Terms and Conditions
Terms and Conditions
Last Updated: August 9, 2016
Welcome to MediBookr. Medibookr.com (including Koolocal, Inc., “MediBookr,” “we” or “us”) provides MediBookr.com, a subdomain of any such website, any mobile application for such website or any other website operated by MediBookr (collectively, with the services offered by MediBookr, through and the features of, the proceeding, the “Site”) subject to the following conditions.
Section 1.2 MediBookr’s Service. We wish to make it easy for consumers (the “Customers”) to book appointments for procedures, services, products or other offerings (the “Services”) offered to the public for purchase by healthcare providers (the “Providers”) through appearances, listings or promotions (each, a “Listing”) on the Site. Providers and Customers are referred to in these Terms and Conditions as “Users” or “you.” We urge all Users to be responsible about their use of the Site and any transaction entered into as a result of either posting a Listing, booking an appointment or purchasing or selling a Service.
II. TRANSACTIONS AND USE OF THE SITE
Section 2.1 Registration.
(b) Registration and Account Information. The Customer shall be responsible for maintaining the confidentiality of its account information and password and will be solely liable for all actions taken via its account and under its password, whether or not made with its knowledge or authority. The Customer further agrees that any credit card or other bank or payment information it provides during registration or at any time thereafter is valid and that it has authority to make and receive payments therefrom.
Section 2.2 Relationship between MediBookr, Customers and Providers.
(a) Provider Responsibility. The Provider is solely responsible for performing or providing the purchased Service. The Provider is fully responsible for all Services it performs for or provides to you and for any and all injuries, illnesses, damages, claims, liabilities and costs (“Liabilities”) it may cause you to suffer, directly or indirectly, in full or in part, whether related to the purchase, sale, performance or provision of a Service or not. You waive and release MediBookr and its subsidiaries, affiliates, partners, officers, directors, employees, representatives and agents (the “Released Parties”) from any Liabilities arising from or related to any act or omission of a Provider in connection with your use of the Site or your purchase, sale, performance, provision or acceptance of a Service.
(b) Provider Regulatory Issues. Providers may advertise Services on the Site that may require an up-to-date regulatory authorization, license, or certification. We do not verify, validate, or collect evidence of any regulatory authorization, license or certification from any Provider. The Customer should make whatever investigation or other resources that it deems necessary or appropriate before purchasing any Service or other promotional offers to determine if a Provider is qualified to perform the advertised or Listed Service. The Provider is solely responsible for the care and quality of goods and services being provided. We do not, will not and cannot refer, recommend or endorse any specific professional, services, products, or procedures that are advertised on the Site. The Site is not intended to be a substitute for professional advice, including medical and health advice, diagnosis, or treatment. Always seek the advice of your physician or other qualified health provider with any questions you may have regarding a health condition. Never neglect to seek out, delay or disregard professional advice relating to your health because of something you have read on the Site.
(c) MediBookr’s Role. Each User hereby acknowledges and agrees that (i) we do not sell, exchange, buy, or offer for sale, negotiate or attempt to negotiate, a sale or exchange of any interest in any Service; (ii) information about a particular Listing is provided directly by the Provider and not by us, and we do not engage in or have any responsibility for reviewing information contained within a Listing in any manner; (iii) the decision to purchase a Service is entirely in the Customer’s discretion, and we do not induce or attempt to induce any User to purchase any Service; (iv) the prices listed by a Provider on the Site for a Listing or Service may often exclude sales tax or gratuity which may be added to the final sale price at the time of payment (and which may be subject to our commissions or fees in certain circumstances); and (v) we do not guarantee any quality, price, service, or product offered by a Provider.
(d) We Do Not Provide Medical Advice. The information that you obtain or receive from us, the Released Parties and our contractors, partners, sponsors, advertisers, licensors or otherwise through the Site and/or the Services is for informational, scheduling and payment purposes only. All medically related information, including but not limited to information shared via the Site and/or the Services, comes from independent healthcare professionals and organizations and is for information purposes only.
