Our terms and conditionsClear and simple terms to protect you
Except where otherwise stated, “we”, “our”, and “Prenuvo” used in these Terms shall be deemed to include Prenuvo Corp. doing business as Prenuvo and its affiliates, subsidiaries, successors and assigns.
This agreement was written in the English language. To the extent any translated version of this agreement conflicts with the English version, the English version controls.
BY CLICKING ON THE “I AGREE” OR “I ACCEPT” BUTTON, OR ACCESSING OR USING THE PRODUCT OR ANY OF THE SERVICES, YOU ARE INDICATING THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY, THESE TERMS WHICH CONSTITUTE A BINDING LEGAL AGREEMENT BETWEEN YOU AND Prenuvo. YOU HAVE NO RIGHT TO ACCESS OR USE THE PRODUCT OR SERVICES UNLESS YOU AGREE TO THESE TERMS. If you accept or agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and, in such event, “you” and “your” extends beyond you to also refer and apply to that company or other legal entity.
Certain portions of the Services may have different terms and conditions posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between these Terms and the terms and conditions posted for a specific portion of the Services, the latter terms and conditions will take precedence with respect to your use of or access to that portion of the Services. Unless explicitly stated otherwise, any new features that augment or enhance the current Services in the future shall be subject to these Terms; they will be posted to the Site as available and you are deemed to have accepted them.
“Content” means text, graphics, images, videos, the selection and arrangement of the foregoing, Examination Information, software (excluding the App) information, messages or other materials.
“Prenuvo Content” means Content that we make available through the Services including webpages, documentation, manuals, user guides, and any Content licensed from a third party, but excluding Registered User Content.
“Examination Information” means ultrasound images, cineloops, measurements, findings, annotations, statistics, calculations, impressions, indications, and any information that may be generated during performance of an examination using the Product, excluding Patient Information.
“including” means “including but not limited to”.
“Patient Information” has the meaning set out in the “Patient Data and Legal Compliance” section below.
“Personally Identifying Information” means any information that could be used to identify an individual, or information which could identify their relatives, employers, or household members.
“Privacy Laws” has the meaning set out in the “Privacy and Content Terms” section below.
“Registered User” means a person that completes Prenuvo’ Account registration process, as described in the “Account Registration” section below.
“Registered User Content” means Content a Registered User uploads, submits, stores, or transmits to the Services.
“Sharing Feature” means Prenuvo’ feature which allows a Registered User to share Examination Information with others.
“you” means a Registered User or an unregistered accessor of a public portion of the Site, as applicable.
MODIFICATIONSPrenuvo reserves the right, at its sole discretion, to modify, discontinue or terminate the Services (or any aspect thereof) or to modify these Terms, at any time and without prior notice. If we modify these Terms we will post the modification via the Site or App or provide you with notice of the modification. By continuing to access or use the Services after we have posted a modification or have provided you with notice of a modification, you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, you agree to immediately stop using the Services.
ACCOUNT REGISTRATION; CONDITIONS ON ACCESS AND USE OF SERVICES
AVAILABILITYAccess to and use of the Services is limited to individuals who are at least 18 years of age. The Product and Services are available only in countries where they have been approved by applicable regulatory authorities. You shall not use the Product in any jurisdiction other than the jurisdiction in which you purchased the Product.
COMPLIANCE WITH LAWS.You are responsible for ensuring that your use of the Product and Services complies with the laws of your country of residence and you assume the risks (including indemnity under the “Indemnity” Section below) attendant to the use of the Product and Services and the use of any Content that you upload to or through the Services. You must register to create an Account (“Account”) to use the Product, App, or Cloud Services (including the Sharing Feature and the Commenting Feature).
To register, you must provide a username, your email address, and other information specified in the registration form (“Registration Data”). You represent and warrant: (i) the Registration Data that you provide about yourself is true, accurate, current, and complete; (ii) you are at least 18 years of age. You authorize Prenuvo, in its sole discretion to confirm the truthfulness and accuracy of the Registration Data. If you provide any information that is untrue, inaccurate, not current or incomplete, or if Prenuvo has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Prenuvo has the right to suspend or terminate your Account and refuse any and all current or future use of the Services. You also authorize Prenuvo to access your contact list and/or address book on your device at your direction in order to allow you to share Content with specific contacts you choose, connect with your colleagues, or to allow you to invite specific contacts you choose to use the Product or Services. If your invitee is a resident of any country that has anti-spam laws or Privacy Laws requiring consent from users in place, you must obtain his or her prior consent to use his or her e-mail address to share information or images or issue an invitation to use the Product or Services.
