Terms of Use

*Last updated: February 24, 2021

Please read these terms and conditions carefully before using our Service.

INTERPRETATION AND DEFINITIONS

Definitions

For the purposes of these Terms and Conditions:

  • Company (referred to as either “the Company”, “We”, “Us” or “Our” in this Agreement) refers to RamSoft, Inc.
  • Affiliate means any entity, subsidiaries, joint venture partners, or other companies under the control of RamSoft, Inc.
  • Terms and Conditions (also referred as “Terms”) mean these Terms and Conditions that form the entire agreement between You and the Company regarding the use of this Service.
  • Third-party Social Media Service means any services or content (including data, information, products, or services) provided by a third-party that may be displayed, included or made available by this Service.
  • Service refers to any RamSoft offering including, but not limited to, the RamSoft Site at ramsoft.com, RamSoft Communities at https://rs.force.com/customers/s/login/, & any proprietarily developed Software including, but not limited to, PowerServer™, Gateway Router™, Omega AI™, Essence BI™, etc.
  • Software refers to any intellectual property developed, owned, licensed, trademarked, and copyrighted by the Company.
  • You means the individual accessing or using this Service, or the company, or other legal entity on behalf of which such individual is accessing or using this Service, as applicable.

 

DISCLAIMER

This agreement defines use rights and obligations to all users not bound by any additional contractual agreements, initiated with the Company, for services outside of those outlined in these Terms and Conditions. Other contractual obligations initiated as a customer for the Company will take precedence over terms laid out within this agreement.

ACKNOWLEDGEMENT

These are the Terms and Conditions governing the use of this Service and the agreement that operates between you and the Company. These Terms and Conditions set out the rights and obligations of all users regarding the use of this Service.

Your access to and use of this Service is conditioned on your acceptance of and compliance with these Terms and Conditions. These Terms and Conditions apply to all visitors, users, and others who access or use this Service.

By accessing or using this Service, you agree to be bound by these Terms and Conditions. If you disagree with any part of these Terms and Conditions, then you may not access this Service.

Your access to and use of this Service is also conditioned on your acceptance of and compliance with the Privacy Policy of the Company. Our Privacy Policy describes Our policies and procedures on the collection, use and disclosure of your personal information when you use this Services and tells you about your privacy rights and how the law protects you. Please read Our Privacy Policy carefully before using our Service.

LINKS TO OTHER WEBSITES

This Service may contain links to third-party web sites or services that are not owned or controlled by the Company.

The Company has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party web sites or services. You further acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such web sites or services.

We strongly advise you to read the terms and conditions and privacy policies of any third-party web sites or services that you visit.

SOCIAL MEDIA

The Company’s use of social media serves as an extension of its presence online. In addition to our Services and Marketing initiatives, from time to time we may post messages, pictures, videos, news stories, or other information on certain social media platforms, such as Facebook®, Twitter®, LinkedIn® and YouTube®.

We are not responsible for the privacy or security policies or practices on any of the third-party websites that the Company may link to. It is recommended to review the Terms of Service and Privacy Policies of all such third-party websites. Any content you post, such as pictures, videos, information, opinions, complaints, or any personal information is public, which means that anyone can see your posts.

Most of our social media sites are moderated by our employees. We reserve the right to delete comments or posts that violate applicable laws, are misaligned with our corporate values, or are in violation of our published terms and policies.

INTELLECTUAL PROPERTY RIGHTS

This Agreement does not transfer to you any intellectual property owned by the Company or third parties, and all rights, titles, and interests in and to such property will remain (as between the parties) solely with the Company. All trademarks, service marks, graphics and logos used in connection with this Service, are trademarks or registered trademarks of the Company. Other trademarks, service marks, graphics and logos used in connection with our Services may be the trademarks of other third parties. Your use of this Service grants you no right or license to reproduce or otherwise use any Company or third-party trademarks.

Software

You agree that you shall only use the Software in a manner that complies with all applicable laws, regulations, and the like in the jurisdictions in which you use the Software, including, but not limited to, applicable restrictions concerning medical uses, copyright, and other intellectual property rights. All rights not expressly granted are reserved.

You may not: (i) modify, translate, reverse engineer, decompile, disassemble (except to the extent that this restriction is expressly prohibited by law) the Software, in whole or in part, or create derivative works based upon the Software; (ii) copy the Software; (iii) remove any proprietary notices or labels on the Software. Any such forbidden use shall immediately terminate your license to the Software.

You acknowledge that you are accessing electronic Protected Health Information (“ePHI”) as a part of continued medical care provided by you to the subjects of the ePHI that you access. You understand that you are only authorized to access the ePHI of individuals for whom you are directly providing medical care and are only authorized to access the ePHI that is necessary to provide that medical care. You further understand that your access to ePHI within our Software may be monitored and audited and that, if it is determined that you have accessed any individual’s ePHI, among other things, the operator of the Software reserves the right to limit or eliminate your future rights to access ePHI.

