Rev. January 23, 2024

PLEASE READ THESE TERMS OF USE AND THE INCORPORATED NOTICES CAREFULLY AND IN THEIR ENTIRETY BEFORE CONTINUING TO USE HIXNY WEBSITE, PATIENT PORTAL, PROVIDER PORTAL, APPLICATIONS, PRODUCTS OR SERVICES. BY ACCESSING AND CONTINUING TO USE HIXNY WEBSITE, PATIENT PORTAL, PROVIDER PORTAL, APPLICATIONS, PRODUCTS OR SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS OF USE (AS MAY BE MODIFIED FROM TIME TO TIME) AND ALL INCORPORATED NOTICES AS SET FORTH BELOW.

Terms of Use

These terms of use (“Terms of Use”) are a binding agreement between You and Healthcare Information Xchange of New York, Inc., doing business as Hixny (“Hixny”), that govern Your access or use of the software, websites and services described herein.

1. Definitions

The following terms shall have the meanings set forth below throughout these Terms of Use and Incorporated Notices, unless it is expressly stated to the contrary:

“Hixny”, “Us”, “Our” or “We” means Healthcare Information Xchange of New York, Inc., doing business as Hixny, and its subsidiaries, affiliates, directors, divisions, agents, employees, licensors, service providers and/or representatives.

“User”, “You”, “Your” means any individual that accesses or uses Hixny’s Website or any components thereof.

“Patient Portal” is the interactive website, which may be accessed at https://patient-portal.hixny.com/, that allows registered Patients to view their health information via the health information exchange operated by Hixny (“Hixny HIE”). The Patient Portal Participation Agreement, which governs the use of the Patient Portal, can be found at https://patient-portal.hixny.com/terms-and-conditions.

“Provider Portal” is the interactive website, which may be accessed at https://hixny.com/, that allows Hixny Participants who are Providers to access their patient’s health information via the Hixny HIE. The Provider Portal Terms of Use can be found here which govern the use of the Provider Portal.

“Website” means collectively (unless otherwise noted) Hixny’s website, located at www.hixny.org, and any related website, application, webpage, widget, interactive feature, blogs, social networks, social network tabs or other online, mobile or wireless offerings that post a link to these Terms of Service no matter how they are accessed.

“Incorporated Notices” mean the following terms which are incorporated and part of these Terms:

2. The Hixny Website

The Website is owned and operated by Healthcare Information Xchange of New York, Inc., doing business as Hixny whose principal location is Albany, New York. Hixny is a non-profit health information network seeking to drive better care and lower costs with one-point access to every person’s healthcare record. This Website provides Users with access to information about Hixny services.

Portions of the Website are generally publicly available and may be accessed by You or any Internet user. There are other sections of the Website, including the Patient Portal and Provider Portal, that offer additional functionality and services, such as sections that may offer You the opportunity to communicate with Hixny, access and share information about healthcare, etc. These sections, services and functions may only be available to You when You register with Hixny’s Patient Portal or Provider Portal by providing requested information, and then log in. For further information see Paragraph 12 below.

3. Acceptance of Terms of Use

By visiting, using, browsing, posting, offering content to the Website, You accept and agree to be bound by, without limitations or qualifications, these Terms of Use and Incorporated Notices.

IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS OF USE OR INCORPORATED NOTICES, PLEASE DO NOT VISIT THE WEBSITE OR USE ANY HIXNY SERVICES THROUGH THE WEBSITE.

4. Medical Advice Disclaimer

THE WEBSITE’S CONTENT IS NOT MEDICAL ADVICE AND DOES NOT SUBSTITUTE FOR MEDICAL ADVICE, DIAGNOSIS OR TREATMENT.

The Website is not intended to provide specific physical or mental health diagnosis, treatment, or advice to any individual and You may not rely on it for that purpose. The Website does not contain information about all diseases nor does the site contain all information that may be relevant to Your health. Website content may contain information supplied by Hixny or by third parties who provide information on the Website by sharing their own experience or opinions.

