IMPORTANT: THIS ASSET HEALTH (“ASSET HEALTH”) TERMS OF USE (“AGREEMENT”) IS A LEGAL AGREEMENT BETWEEN YOU AND ASSET HEALTH THAT PROVIDES THE TERMS AND CONDITIONS FOR YOUR USE OF ASSET HEALTH’S ONLINE APPLICATION (“APPLICATION”), COURSES, THE AFFILIATED WEBSITE (“USER SITE”) AND ANY RELATED SOFTWARE, MATERIALS AND/OR DOCUMENTATION (COLLECTIVELY, THE “SERVICE”). BY ACCEPTING THIS AGREEMENT, YOU ARE CONFIRMING YOUR ACCEPTANCE OF THE AGREEMENT AND AGREE TO BECOME BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, THEN DO NOT ACCEPT THIS AGREEMENT AND YOU WILL NOT RECEIVE ACCESS TO THE SERVICE
1. The Service.
1.1 Asset Health grants you a non-transferrable right to use the Service subject to the terms of the agreement between Asset Health and your employer. By clicking on “I Agree”, you agree to be bound by any and all license agreements that your employer has entered into with Asset Health.
1.2 To provide you with the most current version of the Service, Asset Health reserves the right to update, upgrade or otherwise change the Service and any Applications at any time. By clicking on “I Agree”, you signify that you understand and agree that such updates, upgrades or other changes may occur from time to time during your use of the Service and Applications without prior notice to you.
2. Access to the Service and Security.
2.1 Asset Health will create an account, with an associated password, through which you may access the Service based on the actual Services purchased by your employer. The date you are provided with such password shall be the Service Activation Date. You may access the Site either through a web browser or, as applicable, through certain other Applications.
2.2 Other than distribution of the initial password for access to the Service, Asset Health will have no obligation or responsibility with regard to the use, distribution or management of such passwords. You agree to notify Asset Health immediately if you suspect any unauthorized use of the Service, User Site or related passwords.
2.3 You acknowledge and agree that there is a strict limit of one user per account on any and all Asset Health Applications. In addition, you may not share or disclose your username or password.
2.4 You acknowledge that you are familiar with and understand your obligations to comply with Asset Health’s HIPAA compliance standards and protocols pertaining to security and privacy of Protected Health Information (“PHI”), which are set forth in the System and Online Application. You, as an Asset Health Client Administrator, have unique credentialed System and Application access through which you may access and perform allowed administrative functions pertaining to PHI. In the event you become aware of or cause a breach of PHI through your use of the System or Online Application, you agree that you shall and are obligated to notify Asset Health immediately of such a breach and the nature of and timeline details of such a breach.
2.5 Children under the age of 13 are not permitted to use the Service, and we do not intentionally collect or maintain Personal Information from those who are under 13 years old. Protecting the privacy of children is very important to us. Thus, if we obtain actual knowledge that a user is under 13, we will take steps to remove that user's Personal Information from our databases. We recommend that children between the ages of 13 and 18 obtain a parent's permission before submitting information over the internet. By using the Service, you are representing that you are at least 18 years old, or that you are at least 13 years old and have a parent’s permission to use the Service.
