Access to the Website and Services Subject to the terms and conditions of this Agreement, we may offer to provide certain content, products and/or services, as described more fully on the Website, and which in some instances are selected by you through the process provided on the Website (collectively, “Services”), solely for your own use, and not for the use or benefit of any third party. We may change, suspend or discontinue the Services at any time, including the availability of all or any of the individual components of the Services. We also may impose limits on certain Services or restrict your access to parts or all of the Services without notice or liability. You are responsible for all of your activity in connection with accessing the Website and/or using the Services in compliance with this Agreement. Any fraudulent, abusive or otherwise illegal or unpermitted activity may be grounds for termination of your right to access the Website or the Services. You certify to us that if you are an individual (i.e., not a corporation or another entity), you are at least 13 years of age, and that, if you are under 18 years of age, you use the Website and/or Services only with involvement of a parent or guardian. You also certify that you are legally permitted to access the Website and use the Services, and take full responsibility for accessing the Website and selecting and using any of the Services. This Agreement is void where prohibited by law, and the right to access the Website is revoked in such jurisdictions. You are responsible for obtaining and maintaining any equipment or ancillary services needed to connect to or access the Website or otherwise use the Services, including, without limitation, modems, hardware, software, and long distance or local telephone service. You are responsible for ensuring that such equipment or ancillary services are compatible with the Website and the Services. We will not be in default or be liable for any delay, failure in performance, compatibility or interruption of service resulting directly or indirectly from any cause beyond our control
Registration and Security As a condition to using the Services, you may be required to register with the Website and select a password and user name (collectively, the “User ID”). You shall provide us with accurate, complete and updated registration information. Failure to do so shall constitute a breach of this Agreement, which may result in immediate termination of your account. You may not: (a) select or use as a User ID the name of another person with the intent to impersonate that person; or (b) use as a User ID a name subject to any rights of a person other than you without appropriate authorization. We reserve the right to refuse registration of, or cancel, a User ID in our sole discretion. You shall be solely responsible for maintaining the confidentiality of your password and account information. You agree to notify SPARTA of any indication of unauthorized use or your account or other potential data breachers.
Website Content The materials displayed or performed on the Website (including, but not limited to, text, graphics, interfaces, articles, photographs, images, illustrations, logos, audio clips and video clips, artwork and computer code, also known as the “Content”) are protected by U.S. and international copyright, patent and trademark laws, and various other intellectual property rights and unfair competition laws. You shall abide by all copyright notices, information and restrictions contained in any Content accessed through the Website and/or the Services. The Website is protected by copyright as a collective work and/or compilation, pursuant to U.S. copyright laws, international conventions and other copyright laws. Except as provided in this Agreement or with the written consent of Company, you may not copy, download, upload, encode, modify, publish, post, transmit, participate in the transfer or sale of, reproduce, create derivative works based on, distribute, perform, display or in any way exploit, any of the Content in whole or in part, other than for your personal use for non-commercial purposes. The Content displayed or provided on the Website is either the property of, or used with permission of, Company. The use of any Content by you, or anyone else authorized by you, is prohibited unless specifically permitted by this Agreement or specific permission provided elsewhere on the Website. Any unauthorized use of any Content may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes. You also are advised that we will aggressively enforce our intellectual property rights to the fullest extent of the law, including the seeking of criminal prosecution. The trademarks, logos and service marks (collectively, the “Marks”) displayed on the Website are registered and unregistered Marks of ours and others protected by U.S. and international laws. Nothing contained on the Website should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Mark displayed on the Website without the written permission of ours or such third party that may own the Marks displayed on the Website other than as set forth in this Agreement. Your misuse of the Marks displayed on the Website, or any other Content on the Website, except as provided in this Agreement, is strictly prohibited. You shall not download or copy any Content or other items displayed on the Website for download, except for personal use only, provided that you maintain all copyright and other notices contained in such Content. You shall not store any significant portion of any Content or such items in any form. Copying or storing any Content for other than personal, non-commercial use in violation of this Agreement is expressly prohibited without our prior written permission, or from the copyright holder identified in such Content’s copyright notice. We neither warrant nor represent that your use of the Content displayed on the Website will not infringe rights of third parties not owned by or affiliated with us.
Restrictions on Use You agree that you will not use any robots, spiders, crawlers or other automated downloading programs or devices to: (a) continuously and automatically search or index any Content; (b) harvest personal information from the Website for purposes of sending unsolicited or unauthorized material; (c) cause disruption to the working of the Website or any other person’s use of the Website; or (d) run Maillist, Listserv, any form of auto-responder or “spam” on the Website, or any processes that run or are activated while you are not logged on. You may not transmit, or cause to be transmitted, any communication or solicitation designed or intended to obtain password, account or private information from any of our users. If the Website contains robot exclusion files or robot exclusion headers, you agree to honor them. You agree that you will not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Website or Company systems or networks, or any systems or networks connected to the Website. Any questions about whether a particular use is authorized and any requests for permission to publish, reproduce, distribute, display or make derivative works from any Content should be directed to us via email at [email protected] . You do not have permission to gain unauthorized access to any portion of the Website, or any other systems or networks connected to the Website or to any Company server, or to any services offered on or through the Website, by hacking, password “mining” or any other illegitimate means. You may not probe, scan or test the vulnerability of the Website or any network connected to the Website, nor breach the security or authentication measures on the Website or any network connected to the Website. You may not reverse look-up, trace or seek to trace any information on any other user of the Website, or any other client, employee or prospective employee of Company in any way where the purpose is to reveal any information, including, but not limited to, personal identification or information, other than your own information, as provided for by the Website. SPARTA does not endorse, support, sanction, encourage, verify or agree with the comments, opinions or other statements made public at the Site by visitors through the interactive services available at the Site. Any information or material sent by visitors through such services, including advice and opinions, represents the views and is the responsibility of those visitors and does not necessarily represent the views of SPARTA.
