The following words used in these Terms shall have the following meanings:
- “Personal Information” shall mean all data and/or information provided by and about User.
- “hCentive web site” shall mean all web sites on which hCentive, Inc. provides information, services, advice, products or material.
- “User” shall mean all Users of hCentive web sites described herein.
- “Products, Advice, Information and Services” shall mean all information, services, advice, products or material provided by hCentive, its advertisers, 3rd-party vendors or affiliates.
- “Registration Information” shall mean the Personal Information User voluntarily provides to hCentive in the registration process, in order to fully access our products, information and services.
- “Account Profile” shall mean the hCentive web site page(s) where the Personal Information that User has voluntarily provided is displayed, in compliance with User’s consent and agreement.
A. By visiting or logging in as a User of hCentive, User fully accepts these Terms.
B. hCentive may operate, either now or in the future, sub-domains and aliases of these domains, in order to provide additional new and exciting information, services, advice, products or materials. All web sites on which hCentive provides information, services, advice, products or other material are hereinafter referred to as the “hCentive web site.”
C. These Terms shall govern the relationship between User and hCentive, irrespective of which web site you are registered with or logged into, either now formed, or created in the future.
D. User agrees to enter into these Terms on the use of hCentive web sites with hCentive, Inc. Additional contact information, commercial registry data, as well as other information about hCentive, can be found under “About Us” located elsewhere on this web site.
II. Products, Information and Services
A. Details about the full range of products, advice, information and/or services available are set forth as follows:
- hCentive is the a healthcare technology solutions company. There is no charge to User to access services of the hCentive web site.
- We provide our customers with the information about our healthcare technology solutions
- hCentive does not endorse or recommend any specific health insurance companies or health insurance policies. hCentive does not provide health insurance, tax or financial advice.
- hCentive reserves the right, for any reason, in our sole discretion, to terminate, change, suspend or discontinue any services on our web site, including, but not limited to, content, features or hours of availability. hCentive may also impose limits on certain features of the web site or restrict a User’s access to any part or the entire web site without notice or penalty.
B. Any use of the information, services, products or material and content offered on the hCentive web site, by User, beyond the scope of options provided by hCentive, requires prior written consent.
C. User acknowledges and agrees that it is virtually impossible to achieve continuous, uninterrupted availability of the hCentive, or any other, web site. hCentive shall nonetheless endeavor to keep the hCentive web site available without interruption. Events related to maintenance, security or capacity requirements, and/or events beyond hCentive’s control (e.g. disruptions in communication networks, power failures, equipment failure, etc.), may result in brief disruption or temporary interruption of the services provided on the hCentive web site.
D. In the event that User has a disagreement with hCentive advertisers or 3rd-party vendors or affiliates, hCentive may, but is not obligated to, act as intermediary in those cases and shall not be liable for any breach of such agreements entered into by User.
III. Obligations of User
A. User agrees to adhere to the following requirements:
- To provide only true and non-misleading information in the User account profile and in all communications with hCentive;
- To comply with all laws, ordinances, statutes and applicable legislation and to respect all 3rd-party rights. In particular, User shall not:
- a. Use or post any insulting or defamatory words, music, symbols, photographs or other similar content, regardless of whether said contents are directed at hCentive personnel or other companies or individuals;
- b. Use or post, without authorization, any content protected by law (e.g. copyright, trademark, patent, utility patent, design patent or other intellectual property (IP) laws), or
- advertise, promote, offer or distribute any goods or services protected by law;
- c. To refrain from engaging in any of the following annoying actions, even if they do not constitute a breach of any applicable laws or ordinances:
- Sending chain letters;
- Performing, posting, advertising and promoting any form of illegal structural distribution measures (such as illegal multi-level marketing or illegal multi-level network marketing); or
- Communicating in any insinuating, discriminatory or sexually abusive way (suggestive, implicit or explicit).
- c. To refrain from engaging in any of the following annoying actions, even if they do not constitute a breach of any applicable laws or ordinances:
- You may not provide, post or otherwise distribute, User content that:
- a. violates any right of hCentive or any 3rd-party;
- b. violates or encourages the violation of any municipal, state, provincial, federal or international law, rule, regulation or ordinance;
- c. interferes with any User’s uninterrupted use of hCentive;
- d. uploads or transmits viruses or other harmful, disruptive or destructive files, material or code;
- e. disrupts, interferes with, or otherwise harms or violates the security of hCentive or any services, system resources, accounts, passwords, servers or networks connected to or accessible through the hCentive web site;
- WARNING: ANY VIOLATION OF THESE TERMS THAT INVOLVES CRIMINAL CONDUCT OF ANY KIND WILL BE REFERRED TO LAW ENFORCEMENT AUTHORITIES UPON NOTICE RECEIVED BY hCENTIVE.
