These terms of use are entered into by and between you (“User” or “you”) and PawKet Vet Consult, Inc. (“PawKet Vet” or “Company”). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, “Terms of Use” or the “TOU”), govern your access to and use of the software application that PawKet Vet has made available for download (the “App”), the PawKet Vet website located at www.pawketvetconsult.com (the “Website”), and any other online property owned or managed by PawKet Vet (together with the App and Website, the “Platform”), including any content, functionality, features, related documentation, and services offered on or through the Platform (together with the Platform, the “Services”). User and PawKet Vet shall herein be referred to each as a “Party” and collectively as the “Parties”.
In consideration of the mutual promises and covenants contained in this TOU, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
1.1Agreement.Your access to the Services is conditioned upon your acceptance of this TOU. Please read the TOU carefully before you start
to use the Services.
1.2Eligibility.
In order to use our Services, you must be at least 18 years of age and have the capacity to form a legally binding contract with PawKet Vet.
1.3License Requirement.
In order to be eligible to use the Services, each User represents and warrants that: (i) You hold a license in good standing to practice veterinary medicine issued by the veterinary regulatory authority of the state/province/territory in which you practice; (ii) You agree to submit your veterinarian license information and, if applicable, veterinary clinic information (name, address, and contact information) to PawKet Vet in order to complete an Account (as defined under Section 2.1).
1.4Privacy Policy.
By using the Services, you accept and agree to be bound and abide by these TOU and our Privacy Policy, found at www.pawketvetconsult.com/privacy-policy[DL1] , incorporated herein by reference. If you do not want to or are unable to agree to this TOU or the Privacy Policy, you must not access or use the Platform.
1.5Changes to this TOU.
We reserve the right to change this TOU at any time upon notice to you. We will give notice by posting the updated TOU on Platform, sending you an email, or by any other reasonable means. You should periodically review this TOU for changes and you can review the most current TOU at any time at our Website. The updated TOU will govern your use of the Services as of their effective date, which will be noted when the new terms are posted and announced. If you do not agree to the updated TOU, you should stop using the Services. Your use of the Services after the effective date of the updated version of this TOU will constitute your acceptance of the updated TOU.
1.6Jurisdictional Issues.
PawKet Vet makes no representation that materials on the Services are appropriate, lawful or available for use in any locations other than the United States of America. Those who choose to access or use the Services from locations outside the United States of America, do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable. Access to the Services from jurisdictions where the contents or practices of the Services are illegal, unauthorized or penalized is strictly prohibited.
[DL1]Please note that PawKet Vet will need to post its privacy policy online. I have provided this URL as a placeholder. Please confirm or update as needed.
2.1Description.We offer the Platform to deliver content, facilitate contact with others that may provide veterinary care, and otherwise provide access to the Services. Registering an account (“Account”) with us on the Platform as a veterinarian (each, a “User”) and downloading the App will provide you with access to features for Users to consult with veterinarian specialists (each, a “Specialist”) regarding veterinary cases and to seek professional insights (the “Specialist Services”). The Specialist Services are intended solely for licensed veterinarians seeking advice and professional opinions on specific cases.
to use the Services.
2.2Mobile Services.
The Services will be accessible via a mobile phone, tablet or other wireless device (collectively, “Mobile Services”). Your mobile carrier’s normal messaging, data and other rates and fees will apply to your use of the Mobile Services. In addition, downloading, installing or using certain Mobile Services may be prohibited or restricted by your mobile carrier, and not all Mobile Services may work with all carriers or devices. Therefore, you are solely responsible for checking with your mobile carrier to determine if the Mobile Services are available for your mobile device(s), what restrictions, if any, may be applicable to your use of the Mobile Services, and how much they will cost you. Nevertheless, all use of the Services and the related Mobile Services must be in accordance with this TOU.
2.3Messages.
If you send messages to others using the functionality within the App, then you hereby represent and warrant that you: (i) are the User associated with the account and are authorized to send such messages; (ii) will only send such messages to your designated Specialist; (iii) will indemnify and hold PawKet Vet harmless from any and all claims arising out of your sending such messages; and (iv) are responsible for all fees and charges associated with such messages. By using the Services, you agree that PawKet Vet and those acting on its behalf may send you messages within the App. If the phone number you provide when registering your Account is associated with a mobile device capable of receiving text (SMS) messages, PawKet Vet may send you text messages at the phone number you provide to us, either through your use of the App or through the creation of your Account. Message and data rates apply. You understand and agree that these text messages may be sent using an automatic telephone dialing system, may be deemed marketing under applicable law, and that your agreement to receive text messages is not a condition of any purchase or service offered by PawKet Vet. If you change or deactivate the phone number you provided to PawKet Vet, you must update your Account information to help prevent us from inadvertently communicating with anyone who acquires your old number.
