Terms of Use

Last updated September 3, 2026

TABLE OF CONTENTS

1. AGREEMENT TO TERMS
2. INTELLECTUAL PROPERTY RIGHTS
3. USER REPRESENTATIONS
4. PROHIBITED ACTIVITIES
5. USER GENERATED CONTRIBUTIONS
6. CONTRIBUTION LICENSE
7. SUBMISSIONS
8. THIRD-PARTY WEBSITE AND CONTENT
9. SITE MANAGEMENT
10. PRIVACY POLICY
11. TERM AND TERMINATION
12. MODIFICATIONS AND INTERRUPTIONS
13. GOVERNING LAW
14. DISPUTE RESOLUTION
15. CORRECTIONS
16. DISCLAIMER
17. LIMITATIONS OF LIABILITY
18. INDEMNIFICATION
19. USER DATA
20. ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES
21. CALIFORNIA USERS AND RESIDENTS
22. MISCELLANEOUS
23. CONTACT US
24. MANDATORY ARBITRATION, CLASS ACTION WAIVER, AND OPT-OUT PROCEDURE

1. AGREEMENT TO TERMS

These Terms of Use (“Terms”) constitute a legally binding agreement made between you, whether personally or on behalf of an entity (“you”) and CliniComp International, Inc. (“Company,” “we,” “us,” or “our”), concerning your access to and use of the https://www.clinicomp.com website as well as any other media form, media channel, mobile website or mobile application related, linked, or otherwise connected thereto (collectively, the “Site”).  You agree that by accessing the Site, you have read, understood, and agreed to be bound by all of these Terms of Use and our Privacy Policy (“Privacy Policy”). IF YOU DO NOT AGREE WITH ALL OF THESE TERMS, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SITE AND YOU MUST DISCONTINUE USE IMMEDIATELY.

Supplemental terms and conditions or documents that may be posted on the Site from time to time are hereby expressly incorporated herein by reference. We reserve the right, in our sole discretion, to make changes or modifications to these Terms of Use from time to time. We will alert you about any changes by updating the “Last updated” date of these Terms of Use, and you waive any right to receive specific notice of each such change. Please ensure that you check the applicable Terms every time you use our Site so that you understand which Terms apply. You will be subject to, and will be deemed to have been made aware of and to have accepted, the changes in any revised Terms of Use by your continued use of the Site after the date such revised Terms of Use are posted.

The information provided on the Site is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Site from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.

The Site is not tailored to comply with industry-specific regulations (Health Insurance Portability and Accountability Act (HIPAA), Federal Information Security Management Act (FISMA), etc.), so if your interactions would be subjected to such laws, you may not use this Site. You may not use the Site in a way that would violate the Gramm-Leach-Bliley Act (GLBA).

The Site is intended for users who are at least 18 years old. IF YOU ARE UNDER THE AGE OF 18, YOU ARE NOT AUTHORIZED TO USE THE SITE.

THESE TERMS GOVERN YOUR USE OF THE SITE, AFFECT YOUR LEGAL RIGHTS AND OBLIGATIONS, LIMIT THE COMPANY’S LIABILITY TO YOU, AND REQUIRE YOU TO INDEMNIFY THE COMPANY. YOUR CONTINUED USE OF THE SITE CONFIRMS YOUR AGREEMENT TO THESE TERMS. IF YOU DO NOT AGREE, DO NOT USE THE SITE.

These Terms are provided in English. We do not guarantee the accuracy of any translated versions. In the event of any inconsistency between a translated version and the English version, the English version shall govern.

2. INTELLECTUAL PROPERTY RIGHTS

Unless otherwise indicated, the Site is our proprietary property and all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics on the Site (collectively, the “Content”) and the trademarks, service marks, and logos contained therein (the “Marks”) are owned or controlled by us or licensed to us, and are protected by copyright and trademark laws and various other intellectual property rights and unfair competition laws of the United States, international copyright laws, and international conventions. The Content and the Marks are provided on the Site “AS IS” for your information and personal use only. Except as expressly provided in these Terms of Use, no part of the Site and no Content or Marks may be copied, reproduced, scraped, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.