THE INFORMATION, WHETHER SUCH INFORMATION IS PROVIDED BY OR THROUGH THE USE OF THE SERVICES OR THROUGH ANY OTHER COMMUNICATIONS FROM MEDIBOOKR, IS NOT INTENDED AS A SUBSTITUTE FOR, NOR DOES IT REPLACE, PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. DO NOT DISREGARD, AVOID OR DELAY OBTAINING MEDICAL ADVICE FROM A QUALIFIED PROVIDER BECAUSE OF SOMETHING YOU MAY HAVE READ ON THE SITE. DO NOT USE THE SERVICES FOR EMERGENCY MEDICAL NEEDS. IF YOU EXPERIENCE A MEDICAL EMERGENCY, IMMEDIATELY CALL A HEALTH CARE PROFESSIONAL AND 9-1-1. YOUR USE OF THE CONTENT IS SOLELY AT YOUR OWN RISK. NOTHING STATED OR POSTED ON THE SITE OR AVAILABLE THROUGH ANY SERVICES IS INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF MEDICINE, DENTISTRY, NURSING, OR OTHER PROFESSIONAL HEALTH CARE ADVICE, OR THE PROVISION OF MEDICAL CARE.
(e) No Doctor-Patient Relationship.
(i) NO LICENSED MEDICAL PROFESSIONAL/PATIENT RELATIONSHIP IS CREATED BY USING THE SITE AND/OR THE SERVICES OR ANY OTHER ASSISTANCE WE MAY PROVIDE TO HELP YOU FIND AN APPROPRIATE PROVIDER IN ANY FIELD.
(ii) We have no control over, and cannot guarantee the availability of any Provider at any particular time. We will not be liable for cancelled or otherwise unfulfilled appointments, or any injury resulting therefrom, or for any other injury resulting or arising from or related to the use of the Site or Services whatsoever.
(iii) You are strongly advised to perform your own investigation prior to selecting a Provider by making confirming telephone calls to the appropriate licensing or certification authorities to verify listed credentials and education, and to further verify information about a particular Provider by confirming with the Provider’s office, your current Providers, the medical association(s) relevant to the Provider’s specialty and your state medical board(s).
(f) Protected Health Information. Under a federal law called the Health Insurance Portability and Accountability Act (“HIPAA”), some of the demographic, health and/or health-related information that we collect as part of providing the Services may be considered “protected health information” or “PHI”. We may only use and disclose your PHI in the ways permitted by HIPPA. In addition, you may be asked to sign or e-sign a user authorization, which is entirely voluntary and which would permit us additional discretion in the how we may use and disclose your PHI.
(g) Sponsored Results. We may show you sponsored results on the Site, including at the top of search results (“Sponsored Results”). We may receive additional fees from Providers or healthcare organizations for providing Sponsored Results. Sponsored Results shown through the Services are not, and should not be considered, an endorsement or recommendation of the Provider or healthcare organizations.
III. MATTERS RELATING TO THE SITE AND OUR SERVICES
Section 3.1 Ownership of the Site.
(a) Intellectual Property Available on the Site. We own all rights, titles, and interests in the Site, all content, material, and trademarks presented on the Site or transferred thereby (excluding any licensed Provider Marks), and any software (the “Software”), technology or tools used by MediBookr to promote, market, sell, generate or distribute the Listings or Services, as applicable, and all intellectual property rights related thereto (collectively the “IP”). Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under any such intellectual property rights and the Users may not rent, lease, sublicense, distribute, transfer, copy, reproduce, download, display, adapt, edit, modify or timeshare the IP or any portion thereof, or use such IP as a component of or a base for products or services prepared for commercial sale, sublicense, lease, access or distribution. The Users may not prepare any derivative work based on the IP. The Users may not translate, reverse engineer, decompile or disassemble the IP. The Site is controlled and operated by MediBookr or an affiliate of MediBookr. Your use of the IP is governed by these Terms and Conditions and the terms of any additional license agreement that accompanies or is included with such IP. If the IP is not accompanied by an additional license agreement, we hereby grant you a limited, personal, nontransferable license to use the IP for viewing and using the Site in accordance with these Terms and Conditions and for no other purpose. THE IP IS WARRANTED, IF AT ALL, ONLY ACCORDING TO THE TERMS OF THE LICENSE AGREEMENT ACCOMPANYING SUCH IP. COPYING OR REPRODUCING ANY IP AVAILABLE ON THIS SITE IS EXPRESSLY PROHIBITED, EXCEPT AS SPECIFICALLY PROVIDED FOR IN A LICENSE AGREEMENT ACCOMPANYING SUCH IP.
