Website Terms and Conditions

1. Acceptance of Terms
Welcome to the Doctors Direct Healthcare, Inc. (“Doctors Direct Healthcare”) website located at www.doctorsdirecthealthcare.net (collectively, with any and all successor sites thereof and all products, services, materials, and information thereon, the “Site”).  All access to and use of the Site are governed by these Website Terms and Conditions, the Doctors Direct Healthcare Privacy Statement located at http://www.doctorsdirecthealthcare.net/privacy.htm and any other rules, guidelines and additional terms referenced herein and therein (collectively, the “Terms and Conditions”).  Your use of the Site constitutes your and/or your company’s acceptance of the Terms and Conditions, all of which constitute a valid and binding agreement between Doctors Direct Healthcare (“us” or “we”) and you and/or your company (“you” or “user”).  If you do not accept and comply with the Terms and Conditions, you are not authorized to use the Site and should exit the Site immediately.

By accepting these Terms and Conditions, you represent and warrant that you are at least 18 years old.  If you have accepted these Terms and Conditions on behalf of any business (such as a corporation, partnership, limited liability company or other organization) or other entity, you represent and warrant that you have legal authority to do so.

2. Revisions to Terms and Conditions
The Terms and Conditions and the Site, and any materials, information, products or services provided on or offered through the Site, may be supplemented, deleted or modified at any time and for any reason, without notice or obligation or other liability to you.   Continued access to or use of the Site following any such changes shall be deemed an acceptance and ratification of such changes by the user.  Without limiting the foregoing, we strongly recommend that you visit this page of the Site and review the Terms and Conditions prior to each use of the Site.  These Website Terms and Conditions were last updated on September 17, 2009 .

3. Intellectual Property Rights
Any and all works of authorship, inventions, discoveries, trademarks, service marks, or other intellectual property in connection with the Site, forecasts, and other products, materials or services described or furnished on or through the Site, and all patent, trademark copyright, and other intellectual property rights associated therewith (collectively, “Intellectual Property”) are the sole property of Doctors Direct Healthcare or its third party licensors, as the case may be, and are protected to the fullest extent possible by copyright, trademark and other intellectual property laws.  Doctors Direct Healthcare reserves to itself or its third party licensors, as the case may be, all right, title, and interest in and to the Intellectual Property, and you shall have no right, title, or interest under any such Intellectual Property, except as expressly permitted hereunder.  Subject to the Terms and Conditions and any other agreements you may have with Doctors Direct Healthcare, Doctors Direct Healthcare grants you a limited, personal, revocable, nonexclusive, non-transferable license to access and use the Site solely for your personal, non-commercial use, and you may make a single copy of individual screens on the Site solely for such use.  Unless expressly permitted herein, you may not modify, reproduce, republish, transfer, or otherwise distribute the Site, or any portions thereof, or access, use, or otherwise exploit the Site for any commercial purpose whatsoever.

DOCTORS DIRECT HEALTHCARE, INC. CHANGING THE TREND IN HEALTHCARE DELIVERY® and various other marks on the Site are trademarks or service marks of Doctors Direct Healthcare or its third party licensors, as the case may be (collectively, “Marks”).  You agree not to use the Marks for any purpose whatsoever without the prior written consent of Doctors Direct Healthcare or such third party licensors, as the case may be, and any and all goodwill arising out of any such use permitted by Doctors Direct Healthcare or such third party licensor, as the case may be, shall inure to the sole benefit of Doctors Direct Healthcare or such third party licensors, as the case may be.

4. Use of the Site
You are solely responsible for all messages, data, information and other materials (the “Messages”) that you upload, post, e-mail or otherwise transmit (“Transmit”) to the Site.

