OakTree Supervision Software License Agreement/Terms of Use
IMPORTANT--THIS AGREEMENT FORMS A PART OF THE SERVICE AGREMEENT. BY SIGNING AND/OR AGREEING TO THE SERVICE AGREEMENT OR CONTRACTUAL AGREEMENT, YOU ARE AGREEING TO THIS LICENSE AGREEMENT BEFORE YOU, THE CUSTOMER, ACCESS OAKTREE SUPERVISION. The Customer ("You") will be defined as, but not limited to, the entity, its employees, associates, affiliates, agents or representatives that will have access to OakTree Supervision (“Software Product”). This Software License and Support Agreement (this “Agreement”) is an agreement by you, the Customer, in favor of OakTree Collaborative, Inc. (“OakTree”) and Orion Healthcare Technology, Inc. (“Orion”) regarding your use of the software product known as OakTree Supervision (accessed through any myOakTreeSupervision.com web site and hosted by OakTree and/or Orion’s web server(s)), which includes access to and use of computer software and a related database and may include associated media, printed materials, and “online” or electronic documentation including questions, images, icons and text incorporated into and/or accompanying the software (collectively, the “Software Product”).
You have agreed to purchase one or more licenses of the Software Product at the prices and upon the terms set forth in the Service Agreement and any additional Attachments. This Agreement shall govern your use of the Software Product. In exchange for your agreement to these terms, OakTree and Orion agrees to grant you the license as described below, provide the customer support described below and, if you have elected this option, to install the Software Product on your system.
BY INSTALLING OR USING THE SOFTWARE PRODUCT, YOU ARE AGREEING TO BE LEGALLY BOUND BY THE TERMS OF THIS SOFTWARE LICENSE AND SUPPORT AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT ATTEMPT TO ACCESS OR OTHERWISE USE THE SOFTWARE PRODUCT. INSTEAD, PROMPTLY CONTACT ORION FOR INSTRUCTIONS.
You are acquiring a limited, non-exclusive license to access the Software Product and the number of computers (or licenses) that you obtain a license for, as set out more fully below.
The Software Product is protected by copyright laws and international copyright treaties as well as other intellectual property laws and treaties. The Software Product is licensed, not sold.
Permitted Use/Grant of License
OakTree and Orion hereby grants to you a personal, non-transferable and non-exclusive right to use the Software Product for the duration of your subscription, as described in the Service Agreement. This "subscription" permits you to log on and use one (1) copy of the Software Product on a single computer at any single time; if you wish to use the Software Product for additional users, you must obtain a separate license for each user. The Software Product shall be in “use” on a computer when it is accessed via the Internet with the end user's ID and password and Organization ID.
Reservation of Rights
All rights not expressly granted are reserved by OakTree.
Copyright/Restrictions on Use/No Modification of Code
The Software Product (including the written materials, questions, images, icons and text incorporated into and/or accompanying the software) is owned by OakTree and is protected by United States copyright laws. The Software Product also contains trade secrets and other proprietary materials. You agree that you will not (1) copy the Software Product or any portion thereof, including, without limitation, the source code or any single line of code contained in the Software Product; (2) copy any of the written materials for any purpose; (3) modify, rent, lease, loan, create derivative works based upon, copy or distribute the Software Product in whole or in part; (4) export or grant a sub-license of the Software Product or the license contained herein to any other party unless authorized by OakTree in writing; (5) allow the Software Product to be used by more than the number of users for which licenses have been purchased; and (6) reverse engineer, decompile, or disassemble the Software Product.
Any such modification or attempt to modify shall void all warranties of the Software Product and will cause you to incur additional service fees for the repair and restoration of the Software Product. Further, you expressly agree that you will not run any scripts, stored procedures or other code against Software Product without the prior written authorization from the President of OakTree or Orion.
This Agreement constitutes a license for use only and is not in any way a transfer of ownership rights to the Software.
