Terms of Use

 

Terms of Use (last modified JUNE 2016)

Acceptance of the Terms of Use

These website Terms of Use (“Terms” or “Terms of Use”) constitute a binding agreement between the user (“you”) and athenahealth, Inc. and its affiliates (collectively “athenahealth” or “we”) and govern your access to and use of athenahealth’s “athenainsight” website (the “Website”). By accessing and/or using the Website, you are agreeing to be bound by and abide by these Terms. If you do not agree to these Terms, you should not access or use the Website.

Please read the Terms of Use carefully before you start to use the Website. By accessing or using the Website you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, found here, incorporated herein by reference. If you do not want to agree to these Terms of Use or the Privacy Policy, you must not access or use the Website.

This Website is offered and available to users who are 18 years of age or older, and reside in the United States or any of its territories. By using this Website, you represent and warrant that you meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Website.

Change to the Terms of Use

We may revise and update these Terms from time to time in our sole discretion. All revisions and updates are effective immediately when we post them, and apply to all access and use of the Website thereafter. Your continued use of the Website following the posting of revised Terms means that you accept and agree to the revised Terms.

Access to the Website and Content

We reserve the right to withdraw or suspend use of the Website and any Content (as defined below) at any time in our sole discretion without notice. You agree that we will not be liable if for any reason all or any part of the Website or the Content is unavailable at any time or for any period. From time to time, we may restrict access to some parts or all of the Website and/or Content to users.  You agree that athenahealth may in its sole discretion limit or discontinue your use of the Website at any time for any or no reason. You acknowledge that you are responsible for (i) making any and all arrangements necessary for you to access the Website and (ii) ensuring that all persons who access the Website through your internet connection are bound by and comply with these Terms.

Intellectual Property Rights

The Website is an online open-content collaborative area. As long as you comply with these Terms, athenahealth grants you a personal, non-exclusive, non-transferable, non-sublicensable, limited right to access and use the Website and Content for informational, non-commercial use only.  This right expressly excludes, without limitation, any reproduction, modification, duplication, sale, resale, or any commercial use of the Website, the Content, or any of the associated services; making any derivative work of the Website, the Content, or any of the associated services; and the collection and use of user email addresses or other user information (including, without limitation, protected health information, personally identifiable information or any data extraction or data mining whatsoever).

Any and all content, features and functionality included in and accessible via the Website, including, but not limited to, text, information, documents, manuals, software, photographs, displays, video, audio, graphics, button icons, images, artwork, names, logos, trademarks, service marks, and data (“Content”), in any form, are protected by U.S. and international copyright, trademark, patent, trade secret and/or other intellectual property or proprietary rights laws and conventions. The Content includes both Content owned or controlled by athenahealth, as well as Content owned or controlled by third parties and licensed to athenahealth (including User Contributions (as defined below)).  No right, title, or interest is granted to you in or to any Content owned or controlled by athenahealth other than the right to use such Content in connection with your use of the Website and subject to the Terms provided herein, and all rights not expressly granted hereunder are reserved by athenahealth. Reproduction of any Content, in whole or in part, by any means, is prohibited without the express written consent of athenahealth. For the avoidance of doubt, you agree not to store in any form, distribute, transmit, display, reproduce, modify, create derivative works from, sell or otherwise exploit any of the Content for any commercial purpose.

You agree that all edits, improvements, additions, modifications, and derivative works prepared from or relating to the Content owned or controlled by athenahealth are and will remain the exclusive property of athenahealth. athenahealth will have the unrestricted and permanent right to use and implement all ideas, advice, recommendations, or proposals of all users of the Website. Further, you agree not to delete or alter any copyright, trademark or other proprietary rights notices from Content.

Each user of the Website is responsible for understanding and complying with any internal policies regarding participation in social media/business websites (such as the Website) that may be applicable to such user.  By entering the Website  and agreeing to these Terms, you represent on an ongoing basis that your access and use of the Website is in accordance with and acceptable under any and all policies, rules and requirements of your employment and in accordance with all applicable federal, state and local laws and regulations (collectively “Applicable Laws”).

You acknowledge and agree that athenahealth is not responsible for the accuracy, completeness, quality or legality of the Content posted or any damages incurred as a result of the submission, distribution, review or use of the Content. It is also your responsibility to ensure that you comply with Applicable Law and these Terms in connection with your access and use of the Website and the Content, including, without limitation, any Content that you post to the Website.

User Content Submissions

The Website may contain discussion boards, chat rooms, personal web pages or profiles, forums, bulletin boards, comment boards, and other interactive features (collectively, “Interactive Services”) that allow users to post, submit, publish, display or transmit to other users or other persons (hereinafter, “post”) Content (collectively, “User Contributions”) on or through the Website.