Provided that you are eligible to use the Site, you are granted a limited license to access and use the Site and to download or print a copy of any portion of the Content to which you have properly gained access solely for your personal, non-commercial use. We reserve all rights not expressly granted to you in and to the Site, the Content and the Marks.

3. USER REPRESENTATIONS

By using the Site, you represent and warrant that:  (1) you have the legal capacity and you agree to comply with these Terms of Use; (2) you are not a minor in the jurisdiction in which you reside; (3) you will not access the Site through automated or non-human means, whether through a bot, script, or otherwise; (4) you will not use the Site for any illegal or unauthorized purpose; and (5) your use of the Site will not violate any applicable law or regulation.

If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Site (or any portion thereof).

4. PROHIBITED ACTIVITIES

You may not access or use the Site for any purpose other than that for which we make the Site available. The Site may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us.

As a user of the Site, you agree not to:

• Systematically scrape or retrieve data or other content from the Site to create or compile, directly or indirectly, a collection, compilation, database, directory, or derivative work without written permission from us.
• Trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive account information such as user passwords.
• Circumvent, disable, or otherwise interfere with security-related features of the Site, including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Site and/or the Content contained therein.
• Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Site.
• Use any information obtained from the Site in order to harass, abuse, or harm another person.
• Make improper use of our support services or submit false reports of abuse or misconduct.
• Use the Site in a manner inconsistent with any applicable laws or regulations.
• Engage in unauthorized framing of or linking to the Site.
• Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interferes with any party’s uninterrupted use and enjoyment of the Site or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the Site.
• Engage in any automated use of the system, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools.
• Delete the copyright or other proprietary rights notice from any Content.
• Attempt to impersonate another user or person or use the username of another user.
• Upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including without limitation, clear graphics interchange formats (“gifs”), 1×1 pixels, web bugs, cookies, or other similar devices (sometimes referred to as “spyware” or “passive collection mechanisms” or “pcms”).
• Interfere with, disrupt, or create an undue burden on the Site or the networks or services connected to the Site.
• Harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing any portion of the Site to you.
• Attempt to bypass any measures of the Site designed to prevent or restrict access to the Site, or any portion of the Site.
• Copy or adapt the Site’s software, including but not limited to Flash, PHP, HTML, JavaScript, or other code.
• Except as permitted by applicable law, decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Site.
• Except as may be the result of standard search engine or Internet browser usage, use, launch, develop, or distribute any automated system, including without limitation, any spider, robot, cheat utility, scraper, or offline reader that accesses the Site, or using or launching any unauthorized script or other software.
• Use a buying agent or purchasing agent to make purchases on the Site.
• Make any unauthorized use of the Site, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretenses.
• Use the Site as part of any effort to compete with us or otherwise use the Site and/or the Content for any revenue-generating endeavor or commercial enterprise.

5. USER GENERATED CONTRIBUTIONS

We may provide you with the opportunity to create, submit, post, display, transmit, perform, publish, distribute, or broadcast content and materials to us or on the Site, including but not limited to text, writings, video, audio, photographs, graphics, comments, suggestions, or personal information or other material (collectively, “Contributions”). Contributions may be viewable by other users of the Site and through third-party websites. As such, any Contributions you transmit may be treated in accordance with the Privacy Policy. When you create or make available any Contributions, you thereby represent and warrant that:

