Terms of Use for Online Courses and Programs

 

Last updated October 6, 2021.

Please read these Terms of Use carefully before purchasing, accessing or using any of Dr. Miranda Naylor, DO, Inc. Online Courses and Programs. You must agree to these Terms of Use before purchasing, enrolling in, accessing, or using any online course or program (each a “Program” and collectively the “Programs”) owned and operated by Dr. Miranda Naylor, DO, Inc. (“we”, “our,” or “us”). These Terms of Use apply to all of our Programs wherever hosted, whether on a website operated by us or on a third-party website such as an online course hosting platform or other similar website. The term “you” refers to any purchaser, user and/or participant of a Program.

By purchasing or using a Program, you accept and agree to these Terms of Use, and you are required to act in accordance with them, whether or not you have read them. If you do not want to agree to these Terms of Use, you must not purchase or use any our Programs or any portion thereof.

These Terms of Use state how you may use a Program, including any and all materials made available to you in the Program. This includes, without limitation, the words, design, layout, look, appearance, graphics, photos, images, information, materials, documents, data, videos and video files and recordings, voice/audio files and recordings including downloadable Mp3 audio files, webinars and recorded webinars, e-mails, downloadable PDFs, worksheets, workbooks, forms, guides, questionnaires, e-books, handouts and slides, and all other similar materials and all other information and intellectual property accessible on or through the Program and any website or e-mails we may use to distribute or host the Program or any part thereof, as well as the look and feel of all of the foregoing (collectively, the “Program Content”). 

These Terms of Use require the use of arbitration on an individual basis to resolve disputes, rather than jury trials, and limit the remedies available to you in the event of a dispute. You fully understand and agree that by enrolling in, purchasing and/or using a Program that you are waiving certain legal rights and you are voluntarily agreeing to do so.


Additionally, please review the terms of our Privacy Policy (the “Privacy Policy”) for how your information is stored and shared. 

1. Information and Education Only; Not Medical or Professional Advice

Our Programs are for informational and educational purposes only and are not to be perceived as or relied upon in any way as medical advice for any individual. The Programs are NOT intended as, and must not be understood as or construed as, medical care or advice, the practice of medicine, the practice of counseling care including, without limitation, psychiatry, psychology, psychotherapy, the practice of dietetics or nutrition, or as providing any form of medical diagnosis or treatment. Furthermore, the Programs are not intended to and do not diagnose, treat, cure or prevent any disease or medical condition.  Dr. Miranda Naylor does not provide health care, medical care or nutrition therapy services to any participant in the Programs. Information presented in the Programs is intended for a general audience and does not purport to be, nor should it be construed as, specific advice tailored to any individual. 
 

While Dr. Miranda Naylor, is a licensed osteopathic physician in the State of California, and each Program relates to health, NO medical services are provided on or through any Program or Program Content. Your purchase of a Program, including your access to information provided in the Program or Program Content or implementation of any suggestions set out in the Program or Program Content, DOES NOT create a doctor-patient relationship between you and Dr. Miranda Naylor, or any doctor or professional that may be associated with the Program. 


You should not rely on the Program or Program Content as a substitute for the professional medical advice, diagnosis, or treatment from a qualified healthcare provider who is familiar with your individual situation. Always seek the advice of your qualified health care provider with any questions you have regarding a medical condition or your health and prior to changing any medications, taking any supplements, using any treatment for a health problem, or undertaking any significant changes to your health care regimen. Do not disregard, avoid or delay obtaining medical advice from a licensed medical or health professional because of something you may have read, viewed or heard on or in the Program or Program Content. Do not stop taking any medications without speaking to your licensed medical or health care professional. 


Because we expressly recommend that you seek advice from a licensed medical or health care professional who has knowledge of the facts and circumstances of your individual situation, the use of any information provided in the Program is solely at your own risk. Neither Dr. Miranda Naylor, DO, Inc. nor any of its owners, officers, directors, employees, contractors, agents, affiliates, successors-in-interest, transferees or assignees shall be held liable or responsible for any errors or omissions in a Program or for any damage you may suffer as a result of failing to seek competent medical or health advice from a licensed medical or health care professional who has knowledge of the facts and circumstances of your individual situation. 


Information and statements in a Program regarding dietary supplements and products have not been evaluated by the Food and Drug Administration. Any such dietary supplements or products sold on or through any website operated by Dr. Miranda Naylor, DO, Inc. or its affiliates or any products which may be mentioned in any Program or Program Content are not intended to diagnose, treat, cure or prevent any disease. Always consult your physician or other licensed medical or health care professional before taking any nutritional, herbal or dietary supplement.

2. Participants

Our Programs are intended solely for users who are eighteen (18) years of age or older. Any purchase by, use of, or access to a Program by anyone under age 18 is unauthorized, unlicensed and in violation of these Terms of Use. By accessing or using a Program, you represent and warrant that you are at least 18 years old. Dr. Miranda Naylor, DO, Inc. hereby disclaims all liability for use by individuals under the age of 18.