3.1Provided Information.All information provided through the Services is intended for general guidance only and is not a substitute for the professional medical advice, diagnosis, or treatment by a Doctor of Veterinary Medicine who has actually examined an individual’s animal or possesses firsthand knowledge of an animal’s condition. PawKet Vet’s online veterinary consultation services include only general teletriage services (i.e., referral to a veterinarian or not, without rendering a diagnosis) and teleadvice services (i.e., general advice relating to prudent future actions) and do not establish a veterinarian-client-patient relationship.
3.2Veterinarian-Client-Patient Relationship.
Pursuant to the American Veterinary Medical Association, a veterinarian-client-patient relationship (“VCPR”) cannot be established by electronic consultations. PawKet Vet disclaims any and all liability whatsoever in connection therewith. Any advice provided by a Service Provider is for your decision support purposes only to assist you in making your veterinary medical care decision. IF YOU BELIEVE YOUR CLIENT’S PET IS EXPERIENCING A MEDICAL EMERGENCY, SEEK APPROPRIATE EMERGENCY VETERINARY MEDICAL CARE IMMEDIATELY. NEVER DELAY SEEKING SUCH ADVICE BECAUSE OF ANYTHING IN THE CONTENT OR OTHERWISE RELATED TO OUR SERVICES.
3.3Records.
A User shall obtain the appropriate consents from a client (i.e., pet owner) for the exchange and release of information and records between PawKet Vet and the User. PawKet Vet may store your pet’s medical records in PawKet Vet’s system subject to the terms of our Privacy Policy.
3.4Fees.
Users may be charged for use of PawKet Vet’s online veterinary consultation services and live consultation service. PawKet Vet will issue Users an invoice for payment of Fees, payment of which is due to PawKet Vet within 30 days of issuance of the invoice.
4.1Account Security.You are responsible for the security of your Account, and are fully responsible for all activities that occur through the use of your credentials. You agree to notify PawKet Vet immediately if you suspect or know of any unauthorized use of your log-in credentials or any other breach of security with respect to your Account. PawKet Vet will not be liable for any loss or damage arising from unauthorized use of your credentials prior to you notifying PawKet Vet of such unauthorized use or loss of your credentials.
4.2Accuracy of Information.
When creating an Account, you will provide true, accurate, current and complete information as PawKet Vet requests. You will update the information about yourself promptly, and as necessary, to keep it current and accurate. We reserve the right to disallow, cancel, remove or reassign certain usernames and permalinks in appropriate circumstances, as determined by us in our sole discretion, and may, with or without prior notice, suspend or terminate your Account if activities occur on your Account which, in our sole discretion, would or might constitute a violation of this TOU, cause damage to or impair the Services, infringe or violate any third party rights, damage or bring into disrepute the reputation of PawKet Vet, or violate any applicable laws or regulations. If messages sent to the e-mail address you provide are returned as undeliverable, then PawKet Vet may terminate your Account immediately without notice to you and without any liability to you or any third party.
5.1License Grant.License Grant. Subject to the terms of this TOU, PawKet Vet hereby grants you a revocable, non-exclusive, non-transferable, non-sublicensable, royalty-free and worldwide right and license to access and use the Services solely to communicate with Specialists and to use the Services in furtherance of providing veterinary services to clients.
5.2PawKet Vet Content.
When creating an Account, you will provide true, accurate, current and complete information as PawKet Vet requests. You will update the The content that PawKet Vet provides to Users on or through the Services, including without limitation, any text, graphics, photos, video, recordings, software and interactive features, may be protected by copyright or other intellectual property rights and owned by PawKet Vet or its third party licensors (collectively, the “PawKet Vet Content”). Moreover, PawKet Vet solely owns all design rights, databases and compilation and other intellectual property rights in and to the Services, in each case whether registered or unregistered, and any related goodwill. Permission to copy or distribute any materials that appear on the Apps or websites that are owned or copyrighted by others must be obtained from PawKet Vet.
5.3Marks.
PawKet Vet trademarks, service marks and logos (the “PawKet Vet Trademarks”) used and displayed on the Platform or through the Services are PawKet Vet’s registered and unregistered trademarks or service marks. All goodwill generated from the use of any PawKet Vet Trademark will inure solely to PawKet Vet’s benefit.
5.4License Restrictions.
