Thank you for visiting the HealthScape website, provided to you by HealthScape Advisors. This document sets forth the terms and conditions that apply to your use of the HealthScape website. If you do not accept these terms and conditions, do not use this Site.
Changes to this Agreement
1. We reserve the right, in our sole discretion, to revise this Agreement at any time. Any changes to these terms will be included in a revised version of this Agreement accessible through the Site. Your use of the Site and any related services following posting of any changes to this Agreement constitutes your unconditional acceptance and agreement to be bound by the changed terms. You must cease using the Site if you do not agree to be bound by the revised terms and conditions.
General Use and Site License
3. This Site and its related services are intended only for use by those who are 18 years of age or older and of the age of majority in the jurisdiction in which they reside. If you are not 18 or older, and of the age of majority in the jurisdiction in which you reside, you cannot use this Site without the accompaniment and supervision of your parent or legal guardian. If you are a parent or legal guardian, you agree that you will monitor and supervise the use of this Site by children, minors and others under your care, and you agree to be responsible for their use of this Site. Any use of this Site by persons not of the age of majority in the jurisdiction in which they reside and without parental consent can result in immediate termination of your use of this Site and/or any affiliated services.
4. We grant you a limited, nonexclusive and revocable license to make use of the Site, including on any mobile devices you may own. You may view, copy, download or print materials from this Site for your own internal use. In this context, “internal use” does not include posting, uploading or otherwise publishing the materials to any other site absent our express written permission. This license does not include any rights not specifically enumerated herein. You agree to use this Site only for lawful purposes and in accordance with the terms and conditions contained herein.
5. Without altering the scope of the license, and except as expressly provided for in this Agreement, this license does not include the right (a) to modify, adapt, translate, copy, reproduce, imitate, distribute, publish or resell the Site or any of the content on the Site, including but not limited to the trademarks and copyrights of HealthScape and its affiliates, or to make derivative use of the Site or its contents; (b) to make commercial use of the Site or any of its contents; (c) to download or copy any account information that is not your own for your own use or for the benefit of another party; (d) to bypass any technical measures used to prevent or restrict access to any portion of the Site; (e) to reverse engineer, decompile or disassemble the Site, or to convert into human readable form any of the contents of this Site not intended to be so read, including but not limited to using or directly viewing the underlying code for the Site except as interpreted and displayed in a web browser; (f) to use any data mining, robots, or similar automated data gathering and extraction tools to access the Site; (g) to violate or attempt to violate the security of the Site, (h) to interfere with or attempt to interfere with the proper working of the Site; (i) to alter or modify, or attempt to modify, any part of the Site; (j) to attempt to gain unauthorized access to any portion of the Site or any systems or networks connected to the Site through hacking, cracking, mining, phishing or any other means; or (k) to use reports, content, electronic documentation or other materials available on the Site to feed any downstream product, application or website.
6. You agree not to use the Site for any purpose that is unlawful or prohibited by this Agreement or to solicit the performance of any illegal activity, to stalk or harass other users of the Site, or to engage in any other activity which infringes the rights of HealthScape or any other third parties. You agree not to take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Site or any systems or networks connected to the Site.
7. You acknowledge that your use of this Site is at our sole discretion, and your license to use the site may be terminated by us at any time, for any reason or for no reason. We reserve the right, in our sole discretion, to refuse service, to block or prevent future access to and use of this Site, to terminate any user’s account, and to alter or delete any material submitted to the Site through the user’s account. Following termination of this license, the terms of this Agreement shall still apply to the extent practicable.
8. You acknowledge and agree that your use will not violate the Health Insurance Portability and Accountability Act (“HIPAA”). You agree that you shall at all times comply with the Privacy and Security Rules regarding the use and disclosure of PHI and ePHI, including the “minimum necessary” standard, when and as required by HIPAA and its implementing regulations. If at any time you believe that any individual is or may be in violation of any law, ordinance, code, or regulation as a result of his or her use of the Site, you shall immediately notify HealthScape of the violation or potential violation.
