Terms and Conditions of Use Agreement

Last update: 8/1/09

The ICELearningCenter.com website ("Site") is an online educational resource service ("Service") provided by International Clinical Educators, Inc. located in Port Townsend, Washington. Access to the Site and use of the Service are governed by this Terms and Conditions of Use Agreement ("Agreement"). Please read this Agreement carefully before accessing or using the Site or Service. Your access and use of the Site or Service binds you to this Agreement. If you do not agree to or comply with the terms of this Agreement, you may not use the Site or Service. This Agreement applies to your use of the Site or Service regardless of the nature of the use, including use on a free trial or subscription basis.

Disclaimer and Limitation of Liability

The content of the Site and Service, including text, graphics, images, video library, video clips and other material contained on the Site and Service ("Content") are strictly for educational use only in association with an educational institution. The Content is provided for teaching and learning purposes. Nothing contained in the Site or Service should be considered, or used as a substitute for, medical diagnosis, treatment and/or advice. The Service is provided strictly for educational purposes, only, and does not constitute the practice of any medical, nursing or other professional health care advice, diagnosis or treatment.

The Site and Service also are provided on an "as is" basis. Any access to the Site or Service is voluntary and is done at the sole risk of the user. IN NO EVENT SHALL ICE, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUBCONTRACTORS, REPRESENTATIVES, LICENSORS, SUPPLIERS, AND/OR SUCCESSORS IN INTEREST (COLLECTIVELY HEREINAFTER "ICE") BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DIRECT OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, PERSONAL INJURY/WRONGFUL DEATH, LOST PROFITS, LOSS OF REVENUE, DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION), ARISING OUT OF OR RELATED TO THE USE OR INABILITY TO USE ANY CONTENT ON THE SITE OR SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, NEGLIGENCE OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ICE IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ICE IS NOT LIABLE TO ANY USER OR ANY PERSON FOR ANY DECISION MADE OR ACTION TAKEN IN RELIANCE ON THE CONTENT OF THE SITE OR SERVICE. THE SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SITE OR SERVICE WILL BE TO CEASE ACCESS.

Warranties

ICE does not warrant or guarantee that files available for viewing through the Site or Service will be free of infections or viruses, worms, Trojan horses or other harmful code. ICE cannot guarantee continuous, uninterrupted or secure access to the Site or Service, and operation of the Site and Service may be interfered with by numerous factors outside of ICE's control.

ICE DOES NOT MAKE ANY EXPRESS OR IMPLIED WARRANTIES, REPRESENTATIONS OR ENDORSEMENTS OF ANY KIND WHATSOEVER (INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE OR NONINFRINGEMENT, OR ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE) WITH REGARD TO THE SITE OR SERVICE, OR WITH RESPECT TO ANY CONTENT PROVIDED THROUGH THE SITE OR SERVICE. ICE DOES NOT WARRANT OR GUARANTEE THE ACCURACY, COMPLETENESS, CORRECTNESS, TIMELINESS OR USEFULNESS OF ANY CONTENT PROVIDED THROUGH THE SITE OR SERVICE. ICE MAKES NO WARRANTY OR GUARANTEE THAT THE SITE OR SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE.

The Content is directed to those who access the Site or Service from the United States. ICE makes no representation or warranty that any Content is appropriate for use or may be viewed outside of the United States. If you access the Site or Service from a location outside of the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction.

Grant of License - Video Library

ICE grants you a limited, revocable, non-exclusive and non-transferable license to access and view the video clips contained in the Site's video library for the purposes stated in this Agreement. You may not sell, rent, loan, give, publish, sublicense or otherwise transfer the video clips to anyone or give anyone the right to reproduce the video clips or any portion thereof.

User's Agreement

You may view the Content of the Site or Service for your own personal, noncommercial, educational use, only, in association with an educational institution. You may not download, videotape, or otherwise copy any Content, including any portions of the video library. Any other use of the Content is strictly prohibited.

You agree to defend, indemnify, and hold ICE harmless from and against any claims, actions or demands, liabilities and settlements including without limitation, reasonable legal fees, arising out of or related to any claim by a third party relating to use of the Site or Service, or any breach or violation of this Agreement.

You agree not to upload or transmit any communications or content at any time that infringes or violates any rights of any party.

You will not use the Site or Service for any purpose in violation of local, state, national or international laws.

You will not use the Site or Service as a means to distribute advertising or other unsolicited material to any third party.

You will not post material that is unlawful, obscene, defamatory, threatening, harassing, abusive, slanderous, hateful or embarrassing to any other person or entity as determined by ICE in its sole discretion.

You will not impersonate another person.

You represent and warrant that you are at least 18 years of age and that you possess the legal right and ability to enter into this Agreement and to use the Site and Service in accordance with this Agreement.

Copyright

The Content of the Site and Service, including video clips, is copyrighted by ICE. You may view the Content from the Site or Service for your own personal, noncommercial, educational use, only, in association with an educational institution. No download or other copying of any Content is allowed, and any other use of the Content is strictly prohibited.

Termination of Service

If you violate the terms of this Agreement, your use of the Site and Service will terminate. ICE may notify you that you have breached the Agreement. ICE may, in its sole discretion, terminate your access to the Site and/or Service. Such actions are in addition to, and not in lieu of, any other right or remedy ICE may have available at law.

Conflict Resolution

You agree that this Agreement is entered into between you and ICE in the State of Washington, and is performed within the State of Washington. In any claim or action by you arising under this Agreement, you and ICE agree to submit to the exclusive personal jurisdiction of the Superior Court of Jefferson County, Washington State, or the United States District Court, Western District for Washington State. In the event of legal action by either party to enforce any of the terms of this Agreement, the parties agree that the court may require the non-prevailing party to pay the prevailing party's reasonable attorneys' fees and costs incurred in the action.

The terms of this Agreement are governed by the laws of the State of Washington, without respect to its conflict of laws principles. If any provision of this Agreement is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect. No waiver of any of the terms of this Agreement shall be deemed a further or continuing waiver of such term or condition.

General Terms and Conditions

ICE reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Site, the Service, or any part thereof, with or without notice.

You agree that this Agreement may be automatically assigned by ICE, in its sole discretion, to a third party in the event of a merger, acquisition or liquidation.

With the sole exception of a privacy policy for the Site, if any, this Agreement sets forth the entire understanding and agreement between you and ICE with respect to the use of the Site and/or Service.

Questions or Comments

ICE appreciates your cooperation and compliance with the terms of this Agreement. Questions or comments regarding the Site or Service should be directed to International Clinical Educators, Inc., P.O. Box 1990, Port Townsend, Washington, 98368.

Access to this website with or without a user account constitutes your agreement to these Terms and Conditions.