Terms of Service
Last Updated February 27, 2014
Please read this document carefully.
It contains important terms relating to your use of Bitebank Services.
This is a legal agreement between Bitebank Websites Inc. t/a Bitebank Media ("we" or "us" or "BB MEDIA"), of 301-67 Mowat Avenue, Toronto, Ontario M6K 3E3, and the person named on the on-line enrolment form that was completed after you accept this agreement by click accepting during the sign up or login process ("you" or the "Member") regarding your use of www.bitebankmedia.com or www.dentalpatiented.com (the "Website") and the services described below. If you are not acting on behalf of yourself as an individual, then "Member" or "you" means the company, organization or entity that you are representing and you are confirming that you are duly authorized to accept this agreement on behalf of and bind such company, organization or entity.
If you do not accept this agreement's terms, you must
not use the Website or Bitebank services.
- GETTING STARTED
- Acceptance. Your access to and use of the Website and the "Services" (as defined below) is subject exclusively to this agreement and any other terms or guidelines indicated to you by BB MEDIA to be applicable to specific Services. You will not use the Website or the Services for any purpose that is unlawful or prohibited by this agreement. By using the Website and the Services you are fully accepting the terms, conditions and disclaimers contained in this agreement. If you do not accept these terms, conditions and disclaimers you must immediately stop using the Website and the Services.
- Term and Renewal. The initial term of this agreement will be the period specified when you registered your Account (monthly, or one, two or three years). Unless this agreement is terminated earlier in accordance with its terms, or unless the parties agree in advance to renew this agreement on different terms, when that initial term expires this agreement will automatically continue on a month-to-month basis until terminated by you or us under Section 14.
- Members. You do not have to be a member to enjoy some of the Website's features. In particular, non-members may view some of the content on the Website, as long as they comply with this agreement and our policies. However, members receive additional benefits, subject to our policies and rules from time-to-time. We may change the benefits and features of membership from time-to-time by sending you an email or by posting the changes on the Website. All users of the Website and Services must comply with this agreement, regardless of whether they are members or not.
- Becoming a Member. To become a member you must complete BB MEDIA's online registration form (https://bitebankmedia.com/pricing/) with current, complete and accurate information, and you must maintain and update that registration information as required to keep it current, complete and accurate. You authorize us to verify your registration information at any time, and to suspend or terminate your Account if we determine, in our sole discretion, that any registration information is untrue, inaccurate or incomplete.
- Eligibility. The following are not eligible to be BB MEDIA members, unless BB MEDIA decides otherwise in its sole discretion: (i) anyone who is not a dentist or not a member of an affiliated dental profession (e.g., dental hygienists, dental assistants, dental laboratory technicians, denturist, etc.); (ii) anyone who is under the age of 19 or under the age of majority in their jurisdiction of residence; or (iii) anyone who has had a Website account suspended or terminated previously.
You agree not to access (or attempt to access) the Services by any means other than through the interface we provide.
You must comply with the following rules regarding your Account, user name and password:
- You must select a unique user name and password for your Account. You must not use a user name or password that is, in our sole discretion, vulgar, offensive, defamatory, obscene, hateful or otherwise unlawful or objectionable. You must keep your password secure and confidential.
- You and your authorized users are the only ones who can access and use your Account. You must not allow anyone else to access or use your user name, password or Account. You are solely responsible and liable for all activity conducted through your Account. If you become aware of or reasonably suspect any security breach, including any loss, theft or unauthorized disclosure or use of your password, you must immediately report the actual or suspected security breach to us.
You may authorize BB MEDIA in writing to allow other parties (e.g., providers of search engine optimization services) access to your Account.
It is Member's responsibility to ensure their website content complies with the laws and regulations of their state/province/country and affiliation. It is also the Member's responsibility to abide by rules set out by the RCDSO or any similar Practice Advisory.
- Member Qualifications. BB MEDIA makes no representation or warranty as to the quality of the professional services to be performed by a BB MEDIA member or that those are somehow greater than the quality of the same services performed by non-members. You will not overstate or embellish your professional qualifications via the Services or your Member Site or attempt in any manner to mislead others as to your qualifications, affiliations or identity. Further, you agree to abide by your governing association's rules pertaining to marketing and promotion of your services, and hold BB Media harmless with respect to any and all content associated with member's website.
- SERVICES AND SERVICE PLANS
- Standard Services. Our provision of the Website and the member services accessible through the Website are collectively the "Services". You may select different service plans for your Account, all of which include the following "Standard Services":
- Developing and hosting a website for your dental practice ("Member Site") that you may customize in various ways, including by selecting from various website themed templates that we make available from time to time and that includes the following features: tools for patient appointment requests and notification; automated and interactive map of your dental practice location; 3D illustrations for the services page.
- Registering or transferring, and managing and maintaining, one or more domain names for the Member Site (as described in Article IV).
- Making the Member Site ready for search engines (as described in Section 5.1).
- Providing access to a content library (as described in Section 3.1).
- Providing an online control panel for updating and managing the Member Site and communicating with patients.
- Providing unlimited e-mails, bandwidth and storage space for your Account.
- Providing instant notification and new features updates.
- Providing reports regarding the Member Site's Internet traffic.
- Providing maintenance and support services (as described in Article VII).
- Making available an iPhone application for: viewing your billing information; managing your Account by creating Users and managing your profile; taking photographs and uploading them to your Member Site.
- Service Plans.The various Service plans offered by BB MEDIA include the following:
- Graduate Plan: You are eligible to sign up for this plan if you are a dental student or recent graduate. Under this plan you pay for your domain name as set out on the Rates Sheet and receive a mobile site, the design for which you can pick from the BB MEDIA design library. The Graduate Plan includes 5 email addresses and hosting but does not including any support, patient education videos or content unless you upgrade to a different Service plan. The Graduate Plan is available only to students and new graduates for a maximum of 2 years after which you must upgrade to a different Service plan in order to continue using BB MEDIA services.
- Master Plan: All Professional Plan Services plus: a blog generator; an online newsletter generator; and a library of patient education videos and 3D images (as described in Article III).
- Custom Plan: All Standard Services plus the individual Services that you select from the pre-defined menu on the Website.
- Bundled Plans: This plan includes master plan, notification nexus and reputation manager.
- Some Service plans are not available in certain jurisdictions. The Service plans available in your jurisdiction are specified on the Website. You may also request that BB MEDIA develop a completely customized Member Site for you. Any such custom development Services will be subject to a separate agreement between you and BB MEDIA.
- We may use third parties to provide some or all of the Services. The Services may be provided using service providers, servers or other equipment located in any country, including Canada or elsewhere. We reserve the right to update and modify the Services from time to time, and we reserve all rights not expressly granted to you under this agreement.
- MEMBER SITE STANDARD SERVICES & OPTIONAL PRODUCTS
- Content Library. BB MEDIA has proprietary patient education videos which BB MEDIA will make available in a content library from which you can select content ("Library Content") for your Member Site. BB MEDIA grants you a limited, non-exclusive, non-transferable, non-sub-licensable license to publish Library Content on your Member Site during the term of this agreement. This license includes the right to modify Library Content and to publish the modified Library Content on your Member Site; all such modified Library Content is "Member Content" as defined in Section 11.4 and you, not BB MEDIA will be responsible and liable in respect of such modified Library Content.
- Third Party Patient Education Videos. You may purchase third party patient education videos and will have the ability to provide us with a link to such materials for inclusion on your Member Site. In providing any link to us, you represent and warrant that you have the right to do so, including the right to make the same available to BB MEDIA for inclusion on your Member Site. In addition, you are solely responsible for paying any such third-party providers directly for that content and for complying with any rules or restrictions that those providers may impose regarding that content. Content from those third-party providers will be deemed "Member Content" for the purposes of this agreement.
