1. ACCEPTANCE OF TERMS
1. By using the Websites, you (“User”) agrees to comply with all of the terms and conditions hereof. User is not permitted to access or use the Websites unless you agree to these TOU. The right to use the Websites is personal to User and is not transferable to any other person or entity. User is responsible for all use of User’s Account (under any screen name or password) and for ensuring that all use of User’s Account complies fully with the provisions of the TOU. User shall be responsible for protecting the confidentiality of User’s password(s), if any.
2. AllSpire Health Partners shall have the right at any time to change or discontinue any aspect or feature of the Websites, including, but not limited to, content, hours of availability, and equipment needed for access or use.
2. CHANGED TERMS
AllSpire Health Partners shall have the right at any time to change or modify the these TOU or other terms and conditions applicable to User’s use of the Websites or any part thereof, or to impose new conditions, including, but not limited to, adding fees and charges for use. Such changes, modifications, additions or deletions shall be effective immediately upon notice thereof, which may be given by means including, but not limited to, posting on the Websites or by electronic or conventional mail, or by any other means by which User obtains notice thereof. Any use of the Websites by User after such notice shall be deemed to constitute acceptance by User of such changes, modifications or additions.
User shall be responsible for obtaining and maintaining all telephone, computer hardware, software and other equipment needed for access to and use of the Websites and all charges related thereto.
4. USER CONDUCT
A. User shall use the Websites for lawful purposes only. User shall not post or transmit through the Websites any material which violates or infringes in any way upon the rights of others, which is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable, which encourages conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any law, or which, without AllSpire Health Partners’ express prior approval, contains advertising or any solicitation with respect to products or services. Any conduct by a User that in AllSpire Health Partners’ discretion restricts or inhibits any other User from using or enjoying the Websites will not be permitted. User shall not use the Websites to advertise or perform any commercial solicitation, including, but not limited to, the solicitation of users to become subscribers of other on-line information services competitive with AllSpire Health Partners.
B. The Websites contains copyrighted material, trademarks and other proprietary information, including, but not limited to, text, software, photos, video, graphics, music and sound, and the entire contents of the Websites are copyrighted under the United States copyright laws. User may not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit, any of the content of the Websites, in whole or in part. Except as otherwise expressly permitted under copyright law, no copying, redistribution, retransmission, publication or commercial exploitation of downloaded material will be permitted without the express permission of AllSpire Health Partners and the copyright owner. In the event of any permitted copying, redistribution or publication of copyrighted material, no changes in or deletion of author attribution, trademark legend or copyright notice shall be made. User acknowledges that it does not acquire any ownership rights by downloading copyrighted material.
C. User shall not upload, post or otherwise make available on the Websites any material protected by copyright, trademark or other proprietary right without the express permission of the owner of the copyright, trademark or other proprietary right and the burden of determining that any material is not protected by copyright rests with User. User shall be solely liable for any damage resulting from any infringement of copyrights, proprietary rights, or any other harm resulting from such a submission. By submitting material to any public area of the Websites, User automatically grants, or warrants that the owner of such material has expressly granted AllSpire Health Partners the royalty-free, perpetual, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate and distribute such material (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology now known or hereafter developed for the full term of any copyright that may exist in such material. User also permits any other user to access, view, store or reproduce the material for that User’s personal use. User hereby grants AllSpire Health Partners the right to edit, copy, publish and distribute any material made available on the Websites by User.
D. The foregoing provisions of Section 4 are for the benefit of AllSpire Health Partners, its subsidiaries, affiliates and its third-party content providers and licencors and each shall have the right to assert and enforce such provisions directly or on its own behalf.
5. USE OF SERVICES
The Websites may contain email services, bulletin board services, chat areas, news groups, forums, communities, personal web pages, calendars, photo albums, file cabinets and/or other message or communication facilities designed to enable User to communicate with others. User agrees to use the Websites only to post, send and receive messages and material that are proper. By way of example, and not as a limitation, User agrees that when using the Websites, User will not:
- Use the Websites in connection with surveys, contests, pyramid schemes, chain letters, junk email, spamming or any duplicative or unsolicited messages (commercial or otherwise).
- Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
- Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, obscene, indecent or unlawful topic, name, material or information.
- Upload, or otherwise make available, files that contain images, photographs, software or other material protected by intellectual property laws, including, by way of example, and not as limitation, copyright or trademark laws (or by rights of privacy or publicity) unless User own or control the rights thereto or have received all necessary consent to do the same.
- Use any material or information, including images or photographs, which are made available through the Services in any manner that infringes any copyright, trademark, patent, trade secret, or other proprietary right of any party.
- Upload files that contain viruses, Trojan horses, worms, time bombs, cancelbots, corrupted files, or any other similar software or programs that may damage the operation of another’s computer or property of another.
- Advertise or offer to sell or buy any goods or services for any business purpose, unless such Websites specifically allows such messages.
- Download any file posted by another user of the Websites that User know, or reasonably should know, cannot be legally reproduced, displayed, performed, and/or distributed in such manner.
- Falsify or delete any copyright management information, such as author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded.
- Restrict or inhibit any other user from using and enjoying the Websites.
- Violate any code of conduct or other guidelines which may be applicable for the Websites.
- Harvest or otherwise collect information about others, including email addresses.
- Violate any applicable laws or regulations.
- Create a false identity to misleading others.
- Use, download or otherwise copy, or provide (whether or not for a fee) to a person or entity any directory of users of the Services or other user or usage information or any portion thereof.
AllSpire Health Partners has no obligation to monitor the Websites. However, AllSpire Health Partners reserves the right to review materials posted to the Websites and to remove any materials in its sole discretion. AllSpire Health Partners reserves the right to terminate User’s access to any or all of the Websites at any time, without notice, for any reason whatsoever. AllSpire Health Partners reserves the right at all times to disclose any information as it deems necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in AllSpire Health Partners sole discretion. Materials uploaded to the Websites may be subject to posted limitations on usage, reproduction and/or dissemination; User is responsible for adhering to such limitations if User downloads the materials.
Always use caution when giving out any personally identifiable information in any Websites. AllSpire Health Partners does not control or endorse the content, messages or information provided by third parties on the Websites and, therefore, AllSpire Health Partners specifically disclaims any liability with regard to the Websites and any actions resulting from User’s participation in any Websites. Managers and hosts are not authorized AllSpire Health Partners spokespersons, and their views do not necessarily reflect those od AllSpire Health Partners.
6. MEMBER ACCOUNT, PASSWORD, AND SECURITY
If any portion of the Websites requires User to open an account, User must complete the registration process by providing AllSpire Health Partners’ with current, complete and accurate information as prompted by the applicable registration form. User also will choose a password and a user name. User is entirely responsible for maintaining the confidentiality of User’s password and account. Furthermore, User is entirely responsible for any and all activities that occur under User’s account. User agrees to notify AllSpire Health Partners immediately of any unauthorized use of User’s account or any other breach of security. AllSpire Health Partners will not be liable for any loss that User may incur as a result of someone else using User’s password or account, either with or without User’s knowledge. However, User could be held liable for losses incurred by AllSpire Health Partners or another party due to someone else using User’s account or password. User may not use anyone else’s account at any time, without the permission of the account holder.
7. NOTICE SPECIFIC TO DOCUMENTS AVAILABLE ON THE WEBSITES
Permission to use Documents (such as white papers, press releases, datasheets and FAQs) from the Websites is granted, provided that (1) User makes no changes in or deletions or obscures any author attribution, trademark legend, copyright notice, branding or logos of AllSpire Health Partners or any third party on such Documents , (2) use of such Documents from the Websites is for informational and non-commercial, personal use only and will not be copied or posted on any network computer or broadcast in any media, and (3) no modifications of any Documents are made. Accredited educational institutions, such as universities, private/public colleges, and state community colleges, may download and reproduce the Documents for distribution in the classroom. Distribution outside the classroom requires express written permission. Use for any other purpose is expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.