Individual experiences and results may vary. Hixny cannot and does not guarantee or endorse any opinion expressed on the Website regarding individual results nor the efficacy, safety or appropriateness of any particular test, regimen, treatment, protocol or product for any individual. As a unique individual, only You, with the advice of Your health care practitioner, can judge whether any specific product, regimen, practice, or protocol is right for You.

Always seek the advice of a physician or other qualified healthcare professional with any questions regarding medical symptoms or a medical condition. Never disregard professional medical advice or delay seeking it because of something You have read on the Website.

If You think You or someone You are taking care of has a medical or psychiatric emergency, call 911 or go to the nearest hospital.

5. Disclaimer of Warranties

You agree that Your access to the Website and Your use of the Services are solely at your own risk. The Website and Services are provided by Hixny on an “as is” and “as available” basis.

EXCEPT AS MAY BE OTHERWISE NOTED IN THESE TERMS, HIXNY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A SPECIAL OR PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS. HIXNY DOES NOT MAKE ANY WARRANTY THAT ACCESS TO OR USE OF THE WEBSITE OR SERVICES OFFERED IN CONNECTION THEREWITH WILL MEET YOUR REQUIREMENTS OR YOUR EXPECTATIONS. HIXNY DOES NOT MAKE ANY WARRANTY THAT ACCESS TO OR USE OF THE WEBSITE OR SERVICES WILL BE AVAILABLE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE. HIXNY MAKES NO WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USING THE WEBSITE AND SERVICES IN CONNECTION THEREWITH. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM HIXNY SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. TO THE EXTENT THAT CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY. IT IS AGREED THAT THE DISCLAIMERS AND EXCLUSIONS SHALL APPLY TO FULLEST EXTENT PERMITTED BY LAW.

6. Limitation of Liability

UNDER NO CIRCUMSTANCES SHALL HIXNY BE LIABLE FOR YOUR USE OR MISUSE OF THE WEBSITE OR SERVICES PROVIDED IN CONNECTION THEREWITH. SUCH LIMITATION OF LIABILITY SHALL APPLY TO PREVENT RECOVERY OF DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY AND PUNITIVE DAMAGES, WHETHER SUCH CLAIM IS BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE (EVEN IF HIXNY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). SUCH LIMITATION OF LIABILITY SHALL APPLY WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF THE WEBSITE OR ANY PRODUCTS OR SERVICES PROVIDED IN CONNECTION THEREWITH, INCLUDING DAMAGES THAT MIGHT BE INCURRED BY THIRD PARTIES. SUCH LIMITATION SHALL APPLY NOTWITHSTANDING A FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND TO THE FULLEST EXTENT PERMITTED BY LAW.

7. Exclusion of Incidental, Consequential and Certain Other Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL HIXNY BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS OR CONFIDENTIAL OR OTHER INFORMATION, FOR BUSINESS INTERRUPTION, FOR PROSPECTIVE BUSINESS ADVANTAGE, FOR PERSONAL INJURY, FOR LOSS OF PRIVACY, FOR FAILURE TO MEET ANY DUTY INCLUDING OF GOOD FAITH OR OF REASONABLE CARE, FOR NEGLIGENCE, AND FOR ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF, IN CONNECTION WITH OR IN ANY WAY RELATED TO THE USE OR MISUSE OF, UNAVAILABILITY OF OR INABILITY TO USE THE WEBSITE OR SERVICES IN CONNECTION THEREWITH OR IN CONNECTION WITH ANY PROVISION OF THIS AGREEMENT, EVEN IN THE EVENT OF THE FAULT, TORT, INCLUDING NEGLIGENCE, MISREPRESENTATION, STRICT LIABILITY, BREACH OF CONTRACT OR BREACH OF WARRANTY OF HIXNY (EXCEPT ARISING EXCLUSIVELY FROM HIXNY INTENTIONAL CONDUCT OR GROSS NEGLIGENCE) AND EVEN IF HIXNY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

