Featured Page Service Agreement
Refers to Featured Provider Page, Featured Facilitator Page, Featured Doctor Page, and any other Featured Page. Referred to as “Featured Page” hereinafter.
THIS IS A LEGALLY-BINDING AGREEMENT. PLEASE READ THIS ENTIRE AGREEMENT CAREFULLY.
1. Acknowledgement & Acceptance of Agreement
- Pursuant to this Agreement, Advertiser submits business Featured Page(s) and/or link(s) to, its website(s) for inclusion on MedicalTourism.com's website. The terms and conditions applicable are set forth below.
- Basic inclusion of a website title, description and URL ('Featured Page') on the MedicalTourism.com site are sold on an inclusion basis for a one time, non-refundable setup fee and an annual renewal fee. THE SETUP FEE IS IN CONSIDERATION FOR MEDICALTOURISM.COM'S EDITORIAL REVIEW OF THE FEATURED PAGE SUBMISSION AND IS THEREFORE NON-REFUNDABLE, EVEN IN THE EVENT THAT MEDICALTOURISM.COM DECLINES TO INCLUDE ADVERTISER'S FEATURED PAGE. MedicalTourism.com may, in its sole discretion, change the setup or annual renewal fee at any time.
- Following submission by Advertiser of a Featured Page submission/intake form, MedicalTourism.com will review the Featured Page entry containing the information submitted by Advertiser regarding its website, to determine whether Advertiser's Featured Page entry and applicable website is eligible for inclusion in MedicalTourism.com. Within seven (7) business days from the date the Featured Page intake form is received by MedicalTourism.com, MedicalTourism.com will review Advertiser's Featured Page entry inclusion to determine whether it is eligible for inclusion in MedicalTourism.com.
2. Notification of Changes
- MedicalTourism.com may, at any time in its sole discretion, change the terms of this Agreement. Modifications may include, without limitation, increases to the annual fees charged for the Featured Page Services. Whenever MedicalTourism.com changes this Agreement, it will post those changes to its website at medicaltourism.com/featured-page-terms and will update the 'Last Updated' date at the top of this Agreement on its website. The revised terms will become effective on the date MedicalTourism.com posts such changes to its website, except annual fee increases will become effective at the time your annual Agreement automatically renews. It is your obligation to check this Agreement regularly to ensure you are updated as to any changes. Without limiting the foregoing, if MedicalTourism.com determines in its sole discretion that the modification is material, it will notify you electronically via the email address associated with each account as submitted in in the intake form. If any modification to this Agreement is not acceptable to you, your only remedy is to notify MedicalTourism.com of your election not to renew your Agreement, as provided in Section 3 below.
3. Term of Agreement
- MedicalTourism.com may, at any time in its sole discretion, with or without cause, and especially with regards to Advertiser’s ethics, transparency, and reputation, terminate this Agreement and/or cancel any listings or links submitted under this Agreement. If the Featured Page is canceled and removed, there shall be no refunds.
- Auto-Renewal: Advertiser's Featured Page subscription will be automatically renewed for successive one-year terms, unless Advertiser notifies MedicalTourism.com by sending an email with the words 'CANCELLATION' in the subject line to [email protected]. Advertiser shall deliver such notice at least sixty (60) days prior to the commencement of the next renewal term. If MedicalTourism.com is unable to process Advertiser's credit card payment because the credit card has expired or is otherwise invalid, then MedicalTourism.com may contact Advertiser to obtain payment information and/or cancel Advertiser's subscription and/or run the credit card with updated expiration date.
- The cost of the renewed Featured Page will be the then-current standard rate. Advertiser's credit card will be charged the non-refundable renewal fee in accordance with the terms of this Agreement.
4. Service Fees and Payment Terms
- Advertiser agrees to pay all applicable charges under this Agreement, including any applicable taxes or charges imposed by any government entity. If Advertiser disputes any charge made under this Agreement, Advertiser must notify MedicalTourism.com in writing within sixty (60) days after any such charge; failure to so notify MedicalTourism.com shall result in the waiver by Advertiser of any claim relating to any such disputed charge. Charges shall be calculated solely based on records maintained by MedicalTourism.com. No other measurements or statistics of any kind shall be accepted by MedicalTourism.com or have any effect under this Agreement.
