Thank you for choosing to use the Sync.MD Platform and Services offered by VYRTY Corporation DBA Sync.MD! Sync.MD is a technology platform designed to provide a secure and simple method for organizations and individuals to collect, exchange, and store information in a convenient and accessible way.
These Terms of Service (“TOS”) are a legal contract between you (“End-User”, You”, “Your”, “Yourself”) and Sync.MD (“Sync.MD”, “Us”, “We”, “Our”, “Ours”) for the use of the Sync.MD Platform and Services, which includes our Website made available at syncmd.com, and any future updates or enhancements (collectively referred to as “Sync.MD”, “Sync.MD Platform”, “Sync.MD Services”, “Sync.MD Platform and Services”, or any similar or related combination).
In the event that any portion of these Terms of Service conflict with any portion of a contract, service agreement, or EULA that you or your organization has executed with Sync.MD, the terms of your original contract, service agreement, or EULA will control and supersede for the relevant provisions in conflict.
By using Sync.MD, you acknowledge that you have read and understood these Agreements, that you have authority to enter into these Agreements on behalf of yourself or your organization, and that you agree to be legally bound by them. If you do not wish to consent to these Agreements, you should not consent to these Agreements or use Sync.MD.
By consenting to these Agreements and using Sync.MD, you expressly agree to us contacting you by phone, text message, e-mail, or through Sync.MD directly in order to provide you with the services under these Agreements. We may also contact you directly or through the Platform and Services in order to give notice of any changes made to these Agreements, to provide you a summary of those changes, and to obtain your active consent to the new terms.
The Sync.MD Platform and Services provides organizations, individuals, or entities with the ability to securely and remotely collect, exchange, validate, verify, and store certain kinds of personal information of other organizations, individuals, or entities. Based on your compliance with the terms of these Agreements, and your compliance with the terms of any EULA, Contract, or Service Agreement that you have executed with Sync.MD, you are hereby provided with access and permission to use the specific Sync.MD products and services that you have purchased, registered for, or been assigned.
Depending on the Sync.MD products and services being made available to you, you may also be allowed to authorize and register a certain number of your employees as Authorized Users who may access and use the Sync.MD services on your behalf. Any Authorized Users individually represent that they have the authority to be bound by the terms of these Agreements and that they agree to be bound by these Agreements.
Sync.MD may continue working on the Sync.MD Platform and Services from time to time with corrections, enhancements, or modifications (“Updates”). Sync.MD may freely create and incorporate these Updates into the Sync.MD platform without notifying you and these Updates may alter the look and feel, user flow, and products and services of Sync.MD.
1. Usage Restrictions
Except for any limited privileges granted by the Agreements, or to the extent expressly permitted by local law, no part of Sync.MD or its content may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, or distributed in any way to any other computer, server, website, or other medium for publication or distribution or for any commercial enterprise or purpose, without Sync.MD’s express written approval.
You agree not to use Sync.MD in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with these Agreements, or to act fraudulently or maliciously. You agree not to infringe intellectual property rights in relation to your use of Sync.MD. You agree not to use Sync.MD in any way that could interfere with other users or damage, disable, overburden, impair or compromise the systems or security of Sync.MD. You agree not to attempt to decipher any transmissions to or from the servers running Sync.MD.
2. Usage of the Website
3. Prohibited Usage of the Website
You may only use our Website in accordance with these Agreements and for lawful purposes. You agree that you will not use the Website or attempt to use the Website:
- In any manner that violates any federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
- To impersonate or attempt to impersonate any other individual, organization, or entity
- To engage in any conduct or behavior that restricts or inhibits access or use of the Website or which may harm the Website, Sync.MD, or other users or expose them to liability.
- In any manner that could damage, disable, or impair the Website or interfere with any other party’s use of the Website.
- In order to gain unauthorized access to, interfere with, damage or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website.
- In order to introduce any viruses, trojan horses, worms, logic bombs, or other material which may be malicious or technologically harmful.
- To interfere with the proper operation of the Website through any device, software, or routine.
- To attack the Website via a denial-of-service attack or a distributed denial-of-service attack.
Sync.MD has the right to fully cooperate with any law enforcement authorities or court orders that request, direct, or require us to disclose the identity or other information of anyone engaging in unlawful behavior or posting any materials on or through the Website.
