Edera, L3C (“Edera”) operates the National Coordination Center, which was founded to connect the nation’s brightest minds to help solve some of the most pressing issues in health care. We identify experts and organizations that are solving the nation’s health care challenges and connect them with organizations in need. We provide the Services described below to provide you with information about us and offer opportunities for collaboration and engagement with interested individuals and organizations.
1. ACCEPTANCE OF TERMS AND CONDITIONS
We may revise the information on the Services or otherwise change or update the Services, including these Terms. If we make changes to these Terms, we will post notice of the modifications to the Terms on this page, at which time the changes will become effective. We may also make improvements or changes to the Services, add new features, or terminate the Services at any time without notice, and we may also, in our sole discretion, restrict, suspend, or terminate access to all or any part of the Services at any time, for any or no reason, with or without prior notice, and without liability. Continued use of the Services will signify your consent to the updated Terms; if you do not agree to the Terms as modified, you must discontinue use of the Services.
Please see Sections 10-12 below regarding your legal rights in any dispute involving our Services.
2. YOUR RESPONSIBILITIES
We may offer visitors an ability to create and use an account to access certain portions of the Services (an “Account”). In creating an Account, you must provide complete and accurate information about yourself. You may not impersonate someone else, provide an invalid email address or an email address other than your own, or create multiple Accounts. You may not sell, transfer, license, or assign your credentials, Account, or any account rights. With the exception of individuals or businesses that are expressly authorized to create accounts on behalf of others, we prohibit the creation of, and you agree that you will not create an Account for, anyone other than yourself. You agree that we are not responsible or liable for the conduct of any user. You are responsible for any information or materials that you post or share with us through the Services. You must notify us immediately of any unauthorized use of your Account by emailing us as directed in the Contact section below.
3. PROHIBITED ACTIONS
You agree not to: (a) decompile, reverse engineer, disassemble, modify, reduce the Services to human readable form, or create derivative works based upon the Services or any part thereof; (b) disable any licensing or control features of the Services; (c) introduce into the Services any virus or other code or routine intended to disrupt or damage the Services, or alter, damage or delete any Materials, or retrieve or record information about the Services or its users; (d) merge the Services or Materials with another program or create derivative works based on the Services or Materials; (e) remove, obscure, or alter any notice of the copyright or other proprietary legends on the Services or Materials; (f) sublicense, assign, translate, rent, lease, lend, resell for profit, distribute, or otherwise assign or transfer the Materials or access to the Services to others; (g) use, or allow the use of, the Services or the Materials in violation of any applicable laws or regulations; (h) otherwise act in a fraudulent, illegal, misleading, malicious, or negligent manner when using the Services; (i) post violent, defamatory, indecent, sexually explicit, discriminatory, unlawful, infringing, hateful, or other inappropriate photos or other content, including any posts intended for defaming, stalking, bullying, abusing, harassing, threatening, impersonating, harming, impersonating or intimidating people or entities; or (j) create, solicit, transmit, or procure the sending of, any unwanted, unsolicited or harassing comments or communications, including advertising or promotional material, without our prior written consent, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation. You may not access or use the Services by means of any automated program, expert system, electronic agent or “bot,” and shall not give any other person or entity unauthorized access to the Services. You are prohibited from “scraping,” copying, republishing, licensing, or selling the data or information on the Services if you do so for commercial purposes. We may pursue legal action and/or report to law enforcement for any such violations.
4. USER CONTENT
Exercise caution, good sense, and sound judgment in using the Services. You are responsible for any material and information that you provide to us through the Services, including information, ideas, suggestions, and other materials that you post, submit, publish, display, or transmit (“User Content”). You agree, represent, and warrant that any User Content that you provide to us is truthful, accurate, not misleading, and offered in good faith, and that you have the right to transmit such User Content. Edera does not want you to, and you should not, send any confidential or proprietary User Content to us through the Services unless specifically requested. We do not guarantee any confidentiality with respect to your User Content.
6. REPORTING COPYRIGHT INFRINGEMENT AND OTHER VIOLATIONS WITH RESPECT TO THE SERVICES
We respect the intellectual property rights of others, and we prohibit users of our Services from submitting, uploading, posting, or otherwise transmitting any materials that violate another person’s intellectual property rights or these Terms. Please report any allegations of copyright infringement or any other issue to us via the contact information provided at the end of these Terms.