- Fees: Advertiser agrees to pay all applicable charges under this Agreement, including any applicable taxes or charges imposed by any government entity. If Advertiser disputes any charge made under this Agreement, Advertiser must notify MedicalTourism.com by sending a detailed notice of dispute to MedicalTourism.com via email at: [email protected] within ten (10) days of the charge; failure to so notify MedicalTourism.com shall result in the waiver by Advertiser of any claim relating to any such disputed charge. Charges shall be calculated solely based on records maintained by MedicalTourism.com. No other measurements or statistics of any kind shall be accepted by MedicalTourism.com or have any effect under this Agreement. All payments made under this Agreement are non-refundable.
- Late Payments: Any charges which are past due by more than thirty (30) days shall bear interest at the rate of ten percent (10%) per month or the maximum rate permitted by applicable law, whichever is less, and Advertiser shall reimburse MedicalTourism.com for any costs and fees (including attorneys' fees) incurred by MedicalTourism.com in an effort to collect any amount due hereunder.
- Disputes: If Advertiser has any questions or objections regarding charges to its credit card, it must promptly (within 30 days) notify MedicalTourism.com in writing (including electronic mail) and make a reasonable and good faith effort to resolve its objection before it disputes the charge with the credit card processing company. Such notice must identify the amount in dispute and must provide in reasonable detail the basis for disagreement with any charges. If (a) Advertiser fails to comply with these requirements BEFORE filing a dispute with the credit card processing company, or (b) advertiser files a dispute with the credit card processing company that is not in good faith, Advertiser will be in material breach of this Agreement and MedicalTourism.com will be entitled to liquidated damages calculated as follows in addition to any equitable remedies available to it. Liquidated damages may include but not be limited to: all fees accrued up to the termination of this Agreement, plus attorney fees and costs, plus late fees on the foregoing at the legal rate of interest. For purposes of this paragraph, disputing payment because of inability to pay or because of Advertiser's failure to submit a proper notice of non-renewal by the applicable date shall not be considered to be a good faith dispute.
- Payment Method: To maintain a Featured Page account with MedicalTourism.com, Advertiser must maintain a valid Visa, MasterCard or American Express credit card number on file with us. Advertiser's credit card will be charged upon submission and renewal of a Featured Page pursuant to Section 3. Featured Page accounts are renewed on an annual basis as set forth in Section 3. Advertisers are generally required to pay for Listings by the credit card method.
5. Editorial Standards and Requirements
- Advertiser's Featured Page entries written by MedicalTourism.com, or written by Advertiser are subject to MedicalTourism.com's approval. Advertiser agrees to be bound by and follow the MedicalTourism.com editorial standards which require but are not limited to perfect English spelling, grammar, and phrasing, high-quality images, etc. Advertiser's submissions to the MedicalTourism.com site will be subject to MedicalTourism.com editorial review, modification and/or removal in MedicalTourism.com's sole discretion. MedicalTourism.com reserves the right, but not the obligation, to review Advertiser submissions.
6. Liability and Indemnity
- ADVERTISER REPRESENTS AND WARRANTS THAT ITS LISTINGS, LINKS AND SUBMISSIONS TO THE MEDICALTOURISM.COM SITE DO NOT, AND WILL NOT INCLUDE CONTENT, OR LINKS TO CONTENT, WHICH MAY RESULT IN A CLAIM AGAINST, OR CIVIL OR CRIMINAL LIABILITY TO, MEDICALTOURISM.COM OR THAT OTHERWISE VIOLATES APPLICABLE LAW OR THE TERMS OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, CONTENT THAT IS FRAUDULENT, DECEPTIVE, LIBELOUS, DEFAMATORY, OBSCENE, PORNOGRAPHIC, ADULT-THEMED, INFRINGING OR THAT VIOLATES THE PRIVACY, PUBLICITY OR ANY OTHER RIGHT(S) OF A THIRD PARTY.
