Terms & Conditions

Irving Levin Associates LLC

Last Updated 03/12/2025

THIS SITE AND RELATED SERVICES ARE PROVIDED SUBJECT TO THESE TERMS AND CONDITIONS.  PLEASE READ THE FOLLOWING INFORMATION CAREFULLY.  BY EITHER CLICKING “I ACCEPT” AT THE END OF THIS AGREEMENT (WHEN PRESENT) OR BY ACCESSING OR USING ANY PART OF THE SITE OR SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS, THAT YOU UNDERSTAND THESE TERMS, AND THAT YOU AGREE TO BE BOUND LEGALLY BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, PROMPTLY EXIT THIS SITE. 

These Terms and Conditions (the “Terms”) govern the website, mobile site, application, and/or other service, regardless of how distributed, transmitted, published, or broadcast (each, a “Site” or “Service”, collectively “Sites” or “Services”) provided by IRVING LEVIN ASSOCIATES LLC, its parent, subsidiary and/or affiliates companies (“ILA,” “we,” “us,” or “our”) and located at www.levinassociates.com or any subdomain of www.levinassociates.com and all associated Sites that link to these Terms and Privacy Policy, which is binding on all those who access, visit and/or use the Site and Service, whether acting as  an individual or on behalf of an entity (collectively, “User,” “you” or “your”). As a condition of your use of this Site and Services, you warrant that you will not use the Site and Services for any purpose that is unlawful or prohibited by these Terms.

1.  Definitions. For the purposes of this Agreement, the following terms have the following meanings:

“Checkout Page” means the checkout page located at www.levinassociates.com incorporating this Agreement by reference and filled out and submitted by or on behalf of User or User’s organization for User’s or User’s organization’s purchase of the license(s) granted and Services provided under this Agreement. 

“Content” means all reports, content, text, photographs, video, graphics, metadata, quotes, data, databases, information, webinars, and all protectable intellectual property available through the Services.

“ILA Site” means the website www.levinassociates.com, its subsites, and associated mobile applications.

“Intellectual Property Rights” means any and all registered and unregistered rights granted, applied for, or otherwise now or hereafter in existence under or related to any patent, copyright, trademark, trade secret, database protection, or other intellectual property rights laws, and all similar or equivalent rights or forms of protection, in any part of the world.

“Invoice” means any invoice issued by ILA to User or User’s organization listing amounts owed to ILA for access to paid services and referencing these or other ILA terms.

“Services” means the products and services offered by ILA through the ILA Site, for which User is subscribing, as expressly set forth on the Checkout Page or Invoice and including the Content.

“Subscription Services Agreement” means a signed, written agreement or sales order between User or User’s organization and ILA with respect to paid Services.

“Third Party” means any person or entity other than User or ILA.

2. Agreement and General Terms of Use

2.1 Agreement. This Agreement constitutes the agreement between ILA and anyone who accesses or establishes a connection to our Services, including but not limited to those at www.levinassociates.com  and/or other Services and Services based on these Services. You agree to abide by all of the provisions in this Agreement and your use of the Services constitutes your agreement to abide by these provisions.

2.2 Passwords. Sharing or distributing your username and password to others for access to the Services is prohibited and may result in termination of your account. Users needing broader access may purchase access for additional users as part of their subscription product.  User

2.3 Changes. ILA reserves the right, in its sole discretion, to change any or all of the provisions of this Agreement at any time. ILA will make the current Agreement available at this URL, as well as from a link at the bottom of each Service’s home page. The Agreement in effect at the time you use the Service shall govern your use, and your use of the Service after the effective date of any changes to this Agreement will be deemed your acceptance of the changes. Any change will be effective immediately. You should consult this page each time you access the Site or Services AND PRINT OUT A COPY OF THESE TERMS FOR YOUR RECORDS. Notwithstanding the foregoing, changes to these Terms shall not be applicable to any current term of any Services and shall be effective solely upon renewal.

2.4 Changes to Services. ILA is constantly changing, updating, and improving its Services. ILA reserves the right, in its sole discretion, to change, limit, or discontinue any aspect, content, tool, or feature that is a part of the Services.

2.5 Restrictions, Suspensions. ILA 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 Services based on ILA’s belief that your use of the Services violates that permitted by this Agreement or applicable law.

