TERMS OF USE AGREEMENT

Ownership and Purpose of Site:

The patient billing portal powered by MBXPortal website (the “Site”) is owned and operated by MBX Medical Billing Experts, LLC (“MBX”). The Site’s purpose is to provide a secure network that will assist patients in managing their medical billing payments, statements, insurance and address updates, and other related items to assist them in obtaining improved quality, safety, and efficiency of care.

Terms and Conditions:

This Terms of Use Agreement (“Terms of Use” or “Agreement”) defines the terms and conditions under which MBX makes the Site available. BY USING THIS SITE, YOU AGREE TO THESE TERMS OF USE. IF YOU DO NOT AGREE, DO NOT USE THE SITE.

These Terms of Use are a legally binding agreement made by and between MBX and you, whether you are joining for yourself or on behalf of a minor or a person to whom you are a caregiver (“You” and as the context provides, “Your”). These Terms of Use, together with any documents incorporated herein by reference, govern Your access to and/or use of the Site and You should read them carefully. This Agreement shall remain in effect at all times until You cease using the Site and cancel Your registration to access the Site. BY REGISTERING FOR ACCESS, ACCESSING, OR USING ANY PART OF THE SITE, YOU AGREE THAT YOU HAVE READ, UNDERSTOOD, AND AGREED TO BE BOUND BY THESE TERMS OF USE AND THE MBXPORTAL PRIVACY POLICY, SET FORTH HEREIN. IF YOU DO NOT AGREE TO BE SO BOUND, DO NOT ACCESS OR USE THIS SITE.

MBX reserves the right, at its sole discretion, to make changes to portions or all of these Terms of Use and the MBXPortal Privacy Policy at any time. You are responsible for checking these Terms of Use and the MBXPortal Privacy Policy periodically for changes. Your continued use of the Site means that You agree to any new or modified provision of these Terms of Use or the MBXPortal Privacy Policy.

MBX occasionally may restrict access to some parts of the Site or to the entire Site. MBX will not be liable if for any reason all or any part of the Site is unavailable at any time or for any period.

Content and Intellectual Property Information:

MBXPortal,” “MBXperience” and “MBX Patient Experience” are names used exclusively by MBX to refer to the Site and its functionality. These names may not be used without permission of MBX. Any third party trademark(s) that may appear on our Site are the property of their respective owner(s).

The Site’s proprietary contents include, without limitation, any animations, applets, audio, data, design, graphics, illustrations, images, information, marks, music, photographs, text, video, and any other files displayed, used and/or available on the Site (the “Content”), as well as the arrangement, coordination, design, expression, look and feel, selection, and structure of such Content. The Site’s Content is owned, controlled or licensed by or to MBX, and is protected by copyright, trade dress, trademark and other intellectual property rights and unfair competition laws. MBX reserves all rights, title, and interests in the Content and this Site.

Except as expressly provided in these Terms of Use or by MBX’s express written consent, no part of the Site and no Content may be copied, distributed, encoded, posted, publicly displayed, published, republished, reproduced, translated, or uploaded, in any manner by any user or other third party. Any use of the Site not expressly permitted by these Terms of Use or by MBX’s express written consent is a breach of these Terms of Use and may violate copyright, trademark and other laws.

Digital Millennium Copyright Notice and Other Reports of Infringement:

Pursuant to 17 U.S.C. § 512(c)(2) (“Digital Millennium Copyright Act of 1998”), You may contact MBX to report the infringement of any intellectual property right through MBX’s designated agent:

Brian A. Shea | Chief Information Officer & Chief Compliance Officer

MBX Medical Billing Experts, LLC

100 E Campus View Blvd, Suite 160

Columbus, OH 43235

p: 614.324.2631

e: bshea@mbxperts.com

w: www.mbxperts.com

Access and Use of Website:

