End User License Agreement
Last updated: 10th August, 2018
Thank you for choosing Complete Anatomy. Please read the following End User License Agreement (the “Terms”) before accessing the Complete Anatomy (“Software”) as they govern your use of 3D4Medical LLC’s, and any of its group or related companies (together “3D4”), website located at www.3d4medical.com and related websites (“Sites”) and the services accessible via the Software the Sites and set out important information regarding your use thereof and your obligations. To make these Terms easier to read, the Software, Sites, services and Content are collectively referred to herein as the “Services.” By downloading, installing or using the Services, you indicate that you understand this Agreement and accept all the Terms contained herein and agree to be bound by such Terms. If you do not accept all the Terms of this Agreement, then you may not use the Services. 3D4 may modify the Terms at any time, in its sole discretion: if 3D4 does so, 3D4 will let you know by either posting the modified Terms on the Sites, on the Software, or through other communications. You are responsible for reviewing and becoming familiar with the Terms whenever they are modified because if you continue to use the Services after 3D4 has posted the modified Terms, you are indicating that you agree to be bound by such modified Terms. If you do not agree to be bound by the modified Terms, then you may not use the Services anymore. This Agreement is void where prohibited by law and the right to access the Software and Services is revoked in such jurisdictions. A User, for the purposes of this Agreement, means any individual that downloads or uses the Software or Services (“User”).
1. PROVISION OF & ACCESS TO THE SERVICES
Subject to your compliance with the terms and conditions of this Agreement, 3D4 may provide you with access to the Services, solely for your own use. Such Services may include, but are not limited to, any service that 3D4 provides, as well as the offering of any material displayed or performed via the Services, including text, graphics, photographs, images, illustrations, music, audio, video, works of authorship of any kind, and any information or other materials that are posted, generated, provided or otherwise made available through the Services (the “Content”).
User Responsibility. You are responsible for all activities that occur under your Account, whether or not you know about them. You may not post or transmit, or cause to be posted or transmitted, any communication or solicitation designed or intended to obtain password, account or private information from another User. You shall not use any part of Services to violate the security of any computer network, crack passwords or security encryption codes, transfer or store material that is deemed threatening or obscene, or engage in any kind of illegal activity.
User Age. You certify to 3D4 that you are an individual (and not a corporation) and that you are at least 13 years of age and are not barred from using the Services under any applicable law.
Availability of Services. 3D4 will use commercially reasonable efforts to ensure that the Services are available to you without interruption as much as reasonably possible, subject to any downtime for system maintenance, upgrades, or any unforeseen or emergency circumstances. All reasonable steps will be taken by 3D4 to minimize such disruption where it is within 3D4’s reasonable control. You agree that 3D4 will not be liable in any event to you or any other party for any suspension, modification, discontinuance or lack of availability of the Services, you User Content or other content.
Changes to Services. If 3D4 makes any material changes to the Services, you will be notified within the Services or by email. Notwithstanding the above, 3D4 has no obligation to update or enhance the Services or to produce or release new versions of same. As the Services are evolving over time, 3D4 may change or discontinue all or any parts, features, components or functions of the Services. Free Services may become paid Services at any time, without notice and in 3D4’s sole discretion.
Interruption to Services. Notwithstanding anything else in this Agreement, 3D4 may change, suspend or discontinue the Services, or any Content, features, components or functions thereof, for any reason and at any time, without prior notice to you. 3D4 may also impose limits on certain features and services or restrict your access to parts or all of the Services without notice or liability. 3D4 may also do so if it reasonably determines that: (a) you breached this Agreement, the Intellectual Property Rights of a third party or applicable laws, or any activity or use of the Services in connection with your Account is otherwise disruptive or harmful to 3D4Medical or any third party; or (b) 3D4 is required to do so by law. In the event that 3D4 chooses to discontinue the Services, or any features, components or functions thereof, upon notifying you, it will have no obligation to maintain same.
Telecommunications & Internet Services. You acknowledge and agree that your use of the Services is dependent upon access to telecommunications and Internet services. You are solely responsible for acquiring and maintaining all telecommunications and Internet services and other hardware and software required to access and use the Services, including, without limitation, any and all costs, fees, expenses, and taxes of any kind related to the foregoing. 3D4Medical will not be responsible for any loss or corruption of data, lost communications, or any other loss or damage of any kind arising from any such telecommunications and Internet services.
