Terms and Conditions
Date of Last Revision: December 28, 2022.
Welcome to our website (“www.ihce.org”) (the “Website”).
1. Introduction
1. These terms and conditions are entered into by You and Institute for Health Care Ethics, Inc. (“IHCE” or “we” or “our” or “us”). IHCE is a State of New York Corporation whose principal place of business is located at 1600 Liberty Building, Buffalo, NY 14202. IHCE is the owner and operator of this Website. IHCE, via our Website, enable a learning management system between content providers and users (learners).
2. The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, the “Agreement”), govern your access to and use of www.ihce.org., including any content, functionality, products, software, services, and servers (collectively, the “Service”) offered on or though www.ihce.org. This Website is offered and available to users who are 18 years of age and older and reside in the United States or any of its territories and possessions. By using this Website you represent and warrant that you are of legal age to form a binding contract with IHCE and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the website. By using our Service you acknowledge and agree that you have fully read and agree to be bound by the provisions of this Agreement. If you do not agree to be bound by this Agreement in its entirety, then you must immediately stop using our Service.
3. PLEASE READ THESE TERMS OF USE CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION REGARDING A USER’S LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THESE INCLUDE VARIOUS LIMITATIONS AND EXCLUSIONS, AND A DISPUTE RESOLUTION CLAUSE THAT GOVERNS HOW DISPUTES WILL BE RESOLVED. IT ALSO CLEARLY SPECIFIES THE MANNER BY WHICH ACCEPTANCE OF THIS AGREEMENT OCURRS.
4. IHCE, at its sole discretion, may translate its Service into various languages, that notwithstanding, the language of this Agreement, or any agreement wherein this Agreement is included by reference, will not be translated into any other language and must be agreed to and accepted as defined herein.
2. General Terms
1. The terms and conditions provided herein (the “General Terms”) apply to all users of our Service, including the public at large (“Users”). If you register on our Service, then additional terms and conditions will apply (“Registered User”).
2. The General Terms contained herein are included by reference in the subsequent agreements entered into between IHCE and a Registered User and constitute the minimum terms and conditions controlling use of our Service. The term Agreement, as used herein, refers to the General Terms and to any agreement entered into between a Registered User and IHCE that includes the General Terms by reference.
Our Service includes all pages on our Website's domain (www.ihce.org) and all pages on any related sub-domains, all of which are controlled by this Agreement.
3. Acceptance and Modifications
1. IHCE reserves the right to change or revise this Agreement at any time by posting a notification on our Website, and apply to all access to and use of the Website after such notification posting. However, any changes to the dispute resolution provisions set out in Governing Law and Jurisdiction will not apply to any disputes for which the parties have actual notice on or before the date the change is posted on the Website. Your continued use of the Website following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page from frequently so you are aware of any changes, as they are binding on you. IHCE, at its sole discretion, may provide a Registered User notification via other mechanisms, but is not required to do so.
2. You are required to affirmatively accept this Agreement when becoming a
Registered User by reading this Agreement and clicking “I Agree.” As a Registered User you are also required to affirmatively accept any future revisions to this Agreement in a similar manner. IHCE maintains a record of acceptance for each Registered User, including the
verification of this Agreement accepted by you whenever you click “I Agree.”
3. IHCE will notify you of revision dates to this Agreement by posting the “last revised date” preceding the first paragraph of this document. The revised Agreement will take effect immediately after it has been posted on our Website.
4. We reserve the right to withdraw or amend this Website, and any service or material we provide on the Website, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Website, or the entire Website, to users, including registered users.
4. Eligibility
1. IHCE requires, and enforces, strict compliance with our eligibility (“Eligibility”) requirements, as defined herein. Our Service is not intended for individuals under the age of 18. It is intended solely for the use of our Users. Registration on our Service by any other person is strictly prohibited, unauthorized, unlicensed, void, and in violation of this Agreement.
2. By registering on our Service you assert and warrant that you are doing so for the purpose of using our Service as intended. Registration for any other purpose violates this Agreement and is strictly prohibited. By registering on our Service you further assert and warrant that you are of legal age and possess the legal capacity to enter into this Agreement, either on your own behalf or on behalf of an entity you represent.