The Site is intended to be used by individuals (“patients”) whose healthcare providers contract with MBX for medical billing services and all other individuals that wish to use the Site in connection with their medical billing. A Parent and/or guardian of a patient under the age of 18 may access and use the Site on the minor patient’s behalf. A caregiver or other personal representative of a patient may also access and use the Site on the patient’s behalf. In order to join and participate in the Site, You will be asked to provide information about Yourself (or the person on whose behalf You are joining the Site). If You are under 18 years old, please discuss whether You should join the Site with Your physician. In order to join the Site, You must be a resident of the 50 states of the United States of America, exclusive of its commonwealths, territories and possessions. When You join the Site, You will provide MBX with information relating to Your identity and certain other information, including Your e-mail address. By submitting such information to MBX, You hereby certify that any and all information provided to MBX by You is true and correct and You authorize MBX to use any method it chooses to verify the truth and accuracy of the information that You provide to the extent MBX needs to do so to protect its rights or the rights of other users of the Site. Failure to provide truthful and accurate information to MBX may result in termination of Your access to the Site.

You must provide a valid, working e-mail address and other information in order to sign up for access to the Site and its functionality. Additionally, You will be required to create a username and password to securely access the Site. You are solely responsible for maintaining the strict confidentiality of the username and password You create in order to access the Site. This responsibility includes not allowing another person to use Your credentials to access the Site. You will be solely responsible for any damages or losses that may be incurred or suffered as a result of Your failure to maintain the strict confidentiality of Your username and/or password. You should immediately inform MBX in writing of any need to deactivate your account due to potential or actual security concerns related to Your username and password. MBX will not be liable for any harm related to the misappropriation of Your username and/or password, Your willing disclosure of such items to another person, or Your authorization to allow another person or entity to access and use the Site under Your log-in credentials. MBX reserves the right to disable Your username and password at any time if, in MBX’s opinion, You have violated any provision of these Terms of Use.

MBX uses the means it believes are reasonable to provide access to the Site 24 hours a day, 7 days a week, except in the case of natural disasters or events beyond MBX’s control, and subject to any breakdowns or maintenance operations required to ensure the smooth operation of the Site. MBX shall not be liable for any failure or deficiency in the performance of the Site by reason of maintenance, breakdown or any event beyond MBX’s reasonable control, including without limitation, fire, Internet outage, interruption of service, labor disturbance, natural disaster, technological disaster, terrorism, or war.

You acknowledge that data conversion and transmission is subject to the likelihood of human and machine errors, omissions, delays and losses, including inadvertent loss of data or damage to media, that may give rise to loss or damage. MBX shall not be liable for any such errors, omissions, delays, losses or damage. You understand and agree that use of or connection to the Internet is inherently insecure and that connection to the Internet provides opportunity for unauthorized access by a third party to computer systems, networks, and any and all information stored therein. All information transmitted and received through the Internet is subject to unauthorized interception, diversion, corruption, loss, access, and disclosure. MBX shall not be responsible for any adverse consequences whatsoever of Your connection to or use of the Internet, and shall not be responsible for any use by You of an Internet connection in violation of any law, rule, or regulation or any violation by You of the intellectual property rights of another.

Compliance with Laws; Transmission of Data:

With respect to its operation of the Site, and to the extent required by (i) the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”) and the regulations promulgated thereunder, and (ii) the Health Information Technology for Economic and Clinical Health Act (“HITECH”) and any regulations promulgated thereunder, (collectively, the “Privacy Laws”), MBX will fully comply with the Privacy Laws and maintain the confidentiality of any Protected Health Information (as defined by the Privacy Laws) (“PHI”) transmitted or made available through the functionality of the Site, and in accordance with such compliance, MBX will, among other things:

a.         Not use or further disclose Your PHI, other than as permitted or required by the Privacy Laws, these Terms of Use and/or as You have agreed or as is necessary to fulfill the purpose for which You provide Your PHI;

b.         Use appropriate safeguards to prevent the unauthorized use or disclosure of Your PHI;

c.         Report to You any unauthorized use or disclosure of Your PHI of which MBX becomes aware;

d.         Ensure that any agent, including a subcontractor to whom MBX provides Your PHI in any format received from or created or received within the Site, agrees in writing to comply with the Privacy Laws;

e.         Mitigate, to the extent practicable, the harmful effect of any unauthorized use or disclosure of Your PHI; and

f.          Upon expiration or termination of Your use of the Site, return to You or destroy all PHI, if any, received from or transmitted by You in connection with Your use of the Site that is still in MBX’s possession or under its control.  If return or destruction is not feasible, MBX will provide You with written notice explaining why return or destruction of Your PHI is not feasible and will extend the protections of this Section to Your PHI and limit further uses and disclosures of Your PHI to those purposes that make return or destruction infeasible.