All User Contributions must comply with these Terms.

Any User Contribution you post to the site will be considered non-confidential and non-proprietary. By providing any User Contribution on the Website, you grant to athenahealth and our sponsors, partners, licensees, service providers, successors and assigns (collectively “athenahealth and Related Parties”) the right to retain, use, make improvements upon, delete, reproduce, modify, create excerpts, highlights, compilations, and other derivative works from, perform, display, distribute and otherwise disclose to third parties any such User Contribution (in whole or in part) in any medium (whether now known or hereafter devised) and for any purpose (whether commercial or non-commercial), all without any compensation, attribution, notice or other obligation to you.  The foregoing grant of right by you will continue and remain in effect indefinitely, even if you stop using the Website or no longer wish for your User Contribution to be accessible to others.

With respect to all User Contributions you make on the Website, you represent and warrant on an ongoing basis that:

  • Your User Contributions do not infringe on any other party’s Intellectual Property rights;
  • All of your User Contributions are made on a voluntary and non-confidential basis without any condition or reservation of rights, including, without limitation, any condition of payment, secrecy or confidentiality;
  • All of your User Contributions are your own creations and represent your own views, opinions, and experiences;
  • None of your User Contributions infringes any third-party right or violates any Applicable Law; and
  • All of your User Contributions do and will comply with these Terms.

You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not athenahealth, have full responsibility for such Content, including its legality, reliability, completeness, accuracy and appropriateness.

Please keep in mind the following before you submit:

  • Be polite, everyone should feel comfortable reading and participating in the discussions.
  • Posting constructive comments helps the users of the Website as a whole.
  • No “trolling” is allowed. Examples of trolling include: posting material, information, message or communication that is off-topic, absurd, or meaningless, with the intent of causing disruption or provoking reaction from others, or disrupting the normal flow of dialogue; causing a screen to “scroll” faster than other users are able to type; or otherwise acting in a manner that negatively affects other users’ ability to engage in real time exchanges.

We are not responsible, or liable to any third party, for the content or accuracy of any User Contributions posted by you or any other user of the Website.

Content Standards

These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all Applicable Laws. Without limiting the foregoing, User Contributions must not:

  • Contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable.
  • Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
  • Infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person.
  • Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under Applicable Laws or that otherwise may be in conflict with these Terms.
  • Be likely to deceive any person.
  • Promote any illegal activity, or advocate, promote or assist any unlawful act.
  • Cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person.
  • Impersonate any person, or misrepresent your identity or affiliation with any person or organization.
  • Involve commercial activities or sales, such as contests, sweepstakes and other sales promotions, barter or advertising.
  • Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.

Reliance on Content

The Content presented on or through the Website is made available solely for general information purposes. We do not warrant the accuracy, completeness or usefulness of this Content. Any reliance you place on such Content is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such Content by you or any other visitor to the Community, or by anyone who may view or use the Content. While Content will be actively managed, the Content within the site is not necessarily complete or up-to-date. Any of the material on the Website, including the Content, may be out of date at any given time, and we are under no obligation to update such material or Content.

The Website includes Content provided by third parties, including Content provided by users and third-party licensors. All statements and/or opinions expressed in such Content, and all articles and responses to questions and other Content, other than the Content provided by athenahealth, are solely the opinions and the responsibility of the person or entity providing such Content. Such third-party Content do not necessarily reflect the opinion of athenahealth. We are not responsible, or liable to you or any third party, for the content or accuracy of any third-party Content.

To the extent that you or your affiliates provide healthcare services to patients, you acknowledge and agree that (i) the professional duty to treat any patient lies solely with you or your affiliated healthcare providers, (ii) use of the Content or any information contained in the Website or provided through the Website in no way replaces or substitutes for the professional judgment or skill of a healthcare provider, and (iii) you are responsible and liable for the treatment of patients, including any responsibility for personal injury or loss of life.

Content Requirements and Prohibited Uses

The following types of Content are not allowed on the Website. You agree that you will not post, and you acknowledge that the moderators of the Website may remove, Content that contains any the following:

  • Protected Health Information (PHI) or personal information (including, without limitation, patient names, social security numbers, credit card numbers, etc.);
  • Patient safety or compliance issues (you agree to contact your account manager with these issues);
  • Inappropriate language or content;
  • Billing or coding advice;
  • Any Content suggestive of an illegal act or that infringes upon the intellectual property rights of a third party;
  • Advertisements or unauthorized commercial communications (such as SPAM, junk mail or other similar solicitations);
  • Information, software or other Content that contains a virus, logic bomb, malware, Trojan horse, worm, or other malicious or harmful code; or
  • Content posted for the purpose of exploiting, harming or attempting to exploit or harm other users of the Website by exposing them to inappropriate Content, asking for personally identifiable information or otherwise;
  • Content posted to impersonate or attempt to impersonate an employee, of athenahealth or an administrator or moderator of the Website, or any other user or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing);
  • Content that restricts or inhibits anyone’s use or enjoyment of the Website , or which, as determined by athenahealth, may harm athenahealth or users of the Website or expose them to liability; or
  • Anything that may be deemed by the administrators or moderators of Website to be objectionable or against the educational and collaborative nature of the Website.

