LEGAL AGREEMENT
Information on the Cypress Care Web Site (http://www.cypresscare.com) may
contain references or cross references to products and services that are not
announced or available in your locale. Such references do not imply that
Cypress Care Inc (Cypress Care) intends to announce such products or services
in your locale. Prices and availability of specific products and services may
vary. To ensure you have current and accurate information about those of
interest to you, please contact Cypress Care. Cypress Care maintains this Web
Site as a service to the Internet community, subject to your compliance with
the terms set forth in this Agreement, including all exhibits. Please read this
Agreement carefully before accessing or using the Web Site. By doing so, you
agree to be bound by the terms of this Agreement. If you do not wish to be
bound by these terms, you may not access or use the Web Site. Cypress Care may
modify this Agreement at any time, and such modifications will be effective
immediately upon posting the modified Agreement. You agree to review the
Agreement periodically to be aware of such modifications and your continued
access or use of the Web Site thereafter will be deemed your conclusive
acceptance of the modified Agreement.
APPLICABLE LAW
No information on this Web Site will be construed so as to be contrary to law
and whenever there is a conflict between any provision of this Agreement and
any present law or regulation contrary to which the parties may not agree, such
law or regulation will prevail; but, in such event, the affected provisions
will be limited only to the extent necessary to bring them within the
requirements of the law and to otherwise carry out the purposes of this
Agreement. By accessing or using the Web Site, you agree it is intended to be
accessed and used only within the United States and will be only construed
according to United States law. Any access or use from other locations is
subject to your compliance with all applicable local laws. Cypress Care makes
no representation that material on the Web Site is appropriate outside the
United States. Information concerning the sale of pharmaceutical and medical
supply products applies only to sales within the United States and is subject
to all applicable state and local laws.
DISCLAIMER & LIMIT ON DAMAGE
You also understand that Cypress Care cannot and does not guarantee that any
Software or other material available from the Web Site will be free of
infection, viruses or other code that manifest contaminating or destructive
properties. You are responsible for implementing sufficient procedures and
checkpoints to satisfy your particular requirements for accuracy of data input
and output, and for maintaining a means external to the Web Site for the
reconstruction of any lost data. You assume total responsibility and risk for
your use of the Web Site, including your responsibility to evaluate the
accuracy, completeness and usefulness of all material provided through the Web
Site. Cypress Care does not warrant that the Web Site will be uninterrupted or
error-free or that defects in the Web Site will be corrected. SOFTWARE OR OTHER
MATERIAL PROVIDED ON THIS WEB SITE AND RELATED COMMUNICATIONS ARE PROVIDED "AS
IS" FOR INFORMATION PURPOSES ONLY. IN ADDITION, ALL WARRANTIES ARE HEREBY
DISCLAIMED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE (EVEN IF CYPRESS CARE OR ITS AUTHORIZED REPRESENTATIVES HAVE
BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH PURPOSE), OR NON-INFRINGEMENT. IN
NO EVENT WILL CYPRESS CARE, OR ANY PARTY INVOLVED IN CREATING, PRODUCING OR
DELIVERING THE WEB SITE BE LIABLE TO ANY PARTY FOR ANY INDIRECT, SPECIAL OR
OTHER CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS,
BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA ON YOUR INFORMATION
HANDLING SYSTEM OR OTHERWISE, EVEN IF THEY OR THEIR AUTHORIZED REPRESENTATIVES
HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, FOR ANY CLAIM
ATTRIBUTABLE TO USE OF THIS WEB SITE, INCLUDING DUE TO ERRORS, OMISSIONS, OR
OTHER INACCURACIES IN THE WEB SITE OR SOFTWARE OR OTHER MATERIAL DOWNLOADED
THROUGH OR HYPERLINKED FROM THE WEB SITE. IN ANY EVENT, THE TOTAL OF ALL
DAMAGES, INCLUDING DIRECT DAMAGES (WHETHER GROUNDED IN CONTRACT, TORT OR
OTHERWISE) ARISING UNDER OR RELATED TO THE WEB SITE WILL BE LIMITED TO THE
AGGREGATE AMOUNT OF ALL SUMS PAID BY YOU TO CYPRESS CARE FOR SERVICES PROVIDED
THROUGH THE WEB SITE DURING THE THREE (3) MONTHS PRIOR TO THE DATE ON WHICH
SUCH DAMAGES WERE FIRST INCURRED. Because some states do not allow the
exclusion of implied warranties or limitation of liability for consequential or
incidental damages, the above may not apply to you. In such states, Cypress
Cares liability is limited to the greatest extent permitted by law.
TRADEMARKS
Our service and product names, Cypress Care, Cypress Care Rx, and Sequoia are
registered trademarks and/or service marks of Cypress Care and its affiliates.
All other names, logos and marks on the Web Site are owned or licensed by
Cypress Care and may not be used by you without express written permission from
Cypress Care.