Use of the Product or Services is void where prohibited by law or otherwise. By using the Product or Services, you represent and warrant that you have the right, authority, and capacity to agree to and abide by these Terms and that you are not prohibited from using the Product or Services. You understand that your use of the Services may involve or require the transmission of significant amounts of data. You are solely responsible for all data charges that may be charged by your wireless carrier or internet service provider or that may otherwise arise from your use of the Services.
SUBSCRIPTION/USAGE FEES.Prenuvo does not currently charge fees for the use of the Services. However, you acknowledge and agree that Prenuvo reserves the right, in its sole discretion, to charge you for and collect fees from you for the use of the Services and to send and receive communications. Prenuvo will provide notice of any fee collection via the Services prior to implementing such a fee, and you will have a choice at that time to continue to use the Services or not. If you choose not to pay, Prenuvo reserves the right to immediately terminate your access to the Services.
The Services are designed to require users to provide a valid, working e-mail address and password to access and use the App, Cloud Services, Registered User Content, and non-public portions of the Site. Upon registering, you will select a password. Your email address and the password and codes assigned to you are, collectively, your “User Information.” You are solely responsible for (1) maintaining the strict confidentiality of your User Information, (2) not allowing another person to use your User Information to access the Services, (3) any and all damages or losses that may be incurred or suffered as a result of any activities that occur under your User Information. You agree to immediately notify Prenuvo in writing by email of any unauthorized use of your User Information or any other breach of security. Prenuvo is not and shall not be liable for any harm arising from or relating to the theft of your User Information, your disclosure of your User Information, or the use of your User Information by another person or entity. Any attempt to obtain unauthorized access or to exceed authorized access to the any of the Services shall be considered a trespass and computer fraud and abuse, punishable under national, provincial, state, and federal laws. Prenuvo hereby notifies you that any or all communications with this Site can and will be monitored, captured, and recorded and the communications may be transmitted to the authorities as deemed necessary by Prenuvo in its sole discretion and without further notice.
PRIVACY & CONTENT TERMS
FEEDBACK.We welcome and encourage you to provide feedback, comments, and suggestions for improvements to the Product or Services (“Feedback”). You may submit Feedback by emailing us. You acknowledge and agree that if you submit any Feedback to us, you hereby grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sub-licensable (through several tiers) and transferable license under any and all intellectual property rights that you own or control in relation to the Feedback to use, reproduce, view, communicate to the public by any means, print, copy (whether onto hard disk or other media), edit, translate, perform and display (publicly or otherwise), distribute, redistribute, modify, adapt, make, sell, offer to sell, transmit, license, transfer, stream, broadcast, create derivative works from, and otherwise use and exploit the Feedback for any purpose.
REVIEWS AND TESTIMONIALS
In the case where review and testimonials (collectively "Reviews") mechanisms are directly or indirectly provided by any of the Services, the following terms and conditions apply. Prenuvo does not support the comments or opinions of reviewers and assumes no responsibility or liability for any content posted by you or any third party. Prenuvo reviews may be moderated for appropriateness. You may post reviews and comments so long as the content does not violate the following product review guidelines: reviews shall not identify any particular individual, contain any profanity, harassment, libel or defamation, infringe any Prenuvo or third-party copyrighted works, contain otherwise harmful or offensive material, or attempt to gain unauthorized access to the Services.
Prenuvo reserves the right (but not the obligation) to remove or edit reviews for any reason at its sole discretion with no notice to you, and regularly reviews posted content. If you do post a review, you agree that the content in such review is not confidential and you grant Prenuvo a non-exclusive, royalty-free, perpetual, irrevocable, and fully sub-licensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such content throughout the world in any media for any purpose. You grant Prenuvo and sub licensees the right to use the name that you submit in connection with such content, if they choose. You irrevocably waive in favour of Prenuvo all moral rights or similar rights that you may have in and to such content. You represent and warrant that you are not a minor and that you own or otherwise have obtained all of the rights to the content that you post; that the content is accurate; that use of the content you supply does not violate these Terms or any applicable laws and will not cause injury to or violate the rights of any person or entity; and that you will indemnify Prenuvo for all claims resulting from content you supply. Prenuvo reserves the right not to post, or to block or filter, any review at our sole discretion.