Limited Warranty
OakTree warrants that the Software Product will perform substantially in accordance with the accompanying written materials for a period of one (1) year from the date of receipt by you of the Software Product provided that you comply at all times with all terms of this Agreement (including the restrictions on use and the nonmodification restriction) and further provided that your computer system meets the minimum system requirements set forth in this Agreement and any minimum system requirement of any future upgrade of the Software Product utilized by you.
OakTree disclaims all other warranties, either express or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose, with regard to the software product and the accompanying written materials. Orion does not warrant that the software product will meet your particular requirements or that its operation will be error free.
In no event shall OakTree be liable for any damages whatsoever (including, without limitation, direct, indirect, special or consequential damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss) arising out of the use or inability to use this software product, even if OakTree has been advised of the possibility of such damages. In any case, OakTree’s entire liability under any provision of this agreement shall be limited to the amount actually paid by you for the software product. The limitations and exclusions stated herein shall survive a breach of this agreement.
OakTree is not responsible for any problems that may occur as a result of any incompatibility between the Software Product and any other software or hardware.
Some states/jurisdictions do not allow the exclusion of implied warranties, nor the exclusion or limitation of liability for consequential or incidental damages. THEREFORE, THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU. IN THAT EVENT, ANY IMPLIED WARRANTIES ARE LIMITED IN DURATION TO THIRTY (30) DAYS FROM THE DATE OF DELIVERY OF THE SOFTWARE PRODUCT.
Recommended System Requirements
The Software Product has been designed to run on a system (computer workstation) with the following minimum requirements and by using the Software Product you agree to have the following in place at all times:
Platforms and Devices Supported
Minimum System Requirements for Future Software Product Upgrades/Updates
In addition, you agree that with respect to any upgrades/updates you purchase (or are granted at no charge) in the future for the Software Product, you will upgrade your computer server, desktops and other systems to meet any new or additional System Requirements for such upgrade.
Customer Support
Orion shall provide active software support services, for software issues, limited to 4 hours per calendar month, by accessing Orion’s help desk via phone, web (via the Help Center) or e-mail, from 8:00 a.m. to 5:00 p.m. CST, Monday through Friday. Any time spent above and beyond the four hours of support per calendar month is subject to be billed to you at the rate of $100 per hour. Included in your customer support services may include, but not limited to, 24-hour access to online help center for user guides and tutorials at no charge.
Orion will also apply periodic updates/upgrades to the Software Product at no charge to customers who have current subscriptions. Note: updates/upgrades may not include access to new features or modules.
Data Retrieval for AccuCare Web
OakTree securely stores all customer data on web servers, which are backed up on a daily basis. Data is stored in a secure, environmentally controlled environment. Only an authorized release of information will allow access to these backups (hourly fees may apply). In the event your organization requests Orion to perform data backup procedures (and archiving) for the Software product, you will be charged a fee at Orion's current market rate for that service. OakTree and Orion is not liable for any negligence from the customer regarding their responsibility to comply with HIPAA or other data security regulations.
Termination
Orion may terminate this license without notice if you fail at any time to comply with any of the terms of this Agreement. Such termination by Orion shall be in addition to any and all other legal remedies that may be available to Orion.
Miscellaneous
This is the entire agreement between you OakTree and Orion concerning your license to use the Software Product and related materials. This Agreement supersedes all prior agreements, whether oral or written, regarding this subject matter. Except with respect to Minimum System Requirements necessitated by upgrades of the Software Product and an annual increase in the customer support fee (or increases in subscription fees), no amendment to or modification of this Agreement shall be binding unless in writing and signed by duly authorized representative of Orion. This Agreement shall be governed by the laws of the State of Nebraska. Should you have any questions concerning this Agreement, or if you desire to contact Orion for any reason, please contact either at the following address: Orion Healthcare Technology, Inc., 18047 Oak Street, Omaha, NE 68130 (402) 341-8880 or at [email protected].
