These Terms and Conditions were last updated on September 1,  2011.
  
  
    - ACCEPTANCE OF TERMS
 
    
      - ViziCall, LLC, a Delaware  limited liability company registered to do business in New York ("MyDoctorCalls" or "we"), makes this web site, www.mydoctorcalls.com (the "Site"), including all content,  articles, information, text, files, software, graphics, music, photos, audio,  video, messages, feedback, notes, suggestions, ideas, concepts, know-how,  techniques, questions, comments, communications and other material displayed on  or that can be downloaded from this Site (collectively, the "Materials"), and all services operated  by MyDoctorCalls through the Site (the "Service")  available for your use subject to the Terms of  Use and the additional terms and conditions set forth in this  agreement (the "Agreement" or "Terms and Conditions") and any changes  to the Agreement that MyDoctorCalls may publish from time to time.
 
      - By using the Site or  the Service, or by creating or maintaining an account for the Service for use  by you or any other person, you agree to be bound by these Terms and  Conditions, unless we expressly agree in a writing signed by an authorized  representative of MyDoctorCalls that different or additional terms apply.
 
      - These Terms and  Conditions are subject to change by MyDoctorCalls without prior notice at any  time, effective upon posting on the Site, and your continued use of the Site  and the Service after such posting will constitute acceptance by you of such  changes.  To the extent of any conflict  between the provisions of the Terms of Use and these Terms and Conditions,  these Terms and Conditions shall control.
 
    
    - DEFINITIONS
 
    
      - You will be referred to  from time to time as "you" in this  Agreement.  "Member" means you if you are the registered or named holder of a  subscription or Account (as defined below) for the Service, or the named holder  of the Account if you are using an Account registered in the name of another  person.  "Account" means the account (i) under which you use the Service,  whether registered to you or a Member who has provided you access to use such  Member’s account, or (ii) that you create on behalf of another person who  becomes a Member thereby.
 
      - "MyDoctorCalls Content" means all  Materials provided by MyDoctorCalls and included on the Site. "Member Content" means all Materials  provided by a Member to MyDoctorCalls and/or posted by you (or the related  Member or other authorized users of such Account) on the Site.  You hereby acknowledge and agree that Member  Content shall not contain any contact information, including, but not limited  to, phone numbers, URLs or e-mail addresses, and no such contact information  will allowed to be posted publicly anywhere on the Site unless we expressly  agree in advance documented by a writing signed by an authorized representative  of MyDoctorCalls.
 
    
    - ACCOUNTS; MEMBER SUBSCRIPTION
 
    
      - You may use the  Service only while you are (i) a paying Member who subscribes to the Service,  or (ii) using the Service with the express permission of a paying Member  who subscribes to the Service.
 
      - Unless otherwise specified  by MyDoctorCalls or by another express Agreement with MyDoctorCalls to the  contrary, your right to access or use the Service terminates on the earlier of  (i) the date on which any charge or fee, or other balance due under the  Account, is past due and MyDoctorCalls determines, in its sole discretion, to  terminate the Account or suspend the Service, or (ii) any other date upon which  the related Member or MyDoctorCalls has the right to terminate the Account or  suspend the Service as provided in this Agreement or any other applicable  agreement or policy.
 
      - You represent and warrant  that you are at least eighteen (18) years of age or have the approval of your  parent or guardian to register for or use the Service.  If MyDoctorCalls becomes aware that you or a  Member is under the age of eighteen (18) and not appropriately supervised,  MyDoctorCalls may cancel the Account or otherwise restrict access to it.
 
      - You represent, to the  extent you use any feature of the Service and you are not a Member, that you  have the express permission of a Member to use that Member’s Account.  Conversely, if you are creating or  registering an Account on behalf of another person who will become a Member  thereby, you hereby represent, warrant, and covenant that you have the express  authority to register such person, create such Account, and bind such Member  (as a "Member") to this Agreement  and the policies and requirements pertaining to the Service (including without  limitation the authority to incur recurring payment card billing obligations on  behalf of such Member), and you hereby indemnify MyDoctorCalls from any loss,  damage, claim or expense (including reasonable attorney’s fees and expenses)  arising out of or related to your failure to actually acquire such authority or  such new Member’s dispute or denial of any such authority.  MyDoctorCalls reserves the right to  discontinue allowing persons who are not (or who do not become thereby)  registered Members to create, use, or access Accounts or the Service, whether  on an account by account basis or otherwise, in its sole discretion.  MyDoctorCalls may establish other reasonable  Account or Service registration or usage limits in its sole discretion.  We further reserve the right to refuse  Service to any person for any reason, in our sole discretion.  During registration, each Member must submit  and maintain current and accurate Account and contact information, including a  working e-mail address and telephone number, and any inaccuracy therein shall  be grounds for Account termination.  We  may distribute notices and other important information to members to such e-mail  addresses, by publication on the Site, by transmission through the Service, or  by written communication sent by mail to the Member address on record.  Regardless of method, each Member is  responsible to assure that other users of the Account or the Service thereunder  are notified accordingly and all such users shall be deemed to have received  such notice when provided to the Member of record by reasonable means.  Such notices, including any amendments to  this Agreement or to any policies, rules, or restrictions, shall be effective  as against the Member and all other Service users upon such publication or  distribution of such notice and such Member’s continued use of the Service.
 