- NOTIFICATION NEXUS, REPUTATION MANAGER, PATIENT EDUCATION VIDEOS AND MY PRACTICE TV PRODUCTS AND SERVICES
- Notification Nexus Product. If you subscribe to Notification Nexus, BB Media will integrate with your practice management system and, based on selection criteria for each patient, will send SMS, email and/or voice reminders to your patients. If you have a Member Site, the product also provides Real-Time Online Booking on your website. The Notification Nexus plan includes 500 free voice calls per month. Any call overage is $0.10 per call. (Active promotions and discounts are not reflected on this agreement)
- The Notification Nexus Value Guarantee. Bitebank Media (BBM) charges a base monthly fee (bmf), plus a monthly fee for overages on automated voice calls for appointment reminders, recalls, and confirmations. BBM guarantees that subscriber will gain returns of 3x the base monthly fee (bmf) that is paid to BBM, with the following stipulations. BBM defines returns as the dollar value associated with all valid, client-confirmed appointments through the Notification Nexus application, calculated over a period of a year, and averaged out per month as a percentage of the time the practice is open and operating. Confirmed appointments are defined as those appointments that are confirmed through the Notification Nexus application via text, e-mail, and autodialed-voice calls. If the subscriber does not gain returns as stated above, subscriber will receive free use of Notification Nexus for the following year, with voice calls not included in the year of free use, and the value per month not to exceed the bmf. Any discounts or months free received upon sign up are not calculated as a part of the first year guarantee. The Notification Nexus Value Guarantee only applies if client actively uses the software, and only applies to year one of your subscription. Appointment costs must be updated on the Bitebank Media system for revenue reporting. Further, if there is any change to your practice management system (new software vendor, or upgrade of existing practice management system), Bitebank Media requires 30 days advanced notice of such a change to your practice management software to avoid downtime in the function of your Notification Nexus subscription. If notice is not provided 30 days prior to such a change or upgrade, the Notification Nexus Value Guarantee will void those periods of time with resultant downtime to the Notification Nexus software.
By agreeing with this Term of Service, you acknowledge and agree that all calculations to determine the return on investment with Notification Nexus are final as determined by Bitebank Media.
- Reputation Manager. If you subscribe to Reputation Manager you will receive access to BB Media's reputation management services for one (1) practice name or one (1) dentist. Additional dentists can enroll to use Reputation Manager for the monthly fee set out on the Rates Sheet. Reviews or Testimonial pages on the websites can be enable or disabled when requested by the Member, these features are available via different plans or services by BB Media. Member may wish to disable reviews or testimonials pages based on their state/provincial/Dental association rules. Member is responsible to follow the rules and regulations based on their location for review and/or testimonial pages on the member website. The reviews and/or testimonials provided on the member website have to be approved by the Member via the BB Media system. Reviews and/or Testimonials sourced via the web from third party domains that are not routed for approval via BB Media system are only sourced/ displayed on the member website. Agreeing to automatically source/display reviews and/or testimonials from third party domains will limit the approval rights of the member site. Reviews and/or Testimonials sourced from third party domains cannot be modified. Member will need to contact the third party domain/company to delete reviews and/or testimonials.
- Patient Education Video Player. BB Media offers a video player with 20 free Patient Education Videos for the following licensed practitioner's website: dentist, hygienist or denturist. This free player and its 20 free videos may only be used on a website, after domain authorization by BB Media. Authorization request may be initiated by the practitioner after registration process via the "Website". A piece of code has to be placed on the practitioners website page to load the player and its videos. BB Media may quote the practitioner a service fee to program or embed the piece of code on their website. BB Media retains the right to include advertising in the feed and/or to charge a subscription fee for use of Patient Education Video Player, which fees would be indicated a minimum of 30 days prior to the introduction of such fees, at which time Member will have the option to continue or terminate its use of Free Patient Education Videos. BB Media retains the right to add or remove videos on the Free Patient Education Video Player. Member has the option to subscribe to other paid plans or services offered by BB Media in order to access the complete library of Patient Education Videos.
My Practice TV. My Practice TV Service.
The My Practice TV service allows Members to access and stream content developed and/or owned by Member, BB Media or third parties. References to "streaming" refers to video streaming. Monthly subscription costs are for streaming and Member support for BBM software.
- Availability: My Practice TV is only available for use in dental practices. BB Media reserves the right to offer or accept use at BB Media's discretion. For greater certainty, My Practice TV is not authorized for home use. My Practice TV is a globally available product and, if granted approval by BB Media, may be used anywhere in the world. BB Media holds the right to terminate the service of any Member, in which case the Member may be refunded a specified amount at BB Media's discretion.
- Requirements: Member must meet the minimum requirements to operate the My Practice TV service located at www.bitebankmedia.com/support/system-requirement/. The minimum requirements include but are not limited to internet service and a TV.
- Paid Subscription: BB Media offers this content streaming service to Members for feeds and video content (including BB Media's proprietary videos) for non-commercial use, for one television per practice. Additional televisions are subject to additional costs. Digital snippet reels sourced from the Member's purchased video content are available to stream on Member's My Practice TV account. The feed can be delivered to a TV via various mediums, as it becomes available from BBM. For example, options may include, but are not limited to, TV sticks, tablets and Smart TV apps. Member is responsible for paying for any additional third-party requirements needed for My Practice TV (such as internet service, an internet router, a television, HDMI input and bandwidth). Member may expand their content library by paying a one time fee to purchase additional content package at any time (the one time fee is applicable per additional content package). BB Media purchases content on behalf of the Member. Content purchase service fees are included in the content pack. BB Media retains the right to include advertising, promotions and/or any other information in this product. BB Media retains the right to modify product pricing, which fees would be indicated a minimum of 60 days prior to the introduction of such fees, at which time Member will have the option to continue or terminate its use of My Practice TV.
- Additional content: In order to gain access to additional content, Member must be signed up for a Paid Subscription and pay the applicable content license fees, fees for streaming content on additional TVs, and monthly streaming fees.
- Content: Content includes promotional materials, educational materials, and DVDs.
- Content License: Member owns the content license purchased by BB Media on its behalf (the "Content License"). For greater certainty, any content created by BB Media as a service for Member such as dental education videos (Content as a Service) are not included in the Content License and are owned by BB Media. Bitebank holds discretion over adding and removing dental patient education videos to existing customer accounts.
- Content as a Service License: Member may purchase a license to use Content as a Service. BB Media has no obligation to offer or provide Content as a Service.
- Member Content: Member may provide BB Media with its own marketing videos ("Member Content") for BB Media to upload for Member at no additional charge. If Member Content requires any editing or modification by BB Media, fees will apply. Member Content may not be uploaded directly by Member.
- Dental Trivia: Dental Trivia facts originate from third-party sources. BB Media is not responsible for any claims, inaccuracies and/or misrepresentations within the content.
- Design Services: Member may purchase from BB Media designs, including promotional materials, customized imagery, text and website banners for additional fees. Any content created or designed for the Member by BB Media is owned by Member, provided Member has paid for the production design fees.
- Advertisements: The My Practice TV service may feature advertisements or promotional material.
- Indemnification: Member shall at its own expense defend, indemnify and hold harmless BB Media in any action, suit or claim that any content not created by BB Media infringes any copyright or other proprietary right of a third party.