(b) Permitted Use.
(i) The content and information on the Site as well as the infrastructure used to provide both, is the exclusive property of and proprietary to MediBookr. We grant you a limited, personal, nontransferable, nonexclusive, revocable license to access and use the Site pursuant to these Terms and Conditions and to any additional terms and policies set forth by us. You agree not to reproduce, distribute, create derivative works from, publicly display, publicly perform, license, sell or re-sell any data, content, information, software, products or services obtained from or through the Site without our express permission. In addition, you may not make any use that exceeds or violates these Terms and Conditions.
(ii) You agree not to do any of the following, unless otherwise previously authorized by us in writing: any commercial use (other than by Providers who have duly and correctly registered with the Site and have agreed to the terms and provisions of these Terms and Conditions); copy, reproduce, upload, post, display, republish, distribute, or transmit any part of the content in any form whatsoever; except as specifically provided by these Terms and Conditions, reproduce any portion of the Site on your website or otherwise, using any device including, but not limited to, use of a frame or border environment around the Site, or other framing technique to enclose any portion or aspect of the Site, or mirror or replicate any portion of the Site; deep-link to any portion of the Site without our express written permission; modify, translate into any language or computer language, or create derivative works from, any content or any part of the Site; reverse engineer any part of the Site; sell, offer for sale, transfer, or license any portion of the Site in any form to any third parties; use any robot, spider, scraper, other automatic device, or manual process to monitor, copy, or keep a database copy of the content or any portion of the Site; use the Site or post or transmit information that is in any way false, fraudulent, or misleading, including making any reservation or inquiry under false pretenses, or taking any action that may be considered phishing or that would give rise to criminal or civil liability; post or transmit any unlawful, threatening, abusive, libelous, defamatory, obscene, vulgar, indecent, inflammatory, sexually explicit, pornographic or profane material; violate, plagiarize or infringe the rights of us or third parties including, without limitation, copyright, trademark, patent, trade secrets, rights of publicity or privacy or any other intellectual or proprietary rights; or use or access the Site in any way that, in our sole discretion, adversely affects or could adversely affect the performance or function of the Site or any other system used by us or the Site.
(c) Access to the Site. We retain the right at our sole discretion to deny service, or access to the Site or an account to anyone, at any time and for any reason. You acknowledge that there may be interruptions in service or events that are beyond our control. While we use reasonable efforts to keep the Site accessible, the Site may be unavailable from time to time for any reason including, without limitation, routine maintenance. You understand and acknowledge that due to circumstances both within and outside of our control Site access may be interrupted, suspended or terminated.
(d) Changes to the Site. We have the right to change or modify, upgrade, add to, or discontinue the Site or any portion or feature thereof at any time without notice. We also reserve the right to assign any rights, licenses, or obligations arising out of or relating to these Terms and Conditions or to the Sites without restriction.
Section 3.2 Links to Third Party Sites. The Site may contain links and pointers to other Internet sites, resources and sponsors of the Site. Links to and from the Site to other third-party sites, maintained by third parties, do not constitute an endorsement by us of any third parties, the third-party sites or the contents thereof. We may also provide tools or services to allow interaction between the Site and a third party site. We are not responsible in any way for such third-party sites or resources and your use of such sites and resources will not be governed by these Terms and Conditions.
