Terms and Services

SCRIPTLINKRX TERMS OF USE

Effective Date: 09/01/2024

1. Description of Services

SCRIPTLINKRX LLC (“SCRIPTLINKRX,” “we,” “our,” or “us”) is a pharmacy fulfillment service that connects pharmacies (“Pharmacy A”) with compounding prescriptions to other pharmacies (“Pharmacy B”) capable of filling those prescriptions. SCRIPTLINKRX acts as an intermediary to facilitate the transfer and fulfillment of prescriptions, including but not limited to compounding medications, specialty medications, and medical equipment.

These Terms of Use (“Terms”) constitute a binding agreement between you (“Client,” “you,” or “your”) and SCRIPTLINKRX LLC, governing your access to and use of our Services, including any related software, tools, applications, or websites provided by SCRIPTLINKRX (the “Site”).

By accessing or using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the Services.

2. User Rights and Responsibilities

2.1 Rights/License to Access Services

Subject to your compliance with these Terms, SCRIPTLINKRX grants you a limited, non-exclusive, non-transferable, and revocable license to access and use the Services solely for your internal business purposes. This license does not permit you to resell or use the Services for commercial gain beyond your internal business operations. All rights not expressly granted herein are reserved by SCRIPTLINKRX.

2.2 Prohibited Actions

You agree not to:

• Copy, reproduce, modify, create derivative works from, publicly display, or distribute any part of the Services without our prior written consent.
• Reverse engineer, decompile, or disassemble any software, source code, or algorithms associated with the Services, or otherwise attempt to derive the source code or underlying ideas or algorithms of any part of the Services.
• Use the Services in any manner that could interfere with, disrupt, negatively affect, or inhibit other users from fully enjoying the Services, or that could damage, disable, overburden, or impair the functionality of the Services.
• Attempt to gain unauthorized access to the Services or related systems or networks, or any user accounts, through hacking, password mining, or any other means.
• Engage in any unlawful or fraudulent activities, or otherwise use the Services for any purpose that is illegal or prohibited under these Terms.

3. Payment Terms

3.1 Payment Process

As a pharmacy fulfillment service, SCRIPTLINKRX may collect payment information from patients to process co-payments or other charges related to the prescriptions filled by Pharmacy B. All payments made by patients or pharmacies are subject to the terms provided at the time of transaction. Pharmacies are responsible for ensuring that all billing information provided to SCRIPTLINKRX is complete and accurate.

3.2 No Subscription Model

SCRIPTLINKRX does not operate on a subscription model. Pharmacies and patients are billed per transaction or fulfillment service as agreed upon at the time of service.

4. Disclaimers and Limitations of Liability

4.1 Disclaimers

The Services are provided on an “as is” and “as available” basis. To the fullest extent permitted by law, SCRIPTLINKRX expressly disclaims all warranties, whether express or implied, including but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Services will be uninterrupted, timely, secure, or error-free, or that any errors or defects in the Services will be corrected. Your use of the Services is at your own risk.

4.2 Limitation of Liability

To the fullest extent permitted by law, SCRIPTLINKRX and its affiliates, officers, directors, employees, agents, licensors, and service providers shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses, resulting from (i) your access to or use of or inability to access or use the Services; (ii) any unauthorized access to or use of our servers and/or any personal information stored therein; (iii) any interruption or cessation of transmission to or from the Services; (iv) any bugs, viruses, trojan horses, or the like that may be transmitted to or through the Services by any third party; (v) any errors or omissions in any content or for any loss or damage incurred as a result of the use of any content posted, emailed, transmitted, or otherwise made available through the Services; and/or (vi) the defamatory, offensive, or illegal conduct of any third party. In no event shall SCRIPTLINKRX’s aggregate liability for all claims related to the Services exceed the total amount paid by you to SCRIPTLINKRX for the Services in the twelve (12) months preceding the claim.

5. Indemnification

You agree to indemnify, defend, and hold harmless SCRIPTLINKRX, its affiliates, officers, directors, employees, agents, licensors, and service providers from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys’ fees) that arise from or relate to (i) your use or misuse of the Services; (ii) your breach of these Terms; (iii) your violation of any law or regulation; or (iv) your infringement of any intellectual property or other rights of any third party.

