These Purchase Order (“PO”) terms and conditions (“Terms”), apply to supplier (“Supplier”) My Health Matters and its affiliates and govern and control the procurement of goods, software, software as a service, and/or professional or consulting services (respectively, “Goods” and “Services”) by My Health Matters. If applicable, Supplier’s proposed terms are not a rejection of the offer in the PO but are instead a material alteration, and the PO is accepted by Supplier without such proposed terms. If the PO is deemed an acceptance of a prior offer by Supplier, such acceptance is expressly governed by the Terms. The effective date of the Terms is the earlier of Supplier’s acknowledgement of the PO or Supplier’s shipment of Goods/Services. My Health Matters may alter or reschedule any delivery or cancel this PO in full or in part, at any time and for any reason, without penalty or other fees. The PO is the parties’ entire agreement regarding the Goods and Services; these Terms supersede and replace any prior communications, negotiations, documents and agreements, whether oral or written, between the Parties relating to the subject matter of this PO.  Notwithstanding the foregoing: (i) the terms of any written agreement duly executed by My Health Matters and Supplier for the same or similar Goods or Services (“Stand Alone”) will govern and control over the terms of this PO; and (ii) any service levels, documentation, terms of use, and additional warranties provided by Supplier to its customers generally shall apply to the Goods and Services in the absence of a Stand Alone, and solely to the extent such do not conflict with these Terms.  THIS PO AND My Health Matters PAYMENT OBLIGATIONS ARE EACH EXPRESSLY CONDITIONED ON SUPPLIER’S  ACCEPTANCE OF ALL THE TERMS.  MY HEALTH MATTERS EXPRESSLY OBJECTS TO ANY ADDITIONS, DELETIONS OR DIFFERENCES IN THE TERMS OR CONDITIONS CONTAINED IN SUPPLIER’S  QUOTATION, PROPOSAL, ACKNOWLEDGMENT, INVOICE, ANY ONLINE TERMS OR CLICK-WRAP TERMS, TERMS OF USE, OR OTHER DOCUMENT, OR TERMS PROVIDED WITH DELIVERY OF ANY GOODS OR SERVICES UNDER THIS PO, AND/OR ANY ATTEMPT BY SUPPLIER TO ALTER OR AMEND THIS PO OR THE TERMS, REGARDLESS OF WHETHER SUCH ADDITIONS, DELETIONS OR DIFFERENCES MATERIALLY ALTER THIS PO OR THE TERMS (“CHANGES”), AND MY HEALTH MATTERS HEREBY REJECTS SUCH CHANGES, ANY OF WHICH ARE NOT BINDING ON MY HEALTH MATTERS.