We have no special relationship with or fiduciary duty to you. You acknowledge that we have no control over, and no duty to take any action regarding:
- which users gain access to the Site and/or the Services;
- what content you access via the Site and/or the Services;
- what effects the content on the Site and/or the Services may have on you;
- how you may interpret or use the content on the Site and/or the Services; or
- what actions you may take as a result of having been exposed to the content on the Site and/or the Services.
You release us from all liability for you having acquired or not acquired content through the Site and/or the Services. The Site and/or the Services may contain, or direct you to websites containing, information that some people may find offensive or inappropriate. We make no representations concerning any content contained in or accessed through the Site and/or the Services, and we will not be responsible or liable for the accuracy, copyright compliance, legality or decency of material contained in or accessed through the Site and/or the Services. We make no representations or warranties regarding suggestions or recommendations of services or products offered or purchased through the Site and/or the Services. WE PROVIDE THE SITE AND THE SERVICES “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE.” WE MAKE NO EXPRESS OR IMPLIED WARRANTIES OR GUARANTEES ABOUT THE SERVICES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE HEREBY DISCLAIM ALL SUCH WARRANTIES, INCLUDING ALL STATUTORY WARRANTIES, WITH RESPECT TO THE SERVICES AND THE SITE, INCLUDING WITHOUT LIMITATION ANY WARRANTIES THAT THE SERVICES ARE MERCHANTABLE, OF SATISFACTORY QUALITY, ACCURATE, FIT FOR A PARTICULAR PURPOSE OR NEED, OR NON-INFRINGING. WE DO NOT GUARANTEE THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE EFFECTIVE, RELIABLE OR ACCURATE OR WILL MEET YOUR REQUIREMENTS. WE DO NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE THE SERVICES (EITHER DIRECTLY OR THROUGH THIRD-PARTY NETWORKS) AT TIMES OR LOCATIONS OF YOUR CHOOSING. WE ARE NOT RESPONSIBLE FOR THE ACCURACY, RELIABILITY, TIMELINESS OR COMPLETENESS OF INFORMATION PROVIDED BY USERS OF THE SERVICES OR ANY OTHER DATA OR INFORMATION PROVIDED OR RECEIVED THROUGH THE SERVICES. EXCEPT AS EXPRESSLY SET FORTH HEREIN, WE MAKE NO WARRANTIES ABOUT THE INFORMATION SYSTEMS, SOFTWARE AND FUNCTIONS MADE ACCESSIBLE THROUGH THE SERVICES OR ANY OTHER SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION. WE DO NOT WARRANT THAT THE SITE OR THE SERVICES WILL OPERATE ERROR-FREE, BUG-FREE OR FREE FROM DEFECTS, THAT LOSS OF DATA WILL NOT OCCUR, OR THAT THE SERVICES, SOFTWARE OR SITE ARE FREE OF COMPUTER VIRUSES, CONTAMINANTS OR OTHER HARMFUL ITEMS.
MediBookr disclaims any and all responsibility or liability for the accuracy, content, completeness, legality, reliability, or operability or availability of information or material displayed in the MediBookr results or posted on the Site by MediBookr or third parties. MediBookr disclaims any responsibility for the deletion, failure to store, misdelivery, or untimely delivery of any information or material. MediBookr disclaims any responsibility for any harm resulting from downloading or accessing any information or material on the MediBookr site or on other sites on the Internet accessed through MediBookr.
YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE OBTAIN MATERIAL OR DATA THROUGH THE USE OF THE MEDIBOOKR SERVICES OR SITE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL OR DATA.
SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE AND JURISDICTION TO JURISDICTION.
V. INDEMNIFICATION AND LIMITS OF LIABILITY
Section 5.1 Indemnification. You agree to defend, indemnify and hold the Released Parties harmless from and against any claims, actions, lawsuits, investigations, penalties, damages, losses or expenses (including but not limited to attorney’s fees and costs) arising out of or relating to (a) your use of and access to the Site, including any data or content transmitted or received by you; (b) your violation of any term of these Terms and Conditions, including without limitation your breach of any of the representations and warranties above; (c) your violation of any third-party right, including without limitation any right of privacy or intellectual property rights; (d) your violation of any applicable law, rule or regulation; (e) any information or content that is submitted to or through the Site via your account, including without limitation misleading, false or inaccurate information; (f) your negligent or willful misconduct; and (g) any other party’s access and use of the Site with your unique account information, password or other appropriate security code.