5. Account Registration
1. As a Registered User you are required to provide us accurate, current, reliable and otherwise valid data when completing the registration forms that establish your account (“Account”) on our Service and you agree that such data must be kept current and revised in a timely manner when events occur that may alter its validity. You agree that all information you provide to register with this Website or otherwise, including, but not limited to, through the use of any interactive features on the Website, is governed by our Privacy Policy [Insert Link to Privacy Policy], and you consent to all actions we take with respect to your information consistent with our Privacy Policy.
2. As a Registered User you agree that you are solely responsible for the data and activities related to updating and maintaining your Account, notwithstanding the fact the IHCE may, for technical or other reasons, assist you in making changes to your Account at your direct request, and after proper verification.
Registration on our Service requires you to establish security credentials that allow you access to your Account. The credentials include a user identifier and a corresponding password. You may also be required to establish additional credentials should IHCE deem them necessary to protect the integrity of our Service. You agree that you are responsible for maintaining the confidentiality of said credentials. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Website or portions of it using your user name, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.
6. User Content
1. You retain all ownership rights to content which you are the lawful owner or licensee of (“User Content”) and which you make available to our Service via whatever mechanism our Service provides, excluding such items defined as Transmissions herein and subject to any other rights granted to IHCE under this Agreement.
2. User Content means content provided by a Registered User to our Service. Any User Content will be considered non-confidential.
3. By submitting User Content to our Service, you grant IHCE a nonexclusive, worldwide, transferable and fully paid license to copy, crop, reproduce, reformat, translate, display, excerpt (in whole or in part) and distribute your User Content within our Service to the extent required to accomplish objectives directly or indirectly related to same.
4. In addition, the license you grant includes rights that allow IHCE to create derivative works, or incorporate your User Content into other works, as IHCE sees fit and as required by our Service. The license expires upon termination of this Agreement. You acknowledge and agree that IHCE may retain archived copies of User Content for purposes related to our internal operations including but not limited to our compliance with applicable law and for other business purposes.
5. You represent, warrant, and guarantee that you have the full right, ability, and authority to make User Content available on our Service. You further represent, warrant, and guarantee that by making available User Content on our Service you are not violating any obligation owed by you to a third party, including without limitation obligations of confidentiality, privacy, attribution, or intellectual property rights including, but not limited to, rights related to patent, trademark, copyright, or trade secrets.
7. Limited License
1. All content on our Service, except for User Content, including designs, text, graphics, pictures, video, information, applications, software, music, sound and other files, and their selection and arrangement (the "Information"), are the property of IHCE or its licensors with all rights reserved.
2. If you meet the requirements of Eligibility, and have properly gained access to our Service as provided for in this Agreement, then you are granted a limited license to use our Service and the Information, and to download and print a copy of any portion of the Information for non-commercial use, provided that you keep all copyright or other proprietary notices intact.
As pertaining to all the Information, except for User Content, you may not make available, in any form and by any mechanism, said Information on any public or private website or incorporate the Information in any other database or compilation.
3. Any use of the Information, other than as set forth herein, is strictly prohibited. This limited license allows you to use the Information only for lawful uses in accordance with the foregoing and does not allow you to sell the Information, use the Information for commercial use, or use any type of data mining, robots, or similar data gathering or extraction methods on our Service.
4. Absent prior written consent from IHCE, you may not copy or imitate any elements of our Service, including but not limited to, graphics, digital images, logos, sounds, images, and buttons protected by trade dress and other laws. Absent prior written consent from IHCE, you may not use framing, metatags, or hidden text techniques in association with our logo, trademark or other copyrighted or proprietary information.
5. Unless expressly stated in this Agreement, or in a subsequent agreement entered into by IHCE and a Registered User, nothing herein shall be construed as conferring any license to intellectual property rights, in any form or by any mechanism.
6. The IHCE limited license is revocable at any time without notice and with or without cause.
8. Transmissions
1. As defined herein, transmissions (“Transmissions”) may take the form of questions, comments, suggestions, ideas, feedback, notes, messages, e-mails, postings, letters, or other written materials about, or concerning, our Service, provided by you to IHCE, other than User Content. You acknowledge that Transmissions by you to and from our Service are
non-confidential, and that others may read and/or intercept such Transmissions.
