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Effective Date: January 1, 2020
You must accept these Terms to access and use the Services. By using the Services, you confirm that you understand and agree to the provisions contained in these Terms. If you do not understand these Terms, please contact us using the information below. If you do not agree to these Terms, you may not use the Services.
As part of your use of the Services, you may receive notifications, text messages, calls, alerts, emails, and other electronic communications that are automatically dialed or pre-recorded. We and our partners and affiliates may need or want to send you certain communications, such as marketing communications, service announcements, and administrative messages. We may obtain additional, separate consents from you for such communications.
You consent to receive such communications and agree that any such communications that we send to you shall be legally effective when sent. You agree that any notices sent by us by email satisfy any requirement that the notices be provided in writing. If you do not agree, do not accept this Agreement. You may have the right to withdraw your consent to receiving certain electronic communications, and, when required by law, we will provide you with paper copies of all documents and records upon request. You may do so by contacting us via the channels provided under the “How to Contact Us” section at the end of these Terms. If you withdraw your consent, we reserve the right to terminate our agreements with you. To receive or access the notices we send via email, you must have Internet access and a computer or device with a compatible web browser. You will also need software capable of viewing files in Portable Document format (“PDF”). To retain the notices we send you, your device or computer must have the ability to download and store electronic communications, including PDF files. By accepting these terms, you verify that you are able to receive, access, and retain the notices we may send. You may change your email address for notification purposes at any time by contacting us via the channels provided under the “How to Contact Us” section at the end of these Terms.
You are responsible for any messaging or data fees you may be charged by your wireless carrier.
Persons under the age of eighteen (18), or the equivalent minimum age in the relevant jurisdiction, are not permitted to access or use the Services unless their parent has consented in accordance with applicable law. Additionally, you cannot access or use the Services if you are barred from receiving the Services under applicable law or have previously been suspended or removed from the Services.
Vidence grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to (1) access and use the Services, (2) access and view the Vidence Content, (3) access and use the software and mobile applications provided by the Services, and (4) use the software that is embedded into Services solely as authorized in these Terms. This license is provided solely for your personal, non-commercial use and enjoyment of the Services as permitted in these Terms.
You will not use, sublicense, copy, adapt, modify, translate, disclose, prepare derivative works based upon, distribute, license, sell, rent, lease, assign, transfer, publicly display, publicly perform, transmit, broadcast, or otherwise exploit the Vidence Content, Services or any portion thereof (including any software or mobile applications), except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Vidence or its licensors, except for the licenses and rights expressly granted in these Terms.
Except to the extent permitted by law, you may not perform, attempt to perform, or encourage or assist others in performing any of the following while accessing or using the Services: (1) use, display, mirror, or frame the Services or any individual element within the Services, including the layout and design of any page, without Vidence’s express written consent; (2) use Vidence’s name, any Vidence trademark or logo, or any Vidence proprietary information without Vidence’s express written consent; (3) access or tamper with non-public areas of the Services, Vidence’s computer systems, or the technical delivery systems of Vidence’s providers; (4) test the vulnerability of any Vidence system or breach any security or authentication measures; (5) circumvent any technological measure implemented by Vidence or any of Vidence’s providers or any other third party (including another user) to protect the Services; or (6) modify, decompile, disassemble, reverse engineer, tamper with, or otherwise attempt to derive the source code of any software that Vidence provides to you or any other part of the Services.
All trademarks, trade names, and logos appearing on or through the Services (the “Vidence Trademarks”) are owned by us or licensed by us. You may not use or display any Vidence Trademarks in any manner without our prior written permission. We reserve all rights.
If you rely on any Vidence Content or the Services, you do so solely at your own risk. We are not responsible for the accuracy, reliability, availability, effectiveness, or correct use of information you receive through the Services. Vidence does not control third party content shared or referenced on the Services and is not responsible for any information posted by third parties. Use of the Services should not replace your good judgment and common sense.
Our goal is to provide helpful services for your general, personal, and educational use and, but we make no endorsement, representation, or warranty of any kind about any Vidence Content, information, or services. The Services are not a replacement for or intended to be a substitute for medical advice from a qualified Health Care Provider. We recommend that you consult with a qualified Health Care Provider with respect to any matter relating to your physical or mental health, especially symptoms that may require diagnosis or medical attention. Only a qualified Health Care Provider can provide you with advice on what is safe and effective for you. Never disregard professional medical advice or delay seeking it because of something you have read/seen on the Services.
We may enable you to post, upload, store, share, send, or display Your Content to and via the Services. By making Your Content available on or through the Services you hereby grant to us a non-exclusive, transferable, sublicensable, worldwide, perpetual, royalty-free license to use, copy, modify, publicly display, publicly perform, reproduce, translate, create derivative works from, and distribute Your Content, in whole or in part, including your name and likeness, in any media, advertising and promotion, including social and electronic means. The rights you grant us in this Section include the right to interview any of my physicians and to use, publish and copyright, in any and all media, advertising and promotion, information from such interviews. The Company does not owe you any royalty or other amount and will never own you a royalty or other amount related to the use of Your Content.