IMPORTANT--THIS AGREEMENT FORMS A PART OF THE SERVICE AGREMEENT. BY SIGNING AND/OR AGREEING TO THE SERVICE AGREEMENT OR CONTRACTUAL AGREEMENT, YOU ARE AGREEING TO THIS LICENSE AGREEMENT BEFORE YOU, THE CUSTOMER, ACCESS OAKTREE SUPERVISION. The Customer ("You") will be defined as, but not limited to, the entity, its employees, associates, affiliates, agents or representatives that will have access to OakTree Supervision (“Software Product”). This Software License and Support Agreement (this “Agreement”) is an agreement by you, the Customer, in favor of OakTree Collaborative, Inc. (“OakTree”) and Orion Healthcare Technology, Inc. (“Orion”) regarding your use of the software product known as OakTree Supervision (accessed through any myOakTreeSupervision.com web site and hosted by OakTree and/or Orion’s web server(s)), which includes access to and use of computer software and a related database and may include associated media, printed materials, and “online” or electronic documentation including questions, images, icons and text incorporated into and/or accompanying the software (collectively, the “Software Product”).
You have agreed to purchase one or more licenses of the Software Product at the prices and upon the terms set forth in the Service Agreement and any additional Attachments. This Agreement shall govern your use of the Software Product. In exchange for your agreement to these terms, OakTree and Orion agrees to grant you the license as described below, provide the customer support described below and, if you have elected this option, to install the Software Product on your system.
BY INSTALLING OR USING THE SOFTWARE PRODUCT, YOU ARE AGREEING TO BE LEGALLY BOUND BY THE TERMS OF THIS SOFTWARE LICENSE AND SUPPORT AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT ATTEMPT TO ACCESS OR OTHERWISE USE THE SOFTWARE PRODUCT. INSTEAD, PROMPTLY CONTACT ORION FOR INSTRUCTIONS.
You are acquiring a limited, non-exclusive license to access the Software Product and the number of computers (or licenses) that you obtain a license for, as set out more fully below.
The Software Product is protected by copyright laws and international copyright treaties as well as other intellectual property laws and treaties. The Software Product is licensed, not sold.
Permitted Use/Grant of License
OakTree and Orion hereby grants to you a personal, non-transferable and non-exclusive right to use the Software Product for the duration of your subscription, as described in the Service Agreement. This "subscription" permits you to log on and use one (1) copy of the Software Product on a single computer at any single time; if you wish to use the Software Product for additional users, you must obtain a separate license for each user. The Software Product shall be in “use” on a computer when it is accessed via the Internet with the end user's ID and password and Organization ID.
Reservation of Rights
All rights not expressly granted are reserved by OakTree.
Copyright/Restrictions on Use/No Modification of Code
The Software Product (including the written materials, questions, images, icons and text incorporated into and/or accompanying the software) is owned by OakTree and is protected by United States copyright laws. The Software Product also contains trade secrets and other proprietary materials. You agree that you will not (1) copy the Software Product or any portion thereof, including, without limitation, the source code or any single line of code contained in the Software Product; (2) copy any of the written materials for any purpose; (3) modify, rent, lease, loan, create derivative works based upon, copy or distribute the Software Product in whole or in part; (4) export or grant a sub-license of the Software Product or the license contained herein to any other party unless authorized by OakTree in writing; (5) allow the Software Product to be used by more than the number of users for which licenses have been purchased; and (6) reverse engineer, decompile, or disassemble the Software Product.
Any such modification or attempt to modify shall void all warranties of the Software Product and will cause you to incur additional service fees for the repair and restoration of the Software Product. Further, you expressly agree that you will not run any scripts, stored procedures or other code against Software Product without the prior written authorization from the President of OakTree or Orion.
This Agreement constitutes a license for use only and is not in any way a transfer of ownership rights to the Software.
Limited Warranty
OakTree warrants that the Software Product will perform substantially in accordance with the accompanying written materials for a period of one (1) year from the date of receipt by you of the Software Product provided that you comply at all times with all terms of this Agreement (including the restrictions on use and the nonmodification restriction) and further provided that your computer system meets the minimum system requirements set forth in this Agreement and any minimum system requirement of any future upgrade of the Software Product utilized by you.