- ADVERTISER HEREBY AGREES TO INDEMNIFY, DEFEND AND HOLD HARMLESS GLOBAL HEALTHCARE RESOURCES AND MEDICALTOURISM.COM AND ITS AFFILIATES AND PARTNERS, AND ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, PARTNERS, SHAREHOLDERS, AGENTS, LICENSEES AND EMPLOYEES, FROM AND AGAINST ALL THIRD PARTY CLAIMS, ACTIONS, LIABILITIES, LOSSES, EXPENSES, DAMAGES, AND COSTS INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS' FEES (COLLECTIVELY, 'LOSSES') THAT MAY AT ANY TIME BE INCURRED AS A RESULT OF ANY THIRD PARTY CLAIMS, SUITS OR PROCEEDINGS: (A) ARISING OUT OF ANY BREACH BY ADVERTISER OF ANY DUTY, REPRESENTATION OR WARRANTY UNDER THIS AGREEMENT; OR (B) ARISING FROM THE CONTENT OR SUBJECT MATTER OF ANY ADVERTISER PAGE, LISTING, LINK, SUBMISSION OR CONTENT OF SITES TO WHICH VISITORS CAN LINK THROUGH ADVERTISER'S LINKS OR LISTINGS. MEDICALTOURISM.COM RETAINS COMPLETE EDITORIAL DISCRETION WITH RESPECT TO ALL LISTINGS AND LINKS, INCLUDING, WITHOUT LIMITATION, REGARDING THE SELECTION, PLACEMENT, KEYWORDS, TITLE, DESCRIPTIONS AND MULTILINKS.
- Advertiser agrees to defend, indemnify and hold harmless Global Healthcare Resources and Medical Tourism Association and MedicalTourism.com and its affiliates and partners, and its directors, officers, shareholders and employees from and against any claims, liabilities or damages (including without limitation, reasonable costs and attorney's fees) incurred by Global Healthcare Resources and Medical Tourism Association and MedicalTourism.com to the extent caused by the Advertiser’s medical malpractice, fraud, negligent acts, errors or omissions or breach of this Agreement, including judgments in favor of any third party, as well as the Advertiser’s failure to comply with or abide by any applicable law. Advertiser shall indemnify Global Healthcare Resources and Medical Tourism Association and MedicalTourism.com its directors, officers, shareholders and employees from and against any claims, liabilities or damages (including without limitation, reasonable costs and attorney's fees) for any actions or suits for medical malpractice or negligence.
- MedicalTourism.com endeavors to protect the security of Advertiser's payment information during transmission by using Secure Sockets Layer ('SSL') when receiving payment information through the MedicalTourism.com website. It is important for Advertiser to protect against unauthorized access to your password and your computer. You are solely responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and Advertiser agrees to accept full responsibility for all activities conducted using Advertiser's account on MedicalTourism.com.
8. Confidential Nature of Work
- In the course of MedicalTourism.com’s work for Client, Advertiser may receive confidential information. “Confidential Information” means any proprietary business, financial, or technical information, confidential in nature, regardless of whether such information is designated as Confidential Information at the time of its disclosure by MedicalTourism.com, used in or relating to the business activities of MedicalTourism.com, that is disclosed either verbally or in writing to Advertiser in connection with this Agreement; and
- Advertiser agrees that such information will be used only in connection with the provision of the Services with MedicalTourism.com and will be retained in confidence against disclosure to others for a period of five (5) years from the termination of this Agreement or until it becomes publicly available through a properly authorized source. Information and data resulting from the performance of MedicalTourism.com services for Advertiser shall be the property of MedicalTourism.com. For a period of five (5) years Advertiser will not disclose such information or data to others without the written consent of MedicalTourism.com.
9. Registration Information
- In connection with the Featured Page program, Advertiser is required to submit registration information. MedicalTourism.com may use such information to contact Advertiser regarding its listings and links. MedicalTourism.com may disclose such information to its third party vendors and service providers in connection with conducting its business and providing and maintaining its site, and, in addition, in the good faith belief that such disclosure is reasonably necessary to (a) comply with the law or legal process; (b) enforce this Agreement; or (c) protect the rights or interests of MedicalTourism.com, its affiliates or related parties. Notwithstanding anything to the contrary herein, MedicalTourism.com may transfer, sell or assign such information to third parties as a result of a merger, consolidation or combination of MedicalTourism.com with another entity.
