Effective: November 30th, 2009
PLEASE READ THIS TERMS OF USE AGREEMENT CAREFULLY. This Terms of Use Agreement establishes the terms and conditions that are applicable to all use of the HISPANOSANO Web Site. By using the HISPANOSANO Web Site you are indicating your acceptance of all of the terms and conditions of this Terms of Use Agreement (including, without any limitation, the provisions regarding dispute resolution and limitations on the liability of HISPANOSANO. If you do not agree with the terms and conditions of this Terms of Use Agreement do not use this HISPANOSANO Web Site.
1. Acceptance of the Terms and Conditions.
1.1 Sana Health Group, Inc. (herein referred to as “SHG,” “we,” “us” or “our”) provides and makes available the HispanoSano web site (the “Site”) pursuant to this Terms of Use Agreement (the “Agreement”). All use of this Site and/or the services which are provided thereon by SHG (the “Services”) are subject to the terms and conditions contained in this Agreement. Please read this Agreement carefully. By accessing or otherwise using the Site and/or Services, you acknowledge that you have read, understood and agree to be bound by this Agreement. If you do not accept the terms and conditions of this Agreement, you shall not access or use the Site and/or Services.
1.2 You understand and agree that we may change this Agreement at any time without prior notice. You may read a current, effective copy of this Agreement at any time by selecting the “Terms of Use” link on the Site. You should periodically visit this page to review the current terms of the Agreement so you are aware of any revisions. The revised terms and conditions will become effective at the time of posting. Any use of the Site and/or Services after such date shall constitute your acceptance of such revised terms and conditions. If any change to this Agreement is not acceptable to you, your sole remedy is to cease accessing and otherwise using the Site and Services.
2. Use of the Site and Services.
2.1 This Site contains material, including but not limited to software, text, graphics and images (collectively referred to as the “Content”). We may own the Content or portions of the Content may be made available to us through arrangements that we have with third-parties. The Content is protected by United States and foreign intellectual property laws. Unauthorized use of the Content may result in violation of copyright, trademark, and other laws. You agree not to use, copy or display the Content except as permitted under this Agreement. Subject to the terms and conditions of this Agreement, SHG hereby grants you a limited license to access and use the Site and to access, display, view, store and reproduce the Content solely for your personal use. Notwithstanding the foregoing, if SHG has a license to any portion of the Content, your license to such portion of the Content is limited to the rights therein held by SHG. You agree that you will use the Site and Content only as permitted under this Agreement. No other use is permitted without our prior written consent. You must retain all copyright and other proprietary notices contained in the original Content on any copy you make of the Content. You may not sell, transfer, assign, license, sublicense, or modify the Content or reproduce, display, publicly perform, make a derivative version of, distribute, or otherwise use the Content in any way for any public or commercial purpose. The use or posting of any of the Content on any other web site or in a networked computer environment for any purpose is expressly prohibited. If you violate any part of this Agreement, your right to access and/or use the Content and Site shall automatically terminate and you shall immediately destroy any copies you have made of the Content.
2.2 The trademarks, service marks, and logos of SHG (the “SHG Trademarks”) used and displayed on this Site are registered and unregistered trademarks or service marks of SHG. Other company, product, and service names located on the Site may be trademarks or service marks owned by third-parties (the “Third-Party Trademarks”, and, collectively with the SHG Trademarks, the “Trademarks”). Nothing on this Site or in this Agreement should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on this Site without the prior written consent of SHG specific for each such use. The Trademarks may not be used to disparage SHG or the applicable third-party, SHG’s or third-party’s products or services, or in any manner (using commercially reasonable judgment) that may damage any goodwill in the Trademarks. Use of any Trademarks as part of a link to or from any web site is prohibited without SHG’s prior written consent. All goodwill generated from the use of any SHG Trademark shall inure to SHG’s benefit.
