MedBridge reserves the right to modify the terms of this Agreement at any time at its sole discretion, and may post a notice of such changes. If and when the Agreement is modified, You will be subject to the terms of the modified Agreement, and by accessing the MedBridge Website, You agree to the terms of modified Agreement, without further notice.1.3 Term Definitions
1. "MedBridge" means MedBridge Inc.
2. "MedBridge App" means the home exercise program mobile application owned and operated by MedBridge Inc. 3. "MedBridge Website" means the MedBridge Website accessible through the URL www.medbridgeeducation.com or www.medbridgeed.com, among other websites owned and operated by MedBridge. 4. "Parties" means MedBridge and You, collectively.
5. "Party" means either MedBridge or You.
6. "User Profile" means a profile posted by You on the MedBridge Website.
7. "You," "Your," and/or "User" means any individuals and/or entities visiting and/or otherwise accessing the MedBridge Website for any reason; said terms may be used interchangeably.
8. "Content" means all information, data, text, software, music, sound, photographs, graphics, videos, messages, tags, or other materials posted and/or otherwise displayed on, to, or at the MedBridge Website.
9. "Personal Information" means, without limitation, any information that identifies or describes an individual, including his or her name, professional licensing information, physical description, age, gender, home address, home telephone number, or education. Personal Information also includes statements made by, or attributed to, a User.
10. "Licensor" or "Licensors" means the individuals who have licensed their online lecture content exclusively to MedBridge.
Unless otherwise credited, MedBridge is the owner of all MedBridge Content posted on or otherwise accessible at or via the MedBridge Website or App or MedBridge App including logos, all designs, text, graphics, pictures, and information. You will have a limited license (without the right to sublicense) to access and use the Content soley for your educational purposes. Any copying, reproduction, retransmission, or republication of all, or part, of any Content found on the MedBridge Website or App or App is expressly prohibited, unless MedBridge has expressly granted its prior written consent to so reproduce, retransmit, or republish the Content. MedBridge reserves all applicable rights in regard to the Content.
MedBridge may publish or transmit via the MedBridge Website or App any Content that is owned by third parties. MedBridge's Licensors are the owners of their respective Intellectual Property found on the MedBridge Website. Any reproduction, retransmission, or republication of all or part of any document found on the MedBridge Website is expressly prohibited, unless the owner of the Content has expressly granted its prior written consent to reproduce, retransmit, or republish the material.
MedBridge hereby grants to you a non-exclusive, non-transferable, limited right to access and use the MedBridge Website and App.2.2 Copyright Complaints
If You believe that any Content on the MedBridge Website or App infringes upon any copyright which You own or control, You or Your designee, acting as a "Complaining Party," may send a notification of such claimed infringement to MedBridge to [email protected] Please include a description of the work that is allegedly being infringed, and where on the MedBridge Website or App the work may be found.2.3 Mobile Application: SMS Messages, Push, and Email Notifications
2.3.1 For those users using the MedBridge App, as part of the services, MedBridge may send reminders, notifications, or alerts via SMS text message, push notifications, or email to its users, and you acknowledge and consent to the receipt of such communication
2.4 Termination MedBridge reserves the right to terminate, block, or restrict Your access to or use of the MedBridge Website or App for any breach or violation of any term(s) of this Agreement, solely at the discretion of MedBridge.2.5 Equipment
You are responsible for obtaining and maintaining all computer hardware and software needed to access and use the MedBridge Website and App.
The MedBridge Website or App may include the option of allowing a User to create a "User Profile." Users are wholly responsible for User Content posted, displayed, transmitted, or otherwise made available on or via User Profiles.3.2 Accounts and Passwords
In consideration of Your use of the MedBridge Website, You acknowledge that You are of legal age to form a binding contract and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction. You agree to provide accurate, current, and complete information concerning You when providing information to, signing up with, registering for use of, or otherwise providing information to the MedBridge Website and maintain and promptly update the Registration Data to keep it true, current, and complete. If You provide any information that is untrue, inaccurate, not current, or incomplete, or if MedBridge has reasonable grounds to suspect that such information is untrue, inaccurate, not current, or incomplete, MedBridge has the right to suspend or terminate Your access to the MedBridge Website and to refuse any and all current or future use of the MedBridge Website, or any portion thereof.
In order to use certain functions of the MedBridge Website or App, you will need to provide a unique access code that is associated with your home exercise program.
You are not permitted to provide others access to your Home Exercise Program using Your Access Code or Login information. In the event that MedBridge discovers Password sharing, we reserve the right to terminate or block Your access to the MedBridge Website. You are responsible for all use of Your password(s).3.3 Linking to MedBridge
1. MedBridge invites Users to link to our site. Linking to MedBridge must not improperly connote an affiliation with or an endorsement by MedBridge, or otherwise interfere with the operation of the MedBridge Website. Any links should open in a new browser window.
2. You must not place MedBridge Website pages in a "frame" within Your own website without explicit prior written permission from MedBridge.
3. Although the MedBridge Website may include links providing direct access to other Internet sites, MedBridge assumes no responsibility for the Content or information contained on such other sites, and does not exert any editorial or other control over those other sites. MedBridge provides no warranties and explicitly disclaims any liability for any Content or other information provided on other sites.