3. Restrictions and Prohibited Acts. As a condition of your use of the Service, you will not use the Service for any purpose that is unlawful or prohibited by this Agreement. You may not use the Service in any manner that could damage, disable, overburden or impair any Asset Health server, or the network(s) connected to any Asset Health server, or interfere with any other party’s use and enjoyment of the Service. You may not attempt to gain unauthorized access to services, materials, other accounts, computer systems or networks connected to any Asset Health server or to the website, through hacking, password mining or any other means. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through the Service. You may not use the Service, including any Application, on a timeshare or service bureau basis. In addition, you may not access or use the Service or distribute or display Content in any manner that:
3.1 Violates any laws or regulations or is not for a legitimate business purpose;
3.2 Introduces a virus, worm, Trojan horse or other harmful software code;
3.3 Consumes excessive CPU time, bandwidth, memory storage space, or any other system or network resources;
3.4 Engages in any systematic extraction of data or data fields, including, without limitation, email addresses;
3.5 Exposes Asset Health to adverse publicity;
3.6 Infringes or violates the copyright, patent, trademark, service mark, trade name, trade secret or other intellectual property rights of any third party or Asset Health;
3.7 Discloses or collects personally identifying information or private information about any third party without that party's consent (or parental consent in the case of a minor);
3.8 Transmits, promotes, solicits or comprises harassing, abusive, threatening, obscene, vulgar, libelous, pornographic or otherwise objectionable or unlawful content or activity;
3.9 Attempts to mislead others about your identity or the origin of a message or other communication, or impersonates or otherwise misrepresents your affiliation with any other person or entity;
3.10 Transmits junk mail, spam, chain letters, or other unsolicited email or duplicative messages;
3.11 Sells, leases, or rents access to or use of the Service;
3.12 Advocates, promotes, incites, instructs, informs, assists or otherwise encourages violence or any high-risk activity where damage or injury to persons, property, environment or business may result;
3.13 Designs, develops, or creates a competitive product or service to Asset Health's products and services;
3.14 Links to content that promotes any of the above; or
3.15 Asset Health, using commercially reasonable judgment, finds objectionable.
4. Acceptable Use Policy. Notwithstanding the covenants and restrictions set forth in Section 3, above, this Acceptable Use Policy describes actions that Asset Health Inc. ("Asset Health") prohibits when you use its website and/or services (the "Services"). The terms "you," "your" and "yours" refer to the Asset Health workforce member, customer or participant, or vendor. The Acceptable Use Policy is governed by our Terms of Service. Our Terms of Service take precedence over any conflicting Acceptable Use Policy provision. BY USING THE SERVICES OR THE Asset Health WEBSITE, YOU CONSENT TO THE TERMS AND CONDITIONS OF THIS ACCEPTABLE USE POLICY. IF YOU DO NOT AGREE TO THIS ACCEPTABLE USE POLICY, DO NOT USE THE WEBSITE AND/OR SERVICES. Asset Health may, in its sole discretion, determine whether you are in violation of this Acceptable Use Policy. The Services may be used only for lawful purposes and may not be used for any illegal activities. Using the Services in an illegal, abusive or otherwise inappropriate manner that interferes with or diminishes others' use and enjoyment of the Services is prohibited. The following list gives examples of illegal, abusive, interfering, unacceptable or otherwise inappropriate behavior while using the Services. This list is provided by way of example and shall not be considered exhaustive.
- Adversely impacting the availability, reliability or stability of Asset Health's Services.
- Launching or facilitating, whether intentionally or unintentionally, a denial of service attack on any of Asset Health's Services.
- Attempting to bypass or break any security mechanism on any of the Services or using the Services in any other manner that poses a security or service risk to Asset Health, to any user of our Services, or to any of our respective customers or their customers.
- Testing or reverse-engineering the Services in order to find limitations, vulnerabilities or evade filtering capabilities.
- Using the Services in any manner that may subject Asset Health or any third party to liability, damages or danger.
- Using the Services in any manner that violates any applicable third party policies or requirements that Asset Health has communicated to the customer.
- Engaging in fraud with respect to your account.
- Using your account to engage in fraudulent activity with respect to third parties.
- Using any of the Asset Health Properties or Asset Health Marks other than as expressly permitted in the Terms of Service.
- Transmitting any material that may infringe the intellectual property rights or other rights of third parties, including but not limited to trademark, copyright or rights of publicity, or otherwise violating, infringing or misappropriating the rights of any third party.
- Promoting or engaging in illegal activities.
- Engaging in activities or transmitting through the Services any information that may be libelous or defamatory or otherwise malicious or harmful to any person or entity, or discriminatory based on race, sex, religion, nationality, disability, sexual orientation or age.
- Harvesting or otherwise collecting information about others from Asset Health's website without their express consent.
- Interfering with or disrupting networks connected to the Services or violating the regulations, policies or procedures of such networks.
- Using the Services, or a component of the Services, in a manner not authorized by Asset Health.
4.1 Remedies. Violation of this Acceptable Use Policy may result in the immediate suspension of your account or civil and/or criminal liability.