- TV Sticks: BB Media will provide Member with a third-party manufactured TV stick if Member has purchased a Content License (every additional stick is subject to additional costs). Member is entitled to keep the TV Stick upon service termination. BB Media may ship TV sticks directly to Member or it may arrange for shipment through its distributor. Bitebank does not manufacture the TV Sticks. Any applicable costs for the TV Stick are specified at https://bitebankmedia.com/pricing/.
- TV Stick Warranty: TV sticks are provided with a one year warranty covering defects in workmanship or materials, and Member must claim the warranty by notifying BB Media within the one year period. For greater certainty, the warranty does not cover breakage or damage caused to TV sticks. BB Media reserves the right to require Member to return defective TV sticks to BB Media as a condition to claiming the warranty.
- Fees: Fee information for My Practice TV is located at www.bitebankmedia.com/pricing. Fees may change on 30 days' notice to Member.
- Support: For support services, please contact email@example.com. Support is included to members on a monthly streaming subscription plan. Support includes demo and troubleshooting with BBM software, adding, editing, and removing content that is supported by the software.
- Effect of Termination: In the event of termination of My Practice TV services, BB Media will ship any physical content such as DVDs owned by Member in BB Media's possession to Member at the cost of the Member upon request.
- DOMAIN NAME SERVICES
- The cost of registering one domain name for your Member Site, or for transferring one existing domain name owned by you to BB MEDIA's system, is included in the initial setup fee, and the cost of managing and maintaining that domain name is included in the recurring monthly fees. There is an annual fee for each additional domain name that we register (or transfer), manage and maintain for you.
- If you request that we register one or more domain names for the Member Site, we will use reasonable efforts to register the domain name you request. However, we reserve the right, in our sole discretion, to register a domain name that is different from the requested name, and to select the top-level domain (.com, .ca, .biz, etc.) for the domain name.
- BB MEDIA manages and maintains the domain names associated with your Member Site through BB MEDIA's software system. This requires that all your domain names be in BB MEDIA's name. If you already own one or more domain names that you wish to use with the Member Site, you must transfer control of the domain names to BB MEDIA so that we may manage and maintain the domain names from our system.
- If this agreement terminates, we will transfer control of the domain names associated with your Account to you provided that you request such transfer within 60 days after termination. In the event that you fail to request such transfer, BB MEDIA may, after giving 30 days' notice of its intent to make a disposition of such domain names, dispose of, transfer, use or acquire those (including, without limitation, by BB MEDIA's acquisition and exercise of exclusive ownership of and control over those domain names, by BB MEDIA's use, sale, license or other exploitation of those, or by letting those expire) as BB MEDIA determines in its sole discretion.
- SEARCH ENGINE OPTIMIZATION / SEARCH ENGINE MARKETING
TERMS OF SERVICE
Thank you for registering to use one or both of Bitebank Websites Inc.'s ("BBW") search engine optimization service ("SEO Service") and search engine marketing service ("SEM Service"). Your use of the SEO/SEM Service is governed by these terms of service and by BBW's general Terms of Service ("TOS") as described below.
- General Terms. These terms of service are subject to BBW's TOS, which are located at http://bitebankmedia.com/terms-of-service Nothing in these terms of service limits any rights or obligations set out in the TOS unless these terms of service expressly states otherwise. You acknowledges and agree that BBW may amend the TOS from time to time in its sole discretion in accordance with the TOS. Capitalized terms used in this agreement that are not defined in this agreement have the meaning set out in the TOS.
- Basic Search Engine Readiness. As set out in the TOS, BBW will code your Member Site's meta tag information to search engine standards so that it is ready to be indexed by major search engines, and you are able to edit that meta tag information at any time through your Account.
- Eligibility and Registration. The SEO Service and SEM Service are only available to BBW members who have already registered an Account with BBW, as described in the TOS. You may register for either or both of the SEO Service and SEM Service through your Account.
- SEO Service.BBW will design and implement a solution designed to increase your online presence and improve your search engine rankings. This involves:
- initial analysis of your Member Site's search engine profile and exposure;
- creating a list of target keywords for your Member Site;
- developing an optimization strategy for your Member Site, including in relation to meta tags, contents, file names and internal and external links,;
- submitting your Member Site, and content from your Member Site, to directories, forums, etc.; and
- implementing the changes and strategies developed above.
- Social Networking. If you register for the SEO Service, you may also request that BBW create an online presence for you on the following social networking sites: FaceBook, LinkedIn, Youtube, and Twitter. There is a one-time Fee of $799 plus applicable taxes for this additional service (Active promotions and discounts are not reflected on this agreement). You acknowledge and agree that once BBW has created your online presence on these social networks, you will be responsible for maintaining and updating those accounts.
- SEM Service. BBW will design and implement a solution designed to promote your Member Site by increasing your Member Site's visibility in search engine results through the use of Google AdWords™. You may choose the following option for the SEM Service:
- Initial $999 one-time setup fee plus an ongoing monthly Fee of $99 plus applicable taxes. (Active promotions and discounts are not reflected on this agreement)
- Fees. BBW will charge, and you will pay, the Fees identified in these terms of service as set out in the TOS. You acknowledge and agree that BBW may change the Fees from time to time with reasonable notice to you.
- Monthly Report. BBW will deliver a monthly report to your Account with statistical data relating to your Member Site so that you can track progress.
- NEWSLETTER SERVICE
- Newsletter Service Generally. If you register for the Newsletter Service through your Account, BB MEDIA will produce and distribute e-mail newsletters (each a "Newsletter") to each e-mail address on the Patient List (defined in Section 6.5). BB MEDIA will produce and distribute 6 Newsletters each calendar year, including a holiday greeting card. BB MEDIA will make commercially reasonable efforts to deliver Newsletters on or about March 1st, May 15th, July 1st, September 1st, November 1st and December 15th (for the holiday greeting card). These dates are subject to change without notice. The Newsletter Service is charged at the annual fee set out in the Rates Sheet.
- Newsletter Content. Each Newsletter will contain content covering 4 topics. For one of those topics, you will be given the opportunity to substitute one of 2 to 3 additional topics in the field of oral health and wellness. You must notify BB MEDIA of your selection no later than 4 weeks before the Newsletter is scheduled for release; if BB MEDIA does not receive your selection then BB MEDIA will include the default selection in your Newsletter. The Newsletter content is created, reviewed and edited by BB MEDIA's editorial board of dentists.
- Newsletter Greetings. You may create your own greeting for each Newsletter. If BB MEDIA does not receive a customized greeting from you for a Newsletter, it will use the standard default greeting for that Newsletter.
- Newsletter Appearance. Except for the holiday greeting card, each Newsletter distributed through your Account will be based on the design template that you use for your Member Site and will include the logo that you use on your Member Site. The holiday greeting card will use a standard seasonable theme selected and created by BB MEDIA. BB MEDIA will customize your Newsletters upon request at the hourly rate set out on the Rates Sheet.
- Patient List. You are responsible for creating and maintaining a list of the e-mail addresses to which you want Newsletters delivered (the "Patient List"). You may either create and maintain your Patient List through your Account, or may send your Patient List to BB MEDIA in the specified format. If you send your Patient List to BB MEDIA, you may also deliver updated Patient Lists from time to time. You must provide an updated Patient List at least 3 weeks before a Newsletter is scheduled to be released for that Newsletter to be delivered to the updated recipients; if BB MEDIA does not receive your updated Patient List by that date then the next Newsletter will be delivered to the recipients on your previous Patient List on file with BB MEDIA.
- Privacy and Legal Compliance. You are solely responsible for ensuring that you have received consent from each person on your Patient List to receive Newsletters through the specified e-mail address, and for otherwise complying with all applicable laws (including privacy laws and anti-spam laws) in relation to the Patient List.