3. Payments and Refunds

a. Payment Policies

You will have the option to pay in full upfront or to pay in installments through a payment plan. If you choose to pay in an offered payment plan, in the event that a payment is not received by the date due, you will not be granted access to any further Program Content until payment is received, and we reserve the right to terminate your access to the Program and all Program Content immediately and permanently; this includes access to any Program private forum, community groups, e-mail communications, live webinars or conference calls, or any other method of communications related to the Program.


If paying by credit card or debit card, you give Dr. Miranda Naylor, DO, Inc. permission to automatically charge your credit card or debit card for all fees and charges due as payment for the Program purchased without any additional authorization or notification, and you will receive an electronic receipt following the charge. You also agree that Dr. Miranda Naylor, DO, Inc. is authorized to share any payment information and instructions required to complete the payment transactions with any third-party payment service providers (e.g., credit card transaction processing, merchant settlement, and related services). Dr. Miranda Naylor, DO, Inc. cannot control and has no responsibility or liability for the policies or actions of the payment processing companies.


If you fail to make payment in a timely manner in accordance with these Terms of Use or voluntarily decide to withdraw from the Program at any time or for any reason whatsoever, you will still remain fully responsible for the full cost of the Program and all remaining payments if you were permitted to pay in a payment plan.  We reserve our right to seek payment from you for any delinquent payment that is not provided by or upon the date due by enlisting the help of a collections’ agency, and we may exercise our right to report your delinquent payment to all three credit reporting agencies, either directly or through the help of a collections’ agency.


You agree to only purchase the Program for yourself or for another person for whom you are legally permitted to do so or for whom you have obtained the express consent to provide their name, address, method of payment, credit card number, and billing information. And you agree to be financially responsible for any purchases made by you or someone acting on your behalf.

 

b. Refund Policy

Your satisfaction with our Programs and Program Content is important to us. Yet, because of the extensive time, effort, preparation and care that goes into creating and providing our Programs, we only offer a limited refund. You will have seven (7) days after the time of your purchase of a Program to request a full refund of any amounts paid for the Program. No refunds will be given at any time or for any reason seven (7) days after your date of purchase.

 

Since there is a clear and explicit Refund Policy in these Terms of Use that you agree to prior to completing your purchase of a Program, Dr. Miranda Naylor, DO, Inc. does not tolerate or accept any type of chargeback threat or actual chargeback from your credit card company or the payment processor. In the event that a chargeback is placed on a purchase or we receive a chargeback threat during or after your purchase, Dr. Miranda Naylor, DO, Inc. reserves the right to report the incident to all three credit reporting agencies or to any other entity for inclusion in any chargeback database or for listing as a delinquent account which could have a negative impact on your credit report score. The information reported will include your name, e-mail address, order date, order amount, and billing address. If you then wish to have this report removed from your credit report, you must make the payment owed for the amount of the chargeback. Once payment owed is received, the appropriate reports to the credit agencies will be made.

4. Intellectual Property Rights

a. Ownership of Program Content and Dr. Miranda Naylor, DO, Inc.’s Limited License to You

Our Programs, including without limitation, the words, design, layout, look, appearance, graphics, photos, images, information, materials, documents, data, videos and video files and recordings, voice/audio files and recordings including downloadable Mp3 audio files, webinars and recorded webinars, emails, downloadable PDFs, worksheets, workbooks, forms, guides, questionnaires, e-books, handouts and slides, and all other similar materials and all other information and intellectual property accessible on or through the Programs and any website or e-mails we may use to distribute or host the Programs or any part thereof, as well as the look and feel of all of the foregoing (collectively, the “Program Content”; previously defined and stated here again for further clarity and avoidance of doubt) are the property of and solely owned by Dr. Miranda Naylor, DO, Inc. or its affiliates, licensors, successors-in-interest, assignees, or suppliers unless otherwise noted, and are protected by copyright, trademark and other laws that protect intellectual property and proprietary rights.

 
You agree to observe and abide by all copyright and other proprietary notices, legends or other restrictions contained on or in the Program Content as well as these Terms of Use. This includes the name of the Programs.


When you purchase a Program or view or access any Program Content, Dr. Miranda Naylor, DO, Inc. is granting you a limited, revocable, non-transferable, non-exclusive license to access and use the Program and Program Content for your own personal, non-commercial use ONLY. This license is limited to you only for your personal use, and NOT for your business or commercial use. 


You are NOT permitted to share any Program Content with your friends, family, colleagues, or any other person. If they would like access to the Program, they must purchase their own license to the Program separately. 


This means that when you purchase a Program, you may watch, listen to, download and/or print Program Content for your own personal use, BUT you are NOT permitted to copy, duplicate, reprint, republish, reproduce, share, sell/re-sell, display, disclose, or redistribute any part of the Program or Program Content with or to friends, family members, colleagues, or any other third party, or use any Program Content for commercial purposes or in any way that earns you money. For avoidance of doubt, this means you may NOT adapt or represent any part of the Program in any way as if it is yours or created by you, and you may not reprint or republish any part of the Program and Program Content for publication or compilation into your own products, programs or services for business/commercial use or in any way that earns you or a third-party money.


Furthermore, you may not hypertext, frame or inline link to any part of the Program or Program Content, nor may you state or imply any sponsorship, endorsement by, or ownership of the Program or Program Content without Dr. Miranda Naylor, DO, Inc.’s express written permission. 