      - You are responsible for  providing the equipment and services, if any, and configuring the same  correctly, as necessary for your access to the Service.  MyDoctorCalls is not responsible for any  telephone or internet connection charges, surcharges, taxes, or other amounts  incurred in accessing the Service, for which you accept all responsibility.  If MyDoctorCalls specifies, at any time, any  particular system requirements or hardware specifications for use of the  Service, you will be responsible to provide the same or to cease your use of  the Service.
 
    
    - PRICE AND PAYMENT; CANCELLATION OR  TERMINATION OF SERVICE
 
    
      - Each Member will be billed  according to such Member’s chosen Service and billing plan, as described on the  applicable page(s) of the Site.  Service  plans are billed as follows: plan recurring charges and other base fees are  billed in advance; usage charges are billed in per minute increments in arrears  following the end of the billing cycle.  MyDoctorCalls  reserves the right to withdraw or modify Service or billing plans at any time  or from time to time effective at the end of any billing cycle and upon thirty  (30) days’ written notice.  No refunds  for unused time or capacity, or for partial periods of usage prior to effective  Account cancellation, shall be given.  The  Member agrees to pay all fees and per minute usage charges applied to the  Member’s Account in accordance herewith or with the applicable Service plan  selected by the Member, and to comply with applicable billing terms in effect  at the time the fee or charge becomes payable (including without limitation, as  applicable, that payments will be charged to the Member’s payment card).  Member hereby authorizes periodic charges (e.g.,  monthly) without further authorization from you to be applied to the Member’s  payment card, according to such plan(s) until cancelled as provided below.  Billing disputes must be submitted within  thirty (30) days of the applicable billing date or are deemed waived.  Payments to MyDoctorCalls are nonrefundable.  Time is of the essence for payments  hereunder, and any past due amounts shall bear interest at the lower of 1.5%  per month or the highest rate allowed by applicable law.  Each Member is responsible for any costs or  expenses (including legal or collection agent fees and expenses) of collecting  any past due amounts from such Member for such Member’s Account.  Unpaid bills may be sent to third party  collections.  Member payment obligations  are not contingent upon collection of any amounts from any users or third  parties.
 
      - A Member may cancel an  Account at any time by notifying MyDoctorCalls by e-mail  (to 
)  indicating the reason  for termination.  MyDoctorCalls will  process the request for termination within a reasonable time frame, not to  exceed five (5) business days and notify Member of receipt and completion of  termination.  There will be no refund or  prorating of fees upon cancellation by Member. 
      - MyDoctorCalls may in its sole  discretion, without refund, terminate an Account or suspend access to the  Service immediately without notice, if you or a Member whose account you are  using, or any other user of that Account, fails to (i) pay all amounts when  due, or (ii) comply with this Agreement, thereby terminating this Agreement  (except for terms which by their nature should survive) and all obligations of  MyDoctorCalls hereunder or with respect to the Service.  The Member shall be responsible for any  balance due on the Account.
 
      - For clarification and  without limitation to any other billing method practiced by MyDoctorCalls,  MyDoctorCalls bills, and Members must pay, for all minutes of usage for each  call from the instant a call is initiated by, or connected to, the  MyDoctorCalls network to the instant all parties to such call are disconnected  (subject to minimum call durations, billing increments, and duration rounding  practices used by MyDoctorCalls or its carriers), in accordance with  MyDoctorCalls or industry standard practices, notwithstanding any call  transfer, disconnection by one party, or other event.
 