• The creation, distribution, transmission, public display, or performance, and the accessing, downloading, or copying of your Contributions do not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, trade secret, or moral rights of any third party.
• You are the creator and owner of or have the necessary licenses, rights, consents, releases, and permissions to use and to authorize us, the Site, and other users of the Site to use your Contributions in any manner contemplated by the Site and these Terms of Use.
• You have the written consent, release, and/or permission of each and every identifiable individual person in your Contributions to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of your Contributions in any manner contemplated by the Site and these Terms of Use.
• Your Contributions are not false, inaccurate, or misleading.
• Your Contributions are not unsolicited or unauthorized advertising, promotional materials, pyramid schemes, chain letters, spam, mass mailings, or other forms of solicitation.
• Your Contributions are not obscene, lewd, lascivious, filthy, violent, harassing, libelous, slanderous, or otherwise objectionable (as determined by us).
• Your Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone.
• Your Contributions are not used to harass or threaten (in the legal sense of those terms) any other person and to promote violence against a specific person or class of people.
• Your Contributions do not violate any applicable law, regulation, or rule.
• Your Contributions do not violate the privacy or publicity rights of any third party.
• Your Contributions do not violate any applicable law concerning child pornography, or otherwise intended to protect the health or well-being of minors.
• Your Contributions do not include any offensive comments that are connected to race, national origin, gender, sexual preference, or physical handicap.
• Your Contributions do not otherwise violate, or link to material that violates, any provision of these Terms of Use, or any applicable law or regulation.

Any use of the Site in violation of the foregoing violates these Terms of Use and may result in, among other things, termination or suspension of your rights to use the Site.

6. CONTRIBUTION LICENSE

You and the Site agree that we may access, store, process, and use any information and personal data that you provide following the terms of the Privacy Policy and your choices (including settings).

By submitting suggestions or other feedback regarding the Site, you agree that we can use and share such feedback for any purpose without compensation to you.

We do not assert any ownership over your Contributions. You retain full ownership of all of your Contributions and any intellectual property rights or other proprietary rights associated with your Contributions. We are not liable for any statements or representations in your Contributions provided by you in any area on the Site. You are solely responsible for your Contributions to the Site and you expressly agree to exonerate us from any and all responsibility and to refrain from any legal action against us regarding your Contributions.

7. SUBMISSIONS

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other information regarding the Site (“Submissions”) provided by you to us are non-confidential and shall become our sole property. We shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you. You hereby waive all moral rights to any such Submissions, and you hereby warrant that any such Submissions are original with you or that you have the right to submit such Submissions. You agree there shall be no recourse against us for any alleged or actual infringement or misappropriation of any proprietary right in your Submissions.

8. THIRD-PARTY WEBSITE AND CONTENT

The Site may contain (or you may be sent via the Site) links to other websites (“Third-Party Websites”) as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software, and other content or items belonging to or originating from third parties (“Third-Party Content”). Such Third-Party Websites and Third-Party Content are not investigated, monitored, or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third-Party Websites accessed through the Site or any Third-Party Content posted on, available through, or installed from the Site, including the content, accuracy, offensiveness, opinions, reliability, privacy practices, or other policies of or contained in the Third-Party Websites or the Third-Party Content. Inclusion of, linking to, or permitting the use or installation of any Third-Party Websites or any Third-Party Content does not imply approval or endorsement thereof by us.

If you decide to leave the Site and access the Third-Party Websites or to use or install any Third-Party Content, you do so at your own risk, and you should be aware these Terms of Use no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any website to which you navigate from the Site or relating to any applications you use or install from the Site. Any purchases you make through Third-Party Websites will be through other websites and from other companies, and we take no responsibility whatsoever in relation to such purchases which are exclusively between you and the applicable third party. You agree and acknowledge that we do not endorse the products or services offered on Third-Party Websites and you shall hold us harmless from any harm caused by your purchase of such products or services. Additionally, you shall hold us harmless from any losses sustained by you or harm caused to you relating to or resulting in any way from any Third-Party Content or any contact with Third-Party Websites.

TO THE EXTENT PERMITTED BY APPLICABLE LAW, WE SHALL UNDER NO CIRCUMSTANCES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL OR SPECIAL LOSS, OR OTHER DAMAGE, WHETHER ARISING FROM NEGLIGENCE, BREACH OF CONTRACT, DEFAMATION, INFRINGEMENT OF COPYRIGHT, OR OTHER INTELLECTUAL PROPERTY RIGHTS, CAUSED BY THE EXHIBITION, DISTRIBUTION, OR EXPLOITATION OF ANY INFORMATION OR CONTENT CONTAINED WITHIN ANY THIRD-PARTY WEBSITE.