- Opt-Out.You acknowledge and agree that every Newsletter will contain an "unsubscribe" link that allows patients to remove their addresses from your Patient List. You hereby agree that you will:
- not remove or disable the "unsubscribe" link, or attempt to do so, from any Newsletter;
- monitor and process all unsubscribe requests that you receive within 10 days after receipt, and ensure that no Newsletter is sent subsequently delivered to any address for which you received an unsubscribe request.
- SUPPORT SERVICES, MEMBER RESPONSIBILITY AND AVAILABILITY COMMITMENTS
- Maintenance and Technical Support. Subject to this agreement we will maintain your Account and your Member Site during the term of this agreement. During the term of this agreement we will provide e-mail and telephone support relating to the Services and your Member Site during our regular business hours (9 a.m. to 5 p.m. Eastern Standard time, Monday to Friday, excluding statutory holidays in Ontario). We will try to respond to your inquiries in a timely manner, but we do not make any guarantees about how quickly we will respond or how quickly technical issues will be resolved.
- Bitebank Media Updates. During the term of your subscription, you will be entitled to receive all generally-released new versions of Bitebank Media software. You will also have access to Bitebank's newest website design releases, changes, service packs and patches. Updates will not include structural or coding changes to your website, however. Features of updates may require that your hardware, operating systems and third-party software be updated in order for those features to function. You are responsible for upgrading your hardware, operating systems and third-party software as may be required for those features to function.
- Your Responsibilities. You are solely responsible for obtaining all computer equipment and connections required to access and use the Website and Services. BB MEDIA will not be responsible for the workings or failures of your computer equipment, network, software or Internet access.
- Interruptions/Errors. Your use of the Website, your Account, the Member Site and the Services might be interrupted and will not be free of errors. Some of the content on the Website or available through the Services might be translated, and those translations may not be accurate or appropriate. Any of the Website, your Account, the Member Site and the Services may be unavailable from time-to-time due to routine maintenance, upgrades, hardware or software malfunctions, repairs, power outages, hackers, denial of service attacks, unforeseeably large service demands, or other reasons beyond BB MEDIA's control.
- Unavailability. If your Account or your Member Site becomes inactive or inaccessible solely because of BB MEDIA's error then BB MEDIA will reimburse you as follows: for each day that your Account or your Member Site is inactive or inaccessible, BB MEDIA will reimburse you an amount equal to your recurring monthly Fee divided by the number of days in the applicable calendar month (for example, if your monthly fee is $69 and your Account is inaccessible for 2 days in June, BB MEDIA will reimburse you (69/30) X 2, or $4.60). You acknowledge and agree that this reimbursement is your sole and exclusive remedy if your Account or your Member Site becomes inactive or inaccessible solely because of BB MEDIA's error.
- USE OF SERVICES: CONDUCT RULES
- Rules.Whenever you access, use or otherwise deal with the Services, including in your provision and operation of your Member Site for your clients, you must comply with all:
- applicable laws, including privacy laws;
- acceptable-use policies and other policies that BB MEDIA implements with respect to the Website or the Services from time-to-time, as posted on the Website; and
- other rules, policies and procedures BB MEDIA communicates to you from time-to-time.
- Restrictions.Except as expressly permitted by this agreement, you must not:
- reverse engineer, de-compile, hack, disable, disrupt, interfere with, disassemble, copy, decrypt, reassemble, supplement, translate, adapt or enhance any of the BB MEDIA Property or the Services;
- use any spider, robot, web crawler or other automatic means to access (or attempt to access), search or monitor the Website or Services or their content or to harvest or collect information about other users;
- use any automatic means, including software, to interfere with or attempt to interfere with the Website or the Services or their use by any other user;
- except for linking to the Website's home page, create Internet links to the Website, its Services or content, or "frame" or "mirror" the Website, its Services or content on any other server or Internet-enabled device;
- post on, upload to or transmit from the Website, your Member Site or the Services any content, link or anything else that (if reproduced, published, transmitted or used) may:
- be defamatory, threatening, abusive, harassing, hateful, obscene, pornographic, harmful or invasive of anyone's privacy, or excessively violent,
- violate any law including intellectual property, privacy, securities or other laws;
- impersonate any person;
- give rise to civil or other liability; or
- relate to illegal drugs, weapons, gambling or other illegal activities;
- upload to or transmit from the Website, your Member Site or the Services any data, file, software or link that contains or redirects to a virus, Trojan horse, worm or other harmful component;
- use the Website, your Account, the Member Site or the Services to do or attempt to do any of the following without BB MEDIA's prior written permission:
- send spam or other bulk messages;
- gain unauthorized access to any data, network or system;
- refer to any BB MEDIA competitor or any service that is similar to or competitive with the Website or Services;
- monitor data or traffic on any network or system;
- obtain an email address, user name or other information about a third party without their consent;
- use any misleading, false or deceptive TCP/IP header information in any email or posting;
- conduct or instigate any denial of service attack against BB MEDIA's Website or network, or any third party's website or network; or
- commit any dishonest act, act of fraud or any act that infringes any third-party rights or that violates any applicable law or regulation in any jurisdiction;
- improperly make complaints or use "flag" buttons or make false reports on the Website;
- artificially inflate or alter ratings, views or statistics on the Website or your Member Site;
- falsify any data or information available on the Website or your Member Site;
- delete or modify any intellectual property or other notice on the Website or the Member Site;
- sell or transfer your Account, or allow any third party to access or use it;
- avoid, circumvent, or disable any access control technology, security device, procedure, protocol, or technological protection mechanism that may be included or established in or as part of any of the Website or the Services or any hardware or software used to provide the Website or the Services, or third party hardware, software or services;
- interfere with the Services or any third party's use of the Website or the Services;
- resell any of Services or allow any third party to use or access the Website or the Services without BB MEDIA's prior written consent;
- cause any unreasonable burden or load on BB MEDIA's Website or Services or its computer systems, as determined by BB MEDIA in its sole discretion; or
authorize or encourage any third party to do any of the above.
- Monitoring and Disclosure. BB MEDIA does not normally monitor your use of the Services; however, BB MEDIA and its representatives may do so. We reserve the right to remove, edit or reclassify content that we determine, in our sole discretion, is objectionable for any reason. We will not have any liability for any failure to remove, or delay in removing, any content. We may disclose any information that is necessary to satisfy any law, regulation or lawful request or as necessary to operate the Services or to protect the rights or property of BB MEDIA or others that are directly related to providing the Services. If BB MEDIA believes that criminal activity has occurred, BB MEDIA reserves the right to refer the matter to, and to cooperate with, any and all applicable law enforcement authorities. If BB MEDIA receives any notice (or has any reason to believe) that any of the Member Content (or the display or availability of the Member Content) violates this agreement, BB MEDIA may remove the Member Content in its sole discretion without prior notice.
- FEES AND PAYMENTS
- Fees. You will pay BB MEDIA the fees set out on the Website from time to time plus all applicable taxes ("Fees") to become a member and receive the Services, including:
- a one-time Account setup fee that is immediately due and payable when you register your Account;
- a recurring monthly fee (paid monthly in advance) based on your Service plan that commences immediately when you register your Account; and
- if BB MEDIA develops a customized Member Site for you under a separate agreement, development fees as set out in that agreement.
- Changes to Fees. We may change the Fees from time to time upon providing 30 days' notice to you.
- Currency. If you are a Canadian resident you will be charged, and you will pay, Fees in Canadian currency. If you are not a Canadian resident you will be charged, and you will pay, Fees in United States currency.
