Vencer Health Technologies, Inc. (“Us,” “We,” “Vencer Health,” or the “Company”) provides the www.vencerhealth.com website, application, and various related services (collectively, the “Platform”) to you, the user, subject to your compliance with all the terms, conditions, and notices contained or referenced herein (the “Terms of Service” or “Agreement”), as well as any other written agreement between us and you. All such guidelines or rules are hereby incorporated by reference into these Terms of Service.
You are permitted to use the Platform only if you: (1) Represent that you are able to form a binding contract in your jurisdiction; (2) Comply with our Terms of Service; (3) Will not copy or distribute any part of any part of the Platform in any medium without Company’s prior written authorization except as permitted through the Platform’s functionality and under these Terms of Service; (4) Provide accurate and complete information when creating an account; (5) Acknowledge you are solely responsible for the activity that occurs while signed in to or while using the Platform; (6) Don’t collect any personally identifiable information, including full names, physical addresses, or e-mail addresses, for commercial purposes from the Platform without consent; and (7) Acknowledge your sole responsibility for your content submissions, including discussion posts, profile information and links, pictures, and other such content. The Platform is available only to, and may only be used by individuals who can form legally binding contracts under applicable law. Without limiting the foregoing, the Platform is not available to children (persons under the age of 18) or users who have had their user account temporarily or permanently deactivated. By becoming a user, you represent and warrant that you are at least 18 years old and that you have the right, authority, and capacity to enter into and abide by the terms and conditions of this Agreement.
YOUR USE OF THE PLATFORM CONSTITUTES YOUR AGREEMENT TO BE BOUND BY THESE TERMS OF SERVICE. IF YOU DO NOT WISH TO BE BOUND BY THE THESE TERMS OF SERVICE, PLEASE EXIT THE PLATFORM NOW. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE PLATFORM, OR ANY PRODUCTS, SERVICES, CONTENT, OR OTHER INFORMATION AVAILABLE ON OR THROUGH THE PLATFORM, IS TO STOP USING THE PLATFORM AND/OR THOSE PARTICULAR PRODUCTS OR SERVICES. YOUR AGREEMENT WITH US REGARDING COMPLIANCE WITH THESE TERMS OF SERVICE BECOMES EFFECTIVE IMMEDIATELY UPON COMMENCEMENT OF YOUR USE OF THE PLATFORM.
These Terms of Service provide that all disputes between you and Vencer Health will be resolved by BINDING ARBITRATION. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under or relating to this contract, except for matters that may be taken to small claims court. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury, and your claims cannot be brought as a class, collective, or representative action. Please review Section 16 (“Dispute Resolution and Arbitration”) for the details regarding your agreement to arbitrate any disputes with Vencer Health.
In these Terms of Service, we use the terms “you,” “your,” and “User” to mean any person using our Platform, and any organization or person using the Platform on an organization’s behalf. As used in these Terms of Service, “Client” refers to any User who is seeking professional and medical home health services, “Provider” refers to any User who provides professional and medical home heath services.
Vencer Health is a technology platform that helps connect Clients with Providers. Vencer Health does not provide any health care services. We make no representations or warranties about the quality of health or other services provided by Providers, or about your interactions and dealings with users. Though we provide general guidance on our Platform to Users about safety and about selecting a Provider or Client, Vencer Health does not employ or endorse Clients or Providers, and we will not be responsible or liable for the performance or conduct of any User, whether online or offline. Using the Platform often involves meeting real people and doing real things in the real world, which can sometimes lead to unexpected situations. You should use common sense and good judgment when interacting with others. Vencer Health is not responsible for interactions which occur between Users, whether in person, through the Platform, offline, or online. Users are wholly responsible for complying with all applicable laws in relation to their employment relationship.
