SMART Charts, LLC

Terms of Use

Please note that your use of and access to our services (defined below) are subject to the following terms; if you do not agree to all of the following, you may not use or access the services in any manner.

Welcome to Smart Charts. Please read on to learn the rules and restrictions that govern your use of our products, services, and applications, including the Smart Charts website found at https://mysmartcharts.com (collectively, the “Services”). If you have any questions, comments, or concerns regarding these terms or the Services, please contact us at info@mysmartcharts.com.

These Terms of Use (the “Terms”) are a binding contract between you and Smart Charts, LLC an Illinois limited liability company, and the current owner and operator of the Services (“Smart Charts,” “we” and “us”). Unless you agree to and accept all of the Terms, or you do not have the right to use the Services. Your using the Services in any way means that you agree to all of these Terms, and these Terms will remain in effect while you use the Services. These Terms include the provisions in this document, as well as those in the Smart Charts Privacy Policy.

If there exists a currently effective written Smart Charts Service Agreement between Smart Charts and you (or your organization in the event you are representing an organization), that agreement takes precedence over these Terms.

Will these Terms ever change?

We are constantly trying to improve our Services, so these Terms may need to change along with the Services. We reserve the right to change the Terms at any time, but if we do, we will bring it to your attention by placing a notice on the Smart Charts website, by sending you an email to the email address used to create your account.

If you don’t agree with the new Terms, you are free to reject them; unfortunately, that means you will no longer be able to use the Services. If you use the Services in any way after a change to the Terms is effective, that means you agree to all of the changes to the Terms.

Except for changes by us as described here, no other amendment or modification of these Terms will be effective unless in writing and signed by both you and us.

What about my privacy and the privacy of my patients?

Smart Charts takes the privacy of its users very seriously. For the current Smart Charts Privacy Policy, please click here.

The Health Insurance Portability and Accountability Act of 1996 (“HIPAA”) defines policies, procedures and guidelines for maintaining the privacy and security of individually identifiable health information. You understand and agree that, if applicable, it is your responsibility to ensure your compliance with HIPAA and other applicable laws. Where we are required by law to be subject to a business associate agreement (“BAA”) to work with you, the BAA will apply. The BAA will not apply unless explicitly required by law. You should seek professional legal advice regarding your compliance with HIPAA and other applicable laws; Smart Charts does not assume any responsibility or liability for any damages resulting from your failure to do so.

The Children’s Online Privacy Protection Act (“COPPA”) requires that online service providers obtain parental consent before they knowingly collect personally identifiable information online from children who are under 13. We do not knowingly collect or solicit personally identifiable information from children under 13; if you are a child under 13, please do not attempt to register for the Services or send any personal information about yourself to us. If we learn we have collected personal information from a child under 13, we will delete that information as quickly as possible. If you believe that a child under 13 may have provided us personal information, please contact us at info@mysmartcharts.com.

What are the basics of using Smart Charts?
You are required to sign up for an account using your email address (“Smart Charts User ID”) and selecting a password after being provided an account request by an organization that has contracted with Smart Charts to provide access to the Services for their members, patients, customers, and/or partners. You promise to provide us with accurate, complete, and updated registration information about yourself. You may not select as your Smart Charts User ID a name that you don’t have the right to use, or another person’s name with the intent to impersonate that person. You may not transfer your account to anyone else without our prior written permission.

You represent and warrant that you have legal capacity to form a binding contract. If you are agreeing to these Terms on behalf of an organization or entity, you represent and warrant that you are authorized to agree to these Terms on that organization or entity’s behalf and bind them to these Terms (in which case, the references to “you” and “your” in these Terms, except for in this sentence, refer to that organization or entity).

You will only use the Services for your own internal use, and not on behalf of or for the benefit of any third party (other than for the benefit of your patients or family members of your patients, if applicable) and only in a manner that complies with all laws that apply to you. If your use of the Services is prohibited by applicable laws, then you aren’t authorized to use the Services. You agree we are not responsible for you using the Services in a way that breaks the law.

You agree not share your account or password with anyone, and you must protect the security of your account and your password. You are responsible for any activity associated with your account.

