1. Acceptance of Terms and Conditions of Use
Welcome to Healthy Minutes LLC's (“we” or “us”) website (the "Site"), an online platform that allows for the authorized upload, download, purchase, sharing and distribution of written digital content over the internet. By accessing the Site or any of the various features, applications, emails, content, uploads, or products now or subsequently available through the Site (collectively, the “Services”, and together with the Site, the "Platform"), you agree to be bound by these terms and conditions of use (these “Terms”) and all applicable federal, state, and local laws and regulations. If you do not agree to be bound by these terms, you are prohibited from accessing the platform.
You are responsible for safeguarding any password that you use to access the Platform. When formulating your password, use a combination of upper and lower case letters, numbers, and symbols to maximize the strength of your password. We are not responsible for any loss or damage that arises from your failure to comply with this section.
You should assume that everything that you read or see on the Platform, including all files, images, text, software, and data (collectively, the “Content”), is copyrighted or otherwise protected and owned by us or some third party who licensed to us the right to use and provide to you such Content. Unless otherwise expressly noted, the Content may not be copied or used except as provided in these Terms or with our prior written approval.
All Content not originating with us is provided for your interest and convenience only, and we do not endorse such Content nor the third parties who supply it, nor do we warrant or represent that such Content is current, accurate, complete or reliable. You understand that you may be exposed to Content that that you might consider offensive, harmful, inaccurate, deceptive, or otherwise inappropriate. Under no circumstances shall we be liable in any way for any Content or any loss or damage of any kind (including but not limited to personal injury and professional negligence) incurred as a result of your use or reliance on such Content.
5. Platform License Grant
Subject to your compliance with these Terms, we grant to you a limited, non-exclusive, non-transferable, freely revocable license to use the Platform as described below and to view, download, and print Content from the Platform for personal use, except as we may restrict or block at the request of our Content providers or of our own initiative.
6. Your Use of The Platform
6a. Uploading Content to the Platform
In order to upload your content ("User Content") to the Platform, you must (i) have an account in good standing with us and (ii) be at least eighteen (18) years of age. If you are uploading User Content on behalf of an organization, you must be an authorized representative of that organization with the authority to bind that organization to these Terms. We reserve the right to block, remove, or refuse to post any User Content you upload at any time and at our sole discretion.
II. LICENSE GRANT TO US
By uploading your User Content to the Platform, you grant to us a worldwide, non-exclusive, transferable, assignable, fully paid-up, royalty free, sub-licensable license to host, transfer, display, perform, reproduce, distribute, compress or convert for distribution, monetize, charge money for, restrict access to view, restrict access to download, advertise against, and otherwise exploit your User Content, in any media formats and through any media channels, in order to publish and promote such User Content in connection with services offered or to be offered by us. Such license will apply to any form, media, or technology now known or hereafter developed. You may terminate this grant of license to us as to any specific piece of User Content by requesting in a writing to us the removal, deletion, or modification of that piece of User Content from the Platform; provided, however, that we may retain a copy of any User content as necessary to make it available to any other authorized user, and provided further that we may, but are not required to, indefinitely archive a copy of any User Content you upload.
III. LICENSE GRANT TO OTHER USERS
By uploading User Content to the Platform, you grant to each authorized user a non-exclusive license to access and view such User Content for personal and business use in the manner contemplated by these Terms. The foregoing license granted by You terminates as to a specific piece of User Content once You remove or delete such User Content from the Platform or such User Content is otherwise removed or deleted from the Platform.