Although Providers have been vetted in accordance with Vencer Health policies, Clients are wholly responsible for all aspects of contacting, screening, selecting and employing a Provider; likewise, Providers are wholly responsible for all aspects of contacting, screening, and selecting Clients (Clients are not vetted by Vencer Health). We are not responsible for the conduct of any member of the Platform, either online or offline. Because Vencer Health does not vet Users, Vencer Health cannot guarantee the accuracy or the identity of any Provider, Client, or User. Accordingly, Vencer Health cannot and does not assume any responsibility or liability for improper vetting or failing to vet a User of the Platform, nor for the conduct of anyone who uses the Platform. Although Providers may state on the Platform that they are insured and properly licensed, Vencer Health is not responsible for confirming the accuracy of these statements, and Clients are solely responsible for ensuring that Providers are properly licensed, are insured, and for verifying any statement made by Providers, either on or off the Platform. Vencer Health recommends that all users use common sense judgment and precautions when interacting with Users, just like you would in interaction with any other individual whom you don’t know.
VENCER HEALTH, NOR ITS AFFILIATES OR LICENSORS IS RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER OF VENCER HEALTH AND YOU HEREBY RELEASE VENCER HEALTH AND ITS AFFILIATES OR LICENSORS FROM ANY LIABILITY RELATED THERETO. VENCER HEALTH AND ITS AFFILIATES AND LICENSORS WILL NOT BE LIABLE FOR ANY CLAIM, INJURY, OR DAMAGE ARISING IN CONNECTION WITH YOUR USE OF VENCER HEALTH.
For each payment between each Client and Providers, Vencer Health takes a percent of the payment volume as a booking fee (“Booking Fee”). The Booking Fee is paid by Clients via our third-party payment processor through the Platform, and the amount is set forth on the Platform. Vencer Health reserves the right to change its fee structure and payment methods at any time, and will inform Users via the Platform.
Providers must be licensed by local, state, and other agencies as required by law, must comply with all applicable local, state, and federal laws, and must also obtain any business permits when required by law to operate. Any failure to comply with this Section 6 will be considered a breach of these Terms of Service and may result in the immediate removal of Provider from the Platform.
Users, including Clients and Providers accessing the Platform, recognize, acknowledge, and agree that a Provider is not an employee of Vencer Health. No partnership or employment relationship between Vencer Health and Providers can be construed by these Terms of Service. No agency relationship exists between Vencer Health and a Provider, and as such, Providers are not authorized to represent Vencer Health as their agent.
Vencer Health does not oversee, supervise, monitor, train, or manage Providers, nor does Vencer Health determine Provider hours or schedules of work or the manner in which their work is performed. Vencer Health does not provide Providers with any training, tools, equipment, supplies, or instrumentalities. Vencer Health does not provide Providers with any instructions. If a Provider hires or retains any persons to assist the Provider in providing services to a Client or to provide services to the Client in lieu of the Provider providing those services, the Provider bears all responsibility for paying and classifying those workers and complying with all applicable laws with respect to such workers. Vencer Health will not replace or seek to replace Providers unable to fulfill work on the Platform other than permitting Clients to search for additional Providers on the Platform.
While the Platform allows Users to leave reviews, Vencer Health is not responsible for this content nor does Vencer Health endorse Users of the Platform.
Vencer Health is not responsible for withholding taxes for the Client or Provider, and it is the responsibility of each User to file and comply with any local, state, or federal tax laws in their jurisdiction.
Vencer Health is not responsible for any workers that Clients or Providers engage or hire. It is the responsibility of Users to determine whether Providers should be classified as employees or independent contractors, and Users bear all risk of misclassification. Users who determine a Provider should be an employee must comply with Section 11 below.
To be clear, Vencer Health does not classify Providers as employees or independent contractors. Rather, Users must determine, under applicable law, whether the Provider is an employee or independent contractor (or some other category of worker if not in the U.S. and if foreign law has other categories of workers). Vencer Health suggests that Users obtain their own legal advice in making such determination. Users are also responsible for complying with all applicable worker and/or employment-related laws, including, but not limited to, obtaining workers’ compensation insurance when required by applicable law. Of course, at all times, all Users must comply with all applicable laws.
NO LICENSED MEDICAL PROFESSIONAL/CLIENT RELATIONSHIP IS CREATED WITH VENCER HEALTH WHEN YOU USE THE PLATFORM.