8. MATERIALS PROVIDED TO ALLSPIRE HEALTH PARTNERS OR POSTED AT ANY OF ITS WEBSITES
AllSpire Health Partners does not claim ownership of the materials User provide to AllSpire Health Partners (including feedback and suggestions) or post, upload, input or submit through the Websites or its associated services for review by the general public, or by the members of any public or private community, (each a “Submission” and collectively “Submissions”). However, by posting, uploading, inputting, providing or submitting (“Posting”) User’s Submission User is granting AllSpire Health Partners, its affiliated companies and necessary sublicenses permission to use User’s Submission in connection with the operation of its businesses, including, without limitation, the license rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat User’s Submission; to publish User’s name in connection with User’s Submission.
No compensation will be paid with respect to the use of User’s Submission, as provided herein. AllSpire Health Partners is under no obligation to post or use any Submission User may provide and AllSpire Health Partners may remove any Submission at any time in its sole discretion. By Posting a Submission User warrants and represents to own or otherwise control all of the rights to User’s Submission as described in these TOU including, without limitation, all the rights necessary for User to provide, post, upload, input or submit the Submissions. In addition to the warranty and representation set forth above, by Posting a Submission that contain images, photographs, pictures or that are otherwise graphical in whole or in part (“Images”), User warrant and represent that (a) User is the copyright owner of such Images, or that the copyright owner of such Images has granted User permission to use such Images or any content and/or images contained in such Images consistent with the manner and purpose of User’s use and as otherwise permitted by these TOU and the Services, (b) User have the rights necessary to grant the licenses and sublicenses described in these TOU, and (c) that each person depicted in such Images, if any, has provided consent to the use of the Images as set forth in these TOU, including, by way of example, and not as a limitation, the distribution, public display and reproduction of such Images. By Posting Images, User is granting (a) to all members of User’s private community (for each such Images available to members of such private community), and/or (b) to the general public (for each such Images available anywhere on the Services, other than a private community), permission to use User’s Images in connection with the use, as permitted by these TOU, of any of the Services, (including, by way of example, and not as a limitation, making prints and gift items which include such Images), and including, without limitation, a non-exclusive, world-wide, royalty-free license to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat User’s Images without having User’s name attached to such Images, and the right to sublicense such rights to any supplier. The licenses granted in the preceding sentences for an Images will terminate at the time User completely remove such Images from the Websites, provided that, such termination shall not affect any licenses granted in connection with such Images prior to the time User completely remove such Images. No compensation will be paid with respect to the use of User’s Images.
9. DISCLAIMER OF WARRANTY; LIMITATION OF LIABILITY
A. USER EXPRESSLY AGREES THAT USE OF THE WEBSITE IS AT USER’S SOLE RISK. NEITHER ALLSPIRE HEALTH PARTNERS, ITS AFFILIATES NOR ANY OF THEIR RESPECTIVE EMPLOYEES, AGENTS, THIRD PARTY CONTENT PROVIDERS OR LICENSORS WARRANT THAT THE WEBSITE WILL BE UNINTERRUPTED OR ERROR FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE WEBSITE OR AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION,SERVICE, OR MERCHANDISE PROVIDED THROUGH THE WEBSITE.
B. THE WEBSITE IS PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OTHER THAN THOSE WARRANTIES WHICH ARE IMPLIED BY AND INCAPABLE OF EXCLUSION, RESTRICTION OR MODIFICATION UNDER THE LAWS APPLICABLE TO THIS AGREEMENT.
C. THIS DISCLAIMER OF LIABILITY APPLIES TO ANY DAMAGES OR INJURY CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF RECORD, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION. USER SPECIFICALLY ACKNOWLEDGES THAT ALLSPIRE HEALTH PARTNERS IS NOT LIABLE FOR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD-PARTIES AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH USER.
D. IN NO EVENT WILL ALLSPIRE HEALTH PARTNERS OR ANY OF ITS AFFILIATES, MEMBERS OR PARTICIPANTS BE LIABLE FOR ANY DAMAGES, INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE WEBSITE. USER HEREBY ACKNOWLEDGES THAT THE PROVISIONS OF THIS SECTION SHALL APPLY TO ALL CONTENT ON THE WEBSITE.