Additional terms may apply to your use of specific parts of our Site and Services. If so, we will provide these Terms to you or post them on the Site and Services to which they apply; they are incorporated by reference into these Terms. If there is any conflict between these Terms and any additional terms that apply to a particular Site or Service, the additional terms will control. 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 SERVICES.

3. Subscription Products. The Services may consist of one or more of the products and services described below, as may be set forth in a Checkout Page, Invoice, Invoice Agreement, or Subscription Services Agreement between you and ILA (collectively, a “Contract”). The scope of User’s right to access and use such products and services is determined by the Contract. Pricing for the services described below is set forth at www.levinassociates.com or as provided directly by ILA to the User.

  1. LevinPro LTC: Comprehensive suite of long-term care news, data, and analytics, featuring our industry-leading mergers and acquisitions database.
  2. LevinPro LTC News: Real-time news, analysis, and reports covering the events and players shaping the long-term care industry.
  3. The SeniorCare Investor: Monthly digest of notable M&A transactions, capital markets developments, and other industry news.
  4. The Senior Care Acquisition Report: Annual publication providing key performance indicators on the industry and our editors’ latest insights and analyses.
  5. LevinPro HC: Comprehensive suite of health care news, data, and analytics, featuring our industry-leading M&A database.
  6. LevinPro HC News: Real-time news, analysis, and reports covering the events and players shaping the health care industry.
  7. The Health Care Services Acquisition Report: Annual publication providing key performance indicators on the industry and our editors’ latest insights and analyses.
  8. Webinars: ILA hosts some of the industry’s top experts who share behind-the-scenes looks at senior care and health care investing in a webinar format.

4. Rights in Service Content and the Service

4.1 Intellectual Property. The text, content, photographs, video, audio, graphics, marks, information, data, data structure, libraries, designs, code, organization, taxonomy, tools, products and all materials associated with the Site and Services (the “Content”) are protected by applicable copyright, trademark, trade dress, and other intellectual property and other laws of the United States, European Union, other countries and international treaties. The Content is also protected as a collective work or compilation under U.S. copyright and other laws and treaties. All individual articles, columns and other elements making up the Content are also copyrighted works.

You acknowledge that the Content has been developed, compiled, prepared, revised, selected, serviced, maintained and arranged by ILA and others (including certain other information sources) through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort, and money and constitutes valuable intellectual property of ILA and such others.

All present and future rights in and to trade secrets, patents, copyrights, trademarks, service marks, know-how, and other proprietary rights of any type under the laws of any governmental authority, domestic or foreign, including rights in and to all applications and registrations relating to the Site, Services and Content (the “Intellectual Property Rights”) shall, as between you and ILA, at all times be and remain the sole and exclusive property of ILA. All present and future rights in and title to the Site, Services and Content (including the right to exploit the Site, Service and Content and any portions of the Site, Service and Content over any present or future technology) are reserved to ILA for its exclusive use.

User acknowledges and agrees that the Services and Content are provided under license, and not sold, to User. User does not acquire any ownership interest in the Services or Content under this Agreement, or any other rights thereto, other than to use the same in accordance with the license granted and subject to all terms, conditions, and restrictions under this Agreement. ILA and its licensors and service providers reserve and shall retain their entire right, title, and interest in and to the Services or Content and all Intellectual Property Rights arising out of or relating to the Services and Content, except as expressly granted to the User in this Agreement. User shall safeguard the Services or Content (including all copies thereof) from infringement, misappropriation, theft, misuse, or unauthorized access. User shall promptly notify ILA if User becomes aware of any infringement of ILA’s Intellectual Property Rights in the Services or Content.

No license or other rights under any such Intellectual Property Rights are implied or granted under these Terms other than the licenses expressly set forth herein. ILA expressly reserves all other rights hereunder.

User agrees to protect the proprietary rights of ILA and all others having rights in the Site, Services, or content during and after the term of this Agreement and to comply with all reasonable written requests made by ILA or its suppliers and licensors of content, equipment, or otherwise (“Suppliers”) to protect their and others’ contractual, statutory, and common law rights in the Service, Site and Content. User agrees to notify ILA in writing promptly upon becoming aware of any unauthorized access or use of the Service, Site and content by any individual or entity or of any claim that the Service, Site or content infringes upon any copyright, trademark, or other contractual, statutory, or common law rights. 

