICTED RIGHTS. The nAbleMD App and documentation have been developed entirely at private expense and are provided as .Commercial Computer Software. or .restricted computer software.. Use, duplication or disclosure by the U.S. Government or a U.S. Government subcontractor is subject to the restrictions set forth in subparagraph (c)(l)(ii) of the Rights in Technical Data and Computer Software clauses in DFARS 252.227-7013 or as set forth in subparagraph (c)(l) and (2) of the Commercial Computer Software Restricted Rights clauses at FAR 52.227-19, as applicable. The Contractor/Manufacturer is Nth Technologies, Inc., 12 Greenway Plaza, Suite 1100, Houston, Texas 77046. You represent and warrant that (i) You are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a .terrorist supporting. country; (ii) You are not listed on any U.S. Government list of prohibited or restricted parties; and (iii) You are not on the Treasury Department.s list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person.s List or Entity List. Additionally, You represent and warrant that You will not use the nAbleMD App for any purposes prohibited by United States law, including, without limitation, the development, design, manufacture or production of nuclear, missiles, or chemical or biological weapons.
14. INJUNCTION. Because Nth would be irreparably damaged if the terms of this EULA were not specifically enforced, You agree that Nth shall be entitled, without bond, other security or proof of damages, to appropriate equitable remedies with respect to breaches of this EULA, in addition to such other remedies as Nth may otherwise have under applicable laws.
15. INDEMNITY. You agree to indemnify, defend and hold Nth, its partners, affiliates, contractors, officers, directors, employees and agents harmless from all damages, losses and expenses arising directly or indirectly from your acts and omissions to act in using the nAbleMD App pursuant to the terms of this EULA.
16. ASSIGNMENT. Nth may assign this EULA, in whole or in part, at any time. Notwithstanding, You may not assign, transfer or sublicense any or all of your rights or obligations under the EULA and/or nAbleMD App without Nth.s express prior written consent.
17. DISPUTE RESOLUTION. A printed version of the EULA and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to the EULA to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You and Nth agree that any cause of action arising out of or related to the EULA and/or nAbleMD App must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred. You agree that the provisions in this paragraph will survive any termination of your account(s) or the EULA and/or nAbleMD App.
By your access to and use of the EULA and/or nAbleMD App You hereby specifically acknowledge, agree and consent that You waive your right to a trial, by jury or otherwise, and that You agree that any suit, action, proceeding, dispute, controversy or claim (.Dispute.) arising out of or relating to the EULA, nAbleMD App or any of the transactions contemplated herein or related to the EULA and/or nAbleMD App or any contests or services thereon (including without limitation, statutory, equitable or tort claims) will be dealt with in accordance with the following procedures. All parties shall first attempt to negotiate all Disputes informally for at least thirty (30) days before initiating any arbitration. Such informal negotiations shall commence following the receipt of a notice in writing by one of the parties sent to the other. Nth will send its notice to your billing address and email You a copy to the email address You have provided to us (if any). You may send any notice to Nth to the address listed below. If the Dispute is not resolved through informal negotiations the Dispute (except those Disputes expressly excluded below) shall be finally and exclusively resolved by binding arbitration before a sole arbitrator. YOU UNDERSTAND THAT ABSENT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL. If You are a resident of the United States, any arbitration will take place at any reasonable location within the United States convenient for you. For residents outside the United States, any arbitration shall be initiated in Houston, Texas, using the English language in accordance with the Commercial Arbitration Rules and Procedures of the American Arbitration Association (.AAA.) then in effect, by one arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of AAA arbitrators. The determination of whether a Dispute is subject to arbitration shall be governed by the Federal Arbitration Act and determined by an arbitrator rather than a court. The prevailing party in any arbitration or other proceeding arising under these Terms of Service shall be entitled to receive reimbursement of its reasonable expenses (including reasonable attorneys' fees, expert witness fees and all other expenses) incurred in connection therewith. Judgment upon the award so rendered may be entered in a court having jurisdiction or application may be made to such court for judicial acceptance of any award and an order of enforcement, as the case may be. Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief pending a final decision by the arbitrator. Use of the EULA and/or nAbleMD App is not authorized in any jurisdiction that does not give effect to all provisions of the End User License EULA, including without limitation, this section.
The parties agree that any arbitration shall be limited to the Dispute between You and Nth individually. To the full extent permitted by law, (1) no arbitration shall be joined with any other; (2) there is no right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (3) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.
