1. Definitions.
"The Healthcare Solution & Predator®" is the interactive on-line
service operated by Team TSI Corporation ("TSI") on the World Wide Web
of the Internet, consisting of information services and content provided by Team
TSI, affiliates of Team TSI and other third parties. "Subscriber" means
each person who establishes or accesses a connection ("Account") for access
to and use of Team TSI Corporation.
2. General.
(A) This Agreement, which incorporates by reference other provisions applicable
to use of Team TSI, including, but not limited to, supplemental terms and conditions
set forth in paragraph 14 hereof ("Supplemental Terms") governing the
use of certain specific material contained in Team TSI, sets forth the terms and
conditions that apply to use of Team TSI by Subscriber/Client. By using Team TSI
(other than to read this Agreement for the first time), Subscriber agrees to comply
with all of the terms and conditions hereof. The right to use Team TSI is personal
to Subscriber and is not transferable to any other person or entity. Subscriber
is responsible for all use of Subscriber's Account (under any screen name or password)
and for ensuring that all use of Subscriber's Account complies fully with the provisions
of this Agreement. Subscriber shall be responsible for protecting the confidentiality
of Subscriber's password(s), if any.
(B) TEAM TSI shall have the right at any time to change or discontinue any aspect
or feature of Team TSI, including, but not limited to, content, hours of availability,
and equipment needed for access or use.
3. Changed Terms.
TEAM TSI shall have the right at any time to change or modify the terms and conditions
applicable to Subscriber's use of Team TSI, or any part thereof, or to impose new
conditions, including, but not limited to, adding fees and charges for use. Such
changes, modifications, additions or deletions shall be effective immediately upon
notice thereof, which may be given by means including, but not limited to, posting
on Team TSI, or by electronic or conventional mail, or by any other means by which
Subscriber obtains notice thereof. Any use of Team TSI by Subscriber after such
notice shall be deemed to constitute acceptance by Subscriber of such changes, modifications
or additions.
4. Equipment.
Subscriber shall be responsible for obtaining and maintaining all telephone, computer
hardware and other equipment needed for access to and use of Team TSI and all charges
related thereto.
5. Subscriber Conduct.
(A) Subscriber shall use Team TSI for lawful purposes only. Subscriber shall not
post or transmit through Team TSI any material which violates or infringes in any
way upon the rights of others, which is unlawful, threatening, abusive, defamatory,
invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable,
which encourages conduct that would constitute a criminal offense, give rise to
civil liability or otherwise violate any law, or which, without TEAM TSI's express
prior approval, contains advertising or any solicitation with respect to products
or services. Any conduct by a Subscriber that in TEAM TSI's discretion restricts
or inhibits any other Subscriber from using or enjoying Team TSI will not be permitted.
Subscriber shall not use Team TSI to advertise or perform any commercial solicitation,
including, but not limited to, the solicitation of users to become subscribers of
other on-line information services competitive with Team TSI.
(B) Team TSI contains copyrighted material, trademarks and other proprietary information,
including, but not limited to, text, software, photos, video, graphics, music and
sound, and the entire contents of Team TSI are copyrighted as a collective work
under the United States copyright laws. TEAM TSI owns a copyright in the selection,
coordination, arrangement and enhancement of such content, as well as in the content
original to it. Subscriber may not modify, publish, transmit, participate in the
transfer or sale, create derivative works, or in any way exploit, any of the content,
in whole or in part. Subscriber may download copyrighted material for Subscriber's
personal use only. Except as otherwise expressly permitted under copyright law,
no copying, redistribution, retransmission, publication or commercial exploitation
of downloaded material will be permitted without the express permission of TEAM
TSI and the copyright owner. In the event of any permitted copying, redistribution
or publication of copyrighted material, no changes in or deletion of author attribution,
trademark legend or copyright notice shall be made. Subscriber acknowledges that
it does not acquire any ownership rights by downloading copyrighted material.
(C) Subscriber shall not upload, post or otherwise make available on Team TSI any
material protected by copyright, trademark or other proprietary right without the
express permission of the owner of the copyright, trademark or other proprietary
right and the burden of determining that any material is not protected by copyright
rests with Subscriber. Subscriber shall be solely liable for any damage resulting
from any infringement of copyrights, proprietary rights, or any other harm resulting
from such a submission. By submitting material to any public area of Team TSI, Subscriber
automatically grants, or warrants that the owner of such material has expressly
granted TEAM TSI the royalty-free, perpetual, irrevocable, non-exclusive right and
license to use, reproduce, modify, adapt, publish, translate and distribute such
material (in whole or in part) worldwide and/or to incorporate it in other works
in any form, media or technology now known or hereafter developed for the full term
of any copyright that may exist in such material. Subscriber also permits any other
Subscriber to access, view, store or reproduce the material for that Subscriber's
personal use. Subscriber hereby grants TEAM TSI the right to edit, copy, publish
and distribute any material made available on Team TSI by Subscriber.