    - EFFECT  OF TERMINATION
 
    
      - Effective immediately upon  termination: (i) the Account will be terminated and you will no longer have  access to the Service; (ii) all of your outstanding usage charges will be billed;  (iii) all of the terms and conditions agreed to by you when signing or  assenting to this Agreement shall survive and shall remain in full force and  effect; and (iv) MyDoctorCalls will have no further obligations to you in respect  of the Site, the Service or otherwise except as specifically set for in these  Terms and Conditions.
 
      - For a period of thirty  (30) days after effective termination date, MyDoctorCalls will store and allow  Member to download all stored phone call recordings or protected health  information (collectively, the "PHI")  from MyDoctorCalls’ servers.  Following  this thirty (30) day time period, MyDoctorCalls shall destroy all PHI, and  retain no copies, unless MyDoctorCalls otherwise requires the PHI for its proper  management or administration, or is precluded from destroying the PHI by law.
 
    
    - ACCOUNT RULES AND REQUIREMENT;  ACCEPTABLE USE POLICIES
 
    
      - When an Account is  registered, the registrant will select a password (or, for multi-user accounts,  multiple passwords may be selected).  All  users agree to keep their respective passwords secret, and any person who  registers an Account on behalf of any other person, or any Member who allows  use of the Service by other users under its Account, shall cause such persons  to, and to agree to, keep all applicable respective passwords secret.  You will be held liable for all Account use  or misuse under your password, and Member Account holders are responsible for  all activities under the Account under any password (including, with respect to  each of the foregoing, any civil or criminal liability therefore).  If you feel there may have been a breach in  security, such as the unauthorized disclosure or use of any phone number or  password, you must promptly notify MyDoctorCalls, and we strongly recommend  that you change passwords.  MyDoctorCalls  is not liable for any loss or damage arising from your failure to comply with  this section or any unauthorized Account usage.
 
      - When creating an Account  for, using, or accessing the Service, you agree, and each Member shall cause  all other users of such Member’s Account to agree, to abide by all of  MyDoctorCalls’s use policies in effect from time to time, including the  Terms  of Use and Privacy Policy published at the Site,  any policies distributed by email, or any amendments thereto, which policies  include, without limitation, the following: you, and each Member or other user  of the Account (i) shall (a) abide by all applicable laws, rules, and  regulations relating to the use, posting, transmission, distribution, capture,  download, and/or recording of voice, content, software or other matter; (b)  conform all usage to applicable rules, laws, and regulations pertaining to or  regulating the use of telephone networks, telemarketing, do-not-call requests  or lists, pre-recorded messages and other automated voice broadcasts, automated  dialers, call or voice recording or surveillance, text, SMS, and other  messages, and electronic mail (including anti-spamming laws) (for each of which  you take sole responsibility for compliance); and (c) provide us with accurate  and legally compliant user telephone numbers and contact information, caller  ID, ANI and other Service user information (which you represent and warrant to  be accurate and compliant); and (ii) shall not (nor allow any person to) (a)  use the Service in any manner which violates the rights of any person or is  illegal, fraudulent, deceptive (including without limitation any spoofing of  caller ID information or similar practices likely to deceive any other party  contacted through the Service), harassing, threatening, harmful, libelous,  defamatory, abusive, slanderous, hateful, sexually, racially or ethnically  objectionable, vulgar, pornographic, obscene, invasive of privacy, or otherwise  objectionable or unlawful; (b) attempt to gain unauthorized access to any  account, the MyDoctorCalls network, or any related components; (c) use or  access the Service by mobile telephone while operating a motor vehicle to the  extent prohibited by any competent jurisdiction (when such usage is permitted,  we strongly recommend use of a hands-free telephone); (d) interfere with  another’s use and enjoyment of any MyDoctorCalls services; (e) upload, post, or  otherwise transmit through the Site any viruses or other harmful, disruptive,  or destructive files; (f) create a false identity; and (g) disrupt or interfere  with the security of, or otherwise cause harm to, the Site, the Service,  MyDoctorCalls Content, Member Content, Materials, system resources, accounts, passwords,  servers, or networks connected to or accessible through the Site or any  affiliated or linked web sites.  Any  Member or user who uses the Service for telemarketing or similarly regulated  purposes is directly and solely responsible for compliance with applicable  laws, including without limitation for filing, subscribing, or holding  appropriate regulatory compliance documentation as required by competent  jurisdictions and/or the purchase of access to any do-not-call lists and the  like, and hereby indemnifies and holds harmless MyDoctorCalls and its owners,  officers, employees, and other agents from and against any claim, liability,  loss, cost, or expense (including attorneys’ fees and expenses) arising out of  or related to such use of the Service or any failure to comply with applicable  legal requirements with respect thereto.
 
