MDI Terms and Conditions

This website (the "MDI Site"), including all information, software, products and services available through the site or offered as part of or in conjunction with the MDI Site, is provided to you, the user, subject to your acceptance of all of the terms, conditions, policies and notices (collectively “Terms and Conditions”) stated herein. Your use of the MDI Site constitutes your agreement to all of the Terms and Conditions contained herein. Further, as a condition to your use of the MDI Site, you warrant to MDI Holdings, Inc. and its Affiliates, as defined herein (collectively “MDI”), that you will not use the MDI Site for any purpose that is unlawful or prohibited by these Terms and Conditions. These Terms and Conditions may be revised by MDI at any time and shall be effective immediately upon posting. “Affiliates” shall mean refer to MDI Holdings, Inc., and any current or future business entity that controls, is controlled by, or under common control with MDI Holdings, Inc., including, without limitation, any subsidiary of MDI Holdings, Inc.

MDI DOES NOT AUTHORIZE YOU TO USE THE MDI SITE IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS.

COPYRIGHT AND TRADEMARKS
The MDI Site is Copyright 2011, MDI Holdings, Inc. MDI Holdings, See Healthcare Differently and the starburst logo as depicted are service marks of MDI Holdings, Inc.; MDI Viewpoint^℠ is a service mark of the Affiliate MDI Healthcare Solutions, Inc.; MDI Carepoint^℠ is a service mark of the Affiliate Medical Partners of America, Inc.; and EARL® is a registered service mark of MDI Technologies, Inc. All rights reserved.

The MDI Site contains materials protected by United States and foreign copyright laws (including software, HTML code, Java applets, Active X controls and other code). Thus, violation of this provision may result in severe civil and/or criminal penalties. Except as otherwise expressly provided in these Terms and Conditions, you may not copy, distribute, transmit, display, perform, reproduce, publish, license, modify, rewrite, create derivative works from, transfer, or sell any material contained on the MDI Site, without prior written consent from MDI. Further, none of the materials contained on the MDI Site may be reverse-engineered, disassembled, decompiled, transcribed, stored in a retrieval system, translated into any language or computer language, retransmitted in any form or by any means (electronic, mechanical, photo reproduction, recordation or otherwise), resold or redistributed without prior written consent from MDI. You may, however, make single copies of materials displayed on the MDI Site for your own personal and noncommercial use, or in connection with your performance of services under a contract with MDI, its affiliates or subsidiaries, provided any and all copies include the copyright and other notices displayed with the materials on the MDI Site. You may not distribute such copies to others, without prior written permission from MDI. Requests to reproduce materials on the MDI Site for distribution or other purposes should be sent to the attention of Corporate Compliance at corporate.compliance@medint.com.

MDI PROVIDES NO WARRANTIES
THE MDI SITE IS PROVIDED "AS IS," WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT.

Neither MDI nor its employees, agents, representatives, third party information providers, merchants, and/or licensors warrant that the MDI Site or its operation will be accurate, reliable, uninterrupted or error-free. You are responsible for implementing sufficient procedures to ensure the accuracy of data input and output, and backing up of data and protection from damaging computer software on your own computer systems. MDI shall not be responsible for any costs you incur in the event that your use of the MDI site results in the need for servicing or replacing property, material, equipment or data you acknowledge that, in connection with the MDI Site, information will be transmitted over local exchange, interexchange and Internet backbone carrier lines and through routers, switches and other devices owned, maintained and serviced by third-party local exchange and long-distance carriers, utilities, Internet service providers and others, all of which are beyond the control and jurisdiction of MDI. Accordingly, MDI assumes no liability for or relating to the delay, failure, interruption, interception or corruption of any data or other information transmitted in connection with use of the MDI Site.

No agent or representative of MDI has the authority to create any warranty regarding the MDI Site on behalf of MDI. MDI reserves the right to change or discontinue at any time any aspect or feature of the MDI Site without notice.