18. INTERNET CONNECTIONS. Nth does not and cannot control any hardware or software infrastructure outside of the nAbleMD App, including without limitation, in your Device. You acknowledge that the actions or inactions of third parties can impair or disrupt your connections to the internet (or portions thereof) and/or to the telecommunications networks (or portions thereof). Although Nth will use commercially reasonable efforts to take all actions we deem appropriate to remedy and avoid such events, Nth cannot guarantee that such events will not occur. Accordingly, Nth disclaims any and all liability resulting from or related to such events.
19. MISUSE OF THE nAbleMD App. If Nth determines that you are causing disruptions to the nAbleMD App, or if Nth have reasonable grounds to believe that unlawful activities are occurring in connection with used of the nAbleMD App, Nth may suspend Your ability to use the nAbleMD App immediately. Nth will use commercially reasonable efforts to promptly notify you of such suspension and will reasonably cooperate with you to resolve the issue.
20. USE OF INFORMATION.
20.1 The purpose of the nAbleMD App and related programs and services is to store Your Health Information and (a) to make it available to You and Your Authorized Workforce; and (b) to facilitate the sharing of individuals. health information among Users and Patients. You may make Your Health Information accessible to other Users through the nAbleMD App for these purposes. You authorize Nth, as your business associate, to use and disclose Your Health Information as follows, subject to the recipient.s agreement to comply with our and our Licensors Policies and Procedures and with applicable laws and regulations relating to the use and disclosure of health information, and subject also to the provisions of any Signed Agreement.
20.2 Nth may: (a) permit access to Your Health Information to you, Your Authorized patients and your Authorized Workforce; (b) permit access to Your Health Information by health care providers and their business associates for treatment; (c) disclose or permit access to your Your Health Information to health plans, health care clearinghouses, medical groups, independent practice associations and other parties responsible for payment and their business associates for the purpose of obtaining payment for services you provide; (d) De-Identify Your Health Information, and use and disclose De-Identified Information as provided in any Signed Agreement; (e) create limited data sets from Your Health Information, and disclose them for any purpose for which you may disclose a limited data set; and you hereby authorize us to enter into data use agreements on your behalf for the use of limited data sets, in accordance with applicable law and regulation; (f) aggregate your health information with that of other users, and share aggregated information among Users; (g) use Your Health Information for the proper management and administration of the nAbleMD App and related programs and services and our business, and to carry out our legal responsibilities; we may also disclose Your Health Information for such purposes if the disclosure is required by law, or we obtain reasonable assurances from the recipient that it will be held confidentially and used or further disclosed only as required by law or for the purpose for which it was disclosed to the recipient, and the recipient notifies us of any instances of which it is aware in which the confidentiality of the information has been breached. Without limiting the foregoing, Nth may permit access to the Programs and Services by our contracted system developers under appropriate confidentiality agreements. (viii) use or disclose Your Health Information for other purposes, as from time to time described in our Policies and Procedures; provided that we will not make or permit any such use or disclosure that would violate applicable law or regulation if made by you or your business associate. Except as provided in subsections 20.2(e) and (f) and notwithstanding any other provision of this section, we will not use or disclose Your Health Information in any manner that would violate the requirements of the Privacy Rule.
20.3 You acknowledge that in granting access to the nAbleMD App and related programs and services for the purposes set forth in section 20.1 and 20.2, we will rely on the assurances of the recipients of the information as to (i) their identity and credentials, (ii) the purposes for which they are accessing the nAbleMD App Programs and Services, and (iii) the nature and extent of the information to which they will have access. You acknowledge that, while the nAbleMD App and related programs and services will contain certain technical safeguards against misuse of the nAbleMD App and related programs and services, it will rely to a substantial extent on the representations and undertakings of Users. You agree that we will not be responsible for any unlawful access to or use of Your Health Information by any User resulting from the User.s misrepresentation to us, or breach of the User.s user agreement or our Policies and Procedures or guidelines including third party guidelines, policies and procedures as applicable on you and your Workforce or Authorized Users.
20.4 Nth applies the standards of the Privacy Rule in permitting access to the nAbleMD App and related programs and services. You acknowledge that other federal and state laws, rules and regulations impose additional restrictions on the use and disclosure of certain types of health information, or health information pertaining to certain classes of individuals. You agree that you are solely responsible for ensuring that Your Health Information may properly be disclosed for the purposes set forth in sections 20.1 and 20.2, subject only to the restrictions of the Privacy Rule. In particular, you will: not make available through the nAbleMD App and related programs and services any information subject to any restriction on use or disclosure (whether arising from your agreement with the individual or under law), other than the general restrictions contained in the Privacy Rule; obtain any necessary consents, authorizations or releases from individuals required for making their health information available through the nAbleMD App and related programs and services for the purpose set forth in sections 20.1 and 20.2, include such statements (if any) in your notice of privacy practices as may be required in connection with your use of the nAbleMD App and related programs and services; not place in the Programs any information that the you know or have reason to believe is false or materially inaccurate.