      - Any violation of  MyDoctorCalls policies by you or anyone using your Account will be grounds for  termination of the Account, at MyDoctorCalls’s sole discretion, and you may be  reported to appropriate law-enforcement agencies.  MyDoctorCalls shall not be liable for any  injury or damage suffered by or during use of the Service.
 
    
    - BUSINESS  ASSOCIATE AGREEMENT PURSUANT TO THE HEALTH INSURANCE PORTABILITY AND  ACCOUNTABILITY ACT (HIPAA) OF 1996
 
    
      - Pursuant to the Health  Insurance Portability and Accountability Act of 1996 and its implementing  regulations ("HIPAA") and in  compliance with the Standards for Privacy of Individually Identifiable Health  Information at 45 C.  F.  R.  part  160, subpart A and part 164, subpart E, as amended from time to time ("Privacy Rule"), you hereby agree to (i)  allow MyDoctorCalls access to your Protected Health Information ("PHI") to conduct its Services; (ii)  provide MyDoctorCalls in writing with any restrictions to the use or disclosure  of any PHI and any changes in, or revocation of permission by any particular  patient’s use or disclosure of PHI, if such changes affect MyDoctorCalls  permitted or required uses and disclosures of such PHI; and (iii) request  MyDoctorCalls to use or disclose PHI in any manner that would not be  permissible under the Privacy Rule.
 
      - You also hereby allow  MyDoctorCalls to (i) use and disclose PHI to perform all functions, activities,  or services for, to, or on your behalf for which MyDoctorCalls has been  retained, provided that such uses or disclosures would not violate the Privacy  Rule; (ii) use PHI for MyDoctorCalls’ proper management and administration or  to carry out its legal responsibilities; (iii) disclose PHI for MyDoctorCalls’  proper management and administration or to carry out its legal  responsibilities, provided such disclosures are required by law, or  MyDoctorCalls obtains reasonable assurances from the recipient that the PHI  will remain confidential and will only be used or further disclosed as required  by law or for the purpose for which it was disclosed by MyDoctorCalls, and the  recipient notifies MyDoctorCalls of any instances of which it is aware that the  confidentiality of the PHI has been breached; and (iv) use or disclose PHI as  otherwise required by law.
 
      - MyDoctorCalls agrees to (i) not use  or further disclose PHI other than as permitted or required by this Agreement  or as required by law; (ii) use appropriate safeguards to prevent the  unauthorized use or disclosure of PHI; (iii) report to you any use or  disclosure of PHI not otherwise permitted by this Agreement of which  MyDoctorCalls becomes aware; (iv) ensure that any agent, including a  subcontractor, to whom MyDoctorCalls agrees to the same restrictions and  conditions regarding PHI applicable to MyDoctorCalls under this Agreement; (v)  provide, upon your written request, copies of PHI which is maintained by  MyDoctorCalls within ten (10) business days of receiving the written request;  (vi) make, within thirty (30) days of receipt of a written request by you to  amend the PHI, those amendments to PHI maintained by MyDoctorCalls required by  the Privacy Rule; (vii) provide you (within thirty (30) days of receipt of a  written request by you), pursuant to a patient’s request, with an accounting of  disclosures of PHI made by MyDoctorCalls for which you are obligated to provide  an accounting to the patient under the Privacy Rule; and (viii) make its  internal practices, books, and records relating to its use and disclosure of  PHI available to the Secretary of the US Department of Health and Human  Services ("HHS Secretary") upon proper request of the HHS Secretary  (MyDoctorCalls shall notify you of any request received) and solely for the HHS  Secretary’s purpose of determining your compliance with the Privacy Rules.
 
    
    - SERVICE AVAILABILITY AND GUARANTEE;  MODIFICATIONS
 
    
      - MyDoctorCalls guarantees that the  calling network component of the Service will be available 99% of the time (the  "Service Guarantee"), except for and  subject to (i) scheduled maintenance outages of which we provide notice on the Site  or by email, and (ii) regular backup and maintenance performed (without further  notice) between 12 a.m. and 5 a.m. Central Time Zone.  Other than the Service Guarantee, we make no  guarantee as to the continuous availability of the Service or any specific  feature of the Service.  If the calling  network component of the Service is unavailable, other than the maintenance and  backup described above, more than 1% in any preceding ninety (90) day period,  we will, upon request from the registered Member holding the Account, credit to  the Account one minute of time for every minute of unavailability in excess of  1%, provided, however, that such credit cannot exceed the current  monthly minimum service commitment level for that Account.  This shall be your sole remedy for our  failure to fulfill the Service Guarantee.   You hereby waive all claims for damages for Service unavailability,  scheduled or unscheduled, other than claims under the Service Guarantee, and  indemnify MyDoctorCalls for any similar claims made by any other users on your  Account.
 
