Your Compliance with this Agreement
HHCN reserves the right to terminate any user and/or client access to HHCN Websites and/or cease doing business with any person or entity or company that a person is representing who uses profanity, obscenity, vulgarity or offensive, threatening, unlawful, harmful, harassing, tortuous, defamatory, libelous, invasive, hateful, abusive or otherwise objectionable language, behavior or conduct in any manner towards any HHCN employee, agent, contractor or customer, on the HHCN Websites, in emails, in telephone conversations or messages, in writing, or in person. Additionally, HHCN reserves the right to refuse to do business with any person, entity or company, in HHCN’s sole discretion, consistent with local, state, laws and regulations.
The financial tools, other financial information and Content (as defined herein) at the HHCN Websites are intended to be broad and generic, are broad in scope and do not consider your personal financial situation. Your personal financial situation is unique and the information and advice at HHCN Websites may not be appropriate for your situation. Accordingly, before making any financial decisions or implementing any financial strategy, HHCN recommends that you obtain additional information, guidance and advice from your accountant and/or other financial advisors who are more fully aware of your individual circumstances.
Your Access and Use of HHCN Websites
Your access and use of HHCN Websites may be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance or repair of HHCN Websites or other actions that HHCN, in its sole discretion, may elect to take. HHCN reserves the right to suspend or discontinue the availability of HHCN Websites and/or any portion or feature of HHCN Websites at any time in its sole discretion and without prior notice.
Transmissions, Submissions and Postings to HHCN Websites
If you transmit, submit or post information to HHCN Websites that is not Federally trademarked and/or copyrighted, you automatically grant HHCN and its affiliates the worldwide, fully-paid, royalty-free, exclusive right and license to use, copy, format, adapt, publish and/or incorporate any or all such information in any media whatsoever, including, without limitation, the Content (as defined herein). Provided that you have obtained prior written permission from HHCN to transmit, submit or post information to HHCN Websites that is Federally trademarked and/or copyrighted, you automatically grant HHCN and its affiliates the worldwide, fully-paid, royalty-free right to use, copy, format, adapt, publish and/or incorporate any or all such information in any media whatsoever, including, without limitation, the Content.
You shall not transmit, submit or post the following to HHCN Websites:
HHCN’s Intellectual Property Rights
The name HHCN, HHCN ‘s graphics, logos, page headers, button icons, scripts, and service names are trademarks or trade dress of HHCN or its subsidiaries, in the United States and/or other countries (collectively, the “Proprietary Marks”). You may not use the Proprietary Marks without the prior express written permission of HHCN, which permission may be withheld in HHCN’s sole discretion. HHCN makes no proprietary claim to any third‑party names, trademarks or service marks appearing on HHCN Websites. Any third‑party names, trademarks, and service marks are property of their respective owners.
The information, advice, data, software and content viewable on, contained in, or downloadable from, HHCN Websites (collectively, the “Content”), including, without limitation, all text, graphics, charts, pictures, photographs, images, line art, icons, renditions and floor plans, are copyrighted by, or otherwise licensed to, HHCN or its Content suppliers. HHCN is the owner of the collective work in the selection, coordination, arrangement, presentation, display and enhancement of the Content (the “Collective Work”). All software used on HHCN Websites (the “Software”) is the property of HHCN or its software vendors and is protected by United States and international copyright laws. Viewing, reading, printing, downloading or otherwise using the Content and/or the Collective Work does not entitle you to any ownership or intellectual property rights to the Content, the Collective Work or the Software.
You shall be solely responsible for any damage resulting from your infringement of HHCN’s or any third party’s intellectual property rights regarding the trademarks, the Content, the Collective Work, the Software and/or any other harm incurred by HHCN or its affiliates as a direct or indirect result of your copying, distributing, redistributing, transmitting, publishing or using the same for purposes that are contrary to the terms and conditions of this Agreement.
Users of the HHCN Websites agree to abide by all copyright restrictions placed on the Content of HHCN Website including, but not limited to, any material or data compilations where HHCN or others hold the copyright.
