AGREEMENT BETWEEN USER AND APCI

The APCI Web Site (the “Site”) is comprised of various Web pages, software applications, platforms, and modules operated by APCI. The Site is offered to you conditioned on your acceptance without modification of the terms, conditions, and notices (“Terms of Use”) contained herein. Your use of the Site constitutes your agreement to all such Terms of Use, and by accessing, viewing, or using the Site, you indicate that you understand and intend these Terms of Use to be the legal equivalent of a signed, written contract, and equally binding. If you do not agree with the Terms of Use, you are not granted permission to use the Site and should exit immediately.

MODIFICATION OF TERMS OF USE

APCI reserves the right to change the Terms of Use, including but not limited to the charges associated with the use of the Site. Your continued access of the Site will constitute your acceptance of any changes or revisions to the Terms of Use. 
 
MODIFICATION OF THE SITE

APCI reserves the right, but undertakes no duty, in its sole discretion and with or without notice, to review, edit, move, add, delete, or otherwise change any features, functionality, or content available on or through, or downloadable from, the Site, including without limitation any content provided by you. This includes updates or upgrades to the Site, automatic or otherwise. You agree to accept, and to take no action to interfere with, automatic upgrades or updates. Any changes to the Site may not be consistent across all platforms or devices used to access the Site.
 
THIRD PARTY RESOURCES

The Site may contain links to, or otherwise make available, applications, destinations, services, products, information, content, materials, merchandise, functionality, and other resources provided by third parties ("Third Party Resources"). You hereby irrevocably waive any claim against us with respect to such Third Party Resources. Access to Third Party Resources is provided only as a convenience to you, and the inclusion of any link does not imply endorsement by APCI of the Third Party Resource, or any association between APCI and the provider of the Third Party Resource. If you access or use any Third Party Resource you do so at your own risk, because APCI does not control the content of the Third Party Resources, and cannot be held responsible for the accuracy, copyright compliance, legality, or decency of material contained in or made available by Third Party Resources. APCI reserves the right to terminate any links or access to Third Party Resources at any time. Your use of any Third Party Resources is subject to the Third Party’s terms, conditions, and policies applicable to such products, services, or materials.
APCI permits its users to access the Site through certain Third Party Resources such as Facebook and Google. When you access the Site through a Third Party Resource, personal identifying information or other private information may be disclosed to APCI. APCI does not control or manage the privacy practices of Third Parties, and APCI is not responsible for the privacy or security of any information you share with Third Parties. You are subject to the privacy practices of those Third Parties when you provide information to or use Third Party Resources.



UNLAWFUL OR PROHIBITED USE
 
As a condition of your use of the Site, you warrant to APCI that you will not use the Site for any purpose that is unlawful or prohibited by these Terms of Use. You further warrant that you will not use the Site in any manner that could damage, disable, overburden, or impair the Site or interfere with any other person’s use and enjoyment of the Site. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Site.
You agree to take reasonable steps to prevent unauthorized access to the Site, including protecting your passwords and log-in information. If you suspect or know of any unauthorized access or use of the Site, you agree to notify use immediately so that we may take action to stop any security breach. You are responsible and liable for any use of the Site through your account whether authorized or unauthorized.
You agree not to use the Site in any way to allow third parties to exploit the Site or share non-public features or content of the Site with any third party.
You acknowledge that protected health information (“PHI”) requires special safeguarding and agree to abide by the laws of the United States and your State, including the Health Insurance Portability and Accountability Act, regarding the protection and disclosure of PHI provided to or contained in the Site.
You agree not to access the Site in order to build a competitive product or service, to build a product using similar ideas, features, functions, or graphics of the Site, or to copy any ideas, features, functions, or graphics of the Site. In the event that APCI suspects any violation of these requirements, it may suspend your access to the Site without advanced notice, in addition to any other available remedies.
If you breach, violate, fail to follow, or act inconsistently with any part of the Terms of Use, we may terminate, discontinue, suspend, or restrict your ability to access, visit, or use the Site or any portion thereof, with or without notice, in addition to our other remedies. We reserve the right, in addition to our other remedies, to take any technical, legal, or other action(s) that we deem necessary and appropriate, with or without notice, to prevent violations, enforce the Terms of Use, and remediate any purported violations.

USE OF COMMUNICATION SERVICES

The Site may contain bulletin board services, comment sections, chat areas, news groups, forums, communities, personal web pages, calendars, and/or other message or communication facilities designed to enable you to communicate with the public at large or with a group (collectively, "Communication Services"), you agree to use the Communication Services only to post, send, and receive messages and material that are proper and related to the particular Communication Service. By way of example, and not as a limitation, you agree that when using a Communication Service, you will not:
Defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
Publish, post, upload, distribute, or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent. or unlawful topic, name, material or information.
Upload files that contain software or other material protected by intellectual property laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents.
Upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another's computer.
Advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages.
Conduct or forward surveys, contests, pyramid schemes, or chain letters.
Download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner.
Falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded.
Restrict or inhibit any other user from using and enjoying the Communication Services.
Violate any code of conduct or other guidelines that may be applicable to any particular Communication Service.
Harvest or otherwise collect information about others, including e-mail addresses, without their consent.
Violate any applicable laws or regulations.

APCI has no obligation to monitor the Communication Services. However, APCI reserves the right to review materials posted to a Communication Service and to remove any materials in its sole discretion. APCI reserves the right to terminate your access to any or all of the Communication Services at any time without notice for any reason whatsoever.
APCI reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process, or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in APCI's sole discretion.
Always use caution when giving out any personally identifying information about yourself or any other person in any Communication Service. APCI does not control or endorse the content, messages or information found in any Communication Service and, therefore, APCI specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service.
Managers and hosts are not authorized APCI spokespersons, and their views do not necessarily reflect those of APCI.
Materials uploaded to a Communication Service may be subject to posted limitations on usage, reproduction, and dissemination. You are responsible for adhering to such limitations if you download the materials.
 
