ASHP LEARNING MANAGEMENT SYSTEM
USER AGREEMENT AND TERMS OF USE
IMPORTANT - PLEASE READ THIS USER AGREEMENT AND TERMS OF USE CAREFULLY BEFORE USING THE ASHP LEARNING MANAGEMENT SYSTEM.
This Service User Agreement and Terms of Use (the “Agreement”) constitutes the agreement between the American Society of Health-System Pharmacists, Inc. ("ASHP") and you as a user who accesses or establishes a connection ("user," "you," or "your") to ASHP’s Learning Management System (“LMS”) located at the internet site, elearning.ashp.org, for any LMS course (each a “Course”) or other services provided in connection with the site (collectively, the "Service"), which are owned and controlled by ASHP. YOU AGREE THAT BY USING THE SERVICE YOU REPRESENT THAT YOU (I) ARE AT LEAST 18 YEARS OLD, (II) ARE LEGALLY ABLE TO ENTER INTO THIS AGREEMENT, AND (III) AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT INSTALL, ACCESS OR USE THE SERVICE.
1.1 You agree to abide by all of the provisions in this Agreement in order to remain a user of the Service. You are solely responsible for your use of the Service (and any unauthorized use by a third-party to whom you have provided your log-in information in contravention of this Agreement) and for ensuring that such use complies fully with the provisions of this Agreement.
1.2 ASHP respects your privacy and permits you to control the treatment of your personal information. A complete statement of ASHP’s Privacy Policy can be found by clicking here. ASHP's Privacy Policy is expressly incorporated into this Agreement by this reference.
1.3 ASHP reserves the right, in its sole discretion, to change any or all of the provisions of this Agreement at any time. ASHP will post any updated terms to the site. Any changes to this Agreement will be effective immediately upon their posting to the site and your continued use of the Service after such posting has been made will be deemed your acceptance of the changes.
1.4 Service purchases are non-refundable if the learning activity has been started ASHP will refund a purchase only if both of the following conditions are satisfied: (a) the refund request is made within 10 days of purchase and (b) the learning activity purchased has not been started. ASHP will process refunds via the original payment method. To request a refund, please contact ASHP Customer Service at 1-866-279-0681 or custserv@ashp.org.
1.5 ASHP reserves the right, in its sole discretion, to change, limit, or discontinue any aspect, content, or feature of the Service, as well as any aspect pertaining to the use of the Service. ASHP further reserves the right, in its sole discretion, to restrict the use of the Service as well as suspend or revoke your rights to use the Service based on ASHP's belief that your use of the Service violates the terms of this Agreement or applicable law.
1.6 NOTWITHSTANDING THE PROVISIONS OF SECTION 1.4 OF THIS AGREEMENT, IF YOU DO NOT AGREE TO THE PROVISIONS OF THIS AGREEMENT OR ARE NOT SATISFIED WITH THE SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE YOUR USE OF THE SERVICE. ASHP will not issue any refunds or credit your account for any amounts regardless of when you discontinue your use of the Service, including if you have started, but have not completed, a Course. No exceptions will be made.
- Rights in ASHP Service
2.1 The Service is protected by copyright, patent, trademark, and other applicable intellectual property and proprietary rights laws and is owned, controlled, and/or licensed by ASHP. The ASHP logo is a trademark of the American Society of Health-System Pharmacists, Inc. All other trademarks or service marks appearing on the Service are the property of their respective owners. This Agreement does not grant you any rights in connection with any copyright, patent, trademark, and other applicable intellectual property and proprietary rights of ASHP or any other entity. You shall not remove or modify any service markings or any notice of ASHP’s proprietary rights.
2.2 ASHP hereby grants to you for the term of this Agreement a worldwide, revocable, non-exclusive license to use the Service solely for your personal use only. You will make no other use of the content without the express written permission of ASHP. You will not modify, publish, distribute, transmit, participate in the transfer or sale, create derivative works, or in any way exploit, any of the content, in whole or in part, found on the Service that was not expressly created by you. You also will not "frame" any of the content on the Service or the Service itself without the express written permission of ASHP. You agree that you do not acquire any ownership rights in the Service or in any downloaded content. You further agree that all rights in the Service and any of the content found on the Service not granted to you under this Agreement are expressly reserved to ASHP and/or its licensors.