COPYRIGHTS
©Copyright 2001 Cypress Care. All rights reserved. The entire contents of the
Web Site are copyrighted under United States copyright laws. No part of the Web
Site may be reproduced, stored in a retrieval system, transmitted or
retransmitted in any form or by any means, electronic, mechanical,
photocopying, recording or otherwise, without the prior written permission of
Cypress Care. You may print and download portions of material from the
different areas of the Web Site solely for your own non-commercial, individual
reference. Software and other material downloaded from the Web Site
("Software") is the property of Cypress Care or its licensors and is protected
by United States and international copyright and intellectual property laws and
treaty provisions. All rights to patents, copyrights, trademarks, service
marks, trade secrets and other intangible property rights in the Software or
any modifications to it shall remain in Cypress Care and its licensors. You may
not modify, reverse engineer, decompile, disassemble or create derivative works
based on the Software, or remove any proprietary notices or labels that it
contains. Subject to the foregoing, you may make: (a) one machine readable
copy, (b) one backup copy, and (c) one print copy of any portions of material
downloaded from different areas of the Web Site solely for your non-commercial,
individual reference. Any other copying, distribution or publication is
strictly prohibited without the express written consent of Cypress Care.
LINKS
Links in the Web Site may let you leave the Cypress Care Web Site. The linked
sites are not under the control of Cypress Care and Cypress Care is not
responsible for the contents of any linked site or any link contained in a
linked site, or any changes or updates to such sites. Cypress Care is providing
these links to you only as a convenience, and the inclusion of any link does
not imply endorsement by Cypress Care of the site. It is up to you to take
precautions to ensure that whatever you select for your use is free of such
items as infection, viruses, worms, Trojan horses or other code that manifests
contaminating or destructive properties and other items of a destructive
nature. Cypress Care welcomes links to this Web Site. You are free to establish
a hypertext link to this Web Site as long as the link does not state or imply
any sponsorship or endorsement of your site by Cypress Care or any of its
affiliates. You may not frame any content of this Web Site without Cypress
Care's prior written consent. Nor may you incorporate any intellectual property
of this Web Site. Cypress Care does not want anyone to be confused about which
information and services are provided by Cypress Care and which are not.
LIMITS ON ACCURACY
The Web Site was developed as a service by Cypress Care to provide information
about their products and services. Information is believed to be accurate at
the time it is created. However, like any printed material, information may
become out dated over time. It is important that you rely on the advice of an
appropriate professional. Nothing contained in any presentation is to be
construed as medical, legal, investment, financial or other advice. This
information is not intended to be a substitute for such advice. Cypress Care
will use reasonable efforts to include accurate and up-to-date information on
the Web Site, but Cypress Care makes no warranties or representations as to its
accuracy. All users agree that all access to and use of the Web Site is at
their own risk. Information on the Web Site may contain technical inaccuracies
or typographical errors. Information may be changed or updated without notice.
Cypress Care may also make improvements and changes in the products and
services described in the Web Site at any time without notice.
FORWARD-LOOKING STATEMENTS
Certain non-historical information provided in this Web Site (including
information concerning products and services, future economic performance,
plans, objectives and financial and other information) identified as such
constitutes "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995 and is subject to risks, uncertainties
and other factors identified which could cause actual results to differ
materially from those projected or implied. Such statements may be identified
by the use of forward-looking language such as "may," "will," "should,"
"expect," "anticipate," "estimate," or "continue," or the negatives or other
variations thereof or other comparable terminology.
INDEMNITY
You agree to indemnify, defend and hold harmless Cypress Care and its
affiliates, and their respective officers, directors, employees, agents,
licensors, suppliers and any third party information providers to the Web Site
from and against all losses, expenses, damages and costs, including reasonable
attorneys' fees, resulting from any information you provide or from any
violation of this Agreement by you.
GENERAL
This Agreement will all be governed and construed in accordance with the
internal laws of the State of Georgia applicable to agreements made and to be
performed in Georgia. You agree that any legal action or proceeding between
Cypress Care and you for any purpose concerning this Agreement or the parties'
obligations hereunder will be brought exclusively in a federal or state court
of competent jurisdiction sitting in Gwinnett County, Georgia, USA. Any claim
or cause of action you may have with respect to the Web Site must be commenced
within one (1) year after the claim or cause of action arises or such claim or
cause of action is barred. Cypress Care's failure to insist upon or enforce
strict performance of any provision of this Agreement will not be construed as
a waiver of any provision or right. Neither the course of conduct between the
parties nor trade practice will modify any provision of this Agreement. Cypress
Care may assign its rights and duties under this Agreement to any party at any
time without notice to you. All provisions of this Agreement will be deemed to
be severable. This Agreement and its related documents supersede all prior oral
and written representations, which may have been entered into by the parties to
this Agreement, that relate to the subject matter of this Agreement. Captions
in this Agreement are intended for convenience of reference only. Words used in
this Agreement, regardless of the number and gender specifically used, will be
construed to include any other number, singular or plural, and any other
gender, masculine, feminine, or neuter, as the context requires. This Agreement
will benefit, and be binding upon, the successors of the parties to this
Agreement. Neither party to this Agreement will be liable for its failure to
perform an obligation under this Agreement if that failure results from any
cause, except financial, beyond that party's reasonable control. Any provision
of this Agreement may survive this Agreement's termination if the provision's
context shows that the parties to this Agreement intended the provision to
survive.