Reputation Management Service Agreement and Waiver
DocResponse, Inc., a Delaware corporation, (“DocResponse”) is the owner and provider of a reputation management service and software program (collectively, the “Reputation Management Service”) that may be used to manage the online and commercial reputation of the individual named below (“I” or “me”), my services, and/or the quality of my employer for advertising, promotion and other commercial and business purposes. In exchange for the intangible value I will gain by participating DocResponse’s Reputation Management Service, and other good and valuable consideration, I agreed to the terms and conditions set forth in this Reputation Management Agreement and Release (“Agreement”).
I agree to provide DocResponse any information that may be reasonably necessary for the provision of the Reputation Management Service. I acknowledge and agree DocResponse is under no obligation to take any action regarding any reviews that may be posted via third-party websites or platforms. I acknowledge and agree DocResponse has no control over content posted by patients or other third-parties on the internet. I acknowledge that this service is offered for informational purposes only so that I/my employer may receive patient feedback and regulate patient satisfaction in our sole discretion.
To the fullest extent permitted by applicable law, I hereby irrevocably waive all legal and equitable rights relating to all liabilities, claims, demands, actions, suits, damages and expenses, including but not limited to claims for copyright or trademark infringement, infringement of moral rights, defamation, invasion of rights of privacy, rights of publicity, intrusion, false light, public disclosure of private facts, physical or emotional injury or distress or any similar claim or cause of action in tort, contract or any other legal theory, now known or hereafter known in any jurisdiction throughout the world arising directly or indirectly from DocResponse’s provision of the Reputation Management Service or any third party comments, material, submissions, reviews, or other information made available by or through the Reputation Management Service or posted or otherwise made available by such third party, including on the internet or by or through any website or social media service (collectively, “Claims”), and, covenants not to make or bring any such Claim against DocResponse and forever releases and discharges DocResponse from liability under such Claims.
I ACKNOWLEDGE AND AGREE THAT IN NO EVENT SHALL DOCRESPONSE BE LIABLE FOR GENERAL, DIRECT, INDIRECT, SPECIAL, EXEMPLARY, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE LOSS, DAMAGE OR EXPENSE, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, LOST REVENUES, REPUTATION LOSS OR DAMAGE, LOST BUSINESS OPPORTUNITIES WITHOUT LIMITATION AS TO WHETHER SUCH DAMAGES ARE CONSIDERED TO BE DIRECT, INDIRECT, GENERAL OR CONSEQUENTIAL DAMAGES. DOCRESPONSE SHALL NOT BE LIABLE (WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY IN TORT OR BY STATUTE OR OTHERWISE) FOR ANY AND ALL CLAIMS RELATED TO THIS AGREEMENT, EXCEPT TO THE EXTENT OF DOCRESPONSE’S GROSS NEGLIGENCE OR WILLFUL CONDUCT. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, DOCRESPONSE’S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO DOCRESPONSE FOR THE REPUTATION MANAGEMENT SERVICE DURING THE TERM, BUT IN NO CASE WILL DOCRESPONSE’S LIABILITY TO YOU EXCEED $1000. I ACKNOWLEDGE THAT IF NO FEES ARE PAID TO DOCRESPONSE FOR THE SERVICE, YOU SHALL BE LIMITED TO INJUNCTIVE RELIEF ONLY, UNLESS OTHERWISE PERMITTED BY LAW, AND SHALL NOT BE ENTITLED TO DAMAGES OF ANY KIND FROM DOCRESPONSE, REGARDLESS OF THE CAUSE OF ACTION. CERTAIN STATE AND PROVINCIAL LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. THE REPUTATION MANAGEMENT SERVICE AND ALL DOCRESPONSE CONTENT IS PROVIDED “AS-IS” AND DOCRESPONSE DISCLAIMS ANY AND ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. DOCRESPONSE CANNOT GUARANTEE AND DOES NOT PROMISE ANY SPECIFIC RESULTS FROM USE OF REPUTATION MANAGEMENT SERVICE AND/OR ANY PLATFORM APPLICATIONS.
This Agreement constitutes the sole and entire agreement of the parties with respect to the subject matter contained herein and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to such subject matter. If any term or provision of this Agreement is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. This Agreement is binding on and shall inure to the benefit of the parties hereto and their respective successors and assigns. All matters arising out of or relating to this Agreement shall be governed by and construed in accordance with the internal laws of the State of Delaware without giving effect to any choice or conflict of law provision or rule (whether of the State of Delaware or any other jurisdiction). Any claim or cause of action arising under this Agreement shall be brought only in the federal and state courts located in Harris County, Texas, and the parties hereby consent to the exclusive jurisdiction of such courts.
THIS AGREEMENT PROVIDES DOCRESPONSE WITH YOUR ABSOLUTE AND UNCONDITIONAL CONSENT, WAIVER AND RELEASE OF LIABILITY. BY SIGNING, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD ALL OF THE TERMS OF THIS WAIVER AND RELEASE AND THAT YOU ARE GIVING UP SUBSTANTIAL LEGAL RIGHTS, INCLUDING THE RIGHT TO SUE THE DOCRESPONSE.