You understand that purchasing, downloading, printing, or otherwise using the Program and Program Content in no way gives you any copyright, trademark, intellectual property or ownership rights in the Program or Program Content. It is still Dr. Miranda Naylor, DO, Inc.’s and/or it’s respective owner’s property. 


Any trademarks and logos displayed in the Programs and Program Content are trademarks belonging to Dr. Miranda Naylor, DO, Inc. or its affiliates unless otherwise indicated. Any use, including framing, metatags or otherwise utilizing these trademarks, is strictly prohibited without Dr. Miranda Naylor, DO, Inc.’s express written permission.


All rights not expressly granted in these Terms of Use or any express written license, are reserved by Dr. Miranda Naylor, DO, Inc.

b. Request for Permission to Use the Program Content

If you wish to use any portion of the Program Content, or any other intellectual property or property belonging to Dr. Miranda Naylor, DO, Inc. or its affiliates in any way that is prohibited by or not expressly permitted by these Terms of Use, you must request permission in writing from us BEFORE you use such Program Content by sending an e-mail to info@drmirandanaylor.com.


If you do receive the express written permission of Dr. Miranda Naylor, DO, Inc., you are only granted permission to use the applicable portion of the Program Content as explicitly granted in such writing. In other words, you agree to use only the specific Program Content that Dr. Miranda Naylor, DO, Inc. allows and only in the ways for which Dr. Miranda Naylor, DO, Inc. has given you written permission. If you use the Program Content in ways that Dr. Miranda Naylor, DO, Inc. does not specifically give you written permission, you agree now that you will be treated as if you had copied, duplicated and/or stolen such Program Content from Dr. Miranda Naylor, DO, Inc., and you consent to immediately stop using such Program Content and to take whatever actions as Dr. Miranda Naylor, DO, Inc. may request and by the methods and in the time frame that Dr. Miranda Naylor, DO, Inc. prescribes to protect its intellectual property and ownership rights in the Program and the Program Content, and you will be subject to penalties for Unauthorized Use and Infringement of Program Content as set forth in these Terms of Use.

c. Unauthorized Use and Infringement of Program Content

You understand and agree that your use of the Program Content other than as expressly authorized in these Terms of Use or by a separate written consent or assignment of Dr. Miranda Naylor, DO, Inc. is not permitted, and is considered unauthorized use, infringement and theft (“Unauthorized Use and Infringement”) and may give rise to a civil claim for damages and/or be a criminal offense. Dr. Miranda Naylor, DO, Inc. reserves the right to prosecute for theft and to enforce its rights to the full extent of the law. 


In the event of your Unauthorized Use and Infringement, you agree to pay liquidated damages of five (5) times the total fees paid for the Program, or a minimum of $5,000.00, whichever is greater, in addition to any legal or equitable remedies Dr. Miranda Naylor, DO, Inc. may be entitled to pursue.  This is not a penalty but an agreed upon liquidated damages charge for Unauthorized Use and Infringement.     


You agree that any violation or threatened violation by you of the Intellectual Property Rights terms in these Terms of Use would cause irreparable injury to Dr. Miranda Naylor, DO, Inc. that may not be adequately compensated by damages, entitling Dr. Miranda Naylor, DO, Inc. to obtain injunctive relief, without bond, in addition to all legal remedies.

5. Materials Provided By You – Your License to Dr. Miranda Naylor, DO, Inc.; Use in Testimonials and Marketing

When you voluntarily share any information in a live group session, and when you voluntarily submit, post or upload any material such as any comments, posts, photos, designs, graphics, images, videos or other uploads or materials or other contributions (each “your Submission” or collectively “your Submissions”), on or through a Program, including on or in any Facebook Group and/or other public or private forums, communities, bulletin board services, chat areas, comment sections, interactive service and/or other message or communication facilities designed to enable you to communicate with other users of the Program or the public at large (collectively, “Communication Services”), you are representing that you are the owner of all such materials and you are at least 18 years old. By submitting, posting or uploading your Submission you warrant and represent that you own or otherwise control all of the rights to your Submission as described in this section including, without limitation, all the rights necessary for you to provide, post, upload, input or submit your Submission.


When you voluntarily share any information in a live online class or session, and when you voluntarily submit, post or upload your Submission you are granting Dr. Miranda Naylor, DO, Inc. and anyone authorized by Dr. Miranda Naylor, DO, Inc., permission and an unlimited, royalty-free, perpetual, irrevocable, non-exclusive, unrestricted, worldwide license to use, copy, modify, transmit, sell, exploit, create derivative works from, distribute, and/or publicly perform or display the information you share and/or your Submission, in whole or in part, in any manner or medium, now known or developed in the future, for any purpose, including, without limitation, for Dr. Miranda Naylor, DO, Inc.’s marketing, advertising or promotional efforts, and you are granting Dr. Miranda Naylor, DO, Inc. the right to make it part of current or future courses, programs and/or course or program materials offered and created by Dr. Miranda Naylor, DO, Inc. or any of its affiliates. This right includes granting Dr. Miranda Naylor, DO, Inc. use or exploitation of proprietary rights or intellectual property rights like copyright, trademark, service mark, trade secrets, patent rights or any other of your intellectual property rights under any relevant jurisdiction without any further permission from you or compensation by Dr. Miranda Naylor, DO, Inc. to you.


