TERMS OF SERVICE
Effective Date: August 15, 2019
O’Grady Catholic Health Trust (“O’GRADY CATHOLIC HEALTH TRUST,” “”we,” “us” or “our”) grants you (“You” or “User,” collectively “Users”) a non-exclusive, non-transferable, permission to display the webpages and access content hosted on the O’GRADY CATHOLIC HEALTH TRUST website (“Website”) subject to the restrictions in this Terms of Service agreement (“TOS”). This TOS is a legally binding contract between You and O’GRADY CATHOLIC HEALTH TRUST governing the access and use of the services offered, and all information, content, media, content, printed materials and other electronic documentation accessible from www.catholichealth.wpengine.com, any sub-domains thereof (each of which constituting a part of the Website), regardless of whether any such materials or services are provided in a publicly-accessible or a Members-only section of the Website.
The Website is offered by O’GRADY CATHOLIC HEALTH TRUST to Users free of charge on the express condition that Users accept and abide by the TOS. Access and use of the Website is conditioned upon continued compliance with the TOS and use of the Website constitutes acceptance of the TOS. O’GRADY CATHOLIC HEALTH TRUST expressly reserves the right to change the TOS at any time by reasonable notice, including without limitation by posting revised terms on the Website (which shall constitute reasonable notice), and/or notifying you via email at the email address we have on file for you. Any such amended terms shall be binding upon Users upon posting.
PLEASE NOTE THE ARBITRATION PROVISION SET FORTH BELOW, WHICH MAY, EXCEPT WHERE AND TO THE EXTENT PROHIBITED BY LAW, REQUIRE YOU TO ARBITRATE ANY CLAIMS YOU MAY HAVE AGAINST O’GRADY CATHOLIC HEALTH TRUST ON AN INDIVIDUAL BASIS. ARBITRATION ON AN INDIVIDUAL BASIS MEANS THAT YOU WILL NOT HAVE, AND YOU WAIVE, THE RIGHT FOR A JUDGE OR JURY TO DECIDE YOUR CLAIMS, AND THAT YOU MAY NOT PROCEED IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE CAPACITY.
All works of authorship hosted on the Website which have been generated by O’GRADY CATHOLIC HEALTH TRUST or on its behalf by employees, agents or contractors, including, but not limited to, any designs, text, sound recordings, images, icons, and the overall appearance of the Website or sections thereof, are the sole and exclusive property of O’GRADY CATHOLIC HEALTH TRUST. The posting of such works on the Website does not constitute a waiver of any of O’GRADY CATHOLIC HEALTH TRUST’s intellectual property or proprietary rights, including, but not limited to, copyrights, trademarks, service marks, patents and other intellectual property or proprietary rights, or a transfer by implication, estoppel or otherwise of any such rights or of any license to Users of the Website or to any third party. The contents of the Website are protected by U.S. and foreign copyright laws, both as individual works and in some instances as collections, as well as by U.S. and foreign trademark laws. By using this Website, You agree not to utilize any copyright, trademark, proprietary or confidential information contained therein in a manner inconsistent with the TOS or in violation of any U.S. or foreign law governing the protection of intellectual property or proprietary rights.
No material from the Website may be copied, reproduced, displayed, republished, downloaded, posted, digitized, translated, modified, transmitted, distributed or commercially exploited in any way without O’GRADY CATHOLIC HEALTH TRUST’s express consent. O’GRADY CATHOLIC HEALTH TRUST grants Users the right to view and print information, documents and webpages located on the Website for personal use but not for any for-profit or commercial activities, provided that: (a) any copies of the Website or sections thereof must retain any copyright, intellectual property, proprietary or other notices or disclaimers contained in the original materials, (b) Users must give attribution to O’GRADY CATHOLIC HEALTH TRUST and if possible provide a reference to O’GRADY CATHOLIC HEALTH TRUST’s main website www.catholichealth.wpengine.com, (c) the material must be printed in its entirety without modification, reformatting, adaptation or adjustment, and (d) if the material is combined with other materials, Users must clearly designate which portion of the complete work is O’GRADY CATHOLIC HEALTH TRUST’s material. Any User that shares the printed materials with others must advise the recipient as to the TOS and they must agree to abide by the TOS. Failure to comply with these conditions will immediately terminate this permission and may result in the infringement or violation of copyrights, trademarks or other proprietary rights owned by O’GRADY CATHOLIC HEALTH TRUST.