User agrees to comply with all laws and applicable copyright, trademark, or other legal notices or restrictions. User agrees not to copy, reproduce, retransmit, disseminate, sell, distribute, publish, display, perform, broadcast, circulate, create abstracts from, compile, recompile, decompile, disassemble, reverse engineer, modify, transmit, scrape, download, commercially exploit or create derivative works based on the Site, Services, or Content.

4.2 License.  Subject to and conditioned on User’s compliance with these Terms, User is granted a non-exclusive, non-transferable, non-sublicensable license to access the limited areas of the Site and Services, and the Content and functionality of the Site and Services, that ILA makes available to User only for its  personal, non-commercial use solely during the Term. User may not transfer or sublicense this limited right, or resell the Content, Site and Services. User must keep intact all copyright, trademark, and other proprietary notices on or associated with the Site, Services, and Content.

User must obtain written permission from ILA for commercial use of the Site, Services or Content in the form of a Contract. If User wishes to use Content beyond the limited license given to User in these Terms, please contact ILA at customerservice@levinassociates.com. 

4.3 Exporting Content

If, at ILA’s sole and absolute discretion, we provide User’s account with access to an “export” button located within the Site or Services, User may in specific limited circumstances use this functionality “as is” to export small portions of the Content. This functionality is provided as a courtesy and may be implemented or removed by ILA at any time regardless of whether User has any Paid Services. User may not attempt to circumnavigate or alter the functionality of the export button. In no circumstances may User export more than a small fraction of the Contents of any section of the Site or Services. User’s use of Contents once exported are subject to the license and all other provisions of these Terms and any applicable Contract between you and ILA. Unless otherwise provided by written consent of ILA, User may not distribute any exported Content to any Third Party. If User would like to purchase the ability to export Content in an amount greater than allowed by these Terms and the functionality of the Site and Services, User may make such request by contacting your ILA account manager or ILA at customerservice@levinassociates.com and ILA will consider the options available to User, if any, at our sole and absolute discretion.

4.4 Attribution. If with ILA’s written permission, User quotes insubstantial portions of the Content in materials created by User for external distribution to Third Parties (such as in a small table or graph), User must properly attribute such Content to ILA in accordance with this Section 4.4. User shall properly attribute such Content to ILA in a footnote or other reference, in the same size and color font as the surrounding text (but in no event in less than 8-point font). The attribution will include the ILA publication and its associated web address (see examples below):

  1. LevinPro LTC, Levin Associates, Year Accessed or Published, Month Accessed or Published, levinassociates.com
  1. The SeniorCare Investor, Levin Associates, Year Published, Month Published, levinassociates.com
  1. The Senior Care Acquisition Report, Levin Associates, Year Published, Month Published, levinassociates.com
  1. LevinPro HC, Levin Associates, Year Accessed or Published, Month Accessed or Published, levinassociates.com
  1. The Health Care Services Acquisition Report, Levin Associates, Year Published, Month Published, levinassociates.com

4.5 Prohibited Uses. User will not, directly or indirectly, modify, copy, publish, distribute, transmit, participate in the transfer or sale, translate, create derivative works, or in any way exploit other than as set forth herein, any of the Content, tools or technology, in whole or in part, found on the Services. User may not remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices provided on or with the Services or Content, including any copies hereof.  User may not use the Services or Content for purposes of competitive analysis of the Services or Content, the development of a competing product or service, or any other purpose that is to ILA’s commercial disadvantage. Further, User shall not engage in any systematic downloading or other activity directed towards any of the Content, in whole or in part, found on the Services that would create any electronic database or archive containing such content. User is also prohibited from using frames or iFrames when accessing the Services as these often cause problems in the authentication process. In searching the Services, User shall not employ any automated search tools, including so called “crawlers,” “bots” and “spiders” that programmatically access and extract content in order to repurpose or resell the Services content and tools, nor may User “scrape” and/or reformat any information off the services HTML pages or XML interface, including meta tags, results pages, abstracts, and documents without the express written permission of ILA. Those seeking more information on permission for systematic access (automated queries meta-search, etc.) should go to the Contact Us area for each Service.

