Welcome to UPG's mobile platform. These UPG Mobile Terms of Use (the "Terms") apply to software applications (including mobile applications) that we operate (an "Application" or together the "Applications").

By using our Applications the user ("You") are agreeing to these Terms. Please read them carefully.

We may modify these Terms at any time by posting the revised Terms in the Applications. You can determine when these Terms were last revised by referring to the "LAST UPDATED" legend at the bottom of these Terms. Any modifications will be effective immediately upon such posting. Your use of, or access to, the Applications after such modifications are posted will signify Your acceptance of the modifications and Your agreement to be bound by them. Notwithstanding the foregoing, any modifications to these Terms shall not apply to any dispute between us arising prior to the date on which we post the revised Terms that contain such modifications.

Disclaimer
Information on the Applications is provided "AS IS" without warranty of any kind, either express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, or non-infringement. Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusion may not apply to You. The data set forth herein is for informational purposes only, and no warranty is made that the information is error-free. Please note that once You leave an Application or arrive at an Application from another source, either by using a link we may have provided for Your convenience or by specifying Your own destination, UPG accepts no responsibility for the content, products and/or services provided at these external websites or applications. UPG does not control, endorse, promote or have any affiliation with any other website or software application (including mobile applications) unless expressly stated herein.

Limitation of Liability
IN NO EVENT WILL UPG BE LIABLE TO ANY PARTY FOR ANY DIRECT, INDIRECT, SPECIAL OR OTHER CONSEQUENTIAL DAMAGES ARISING OUT OF ANY USE OF THE APPLICATIONS, OR ANY OTHER HYPER-LINKED WEBSITE OR SOFTWARE APPLICATION (INCLUDING MOBILE APPLICATIONS), INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR DATA ON YOUR EQUIPMENT, OR OTHERWISE, EVEN IF WE ARE EXPRESSLY ADVISED OF THE POSSIBILITY OR LIKELIHOOD OF SUCH DAMAGES.

Changes to the Applications
Information presented on the Applications may be changed or updated without notice. UPG has no obligation to update information presented on the Applications, so information contained herein may be out of date at any given time. UPG may also make improvements and/or changes in the products and/or programs described in this information at any time without notice.

Content
The Applications allow You to share and otherwise make available certain information, text, graphics or other materials ("Content"). You are responsible for the Content that you share on this Application. UPG is not responsible for the validity, accuracy, reliability or availability of the Content. UPG is not liable if the information is shared with an unintended party. UPG may, but has no obligation to, monitor, review or edit any Content. You are solely responsible for any Content that you share. Shared Content may be used and re-shared by others, so be mindful of Your shared Content. UPG has no responsibility for your choice to share material on the Applications.
UPG is not responsible for the Content nor does UPG endorse any information contained in the Content. You agree that if anyone brings a claim against UPG related to any Content that You shared, then, to the extent permitted under local law, You will indemnify and hold UPG harmless from and against all damages, losses and expenses of any kind (including reasonable attorney fees and costs) arising out of such claim.
UPG may use, and You authorize UPG to use, any Content posted in the Application, whether in a public Application forum, or contained within Your account, for the purpose of aggregating data. UPG may use aggregated data for purposes that include, but are not limited to, negotiation of pricing rates for UPG Application users.

Survey Content
The Applications may occasionally prompt You to complete a survey in order to continue using the Application. Access to the Application will be suspended until these surveys are submitted. You agree that Your use of the Applications is dependent upon your participation in these surveys, which are intended to assist UPG's users.

Products and Services Offerings
"UPG" is the brand name used for products and services provided by the United Pharmacy Group. The product and/or services descriptions, if any, provided on this site are not intended to constitute offers to sell or solicitations in connection with any product or service. All products are not available in all areas and are subject to applicable regulations and in many instances may be offered only through employers or other plan sponsors.

Payment based access
A payment service may be available to some members of one or more of the UPG Applications. The payment service is powered by our payment service vendor, TSYS.
The payment service allows You to make payments to UPG based on Your current subscription model, which could be based on a fixed monthly fee or a usage based fee. If You make use of the payment service, You are responsible for determining the amount that You owe[What does this mean? They don't have a bill or outstanding amount? ]. You may be able to make payments using a variety of Your existing financial accounts, such as credit card accounts and checking accounts.
By using the payment service to make a payment, You authorize our payment service vendor to process payment transactions initiated by You through the payment service using Your financial accounts that You designate. You agree that You are fully responsible for any such transactions and agree to only use financial accounts where You are an authorized user on the financial account. You authorize our payment service vendor to make any debits, withdrawals, charges or transfers from Your financial account in the amount You ask for, including any surcharges or fees that may apply.
In the event that there is an issue with our payment service vendor delivering Your funds to a provider[Is UPG being paid or is a provider being paid? This may be a regulatory issue. We need more information], our vendor will make best efforts to resolve the issue on Your behalf in a timely manner. In certain cases, You can request a refund of a specific payment. Contact the UPG contact center to answer any additional questions. When our payment service vendor needs to return funds to You, the funds will be returned to the same financial account You originally used to make the payment.
In no event will we or our payment service vendor be liable to any party for any direct, indirect, special or other consequential damages arising out of any use of the payment service. When using the payment service, Your entered payment method information will be protected by us and our payment service vendor. Our payment service vendor follows major payment card industry (PCI) data security standards.