9. SITE MANAGEMENT

We reserve the right, but not the obligation, to: (1) monitor the Site for violations of these Terms of Use; (2) take appropriate legal action against anyone who, in our sole discretion, violates the law or these Terms of Use, including without limitation, reporting such user to law enforcement authorities; (3) in our sole discretion and without limitation, refuse, restrict access to, limit the availability of, or disable (to the extent technologically feasible) any of your Contributions or any portion thereof; (4) in our sole discretion and without limitation, notice, or liability, to remove from the Site or otherwise disable all files and content that are excessive in size or are in any way burdensome to our systems; and (5) otherwise manage the Site in a manner designed to protect our rights and property and to facilitate the proper functioning of the Site.

10. PRIVACY POLICY

We care about data privacy and security. Please review our Privacy Policy: https://clinicomp.com/privacy-policy/. By using the Site, you agree to be bound by our Privacy Policy, which is incorporated into these Terms of Use. Please be advised the Site is hosted in the United States. If you access the Site from any other region of the world with laws or other requirements governing personal data collection, use, or disclosure that differ from applicable laws in the United States, then through your continued use of the Site, you are transferring your data to the United States, and you agree to have your data transferred to and processed in the United States.

11. TERM AND TERMINATION

These Terms of Use shall remain in full force and effect while you use the Site. WITHOUT LIMITING ANY OTHER PROVISION OF THESE TERMS OF USE, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SITE (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE TERMS OF USE OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE SITE OR DELETE ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION.

If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.

Upon termination, (i) the content license granted in Section 2 terminates immediately; (ii) the Company may, in its discretion, delete any data or content associated with the user’s access; and (iii) provisions relating to intellectual property, disclaimers, limitation of liability, indemnification, and dispute resolution survive termination.

12. MODIFICATIONS AND INTERRUPTIONS

We reserve the right to change, modify, or remove the contents of the Site at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on our Site. We also reserve the right to modify or discontinue all or part of the Site without notice at any time. We will not be liable to you or any third party for any modification, price change, suspension, or discontinuance of the Site.

We cannot guarantee the Site will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Site, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Site at any time or for any reason without notice to you. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Site during any downtime or discontinuance of the Site. Nothing in these Terms of Use will be construed to obligate us to maintain and support the Site or to supply any corrections, updates, or releases in connection therewith.

13. GOVERNING LAW 

These Terms of Use and your use of the Site are governed by and construed in accordance with the laws of the State of Delaware applicable to agreements made and to be entirely performed within the State of Delaware, without regard to its conflict of law principles.

14. DISPUTE RESOLUTION

Any legal action of whatever nature brought by either you or us (collectively, the “Parties” and individually, a “Party”) not subject to arbitration as set forth in Section 24 shall be commenced or prosecuted in the state and federal courts located in New Castle County, Delaware, and you irrevocably consent to the personal jurisdiction of such courts and agree that it is a convenient forum and that you will not seek to transfer such action or proceeding to any other forum or jurisdiction, under the doctrine of forum non conveniens or otherwise. The Parties hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to venue and jurisdiction in such state and federal courts.

Application of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transaction Act (UCITA) are excluded from these Terms of Use. In no event shall any claim, action, or proceeding brought by either Party related in any way to the Site be commenced more than one (1) years after the cause of action arose, except to the extent a longer period is required by applicable law.

15. CORRECTIONS

There may be information on the Site that contains typographical errors, inaccuracies, or omissions, including descriptions, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Site at any time, without prior notice.

16. DISCLAIMER

THE SITE IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF THE SITE AND OUR SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SITE AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE TIMELINESS, USEFULNESS, ACCURACY OR COMPLETENESS OF THE SITE’S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THE SITE AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SITE, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SITE, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SITE. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SITE, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.