8. Exclusive Remedy

IT IS AGREED THAT, NOTWITHSTANDING THE FOREGOING, SHOULD ANY LIABILITY ON THE PART OF HIXNY BE PROVEN, IT WILL NEVERTHELESS BE IMPRACTICAL AND EXTREMELY DIFFICULT TO ANTICIPATE OR FIX THE AMOUNT OF DAMAGES THAT WERE PROXIMATELY CAUSED BY SUCH LIABILITY. THEREFORE, IT IS AGREED THAT IN NO EVENT MAY THE USER RECOVER AN AMOUNT IN EXCESS OF $150 IN FULL AND COMPLETE SATISFACTION OF ANY AND ALL CLAIMS. IT IS AGREED THAT THE FOREGOING LIMITATION IS NOT INTENDED TO BE AND IS NOT A PENALTY.

9. Ownership of Website and Its Content

The Website is owned and operated by Hixny. All of the information and content featured or displayed on the Website, including but not limited to keywords, specialty tags, text, illustrations, artwork, video, music, trademarks, logos, charts, graphs, illustrations, or articles are owned by or licensed to Hixny or its affiliates, business partners, or licensors. Hixny reserves the right to amend, change, alter, enhance, remove, or cease to provide access to the Website or its content at any time, without prior notice to any user.

10. Hixny’s Intellectual Property

Hixny owns any and all intellectual property rights arising out of, related to, or in any way connected with “Hixny,” “Healthcare Information Exchange of New York, Inc.,” Hixny’s HIE, Patient Portal, Provider Portal, or Hixny’s related logos, slogans, service marks or trademarks, etc. (collectively, “Hixny Intellectual Property”). You cannot use the Hixny Intellectual Property without first obtaining Hixny express and specific written permission. Nothing on the Website shall be construed as granting a license or right to use the Hixny Intellectual Property without its permission.

11. User Communications to Hixny

Unless otherwise protected by Federal or State laws and regulations or the Hixny Policies and Procedures, all communications sent by You to Us will be treated as non-confidential and non-proprietary. Please do not submit confidential or proprietary information to Us (including, but not limited to, any patentable ideas, new content suggestions or business proposals) unless We have mutually agreed otherwise in writing and in advance of You sending them. Any ideas, new content, or business proposals that We receive unsolicited will be treated as property owned by Hixny and will not be returned to You.

12. Third-Party Links

The Website may contain links to third-party websites. Third-party links are provided for Your convenience and as a courtesy to You. Third-party websites are not owned, operated or controlled by Hixny. You agree that Hixny is not responsible for the content or functionality contained on any such third-party website and that You waive any and all claims against Hixny as to any loss incurred as the result of Your access or use of such third-party website.

13. Website Security

Security of data, software and hardware connected to the Internet are matters of concern for You and Hixny. We take reasonable precautions to protect Your information. We limit Our collection of Your personal information to only such personal information that We deem necessary to provide You with the Services that You have selected, permit Your access and Use of the functions available on the Website or to improve the experience of You and other Users’ experience with the Website or Services. We take reasonable precautions to collect personal information in a secured manner and transmit it via a secure internet channel.

However, no security measures are perfect or impenetrable, and Hixny cannot guarantee that the information submitted to, maintained on or transmitted from its systems will be completely secure. Hixny is not responsible for the circumvention of any privacy settings or security measures contained on the Website by any users or third parties. For further information, please see our Website Privacy Policy.

You are prohibited from violating or attempting to violate the security of the Website or any Service or Product by (a) accessing information not intended for such or logging onto a server or an account which You are not authorized to access; (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (c) attempting to interfere with service to any User, provider, host or network, including but not limited to, submitting any malware, virus to the Website, overloading, “flooding,” “spamming,” “mail-bombing” or “crashing” or other malicious or illegal act of any description. You shall not use any device, software, script or routine to interfere or attempt to interfere with the proper working of Website or any activity being conducted on the Website. You shall not use or attempt to use any engine, software, tool, agent or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search the Website, other than through generally available third-party web browsers (for example, Microsoft Edge, Firefox, Google Chrome, etc.).