Except as may be expressly permitted by applicable law or expressly authorized by the Platform, you shall not: (i) copy the Platform; (ii) modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Platform or based on the Services; (iii) reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Platform or any part thereof; (iv) remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Platform, including any copy thereof; (v) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Services, or any features or functionality of the Platform, to any third party for any reason, including by making the Services available on a network where it is capable of being accessed by more than one device at any time; (vi) use any robot, spider, or other automatic device, process, or means to access the Platform for any purpose, including monitoring or copying any of the material on the Platform; (vii) use any manual process to monitor or copy any of the material on the Platform, or for any other purpose not expressly authorized in this TOU, without PawKet Vet’s prior written consent; (viii) frame, mirror, or otherwise incorporate the Platform or any portion of the Platform as part of any other mobile application, website, or service; (ix) use the Platform in any manner that could disable, overburden, damage, or impair the Platform or interfere with any other party’s use of the Services; or (x) remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Platform.
5.5Reservation of Rights.
You acknowledge and agree that the Platform is provided under license, and not sold, to you. You do not acquire any ownership interest in the Platform under this TOU, or any other rights thereto other than to use the Platform in accordance with the license granted, and subject to all terms, conditions, and restrictions, under this TOU. PawKet Vet reserves and shall retain their entire right, title, and interest in and to the Platform, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in this TOU.
6.1Definition.“User Content” means any content that you submit or transmit (collectively, “Post”) to the Services, including, without limitation, any photographs, videos, recordings, or other works subject to protection under the laws of the United States or any other jurisdiction.
6.2License to PawKet Vet.
If you Post User Content to the Services, then you hereby grant to PawKet Vet a worldwide, non-exclusive, transferable, and royalty-free right and license to host, store, and otherwise use and exploit your User Content to provide the Services.
6.3Rights to the Content You Post.
You represent and warrant that: (i) you own the User Content Posted by you on the Services or otherwise have the right or appropriate consent to grant the license set forth in this TOU; (ii) the Posting of your User Content on or through the Services and the use of the same as contemplated in this TOU does not and will not violate any right of any third party; (iii) the Posting of your User Content on the Services does not result in a breach of contract between you and a third party.
6.4Disclaimer.
We are under no obligation to edit or control User Content that you Post on the Services, and will not be in any way responsible or liable for User Content. PawKet Vet may, however, at any time and without prior notice, screen, remove, edit, or block any User Content that in our sole judgment violates this TOU or is otherwise objectionable, such as, without limitation, User Content that PawKet Vet determines is or could be interpreted to be abusive, bigoted, defamatory, harassing, harmful, infringing, obscene, offensive, pornographic, racist, threatening, unlawful, vulgar or otherwise inappropriate.
6.5Collection and Use of Your Information.
You also be required to provide certain information about yourself as a condition to downloading, installing, or using the Platform or certain of its features or functionality, and the Platform may provide you with opportunities to share information about yourself with others. All information we collect through or in connection with this Platform is subject to our Privacy Policy. By downloading, installing, using, and providing information to this Platform or through the Services, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.
7.1Confidential Information.Confidential Information. During the term of this TOU, each Party will regard any information provided to it by the other Party and designated in writing as proprietary or confidential to be confidential (“Confidential Information”). Confidential Information shall also include information which, to a reasonable person familiar with the disclosing Party’s business and the industry in which it operates, is of a confidential or proprietary nature. The receiving Party shall hold in confidence, and shall not disclose (or permit its personnel to disclose) any Confidential Information to any person or entity except to directors, officers, employees, outside consultants, or advisors (collectively “Representatives”) who have a need to know such Confidential Information in the course of the performance of their duties for the receiving Party and who are bound by a duty of confidentiality no less protective of the disclosing Party’s Confidential Information than the terms of this Section 7. The receiving Party and its Representatives shall use such Confidential Information only for the purpose for which it was disclosed and shall not use or exploit such Confidential Information for its own benefit or the benefit of another party without the prior written consent of the disclosing Party. Each Party accepts responsibility for the actions of its Representatives and shall protect the other Party’s Confidential Information in the same manner as it protects its own proprietary information of a similar nature and sensitivity, but in no event shall less than reasonable care be used. A receiving Party shall, to the extent legally permissible, promptly notify the disclosing Party upon any request for disclosure of Confidential Information by a valid order of a court or other governmental body having jurisdiction and shall cooperate with any reasonable request of the disclosing Party in enforcing its rights (at the disclosing Party’s expense). In any event, the receiving Party shall make such disclosure only to the extent required and shall use reasonable efforts to ensure that confidential treatment is afforded to any such Confidential Information so disclosed.
7.2Exclusions.