E. IN ADDITION TO THE TERMS SET FORTH ABOVE NEITHER, ALLSPIRE HEALTH PARTNERS, NOR ITS AFFILIATES, MEMBERS OR PARTICIPANTS, INFORMATION PROVIDERS OR CONTENT PARTNERS SHALL BE LIABLE REGARDLESS OF THE CAUSE OR DURATION, FOR ANY ERRORS, INACCURACIES, OMISSIONS, OR OTHER DEFECTS IN, OR UNTIMELINESS OR AUTHENTICITY OF, THE INFORMATION CONTAINED WITHIN THE WEBSITE OR FOR ANY DELAY OR INTERRUPTION IN THE TRANSMISSION THEREOF TO THE USER, OR FOR ANY CLAIMS OR LOSSES ARISING THEREFROM OR OCCASIONED THEREBY. NONE OF THE FOREGOING PARTIES SHALL BE LIABLE FOR ANY THIRD-PARTY CLAIMS OR LOSSES OF ANY NATURE, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, PUNITIVE OR CONSEQUENTIAL DAMAGES.
F. FORCE MAJEURE – NEITHER PARTY WILL BE RESPONSIBLE FOR ANY FAILURE OR DELAY IN PERFORMANCE DUE TO CIRCUMSTANCES BEYOND ITS REASONABLE CONTROL, INCLUDING, WITHOUT LIMITATION, ACTS OF GOD, WAR, RIOT, EMBARGOES, ACTS OF CIVIL OR MILITARY AUTHORITIES, FIRE, FLOODS, ACCIDENTS, SERVICE OUTAGES RESULTING FROM EQUIPMENT AND/OR SOFTWARE FAILURE AND/OR TELECOMMUNICATIONS FAILURES, POWER FAILURES, NETWORK FAILURES, FAILURES OF THIRD PARTY SERVICE PROVIDERS (INCLUDING PROVIDERS OF INTERNET SERVICES AND TELECOMMUNICATIONS). THE PARTY AFFECTED BY ANY SUCH EVENT SHALL NOTIFY THE OTHER PARTY WITHIN A MAXIMUM OF FIFTEEN (15) DAYS FROM ITS OCCURRENCE. THE PERFORMANCE OF THIS AGREEMENT SHALL THEN BE SUSPENDED FOR AS LONG AS ANY SUCH EVENT SHALL PREVENT THE AFFECTED PARTY FROM PERFORMING ITS OBLIGATIONS UNDER THIS AGREEMENT.
10. LINKS TO THIRD PARTY SITES
THE LINKS IN THIS AREA WILL LET YOU LEAVE THE WEBSITE. THE LINKED SITES ARE NOT UNDER THE CONTROL OF ALLSPIRE HEALTH PARTNERS AND ALLSPIRE HEALTH PARTNERS IS NOT RESPONSIBLE FOR THE CONTENTS OF ANY LINKED SITE OR ANY LINK CONTAINED IN A LINKED SITE, OR ANY CHANGES OR UPDATES TO SUCH SITES. ALLSPIRE HEALTH PARTNERS IS NOT RESPONSIBLE FOR WEBCASTING OR ANY OTHER FORM OF TRANSMISSION RECEIVED FROM ANY LINKED SITE. ALLSPIRE HEALTH PARTNERS IS PROVIDING THESE LINKS TO YOU ONLY AS A CONVENIENCE, AND THE INCLUSION OF ANY LINK DOES NOT IMPLY ENDORSEMENT BY ALLSPIRE HEALTH PARTNERS OF THE SITE.