Hixny reserves the right to investigate and take such action as it deems necessary regarding any activity that it suspects is intended to violate the security of the Website and Services. If, at Hixny’s sole discretion, it appears that You have violated the Terms of Use or acted in any way that interferes or is intended to interfere with the functioning of the Website or another’s lawful access and use thereof, Hixny may take any action it deems appropriate to prevent further interference, including but not limited to immediate suspension and/or cancellation of Your access to the Website. You may be civilly or criminally liable for such violations. Hixny will cooperate with law enforcement authorities in prosecuting any individual or entity involved in such violations.

14. Access and Use of the Website and Its Content

Subject to Your acceptance of, and compliance with these Terms of Use as may be periodically amended, Hixny hereby grants You a non-exclusive, non-transferable limited license to access and make personal non-commercial use of the Website and its content. This license does not entitle You to any resale or commercial use of the Website or its contents; any derivative use of this Website or its contents; any downloading or copying of account information for the benefit of any person; or any use of data mining, robots or similar data gathering and extraction tools, which are expressly forbidden for any purpose whatsoever. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create, derivative works from, transfer, or offer for sale any information contained on, or obtained from Website or any portion thereof. Hixny will investigate and take appropriate legal action, including civil and criminal redress, for any misuse and fraudulent activity on the Website.

15. Communications Between Hixny and You

You may have an opportunity to communicate with Hixny in a variety of ways. The manner of communication and their content may vary depending on how you are using the Website. No matter the method that We or You employ, Our communications will be governed by these Terms of Use and Incorporated Notices, including but not limited to Your User Warranties.

Please also see our Website Privacy Policy to read about Your choices regarding Your information that We receive when We communicate and how to exercise Your options in regard thereto. In addition, separate terms of use apply to communications initiated via the Patient Portal (see https://patient-portal.hixny.com/terms-and-conditions).

a. Emails

By providing Us with Your email address, You agree to receive essential communications by email to the address You have provided to Hixny. For example, essential communications may include (but are not limited to):

  • Periodic updates regarding Hixny’s Terms of Service and services;
  • Emergency alerts and critical messages;
  • A response to Your request to reset Your password;
  • Communications concerning Your account and any disputes in regard thereto; and
  • Hixny’s response to an email or message through Contact Us that You have sent to Us.

In addition, You may receive non-essential emails, such as general health communications that We believe may be of interest to You based on Your input or the information You have shared with Us. You may periodically also receive invitations to participate in user satisfaction and other types of surveys related to Your experiences with the Patient Portal or Provider Portal. Participation in such surveys is always optional.

You may always change Your options regarding receipt of non-essential emails using the settings in Your account or as described in Our Website Privacy Policy.

b. Phone or Text

When You provide Your phone information to Hixny, You warrant that the information You provide is true, complete and accurate, and that You are the current subscriber or owner of any telephone number that You provide.

By voluntarily providing Your telephone number(s), You also expressly agree to receive prerecorded voice messages, and/or autodialed calls and text messages from Us, our agents, affiliates, and independent contractors. You acknowledge that automated calls or text messages may be made to Your telephone number(s) even if Your telephone number(s) is/are registered on any state or federal Do Not Call list.

Message and data rates may apply for any messages sent to You from Us and to Us from You. If You have any questions about Your text plan or data plan, it is best to contact Your wireless provider.