Without limiting any other provision in these Terms, User may not use or help others to use the site, content and services to do the following:

  • Frame the Site, Services or content, display the cite, cervices or content in connection with an unauthorized logo or mark, or do anything that could falsely suggest a relationship between ILA and any Third Party or potentially deprive ILA of revenue (including, without limitation, revenue from subscriptions, licensing, advertising, branding, or promotional activities);
  • Use any software, program, application or any other device to access or log on to ILA’s computer systems or the site, or to automate the process of obtaining, downloading, transferring or transmitting any Content;
  • Manually copy the Content or provide the content to any Third Party;
  • Engage in unauthorized spidering, “scraping,” or harvesting of the Site, Services or Content, or contact or other personal information, or use any other unauthorized automated means to compile such information;
  • Violate any person’s or entity’s legal rights (including, without limitation, intellectual property, privacy, and publicity rights), transmit material that violates or circumvents such rights, or remove or alter intellectual property or other legal notices;
  • Transfer, distribute, or dispose of any content in any manner that could compete with the business of ILA or any of its suppliers;
  • Construct a database of any kind or store the content in databases for access by User or any Third Party;
  • Improve the quality of any information sold or contributed by User to any Third Party.
  • Create the impression that any of the Content including but not limited to any marks, trademarks, tradenames, service marks, copyrights or logos of ILA belong to or are associated with User or are used by User with ILA’s consent;
  • Distribute unsolicited mailings or spam materials, including but not limited to in connection with any social tools, or include any content in unsolicited or spam mailings;
  • Transmit files that contain viruses, spyware, adware, or other harmful code;
  • Defeat any access controls, access any portion of the Site, Services and content that we have not authorized User to access (including password-protected areas), link to password-protected areas, attempt to access or use another user’s account or information, or allow anyone else to use User’s account or access credentials;
  • Advertise or promote goods or services without ILA’s permission (including sending spam);
  • Interfere with others using the Site and Services or disrupt the Site and Services;
  • Transmit, collect, or access personally identifiable information about other users without the consent of those users and ILA;
  • Impersonate any person or entity or otherwise misrepresent User’s affiliation or the origin of materials User transmits;
  • Threaten, defame, stalk, abuse, or harass other persons or engage in illegal activities; or

Link to the Site and Services from a site that is inappropriate, profane, vulgar, offensive, false, disparaging, defamatory, obscene, illegal, sexually explicit, racist, or that promotes violence, racial hatred, or terrorism, or that ILA deems, in its sole discretion, to be otherwise objectionable.

4.6 Confidential Information. User must keep any materials and trade secrets obtained through accepting and using ILA’s Service or Site, including without limitation in relation to ILA’s business, products, services and customers, as confidential. User may only use this information as necessary for accepting and/or using ILA’s Service or Site in compliance with these Terms. User must not disclose this information to any Third Party.

4.7 Alerts. The Services may contain tools to create and distribute alerts. User is granted a specific license to distribute such materials within User’s organization only unless expressly permitted by User’s subscription access level.

4.8 Accuracy of Information. ILA makes no guarantees whatsoever as to the quality, truthfulness, completeness, correctness or accuracy of the Site, Services and content.  It is possible that the Site, content, and Services could include typographical errors, inaccuracies, inaccurate or incomplete information, or other errors, and that unauthorized additions, deletions and alterations could be made to them by third parties. ILA makes no guarantees as to the quality, truthfulness, completeness, correctness or accuracy of translations from the original information. It is User’s responsibility to evaluate for itself the truthfulness, accuracy, completeness and usefulness of any Content. In the event that an inaccuracy arises, please inform ILA so that it can be corrected.  ILA may change or discontinue the Site, Content, and Services without notice.

4.9 Third Party Use. Third Parties may not distribute any of these materials to their clients or members without  written permission from ILA. To obtain such permission and information about associated pricing, please call 203-846-6800.

5. Paid Services. If you purchase fee-based products or services (the “Paid Services”), you will agree to any additional terms and conditions governing such purchases at the time of purchase, including all requirements to pay applicable fees, for which you or the company you represent will be solely responsible. If you have a current Contract with ILA regarding any of the Content, you will have access to substantially the same contents as described in your Contract, subject to your Contract’s terms and these Terms. The terms of any Contract may provide for different or additional rights and obligations in lieu of or in addition to certain of these Terms. In the event of any conflict, the terms of such a valid and active Contract will control. Notwithstanding the foregoing, the terms and conditions of any purchase order or similar form issued by you or your company, even if stamped or signed by ILA, will not supersede these Terms or the terms of any Contract.