- User is further prohibited from the following activities:
- a. Employing any mechanisms, software or scripts when using the hCentive web site;
- b. Blocking, overwriting, modifying and copying of any contents of the hCentive web site, unless said actions are necessary for the proper use of the services on hCentive web site. For example, the use of the “Robot/Crawler” search engine technology is not required for proper use of the services and is therefore prohibited;
- c. Distributing or publicly disclosing the contents of the hCentive web site, without written permission; or
- d. Performing any actions that may impair the operability of hCentive’s infrastructure, particularly actions that may overload said infrastructure, servers, bandwidth or other equipment or software.
IV. Changes to the Services, Products and/or Information
hCentive, in its sole discretion and without prior notice, reserves the right to modify the products, information and/or services offered on the hCentive web site and/or to offer products, information and/or services different from those offered at the time of User’s registration.
V. General Disclaimers and Limitations of Liability
A. While hCentive uses reasonable efforts to include accurate and up-to-date information, hCentive specifically disclaims any and all responsibility or liability for the accuracy, content, completeness, legality, reliability, operability or availability of information, services, advice, products or material, including prices and descriptions, displayed in any and all hCentive web sites. hCentive disclaims any responsibility or liability for the deletion, failure to store, non-delivery, or untimely delivery of any information, services, advice, products or material. hCentive disclaims any responsibility or liability for any harm resulting from its information, services, advice, products or material, downloading, accessing or relying on any information, services, advice, products or material provided through the hCentive web site
B. THE HCENTIVE WEB SITE AND ALL INFORMATION, SERVICES, ADVICE, PRODUCTS OR MATERIAL INCLUDED IN THE WEB SITE, ARE PROVIDED “AS IS,” WITH NO WARRANTIES, EXPRESSED OR IMPLIED. HCENTIVE EXPRESSLY DISCLAIMS, TO THE FULLEST EXTENT PERMITTED BY LAW, ALL EXPRESS, IMPLIED AND STATUTORY WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. HCENTIVE DISCLAIMS ANY WARRANTIES REGARDING THE SECURITY, RELIABILITY, TIMELINESS AND PERFORMANCE OF THE HCENTIVE WEB SITE. HCENTIVE DISCLAIMS ANY WARRANTIES FOR ANY INFORMATION, SERVICES, ADVICE, PRODUCTS OR MATERIAL OBTAINED THROUGH THE HCENTIVE WEB SITE. HCENTIVE DISCLAIMS ANY WARRANTIES FOR INFORMATION, SERVICES, ADVICE, PRODUCTS OR MATERIAL RECEIVED THROUGH, OR ADVERTISED ON, THE HCENTIVE WEB SITE OR RECEIVED THROUGH ANY LINKS PROVIDED BY THE HCENTIVE WEB SITE, AS WELL AS FOR ANY INFORMATION, SERVICES, ADVICE, PRODUCTS OR MATERIAL RECEIVED THROUGH ANY 3rd–PARTY LINKS OR ANY USER CONTRIBUTIONS PROVIDED ON THE HCENTIVE WEB SITE.
C. USER UNDERSTANDS AND AGREES THAT THEY DOWNLOAD OR OTHERWISE OBTAIN INFORMATION, SERVICES, ADVICE, PRODUCTS OR MATERIAL THROUGH THE USE OF THE HCENTIVE WEB SITE AT THEIR OWN DISCRETION AND RISK AND THAT THEY WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO THEM, THEIR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH INFORMATION, SERVICES, ADVICE, PRODUCTS OR MATERIAL.
E. HCENTIVE IS NOT RESPONSIBLE OR LIABLE FOR CONTENT POSTED BY USER, 3rd-PARTIES, ACTIONS OF ANY 3rd-PARTY OR FOR ANY DAMAGE TO, OR VIRUS THAT MAY INFECT, USER’S COMPUTER EQUIPMENT OR OTHER PROPERTY.
