BEAUTY BY NAYERA, A NURSING CORPORATION, INC.
1. KEY DEFINED TERMS
“Collective Content” means, collectively, Beauty by Nayera Content. “Content” means information, data, text, graphics, images, or other materials. “Beauty by Nayera Content” means Content that we make available through the Site or Services, including any Content licensed from a third party. Certain areas of the Site (and your access to or use of certain Collective Content) may have different terms and conditions posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between these Terms and terms and conditions posted for a specific area of the Site, Services, or Collective Content, the latter terms and conditions will take precedence with respect to your use of or access to that area of the Site, Services, or Collective Content. Unless explicitly stated otherwise, any new features that augment or enhance the current Services in future shall be subject to these Terms; they will be posted to the Site as available, and you are deemed to have accepted them.
Beauty by Nayera reserves the right, at its sole discretion, to modify, discontinue or terminate the Site or Services or to modify these Terms, at any time and without prior notice. If we modify these Terms, we will post the modification via the Site or provide you with notice of the modification. By continuing to access or use the Site or Services after we have posted a modification via the Site or have provided you with notice of a modification, you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, you agree to immediately stop using the Site and Services.
3. CONDITIONS ON ACCESS AND USE OF SERVICES
4.1. NO DIAGNOSTIC OR MEDICAL SERVICES
BEAUTY BY NAYERA’S WEBSITE IS PRIMARILY AN INFORMATIONAL TOOL, AND NO PART OF THE SERVICES, SITE, OR COLLECTIVE CONTENT ARE FOR THE DELIVERY OF HEALTH CARE SERVICES, OR CONSTITUTE THE PRACTICE OF ANY MEDICAL, NURSING, OR OTHER PROFESSIONAL HEALTH CARE ADVICE, DIAGNOSIS, OR TREATMENT. NOTHING IN THESE TERMS OF SERVICE, SITE, SERVICES, OR COLLECTIVE CONTENT SHALL BE CONSTRUED AS THE DISPENSING OF MEDICAL, NURSING, OR OTHER HEALTH CARE ADVICE, DIRECTLY OR INDIRECTLY BY CLARIFY, OR AS A SUBSTITUTE FOR ANY OF THE FOREGOING. ALWAYS SEEK PROFESSIONAL MEDICAL ADVICE IF YOU ARE CONCERNED ABOUT YOUR HEALTH, AND DO NOT DELAY IN SEEKING IT. THE SITE, SERVICES, AND COLLECTIVE CONTENT ARE NOT DESIGNED OR INTENDED FOR USE IN EMERGENCIES OR LIFE THREATENING SITUATIONS OR OTHERWISE TO ADDRESS MEDICAL PROBLEMS.
4.2. NO WARRANTY
YOUR RELIANCE UPON THE CONTENT OBTAINED OR USED BY YOU THROUGH THE SITE OR SERVICES IS SOLELY AT YOUR OWN RISK.
6. LICENSES GRANTED BY BEAUTY BY NAYERA TO ITS CONTENT
Subject to your compliance with the terms and conditions of these Terms, Beauty by Nayera grants you a limited, non-exclusive, non-transferable license: (A) to view, any Beauty by Nayera Content solely for your personal and non-commercial purposes. You have no right to sublicense the license rights granted in this section. You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Site, Services, or Collective Content, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Beauty by Nayera or its licensors, except for the licenses and rights expressly granted in these Terms.
We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Site or Services (“Feedback”). You may submit Feedback by emailing us. You acknowledge and agree that if you submit any Feedback to us, you hereby grant to us a non- exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sub-licensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.
8. GENERAL PROHIBITIONS
You agree not to do any of the following:
(A) Post, upload, publish, submit or transmit or otherwise make available any Content that you do not have a right to make available under any law or under contractual or fiduciary relationships;
(B) Post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or (vii) promotes illegal or harmful activities or substances;
(C) Use, display, mirror or frame the Site, or any individual element within the Site or Services, Beauty by Nayera or Beauty by Nayera’s name, any Beauty by Nayera trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Beauty by Nayera’s express written consent;
(D) Access, tamper with, or use non-public areas of the Site, Beauty by Nayera’s computer systems, or the technical delivery systems of Beauty by Nayera’s providers;
(E) Attempt to probe, scan, or test the vulnerability of any Beauty by Nayera system or network or breach any security or authentication measures;
(F) Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Beauty by Nayera or any of Beauty by Nayera’s providers or any other third party (including another user) to protect the Site, Services, or Collective Content;
(G) Attempt to access or search the Site, Services, or Collective Content or download Collective Content from the Site or Services through the use of any engine, software, tool, agent, device or mechanism (including scripts, bots, spiders, scraper, crawlers, data mining tools or the like) other than the software and/or search agents provided by Beauty by Nayera or other generally available third party web browsers;
(H) Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
(I) Use any meta tags or other hidden text or metadata utilizing a Beauty by Nayera trademark, logo URL or product name without Beauty by Nayera’s express written consent;
(J) Use the Site, Services, or Collective Content for any commercial purpose or the benefit of any third party or in any manner not permitted by these Terms;
(K) Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site, Services, or Collective Content to send altered, deceptive or false source-identifying information;
(L) Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site, Services, or Collective Content;
(M) Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Site or Services;
(N) Collect or store any personally identifiable information from the Site or Services;
(O) Impersonate or misrepresent your affiliation with any person or entity;
(P) Violate any applicable law or regulation; or
(Q) Encourage or enable any other individual to do any of the foregoing.
