TERMS OF SERVICE
Updated on February 15, 2017. This Terms of Service – Baja Medical Directory is effective immediately for individual registering accounts after that date.
These terms and conditions (the "Terms") govern your access to and use of Baja Medical Directory and its websites and mobile applications that link to or reference these Terms ("Site"). By accessing or using the Website, you are agreeing to these Terms and concluding a legally binding contract with Baja Medical Directory Inc., a Delaware corporation headquartered in La Jolla, California ("Baja Medical Directory"). Do not access or use the Website if you are unwilling or unable to be bound by the Terms.
"You" and "your" refer to you, as a user of the Website. A "user" is someone who accesses, browses, crawls, scrapes, or in any way uses the Site. "We," "us," and "our" refer to Baja Medical Directory.
"Content" means text, images, photos, audio, video, location data, and all other forms of data or communication. "Your Content" means Content that you submit or transmit to, through, or in connection with the Website, such as ratings, reviews, compliments, invitations, check-ins, messages, and information that you publicly display or displayed in your account profile. "User Content" means Content that users submit or transmit to, through, or in connection with the Website. "Baja Medical Directory Content" means Content that we create and make available in connection with the Site. "Third Party Content" means Content that originates from parties other than Baja Medical Directory or its users, which is made available in connection with the Website. "Website Content" means all of the Content that is made available in connection with the Website, including Your Content, User Content, Third Party Content, and Baja Medical Directory Content.
CHANGES TO THE TERMS OF SERVICE
We may translate these Terms into other languages for your convenience. Nevertheless, the English version governs your relationship with Baja Medical Directory, and any inconsistencies among the different versions will be resolved in favor of the English version.
USING THE SITE
To access or use the Website, you must be 18 years or older and have the requisite power and authority to enter into these Terms. You may not access or use the Website if you are a competitor of ours or if we have previously banned you from the Website or closed your account.
Permission to Use the Website
We grant you permission to use the Website subject to the restrictions in these Terms. Your use of the Website is at your own risk, including the risk that you might be exposed to Content that is offensive, indecent, inaccurate, objectionable, or otherwise inappropriate.
The Website may be modified, updated, interrupted, suspended or discontinued at any time without notice or liability.
You must create an account and provide certain information about yourself in order to use some of the features that are offered through the Website. You are responsible for maintaining the confidentiality of your account password. You are also responsible for all activities that occur in connection with your account. You agree to notify us immediately of any unauthorized use of your account. We reserve the right to close your account at any time for any or no reason.
Communications from Baja Medical Directory and other Users
By creating an account, you agree to receive certain communications in connection with the Website. For example, you might receive compliments or friend requests from other Users. You will also receive our monthly e-mail newsletter about happenings in your neighborhood.
Responsibility for Your Content
You alone are responsible for Your Content, and once published, it cannot always be withdrawn. You assume all risks associated with Your Content, including anyone's reliance on its quality, accuracy, or reliability, or any disclosure by you of information in Your Content that makes you personally identifiable. You represent that you own, or have the necessary permissions to use and authorize the use of Your Content as described herein. You may not imply that Your Content is in any way sponsored or endorsed by Baja Medical Directory.
You may expose yourself to liability if, for example, Your Content contains material that is false, intentionally misleading, or defamatory; violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; contains material that is unlawful, including illegal hate speech or pornography; exploits or otherwise harms minors; or violates or advocates the violation of any law or regulation.
Our Right to Use Your Content
We may use Your Content in a number of different ways, including publicly displaying it, reformatting it, incorporating it into advertisements and other works, creating derivative works from it, promoting it, distributing it, and allowing others to do the same in connection with their own websites and media platforms ("Other Media"). As such, you hereby irrevocably grant us world-wide, perpetual, non-exclusive, royalty-free, assignable, sublicensable, transferable rights to use Your Content for any purpose. Please note that you also irrevocably grant the users of the Website and any Other Media the right to access Your Content in connection with their use of the Website and any Other Media. Finally, you irrevocably waive, and cause to be waived, against Yelp and its users any claims and assertions of moral rights or attribution with respect to Your Content. By "use" we mean use, copy, publicly perform and display, reproduce, distribute, modify, translate, remove, analyze, commercialize, and prepare derivative works of Your Content.