You also grant Dr. Miranda Naylor, DO, Inc., and anyone authorized by Dr. Miranda Naylor, DO, Inc., the right to use your likeness and with respect to any Submissions, to also identify you as the author and/or individual depicted in any of your Submissions by name, email address, or screen name, for any purposes, including commercial purposes, marketing, and advertising. You acknowledge that Dr. Miranda Naylor, DO, Inc. has the right but not the obligation to use and display any of your Submissions of any kind, and that Dr. Miranda Naylor, DO, Inc. may elect to cease the use of any of your Submissions in the Program and Program Content at any time for any reason whatsoever.


Media Release. By participating in a Program, including any Communication Services (such as Facebook community, Slack channel etc.), you consent to photographs, videos, and/or audio recordings that may be made that may contain you, your image, your voice and/or your likeness. In Dr. Miranda Naylor, DO, Inc.’s sole discretion, Dr. Miranda Naylor, DO, Inc. reserves the right to use these photographs, videos, and or/audio recordings and/or any other materials created by Dr. Miranda Naylor, DO, Inc. in connection with your participation in the Program, without compensation to you at any time, now or at any time in the future including, without limitation, for Dr. Miranda Naylor, DO, Inc.’s marketing, advertising or promotional efforts. 


This means you give Dr. Miranda Naylor, DO, Inc. permission to use anything you submit or post in the Program, including any Communication Services, or any third-party forum or website hosting the Program, or anything captured by Dr. Miranda Naylor, DO, Inc. during your participation in the Program, including images of you and images of you in which your face is visible and recognizable, in any manner or medium and for any purpose. 

6. Your Conduct in the Program and Communication Services

a. Confidentiality of other Program Participants

You agree to keep all information you learn about other Program participants strictly confidential except in very rare circumstances where disclosure is required by law.

b. Your Submissions and Use and Participation in Communication Services

You are responsible for your Submissions, which includes anything you submit, comment, post or upload, and for any liability that may result from any such Submissions. You participate, submit, comment, post and upload your Submissions at your own risk. Any communication or Submission by you on any Communication Services or on any website operated by Dr. Miranda Naylor, DO, Inc. or any third-party forums hosting Program Content, must be respectful. You may not communicate or submit any content or material that is abusive, vulgar, threatening, harassing, knowingly false, defamatory or obscene or otherwise in violation of any law or the rights of others. You agree to post comments or other Submissions only one time and to use any and all Communication Services only to post, send and receive messages and material that are proper and related to the Program and particular purpose of the Communication Service. Bullying or other comments that makes other users of the Program feel poorly will not be tolerated. The Program is designed to be a safe space for all participants. 


Dr. Miranda Naylor, DO, Inc. reserves the right, in its sole discretion, to edit, modify, delete, refuse to post or otherwise remove, in whole or part, any of your Submissions on any Communication Services or on any website operated by Dr. Miranda Naylor, DO, Inc. and any third-party forums hosting the Program Content as well as to terminate your access to the Program and/or any or all of the Communication Services at any time without notice in its sole discretion. Please note however that Dr. Miranda Naylor, DO, Inc. does not monitor and does not have any obligation to monitor the Communication Services or any posts, comments, or material submitted by third parties. 


The views of any users or participants of the Program and Communication Services do not necessarily reflect those of Dr. Miranda Naylor, DO, Inc. or its owner Dr. Miranda Naylor. Dr. Miranda Naylor, DO, Inc. and Dr. Miranda Naylor neither endorse nor make any representations as to the truthfulness or validity of any third-party posts, comments, information or material found on any Communication Services. Therefore, neither Dr. Miranda Naylor, DO, Inc. nor its owner Dr. Miranda Naylor shall be responsible for and specifically disclaim any and all liability arising from or relating to any loss or damage caused by third-party posts, comments, or materials on any Communication Services and any actions resulting from your participation in any Communication Service. 


Dr. Miranda Naylor, DO, Inc. reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request.

c. No Unlawful Or Prohibited Use

You understand that you are solely responsible for all electronic communications and content sent from your computer to any Program and any website hosting the Program. You agree that you will not do any of the following and you will not use any Program, Program Content or Communication Services in any of the following ways

  • In any manner that causes or is likely to cause any of the Program, Program Content, Communication Services or access to the Program or Program Content or Communications Services to be damaged, disabled, interrupted, overburden, or impaired in any way.

  • To upload, copy, store, host, transmit, send, publish, distribute, negatively impact, or infect the Program, the Communications Services or any website or third-party forum operated by Dr. Miranda Naylor, DO, Inc. with, any spyware, software viruses, software worms, corrupted files, Trojan horse, keystroke logger or any other malicious, harmful or similar computer code or software designed to adversely affect or damage the operation of any computer software or hardware.

  • For any purpose and in any way that is illegal, false, fraudulent, violates any applicable laws or regulations, is prohibited by these Terms of Use or is in connection with a criminal offense or otherwise designed to carry out any unlawful activity.

  • To defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others.