 

You understand and agree that these Terms of Use may be amended from time to time as necessary to comply with the Privacy Laws. The requirements of this Section will survive the termination of Your use of the Site.

When You use the Site to upload and transmit PHI, You agree that, to the extent applicable, You shall comply with all State and Federal laws, including but not limited to the Privacy Laws. You represent and warrant that You will, at all times during the term of this Agreement and thereafter, comply with all laws directly or indirectly applicable to You that may now or hereafter govern the gathering, use, transmission, processing, receipt, reporting, disclosure, maintenance, and storage of PHI. You agree that MBX, and all other persons or entities involved in the operation of the Site, have the right to monitor, retrieve, store, review and use Your PHI, if applicable, in connection with the transmission of any PHI.

MBX acknowledges and agrees that the data and information that is compiled or passes through the Site that specifically relates to You, Your patient care, or Your physician procedures or diagnoses (collectively, the “Client Data”), and all right, title and interest therein, is and shall remain Your exclusive property. Notwithstanding the foregoing, to the extent permissible under the Privacy Laws and any other applicable laws and regulations, You hereby grant to MBX a perpetual, unlimited license to use the Client Data, in a de-identified format stripped of personal identifiers, for data benchmarking, sharing, warehousing, resource utilization and similar data analysis services; provided, however, that MBX shall comply with the Privacy Laws in connection with any such actions and shall protect and maintain the confidentiality of all Client Data used in such manner.

MBX CANNOT AND DOES NOT ASSUME ANY RESPONSIBILITY FOR YOUR USE OR MISUSE OF PHI OR OTHER INFORMATION TRANSMITTED, MONITORED, STORED OR RECEIVED WHILE USING THE SITE. MBX RESERVES THE RIGHT TO AMEND OR DELETE ANY UPLOADED CONTENT THAT IN MBX’S SOLE DISCRETION VIOLATES ANY PROVISIONS OF THIS SECTION OR THE PRIVACY LAWS OR TERMS OF USE IN GENERAL. MBX ALSO RESERVES THE RIGHT TO REVOKE THE MEMBERSHIP OF OR RESTRICT ACCESS TO THE SITE BY ANY USER THAT IN MBX’S OPINION VIOLATES ANY PROVISIONS OF THIS SECTION OR THE PRIVACY LAWS OR TERMS OF USE IN GENERAL.

Prohibited Conduct:

You may only use the Site for lawful purposes. In Your access and use of the Site, You agree that You will not: (i) use the Site in any way that violates any federal or state law or regulation; (ii) infringe any copyright, patent, right of privacy, right of publicity, trademark, trade secret, or other right of MBX or any third party; (ii) abuse, defame, harass, or stalk any individual or other user of the Site; (iv) interfere or attempt to interfere with, or damage or attempt to damage, the Site or the proper working of the Site, including, without limitation, through the use of cancel bots, logic bombs, denial of service attacks, ping floods, forged routing or electronic mail address information, harmful code, packet or IP spoofing, phishing, Trojan horses, viruses, or other similar methods or harmful or disruptive technology; (v) use any deep-link, page-scrape, robot, spider, or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Site or any Content, or in any way reproduce or circumvent the navigational structure or presentation of the Site or any Content, to obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the Site; (vi) misrepresent Your identity, provide false information, impersonate another person or entity, misrepresent Your affiliation with a person or entity, including, without limitation, MBX, create or use a false identity, or attempt to access or use another user’s account; (vii) attempt to obtain unauthorized access to the Site; (viii) engage, directly or indirectly, in transmission of chain letters, junk mail, spam, or any other type of unsolicited solicitation; (ix) collect, reverse look-up, trace or seek to trace, manually or through automated means, information about other users or visitors to the Site without their express consent; (x) use any meta tags or any other hidden text utilizing the MBX name, service marks, trademarks, or product or service names; (xi) advertise, offer to sell, or sell any goods or services or otherwise use the Site to solicit other users, except as expressly permitted by MBX; (xii) engage in any activity that interferes with any third party’s ability to use or enjoy the Site; (xiii) probe, scan or test the vulnerability of the Site or any network connected to the Site, or breach the security or authentication measures on the Site or any network connected to the Site; (xiv) take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Site or MBX’s systems or networks, or any systems or networks connected to the Site or MBX; or (xv) assist any third party in engaging in any activity prohibited by these Terms of Use.