You agree to waive and hold harmless Sync.MD and its affiliates, licensees, and service providers from any claims resulting from any action taken by Sync.MD or these parties during or as a result of its investigations and from any actions taken as a consequence of investigations by either Sync.MD or these parties or law enforcement authorities.
4. Website Content for Informational Purposes Only
Information presented on or through the Website, such as blog posts, videos, guides, essays, FAQs, or other marketing material is made available solely for general information purposes. We do not provide or claim any warranties with respect to the accuracy, completeness, or applicability of this information. Any reliance you place on such information is at your own risk. We disclaim all liability and responsibility that reliance on such materials may cause to you or any other visitor to the Website, or to anyone who may be informed of its contents by you.
All of the material on the Website may be outdated or incomplete at any given time, and we are under no obligation to update, revise, or correct such material. Although we may update the content on the Website from time to time, such changes do not constitute a guarantee that the revised content is now accurate or up-to-date.
5. Term of Agreements
The term of these Agreements will begin either upon the date of completion for your account registration with Sync.MD, on the date of your first usage of Sync.MD products and services, or on the date of your execution of any Contract, Service Agreement, or EULA with Sync.MD, whichever comes first. The Agreements will remain in full force and effect until termination. Upon the expiration of any initial time-limited period specified in a Contract or Service Agreement, these Agreements will automatically renew unless terminated through proper notice.
6. Intellectual Property Rights
You agree that all intellectual property rights in the Sync.MD Platform and Services belongs to Sync.MD and its respective partners, agents, vendors, or suppliers, and that you have no rights in or to Sync.MD other than the right to use it in accordance with the terms of these Agreements. Trademarks, service marks, graphics and logos used in or available in Sync.MD are the trademarks of their respective owners. Sync.MD and the trademarks related to Sync.MD are trademarks of Sync.MD. You are not granted any right or license with respect to any of the trademarks mentioned above and any use of such trademarks is prohibited.
Sync.MD respects copyright and trademark laws and requires all Sync.MD users to comply with copyright and trademark laws. Sync.MD does not, by the provision of Sync.MD, authorize you to infringe the copyright, trademark, or other rights of third parties. As a condition to use Sync.MD, you agree that you must not use Sync.MD to infringe upon the intellectual property or other rights of third parties in any way.
The unauthorized reproduction, distribution, modification, public display, communication to the public or public performance of copyrighted works is an infringement of copyright. You are entirely responsible for your conduct and for ensuring that it complies with all applicable copyright and data-protection laws. In the event you fail to comply with laws regarding copyrights, trademarks, or other intellectual property rights, such as data protection and privacy rights, your license to Sync.MD may be invalidated and you may be exposed to civil and criminal liability.
7. Ownership, Title, and Assignment
All title to and the rights in Sync.MD, including ownership rights to patents (registrations, renewals, and pending applications), copyrights, trademarks, service marks, domain names, trade dress, trade secrets, Sync.MD’s technology, any derivates of and goodwill associated with the foregoing is the exclusive property of Sync.MD. We may freely assign these titles, rights, and Agreements in connection with a merger, acquisition, or sale of assets, or by operation of law or otherwise.
8. Compliance with Applicable Law
You will comply with all applicable federal, state, and local laws, regulations and ordinances governing your use of Sync.MD, and you will not use Sync.MD to violate any applicable federal, state, or local, law, regulation, or ordinance.
Sync.MD is a free app you can download on your smartphone, where you can upload, store, and share your medical records without cost. Patients requesting their records from a private provider, clinic, or hospital using the app will be charged a $6.50 service fee for records collection. Requests to VA facilities do not have a fee. When payment is authorized, a ‘hold’ may be placed on your account for the $6.50 amount. You will only be charged the $6.50 service fee when your request is successfully fulfilled. Any rejected or unfulfilled request will be automatically canceled and refunded after 30 days.
10. No Medical Advice, No Medical Treatment, No Medical Services
The Sync.MD Platform and Services is not for medical emergencies and does not provide medical advice, medical treatment, medical diagnosis, medical payment, or medical benefit.
You agree to always seek the advice of healthcare providers directly, not through the Sync.MD, with any issues or questions regarding a medical emergency, medical advice, medical treatment, medical diagnosis, medical payment, or medical benefit. You agree that Sync.MD is not offering any Services as part of or on behalf of a healthcare provider or covered entity (as defined under HIPAA).