You may only use the Website in accordance with Applicable Law and these Terms.

Additionally, you agree not to:

  • Use the Website in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Website, including their ability to engage in real time activities through the Website.
  • Use any robot or other automatic device, process or means to access the Website for any purpose, including monitoring or copying any of the Content.
  • Use any manual process to monitor or copy any of the Content or for any other unauthorized purpose without our prior written consent.
  • Use any device, software or routine that interferes with the proper working of the Website.
  • Introduce any viruses, trojan horses, worms, logic bombs, malware or other material which is malicious or technologically harmful.
  • Attempt 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.
  • Attack the Website via a denial-of-service attack or a distributed denial-of-service attack.
  • Otherwise attempt to interfere with the proper working of the Website.
  • Frame or otherwise create a browser or border environment around any portion of the Website, or deep-link to any internal page of the Website.
  • Use any trademark, logo or source identifier of athenahealth (whether registered or unregistered) in any unauthorized manner, including as meta tags or ad keywords.

User Contributions and Content Removal

The Website’s administrators and moderators have the express right to remove any Content and/or User Contributions as they or we see fit or prevent the posting of certain Content and/or User Contributions altogether.  However, you understand and acknowledge that we assume no responsibility for monitoring the Website for inappropriate user-posted Content.  If at any time we elect to monitor the Website, we nonetheless assume no responsibility for user-posted Content, assume no obligation to remove inappropriate user-posted Content, and assume no responsibility for the conduct of any user.

Notice of Claimed Copyright Infringement

In compliance with the U.S. Digital Millennium Copyright Act (Title 17, United States Code) (“DMCA”), we will respond to proper notifications of claimed copyright infringement with respect to user-posted Content, and will take appropriate action including expediently removing and disabling access to the allegedly infringing user-posted Content.  We also have a policy of terminating, in appropriate circumstances, the accounts of registered users on the Website who are determined to be repeat infringers.

If you believe that your copyright has been infringed or violated by any user-posted Content found on the Website, please notify our Designated Agent listed below in writing and include the following information in your notice:

  • A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright allegedly infringed;
  • A description of the copyrighted work that you claim has been infringed, or, if multiple copyrighted works are the subject of a single notice, a representative list of such works;
  • An identification of the allegedly infringing material, and a description of where that material is located on the Website;
  • Your address, telephone number, and email address;
  • A statement by you that you have a good faith belief that use of the disputed material in the manner complained of is not authorized by the copyright owner, its agent, or the law;
  • A statement by you, made under penalty of perjury, that the information you provide in your notice is accurate and that you are the owner of the allegedly infringed copyright, or that you are authorized to act on behalf of the copyright owner.

Designated Agent: Notifications of claimed copyright infringement should be sent to the following designated agent:

By mail:

athenahealth, inc.
311 Arsenal Street
Watertown, MA 02472

By phone: 617-402-8746

By Facsimile: 617-402-1099

By email: dhaley@athenahealth.com

Please note that, under the DMCA, any person who knowingly makes material misrepresentations in a notification of claimed infringement or any counter-notification may be liable for damages.

Failure to comply with Terms

athenahealth reserves the right to report violations of Applicable Law to appropriate law enforcement authorities, fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials or Content on or through the Website, and to pursue all other rights and remedies available to it under civil or criminal law.  At our option, you must return or destroy any copies of the Content you have made, printed, saved or downloaded. Any use of the Website or the Content not expressly permitted by these Terms is a breach of these Terms, and may violate copyright, trademark and other Applicable Law.

YOU WAIVE THE RIGHT TO ASSERT AGAINST ATHENAHEALTH AND RELATED PARTIES, AND YOU AGREE TO HOLD HARMLESS ATHENAHEALTH AND RELATED PARTIES FROM, ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF ATHENAHEALTH AND RELATED PARTIES DURING OR AS A RESULT OF INVESTIGATIONS BY ANY OF THEM OR LAW ENFORCEMENT AUTHORITIES.