You acknowledge that You are aware that text messages are not fully secure and could be intercepted by a third party. You acknowledge that if You share Your mobile device with others, they may be able to view text messages sent by Hixny and others. It is Your responsibility to understand the risks of receiving text messages on Your mobile device. If, at any time, You wish to opt out of receiving text or phones messages to use, please contact us us by emailing support@hixny.org.

c. Chat Box

By providing the identification information requested to start the chat box feature on the Website, You acknowledge that You are aware that such chats are not fully secure and could be intercepted by a third party. You acknowledge that if You share Your device with others, they may be able to view chats between You and Hixny. It is Your responsibility to understand the risks of using the chat box feature. Hixny does not guarantee responses will be in real time or otherwise if You initiate communication via the chat box. You understand that You should seek to communicate with Hixny via another method if You do not receive a response within Your desired time frame.

16. User Warranties

As a User, You agree that You will not, under any circumstances, use the Website or any related services provided by Hixny s in connection with the Website to do the following:

  1. You will not make available any material that is protected by another’s copyright, trademark, trade secret, or other intellectual property right, or is otherwise subject to third-party proprietary, privacy or publicity rights, unless You are the owner of such rights or have permission from their rightful owner to post the material and to grant Hixny all required license rights. For further information see Hixny Copyright and Intellectual Property Notice.
  2. You will not make available any material that is false, misleading, harmful, abusive, tortious, vulgar, unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or sexually or ethnically offensive, or that encourages conduct that would be considered a criminal offense, gives rise to civil liability, violates any law, or is otherwise inappropriate;
  3. You will not cause harm, of any type, to minors;
  4. You will not submit materials or post links to advertisements or solicitations of business without Hixny prior express and written permission;
  5. You will not intentionally or unintentionally violate or aid others in the violation of any applicable local, state, national or international law or regulation;
  6. You will not enable or assist in the transmission of “junk mail,” “chain letters,” “pyramid schemes,” unsolicited mass mailings, instant messaging, “spimming,” or “spamming” or any other form of improper or illegal solicitation now known or that may be developed in the future;
  7. You will not “stalk” or otherwise harass another person or assist another in doing so;
  8. You will not access the Website or services in order to collect or store private or personally identifying information about others for unlawful or inappropriate purposes;
  9. You will not misrepresent or assist others in misrepresenting the origin of any Website content provided by Hixny or another Website User;
  10. You will not impersonate any person or entity, including, but not limited to, Hixny’s officials, employees, consultants, or otherwise misrepresent Your affiliation with any person or entity;
  11. You will not make available any material that You are prohibited from disclosing as a result of Your contractual or fiduciary relationship with another individual or entity or as a matter of law or regulation;
  12. You will not make available or distribute any materials, computer code or “malware” that facilitates hacking, or that is intended to interfere with or destroy the functionality of any website, computer software, hardware or telecommunications equipment or to interfere with the performance or functionality of this Website or any other website, including, but not limited to, ransomware, software viruses, worms, Trojan horses, time bombs, trap doors or any other computer code, files or programs or repetitive requests for information, any other form of improper or illegal malware now known or that may be developed in the future.
  13. You will not download data from any Hixny Website, database or platform through automated means, including spiders, robots, crawlers or other automated means now known or that may be developed in the future;
  14. You will not harvest, modify, publish, transmit, transfer, sell, reproduce, create derivative works from, distribute, perform, link, display or in any way exploit any Website content of any description;
  15. You will not sell, distribute, or make any use of, commercial or otherwise, information, content or data obtained from Hixny in a manner which could be expected to offend the person for whom it is relevant;
  16. You will not create and maintain a Hixny user profile that contains hyperlinks to content not permitted on the Website;
  17. You will not disrupt the normal flow of dialogue in a chat room, cause a screen to “scroll” faster than other users of the Website are able to type, or otherwise act in a manner that negatively affects other Users’ ability to engage in real time exchanges;
  18. You will not interfere with or disrupt the Website or the servers, or networks connected to the Website, or disobey any requirements, procedures, policies or regulations of networks connected to the Website;
  19. You will not access the Website after Your access has been terminated by Hixny for any reason; and
  20. You will not make available any materials, or act in any manner that is offensive to the Hixny community or the spirit of these Terms of Use.

