Online Services User Agreement
By logging in to MECC’s Online Service, you certify that you accepted and agreed to the terms and conditions of this Agreement.
Terms and Conditions
This Agreement governs the terms by which users of MECC’s online Content obtain the right to use sample documents, illustrations, clip art, recordings, and other media content provided via the web site located at www.mwecc.com (the “Site”). This User Agreement is in addition to the Terms of Use applicable to the Site and found therein. In the event of any inconsistency between this Agreement, and the Terms of Use (both of which are incorporated into this Agreement by reference), the terms of this Agreement shall govern.
1. Use of Site and Content
(a) This contains many important provisions that affect your rights and obligations. By selecting the correct box at the end of this Agreement and typing “I Agree” or otherwise signifying your acceptance, you accept this Agreement either for yourself or on behalf of your employer, and agree to be bound by its provisions. If you are accepting on behalf of your employer, you represent and warrant that you have full legal authority to bind your employer. If you do not have such authority or you do not accept or agree with these terms, do not accept the Agreement and do not use or download the Content (defined below).
(b) Definitions: In this Agreement: (i) “you” or the “user” means you or, if you are accepting on behalf of your employer, then “you” means that employer or entity and affiliates; (ii) “MECC” or “we” means Midwest Employers Casualty Company, operator of the Site; and (iii) “Content” means any document, image, illustration, animation, recording, visual representation generated optically, electronically, digitally or by any other means or in any media or other material that you are downloading from the Site, together with any accompanying material.
2. Access to Site and Content
We hereby grant to you a non-transferable license to use the Content for the Permitted Uses (as defined below). All other rights in and to the Content, including, without limitation, all copyright and other intellectual property rights relating to the Content, are retained by MECC or the supplier of the Content, as the case may be.
3. Permitted Uses
(a) You may only use the Content for risk management and safety purposes. You may not use the Content in products for resale, license or other distribution, unless otherwise agreed to by MECC in writing. However, you may use it if the original Content has been fundamentally modified or transformed sufficiently that it constitutes an original work entitling the author to copyright protection under applicable law, and where the primary value of such transformed work is not recognizable as the Content nor is the Content capable of being downloaded, extracted or accessed by a third party as a stand-alone file. For example, you cannot superficially modify the Content, print it and sell it to others for consumption, reproduction or re-sale. These uses are not permitted uses. If there is any doubt that a work is a Permitted Use, you should either obtain an Extended License or contact MECC’s Client Services department for guidance. MECC may change the Permitted Uses from time to time by providing notice thereof to you by posting the changes on the Site. Any new policy or change to the Permitted Uses shall become effective and binding on you. For further clarity, any violation of the Permitted Uses or such principles by any third party you allow to use the Site or the Content shall be deemed to be a violation by you. If no such Permitted Uses is in effect you agree to use the Site and the Content only in a manner deemed acceptable by MECC, in its sole discretion and, in such case, the following non-exhaustive list shall be deemed to be the Permitted Uses and is intended to illustrate the types of usage that will be deemed to be violations of MECC's Permitted Uses : (a) using the Site or the Content in any manner that, intentionally or unintentionally, violates any applicable local, state, national or international law, rule or regulation, (b) using the Site or the Content in any manner that is unlawful, threatening, abusive, harassing, tortuous, defamatory, obscene, libelous, invasive of another's privacy, hateful or racially, ethnically or otherwise objectionable, (c) using the Site or the Content to harm, or attempt to harm, others, including minors, in any way, (d) using the Site or the Content to make fraudulent offers to distribute, sell or buy products, items, or services or to advance any type of financial fraud or scam, (e) making any effort to add, remove or modify header information in an effort to deceive or mislead or attempting to impersonate any person, (f) using the Site or the Content to transmit any unsolicited commercial email or unsolicited bulk email or "spare," (g) using the Site or the Content to access, or to attempt to access, the accounts of others, or to penetrate or attempt to penetrate, security measures of MECC's or another entity's systems or networks, whether or not the access or penetration results in disruption of service or the corruption or loss of data, (h) using the Site or the Content in any manner that infringes any copyright, trademark, patent, trade secret, intellectual property or other proprietary rights of MECC or any third party, (i) reselling or in any way redistributing the Content without MECC's authorization, (j) using the Site or the Content for any activity which adversely affects the ability of other people or systems to use the Site, the Content or the Internet, including, without limitation, excessive consumption of network or system resources, whether intentional or unintentional, or allowing, through action or inaction, a third party the capability to use their system in an illegal or inappropriate manner, (k) transmitting any material that you do not have a right to make available (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under non disclosure agreements), and (1) transmitting any software virus or any other computer code, file or program designed to interrupt, destroy or limit the functionality of any computer software, hardware, system or telecommunications equipment. For further clarity, you understand and agree that any attempt to break security, or to access an account that does not belong to you, will be considered a material breach of this Agreement and may result in suspension of your access to the Content or termination of this Agreement, and possibly referral to law enforcement authorities. You expressly authorize MECC to comply with any and all lawful notices, subpoenas, court orders or warrants without prior notice to you.