You agree that you will not: (a) use the Site in any unlawful manner or Transmit any Message that is unlawful, harmful, threatening, abusive, hateful, obscene, harassing, tortious, defamatory, libelous, slanderous, pornographic, profane, vulgar, offensive, lewd, invasive of another's privacy or racially, ethnically or otherwise objectionable; (b) use the Site to harm minors in any way; (c) transmit any Messages: (i) that you do not have the right to Transmit, under any law or contractual or fiduciary relationships, including, without limitation, any inside information or proprietary or confidential information; (ii) that infringe any patent, copyright, trademark or other intellectual property right or misappropriate any trade secret of any third party; (iii) that constitute unsolicited or unauthorized advertising or promotional materials, “spam,” “chain letters,” or pyramid schemes; or (iv) that contain any software routine, code, instruction or virus that is designed to disable, delete, modify, damage or erase software, hardware or data; (d) forge headers or otherwise manipulate identifiers in order to disguise any messages transmitted through the Site; (e) interfere with the Site or servers or networks connected to the Site; (f) interfere with the ability of others to use the Site; (g) reproduce, sell, resell, sub-license, distribute or exploit for any commercial purposes, any portion of the Site; (h) conduct your business on the Site, including, without limitation, in a way that is unfair, unlawful, or constitutes a deceptive business practice; or (i) otherwise use the Site in connection with violation of any law, rule, regulation, or contract.  You acknowledge and agree that Doctors Direct Healthcare may disclose or use any Messages that you Transmit for the purposes of (A) enforcing these Terms and Conditions; (B) complying with any laws, regulations or rules of any federal, state or local government or agency; (C) responding to claims that any Messages violate the rights of third parties; or (D) protecting the rights or property of Doctors Direct Healthcare, its customers, or the public.  You grant Doctors Direct Healthcare a perpetual, irrevocable, worldwide, royalty-free, nonexclusive right and license to reproduce, display, publish, modify, distribute, delete and create derivative works of the Messages.  Any access to or use of the Site in a manner inconsistent with these Terms and Conditions is hereby deemed unauthorized, will result in immediate termination of your access to and use of the Site and any rights or licenses granted to you hereunder, and may subject you to civil or criminal penalties.

5. Linked Sites
The Site may contain links to the web sites of third parties (collectively, “Third-Party Sites”).  Doctors Direct Healthcare is not responsible for the content or any other aspect of, and shall have no liability to you or any other party with respect to, any Third-Party Sites.  Your choice to link to, access, and/or use any Third-Party Site is at your sole risk.  Doctors Direct Healthcare reserves the right not to link, to remove an existing link, or add a link to a particular Third-Party Site at any time in its sole discretion.

6. Special Admonitions for International Use
Without limiting the provisions of Section 12 hereof, Doctors Direct Healthcare neither represents nor warrants that the Site is or will be appropriate, legally compliant, or available for access and/or use in countries outside the United States.  If you choose to access and/or use the Site from outside of the United States, you do so at your sole risk, you are solely responsible for compliance with all laws, both foreign and domestic, in connection therewith, and Doctors Direct Healthcare shall have no liability to you or any other party in connection therewith.  You agree to comply with all applicable laws, rules, ordinances, and regulations in connection with your access to and use of the Site, including without limitation regarding the transmission of data or other information exported from or imported into the United States or the country in which you access and/or use the Site.

7. Privacy and Security
Please review the provisions of the Doctors Direct Healthcare Privacy Statement, which are located at http://www.doctorsdirecthealthcare.net/privacy.htm and relate to the privacy and security of any information that you may provide through the Site.  Notwithstanding anything to the contrary in the Terms and Conditions, Doctors Direct Healthcare may disclose IP addresses and other information and data provided by you through or otherwise in connection with the Site (a) when Doctors Direct Healthcare is legally compelled to do so, including without limitation in connection with a judicial proceeding, court order, warrant, administrative order, civil investigative demand, subpoena, or other valid legal process; and (b) for purposes of (i) enforcing the Terms and Conditions; (ii) complying with any laws, regulations or rules of any federal, state or local government or agency; (iii) responding to claims that any such IP addresses, data or information violate the rights of third parties; or (D) protecting the rights or property of Doctors Direct Healthcare, its customers, or the public.

8. Termination
Without limiting the provisions of Section 2 hereof, your access to and use of the Site will be terminated immediately upon your breach of the Terms and Conditions.   The Site includes a Secure Access portion that is reserved solely for access and use by clients of Doctors Direct Healthcare (and employees of such clients and dependents of such employees) that have entered into an agreement with Doctors Direct Healthcare (“Client Agreement”) providing for such access and use (each a “DDH Client”).  In the event that you are such an employee, in addition to any other termination of your access to and use of the Site provided herein, your and your dependents’ access to and use of the Secure Access portion of the Site will be terminated immediately (a) upon termination of the your employment with the applicable DDH Client or (b) termination or expiration of the applicable Client Agreement.  Doctors Direct Healthcare shall have no liability to you or any other party for any termination of your access to or use of the Site provided herein.