The Website may be configured to allow Users to publish user-generated content, in one or more O’GRADY CATHOLIC HEALTH TRUST Members-only sections, restricted O’GRADY CATHOLIC HEALTH TRUST community of practice areas that may be open to Members and non-Members, and other forums or messaging systems for Users or in a publicly-accessible section of the Website. User-generated content may include, but is not limited to: posts, profiles, blogs, e-mail, files, photos, videos, or other material. The information provided in user-generated content is not guaranteed to be accurate and is no way endorsed, offered or guaranteed by O’GRADY CATHOLIC HEALTH TRUST.
You agree that access and use of the Website is expressly conditioned upon your agreement to accept sole responsibility for any user-generated content that You publish to the Website. You assume all risks associated with any such content, including the risk of third party reliance on its quality, accuracy, or reliability, or any disclosure by you of personally identifiable information. You represent that you own, or have the necessary permissions to use and authorize the use of any such content. You may not imply that any user-generated content published by yourself or another User is in any way sponsored or endorsed by O’GRADY CATHOLIC HEALTH TRUST.
Rights in and to any such personal user-generated content may be the property of the User that uploaded the content and/or to any third parties associated with the creation of such content, as the case may be. O’GRADY CATHOLIC HEALTH TRUST prohibits Users from publishing any content that infringes the intellectual property or proprietary rights of any third parties and O’GRADY CATHOLIC HEALTH TRUST shall not be held liable for the infringement or violation of any such third party rights resulting from the publishing of such user-generated content. It is solely the User’s responsibility to verify that any content published to the Website is not subject to any third party rights (e.g., which may prohibit the copying, publishing, or distribution of the content being published). O’GRADY CATHOLIC HEALTH TRUST does not actively monitor user-generated content uploaded to or published to the Website. However, O’GRADY CATHOLIC HEALTH TRUST may remove or block access to any user-generated content for any reason, or take other action with respect to any such material at its sole discretion, although O’GRADY CATHOLIC HEALTH TRUST is under no obligation to do so.
You expressly agree that any user-generated content that you publish to the Website is not false, intentionally misleading, defamatory, abusive, vulgar, hateful, harassing, obscene, profane, sexually-oriented, threatening, invasive of a person’s privacy, or otherwise in violation of any law. You further expressly agree that such content does not: violate any third-party right, including any copyright, trademark, patent, trade secret, moral right, confidentiality right, privacy right, right of publicity, or any other intellectual property or proprietary right; contain material that is unlawful, including illegal hate speech or pornography; exploit or otherwise harm minors; or violate or advocate the violation of any U.S. or foreign law. You may expose yourself to liability by failing to abide by this requirement and O’GRADY CATHOLIC HEALTH TRUST shall bear no responsibility for any such user-generated content. Furthermore, Users that publish user-generated content which violates this provision or any other requirement of the TOS may be banned from the Website or have their access to the Website (or services provided the Website) restricted, without warning and at O’GRADY CATHOLIC HEALTH TRUST’s sole discretion.
In accordance with the U.S. Childrens’ Online Privacy Protection Act of 1998 (COPPA), Users are not permitted to publish any user-generated content intended for children under the age of 13 without the express written permission of O’GRADY CATHOLIC HEALTH TRUST. Users are also not permitted to collect personal information from children under the age of 13. You expressly agree to act in accordance with these provisions when posting any user-generated content to the Website.
By publishing user-generated content to the Website, you expressly agree that O’GRADY CATHOLIC HEALTH TRUST may use such content, including but not limited to by publicly displaying it, reformatting it, incorporating it into advertisements and other works, creating derivative works from it, promoting it, and distributing it. As such, you hereby irrevocably grant O’GRADY CATHOLIC HEALTH TRUST a world-wide, non-exclusive, royalty-free, sublicensable, transferable right to use such content for any purpose. You also irrevocably grant other Users of the Website the right to access such content in connection with their use of the Website. Finally, you irrevocably waive, and cause to be waived, against O’GRADY CATHOLIC HEALTH TRUST or any other party (including other Users), any claims and assertions of moral rights or attribution with respect to such content. The term “use” in this context is expressly understood to include the right to use, copy, publicly perform or display, distribute, modify, translate, and create derivative works based on such content.