Paid Services may not include access to all areas and aspects of the Site, Content and Services, or functionalities of the same, and you may have to pay additional fees to access those areas, aspects and functionalities. You will only have access to the specific areas and aspects of the Site, Services, Content and functionalities, referenced in your purchase.

Unless otherwise stated, all fees and charges are non-refundable, including for unused portions of cancelled subscriptions. ILA does not provide price protection.

Unless otherwise stated, all fees and charges are exclusive of any applicable taxes relating to the use or purchase of the Service. Unless otherwise agreed to in writing, all fees and charges are due net 30 days from the Effective Date of a signed Subscription Sales Agreement. If you do not make the payment by the due date, ILA, at its sole discretion, may charge you interest at a rate up to 1.5% per month and you must reimburse ILA for all costs for obtaining the payment including reasonable fees paid to attorneys and other professionals.

User may refer to its account online to find a list of the Site, Content and Services to which User has access, however this is merely a guide and not a statement of fact or binding agreement. For access to Paid Services for a definite term, User must refer to the Invoice from its purchase.

Paid Services are not cancellable by User unless otherwise agreed to by ILA in writing. Except for termination for default in accordance with the terms of any applicable Contract, for any termination, User agrees to pay ILA liquidated damages equaling the remaining amount to be paid by User to ILA under such Contract, without prejudice to any other remedies. Any termination will be without prejudice to any rights or remedies that may have accrued to either User or ILA prior to such termination.

6. User Activities and Privacy of User Information on the Service

6.1 Lawful Uses. User will use the Services and any tools, content, material, or information found on the Services solely for lawful purposes. You shall not upload to, distribute to or through, or otherwise disseminate through the Service any material or information of any kind that is libelous, defamatory, obscene, pornographic, abusive, or otherwise violates any law or infringes or violates any privacy or other rights of any other person or entity, or contains a solicitation of funds, advertising, or a solicitation for goods or services.

6.2 User data. ILA reserves the right to collect and use data about you and your use of the Service for purposes such as, for example, performing statistical analyses to assist ILA in improving the Service. ILA further reserves the right to distribute such data in forms that do not identify you individually or reveal your identity. ILA may also distribute such data in forms that identify you individually or reveal your identity to affiliates, partners and to third parties with a contractual relationship with ILA. All such use and distribution shall be in accordance with ILA’s privacy policy, which is incorporated herein by reference. Please familiarize yourself with the privacy policy by clicking on “Privacy Policy” (or another similar link) at the bottom of the Services’ home pages.  ILA’s Privacy Policy describes what ILA does with all the data that you provide or that ILA may collect about you through the Site and Services (your “Personal Data”), and you consent to ILA’s use of such data in compliance with our Privacy Policy.

Nothing herein shall prevent ILA and its marketing partners from contacting you by e-mail, phone, or direct mail with offers, information, and other communications and all such contact is expressly approved by you. Nothing herein shall prevent ILA from complying with valid requests by governmental authorities investigating civil or criminal matters.

Additional terms may apply to your use of specific parts of our Site and Services. If so, we will provide these terms to you or post them on the Site and Services to which they apply; they are incorporated by reference into these Terms. If there is any conflict between these Terms and any additional terms that apply to a particular Site or Service, the additional terms will control.

6.3 Communications, Notices & Miscellaneous. When you use the Site or Services or send emails to ILA, you are communicating with us electronically and consent to receive electronic communications related to your use of the Site or Services. ILA will communicate with you by email, via text messaging or other app messaging service, telephone calls, or by posting notices on the Site. You agree that all agreements, notices, disclosures and other communications that are provided to you electronically satisfy any legal requirement that such communications be in writing. 

If you do not provide us with accurate information, we will not be responsible for failure to notify you. Our failure to exercise or enforce any right or provision in these Terms will not constitute a waiver of such right or provision. If any provision of these Terms is found invalid or unenforceable, that provision will be enforced to the maximum extent permissible, and the other provisions of these Terms will remain in force. These Terms, including all additional terms contained in any Contract, , and policies on the Site and Services, constitute the entire agreement between you and us and supersede all prior agreements.