Your Use of the Content
HHCN grants you a limited license to access, print, download or otherwise make personal use the Content and the Collective Work in the form of: (i) one machine-readable copy; (ii) one backup copy; and (iii) one print copy, for your non-commercial use; provided, however, that you shall not delete any proprietary notices or materials with regard to the foregoing manifestations of the Content and the Collective Work. You may not modify the Content or the Collective Work or utilize them for any commercial purpose or any other public display, performance, sale, or rental, decompile, reverse engineer, or disassemble the Content and/or the Collective Work, or transfer the Content or the Collective Work to another person or entity.
Except as otherwise permitted under the copyright laws of the United States, no other copying, distribution, redistribution, transmission, publication or use, other than the non‑commercial use of the Content and the Collective Work as permitted by this Agreement, is permitted by you without the express prior written permission of HHCN, which permission may be withheld in HHCN’s sole discretion.
You may not use any metatags or any other “hidden text” utilizing HHCN’s name or trademarks without the express written permission of HHCN, which permission may be withheld in HHCN’s sole discretion.
Access and Interference
You agree that you will not: (i) take any action that imposes, or may impose in HHCN’s sole discretion an unreasonable or disproportionately large load on HHCN’s infrastructure; (ii) copy, reproduce, modify, create derivative works from, distribute or publicly display any content (except for your personal information) from HHCN Websites without the prior written permission of HHCN and the appropriate third party, as applicable; (iii) interfere or attempt to interfere with the proper working of HHCN Websites or any activities conducted on HHCN Websites, or other measures HHCN may use to prevent or restrict access to HHCN Websites.
When you visit HHCN Websites or send email to HHCN, you are communicating with HHCN electronically. You consent to receive communications from HHCN electronically. Although HHCN may choose to communicate with you by regular mail, HHCN may also choose to communicate with you by email or by posting notices on HHCN Websites. You agree that all agreements, notices, disclosures and other communications that HHCN provides to you electronically satisfy any legal requirement that such communications be in writing.
Third Party Links
HHCN Websites may provide links to other Web sites belonging to HHCN’s advertisers, business partners, affiliates and/or other third parties. Such links do not constitute an endorsement by HHCN of those Web sites, nor the products or services listed on those Web sites. HHCN is not responsible for the activities or policies of those Web sites. HHCN does not endorse or recommend the products of any particular advertiser, business partner, affiliate or other third party. HHCN does not guarantee that, for example, the loan terms or rates offered by any particular advertiser, business partner, affiliate or other third party on HHCN Websites are the best terms or lowest rates available in the market, or the best alternative for any particular consumer.
HHCN Makes No Representations or Warranties Regarding the Content
To the fullest extent permitted by law, is the HHCN Websites are provided “as is,” without warranty or representation of any kind, either express or implied, as to (1) the operation of the HHCN Websites, (2) the information, data, services or products provided through or in connection with the HHCN Websites or (3) the ability, quality or reliability of any third party service provider accessed through or in conjunction with the use of the HHCN Websites.
HHCN disclaims any and all warranties, including, but not limited to: (1) any warranties concerning the availability, accuracy, usefulness, or content of or uninterrupted access to information, products or services and (2) any warranties of title, non-infringement, merchantability or fitness for a particular purpose. This disclaimer of liability applies to any damages or injury caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft, or destruction or unauthorized access or, alteration of or use of record in connection with the use or operation of HHCN Websites, whether for breach of contract, tortuous behavior, negligence or any other cause of action.
Neither nor any of its officers, directors, investors, employees, contractors, agents, successors, assigns, affiliates, content or service providers shall be liable to any user of the HHCN Websites or any other third party for any direct, indirect, incidental, special, punitive or consequential damages arising out of the use of HHCN Websites or inability to gain access to or use HHCN Websites or out of any breach of any warranty, even if HHCN has been advised of the possibility of such damages.
Some states do not allow the exclusion or limitation of liability for damages. Therefore, the above limitations may not apply. In such states, the respective liability of HHCN, its officers, directors, investors, employees, contractors, agents, successors, assigns and affiliates is limited to the greatest extent permitted by such states’ laws.