(b) Only you are permitted to use the Content, although you may transfer files containing Content to members of your staff who are responsible for using this content to carry out your risk management and safety initiatives.
4. Unauthorized Access
You hereby accept responsibility for, and shall be liable for, all access to the Site and/or Content in connection with your user name and password. You agree to (a) prevent unauthorized users from using the Site using your user name and password, (b) not access portions of the Site, the Content or MECC's computer networks to which your user account does not expressly provide permission to do so, and (c) immediately notify MECC if you suspect any breach of security, such as loss, theft, or unauthorized disclosure or use of your user name or password.
5. Intellectual Property
5.1 All content, information, photos, graphics, programs, services, processes, designs, software, technologies, trademarks, trade names, inventions and all other materials comprising the Site and the Content (collectively, the "Works") are owned by (or licensed to) MECC and/or its content and/or service providers. Except for your use in connection with the internal business purposes of your employer, the Works may not be accessed, modified, reverse-engineered, displayed, performed, sold, leased, sublicensed, reproduced, published, broadcast, or distributed (including, without limitation, by framing or similar means) in any medium, directly or indirectly, in whole or in part, for any commercial or non-commercial purpose, or used for advertising or any other purpose without the prior written consent of MECC and/or the applicable owner or licensor. Nothing in this Agreement shall be deemed to transfer any ownership or other proprietary or intellectual property rights in the Works, the Site or the Content to you. Any rights not expressly granted to you in this Agreement by MECC are hereby reserved by MECC.
5.2 The Site and Content contain Copyrighted material, trademarks, trade secrets, intellectual property rights and other proprietary information of MECC and its third party providers. The entire contents of the Site and Content are copyrighted under the United States copyright laws and may also be protected under other applicable laws or treaties.
5.3 By uploading or otherwise submitting a file or other information ("Your Content") to or through the Site, you automatically grant, or warrant that the copyright owner of Your Content has expressly granted, to MECC a perpetual, royalty-free, irrevocable, worldwide, non-exclusive right and license to use, reproduce, publicly display and/or perform, modify, store, publish, adapt, translate, create derivative works from, sublicense and/or distribute Your Content (in whole or part) and/or to incorporate it in other works in any medium now known or hereafter developed for the full term of any copyright that may exist in Your Content. You also represent and warrant that you possess all necessary rights, title and interests to rightfully grant MECC the foregoing license, free and clear of any encumbrances, third party interests and restrictions. Unless otherwise explicitly stated, any materials provided, by you in connection with the Site or the Content shall be deemed to be provided on a non-proprietary and non-confidential basis.
5.4 Sections 5.1, 5.2 and 5.3 above are for the benefit of MECC, its affiliates, its licensors, and its third party content and service providers and each shall have the right to assert and enforce such provisions directly or on its own behalf. You also agree that you shall not contest or aid in contesting the ownership or validity of the copyrights, trademarks, service marks and trade secrets (as applicable) of MECC or its third party providers in connection with the Site and/or Content.
6. No Warranties; Limitation of Liability
6.1 Your use of the Site and Content is at your sole risk. You assume full responsibility and risk of loss resulting from the downloading and/or use of materials obtained through the Site and Content. Neither MECC nor any of its suppliers endorse or stand behind the accuracy, truthfulness or reliability of any information (including statements of opinion or advice) provided on or by means of the Site and/or Content. You should consult an appropriate professional for specific advice tailored to your situation. The Site may contain hyperlinks to Sites operated by parties other than MECC. MECC does not control such Sites and is not responsible for their contents. MECC's inclusion of a hyperlink does not imply any endorsement of the material so linked or any association with the provider.