2.3 You agree not to: (a) take any action that imposes an unreasonable load on the Site’s infrastructure, (b) use any device, software or routine to interfere or attempt to interfere with the proper working of the Site or any activity being conducted on the Site, (c) attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising or making up the Site, (d) delete or alter any material posted on the Site by SHG or any other person or entity, or (e) frame any of the materials or information available on the Site without the prior written consent of SHG in each instance.
2.4 Certain elements of the Site are protected by trade dress, trademark, unfair competition, and other state and federal laws and may not be copied or imitated in whole or in part, by any means, including but not limited to, the use of framing or mirrors, except as otherwise expressly permitted by Section 2.1 of the Agreement. None of the Content for this Site may be retransmitted without the express written consent from SHG for each and every instance.
2.5 The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials hosted by SHG infringe your copyright, you (or your agent) may send us a notice requesting that the material be removed, or access to it be blocked. Notices and counter-notices must meet the then current statutory requirements imposed by the DMCA (see http://www.loc.gov/copyright for details). Notices and counter notices with respect to the Site should be sent to SHG at:
By Mail:
Sana Health Group, Inc.
1733 N.W. 79th Avenue
CPS 15052
Miami, Florida 33126
Attention: Copyright Agent
By Email:
This e-mail address is being protected from spambots. You need JavaScript enabled to view it
2.6 This Site is directed towards adults and is not intended for use by any individuals under the age of thirteen (13). If you are under the age of thirteen (13), please do not use the Site and do not submit any personally identifiable data through this Site. By using this Site, you represent that you are at least thirteen (13) years of age.
3. Fees.
You acknowledge that SHG reserves the right to charge for any portion of the Site and/or Services and to change its fees (if any) from time to time in its sole discretion. If SHG terminates your account and use of the Site and/or Services because you have breached this Agreement, you shall not be entitled to a refund of any unused portion of fees or payments (if any).
4. Submissions.
4.1 From time to time, SHG may provide users with the ability to post Submissions (as defined below) to the Site and/or submit Submissions to SHG through the Site. Although SHG has no obligation to monitor the comments, pieces, ideas or other information in any form, including visual or audio data, that is posted by you or anyone using your username and password to the Site or otherwise transmitted to SHG (collectively referred to as the “Submissions”), you acknowledge and agree that we may do one or all of the following in our sole discretion: (i) monitor the Submissions; (ii) alter, edit or remove any Submission in whole or in part; (iii) refuse to accept, post, display or transmit any Submissions or (iv) disclose any Submissions.
4.2 By posting to the Site or otherwise transmitting Submissions to us, you automatically represent and warrant that you have the right to grant and do hereby grant to SHG and our designees a worldwide, non-exclusive, sublicenseable, assignable, fully paid-up, royalty-free, perpetual, irrevocable right (including moral rights) and license to use, reproduce, distribute, create derivative works based on, perform and/or display such Submissions (in whole or in part) in any media now known or hereafter developed, for any purpose whatsoever, without compensation to you or any other provider of the Submissions. You also agree to permit any other user of the Site to access, display, view, store and reproduce such Submissions for personal use. You acknowledge that to the extent that you include personally identifiable information in your Submissions, we may republish such information. SHG claims no ownership or control over any Submission that you post or display on or through the Site. You or a third-party licensor, as appropriate, retain all patent, trademark and copyright to any Submission you submit, post or display on or through the Site and you are responsible for protecting those rights, as appropriate.
4.3 The posting of Submissions on the Site by its users does not indicate any approval or endorsement by SHG of such Submissions and SHG will not be subject to any obligation, whether of confidentiality, attribution, or otherwise, with respect to such Submissions. You acknowledge that you are responsible for your Submissions. SHG is not responsible for and hereby disclaims any and all liability that may arise from the Submissions or any act of accessing, browsing, contributing to or otherwise using the Site.
5. Contests.
SHG may from time to time provide contests on the Site. All contests shall be subject to official rules and regulations (“Official Rules”), which will be posted on the Site and/or otherwise made available to entrants. Please read the Official Rules governing such contests carefully before entering or participating in any of these contests. By entering or participating in any of these contests, you agree to be bound by such contest’s Official Rules. SHG reserves the right to change the Official Rules of any of these contests or cancel any of these contests at any time without further obligation or liability.