Intellectual Property Rights
9. Unless otherwise noted, all content included on this Site, including images, illustrations, designs, icons, photographs, video clips, text and other material, is the property of HealthScape or their suppliers, licensors, talent, partners or affiliates and is protected by United States and International copyright laws. Any and all content on this Site is either the property of HealthScape or is used by us with the permission of its owner. The compilation of this Site is the exclusive property of HealthScape and is protected by United States and International copyright laws. You agree that you will not take any actions inconsistent with HealthScape’s ownership of the Site and its content.
10. The trademarks, logos, and service marks displayed on this Site are owned by HealthScape and other third parties, and this Site’s trade dress is owned by HealthScape. All trademarks not owned by HealthScape are the property of their respective owners, and, where used by HealthScape, are used with permission. Nothing contained on this Site may be construed as granting, by implication, estoppel, or otherwise, any right or license to use any trademark. HealthScape’s trademarks and/or trade dress may not be copied, imitated or used, in whole or in part (including use in metatags or in hidden text), without our prior written permission. You agree that you will not take any actions inconsistent with HealthScape’s ownership of, or any third party’s ownership of, the trademarks and trade dress used on this Site.
11. Any unauthorized use of any content or materials on this Site is strictly prohibited and may violate copyright and trademark laws, and/or the laws of privacy, publicity, and/or communications regulations and statutes.
12. Before you can make use of the services associated with this Site, you must register with the Site and obtain a user account from HealthScape using a valid email address and your full name. You agree and warrant that all information you provide to us through this Site, including but not limited to any contact information, registration information and payment information (if applicable) for your account, is truthful and accurate. You further agree to maintain the accuracy of your account information and to inform us promptly of any changes to your account information, including but not limited to any changes to your email address.
13. You agree to accept responsibility for all activities that occur under your account. You agree not to disclose your account password to others or share your account outside your immediate family members. You further agree to notify us immediately of any unauthorized use of your account. We are neither responsible for nor liable for any loss or other injury that you may incur as a result of someone else using your user account or password, either with or without your knowledge. In addition, you are fully responsible for any fees, damages, loss, or other injury that we or a third party may incur as a result of you or someone else using your user account or password, either with or without your knowledge.
14. If you voluntarily provide any contact information when using/registering for the Site, then we may use that information to communicate with you by mail, email, text, and/or telephone. In addition, if you register an account with the Site, we may use your account to communicate with you. If you wish to opt-out from receiving e-communications, please email email@example.com with the details of your opt-out request. Please allow up to 10 business days before the unsubscribe takes effect. Please note that opting out of receiving promotional e-messages does not preclude us from sending non-promotional e-messages. In particular, we may continue to send you e-messages about your account, including administrative and service notices. We reserve our right to do so pursuant to the applicable state, provincial, and federal laws, including the CAN-SPAM Act (15 U.S.C. §7701 et seq.).
15. You are expressly prohibited from selling, trading, or transferring your account (including but not limited to, selling, trading or transferring emails associated with such account).
Site Promotions and Transactions
16. We are not responsible for typographical or other errors or omissions regarding products, services prices or other information provided on this Site. All product and/or service sales and promotions are subject to the terms of this Agreement, in addition to any other terms that may apply. Promotional offers and prices are available for a limited time as specified on the Site. Prices, promotions and availability are subject to change without prior notice.
Links to Third Party Sites
17. This Site may contain links to third-party websites or other resources, which we may have no direct control and all of which may have their own set of rules and guidelines for usage of their sites and services. We have not reviewed the accuracy of the content of any linked third party site. No endorsement of any such linked third party site is made, either express or implied. Because we have no control over such sites and resources, you acknowledge and agree that we are not responsible for the availability of such external sites or resources, and that we do not endorse and are not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any content, goods or services available on or through any such site or resource. Use of such links is at your own risk.
18. To the extent applicable, software from this Site is subject to United States Export Controls. No software from this Site may be downloaded or exported (i) into, or to a national or resident of, any other country to which the United States has embargoed goods; or (ii) to anyone to the United States Treasury Department’s list of Specially Designated Nations or the U.S. Commerce Department’s Table of Deny Orders. By downloading or using software on this Site, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or any such list.