  • To send, publish, post, upload, distribute or disseminate any material that is illegal, offensive, abusive, indecent, harmful, profane, defamatory, obscene, menacing, threatening, objectionable, invasive of privacy, infringing intellectual property rights, or that may otherwise injure others.

  • In any manner that interferes with any other party’s use and enjoyment of the Program, Program Content, or the Communication Services.

  • To upload files that contain software or other material protected by intellectual property laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents.

  • To advertise or offer to sell or buy any goods or services for any business purpose, or to transmit, send or deliver unsolicited communications or for other marketing or advertising purposes.

  • To conduct or forward surveys, contests, pyramid schemes or chain letters to copy, store, host, transmit, send, publish, distribute, negatively impact, or infect the Program, the Communications Services or any website or third-party forum operated by Dr. Miranda Naylor, DO, Inc. with software viruses or any other similar computer code designed to commercially solicit, or send chain letters, mass mailings or any spam, whether intended or not.

  • To harvest, attempt to harvest or otherwise collect information about others, including e-mail addresses, without their consent.

  • In any manner that violates any code of conduct or other guidelines which may be applicable for any particular Communication Service.

  • To cause annoyance, inconvenience, anxiety, or fear.

  • To impersonate any third party or otherwise mislead as to the origin of your contributions.

  • To reproduce, duplicate, copy or resell any part of any or the Program in a way that is not in compliance with these Terms of Use or any other applicable terms to which you have agreed.

  • To obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Program.

  • To share any part of the Program or Program Content with anyone in any way prohibited by these Terms of Use.

7. Confidentiality and Privacy Policy

Please review the Privacy Policy for how all of your information is handled as well as your rights around such information. You acknowledge that the communications between you and Dr. Miranda Naylor, DO, Inc. are not covered by HIPAA, any doctor-patient privilege or any other privilege.


Our Programs may come with access to a private community group such as a Facebook Group or other similar community group. These Terms of Use apply to such community group. Further, you understand that Facebook or other similar platform is a public platform, and therefore, we cannot guarantee your privacy for what you voluntarily share in the group, as other people will also see what you post.


Please choose carefully the information you voluntarily share for viewing by others in the Program, including any online live classes and sessions, any Communication Services, any website or social media sites, or in any third-party forums operated by Dr. Miranda Naylor, DO, Inc., as anything you share also can be seen, collected and used others, and become public. Any personal information you voluntarily share as part of your participation in the Program, whether on any Communication Services or in any live webinars or conference calls, or any other method of communications related to the Program and Program Content, is done at your own risk. Dr. Miranda Naylor, DO, Inc. cannot guarantee your privacy for what you voluntarily share, and Dr. Miranda Naylor, DO, Inc. is not responsible for any unauthorized use by others of such information that you voluntarily share. 


When you apply for, enroll in, purchase or the Program, Dr. Miranda Naylor, DO, Inc. may seek and collect personal data and information including but not limited to your name, e-mail address, phone number, billing information, credit card or payment information, demographic information, preferences, interests, or other personally-identifying information (“Confidential Information”). By providing such Confidential Information to Dr. Miranda Naylor, DO, Inc., you grant Dr. Miranda Naylor, DO, Inc. permission to use and store such information. In turn, Dr. Miranda Naylor, DO, Inc. will use best efforts to keep your Confidential Information safe, secure and confidential in accordance with these Terms of Use and the Privacy Policy. 


However, due to the nature of the Internet, no data transmission over the Internet can be guaranteed to be completely secure. As a result, Dr. Miranda Naylor, DO, Inc. cannot ensure or warrant the security of your Confidential Information or of any other data or information you transmit via the Internet. By transmitting any Confidential Information, data or other information to Dr. Miranda Naylor, DO, Inc., you accept that and acknowledge that you do so at your own risk. Dr. Miranda Naylor, DO, Inc. has security measures in place to prevent the loss, misuse, and alteration of the information that is obtained from you, but Dr. Miranda Naylor, DO, Inc. makes no assurances about the ability to prevent any such loss, misuse, to you or to any third party arising out of any such loss, misuse, or alteration. 


All Confidential Information will be held in confidentiality and will not be disclosed to third parties, except that Dr. Miranda Naylor, DO, Inc. may disclose Confidential Information and personally identifiable information: (1) pursuant to these Terms of Use and the Privacy Policy, (2) if required to do so by law, (3) in the good-faith belief that such action is necessary to conform to the law, (4) to comply with any legal process served on either Dr. Miranda Naylor, DO, Inc. or its partners, sponsors, investors, or affiliates, (5) to protect and defend its rights or property or those of other users or purchasers of the Program, (6) to enforce these Terms of Use, and/or (7) to act as immediately necessary in order to protect the personal safety of other users, purchasers, or the public.

8. Accessing the Program; Username and Password

During the registration process for a Program, you agree to provide true, accurate, current and complete information about yourself. To access the Program and/or certain features of the Program, including any private membership areas, you may need a username and password. You agree to keep your username and password to access the Program confidential.  You are responsible for maintaining the confidentiality of your username, password and Program account and are responsible for all activities (whether by you or by others) that occur under your username, password or Program account. You are not permitted to share your username and/or password or access to your Program account with anyone at any time.


