Vonage Licensed Content End User Agreement

The following is applicable to the Virtual Care:

MEDITECH and Vonage entered into a separate agreement whereby Vonage licensed to MEDITECH certain content ("Vonage Licensed Content") for use in connection with the MEDITECH Software only. Customer acknowledges and agrees to the following provisions with respect to the Vonage Licensed Content and the MEDITECH Software:

  1. The Vonage Licensed Content contains copyrighted and proprietary products and materials of Vonage, which are obtained by MEDITECH under a license from Vonage. Customer acknowledges that Vonage owns all intellectual property rights in the Vonage Licensed Content;
  2. Use of the Vonage Licensed Content is restricted for use solely in combination with the MEDITECH Software;
  3. Customer will not copy, modify, create a derivative work of, reverse engineer, decompile, translate, disassemble, or otherwise attempt to extract the source code of the Vonage Licensed Content or any component thereof (except to the extent such restriction is expressly prohibited by applicable law);
  4. Customer will not sublicense, resell, or distribute the Vonage Licensed Content or any component thereof separate from the MEDITECH Software;
  5. Customer will not alter, change or modify any user interface, feature or functionality of the Vonage Licensed Content or otherwise access the Vonage Licensed Content other than through the Vonage API configuration options provided by Vonage;
  6. Customer will not remove, obscure, or alter any Vonage logos or any notices contained in the Vonage Licensed Content;
  7. Customer will not use the Vonage Licensed Content to operate or enable any telecommunications service or in connection with the MEDITECH Software that allows Customer to place calls or receive calls from any public switched telephone network;
  8. Customer acknowledges and agrees it is acceptable for Vonage to collect and temporarily store low level communication data (IP address), in its US based infrastructure, solely in order for Vonage to provide the Vonage Licensed Content. Vonage's collection, use of data is subject to Vonage's Privacy Policy and Information Security Policy. By using the Vonage Licensed Content in connection with the MEDITECH Software, Customer consents to Vonage's processing of such Customer data only for purposes strictly necessary to provide the Vonage Licensed Content under the Vonage/MEDITECH agreement and as expressly permitted by the Vonage/MEDITECH Agreement. Notwithstanding the foregoing, Customer acknowledges that Vonage has persons providing Tier 1 support for the Vonage Licensed Content who are physically located outside the United States and may require access to Customer data required by such persons for the limited purpose of providing Tier 1 support to MEDITECH. Data is only stored for up to 5 days and will be used solely for general geolocation and troubleshooting purposes. Vonage does not use any methodology to specifically identify users via the IP addresses;
  9. Customer is responsible for ensuring that all networks, computers and operating systems, servers, hosting facilities, software and other systems owned and operated by Customer and used to operate the MEDITECH Software employ security measures to prevent unauthorized access to or use of the Vonage Licensed Content and MEDITECH Software;
  10. Customer shall not use the Vonage Licensed Content in any manner that violates any individual's privacy right set forth by statute, rule, regulation or case law;
  11. Vonage is not responsible for any support of the MEDITECH Software in connection with this Agreement. MEDITECH shall provide support or services directly to Customer;
  12. Customer must comply with the terms of this Article, including applicable law and the Acceptable Use Policy (https://www.vonage.com/legal/acceptable-use-policy/);
  13. Customer disclaims Vonage's liability for damages, whether direct or indirect, incidental or consequential, arising in connection with this Agreement;
  14. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, VONAGE AND ITS AFFILIATES DO NOT MAKE ANY OTHER WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE AND NONINFRINGEMENT. VONAGE AND ITS AFFILIATES ARE NOT RESPONSIBLE OR LIABLE FOR THE DELETION OF OR FAILURE TO STORE ANY CUSTOMER DATA AND OTHER COMMUNICATIONS MAINTAINED OR TRANSMITTED THROUGH USE OF THE VONAGE LICENSED CONTENT. NEITHER VONAGE NOR ITS AFFILIATES WARRANTS THAT THE OPERATION OF THE VONAGE LICENSED CONTENT WILL BE ERROR-FREE OR UNINTERRUPTED. THE VONAGE LICENSED CONTENT IS NOT DESIGNED, MANUFACTURED, OR INTENDED FOR HIGH RISK ACTIVITIES;
  15. Any termination of the MEDITECH/Vonage Agreement shall not affect the rights of Customer as of the date of the termination ("Termination Date") to continue using the then-current version of the Vonage Licensed Content made available to them by MEDITECH prior to the Termination Date for a period of one year after the date of termination ("Transition Period"). During the Transition Period, all rights granted to MEDITECH under the MEDITECH/Vonage Agreement shall continue to the extent necessary for MEDITECH to support Customer's continued use of the Vonage Licensed Content. If during the Transition Period Customer is unable to execute an agreement with or negotiate in good faith with Vonage for an agreement that allows further use of the Vonage Licensed Content, MEDITECH will take programming measures to inactivate Customer's use of the Vonage Licensed Content; and
  16. Customer acknowledges and agrees that they have no contractual agreement whatsoever with Vonage and that Customer is not a third party beneficiary of any agreement between MEDITECH and Vonage.