You agree that Sync.MD does not provide or endorse any medical advice, medical treatment, or medical diagnosis through the Services and that no information obtained through the Sync.MD platform can or should be so used. You assume all risk and liability and are solely responsible for any and all decisions made based on information obtained from the Services and agree to hold harmless Sync.MD for any damages that may be suffered as a result of those decisions. In no event shall Sync.MD be liable for any death or bodily or mental injury that you suffer, or that you may cause to any third party or employee, in connection with use of the Services or information provided as part of the Services.
11. Fair Credit Reporting Act
You acknowledge and agree that Sync.MD and the Sync.MD Platform and Services do not assemble or evaluate any information whatsoever that will be collected, used, or is expected to be used in a consumer report. The parties agree that Sync.MD is not a “consumer reporting agency” as defined in the Fair Credit Report Act (“FCRA”) and that Customer Data has not been collected by Sync.MD in whole or in part for the purposes of furnishing “consumer reports” as defined in the FCRA. You also acknowledge and agree that Sync.MD is not a furnisher of information to consumer reporting agencies as described in the FCRA and you certify that you will not use the Sync.MD Platform to determine eligibility for credit or insurance, employment purposes, or any other purpose authorized under Section 604 of the FCRA.
By submitting any ideas, suggestions, or proposals (“Suggestions”) to us through the Sync.MD Platform and Services or through other means, you acknowledge and agree that Suggestions provided to Sync.MD do not contain your or anyone else’s confidential or proprietary information. You further agree that Sync.MD is not under any obligations of confidentiality with respect to the Suggestions, and that Sync.MD may freely use, reproduce, distribute, and otherwise exploit the Suggestion for any purpose and that you are not entitled to any kind of compensation from Sync.MD for the Suggestions.
13. Governing Law
This Agreement shall be governed by and construed in an accordance with the laws of the United States of America and the State of South Carolina without regard to its conflict of laws provision. The United Nations Convention on Contracts for the International Sale of Goods shall not apply. In any action or proceeding to enforce or interpret this Agreement, the parties hereby consent to the exclusive jurisdiction and venue in the state courts of South Carolina, or any Federal Court located therein.
14. Export Restrictions
You will not use or otherwise export or re-export Sync.MD except as authorized by United States law. In particular, but without limitation, Sync.MD will not be exported or re-exported into any US embargoed countries or to anyone on the US Treasury Departments list of Specially Designated Nationals or the US Department of Commerce Denied Persons’ List or Entity List. By using Sync.MD, you represent and warrant that you are not located in, under control of, or are a national or resident of any such country or on any such list. Sync.MD also includes a cryptographic algorithm, so you further represent and warrant that you are not in and will not use Sync.MD from any country that the United States restricts the exportation of cryptographic algorithms to, and that you have the legal right to use cryptographic algorithms from the United States.
Sync.MD and its Services are to be used exclusively within the territory of the United States and to residents of the United States only. You acknowledge and agree that you may not sign up for, access, or attempt to access or use Sync.MD from countries outside of the United States. Sync.MD may use technologies to verify your compliance. You agree to abide by United States export control laws and not to transfer, by electronic transmission or otherwise, any content or software subject to restrictions under such laws to a national destination or person prohibited under such laws.
16. Assumption of Risk
Sync.MD is designed to provide you with a software platform and services that can be used by you in order to collect, create, receive, transmit, validate, verify, store, and otherwise use and share customer or individual data and information within your organization. You are always responsible for ensuring that your usage of Sync.MD and your collection, creation, reception, transmittal, storage, and/or usage and sharing of customer data and information is done in accordance with all applicable governing laws and regulations, including any additional policies that your organization may impose upon you. Your access to Sync.MD and any related services available within it does not provide or constitute any guaranty, warranty, or promise by Sync.MD that your particular usage of the system will satisfy your legal requirements.
By granting you the right to use Sync.MD, Sync.MD does not assume any obligation or liability with respect to your compliance with laws and regulations. In no event shall Sync.MD be liable for any death or bodily or mental or financial injury that you may suffer, or that you may cause to any third party, in connection with your use of Sync.MD or any activity that you undertake in connection with your use of Sync.MD.
17. Disclaimer of Warranties
Sync.MD provides the Sync.MD platform to you on an “as is” and “as available” basis without warranties of any kind, either express or implied, including warranties of title, non-infringement, and implied warranties of merchantability or fitness for a particular purpose. Sync.MD makes no warranty, representation, or guaranty that Sync.MD or the content within Sync.MD is up-to-date, accurate, or complete.