Third-Party Websites

The Website may contain hyperlinks to websites operated by third parties. athenahealth does not sponsor, operate, control, or endorse any of (i) these websites, or (ii) the information, products, or services provided by third parties through the Internet, and athenahealth does not make any guarantee, warranty, or representation regarding the accuracy, reliability or completeness of the information contained on such websites. athenahealth has no control over these external, third-party websites, including, without limitation, their respective security or privacy practices. Use of third-party websites is strictly at your own risk including, but not limited to, any risks associated with destructive viruses or malware.  We accept no responsibility for these third-party websites or for any loss or damage that may arise from your use of them. You are solely responsible for viewing and abiding by the Terms of use of any third party websites.

Linking to the Website

Linking to the Website is subject to the following conditions:

  • Your link must be a text-only link;
  • You do not frame or otherwise create a browser or border environment around any page or content of the Website;
  • You do not deep-link to any internal page or area of the Website;
  • You do not use any athenahealth logo or design mark in or as your link;
  • You do not link to the Website from any pornographic or sexually oriented website;
  • You do not misrepresent or falsely suggest that your website, product, service or content is sponsored, endorsed or approved by, or is affiliated or associated with, athenahealth;
  • You do not publish false, misleading or inaccurate information about, or otherwise disparage, athenahealth or the Website; and
  • We are under no obligation to support your link.

No Warranties

You understand that we cannot and do not guarantee or warrant that any Content available for downloading from the internet or the Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to the Website for any reconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY CONTENT OBTAINED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY CONTENT, OR ON ANY LINK TO A THIRD-PARTY WEBSITE.

The Website and the Content are provided on an “AS IS” and “AS AVAILABLE” basis. athenahealth does not guarantee the availability of access to or use of the Website or the Content, or the validity of the Content, and athenahealth is not responsible for the reliability, availability, topicality, correctness, completeness, or quality of any Content. athenahealth’s administrators or moderators may respond to posts on the Website, but we do not guarantee a response on the Website.

ATHENAHEALTH MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE WEBSITE, OR THE CONTENT, PRODUCTS, OR SERVICES INCLUDED THEREIN. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, ATHENAHEALTH DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

Limitation of Liability

Some of the Content is provided by third parties, and athenahealth shall not be held responsible for any such third-party Content. athenahealth disclaims any responsibility for, or liability related to, such third-party Content, or any losses or damages due to unauthorized hacking. You agree to direct any questions, complaints, or claims related to such third-party Content to the appropriate third party.

In no event shall athenahealth and related parties, and ITS AND their respective officers, directors, employees, agents, licensors, or partners be liable for any indirect, special, punitive, exemplary, speculative, or consequential damages (including, but not limited to, any loss of use, loss of data, loss of business, loss of good will, business interruption, and loss of income or profits), regardless of whether it had an advance notice of the possibility of any such damages. Under no circumstances shall athenahealth be liable to you or any other user of the Website for any direct damages in excess of $100.

Indemnification

You agree to defend, indemnify and hold harmless athenahealth and Related Parties, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms or your use of the Website, including, but not limited to, any Content that you post to the Website, any use of the Content, services and products other than as expressly authorized in these Terms or your use of any information or Content obtained from the Website.

Governing Law and Jurisdiction

By using the Website, you agree that the laws of the Commonwealth of Massachusetts, without regard to principles of conflict of laws, will govern these Terms and any dispute that might arise between you and athenahealth. You expressly agree that exclusive jurisdiction for any dispute with athenahealth resides in the courts of Suffolk County, Massachusetts, and you further agree and expressly consent to the exercise of personal jurisdiction in the courts of Suffolk County, Massachusetts, in connection with any claim involving athenahealth. Use of the Website is unauthorized in any jurisdiction that does not give effect to these Terms and all of the Terms set forth herein.

Limitation on Time to File Claims

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS, THE WEBSITE OR THE CONTENT MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

Waiver and Severability

No waiver of or by athenahealth of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of athenahealth to assert a right or provision under these Terms shall not constitute a waiver of such right or provision. Should any part of these Terms be held unenforceable by a court of competent jurisdiction, such unenforceability should not invalidate or make unenforceable the remaining portion of these Terms, which shall remain in full force and effect.

Entire Agreement

The Terms and Privacy Policy constitute the sole and entire agreement between you and athenahealth with respect to the Website and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Website.

Remedies

You agree that athenahealth would be irreparably damaged if these Terms were not specifically enforced, and therefore, you agree that athenahealth shall be entitled, without bond, other security, or proof of damages, to appropriate equitable remedies with respect to breaches of these Terms without the need to post bond or any other security interest, in addition to any other remedy athenahealth may be entitled at law or in equity.

Your Comments and Concerns

If you have any questions or comments, please contact us by:

  1. contacting us by phone at 617-402-1000, or
  2. at the following address:

Athenahealth, c/o Chief Compliance Officer
311 Arsenal Street
Watertown, MA 02472