O’GRADY CATHOLIC HEALTH TRUST may provide links to other Internet websites or resources. O’GRADY CATHOLIC HEALTH TRUST may also permit Users to post links to other Internet websites or resources (e.g., in user-generated content). In either case, O’GRADY CATHOLIC HEALTH TRUST, its agents, or any other parties involved in the preparation or publication of this Website shall not be responsible for the content of any linked website or any link contained in a linked website, or any changes or updates to such websites, nor does O’GRADY CATHOLIC HEALTH TRUST endorse any such links or other related materials. It is the responsibility of Users to take precautions when accessing any linked websites or content hosted on third party websites.
Your access to any such Members-only areas, content, or other Website functionality that requires registration is granted solely at O’GRADY CATHOLIC HEALTH TRUST’s discretion. In consideration of this access, you represent 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 any other applicable jurisdiction. You further agree to: (a) provide true, accurate, current and complete information about yourself when prompted and (b) maintain and promptly update your information to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or if O’GRADY CATHOLIC HEALTH TRUST has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, O’GRADY CATHOLIC HEALTH TRUST may, in its sole discretion, suspend or terminate your access to any such Members-only areas, content, or functionality and refuse any and all current or future use of the Website (or portion thereof).
You are responsible for preserving the confidentiality of your account password and will notify us of any known or suspected unauthorized use of your account. You agree that you are responsible for all acts or omissions that occur on your account while your password is being used.
You acknowledge, consent and agree that O’GRADY CATHOLIC HEALTH TRUST may access, preserve and disclose your account information and user-generated content if required to do so by law or if O’GRADY CATHOLIC HEALTH TRUST believes that such access, preservation, or disclosure is reasonably necessary to (a) comply with legal process; (b) enforce the requirements of the TOS; (c) respond to claims that any such content violates the rights of third parties; (d) respond to your requests for customer service; or (e) protect the rights, property or personal safety of O’GRADY CATHOLIC HEALTH TRUST, other Users, or the public.
In addition to any other general guidelines for user-generated content provided herein, registered Users expressly agree not to upload, publish, post, e-mail, transmit or otherwise make available on the Website any content that:
(a) is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically, or otherwise objectionable;
(b) infringes any patent, trademark, trade secret, copyright or other proprietary right of any party;
(c) the User does not have a right to make available (e.g., proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
(d) contains unsolicited or unauthorized advertising, promotional materials (e.g., “junk mail,” “spam,” or any other form of solicitation); or
(e) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware.
Users further agree not to: (a) impersonate any person or entity, including, but not limited to a O’GRADY CATHOLIC HEALTH TRUST official, forum administrator, or falsely state or otherwise misrepresent your affiliation with a person or entity; (b) to “stalk” or otherwise harass other registered Users of the Website; or (c) collect or store personal data about other Users.
Registered Users that violate any of the requirements of the TOS, or who upload, publish, post, e-mail, transmit or otherwise make available any content that is found to be objectionable, inflammatory, or abusive to other registered Users or O’GRADY CATHOLIC HEALTH TRUST staff may have their accounts limited, suspended or terminated by O’GRADY CATHOLIC HEALTH TRUST. Similarly, any determination regarding whether content is objectionable, inflammatory, or abusive is made at O’GRADY CATHOLIC HEALTH TRUST’s sole discretion
Users acknowledge and agree that O’GRADY CATHOLIC HEALTH TRUST is not responsible for monitoring user-generated content. O’GRADY CATHOLIC HEALTH TRUST and its designees shall, however, have the right (but not the obligation) in their sole discretion to pre-screen, refuse, edit, or remove any user-generated content that is available on the Website or services provided in connection with the Website. Users further agree to assume all risks associated with the use of any user-generated content including any reliance on the accuracy, completeness, or usefulness or such content.