MATERIALS PROVIDED TO APCI OR POSTED AT ANY APCI WEB SITE

APCI does not claim ownership of any materials or information you provide to APCI (including feedback and suggestions) or post, upload, input, or submit to the Site (collectively "Submissions"). However, by posting, uploading, inputting, providing, or submitting your Submission you are granting APCI, its affiliated companies, and necessary sublicensees permission to use your Submission in connection with the operation of their Internet businesses including, without limitation, the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate, and reformat your Submission; and to publish your name in connection with your Submission.
No compensation will be paid with respect to the use of your Submission, as provided herein. APCI is under no obligation to post or use any Submission you may provide and may remove any Submission at any time in APCI's sole discretion.
By posting, uploading, inputting, providing, or submitting your Submission you warrant and represent that you own or otherwise control all of the rights to your Submission as described in this section including, without limitation, all the rights necessary for you to provide, post, upload, input, or submit the Submissions.
You recognize that hosting data remotely involves risks of unauthorized disclosure or exposure and that, in accessing and using the Site, you assume such risks. APCI offers no representation, warranty, or guarantee that your data or information will not be exposed or disclosed through errors or the actions of third parties.
 
LIABILITY DISCLAIMER

THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. APCI MAY MAKE IMPROVEMENTS OR CHANGES IN THE SITE AT ANY TIME. ADVICE RECEIVED VIA THE SITE SHOULD NOT BE RELIED UPON FOR PERSONAL, MEDICAL, LEGAL, OR FINANCIAL DECISIONS AND YOU SHOULD CONSULT AN APPROPRIATE PROFESSIONAL FOR SPECIFIC ADVICE TAILORED TO YOUR SITUATION.
APCI MAKES NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE SITE OR THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS CONTAINED ON THE SITE FOR ANY PURPOSE, ALL OF WHICH ARE PROVIDED "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND. APCI HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE SITE AND THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WITHOUT LIMITATION, APCI SPECIFICALLY DISCLAIMS ANY WARRANTY THAT (i) THE SITE WILL MEET YOUR REQUIREMENTS OR WILL BE CONSTANTLY AVAILABLE, UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (ii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE WILL BE EFFECTIVE, ACCURATE, OR RELIABLE; (iii) THE QUALITY OF THE SITE WILL MEET YOUR EXPECTATIONS; OR THAT (iv) ANY ERRORS OR DEFECTS IN THE SITE WILL BE CORRECTED.
IN NO EVENT SHALL APCI BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES, OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA, GOODWILL, OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SITE, WITH THE DELAY OR INABILITY TO USE THE SITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS OBTAINED THROUGH THE SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, EVEN IF APCI HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.
SERVICE CONTACT
Richard Kirby, webmaster@apcinet.com

ACCESS TERMINATION OR RESTRICTION

APCI reserves the right, in its sole discretion, to terminate your access to the Site and the related services or any portion thereof at any time, without notice.

INDEMNIFICATION

You agree to indemnify, defend, and hold harmless APCI (including its directors, officers, employees, agents, and affiliates) from and against any and all claims, liabilities, losses or damages (including reasonable attorney fees, expert witness fees, expenses, judgments, and costs of settlement) arising out of or with respect to your use of the Site or your violation of any of these Terms and Conditions.

GENERAL

The Site is controlled by APCI at its headquarters in Birmingham, Alabama. Therefore, to the maximum extent permitted by law, these Terms of Use are governed by the laws of the State of Alabama, and you hereby consent to the exclusive jurisdiction and venue of courts in Birmingham, Jefferson County, Alabama, for all disputes arising out of or relating to the use of the Site or the Terms of Use. Use of the Site is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms of Use, including, without limitation, this paragraph.
You agree that no joint venture, partnership, employment, or agency relationship exists between you and APCI as a result of the Terms of Use or your use of the Site.
APCI's performance of the Terms of Use is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of APCI's right to comply with governmental, court, and law enforcement requests or requirements relating to your use of the Site or information provided to or gathered by APCI with respect to such use.
If any part of these Terms of Use is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Terms of Use shall continue in effect.
Unless otherwise specified herein, these Terms of Use and any subsequent modifications thereto constitute the entire agreement between the user and APCI with respect to the Site and supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between the user and APCI with respect to the Site. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms of Use to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
 
COPYRIGHT NOTICE

Copyright © 2018 by American Pharmacy Cooperative, Inc.
All material contained in this Site is protected by law, including but not limited to, United States copyright law. Except as indicated, APCI is the owner of the copyright in the entire content (including images, text, and look and feel attributes) of *.apcinet.com, and reserves all rights in that regard. Removing or altering the copyright notice on any material on the Site is prohibited. APCI also owns a copyright in this Site as a collective work and/or compilation, and in the selection, coordination, arrangement, organization, and enhancement of Site content. Any commercial use of Site content is prohibited without the prior written consent of APCI. Except as indicated, APCI owns all trademarks, service marks, or other logos featured on the Site. Use or misuse of these trademarks, service mark, or logos is expressly prohibited and may violate federal and state law. Please be advised that APCI actively and aggressively enforces its intellectual property rights to the fullest extent of the law.
 
TRADEMARKS

The names of actual companies and products included in the Site may be the trademarks of their respective owners.
The example companies, organizations, products, people, and events depicted in the Site are fictitious. No association with any real company, organization, product, person, or event is intended or should be inferred.