OakTree disclaims all other warranties, either express or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose, with regard to the software product and the accompanying written materials. Orion does not warrant that the software product will meet your particular requirements or that its operation will be error free.
In no event shall OakTree be liable for any damages whatsoever (including, without limitation, direct, indirect, special or consequential damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss) arising out of the use or inability to use this software product, even if OakTree has been advised of the possibility of such damages. In any case, OakTree’s entire liability under any provision of this agreement shall be limited to the amount actually paid by you for the software product. The limitations and exclusions stated herein shall survive a breach of this agreement.
OakTree is not responsible for any problems that may occur as a result of any incompatibility between the Software Product and any other software or hardware.
Some states/jurisdictions do not allow the exclusion of implied warranties, nor the exclusion or limitation of liability for consequential or incidental damages. THEREFORE, THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU. IN THAT EVENT, ANY IMPLIED WARRANTIES ARE LIMITED IN DURATION TO THIRTY (30) DAYS FROM THE DATE OF DELIVERY OF THE SOFTWARE PRODUCT.
Recommended System Requirements
The Software Product has been designed to run on a system (computer workstation) with the following minimum requirements and by using the Software Product you agree to have the following in place at all times:
- Operating System: Windows 10 or Higher
- Web Browser: Google Chrome
- Internet Connection: Broadband (DSL, Satellite, Cable)
Platforms and Devices Supported
- Web browsers (Chrome, Firefox, Edge, Safari)
- Windows or Mac Laptop and Desktops that support web browsers
- Mobile devices (tablets, phones, etc. that support web browsers)
Minimum System Requirements for Future Software Product Upgrades/Updates
In addition, you agree that with respect to any upgrades/updates you purchase (or are granted at no charge) in the future for the Software Product, you will upgrade your computer server, desktops and other systems to meet any new or additional System Requirements for such upgrade.
Customer Support
Orion shall provide active software support services, for software issues, limited to 4 hours per calendar month, by accessing Orion’s help desk via phone, web (via the Help Center) or e-mail, from 8:00 a.m. to 5:00 p.m. CST, Monday through Friday. Any time spent above and beyond the four hours of support per calendar month is subject to be billed to you at the rate of $100 per hour. Included in your customer support services may include, but not limited to, 24-hour access to online help center for user guides and tutorials at no charge.
Orion will also apply periodic updates/upgrades to the Software Product at no charge to customers who have current subscriptions. Note: updates/upgrades may not include access to new features or modules.
Data Retrieval for AccuCare Web
OakTree securely stores all customer data on web servers, which are backed up on a daily basis. Data is stored in a secure, environmentally controlled environment. Only an authorized release of information will allow access to these backups (hourly fees may apply). In the event your organization requests Orion to perform data backup procedures (and archiving) for the Software product, you will be charged a fee at Orion's current market rate for that service. OakTree and Orion is not liable for any negligence from the customer regarding their responsibility to comply with HIPAA or other data security regulations.
Termination
Orion may terminate this license without notice if you fail at any time to comply with any of the terms of this Agreement. Such termination by Orion shall be in addition to any and all other legal remedies that may be available to Orion.
Miscellaneous
This is the entire agreement between you OakTree and Orion concerning your license to use the Software Product and related materials. This Agreement supersedes all prior agreements, whether oral or written, regarding this subject matter. Except with respect to Minimum System Requirements necessitated by upgrades of the Software Product and an annual increase in the customer support fee (or increases in subscription fees), no amendment to or modification of this Agreement shall be binding unless in writing and signed by duly authorized representative of Orion. This Agreement shall be governed by the laws of the State of Nebraska. Should you have any questions concerning this Agreement, or if you desire to contact Orion for any reason, please contact either at the following address: Orion Healthcare Technology, Inc., 18047 Oak Street, Omaha, NE 68130 (402) 341-8880 or at [email protected].