AllSpire Health Partners is a distributor (and not a publisher) of content supplied by third parties and Users. Accordingly, AllSpire Health Partners has no more editorial control over such content than does a public library, bookstore, or newsstand. Any opinions, advice, statements, services, offers, or other information or content expressed or made available by third parties, including information providers, Users or any other user of the Websites are those of the respective author(s) or distributor(s) and not of AllSpire Health Partners. Neither AllSpire Health Partners nor any third-party provider of information guarantees the accuracy, completeness, or usefulness of any content, nor its merchantability or fitness for any particular purpose. In many instances, the content available through the Websites represents the opinions and judgments of the respective information provider, User, or other user not under contract with AllSpire Health Partners. AllSpire Health Partners neither endorses nor is responsible for the accuracy or reliability of any opinion, advice or statement made on the Websites by anyone other than authorized AllSpire Health Partners employee spokespersons while acting in their official capacities.
11. UNSOLICITED IDEA SUBMISSION POLICY
ALLSPIRE HEALTH PARTNERS OR ANY OF ITS EMPLOYEES DO NOT ACCEPT OR CONSIDER UNSOLICITED IDEAS, INCLUDING IDEAS FOR NEW ADVERTISING CAMPAIGNS, NEW PROMOTIONS, NEW PRODUCTS OR TECHNOLOGIES, PROCESSES, MATERIALS, MARKETING PLANS OR NEW PRODUCT NAMES. PLEASE DO NOT SEND ANY ORIGINAL CREATIVE ARTWORK, SAMPLES, DEMOS, OR OTHER WORKS. THE SOLE PURPOSE OF THIS POLICY IS TO AVOID POTENTIAL MISUNDERSTANDINGS OR DISPUTES WHEN ALLSPIRE HEALTH PARTNERS’ PRODUCTS OR MARKETING STRATEGIES MIGHT SEEM LIKE IDEAS SUBMITTED TO ALLSPIRE HEALTH PARTNERS. SO, PLEASE DO NOT SEND YOUR UNSOLICITED IDEAS TO ALLSPIRE HEALTH PARTNERS OR ANYONE AT ALLSPIRE HEALTH PARTNERS. IF, DESPITE OUR REQUEST THAT YOU NOT SEND US YOUR IDEAS AND MATERIALS, YOU STILL SEND THEM, PLEASE UNDERSTAND THAT ALLSPIRE HEALTH PARTNERS MAKES NO ASSURANCES THAT YOUR IDEAS AND MATERIALS WILL BE TREATED AS CONFIDENTIAL OR PROPRIETARY.
AllSpire Health Partners shall have the right, but not the obligation, to monitor the content of the Websites, including chat rooms and forums, to determine compliance with this Agreement and any operating rules established by AllSpire Health Partners and to satisfy any law, regulation or authorized government request. AllSpire Health Partners shall have the right in its sole discretion to edit, refuse to post or remove any material submitted to or posted on the Websites. Without limiting the foregoing, AllSpire Health Partners shall have the right to remove any material that AllSpire Health Partners, in its sole discretion, finds to be in violation of the provisions hereof or otherwise objectionable.
User agrees to defend, indemnify and hold harmless AllSpire Health Partners, its affiliates and their respective directors, officers, employees and agents from and against all claims and expenses, including attorneys’ fees, arising out of the use of AllSpire Health Partners by User or User’s Account.
AllSpire Health Partners shall have the right to immediately terminate User’s Account in the event of any conduct by User which AllSpire Health Partners, in its sole discretion, considers to be unacceptable, or in the event of any breach by User of this Agreement.
This Agreement and any operating rules for the Websites established by AllSpire Health Partners constitute the entire agreement of the parties with respect to the subject matter hereof, and supersede all previous written or oral agreements between the parties with respect to such subject matter. This Agreement shall be construed in accordance with the laws of the Commonwealth of Pennsylvania, United States, without regard to its conflict of laws rules. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used herein are for convenience only and shall not be given any legal import.
16. COPYRIGHT AND TRADEMARK NOTICE
AllSpire, AllSpire Health Partners, and the AllSpire logo are trademarks of AllSpire Health Partners, LLC. All other trademarks and registered trademarks are the property of their respective owners. © Copyright 2017 – AllSpire Health Partners, LLC. All rights reserved. All other trademarks appearing on the Websites are the property of their respective owners.