Vencer Health has the right, but not the obligation, to order a background check on Users from a 3rd party verification service (“3rd Party Verification Service(s)”) and to use 3rd Party Verification Services to verify information about a User including, but not limited to, verification of your account or registration information or your compliance with these Terms of Service, each to the extent permitted by law. You understand that Vencer Health retains the right, but has no obligation, to take action with respect to your Vencer Health account based on the information provided by the 3rd Party Verification Service, including, but not limited to, terminating your account, regardless of whether incorrect or incomplete information provided by such 3rd Party Verification Service is subsequently corrected or completed. Vencer Health does not have any control over, or make any representations regarding the quality, accuracy, completeness or reliability of the information provided by the 3rd Party Verification Service. Any inaccuracies or disputes regarding information provided by a 3rd Party Verification Service must be addressed with the 3rd Party Verification Service that provided the information (and not Vencer Health). By agreeing to these Terms of Service, you consent to Vencer Health performing background and/or verification checks on you. If you do not want these checks performed, do not use the Platform.
As a User, you acknowledge and agree that a substantial portion of the compensation Vencer Health receives for making the Platform available to you is collected through the Booking Fee. Vencer Health only receives the Booking Fee when Provider invoices the Client through the Platform. Therefore, you must use the Platform as your exclusive method to request, make, and receive payments for work directly or indirectly with any User of the Platform that you’ve been connected with through the Platform and related to professional healthcare services. You may opt-out of this obligation with respect to each Client-Provider relationship only if Client pays Vencer Health for each such relationship by paying an “Opt-Out Fee” which is the higher of (1) 15% of the estimated income for the first six (6) months of work together outside of the Platform, as determined by Vencer Health in its sole discretion or (2) $2,500. To request an opt-out, you should send an e-mail to Vencer Health at firstname.lastname@example.org. Users will have five (5) days to pay the invoice in full before Vencer Health automatically processes the charge using the User’s payment method on file with Vencer Health, unless the Users have arranged an alternate payment schedule with Vencer Health.
We always appreciate feedback and are always on the lookout for ways to improve. For feedback, comments, questions, or concerns, you can contact us at email@example.com we will return your e-mail at the soonest opportunity possible.
Use of the Platform is at your sole risk. All services are provided “as is,” with no warranties or guarantees whatsoever. Vencer Health expressly disclaims to the fullest extent permitted by law all express, implied, statutory, and other warranties, guarantees, or representations, including, without limitation, the warranties of merchantability, fitness for a particular purpose, and non-infringement of proprietary and intellectual property rights. Without limitation, Vencer Health makes no warranty or guarantee that the Platform will be uninterrupted, timely, secure, or error-free. Vencer Health does not warrant the quality or accuracy of any deliverables provided and/or services rendered by its Users and does not warrant that any such deliverables and services will be provided and/or rendered in a timely or professional manner. By using the Platform, Users hereby understand and acknowledge that any agreements and services performed by Users, including Providers and Clients, are between Providers and Clients only, and that Vencer Health is not a party to any agreement between the Users. Vencer Health offers a platform to connect Providers and Clients only and will take no responsibility for any services rendered or for any breach of contract. You understand and agree that any interaction with a User is at your own discretion and risk and that you will be solely responsible for any damages that may result. Some jurisdictions do not allow the exclusion of warranties, so the above exclusions may not apply to you.
Vencer Health is not an employer of Providers. Clients may seek the services of a Provider through the use of the Platform, and Providers may post profiles and message Clients regarding their services. Although Vencer Health may, at times, provide Clients with a customized list of potential Providers to consider, if the Client agrees on receiving services from a Provider identified this way, such agreement is solely between the Client and Provider and Vencer Health is not a party to such agreement. In the event that you have a dispute with a user of the Platform, including with a Provider or Client, you agree to release Vencer Health (including our affiliates and each of our respective officers, directors, employees, agents, shareholders, and suppliers) from claims, demands and damages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected to such disputes with other users or to your use of the Platform or participation in the services. Additionally, you expressly waive any rights you may have under California Civil Code Section 1542 (or analogous laws of other states), which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.” We reserve the right, but have no obligation, to monitor disputes between you and other users.