      - MyDoctorCalls  reserves the right, in its sole discretion, to change, modify, suspend, or  discontinue, temporarily or permanently, any aspect of the Service, the Site  and/or the Materials (or any part thereof) at any time with or without notice,  including, without limitation, the availability of any Service feature,  database or content, hours of availability, or equipment needed to access the  Service.  This includes, but is not  limited to, the right to revoke, edit, remove, rearrange, or change the  placement of any Member Content. You agree that MyDoctorCalls shall not be  liable to you or to any third party for any modification, suspension or  discontinuance of the Site, the Service or any Materials.  We may also impose limits on certain features  or restrict your access to parts or all of the Service without notice or  liability.  We do not guaranty that the  Service may be accessed from all locations or with all equipment or types of  communications access.  We do not  recommend, and do not support, use of the Service in mission critical  situations or on mission critical equipment.
 
      - As between you and  MyDoctorCalls, we own all local and toll-free numbers we provide as part of the  Service and reserve the right to reallocate them at our discretion.  While we will use reasonable efforts, we  cannot promise that you or any Member will be able to maintain or keep any  specific inbound telephone or toll-free number that we provide you.  You  acknowledge that if the Service is suspended or terminated due to your non-payment  or breach of this Agreement, that you may not be able to obtain the same local  or toll-free numbers should you reactivate Service.
 
    
    - USE OF MYDOCTORCALLS TECHNOLOGY AND CONTENT
 
    
      - The software,  hardware, and other technologies which MyDoctorCalls uses to deliver the  Service (the "MyDoctorCalls Technologies") contain confidential and proprietary  information, trade secrets, and other property rights belonging to  MyDoctorCalls and its licensors.  All  rights to the MyDoctorCalls Technologies and all property rights related to the  Service, including without limitation all patents (registered or unregistered),  trade secrets (including diagrams, drawings, processes, production methods,  information, data, computer software, and formulas), copyrights (whether  registered or unregistered), domain names and subdomains, end-user and consumer  information, work product resulting from custom implementation services,  contract rights, including all derivative works thereof and all other  intellectual property rights (in each case whether produced by MyDoctorCalls,  you, or otherwise), shall remain exclusively the property of MyDoctorCalls and  its applicable licensors.  Each Member’s  (and your and any other authorized user’s for the Account of such Member) rights  to the MyDoctorCalls Technologies are limited to a non-exclusive and non-transferable  runtime right solely during the term of the applicable Account subscription and  solely for the purpose of using the Service.   All Service is hosted by MyDoctorCalls and no software code will be  provided to you.  You may not use packet  sniffers or other network or IP tracing technologies on the Service or with the  MyDoctorCalls Technologies except for the specific purpose of optimizing your  network for use of the Service in accordance with the Service documentation  provided by MyDoctorCalls.
 
      - The Site also contains  the copyrighted material, trademarks, and other proprietary information of MyDoctorCalls.  The Service, Member Content, MyDoctorCalls  Content and all other Materials on the Site, as well as their selection and  arrangement, are protected by copyright, trademark, patent, and/or other  intellectual property laws, and any unauthorized use of the Service, Member  Content, MyDoctorCalls Content or any other Materials on this Site may violate  such laws and these Terms and Conditions.  Except as expressly provided herein, MyDoctorCalls  and its licensors and suppliers do not grant any express or implied rights to  use the Service, Member Content, MyDoctorCalls Content and/or any other  Materials on this Site.  You hereby agree  not to copy, republish, frame, download, transmit, modify, rent, lease, loan,  sell, assign, distribute, license, sublicense, reverse engineer, create  derivative works from or otherwise attempt to deduce the source code, design or  data transmission of the MyDoctorCalls Technologies, the Site, the Service,  Member Content, MyDoctorCalls Content or any other Materials on this Site or  their selection and arrangement, except as expressly authorized herein.  In addition, you agree not to use any data  mining, robots, or similar data gathering and extraction methods in connection  with the Site.
 