If Dr. Miranda Naylor, DO, Inc. has reasonable grounds to suspect that you have provided false information including a false e-mail address, shared your username and/or password with anyone else, provided anyone else access to your account or forwarded any non-public material from the Program to any other person, Dr. Miranda Naylor, DO, Inc. reserves the right to immediately suspend or terminate your account and your access to the Program including without limitation, any Communication Services such as for example, private forums, Facebook groups or any other related communications, and to refuse any and all current or future use of the Program or any Program Content, in whole or in part, without refund. 


It is your responsibility to protect your own username and password from disclosure to others. Dr. Miranda Naylor, DO, Inc. cannot and will not be liable for any loss or damage arising from your failure to protect your username, password or account information. You are responsible for activities that take place using your username, password and within your account. If you share your username and password with anyone, they may be able to obtain access to your personal information at your own risk. You agree to notify Dr. Miranda Naylor, DO, Inc. immediately of any unauthorized use of your username, password or account or any other breach of security, and to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your username, password or other personal information.


Dr. Miranda Naylor, DO, Inc. reserves the right to withdraw or amend the Program in its sole discretion without notice. Dr. Miranda Naylor, DO, Inc. will not be liable if for any reason all or any part of the Program or Program Content is unavailable at any time or for any period. From time to time, Dr. Miranda Naylor, DO, Inc. may restrict access to some or all of the Program to users, including registered users if deemed necessary to update the Program or Program Content.

9. Errors and Omissions Disclaimer

Dr. Miranda Naylor, DO, Inc. has done its best to ensure that the Program and Program Content are accurate and provide valuable information, but because the nature of health information is constantly evolving, Dr. Miranda Naylor, DO, Inc. cannot guarantee the accuracy of such information. You acknowledge that the Program and Program Content may contain inaccuracies or errors and neither Dr. Miranda Naylor, DO, Inc. nor any of its owners, members, managers, officers, directors, employees, contractors, agents, affiliates, successors-in-interest, transferees or assigns shall be held liable or responsible for any errors, omissions or inaccuracies on or in the Program or Program Content or for any damage you may suffer as a result of failing to seek competent advice from a professional who is familiar with your situation. We make no warranty or guarantee as to the accuracy, timeliness, performance, completeness or suitability of the information in the Program and Program Content for any person. 

10. Personal Responsibility and Assumption of Risk

By accessing the Program or any Program Content in any way you accept and agree that you are solely responsible for your actions, decisions and results and take full responsibility for any harm or damage you suffer as a result of your use, misuse or non-use, of the information available on or in the Program and/or Program Content. You agree to use your own judgment and conduct your own due diligence before taking any actions or implementing anything suggested or recommended on or in the Program or Program Content and you agree that you do so at your own risk.

11. No Guarantees of Results

You agree that no results of use or participation in any Program are guaranteed and that Dr. Miranda Naylor, DO, Inc. has not made any guarantees about the results of participating in or taking any action, whether recommended on or in a Program and Program Content or not. Your participation in any Program does not guarantee any success with respect to health outcomes, including, without limitation, fertility, pregnancy, hormone health  or otherwise. The Program and Program Content are for educational and informational purposes and are intended to solely to provide users of a Program with education and tools about their health and how to develop a course of action to work with their doctor(s). You recognize that any health or other outcome is the result of your own efforts, your particular situation and health history, and innumerable other circumstances beyond the control and/or knowledge of Dr. Miranda Naylor, DO, Inc.


You also recognize that prior results do not guarantee a similar outcome.  Thus, the results obtained by others, whether clients of Dr. Miranda Naylor, DO, Inc., users or participants of a Program or otherwise, are no guarantee that you or any other person or entity will obtain similar results.

12. No Warranties

DR. MIRANDA NAYLOR, DO, INC. MAKES NO WARRANTIES REGARDING THE PERFORMANCE OR OPERATION OF THE PROGRAM AND PROGRAM CONTENT. FURTHERMORE, DR. MIRANDA NAYLOR, DO, INC. MAKES NO WARRANTIES THAT THE PROGRAM, PROGRAM CONTENT, OR ANY OF THEIR FUNCTIONS WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY PART OF THE PROGRAM, PROGRAM CONTENT, OR ANY OF THEIR FUNCTIONS, INCLUDING COMMUNITY FORUMS, BULLETIN BOARDS, MEMBERSHIP PAGES OR THE SERVERS THAT MAKE IT AVAILABLE, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.


DR. MIRANDA NAYLOR, DO, INC. MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, ABOUT THE ACCURACY, COMPLETENESS, RELIABILITY, AVAILABILITY, TIMELINESS, SUITABILITY AND APPROPRIATENESS FOR ANY PURPOSE OF THE INFORMATION, PRODUCTS AND SERVICES OFFERED ON OR THROUGH THE PROGRAM AND PROGRAM CONTENT. ALL INFORMATION, PRODUCTS AND SERVICES OFFERED ON OR THROUGH THE PROGRAM AND PROGRAM CONTENT ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, DR. MIRANDA NAYLOR, DO, INC. DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT WITH RESPECT TO ALL INFORMATION, PRODUCTS AND SERVICES OFFERED ON OR THROUGH THE PROGRAM AND PROGRAM CONTENT.