6.2 THE SITE, THE CONTENT, AND THE WORKS ARE PROVIDED "AS IS", AND NEITHER MECC NOR ANY OF ITS SUPPLIERS, CONTENT PROVIDERS, AFFILIATES, LICENSORS, EMPLOYEES, OFFICERS, DIRECTORS, AGENTS, OR THE LIKE MAKES ANY EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING THE USABILITY, CONDITION OR OPERATION THEREOF. No oral advice or written information given to you by MECC or any of its suppliers, content providers, licensors, employees, agents, or the like shall create any warranty. Neither MECC nor any of its suppliers, content providers, licensors, employees, agents, or the like warrants that access to, or use of, the Site and the Content will be uninterrupted, virus free, or error-free, or that the Site and the Content (including, without limitation, any content on the Site or the Content will meet any particular criteria of performance or quality. MECC, ON BEHALF OF ITSELF AND ALL OF ITS SUPPLIERS, CONTENT PROVIDERS, AFFILIATES, LICENSORS, EMPLOYEES, OFFICERS, DIRECTORS, AGENTS AND THE LIKE, HEREBY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES AND/OR REPRESENTATIONS, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITI'EN, INCLUDING, WITHOUT LIMITATION, ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY, REASONABLE CARE, COMPATIBILITY, SECURITY, RELIABILITY, ACCURACY, AND/OR FITNESS FOR A PARTICULAR PURPOSE (WHETHER OR NOT MECC KNOWS, HAS REASON TO KNOW, HAS BEEN ADVISED, OR IS OTHERWISE IN FACT AWARE OF ANY SUCH PURPOSE). FURTHERMORE, MECC, ON BEHALF OF ITSELF AND ALL OF ITS SUPPLIERS, CONTENT PROVIDERS, AFFILIATES, LICENSORS, EMPLOYEES, OFFICERS, DIRECTORS, AGENTS AND THE LIKE, HEREBY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES OF TITLE AND/OR NON-INFRINGEMENT IN RESPECT OF THE SITE, THE CONTENT AND THE WORKS.
6.3 MECC and all of its suppliers, content providers, affiliates, licensors, employees, officers, directors, agents and the like, in each instance will not be liable for (a) any indirect, incidental, consequential and/or special damages arising out of your use of, or inability to use, the Site or the Content, and you hereby waive any claims with respect thereto, whether based on contractual, tort or other grounds, even if MECC has been advised of the possibility of such damages, and/or (b) damages or injury caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction or unauthorized access to, alteration of, or use of any file, in each instance whether for breach of contract, tortuous behavior, negligence, or under any other cause of action. For further clarity, in all events, MECC and all of its suppliers, content providers, affiliates, licensors, employees, agents and the like shall not be liable for the defamatory, offensive, or illegal conduct of other users of the Internet, the Site or the Content. IN ANY EVENT, MECC'S CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS RELATING TO THE USE OF THE SITE, THE CONTENT OR THE WORKS SHALL NOT EXCEED A TOTAL OF $500.00.
6.4 Some jurisdictions do not allow implied warranties to be excluded or modified or liability to be limited, so not all of the above limitations may apply to you.
6.5 The provisions of this Section 6 and Section 7 represent a reasonable allocation of the risks under this Agreement. MECC's willingness to allow you to use the Site and the Content reflects this allocation of risk and the limitations of liability specified herein.
7. Indemnification
You agree to forever indemnify, defend and hold harmless MECC and all of its suppliers, content providers, affiliates, licensors, employees, officers, directors, agents and the like, in each instance from and against any and all claims, suits, liabilities, expenses (including, without limitation, attorneys' fees), and/or damages arising out of claims based upon your use of the Site, the Content and/or the Works, including, without limitation, any claim of libel, defamation, violation of legal rights of others (including rights of privacy or publicity), loss of service by other subscribers, infringement of intellectual property or other rights, and your violation of the terms of this Agreement.
8. Term and Termination
This Agreement shall commence on the Effective Date and continue for a period equal to, and concurrent with, the policy term between MECC and Policyholder with respect to the Excess Workers’ Compensation Coverage.
9. Changes to Content; Modification of Agreement
MECC reserves the right, with or without notice to you, to change, improve or discontinue (or to have its providers do so) any of the Content offered on the Site or the Site itself, or any portion thereof, including, but not limited to, the Works, hours, of operation, menu structures, access procedures, software commands, documentation, vendors and/or other Content. THIS AGREEMENT MAY BE MODIFIED FROM TIME TO TIME BY MECC. NOTICE OF SUCH MODIFICATION MAY BE GIVEN BY ANY MEANS SELECTED BY MECC, INCLUDING, WITHOUT LIMITATION, POSTING ON THE SITE, BY MAIL, BY E-MAIL OR BY ANY OTHER MEANS BY WHICH YOU OBTAIN NOTICE THEREOF. YOUR USE OF ANY OF THE CONTENT FOLLOWING THE IMPLEMENTATION OF ANY SUCH MODIFICATION SHALL CONSTITUTE YOUR ACCEPTANCE OF ANY SUCH MODIFICATION.
10. Entire Agreement and Survival
This Agreement and any modifications of it as outlined in paragraph 10 contain the full understanding of the parties with respect to the subject matter hereof. Any provisions of this Agreement that may reasonably be construed as surviving, and the rights and obligations of the parties hereunder, shall survive any termination of the Agreement for any reason, including, without limitation.
11. Applicable Law
This Agreement is entered into and shall be interpreted under and governed by the laws of the State of Missouri with respect to state law claims and by the laws of the United States of America with respect to federal law and all other jurisdictional claims. The parties expressly agree that the courts located in St. Louis County, Missouri shall be the exclusive venue for any action between the parties, whether brought in law, equity or otherwise.