(D) The foregoing provisions of Section 5 are for the benefit of TEAM TSI, its subsidiaries,
affiliates and its third party content providers and licensors and each shall have
the right to assert and enforce such provisions directly or on its own behalf.
6. Disclaimer of Warranty; Limitation of Liability.
(A) SUBSCRIBER EXPRESSLY AGREES THAT USE OF TEAM TSI IS AT SUBSCRIBER'S SOLE RISK.
NEITHER TEAM TSI, ITS AFFILIATES NOR ANY OF THEIR RESPECTIVE EMPLOYEES, AGENTS,
THIRD PARTY CONTENT PROVIDERS OR LICENSORS WARRANT THAT TEAM TSI WILL BE UNINTERRUPTED
OR ERROR FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED
FROM USE OF TEAM TSI, OR AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION,
SERVICE, OR MERCHANDISE PROVIDED THROUGH TEAM TSI.
(B) TEAM TSI IS PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY
KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE
OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OTHER
THAN THOSE WARRANTIES WHICH ARE IMPLIED BY AND INCAPABLE OF EXCLUSION, RESTRICTION
OR MODIFICATION UNDER THE LAWS APPLICABLE TO THIS AGREEMENT.
(C) 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 TO, ALTERATION OF, OR USE OF RECORD, WHETHER
FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE
OF ACTION. SUBSCRIBER SPECIFICALLY ACKNOWLEDGES THAT TEAM TSI IS NOT LIABLE FOR
THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER SUBSCRIBERS OR THIRD-PARTIES
AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH SUBSCRIBER.
(D) IN NO EVENT WILL TEAM TSI, OR ANY PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING
OR DISTRIBUTING TEAM TSI OR THE TEAM TSI SOFTWARE, BE LIABLE FOR ANY DAMAGES, INCLUDING,
WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE
DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE TEAM TSI. SUBSCRIBER HEREBY
ACKNOWLEDGES THAT THE PROVISIONS OF THIS SECTION SHALL APPLY TO ALL CONTENT ON TEAM
TSI.
(E) IN ADDITION TO THE TERMS SET FORTH ABOVE NEITHER, TEAM TSI, NOR ITS AFFILIATES,
INFORMATION PROVIDERS OR CONTENT PARTNERS SHALL BE LIABLE REGARDLESS OF THE CAUSE
OR DURATION, FOR ANY ERRORS, INACCURACIES, OMISSIONS, OR OTHER DEFECTS IN, OR UNTIMELINESS
OR UNAUTHENTICITY OF, THE INFORMATION CONTAINED WITHIN TEAM TSI, OR FOR ANY DELAY
OR INTERRUPTION IN THE TRANSMISSION THEREOF TO THE USER, OR FOR ANY CLAIMS OR LOSSES
ARISING THEREFROM OR OCCASIONED THEREBY. NONE OF THE FOREGOING PARTIES SHALL BE
LIABLE FOR ANY THIRD-PARTY CLAIMS OR LOSSES OF ANY NATURE, INCLUDING, BUT NOT LIMITED
TO, LOST PROFITS, PUNITIVE OR CONSEQUENTIAL DAMAGES. NEITHER, TEAM TSI, NOR ITS
AFFILIATES, INFORMATION PROVIDERS OR CONTENT PARTNERS WARRANT OR GUARANTEE THE TIMELINESS,
SEQUENCE, ACCURACY OR COMPLETENESS OF THIS INFORMATION. ADDITIONALLY, THERE ARE
NO WARRANTIES AS TO THE RESULTS OBTAINED FROM THE USE OF THE INFORMATION.
7. Monitoring.
TEAM TSI shall have the right, but not the obligation, to monitor the content of
Team TSI, to determine compliance with this Agreement and any operating rules established
by TEAM TSI and to satisfy any law, regulation or authorized government request.
TEAM TSI shall have the right in its sole discretion to edit, refuse to post or
remove any material submitted to or posted on Team TSI. Without limiting the foregoing,
TEAM TSI shall have the right to remove any material that TEAM TSI, in its sole
discretion, finds to be in violation of the provisions hereof or otherwise objectionable.