7. OUR INTELLECTUAL PROPERTY RIGHTS
Edera (with its licensors) own all Materials available through the Services, including visual interfaces, interactive features, graphics, scripts, photos, sounds, music, videos, design, compilation, computer code, products, software, text, and all other elements and components of the Services, excluding User Content. Edera (with its licensors) owns the copyrights, trademarks, service marks, trade names, and other intellectual and proprietary rights throughout the world associated with the Services, which are protected by applicable intellectual and proprietary rights and laws. You may not modify, reproduce, distribute, create derivative works or adaptations of, publicly display, or in any way exploit any of the Materials in whole or in part except as expressly authorized by us or the applicable licensor. Except as expressly and unambiguously provided herein, we do not grant you any express or implied rights.
Except as provided above, you may not use our name nor any misspelling or typographical variation of any Edera trademark, trade dress, or other Edera branded elements, whether alone or in conjunction with any other word or phrase, trademarks, or service marks in any manner (including use in any metatags or any other “hidden text”) without our prior written consent. Any violation of the foregoing will terminate the permission and license granted by us to access and make use of the Services.
8. LINKS TO NON-EDERA SITES
We may provide on the Services, solely as a convenience to users, links to websites operated by other entities. If you visit any linked website, then you do so at your own risk, and it is your responsibility to take all protective measures to guard against viruses or other destructive elements. We do not make any warranty or representation regarding, or endorse or otherwise sponsor, any linked website or the information appearing thereon or any of the products or services described thereon. Links do not imply that Edera is legally authorized to use any trademark, trade name, logo, or copyright symbol displayed in or accessible through the links; or that any linked website is authorized to use any trademark, trade name, logo, or copyright symbol of Edera. YOU AGREE THAT YOUR USE OF THIRD-PARTY WEBSITE AND RESOURCES, INCLUDING WITHOUT LIMITATION YOUR USE OF ANY CONTENT, INFORMATION, DATA, ADVERTISING, PRODUCTS, OR OTHER MATERIALS ON OR AVAILABLE THROUGH SUCH WEBSITES AND RESOURCES, IS AT YOUR OWN RISK AND IS SUBJECT TO THE TERMS AND CONDITIONS OF USE APPLICABLE TO SUCH SITES AND RESOURCES.
9. SOCIAL MEDIA
10. DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY
ALL MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE SERVICES, OR ANY WEBSITES LINKED TO OR FROM THE SERVICES, ARE PROVIDED “AS IS” AND “AS AVAILABLE” FOR YOUR USE. ALL MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE SERVICES ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WE AND THE OTHER ENTITIES FROM WHOM WE OBTAIN CONTENT DO NOT WARRANT THAT THE MATERIALS, INFORMATION, SOFTWARE, PRODUCTS OR SERVICES INCLUDED IN OR AVAILABLE THROUGH THE SERVICES ARE ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOUR USE OF THE SERVICES IS SOLELY AT YOUR RISK. Because some jurisdictions do not permit the exclusion of certain warranties, some of these exclusions may not apply to you.
EDERA L3C AND ITS SERVICE PROVIDERS, OFFICERS, DIRECTORS, OWNERS, AND AGENTS (COLLECTIVELY, “RELEASEES”) WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING OUT OF OR RELATING TO THE USE OR THE INABILITY TO USE THE SERVICES, THEIR MATERIALS OR LINKS, INCLUDING BUT NOT LIMITED TO DAMAGES CAUSED BY OR RELATED TO ERRORS, OMISSIONS, INTERRUPTIONS, DEFECTS, DELAY IN OPERATION OR TRANSMISSION, OR ANY COMPUTER VIRUS OR LINE FAILURE. RELEASEES WILL ALSO NOT BE LIABLE FOR ANY DIRECT OR INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. RELEASEES SHALL NOT HAVE ANY LIABILITY OR RESPONSIBILITY FOR ANY ACTS, OMISSIONS, OR CONDUCT OF ANY USER OR OTHER THIRD PARTY.
