This is an Electronic Contract. Your affirmative act of using and registering for Stop Loss, LLC SOS constitutes your agreement to these Terms and your consent to enter into an agreement with us electronically in exchange for the consideration of the use of Stop Loss, LLC SOS as described herein. You also agree that we may send to you in electronic form any privacy or other notices, disclosures, reports, documents, communications or other records regarding Stop Loss, LLC SOS (collectively, “Notices”). We can send you electronic Notices (1) to the e-mail address that you provided to us during registration or (2) by posting the Notice on the applicable web page of Stop Loss, LLC SOS. The delivery of any Notice from us is effective when sent by us, regardless of whether you read the Notice when you receive it or whether you actually receive the delivery. You can withdraw your consent to receive Notices electronically by canceling or discontinuing your use of the applicable Service. In order to receive Notices electronically, you must constantly maintain the email address or web address which you have provided to us. All contracts completed electronically will be deemed for all legal purposes to be in writing and legally enforceable as a signed writing.
Stop Loss, LLC SOS is a web-based proprietary records management system. These Terms of Use and the Privacy Policy, which can be found at Terms and is expressly incorporated into these Terms of Use, govern your use of Stop Loss, LLC SOS including all use and submissions. Stop Loss, LLC SOS is provided by Stop Loss, LLC (“we” or “us”). In this Agreement, the term (“you” or "your") means the person who (or the entity on whose behalf you are acting) is agreeing to these Terms.
These Terms are effective as of the date above. We may update these terms by posting such updated terms to Stop Loss, LLC SOS or by providing email notice to you. Terms posted to Stop Loss, LLC SOS shall become effective upon posting. In the event of an update, by continuing to use Stop Loss, LLC SOS you agree to be bound by any such updated Terms. If you do not agree, you must immediately cease your use of Stop Loss, LLC SOS.
We grant you or your organization a personal, non-exclusive, non-transferable, limited and revocable license to use Stop Loss, LLC SOS for your own use and provided that you comply and remain in compliance with this Agreement. You may not circumvent any mechanisms for preventing the unauthorized access, reproduction, or distribution of Stop Loss, LLC SOS. Your license terminates immediately upon termination, revocation, or resignation. We may also terminate your account/s if we believe you are in violation of these Terms. You may not (a) sell or redistribute Stop Loss, LLC SOS or provide your user credentials to another person or entity, (b) incorporate any aspect of Stop Loss, LLC SOS into another product, or (c) reverse engineer, de-compile or disassemble Stop Loss, LLC SOS or otherwise attempt to derive the source code from Stop Loss, LLC SOS (except where expressly permitted by law). You may not modify, adapt or create derivative works from Stop Loss, LLC SOS in any way or remove proprietary notices posted on Stop Loss, LLC SOS. You may access Stop Loss, LLC SOS only through the software, interfaces, and protocols provided or authorized by us. You may not authorize or assist any third party to do any of the things prohibited in this paragraph. Any rights not specifically licensed to you for any Stop Loss, LLC SOS software are reserved by Stop Loss, LLC VA. Your license will end on the date your Stop Loss, LLC SOS service ends. Your license will also end if we modify Stop Loss, LLC SOS in a way that no longer supports the service.
We provide Stop Loss, LLC SOS “as is”, “with all faults” and “as available.” YOUR USE OF STOP LOSS SOS IS AT YOUR OWN RISK. We make no express warranties or guarantees about Stop Loss, LLC SOS or any of its information. TO THE EXTENT PERMITTED BY LAW, WE DISCLAIM IMPLIED WARRANTIES THAT THE WEBSITES, SERVICES, CONTENT AND MATERIALS ON STOP LOSS SOS ARE MERCHANTABLE, OF SATISFACTORY QUALITY, ACCURATE, FIT FOR A PARTICULAR PURPOSE OR NEED, TIMELY, RELIABLE, NON-INFRINGING or that the website, data, analytics, visualizations or the server(s) on which they are hosted are free of viruses, bugs or other harmful components. WE DO NOT GUARANTEE THAT THE RESULTS THAT MAY BE OBTAINED FROM YOUR USE OF ANY OF THE FOREGOING, INCLUDING ANY SUPPORT SERVICES, WILL BE EFFECTIVE, RELIABLE, ACCURATE OR MEET YOUR REQUIREMENTS. WE DO NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE STOP LOSS SOS AT TIMES OR LOCATIONS OF YOUR CHOOSING. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY OUR REPRESENTATIVES SHALL CREATE A WARRANTY. Every effort is made to assure that all information published is correct. However, we disclaim any liability for errors or omissions in the services and as a subscriber you assume the risk of possible errors or omissions. No advice is intended or offered by Stop Loss, LLC SOS in making any of the information available, and we disclaim any and all liability related to any decision taken by a party in reliance upon any information provided.
WE SHALL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING FROM YOUR USE OF STOP LOSS SOS. THESE EXCLUSIONS APPLY TO ANY CLAIMS FOR LOST PROFITS, LOST DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE, COMPUTER INFECTION, OR MALFUNCTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF WE KNEW OR SHOULD HAVE KNOWN THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, OUR LIABILITY IN SUCH STATE OR JURISDICTION SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. IN NO EVENT SHALL OUR CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS RELATING TO THE USE OF STOP LOSS SOS EXCEED THE TOTAL AMOUNT YOU PAID FOR THE PARTICULAR PURCHASE AT ISSUE.
You agree to indemnify, defend and hold harmless Stop Loss, LLC and all or any subsidiaries and affiliates and their respective directors, officers, employees, attorneys, assigns, successors-in-interest, contractors, vendors, suppliers, licensors, licensees and sub-licensees, from and against any and all claims, damages, causes of action, costs (including reasonable attorneys’ fees) and other expenses that arise directly or indirectly out of or from: (1) your actual or alleged breach of these Terms; (2) any allegation that any information, data, or other material you have submitted or to us infringes, misappropriates or otherwise violates the privacy, HIPAA, copyright, trademark, trade secret or other intellectual property rights of any party; and/or (3) your activities or omissions in connection with the information provided via Stop Loss, LLC SOS. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us, at your own expense, in asserting any available defenses.
We cannot, and do not, warrant that the information available through Stop Loss, LLC SOS is accurate, complete, or updated but rather is provided to the user "as is".
You may terminate use, storage, or service at any time. We may cancel or suspend your access to Stop Loss, LLC SOS at the end of your contract or for any breach of these Terms or any other agreement between you and Stop Loss, LLC. Your right to use Stop Loss, LLC SOS will end once service is terminated.
These terms and any supplemental terms, including but not limited to the Privacy Policy, updates, policies, rules and guidelines posted on Stop Loss, LLC SOS constitute the entire agreement between you and us and supersede all previous written or oral agreements. If any part of these Terms are held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.
All matters relating to the Website and these Terms of Use and any supplemental terms, updates, policies, rules and guidelines posted on Stop Loss, LLC SOS, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the Commonwealth of Virginia without giving effect to any choice or conflict of law provision or rule (whether of the Commonwealth of Virginia or any other jurisdiction).
Any legal suit, action, or proceeding arising out of, or related to, these Terms of Use or the Website shall be instituted exclusively in the federal courts of the United States or the courts of the Commonwealth of Virginia, in each case located in the City of Richmond. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.