- Payment Methods. You will pay all Fees directly to BB MEDIA via credit card, or such other payment method as BB MEDIA may approve in writing. If you pay via credit card, you hereby authorize BB MEDIA to charge all amounts to the credit card number you provide to BB MEDIA when you register your Account. If your credit card payment is rejected or refused you will immediately pay BB MEDIA the amount due and provide BB MEDIA with an alternative credit card number for future payments. If you do not provide alternative credit card information that successfully authorizes payment within 10 days after the first payment is refused, we may suspend your Account and rights to all Services. You represent and warrant to BB MEDIA that each credit card you use for payment to BB MEDIA belongs to you, and you have the right to charge all such payments on the credit card(s).
- Interest. You will pay BB MEDIA simple interest on all overdue amounts at a rate of 18% per year or, if less, at the maximum rate of interest permitted by applicable law, calculated from the date payment was due until the date payment (including accrued interest) is made in full.
- LOW PRICE GUARANTEE, DISCOUNTS, PROMOTIONS AND CREDITS
- Low Price Guarantee.BB MEDIA works hard to make sure its prices are the best available. If you find another company that is offering the same services as BB MEDIA for a lower price, BB MEDIA will reduce its Fees if you qualify for the Low Price Guarantee (the "Guarantee") as follows:
- you must not currently be a Member and find a lower price for the Services that are proposed to be provided to you by BB MEDIA from a competitor's website or written offer.
- The lower price must be in effect at the time your Guarantee request is verified by BB MEDIA. Expired offers are not eligible.
- The Guarantee only applies to services offered by another company that provide exactly the same features as those to be provided by BB MEDIA for your Service plan. The Guarantee also only applies to services offered by competitors to customers that are located in the U.S. and Canada.
- For purposes of comparing prices, BB MEDIA's prices are its monthly fees for your proposed Service plan after applying any discounts, offers or promotions for which you are eligible. Such prices shall not include any setup fees, any fees for customization or any fees for optional or additional services.
- The Guarantee does not apply where a competitor has made a pricing error or typographical error.
If your claim satisfies these terms and conditions, BB MEDIA will reduce its monthly fees for Services under your Service plan to match the fees of the competitor for so long as such competitor's fees are in effect until your Agreement with BB MEDIA is terminated in accordance with its terms. BB MEDIA reserves the right to modify or eliminate these terms and conditions at any time.
- Early Payment Discounts.You may pay your monthly fees on an annual basis, in advance; if you do so, you will receive the following discounts from those monthly fees:
- 12 months' monthly fees paid in advance: 5 percent discount;
- 24 months' monthly fees paid in advance: 10 percent discount;
- 36 months' monthly fees paid in advance: 15 percent discount;
Any such discounts may not be combined with any other discounts, offers or promotions that BB MEDIA may from time to time make available and also will not apply if this agreement continues on a month-to-month basis after the initial term expires.
- Promotions and Credits. BB MEDIA may from time to time make available promotion codes that grant you a discount on Fees. If you are eligible to use a promotional code, you may not combine that promotional code with any other BB MEDIA discount, offer or promotion. BB MEDIA may from time to time offer credits (for example, for a certain amount of design services or for a free month of services). Such credits are not redeemable for cash or any other form of credit and have no monetary value. You have no ownership interest in your accrued credits. Credits may not be purchased or sold and are not transferable. If you receive any credits, you must use them within 3 months; any credits not used within that period will expire.
- Refunds. Except as specifically set out below, all payments (regardless of how they were made) are non-refundable. If you are not satisfied with the Services and notify us within 30 days after registering your Account, we will terminate your Account and refund all recurring monthly fees you have paid up to the termination date. You acknowledge and agree that the one-time Account setup fee is not refundable.
- PRIVACY AND INTELLECTUAL PROPERTY
- Privacy Compliance.Without limiting anything in this agreement, you must comply with all applicable privacy laws and must not collect, use, retain or disclose any third party's personal information without their consent unless otherwise permitted by law to do so. You acknowledge and agree that you are solely responsible for complying with all applicable privacy laws and for preparing, implementing and maintaining all privacy policies and other privacy practices required by those laws with respect to any personal information (of your clients or otherwise) that you collect, use or disclose, whether on or through your Account or Member Site or otherwise, including, without limitation, the Confidentiality Clause of the Health Insurance Portability and Accountability Act of 1996 (HIPAA), well as any other healthcare specific legislation. We do not represent or warrant that any documentation or information we provide complies with any jurisdiction's privacy laws, and you should obtain advice from a qualified professional about privacy compliance before preparing or implementing any privacy policies or practices. If you collect personal information from your clients through your Member Site, we will store that information for you as part of hosting your Member Site. You acknowledge and agree that we are doing so solely as a service provider to you, and that we have no obligations regarding that information other than to take reasonable measures to keep it secure.
- if we ask you to provide us with any personal information, we will tell you the purposes for which we intend to use that information;
- we will not collect, use, or disclose that information without your consent; and
- we will not use or disclose that information for any other purposes without your consent.
- Trade-marks. The names, logos, graphics, slogans, service marks, trade names and trade-marks on the Website (the "Marks") are the property of BB MEDIA or its third-party suppliers. The Marks belong to their respective owners, and you are not authorized to use any of the Marks in any advertising, marketing or any other commercial manner without prior written consent.
- Proprietary Rights. You may provide various content on or through the Member Site (the "Member Content"), including images, articles, blog posts, and newsletters. As between you and BB MEDIA, you will retain ownership of all Member Content and all intellectual property rights in the Member Content. You are solely responsible for the suitability, accuracy and completeness of all Member Content, for reviewing and checking Member Content for spelling, grammatical correctness and to see that the language used is appropriate and for and ensuring that the Member Content complies with applicable laws and does not infringe, violate or misappropriate any third-party rights. You acknowledge and agree that BB MEDIA has no obligation to monitor Member Content for suitability, accuracy, or completeness, or to proofread Member Content for spelling, grammar or language usage. Despite the foregoing, if BB MEDIA becomes aware of any error in any Member Content BB MEDIA may notify you of the error and if you so request in writing, will revise the Member Content.
- Third Party Provider Content. As between you and BB MEDIA, you are responsible for the suitability, accuracy and completeness of all Third-Party Provider Content, for reviewing and checking Third-Party Provider Content for spelling, grammatical correctness and to see that the language used is appropriate and for ensuring that the Third-Party Provider. Content complies with applicable laws and does not infringe, violate or misappropriate any third-party rights. You acknowledge and agree that BB MEDIA has no obligation to monitor Third-Party Provider Content for suitability, accuracy, or completeness or to proofread Third-Party Provider Content for spelling, grammar or language usage. Despite the foregoing, if BB MEDIA becomes aware of any error in any Third-Party Provider Content, BB MEDIA may notify you of the error and if you so request in writing, will revise the Third-Party Provider Content.
- BB MEDIA Property. As between you and BB MEDIA, BB MEDIA and its suppliers will solely own the following (collectively the "BB MEDIA Property"):
- the Website and its organization and design, and all information, images, artwork, text, video, pictures and other material (including the Library Content, Patient Videos, website themes, images and videos described in Section III) on or accessible through the Website, the Member Site or the Services (other than Member Content);
- all tools, hardware and software used to provide the Website, the Member Site and the Services;
- the Website's and Member Site's graphical design and user interface and the look and feel of the Website and the Member Site and their user interfaces (other than Member Content);
- the Marks;
- your Account; and
- all intellectual property rights and other proprietary rights in and to the property listed in (a) through (e) above.