Compliance with Law
You agree to comply with all applicable federal, state and local laws and regulations in your use of the Application. This includes, but is not limited to, the Federal Anti-Kickback Statute and state law equivalents, state Pharmacy Practice Acts, and the Health Insurance Portability and Accountability Act and the regulations promulgated thereunder. You shall not post or otherwise share Content that contains protected health information, as defined by HIPAA.

Indemnification
You hereby agree to hold harmless, defend and indemnify UPG, its principals, owners, members, participants, providers, employees, contractors, officers, directors, managers, agents, parents, other affiliated companies, suppliers, successors, and assigns from all liabilities, claims, demands and expenses, including attorney's fees, that arise from or are related to (a) Your use of the Application, or (b) Your violation of these Terms of Use, or of any intellectual property or other right of any person or entity, by You. The foregoing indemnification obligation does not apply to liabilities, claims and expenses arising as a result of UPG's own gross negligence or intentional misconduct.

Trademarks
The UPG logo, UPG and all other trademarks, service marks, trade names, logos, domain names, URLs and icons ("Marks") appearing on this website, registered or not, are the property of UPG. Nothing on this website grants You any right or license to use any of the Marks on this site without the express written permission of UPG or the third party owners of the Marks. Unauthorized use may violate trademark and other laws.

Ownership of the Applications
The Applications (including any content made available through the Applications) are the property of UPG (or its licensors) and are protected by applicable intellectual property laws. The Applications are licensed, not sold, to You. You may utilize the Applications only as permitted by these Terms. You may not, and will not permit any other party to: (1) modify, adapt, alter, translate or create derivative works of the Applications; (2) use or merge the Applications, or any component or element thereof, with other software, databases or services not provided by UPG; (3) sublicense, distribute, sell or otherwise transfer the Applications to any third party; (4) use the Applications as a service bureau, or lease, rent or loan the Applications to any third party; (5) reverse engineer, decompile, disassemble or otherwise attempt to derive the source code or structure of the Applications; (6) interfere in any manner with the operation of the Applications; (7) circumvent, or attempt to circumvent, any electronic protection measures in place to regulate or control access to the Applications; (8) create a database by systematically downloading and storing the Applications; (9) use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, "scrape," "data mine" or in any way gather the Applications or reproduce or circumvent the navigational structure or presentation of the Applications without our express prior written consent; or (10) use the Applications for any commercial purposes[This may not be in line with Your previously stated goals; purchasing information and/or employment may be considered a "commercial purpose"]. You agree not to develop, distribute or sell any software or other functionality capable of launching, being launched from or otherwise integrated with the Applications. You may not remove, alter or obscure any copyright notice or any other proprietary notice that appears on or in the Applications.

Termination
UPG may suspend or terminate Your use of or access to the Applications if You fail to comply with these Terms. Such suspension or termination may result in the permanent deletion of Your information or other previously available content.

Not a Solicitation
Nothing in this site should be construed as a solicitation or offer to purchase any products or services from UPG or any of its affiliated companies.

Not a Substitute for Professional Health Care or Advice
Any kind of health information contained in these Applications is general in nature and is not a substitute for professional health care. It is not meant to replace the advice of health care professionals or a pharmacist.

Dispute Resolution
In the event of a dispute under this Agreement, said dispute shall be submitted to an arbitrator and conducted in [CITY, STATE], except to the extent that injunctive relief is sought. The appointment of the arbitrator and the arbitration process shall be governed by the American Arbitration Association in accordance with the Commercial Rules of the American Arbitration Association then in effect. Except as otherwise stated herein, the arbitrator may award attorneys' fees and costs to the prevailing party. The parties shall share the costs of the arbitrator equally between them. Each party shall bear its own expenses of preparation for and participation in arbitration.

Apple-Specific Terms and Conditions
In addition to Your agreement with the foregoing Terms, and notwithstanding anything to the contrary herein, You acknowledge and agree to the following provisions with respect to Your use of any Application that is compatible with the iOS operating system of Apple Inc. ("Apple"). Apple is not a party to these Terms and does not own and is not responsible for the Application. Apple is not providing any warranty for the Application, except if applicable, to refund the purchase price for it. Apple is not responsible for maintenance or other support services for the Application and shall not be responsible for any other claims, losses, liabilities, damages, costs or expenses with respect to the Application, including, without limitation, any third-party product liability claims, claims that the Application fails to conform to any applicable legal or regulatory requirement, claims arising under consumer protection or similar legislation, and claims with respect to intellectual property infringement. Any inquiries or complaints relating to the use of the Application, including those pertaining to intellectual property rights, must be directed to UPG. The license You have been granted herein is limited to a non-transferable license to use the Application on an Apple-branded product that runs Apple's iOS operating system and is owned or controlled by You, or as otherwise permitted by the Usage Rules set forth in Apple's App Store Terms of Service. In addition, You agree to comply with the terms of any third-party agreement that is applicable to You when using the Application, such as Your wireless data service agreement. You acknowledge and agree that Apple and Apple's subsidiaries are third-party beneficiaries of this Agreement and that, upon Your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against You as a third-party beneficiary thereof. Notwithstanding the immediately preceding sentence, UPG's right to enter into, rescind or terminate any variation, waiver or settlement under these Terms is not subject to the consent of any third party.

Terms of Use update: January 4, 2019