17. LIMITATIONS OF LIABILITY

IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE LESSER OF THE AMOUNT PAID, IF ANY, BY YOU TO US DURING THE TWELVE (12) MONTH PERIOD PRIOR TO ANY CAUSE OF ACTION ARISING OR $10,000.00 USD. CERTAIN US STATE LAWS AND INTERNATIONAL 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 OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.

18. INDEMNIFICATION

You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of: (1) use of the Site; (2) breach of these Terms of Use; (3) any breach of your representations and warranties set forth in these Terms of Use; (4) your violation of the rights of a third party, including but not limited to intellectual property rights; or (5) any overt harmful act toward any other user of the Site with whom you connected via the Site. Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.

19. USER DATA

We will maintain certain data that you transmit to the Site for the purpose of managing the performance of the Site, as well as data relating to your use of the Site. Although we perform regular routine backups of data, you are solely responsible for all data that you transmit or that relates to any activity you have undertaken using the Site. You agree that we shall have no liability to you for any loss or corruption of any such data, and you hereby waive any right of action against us arising from any such loss or corruption of such data.

20. ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES

Visiting the Site, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the Site, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SITE. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.

21. CALIFORNIA USERS AND RESIDENTS

If any complaint with us is not satisfactorily resolved, you can contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, California 95834 or by telephone at (800) 952-5210 or (916) 445-1254.

22. MISCELLANEOUS

These Terms of Use and any policies or operating rules posted by us on the Site or in respect to the Site, including the Privacy Policy, constitute the entire agreement and understanding between you and us.

Our failure to exercise or enforce any right or provision of these Terms of Use shall not operate as a waiver of such right or provision. These Terms of Use operate to the fullest extent permissible by law.

We may assign any or all of our rights and obligations to others at any time.

We shall not be responsible or liable for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control such as natural disasters, acts of governments or regulatory authorities, cyberattacks or third party infrastructure failures, pandemics or public health emergencies, or labor disputes.

If any provision or part of a provision of these Terms of Use is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Terms of Use and does not affect the validity and enforceability of any remaining provisions.

There is no joint venture, partnership, employment or agency relationship created between you and us as a result of these Terms of Use or use of the Site.

You agree that these Terms of Use will not be construed against us by virtue of having drafted them.

You hereby waive any and all defenses you may have based on the electronic form of these Terms of Use and the lack of signing by the parties hereto to execute these Terms of Use.

23. CONTACT US

In order to resolve a complaint regarding the Site or to receive further information regarding use of the Site, please contact us at:

CliniComp International, Inc.
9655 Towne Centre Drive
San Diego, CA 92121
United States
Phone: 8585468202
privacy@clinicomp.com

24. MANDATORY ARBITRATION, CLASS ACTION WAIVER, AND OPT-OUT PROCEDURE

24.1 Agreement to Arbitrate.

Except as provided in Sections 24.5 and 24.6, you and the Company agree that any and all disputes, claims, or controversies arising out of or relating to these Terms, the Privacy Policy, the Site, or any products or services offered through the Site (“Dispute”), whether based in contract, tort, statute, fraud, misrepresentation, or any other legal or equitable theory, shall be resolved exclusively through final and binding individual arbitration, rather than in court, except as set forth below. This agreement to arbitrate is intended to be broadly interpreted and applies to all Disputes regardless of when they arose or arise, including Disputes that accrued before you entered into these Terms.

This agreement to arbitrate is governed by the Federal Arbitration Act, 9 U.S.C. §§ 1 et seq. (the “FAA”), and shall be enforceable to the fullest extent permitted by law. The FAA governs the interpretation and enforcement of this Section 24 in all respects. If the FAA is found inapplicable, the arbitration laws of the State of California shall govern.

24.2 Arbitration Procedures.

(a) Administering Body. All arbitrations shall be administered by the American Arbitration Association (“AAA”) pursuant to the AAA Consumer Arbitration Rules then in effect (available at www.adr.org), as modified by these Terms. If the AAA is unavailable or unwilling to administer the arbitration, the parties shall mutually select an alternative arbitration administrator. In the event the parties cannot agree, a court of competent jurisdiction shall appoint the administrator.