As between you and Baja Medical Directory, you own Your Content. We own the Baja Medical Directory Content, including but not limited to visual interfaces, interactive features, graphics, design, compilation, including, but not limited to, our compilation of User Content and other Website Content, computer code, products, software, aggregate user review ratings, and all other elements and components of the Website excluding Your Content, User Content and Third Party Content. We also own the copyrights, trademarks, service marks, trade names, and other intellectual and proprietary rights throughout the world ("IP Rights") associated with the Baja Medical Directory Content and the Website, which are protected by copyright, trade dress, patent, trademark laws and all other applicable intellectual and proprietary rights and laws. As such, you may not modify, reproduce, distribute, create derivative works or adaptations of, publicly display or in any way exploit any of the Baja Medical Directory Content in whole or in part except as expressly authorized by us. Except as expressly and unambiguously provided herein, we do not grant you any express or implied rights, and all rights in and to the Website and the Baja Medical Directory Content are retained by us.
Baja Medical Directory and its licensees may publicly display advertisements and other information adjacent to or included with Your Content. You are not entitled to any compensation for such advertisements. The manner, mode and extent of such advertising are subject to change without specific notice to you.
We make some of the Website Content ("Feed Content") available via Atom and RSS feeds ("Feeds"). You may access and use the Feeds in order to display Feed Content on your personal computer, website, or blog ("Your Website"), provided that (i) your use of the Feeds is for personal, non-commercial purposes only, (ii) your display of the Feed Content links back to the relevant pages on Baja Medical Directory websites, and attributes Baja Medical Directory as the source of the Feed Content, (iii) your use or display of the Feed Content does not suggest that Baja Medical Directory promotes or endorses any third party causes, ideas, websites, products or services, including Your Website, (iv) you do not redistribute the Feed Content, and (v) your use of the Feeds does not overburden Baja Medical Directory systems. Baja Medical Directory reserves all rights in the Feed Content and may terminate the Feeds at any time. Contact us regarding advertising and featured promotions.
User Content (including any that may have been created by users employed or contracted by Baja Medical Directory) does not necessarily reflect the opinion of Baja Medical Directory. We reserve the right to remove, screen, edit, or reinstate User Content from time to time at our sole discretion for any reason or no reason, and without notice to you. We have no obligation to retain or provide you with copies of Your Content, nor do we guarantee any confidentiality with respect to Your Content.
We are under no obligation to enforce the Terms on your behalf against another user. While we encourage you to let us know if you believe another user has violated the Terms, we reserve the right to investigate and take appropriate action at our sole discretion.
You agree not to, and will not assist, encourage, or enable others to use the Website to:
- Violate our Content Guidelines, for example, by writing a fake or defamatory review, trading reviews with other businesses, or compensating someone or being compensated to write or remove a review;
- Violate any third party's rights, including any breach of confidence, copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right;
- Threaten, stalk, harm, or harass others, or promote bigotry or discrimination;
- Promote a business or other commercial venture or event, or otherwise use the Website for commercial purposes, except in connection with a Business Account and as expressly permitted by Baja Medical Directory;
- Send bulk emails, surveys, or other mass messaging, whether commercial in nature or not; engage in keyword spamming, or otherwise attempt to manipulate the Website's search results or any third party website;
- Solicit personal information from minors, or submit or transmit pornography; or
- Violate any applicable law.