9. COPYRIGHT POLICY
Beauty by Nayera respects copyright law and expects its users to do the same.
The Site or Services may contain links to third-party websites or resources. You acknowledge and agree that Beauty by Nayera is not responsible or liable for: (A) the availability or accuracy of such websites or resources; or (B) the Content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by Beauty by Nayera of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the Content, products, or services on or available from such websites or resources.
11. TERMINATION AND ACCOUNT CANCELLATION
If you breach any of these Terms, Beauty by Nayera will have the right to suspend or disable your Account or terminate these Terms, at its sole discretion and without prior notice to you. Beauty by Nayera reserves the right to revoke your access to and use of the Site, Services and Collective Content at any time, with or without cause.
THE SITE, SERVICES, AND COLLECTIVE CONTENT ARE PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, CLARIFY EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. CLARIFY MAKES NO WARRANTY THAT THE SITE, SERVICES, OR COLLECTIVE CONTENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR- FREE BASIS. CLARIFY MAKES NO WARRANTY REGARDING THE QUALITY OF ANY PRODUCTS, SERVICES OR COLLECTIVE CONTENT PURCHASED OR OBTAINED THROUGH THE SITE OR SERVICES OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT OBTAINED THROUGH THE SITE OR SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM CLARIFY OR THROUGH THE SITE, SERVICES, OR COLLECTIVE CONTENT, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE AND SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE OR SERVICES. YOU UNDERSTAND THAT CLARIFY DOES NOT TAKE RESPONSIBILITY FOR SCREENING OR INQUIRY INTO THE BACKGROUND OF ANY USERS OF THE SITE OR SERVICES, NOR DOES CLARIFY VERIFY OR TAKE RESPONSIBILITY FOR THE STATEMENTS OF USERS OF THE SITE OR SERVICES. CLARIFY MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SITE OR SERVICES.
You agree to defend, indemnify, and hold Beauty by Nayera, its officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, proceedings or demands including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Site, Services, or Collective Content, or your violation of these Terms.
14. LIMITATION OF LIABILITY
YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SITE, SERVICES, AND COLLECTIVE CONTENT REMAINS WITH YOU. NEITHER CLARIFY NOR ANY OTHER PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SITE, SERVICES, OR COLLECTIVE CONTENT WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SITE, SERVICES, OR COLLECTIVE CONTENT, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SITE, SERVICES OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE OR SERVICES WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT CLARIFY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED IN MEETING ITS ESSENTIAL PURPOSE.
15. PROPRIETARY RIGHTS NOTICES
All trademarks, service marks, logos, trade names and any other proprietary designations of Beauty by Nayera used herein are trademarks or registered trademarks of Beauty by Nayera. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.
16. APPLICABLE LAW
Except as provided in the addenda applicable to your specific jurisdiction provided with the Terms, these Terms shall be governed by the laws of the State of California. The courts of the State of California shall have jurisdiction to entertain any action arising under these terms or any other agreement, document or instrument contemplated herein, and you hereby accept and irrevocably submit to the jurisdiction of the courts of California and acknowledge their competence and agree to be bound by any judgment thereof. Notwithstanding the governance of these Terms, you may have additional obligations and responsibilities to adhere to in the jurisdiction in which you practice medicine or another health profession.
17. ENTIRE AGREEMENT
These Terms constitute the entire and exclusive understanding and agreement between Beauty by Nayera and you regarding the Site, Services, and Collective Content, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Beauty by Nayera and you regarding the Site, Services, and Collective Content.
You may not assign or transfer these Terms, by operation of law or otherwise, without Beauty by Nayera’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. Beauty by Nayera may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given: (i) by Beauty by Nayera via email (in each case to the address that you provide); or (ii) by posting to the Site. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
20. DISPUTE RESOLUTION
All disputes between you and Beauty by Nayera arising out of or concerning these terms, including but without limitation any dispute as to the interpretation of these terms, any alleged breach of these terms, the right of a party to exercise any right or remedy herein provided which have not been settled by informal negotiations or mediation, shall be resolved by binding arbitration in Los Angeles, California before a single arbitrator, in accordance with rules and procedures of the American Arbitration Association. The arbitrator may, but shall not be obligated, to award to the party to the dispute whom the panel decides has achieved substantial success in the arbitration proceedings all or any part of the legal fees, arbitrator’s fees and costs and other costs incurred by that party with respect to the arbitration. The arbitration shall be conducted in strict confidence and there shall be no disclosure to any person (other than necessary to carry out the arbitration) of the existence of the dispute or any aspect of the dispute.
The failure of Beauty by Nayera to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Beauty by Nayera Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
22. CONTACTING BEAUTY BY NAYERA