2.3 You shall not cause or permit the reverse engineering, decompilation, or disassembly of the Service or any portion thereof, except and only to the extent that such activity is expressly permitted by applicable law.
2.4 You shall not rent, lease, or lend the Service, or make the Service available in any manner to any third party for use in the third party’s business operations. You are responsible for maintaining the confidentiality of your password and account, and you are fully responsible for all activities that occur under your password or account. You agree to (i) immediately notify ASHP of any unauthorized use of your password or account or any other breach of security, and (ii) ensure that you exit from your account at the end of each session. ASHP cannot and will not be liable for any loss or damage arising from your failure to maintain the confidentiality of your password and account.
2.5 You shall not disclose results of any Service tests/reports without ASHP’s prior written consent. The Service may not be used for purposes of competitive analysis or development of a competitive product or service.
3. User Activities and User Content on the Service
3.1 You will use the Service and any content, material, or information found on the Service solely for lawful purposes. You shall not upload to, distribute to, or otherwise disseminate through the Service any material or information of any kind that is or may be perceived to be libelous, defamatory, obscene, pornographic, abusive, harassing, annoying, racially or ethnically offensive, inciting hatred, or invasive of a person’s privacy or otherwise violates any law or infringes or violates any rights of any other person or entity, or contains a solicitation of funds, advertising, or a solicitation for goods or services.
3.2 You shall not knowingly (i) introduce any virus, worm, malware, spyware, Trojan horse or other harmful or malicious code to the Service; (ii) exceed any maximum storage, posting, uploading or usage data restrictions in respect of the Service; (iii) use any robot, spider, or other automatic device, process, or means to access the Service for any purpose, including monitoring or copying any other material on the Service; or (iv) do anything which may negatively impact the Service or environment or availability of the Service.
3.3 ASHP does not claim ownership of the content you publish to the Service. After publishing content on the site, you (or a third party who permitted you to publish their content on the Site) continue to retain all ownership to the content, subject to the license terms described herein, and you continue to have the right to use the content in any way you choose.
3.4 You grant to ASHP a license to use the materials you post to the Service. By posting, downloading, displaying, performing, transmitting, or otherwise distributing information or other content (“User Content”) to the Service, you are granting ASHP, its affiliates, officers, directors, employees, consultants, agents, and representatives a non-exclusive, non-transferable, worldwide, royalty-free license to use User Content in connection with the operation of the Service, including without limitation, a right to copy, adapt, distribute, license, transmit, reproduce, create derivative works of and reformat User Content.
3.5 You warrant that any material or information that you make available through the Service, including, for example, any exam or assessment questions, documents, remediation or related content, is solely your original work, or that you have all necessary rights to make the material or information of any other person or entity available on the Service. You will be solely responsible for User Content that you make available through the Service. You will also be liable for any damage resulting from your making any User Content available through the Service, including, without limitation, damages relating to lost revenue or profits, lost data, and/or work stoppage, computer failure or malfunction resulting from or in any way related to the use of any.
3.6 ASHP has no obligation to, and does not and cannot, review every item of material or information that you and users other than yourself make available through the Service, and ASHP is not responsible whatsoever for any of this material or information. However, ASHP reserves the right to delete, move, or edit any material or information that it deems, in its sole discretion, unacceptable, libelous, defamatory, obscene, pornographic, abusive, or otherwise in violation of any law or that infringes or violates any rights of any other person or entity. Further, ASHP reserves the right at all times to disclose any material or information as necessary to satisfy any law, regulation, or governmental request.