      - Opinions, advice,  statements, offers, or other information or content made available through the  Site or the Service, but not directly by MyDoctorCalls, are those of their  respective authors, and should not necessarily be relied upon.  Such authors are solely responsible for such  content.  MYDOCTORCALLS DOES NOT: (I)  GUARANTEE THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY MATERIALS OR OTHER  INFORMATION ON THE SITE, OR (II) ADOPT, ENDORSE OR ACCEPT RESPONSIBILITY FOR  THE ACCURACY OR RELIABILITY OF ANY OPINION, ADVICE, OR STATEMENT MADE BY ANY  PARTY THAT APPEARS ON THE SITE.  UNDER NO  CIRCUMSTANCES WILL MYDOCTORCALLS OR ITS SUBSIDIARIES, PARENTS, AFFILIATES,  MANAGERS, SHAREHOLDERS, OFFICERS, DIRECTORS, AGENTS, RESELLERS, SALES  AFFILIATES, LICENSORS, LICENSEES, OTHER PARTNERS, OR EMPLOYEES, BE RESPONSIBLE FOR  ANY LOSS OR DAMAGE RESULTING FROM YOUR RELIANCE ON INFORMATION OR OTHER CONTENT  POSTED ON THE SITE OR TRANSMITTED TO OR BY ANY THIRD PARTY.
 
      - Any and all  information you post to the Site or provide in connection with the Service must  be accurate, current and complete and pertain to you.  You agree that you will not provide  inaccurate, misleading or false information to MyDoctorCalls or allow any such  information to be published on the Site.  If accurate information provided to MyDoctorCalls  subsequently becomes inaccurate, misleading or false, you will promptly notify MyDoctorCalls  of such change.
 
      - You may submit only Member  Content to the Site that is (a) owned by you, (b) submitted with the express  written permission of the owner or within the scope of the license to such  content, or (c) in the public domain.  You  are prohibited from posting or transmitting to or from this Site any unlawful,  threatening, harassing, libelous, offensive, defamatory, obscene, or  pornographic materials, or other materials that would violate any law or the  rights of others, including, without limitation, laws against copyright  infringement, and rights of privacy and publicity.  Violation of these restrictions may result in  denial of or limitations on access by you to this Site.
 
      - By providing any Member  Content to MyDoctorCalls, you automatically grant, and you represent and  warrant that you have the right to grant, to MyDoctorCalls, its affiliates,  licensees and successors, a royalty-free, irrevocable and non-exclusive right  (including any moral rights) and license (as well as consent) to use, license,  reproduce, modify, adapt, publish, translate, create derivative works from,  distribute, derive revenue or other remuneration from, communicate to the  public, perform and display such Member Content (in whole or in part and with  or without the use of your name) worldwide and/or to incorporate such Member  Content in other works in any form, media, or technology now known or later  developed, for the full term of all copyrights, trademarks and other  intellectual and proprietary rights that may exist in such Member Content.  You further represent and warrant that public  posting and use of your Member Content by MyDoctorCalls will not infringe or  violate the rights of any third party.  MyDoctorCalls  has no obligation to retain Member Content and you agree that MyDoctorCalls  shall not be liable for any failure to store Member Content.
 
      - MyDoctorCalls  reserves the right, in its sole discretion, to delete or remove Member Content  from the Site and to restrict, suspend, or terminate your access to all or part  of the Site, at any time without prior notice or liability.  MyDoctorCalls may, but is not obligated to,  monitor or review any areas on the Site where users transmit or post Member  Content, and the substance of any Member Content.  To the maximum extent permitted by law, MyDoctorCalls  will have no liability related to Member Content.  MyDoctorCalls disclaims all liability with  respect to the misuse, loss, modification, or unavailability of any Member  Content or the Service.
 
    
    - TRADEMARKS
      
      The brand names,  slogans, trademarks, service marks, designs, and logos used on the Site or in  conjunction with the Service, including without limitation MyDoctorCalls.com  (collectively, the "Marks") are the  trademarks of MyDoctorCalls and its licensors.   You may not copy, display or use the Marks in any manner except as may  be automatically displayed by the Service or the Site or as may be provided in  a separate express written agreement with MyDoctorCalls.  You may not alter any Marks or logos or any  other MyDoctorCalls materials, and you hereby agree that all goodwill and other  intangible rights which accrue by use or display of any Marks or other  materials shall accrue solely to the benefit of MyDoctorCalls.  You further agree not to use any domain name,  trademark, trade name, service mark, logo, or other materials confusingly  similar to the Marks, and not to use the Marks in any disparaging manner.  You agree not to challenge the validity of,  or MyDoctorCalls’s ownership of, any MyDoctorCalls trademark, trade name,  service mark, or other proprietary right.
     