6. Accounts, Passwords and Security.
6.1 In order to access or use the Site and/or Services, you may be required to open an account. In opening an account, you must provide SHG with accurate, complete and true information about yourself as required. If you provide any information to SHG that is untrue, inaccurate, not current or incomplete, SHG reserves the right to terminate this Agreement and your continued access and use of the Site and/or the Services.
6.2 You will be responsible for all activities occurring under your username and for keeping your password secure. SHG also reserves the right to modify, suspend, or discontinue the Site with or without notice at any time. You are responsible for maintaining the confidentiality of your username and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password, including being held liable for any losses incurred by SHG or another party due to someone else using your account or password. In the event the confidentiality of your account or password are compromised in any manner, you should notify SHG immediately. SHG reserves the right to take any and all action, as it deems necessary or reasonable, to ensure the security of the Site and your account. Notwithstanding the above, SHG may rely on the authority of anyone accessing your account or using your password and in no event and under no circumstances shall SHG be held liable to you for any liabilities or damages resulting from or arising out of (i) any action or inaction of SHG under this provision, (ii) any compromise of the confidentiality of your account or password and (iii) any unauthorized access to your account or use of your password.
7. Third-Parties.
7.1 Your correspondence, interactions or business dealings with, or participation in offers or promotions of, third-parties found on or through the Site, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such third-party. Please be aware that third-parties may elect to terminate or change the terms and conditions of any offers or promotions found on or through the Site without notice. In the event an offer or promotion from a third-party found on or through the Site terminates or its terms and conditions change without notice, SHG may at your request agree to contact such third-party and attempt to resolve any issues on your behalf, but SHG cannot guarantee that its efforts will result in the third-party honoring the original offer or promotion. Notwithstanding the foregoing, you agree that SHG is not responsible nor shall SHG be liable for loss or damage of any sort incurred as a result of any dealings with any third-party or as the result of the presence of such third-party on the Site.
7.2 The Site and/or Services contain links to third-party web sites (“External Sites”). These links are provided solely as a convenience to you and not as an endorsement by us of the content on such External Sites. The content of such External Sites is developed and provided by others. You should contact the site administrator or Webmaster for those External Sites if you have any concerns regarding such links or any content located on such External Sites.
We are not responsible for the content of any linked External Sites and do not make any representations regarding the content or accuracy of any materials on such External Sites. You should take precautions when downloading files from all web sites to protect your computer from viruses and other destructive programs. If you decide to access any External Sites, you do so at your own risk.
8. Privacy.
We respect the privacy of our users. For details, please see our Privacy Policy. By accessing, browsing and/or using this Site, you consent to our collection and use of personal data as outlined therein.
9. Limitation of Liability and Disclaimer of Warranties.
9.1 SHG, ITS AFFILIATES, THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS (COLLECTIVELY, THE “SHG PARTIES”) MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE CONTENT, INCLUDING BUT NOT LIMITED TO ITS ACCURACY, RELIABILITY, COMPLETENESS, TIMELINESS OR RELIABILITY. THE SHG PARTIES SHALL NOT BE SUBJECT TO LIABILITY FOR THE TRUTH, ACCURACY OR COMPLETENESS OF THE CONTENT OR ANY OTHER INFORMATION CONVEYED TO THE USER OR FOR ERRORS, MISTAKES OR OMISSIONS THEREIN OR FOR ANY DELAYS OR INTERRUPTIONS OF THE DATA OR INFORMATION STREAM FROM WHATEVER CAUSE. YOU AGREE THAT YOU USE THE SITE AND THE CONTENT AT YOUR OWN RISK.