2. NO MEDICAL ADVICE
3D4 is not a healthcare provider and nor does it provide medical advice of any description. The Software is not a medical device, nor is it a form of Decision Support Software. You should not rely on the information provided via the Services as a substitute for professional medical advice, diagnosis or treatment, nor does it replace same. Please seek professional medical advice, diagnosis or treatment for any medical concern or condition. You can use the information provided in the Services to discuss your concerns with your healthcare provider. Information provided in the Services is provided for informational purposes only and is in no way intended to substitute for consulting a medical or healthcare professional. Nothing stated or posted on the Services are intended to be, and must not be taken to be, the practice of medicine or any type of healthcare, the provision of medical or any type of healthcare or a tool to be relied upon by healthcare providers. IF YOU RELY ON ANY OF THE INFORMATION ON THE SERVICES, YOU DO SOLELY AT YOUR OWN RISK.
Personal Health Information. You must not disclose any information to 3D4 that may constitute Protected Health Information as defined in the Privacy Rule associated with the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”) regulations. You hereby represent and warrant that you will not disclose any such information to 3D4 through your use of the Services.
3. RIGHTS GRANTED
License Granted by 3D4Medical to You. Subject to your compliance with these Terms, 3D4 grants to you a limited, non-exclusive, non-transferable, non-sublicensable license to download and install a copy of the Software on a mobile device or computer that you own or control and to run such copy of the Software solely for your own personal, non-commercial use and solely in connection with your permitted use of the Services. In addition, in connection with the exercise of these rights granted to you under these Terms, you may have the option to use the Services to create recordings in connection with your use of the Content and the Services (“Recordings”). If you wish to publish such Recordings in any way, please contact 3D4 directly as you will need the written consent of 3D4 to do so.
Except as expressly permitted in these Terms, you may not: (i) copy, modify or create derivative works based on the Software or Services; (ii) distribute, transfer, sublicense, lease, lend or rent the Software or Services to any third party; (iii) reverse engineer, decompile or disassemble the Software; (iv) perform, display, or in any way exploit, any of the Content, Software, materials or Services, in whole or in part; or (v) make the functionality and/or Content available to multiple users through any means. 3D4 reserves all rights in and to the Software and Services not expressly granted to you under these Terms.
License Granted by You to 3D4Medical. You hereby grant to 3D4 a worldwide, perpetual, irrevocable, transferable, assignable, sublicensable, fully paid-up and royalty-free license and right to modify, copy, distribute, display and perform, publish, prepare derivative works of, use and incorporate into the Services (without attribution of any kind): (a) any suggestions, enhancements requests, recommendations, proposals, corrections or other feedback or information provided by you in relation to the Services; and (b) your marks and your image in connection with providing the Services and for marketing and promotional purposes in connection with the business of 3D4. Other than those rights specifically granted to 3D4 herein, all right, title and interest in and to your marks and your image are expressly reserved by you.
Presentation License. Certain Subscriptions include a license to present (“Presentation License”). Such a license permits the User to use the Services for presentations in a classroom or lecture setting. Nothing in this Agreement permits any User to: (i) video record lessons and/or upload same to a learning management or similar system (“LMS”); (ii) export images created within the Services to third-party Software for commercial gain (e.g. for use in a book or similar). If you wish to do (i) or (ii) above, please contact 3D4 directly as you will need the written consent of 3D4 to do so.
Patient Education License. Certain Subscriptions include a license to use the Services for the purposes of patient education (“Patient Education License”). Such a license permits the User to use the Services for demonstration purposes in a consultation setting.
Groups. Subject to some restrictions, you may create Groups (“Groups”) in the Services. The User that creates the Group is the administrator of that Group (“Administrator”). The Administrator selects the Users who are permitted to be part of a Group. Group members may communicate and share Content and/or User-Submitted Content with the Group. You hereby agree to being added to a Group(s) and receiving any and all Content and/or User-Submitted Content that might be sent to you by the Administrator(s).
Dashboard. Certain Licenses include access to the Dashboard, where the license holder can track certain progress of Student Plus license holders. Where you a Student Plus license holder, you hereby agree to such a license holder having access to the information that is collated on the Dashboard. Where you are an Educator license holder, you are solely responsible for the security of the information held about your students.