Asset Health may, in addition to any remedy that it may have at law or in equity, terminate permission for you to use the Services. In such event, you are still liable for any and all outstanding charges accumulated through your use of the Services, including uses in violation of this Acceptable Use Policy or the laws of any jurisdiction. In addition,
Asset Health may investigate incidents that are contrary to this Acceptable Use Policy and provide requested information to third parties who have provided notice to
Asset Health stating that they have been harmed by your failure to abide by this Acceptable Use Policy.
Asset Health's failure to enforce this policy in every instance in which it might have application does not amount to a waiver of
Asset Health's rights hereunder.
4.2 Changes to Acceptable Use Policy. We reserve the right to change the Acceptable Use Policy from time to time without notice by posting changes to
Asset Health's website. When we do, we will also revise the "last update" date of the Acceptable Use Policy.
5. Privacy. Asset Health's privacy policy, available on our website, is hereby incorporated into the Agreement by reference.
6. Term/Termination. 6.1 Term. This Agreement shall become effective when you electronically register your acceptance of this Agreement by either clicking “I Agree” or by registering for and using the Service. The Term of this Agreement shall commence on the Service Activation Date and will continue in effect until the Service Term expires.
6.2 Termination by
Asset Health.
Asset Health may at any time terminate the Service and this Agreement, or suspend or restrict your access to the Service in whole or in part, if:
6.2.1 Asset Health determines in its sole and exclusive judgment that terminating your Service is advisable for security reasons, to protect Asset Health from liability, or for the continued normal and efficient operation of the Service.
6.3 Upon termination of Service, all rights granted to you under this Agreement and any Application License Agreement will terminate immediately. Asset Health reserves the right to delete any data files associated with your use of the Service upon termination of the Service.
7. Proprietary Rights.
7.1 You acknowledge and agree that Asset Health and its licensors own all right, title and interest in: (a) the Service; (b) the Applications; (c) the User Site; and (d) any other Asset Health software. In addition, you acknowledge that the Service, the Applications, the User Site and any other Asset Health software are protected by United States and international copyrights, trademarks, patents and other proprietary rights and laws. You may not decompile, reverse-engineer, decode or otherwise examine the internal functioning of the Service, the Applications, the User Site or any Asset Health software, including the embedded Asset Health Flash Player in Application-generated converted files, and may not make, use, sell, copy, reproduce, distribute, transmit or create derivative works from the Service, the Application or any other Asset Health software without Asset Health's prior written consent.
7.2 You are welcome to send suggestions on improving the Service, but in doing so, you acknowledge and agree that such suggestions will become the property of Asset Health without obligation to compensate you.
7.3 You agree and authorize Asset Health to disclose any non-identifiable health or other information that you provide to Asset Health to third parties who may use such information only for purposes of research.
8. Websites Links. Asset Health may provide links to other websites or resources as part of the Service only as a convenience to you. Asset Health is not responsible for the contents, products or services on any third-party site, and the inclusion of any link does not imply that Asset Health endorses the content on such third-party sites. You are visiting such third-party sites solely at your own risk.
9. Warranty Disclaimers.
9.1 EXCEPT FOR THE LIMITED WARRANTY SET FORTH IN SECTION 8 (“SERVICE LEVEL AGREEMENT”), THE SERVICE AND THE APPLICATIONS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULL EXTENT PERMITTED BY LAW, ASSET HEALTH, ITS AFFILIATES, CONTRACTORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, LICENSORS AND ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING OR DELIVERING THE SERVICE AND THE APPLICATIONS DISCLAIM ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, ASSET HEALTH DOES NOT WARRANT OR REPRESENT THAT THE SERVICE WILL BE CONTINUOUS, ACCESSIBLE, UNINTERRUPTED OR ERROR-FREE, OR THAT OUR SERVERS AND SOFTWARE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT ASSET HEALTH'S SECURITY PROCEDURES AND MECHANISMS WILL PREVENT THE LOSS OR ALTERATION OF OR IMPROPER ACCESS TO USER INFORMATION BY THIRD PARTIES.
9.2 THE SECURITY MECHANISMS INCORPORATED IN THE SERVICE HAVE INHERENT LIMITATIONS AND YOU MUST DETERMINE THAT THE SERVICE ADEQUATELY MEETS YOUR REQUIREMENTS. YOU ACKNOWLEDGE AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM YOUR USE OF THE SERVICE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY ASSET HEALTH, ITS DEALERS, DISTRIBUTORS, AGENTS OR EMPLOYEES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF ANY WARRANTY PROVIDED HEREIN.
