HIMSS Web Advertising Terms and Conditions
The Healthcare Information and Management Systems Society (HIMSS) agrees to display an advertisement on the HIMSS website (www.himss.org) in a designated Advertising Space. This display includes a link from the advertisement to a designated web page on the Advertiser's website. This advertisement shall be displayed according to the specifications of the attached placement order and for the length of time and number of impressions specified.
The Advertiser agrees to supply an electronic graphic image file in the designated size and format as well as the linking URL.
Definitions
"Advertising Space" means the specified location and dimensions on a designated web page or pages on the HIMSS website where an advertisement may be displayed.
"Advertisement" (or "Ad") means the graphic file supplied by an Advertiser displayed in a designated advertising space. This advertisement can be selected by a user as a Link to the Advertiser's web site.
"Link" means a request for information from a server other than the HIMSS Web Server.
"Start Date" means the first day the HIMSS Web Server will display the Advertisement.
"End Date" means the last day the HIMSS Web Server will display the Advertisement.
"HIMSS Web Server" means a server computer of HIMSS that users may access via the Internet.
“Impressions” means requests for the advertiser’s ad from a web browser. It is synonymous with “views.”
Payment
HIMSS reserves the right to hold Advertiser and its authorized advertising agent jointly and severally liable for any and all amounts owed. Payment in full is due 30 days from time of billing. Make payments payable to : HIMSS. Mail payments to: HIMSS Lockbox 6923, Dept. 77-6923, Chicago, Illinois 60678-6923.
Right to Refuse Unacceptable Advertising
HIMSS reserves the right to refuse any advertisement that does not completely conform to every detail, instruction, method, and guideline. HIMSS reserves the right to refuse any advertisement graphic that does not arrive three business days before the Advertiser would like the Advertisement to be displayed online.
HIMSS does not accept advertising from companies that produce or provide tobacco, alcohol, or pornographic products or services (which HIMSS shall have complete discretion to define), or their subsidiaries, or foundations funded by such companies whose function is to improve acceptance of such products by the public. This Agreement is voidable by HIMSS immediately if Advertiser fails to disclose (or conceals or misrepresents) any involvement with tobacco, alcohol, or pornographic products or services. In addition, HIMSS may in its complete discretion refuse the use of any other advertising that it deems appropriate.
Usage Statistics
HIMSS MAKES NO GUARANTEE TO ANY PUBLISHED NUMBERS AT ANY GIVEN TIME. HIMSS SHALL NOT BE HELD LIABLE FOR ANY CLAIMS AS THEY RELATE TO SAID USAGE STATISTICS. HIMSS IS NOT REQUIRED
TO PROVIDE ADVERTISERS WITH USAGE STATISTICS.
Truth in Advertising / Indemnification for Liability
Advertiser is solely responsible for any legal liability arising out of or relating to (1) the Advertisement, and/or (2) any material to which users can link through the Advertisement. Advertiser represents and warrants that the Advertisement and Link comply with HIMSS's advertising standards; and that it holds the necessary rights to permit the use of the Advertisement and Link by HIMSS for the purpose of this Agreement; and that the use, reproduction, distribution, or transmission of the Advertisement will not violate any criminal laws or any rights of any third parties, including, but not limited to, such violations as infringement or misappropriation of any copyright, patent, trademark, trade secret, music, image, or other proprietary or property right, false advertising, unfair competition, defamation, invasion of privacy or rights of celebrity, violation of any antidiscrimination law or regulation, or any other right of any person or entity.
Advertiser agrees to indemnify HIMSS and to hold HIMSS harmless from any and all liability, loss, damages, claims, or causes of action, including reasonable legal fees and expenses that may be incurred by HIMSS, arising out of or related to Advertiser's breach of any of the foregoing representations and warranties.
Advertiser agrees to request that HIMSS be listed as an additional insured on any policy issued to Advertiser pursuant to which there could be coverage for any of the forms of legal liability described in this paragraph.
Limitation of Damages
IN NO EVENT WILL HIMSS BE LIABLE TO SPONSOR FOR ANY SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE,
AND WHETHER OR NOT HIMSS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
NO APPROVAL OR ENDORSEMENT BY HIMSS. The Advertiser acknowledges that HIMSS does not approve, endorse, or sponsor any product or service contained in the Advertiser's advertisement. The Advertiser will not make any representation that HIMSS approves, endorses, or sponsors any of the Advertiser's products or services. The Advertiser acknowledges that HIMSS may publish advertising of any other entity on the HIMSS web site. Nothing in this Agreement shall be construed to mean or imply that the Advertiser has any license to use any HIMSS trademark, service mark, logo, or trade name. The Advertiser is expressly forbidden to use any HIMSS logo or trademark on its website or written materials without prior written permission.
Assignment
Advertiser may not assign this agreement, in whole or in part, without HIMSS's written consent. Any attempt to assign this Agreement without such consent will be null and void.
Governing Law
This Agreement will be governed by and construed in accordance with the laws of the State of Illinois.
Entire Agreement
This Agreement and any and all exhibits and attachments are the complete and exclusive agreement between the parties with respect to the subject matter hereof, superseding and replacing any and all prior agreements, communications, and understandings (both written and oral) regarding such subject matter, provided that all pricing will be governed by HIMSS's Pricing Information, whether printed on paper or electronically. The terms and conditions of this Agreement will prevail over any contrary or inconsistent terms in any purchase order. This Agreement may only be modified, or any rights under it waived, by a written document executed by both parties.