EXCEPT AS EXPRESSLY SET FORTH HEREIN, TO THE MAXIMUM EXTENT ALLOWED BY LAW, THE CONTENT OF THE MEDBRIDGE WEBSITE (INCLUDING ALL MEDBRIDGE INTELLECTUAL PROPERTY, TEXT, MATERIALS, SOFTWARE, FUNCTIONS, SERVICES, AND INFORMATION MADE AVAILABLE HEREIN OR ACCESSED BY MEANS HEREOF) ARE PROVIDED AS IS, WITHOUT WARRANTIES OF ANY KIND, WHETHER STATUTORY, EXPRESS, OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF SUITABILITY FOR A PARTICULAR PURPOSETITLE, AND NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS. MEDBRIDGE DOES NOT WARRANT OR GUARANTEE UNINTERRUPTED ACCESS TO THE MEDBRIDGE WEBSITE, OR ANY SITE LINKED TO THE MEDBRIDGE WEBSITE, OR ANY SITE LINKED TO THE MEDBRIDGE WEBSITE, AND RESERVES THE RIGHT TO DISCONTINUE CONTENT OR TO CHANGE THE EXPIRATION DATE AT ANY TIME. WE DO NOT PROMISE YOU THAT THE WEBSITE WILL BE FREE OF PROBLEMS, WILL CONTAIN ACCURATE INFORMATION, WILL BE AVAILABLE, OR WILL OPERATE WITHOUT ANY ISSUES OR PROBLEMS.
YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR USE OF THE MEDBRIDGE WEBSITE AND ANY INFORMATION ON THE MEDBRIDGE WEBSITE. THE INFORMATION AND CONTENT PROVIDED ON THE MEDBRIDGE WEBSITE ARE FOR INFORMATIONAL PURPOSES ONLY AND ARE DESIGNED TO BE A SUPPLEMENTARY EDUCATIONAL TOOL. IT IS THE RESPONSIBILITY OF THE TREATING PRACTITIONER, RELYING ON INDEPENDENT EXPERTISE AND KNOWLEDGE OF THE PATIENT, TO DETERMINE THE BEST TREATMENT AND METHOD OF APPLICATION FOR THE PATIENT. NEITHER MEDBRIDGE NOR THE INSTRUCTOR ASSUMES ANY RESPONSIBILITY FOR ANY LOSS OR INJURY AND/OR DAMAGE TO PERSONS OR PROPERTY ARISING OUT OF THE USE OF THE MATERIAL CONTAINED IN OR RELATED TO THE CONTENT.
IN NO EVENT SHALL MEDBRIDGE, ITS MEMBERS, OFFICERS, AFFILIATES, AGENTS, LICENSORS, EMPLOYEES, OR INTERNET SERVICE PROVIDER(S) (COLLECTIVELY, "REPRESENTATIVES") BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION LOST REVENUE, LOST OR DAMAGED DATA, OR OTHER COMMERCIAL OR ECONOMIC LOSS, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER THEORY OF LIABILITY. THE FOREGOING LIMITATION SHALL APPLY EVEN IF MEDBRIDGE OR ITS REPRESENTATIVES HAVE BEEN ADVISED OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGE. MEDBRIDGE'S TOTAL LIABILITY IN ANY EVENT IS LIMITED TO THE AMOUNT, IF ANY, ACTUALLY PAID FOR USE OF THE MEDBRIDGE WEBSITE, AND YOU HEREBY RELEASE MEDBRIDGE AND ITS REPRESENTATIVES FROM ANY AND ALL OBLIGATIONS, LIABILITIES, AND CLAIMS IN EXCESS OF THIS LIMITATION. THESE LIMITATIONS SHALL APPLY TO ALL CLAIMS IN THE AGGREGATE (NOT PER INCIDENT) AND TOGETHER WITH THE DISCLAIMER OR WARRANTIES ABOVE SHALL SURVIVE FAILURE OF ANY EXCLUSIVE REMEDIES PROVIDED IN THIS AGREEMENT.
You agree to indemnify and hold MedBridge and its Representatives harmless from any and all losses (including without limitation attorneys' fees) resulting from any claims that may be asserted against You, You assert, or may assert, based on or relating to Your use, or the use of any individual using Your password, of the MedBridge Website. You further agree to indemnify and hold MedBridge and its Representatives harmless from any and all losses resulting from claims of third parties, including without limitation attorneys' fees, that result in whole or in part from violations by You, or any individual using Your password, of any of the terms of this Agreement.
This Agreement shall be governed by the laws of the State of Washington. In the event that litigation results from or arises out of this Agreement or the performance thereof, both Parties agree to settle with a single arbitrator qualified by the American Arbitration Association. The Parties agree to reimburse the prevailing Party's reasonable attorneys' fees, arbitration costs, and all other expenses, whether or not taxable by the arbitrator as costs, in addition to any other relief to which the prevailing Party may be entitled.
8.1 Assignability This agreement is personal to You, and You may not assign this Agreement or the rights and obligations thereunder to any third party or person.
8.2 Agreement Binding on Successors The provisions of the Agreement shall be binding upon and shall inure to the benefit of the Parties hereto, their permitted heirs, administrators, successors, and assigns.
8.3 Waiver No waiver by either Party of any default shall be deemed as a waiver of prior or subsequent default of the same or other provisions of this Agreement.
8.4 Severability If any term, clause, or provision hereof is held invalid or unenforceable by a court of competent jurisdiction, such invalidity shall not affect the validity or operation of any other term, clause, or provision, and such invalid term, clause, or provision shall be deemed to be severed from the Agreement.
8.5 Survivability The ownership and intellectual property rights and license provisions set forth in this Agreement, and any other provisions that by their sense and context the Parties intend to have survive, shall survive the termination of this Agreement and any obligations hereunder for any reason.