8. Indemnification.
Subscriber agrees to defend, indemnify and hold harmless TEAM TSI, its affiliates
and their respective directors, officers, employees and agents from and against
all claims and expenses, including attorneys' fees, arising out of the use of Team
TSI by Subscriber or Subscriber's Account.
9. Termination.
Either TEAM TSI or Subscriber may terminate this Agreement at any time. Without
limiting the foregoing, TEAM TSI shall have the right to immediately terminate Subscriber's
Account in the event of any conduct by Subscriber which TEAM TSI, in its sole discretion,
considers to be unacceptable, or in the event of any breach by Subscriber of this
Agreement. The provisions of Sections 5(B), 5(C), 5(D), 6, 8, 10 and this Section
9 shall survive termination of this Agreement.
10. Trademarks.
TEAM TSI , Predator®, Predator iView®, Super Guide®, Predator Web App®,
Resident Risk Focus®, The Healthcare Solution®, and each of their logos
are trademarks of Team TSI Corporation. All rights reserved. All other trademarks
appearing on Team TSI are the property of their respective owners.
11. Third Party Content.
TEAM TSI is a distributor (and not a publisher) of content supplied by third parties
and Subscribers. Accordingly, TEAM TSI has no more editorial control over such content
than does a public library, bookstore, or newsstand. Any opinions, advice, statements,
services, offers, or other information or content expressed or made available by
third parties, including information providers, Subscribers or any other user of
Team TSI, are those of the respective author(s) or distributor(s) and not of TEAM
TSI. Neither TEAM TSI nor any third-party provider of information guarantees the
accuracy, completeness, or usefulness of any content, nor its merchantability or
fitness for any particular purpose. (Refer to Section 6 above for the complete provisions
governing limitation of liabilities and disclaimers of warranty.)
In many instances, the content available through Team TSI represents the opinions
and judgments of the respective information provider, Subscriber, or other user
not under contract with TEAM TSI. TEAM TSI neither endorses nor is responsible for
the accuracy or reliability of any opinion, advice or statement made on Team TSI
by anyone other than authorized TEAM TSI employee spokespersons while acting in
their official capacities. Under no circumstances will TEAM TSI be liable for any
loss or damage caused by a Subscriber's reliance on information obtained through
Team TSI. It is the responsibility of Subscriber to evaluate the accuracy, completeness
or usefulness of any information, opinion, advice or other content available through
Team TSI. Please seek the advice of professionals, as appropriate, regarding the
evaluation of any specific information, opinion, advice or other content.
12. Miscellaneous.
This Agreement and any operating rules for Team TSI established by TEAM TSI constitute
the entire agreement of the parties with respect to the subject matter hereof, and
supersede all previous written or oral agreements between the parties with respect
to such subject matter. This Agreement shall be construed in accordance with the
laws of the State of Georgia, without regard to its conflict of laws rules. No waiver
by either party of any breach or default hereunder shall be deemed to be a waiver
of any preceding or subsequent breach or default. The section headings used herein
are for convenience only and shall not be given any legal import.
13. Copyrights and Copyright Agent.
TEAM TSI respects the rights of all copyright holders and in this regard, TEAM TSI
has adopted and implemented a policy that provides for the termination in appropriate
circumstances of subscribers and account holders who infringe the rights of copyright
holders. If you believe that your work has been copied in a way that constitutes
copyright infringement, please provide TEAM TSI's Copyright Agent the following
information required by the Online Copyright Infringement Liability Limitation Act
of the Digital Millennium Copyright Act, 17 U.S.C. 512:
1. A physical or electronic signature of a person authorized to act on behalf of
the owner of an exclusive right that is allegedly infringed;
2. Identification of the copyright work claimed to have been infringed, or, if multiple
copyrighted works at a single online site are covered by a single notification,
a representative list of such works at that site;
3. 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;
4. Information reasonably sufficient to permit us to contact the complaining party;
5. 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
6. 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.
For copyright inquiries under the Digital Millennium Copyright Act please contact:
Legal Services Department
TEAM TSI Corporation
PO Box 1547
Albertville, AL 35950
Phone: (256) 878-2121
Fax: (256) 878-2229
Email: jeffcarr@teamtsi.com
For web posting, reprint, transcript or licensing requests for TEAM TSI material,
please contact jeffcarr@teamtsi.com