(b) Neutral Arbitrator. The arbitration shall be conducted before a single, neutral arbitrator selected in accordance with the AAA Consumer Arbitration Rules. The arbitrator shall have the authority to award any relief that would be available in a court of law, including injunctive or declaratory relief, but only on an individual basis and only to the extent necessary to provide relief warranted by the individual claim.

(c) Venue and Governing Law for California Consumer Claims. For any Dispute arising under or relating to the Site or these Terms by a California resident or a claim arising in California: (i) the arbitration shall be conducted in the State of California, at a location within the county of the consumer’s residence, unless the parties mutually agree otherwise; and (ii) California law shall govern the substantive resolution of the Dispute. This provision is intended to comply with California Civil Code § 1799.208.

(d) Venue and Governing Law for All Other Claims. For all Disputes not subject to Section 24.2(c), the arbitration shall be conducted in New Castle County, Delaware, and Delaware law shall govern the substantive resolution of the Dispute.

(e) Small Claims Court Option. Notwithstanding the foregoing, either party may bring an individual claim in a small claims court of competent jurisdiction, provided such claim remains in small claims court and is not removed or appealed to a court of general jurisdiction. For California residents, if a Dispute qualifies for adjudication under the California Small Claims Act (Cal. Code Civ. Proc. § 116.110 et seq.), you have the option to pursue the Dispute in small claims court in lieu of arbitration.

(f) Arbitration Format. The arbitration shall be conducted via written submissions, telephonically, or by videoconference, unless the arbitrator determines that an in-person hearing is necessary. The arbitrator shall issue a written award stating the essential findings and conclusions on which the award is based.

(g) Discovery. The parties shall have the right to conduct reasonable discovery, including the right to take depositions (with leave of the arbitrator) and obtain production of relevant non-privileged documents, consistent with the AAA Consumer Arbitration Rules and, for California claims, the discovery rights provided under California Code of Civil Procedure applicable to a nonlimited civil case before the superior court, subject to leave of the arbitrator for depositions.

(h) Arbitration Fees and Costs. The allocation of arbitration fees shall be governed by the AAA Consumer Arbitration Rules. The Company shall bear all AAA filing, administrative, and arbitrator fees in excess of the filing fee that would be charged in a court of general jurisdiction for the claim at issue, provided the claim is not found by the arbitrator to be frivolous. The Company shall not seek attorneys’ fees or costs from you in arbitration unless the arbitrator finds your claim to be frivolous or brought in bad faith.

24.3 Class Action Waiver.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND THE COMPANY WAIVE THE RIGHT TO BRING OR PARTICIPATE IN ANY CLASS, COLLECTIVE, REPRESENTATIVE, OR CONSOLIDATED ACTION OR PROCEEDING, WHETHER IN ARBITRATION OR IN COURT. The arbitrator shall have no authority to consolidate more than one individual’s claims, and may not otherwise preside over any form of class, collective, or representative proceeding. All claims must be brought and resolved solely on an individual basis.

Severability of Class Waiver. If this class action waiver is found unenforceable with respect to any Dispute, then Section 24 (the agreement to arbitrate) shall be null and void with respect to that Dispute, and such Dispute shall be resolved in court pursuant to Section 13 of these Terms (Governing Law) and Section 14 (Dispute Resolution), except that the class action waiver shall remain enforceable with respect to all other Disputes.

24.4 Mass Arbitration.

If twenty-five (25) or more individuals submit substantially similar arbitration demands against the Company at or around the same time, whether or not through coordinated counsel, the Company may elect to administer such claims pursuant to the AAA Mass Arbitration Supplementary Rules then in effect. In such event, a single Process Arbitrator may be appointed to resolve threshold administrative issues, and the parties shall participate in a global mediation, consistent with AAA procedures, prior to individual merits hearings. Any party may opt out of mediation upon written notice.