THE CONTENT AND ALL SERVICES AND PRODUCTS ASSOCIATED WITH HHCN WEBSITES ARE PROVIDED TO YOU ON AN “AS-IS” AND “AS AVAILABLE” BASIS. HHCN MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF HHCN WEBSITES OR THE INFORMATION, CONTENT, MATERIALS, PRODUCTS OR SERVICES INCLUDED ON OR ASSOCIATED WITH HHCN WEBSITES. YOU EXPRESSLY AGREE THAT YOUR USE OF HHCN WEBSITES AND ALL PRODUCTS AND SERVICES INCLUDED ON OR ASSOCIATED WITH HHCN WEBSITES IS AT YOUR SOLE RISK.
HHCN DOES NOT MAKE ANY REPRESENTATIONS, WARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, CORRECTNESS, OR COMPLETENESS OF THE CONTENT OR THE SERVICES AND PRODUCTS ASSOCIATED WITH HHCN WEBSITES, NOR THE SAFETY, RELIABILITY, TITLE, TIMELINESS, COMPLETENESS, MERCHANTABILITY, CONFORMITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE CONTENT OR THE SERVICES AND PRODUCTS ASSOCIATED WITH HHCN WEBSITES. IT IS YOUR SOLE RESPONSIBILITY TO INDEPENDENTLY EVALUATE THE ACCURACY, CORRECTNESS OR COMPLETENESS OF THE CONTENT AND THE SERVICES AND PRODUCTS ASSOCIATED WITH HHCN WEBSITES. HHCN MAKES NO REPRESENTATION, WARRANTY OR GUARANTEE THAT THE CONTENT THAT MAY BE AVAILABLE FOR DOWNLOADING FROM HHCN WEBSITES IS FREE OF INFECTION FROM ANY VIRUSES, WORMS, TROJAN HORSES, OR OTHER CODE OR COMPUTER PROGRAMMING ROUTINES THAT CONTAIN CONTAMINATING OR DESTRUCTIVE PROPERTIES OR THAT ARE INTENDED TO DAMAGE, DETRIMENTALLY INTERFERE WITH, SURREPTITIOUSLY INTERCEPT OR EXPROPRIATE ANY SYSTEM, DATA OR PERSONAL INFORMATION.
Limitations on HHCN’s Liability
HHCN SHALL IN NO EVENT BE RESPONSIBLE TO, OR LIABLE TO, YOU, OR ANY THIRD PARTY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, FOR ANY DAMAGES, INCLUDING, BUT NOT LIMITED TO, SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES THAT INCLUDE, BUT ARE NOT LIMITED TO, DAMAGES FOR ANY LOSS OF PROFIT, REVENUE OR BUSINESS, AS A DIRECT OR INDIRECT RESULT OF: (I) YOUR BREACH OR VIOLATION OF THE TERMS AND CONDITIONS OF THIS AGREEMENT; (II) YOUR ACCESS AND USE OF HHCN WEBSITES; (III) YOUR DELAY IN ACCESSING OR INABILITY TO ACCESS OR USE HHCN WEBSITES FOR ANY REASON; (IV) YOUR DOWNLOADING OF ANY OF THE CONTENT OR THE COLLECTIVE WORK FOR YOUR USE; (V) YOUR RELIANCE UPON OR USE OF THE CONTENT OR THE COLLECTIVE WORK, OR (VI) ANY INFORMATION, SOFTWARE, PRODUCTS OR SERVICES OBTAINED THROUGH HHCN WEBSITES, OR OTHERWISE ARISING OUT OF THE USE OF HHCN WEBSITES, WHETHER RESULTING IN WHOLE OR IN PART, FROM BREACH OF CONTRACT, TORTUOUS BEHAVIOR, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF HHCN AND/OR ITS SUPPLIERS HAD BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.
Certain state laws do not allow limitations on implied warranties or the exclusion or limitation of certain damages. If these laws apply to you, some or all of the above disclaimers, exclusions or limitations may not apply to you.
Your Indemnification of HHCN
You shall defend, indemnify and hold harmless HHCN and its officers, directors, shareholders, employees, independent contractors, agents, representatives and affiliates from and against all claims and expenses, including, but not limited to, attorneys’ fees, arising out of, or attributable to: (i) any breach or violation of this Agreement by you; (ii) your failure to provide accurate, complete and current personally identifiable information requested or required by HHCN; (iii) your access or use of HHCN Websites; and/or (iv) access or use of HHCN Websites under any password that may be issued to you.