You are solely responsible for your interactions with other users of the Site. To the extent permitted under applicable laws, you hereby release MediBookr from any and all claims or liability related to any Service of a Provider, any action or inaction by Provider, including Provider’s failure to comply with applicable law or any user’s failure to abide by the terms of MediBookr and any conduct, speech, or Statements, whether online or offline, of any other user.
Section 5.2 Limitations on Liability.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MEDIBOOKR ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR WEBSITE; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE WEBSITE; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR WEBSITE BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE WEBSITE; OR (VII) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH US IS THE CANCELLATION OF YOUR REGISTRATION. IN NO EVENT SHALL OUR TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS RELATING TO OR ARISING OUT OF YOUR USE OF THE SERVICES OR THE SITE, REGARDLESS OF THE FORM OF ACTION, EXCEED THE GREATER OF: (a) THE TOTAL AMOUNT OF FEES, IF ANY, THAT YOU PAID TO REGISTER FOR THE SITE OR THE SERVICES, OR (b) $100.
THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF MEDIBOOKR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
IN NO EVENT SHALL WE BE LIABLE TO YOU (OR TO ANY THIRD PARTY CLAIMING UNDER OR THROUGH YOU) FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING FROM YOUR USE OF, OR INABILITY TO USE, THE SITE AND/OR THE SERVICES. THESE EXCLUSIONS APPLY TO ANY CLAIMS FOR LOST PROFITS, LOST DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, ANY OTHER COMMERCIAL DAMAGES OR LOSSES, OR MEDICAL MALPRACTICE OR NEGLIGENCE OF HEALTHCARE PROVIDERS UTILIZED THROUGH USE OF THE SERVICE, EVEN IF WE KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCES WILL MEDIBOOKR BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE WEBSITE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED IN ACCORDANCE HEREIN TO THE MAXIMUM EXTENT PERMITTED BY LAW.
SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE EXCLUSIONS AND LIMITATIONS OF LIABILITY UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
VI. PROVIDER AGREEMENT
Section 6.1 Services.
(a) License. The Company hereby grants to the Provider a nonexclusive, nontransferable license (the “License”) to access and use the Site as “Provider” in accordance with this Article VII (this “Agreement”) of these Terms and Conditions. All rights not expressly granted under the License are reserved by the Company. The License granted to the Provider pursuant to this Agreement will permit use of the Site by and for the Provider location(s) agreed by the Provider and the Company (the “End-users”).
(b) Limitation. The Site is for use only by the Provider for its specified End-user(s). Except as permitted by this Agreement, the Site may not be decompiled, disassembled, distributed, resold, reverse engineered, sublicensed, transferred or used to create any derivative works. The Provider may not use any network monitoring or discovery software to determine the Site’s architecture, or extract information about usage or individual identities of users. The Provider may not use any robot, spider, other automatic software or device, or manual process to monitor or copy the Site. The Provider may not (i) assign, distribute, license, resell, sell, sublicense, transfer or otherwise commercially exploit or make available to any non-End-user third party the Site in any way; (ii) modify or make derivative works based upon the Site; (iii) create Internet “links” to the Site or “frame” or “mirror” any content on any other server or wireless or Internet-based device. The Provider may use the Site only for its internal business purposes.
(c) Relationship of the Parties. The parties acknowledge and agree that the Company is not a party to any agreement between the Provider and any Customer or responsible for the Services provided by the Provider to any Customer or any payment due from a Customer to the Provider.
Section 6.2 Fees and Payment. The fees for use of the Site are described on the Site or as set forth in a separate agreement between the Company and the Provider.