4. Disclaimer of Warranties & Limitation of Liability
4.1 You expressly agree that use of the Service is at your sole risk. Neither ASHP nor any of its subsidiaries, affiliates, employees, agents, distributors, third party content providers, or licensors (and their respective directors, officers, employees, and agents) warrant that the Service will be uninterrupted or error free or that they will be free of viruses or other harmful components nor do they make any warranty as to the results that may be obtained from the use of the Service, or as to the accuracy, reliability, completeness, or contents of any content, information, material, postings, or posting responses found on the Service, any merchandise or services provided through the Service, or any links to other sites or services made available on the Service.
4.2 THE SERVICE, ALL CONTENT, MATERIAL, INFORMATION, POSTINGS, OR POSTING RESPONSES FOUND ON THE SERVICE ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
4.3 Notwithstanding anything in this Agreement to the contrary, under no circumstances, including, but not limited to, negligence, shall ASHP or any of its subsidiaries, related companies, affiliates, assignees, successors-in-interest, employees, agents, distributors, third party content providers, partners, licensees, licensors, or sponsors or any of their respective directors, officers, employees, agents and independent contractors (individually and collectively, the "ASHP Entities") be liable for any direct, indirect, incidental, special or consequential damages, losses or expenses arising out of or relating to the use of, the misuse of, or the inability to use, any content, information, material, postings, posting responses, modules, features, links or other elements on or of the Services or any failure of performance, error, omission, interruption, inconvenience, unauthorized access, defect, incorrect sequencing, delay in operation or transmission, virus, configuration or compatibility problem, or line or system failure. These limitations apply regardless of whether the party liable or allegedly liable was advised, had other reason to know, or in fact knew of the possibility of such damages, losses or expenses. You specifically acknowledge and agree that none of the ASHP Entities is or will be liable for any defamatory, offensive or illegal conduct of any user. In no event shall the aggregate, total liability of the ASHP Entities exceed the amount of the fees paid by you to ASHP during the twelve (12) months prior to any claim of injury or damage.
5. Indemnification
To the maximum extent permitted by applicable law, you will defend, indemnify and hold harmless ASHP Entities from and against all claims, liability, and expenses, including reasonable attorneys' fees and legal fees and costs, arising out of your use of the Service or your breach of any provision of this Agreement. ASHP reserves the right, in its sole discretion and at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. You will cooperate as fully as reasonably required in the defense of any claim.
6. Termination
ASHP may terminate this Agreement and your use of the Service, or discontinue the Service, at any time for breach of this Agreement and/or failure to pay for the Services. ASHP shall have the right, upon notice to you, to immediately terminate your use of the Service in the event of any conduct by you which ASHP, in its sole discretion, considers to be unacceptable, or in the event of any breach by you of this Agreement or violation of applicable law.
7. Law Governing Performance and Disputes
This Agreement, your performance under it, and any disputes arising under it shall be governed exclusively by the laws of the United States of America and the State of Maryland without giving effect to their conflict of laws principles. You expressly consent to the exclusive forum, jurisdiction, and venue of the Courts of the State Maryland and the United States District Court for the State of Maryland in any and all actions, disputes, or controversies relating to this Agreement
8. General Terms
8.1 Export Law Assurances. The Service may be subject to United States Export Controls. The United States Export Control laws prohibit (i) the export of certain technical data and software to certain territories to which the United States has embargoed goods or (ii) any individual or entity on the United States Treasury Department’s list of Specially Designated Nationals or the U.S. Commerce Department’s Table of Deny Orders. No content from this site may be downloaded or otherwise exported in violation of United States law. By accepting this Agreement and using any part of the Service, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list.
8.2 Assignment. You shall not assign or otherwise transfer this Agreement or any portion of the Service, or any interests in any of the foregoing, without ASHP’s prior written consent. ASHP may assign this Agreement, or any of its rights or obligations under this Agreement, with or without notice to you. This Agreement shall be binding upon and inure to the benefit of ASHP and its successors, trustees, and permitted assigns.
8.3 Entire Agreement. This Agreement and any rules posted on the Service by ASHP constitute the entire agreement of the parties with respect to the subject matter hereof. No waiver by either ASHP or you of any breach or default under this Agreement shall be deemed to be a waiver of any preceding or subsequent breach or default.