Terms and Conditions Use

Acceptance of Terms

Thank you for choosing the CLX System operated by CLX, a division of Opti-Port, LLC (“CLX”). If User (also defined herein as “You” or “you”) accesses the CLX System website (also defined herein as the “site,” “website” or “CLX website”) and uses any of CLX’s current or future products and/or services, you and all persons or entities who use the products and services on your behalf, accept these Terms and Conditions of Use. Therefore, please read these terms and conditions carefully. CLX is permitting User to use the CLX System website subject to this Agreement, along with the Privacy Policy, legal notices, and any other written agreement between parties concerning the CLX System website. If User does not agree to be bound by these Terms and Conditions, do not use or access the CLX System website, products and/or services.

All content, instructions, or information transmitted by or received from anyone presenting User’s Sign-in and password on the site will be deemed binding on You. You agree that You are solely responsible and liable for all actions taken via your password, whether or not made with your knowledge or authority. User agrees to safe keep User’s username and password carefully, with the full awareness that a failure to do so will enable others to possibly engage in transaction through the site for which User will be legally responsible and liable. If User suspects that someone who is not intended to have authority to act on User’s behalf (or your practices behalf) may have obtained access to User’s username and password, please use the 'Admin' section of the CLX website to immediately change your password and call CLX at 314-743-0781 or email customerservice@clxsystem.com.

CLX may change this Terms and Conditions of Use at any time by posting the amended terms on the CLX System website. By logging on and using the site after such an amendment, User agrees to the terms of the amended Terms and Conditions of Use.

CLX Services

The site provides User with access to a wide variety of the CLX System products and services, third party products and services, content, and system tools. User understands and agrees that CLX, at its sole discretion, at any time and without notice, reserves the right to modify, enhance, amend, or supplement any or all of its products and services. Furthermore, User understands and agrees that any such changes will automatically constitute part of the services under this Agreement, and as such, will be subject to these terms and conditions, unless expressly stated otherwise. User also understands and agrees that CLX, at its discretion, at any time and without notice, reserves the right to discontinue the site and or its related products and services, including without limitation access to any content, data, products and/or services, offered in connection therewith, in whole or in part, temporarily or permanently. CLX takes no responsibility and assumes no liability to User or any third party for any such modification or discontinuation.

Products & Services Disclaimer

CLX is not responsible for the accuracy of any claims made by the manufacturers, suppliers, distributors, service providers, or other supplier of products and/or services via the site. Before accessing or purchasing any products or services available through, or advertised and promoted via CLX, you should carefully research all information provided by the supplier and consult with supplier directly. CLX is not responsible for the quality or delivery of products or services' (including information) purchased as part of CLX's site or related services, and makes no guarantee about the products and services provided by the manufacturers, suppliers, distributors, service providers, or other suppliers. Except as otherwise expressly stated in this Agreement, CLX makes no representations or warranties concerning any software or services provided by CLX. THE FOREGOING WARRANTIES ARE IN LIEU OF, AND CLX HEREBY EXPRESSLY DISCLAIMS, ALL OTHER WARRANTIES, BOTH EXPRESS AND IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND OF FITNESS FOR A PARTICULAR PURPOSE.

Limitation of Liability

Regardless of the type of claim or the nature of the cause of action, you agree that in no event will CLX, its affiliates, contractors, service providers, employees, managers, members, officers, agents or licensors be liable in any manner whatsoever: (i) for any decision made or action taken or omitted by you in reliance upon the information provided on the website; (ii) for loss or inaccuracy of data or, cost of product or procurement of substitute goods, services or technology; (iii) for unauthorized access to alterations of your third party content or other information; and (iv) for any indirect, special, incidental, consequential, or punitive damages, including but not limited to incurred or anticipated expense(s), loss of revenues , or/and loss of profits, even if CLX has been advised of the possibility of such damages. CLX's aggregate liability and the liability of CLX's affiliates, arising from or relating to this agreement (regardless of the form of action or claim) shall in no event exceed the amount actually paid by you to CLX for the applicable CLX service giving rise to the liability, during the preceding twelve (12) months.

Indemnification

User agrees to defend and hold harmless CLX and its affiliates, employees, managers, members, officers, agents or licensors or any other party involved against all claims, suits, and proceedings brought by third parties, and User shall indemnify and hold them harmless from and against any and all related liabilities, losses, expenses, damages and costs (including, without limitation, reasonable attorneys' fees) arising out of, relating to or incurred in connection with: (i) the use of User information; (ii) any breach of warranty or other provision of this agreement by User; (iii) User's involvement in whatever form with any other users, suppliers, or third parties; and (iv) User's use of products and/or services.

Privacy

CLX will maintain the confidentiality of patient information in accordance with the Health Insurance Portability and Accountability Act of 1996, Pub. L. 104-191, as amended by the Health Information Technology for Economic and Clinical Health Act, Pub. L. 111-5, and implementing regulations, as may be amended from time to time (collectively “HIPAA”), and agrees to enter into a separate Business Associate Agreement with User. Please refer to our Privacy Policy to better understand CLX's privacy practices. Notwithstanding anything contained in these Terms, the Privacy Policy or any Business Associate Agreement executed by and between CLX and User to the contrary, and subject to all local, state and federal laws governing the privacy of patient information, CLX may create and maintain data that has been de-identified in accordance with 45 C.F.R. § 164.514(b), and may use and disclose such de-identified data for statistical analysis, product development, or any other lawful purpose, so long as CLX does not identify User or any individual person.

Billing Policy

CLX, in its sole discretion, reserves the right from time to time to change the pricing of any and all products and/or services. By agreeing to the terms and conditions of use, you grant permission to CLX to charge your credit card for all agreed upon products and services. Charges for CLX technology services are due monthly, in advance, for services rendered unless expressly stated otherwise when services are initially ordered. You will pay any late fees charged in connection with rejection of payments. Interest on any late payment of any dollar amounts due and payable under this agreement will accrue at the rate of three percent (3%) per month, or the highest rate permitted by law, whichever is lower, from the date such amount is due until finally paid.

Links to Third Party Services

The site may contain hyperlinks to third party services that are not under the control or operation of CLX. This service is provided as a convenience to our customers and CLX is not responsible for the information, content, or related services found within these third party hyperlinks. Please refer to the Terms and Conditions of Use of each third party to learn more about its specific product or service offering.

CLX System is a Portal

The services offered function as an electronic portal for service providers, customers, suppliers, distributors, and manufacturers. CLX uses best efforts on information posted but this information may contain typographical errors. CLX makes no representations about the reliability, completeness, timeliness, or accuracy of information posted on, in, linked, downloaded, reported, displayed on the website, emails, in brochures or literature distributed.