Information will not be deemed Confidential Information hereunder if such information: (a) becomes publicly known or otherwise publicly available, except through a breach of this TOU by the receiving Party; (b) is known prior to receipt from the disclosing Party or becomes known thereafter, in each case on a non-confidential basis; or (c) is independently developed by the receiving Party without use of or reference to the disclosing Party’s Confidential Information.
8.1Term.The term of TOU commences when you access or download the Platform, and thereby acknowledge your acceptance, and will continue in effect until terminated by you or PawKet Vet as set forth in this Section 8.
8.2Termination.
You may terminate this TOU by deleting the Platform and all copies thereof from your Mobile Device. PawKet Vet may terminate this TOU at any time without notice. In addition, this TOU will terminate immediately and automatically without any notice if you violate any of the terms and conditions of this TOU.
8.3Effect of Termination.
All rights granted to you under this TOU will also terminate. Further, you must cease all use of the Platform and delete all copies of the Platform from your Mobile Device and account. Termination will not limit any of PawKet Vet’s rights or remedies at law or in equity.
THE PLATFORM IS PROVIDED TO USERS “AS IS” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, COMPANY, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE APPLICATION, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, COMPANY PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE APPLICATION WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS, OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
10.1Waiver of Consequential Damage.TTO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY DAMAGES OF ANY KIND, OR ANY LOST PROFITS OR LOST SAVINGS, HOWEVER CAUSED, WHETHER FOR BREACH OR REPUDIATION OF CONTRACT, TORT, BREACH OF WARRANTY, NEGLIGENCE, OR OTHERWISE, WHETHER OR NOT SUCH PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES.
10.2Limitation of Liability.
EXCEPT FOR EACH PARTY’S INDEMNIFICATION OBLIGATIONS HEREUNDER, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S AGGREGATE LIABILITY ARISING OUT OF THIS TOU SHALL BE LIMITED TO THE TOTAL FEES PAID OR PAYABLE TO PETDESK UNDER THE APPLICABLE ORDER FORM DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST OCCURRENCE OF THE EVENT(S) GIVING RISE TO SUCH LIABILITY FOR THE APPLICABLE SERVICES.
You agree to indemnify, defend, and hold harmless PawKet Vet and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys’ fees, arising from or relating to your use or misuse of the Platform or Services, or your breach of this TOU, including but not limited to the content you submit or make available through this Platform or use of the Services. Each Party’s obligation to indemnify the other Party is conditioned on the Party seeking indemnification: (i) promptly notifying the indemnifying Party in writing of any claim, suit or proceeding for which indemnity is claimed, provided that failure to so notify will not remove the indemnifying Party’s obligation except to the extent it is prejudiced thereby; (ii) allowing the indemnifying Party to solely control the defense of any claim, suit or proceeding and all negotiations for settlement, provided that the indemnifying Party shall not settle any claim that requires the indemnified Party to admit fault or subjects the indemnified Party to ongoing obligations without the indemnified Party’s prior written consent (such consent not to be unreasonably withheld or delayed); and (iii) giving the indemnifying Party reasonable assistance in the defense and settlement of any claim, suit or proceeding for which indemnity is claimed.
12.1Governing Law.This TOU is governed by and construed in accordance with the internal laws of the State of South Carolina without giving effect to any choice or conflict of law provision or rule. Any legal suit, action, or proceeding arising out of or related to this TOU or the Platform shall be instituted exclusively in the federal courts of the United States or the courts of the State of South Carolina in each case located in Columbia, SC, and Richland County. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
12.2Arbitration.
At PawKet Vet’s sole discretion, it may require you to submit any disputes arising from these TOU, use of the Platform, or access of the Services, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying South Carolina law.
12.3Limitation of Time to File Claims.
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS TOU OR THE APPLICATION MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OTHERWISE SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
12.4Modifications.
PawKet Vet may make modifications to the Platform or Services, including particular components of the Platform or Services, from time to time, provided that such modifications do not materially degrade any functionality of the Platform.
12.5Entire Agreement.
These Terms of Use and our Privacy Policy constitute the entire agreement between you and PawKet Vet with respect to the Platform and Services, and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect to the Platform.
12.6 Waiver and Severability.
Performance of any obligation required by a Party hereunder may be waived only by a written waiver signed by an authorized representative of the other Party, which waiver shall be effective only with respect to the specific obligation described therein. The failure of either Party to exercise any of its rights under this TOU will not be deemed a waiver or forfeiture of such rights. The invalidity or unenforceability of one or more provisions of this TOU will not affect the validity or enforceability of any of the other provisions hereof, and this TOU will be construed in all respects as if such invalid or unenforceable provision(s) were omitted.