Sync.MD makes no representation or warranty of any kind with respect to the use of data or the results of the use of data from Sync.MD. No written or oral information or advice given by any Sync.MD employee, representative, or distributor shall create a warranty for Sync.MD and you may not rely upon such information or advice.
18. Limitation of Liability
In no circumstance shall Sync.MD be liable to you for any consequential, punitive, special, incidental, or indirect damages of any kind (including without limitation the cost of cover, damages arising from loss of data, use, profits, or goodwill), whether or not Sync.MD has been advised of the possibility of such loss, however caused and on any theory of liability arising out of this agreement. These limitations shall apply notwithstanding the failure of essential purpose of any limited remedy.
Sync.MD’s maximum aggregate liability arising out of this agreement, including without limitation any claims in tort (including negligence), contract, breach of warranty, strict liability or otherwise, and for any and all connected or combined claims, will not exceed $200.00 US dollars.
Some jurisdictions do not allow the exclusion of implied warranties or limitations on certain types of damages. As a result, the above disclaimers and limitations may not apply to you with respect to certain types of damages or claims.
20. Class Action Waiver
Where permitted by applicable law you and Sync.MD agree that each may bring claims against the other only in your or Sync.MD’s individual capacity and not as a plaintiff or class member in any purported class or representative action. You further acknowledge and agree that no arbitrator or judge may consolidate more than one person’s claims or otherwise preside over any form of a representative or class proceeding. This waiver will survive any termination of this agreement.
You agree to indemnify, defend, and hold Sync.MD harmless from any liability, loss, damage, claim and expense, including reasonable attorney fees and expenses, related to your violation of these terms and conditions or your use of Sync.MD or for any claims made against Sync.MD by any third party. You agree your indemnification of Sync.MD inures to the benefit of the officers, directors, employees, agents of licensors, and its successors interest.
In the event that you have a dispute with one or more users of Sync.MD for any reason, you release Sync.MD (and its officers, directors, managers, members, agents, subsidiaries, representatives, and employees) from all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. If you are a California resident, you waive California civil code §1542, which provides: “a general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”
23. Breach and Termination
This Agreement and any license granted may be terminated or suspended by Sync.MD’s sole discretion, immediately and without warning, if you fail to comply with any term or condition of this Agreement. In addition, Sync.MD may at any time suspend your access to Sync.MD, if you are in breach of this Agreement or using Sync.MD in a manner that impairs the operation of Sync.MD or that violates our Agreements. You agree that we are not liable to you or any third party for any termination or suspension of your access to Sync.MD.
You further acknowledge and agree that Sync.MD is under development and will continually change as Sync.MD may determine from time to time. Sync.MD reserves the right to terminate, change, or modify any portion, aspect, or feature of Sync.MD or any service related to Sync.MD at any time.
24. Effect of Termination
If you fail to fulfill any of your obligations under this Agreement, and this Agreement terminates, Sync.MD may pursue all available legal remedies it may have against you. You further acknowledge and agree that upon termination of this Agreement, any and all rights granted to you by the Agreement shall cease and you must immediately cease any and all activities authorized by this Agreement.
You acknowledge and agree that you will remain bound by the sections that by their nature or intended character can survive expiration or termination, such as but not limited to, Assumption of Risk, Disclaimers of Warranty, Limitations of Liability, and Intellectual Property.
25. Complete Agreement and Severability
This Agreement shall supersede any and all proposals, oral or written, negotiations, conversations, discussions, agreements, and all past dealings between you and Sync.MD specifically relating to the Terms of Service for Sync.MD Products and Services, and may only be modified in writing signed by you and Sync.MD. In the event that any term or condition of this Agreement is held by a court of competent jurisdiction to not be enforceable, such unenforceability shall not affect the remaining terms of this Agreement in such jurisdiction or render unenforceable or invalidate such terms and provisions of this Agreement in other jurisdictions.
Upon such determination that any terms or provisions are held to be invalid under any applicable statute or rule of law, they shall be severed from this Agreement and the remaining provisions of this Agreement shall be interpreted so as to best effect the intent of the parties and the parties agree to replace any invalid or unenforceable provisions in a mutually acceptable manner as originally contemplated to the largest possible extent. No waiver of any right or obligation contained herein shall be given except in writing signed by the party against whom the waiver is sought to be enforced.