Changes to Your License Type. 3D4 reserves the right to change your license type at any time and for any or no reason, without notice to you, but will endeavor to contact you by email in relation to same in the event that changes are made.
REGISTRATION / PAYMENT / SUBSCRIPTION
Registration. Before you can begin using certain Services, you will be required to create an account (“Account”) via the Services by providing some basic information, including your name and email address (“Account Information”). You can do this via the Services or you may be able to do so through your Account with certain third party services such as Facebook or Twitter (each an “SNS Account”). If you choose the SNS Account option, 3D4 will create your Account by extracting certain personal information from your SNS Account, such as your name and email address and other personal information that your privacy settings on the SNS Account permit 3D4 to access. It is important that you provide 3D4 with accurate, complete and up-to-date information for your Account and you agree to update such information, as needed, to keep it accurate, complete and up-to-date. If you do not do so, 3D4 may suspend or terminate your Account at any time and without notice to you. You agree that you will not disclose your Account password to anyone and you will immediately notify 3D4 of any unauthorized or suspected unauthorized use of your Account. You hereby irrevocably authorize 3D4 to disclose your personally identifiable information at the request of any state, federal or other governmental agency or in response to any judicial process.
Payment. By purchasing or subscribing to the Services, you expressly authorize 3D4 (or its third party processor, such as Apple App Store, Google Play Store, or any other platform via which 3D4 makes the Software available (the “Application Platform”)) to charge you for the Services and any purchases that you make in the Software. 3D4, or its third-party payment processor, may ask you to supply information for the processing of your payment, including, but not limited to, your credit card number, the expiration date of the credit card, your address and any additional information to verify your identity (the “Payment Information”). You represent and warrant that you have the legal right to use all payment method(s) represented as any such Payment Information. You authorize 3D4 to provide your Payment Information to third parties in order that your payment for the Services or and any in- app purchases that you might make (plus any applicable taxes and other charges) can be completed.
Paid Features. Some of the Services are available for free. Other features must be paid for (“Paid Features”). You agree to pay for the applicable Paid Features that you wish to purchase via the Services. 3D4 will communicate the payments options available to you via the Services when you create your Account. Your receipt of the Services is conditioned upon timely payment for the applicable Services.
Unregistered and Unpaid. 3D4 may provide certain basic features of the Services at no charge to those that have not registered, these features may include: access to the full male skeleton and connective tissue; access to the female pelvis skeleton + connective tissue; search, undo and redo functions.
Registered but Unpaid. 3D4 may provide certain basic features of the Services at no charge to those that have registered. These features may include: Tabs; some tools; access to and saving of a number of Screens and Recordings featuring skeletal and connective systems; access to a limited number of videos from each video set. 3D4 reserves the right to remove, add or modify such features, as well as terminate such Accounts, at any time and without notice.
Subscription Accounts. You may choose to pay an annual subscription for a particular type of license, as set out in the Services (“Subscription Account”). 3D4 reserves the right to remove, add or modify any features of such Accounts at any time and without notice to you. In the event that you purchase a Subscription Account, the fees for your Subscription Account will be billed from the date that you convert to a Subscription Account and on each yearly renewal date thereafter, unless and until you cancel your Subscription Account. 3D4 or the Application Provider will automatically charge your credit card on each renewal date corresponding to the commencement date of your initial subscription. You acknowledge that the amount charged to your card may vary if you purchase promotional offers, change your account or the amount of sales tax varies and you authorize 3D4 or the Application Provider to charge your credit card for such varying amounts. If any fee is not paid in a timely manner or if 3D4 or the Application Provider is unable to process the payment using the Payment Information provided, 3D4 reserves the right to revoke your access to you Subscription Account and content associated with your Account and convert your Subscription Account to a Registered but Unpaid Account.
Fee Changes. 3D4 may change the fees and charges in effect or add new fees and charges from time to time, but will give you advance notice of such changes by email or in the Services and the option to cancel your subscription if you do not wish to accept the new fees. If you wish to change your Payment Information, you can do so by accessing your Account section in the 3D4 platform or in the appropriate section of your Application Provider. It is your responsibility to keep your Account information and Payment Information updated.
Free Trial Period. Where applicable, the Free Trial Period shall commence create an Account and register, and end at the earlier of: (a) the end of the free trial time period as set out in the Services; or (b) the time at which you purchase or subscribe to the Services.