    
    - INDEMNIFICATION
You agree to  indemnify and hold harmless MyDoctorCalls, and its subsidiaries, parents,  affiliates, managers, shareholders, officers, directors, agents, resellers,  sales affiliates, licensees, other partners, employees and licensors, including  without limitation Marchex Sales, Inc. and its suppliers (each, an "Indemnified Party"), from all claims,  demands, liabilities, losses, damages and expenses (including without  limitation reasonable legal fees and expenses), made by you and/or any third  party arising from or in connection with (i) your use of the Service, any other  user’s use of your Account, or your or their conduct while using the Service, (ii)  your violation of this Agreement, (iii) your violation of any rights of  another, including without limitation any violation of applicable law or any  tort committed while using the Site or Service, (iv) content you submit, post  to, or transmit through the Site (including, without limitation, any Member  Content or computer viruses), (v) your connection to the Site, or (vi) the  actions of any employee, partner, representative or agent of yours.
 
  
    - 
      DISCLAIMER OF WARRANTIES
        
     TO THE MAXIMUM EXTENT  PERMITTED BY LAW, MYDOCTOR CALLS DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES,  EXPRESS OR IMPLIED, WITH RESPECT TO THE SERVICE, THE ACCOUNT, THE MYDOCTORCALLS  TECHNOLOGIES, THE SITE, OR ANY OTHER SERVICE OR MATERIALS PROVIDED BY  MYDOCTORCALLS.  MYDOCTORCALLS MAKES NO  WARRANTY AS TO THE RESULTS TO BE OBTAINED FROM THE USE OF THE SERVICE.  THE SERVICE IS PERFORMED AND THE MYDOCTORCALLS  TECHNOLOGIES IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT  WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO  WARRANTIES OF NON-INFRINGEMENT, TITLE, MERCHANTABILITY OR FITNESS FOR A  PARTICULAR PURPOSE (EACH OF WHICH IS HEREBY DISCLAIMED).  YOU ARE SOLELY RESPONSIBLE FOR THE BACKUP OF  ANY DATA WHICH YOU MAY REQUIRE BE STORED IN RESPECT OF THE SERVICE.  IN PARTICULAR, EXCEPT AS PROVIDED UNDER THE  SERVICE GUARANTEE, MYDOCTORCALLS DOES NOT WARRANT THAT THE SERVICE WILL BE  UNINTERRUPTED OR ERROR-FREE.  THE ENTIRE  RISK AS TO THE QUALITY AND PERFORMANCE OF THE SERVICE IS BORNE BY YOU.  THIS DISCLAIMER OF WARRANTY CONSTITUTES AN  ESSENTIAL PART OF THIS AGREEMENT AND THE SERVICE WOULD NOT BE AVAILABLE WITHOUT  IT.  SOME JURISDICTIONS DO NOT ALLOW  EXCLUSIONS OF AN IMPLIED WARRANTY, SO PORTIONS OF THIS DISCLAIMER MAY NOT APPLY  TO YOU AND YOU MAY HAVE OTHER LEGAL RIGHTS THAT VARY BY JURISDICTION.  FURTHER, MYDOCTORCALLS DISCLAIMS ANY  RESPONSIBILITY FOR THE ACCURACY, CONTENT, OR AVAILABILITY OF INFORMATION  AVAILABLE THROUGH THE SERVICE, AND MYDOCTORCALLS SHALL NOT BE HELD RESPONSIBLE  FOR THE ACCURACY, LEGALITY, OR DECENCY OF MATERIAL CONTAINED IN THIRD-PARTY  SITES OR THROUGH THIRD-PARTY SERVICES (INCLUDING ANY SERVICE OR CONTENT REACHED  THROUGH THE SERVICE OR THE SITE) AND YOU HEREBY IRREVOCABLY WAIVE ANY CLAIM AGAINST  US WITH RESPECT THERETO.
     
