You are agreeing, on behalf of your individually-owned member facility organization / multi-facility member organization, to comply
with and be bound by the terms and conditions set forth in this
Acceptance Agreement (“Agreement”) with respect to your access and use
of our proprietary LTC Trend Tracker
SM
data collection and reporting/benchmarking tool (the “LTCTT”). You
further agree to comply with and be bound with any other applicable
terms and conditions, including, without limitation, our
Terms of Use and
Privacy Policy,
both of which are accessible on each of our Websites and are
incorporated herein by reference. We reserve the right to revoke or
deny access to the LTCTT to anyone who has violated our Terms of Use,
Privacy Policy, and/or this Agreement. Capitalized terms that are not
defined below shall have the definitions ascribed to them in the Terms
of Use. Any discrepancies between the terms below and those set forth
in the Terms of Use shall be decided in favor of the Agreement. We, the
American Health Care Association, may be referred to herein as “AHCA”,
“we”, “us” or “our”, while you, the user, shall be referred to herein as
“you”.
1. Use of the LTCTT is available only to individuals or entities that
can enter into legally binding contracts under applicable law. By
accessing and using the LTCTT, you represent and warrant that you are of
the legal age of majority in your jurisdiction of residence.
2. As
a user of the LTCTT, you are granted a non-exclusive, non-transferable,
revocable and limited license to access and use the LTCTT and the
associated data, information, features, functions, and content on the
LTCTT that we make available to you (collectively, “LTCTT Content”) in
accordance with this Agreement. AHCA may terminate this license at any
time for any reason. No part of the LTCTT or any LTCTT Content or
appurtenant thereto may be reproduced by you in any form or incorporated
into any other data collection or reporting/benchmarking tool or any
other competing or similar product, including, without limitation, a
data collection and information retrieval system, whether electronic or
mechanical. Unless using all or any portion of the LTCTT or LTCTT
Content for an AHCA or an AHCA state affiliate-sponsored activity, you
may not use, copy, emulate, clone, rent, lease, sell, modify, decompile,
disassemble, reverse engineer or transfer all or any portion of the
LTCTT or LTCTT Content without our express prior written consent. You
may not use any device, software or routine to interfere or attempt to
interfere with the proper working of the LTCTT, and you may not take any
action that imposes an unreasonable or disproportionately large load on
AHCA’s infrastructure. Unless using all or any portion of the LTCTT or
LTCTT Content for an AHCA or an AHCA state affiliate-sponsored
activity, your right to use the LTCTT and LTCTT Content is not
transferable. You expressly represent and warrant that you will not
attempt to re-identify or connect any LTCTT Content or any other
information or data you access on the LTCTT which may be in the
aggregate, non-identifiable or anonymized form to an identifiable
individual.
3. Access to the LTCTT is controlled and monitored
by us through the use of authorized user accounts and passwords. You
will be prompted to create a user account and designate a password in
order to utilize these areas. You will also be required to designate,
in writing, an account administrator to be responsible for your account,
including the assignment of privileges and reporting of unauthorized
users. Your account administrator shall be required to keep user
information current and accurate, and shall also have control over the
creation and termination of user accounts/access. If you or your
account administrator suspects fraud, a breach of the terms and
conditions herein or any other wrongdoing in connection with the LTCTT,
you and/or the account administrator shall be required to immediately
notify AHCA. You acknowledge and agree that you are entering into this
Agreement on behalf of your individually-owned member facility
organization / multi-facility member organization. You represent and
warrant that you have the authority to enter into this Agreement on
behalf of your individually-owned member facility organization /
multi-facility member organization.
4. You agree and acknowledge
that your member organization’s right to use the LTCTT is contingent on
its regular submissions of the specified data that is described in the
LTCTT (e.g., facility-level monthly Medicare days by RUG category)
(“Member Data”), the specifications of which may change from time to
time. You represent to us that Member Data submitted to the LTCTT will,
at all times, be current, accurate and complete, and you will
immediately notify us in writing upon discovery of any errors associated
with such materials. Regular monthly submission of the specified
Member Data is a condition to your ongoing use of the LTCTT and other
features within the LTCTT. Member organizations that fall behind in
their submission of Member Data by more than 90 days may have their
access suspended and/or terminated by AHCA.