Cancelling your Subscription. Your Subscription Account will continue in effect unless and until you cancel it or we terminate it. If you do not wish to renew your Subscription Account, you must cancel your subscription before it renews each year in order to avoid billing of the next year’s fees to your credit card. SUBSCRIPTION ACCOUNTS ARE PREPAID AND NON-REFUNDABLE. 3D4 DOES NOT PROVIDE REFUNDS OR CREDITS FOR ANY PARTIAL SUBSCRIPTION PERIODS. You may cancel your subscription at any time and cancellation will be effective immediately. If you wish to cancel your subscription, you may do so in the relevant Account section but please note that you will not be issued with a refund.
Cancellation of Your Account. You may cancel your Account at any time by sending an email to 3D4 at info@3D4medical.com. Any fees paid hereunder are non-refundable.
User Modifications to 3D4 Content. You agree that all modifications to the Content and derivative works created by you based upon the Content (“User Modifications”) and all Recordings created by you are owned by 3D4; therefore, you agree to irrevocably transfer and assign to 3D4, and hereby do so irrevocably transfer and assign to 3D4, all right, title and interest in and to such User Modifications and Recordings, including all intellectual property rights therein. At 3D4’s request and expense, both during and after the term of these Terms, you will assist and cooperate with 3D4 in all respects, and will execute documents, and will take such further acts as reasonably requested by 3D4 to enable it to acquire, transfer, maintain, perfect and enforce its intellectual property rights and/or other legal protections for the User Modifications and User Recordings. You hereby appoint the officers of 3D4 as your attorney-in-fact to execute documents on your behalf for this limited purpose.
Content Ownership. Subject to the above, 3D4 does not claim any ownership rights in any User- Submitted Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit your User-Submitted Content, where “User-Submitted Content” means any Content that you or other Users provide or submit to be made available through the Services, including but not limited to, any Content that you provide in connection with creating or updating an Account profile and any content that you create or submit that is based on 3D4 Content. 3D4 and its licensors exclusively own all worldwide right, title and interest in and to the Services and Content that is not your User-Submitted Content, including all worldwide patent rights (including patent applications and disclosures), utility models, rights to inventions, copyright and related rights, trademarks and service marks, business names and domain names, rights in get-up and trade dress, goodwill, rights in design, database rights, know-how and trade secrets, rights to derivative works, mask work rights, and any and all other intellectual property or proprietary rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection that subsist now or will subsist in the future in any part of the world (collectively, “Intellectual Property Rights”) therein. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or Content. Notwithstanding the above, you hereby do and shall grant to 3D4 a non-exclusive, worldwide, royalty-free, transferable, sublicensable right to use, modify, reproduce, distribute, prepare derivative works of, display, publish, perform and otherwise fully exploit your User -Submitted Content (including all related Intellectual Property rights) in any media format and through any media channel and to allow others to do so. To the extent allowed by law, the foregoing includes all rights of paternity, integrity, disclosure and withdrawal and any other rights that may be known as or referred to as “Moral Rights”. To the extent that you retain any such Moral Rights under applicable law, you hereby ratify and consent to any action that may be taken with respect to such moral rights by 3D4 and agree not to assert any Moral Rights with respect thereto. You also hereby do and shall grant each user of the Services a nonexclusive license to access and use your User-Submitted Content, as permitted through the functionality of the Services, and under this Agreement. You warrant, represent and agree that you have the right to grant 3D4 the rights set forth above.
Rights in User-Submitted Content. By making any User-Submitted Content available through the Services, you hereby grant to 3D4 a non-exclusive, transferable, sublicensable, worldwide, royalty-free, perpetual license to use, copy, modify, create derivative works based upon, publicly display, publicly perform and distribute copies of your User-Submitted Content in connection with operating and providing the Services to you and to other Account holders. You are solely responsible for all User-Submitted Content created, posted or developed under your username or Account, including content contributed by a third party that you have authorized to post content under your username or Account. If you believe that any User-Submitted Content residing on the Services infringes a copyright, please notify us immediately at firstname.lastname@example.org. You represent and warrant that you own all your User-Submitted Content or that you have all rights that are necessary to grant 3D4 the license rights in your User-Submitted Content under these Terms. You also represent and warrant that neither your User-Submitted Content, nor your use or provision of your User-Submitted Content to be made available through the Services, nor any use of your User-Submitted Content by 3D4 or other Account holders on or through the Services, will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. You further represent and warrant to 3D4 that: (i) you have all rights, power and authority to use, and to have 3D4 use any and all of your marks and your image; and (ii) your use and provision of your marks and your image to 3D4, pursuant to this Agreement, will not breach any agreement between you and any third party or violate any applicable local, state or federal laws, regulations, orders or rules.