Notice of Claims of Intellectual Property Infringement
O’GRADY CATHOLIC HEALTH TRUST complies with the provisions of the Digital Millennium Copyright Act (DMCA). As described elsewhere herein, the Website may from time to time feature user-generated content or content published to the Website by third parties (e.g., O’GRADY CATHOLIC HEALTH TRUST partners or affiliates). O’GRADY CATHOLIC HEALTH TRUST does not authorize or permit the use of content on the Website that infringes on the intellectual property rights or other proprietary rights of others, and will remove any such content if properly notified in accordance with the procedure set forth in the TOS. If you believe that any of the content on the Website infringes your copyright or trademark rights or violates your right of publicity or other proprietary rights, please contact O’GRADY CATHOLIC HEALTH TRUST’s agent for the notice of any claim of infringement of any copyright or trademark or other proprietary rights, who can be reached using the contact information provided below:
O’GRADY CATHOLIC HEALTH TRUST
ATTN: KEITH STYLES
2050 BALLENGER AVENUE
ALEXANDRIA, VA 22314
Please include the following information with your request in order to expedite processing:
- A physical or electronic signature of a person authorized to act on behalf of the owner of at least one exclusive right that is allegedly infringed.
- An identification of the copyrighted work, trademark or proprietary right claimed to have been infringed, or, if you believe that multiple works, marks or proprietary rights have been infringed on the Website, a representative list of such works, trademarks or publicity rights.
- An identification of the published material that is allegedly infringing or otherwise the subject of infringing activity for which you request removal, and information reasonably sufficient to permit O’GRADY CATHOLIC HEALTH TRUST to locate any such material.
- Information reasonably sufficient to permit O’GRADY CATHOLIC HEALTH TRUST to contact you (e.g., an address, telephone number, or an e-mail address) in connection with the request.
- A statement that you in good faith believe that use of the material in the manner complained of is not authorized by the owner, its agent, or otherwise permissible by law.
- A statement that the information in the notification is accurate, and that, under penalty of perjury, you are authorized to act on behalf of the owner of the intellectual property or proprietary right that is allegedly infringed.
Upon receipt of a request containing the information described above, O’GRADY CATHOLIC HEALTH TRUST shall investigate the matter and take appropriate action to remove any content found to infringe or violate any third party rights.
Disclaimer of Warranty and Liability
To the fullest extent permitted under law, the Website is provided on an “as is” and “as available” basis. O’GRADY CATHOLIC HEALTH TRUST makes no representations or warranties of any kind, express or implied, regarding the availability, operation, or administration of the Website or the information or content on it. O’GRADY CATHOLIC HEALTH TRUST does not make any express or implied warranties, representations, or endorsements whatsoever in connection with user-generated content published to the Website, other websites accessed by links posted on the Website, or the Internet generally. To the full extent permitted by applicable law, O’GRADY CATHOLIC HEALTH TRUST specifically disclaims all such warranties, whether express or implied, including but not limited to the implied warranties of merchantability and fitness for a particular purpose. O’GRADY CATHOLIC HEALTH TRUST will not be liable for any damages of any kind arising from the use or inability to use the Website. You expressly agree that you use the Website solely at your own risk.
O’GRADY CATHOLIC HEALTH TRUST does not guarantee that the Website will meet your requirements, or that it is error-free, reliable, without interruption or available at all times. O’GRADY CATHOLIC HEALTH TRUST does not guarantee that the services that may be obtained from the use of the Website, including any support services, will be effective, reliable, and accurate or meet your requirements. O’GRADY CATHOLIC HEALTH TRUST does not guarantee that you will be able to access or use the Website (either directly or through third-party networks) at all times or locations of your choosing.
To the fullest extent permitted under law, in no event shall O’GRADY CATHOLIC HEALTH TRUST be liable for any injury, loss, claim, damage, or any incidental or consequential damages arising either directly or indirectly out of or in any way connected with the Website, or any failure or delay in updating or including any materials on the Website, or any use of or inability to use any materials on the Website, even if O’GRADY CATHOLIC HEALTH TRUST has been advised of the possibility of such damages.
In addition, when using the Website, information will be transmitted over a medium which is beyond the control and jurisdiction of O’GRADY CATHOLIC HEALTH TRUST, its partners and sponsors or any other third party mentioned on the Website. Accordingly, O’GRADY CATHOLIC HEALTH TRUST assumes no liability for or relating to the delay, failure, interruption, or corruption of any data or other information transmitted in connection with use of the Website.
Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.
Right to Restrict Access, Remove Content and Discontinue Service
O’GRADY CATHOLIC HEALTH TRUST has the right to restrict Users’ access to the Website, including individual areas or services provided by the Website, for any reason. O’GRADY CATHOLIC HEALTH TRUST has the right (though not the obligation) in its sole discretion to refuse or remove any user-generated content at any time that violates the TOS or any O’GRADY CATHOLIC HEALTH TRUST policy, or applicable federal or state statutes, or common law. O’GRADY CATHOLIC HEALTH TRUST also reserves the right to modify, suspend or discontinue the Website, with or without notice, at any time and without any liability to Website Users.
Dispute Resolution and Agreement to Arbitrate
Except where and to the extent prohibited by law, you and O’GRADY CATHOLIC HEALTH TRUST agree that, if there is any controversy, claim, action, or dispute arising out of or related to your use of the Website or the breach, enforcement, interpretation, or validity of this TOS or any part of it (“Dispute”), both parties shall first try in good faith to settle such Dispute by providing written notice to the other party describing the facts and circumstances of the Dispute and allowing the receiving party 30 days in which to respond to or settle the Dispute. Notice shall be sent to the address provided in the “Contact Us” section below, or to you, at the address we have on file for you.
Both you and O’GRADY CATHOLIC HEALTH TRUST agree that this dispute resolution procedure is a condition precedent that must be satisfied before initiating any litigation or filing any claim against the other party. IF ANY DISPUTE CANNOT BE RESOLVED BY THE ABOVE DISPUTE RESOLUTION PROCEDURE, YOU AGREE THAT THE SOLE AND EXCLUSIVE JURISDICTION FOR SUCH DISPUTE WILL BE DECIDED BY BINDING ARBITRATION ON AN INDIVIDUAL BASIS. ARBITRATION ON AN INDIVIDUAL BASIS MEANS THAT YOU WILL NOT HAVE, AND YOU WAIVE, THE RIGHT FOR A JUDGE OR JURY TO DECIDE YOUR CLAIMS, AND THAT YOU MAY NOT PROCEED IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE CAPACITY. Other rights that you and we would otherwise have in court will not be available or will be more limited in arbitration, including discovery and appeal rights. All such disputes shall be exclusively submitted to JAMS (www.jamsadr.com) for binding arbitration under its rules then in effect, before one arbitrator to be mutually agreed upon by both parties.
The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any dispute arising under or relating to the interpretation, applicability, enforceability, or formation of this TOS, including any claim that all or any part of this TOS is void or voidable.
You agree that if O’GRADY CATHOLIC HEALTH TRUST does not exercise or enforce any legal right or remedy that is contained in the TOS (or for which O’GRADY CATHOLIC HEALTH TRUST is entitled under any applicable law), this will not be construed as a waiver of these rights and remedies.
The state and federal courts located in Alexandria, Virginia will have exclusive jurisdiction to adjudicate any dispute arising out of or relating to the TOS, including their formation as a contract or their enforcement. Each party hereby consents and submits to the exclusive jurisdiction of such courts. Each party also hereby waives any right to jury trial in connection with any action or litigation in any way arising out of or related to the TOS. In any action or proceeding to enforce rights under the TOS, the prevailing party will be entitled to recover its reasonable costs and attorney’s fees.
If any one or more of the provisions of this TOS are held to be invalid, illegal or unenforceable in any respect for any reason, the validity, legality and enforceability of any such provision or provision in every other respect and of the remaining provisions of this TOS shall not be in any way impaired.
This TOS will continue to apply until terminated by either You or O’GRADY CATHOLIC HEALTH TRUST. O’GRADY CATHOLIC HEALTH TRUST may at any time terminate its legal agreement with You and your right to access and use the Website if you have breached any provision of the TOS, if O’GRADY CATHOLIC HEALTH TRUST is required to do so by law, or if O’GRADY CATHOLIC HEALTH TRUST no longer maintains the Website and is terminating the service.
If you have any questions, comments or concerns, please contact us at:
O’Grady Catholic Health Trust
2050 Ballenger Ave., Suite 400
Alexandria, VA 22314