IMPORTANT READ CAREFULLY: IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, THEN DO NOT ACCESS OR USE THE SERVICE. BY VIEWING OR USING ALL OR ANY PART OF THE SERVICE, DOWNLOADING ANY MATERIALS OR BY COMPLETING THE REGISTRATION PROCESS, YOU AND THE ENTITY YOU WORK FOR (COLLECTIVELY "YOU" OR "YOUR") AGREE TO BE BOUND BY ALL OF THE TERMS OF THIS AGREEMENT.
WHEN YOU CLICK ON THE "I AGREE TO THE TERMS OF SERVICE" BUTTON OR WHEN YOU OTHERWISE USE OR ACCESS OR TRANSMIT OR DOWNLOAD ANY PART OF THE SERVICES (DEFINED BELOW) YOU ARE CONSENTING TO BE BOUND BY AND ARE BECOMING A PARTY TO THIS AGREEMENT. IF YOU DO NOT AGREE TO (OR CANNOT COMPLY WITH) ALL OF THE TERMS OF THIS AGREEMENT, THEN, YOU WILL NOT BE AUTHORIZED TO USE OR ACCESS THE SERVICES. WRITTEN APPROVAL IS NOT A PREREQUISITE TO THE VALIDITY OR ENFORCEABILITY OF THIS AGREEMENT AND NO SOLICITATION OF ANY SUCH WRITTEN APPROVAL BY OR ON BEHALF OF COMPANY SHALL BE CONSTRUED AS AN INFERENCE TO THE CONTRARY. IF THIS AGREEMENT IS CONSIDERED AN OFFER BY COMPANY, YOUR ACCEPTANCE IS EXPRESSLY LIMITED TO THESE TERMS.
1. ACCEPTANCE OF TERMS; MODIFICATIONS TO TERMS Company provides the Service(s) (defined below) to you, subject to your acceptance without modification of all of the terms and conditions contained herein (including all policies referenced herein), as those terms are modified from time to time (collectively the "Agreement"). Company reserves the right to modify this Agreement at any time by providing you notice (in writing or electronically). You shall be responsible for reviewing and becoming familiar with any such modifications. If you do not agree to the modified Agreement, you can terminate this Agreement within thirty (30) days of the notice, provided Company receives your notice of termination within such thirty (30) day period. If you terminate this Agreement, your access rights to all components of the Services shall terminate immediately upon Company's receipt of your notice of termination. If you do not terminate this Agreement within thirty (30) days, then you are agreeing that the revised Agreement and such newly revised Agreement will apply prospectively from the date of our initial notice.
2. THE SERVICE(S); RIGHT OF ACCESS OR USE; MODIFICATIONS/TERMINATION OF SERVICE(S)
Company (and its contractors and licensors and partners) have developed and provide a rich collection of on-line and wireless resources/services/technology, including but not limited to informational, publishing, calendaring, messaging, notification, directory, advertising, appointment, scheduling and payment services for individuals (including sole proprietors) and businesses, (including the associated technology, software, hardware, firmware, platform, communications and web pages provided in connection with the forgoing) ( collectively "Overall Services"). Certain of these Overall Services (modified or unmodified) will be made available to you, depending on the fees you pay and the means by which you gain access to the services (i.e. directly via the Company owned websites or indirectly via partnerships Company may have with its business partners and your business relationship with such Company partner). The services which Company actually provides to you (including any modified and updated services provided by Company from time to time during the term (including the associated technology, software, hardware, firmware, platform, communications and web pages) shall collectively be deemed "Service(s)" herein. Unless explicitly stated otherwise, you agree and understand that any new or different features that enhance or change the then-current Service(s) which are made available to you shall also be deemed ("Service(s)") and shall be subject to the terms of this Agreement. Company reserves the right, at any time and from time to time, to modify or discontinue, temporarily or permanently, the Service(s) (or any portion thereof) with or without notice to you. In order to use the Service(s), you understand and agree that you must obtain access to the World Wide Web (at your own cost), either directly or through devices that access web-based content, and pay any service fees associated with such access. In addition, you must provide all equipment necessary to make such connection to the World Wide Web, including a computer and modem or other access device/s. Subject to your compliance with all the terms of this Agreement, you are granted a limited right and license to access and use the Service(s) for the purposes authorized by Company in writing from time to time during the course of this Agreement. Except as expressly provided herein, Company and its licensors shall retain all right, title and interest in and to the Service(s).