You are responsible for Your Content. You represent and warrant that you own Your Content or that you have all rights necessary to grant us the license, releases and waivers with respect to the Company’s use of Your Content as described in these Terms. If you have not yet signed or entered into a Photo/Video/Testimonial release form with the Company for the sharing of Your Content, you will promptly do so or will be deemed to have do so by virtue of your acceptance of these Terms and sharing of Your Content to and/or via the Services.
You represent and warrant that Your Content, the use and provision of Your Content on the Services, and your use of the Services will not (1) infringe, misappropriate, or violate a third party’s patent, copyright, trademark, trade secret, moral rights, or other intellectual property rights, or rights of publicity or privacy; (2) violate, or encourage any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (3) be fraudulent, false, misleading, or deceptive; (4) be defamatory, obscene, pornographic, vulgar, or offensive; (5) promote discrimination, bigotry, racism, hatred, harassment, or harm against any individual or group; (6) be violent or threatening or promote violence or actions that are threatening to any person or entity; or (7) promote illegal or harmful activities or substances.
You further agree not to (1) upload any content that contains software viruses or is designed to interrupt, destroy, or limit the functionality of any equipment or services, or that contains other harmful, disruptive, or destructive files or content; (2) use or attempt to use another user’s account without authorization, or to use any account to impersonate any person or entity; (3) harvest, solicit, or collect information of other users for any reason whatsoever, including, without limitation, for sending unsolicited communications; (4) post, advertise, or promote products or services commercially, or upload any content that is advertising, promotional material, junk mail, spam, or a contest or sweepstake, or that furthers or promotes criminal activity; or (5) use the Services in any manner that, in our sole discretion, is objectionable or restricts or inhibits any other person from using or enjoying the Services, or which may expose us or our users to any harm or liability of any type.
You acknowledge that you have no right to inspect or approve of any printed matter that may be used in connection with Your Content, and that the matter and materials in which Your Content are used may be modified, edited or combined with other materials at the Company’s sole discretion. We may, in our sole discretion, alter, remove, or refuse to display any of Your Content, and may forbid you from posting, uploading, storing, sharing, sending, or displaying Your Content to and via the Services. You understand and consent to the possibility that any of Your Content may become distorted in character and/or form.
You, on behalf of yourself, your heirs, executors and administrators, hereby forever waive, release, discharge and agree to hold harmless the Company and its producers and photographers or videographers, and their respective officers, directors, employees, agents, successors and assigns and anyone authorized by any of them, including any person or firm publishing and/or distributing the finished product, from any and all losses, damages, costs, expenses, rights, claims, demands, liability and actions, which may result from any use of the advertising or other materials incorporating or relating to Your Content, including any distortion of likeness that may occur in the taking, processing, reproduction, publication or distribution of such photographs or videos, including without limitation any claim for libel, slander, defamation, invasion of right or privacy/publicity, false light or any other claim arising from or relating to the exercise of rights granted the foregoing Sections.
Vidence may change or discontinue, temporarily or permanently, any feature or component of the Services at any time without notice. Vidence is not liable to you or to any third party for any modification, suspension, or discontinuance of any feature or component of the Services. We reserve the right to determine the timing and content of software updates, which may be automatically downloaded and installed by the Services without prior notice to you.
We are not obligated to monitor access or use of the Services, Vidence Content, or Your Content or to review or edit any Vidence Content or Your Content, but we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms, and to comply with applicable law or other legal requirements. We may consult with and disclose unlawful conduct to law enforcement authorities and, pursuant to valid legal process, we may cooperate with law enforcement authorities to prosecute users who violate the law.
We reserve the right (but are not required) to remove or disable access to the Services, any Vidence Content, or Your Content at any time and without notice, and at our sole discretion, if we determine that the Vidence Content, Your Content, or your use of the Services is objectionable or in violation of these Terms. We have the right to investigate violations of these Terms and any conduct that affects the Services, and in response may take any action we may deem appropriate.
We reserve the right to suspend or deactivate your account or your access to certain aspects or all of the Services, or to terminate these Terms, at our sole discretion, at any time and without notice or liability to you. Upon any such suspension, deactivation, or termination, we may delete or remove Your Content and other information related to your account. You may close your account at any time by contacting using the information in the “How to Contact Us” section below.
THE SERVICES AND VIDENCE CONTENT ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ALL EXPRESS OR IMPLIED WARRANTIES ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. WE MAKE NO WARRANTY THAT THE SERVICES OR VIDENCE CONTENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. WE MAKE NO WARRANTY REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS, OR RELIABILITY OF THE SERVICES OR ANY VIDENCE CONTENT.
