www.legacyhealthendowment.org (the "Site") and all other services by electronic means are provided by Legacy Health Endowment to you subject to the following Terms and Conditions (the "T&C's") and any operating rules or policies that may be published from time to time by Legacy Health Endowment.
Changes to the T&C's:
Legacy Health Endowment may, in its sole discretion, change, add or remove any portion of the T&C's, at any time, by posting new T&C's to the Site. Your continued use of the Site after such changes are posted will constitute your agreement to such changes.
Modifications to the Site:
Legacy Health Endowment reserves the right, for any reason, in its sole discretion, to terminate, change or suspend any aspect of the Site or its other services, including, but not limited to, content, features or hours of availability. Legacy Health Endowment may impose limits on certain features of the Site or its other services or restrict your access to part or all of the Site or its other services without notice or penalty.
You are solely responsible for the content and context of any materials or User Information you post or submit through the Site or in connection with any other services provided by Legacy Health Endowment, such as text-messaging alerts. You warrant and agree that, while using the Site and any such services, you shall not upload, post or transmit to or distribute or otherwise publish through the Site or in connection with such services any materials which: (a) are unlawful, threatening, harassing or profane, (b) restrict or inhibit any other user from using and enjoying the Site or the services, (c) constitute or encourage conduct that would constitute a criminal offense or give rise to civil liability, or (d) contain a virus or other harmful component, advertising of any kind, or false or misleading indications of origin or statements of fact.
All remarks, submissions, ideas, concepts, pictures or other information you submit to the Site or in connection with any other services provided by Legacy Health Endowment will become the exclusive property of Legacy Health Endowment. Legacy Health Endowment will not be required to treat any submission as confidential, and will be entitled to use all submissions for any purpose whatsoever, without any compensation to you.
You acknowledge and agree that all content and materials available on the Site and through any other Legacy Health Endowment services, including the Legacy Health Endowment name and logo, and other names and logos that may appear on the Site or in connection with other services, are protected by intellectual property and other laws. Except as expressly authorized by Legacy Health Endowment, any use, copy, reproduction, display, performance, modification or retransmission is strictly prohibited. Notwithstanding the above, you may download one copy of the content and materials on the Site (or content and materials otherwise provided to you electronically) on any single computer for you personal non-commercial use, provided you keep intact all proprietary and other notices.
You agree that Legacy Health Endowment has the right, but not the obligation, to monitor, edit, disclose, refuse to post, or remove at any time, for any reason in its sole discretion, any material and content anywhere on the Site or in connection with its other services, including but not limited to bulletin boards, e-mail and other forums. Notwithstanding this right, Legacy Health Endowment does not and cannot review all materials posted to the Site by Users and Legacy Health Endowment is not responsible for any such materials posted by Users.
DISCLAIMER OF WARRANTIES:
THE SITE AND ALL OTHER SERVICES PROVIDED BY LEGACY HEALTH ENDOWMENT, INCLUDING WITHOUT LIMITATION ALL CONTENT, FUNCTIONS, AND INFORMATION MADE AVAILABLE ON OR ACCESSED THROUGH THE SITE OR THROUGH OTHER SERVICES SUCH AS TEXT-MESSAGE ALERTS, IS PROVIDED ON AN "AS IS" "AS AVAILABLE" BASIS WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. LEGACY HEALTH ENDOWMENT DOES NOT WARRANT THAT THE SITE OR ANY OF ITS OTHER SERVICES SUCH AS TEXT-MESSAGE ALERTS OR THE FUNCTIONS, FEATURES OR CONTENT CONTAINED THEREIN WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO CERTAIN USERS OR RECIPIENTS.
LIMITATION OF LIABILITY:
IN NO EVENT SHALL LEGACY HEALTH ENDOWMENT BE LIABLE FOR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES THAT ARE DIRECTLY OR INDIRECTLY RELATED TO THE USE OF, OR THE INABILITY TO USE THE SITE OR LEGACY HEALTH ENDOWMENTS OTHER SERVICES (SUCH AS TEXT-MESSAGE ALERTS) OR THE CONTENT, MATERIALS AND FUNCTIONS RELATED THERETO EVEN IF LEGACY HEALTH ENDOWMENT OR AN AUTHORIZED REPRESENTATIVE THEREOF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO CERTAIN USERS. IN NO EVENT SHALL THE TOTAL LIABILITY OF LEGACY HEALTH ENDOWMENT TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM THIS AGREEMENT OR YOUR USE OF THE SITE OR LEGACY HEALTH ENDOWMENT SERVICES EXCEED, IN THE AGGREGATE, $100.00.
You shall indemnify, defend and hold Legacy Health Endowment, its officers, directors, employees and agents (collectively, the "Indemnified Parties"), harmless from and against any and all claims, losses, damages, liabilities, judgments and fees and expenses related thereto (including, without limitation, reasonable attorneys' fees), incurred by an Indemnified Party in connection with any claims arising out of, based upon or resulting from any breach or violation by you of the T&C's or any use by you of the Site or Legacy Health Endowments other services or as a result of a dispute with another Site User or recipient of such services. Legacy Health Endowment reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you shall not in any event settle or otherwise dispose of any matter without the prior written consent of Legacy Health Endowment.
This Agreement constitutes a binding agreement between you and Legacy Health Endowment until terminated by you or Legacy Health Endowment, which Legacy Health Endowment may do at any time, without notice, in Legacy Health Endowment's sole discretion. If you become dissatisfied with the Site or any of Legacy Health Endowment’s other services, in any way, your only recourse is to immediately discontinue use of the Site or such services.
Choice of Law; Dispute Resolution:
This Agreement and all claims arising from or out of this Agreement shall be governed by and in accordance with the laws of the State of California, without regard to conflicts of laws provisions. Any controversy involving Legacy Health Endowment arising from or in any way related to the T&C's or your use of the Site and other Legacy Health Endowment services shall be heard in the appropriate State or Federal court in San Francisco County, California, and you irrevocably consent to the jurisdiction of such courts.
Notices And Disclosures:
Except as explicitly stated otherwise, any notices shall be given by e-mail to firstname.lastname@example.org, in the case of Legacy Health Endowment, or, in the case of a User to the e-mail address you provide to Legacy Health Endowment. Notice shall be deemed given 24 hours after e-mail is sent, unless the sending party is notified that the e-mail address is invalid.
If any provision of the T&C's is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision shall be enforced to the maximum extent permissible so as to affect the intent of the T&C's, and the remainder of the T&C's shall continue in full force and effect. The failure by either you or Legacy Health Endowment to exercise or enforce any rights or provisions of the T&C's shall not constitute a waiver of such right or provision. You agree that any cause of action arising out of or related to the Site or the T&C's must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred. The Agreement comprises the entire agreement between you and Legacy Health Endowment and supersedes all prior agreements between the parties, regarding the subject matter contained herein. All provisions in the T&C's regarding representations and warranties, indemnification, disclaimers and limitations on liability shall survive any termination of the T&C's.