3. REGISTRATION OBLIGATIONS
The Service is available to individuals who are at least 18 years old. If you do not so qualify, do not attempt to register for or use the Service. Company may refuse to offer the Service to any person or entity and may change its eligibility criteria, at any time, in its sole discretion. Accounts registered by .bots. or other automated methods are not permitted. If you are agreeing on behalf of an entity, you certify that you have the proper legal authority to do so.
4. ACCOUNT, PASSWORD AND REGISTRATION OBLIGATIONS
In order to take advantage or use some of the features offer with the Service(s), you will be required to register and/or create an account with Company. By creating an account, you agree to take full responsibility for maintaining the account user name, password, and all related activity that occurs under your account username. Company reserves the right to refuse services to any person or entity at any time and close your account at any time for any reason or no reason, in its sole discretion. In consideration of your use and/or access to Service(s), you agree to (a) provide accurate, current and complete information as may be prompted by any registration forms associated with the Services; (b) maintain the security of your user identification and password; (c) maintain and promptly update your registration data, and any other information you provide to Company, to keep it accurate, current and complete; and (d) be fully responsible for the confidentiality, security and use of your user identification, password, and your account for any actions that take place using your user identification, password, and/or account. Your failure to comply with any of the forgoing shall constitute a material breach of this Agreement, which may result in immediate termination of your account and access to the Service(s). You agree to notify Company immediately if there is unauthorized access or use of your account and/or your password. By obtaining a password, you authorize Company to honor instructions from any person using that password as if you had given the instructions. All actions taken by use of your password will be your responsibility. You may change your password at any time.
5. PAYMENT, REFUNDS, UPGRADING AND DOWNGRADING.
A valid credit card is required for paying accounts; You are responsible to update your credit card information if your credit card expires or is over the limit or no longer valid; Company reserves the right to discontinue, temporarily or permanently your account if a valid credit card is not supplied at all times during the term of this Agreement. Notwithstanding the forgoing, if you are registering for our free Services, you are not required to provide a credit card number. Company bills for its Service(s) in advance (either on a monthly basis or otherwise in longer increments of time); all fees are non-refundable and no credits shall apply if the parties termite this Agreement for any reason. You agree and understand that if you terminate this Agreement for any reason, you will not be entitled to any refunds or credit for any reason (for partial months/periods of Service(s) or otherwise). All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties, excluding only Company's Canadian (federal or provincial) income taxes. For any upgrade from a free account to a paying account, your credit card that you provide will be charged immediately. For any upgrade or downgrade in paying plan level, your credit card that you provided will automatically be charged the new rate. Downgrading your Service may cause the loss of Content, features, functionality or capacity associated with the Services you no longer receive. You agree and understand that Company shall not be liable to you for any loss of data, features, functionality or capacity associated with any downgrade or upgrade in Services. Company reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. Fees for all Service(s), including but not limited to monthly subscription plan fees to the Service, are subject to change upon 30 days notice from the Company. Such notice may be provided in the manner specified in the notice section below. You agree that Company shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service.
You understand and agree that in connection with the provision of Service(s) or enhance or new services, Company may communicate with you electronically and/or by telephone; Examples of such communications include, but are not limited to, service announcements, status reports, administrative messages and newsletters. These communications are considered part of Company Service(s) and (except as prohibited by applicable law) you may not be able to opt out of receiving such communications.