If your Member Site is created through a separate custom development agreement then the design of your Member Site, and its underlying software code, will be Member Content once you have fully paid for all related development Services. All other Member Sites will be BB MEDIA Property. You must not copy, use or exploit any of the BB MEDIA Property except as explicitly permitted by this Agreement.
- LICENSE TERMS
- Licence to Member.During the term of this agreement, and subject to this agreement's terms and conditions, BB MEDIA grants you a limited, non-exclusive, non-transferable, non-sub-licensable revocable right to access the Services through the Website and to manage, publish and update your Member Site in accordance with this agreement. You may only reproduce, publish or distribute BB MEDIA Property in electronic form through your Member Site. You may not reproduce, publish or distribute BB MEDIA Property in any physical media unless BB MEDIA has expressly consented in writing and you have paid such additional fees as BB MEDIA may require.
You are responsible for verifying the suitability, accuracy and completeness of all BB MEDIA Property, and you publish and otherwise exploit BB MEDIA Property solely at your own risk. BB MEDIA is not liable for, and you release BB MEDIA from any liability for, any BB MEDIA Property or your use or publication of any BB MEDIA Property.
- Licence to BB MEDIA; Moral Rights; Statistical Information; Display of Member Site. You hereby grant BB MEDIA a worldwide, non-exclusive, royalty-free licence (the "Licence") to copy, publicly display, modify, transmit, telecommunicate, use and distribute the Member Content through the Services, and to sub-license third parties to do the same, during the term of this agreement. You hereby waive in favour of BB MEDIA all moral rights and droits d'auteurs that you may have in the Member Content for the duration of the Licence.
- Your Representations Regarding the Member Content.You represent and warrant to BB MEDIA that:
- you either own the Member Content or have written permission from the Member Content's owner to exploit the Member Content and make the Member Content available through the Services and on the Member Site;
- you have the right to grant the Licence; and
- the reproduction, display, distribution, use and other exploitation of the Member Content by BB MEDIA and our service providers will not infringe or violate the rights of any third party.
- Site Monitoring. BB MEDIA may monitor and compile statistical information concerning the Member Site, including, without limitation, as to website "traffic" or "hits" and the number of appointment and other requests the Member Site receives, and incorporate such information in summaries and analyses that are to be used by BB MEDIA for the development of new site features and for marketing purposes. You hereby consent to BB MEDIA's collection and use of such information for such purposes.
- Marketing License. You also consent and agree that BB MEDIA may display the Member Site and/or graphic works incorporated in the Member Site in BB MEDIA's portfolios of websites that are used by BB MEDIA for marketing purposes.
- DISCLAIMERS AND LIMITATIONS OF LIABILITY
- DISCLAIMER. the Website, THE BB MEDIA Property AND THE Services ARE PROVIDED "AS IS" AND "AS AVAILABLE" "WITH ALL FAULTS" AND WITHOUT WARRANTY OF ANY KIND. BB MEDIA DISCLAIMS all representations and warranties OF ANY KIND (express, implied, statutory OR otherwise) in respect OF the Website, THE BB MEDIA Property AND THE Services, including THOSE of merchantability, NON-INFRINGEMENT, title, quality And fitness for a particular purpose, SYSTEM INTEGRATION OR COMPATIBILITY. BB MEDIA DOES NOT REPRESENT OR WARRANT that:
- THE BB MEDIA PROPERTY OR MATERIALS ON THE WEBSITE OR available THROUGH THE SERVICES ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE;
- ANY PROCEDURES, ADVICE OR TREATMENTS REFERRED TO IN ANY BB MEDIA PROPERTY OR MATERIALS ON THE WEBSITE OR AVAILABLE THROUGH THE SERVICES ARE SUITABLE OR EFFECTIVE OR WILL HAVE ANY SPECIFIC RESULT OR OUTCOME;
- the WEBSITE OR SERVICES WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA;
- the WEBSITE OR SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; OR
- THAT THE WEBSITE OR SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
some jurisdictions do not allow the exclusion of implied warranties, so the above exclusion may not apply to you. this warranty gives you specific legal rights and you may also have other legal rights that vary from jurisdiction to jurisdiction
- LIMITATION OF LIABILITY. YOU USE the Website, YOUR ACCOUNT, THE BB MEDIA Property AND THE Services AT YOUR OWN RISK. BB MEDIA WILL NOT BE LIABLE FOR ANY LOSS IN CONNECTION TO THE USE OF, OR INABILITY TO USE, the Website, YOUR ACCOUNT, YOUR MEMBER SITE, THE BB MEDIA Property AND THE Services, INCLUDING ANY LOSS TO Your MEMBER Content, WHETHER ARISING FROM BB MEDIA'S NEGLIGENCE OR OTHERWISE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND WITHOUT LIMITING THE PREVIOUS SENTENCE, BB MEDIA WILL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES WHATSOEVER, OR FOR DAMAGES FOR BUSINESS INTERRUPTION, LOST DATA OR LOST PROFITS, IN CONNECTION WITH the Website, YOUR ACCOUNT, YOUR MEMBER SITE, THE BB MEDIA Property OR THE Services, EVEN IF BB MEDIA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
- LIABILITY CAP. IF, DESPITE THE LIMITATIONS SET OUT ABOVE, BB MEDIA BECOMES LIABLE TO YOU IN RESPECT OF ANY OF the Website, YOUR ACCOUNT, YOUR MEMBER SITE, THE BB MEDIA Property OR THE Services, THAT LIABILITY WILL BE LIMITED TO THE MONTHLY FEES YOU PAID TO BB MEDIA IN THE 3 MONTHS PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY. THE LIMITATIONS ON LIABILITY IN SECTION 13.2 (limitation of liability) and this section 13.3 (maximum liability) are intended to apply to the warranties and disclaimers above and all other aspects of this agreement. some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitation or exclusion may not apply to you and you may also have other legal rights that vary from jurisdiction to jurisdiction.
- INDEMNIFICATION.YOU WILL INDEMNIFY BB MEDIA AND ITS AFFILIATES, OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, REPRESENTATIVES, LICENSORS AND LICENSEES (COLLECTIVELY, THE "INDEMNITEES") AND HOLD THE INDEMNITEES HARMLESS FROM AND AGAINST ALL DAMAGES, INJURIES, LIABILITIES, COSTS, EXPENSES AND LEGAL FEES THAT THE INDEMNITEES MAY INCUR ARISING FROM OR RELATED TO:
- THE MEMBER CONTENTOR THE THIRD-PARTY PROVIDER CONTENT, INCLUDING CLAIMS THAT THE MEMBER CONTENT, THE THIRD-PARTY PROVIDER CONTENT OR THE EXPLOITATION OF EITHER SUCH CONTENT AS PERMITTED BY THIS AGREEMENT INFRINGES OR VIOLATES THE RIGHTS OF ANY THIRD PARTY; ORYOUR USE OF THE WEBSITE, YOUR ACCOUNT, YOUR MEMBER SITE, THE BB MEDIA PROPERTY AND THE SERVICES; OR
- YOUR COLLECTION, USE OR DISCLOSURE OF PERSONAL INFORMATION THROUGH YOUR ACCOUNT OR YOUR MEMBER SITE; OR
- ANY CLAIM THAT BB MEDIA PROPERTY OR MATERIALS ON THE WEBSITE OR available THROUGH THE SERVICES ARE INACCURATE, INCOMPLETE, UNRELIABLE, NO LONGER CURRENT OR CONTAIN ERRORS, OR THAT ANY PROCEDURES, ADVICE OR TREATMENTS REFERRED TO IN ANY BB MEDIA PROPERTY OR MATERIALS ON THE WEBSITE OR AVAILABLE THROUGH THE SERVICES ARE NOT SUITABLE OR INEFFECTIVE OR DID NOT HAVE ANY SPECIFIC RESULT OR OUTCOME; OR
- THE UNTRUTHFULNESS OR INACCURACY OF ANY OF YOUR REPRESENTATIONS OR WARRANTIES TO US; OR
- YOUR BREACH OF ANY OBLIGATION IN THIS AGREEMENT.