Communication of Other Information to and on the Site:

The Site may at some point contain features that allow You to submit content or messages in the form of text, pictures, drawings, designs, graphics, audio clips, video clips, documents, or other files that are then displayed on the Site and may be accessed by other Site users (a “Posting”). If such functionality becomes available, You are prohibited from submitting any Posting that: (i) restricts or inhibits any other user from using and enjoying the Site, in whole or in part; (ii) is abusive, defamatory, inaccurate, indecent, false, libelous, misleading, obscene, offensive, pornographic, profane, threatening, sexually explicit, violent, vulgar, or unlawful in any manner; (iii) constitutes or encourages conduct that would constitute a criminal offense, gives rise to civil liability or otherwise violates any local, state, national or international law; (iv) violates, plagiarizes or infringes the rights of MBX or third parties including, without limitation, copyright, trademark, patent, rights of privacy or publicity or any other proprietary right; (v) contains a virus or other harmful component; (vi) contains any information, software or other material of a commercial nature, except as expressly permitted by MBX; (vii) contains advertising, promotions or commercial solicitations of any kind, except as expressly permitted by MBX; (viii) constitutes or contains false or misleading statements of fact; or (ix) misrepresents Your identity or affiliation with any person or organization, including without limitation by suggesting that You or Your Posting is endorsed by or affiliated with MBX.

Any Posting will be considered nonconfidential and nonproprietary. By submitting or authorizing any Posting, You are granting MBX and our affiliates, licensees, successors and assigns a perpetual, worldwide, royalty-free, exclusive, sublicenseable and irrevocable right and license to use, copy, reproduce, distribute, perform and display such Posting (and any information contained therein) and any derivative works thereof, in whole or in part, in any form, media or technology known or hereafter developed as long as such use is consistent with MBX’s applicable obligations set forth elsewhere in these Terms of Use. You hereby irrevocably waive any claims based on moral rights or similar doctrines and theories, and also based on copyright, right of privacy, misappropriation, right of publicity, unfair competition and similar doctrines, theories and torts.

You acknowledge that MBX will not pre-screen Postings, but that MBX and its designees have the right (but not the obligation) in their sole discretion to block or restrict access to or the availability of, or to edit, disable or remove, any Posting that You make on the Site. MBX also reserves the right to terminate or suspend Your access to all or any part of the Site based on the content of any Posting. By way of example and without limiting the foregoing, MBX and its designees may edit, disable, remove, or restrict access to or the availability of, any Posting that violates these Terms of Use or is required to be reviewed, monitored, edited or deleted by any court order, or in any governmental, administrative or judicial proceeding or law enforcement investigation. You represent and warrant that You own or control all rights in and to the Posting and all information contained therein. You understand and acknowledge that You must evaluate and bear all risks associated with the use of any Posting, including its legality and any reliance on the reliability, accuracy, completeness, appropriateness or usefulness of such Posting. MBX shall not be liable to You or any third party for the content or accuracy of any Posting by You or any other user of the Site.