- Advertiser hereby grants to MedicalTourism.com a perpetual worldwide, limited, non-exclusive, non-transferable, royalty-free license to: (i) reproduce, distribute, transmit, display, perform, download, cache, store on its servers, and otherwise use Advertiser's listings and submissions, and any portion thereof, including, without limitation, the trademarks, trade names, service marks and logos set forth therein, or as otherwise specified in writing by Advertiser (collectively the 'Advertiser Marks'), for purposes of providing the services covered by this Agreement; and (ii) incorporate in MedicalTourism.com's sites links provided by Advertiser as part of its listings and submissions.
- Advertiser grants the right to MedicalTourism.com to place watermarks on any of Advertiser’s pictures if MedicalTourism.com chooses in an effort to protect from other websites stealing the content.
11. Warranty Disclaimer
- NEITHER MEDICALTOURISM.COM NOR ITS SUPPLIERS OR VENDORS MAKE ANY WARRANTIES (INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT), GUARANTIES, REPRESENTATIONS, PROMISES, STATEMENTS, ESTIMATES, CONDITIONS OR OTHER INDUCEMENTS, EXPRESS, IMPLIED, ORAL, WRITTEN OR OTHERWISE. MEDICALTOURISM.COM'S OBLIGATIONS UNDER THIS AGREEMENT ARE SUBJECT TO DELAYS CAUSED BY WAR, TERRORISM, ACT OF GOD, EMBARGOES, OR ANY OTHER CIRCUMSTANCES BEYOND MEDICALTOURISM.COM'S REASONABLE CONTROL. ADVERTISER ACKNOWLEDGES THAT MEDICALTOURISM.COM'S SITE IS OPERATED ON AN 'AS IS', 'AS AVAILABLE' BASIS, AND THAT NEITHER MEDICALTOURISM.COM NOR ITS SUPPLIERS OR VENDORS MAKES ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER REGARDING THE PLACEMENT OF LISTINGS OR LINKS OR THE PERFORMANCE OR SECURITY OF ITS WEBSITE OR SERVICES.
12. Limitation of Liability
- IN NO EVENT SHALL MEDICALTOURISM.COM OR ANY OF ITS SUPPLIERS, VENDORS OR AFFILIATES BE LIABLE OR RESPONSIBLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION, LOST PROFITS OR LOST OPPORTUNITIES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE AND REGARDLESS OF THE CAUSE OF ACTION UPON WHICH ANY SUCH CLAIM IS BASED. IN NO EVENT SHALL MEDICALTOURISM.COM'S LIABILITY FOR ANY REASON WHATSOEVER EXCEED THE FEES PAID TO MEDICALTOURISM.COM BY ADVERTISER UNDER THIS AGREEMENT DURING THE SIX MONTH PERIOD PRIOR TO THE TIME THE APPLICABLE CLAIM ACCRUED.
- In no event shall Advertiser collect, or cause or permit the collection of, any Personal Information (as defined below) from users of MedicalTourism.com's site while such users are browsing or viewing MedicalTourism.com's sites, or place any file or code, including cookies, on the personal computers of users of MedicalTourism.com's sites while such users are browsing or viewing MedicalTourism.com's sites. MedicalTourism.com's privacy policies shall apply to users of MedicalTourism.com's website while users are browsing or viewing MedicalTourism.com's site, and Advertiser shall comply with same. MedicalTourism.com shall own all information relating to user access to MedicalTourism.com's site, including, but not limited to, all Personal Information, demographics and usage information gathered therefrom. 'Personal Information' includes an individual's name, address, e-mail address, age, date of birth, credit card or other financial information, or any other contact or personal information about an individual or from which the personal information about an individual can be derived, including that which the user may submit through a form on the Advertiser’s Featured Page.
14. Reservation of Rights
- Advertiser agrees that MedicalTourism.com retains all right, title and interest in and to MedicalTourism.com's technology, services and other intellectual property rights. Advertiser agrees that it will not reproduce, distribute, alter, modify, copy, edit, format, create derivative works of or otherwise use any materials, content or technology provided by MedicalTourism.com, except as explicitly provided herein or approved in advance in writing by MedicalTourism.com.