You also agree not to, and will not assist, encourage, or enable others to:
- Violate the Terms;
- Modify, adapt, appropriate, reproduce, distribute, translate, create derivative works or adaptations of, publicly display, sell, trade, or in any way exploit the Website or Website Content (other than Your Content), except as expressly authorized by Baja Medical Directory;
- Use any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve, scrape, or index any portion of the Website or any Website Content;
- Reverse engineer any portion of the Website;
- Remove or modify any copyright, trademark or other proprietary rights notice that appears on any portion of the Website or on any materials printed or copied from the Website;
- Record, process, or mine information about other users;
- Access, retrieve or index any portion of the Website for purposes of constructing or populating a searchable database of business reviews;
- Reformat or frame any portion of the Website;
- Take any action that imposes, or may impose, in our sole discretion, an unreasonable or disproportionately large load on Baja Medical Directory technology infrastructure or otherwise make excessive traffic demands of the Website;
- Attempt to gain unauthorized access to the Website, user accounts, computer systems or networks connected to the Website through hacking, password mining or any other means;
- Use the Website or any Website Content to transmit any computer viruses, worms, defects, Trojan horses or other items of a destructive nature (collectively, "Viruses");
- Use any device, software or routine that interferes with the proper working of the Website, or otherwise attempt to interfere with the proper working of the Website;
- Use the Website to violate the security of any computer network, crack passwords or security encryption codes; disrupt or interfere with the security of, or otherwise cause harm to, the Website or Website Content; or
- Remove, circumvent, disable, damage or otherwise interfere with any security-related features of the Website, features that prevent or restrict the use or copying of Website Content, or features that enforce limitations on the use of the Website.
The restrictions above only apply to the extent permissible under applicable law. Nevertheless, you agree not to act contrary to them (even if permissible under applicable law) without providing 30 days' prior written notice to us, together with any information that we may reasonably require to give us an opportunity to provide alternative remedies or otherwise accommodate you at our sole discretion.
GUIDELINES AND POLICIES
You represent that you have read and understood our Refund Policy.
Copyright And Trademark Disputes
Please see our Infringement Policy for information about copyright and trademark disputes.
Please see our Event Terms and Conditions for information about events listed on or linked to on the Site. You represent that you have read and understood them.
BAJA MEDICAL DIRECTORY DEALS, ADVERTISING AND PROMOTIONS
If you purchase a Baja Medical Directory Coupon, Voucher or Gift Certificate, the terms of your purchase will be governed by the Baja Medical Directory General Terms for Coupons, Vouchers and Gift Certificates. Please review them before each purchase since they may change from time to time. In the event of any conflict, the Baja Medical Directory for Coupons, Vouchers and Gift Certificates shall prevail.
After payment, buyer agrees to permit images, pictures, video productions, press releases and promotion upon reasonable notice as part of the Terms. Buyer agrees to provide written testimonials regarding their products, service, or valuable content representing the profession or industry. Buyer agrees to respond to media requests upon reasonable notice as part of the Term.
Similarly, if you create a business owner's account on the Website, purchase advertising, or purchase featured promotions from Baja Medical Directory, the Baja Medical Advertising Agreement will apply.
SUGGESTIONS AND IMPROVEMENTS
By sending us any ideas, suggestions, documents or proposals ("Feedback"), you agree that (i) your Feedback does not contain the confidential or proprietary information of third parties, (ii) we are under no obligation of confidentiality, express or implied, with respect to the Feedback, (iii) we may have something similar to the Feedback already under consideration or in development, and (iv) you grant us an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, modify, prepare derivative works, publish, distribute and sublicense the Feedback, and you irrevocably waive, and cause to be waived, against Baja Medical Directory and its users any claims and assertions of any moral rights contained in such Feedback.
The Website may include links to other websites or applications (each, a "Third Party Site"). We do not control or endorse any Third Party Site. You agree that we are not responsible for the availability or contents of such Third Party Websites. Your use of Third Party Websites is at your own risk.
Some of the services made available through the Website may be subject to additional third party or open source licensing terms and disclosures.