2. IHCE has the right, but not the obligation, at its sole discretion, to review any Transmissions using our Service and to edit or delete any Transmissions that violate any part of this Agreement. You hereby consent to IHCE’s collection and use of such Transmissions in accordance our then current Privacy Policy and acknowledge that submitting Transmissions to our Service creates no financial or fiduciary relationship between you and IHCE.
3. By using our Service, you thereby assign all right, title, and interest, including the copyright therein, in all Transmissions, to IHCE. Accordingly, IHCE shall own all intellectual property rights in the Transmissions and shall be entitled to unrestricted use of the Transmissions for any purpose, commercial or otherwise, without acknowledgment, compensation, or liability to you. By submitting such Transmissions to our Service, you irrevocably waive all "moral rights" in such Transmissions.
9. Indemnification
9.1 You agree to defend, indemnify, and hold IHCE, its parents, subsidiaries, affiliates, officers, agents and employees, its suppliers and their respective affiliates and agents harmless from all claims, liabilities, damages, judgments, awards, costs, fees, and expenses (including attorneys' fees and expenses) arising out of or relating to your use of our Service, including but not limited to:
(1) your submission to our Service of any Transmission; (2) your alleged breach of this Agreement; or (3) your infringement of any intellectual property or other right of any person or entity.
9.2 IHCE acknowledges and agrees that the indemnification sought in 9.1 is limited to acts that are directly or indirectly under your control regarding your use of, or inability to use, our Service, and does not extend beyond that.
10. Limitations of Liability
1. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL Institute for Health Care Ethics, Inc. BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES RESULTING FROM YOUR USE OR INABILITY TO USE OUR SERVICE; OR FOR THE LOSS OF PROFITS OR DAMAGES THAT MAY RESULT FROM THEFT, DELAYS, OMISSIONS, INTERRUPTIONS, DELETION OF FILES, ERRORS, DEFECTS, VIRUSES, FAILURE OF PERFORMANCE, DESTRUCTION OR UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF USE, PROFITS, DATA, OR OTHER INTANGIBLES WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE); OR OTHERWISE, EVEN IF Institute for Health Care Ethics, Inc. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
2. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF IMPLIED WARRANTIES OR EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. IN SUCH CASES, THE ABOVE LIMITATION OF LIABILITY MAY NOT
APPLY TO YOU. TO THAT EXTENT, Institute for Health Care Ethics, INC 'S TOTAL LIABILITY TO YOU FOR ALL LOSSES, DAMAGES, AND CAUSES OF ACTION SHALL NOT BE GREATER THAN THE TOTALITY OF PAYMENTS MADE BY YOU TO Institute for Health Care Ethics, Inc. IN EXCHANGE FOR ALLOWING YOU TO USE OUR SERVICE DURING THE PAST THREE MONTHS PRIOR TO THE COMMENCEMENT OF ANY LEGAL ACTION OR PROCEEDING, OR $100.00 USD, WHICHEVER IS LESS.
11. DISCLAIMER
1. YOUR USE OF THE WEBSITE, ITS CONTENT, AND ANY SERVICES OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. YOU ACKNOWLEDGE THAT OUR SERVICE AND THE INFORMATION THEREIN ARE PROVIDED ON AN "AS IS" BASIS AND THAT Institute for Health Care Ethics, Inc. MAKES NO REPRESENTATIONS OR WARRANTIES, EITHER EXPRESS OR IMPLIED, REGARDING OUR SERVICE OR THE INFORMATION. Institute for Health Care Ethics, Inc. DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON- INFRINGEMENT.
2. BY USING, OR ATTEMPTING TO USE, OUR SERVICE, YOU EXPRESSLY ACKNOWLEDGE THE FOLLOWING:
1. THE INFORMATION COULD INCLUDE TECHNICAL INACCURACIES AND/OR TYPOGRAPHICAL ERRORS;
2. Institute for Health Care Ethics, Inc. DOES NOT REPRESENT OR WARRANT THE TIMELINESS, RELIABILITY, COMPLETENESS, OR ACCURACY OF THE INFORMATION; AND
3. Institute for Health Care Ethics, Inc. DOES NOT REPRESENT OR WARRANT THAT OUR SERVICE OR ANY RELATED SERVERS ON WHICH IT RESIDES ARE FREE OF ERRORS OR VIRUSES OR OTHER POTENTIALLY DAMAGING CONTENT.