5. AHCA does not
claim any ownership rights in the Member Data submitted by a member
organization. Notwithstanding the foregoing, by uploading or submitting
Member Data, you (on behalf of your organization) grant LTCTT the right
to use Member Data for any purpose, including, without limitation,
research, commercial or otherwise, in any media now known or later
invented, in perpetuity, without any further notification, right of
approval, or compensation being given to you (or your organization, as
applicable). This includes, without limitation, publishing Member Data
in current and future LTCTT reports, conducting policy analysis and
development initiatives in connection with the AHCA’s advocacy and
lobbying efforts in the area of long term care, providing customer
support and security, and sharing the Member Data with third party
consultants for technical support and maintenance purposes. If you wish
to have your Member Data removed from LTCTT, you may request the
removal by contacting us at help@ltctrendtracker.com. Please note that
removal of your Member Data from LTCTT may impact your ability to access
LTCTT (including prohibiting your access unless and until you submit
the specified Member Data).
6. The LTCTT is the sole and
exclusive property of AHCA and/or its licensors and is protected under
the intellectual property laws of the United States, as well as any
foreign laws, regulations and international treaties that apply.
7. You
may not alter, delete, obscure or conceal any copyright or other
notices applicable to the LTCTT impair or attempt to circumvent or alter
any digital rights management or other technology, nor use the LTCTT in
violation of this Agreement or any laws or regulations.
8. You
may not engage in any activity that: could or does constitute criminal
or tortuous activity or otherwise violates the law or the rights of
another; is or could be defamatory, inaccurate, abusive, obscene,
profane, offensive, sexually oriented or explicit, threatening,
harassing, or illegal or that infringes or violates another’s rights
(e.g., intellectual property rights; rights of privacy or publicity);
interferes with or disrupts the LTCTT, including any digital rights
management, intellectual property, advertisements, promotions or
security; or results in the dissemination of any software virus, program
or code, file or material designed interrupt, disrupt, destroy or limit
any features, functions or operations of our or anyone else’s
equipment, programs, communication or other resources or facilities.
9. You
are prohibited from submitting any Member Data, in the form of a
posting or otherwise, on any portion of the LTCTT, which includes or
discloses personally identifiable information, including
patient-identifiable information. We may, however, use and make
available to other users and member organizations Member Data for
research and general-informational purposes, as described above. AHCA
reserves the right, in its sole discretion, to require you and each of
its other member organization, as applicable, to execute business
associate agreements, if such instruments become necessary for AHCA’s
compliance with applicable laws. Your failure to enter into such
agreement may result in AHCA suspending and/or terminating your access
to the LTCTT.
10. The LTCTT is provided on an “as is” and “as available”
basis. All warranties, whether express or implied are disclaimed to the
fullest extent permissible pursuant to applicable law (including, but
not limited to, the disclaimer of any warranties of merchantability,
non-infringement of intellectual property and/or fitness for a
particular purpose).
11. We hereby disclaim
any and all liability for harm resulting from downloading or accessing
any LTCTT Content including, without limitation, harm caused by viruses,
worms, Trojan horses or other harmful code, to the extent permissible
pursuant to applicable law. In addition, we disclaim any and all
liability that may arise in connection with your use, submission or
reliance upon Member Data. We make no warranties that defects or errors
in the LTCTT Content or Member Data will be corrected. In addition,
there are no third party beneficiaries hereto. No advice or
information, whether oral or written, obtained by you from AHCA or
through or from the LTCTT shall create any warranty not expressly stated
herein. AHCA does not and cannot control the performance of third
parties, or any possible impairment or disruption of its LTCTT caused by
such third parties.
12. If you have a dispute
with us or are dissatisfied with the LTCTT, termination of your use
thereof is your sole right and exclusive remedy, even if that right or
remedy is deemed to fail of its essential purpose. You agree we have no
other obligation, liability or responsibility to you or any other party
arising from your use of the LTCTT. Under no circumstances do we have
any obligation to refund any monies you paid us.
13. The
LTCTT may provide links to other Internet websites and/or resources.
Because AHCA has no control over such third-party websites and/or
resources, you hereby acknowledge and agree that AHCA is not responsible
for the availability of such third party websites and/or resources.
Furthermore, AHCA does not endorse, and is not responsible or liable
for, any terms and conditions, privacy policies, content, advertising,
services, products and/or other materials at or available from such
third party websites or resources, or for any damages and/or losses
arising therefrom.
YOU ACCEPT THIS AGREEMENT AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.