You agree to indemnify, defend, and hold Baja Medical Directory, its parents, subsidiaries, affiliates, any related companies, suppliers, licensors and partners, and the officers, directors, employees, agents and representatives of each of them (collectively, the "Baja Medical Directory Entities") harmless, including costs, liabilities and legal fees, from any claim or demand made by any third party arising out of or relating to (i) your access to or use of the Website, (ii) your violation of the Terms, (iii) any products or services purchased or obtained by you in connection with the Website, or (iv) the infringement by you, or any third party using your account, of any intellectual property or other right of any person or entity. Baja Medical Directory reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any such matter without the prior written consent of Baja Medical Directory. Baja Medical Directory will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
DISCLAIMERS AND LIMITATIONS OF LIABILITY
PLEASE READ THIS SECTION CAREFULLY SINCE IT LIMITS THE LIABILITY OF THE BAJA MEDICAL DIRECTORY ENTITIES TO YOU. EACH OF THE SUBSECTIONS BELOW ONLY APPLIES UP TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW. NOTHING HEREIN IS INTENDED TO LIMIT ANY RIGHTS YOU MAY HAVE WHICH MAY NOT BE LAWFULLY LIMITED. IF YOU ARE UNSURE ABOUT THIS OR ANY OTHER SECTION OF THESE TERMS, PLEASE CONSULT WITH A LEGAL PROFESSIONAL PRIOR TO ACCESSING OR USING THE WEBSITE. BY ACCESSING OR USING THE WEBSITE, YOU REPRESENT THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO THESE TERMS, INCLUDING THIS SECTION. YOU ARE GIVING UP SUBSTANTIAL LEGAL RIGHTS BY AGREEING TO THESE TERMS.
- THE WEBSITE IS MADE AVAILABLE TO YOU ON AN "AS IS", "WITH ALL FAULTS" AND "AS AVAILABLE" BASIS, WITH THE EXPRESS UNDERSTANDING THAT THE BAJA MEDICAL DIRECTORY ENTITIES MAY NOT MONITOR, CONTROL, OR VET USER CONTENT. AS SUCH, YOUR USE OF THE WEBSITE IS AT YOUR OWN DISCRETION AND RISK. THE BAJA MEDICAL DIRECTORY ENTITIES MAKE NO CLAIMS OR PROMISES ABOUT THE QUALITY, ACCURACY, OR RELIABILITY OF THE WEBSITE, ITS SAFETY OR SECURITY, OR THE WEBSITE CONTENT. ACCORDINGLY, THE BAJA MEDICAL DIRECTORY ENTITIES ARE NOT LIABLE TO YOU FOR ANY LOSS OR DAMAGE THAT MIGHT ARISE, FOR EXAMPLE, FROM THE WEBSITE'S INOPERABILITY, UNAVAILABILITY OR SECURITY VULNERABILITIES OR FROM YOUR RELIANCE ON THE QUALITY, ACCURACY, OR RELIABILITY OF THE BUSINESS LISTINGS, RATINGS, REVIEWS (INCLUDING THEIR CONTENT, ORDER, AND DISPLAY), OR METRICS FOUND ON, USED ON, OR MADE AVAILABLE THROUGH THE WEBSITE.
- THE BAJA MEDICAL DIRECTORY ENTITIES MAKE NO CLAIMS OR PROMISES WITH RESPECT TO ANY THIRD PARTY, SUCH AS THE BUSINESSES OR ADVERTISERS LISTED ON THE SITE OR THE WEBSITE'S USERS. ACCORDINGLY, THE BAJA MEDICAL DIRECTORY ENTITIES ARE NOT LIABLE TO YOU FOR ANY LOSS OR DAMAGE THAT MIGHT ARISE FROM THEIR ACTIONS OR OMISSIONS, INCLUDING, FOR EXAMPLE, IF ANOTHER USER OR BUSINESS MISUSES YOUR CONTENT, IDENTITY OR PERSONAL INFORMATION, OR IF YOU HAVE A NEGATIVE EXPERIENCE WITH ONE OF THE BUSINESSES OR ADVERTISERS LISTED OR FEATURED ON THE WEBSITE. YOUR PURCHASE AND USE OF PRODUCTS OR SERVICES OFFERED BY THIRD PARTIES THROUGH THE WEBSITE IS AT YOUR OWN DISCRETION AND RISK.