24.5 Excluded Claims.

Notwithstanding Section 24.1, the following claims are excluded from the arbitration obligation and may be pursued in any court of competent jurisdiction:

(a) claims for temporary restraining orders, preliminary injunctions, or other provisional equitable relief pending the outcome of arbitration, where failure to obtain such relief would result in irreparable harm to the party seeking relief;

(b) claims within the jurisdiction of a small claims court, as set forth in Section 24.2(e);

(c) claims that applicable federal law expressly exempts from mandatory arbitration, including sexual assault and sexual harassment claims under the Ending Forced Arbitration of Sexual Assault and Sexual Harassment Act, Pub. L. 117-90 (2022); and

(d) any claim that a court of competent jurisdiction finally determines may not be compelled to arbitration as a matter of law.

24.6 Informal Dispute Resolution — Pre-Arbitration Notice Required.

Before initiating arbitration, the claimant shall provide the other party written notice of the Dispute (a “Notice of Dispute”) by email (to privacy@clinicomp.com, for notices to the Company) or to the email address the Company has on file for you (for notices to you). The Notice of Dispute shall describe the nature and basis of the claim and the specific relief sought. The parties shall attempt in good faith to resolve the Dispute within thirty (30) days of receipt of the Notice of Dispute (the “Informal Resolution Period”). Arbitration may not be initiated until after the Informal Resolution Period has expired. This pre-arbitration notice requirement is a condition precedent to arbitration and, if not satisfied, is a ground for dismissal of an arbitration demand without prejudice.

24.7 Opt-Out Procedure.

You have the right to opt out of this mandatory arbitration agreement and class action waiver. To exercise your opt-out right, you must notify the Company within ten (10) calendar days of the date you first access or use the Site or agree to these Terms (the “Opt-Out Deadline”) by sending a written opt-out notice (an “Opt-Out Notice”) to:

CliniComp International, Inc.

Attn: Legal Department — Arbitration Opt-Out

9655 Towne Centre Drive

San Diego, CA 92121

Email: arbitrationoptout@clinicomp.com

The Opt-Out Notice must include: (1) your full legal name; (2) the email address associated with your account or use of the Site; (3) your mailing address; and (4) a clear statement that you are opting out of the arbitration and class action waiver provisions of Section 24. Opt-out notices sent by email must be sent from the email address you used when accessing the Site and must include “Arbitration Opt-Out” in the subject line.

The opt-out is timely only if sent on or before the Opt-Out Deadline. The date of your first access or use of the Site shall be determined by the Company’s server logs or account creation records. No opt-out is effective if submitted after the Opt-Out Deadline, regardless of when it is received.

If you timely opt out, neither you nor the Company will be required to arbitrate Disputes under Section 24, and both parties retain their rights to litigate Disputes in court subject to Sections 13 and 14 of these Terms. Opting out of arbitration will not affect any other provision of these Terms or your right to access and use the Site.

If you do not opt out by the Opt-Out Deadline, your continued use of the Site following the Opt-Out Deadline constitutes your agreement to arbitrate all Disputes on an individual basis and your waiver of the right to pursue class, collective, or representative claims, as set forth in this Section 24.

24.8 Governing Authority; Delegation of Gateway Issues.

The parties agree that the arbitrator, not any court, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this agreement to arbitrate, including whether a particular claim is subject to arbitration, except that the enforceability of the class action waiver in Section 24.3 shall be determined by a court of competent jurisdiction, not the arbitrator.

24.9 Confidentiality.

All arbitration proceedings and any awards shall be confidential to the maximum extent permitted by applicable law. The parties, their counsel, the arbitrator, and the arbitration administrator shall not disclose the existence or content of any arbitration, or any award, to any third party, except: (a) as necessary to enforce an award; (b) as required by law or court order; or (c) with the prior written consent of all parties.

24.10 Survival.

This Section 24 shall survive the expiration, modification, or termination of these Terms and any relationship between you and the Company.