Ads; Communications with Users; Links to Third Parties:

The Site may include, in MBX’s sole discretion, sponsored advertising. You hereby agree and understand that by using the Site, You consent to the presence of sponsored ads and services on the Site, which advertising will be placed at MBX’s sole discretion. The total area of the sponsored ads will not exceed more than 25% of any displayed page of the Site and such ads may be placed only vertically on the left or right side, or horizontally on the bottom of any displayed page on the Site. Sponsored ads shall at all times be clearly delineated from other content on the Site through the use of boxes surrounding the advertisement, a different colored background or other similar means and shall contain a header with words similar to “Advertisement” or “Sponsorship.” All statements and/or opinions expressed in these advertisements are solely the opinions and the responsibility of the person or entity placing the advertisement. These statements do not necessarily reflect the opinion of MBX. MBX will not be liable to You or any third party for the content or accuracy of any advertising provided by any third parties.

The Site may also contain links to the websites of MBX partners, advertisers or unrelated third party companies (“Linked Sites”).  MBX does not own and has no control over Linked Sites and therefore assumes no responsibility and makes no warranties or representations with respect to the availability of these websites, their content, advertising material and/or the products or services available at or through the Linked Sites. MBX does not endorse Linked Sites, is not bound by the terms and conditions, if any, of such Linked Sites, and the presence of links to Linked Sites does not mean that MBX has any affiliation or connections with, or makes any endorsement or sponsorship of such Linked Sites or their owners or operators. MBX accepts no liability for any direct or indirect damage that may result from a user’s visit to a Linked Site, or from a user’s use of the contents, products or services of Linked Sites or their owners or operators.

In addition to sponsored advertising on the Site, MBX, through the Site or the contact information You have provided through Your use of the Site, may contact You regarding certain offers or products of MBX or other of its partners that MBX believes may be beneficial to You. You understand and agree that MBX may contact You in this manner. You will also be asked to grant an authorization for MBX to use Your PHI in connection with its business partners and the advertising and offers that may be directed to you. You may decide to authorize MBX to act in this manner by providing authorization for MBX or its business partners to contact you in the process of signing up for the Site. You will also have the authority to opt out of such use at any time by contacting MBX.

You acknowledge and agree that MBX shall not be responsible or liable for the content or conduct of, associated with, or related to any Linked Site, and, accordingly, Your access and use of any Linked Site shall be solely at Your own risk. If You have any questions or concerns regarding any Linked Site, You should review any terms and conditions and/or privacy policy maintained by that Linked Site, or contact the applicable Linked Site, its owners or operators or its website administrator.

Privacy:

The MBXPortal Privacy Policy, available at https://mbxportal.com/app/assets/documents/privacy.html applies to use of the Site, and its terms are hereby incorporated and made a part of these Terms of Use.

Your Representations and Warranties; Indemnification of MBX:

You represent, warrant and covenant to MBX that: (i) You have the full power and authority to enter into and perform Your obligations under these Terms of Use; (ii) Your assent to and performance of Your obligations under these Terms of Use do not constitute a breach of or conflict with any other agreement or arrangement by which You are bound, or any applicable laws, regulations or rules; (iii) You are able to form a legally binding contract, and these Terms of Use constitute legal, valid and binding obligations on You, enforceable in accordance with their terms; (iv) You will not infringe the patent, copyright, trademark, trade secret, right of privacy, right of publicity or other intellectual property or proprietary right of MBX or any third party in Your use of the Site; (v) You have provided complete, truthful and accurate information about Yourself for purposes of joining the Site; (vi) You are not using, and will not use, the Site or any information contained therein for any improper, harassing, or unlawful purpose; (vii) You will comply with all applicable laws, rules and regulations in Your use of the Site, including these Terms of Use and any applicable healthcare laws or regulations; and (viii) You are not a paid consultant and You have no financial interests in the information You provide on the Site, including but not limited to the promotion of “off label” drug uses, the disclosure of the results of confidential clinical trials or any other proprietary information.