9.3 SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.
10. Limitation of Liability.
10.1 NEITHER ASSET HEALTH NOR ITS SUPPLIERS SHALL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, COVER OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR THE INABILITY TO USE THE SERVICE OR ACCESS DATA, LOSS OF BUSINESS, LOSS OF PROFITS, BUSINESS INTERRUPTION OR THE LIKE), ARISING OUT OF THE USE OF, OR INABILITY TO USE, THE SERVICE OR ANY APPLICATION AND BASED ON ANY THEORY OF LIABILITY INCLUDING STATUTE, BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF ASSET HEALTH OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
10.2 THE LIMITATIONS ON LIABILITY IN THIS SECTION ARE INTENDED TO APPLY TO THE WARRANTIES AND DISCLAIMERS ABOVE AND ALL OTHER ASPECTS OF THIS AGREEMENT. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU, AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.
10.3 THE CONTENT CONTAINED IN THE SERVICE, APPLICATIONS, USER SITE AND ANY OTHER ASSET HEALTH SOFTWARE, INCLUDING BUT NOT LIMITED TO TEXT, GRAPHICS, IMAGES, AUDIO, VIDEO, ANIMATIONS, ETC. (“CONTENT”) ARE FOR INFORMATIONAL PURPOSES ONLY. THE CONTENT IS NOT INTENDED TO BE A SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS OR TREATMENT; NOR IS IT A REPLACEMENT FOR FINANCIAL OR BENEFITS ADVICE THAT YOU MAY RECEIVE FROM YOUR HUMAN RESOURCES DEPARTMENT OR PERSONAL FINANCIAL ADVISER. THE INDIVIDUALS THAT APPEAR IN THE COURSE VIDEOS ARE ACTORS AND NOT MEDICAL PROFESSIONALS. YOU SHOULD ALWAYS SEEK THE ADVICE OF YOUR PHYSICIAN OR OTHER QUALIFIED HEALTH PROVIDER WITH ANY QUESTIONS YOU MAY HAVE REGARDING A MEDICAL CONDITION; YOU SHOULD ALWAYS SEEK THE ADVICE OF YOUR HUMAN RESOURCES DEPARTMENT OR PERSONAL FINANCIAL ADVISER WITH ANY QUESTION YOU MAY HAVE REGARDING HEALTH CARE BENEFITS OR FINANCIAL-RELATED HEALTH CARE ISSUES. ASSET HEALTH IS NOT IN THE BUSINESS OF PROVIDING MEDICAL, HEALTH CARE OR FINANCIAL ADVICE. RELIANCE ON ANY CONTENT IS SOLELY AT YOUR OWN RISK.
11. Miscellaneous. This Agreement is governed by and construed in accordance with the laws of the State of Michigan, excluding conflict of law provisions. You agree to submit to the exclusive jurisdiction of the courts of the State of Michigan and the United States federal district court located in Wayne County, Michigan. You are solely responsible for your familiarity and compliance with any laws that may prohibit your participation in or use of any part of the Service. This Agreement constitutes the entire agreement between you and Asset Health and supersedes all prior agreements, representations and understandings between the parties regarding the subject matter contained herein. If any provision of this Agreement is held to be invalid or unenforceable, then such provision shall be construed, as nearly as possible, to reflect the intentions of the parties, and all other provisions will remain in full force and effect. Asset Health's failure to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Asset Health in writing. From time to time, Asset Health may be required to update or modify this Agreement and shall provide you notice of such modifications; provided, however, your use of the Service after such notice shall constitute acceptance of the new Agreement. Your rights hereunder may not be assigned or transferred to any third party without the written consent of Asset Health. Each party will provide the other with written notice under this Agreement by sending the other party notice as follows: for you, notice will be sent to the address and contact person for your account; and for Asset Health, notice will be sent to Asset Health, 2250 Butterfield Dr., Ste. 100, Troy, MI 48084 Attention: General Counsel.
Asset Health does not warrant or represent that it complies with any privacy laws or regulations outside of the United States.