EXCLUSION OF LIABILITY
UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, SHALL MDI OR ANYONE ELSE INVOLVED IN CREATING, PRODUCING, STORING OR DISTRIBUTING THE MDI SITE BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES AND EXPENSES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, HEALTH PROBLEMS, LOST PROFITS, AND DAMAGES ARISING FROM LOST DATA OR BUSINESS INTERRUPTION) ARISING OUT OF OR IN ANY WAY CONNECTED WITH USE OF THE MDI SITE, DELAY OR INABILITY TO USE THE MDI SITE, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS OR SERVICES OBTAINED THROUGH THE MDI SITE, WHETHER SUCH DAMAGES ARE BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Because some states do not permit the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to you.

INDEMNIFICATION
You agree to defend, indemnify and hold MDI, its officers, directors, employees and agents, licensors and suppliers harmless from and against any claims, actions or demands, liabilities and settlements, including, without limitation, reasonable legal and accounting fees, resulting from, or alleged to result from, your use of the MDI Site, or any content, product or service offered through the MDI Site, in a manner that violates or is alleged to violate these Terms and Conditions. MDI shall provide notice to you promptly of any such claim, suit or proceeding and shall reasonably cooperate with you, at your expense, in your defense of any such claim, suit or proceeding.

LINKS TO OTHER WEBSITES
The MDI Site may contain hyperlinks to websites offered by parties other than MDI. Such hyperlinks are provided for your reference and convenience only. MDI does not control such other websites and is not responsible for their content, nor does the inclusion of hyperlinks to such websites imply any endorsement by MDI of the material on such websites or any association with their operators. These Terms and Conditions apply solely to the MDI Site and you should review the terms and conditions of any site that you access through a hyperlink from this site.

Unless otherwise prohibited under the terms of this Agreement, you are hereby licensed to create hyperlinks to the content of the MDI Site, provided that the hyperlink accurately describes the content as it appears on the site. MDI reserves the right to revoke this license generally, or your right to use specific links, at any time, and may break any hyperlink at its discretion. Under no circumstances may you "frame" the MDI Site or any of its content or copy portions of this site to a server, except as part of an Internet service provider's incidental caching of pages. Each page within the Carepoint must be displayed in full (including all trademarks, branding, advertising and promotional materials), without any accompanying frame, border, margin, design, branding, trademark, advertising or promotional materials not originally displayed on the page within the site.

JURISDICTION
The MDI Site is controlled and operated by MDI from its principal office in the State of Florida, United States of America. MDI makes no representation that materials on the MDI Site are appropriate or available for use in other locations. Those who choose to access the MDI Site from other locations do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable. The MDI Site is not intended to subject MDI to the laws or jurisdiction of any state, country or territory other than the State of Florida and the United States of America.

SURVIVAL
The provisions of these Terms and Conditions entitled "No Warranties," "Exclusion of Liability," "Indemnification," "Jurisdiction" and "General Provisions" will survive the termination of this agreement.

GENERAL PROVISIONS
Except as provided in a particular "Legal Notice" on the MDI site, these Terms and Conditions, along with the MDI Privacy Policy, constitute the entire agreement and understanding between you and MDI with respect to use of the MDI Site, superseding all prior or contemporaneous communications and/or proposals. These Terms and Conditions are severable, and in the event any provision is determined to be invalid or unenforceable, such invalidity or unenforceability shall not in any way affect the validity or enforceability of the remaining provisions. A waiver of a breach of any provision of these Terms and Conditions shall not constitute a waiver of any other breach. A printed version of these Terms and Conditions shall be admissible in judicial or administrative proceedings based upon or relating to use of the MDI Site to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

NOTICES
MDI may deliver notice to you under these Terms and Conditions by means of electronic mail, a general notice posted on the MDI Site, or by written communication delivered by first class U.S. mail to your address on record in MDI's account information. You may give notice to MDI at any time via electronic mail to MDI or by letter delivered by first class postage prepared U.S. mail or overnight courier to the following address:

Contact MDI

General Information:
904-473-1200
info@medint.com

Corporate Headquarters
90 Fort Wade Road
Ponte Vedra, FL 32081