BY ACCESSING THE SERVICES, YOU UNDERSTAND THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED, AND IN ACCORDANCE WITH SUCH WAIVER, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND AND HEREBY EXPRESSLY WAIVE THE BENEFITS OF SECTION 1542 OF THE CIVIL CODE OF CALIFORNIA, AND ANY SIMILAR LAW OF ANY STATE OR TERRITORY, WHICH PROVIDES AS FOLLOWS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
WE DO NOT ENDORSE, APPROVE, OR VERIFY ANY POSTED USER CONTENT ON THE SERVICES AND WE SHALL NOT BE RESPONSIBLE OR LIABLE WHATSOEVER IN ANY MANNER FOR ANY USER CONTENT POSTED ON THE SERVICES, INCLUDING CLAIMS OF INFRINGEMENT RELATING TO USER CONTENT POSTED ON THE SERVICES, FOR YOUR USE OF THE SERVICES, OR FOR THE CONDUCT OF THIRD PARTIES WHETHER ON THE SERVICES OR RELATING TO THE SERVICES.
The provisions in these Terms are intended to be only as broad and inclusive as is permitted by applicable law. We reserve all rights, defenses, and permissible limitations under applicable law.
You agree that you will be responsible for any damages resulting from your violation of these Terms. You further agree to indemnify and hold Edera, and its owners, affiliates, officers, directors, agents and employees, contributors, and partners harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of: (i) your breach of these Terms; (ii) your activities in connection with the Services, including any violation of any law or the rights of any third party that occurs in connection with your of the Services; or (iii) User Content or other information that you provided to Edera through the services.
12. JURISDICTIONAL ISSUES; GOVERNING LAW; ARBITRATION AND CLASS ACTION WAIVER
You agree that the laws of the District of Columbia and the United States of America will govern any dispute in connection with the Services, including with these Terms. Excluding claims for injunctive or other equitable relief, for claims related to the Services or any dispute or controversy arising out of or relating to these Terms, including without limitation, any and all disputes, claims (whether in tort, contract, statutory or otherwise) or disagreements concerning the existence, breach, interpretation, application, or termination of these Terms, shall be resolved by final and binding arbitration in accordance with the JAMS Inc. Comprehensive Arbitration Rules & Procedures then in effect. The arbitration shall take place in the District of Columbia or at the option of the party seeking relief, online, by telephone, online, or via written submissions alone, and be administered by JAMS. The decision of the arbitrator will be final and binding on the parties. Judgment on any award(s) rendered by the arbitrator may be entered in any court having jurisdiction thereof. Nothing in this section shall prevent either party from seeking immediate injunctive relief from any court of competent jurisdiction, and any such request shall not be deemed incompatible with the agreement to arbitrate or a waiver of the right to arbitrate. The parties undertake to keep confidential all awards in their arbitration, together with all confidential information, all materials in the proceedings created for the purpose of the arbitration and all other documents produced by the other party in the proceedings and not otherwise in the public domain, save and to the extent that disclosure may be required of a party by legal duty, to protect or pursue a legal right or to enforce or challenge an award in legal proceedings before a court or other judicial authority. You also agree that in the event of any action to enforce or interpret these Terms, the prevailing party shall be entitled to collect its reasonable attorney fees.
EXCEPT TO THE EXTENT PROHIBITED BY APPLICABLE LAW, YOU AGREE THAT EACH PARTY TO A DISPUTE HEREUNDER MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. Unless both you and we agree, no arbitrator or judge may consolidate more than one person’s claims or otherwise preside over any form of a representative or class proceeding.
13. SERVICES CONTROLLED FROM THE UNITED STATES
The Services are controlled and operated by Edera from our offices within the United States of America. We make no representation that the Materials or Services are appropriate, lawful, or available for use in other locations. Those who access the Services from other locations do so on their own initiative and are responsible for compliance with local laws.
14. ENTIRE AGREEMENT; SEVERABILITY
Edera and you are independent entities, and nothing in these Terms, or via use of the Services, will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between Edera and you. Any rights and licenses granted under these Terms may not be transferred or assigned by you, but may be assigned by Edera without restriction. The failure of Edera to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect.
16. CONTACT INFORMATION
If you have questions about our Services or these Terms, please contact us by email to [email protected] or by phone to 202.867.7258.
These Terms were last updated on October 6, 2022.