IN NO EVENT WILL VENCER HEALTH BE LIABLE TO ANY PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES OF ANY TYPE WHATSOEVER RELATED TO OR ARISING FROM THE PLATFORM OR ANY USE OF THE PLATFORM, OR OF ANY SITE OR RESOURCE LINKED TO, REFERENCED, OR ACCESSED THROUGH THE PLATFORM, OR FOR THE USE OR DOWNLOADING OF, OR ACCESS TO, ANY MATERIALS, INFORMATION, PRODUCTS, OR SERVICES, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOST SAVINGS OR LOSS OF PROGRAMS OR OTHER DATA, EVEN IF VENCER HEALTH IS EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS EXCLUSION AND WAIVER OF LIABILITY APPLIES TO ALL CAUSES OF ACTION, WHETHER BASED ON CONTRACT, WARRANTY, TORT, OR ANY OTHER LEGAL THEORIES.
In the interest of resolving disputes between you and Vencer Health in the most expedient and cost-effective manner, you and Vencer Health agree that every dispute arising in connection with these Terms of Service will be resolved by binding arbitration. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and is subject to very limited (if any) review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND VENCER HEALTH ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION.
Despite the provisions of the preceding paragraph, nothing in these Terms of Service will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law; or (d) to file suit in a court of law to address an intellectual property infringement claim.
Any arbitration between you and Vencer Health will be settled under the Federal Arbitration Act, and governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by these Terms, and will be administered by the AAA. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting Vencer Health at firstname.lastname@example.org.
A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if such other party has not provided a current physical address, then by electronic mail (“Notice”). Vencer Health’s address for Notice is: Vencer Health Technologies, Inc., P.O. Box #2150, 1100 Sullivan Ave., Daly City, CA 94015. The Notice must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice is received, you or Vencer Health may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or Vencer Health must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the dispute is finally resolved through arbitration in your favor, Vencer Health will pay you the highest of the following: (i) the amount awarded by the arbitrator, if any; (ii) the last written settlement amount offered by Vencer Health in settlement of the dispute prior to the arbitrator’s award; or (iii) $1,000.
The parties to the arbitration shall each pay an equal share of the costs and expenses of such arbitration, and each party shall separately pay for its respective counsel fees and expenses; provided, however, that the arbitrator may award attorneys’ fees and costs to the prevailing party, except as prohibited by law. If you commence arbitration in accordance with these Terms of Services, Vencer Health will reimburse you for your payment of the filing fee, unless your claim is for more than $10,000, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in Honolulu, Hawaii, but if the claim is for $10,000 or less, you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a non-appearance based telephone hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse Vencer Health for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.
The arbitrator may grant injunctions and other relief. The arbitrator shall administer and conduct any arbitration in accordance with the law of the jurisdiction in which the dispute arose, including civil procedure rules, and the arbitrator shall apply the substantive and procedural law of the jurisdiction in which the dispute arose. To the extent that the AAA Rules conflict with local law, local law shall take preference. The decision of the arbitrator shall be final, conclusive, and binding on the parties to the arbitration. The parties agree that the prevailing party in any arbitration shall be entitled to injunctive relief in any court of competent jurisdiction to enforce the arbitration award.
YOU AND VENCER HEALTH AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR MEMBER OF ANY CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING except that users may bring a proceeding as a private attorney general, if and as allowed by law. Further, unless both you and Vencer Health agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding. Nothing in this Agreement infringes upon any rights a User may have under the Sarbanes-Oxley Act, including any rights prohibiting compulsory arbitration.
If Vencer Health makes any future change to this arbitration provision, other than a change to Vencer Health’s address for Notice, you may reject the change by sending us written notice within 30 days of the change to Vencer Health’s address for Notice, in which case your account with Vencer Health will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive.
If the “No Class Actions” section is found to be unenforceable or if the entirety of this Section 11 is found to be unenforceable, then the entirety of this Section 11 will be null and void and, in that case, the parties agree that the exclusive jurisdiction and venue described in Section 12 will govern any action arising out of or related to these Terms of Service.
You may submit a statement notifying Vencer Health that you wish to opt out and not be subject to arbitration under this section. Should you desire to opt out, you must notify Vencer Health of your intention to opt out by submitting a written notice, which may be via email to email@example.com, stating that you are opting out of this section. In order to be effective, your opt out notice must be provided within thirty (30) days of your agreeing to these Terms. Should you timely opt out of this section, you may pursue available legal remedies and will not be required to arbitrate claims.