21.1 You will be solely responsible to implement and maintain appropriate administrative, physical and technical safeguards to protect information within the nAbleMD App from unauthorized access, use or alteration. Such safeguards shall comply with federal, state, and local requirements, including the Privacy Rule and the Security Rule (both as defined below), whether or not you are otherwise subject to HIPAA. You will maintain appropriate security with regard to all personnel, systems, and administrative processes used by you or members of your Workforce (as defined below) to transmit, store and process electronic health information through the use of the nAbleMD App.
21.2 You will immediately notify Nth of any breach or suspected breach of the security of the nAbleMD App of which you become aware, or any unauthorized use or disclosure of information within or obtained from the nAbleMD App, and you will take such action to mitigate the breach or suspected breach as we may direct, and will cooperate with Nth in investigating and mitigating the breach.
21.3 You will comply with the terms of this EULA, any Signed Agreement, our Policies and Procedure, including third party policies and procedures as applicable to you, and all applicable laws, rules and regulations. You will be solely responsible for the use of the nAbleMD App by You and Your Workforce, and shall defend, indemnify and hold Nth harmless from any claim, cost or liability arising from such use, including reasonable attorneys. fees.
21.4 nAbleMD App reserves the right to monitor the nAbleMD App and related programs and services electronically from time to time and to access and disclose any information as permitted or required by applicable laws or regulation, to operate the nAbleMD App and related programs and services properly, or to protect itself or others. It is not nAbleMD App. intention that the nAbleMD App and related programs and services or Nth.s facilities be used in contravention of the Communications Decency Act of 1996, 47 U.S.C. Section 223, or any other applicable law.
21.5 It is Your responsibility to ensure that Your usage of NAbleMD App at all times remains compliant with all applicable laws, rules and regulations. You shall defend, indemnify and hold Harmless Nth for any claims, suits, losses or actions against Nth arising from, related to or in connection with any violation by You of the Communications Decency Act, and other applicable laws, rules and regulations.
21.6 You agree to use or disclose any Individually Identifiable Health Information (IIHI) obtained or sent through the nAbleMD App and related programs and services and or other third party programs, components and services only in a manner consistent with all applicable law, including HIPAA and including obtaining any consents or authorizations required to be obtained by such applicable law.
22. MISCELLANEOUS. This EULA represents the complete agreement concerning this EULA between the parties and supersedes all prior agreements and representations between them. It may be amended only by a writing executed by both parties. If any provision of this EULA is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable and the remaining provisions of this EULA shall not be affected. This EULA shall be construed under Texas law as such law is applied to agreements between Texas residents entered into and to be performed within Texas, except as governed by federal law. This EULA is between You and Nth only, and not with Apple, and Nth, not Apple, is solely responsible for the nAbleMD App and the content thereof. You acknowledge that Nth, not Apple, is responsible for addressing any of your claims or any third party claims relating to the nAbleMD App or your possession and/or use of the nAbleMD App, including, but not limited to: (i) product liability claims; (ii) any claim that the nAbleMD App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. In the event of any third party claim that the nAbleMD App or the end-user.s possession and use of that nAbleMD App infringes that third party.s intellectual property rights, Nth, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual properly infringement claim. You acknowledge and agree that Apple, and Apple.s subsidiaries, are third party beneficiaries of this EULA, and upon your acceptance of the terms and conditions of this EULA, Apple will have the right (and will be deemed to have accepted the right) to enforce this EULA against You as a third party beneficiary thereof.
23. DEFINED TERMS.
23.1 .HIPAA. means the administrative simplification provisions of the Health Insurance Portability and Accountability Act of 1996 and the regulations promulgated thereunder, including the Privacy Rule and the Security Rule.
23.2 .Policies and Procedures. means our rules, regulations, policies and procedures for access to and use of the nAbleMD App and related programs and services including third party programs and services, as changed from time to time and as made available or communicated to You, or posted electronically on our Internet website.
23.3 .Privacy Rule. means the Standards for Privacy of Individually Identifiable Health Information at 45 CFR part 160 and part 164, subparts A and E.
23.4 .Security Rule. means the Security Standards for the Protection of Electronic Protected Health Information at 45 CFR part 160 and part 164, subparts A and C.
23.5 .Workforce. means employees, agents and independent contractors of a party.
23.6 .User. means you and any other user of the nAbleMD App and related programs and services authorized by you.
23.7 .Your Health Information. means health information that you or your Workforce or other Users enter into the nAbleMD App.