Section 6.3 Term and Termination. This Agreement will remain in full force and effect while the Provider uses the Site. Either party may terminate this Agreement with written notice ten (10) days prior to the end of the then-current monthly period. If the Provider terminates this Agreement, this Agreement will remain active until the end of the then-current monthly period; provided, however, that if such notice of termination was provided with less than ten (10) days written notice of the then-current monthly period, this Agreement will terminate at the end of the next succeeding monthly period. If the Company terminates this Agreement due to a breach of this Agreement by the Provider, the Provider will not be entitled to any refund of unused fees. All decisions regarding the termination of accounts shall be made in the sole discretion of the Company. In the event of a termination of this Agreement as a result of a breach of this Agreement by the Provider, the Company shall not be required to provide notice to the Provider prior to terminating this Agreement. The Company is not required, and may be prohibited, from disclosing a reason for the termination of this Agreement. Even after this Agreement is terminated, this Agreement will remain in effect. All terms that by their nature may survive termination of this Agreement shall be deemed to survive such termination. Upon termination for any reason, all of the rights of the Provider to access and use any and all parts of the Site shall immediately terminate.
Section 6.4 Use of the Site.
(a) Registration Process. The Provider must register to access and use the Site, which shall include providing any and all information required by the Company during the registration process on the Site. The Company will assist the Provider in the registration process. If a person is registering on behalf of an entity, by registering such person and such entity each agrees that the person has the requisite authority to register on behalf of such entity.
(b) Registration and Account Information.
(i) The Provider represents that any information it provides during registration or at any time thereafter is true, correct and complete and that it will update all such information as necessary to maintain the accuracy, completeness and truth of such information. Failure to do so shall constitute a breach of this Agreement. The Provider agrees to promptly provide to the Company such additional information relating to the Provider, its business and its ability to provide the Services described in a Listing and to comply with the terms of this Agreement as the Company may request.
(ii) The Provider shall be responsible for maintaining the confidentiality of its account information and password and will be solely liable for all actions taken via its account and under its password, whether or not made with its knowledge or authority. The Provider further agrees that any credit card or other bank or payment information it provides during registration or at any time thereafter is valid and that it has authority to make and receive payments therefrom.
(c) Use of the Site. By registering, the Provider agrees that (i) it will use the Site only for the purposes described on the Site or in other marketing material published by the Company, and (ii) it is a valid business desiring to use the Site to advertise its business and generate online appointments and sales from Customers.
(d) Employee Accounts. Employees of the Provider may create individual accounts that are affiliated with the Provider’s business. These individual employee accounts are subject to all of the terms of this Agreement. Additionally, an agency relationship will exist between the employee and the Provider and any actions taken using either account or by either employee or the Provider will bind the Provider.
(e) Responsibility for Listings and Provider Information.
(i) All Listings on the Site are the sole responsibility of the Provider, and the Company specifically disclaims any and all liability arising from the alleged accuracy of the availability, copy, content, guest book entries, pricing, ratings, reviews or suitability information published on the Site or any alleged breaches of contract on the Provider’s part. The Provider is solely responsible for keeping its business, identification and Listing information up-to-date on the Site, including, but not limited to any and all representations about any Service, its business name, business description, location, price and its availability for a specific date or range of dates, as applicable. The Company does not represent or warrant that any of the availability, copy, content, guest book entries, pricing, ratings, reviews or suitability information published on the Site is accurate or up-to-date even in the case where prospective Customers have searched for specific special offers, dates or types of Services.
(ii) All content and copy edits submitted by the Provider are subject to review and approval by the Company in its sole discretion. The Company reserves the right to refuse to publish any content that it determines, in its sole discretion, does not meet the terms of this Agreement or is otherwise unacceptable to it. However, the Company assumes no duty to review content, and the Company shall not have any liability for any loss or damage resulting from the content, design or positioning of a Listing or other information about the Provider or its business. All content must meet the terms and conditions of these Terms and Conditions, including but not limited to this Agreement. The Company reserves the right to edit content submitted to the Site to cause such content to comply with its content requirements or formatting requirements. The Provider is responsible for reviewing and ensuring that any content displayed on the Site appears as the Provider intended. The Company reserves the right to refuse hypertext links to, or addresses of, other websites from the Providers’ pages or description on the Site, and to remove links or web addresses without notice at its sole discretion. Further, the Company reserves the right to charge for hypertext links at any time.