6.4 Copyright, DMCA, takedown claims. If you believe that content posted on or through the website has been used in a manner that constitutes copyright infringement, please provide ILA’s Copyright Agent with a written notice to the email or mailing address indicated below that includes the following information:

  • An electronic or physical signature of a person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed;
  • Identification of the copyrighted work claimed to have been infringed;
  • A description of where the material that you claim is infringing is located on the site;
  • Your address, telephone number, and e-mail address;
  • A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
  • A statement by you, under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

ILA’s Copyright Agent for notice of claims of copyright infringement is: Aric Lavinthal copyright@levinassociates.com by mail to Irving Levin Associates LLC, 12358 Parklawn Drive, Suite 220. North Bethesda, MD 20852.

7. Fees, Payments and Auto-Renewals; Account Management

7.1 Payment terms. If you become a paid User of any of the Services, you will be bound by the payment terms set forth herein. All fees are payable in the manner set forth on the Contract and are non-refundable. If you subscribe, you must provide accurate, complete and updated User information. You shall pay all such fees on or prior to the first day of your subscription to the Services (and with respect to any renewal terms, the first day of such renewal term). For new subscriptions, access shall not be granted until such payment is made or as otherwise provided pursuant to the terms of a signed Subscription Services Agreement. For renewal terms, ILA reserves the right to suspend User’s access for non-payment. You acknowledge that you will pay ILA all such fees, charges, and applicable taxes for the Services where enrollment in the Services has been made using your credit card or other means, whether made by you personally or by someone else in your household or organization on your behalf. If you enroll in the Services using a credit card, you certify to ILA that you are at least 18 years of age and that you are the cardholder of the credit card, or that you are expressly authorized by the cardholder to enroll in the Services. In any event, you expressly certify and represent that you are not under the age of 13. 

7.2 Auto-Renewal.  ILA will automatically renew subscriptions on your behalf before your current subscription term expires. The Fee for the renewal term will increase by the greater of 6% of the previous term’s annualized Fee or ILA’s list price for such subscription unless otherwise stated in a separately signed Contract. You can cancel or manage your subscription settings and choose to turn auto-renewal on or off at any time by contacting customerservice@levinassociates.com. You can confirm your renewal date by contacting customerservice@levinassociates.com. You can always change your payment method, address information, or cancel your subscription before you’re automatically billed for your next term. All adjustments to payment method and address or User information must be made at least 48 hours prior to your renewal date in order to be in effect for your next subscription period. You must notify us at least 30 days before a charge that you want to cancel or do not want to auto renew. If you do not provide adequate notice of cancellation, you understand and agree that your subscription will automatically renew and you authorize ILA (without notice to you, unless required by applicable law) to collect the then-applicable subscription price and any taxes, using any payment method we have on record for you. 

7.3 Use of Service. You further acknowledge that your obligation to pay ILA all such fees, charges, and applicable taxes for the Service does not depend on usage of the Service, and that you remain obligated to pay ILA for the Service regardless of whether the Service is used or not. Your obligation to pay for the Service begins on the date of your enrollment in the Service, not the date of your first use of the Service. 

7.4 Acceptable Use. The Site and Services have been designed to present the Content in a unique way. You agree not to access the Site and Services using any interface other than ours, unless given express permission by ILA. 

7.5 Registration and Access Controls. ILA requires registration information from you prior to allowing you to access the Site and Services. Your registration is for a single user, and you may not obtain more than one registration. You are responsible for maintaining the confidentiality of your login name and passwords and you accept responsibility for all activities, charges, and damages that occur under your account. You may not share your login name and password with any Third Party. If you have reason to believe that someone else is using your account without your permission, you must contact us immediately. The use of your account by any individual under age eighteen (18) is strictly prohibited. We will not be responsible for any loss or damage resulting from your failure to notify us of unauthorized use. If you register with a company email address, you represent that you have the authority to bind your company to these Terms and that your company is responsible for your actions and your account.

If the computer system on which you accessed the Site, content or Service is sold or transferred to a Third Party, you warrant and represent that you will delete all cookies and software files obtained by or through the use of the Site, Content and Service.

If we request registration information from you, you must provide us with accurate, truthful and complete information and must update the information when it changes. You are responsible for updating the registration information to ensure it continues to be current, complete, and accurate.  We may accept or reject registration requests for the Site and Services in our sole discretion and may revoke registration and accounts at any time, without cause or prior notice. We also reserve the right to deny or revoke registration based on our inability to verify the authenticity, truthfulness or accuracy of your registration information.

Unless you are notified otherwise, you may not be required to purchase any Paid Services for certain limited use of the Site or Services. However, if you do not purchase any Paid Services, your access to the Site or Services will be limited.