12. Export Laws
MECC controls and operates the Site and the Content in the United States of America and makes no representation that they are appropriate or available for use in other locations. If you use the Site or the Content from other locations, you are responsible for compliance with applicable local laws including but not limited to the export and import regulations of the United States and/or other countries. You acknowledge and agree that the Works may be subject to the U.S. Export Administration Laws and Regulations and you agree to comply strictly with all U.S. export laws and assume sole responsibility for obtaining licenses to export or re-export as may be required.
13. Copyright Infringement Claims
MECC is committed to complying with U.S. copyright law and expects you to do the same. The Digital Millennium Copyright Act of 1998, 17 U.S.C. § 512(c)(3) ("DMCA") provides recourse for owners of copyrighted material who believe that their rights under U.S. copyright law have been infringed on the Internet. MECC will process all notices of alleged infringement and will take appropriate action as required by the DMCA and other applicable intellectual property laws.
If you believe that any material contained on this Site, the Works or the Content infringes your copyright, you should notify MECC of your copyright infringement claim in accordance with the following procedure.
The DMCA requires that notifications of claimed copyright infringement should be sent to MECC's designated agent who is:
Midwest Employers Casualty Company
Daniel Dalton
14755 North Outer 40 Drive
Chesterfield, MO. 63017
E-mail: ddalton@mwecc.com
To be effective, the notification must be in writing and contain the information required under the DMCA, i.e.: (1) Physical or electronic signature of a person authorized to act on behalf of the copyright owner; (2) Identification of the copyrighted work claimed to have been infringed; (3) Identification of the material that is claimed to be infringing and that is to be removed or access to which is to be disabled as well as information reasonably sufficient to permit MECC to locate the material; (4) Contact information of the complaining party; (5) A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agents, or the law; and (6) A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
14. Assignment
MECC may assign in whole or in part MECC's rights and/or obligations under this Agreement without prior notice to you and upon such assignment MECC shall be released from all liability hereunder. You may assign in whole or in part your rights and/or obligations under this Agreement only with MECC's prior written consent, which may be withheld for any reason MECC deems appropriate. Subject to this restriction, the Agreement shall inure to the benefit of and be binding upon the heirs, successors, subcontractors, and assigns of the respective parties.
16. Non-Competing Business
Third Party User agrees that the Content, including the written support documents, shall not be licensed to Third Party User for use in any other competing business which may provide the same or similar types of products and services as are being provided by Licensor. Third Party User further agrees not to share, disseminate or otherwise transmit the content to any 3rd party in competition to MECC.
17. Damages
Neither MECC nor any of its shareholders, principals, officers, directors, agents, employees, consultants or contractors shall in any event whatsoever be liable for any injury, damage or loss to Third Party User, or any person claiming by, through or under Third Party User, or any other person for any damage to the Third Party User, or any person claiming by, through or under Third Party User, or any other person, which may be caused by or result from the use of MECC Business or any other cause whatsoever. In the event that Third Party User violates the terms of paragraph five of this agreement, each such communication, dissemination or transmittal shall be deemed a separate and unique violation and subject to a penalty of $1,000.00 per violation and MECC shall be entitled to recover reasonable attorney fees and costs in connection with such proceeding or action to enforce this provision.
18. Miscellaneous
You agree that MECC's affiliates, licensors and its third party content and service providers shall be intended third party beneficiaries with vested rights in this Agreement. The failure of MECC or any of its affiliates, licensors or its third party content and service providers to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision. Failure to enforce any provision of this Agreement shall not constitute a waiver or create estoppels from enforcing such provision. Any waiver of a provision of this Agreement shall not be binding unless such waiver is in writing and signed by the waiving party. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of this Agreement shall remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim by you arising out of or related to use of the Site or the Content or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred. All remedies under this Agreement are in addition to equitable remedies and remedies provided by law and are cumulative. The section titles and paragraph headings in this Agreement are for convenience only and have no legal or contractual effect.
19. Contact
If you have concerns relating to this Agreement, please contact MECC Client Services at help@mwecc.com or via phone at (877)975-2667.
20. Acknowledgement
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND HAD AN OPPORTUNITY TO SEEK INDEPENDENT LEGAL ADVICE PRIOR TO AGREEING TO IT. IN CONSIDERATION OF MECC AGREEING TO PROVIDE THE CONTENT, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. YOU FURTHER AGREE THAT IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN YOU AND MECC, WHICH SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER COMMUNICATION BETWEEN YOU AND MECC RELATING TO THE SUBJECT OF THIS AGREEMENT.
MECC recommends that you print a copy of this Agreement for your records. In general you may print a copy by selecting the “Print” option under the “File” menu in your Internet browser program and follow the indicated procedures for printing.