8. CONTENT, RESPONSIBILITY, MONITORING, USER CONTENT
You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages, lists or other materials accessed through the Service(s) ("Content"), whether publicly posted or privately transmitted, are the sole responsibility of the person from which such Content originated. This means that you, and not Company, are entirely responsible for all Content that you upload, post, transmit or otherwise provide via the Service(s). Company does not control the Content uploaded, posted, transmitted or provided by any third parties and, as such, does not guarantee the accuracy, integrity or quality of such Content, including but not limited to business endorsements and commentary. You understand that by using the Service, you may be exposed to Content that is illegal, offensive, indecent or otherwise objectionable. Company does not endorse, verify or take responsibility for any Content uploaded, posted, transmitted or provided via the Service(s). You agree to use, rely on and/or accept any and all Content at your own risk. Company and its affiliates and contractors will not be liable for any losses or damages incurred by you or others while using, accessing or relying on any Content. While Company holds no obligation to monitor the Content, we reserve the right to monitor the Content if we so choose and to remove or edit all or part of such Content at our discretion at any time if it violates this Agreement, is harmful, unproductive or objectionable in any way, or for any other reason we in our sole discretion deem reasonable. Company does not claim ownership of the Content you upload, post, transmit or otherwise provide ("User Submission"). By uploading, posting, transmitting or otherwise providing User Submission of any kind you: (a) Grant to Company, its affiliates and their assignees the perpetual, irrevocable, non-exclusive, royalty-free right to use, reproduce, display, perform, adapt, modify, distribute, make derivative works of and otherwise exploit such content in any form for the purpose of providing the Overall Services to you or others, including without limitation, any concepts, ideas or know-how embodied therein; (b) Represent and warrant to Company that you own or otherwise control all rights to such User Submission and that disclosure and use of such User Submission by Company as described herein (including without limitation, publishing the User Submission) will not infringe or violate the rights of any third party; and (c) Acknowledge that the content may not be treated confidentially. You agree not to provide Company with any confidential or proprietary information that you desire or are required to keep secret. You agree to abide by any restrictions contained in any Content accessed through the Services. You may not use, modify, publish, transmit, participate in the transfer or sale of, reproduce (except as provided herein), copy, store, create derivative works based on, distribute, perform, display, or in any way exploit, any of the Content obtained through the Services in whole or in part, except as expressly authorized by Company or its Content licensors. You shall not store any significant portion of any Content in any form. All web pages which are part of the Services are protected by copyright as a collective work and/or compilation, pursuant to U.S. copyright laws, international conventions, and other intellectual property laws.
9. NOTICE AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT OR OTHER INTELLECTUAL PROPERTY INFRINGEMENT.
Company respects the intellectual property of others, and we ask our users to do the same. Company may, in appropriate circumstances and at its discretion, disable and/or terminate the accounts of users who may be repeat infringers. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide Company's Copyright Agent the following information: 1. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest; 2. a description of the copyrighted work or other intellectual property that you claim has been infringed; 3. a description of where the material that you claim is infringing is located on the site; 4. your address, telephone number, and email address; 5. a statement by you that you have a good faith belief that the disputed use is not authorized by the intellectual property right owner, its agent, or the law; 6. a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf. Company's Agent for Notice of claims of copyright or other intellectual property infringement can be reached as follows: By mail: PatientCal 21 Thorncrest Road Toronto, On, Canada M9A1R8 By email: firstname.lastname@example.org (Preferred method of communication)
Third Party Resources. Service(s) may provide, or third parties may provide, links to other World Wide Web sites or third party content or resources (collectively "Third Party Resources"). You acknowledge and agree that Company is not responsible for the availability, functionality, legality, and/or accuracy of such Third Party Resources, and does not endorse and is not responsible or liable for any content, advertising, promotions, products, services or other materials on or available through such Third Party Resources. You further acknowledge and agree that Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, advertising, promotions, products, services or other materials on or available through any such Third Party Resources.
11. Electronic Communications Privacy Act Notice.
Electronic Communications Privacy Act Notice (18USC 2701-2711): COMPANY MAKES NO GUARANTY OF CONFIDENTIALITY OR PRIVACY OF ANY COMMUNICATION OR INFORMATION TRANSMITTED VIA THE SERVICE OR ANY WEB-SITE LINKED TO THE SERVICES. Company will not be liable for the privacy of e-mail addresses, registration and identification information, disk space, communications, confidential or trade-secret information, or any other Content stored on Company's equipment and transmitted over networks accessed by the Services, or otherwise connected with your use of the Services.