Conduct Required for Use of the Service
Limitation of Liability IN NO EVENT SHALL SPARTA BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR OTHER DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SERVICE OR WITH THE DELAY OR INABILITY TO USE THE SERVICE OR OTHERWISE ARISING OUT OF THE USE OF THE SERVICE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF SPARTA HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. THIS WAIVER APPLIES, WITHOUT LIMITATION, TO ANY DAMAGES OR INJURY ARISING FROM ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, FILE CORRUPTION, COMMUNICATION-LINE FAILURE, NETWORK OR SYSTEM OUTAGE, OR THEFT, DESTRUCTION, UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF ANY RECORD. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT SPARTA SHALL NOT BE LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY USER OF THE SERVICE. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE.
Indemnification. You agree to defend, indemnify and hold harmless SPARTA and its directors, officers, employees and agents from and against any and all claims, actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including reasonable attorneys fees) arising out of or accruing from (a) any material posted or otherwise provided by you that infringes any copyright, trademark, trade secret, trade dress, patent or other intellectual property right of any person or defames any person or violates their rights of publicity or privacy, (b) any misrepresentation made by you in connection with your use of the Service; (c) any non-compliance by you with the terms and conditions of this Agreement; and (d) claims brought by persons or entities other than the parties to this Agreement arising from or related to your access and use of the Service, including the information obtained through the Service.
Termination. SPARTA may, in its sole discretion, terminate your password, account (or any part thereof) or use of the Service, or remove and discard any communication transmitted by you, or information stored, sent, or received via the Service without prior notice and for any reason, including, but not limited to: (i) concurrent access of the Service with identical user identification numbers, (ii) permitting another person or entity to use your user identification number to access the Service, (iii) any other access or use of the Service except as expressly provided in this Agreement, (iv) any violation of the terms and conditions of this Agreement or the rules and regulations relating to the use of, the software and/or data files contained in, or accessed through, the Service, (v) tampering with or alteration of any of the software and/or data files contained in, or accessed through, the Service, or (vi) failure to use the Service or portion thereof on a regular basis. You may terminate your registration hereunder upon thirty (30) days written notice by you to SPARTA of your intent to terminate this Agreement. Termination, suspension, or cancellation of this Agreement or your access rights shall not affect any right or relief to which SPARTA may be entitled, at law or in equity. Upon termination of this Agreement, all rights granted to you will automatically terminate and immediately revert to SPARTA and its licensors.
Modification. SPARTA reserves the right, in its sole discretion, to amend this Agreement, and to modify, add or discontinue any aspect, content, or feature of the Service. Such amendments, modifications, additions or deletions shall become effective upon notice thereof, which may be provided to you by posting on the Service, via e-mail or any other reasonable means. Continued use of the Service by you shall constitute your binding acceptance of any such amendments, modifications, additions or deletions.
Miscellaneous. This Agreement shall be governed by and construed in accordance with the laws of the State of New York without giving effect to any principles of conflicts of law. This Agreement is personal between you and us, and no one shall be a third-party beneficiary to this Agreement. Although you acknowledge that we will have the ability to enforce our rights in any court of competent jurisdiction, you hereby consent to the exclusive jurisdiction and venue of courts in New York, New York, U.S.A., regarding any and all disputes relating to this Agreement or your use of the Service. You acknowledge and agree that the warranty disclaimers and liability and remedy limitations in this Agreement are material terms of this Agreement and that they have been taken into account in the decision by SPARTA to provide the Service hereunder. You may not assign any of your rights, obligations or privileges hereunder without the prior, written consent of SPARTA. Any assignment of the foregoing other than as provided for in this section shall be null and void, ab initio. If any provision of this agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this Agreement, shall be enforced to the fullest extent allowed by law as to effect the intention of the parties, and shall not affect the validity and enforceability of any remaining provisions. This Agreement and any posted operating rules constitute the entire agreement of the parties with respect to the subject matter hereof, and supersede all prior or contemporaneous communications and proposals, whether oral or written, between the parties with respect to such subject matter. No waiver of any provision or any right granted hereunder will be effective unless set forth in a written instrument signed by the waiving party. No waiver by either party of any breach or default hereunder shall be deemed a waiver of any subsequent breach or default. You agree not to reproduce, duplicate, copy, sell, resell, or exploit for any commercial purposes, any portion of the Service or access to the Service. The titles and subtitles used in this Agreement are used for convenience only and are not to be considered in construing or interpreting this Agreement.
HIPAA COMPLIANCE. We act in compliance with federal healthcare privacy and security rules, such as the Health Insurance Portability and Accountability Act (“HIPAA”) and the Health Information Technology for Economic and Clinical Health (“HITECH”) Act, when receiving and processing your Protected Health Information (“PHI”). When you receive any health-related services from us, you will be required to acknowledge our Notice of Privacy Practices, located here , and you will be required to provide agreement to those Consent Forms applicable to the services and treatment(s) you receive.