- THE BAJA MEDICAL DIRECTORY ENTITIES EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES AS TO THE PRODUCTS OR SERVICES OFFERED BY BUSINESSES LISTED ON THE WEBSITE, AND IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED TO YOU BY A REPRESENTATIVE OF ONE OF THE BAJA MEDICAL DIRECTORY ENTITIES SHALL CREATE A REPRESENTATION OR WARRANTY.
- YOUR SOLE AND EXCLUSIVE RIGHT AND REMEDY IN CASE OF DISSATISFACTION WITH THE WEBSITE, RELATED SERVICES, OR ANY OTHER GRIEVANCE SHALL BE YOUR TERMINATION AND DISCONTINUATION OF ACCESS TO, OR USE OF THE WEBSITE.
- THE BAJA MEDICAL DIRECTORY ENTITIES' MAXIMUM AGGREGATE LIABILITY TO YOU FOR LOSSES OR DAMAGES THAT YOU SUFFER IN CONNECTION WITH THE SITE OR THESE TERMS IS LIMITED TO THE GREATER OF (i) THE AMOUNT PAID, IF ANY, BY YOU TO THE BAJA MEDICAL DIRECTORY ENTITIES IN CONNECTION WITH THE SITE IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, OR (ii) $100.
- THE BAJA MEDICAL DIRECTORY ENTITIES DISCLAIM LIABILITY FOR ANY (i) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, RELIANCE, OR CONSEQUENTIAL DAMAGES, (ii) LOSS OF PROFITS, (iii) BUSINESS INTERRUPTION, (iv) REPUTATIONAL HARM, OR (v) LOSS OF INFORMATION OR DATA.
CHOICE OF LAW AND VENUE
California law will govern these Terms, as well as any claim, cause of action or dispute that might arise between you and BAJA MEDICAL DIRECTORY (a "Claim"), without regard to conflict of law provisions. FOR ANY CLAIM BROUGHT BY EITHER PARTY, YOU AGREE TO SUBMIT AND CONSENT TO THE PERSONAL AND EXCLUSIVE JURISDICTION IN, AND THE EXCLUSIVE VENUE OF, THE STATE AND FEDERAL COURTS LOCATED WITHIN SAN DIEGO COUNTY, CALIFORNIA.
- All sales are final. Carefully read our Refund Policy.
- We may close your account, suspend your ability to use certain portions of the Website, and/or ban you altogether from the Website for any or no reason, and without notice or liability of any kind. Any such action could prevent you from accessing your account, the Website, Your Content, Website Content, or any other related information.
- In the event of any termination of these Terms, whether by you or us, Sections 1, 5, 6, 10 - 14 will continue in full force and effect, including our right to use Your Content as detailed in Section 5.
- We reserve the right to modify, update, or discontinue the Website at our sole discretion, at any time, for any or no reason, and without notice or liability.
- We may provide you with notices, including those regarding changes to the Terms by email, regular mail or communications through the Website.
- Except as otherwise stated in Section 10 above, nothing herein is intended, nor will be deemed, to confer rights or remedies upon any third party.
- The Terms contain the entire agreement between you and us regarding the use of the Website, and supersede any prior agreement between you and us on such subject matter. The parties acknowledge that no reliance is placed on any representation made but not expressly contained in these Terms.
- Any failure on Baja Medical Directory's part to exercise or enforce any right or provision of the Terms does not constitute a waiver of such right or provision. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.
- If any provision of the Terms is found to be unenforceable or invalid, then only that provision shall be modified to reflect the parties' intention or eliminated to the minimum extent necessary so that the Terms shall otherwise remain in full force and effect and enforceable.
- The Terms, and any rights or obligations hereunder, are not assignable, transferable or sublicensable by you except with Baja Medical Directory's prior written consent, but may be assigned or transferred by us without restriction. Any attempted assignment by you shall violate these Terms and be void.
- The section titles in the Terms are for convenience only and have no legal or contractual effect.