19. HealthScape may offer the Site and related services through a mobile application available for download through the Apple App Store, Google Play, or other related mobile application stores (the “Mobile App”). Any use of the Mobile App is subject to the full terms of this Agreement. To the extent any additional terms and conditions apply to you if using the Mobile App through the Apple App Store, Google Play, or other related mobile applications, this Agreement will control. HealthScape grants you a limited, nonexclusive, nontransferable, and revocable license to install and use the Mobile App, in executable object code format only, solely on your own handheld mobile devices and for your personal, noncommercial use.
Disclaimer of Warranties; Indemnification; Resolution of Disputes
20. HealthScape provides this Site and the associated goods and services in connection with one or more affiliated companies and third party agents. Any terms and conditions related to the disclaimer of warranties, your obligation to indemnify HealthScape, and your available remedy in the event of any dispute apply equally with respect to these affiliated companies and agents.
21. THIS SITE, ITS CONTENT, AND ANY ASSOCIATED SERVICES ARE PROVIDED BY HEALTHSCAPE ON AN “AS IS” AND “AS AVAILABLE” BASIS. HEALTHSCAPE MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THIS SITE, TO THE INFORMATION, CONTENT, MATERIALS OR PRODUCTS INCLUDED ON THIS SITE, OR TO THE FUNCTIONALITY OF ANY SERVICES ASSOCIATED THEREWITH. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, HEALTHSCAPE DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, OF WORKMANLIKE EFFORT, OF SUITABILITY, AVAILABILITY, ACCURACY, RELIABILITY, COMPLETENESS OR TIMELINESS OF CONTENT, OR OF NON-INFRINGEMENT, AS WELL AS WARRANTIES ARISING THROUGH COURSE OF DEALING OR USAGE OR TRADE. FURTHER, HEALTHSCAPE MAKES NO REPRESENTATIONS OR WARRANTIES THAT THIS SITE AND/OR ITS CONTENTS ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE. HEALTHSCAPE IS NOT RESPONSIBLE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS RELATING TO PRICING, TEXT, PHOTOGRAPHY OR ANY OTHER CONTENTS ON THIS SITE. HEALTHSCAPE DOES NOT WARRANT THAT THE WEBSITE WILL OPERATE ERROR-FREE OR THAT THIS WEBSITE AND ITS SERVER ARE FREE OF COMPUTER VIRUSES AND OTHER HARMFUL GOODS OR COMPUTER CODE THAT MAY BE TRANSFERRED TO YOUR COMPUTER WHEN DOWNLOADED. IF YOUR USE OF THE WEBSITE AND OF THE CONTENT CONTAINED THEREIN RESULTS IN THE NEED FOR SERVICING OR REPLACEMENT OF EQUIPMENT OR DATA, HEALTHSCAPE IS NOT RESPONSIBLE FOR THOSE COSTS.
22. BY USING THE SITE, YOU ACKNOWLEDGE THAT YOUR USE OF THE SITE, INCLUDING YOUR USE OF ANY AND ALL ASSOCIATED CONTENT, DATA OR SOFTWARE DISTRIBUTED BY, DOWNLOADED OR ACCESSED FROM OR THROUGH THIS SITE, AND ANY ASSOCIATED SERVICES IS SOLELY AT YOUR OWN RISK. HEALTHSCAPE DOES NOT WARRANT OR GUARANTEE THAT ITS SERVICES WILL PROVIDE ANY DESIRED RESULT, THAT ITS SITE, SERVERS OR EMAILS SENT BY OR ON BEHALF OF HEALTHSCAPE ARE FREE OF VIRUSES, WORMS OR OTHER HARMFUL COMPONENTS. FURTHER, HEALTHSCAPE DO NOT GUARANTEE THE CONTINUOUS, UNINTERRUPTED AND ERROR-FREE OPERATION OF ITS SITE, NOR THAT ALL COMMUNICATIONS BETWEEN YOU AND HEALTHSCAPE OR BETWEEN YOU AND ANY OTHER USER OF THE SITE, WILL BE SECURE FROM ACCESS OR INTERFERENCE BY THIRD PARTIES.