These Terms are governed by and construed in accordance with the laws of the State of Hawaii, United States of America, without giving effect to any conflict of law principles, except as may be otherwise provided in supplemental terms applicable to your region. Any dispute or claim arising out of or in connection with this Agreement shall be adjudicated in Honolulu, Hawaii.
Vencer Health may terminate your privilege to use or access the Platform immediately and without notice for any reason whatsoever. Upon such termination, you must immediately cease accessing or using the Platform and agree not access or make use of, or attempt to use, the Platform. Furthermore, you acknowledge that Vencer Health reserves the right to take action -- technical, legal or otherwise -- to block, nullify or deny your ability to access the Platform. You understand that Vencer Health may exercise this right in its sole discretion, and this right shall be in addition to and not in substitution for any other rights and remedies available to Vencer Health.
All provisions of these Terms of Service which by their nature should survive termination shall survive the termination of your access to the Platform, including, without limitation, provision regarding ownership, warranty disclaimers, indemnity, and limitations of liability.
The Platform may contain personal web pages or profiles, forums, review and ratings sections, message boards and other interactive features (collectively, “Interactive Services”) that allow users to post, submit, publish, display or transmit to other users or other persons (hereinafter, “post”) comments, content or other materials (collectively, “User Contributions”) on or through the Platform. These Interactive Services and User Contributions are separate from communications sent via our private messaging system (“User Messages”).
If you voluntarily disclose personal information (e.g., user name, email address, personal information) on the Platform through a User Contribution, such as in a review, that information can be viewed in search engines, collected and used by others and may result in unsolicited contact from other parties. We strongly advise that you not post any personal or other sensitive information on the Platform.
Any User Contribution you post to the Platform will be considered non-confidential and non-proprietary. By providing any User Contribution on the Platform, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors and assigns the perpetual right to use, reproduce, modify, perform, display, distribute and otherwise disclose to third parties any such material for any purpose.
You represent and warrant that:
You understand and acknowledge that you are responsible for any User Contributions or User Messages you submit or contribute, and you, not the Company, have full responsibility for such content, including its legality, reliability, accuracy and appropriateness. We are not responsible, or liable to any third party, for the content or accuracy of any User Contributions or User Messages posted by you or any other user of the Platform.
Additionally, we have the right to:
Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information related to anyone posting any materials on or through the Platform. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, AGENTS, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER THE COMPANY/SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
We cannot and do not undertake to review all material before it is posted on the Platform or sent as a User Message, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
The entire content and materials contained on the Platform, including, but not limited to, audio, video, images, text, user interface, scores, logos, the selection and arrangement of the Platform and other intellectual property (the “Content”) are owned by or licensed to Vencer Health to the fullest extent under the copyright laws of the United States and other countries. Images of people or places displayed on the Platform are either the property of, or used with permission by, Vencer Health. You may not reproduce, republish, transmit, upload, distribute, copy or publicly display any of the Content without our prior written consent. We neither warrant nor represent that your use of materials displayed on the Platform will not infringe rights of third parties not owned by or affiliated with the Company. We may redesign the Platform in our sole discretion at any time.
You may not use the Platform or contents set forth therein for any illegal purpose or in any manner inconsistent with the Terms of Service. You agree to use the service solely for your own use and benefit, and not for resale or other transfer or disposition to, or use by or for the benefit of, any other person or entity. You agree not to use, transfer, distribute, or dispose of any information contained in the service in any manner that could compete with the business of Company. You may not copy, reproduce, recompile, disassemble, decompile, reverse engineer, distribute, modify, publish, display, perform, upload to, create derivative works from, frame transmit, or in any way exploit any part of the service, you may not recirculate, redistribute or publish the analysis and presentation included in the service without Company’s prior written consent.
Modification of Company’s content is a violation of the copyrights and other proprietary rights of Company or its subsidiaries. Additionally, you may not monetize or offer any part of the service for sale or distribute it over any other medium including but not limited to a computer network or hyperlink framing on the internet without the prior written consent of Company. The Platform and the information contained therein may not be used to construct a database of any kind. The Platform and content contained therein may not be stored (in its entirety or in any part) in databases for access by you or any third party or to distribute.