9. No Medical Advice
The Site is designed for informational and educational purposes only.  Doctors Direct Healthcare encourages you to consult your health care provider with any questions or concerns you may have regarding any aspect of your health or well-being.  NEITHER THE SITE, ITS CONTENTS, NOR ANY PRODUCTS OR SERVICES DESCRIBED ON THE SITE (I) IS INTENDED IN ANY WAY TO BE, OR SHALL CONSTITUTE, MEDICAL ADVICE OR A SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE OR (II) IS INTENDED TO BE, OR SHOULD BE, RELIED ON FOR MEDICAL DIAGNOSIS, ADVICE OR TREATMENT.  ALWAYS SEEK THE ADVICE OF YOUR PHYSICIAN OR OTHER QUALIFIED HEALTH CARE PROVIDER WITH ANY QUESTIONS YOU MAY HAVE REGARDING YOUR HEALTH, WELL-BEING, OR A PARTICULAR MEDICAL CONDITION.  NEVER DISREGARD PROFESSIONAL MEDICAL ADVICE OR DELAY IN SEEKING IT BECAUSE OF SOMETHING YOU HAVE READ ON THE SITE.  IN AN EMERGENCY, CALL 911 OR YOUR LOCAL EMERGENCY ASSISTANCE NUMBER.

10. Disclaimers and Limitation of Liability
DOCTORS DIRECT HEALTHCARE IS PROVIDING THE SITE AND ITS CONTENTS ON AN "AS-IS," "AS-AVAILABLE" BASIS.  DOCTORS DIRECT HEALTHCARE EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, IN REGARD TO ANY CONTENT, INFORMATION, PRODUCTS OR SERVICES FURNISHED THROUGH THE SITE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, DATA ACCURACY, SYSTEM INTEGRATION, QUIET ENJOYMENT, OR NON-INFRINGEMENT.  DOCTORS DIRECT HEALTHCARE DOES NOT REPRESENT OR WARRANT THAT THE MATERIALS, INFORMATION OR SERVICES PROVIDED THROUGH THE SITE WILL BE ACCURATE, COMPLETE, CURRENT OR VIRUS-FREE, OR WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS.  DOCTORS DIRECT HEALTHCARE DOES NOT WARRANT THAT THE SITE WILL OPERATE IN AN UNINTERRUPTED, SECURE OR ERROR-FREE MANNER.  ANY MATERIAL AND/OR DATA DOWNLOADED BY YOU OR OTHERWISE OBTAINED FROM YOU THROUGH THE SITE IS PROVIDED TO YOU OR BY YOU, AS THE CASE MAY BE, AT YOUR SOLE DISCRETION AND RISK.  YOU WILL BE SOLELY RESPONSIBLE FOR, AND DOCTORS DIRECT HEALTHCARE WILL IN NO EVENT BE RESPONSIBLE FOR, ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA OR OTHERWISE RESULTING FROM DOWNLOADING PROVIDING SUCH MATERIAL AND/OR DATA.

DOCTORS DIRECT HEALTHCARE AND THIRD PARTIES WHO CONTRIBUTE TO THE SITE, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES AND OTHER REPRESENTATIVES, ARE NOT RESPONSIBLE FOR ANY DIRECT, INDIRECT, PUNITIVE, ECONOMIC, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR OTHER DAMAGES, LOSS OF GOODWILL OR BUSINESS OR LOST PROFITS YOU MIGHT INCUR ARISING OUT OF OR IN ANY CONNECTION WITH YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE SITE OR ITS CONTENT, INCLUDING WITHOUT LIMITATION ANY AND ALL LIABILITY ARISING OUT OF BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, PRODUCT LIABILITY AND ANY OTHER STATUTORY CONTRACT, TORT AND/OR OTHER LIABILITY, EVEN IF DOCTORS DIRECT HEALTHCARE HAS BEEN ADVISED OF THE POSSIBILITY THEREOF.

CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.