3. Institute for Health Care Ethics, Inc. MAY PERIODICALLY MAKE CHANGES TO ANY SERVICE CONTENT, INFORMATION, FEATURES OR FUNCTIONS. Institute for Health Care Ethics, Inc. RESERVES THE RIGHT TO IMPLEMENT SUCH CHANGES AT ANY TIME WITHOUT NOTICE TO YOU, OTHER THAN THAT WHICH IS SET FORTH IN THIS AGREEMENT.
4. UNLESS SPECIFICALLY INDICATED IN WRITING TO THE CONTRARY, NO REFERENCE IN OUR SERVICE TO ANY PRODUCTS, PROCESSES, SERVICES OR OTHER INFORMATION BY TRADE NAME, TRADEMARK, MANUFACTURER, SUPPLIER, OR
OTHERWISE, SHALL CONSTITUTE OR IMPLY Institute for Health Care Ethics, INC'S ENDORSEMENT OR SPONSORSHIP THEREOF.
12. Links
1. Our Service may include hypertext links to other websites over which IHCE has no control. IHCE makes no representations of any kind regarding the content on such websites or the content on any website linked to such websites or to any changes or modifications made thereto.
2. You hereby acknowledge that by using any such hypertext links, you irrevocably waive any and all claims against IHCE regarding such websites and must adhere to the usage and privacy policies governing such sites. IHCE’s usage of links does not imply our endorsement, or sponsorship, of any such websites.
13. Intellectual Property Rights of Third Parties
13.1 IHCE respects the intellectual property rights of others and requires a Registered User of our Service to do likewise. IHCE prohibits a Registered User from making available, in whatever form and by whatever mechanism, content on our Service that infringes upon any party’s intellectual property rights.
13.2 IHCE has the right to terminate the Account of any infringing Registered User and will take steps to do so immediately upon proper notification and in compliance with applicable law. You acknowledge and agree that a violation of the intellectual property rights of others on our Service triggers the Indemnification as provided for herein.
13.3. IHCE will strictly comply with the requirements of the Digital Millennium Copyright Act, Title 17, United States Code Section 512(c)(2) (“DMCA”). If you believe your copyright has been violated by any content on our Service then you may send a written notification of such infringement to our Designated Agent as set forth below.
13 4. IHCE has designated an agent to the U.S. Copyright Office to receive notifications of alleged copyright infringement relating to our Service. You must submit all such notifications, in a manner consistent with the DMCA, to IHCE’s Designated Agent. Likewise, if you believe that your copyrighted content has been erroneously removed from our
Service then you must send a counter notification to IHCE’s Designated Agent in a similar
DMCA compliant manner.
Send all DMCA compliant notifications to:
Content Provider: Institute for Health Care Ethics, Inc. Designated Agent: Julia Kabakov
Address: c/o Rupp Baase, Pfalzgraf Cunningham LLC 1600 Liberty Building
Buffalo, NY 14202
Phone: (716) 222-3865
Email: infringement@ihce.org
14. Trademark
1. All trademarks used on our Service are the property of their respective owners and may not be used without permission therefrom.
2. Whether or not specifically designated as such, www.ihce.org and all other colors, graphics, logos, sounds, images, icons and buttons displayed on our Service are or may be trademarks of IHCE or its affiliates.
3. Absent prior written consent from IHCE, you may not copy, imitate, or use any portion of these marks.
15. User Conduct Restrictions: Impermissible Use and Activities
1. You agree not to use our Service to transmit data or code which: (1) is unlawful, threatening, or abusive; (2) encourages criminal or other activity that would reasonably give rise to civil liability or otherwise violate any local, state, federal, or international law; (3) exploits, harms ,or attempts to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise; (4) contains false or misleading information; (5) inhibits another User from use or enjoyment of our Service; (6) is defamatory, libelous or otherwise unlawful; (7) contains a virus or surreptitious code; (8) contains any type of commercial component or advertising; or (9) allows for the harvesting of email addresses or other contact information, or the harvesting of information of any kind.