In the absence of a contrary agreement, you may not use any of the trademarks, trade names, service marks, copyrights, or logos of Company or its subsidiaries suppliers or affiliates in any manner which creates the impression that such items belong to or are associated with you or, except as otherwise provided herein, are used with Company’s consent, and you acknowledge that you have no ownership rights in and to any of such items. You will not use the service or the information contained therein in unsolicited mailings or spam material. You will not use any trademarks, trade names, service marks, copyrights, or logos of Company or its subsidiaries in unsolicited mailings or spam material. You will not spam or send unsolicited mailings to any person or entity using the service.
No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship between you and Vencer Health is intended or created by this Agreement. A Provider, Client, or any other User is not Vencer Health’s representative or agent, and may not enter into an agreement on Vencer Health’s behalf.
We comply with the provisions of the Digital Millennium Copyright Act applicable to internet service providers (17 U.S.C. §512, as amended). If you have an intellectual property rights-related complaint about material posted on the Platform, you may contact our Designated Agent at the following address:
Vencer Health Technologies, Inc.
1000 Sullivan Ave., #2150
Daly City, CA 94015
Any notice alleging that materials hosted by or distributed through the Platform infringe intellectual property rights must include the following information by or distributed through the Platform infringe intellectual property rights must include the following information:
Vencer Health will promptly terminate without notice the accounts of users that are determined by Vencer Health to be “Repeat Infringers.” A Repeat Infringer is a user who has been notified of infringing activity or has had user content removed from the Platform at least twice.
As part of using the Platform, Vencer Health may provide you with links to third party website(s) (“Third Party Sites”) as well as content or items belonging to or originating from third parties (the “Third Party Applications, Software or Content”). Vencer Health has no control over Third Party Sites and Third Party Applications, Software, or Content or the promotions, materials, information, goods or services available on these Third Party Sites or Third Party Applications, Software, or Content. Such Third Party Sites and Third Party Applications, Software, or Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by Vencer Health, and Vencer Health is not responsible for any Third Party Sites accessed through the Platform or any Third Party Applications, Software, or Content posted on, available through or installed from the Platform, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third Party Sites or the Third Party Applications, Software or Content. Inclusion of, linking to, or permitting the use or installation of any Third Party Site or any Third Party Applications, Software, or Content does not imply approval or endorsement thereof by Vencer Health. If you decide to leave the Platform and access the Third Party Sites or to use or install any Third Party Applications, Software or, Content, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Platform or relating to any applications you use or install from the site.
The communications between you and Company use electronic means, whether you use the Platform or send us emails, or whether Company posts notices on the service or communicates with you via email. For contractual purposes, you (a) consent to receive communications from Company in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Company provides to you electronically satisfy any legal requirement that such communications would satisfy if it were in writing.
Communications made through the Service’s e-mail and messaging system, will not constitute legal notice to Company or any of its officers, employees, agents or representatives in any situation where notice to Company is required by contract or any law or regulation.
Any such notice must be sent to:
Vencer Health Technologies, Inc.
1000 Sullivan Ave., #2150
Daly City, CA 94015
Under California Civil Code Section 1789.3, California users of the Platform receive the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1020 N Street, #501, Sacramento, California 95814, or by telephone at 1-916-445-1254.
These Terms of Service are effective as of the “Last Modified” date identified at the top of this page. We expressly reserve the right to change these Terms of Service from time to time without notice to you. You acknowledge and agree that it is your responsibility to review the Platform and these Terms of Service from time to time and to familiarize yourself with any modifications. Your continued use of the Platform after such modifications will constitute acknowledgement of the modified Terms of Service and agreement to abide and be bound by the modified Terms of Service. However, for any material modifications to the Terms of Service or in the event that such modifications materially alter your rights or obligations hereunder, such amended Terms of Service will automatically be effective upon the earlier of (i) your continued use of the Platform with actual knowledge of such modifications, or (ii) 30 days from publication of such modified Terms of Service on the Platform. Notwithstanding the foregoing, the resolution of any dispute that arises between you and us will be governed by the Terms of Service in effect at the time such dispute arose.
If any part of this Agreement is held invalid or unenforceable, that portion of the Agreement will be construed consistent with applicable law. The remaining portions will remain in full force and effect. Any failure on the part of Company to enforce any provision of this Agreement will not be considered a waiver of our right to enforce such provision. Our rights under this Agreement will survive any termination of this Agreement.