THE SHG PARTIES DO NOT WARRANT THAT THE SITE WILL OPERATE ERROR‑FREE OR THAT THE SITE, ITS SERVER, OR THE CONTENT ARE FREE OF COMPUTER VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES. IF YOUR USE OF THE SITE OR THE CONTENT RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, NO SHG PARTY SHALL BE RESPONSIBLE FOR THOSE COSTS.
THE SITE AND CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND. THE SHG PARTIES DISCLAIM ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF TITLE, MERCHANTABILITY, NON‑INFRINGEMENT OF THIRD PARTIES RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE.
9.2 IN NO EVENT SHALL ANY SHG PARTY BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, INCIDENTAL AND CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM THE USE OR INABILITY TO USE THE SITE AND THE CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, EVEN IF SUCH SHG PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
9.3 Some states do not allow exclusion of implied warranties or limitation of liability for incidental or consequential damages, so the above limitations or exclusions may not apply to you. IN SUCH STATES, THE LIABILITY OF THE SHG PARTIES SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
10. Medical Disclaimer.
THE CONTENTS OF THIS SITE ARE FOR EDUCATIONAL PURPOSES ONLY AND ARE NOT INTENDED TO BE A SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS OR TREATMENT. ALWAYS SEEK THE ADVICE OF YOUR PHYSICIAN OR OTHER QUALIFIED HEALTH PROFESSIONAL WITH RESPECT TO ANY QUESTIONS OR CONCERNS YOU MAY HAVE REGARDING A MEDICAL CONDITION. NEVER DISREGARD PROFESSIONAL MEDICAL ADVICE OR DELAY IN SEEKING IT BECAUSE OF SOMETHING YOU HAVE READ ON THIS OR ANY OTHER SHG OR SHG SPONSORED SITE. SHG MAKES NO GUARANTEE AS TO THE CURRENCY, ACCURACY, OR QUALITY OF THE INFORMATION PUBLISHED AND/OR ARCHIVED ON THIS SITE NOR WILL SHG ACCEPT ANY RESPONSIBILITY FOR OTHER ORGANIZATIONS, BUSINESSES, AND PRIVATE PERSONS THAT PROVIDE INFORMATION ON THIS SITE. BY USING THIS SITE, YOU ASSUME THE RISK THAT THE CONTENT OF THIS SITE MAY BE INACCURATE OR INCOMPLETE.
11. Indemnification.
You agree to defend, indemnify, and hold harmless the SHG Parties from and against any claims, actions or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from (i) your breach of this Agreement, (ii) any allegation that your Submissions and/or any materials that you submit to SHG and/or the Site infringe or otherwise violate the copyright, trade secret, trademark or other intellectual property rights of a third-party, or (iii) your access to, use or misuse of the Content, Site and/or Services. SHG shall provide notice to you of any such claim, suit, or proceeding. SHG reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting SHG’s defense of such matter.
12. Termination of the Agreement.
12.1 SHG reserves the right, in its sole discretion, to restrict, suspend, or terminate this Agreement and your access to all or any part of the Site or the Content at any time and for any reason without prior notice or liability. SHG reserves the right to change, suspend, or discontinue all or any part of the Site or the Content at any time without prior notice or liability. If SHG terminates your account and use of the Site and/or Services because you have breached this Agreement, please refer to Section 3 of this Agreement for our terms relating to any unused portion of fees or payments (if any).
12.2 Section 2 (Use of the Site and Services), 9 (Limitation of Liability and Disclaimer of Warranties), 10 (Medical Disclaimer), 11 (Indemnification), 12 (Termination of the Agreement) and 16 (Miscellaneous) shall survive the termination of this Agreement.
13. User Must Comply with Applicable Laws.
13.1 We make no claims concerning whether the Content may be downloaded, viewed, or be appropriate for use outside of the United States. If you access the Site or the Content from outside of the United States, you do so at your own risk. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.
13.2 The United States controls the export of products and information. You expressly agree to comply with such restrictions and not to export or re-export any of the Content to countries or persons prohibited under the export control laws. By downloading the Content, you are expressly agreeing that you are not in a country where such export is prohibited or are a person or entity for which such export is prohibited. You are solely responsible for compliance with the laws of your specific jurisdiction regarding the import, export, or re-export of the Content.