YOUR USE OF THE SERVICES IS SUBJECT TO THE FOLLOWING ADDITIONAL RESTRICTIONS:

You represent, warrant, and agree that you will not contribute any Content or User Submission (each of those terms is defined below) or otherwise use the Services or interact with the Services in a manner that:

Infringes or violates the intellectual property rights or any other rights of anyone else (including Smart Charts);
Violates any law or regulation, including any applicable export control laws or regulations relating to the practice of medicine;
Is harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable;
Jeopardizes the security of your Smart Charts account or anyone else’s (such as allowing someone else to log in to the Services as you);
Attempts, in any manner, to obtain the password, account, or other security information from any other user;
Violates the security of any computer network, or cracks any passwords or security encryption codes;
Runs Maillist, Listserv, any form of auto-responder or “spam” on the Services, or any processes that run or are activated while you are not logged into the Services, or that otherwise interfere with the proper working of the Services (including by placing an unreasonable load on the Services’ infrastructure);
“Crawls,” “scrapes,” or “spiders” any page, data, or portion of or relating to the Services or Content (through use of manual or automated means);
Copies or stores any significant portion of the Content;
Decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or information of or relating to the Services.
A violation of any of the foregoing is grounds for termination of your right to use or access the Services.

Not Medical Advice
You acknowledge that although some Content (defined below) may be provided by individuals in the medical profession, the provision of such Content does not create a medical professional/patient relationship between you and Smart Charts or between you and any other individual or entity, and does not constitute an opinion, medical advice, or diagnosis or treatment. Smart Charts does not offer medical advice or diagnoses, or engage in the practice of medicine. Our Services are not intended to be a substitute for professional medical advice, diagnosis, or treatment and are offered for informational and communicative purposes only. Healthcare providers, patients, and family members of patients should always obtain applicable diagnostic information from appropriate trusted sources. Healthcare providers should never withhold professional medical advice or delay in providing it because of something they have read in connection with our Services.

You are solely responsible for any decisions or actions you take based on the information and materials available through the Services (including patient information). Reliance on any information provided by Smart Charts or in connection with the Services is solely at your own risk.

If you think you, a family member or a patient may have a medical emergency, contact the family member or patient and/or emergency services immediately.

Does Smart Charts cost anything?
You will not pay for Smart Charts Services directly as all payments for Smart Chart Services through a separate agreement between Smart Charts and the organization sponsoring your Smart Charts account, but we reserve the right to charge for certain or all Services in the future, either pursuant to termination or non-payment of such separate agreement or otherwise. We will notify you before any Services you are then using begin carrying a fee, and if you wish to continue using such Services, you must pay all applicable fees for such Services.

What are my rights in Smart Charts?
The materials displayed or performed or available on or through the Services, including, but not limited to, text, graphics, data, articles, photos, images, illustrations, User Submissions, and so forth (all of the foregoing, the “Content”) are protected by copyright and/or other intellectual property laws. You promise to abide by all copyright notices, trademark rules, information, and restrictions contained in any Content you access through the Services, and you agree not to use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell or otherwise exploit for any purpose any Content not owned by you, (i) without the prior consent of the owner of that Content (such as from a patient, a family member of a patient or healthcare provider using the Services) or (ii) in a way that violates someone else’s (including Smart Charts) rights.

You understand that Smart Charts owns the Services. You agree not to modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in this Section), create derivative works based on, or otherwise exploit any of the Services.

The Services may allow you to copy or download certain Content; please remember that just because this functionality exists, doesn’t mean that all the restrictions above don’t apply or that you have the right to take any other action with respect to such Content.

Do I have to grant any licenses to Smart Charts or to other users?
Anything you post, upload, share, store, or otherwise provide through the Services is your “User Submission.” By uploading any User Submission in any way, you represent and warrant that you have all rights necessary to upload such User Submission (including patient consent, where applicable) and to grant Smart Charts the licenses set forth herein with respect to such User Submission.

For all User Submissions, you hereby grant Smart Charts a license to translate, modify (for technical purposes, for example making sure your content is viewable on an iPhone as well as a computer) and reproduce and otherwise act with respect to such User Submissions, in each case to enable us to operate the Services, as described in more detail below. This is a license only – your ownership in User Submissions is not affected.

If you store a User Submission in your own personal Smart Charts account (a “Personal User Submission”), you grant Smart Charts the license above, as well as a license to display, perform, and distribute your Personal User Submission for the sole purpose of making that Personal User Submission accessible to you and providing the Services necessary to do so.

