CitusHealth Pass-Through Terms
Each End User agreement that includes Services must include the following provisions, materially as presented below:
- The Services may only be used for the internal business operations of End User. The Services shall not be used by End User or by Authorized Users for, or on behalf of, third parties that are not authorized under this Agreement. End User acknowledges that the Services being web-based only and will not be installed on any servers owned or controlled by End User or otherwise provided to End User without Citus’ consent. Citus shall not be responsible or liable for the disclosure of or unauthorized access to End User Data caused by an End User or anyone acting on an End User’s behalf.
- The Services allow End User to send and receive End User Data. End User understands that the technical processing and transmission of End User Data is fundamentally necessary to use of the Services and involves transmission of End User Data over the internet and over various networks, only part of which may be owned and/or operated by Citus. Citus is not responsible for any End User Data which are delayed, lost, altered, intercepted, or stored during the transmission of any data across networks not owned and/or operated by Citus, including but not limited to, the internet and any local network.
- End User shall not place nor cause to be placed on the Services any End User Data which are obscene, threatening, malicious, which infringe on or violate any applicable law or regulation or any proprietary, contract, moral, privacy or other third party right, or which otherwise exposes Citus to civil or criminal liability. End User assumes sole responsibility for ensuring that the End User Data does not infringe or violate any right of any third party. Notwithstanding the foregoing, Citus reserves the right, in its sole discretion, to exclude or remove from the Services any End User Data which, in Citus’ sole reasonable discretion, may violate any law or third party rights or which otherwise exposes or potentially exposes Citus to civil or criminal liability or public ridicule.
- End User shall have the sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness of and copyright permissions for all End User Data entered into the Services. Citus assumes no responsibility for the accuracy, propriety, or usefulness to End User of any such data or information. Citus shall not be liable to End User or any third-parties for any loss, damage or expense whatsoever and howsoever arising from any data or information entered into the Services by End User or by an entity on its behalf. End User acknowledges that Citus will rely on the accuracy of the End User Data so provided to Citus by End User in the performance of the Service. End User acknowledges that it owns all of the End User Data entered into the Service or has all rights to grant such licenses or rights to Citus to use such data and information in furtherance of providing the Services without infringement or violation of any third party rights.
- Citus shall not be liable for any loss, damage or expense whatsoever and howsoever arising from any breach or error, loss, damage, defect, or interruption to the Services caused by such third party vendor. End User acknowledges and agrees that this disclaimer is a material consideration in End User receiving the use or benefit of the Services.
- End User will not: (a) sell, lease, license or sublicense the Services, or use the Services in a service bureau; (b) introduce into or transmit through the Services any virus, worm, trap door, back door, and other harmful or malicious code, files, scripts, agents, or programs; (c) transmit or store infringing material in the Services; (d) transmit any data or information to or from the Services that is unlawful, harassing, libelous, defamatory or threatening. Except as permitted by this Agreement, no part of the Services may be copied, republished, displayed in any form or by any means. End User agrees not to access the Services by any means other than through the interfaces that are provided by Citus.
Last updated: February 13, 2024
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