8. Disclaimer of Warranties & Limitation of Liability

8.1 Reference; Legal Advice. This Site is provided as a research and reference tool. Although we make every reasonable effort to ensure that the content and tools provided at this Site are useful, accurate, and current, ILA cannot guarantee that they will be error-free. This Site and the information available through it are not intended to constitute legal advice. By using this Site, you assume all responsibility for and risk arising from your use of and reliance upon the contents of this Site.

8.2 Your Risk. YOU EXPRESSLY AGREE THAT USE OF THE SERVICE IS AT YOUR SOLE RISK. ILA DOES NOT WARRANT THAT THE SERVICES 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 SERVICES, OR ANY LINKS TO OTHER SITES OR SERVICES MADE AVAILABLE ON THE SERVICES.

8.3 As Is. THE SERVICES, ALL TOOLS, CONTENT, MATERIAL, INFORMATIONFOUND ON THE SERVICE ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

8.4 Consequential Damages and Limitation of Liability. UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL ILA(OR ANY OF ITS PARENTS, SUBSIDIARIES, AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, DISTRIBUTORS, THIRD PARTY PROVIDERS, OR LICENSORS (AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS), BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, ANY CONTENT, INFORMATION OR MATERIAL ON THE SERVICE, OR THE SERVICE ITSELF. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT ILA (AND ANY OF ITS PARENTS, SUBSIDIARIES, AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, DISTRIBUTORS, THIRD PARTY PROVIDERS, OR (AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS), IS NOT LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY USER, INCLUDING YOU. IN NO EVENT SHALL THE TOTAL LIABILITY OF ILA (OR ANY OF ITS PARENTS, SUBSIDIARIES, AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, DISTRIBUTORS, THIRD PARTY PROVIDERS, OR LICENSORS (AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS)) TO YOU EXCEED THE AMOUNT PAID BY YOU TO ILA DURING THE TWELVE (12) MONTHS PRIOR TO ANY CLAIM OF INJURY OR DAMAGE.

9. Indemnification.

To the maximum extent permitted by applicable law, you will defend, indemnify and hold harmless ILA (and any of its parents, subsidiaries, affiliates, directors, officers, employees, agents, distributors, Third Party Providers, and licensors (and their respective directors, officers, employees, and agents)) from and against all claims, liability, and expenses, including attorneys’ fees and legal fees and costs, arising out of your use of the Service or your breach of any provision of this Agreement. ILA 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. You may not settle any claim covered by this Section 9 without ILA’s prior written approval.

10. Third Party Content, Third-Party Providers, Advertising and Links

The Services may include a number of third-party providers of content, technology and other features, including the opportunity for users of the Services to purchase goods or services from third parties (“Third Party Providers”). These are provided for your convenience and are not endorsements by ILA. Neither ILA nor such Third-Party Providers make any warranty concerning content, technology, goods or services provided by such Third-Party Providers. YOU AGREE THAT ANY RECOURSE FOR DISSATISFACTION OR PROBLEMS WITH THOSE GOODS OR SERVICES WILL BE SOUGHT FROM THE THIRD-PARTY PROVIDERS DIRECTLY, NOT FROM ILA.

11. Term & Termination

The initial term of this Agreement shall be twelve (12) months form the Effective Date unless otherwise explicitly set forth on the Contract. ILA may terminate this Agreement and your use of the Services, or change or discontinue the Services, or remove or remove access to any Content, at any time for any reason. ILA shall have the right immediately upon notice to you to terminate your use of the Services in the event of any conduct by you which ILA, 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. We will not be liable to you or any other Third Party for taking any of these actions and we will not be limited to the remedies above if you violate any of these Terms.

12. Governing Law

This Agreement 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 of Maryland in any and all actions, disputes, or controversies relating to this Agreement.

13. General Terms

This Agreement and any policies and rules posted on the Services by ILA constitute the complete and exclusive and final expression of the agreement of the parties with respect to the subject matter hereof. The parts of any and all previous terms and conditions agreements signed as part of a sales order not superseded by this Agreement remain effective. No waiver by either ILA 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. This Agreement shall be binding upon and inure to the benefit of ILA and its successors and assigns. ILA may assign this Agreement, or any of its rights or obligations under this Agreement, with or without notice to you. Any such assignment by ILA does not relieve you of your obligations under this Agreement.