You agree that the licenses you grant are royalty-free, perpetual, sublicensable, irrevocable, and worldwide. You understand and agree that it may not be possible to completely delete that content from Smart Chart’s records, and that your User Submissions may remain viewable elsewhere to the extent that they were copied or stored by Smart Charts. Moreover, you understand that Smart Chart’s data storage backup and redundancy systems may retain your User Submissions for several months after you delete your Smart Charts account, but Smart Charts will only use such User Submissions in accordance with these Terms. Notwithstanding anything to the contrary, you further agree that Smart Charts may use any and all of your User Submissions in de-identified and aggregated form to improve the Services, and you grant Smart Charts the necessary rights to do so.

You understand and agree that Smart Charts, in performing the required technical steps to provide the Services to our users (including you), may need to make changes to your User Submissions to conform and adapt those User Submissions to the technical requirements of connection networks, devices, services, or media, and the foregoing licenses include the rights to do so.

What if I see something on the Services that infringes my copyright?
You may have heard of the Digital Millennium Copyright Act (the “DMCA”), as it relates to online service providers, like Smart Charts, being asked to remove material that allegedly violates someone’s copyright. We respect others’ intellectual property rights, and we reserve the right to delete or disable Content alleged to be infringing, and to terminate the accounts of repeat alleged infringers.

Will Smart Charts ever change the Services or remove Content?
We’re always trying to improve the Services, so they may change over time. We may suspend or discontinue any part of the Services, or we may introduce new features or impose limits on certain features or restrict access to parts or all of the Services. We’ll try to give you notice when we make a material change to the Services that would adversely affect you, but this isn’t always practical.

We reserve the right to mask or remove from the Services any Content (including User Submissions) at any time, for any reason (including, but not limited to, if someone alleges you contributed that Content in violation of these Terms), in our sole discretion, and without notice.

Who is responsible for what I see and do on the Services?
Any information or content privately transmitted through the Services is the sole responsibility of the person from whom such content originated, and you access all such information and content at your own risk, and we aren’t liable for any errors or omissions in that information or content or for any damages or loss you might suffer in connection with it. We cannot control and have no duty to take any action regarding how you may interpret and use the Content or what actions you may take as a result of having been exposed to the Content, and you hereby release us from all liability for you having acquired or not acquired Content through the Services. Although we work hard to verify the identity of our users, we cannot guarantee the identity of any users with whom you interact in using the Services and are not responsible for which users gain access to the Services.

You are responsible for all Content you contribute, in any manner, to the Services, and you represent and warrant you have all rights necessary to do so, in the manner in which you contribute it. You will keep all your registration information accurate and current. You are responsible for all your activity in connection with the Services.

The Services may contain links or connections to third party websites or services that are not owned or controlled by Smart Charts. When you access third party websites or use third party services, you accept that there are risks in doing so, and that Smart Charts is not responsible for such risks. We encourage you to be aware when you leave the Services and to read the terms and conditions and privacy policy of each third party website or service that you visit or utilize.

Smart Charts may provide you with links to, or contact information for, third party sites, services, healthcare professionals, and the like. Nevertheless, Smart Charts is not responsible for, and does not endorse, any third-party content, sites, or services, including, without limitation, any healthcare providers, products, tests, procedures, services, opinions, or web sites accessed or mentioned on or through the Services.

Smart Charts has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, or practices of or opinions expressed in any third party websites or by any third party that you interact with through the Services. In addition, Smart Charts will not and cannot monitor, verify, censor or edit the content of any third party site or service. By using the Services, you release and hold us harmless from any and all liability arising from your use of any third party website or service.

Your interactions with organizations and/or individuals found on or through the Services, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such organizations and/or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties. You agree that Smart Charts shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings.

If there is a dispute between participants on this site, or between users and any third party, you agree that Smart Charts is under no obligation to become involved. In the event that you have a dispute with one or more other users, you release Smart Charts, its officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or our Services.

What if I want to stop using Smart Charts?
You’re free to terminate at any time, by contacting us at info@mysmartcharts.com; please refer to our Privacy Policy, as well as the licenses above, to understand how we treat information you provide to us after you have stopped using our Services.

Smart Charts is also free to terminate (or suspend access to) your use of the Services or your account, for any reason in our discretion, including your breach of these Terms or the request of the entity sponsoring your Smart Charts account. Smart Charts has the sole right to decide whether you are in violation of any of the restrictions set forth in these Terms.