- TERM AND TERMINATION
- Termination by BB MEDIA. Without prejudice to any of our rights at law or equity, BB MEDIA may terminate your Account or access to the Services with no prior notice if you fail to make a payment to BB MEDIA as and when required, or if you breach this agreement, or if any of your representations or warranties is or becomes untrue, or if so requested by law enforcement or other government agencies. You acknowledge and agree that BB MEDIA will not be liable to you or any third party for any termination of your Account or access to Services. If BB MEDIA terminates this agreement for cause, we may choose, in our sole discretion, not to refund any prepaid fees or other amounts to you. In addition, BB MEDIA may terminate this agreement in its sole discretion upon 60 days' notice to you.
- Termination by You.You may terminate your Account at any time by giving written notice to BB MEDIA. Terminating your Account is your only remedy with respect to any dispute with BB MEDIA, including disputes relating to:
- this agreement or our enforcement of it;
- the Website, the BB MEDIA Property, the Member Site or the Services; and
- the amount, type or payment of Fees.
- Remedies. In addition to any other available remedies, if you breach any of your obligations under this agreement BB MEDIA may suspend or terminate the Services and your Account. If BB MEDIA believes that unauthorized or improper use is being made of the Website or Services, we may, without notice, take such action as we, in our sole discretion, deems appropriate, including blocking messages from a particular internet domain, mail server or IP address.
- Effect of Termination.Upon termination of your Account, the Services or this agreement:
- you will immediately cease all use of the Website, your Account, the BB MEDIA Property and the Services;
- BB MEDIA will suspend or inactivate your Account, such that you will have no further access to your Account or anything associated with it (including e-mails or other content in your Account), and will inactivate the domain names associated with your Member Site so that your Member Site will no longer be publicly accessible;
- subject to Section 10.4, you will not receive any refunds for Fees you paid under this agreement;
- you will immediately pay BB MEDIA all amounts owing under this agreement;
- BB MEDIA may delete some or all of the Member Content from your Account within 60 days after termination, if BB MEDIA wishes to do so;
- if agreed in writing with BB MEDIA, you will own all the rights to the website design for the Member Site and will retain such rights on termination;
- Section 5.4 (Domain Transfer), Section 9.2 (Restrictions), Article XII (Privacy and Intellectual Property), Article XIV (Disclaimers and Limitation of Liability), Section 15.3 (Remedies), Section 15.4 (Effect of Termination) and Article XVI (General Terms) will survive termination and all payment obligations incurred prior to the date of termination.
- GENERAL TERMS
- Modifications. From time to time BB MEDIA may add new features to the Website and the Services, remove existing features from the Website and the Services, or otherwise modify the Website and the Services (including their functionality, "look-and-feel", universal resource locators and software components).
- Modifications to this Agreement.BB MEDIA reserves the right, in its sole discretion, to modify this agreement at any time by doing one or both of the following:
- posting the modified agreement on the Website;
- giving you prior notice of the modification. You should check this agreement, which is located at http://bitebankmedia.com/terms-of-service, periodically for modifications. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT. YOUR CONTINUED USE OF THE WEBSITE OR (IF YOU ARE A MEMBER) YOUR ACCOUNT AND THE SERVICES AFTER WE POST AN AMENDED AGREEMENT OR NOTIFY YOU OF A MODIFICATION WILL CONSTITUTE BINDING ACCEPTANCE OF THE MODIFIED AGREEMENT.
- Links to Third Party Websites. The Website may include links to third-party websites that are controlled and maintained by others. Any link to other websites is not an endorsement of those websites and you acknowledge and agree that BB MEDIA is not responsible for the content or availability of any such sites or for any communications or materials available at those linked sites, or personal information collected about you from those sites. You may be charged fees to access or use the linked sites; these fees are not covered by any Fees you pay to BB MEDIA.
- Arbitration. Except for actions to protect intellectual property rights and to enforce an arbitrator's decision, all disputes arising out of or relating to this agreement will be submitted to and finally resolved by arbitration by a single arbitrator under the rules of the Arbitration Act, 1991 (Ontario) then in effect. The arbitration will take place in Toronto, Ontario, Canada, and may be conducted telephone or video conference. The arbitrator will apply Ontario laws to all issues in dispute. The dispute will be arbitrated on an individual basis, and will not be consolidated in any arbitration with any other party's dispute. The arbitrator's findings will be final and binding on the parties, and may be entered in any court of competent jurisdiction for enforcement.
- Governing Law. This agreement will be governed by the laws in effect in Ontario, Canada, without reference to any conflicts of laws rules. You attorn to the exclusive jurisdiction of the Ontario courts sitting in Ottawa, Ontario; however, you or BB MEDIA may apply to a court of competent jurisdiction for interim protection or equitable relief such as an injunction.
- Jurisdiction. BB MEDIA operates from Ontario, Canada, and makes no representation that the Website or the Services are appropriate or available for use in any particular jurisdiction. Unless otherwise specified, the BB MEDIA Property is presented solely for the purpose of patient education in North America. BB MEDIA makes no representation that BB MEDIA Property in this site are appropriate or available for use in other locations. Those who access the Website or the Services from other locations do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.
- Language. The parties have expressly agreed that this agreement and all ancillary agreements, documents or notices relating thereto be drafted solely in the English language. Les parties aux presentes ont expressement convenu que ce accord et toute autre convention, document ou avis y afferent soient rediges en anglais seulement.
- No Waiver. No delay or failure to act by BB MEDIA regarding any default will impair any of BB MEDIA's rights or remedies that are not expressly waived in writing.
- Entire Agreement. This agreement supersedes all prior agreements of the parties regarding the Services, and constitute the whole agreement with respect to the Services.
- Assignment. You may not assign or sublicense this agreement or any of your rights under this agreement without our prior written consent, which may be withheld in our sole discretion. We may assign or sublicense this agreement and any of our rights and obligations under it in our sole discretion.
- Independent Contractors. The parties are independent contractors and this agreement does not make either party an employee, agent, partner or joint venturer of the other. This agreement will enure to the benefit of and be binding upon the parties and their lawful successors and permitted assigns.
- Force Majeure. BB MEDIA will not be liable for any delay or damage caused as a result of any event beyond its reasonable control; any delay caused by any such event will not be deemed to be a breach of or failure to perform this agreement.
- Severability. If any provision of this agreement is declared invalid or unenforceable, such provision will be severable and will not affect the validity or enforceability of any other provision.
- Notices. Each party will provide the other with written notice under this agreement by sending the other party notice as follows: (a) for you, notice will be sent to the e-mail address associated with the Account, and (b) for BB MEDIA, notice will be sent to the address provided in this agreement.
BiteBank Websites Inc. (“BBW”) is committed to maintaining the privacy of your personal information. Our commitment to you has been developed in accordance with the federal Personal Information Protection and Electronic Documents Act (“PIPEDA”) and the Ontario Personal Health Information Protection Act (“HIPA”) and ensures that your personal information will only be collected, used, and disclosed in compliance with the law.
Scope of Policy
If a BBW client collects personal information from its own customers, that BBW client is solely responsible for complying with privacy laws and for protecting its customers’ personal information.