You acknowledge and agree that Hixny may, but is not required to, monitor Your conduct in connection with the Website. You agree that Hixny may remove any materials submitted by You, including but not limited to Your User Content, restrict and block Your access to the Website and/or terminate any or all other agreements between You and Hixny, if Hixny, in its sole discretion, determines that you have taken actions in violation of these Terms of Use and/or any other agreement between You and Hixny.

You understand and agree that, subject to applicable laws, Hixny may access, preserve and disclose Your identifying information in its possession, including, if applicable, email address, password and/or account information, if Hixny determines that it is necessary to do so in order to comply with apparently valid legal proceedings, to process a good faith complaint by a third-party that You have violated these Terms of Use, or to protect the legal rights, property or personal safety of Hixny, its Users and the public at large.

17. Your Indemnification of Hixny

You understand and agree that You will indemnify, defend and hold harmless Hixny from any and all liability, expense, cost fine, settlement or judgement, including without limitation, reasonable attorneys’ fees and legal expenses incurred alleged to be connected with, arising out of or in any way related to Your User Content, Your use of the Website or Your breach of the User Warranties or other any other provision of these Terms of Use and/or Incorporated Notices.

18. Changes to Terms of Use

Hixny reserves the right to update, change, modify, add, delete, revise or replace any part of these Terms of Use or any Incorporated Notices at any time and for any reason. Such changes are effective, and You agree to be bound by such changes, when You access or use the Website or 30 days from the date the changes are posted to the Website, whichever is earliest.

We recommend that You regularly check the Terms of Use when visiting the Website, as these Terms of Use may have changed since you last did so.