IV. YOUR REPRESENTATIONS AND WARRANTIES
You are solely responsible for your User Content. By uploading your User Content, you represent and warrant that:
- All of the information you have provided to us is current and accurate;
- You are the creator and owner of the User Content and that you have the necessary licenses, rights, consents and authorizations (including but not limited to consents and authorizations of any persons or owners of any products depicted), releases, and permissions to use and to authorize us and our users to use your User Content in the manner permitted herein;
- Your User Content (i) does not slander, defame, or libel any other party; (ii) does not violate any other party's publicity rights, privacy rights, seclusion rights, trade secret rights, or other intellectual property rights; (iii) is not indecent, obscene, pornographic, or profane; (iv) is not otherwise unlawful; and (v) does not contain any computer viruses, trojan horses, worms or anything else designed to interfere with, interrupt or disrupt the normal operating procedures of a computer;
- You are not party to another agreement that is in conflict with these Terms;
- Your User Content is free from all digital rights management software or tools; and
- No intellectual property infringement claim has been asserted or threatened against you with respect to any piece of your User Content, and you shall immediately inform Healthy Minutes.
6b. Viewing Content from the Platform
We, in combination with those users who have uploaded User Content to the Platform, grant to you a limited, nonexclusive, nontransferable, and revocable license to view all Content available via the Platform for your personal or business use. You may not sell, distribute, display, reproduce, share, lend, rent, or tamper with any User Content. Your access to the User Content and the license provided to you herein is conditioned upon the maintenance of your account with us. Your access to the User Content will terminate when your account is cancelled, lapses, or is otherwise terminated. We reserve the right to modify or withdraw any piece of Content from access by you for any reason.
7. Your Overall Use of the Platform
You agree to use the Platform in a manner consistent with any and all applicable laws, rules and regulations. Any unauthorized modification to, tampering with or change to any information, or any interference with the availability of or access to the Platform is strictly prohibited. You will not hack into or otherwise gain unauthorized access to the Platform, our computer systems, or the computer systems of other users of the Platform. You will not engage in any data mining in connection with the Platform. We reserve all rights and remedies available to us including reporting any breach to the relevant law enforcement authorities and cooperating with those authorities by disclosing your identity to them. You may not impersonate another person or misrepresent your affiliation with a third party.
8. Digital Millennium Copyright Act Compliance
If you are a copyright owner or an agent thereof, and you believe that any Content hosted on the Platform infringes your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing Our Designated Copyright Agent with the following information in writing (see 17 U.S.C § 512(c)(3) for further detail):
- (a) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- (b) Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the Platform are covered by a single notification, a representative list of such works on the Platform;
- (c) Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
- (d) Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
- (e) A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- (f) A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Our Designated Copyright Agent to receive notifications of claimed infringement can be reached as follows: Copyright Agent at 4350 Chandler Drive, Hanover Park, Illinois 60133 (US) or by email at firstname.lastname@example.org. You acknowledge that if you fail to comply with all of the requirements of this section, your DMCA notice may not be valid.
8. Links to Third Party Sites
Through the Platform, we may provide links to sites operated by third parties. The linked sites are not under our control, and we are not responsible for the content of any linked site or subsequent links from that site. We may provide links only as a courtesy to our users, but such links do not (and will not) imply our endorsement of any linked site.
9. Linking to the Site
We do not object to you linking directly to the information that is hosted on the Platform, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. You may not establish a link to the Platform from any website that is not owned by you. The Platform must not be framed on any other site. We may withdraw linking permission without notice.
10. User Registration
To obtain access to the Platform, you are required to complete a registration at http://www.5dentalminutes.com/user/login. You agree that you will provide true, accurate, current and complete information about yourself or your company as prompted by the registration process and that you will update that information as necessary to maintain its accuracy. You are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer. You accept responsibility for all activities that occur under your account or password and such use shall be deemed to be use by you. You will ensure that all use of your account fully complies with these Terms. Transfer of the account by you to any other person or entity is prohibited.
11. Disclaimer of warranties
The platform is provided "as is", "as available" and without warranties of any kind, either express or implied, by either us or anyone else who has been involved in the creation or production of the platform, including but not limited to implied warranties of merchantability, non-infringement or fitness for a particular purpose. We make no warranty (i) that the platform is accurate, reliable or correct; (ii) that the platform will be available at any particular time or location; (iii) that the platform, the content, or data of yours or about you are secure; (iv) that any defects or errors will be corrected; (v) that the platform is free of viruses or other harmful components; (vi) that the platform will be compatible with any hardware or systems software configuration; (vii) regarding the efficacy or administration of any health care procedure, information, treatment, or proposal appearing on the platform; or (viii) that you will achieve successful results from following any instructions, directions or recommendations provided by us.