F. UNDER NO CIRCUMSTANCES SHALL HCENTIVE BE LIABLE TO ANY USER ON ACCOUNT OF THAT USER’S USE OR MISUSE OF, OR RELIANCE ON, THE HCENTIVE WEB SITE, ARISING FROM ANY CLAIM RELATING TO THIS AGREEMENT OR THE SUBJECT MATTER HEREOF OR THE INFORMATION, SERVICES, ADVICE, PRODUCTS OR MATERIAL PROVIDED THEREIN. SUCH LIMITATION OF LIABILITY SHALL APPLY TO PREVENT RECOVERY OF DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY AND PUNITIVE DAMAGES, WHETHER SUCH CLAIM IS BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EVEN IF hCENTIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUCH LIMITATION OF LIABILITY SHALL APPLY WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF, AND RELIANCE ON, THE hCENTIVE WEB SITE, FROM INABILITY TO USE THE hCENTIVE WEB SITE OR FROM THE INTERRUPTION, SUSPENSION OR TERMINATION OF THE WEB SITE (INCLUDING SUCH DAMAGES INCURRED BY 3rd-PARTIES). THIS LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER INFORMATION, SERVICES, ADVICE, PRODUCTS OR MATERIAL RECEIVED THROUGH OR ADVERTISED ON THE HCENTIVE WEB SITE OR RECEIVED THROUGH ANY 3rd–PARTY LINKS PROVIDED ON THE HCENTIVE WEB SITE, AS WELL AS BY REASON OF ANY INFORMATION, SERVICES, ADVICE, PRODUCTS OR MATERIAL RECEIVED THROUGH OR ADVERTISED ON THE HCENTIVE WEB SITE OR RECEIVED THROUGH ANY 3rd–PARTY LINKS PROVIDED IN THE WEB SITE. THIS LIMITATION SHALL ALSO APPLY, WITHOUT LIMITATION, TO THE COSTS OF PROCUREMENT OF SUBSTITUTE INFORMATION, SERVICES, ADVICE, PRODUCTS OR MATERIAL, LOST PROFITS OR LOST DATA. SUCH LIMITATION SHALL FURTHER APPLY WITH RESPECT TO THE PERFORMANCE OR NON-PERFORMANCE OF THE HCENTIVE WEB SITE OR ANY INFORMATION, SERVICES, ADVICE, PRODUCTS OR MATERIAL THAT APPEAR ON OR IS LINKED OR RELATED IN ANY WAY TO, THE HCENTIVE WEB SITE. SUCH LIMITATION SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND TO THE FULLEST EXTENT PERMITTED BY LAW.
G. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU. PLEASE CHECK WITH YOUR JURISDICTION.
H. hCentive does not make any warranties or representations regarding any information, services, advice, products or material provided or made available by, or to, any User on any hCentive web site or on any external web sites linked to them. In particular, hCentive does not warrant or represent that said information, services, advice, products or material is true or accurate, or that it fulfills or serves any particular purpose.
I. Without limiting the foregoing, under no circumstances shall hCentive be held liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond its reasonable control, including, without limitation, Internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, non-performance of third parties, or loss of or fluctuations in heat, light, or air conditioning.
User agrees to indemnify, defend and hold harmless hCentive, its web site and each of its respective advertisers, parents, 3rd–party vendors, suppliers, licensors, officers, directors, shareholders, employees, representatives, contractors and agents and sub-licensees, from any and all claims, including but not limited to, claims for defamation, trade disparagement, privacy and intellectual property infringement and damages (including attorneys’ fees and court costs) arising from or relating to any allegation regarding:
- User’s use of the hCentive web site;
- hCentive’s use of any User content or information User provides, including testimonials, as long as such use is not inconsistent with these Terms;
- information, services, content, products or material provided through User IP address, even if not posted by User; or
- any violation of these Terms by User.
VII. Data Protection
A. hCentive recognizes that any data provided by User to hCentive is extremely important and hCentive shall therefore be particularly sensitive in handling such data.
B. User is advised that there are inherent security risks in transmitting data, such as emails, credit card or personal information via the Internet because it is impossible to safeguard completely against unauthorized access by 3rd-parties. Nevertheless, hCentive shall do what is reasonable to safeguard your data, subject to this cautionary limitation.
C. In particular, personal information will be transmitted via the Internet only if it does not infringe upon 3rd-party rights, unless the respective party has given prior consent in view of such security risks. Further, when sensitive personal information is transmitted, hCentive will encrypt it using Secure Socket Layer technology (SSL). hCentive’s SSL Certificate is issued by Entrust. You may find out more about Entrust and it’s technologies at www.Entrust.com.
E. hCentive opposes the use of available contact information by a 3rd-party for sending unsolicited advertisements (SPAM).
F. hCentive reserves the express right to take legal action against unsolicited mailing or emailing of SPAM and other similar unsolicited advertising materials. hCentive will report all violators to their respective Internet Service Providers (ISP) as well as the appropriate legal authority.
VIII. Right to Content Use
A. When User provides content, contributions or testimonials to the hCentive web site, User grants hCentive a limited, revocable, nonexclusive and non-assignable right of use for the respective content or contribution that hCentive is entitled to utilize for any purpose allowed by these Terms. In particular, hCentive is entitled to use said content or contribution posted by User, for marketing or in any other way allowed. hCentive may use User content, contributions or testimonials in any form, format, or medium of any kind now known or later developed. Although User grants hCentive a license, as stated above, hCentive DOES NOT OWN SUCH CONTENT. This license grants hCentive certain rights and also proscribes limitations of what hCentive may do and not do with the content, more fully described as follows: hCentive
- May not sell or give away User testimonials as permanent downloads or physical copies, alone or in a compilation;
- May not continue exercising the license after User provides hCentive with a request for termination, as described below;
- May not use or license another party to use User testimonials outside of the hCentive web site;
- May exercise these rights without paying User any remuneration, royalties or other fees, whatsoever; 5. May exercise these rights throughout hCentive’s web sites, worldwide;
B. hCentive grants a right of use over all posted content, contributions or testimonials to the hCentive web site to all Users. Duplication or the use of these contributions, testimonials or their content by User or 3rd-parties in other electronic or printed publications is prohibited. Copying, downloading, disseminating, distributing and storing of the contents of the hCentive web site is, with the exception of the cache memory when searching for hCentive web pages, prohibited without hCentive’s express consent.