14. U.S. Government Restricted Rights.
The Content is provided with “RESTRICTED RIGHTS.” Use, duplication, or disclosure by the Government is subject to the restrictions contained in 48 CFR 52.227-19 and 48 CFR 252.227-7013 et seq. or its successor. Use of the Site or Content by the Government constitutes acknowledgement of our proprietary rights in the Site and Content.
15. Arbitration
At SHG’s or your election, all disputes, claims, or controversies arising out of or relating to this Agreement or the Services that are not resolved by mutual agreement may be resolved by binding arbitration to be conducted before J.A.M.S./Endispute, Inc., or its successor. SHG shall advance the costs of such binding arbitration, but you agree that should SHG prevail in the arbitration, SHG is entitled to reimbursement of all costs. Unless otherwise agreed by the parties, arbitration will be held in New York, New York before a single arbitrator mutually agreed upon by the parties, or if the parties cannot mutually agree, a single arbitrator appointed by J.A.M.S./Endispute, Inc., and will be conducted in accordance with the rules and regulations promulgated by J.A.M.S./Endispute, Inc. unless specifically modified in the Agreement. The arbitration must commence within forty-five (45) days of the date on which a written demand for arbitration is filed by either party. The arbitrator will have the power to order the production of documents by each party and any third-party witnesses. In addition, each party may take up to three (3) depositions as of right, and the arbitrator will not have the power to order the answering of interrogatories or the responses to requests for admission or the inspection of premises. In connection with any arbitration, each party must provide to the other, no later than ten (10) business days before the date of the arbitration, the identity of all persons that may testify at the arbitration, a copy of all documents that may be introduced at the arbitration or considered or used by a party’s witness or expert, and a summary of the expert’s opinions and the basis for said opinions. The arbitrator’s decision and award shall be made and delivered within sixty (60) days of the conclusion of the arbitration and within six (6) months of the selection of the arbitrator. The arbitrator may not multiply actual damages or award punitive damages or any other damages that are specifically excluded under the Agreement, and each party hereby irrevocably waives any claim to such damages. The parties covenant and agree that they will participate in the arbitration in good faith. The arbitrator may, in his or her discretion, assess costs and expenses (including the reasonable legal fees and expenses of the prevailing part) against any party to a proceeding. Any party refusing to comply with an order of the arbitrators will be liable for costs and expenses, including attorneys’ fees, incurred by the other party in enforcing the award. Notwithstanding the foregoing, in the case of temporary or preliminary injunctive relief, any party may proceed in court without prior arbitration for the purpose of avoiding immediate and irreparable harm. The provisions of this arbitration section will be enforceable in any court of competent jurisdiction.
16. Miscellaneous.
This Agreement is governed by the internal substantive laws of the State of New York, without respect to its conflict of laws provisions. With respect to any disputes or claims not subject to arbitration, as set forth above, you expressly agree to submit to the exclusive personal jurisdiction of the state and federal courts sitting in the City of New York in the State of New York and agree not to commence any action, suit or proceeding arising out of or relating to this Agreement or the Services except in such courts. If any provision of this Agreement is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect. Failure of SHG to act on or enforce any provision of the Agreement shall not be construed as a waiver of that provision or any other provision in this Agreement. No waiver shall be effective against SHG unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance. Except as expressly agreed by SHG and you, this Agreement constitutes the entire Agreement between you and SHG with respect to the subject matter, and supercedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. The section headings are provided merely for convenience and shall not be given any legal import. This Agreement will inure to the benefit of our successors, assigns, licensees, and sublicensees. Any information submitted or provided by you to the Site might be publicly accessible. Important and private information should be protected by you. SHG is not liable for protection of privacy of electronic mail or other information transferred through the Internet or any other network that you may use.
Copyright © 2009 Sana Health Group, Inc.