Copyright Protection. The Services are protected as a collective work and/or compilation, pursuant to US Copyright law, international conventions and other copyright laws. The images on the Sites may be used royalty-free for non-commercial, private, educational use only – i.e. lectures and patient education material. Any commercial or public domain use of the images included in books, websites, videos, DVDs and any other use of the images in the public domain (e.g. advertising) will be subject to an additional license. Please contact 3D4Medical for additional information.
User Restrictions. You will use the Services exclusively for authorized and legal purposes, consistent with all applicable laws, regulations and the rights of others. You will not submit any infringing, obscene, defamatory, threatening or otherwise unlawful or tortious material, including any material that violates privacy rights. You will not attempt to interfere with or disrupt the Services or attempt to gain access to any systems or networks that connect thereto, except as required to access and use the Services. Except as expressly specified in this Agreement, you will not: (a) Post, upload, publish, submit, broadcast or transmit any User-Submitted Content, or exercise your license rights to use the Content that might result in content, a User Modification or Recording that: (i) infringes, misappropriates or violates a third party’s intellectual property rights, or rights of publicity or privacy; (ii) violates or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is libelous, abusive, indecent, defamatory, obscene, pornographic, vulgar, threatening, harassing, hateful or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or (vii) promotes illegal or harmful activities or substances; (viii) reveals any trade secret, unless you own the trade secret or have the owner’s permission to post it; (b) Access, tamper with or use non-public areas of the Services, 3D4’s computer systems, or the technical delivery systems of 3D4’s providers; (c) Attempt to probe, scan or test the vulnerability of any 3D4 system or network or breach any security or authentication measures; (d) Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by 3D4 or any of 3D4’s providers or any other third party (including another User) to protect the Services; (e) Attempt to access or search the Services or Content or download Content from the Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the Software and/or search agents provided by 3D4; (f) Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation; (f) Use any meta tags or other hidden text or metadata utilizing a 3D4Medical trademark, logo, URL or product name without 3D4’s express written consent; (g) Attempt to decipher, decompile, disassemble or reverse engineer any of the Software used to provide the Services or Content; (h) Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services; (i) Collect or store any personally identifiable information of other users of the Services without their express permission; (j) Impersonate or misrepresent your affiliation with any person or entity in connection with your use of the Services; (k) Violate any applicable law or regulation; or (l) Encourage or enable any other individual to do any of the foregoing.
Monitoring. You acknowledge and agree that 3D4 is not obligated to police or monitor access to
or use of the Services, including User-Submitted Content or communications transmitted through the Services, or to review or edit any User-Submitted Content, but that 3D4 has the right to do so for the purposes of operating the Services, ensuring compliance with these Terms, and in order to comply with applicable law or other legal requirements. 3D4 reserves the right, but is not obligated, to remove or disable access to any Content, including User-Submitted Content, at any time and without notice, including, but not limited to, if 3D4, in its sole discretion, considers any User-Submitted Content to be objectionable or in violation of these Terms. 3D4 has the right to investigate violations of these Terms or conduct that affects the Services. 3D4 may also consult and cooperate with law enforcement authorities to prosecute Users that violate the law. 3D4 is not responsible for your User-Submitted Content, communications or transmissions. You acknowledge that you will promptly notify 3D4 of any suspected or alleged breach of this Agreement and will cooperate with 3D4 with respect to: (i) any investigation by 3D4 of any suspected breach of this Agreement; or (ii) any action by 3D4 to enforce this Agreement.
Feedback. 3D4 welcomes feedback, comments and suggestions for improvements to the Services (“Feedback”). You can submit such Feedback by emailing 3D4 at email@example.com. You acknowledge that any such Feedback shall become the property of 3D4 and 3D4 will not be required to treat such Feedback as confidential and will not be liable for any ideas (including, without limitation, product or advertising ideas) and will not incur any liability as a result of any similarities that may appear in our future sites, applications, products, services or operations. Without limitation, 3D4 will have exclusive ownership of all current and future rights to the Feedback of every kind and nature everywhere and will be entitled to use the Feedback for any commercial or other purpose whatsoever, without compensation to you or any other person. You acknowledge that you are responsible for whatever Feedback that you submit and that you (and not 3D4) have full responsibility for the message, including its legality, reliability, appropriateness, originality and copyright.
