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PrimeTime Medical Software Inc.

IMH Discrete

By signing the order form with Quality Systems Inc./NextGen Healthcare that contains the following third-party product or service, and/or clicking "I ACCEPT" or equivalent language when you or your organization first uses the product or service set forth below, you and/or your organization are agreeing to the following terms and conditions that are directly between you and the third-party vendor (to the extent you are agreeing on behalf of your organization, you represent and warrant that you are authorized to do so):

  1. Customer understands that:
    1. IMH Discrete is a third-party software solution developed and owned by PrimeTime Medical Software, Inc.
    2. the IMH Discrete integration to NextGen Healthcare’s Patient Portal is offered as a monthly subscription service for all Providers that are using the Patient Portal service.  There is no minimum Service Term associated with the use of the IMH Discrete solution.
    3. the NextGen Healthcare Order Form will identify “one (1)” as the “quantity” being purchased to signify that for each Provider using the Patient Portal service, the Customer will be charged by NextGen Healthcare the applicable/stated monthly fee.
    4. the per-Provider monthly fee will be charged for any of Customer’s Providers use of the IMH Discrete solution during the prior calendar month.  (As example, if a Customer has twenty (20) Providers in the practice but only five (5) utilize the IMH Discrete solution during the prior calendar month, the fees to be charged will be based on five (5) Providers at the monthly fee as appearing on the NextGen Healthcare Order Form.)
    5. Customer will be billed monthly, in arrears, for utilization of the IMH Discrete solution.  (To continue with the example in d. above, if the five (5) Providers were using the IMH Discrete solution in June, billing will occur in early July for the month of June’s usage.)
    6. there is no minimum billing requirements for the use of the IMH Discrete solution; rather Customer will be billed for actual utilization of the IMH Discrete solution; and accordingly, Customer understands that increases or decreases in its Providers use of the IMH Discrete solution may vary from month-to-month, which will result in commensurate increase or decrease from month to month in the fees owed.)  
  2. Customer will not:
    1. record or capture in electronic form the IMH Discrete solution, including without limitation transmitting, transferring or disclosing, such content through any means including social media or other content sharing services;
    2. sell, transfer, timeshare, rent, lease, assign, or sublicense the IMH Discrete solution;
    3. permit any end user or other person to access or use the IMH Discrete solution using another end user’s ID, login or password or otherwise make an end user’s ID, login or password available to any third party;
    4. reverse engineering, disassembly, decompile or perform any other attempt to derive source code of the IMH Discrete solution;
    5. Publish or disclose any results of benchmark tests run on the IMH Discrete solution;
    6. Comply fully with all export laws and regulations of the United States.
  3. While Customer is obtaining a right to access and use the IMH Discrete solution through an agreement with Quality Systems, Inc./NextGen Healthcare, no title is being transferred and/or provided to Customer for IMH Discrete solution nor is any other right or remedy being conferred upon Customer hereunder.
  4. CLINICAL DISCLAIMER:  THE INSTANT MEDICAL HISTORY IS PROVIDED “AS IS” AND WITHOUT WARRANTY. ANY CLINICAL INFORMATION CONTAINED IN SUCH MATERIAL OR DATA SHOULD BE REVIEWD BY A PHYSICIAN PRIOR TO USE AND IS INTENDED AS A SUPPLEMENT TO, NOT A SUBSTITUTE FOR, THE KNOWLEDGE, EXPERTISE, SKILL AND JUDGMENT OF MEDICAL PROFESSIONALS IN MAKING DECISIONS WITH RESPECT TO HEALTHCARE. THE PROGRAM'S USER IS RESPONSIBLE FOR VERIFYING ALL INFORMATION BEFORE APPLYING IT TO THE CLINICAL SETTING. COMPANY AND ITS LICENSORS DENY ALL RESPONSIBILITY FOR THE MISUSE OF THE PROGRAM IN CARING FOR PATIENTS.
  5. PRIMETIME MEDICAL SOFTWARE, INC. DISCLAIMS AND MAKES NO OTHER REPRESENTATIONS, WARRANTIES AND CONDITIONS OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING REPRESENTATIONS, GUARANTEES, CONDITIONS OR WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, OR IMPLIED BY THE PROVISIONS OF ANY LAWS THAT BY THEIR TERMS CAN BE DISCLAIMED (SUCH AS THE UNIFORM COMMERCIAL CODE OR THE UNIFORM COMPUTER INFORMATION TRANSACTIONS ACT).  MOREOVER PRIMETIME MEDICAL SOFTWARE, INC. SHALL NOT BE LIABLE, WHETHER IN CONTRACT OR TORT (INCLUDING NEGLIGENCE OR PRODUCT LIABILITY), FOR ANY OF THE FOLLOWING ARISING OUT OF OR CONCERNING CUSTOMER’S USE OF THE IMH-DISCRETE SOLUTION, HOWEVER CAUSED:  CONSEQUENTIAL, SPECIAL, MORAL, INCIDENTAL, INDIRECT, RELIANCE, PUNITIVE OR EXEMPLARY DAMAGES; LOSS OF GOODWILL, PROFITS, USE, OPPORTUNITIES, REVENUE OR SAVINGS; BUSINESS INTERRUPTION; OR LOSS ARISING FROM THEFT OR CORRUPTION OF DATA, VIRUSES, OR SPYWARE.