12. RESTRICTIONS AND PROHIBITED ACTIVITIES.
You agree that you will not (and you will not permit or assist any third party in): (a) Interfering with, disrupting, or creating an undue burden on the Services (including the associated technology, software, hardware, platform, communications and web pages) of the Services Service(s)) or the networks associated with Service(s); (b) attempting to or actually impersonating another person or entity, or falsely stating or otherwise misrepresenting your affiliation with a person or entity; (c) selling or otherwise transferring to another your user id or password or account; (d) harming minors or others in any way; (e) posting, uploading, transmitting, distributing, providing or otherwise making available any Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable; (f) posting, uploading, transmitting, distributing, providing or otherwise making available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; (g) posting, uploading, transmitting, distributing, providing or otherwise making available Content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); (h) posting, uploading, transmitting, distributing, providing or otherwise making available any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party; (i) disobeying any requirements, procedures, policies or regulations of networks connected to the Service(s), including using any device, software or routine to bypass our robot exclusion headers; (j) forging headers or otherwise manipulating identifiers in order to disguise the origin of any Content transmitted through the Service or developing restricted or password-only access pages, or hidden pages or images (those not linked to from another accessible page); (k)"stalking" or otherwise harassing another using any component of the Services; (l) collecting or storing personal data about other users of the Service(s) other than for users who willingly provide such information in order to explore bona fide business opportunities or connections; (m) intentionally or unintentionally violating any applicable local, state, national or international law; (n) creating or submitting unwanted email or messaging ('Spam') to any other user of the Services; and/or (o) modifying any hyperlinks and other offers comprising the Service may not be modified from the original form in which such hyperlinks and other offers are generally made available by Company; (p) Reproducing, duplicating, copying, selling, reselling or exploiting any portion of the Service(s) except to the extent permitted or authorized by Company; and/or (q) using the Service(s) to create and/or provide competing product(s) and/or service(s); (r) using the Service(s) on behalf of any third party in a service bureau arrangement or otherwise lending, renting, selling, leasing or transfering the Service(s) to any third party or using it on behalf or for the benefit of a third party or reverse engineering, reverse assembling or compiling or otherwise deriving or attempting to derive the source code or structure of the Service(s); (s) modifying, reproducing, or creating any derivative works of the Service(s); (t) removing any copyright or other proprietary notices contained in the Service(s); (u) disclosing the performance results for the Service(s) to any third party except as expressly authorized by Company; and/or (v) modifying, publishing, transmitting, participating in the transfer or sale of, reproducing (except as provided herein), copying, storing, creating derivative works based on, distributing, performing, displaying, or in any way exploiting, any of the Service(s), except as expressly authorized by Company or its licensors; and/or (w) using the Service(s) to for any illegal or unlawful purpose. For the avoidance of any doubt, any restrictions specified with respect to Service(s) herein shall apply to the Service(s) as a whole or any component or portion of the Service(s).
You agree that Company, in its sole discretion, may terminate your account, for cause, including, without limitation, for lack of use or if Company believes that you have violated or acted inconsistently with the letter or spirit of the Agreement. Company may also in its sole discretion and at any time terminate this Agreement with thirty (30) days notice. You agree that upon any breach of this Agreement by you (or your employees where relevant), Company may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service(s). Further, you agree that Company shall not be liable to you or any third-party for any termination of your access to the Service(s) or any portions thereof by a third party provider. The restrictions and prohibitions on use and access and the warranty disclaimers and liability limitations and any other terms which by their nature survive the termination of this Agreement, shall survive the termination or expiration of this Agreement.
You agree to indemnify and hold Company, and its subsidiaries, affiliates, officers, agents, partners, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your User Submissions, your use of the Service(s), your connection to the Service, your violation of the Agreement, or your violation of any rights of another.
Company may run advertisements and promotions on web pages associated with Service(s). By creating your account, you agree that Company has the right to run such advertisements and promotions on any web page associated with the Service(s). The manner, mode and extent of advertising by Company are subject to change in the sole discretion of Company.