THIS SECTION APPLIES TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. 3D4 HAS NO SPECIAL RELATIONSHIP OR DUTY TO YOU. YOU ACKNOWLEDGE THAT 3D4 HAS NO CONTROL OVER, AND NO DUTY TO TAKE ACTION REGARDING WHICH USERS GAIN ACCESS TO THE SERVICES, WHAT CONTENT YOU ACCESS VIA THE SERVICES; WHAT EFFECTS THE CONTENT MAY HAVE ON YOU; HOW YOU MAY INTERPRET OR USE THE CONTENT OR WHAT ACTIONS THAT YOU MAY TAKE AS A RESULT OF BEING EXPOSED TO THE CONTENT. 3D4 MAKES NO REPRESENTATIONS CONCERNING CONTENT CONTAINED IN THE SITES OR SERVICES AND WILL NOT BE RESPONSIBLE OR LIABLE FOR THE ACCURACY, COPYRIGHT,COMPLIANCE, LEGALITY OR DECENCY OF MATERIAL CONTAINED IN OR ACCESSED THROUGH THE SERVICES. THE SOFTWARE, SERVICES, SITES AND CONTENT ARE PROVIDED AS “AS IS,” WITHOUT WARRANTIES OF ANY KIND. 3D4 DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF THE COURSE OF DEALING OR USAGE OF TRADE. 3D4 MAKES NO WARRANTIES THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. 3D4 MAKES NO WARRANTY REGARDING THE QUALITY, ACCURACY (INCLUDING MEDICAL ACCURACY), TIMELINESS, AVAILABILITY, LEGALITY, TRUTHFULNESS, COMPLETENESS, RELIABILITY OR OPERABILITY OF MATERIAL, CONTENT, SOFTWARE OR SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM 3D4MEDICAL OR ELSEWHERE, WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT. 3D4 DISCLAIMS ANY WARRANTY THAT THE SOFTWARE OR SERVICES WILL BE ERROR-FREE OR UNINTERRUPTED OR THAT ALL ERRORS WILL BE CORRECTED. YOU ASSUME SOLE RESPONSIBILITY AND LIABILITY FOR RESULTS OBTAINED FROM THE USE OF THE SOFTWARE AND SERVICES OR AND FOR ANY AND ALL CONCLUSIONS DRAWN FROM SUCH USE. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
THIRD PARTY WEBSITES
Links to Third Party Websites or Resources. The Services may contain links to third- party websites or resources. 3D4 provides these links only as a convenience, does not have any control over and is not responsible for the content, products or services on or available on those websites or resources or links displayed on thereon. You acknowledge that you take sole responsibility for and assume all risk arising from your use of any third-party websites or resources.
To the extent permitted by applicable law, you agree to defend, indemnify and hold 3D4 harmless, its officers, directors, employees, agents and representatives from and against any and all claims, demands, damages, obligations, losses, liabilities, costs or debts, and expenses (including, but not limited to, attorney’s fees) arising from: (i) your use of and access to the Services; (ii) your violation of any term of these Terms; (iii) your negligence or misconduct; (iv) your provision of medical care; (v) a claim that a serious health event or bodily injury resulted from your use of the Services; (vi) your violation of any third party right, including, without limitation, any copyright, property, or privacy right; (iv) your infringement, or the infringement by any third party using your registration information or Account, of any intellectual property or other right of any person or entity; or (v) any claim that your User-Submitted Content caused damage to a third party. This defence and indemnification obligation will survive these Terms and your use of the Services.
LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL 3D4, ITS DIRECTORS, OFFICERS, SHAREHOLDERS, EMPLOYEES, MEMBERS, AGENTS, REPRESENTATIVES OR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFITS, USE, DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE, 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 OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT 3D4 HAS BEEN INFORMED OR ADVISED OF THE POSSIBILITY OF SUCH DAMAGE AND WHETHER OR NOT IT WAS FORESEEABLE. EACH OF SUCH LIMITATION IS INTENDED TO BE ENFORCEABLE REGARDLESS OF WHETHER ANY OTHER EXCLUSIVE OR NON-EXCLUSIVE REMEDY UNDER THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE. THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN 3D4 AND YOU.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, 3D4’S TOTAL LIABILITY ARISING UNDER THIS AGREEMENT, FROM ANY AND ALL CAUSES OF ACTION AND ALL THEORIES OF LIABILITY, SHALL BE LIMITED TO THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE SERVICES DURING THE 12 (TWELVE) MONTHS IMMEDIATELY PRECEEDING THE DAY THAT THE ACT OF OMISSION THAT GAVE RISE TO YOUR CLAIM OCCURRED. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU. IN RESPECT OF ANY CONDITIONS, WARRANTIES OR GUARANTEES THAT CANNOT BE LAWFULLY EXCLUDED, TO THE EXTENT PERMITTED BY LAW 3D4’S LIABILITY IS LIMITED (AT 3D4’S OPTION) TO THE REPLACEMENT, REPAIR, RESUPPLY OR REFUND OF THE RELEVANT SERVICES.
The term of this Agreement starts when you download the Software and Services and ends when terminated by either party (the “Term”). Either party may terminate the Services at any time by notifying the other party by the means set out in this Agreement. 3D4 may also terminate or suspend any and all Services and access to your Account, without notice or liability, if you breach any of the terms or conditions of this Agreement. Any fees paid hereunder are non-refundable. Upon any such termination, your right to use the Services or access your Account will immediately cease. All provisions of this Agreement that by their nature should survive termination, including, without limitation, ownership provisions, warranty disclaimers and limitations of liability, shall survive termination.
PERSONAL INFORMATION & PRIVACY
As part of the Services, 3D4 may provide 3D4’s standard support services as set out at https://3d4medical.com/category/support, or other such URL that may be specified by 3D4 and as may be updated by 3D4 from time to time.
This Agreement will be governed by and construed in accordance with the laws of California, without regard to or application of conflict of laws rules or principles. Both parties agree to submit to the personal and exclusive jurisdiction of the state and federal courts of San Francisco to resolve any dispute or claim arising from this Agreement. The United Nations Convention on Contracts for the International Sale of Goods will not apply. Use of the Services is not authorized in any jurisdiction that does not give effect to all provisions of this Agreement, including, without limitation, this section.
Assignment. You may not assign, delegate or transfer this Agreement or any rights hereunder, in whole or in part, by operation of law or otherwise, without 3D4’s prior written consent and any attempt to do so will be void. 3D4 may freely assign or transfer this Agreement, in whole or in part, by operation of law or otherwise, without notice to you.
Notices. All notices or approvals required or permitted under this Agreement will be delivered to you within the Services or to the email address that 3D4 has on file for your Account. You hereby consent to receive notices from 3D4 by the foregoing means, and such notices will be deemed effective when sent on a business day, and if not sent on a business day, then on the next business day. Except as otherwise specified in the Agreement, any notices to 3D4 under this Agreement shall be in writing and shall be deemed effective upon receipt when sent by confirmed email to firstname.lastname@example.org, or when delivered via first class registered U.S. mail, overnight courier, first class, registered or certified mail to 3D4Medical LLC., 15633 Rising River Place North, San Diego CA 92127, USA.
Waiver & Severability. The failure by either party to exercise or enforce, in any respect, any right provided for herein, shall not be deemed a waiver of that or any other provision herein. If any provision of this Agreement is held to be unenforceable or invalid, that provision will be limited to the minimum extent necessary so that the Agreement shall otherwise remain in full force and effect and enforceable.
Force Majure. 3D4 shall not be liable for any failure or delay in performance under this Agreement for causes beyond its reasonable control and occurring without that party’s fault or negligence, including, but not limited to: mechanical, electronic or communications failure and degradation; acts of God or government; flood, fire or civil unrest; acts of terror; strikes or other labor issues; computer attacks (by government/national entities or otherwise) or malicious acts, such as attacks on or through the Internet, any Internet service provider, telecommunications or hosting facility.
Relationship Between the Parties. The parties to this Agreement are independent contractors and this Agreement does not establish any relationship of agency, partnership, joint venture, employment, or franchise between the parties. You will not have the authority of any kind to bind 3D4 or incur obligations on its behalf in any respect whatsoever.
Contact. If you have any questions regarding this Agreement, please contact 3D4 at email@example.com.