23. HEALTHSCAPE WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM OR OTHERWISE RELATED TO YOUR USE OF OR INABILITY TO USE THIS SITE OR THE ASSOCIATED SERVICES, INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE AND CONSEQUENTIAL DAMAGES, EVEN IF HEALTHSCAPE HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT LIMITING THE FOREGOING, HEALTHSCAPE WILL NOT BE LIABLE FOR ANY DAMAGE TO YOUR COMPUTER, TELECOMMUNICATION EQUIPMENT, OR OTHER PROPERTY CAUSED BY OR ARISING FROM YOUR ACCESSING OR USE OF THIS SITE, OR FROM YOUR DOWNLOADING OF ANY MATERIALS FROM THIS SITE, OR FOR ANY DAMAGES ARISING OUT OF A THIRD PARTY’S UNAUTHORIZED ACCESS TO AND USE OF YOUR PERSONAL INFORMATION STORED ON HEALTHSCAPE’S COMPUTERS AND/OR SERVERS. HEALTHSCAPE WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND THAT YOU ALLEGE ARISE OUT OF OR ARE RELATED TO YOUR USE OF HEALTHSCAPE’S SERVICES . IN NO EVENT SHALL THE AGGREGATE LIABILITY OF HEALTHSCAPE, ITS PARENT, SUBSIDIARIES OR AFFILIATES — WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY — ARISING OUT OF OR RELATING TO THE USE OF THIS SITE EXCEED THE LESSER OF $5, OR THE TOTAL AMOUNT YOU PAID TO HEALTHSCAPE TO ACCESS ITS SERVICES AND/OR SITE.
24. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATION MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
25. You agree to indemnify, defend and hold harmless HealthScape, its subsidiaries, agents, distributors and affiliates, and their officers, directors and employees, from and against any claim, demand, damages, cost and expenses, including reasonable attorney fees, arising from or related to your use of this Site and the services provided in connection with the Site, or your breach of any provision of this Agreement or any warranty provided hereunder.
26. You agree that if you are dissatisfied with the Site or any services offered in connection with the Site, if you do not agree with any part of this Agreement, or you have any other dispute or claim with or against HealthScape with respect to this Agreement or the Site, your sole and exclusive remedy is to discontinue using the Site and any services offered in connection with the Site.
27. This Site is created and maintained by HealthScape in the State of Illinois. You agree that the laws of the State of Illinois, without giving effect to any principles of conflicts of laws, will govern this Agreement and any dispute of any sort that may arise between you and HealthScape or its affiliates.
28. Regardless of where you access this Site, you agree that any action or proceeding arising out of this Agreement or your use of the Site and/or services, whether at law or in equity, must be brought in the state or federal courts located in Cook County, Chicago, Illinois and you hereby irrevocably and unconditionally consent to the exclusive personal jurisdiction of such courts.
29. You further agree to file any cause of action with respect to this Agreement within one year after the cause of action arises. You agree that a cause of action filed after this date is barred.
30. This Agreement represents the entire understanding between the parties regarding your use of the site, and supersedes all other agreements, express or implied, between them. This Agreement shall not be modified except as provided for herein or except in writing, signed by an authorized representative of HealthScape. If any provision of this Agreement is determined to be invalid or unenforceable for any reason whatsoever, the remainder of this Agreement shall be enforced to the extent possible, and the offending provision shall be treated as though not a part of this Agreement. HealthScape’s failure to act with respect to a breach of this Agreement by you or others does not constitute a waiver of its rights with respect to that breach or any subsequent breach, nor shall it constitute a waiver of any other rights under this Agreement.
31. A printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
32. Any rights not expressly granted herein are reserved.
If you have any questions or suggestions regarding these terms and conditions, please contact us at:
55 West Monroe Street, Suite 2100
Chicago, IL 60603