(f) Modification of Listings. The Company may reject or discontinue publishing any Listing and require the Provider to edit or modify the same for any reason, including, without limitation, to conform the Listing to the Company’s specifications or applicable laws.
(g) Responsibility for Service Fulfillment. The Provider is responsible for ensuring that it can fulfill all appointments made through the Site, providing or performing the Services and for communicating changes directly to the Customers.
(h) License. The Provider hereby grants the Company a non-exclusive, worldwide license to use, copy, distribute, transmit, and display any information the Company collects from the Provider’s publicly available website and to the Provider’s name, logo and any trademarks (“Provider Marks”) and any photographs, graphics, artwork, text and other content provided or specified by the Provider (“Content”) in connection with the marketing, promotion, sale or distribution of Listings and Services, in any and all media or formats in which such Listings and Services are marketed, promoted, transmitted, sold, or distributed, including on the Site. The Provider may request the Company to remove or stop using any information obtained from the Provider’s website by providing notice thereof as provided under Section 5(d) of this Agreement. The Company may collect data from the Provider’s account and may use, sell or report such data for any purpose or use including for promotional purposes, revenue generation and product development, so long as all identifiable information has been removed.
(i) Changes to the Site. The Company has the right to change or modify, upgrade, add to, or discontinue the Site or any portion or feature thereof at any time without notice.
(j) Third Party and Affiliate Websites and Apps. The Company may publish or promote any information acquired under this Agreement, including calendar availability, business information, Service descriptions and prices, on any third-party websites or mobile apps. The Company may, but is in no way obligated to, make it possible to distribute Listings and to purchase Services through an embedded widget or Application Program Interface (API) on third-party websites or mobile apps.
(k) Listing Results. Unless otherwise agreed between the parties and except as otherwise determined through the settings on the Site chosen by the Provider with respect to a Listing, the Company cannot guarantee that a Listing will appear in any specific order in search results on the Site, and the order will fluctuate based on a variety of factors such as search parameters or other factors as the Company may define from time to time, such as the price, location, rating of a Listing or other criteria selected by a Customer. If the Provider chooses a positioning option through the Site in connection with its Listing settings or purchases the right to advertise its Listing, the Provider will have their Listing appear in accordance with the Listing settings or the terms of the advertising agreement, as applicable, provided, however, that in any case the specific spot on the Site may also vary depending on a variety of factors.
(l) Listing Termination. The Company may terminate the publication or promotion of a Listing at any time.
(m) Compliance with Laws. The Provider agrees that it is responsible for and agrees to abide by all laws, rules and regulations applicable to the Listing and the Services and the conduct of its business, including but not limited to credit card, data and privacy laws, rules and regulations, taxes, permit or license requirements and safety compliance, as applicable. The Company assumes no liability for legal or regulatory compliance pertaining to Listings or Services. There may be circumstances where the Company is nevertheless legally obligated (as it may determine in its sole discretion) to provide information relating to a Listing in order to comply with governmental bodies in relation to investigations, litigation or administrative proceedings, and the Company may choose to comply with or cause the Provider to comply with such obligation, determined in the Company’s sole discretion.
Section 7.1 Assignment. We may assign these Terms and Conditions in our sole discretion, including without limitation to any parent, subsidiary, or any affiliated company, or as part of the sale to, merger with, or other transfer of our company to another entity. You must obtain our prior written consent to assign these Terms and Conditions, which may be granted or withheld by us in our sole discretion.