    
    
- LIMITATION OF LIABILITY
    
    TO THE MAXIMUM EXTENT  PERMITTED BY LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (TORT,  CONTRACT, NEGLIGENCE, PRODUCT LIABILITY, STRICT LIABILITY OR OTHERWISE) SHALL AN  INDEMNIFIED PARTY BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY DAMAGES THAT  RESULT IN ANY WAY FROM ANY USE OF THE SITE, THE ACCOUNT OR THE SERVICE BY ANY  PARTY OR YOUR INABILITY TO USE THE SITE OR THE SERVICE (EXCEPT WITH RESPECT TO  THE SERVICE GUARANTEE) OR YOUR RELIANCE ON OR USE OF INFORMATION OR SERVICES  PROVIDED ON OR THROUGH THE SERVICE OR THE SITE OR THAT RESULT FROM MISTAKES,  OMISSIONS, INTERRUPTIONS, ERRORS, DEFECTS, DELAYS IN OPERATION OR TRANSMISSION,  OR ANY FAILURE OF PERFORMANCE, WHETHER SUCH DAMAGES ARE DIRECT, INDIRECT,  SPECIAL, INCIDENTAL, COVER, RELIANCE OR CONSEQUENTIAL DAMAGES OR FOR COST OF  PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY OR LOSS OF BUSINESS,  EVEN IF ANY INDEMNIFIED PARTY SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF  SUCH DAMAGES.  IF, NOTWITHSTANDING THE  FOREGOING, AN INDEMNIFIED PARTY IS FOUND LIABLE TO YOU FOR DAMAGES FROM ANY  CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION (TORT, CONTRACT,  NEGLIGENCE, PRODUCT LIABILITY, STRICT LIABILITY OR OTHERWISE), SUCH INDEMNIFIED  PARTY’S LIABILITY TO YOU WILL BE LIMITED TO THE AMOUNT PAID BY YOU (OR THE  APPLICABLE MEMBER AND LIMITED TO A SINGLE-USER ACCOUNT) FOR THE SERVICE  SUBSCRIPTION IN THE LAST THREE (3) MOST RECENTLY PAID MONTHS.  SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION  OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION AND  EXCLUSION MAY NOT APPLY TO YOU. 
 
- PERSONAL INFORMATION AND PRIVACY
 
    
      - Except as otherwise  expressly set forth herein, your personal information will be handled in  accordance with our Privacy Policy.  In any case, you understand and agree that MyDoctorCalls  may disclose information about you if we have a good faith belief that we are  required to do so by law or legal process, to respond to claims, or to protect  the rights, property, or safety of MyDoctorCalls or others.
 
      - You agree not to  disclose any personal information or data obtained through the Service  regarding any other Member or user of the Site (the "User Data") to any third party for any reason whatsoever  without the prior consent of such Member or other user of the Site, unless  revealing such User Data is necessary to comply with any applicable laws, rules  or regulations.
 
    
    
    
- JURISDICTION
  
  All matters relating to  this Agreement shall be governed by the statutes and laws of the State of New York, without regard  to the conflicts of laws principles thereof.   You and MyDoctorCalls also agree and hereby submit to the exclusive  personal jurisdiction and venue of the Courts within the City and State of New York with respect to  such matters.
 
  
  
  
- MISCELLANEOUS
 
    
      - These Terms and  Conditions (including the Terms of Use and the Privacy Policy) and the other  rules, guidelines, licenses and disclaimers posted on the Site constitute the  entire agreement between MyDoctorCalls and you with respect to your use of the  Site.  If for any reason a court of  competent jurisdiction finds any provision of these Terms and Conditions, or  portion thereof, to be unenforceable, that provision shall be enforced to the  maximum extent permissible so as to affect the intent of the parties as  reflected by that provision, and the remainder of these Terms and Conditions  shall continue in full force and effect.  Any failure by MyDoctorCalls to enforce or  exercise any provision of these Terms and Conditions or related right shall not  constitute a waiver of that right or provision.
 
      - You agree that  Marchex Sales, Inc. and its suppliers shall be third party beneficiaries to  these Terms and Conditions with the right to enforce the provisions applicable  to them against you and/or the related Member, as applicable.  You further agree that, except as otherwise  expressly provided in these Terms and Conditions, there shall be no other third  party beneficiaries to these Terms and Conditions.
 
      - MyDoctorCalls shall  not be deemed in breach of this Agreement, nor for any breach of any implied  warranty or other obligation, for any failure in performance arising in  connection with circumstances beyond its reasonable control, including, without  limitation, fire, flood, storm, strike, lockout or other labor trouble, riot,  war, rebellion, accident, or other acts of third parties.
 
      - Your right to use the  Service and access the Account is not transferable and may not be sold, sublicensed,  rented, or timeshared, unless expressly permitted in another agreement with  MyDoctorCalls.  MyDoctorCalls may assign  this Agreement, in whole or in part, at any time with or without notice to you.
 
    
  These Service Providers Terms and Conditions were last updated on September 1, 2011.