Terms of Service

Please read the Terms of Service carefully before you (the “User”) begin to use iDepartments.com. By using, accessing, or viewing the Websites of Matrix Alliance, Inc. and its Affiliates (“iDepartments.com”, “we” or “us”), including any content, functionality, and services offered on or through iDepartments.com including, but not limited to web based applications such as (iDepartments.com]” or “Site[s]”), whether as a guest or registered user, the following terms and conditions (“Terms of Service”) apply. By using the Website you accept and agree to abide by and be bound by the conditions and terms set forth in these Terms of Service. If you do not desire to agree to these Terms of Service, you must exit the Website.

SCOPE OF AGREEMENT

These Terms of Service may be changed periodically at the sole discretion of Matrix Alliance. We will notify our users when the Terms of Service changes. Users will be bound by the version of this agreement posted at iDepartments.com or other Sites. Users are expected to check the Terms of Service periodically to take notice of the changes to the Terms of Service to which they are bound. Your continued use of the Website following the posting of revised Terms of Service means that you accept and agree to the changes. Questions may be sent to info@idepartments.com.

LICENSE & WEB SITE ACCESS

Matrix Alliance hereby grants you, the User, a license to use, access, and view the Website and Internet material. This license is personal, non-exclusive, non-transferable, and revocable at the sole discretion of Matrix Alliance with or without cause. You may not assign or sublicense this license to another party.

The Website contains both public and restricted domains; Matrix Alliance’s authorization to view any portion of the Website provides Users no grounds for access to other portions of the Website. User access to Website content is at the complete discretion of Matrix Alliance. Restricted areas of the Website require account creation and subsequent User creation/login. Users are responsible for maintaining the confidentiality of their User account information, including user name and password. Users are solely responsible to Matrix Alliance for all activities that occur under their account and agree to immediately notify Matrix Alliance of any unauthorized use of your user name, password, or any other breach of security. We reserve the right to disable any user name or password, whether chosen by you or provided by us, at any time, for any or no reason, including, if in our opinion, you have failed to comply with any provision of these Terms of Service. We reserve the right to view, monitor, and record activity on this site without notice or permission from you.

We may disclose any records, electronic communications, information, materials, or other content of any kind for the following reasons:

If we believe in good faith that the law or legal process requires it;
If such disclosure is necessary or appropriate to operate this Site; or
To protect our rights or property or the rights or property of our Users and business partners.
Information may be stored, produced, or copied in reasonable quantities for appropriate periods of time for valid business purposes. Users who store, produce or copy information are individually and completely responsible for any misuse, misappropriation, or improper disclosure of that information.

PROHIBITED USES

YOU MAY NOT USE THIS WEBSITE FOR ANY ILLEGAL PURPOSE. You may only use this Website for lawful purposes and in accordance with these Terms of Service. You agree not to use this site for:

Violating any applicable federal, state, local, and international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the United States or other countries);
Selling, distributing, or any form of commercial exploitation of content gathered from any of the websites;
Data analysis beyond the scope of the contractual relationship between you and Matrix Alliance, including, but not limited to: data mining, extraction tools, web bots, web crawlers, or other extraction or automated data gathering;
Decompiling and/or recompiling data;
Selling, renting, leasing, lending, or transferring any services or content provided on this site;
Disrupting this site by any form from its primary purpose;
Introducing any virus, Trojan horse, worm, logic bomb, or any other material which is malicious or technologically harmful;
Methodical attempts to access restricted content; or
Accessing the Websites for anything other their primary purposes.
LINKS TO THIRD PARTY WEBSITES

iDepartments.com Website, and affiliate Websites, may contain links to websites and domains outside of the control of Matrix Alliance (“Third Party Websites”); these links are provided for your convenience only. Matrix Alliance is neither responsible for the content or resources of Third Party Websites, nor any harm arising therefrom. Users who access any of the Third Party Websites linked to this Website do so entirely at their own risk and are subject to the terms and conditions of use for such Third Party Websites.

Matrix Alliance disclaims any duty to monitor or maintain the links. Matrix Alliance’s inclusion of a link on its Website shall not, and must not be construed as an endorsement of that website or any affiliated product. Matrix Alliance makes no representations or warranties of any kind, either expressed or implied, as to the reliability or completeness of any information contained on Third Party Websites.

DISCLAIMER & WARRANTY

Matrix Alliance expressly disclaims any and all representations and warranties. Users are to infer no warranties or representations from Matrix Alliance. The information provided on the Website is strictly presented “as is” for the User with the individual User solely and completely responsible for use of its content. Further, Matrix Alliance expressly disclaims warranties of accuracy, completeness, non-infringement, Website availability, and suitability for all content found on any and all Websites. Matrix Alliance is not responsible for any content, associated express or implied representations or warranties, or any Third Party Website linked from the Matrix Alliance Website.

PRIVACY POLICY

Matrix Alliance respects the privacy of all patrons who use our Websites. Our U.S. and E.U. Privacy Policies (U.S. – iDepartments.com/privacy.aspx, E.U. – iDepartments.com/euprivacy.aspx) (collectively “Privacy Policy”) reflect our intent to protect the private information of all Users of our Websites. The Privacy Policy should be read together with these Terms of Service as it will form the basis for your use of Matrix Alliance’s Websites. By accessing and using this Website you will be deemed to have read and accepted the terms and conditions, together with the practices set out in this privacy statement.