DR. MIRANDA NAYLOR, DO, INC. FURTHER MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE USE OR THE RESULTS OF THE USE OF THE PROGRAM AND PROGRAM CONTENT.

 

13. Technology Disclaimer

While the hope is that the availability and delivery of the Program, Program Content and Communication Services is uninterrupted, Dr. Miranda Naylor, DO, Inc. cannot guarantee that your access will not be suspended or restricted from time to time, including to allow for repairs, maintenance or updates. To the fullest extent permitted by law, Dr. Miranda Naylor, DO, Inc. is not liable to you for damages or refunds, or any other recourse, should any of the Program, Program Content or Communication Services become unavailable or access to them becomes slow or incomplete due to any reasons, such as system back-up procedures, internet traffic volume, upgrades, overload of requests to the servers, general network failures or delays, or any other cause which may from time to time make the Program, Program Content or Communication Services inaccessible to you.

14. Links and References to Third-Party Websites, Services and Products

The Program and Program Content may provide links and/or references to other websites, services and products maintained by third parties that may take you outside of the Program (collectively, “Third-Party Sites”). Dr. Miranda Naylor, DO, Inc. may receive a commission if you make a purchase from or through a link provided in the Program or Program Content to a Third-Party Site; however, the Third-Party Sites are not under the control of Dr. Miranda Naylor, DO, Inc., and Dr. Miranda Naylor, DO, Inc. is not responsible or liable for any content on or actions of any Third-Party Sites. The inclusion of any links or references to Third Party Sites in the Program Content are provided for your convenience only and does not imply Dr. Miranda Naylor, DO, Inc.’s or Dr. Miranda Naylor’s endorsement, sponsorship, or approval of the actions, views, opinions, facts, advice or statements in such Third-Party Sites or of their owners or any association with their operators. Because Dr. Miranda Naylor, DO, Inc. has no control over the contents or functionality of Third-Party Sites, Dr. Miranda Naylor, DO, Inc. is not responsible for the actions, views, opinions, facts, advice, or statements of Third-Party Sites, their accuracy or reliability, or for errors or omissions caused by Third Party Sites or for any loss, damage, or otherwise that may arise from your use of them. It is your responsibility to perform your own due diligence before buying goods or services from any Third Party Sites and to review the terms and conditions and privacy policies of Third Party Sites to confirm that you understand and agree with those policies.

15. Limitation of Liability and Release of Claims

YOU AGREE TO ABSOLVE DR. MIRANDA NAYLOR, DO, INC., ITS OWNERS, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, AFFILIATES, SUCCESSORS-IN-INTEREST, TRANSFEREES AND ASSIGNEES (COLLECTIVELY THE “RELEASEES”) OF ANY AND ALL LIABILITY OR LOSS THAT YOU OR ANY PERSON OR ENTITY ASSOCIATED WITH YOU MAY SUFFER OR INCUR AS A RESULT OF USE OF THE INFORMATION CONTAINED ON THE PROGRAM AND PROGRAM CONTENT.  YOU AGREE THAT THE RELEASEES SHALL NOT BE LIABLE TO YOU FOR ANY TYPE OF DAMAGES, INCLUDING DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EQUITABLE, OR CONSEQUENTIAL LOSS OR DAMAGES FOR USE OF THE PROGRAM AND PROGRAM CONTENT.


TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES SHALL THE RELEASEES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF, OR THE DELAY OR INABILITY TO USE, THE PROGRAM AND PROGRAM CONTENT, OR THIRD-PARTY MATERIALS, PRODUCTS OR SERVICES MADE AVAILABLE ON OR THROUGH THE PROGRAM AND PROGRAM CONTENT IN ANY WAY, OR WITH THE PERFORMANCE OF THE PROGRAM AND PROGRAM CONTENT, OR WITH THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR OTHERWISE ARISING OUT OF THE USE OF THE PROGRAM AND PROGRAM CONTENT, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF DR. MIRANDA NAYLOR, DO, INC. OR ANY RELEASEES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH STATES, THE LIABILITY OF THE RELEASEES IS LIMITED TO THE FULLEST EXTENT PERMITTED BY SUCH STATE LAW.


YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT THE RELEASEES ARE NOT LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY USER OR PARTICIPANT OF THE PROGRAM. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE PROGRAM AND PROGRAM CONTENT, OR WITH ANY OF THE TERMS OF USE, OR THE PRIVACY POLICY, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE PROGRAM AND PROGRAM CONTENT. 


BY PURCHASING OR USING OR THE PROGRAM AND PROGRAM CONTENT, YOU AGREE TO THIS LIMITATION OF LIABILITY AND RELEASE THE RELEASEES FROM ANY AND ALL CLAIMS. 