C. User may use the hCentive web site content only and solely for personal, non-commercial use and may download or print a single copy of any portion of said content solely for personal, non-commercial use, provided User does not remove any trademark, copyright or other notice from such Content.
D. User may not post, distribute or republish in any way, any portion of the hCentive web site content to any Internet, Intranet or Extranet web site or incorporate said content in any database, compilation, archive or cache, except as expressly allowed in these Terms.
E. User may not distribute any hCentive web site content to others, whether or not for payment or other consideration and may not archive, modify, copy, frame, cache, reproduce, sell, publish, transmit, display or otherwise use any portion of said content except as expressly allowed in these Terms.
F. User may not copy hCentive web site content without permission from hCentive. User agrees not to decompile, reverse engineer or disassemble any software or other products or processes accessible through the hCentive web site. User may not insert any code or product or manipulate the content of the hCentive web site in any way that affects the User experience, and further, may not use any data mining, data gathering or extraction method on the hCentive web site.
G. Requests to use hCentive content for any purpose other than as permitted in these Terms shall be directed to the Customer Service email address at support@hCentive.com.
H. User grants to hCentive the right to use any material, information, ideas, concepts, know-how or techniques contained in any communication User provides or otherwise submits for any purpose whatsoever, including but not limited to, commercial purposes and developing, manufacturing and marketing commercial products using such information. All rights in this paragraph are granted without the need for additional compensation of any type to User.
I. Without limiting the generality of the previous paragraphs, User authorizes hCentive to share User provided content across all web sites, now in use or later developed.
J. Prohibited uses do not include any use that hCentive expressly authorizes in writing.
IX. Errors in Advertisements
On occasion a product or service offered by advertisers and/or 3rd-parties, on the hCentive web site, will be unavailable at the time or at the price as it appears in an advertisement. In such an event, or in the event a product is listed at an incorrect price or with incorrect information due to typographical error, technology effort, error in the date or length of availability or error in pricing or product information received from 3rd-party advertisers or vendors, you agree hCentive is not responsible for such errors or discrepancies and that User’s only course of action is to contact the appropriate 3rd–party advertiser or vendor.
X. Additional Terms
A. These Terms and any modifications thereto must be in writing to be valid. No secondary agreements exist between hCentive and User.
B. hCentive reserves the right to modify these Terms at any time, without providing reasons and without notice to User. User is urged to check these Terms frequently in order to determine if they have been modified in any way. If these Terms have been modified and User continues to access and use the hCentive web site, the modified Terms are accepted by User.
C. Unless otherwise stated in these Terms, User may submit all notices to hCentive using the following Customer Service email address at support@hCentive.com.
D. hCentive may send notices to the User by email to the address(es) given in the User registration or updated contact data in a User account.
E. If any provision of these Terms is, for any reason, invalid and/or unenforceable, as determined in an appropriate Court of proper jurisdiction, the remaining provisions shall continue to be valid and enforceable to the fullest extent permitted by law. The parties agree to replace an invalid and/or unenforceable provision with a valid and/or enforceable provision that most closely approximates the intent and economic effect of the invalid and/or unenforceable provision and shall be interpreted most favorably, when possible, to the benefit of hCentive.
F. The place of performance and jurisdiction under these Terms shall be the main place of business of hCentive, Inc., which is the Commonwealth of Virginia.
G. These Terms and the contractual relationships thereto shall be governed by the laws of the Commonwealth of Virginia.
XI. Discontinuation of Service
A. hCentive may modify, suspend, discontinue or restrict the use of any portion of the hCentive web site, including the availability of any portion of it, at any time, without notice or liability.
B. hCentive may deny access to any User at any time for any reason. In addition, hCentive may, at any time, transfer rights and obligations under these Terms to any current or future hCentive subsidiary or business unit, or any companies or divisions, or any entity that acquires hCentive or any of its assets.
XII. Customer Service/Support
All queries by User/Customer regarding these Terms or hCentive products or services can be emailed to hCentive at support@hCentive.com.
XIII. Section Titles
The section titles used in these Terms are purely for convenience and carry with them no legal or contractual effect.
XIV. Effective Date