The information we collect from you may include personal data. We will only collect and process such information as is appropriate and necessary according to the type of services you wish to establish with us. To the extent that the information you provide to us includes personal data, you agree to Matrix Alliance processing all such personal data for the purposes of providing requested services. Except to the extent required by law, we will not sell, lease, or release your name, address, telephone number, email address, or other personal data without your consent. Matrix Alliance does not contribute to or participate in cooperative databases, which give other companies access to such personal information.

To provide a secure environment that is protected from unauthorized third-party access, alteration, theft, or misuse Matrix Alliance uses industry-standard technology including encryption and firewalls to protect personal information gathered online. To enable us to provide a secure environment, Matrix Alliance may use personal information internally to diagnose problems or to contact you if necessary.

Matrix Alliance’s corporate Website (iDepartments.com) collects and stores only personal information that clients and visitors knowingly provide.

INTELLECTUAL PROPERTY PROTECTION

Matrix Alliance is a knowledge-based Information Technology company and will protect its intellectual property to the fullest extent possible under the law. Matrix Alliance expressly reserves all protections for its proprietary material including copyright, trademark, trade dress, patent, and trade secrets. Any violation, infringement, or misappropriation of Matrix Alliance’s intellectual property should be immediately reported to legal@iDepartments.com or to your Matrix Alliance representative.

All content on this Website and affiliated Websites, are owned by Matrix Alliance and are protected by U.S. and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. This includes, but is not limited to all software, compilations of content, search functions, photographs, graphics, logos, text, buttons, page layouts, audio, and video. You are permitted to use the Website for legitimate business purposes related to your role as a current or prospective customer, supplier of Matrix Alliance. You must not copy, revise, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any of the material on our Site.

If you desire to utilize material on this Website other than what is set out in this section, please forward your request to legal@idepartments.com. If you print, copy, modify, download, or otherwise use any part of the Website in breach of the Terms of Service, your right to use the Website will cease immediately and you must, at our request, return or destroy copies of the materials you have made. Any use of Matrix Alliance intellectual property in variance with this agreement requires prior written consent by Matrix Alliance. Violations, infringements, and misappropriations of Matrix Alliance intellectual property will be prosecuted to the fullest extent of the law.

CONTRACTUALLY RELATED PARTIES

A Contractually Related Party, is one that has pre-existing and independent business relationship with Matrix Alliance, those parties will be referred to collectively as “Client” regardless of the technical structure of the contractual agreement. Nothing within these Terms of Service should be construed as to be in conflict with other contractual arrangements; these Terms of Service shall govern any conflict between contractual obligations.

Client specific reports and data analyses created by Matrix Alliance for Client resulting from a contract will be the exclusive property of Client when and where it is obtained from Client through a secure login and clearly designated for that Client. Matrix Alliance maintains ownership of the “Matrix Alliance Knowledge Base”. The “Matrix Alliance Knowledge Base” means Matrix Alliance’s questions, methodologies and protocols, comparative and benchmark databases, software, and any related documentation generated by Matrix Alliance, including all survey scores. Matrix Alliance understands that Client will allow Matrix Alliance limited access to certain survey respondent information, which is the sole property of Client. Data which has been stripped of identifying indicators, as specified by the Health Insurance Portability and Accountability Act of 1996, and incorporated into Matrix Alliance’s comparative or benchmark databases shall cease to be Client information and shall become part of the Matrix Alliance Knowledge Base. Matrix Alliance owns the Matrix Alliance Knowledge Base and grants to Client a non-exclusive, non-transferable license to use the Matrix Alliance Knowledge Base for purposes of the agreed upon relationship between Client and Matrix Alliance.

Client may use Data Files provided by Matrix Alliance for internal purposes only and not for the benefit of any third person or entity. Client may only share, disclose, or transmit the Data Files to a person who is an employee of their organization or has a contractual relationship with their organization within the context of further analysis of their own performance. The data and information may not be used in a manner that combines any of the information in the Data Files with other information to generate benchmarks. Data Files may not be shared with other organizations that provide satisfaction/experience/engagement measurement reporting tools, services, or other activities similar to that of Matrix Alliance.

Client shall receive all necessary and proper consents to conduct patient satisfaction surveys, informational surveys, and any other surveys related to the contractual relationship.

GOVERNING LAW & JURISDICTION

These Terms of Service and any dispute or claim arising from them will be governed by and construed in accordance with the laws of the State of Florida without giving effect to any choice or conflict of law provision. United States federal law will apply where and when applicable. Nothing in this contract shall be construed to permit or require conduct contrary to the domestic laws of any nation for the actual use of the Website in that nation.

Any legal suit, action, or proceeding arising out of these Terms of Service or the Website shall be instituted exclusively in the federal courts of the United States or the courts of the State of Florida, the City of Tampa, and County of Hillsborough, although Matrix Alliance retains the right to bring any suit, action, or proceeding against you for breach of these Terms of Service in your country of residence or any other relevant country. You agree to waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

WAIVER

No waiver of these Terms of Service by Matrix Alliance shall be effective as to any other breach. Failure to prosecute a claim of breach for one action does not constitute waiver of that breach, and may be brought at a latter point in time or in conjunction with a subsequent breach.

SEVERABILITY

If any provision of these Terms of Service is held by a court of competent jurisdiction to be invalid, in conflict with any other binding legal agreement between the parties, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Service will continue in full force and effect.

NOTICE

This Website is operated by Matrix Alliance Inc. 2406 FL-60, Valrico, FL 33594. Any notices required under these Terms of Service should be sent to: Matrix Alliance, Inc., Attn: Legal Affairs 2406 FL-60, Valrico, FL 33594

All other feedback, comments, requests for technical support, and other communications relating to this Website should be directed to: info@idepartments.com.