16. Indemnification

You agree at all times to defend, indemnify and hold harmless Dr. Miranda Naylor, DO, Inc., as well as its owners, officers, directors, employees, affiliates, agents, contractors, successors-in-interest, transferees, and assignees from and against any and all claims, causes of action, damages, obligations, losses, liabilities, costs, debts and expenses, including but not limited to legal fees and expenses and attorney’s fees, arising from or in connection with: (i) your use or inability to use any of the Program, Program Content, or Communication Services; (ii) your breach of any obligation, warranty, representation or covenant set forth in these Terms of Use; (iii) any of your Submissions (as previously defined) in the Program, Communications Services or any website or third-party forum hosting the Program and Program Content; (iv) your use of materials or features available on the Program or Program Content (except to the extent a claim is based upon infringement of a third-party right by materials created by Dr. Miranda Naylor, DO, Inc.); or (v) your violation of any rights of a third party or any applicable law, rule or regulation or any agreement or terms with a third party to which you are subject.


Dr. Miranda Naylor, DO, Inc.  reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Dr. Miranda Naylor, DO, Inc. in asserting any available defenses.

17. Termination

Dr. Miranda Naylor, DO, Inc. reserves the right in his sole discretion to refuse or terminate your access to the Program and Program Content, in full or in part, at any time without notice, including but not limited to, any Communications Services, any private forum, e-mail communications, Facebook groups, live webinars or conference calls, or any other method of communications related to the Program and Program Content. In such case, you will be sent an e-mail to the e-mail address you provided upon purchase of the Program alerting you of this. In the event of cancellation or termination, you are no longer authorized to access the part of the Program or Program Content affected by such cancellation or termination. 


In the event of cancellation or termination by your or Dr. Miranda Naylor, DO, Inc., you will have 24 hours to pay any and all remaining payments or balances that are owed to Dr. Miranda Naylor, DO, Inc.

All of the terms of these Terms of Use, including but not limited to, all copyright, trademark, and intellectual property rights, disclaimers, limitations of liability, release of claims, and the Refund Policy will still apply now and in the future, even after termination by you or Dr. Miranda Naylor, DO, Inc.
 

18. Governing Law and Dispute Resolution

These Terms of Use shall be governed by and construed in accordance with the laws of the State of California where Dr. Miranda Naylor, DO, Inc. is registered, regardless of the conflict of laws principles. 


It is hoped that you will have no dispute with Dr. Miranda Naylor, DO, Inc. However, should a dispute arise between you and Dr. Miranda Naylor, DO, Inc., we would like to be able to work it out amicably through e-mail correspondence. Therefore, it is requested that you contact Dr. Miranda Naylor, DO, Inc. via e-mail at info@drmirandanaylor.com in attempt to resolve any dispute prior to seeking legal action and include your reasons for dissatisfaction.


However, should we be unable to resolve any potential dispute within a reasonable time, you agree now that the only method of legal dispute resolution that will be used is binding arbitration before a single arbitrator, selected jointly, in accordance with the American Arbitration Association Rules. You understand and agree now that the only remedy that can be awarded to you through arbitration is full refund of your payment made to purchase the Program as of the date of such dispute. No other actions or financial awards of consequential damages, or any other type of damages, may be granted to you. We both agree now that the decision of the arbitrator is final and binding, and may be entered as a judgment into any court having the appropriate jurisdiction.  


You also agree that should arbitration take place, it will be held in San Diego County in the State of California, and the prevailing party shall be entitled to all reasonable attorneys’ fees and all costs necessary to enforce the decision of the arbitrator.


By purchasing the Program you are agreeing to a modification of the statute of limitations such that any arbitration must be begun within one (1) year of the date of your e-mail to Dr. Miranda Naylor, DO, Inc. referenced above, or you waive the right to seek dispute resolution by arbitration or to take any other legal action related to the Program or these Terms of Use.
 

19. Users Outside United States

Dr. Miranda Naylor, DO, Inc. controls and operates the Programs from its offices in the United States. Dr. Miranda Naylor, DO, Inc. does not represent that materials on any Program are appropriate or available for use in other locations. People who choose to access a Program 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.

20. Severability

You expressly agree that these Terms of Use are intended to be as broad and inclusive as permitted by the law of the State of California, and that if any portion of these Terms of Use is held invalid, void or unenforceable for any reason, then that portion shall be deemed severed from these Terms of Use and it shall not affect the validity or enforceability of the remainder of the Terms of Use which shall be given full legal force and effect. 

21. Waiver

Any waiver or forbearance by Dr. Miranda Naylor, DO, Inc. of any breach by you of any provision of these Terms of Use shall not be construed as a waiver of any subsequent breach by you.

22. Non-Disparagement

While the hope is that there is never a dispute and that any misunderstandings or situations can be amicably resolved, in the event of a dispute between you and Dr. Miranda Naylor, DO, Inc., you agree to not engage in any conduct or communications, public or private, including on social media, intentionally designed to disparage Dr. Miranda Naylor, DO, Inc., its owner or the Program. Where requested by law or arbitration, of course, you are not prohibited from sharing your thoughts and opinions as a part of the legal process.

23. Changes to Terms of Use

Dr. Miranda Naylor, DO, Inc. may change, modify or update these Terms of Use at any time. Any access or use of the Program or Program Content by you after Dr. Miranda Naylor, DO, Inc. publicly posts or distributes such changes shall constitute consent of such modifications.


If you have any questions about any term of these Terms of Use, please contact Dr. Miranda Naylor, DO, Inc. at info@drmirandanaylor.com.