16. BUSINESS DEALINGS
Your correspondence or business dealings with other users of the Service(s), merchants, advertisers, service providers or your customers, including disputes regarding the scheduling appointments, payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such other user, merchant or advertiser, service provider, or customer. You agree that Company shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings. Company retains the right to delete identifiable information about any user of the Services from any account if requested by such user.
17. COMPANY PROPRIETARY RIGHTS; UNAUTHORIZED SOLICITATIONS AND REMEDIES
You agree that all Content and materials delivered via the Service(s) or otherwise made available by Company are protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. Except as expressly authorized by Company in writing, you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from such materials or content. However, you may print or download a reasonable number of copies of the materials or content at Company's website for your internal business purposes; provided, that you retain all copyright and other proprietary notices contained therein. Systematic retrieval of data or other content from Company's website to create or compile, directly or indirectly, a collection, database or directory without written permission from Company is prohibited. Any third party that contacts Company users for commercial reasons, including to solicit users or to sell users products or services, is in violation of these terms, such third party agrees that each individual violation of this provision is subject to $3,000 in penalties per instance. Reproducing, copying or distributing any content, materials or design elements available on the web pages associated with the Service(s) for any other purpose is strictly prohibited without the express prior written permission of Company. Use of the content or materials for any purpose not expressly permitted in this Agreement is prohibited. Any rights not expressly granted herein are reserved. You acknowledge and agree that the Service and any necessary software used in connection with the Service ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. To the extent any Software is provided to you, Company grants you a non-transferable and non-exclusive right and license to use the object code of its Software on a single computer in connection with your authorized used of Service(s); provided that you do not (and do not allow any third party to) copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the Software. You agree not to modify the Software in any manner or form, or to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to the Service. You agree not to access the Service by any means other than through the interface that is provided by Company for use in accessing the Service.
18. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT
: YOUR USE OF THE SERVICE(S) AND CONTENT IS AT YOUR SOLE RISK. THE SERVICE AND THE CONTENT IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTY OF ANY KIND EITHER EXPRESS OR IMPLIED INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO SUBSCRIBER. COMPANY MAKES NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED. ANY CONTENT AND ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM COMPANY OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.
OF LIABILITY IN NO EVENT SHALL COMPANY (OR ITS AFFILIATES, LICENSORS OR SUPPLIERS) BE LIABLE TO YOU CONCERNING THE SUBJECT MATTER OF THIS AGREEMENT, REGARDLESS OF THE FORM OF ANY CLAIM OR ACTION (WHETHER IN CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE), FOR ANY (A) MATTER BEYOND ITS REASONABLE CONTROL, (B) LOSS OR INACCURACY OF DATA, LOSS OR INTERRUPTION OF USE, OR COST OF PROCURING SUBSTITUTE TECHNOLOGY, GOODS OR SERVICES, (C) INDIRECT, PUNITIVE, INCIDENTAL, RELIANCE, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO, LOSS OF BUSINESS, REVENUES, PROFITS OR GOODWILL, OR (D) AMOUNTS IN THE AGGREGATE GREATER THAN THE FEES YOU HAVE PAID FOR SERVICES IN THE PRIOR SIX (6) MONTHS, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS ARE INDEPENDENT FROM ALL OTHER PROVISIONS OF THIS AGREEMENT AND SHALL APPLY NOTWITHSTANDING THE FAILURE OF ANY REMEDY PROVIDED HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF CERTAIN LIABILITIES. ACCORDINGLY, TO THE MINIMUM EXTENT REQUIRED UNDER SUCH LAWS, SUCH LIMITATIONS OR EXCLLUSIONS MAY NOT APPLY TO YOU.
Notices to you may be made via either email or regular mail at the email/address you provided during registration. Company may also provide general notices regarding changes to the Service(s) on the web pages associated with the Service(s). All notices to Company (including notices of termination) must be delivered via regular mail to: PatientCal 21 Thorncrest Rd Toronto, On, Canada M9A1R8 Please report any violations of the terms of this Agreement to us at email@example.com