Title

The Service is protected by the copyright laws of Canada, the United States and by international copyright treaties. Aspects of the licensed materials, including the specific design and structure of individual programs, constitute trade secrets and/or copyrighted material of the Company. You agree not to disclose, provide, or otherwise make available such trade secrets or copyrighted material in any form to any third party without the prior written consent of the Company.

PROHIBITED USES

In addition to other terms as set forth in the Agreement, you are prohibited from using this Service: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of this Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of this Service or any related website, other websites, or the Internet. We reserve the right to terminate your use of this Service or any related website for violating any of the prohibited uses.

TERMINATION

We may terminate or suspend your access immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach these Terms and Conditions.

Upon termination, your right to use this Service will cease immediately.

LIMITATION OF LIABILITY

Notwithstanding any damages that you might incur, the entire liability of the Company and any of its Affiliates under any provision of this Terms and your exclusive remedy for all of the foregoing shall be limited to the amount actually paid by you through this Service.

To the maximum extent permitted by applicable law, in no event shall the Company or its Affiliates be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, loss of data or other information, for business interruption, for personal injury, loss of privacy arising out of or in any way related to the use of or inability to use this Service, third-party software and/or third-party hardware used with this Service, or otherwise in connection with any provision of these Terms), even if the Company or any Affiliate has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.

Some states do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply. In these states, each party’s liability will be limited to the greatest extent permitted by law.

DISPUTES RESOLUTION

The formation, interpretation, and performance of this Agreement and any disputes arising out of it shall be governed by the substantive and procedural laws of Ontario, Canada without regard to its rules on conflicts or choice of law and, to the extent applicable, the laws of Canada. The exclusive jurisdiction and venue for actions related to the subject matter hereof shall be the courts located in Ontario, Canada, and you hereby submit to the personal jurisdiction of such courts. You hereby waive any right to a jury trial in any proceeding arising out of or related to this Agreement. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.

FOR EUROPEAN UNION (EU) USERS

If you are a European Union consumer, you will benefit from any mandatory provisions of the law of the country in which you are resident in.

UNITED STATES LEGAL COMPLIANCE

You represent and warrant that (i) you are a “Covered Entity” or “Business Associate” as defined under HIPAA and, as such, you are obligated to meet the requirements of HIPAA related to the access, use, and disclosure of ePHI, (ii) you are not located in a country that is subject to the United States government embargo, or that has been designated by the United States government as a “terrorist supporting” country, and (iii) you are not listed on any United States government list of prohibited or restricted parties.

SEVERABILITY AND WAIVER

Severability

If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.

Waiver

Except as provided herein, the failure to exercise a right or to require performance of an obligation under these Terms shall not affect a party’s ability to exercise such right or require such performance at any time thereafter nor shall be the waiver of a breach constitute a waiver of any subsequent breach.

INDEMNIFICATION

You agree to indemnify and hold the Company and its Affiliates, directors, officers, employees, and agents harmless from and against any liabilities, losses, damages, or costs, including reasonable attorneys’ fees, incurred in connection with or arising from any third-party allegations, claims, actions, disputes, or demands asserted against any of them as a result of or relating to your content, your use of this Service or any willful misconduct on your part. The entire risk arising out of your use of the Services remains with you.

CONFIDENTIALITY

The parties hereto agree that each shall treat confidentially the terms and conditions of this agreement and all information provided by each party to the other regarding its business and operations. All confidential information provided by a party hereto shall be used by any other party solely for the purpose of rendering or obtaining services pursuant to this agreement and, except as may be required in carrying out this agreement, shall not be disclosed to any third party without the prior consent of such providing party. The foregoing shall not be applicable to any information that is publicly available when provided or thereafter becomes publicly available other than through a breach of this agreement, or that is required to be disclosed to any Regulatory Authority, any auditor of the parties hereto, or by judicial or administrative process or otherwise by Applicable Law.

TRANSLATION INTERPRETATION

These Terms and Conditions may have been translated if we have made them available to you on this Service.

You agree that the original English text shall prevail in the case of a dispute.

CHANGES TO THESE TERMS AND CONDITIONS

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will make reasonable efforts to provide at least 30 days’ notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

By continuing to access or use this Service after those revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, in whole or in part, please stop using this Service.

ACCEPTANCE OF THESE TERMS

You acknowledge that you have read this Agreement and agree to all its terms and conditions. By using this Service, you agree to be bound by this Agreement. If you do not agree to abide by the terms of this Agreement, you are not authorized to use or access this Service.

CONTACT US

If you have any questions about the Terms and Conditions, please contact us via email: [email protected] Depending on the request type, validation of your identity may be required.

Note: Email is not a secure method of transfer for Protected Health Information (PHI) or Personally Identifiable Information (PII).