19. General Provisions

  1. Relationship of the Parties. You and Hixny are independent contractors. There is no partnership, agency or joint venture relationship between them.
  2. Location of Negotiations and Services. You agree that the Website, the marketing, sale, or distribution of any and all Services provided by Hixny through the Website, and the negotiation and agreement of these Terms of Use, Incorporated Notices, and any other agreement between You and Hixny regarding the Website, shall be deemed to have occurred solely and exclusively within the County of Albany, the State of New York, United State of America.
  3. Choice of Law. You hereby agree that these Terms of Use, the Incorporated Notices, and any other agreement between You and Hixny shall exclusively and solely be governed and interpreted under and in accord with the laws of the State of New York, United States of America, regardless of where You, any of Hixny representatives or agents, or Hixny servers may be located (regardless of choice of law principles).
  4. Jurisdiction and Forum. You hereby agree that any dispute that arises under, is connected to or relates in any manner to these Terms of Use, the Incorporated Notices, the Website, or Services provided by Hixny, or any other agreement between You and Hixny shall be subject to the sole and exclusive jurisdiction of the Federal or State courts located in the State of New York, County of Albany and You hereby irrevocably consent to and submit to their jurisdiction to hear and determine any such dispute.
  5. International Use. Although this Website may be accessible worldwide, Hixny makes no representation that materials on this Website or Services are appropriate or available for use in locations outside the United States. Those who choose to access this Website from other locations, do so on their own initiative and at their own risk. If You choose to access this Website from outside the United States, you are responsible for compliance with local laws in your jurisdiction, including, but not limited to, the taxation of Products or Services purchased over the Internet.
  6. Void Where Prohibited. Any offer for any product, service, and/or information made in connection with this Website is void where prohibited.
  7. Use By Children. We do not offer products or services for sale directly to children under 18 via the Website. By using this Website, You are representing to Us that You are 18 years or older. We will not be liable for any damages that may result from a misrepresentation of age by a user of our website.
  8. Force Majeure. In addition to any excuse provided by applicable law, Hixny shall be excused from liability for non-delivery or delay in delivery of Services available through the Website arising from any event beyond Our reasonable control, whether or not foreseeable by either party, including, but not limited to, labor disturbance, interruptions in supply chain, war, fire, accident, adverse weather, inability to secure transportation, governmental act or regulation, public health emergency, pandemic, and other causes or events beyond Our reasonable control, whether or not similar to those which are enumerated hereinabove.
  9. Specific Performance. You acknowledge that a breach of these Terms of Use or other agreement between You and Hixny will cause irreparable injury and that money damages may be inadequate to remedy the injury to Hixny. Therefore, in the event of a breach or threatened breach, Hixny will be entitled to equitable relief, including injunctive relief and specific performance, without the posting of a bond or other security, and without proof of actual damages.
  10. No Third-Party Rights. Nothing in these Terms of Use creates any right in any person not a party to the Terms of Use, and the Terms of Use shall not be construed in any respect to be a contract in whole or in part for the benefit of any third person.
  11. Severability of Provisions. If any provision of the Terms of Use, incorporated documents or policies, is determined to be invalid, illegal or unenforceable, the remaining provisions will remain in full force and effect to the extent that performance of the remaining terms is not rendered impossible.
  12. Waiver. Failure to exercise, or any delay in exercising, any right or remedy provided under this or any agreement between You and Hixny or by law shall not constitute a waiver of that or any other right remedy, nor shall it preclude or restrict any further exercise of that right or any other remedy in the future against You or any other individual or entity.
  13. Notices. Notices by Hixny to You may be given by means of electronic messages through the Website, by a general posting on the Website, by conventional mail or email at the email address You provide. It is Your responsibility to ensure that Hixny continues to have up-to-date contact information for You. Notices by You to Hixny may be given by electronic messages, conventional mail, or telephone unless otherwise specified in these Terms of Use or any other agreement between You and Hixny. Hixny’s contact information as follows:By US Mail
    Healthcare Information Xchange of New York, Inc. (Hixny)
    Attention: Chief Compliance Officer and/or Vice President of Privacy and Security
    80 Wolf Rd., Suite 500
    Albany, NY 12205By Telephone
    518-640-0021 x304By Email
    privsec@hixny.org
  14. Binding Provisions. These Terms of Use and any expressly incorporated documents or policies are binding and inure to the benefit of the parties and their respective heirs, executors, administrators, personal and legal representatives, affiliates, successors, and permitted assigns.
  15. Assignment. You agree that You may not assign Your rights or obligations under the Terms of Use or any agreement between You and Hixny without the prior, written consent of Hixny.
  16. Headings. The descriptive headings of the sections and subsections of the Terms of Use are for convenience only and do not affect the interpretation or construction of the Terms of Use.
  17. Complete Agreement. These Terms of Use, including the Incorporated Notices, constitute the entire agreement and understanding between the parties concerning the subject matter hereof and supersede all prior agreements and understandings of the parties with respect thereto. To the extent that anything in or associated with, the Website is in conflict or inconsistent with these Terms of Use, these Terms of Use shall take precedence. All prior and contemporaneous negotiations and agreements between You and Hixny concerning the Website and services connected thereto are expressly merged into and superseded by these Terms of Use and may not be explained, supplemented, or qualified through evidence of trade usage or a prior course of dealings. You warrant that You have not relied upon any statement, representation, warranty, or agreement, except for those expressly contained in the Terms of Use. Notwithstanding anything the foregoing: (a) any Hixny Participant’s use of the health information exchange operated by Hixny (HIE) is subject to the Participation Agreement between Hixny and the Hixny Participant, and such Participation Agreement supersedes any contrary or conflicting provisions in these Terms of Use; (b) these Terms of Use are subject to the terms of use of the Hixny Patient Portal and Provider Portal, both of which supersede any contrary or conflicting provisions in these Terms of Use, and (c) Hixny’s use of personal information via the HIE is subject to the requirements of applicable Federal and State laws and regulations and Hixny’s Policies and Procedures.

Version: 1.0
Eff. Date: January 23, 2024