2. Furthermore, you agree not to use our Service to engage in the following kinds of activities: (1) transmit, upload, post, store, and share content of any kind, and by any other mechanism, that you are not the lawful owner or licensee of; (2) register for more than one Account or register an Account in the name of another; (3) impersonate a person or entity or make misrepresentations regarding affiliations of any kind; (4) engage in any kind of behavior that can reasonably be construed as SPAMMING; (5) engage in any behavior likely to cause harm to IHCE, our Service, its Users, or to the public at large.
16. Data Collection
1. Your Transmissions are subject to IHCE’s Privacy Policy. By using our Service you agree to review IHCE’s Privacy Policy and to be bound by its terms and conditions. From time to time IHCE may change its Privacy Policy without notice to you, other than that provided for in the Policy. Your continued use of our Service, after the posting of any changes to said Policy, shall constitute your agreement and acceptance of such changes.
2. IHCE does not knowingly collect personally identifiable information (or information of any other kind) directly from anyone under the age of 13, with or without parental consent. If you have a good faith belief that IHCE has inadvertently collected such information, please contact IHCE at contact@ihce.org. IHCE will take immediate steps to remove such information from our Service and from any databases under IHCE’s control.
17. Governing Law
1. The laws of the State of New York, United States of America shall govern this
Agreement, as well as IHCE’s Privacy Policy, notwithstanding any principles of conflicts of law.
2. You agree that any action at law or in equity arising out of or relating to this
Agreement or IHCE’s Privacy Policy, other than those disputes or claims subject to Arbitration as enumerated below, shall be filed only in state or federal court located in the State of New York, in a venue most proximate to Erie County, New York, and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such action.
18 Arbitration
18.1 Any claim or controversy arising among or between the parties hereto pertaining to our Service, or any claim or controversy arising out of, or with respect to, any matter contained in this Agreement, or any differences as to the interpretation or performance of this Agreement, other than those wherein either party has infringed or threatened to infringe the other party’s intellectual property rights, or wherein you have violated our User Conduct Restrictions, shall be settled by arbitration in the State of New York. Such arbitration shall be before three arbitrators of the American Arbitration Association (the “AAA”) under its then prevailing rules.
18.2 Intellectual property rights, as defined herein, include patent, copyright, trademark, or trade secrets. You and IHCE jointly acknowledge that arbitration is not an adequate remedy at law for actual or threatened infringement of either party’s intellectual property rights. Therefore, it is agreed that injunctive or other appropriate relief may be sought under these circumstances.
18.3 In any arbitration involving this Agreement, the arbitrators shall not make any award that will alter, change, cancel or rescind any provision in this Agreement, and their award shall be consistent with the provisions of this Agreement. Any such arbitration must be commenced no later than one (1) year from the date such claim or controversy arose, or the claim is waived.
1. The award of the arbitrators shall be final and binding and judgment may be entered thereon in any court of competent jurisdiction.
19. Termination
19.1 Either you or IHCE may terminate this Agreement. You may terminate this Agreement by destroying all materials obtained from our Service and by providing a written termination notice to IHCE at contact@ihce.org. IHCE may terminate this Agreement immediately, without notice for any reason, or no reason, and reserves the right to block or prevent your future access to our Service.
19.2 Should you or IHCE decide to terminate this Agreement then IHCE will prevent access to your Account on our Service. IHCE agrees to make a good faith effort to resolve an outstanding dispute between IHCE and a Registered User, if any exist, prior to termination. IHCE, at its sole discretion, may restore access to your Account if the dispute has been resolved to its satisfaction.
19.3 You acknowledge and agree that termination of this Agreement by either party pertains solely to your use of our Service, and has no effect on other contractual obligations that may exist between the parties, which remain in full force and effect.
20. Severability
If any portion of this Agreement or of IHCE’s Privacy Policy is determined by a court of
competent jurisdiction to be unlawful, void, or unenforceable, that portion will be deemed severable and will not affect the validity and enforceability of any remaining provisions hereof.
21 Entire Agreement
This Agreement contains all of the terms and conditions agreed to by you and IHCE with respect to your use of our Service. It supersedes all prior agreements, arrangements and communications between the parties dealing with the same, whether oral or written.
22 Definitions and Constructions
Unless otherwise specified, the terms, "includes", "including", "e.g.,", "for example", and other similar terms are deemed to include the term "without limitation" immediately thereafter.