Account termination may result in destruction of any Content associated with your account, so keep that in mind before you decide to terminate your account. We will try to provide advance notice to you prior to our terminating your account so that you are able to retrieve any important User Submissions you may have stored in your account (to the extent allowed by law and these Terms), but we may not do so if we determine it would be impractical, illegal, not in the interest of someone’s safety or security, or otherwise harmful to the rights or property of Smart Charts.

If you have deleted your account by mistake, contact us immediately at info@mysmartcharts.com – we will try to help, but unfortunately, we cannot promise that we can recover or restore anything.

Provisions that, by their nature, should survive termination of these Terms shall survive termination. By way of example, all of the following will survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, any terms regarding ownership or intellectual property rights, and terms regarding disputes between us.

What else do I need to know?
Warranty Disclaimer. Neither Smart Charts nor its licensors or suppliers makes any representations or warranties concerning any content contained in or accessed through the Services, and we will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Services. We (and our licensors and suppliers) make no representations or warranties regarding suggestions or recommendations of services or products offered or purchased through the Services. Products and services purchased or offered (whether or not following such recommendations and suggestions) through the Services are provided “AS IS” and without any warranty of any kind from Smart Charts or others (unless, with respect to such others only, provided expressly and unambiguously in writing by a designated third party for a specific product). THE SERVICES AND CONTENT ARE PROVIDED BY SMART CHARTS (AND ITS LICENSORS AND SUPPLIERS) ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON- INFRINGEMENT, OR THAT USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Limitation of Liability. TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL SMART CHARTS (OR ITS LICENSORS OR SUPPLIERS) BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, ANY OTHER COMMERCIAL DAMAGES OR LOSSES, OR MEDICAL MALPRACTICE OR NEGLIGENCE OF HEALTHCARE PROVIDERS UTILIZED IN CONJUNCTION WITH THE SERVICES, OR (B) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF THE LESSER OF (I) $1,000 OR (II) THE AMOUNTS PAID BY YOU TO SMART CHARTS IN CONNECTION WITH THE SERVICES IN THE TWELVE (12) MONTH PERIOD PRECEDING THIS APPLICABLE CLAIM, OR (C) ANY MATTER BEYOND OUR REASONABLE CONTROL. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO YOU.

Limitation of Claims. No action arising under or in connection with these Terms, regardless of the form, may be brought by you more than one (1) year after the cause of action arose; actions brought thereafter are forever barred.

Indemnity. To the fullest extent allowed by applicable law, you agree to indemnify and hold Smart Charts, its affiliates, officers, agents, employees, and partners harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to any third party claims relating to (a) your use of the Services (including any actions taken by a third party using your account), and (b) your violation of these Terms. In the event of such a claim, suit, or action (“Claim”), we will attempt to provide notice of the Claim to the contact information we have for your account (provided that failure to deliver such notice shall not eliminate or reduce your indemnification obligations hereunder).

Assignment. You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your Services account, in any way (by operation of law or otherwise) without Smart Charts’ prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations without consent.

Choice of Law; Arbitration. These Terms are governed by and will be construed under the laws of the State of Illinois, without regard to the conflicts of laws provisions thereof. Any dispute arising from or relating to the subject matter of these Terms shall be finally settled in Chicago, Illinois, in English, in accordance with the Streamlined Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. (“JAMS”) then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with such Rules. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction. Notwithstanding the foregoing obligation to arbitrate disputes, each party shall have the right to pursue injunctive or other equitable relief at any time, from any court of competent jurisdiction. For all purposes of these Terms, the parties consent to exclusive jurisdiction and venue in the state or federal courts located in, respectively, Cook County, Illinois, or the Northern District of Illinois. Any arbitration under these Terms will take place on an individual basis: class arbitrations and class actions are not permitted. YOU UNDERSTAND AND AGREE THAT BY ENTERING INTO THESE TERMS, YOU AND SMART CHARTS ARE EACH WAIVING THE RIGHT TO TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

Miscellaneous. You will be responsible for paying, withholding, filing, and reporting all taxes, duties, and other governmental assessments associated with your activity in connection with the Services, provided that Smart Charts may, in its sole discretion, do any of the foregoing on your behalf or for itself as it sees fit. The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable. You and Smart Charts agree that these Terms are the complete and exclusive statement of the mutual understanding between you and Smart Charts, and that it supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms. You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of Smart Charts, and you do not have any authority of any kind to bind Smart Charts in any respect whatsoever. You and Smart Charts agree there are no third party beneficiaries intended under these Terms.

© SMART Charts, LLC 2020