What Is Personal Information?
“Personal Information” is information about an identifiable individual but does not include the name, title, business address or telephone number of an employee of an organization. It also does not include information that is available in the public domain.
Collection and Disclosure of Information
BBW may collect technical information from your computer that does not identify you, including: your Internet IP address; the time you spend on our website; the pages you visit; the operating system and web browser software you use; and, if you locate our website through a search engine, the keywords you used to find us. This information is stored only in aggregate form and used for statistical analysis in an effort to improve our website. BBW reserves the right, however, to attempt to link this information to an individual if it becomes necessary in order to investigate a security breach or other illegal activity related to its website.
Clients who create BBW user accounts in order to receive BBW services must provide certain information, including name, area of specialization, contact information and payment information.
BBW ascribes to ten privacy principles to ensure that your personal information is protected:
BBW is accountable and responsible for personal information in its possession and under its control. BBW has designated a Privacy Officer who is accountable for BBW’s compliance with this Policy.
BBW has adopted policies and procedures to protect your personal information, to receive and respond to complaints and inquiries, to train staff regarding policies and procedures and to communicate policies and procedures to its customers. Please contact our Privacy Officer for more information on these policies and procedures.
- Identifying Purposes
When collecting your personal information, we will tell you why we are collecting the information (unless the purpose is obvious) and will provide, on request, contact information for our Privacy Officer who can answer further questions about the collection. Before using or disclosing personal information for a purpose not previously identified, we will identify the new purpose and obtain your consent unless the use or disclosure is authorized or required by law.
Except as set out below, we do not collect personal information other than personal information that is voluntarily provided. Generally, we collect, use and disclose personal information for the following purposes:
- to respond to inquiries about products or services that you are using or are considering purchasing;
- to provide and administer the products and services that you purchase;
- to authenticate your identity;
- to maintain accurate customer records;
- to process and collect payments and debts owed to BBW;
- to collect information to enable us to improve our products and services;
- to establish and maintain communications with customers relating to our various products and services, and to respond to inquiries and resolve complaints;
- to protect us, yourself, and others from fraud or error; and
- to comply with legal and regulatory requirements.
These collections, uses and disclosures are a reasonably necessary part of your relationship with us.
BBW does not sell or trade your personal information with other persons or organizations, except to organizations affiliated with BBW. Nevertheless, we may be required by law to disclose your personal information, for example to comply with valid legal processes such as a subpoena or court order. We may also need to disclose your personal information in order to protect our legal rights or property, or where failure to disclose your personal information may put the safety of another individual at risk. We will not disclose your personal information to any other persons or organizations without your express consent.
Upon request to our Privacy Officer, BBW will do its best to provide further explanation of the specific purposes for which your personal information will be used.
If you have provided personal information and wish to have it removed from our system, please contact our Privacy Officer.
BBW may retain agents, subcontractors or service providers (“Service Providers”) from time to time in relation to the BBW’s business or the products or services that BBW provides. If BBW requires a Service Provider to deal with your personal information, BBW will take reasonable steps to ensure that the Service Provider adheres to privacy procedures and will keep your personal information confidential. BBW will not provide more information than is necessary to the Service Provider and will ensure that the information is returned or destroyed once the purpose for which it was given is filled.
Our Service Providers may be located outside of Canada, and you acknowledge that personal information may be processed and stored in foreign jurisdictions and that the governments, courts or law enforcement or regulatory agencies in those jurisdictions may be able to obtain disclosure of that personal information through the laws of the foreign jurisdiction.
- the information is publicly available, as defined by statute or regulation;
- we need to collect debts owed to us by you;
- we are obtaining legal advice;
- we reasonably expect that obtaining consent would compromise an investigation or proceeding; or
- we are contemplating selling all or part of our business.
Other exceptions may apply. Your consent can be express, implied or given through an authorized representative such as a lawyer or agent. Consent may be provided orally, in writing, electronically, by negative option, or otherwise.
You may withdraw your consent at any time, subject to legal or contractual restrictions, and provided that you give us reasonable notice. Once notice is given, BBW will inform you of the likely consequences of withdrawing your consent, which may include BBW’s inability to provide the services requested.
When providing BBW with consent, or when revoking your consent, please do so by communicating with our Privacy Officer.
- Limiting Collection
BBW will limit its collection of personal information to that which is reasonable and necessary to provide the services requested, or as authorized by law. BBW will collect information only by lawful means.
- Limiting Use, Disclosure and Retention
Your personal information will only be used or disclosed for the purposes consented to by you or as authorized by law.
BBW will retain personal information only as long as it is necessary to fulfill the purposes for which it is collected or to comply with our legal obligations. We will destroy, erase or make anonymous documents or other records containing personal information as soon as it is reasonable to assume that the original purpose is no longer being served by retention of the information and retention is no longer necessary for legal or business purposes. We will take due care when destroying personal information so as to prevent unauthorized access to the information.
BBW will make reasonable efforts to ensure that the personal information we collect, use or disclose is accurate and complete. In most cases, however, BBW relies on you to ensure that the personal information provided is current, complete and accurate. Please contact BBW to inform us of any changes to your information or to confirm the accuracy of the information we retain. BBW does not seek independent confirmation of any information provided.
If you demonstrate the inaccuracy or incompleteness of your personal information, BBW will amend it as required. If appropriate, we will send the amended information to third parties to whom we have previously disclosed your personal information.
When a challenge regarding the accuracy of your personal information is not resolved to your satisfaction, BBW will make note that a request to amend the personal information under its control was made but that the information was not amended.
BBW protects the personal information in its custody or control by making reasonable security arrangements to prevent unauthorized access, collection, use, disclosure, copying, modification, disposal or similar risks. Some specific safeguards include:
- physical measures such as locking filing cabinets;
- organizational measures such as restricting employee access to files and databases, as appropriate;
- electronic measures such as passwords and firewalls; and
- nvestigative measures where BBW has reasonable grounds to believe that personal information is being inappropriately collected, used or disclosed.
We will take reasonable steps, through contractual or other reasonable means, to ensure that the suppliers and agents who assist in providing services to us implement a comparable level of personal information protection.
Note that despite best practices and BBW’s best efforts confidentiality and security may not be assured when information is transmitted through e-mail or other wireless communication. Please notify our Privacy Officer in writing if you do not want us to communicate with you through these means.
We will promptly notify you at the first reasonable opportunity in the event that your personal health information has been stolen, lost, or accessed by unauthorizaed persons.
BBW is open about its privacy policies and procedures relating to the management of personal information. You can obtain information about these policies and procedures from our Privacy Officer by written request. We reserve the right to refuse to disclose sensitive information about our policies and procedures to ensure the integrity of its security procedures and business methods.
- Individual Access
You have the right to access your personal information held by BBW.
Upon written request and authentication of identity, we will provide you with a summary of your personal information in our possession, a description of the way in which that information is being used, and a list of the individuals and organizations to whom that information has been disclosed.
We may charge a reasonable fee for providing information in response to an access request and will provide an estimate of any such fee upon receiving an access to information request. We may require a deposit for all or part of the fee.
We will make the information available within 30 days or provide written notice where additional time is required to fulfill the request.
In some situations, we may not be able to provide access to certain personal information. This may be the case where, for example, disclosure would reveal personal information about another individual, or disclosure of the information would reveal confidential commercial information that, if disclosed, could harm our competitive position. We may also be prevented by law from providing access to certain personal information.
Where an access request is refused, we will notify you in writing, document the reasons for refusal and outline further available steps.
- Challenging Compliance
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