12. Limitation of liability
To the fullest extent permitted by applicable law, under no circumstances shall we be liable for any direct, indirect, punitive, incidental, special or consequential damages including but not limited to damages for loss of profits, goodwill, use, data or other intangible losses (even if advised of the possibility of such damages) (whether in contract, negligence, tort or otherwise) arising out of or in connection with: (i) your use of the platform or inability to use the platform; (ii) any failure of performance, error, omission, interruption, effect, delay in operation or transmission, computer virus, line system failure, loss of data, or loss of use related to the platform; (iii) damage to your hardware resulting from your use of the platform; and (iv) the actions or inactions of third parties, including the inaccuracy of any content such parties post through the platform. If you are dissatisfied with us, the platform or these terms, your sole and exclusive remedy is to discontinue use of the site. Because some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, our liability in such jurisdictions shall be limited to the extent permitted by law.
If any part of this limitation on liability is found to be invalid or unenforceable for any reason, then our aggregate liability for liabilities that otherwise would have been limited shall not exceed $100.00.
You shall indemnify and defend Healthy Minutes and its members, employees, contractors, officers and directors from and against all liability, claims, suits or other proceedings, including third party claims, whether threatened or filed, directly or indirectly, resulting from or based on a claim of or relating to, (a) any breach by you of any obligation, covenant or representation contained in this Agreement, (b) a claim that any User Content you upload to the Platform infringes any intellectual property or moral rights of a third party, (c) any claims brought against us arising from your use of the Platform, including but not limited to any claims of personal injury by a third party related to the use of User Content uploaded to the Platform by you or related professional negligence claims.
You agree that you are solely responsible for your interactions with other users on the Platform. If you have a dispute with one or more users of the Platform, you release us, our members, employees, contractors, officers and directors from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. You acknowledge that we are not obligated in any way to become involved in any such disputes. You expressly waive any protections (whether statutory or otherwise) that would otherwise limit the coverage of this release to include only those claims which you many know or suspect to exist in your favor at the time of agreeing to this release.
15. Choice of Law
The Terms shall, for all domestic and international purposes, be governed, interpreted, construed, and enforced solely and exclusively in accordance with the laws of the State of Illinois, U.S.A., without regard to conflicts of law provisions. You expressly agree that the exclusive jurisdiction for any claim or action arising out of or relating to these Terms or your use of the Platform or the User Content shall be filed only in the state or federal courts located in Chicago, Illinois, and you further agree and submit to the exercise of personal jurisdiction of such courts for the purpose of litigating any such claim or action. All actions or proceedings arising out of or relating to the Terms shall be venued exclusively in state and federal court in Chicago, Illinois. You waive any objection you may now or hereafter have with respect to venue or to convenience of such forum.
16. Integration and Severability
The Terms constitute the entire agreement between you and us with respect to the Platform and supersede all prior or contemporaneous communications and proposals with respect to the Site. If any provision of the Terms is determined to be invalid or unenforceable, all other provisions shall remain in full force and effect.
Our failure at any time to require performance of any provision of these Terms (including the Policy, which is incorporated by reference) or to exercise any right provided for herein or by law shall not be deemed a waiver of such provision or such right. All waivers must be in writing and signed by our authorized representative. Unless the written waiver contains an express statement to the contrary, no waiver by us of any breach of any provision of the Terms of any right provided for herein or by law shall be construed as a waiver of any continuing or succeeding breach of such provision, a waiver of the provision itself, or a waiver of any right under these Terms.
We reserve the right, in our sole discretion, to terminate your access to all or part of the Platform, with or without notice.