11. Indemnification
You agree, at your own expense, to indemnify, defend and hold harmless Doctors Direct Healthcare, its affiliated companies, and their officers, directors, employees, representatives, suppliers, agents and associated health care providers from and against any claims, demands, actions, liabilities, expenses, costs or damages, including without limitation reasonable attorneys’ fees, made by any third party based on or arising from your access to or use of the Site, any Messages you Transmit, or any violation of the Terms and Conditions or other act or omission by you, including your violation of any rights of another, arising from your access to or use of the Site.

12.  Proper Law and Jurisdiction
The Terms and Conditions, including without limitation their interpretation, construction, performance and enforcement, and the transactions they contemplate, shall be governed by the laws of the State of North Carolina, U.S.A., without reference to conflict or choice of law provisions, as applicable to contracts made and performed entirely within such State.   The exclusive forum for the resolution of any dispute relating to the Terms and Conditions shall be the state and federal courts in Raleigh, North Carolina, U.S.A., and you agree (a) to personal jurisdiction of such courts over you with regard to any dispute relating to these Terms and Conditions; (b) to service of process on you by e-mail to the e-mail address, if any, you have submitted on the Site, or by any other means deemed reasonable by Doctors Direct Healthcare in its sole discretion; and (c) not to seek transfer or other change of venue in connection with any such resolution.

13. Notices
Notices to you may be made via either e-mail or regular mail.   Doctors Direct Healthcare also may, but shall not be obligated to, provide notices of changes to these Terms and Conditions or other matters by displaying notices or links to notices to you generally on the Site.

Except as set forth in Section 17, all notices, demands, or consents given from you under this Agreement will be in writing and will be deemed given when delivered to and read by Doctors Direct Healthcare via an email with the subject heading "CONTRACT NOTICE" which is sent to  or such other e-mail address as Doctors Direct Healthcare may designate in its sole discretion.

14. Violations
Please report any violations of these Terms and Conditions to Doctors Direct Healthcare in accordance with Section 13.

15. Miscellaneous
You may neither assign, sublicense or otherwise transfer any of your rights, nor delegate any of your duties, obligations, or responsibilities, under these Terms and Conditions.

If any provision of these Terms and Conditions is found to be invalid by any court having competent jurisdiction, the invalidity of that provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect.

Headings in the Terms and Conditions are for convenience only and shall have no legal meaning or effect.

No action arising under this Agreement may be brought by you at any time more than twelve (12) months after the facts occurred upon which the cause of action arose.

The Terms and Conditions, and not the conduct between us or any trade practice or custom, shall control the interpretation of the agreement between the parties respecting the Site and your access thereto and use thereof.  Doctors Direct Healthcare's decision not to enforce a particular provision of the Terms and Conditions does not mean that Doctors Direct Healthcare waives the right to enforce that provision or any other provision of the Terms and Conditions.  Any and all such waivers by Doctors Direct Healthcare shall be enforceable only to the extent they are in writing and signed by a duly authorized representative of Doctors Direct Healthcare.

16. Surviving Provisions
The Terms and Conditions shall become effective immediately upon your access to the Site and shall remain in effect thereafter and shall survive any termination of the Terms and Conditions.

17. Procedure for Making Claims of Copyright Infringement
If in connection with your access to and use of the Site you discover any content on the Site, which you believe infringes any of your copyrighted work product, materials, or other subject matter (collectively, “Work”) under U.S. copyright law, please provide Doctors Direct Healthcare’s copyright agent the written information specified below.

(a) An electronic or physical signature of the person authorized to act on behalf of the owner of copyright in the applicable Work;
(b) A description of the Work that you claim has been infringed;
(c) A detailed description of the location on the Site at which the claimed infringing content matter is located;
(d) Your address, telephone number and email address; 
(e) A statement by you that you have a good faith belief that  use of the claimed infringing content is not authorized by the copyright owner, its agent or the law; and
(f) A statement by you, made under penalty of perjury, that the information you are providing pursuant to Sections 19(a)-(e) above is accurate and that you are the owner of copyright in the applicable Work or are authorized to act on behalf of such owner.

Doctors Direct Healthcare’s copyright agent for notice of claims of copyright infringement on the Site can be reached as follows:

Rita Graves
VP Marketing & Operations
3037-D Boone Trail Center
Fayetteville, NC 28304

1-910-485-0510 ext 223