Section 7.2 Amendments. We reserve the right at all times to discontinue or modify any part of these Terms and Conditions as we deem necessary or desirable. If we make changes that materially affect your use of the Site or our services we will notify you by sending you an email to the email address that is registered with your account or by posting notice of the change on the Site. Your continued use of the Site and/or the Services following such posting shall constitute your affirmative acknowledgement of these Terms and Conditions or other applicable agreement and agreement to abide and be bound by these Terms and Conditions or other applicable agreement, as amended. We suggest that you revisit these Terms and Conditions from time to time to ensure that you stay informed of any such notifications of changes to the Site. Your use of the Site after we update these Terms and Conditions will constitute acceptance of the modified Terms and Conditions.
Section 7.3 Notices. Except as explicitly stated otherwise, any notices to us shall be given by email to email@example.com or by postal mail to:
Attn: Customer Service
c/o Law Office of Douglas M. Berman, PLLC
4925 Greenville Ave., Suite 200
Dallas, Texas 75206
Notice to the User will be sent to the email address provided to the Site by the Provider during the registration process or as later updated in its account.
Notice shall be deemed given upon receipt or 24 hours after an email is sent, unless the sending party is notified that the email address is invalid. Alternatively, we may give notice to you by postal mail, certified mail or courier service, to any physical or electronic address provided by the User during the registration process or as later updated in its account. In such case, notice shall be deemed given three days after the date of mailing to a physical address and one day after mailing to an electronic address.
Section 7.4 Governing Law. These Terms and Conditions shall be construed and enforced in accordance with, and all questions concerning the construction, validity, interpretation and performance of these Terms and Conditions shall be governed by, the laws of the State of Texas, without giving effect to provisions thereof regarding conflict of laws. Any action or proceeding seeking to enforce any provision of, or based on any right arising out of, these Terms and Conditions shall be brought against any of the parties in the courts of the State of Texas, County of Dallas, or, if it has or can acquire jurisdiction, in the United States District Court for the District which includes the County of Dallas, and each of the parties hereby irrevocably and unconditionally consents to the jurisdiction of such courts (and of the appropriate appellate courts) in any such action or proceeding, waives any objection to venue laid therein and agrees not to commence any action, suit or proceeding relating thereto except in such courts. Process in any action or proceeding referred to in the preceding sentence may be served on any party anywhere in the world.
Section 7.5 Enforcement of These Terms and Conditions. We may immediately terminate the User’s access to or use of the Site due to such User’s breach of these Terms and Conditions or any other unauthorized use of the Site. However, we do not guarantee that we will take action against all breaches of these Terms and Conditions. Any failure to take immediate action with respect to a breach by the User or others does not waive our right to act with respect to such breach or any other breach. Any action or inaction by us in response to any breach of these Terms and Conditions does not limit our rights with respect to actions it may take in response to any other similar or different type of breach.
Section 7.6 Severability. If any portion of these Terms and Conditions is found to be invalid or unenforceable by any court of competent jurisdiction, the other provisions of these Terms and Conditions shall remain in full force and effect. Further, any provision of these Terms and Conditions held invalid or unenforceable only in part or degree will remain in full force and effect to the extent not held invalid or unenforceable.
Section 7.8 Headings. Headings in these Terms and Conditions are for reference only and do not limit the scope or extent of such section.
Section 7.9 Termination. We may terminate and/or suspend your registration immediately, without notice, if there has been a violation of these Terms and Conditions or other policies and terms posted on the Site or through the Services by you or by someone using your user name and password. We may also cancel or suspend your registration for any other reason, including inactivity for an extended period. We shall not be liable to you or any third party for any termination of your access to the Site and/or the Services. Further, you agree not to attempt to use the Site and/or the Services after any such deletion, deactivation or termination (provided, in the case of deactivation due exclusively to your inactivity, you may be permitted to re-register). Articles I, IV, V, VI and VII shall survive any termination or expiration of these Terms and Conditions.
BY ACCESSING THE SITE, YOU UNDERSTAND, ACKNOWLEDGE AND AGREE THAT YOU WILL ABIDE BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, IMMEDIATELY STOP ACCESSING THE SITE AND DO NOT USE ANY MEDIBOOKR SERVICE OFFERED THROUGH THE SITE.