You will indemnify and hold harmless Vidence and its affiliates and their respective officers, directors, employees, affiliates, agents, licensors, and contractors from and against any claims, suits, actions, demands, disputes, allegations, or investigations brought by any third party, governmental authority, or industry body, and all liabilities, damages, losses, costs, and expenses, including without limitation reasonable attorneys’ fees, arising out of or in any way connected with (1) your access to or use of the Services, (2) Your Content, (3) your breach or alleged breach of any warranties made by you hereunder or your violation of any other provision of these Terms, or (4) your violation of any law or the rights of a third party. We reserve the right to assume control of the defense of any third-party claim that is subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.
NEITHER VIDENCE NOR ITS AFFILIATES, NOR ANY OF THEIR SUPPLIERS, OR LICENSORS, NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE, OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT VIDENCE HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
IN NO EVENT WILL VIDENCE’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES EXCEED THE AMOUNTS YOU HAVE PAID TO VIDENCE FOR USE OF THE SERVICES OR ONE HUNDRED DOLLARS ($100), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO VIDENCE, AS APPLICABLE.
THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN VIDENCE AND YOU.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH US ON AN INDIVIDUAL BASIS AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.
YOU AGREE THAT ANY DISPUTE BETWEEN YOU AND VIDENCE ARISING OUT OF OR RELATING TO THESE TERMS AND THE SERVICES (COLLECTIVELY, “DISPUTES”) WILL, TO THE EXTENT PERMITTED BY LAW, BE GOVERNED BY THE ARBITRATION PROCEDURE OUTLINED BELOW.
NOTHING HEREIN SHALL BE CONSTRUED TO PRECLUDE ANY PARTY FROM SEEKING INJUNCTIVE RELIEF IN THE STATE AND FEDERAL COURTS LOCATED IN THE STATE OF FLORIDA.
We provide links to third party websites operated by organizations not affiliated with Vidence. Vidence does not review or endorse, and is not responsible for, the practices of these organizations. We encourage you to read the terms and conditions and privacy statements of each and every website that you visit.
Except as otherwise stated herein, these Terms constitute the entire and exclusive understanding and agreement between Vidence and you regarding the Services, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Vidence and you regarding the Services and Vidence Content.
If for any reason a court of competent jurisdiction or arbitrator finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
You may not assign, delegate, or transfer these Terms, by operation of law or otherwise, without Vidence’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. We may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors, and permitted assigns.
Any notices or other communications provided by Vidence under these Terms, including those regarding modifications to these Terms, will be given: (1) via email or (2) by posting to the Services. For notices made by email, the date of receipt on the message will be deemed the date on which such notice is transmitted.
Vidence’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Vidence. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
Additional terms may apply to certain Services, and we will notify you of any additional terms prior to your use of such Services. In the event that there is a conflict between these Terms and any additional terms, the additional terms will control.
We reserve the right to modify these Terms. When we update these Terms, we will post a new Effective Date at the top. If we make material changes that would impact your use of the Services, we will endeavor to notify you of the changes prior to the changes taking effect, such as by posting a notice directly on the Services, by sending an email notification (if you have provided your email address to us), or by any other reasonable method. Continued use of the Services constitutes your acceptance to such modifications.
Questions or comments about these Terms can be directed to:
Attn: Privacy Officer
5900 Broken Sound Parkway NW
Boca Raton, FL 33487
“Aggregate Information” is information that has been combined with information about other users and analyzed or evaluated as a whole, such that no specific individual may be reasonably identified. For example, Aggregate Information may include a statement that says “50% of our website users have scheduled appointments with their Health Care Provider.”
“Vidence” means Vidence, LLC (“Company”), and all entities under common control.
“Vidence Content” means all information and data (excluding Personal Information), text, photographs, audio, video, and other materials and content available through the Services, or otherwise provided to you by or on behalf of Vidence through the Services.
“Health Care Providers” are providers, doctors, specialists, professionals, and other organizations who deliver health care services to you and/or take part in your treatment.
“Personal Information” is information that can be used to identify, contact, or locate you. Examples of Personal Information include your name, address, email address, telephone number, and other information you provide. If we combine non-identifiable information with other information in a way that allows us to identify you, we will treat such combined information as Personal Information.
“Protected Health Information” is information that is protected by the U.S. Health Insurance Portability and Accountability Act of 1996, the Health Information Technology for Economic and Clinical Health (“HITECH”) Act, and their implementing regulations (collectively, “HIPAA”).
“Services” means www.vidence.com and any other digital service that we own or operate and that link to these Terms.
“Usage Information” is information that we automatically collect about the device or devices you use to access our Services and your use of the Services. Usage Information may include your IP address, domain server, type of device(s) and web browser(s) used to access the Services, referring webpage or other source through which you accessed the Services, and other statistics and information associated with the interaction between your browser or device. Usage Information does not usually, by itself, uniquely identify you but may be treated as Personal Information in certain circumstances.
“Your Content” is the information, comments, photos, images, video, data, text, and other content that you may post, upload, store, share, send, or display on the Services including, without limitation your name, voice, photograph, video and/or likeness.