You agree to indemnify and hold MBX and its owners, employees, representatives, agents, attorneys, affiliates, directors, officers, members, and managers (“Indemnified Parties”) harmless from any and all damages, losses, costs or expenses (including without limitation, attorney’s fees and costs) incurred in connection with any third party claim, demand or action (“Claim”) brought or asserted against any of the Indemnified Parties: (i) alleging facts or circumstances that would constitute a breach by You of any provision of these Terms of Use; (ii) arising from, related to, or connected with Your use of this Site and/or its Content; or (iii) arising from, related to, or connected with Your noncompliance with any healthcare laws or regulations, including but not limited to the Privacy Laws.

Disclaimers, Exclusions and Limitations:

As used below in this section, “MBX” refers to MBX Medical Billing Experts, LLC and its owners, employees, representatives, agents, attorneys, affiliates, directors, officers, members, managers, volunteers and suppliers.

DISCLAIMER OF WARRANTIES:

THE SITE, ITS CONTENT AND ANY INFORMATION INCLUDED ON OR PROVIDED THROUGH THE SITE IS PRESENTED ON AN “AS IS” BASIS, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. MBX DISCLAIMS ALL WARRANTIES AND CONDITIONS, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND LACK OF NEGLIGENCE OR WORKMANLIKE EFFORT.

WITHOUT LIMITING THE FOREGOING PROVISIONS:

(1) YOU ASSUME SOLE RESPONSIBILITY FOR SELECTING THE SITE AND/OR ITS CONTENT TO ACHIEVE YOUR INTENDED RESULTS AND SOLE RESPONSIBILITY FOR THE USE OF AND RESULTS OBTAINED FROM THE SITE AND/OR ITS CONTENT;

(2) MBX MAKES NO REPRESENTATION OR WARRANTY THAT THE SITE AND/OR ITS CONTENT OR ITS USE WILL BE ERROR FREE, SECURE, VIRUS FREE, OR FREE FROM INTERRUPTIONS, DEFECTS OR OTHER FAILURES OR HARMFUL COMPONENTS, OR THAT THE SITE AND/OR ITS CONTENT WILL SATISFY YOUR SPECIFIC REQUIREMENTS OR BE COMPATIBLE WITH YOUR EQUIPMENT OR OTHER HARDWARE, SOFTWARE OR BROWSER CONFIGURATION, OR THAT INACCURACIES OR ERRORS WILL BE CORRECTED;

(3) MBX MAKES NO REPRESENTATION OR WARRANTY THAT THE INFORMATION OBTAINED FROM THIRD PARTY SOURCES (INCLUDING BUT NOT LIMITED TO ANY USERS OF THE SITE) USED ON OR WITH THE SITE OR RECEIVED IN CONNECTION WITH CONVERTING OR TRANSMITTING ANY DATA RECEIVED IN DIFFERENT FORMATS IS ACCURATE, TIMELY, OR ERROR FREE, AND MBX IS NOT RESPONSIBLE IN ANY WAY FOR THE INFORMATION OBTAINED FROM SUCH SOURCES;

(4) MBX MAKES NO REPRESENTATION OR WARRANTY THAT THE INFORMATION PROVIDED BY USERS TO GAIN ACCESS AND PERMISSION TO USE THE SITE OR OTHER INFORMATION POSTED BY USERS IS ACCURATE OR ERROR FREE; AND

(5) MBX MAKES NO REPRESENTATION OR WARRANTY REGARDING THE SUITABILITY OF ANY PERSONS PARTICIPATING IN THE SITE OR REGARDING THE CHARACTER OR INTEGRITY OF SUCH PERSONS.

SOME STATES AND JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. THE FOREGOING PROVISIONS SHALL BE ENFORCEABLE TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

LIMITATION OF LIABILITY AND EXCLUSION OF DAMAGES:

UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY SHALL MBX OR THE THIRD PARTIES MENTIONED ON THE SITE BE LIABLE TO YOU OR TO ANY OTHER PERSON OR ENTITY FOR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE OR OTHER DAMAGES OF ANY CHARACTER WHATSOEVER ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OR INABILITY TO USE THE SITE AND/OR ITS CONTENT, OR OTHERWISE UNDER OR IN CONNECTION WITH ANY PROVISION OF THESE TERMS OF USE, EVEN IN THE EVENT OF FAULT, TORT (INCLUDING NEGLIGENCE AND GROSS NEGLIGENCE), STRICT LIABILITY, BREACH OF CONTRACT OR BREACH OF WARRANTY BY MBX OR THE THIRD PARTIES MENTIONED ON ITS WEBSITE, AND EVEN IF MBX OR THE THIRD PARTIES MENTIONED ON THE SITE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

SOME STATES AND JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION AND EXCLUSION MAY NOT APPLY TO YOU. THE FOREGOING PROVISIONS SHALL BE ENFORCEABLE TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

Violation of These Terms of Use:

You agree that MBX may, in its sole discretion and without prior notice, terminate Your access to all or any part of the Site, if MBX determines in its sole discretion that You have violated these Terms of Use.

Subject its requirements under relevant law, MBX may disclose any information it has about You, including Your identity, if it determines that such disclosure is necessary as part of any investigation or complaint regarding Your use of the Site, or to identify, contact or bring legal action against someone who may be causing injury to or interference with MBX’s rights or property, or a Site visitor’s rights or property. MBX reserves the right to disclose any information MBX deems necessary to comply with any applicable law, regulation, or governmental rule, and also when it determines that applicable law permits such disclosure, including exchanging information with other companies and organizations for fraud protection purposes.

You acknowledge and agree that MBX may preserve any communication by You with MBX through the Site or any service offered on or through the Site, and may disclose such communications when required by law or if MBX deems that such preservation or disclosure is reasonably necessary to: (i) comply with legal process; (ii) enforce these Terms of Use; (iii) respond to a claim that any communication, information or Content posted on the Site violates the rights of others; or (iv) protect the rights, property or personal safety of MBX and its employees, users of or visitors to the Site and/or the public.

If MBX takes legal action against You as a result of Your violation of these Terms of Use, MBX will be entitled to recover from You, and You agree to pay, all reasonable attorney’s fees and costs of such action, in addition to any other relief granted to MBX. You agree that MBX will not be liable to You or to any third party for termination of Your access to the Site or removal of any communication or Posting of information made by You, or the contents thereof, as a result of any violation of these Terms of Use.

Void Where Prohibited:

MBX reserves the right to limit, in its sole discretion, the provision and quantity of any Content, feature, product or service to any person or geographic area, whether by reason of the local laws applicable in such geographic area or otherwise. Any offer for any feature, product or service made on the Site is void where prohibited.

Modification or Termination of the Site:

MBX may, in its sole discretion and without any liability, change, discontinue, make improvements to, modify, or suspend, any aspect or all of the Site, temporarily or permanently, at any time without prior notice.

Jurisdiction and Applicable Law:

These Terms of Use shall be governed, construed and applied in all respects by the laws of the State of North Carolina, without regard to any provision governing conflicts of law. Any dispute arising out of, relating to or connected with these Terms of Use or Your use of the Site shall be brought before the federal or state courts located in the State of North Carolina. By using the Site, You expressly consent to the personal jurisdiction and venue of such courts and waive any challenge thereto.

Miscellaneous:

If any provision of these Terms of Use are ruled by a court or other tribunal of competent jurisdiction to be void or unenforceable, such provision(s) shall be limited or eliminated to the minimum extent necessary and replaced with a valid provision that best furthers the intent of these Terms of Use, with all remaining provisions remaining in full force and effect.

These Terms of Use and the MBXPortal Privacy Policy constitute the entire agreement between You and MBX with regard to Your access and use of the Site. No counter-offers to these Terms of Use shall be accepted by MBX, and MBX rejects all such counter-offers.

MBX may assign its rights, in whole or in part, in the Site in accordance with its sole discretion. MBX’s failure or delay to insist on or enforce strict performance of these Terms of Use shall not be construed as a waiver of any provision of or any right that MBX has to enforce these Terms of Use.

These Terms of Use do not confer any rights or remedies on any third parties.

Updated by MBX on 01/02/2018.