6. Privacy

Your use of the Services is governed by our Privacy Policy, which is incorporated by reference into these Terms. The Privacy Policy outlines how we collect, use, and protect your personal information. By using the Services, you agree to the terms of the Privacy Policy.

7. Termination

SCRIPTLINKRX may, in its sole discretion, terminate or suspend your access to the Services at any time, with or without cause, and with or without notice, effective immediately. Upon termination, your right to use the Services will immediately cease, and any data or content you have stored within the Services may no longer be accessible. Termination does not affect your obligation to pay any outstanding fees or your obligation to comply with these Terms, which shall survive termination.

8. Intellectual Property Rights

All content, trademarks, service marks, logos, and other intellectual property displayed on the Site or in connection with the Services are the property of SCRIPTLINKRX or its licensors. You are not granted any right or license to use any trademarks, service marks, logos, or other intellectual property without the express written permission of SCRIPTLINKRX or the respective owner.

9. Governing Law and Dispute Resolution

These Terms and any disputes arising out of or relating to these Terms or the Services will be governed by and construed in accordance with the laws of the State of [Insert State], without regard to its conflict of law principles. Any legal suit, action, or proceeding arising out of, or related to, these Terms or the Services shall be instituted exclusively in the federal or state courts located in [Insert County], [Insert State]. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

10. Modifications to Terms

SCRIPTLINKRX reserves the right to modify or update these Terms at any time in its sole discretion. We will notify you of any changes by posting the new Terms on our Site or by other electronic means. Your continued use of the Services after any such changes have been made constitutes your acceptance of the new Terms.

11. Miscellaneous

11.1 Entire Agreement

These Terms, along with our Privacy Policy, constitute the entire agreement between you and SCRIPTLINKRX regarding your use of the Services and supersede all prior or contemporaneous communications, agreements, and understandings, whether written or oral, regarding the subject matter hereof.

11.2 Severability

If any provision of these Terms is found to be unlawful, void, or unenforceable, that provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provisions.

11.3 Waiver

No waiver of any term of these Terms will be deemed a further or continuing waiver of such term or any other term, and SCRIPTLINKRX’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

11.4 Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without the prior written consent of SCRIPTLINKRX. Any attempt by you to assign or transfer these Terms, without such consent, will be null and void. SCRIPTLINKRX may freely assign or transfer these Terms, in whole or in part, without restriction and without notice to you.

11.5 Survival

The provisions of these Terms that by their nature should survive the termination of your access to the Services, including but not limited to Sections 4 (Disclaimers and Limitations of Liability), 5 (Indemnification), 7 (Termination), 8 (Intellectual Property Rights), 9 (Governing Law and Dispute Resolution), and this Section 11 (Miscellaneous), shall survive such termination.

11.6 No Third-Party Beneficiaries

These Terms are for the sole benefit of the parties hereto and their permitted successors and assigns, and nothing herein, express or implied, is intended to or shall confer upon any other person or entity any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of these Terms.

11.7 Force Majeure

SCRIPTLINKRX shall not be liable for any failure or delay in performing its obligations under these Terms if such failure or delay is caused by circumstances beyond its reasonable control, including, but not limited to, acts of God, war, terrorism, strikes, labor disputes, natural disasters, pandemics, or interruptions in communication or transportation networks.

11.8 Notices

All notices, requests, demands, and other communications required or permitted under these Terms shall be in writing and shall be deemed to have been duly given if delivered personally, sent by certified mail (return receipt requested), or sent by email (with confirmation of receipt) to the following address or email address (or to such other address or email address as a party may designate by notice to the other party):

SCRIPTLINKRX LLC

11.9 Headings

The section headings in these Terms are for convenience only and have no legal or contractual effect.

11.10 No Agency

No agency, partnership, joint venture, employee-employer, or franchisor-franchisee relationship is intended or created by these Terms. Neither party has any authority to act on behalf of or bind the other in any manner.

11.11 Interpretation

In these Terms, “including” means “including without limitation,” and any examples we give are illustrative and not the sole examples of a particular concept.

11.12 Electronic Communications

By using the Services, you agree to receive communications from us electronically, such as emails, texts, or notices posted on the Site. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

12. Refund Policy

By law, we cannot accept returns of prescription products for reuse or resale. However, if you feel we have made an error in filling the prescription, please call the pharmacy number provided in your text message with details of the error. We will request special authorization for a return of the prescription.