- MedicalTourism.com reserves the right, in its sole discretion, to (i) remove Advertiser's Featured Page and/or cancel Advertiser's account for any reason or no reason; (ii) change the fees for Featured Page; (iii) change the procedures or rules for obtaining or maintaining a Featured Page; (iv) alter the content or other aspect of any Featured Page; and (v) discontinue Featured Page and/or the MedicalTourism.com Directory or website. Payment of Advertiser's fee will not guarantee that Advertiser's Featured Page(s), link(s) and/or account will remain on the MedicalTourism.com directory or website if Advertiser or Advertiser's Featured Page is deemed to be in violation of any term or condition of this Agreement. Upon any termination or expiration of this Agreement, Advertiser shall promptly pay MedicalTourism.com all moneys due hereunder.
- Receipt times of all submissions, notices and other correspondences and transactions via the MedicalTourism.com site are measured based on receipt by MedicalTourism.com's servers. This Agreement: (a) shall be governed by and construed in accordance with, the laws of the State of Florida in the county of Palm Beach, without giving effect to principles of conflicts of law; (b) constitutes the complete and entire expression of the agreement between the parties with respect to the subject matter hereof; and (c) shall supersede any and all other agreements, whether written or oral, between the parties, including, without limitation, any print, online and electronic promotional materials. Venue and jurisdiction for this agreement shall be subject to exclusive personal jurisdiction of Palm Beach County, Florida, USA. All waivers hereunder by MedicalTourism.com must be expressly made in writing. Should any provision of this contract be held to be void, invalid, or inoperative, such provision shall be modified to reflect the fullest enforceable intent of the parties, or if such modification is not possible, severed, and the remaining provisions of this contract shall not be affected and shall continue in full force and effect. Exclusive venue for all disputes arising out of or related to this Agreement shall be the state and federal courts located in Palm Beach County, Florida, and each party hereby irrevocably consents thereto. Any rights or obligations hereunder may not be transferred or assigned by Advertiser without the prior written consent of MedicalTourism.com. MedicalTourism.com may freely assign and delegate the Agreement and any of its rights and obligations hereunder.
- Advertiser is purchasing a Featured Page. Advertiser must purchase a lead form as an upgraded monthly option to receive leads. A Featured Page shall not include advertising on third party websites unless Advertiser has purchased an advertising package that includes advertising on third party websites.
- MedicalTourism.com provides no guarantee or minimum number of leads or the quality of leads. MedicalTourism.com does not promise or guarantee any results from a Featured Page or advertising.
- Advertiser is prohibited in reselling leads or providing from its Featured Page to any other organization or individual. Advertiser agrees that it shall follow all applicable laws, regulations, and common courtesy when contacting or using leads from MedicalTourism.com.
- Advertiser shall, directly or indirectly, take or fail to take, any action with the intent or effect of avoiding or otherwise circumventing any provision or the intent of the parties of this Agreement, including, without limitation, the payment of any fees provided for hereunder.
- Advertiser shall not solicit any employee, subcontractor of Global Healthcare Resources or MedicalTourism.com for a period of two (2) years after the termination of this Agreement.
- This Agreement is binding upon and will inure to the benefit of the Advertiser and MedicalTourism.com and their respective successors and assigns. The Global Healthcare Resources or MedicalTourism.com may assign its rights or obligations hereunder without the prior written consent of the other party.
- If any provision of this Agreement is invalid or unenforceable, the remainder of this Agreement shall continue in full force and effect and the provision declared invalid or unenforceable shall continue as to other circumstances.
- This Agreement shall not be construed against the party who drafted it.
- Notwithstanding any statute to the contrary, the parties agree that any action to enforce or interpret this Agreement shall be initiated within two (2) years from the time the party knew or should have known of the facts giving rise to its action, and shall not in any case be initiated later than the applicable statute of limitations.
- This Agreement may be executed in multiple counterparts, each of which shall be deemed to be an original instrument, but all of which taken together shall constitute one instrument.