Amendments of this Agreement
HHCN reserves the right to update, amend and/or change this Agreement at any time in its sole discretion and without notice. Updates to this Agreement will be posted here. You are encouraged to revisit this Agreement from time to time in order to review any changes that have been made. HHCN’s last update was February 1, 2008. Your continued access and use of HHCN Websites following the posting of any such changes shall automatically be deemed your acceptance of all changes.
You acknowledge that HHCN may be irreparably damaged if this Agreement is not specifically enforced, and damages at law would be an inadequate remedy. Therefore, in the event of a breach or threatened breach of any provision of this Agreement by you, HHCN shall be entitled, in addition to all rights and remedies, to an injunction restraining such breach or threatened breach, without being required to show any actual damage or to post an injunction bond, and/or to a decree for specific performance of the provisions of this Agreement. For purposes of this paragraph, you agree that any action or proceeding with regard to such injunction restraining such breach or threatened breach shall be brought in the courts of record of Cook County, Illinois, or the United States District Court, Northern District of Illinois. You consent to the jurisdiction of such court and waive any objection to the laying of the venue of any such action or proceeding in such court. You agree that service of any court paper may be affected on such party by mail or in such other manner as may be provided under applicable laws, rules of procedure or local rules.
Governing Law; Arbitration
This Agreement is to be governed by and construed in accordance with the laws of the State of Illinois, without regard for principles of conflicts of laws. Any civil action, claim, dispute or proceeding arising out of or relating to this Agreement, except for an injunctive action regarding a breach or threatened breach of any provision of this Agreement by you as provided above, shall be referred to final and binding arbitration, before a single arbitrator, under the commercial arbitration rules of the American Arbitration Association in Cook County, Illinois.
THEREFORE, YOU DO NOT HAVE THE OPPORTUNITY TO GO TO COURT TO ASSERT OR DEFEND YOUR RIGHTS AND YOU GIVE UP YOUR RIGHT TO PARTICIPATE IN OR BRING CLASS ACTIONS. BY USING HHCN WEBSITES YOU CONSENT TO THESE RESTRICTIONS.
You and HHCN shall select the arbitrator, and if you and HHCN are unable to reach agreement on selection of the arbitrator within sixty (60) days after the notice of arbitration is served, then the American Arbitration Association shall select the arbitrator. Arbitration shall not commence until the party requesting it has deposited Five Thousand Dollars ($5,000.00) with the arbitrator for the arbitrator’s fees and costs. The party requesting arbitration shall advance such sums as are required from time to time by the arbitrator to pay the arbitrator’s fees and costs until the prevailing party is determined or the parties have agreed in writing to an alternate allocation of fees and costs.
Should a dispute arise and should the arbitration provisions herein become inapplicable or unenforceable, or in any instance of any lawsuit between you and HHCN, jurisdiction over and venue of any suit shall be exclusively in the state and federal courts sitting in the Northern District of Illinois or Cook County, Illinois.
Judgment upon any award rendered by the arbitrator shall be final, binding and conclusive upon you and HHCN and your and HHCN’s respective administrators, executors, legal representatives, successors and assigns, and may be entered in any court of competent jurisdiction. Notwithstanding the previous sentence, in no event shall either you or HHCN be entitled to punitive damages and both you and HHCN hereby waive your and HHCN’s respective rights to any punitive, special, indirect or consequential damages, including, but not limited to, damages for any loss of profit, revenue or business.
If any portion of this Agreement is deemed unlawful, void or unenforceable by any arbitrator or court of competent jurisdiction, this Agreement as a whole shall not be deemed unlawful, void or unenforceable, but only that portion of this Agreement that is unlawful, void or unenforceable shall be stricken from this Agreement.
The headings contained in this Agreement are for convenience of reference only, are not to be considered a part of this Agreement, and shall not limit or otherwise affect in any way the meaning or interpretation of this Agreement.
All covenants, agreements, representations and warranties made in this Agreement, as may be amended by HHCN from time to time, shall survive your acceptance of this Agreement and the termination of this Agreement.