Introduction
Inspire Health, Inc. ("Inspire") is a non-profit that produces online education modules to enhance the learning of healthcare students and healthcare professionals. Our modules are funded through grants by Inspire and collaboratively developed with contracted content and creative developers. All modules are hosted by Dynamic Digital Advertising, LLC ("Hosting Vendor") under contract with Inspire. Inspire owns all copyrights and other intellectual property rights with respect to the modules.
Acceptance of the Terms of Use
These terms of use are entered into by and between you and the Sponsors and the Hosting Vendor (the Sponsors and the Hosting Vendor collectively, "we," or "us" or "our"). The following terms and conditions, together with any documents they expressly incorporate by reference] (collectively, "Terms of Use"), govern your access to and use of the modules, including any content, functionality, and services offered on or through the modules as a registered user thereof.
Please read the Terms of Use carefully before you start to use the modules. By clicking to accept or agree to the Terms of Use, you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, found at https://login.inspire-health.org/privacy.cfm, incorporated herein by reference. If you do not want to agree to these Terms of Use or the Privacy Policy, you must not access or use the modules
These modules are offered and available to registered users described above by accessing the modules through the Inspire Health website who are 18 years of age or older and reside in the United States or any of its territories or possessions. By using the modules, you represent and warrant that you are of legal age to form a binding contract with us and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the modules.
Changes to the Terms of Use
We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the modules thereafter. However, any changes to the dispute resolution provisions set out in Governing Law will not apply to any disputes for which the parties have actual notice on or before the date the change is posted on the modules.
Your continued use of the modules following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page each time you access the modules, so you are aware of any changes, as they are binding on you.
Accessing the Module and Account Security
We reserve the right to withdraw or amend the modules, and any material we provide in the modules, are our sole discretion without notice. We will not be liable if for any reason all or any part of the modules are unavailable at any time or for any period. From time to time, we may restrict access to some parts of the modules, or the entire module, to users, including registered users.
You are responsible for both:
Intellectual Property Rights
The modules and their entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by Inspire, its licensors, or other providers of such material and are protected by United States and international copyright, trademark and other intellectual property or proprietary rights laws.
These Terms of Use permit you to use the modules for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on the modules, except as follows:
Trademarks
The Inspire Health, Inc. name and logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Inspire or its affiliates or licensors. You must not use such marks without the prior written permission of Inspire. All other names, logos, product and service names, designs, and slogans on the modules are the trademarks of their respective owners.
Prohibited Uses
You may use the modules only for educational purposes as a registered user thereof and in accordance with these Terms of Use. You agree not to use the modules:
Reliance on Module Information
All information in the modules is provided in good faith; however, we make no representation or warranty of any kind, express or implied, regarding the accuracy, adequacy, validity, reliability, availability, or completeness of any information on the modules. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you, or by anyone who may be informed of any of its contents.
The modules include content provided by third parties, including materials provided by third-party licensors. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content are solely the opinions and the responsibility of the person or entity providing those materials. Inspire is not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third person or any other Sponsor of the modules.
External Links Disclaimer
The modules contain (or you may be sent through the module to) links to other websites or content belonging to or originating from third parties. Such external links are not investigated, monitored, or checked for accuracy, adequacy, validity, reliability, availability, or completeness by us. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR THE ACCURACY OR RELIABILITY OF ANY INFORMATION OFFERED BY THIRD-PARTY WEBSITES LINKED THROUGH THE MODULE. WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.
Changes to the Modules
We may update the content of the modules from time to time, but its content is not necessarily complete or up to date. Any of the material on the modules may be out of date at any given time, and we are under no obligation to update such material.
Information About You and Your Visits to the Modules
All information we collect on the modules is subject to our Privacy Policy https://login.inspire-health.org/privacy.cfm. By using the modules, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.
Disclaimer of Warranties
You understand that we cannot and do not guarantee or warrant the modules will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE MODULE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE MODULE OR TO YOUR DOWNLOADING OF ANY MATERIAL ON ANY WEBSITE LINKED TO IT.
YOUR USE OF THE MODULES, THEIR CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE MODULES IS AT YOUR OWN RISK. THE MODULES, THEIR CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE MODULES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER WE NOR ANY PERSON ASSOCIATED WITH US MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE MODULES. WITHOUT LIMITING THE FOREGOING, NEITHER WE NOR ANYONE ASSOCIATED WITH US REPRESENTS OR WARRANTS THAT THE MODULES, THEIR CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE MODULES WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE MODULES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE MODULES WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
TO THE FULLEST EXTENT PROVIDED BY LAW, WE HEREBY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Limitation on Liability
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL WE, OUR RESPECTIVE AFFILIATES, OR OUR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE MODULES, ANY WEBSITES LINKED TO THEM, ANY CONTENT ON THE MODULES OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.
The limitation of liability set out above does not apply to liability resulting from our gross negligence or willful misconduct.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Indemnification
You agree to defend, indemnify, and hold harmless us, our affiliates, licensors, and service providers, and our and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms of Use or your use of the Module, including, but not limited to, any use of the Module's content other than as expressly authorized in these Terms of Use, or your use of any information obtained from the modules.
Governing Law and Jurisdiction
All matters relating to the modules and these Terms of Use, and any dispute or claim arising there from or related there to (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Mississippi without giving effect to any choice or conflict of law provision or rule (whether of the State of Mississippi or any other jurisdiction).
Any legal suit, action, or proceeding arising out of, or related to, these Terms of Use or the modules shall be instituted exclusively in the federal courts of the United States or the courts of the State of Mississippi, in each case located in the City of Jackson and County of Hinds. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
Arbitration
At our sole discretion, we may require you to submit any disputes arising from these Terms of Use or use of the modules, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying Mississippi law.
Limitation on Time to File Claims
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE MODULE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
Waiver and Severability
No waiver by the Company of any term or condition set out in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.
If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, 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 Use will continue in full force and effect.
Entire Agreement
The Terms of Use and our Privacy Policy constitute the sole and entire agreement between you and us regarding the modules and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the modules.