USER CONTENT WARRANTIES.You acknowledge and agree that you are solely responsible for all Registered User Content that you upload to and/or through the Services. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all Registered User Content that you upload and/or make available through the Services or you have all rights, licenses, consents and releases that are necessary to grant to Prenuvo the rights in such Registered User Content, as contemplated under these Terms; and (ii) neither the Registered User Content nor your posting, uploading, publication, submission, or transmittal of the Registered User Content or Prenuvo’ use of the Registered User Content (or any portion thereof) on, through or by means of the Services will (a) infringe, misappropriate, or violate a third party’s patent, copyright, trademark, trade secret, moral rights, or other intellectual property rights, or rights of publicity or privacy, or (b) result in the violation of any Privacy Laws depending on your country or jurisdiction of access to the Services. You retain the sole responsibility of your individual compliance with applicable laws.
ADS.You acknowledge and agree that some of the Site, Services, or App may be supported by advertising revenue and may contain advertisements or promotions. If you elect to have any personal, professional or business dealings with anyone whose products or services may be advertised on the Site, Services, or App, you acknowledge and agree that such dealings are solely between you and such advertiser and you further acknowledge and agree that Prenuvo shall not have any responsibility or liability for any losses or damages that you may incur as a result of such dealings. Your representations, warranties, and obligations in this section survive termination of these Terms.
PRENUVO LICENSE TERMS
PRENUVO CONTENT LICENSE GRANT.Subject to your compliance with these Terms, Prenuvo grants you a limited, non-exclusive, non-transferable license: (i) to view any Prenuvo Content solely for your personal and professional purposes solely in connection with your use of, or the contemplation of a commercial partnership with Prenuvo; and (ii) to view any Registered User Content to which you are permitted access solely for your personal and non-commercial purposes. You have no right to sublicense the license rights granted in this section.
PRENUVO CONTENT LICENSE RESTRICTIONS.You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Prenuvo Content, except as expressly permitted in these Terms or expressly permitted by applicable copyright laws. Prenuvo reserves and retains all patent, copyright, trade secrets, trademark, industrial design and other proprietary and intellectual property rights (“Intellectual Property Rights”) related to the Product and Services. No title or ownership of any of Prenuvo’ Intellectual Property Rights is transferred to you. No licenses or rights are granted to you by implication or otherwise under any Intellectual Property Rights owned or controlled by Prenuvo or its licensors, except for the licenses and rights expressly granted in these Terms or in our Product Acquisition Terms with you.
Subject to your compliance with these Terms, Prenuvo grants you a limited non-exclusive, non-transferable license to download and install a copy of the App on your mobile devices and/or computer that you own or control and to run such copies of the App solely for your own personal and professional use. The non-transferable license is also limited by any terms of service provisions required by the vendor from whom you obtained the Prenuvo App (e.g., Apple iTunes, Google Play, etc.) (hereinafter, “App Vendor”).
This license does not include any right to obtain future upgrades, updates, supplements, or any support or technical assistance relating to the Product or Services, unless Prenuvo has specifically and expressly indicated that obtaining them is an integral part of the Product or Services. If upgrades, updates or supplements to the Product or Services are obtained, the use thereof will be governed by these Terms or such other terms and conditions and may be subject to additional payments.
PERMITTED USERSYou may permit your healthcare provider to exercise the rights granted to you herein; provided, however, that you shall be responsible for any acts of such third parties that are inconsistent with this Agreement. Notwithstanding the foregoing, independent contractors that supply products comparable to the Product or Services shall be provided access to the Product or Services only with Prenuvo’ prior written consent and subject to any conditions Prenuvo deems appropriate to protects is confidential and proprietary information.
PATIENT DATA AND LEGAL COMPLIANCE
You agree not to do any of the following:
LINKSThe Services may contain links to third-party websites or resources, which do not form part of the Services and which Prenuvo has no control over. You acknowledge and agree that Prenuvo is not responsible and assumes no liability for: (i) the availability or accuracy of such websites or resources; or (ii) the Content, products, or services on or available from such websites or resources for which such third party is solely responsible. Links to such websites or resources do not imply any endorsement or representation of any kind by Prenuvo of such websites or resources or the content, products, services, business practices, content (including without limitation the appropriateness of content on such websites or resources, or the quality or suitability of any products or services offered on such websites or resources) available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the Content, products, or services on or available from such websites or resources, and you hereby irrevocably waive any claim against Prenuvo with respect to such websites or resources.
TERMINATION AND ACCOUNT CANCELLATIONIf you breach any of these Terms, Prenuvo will have the right to suspend or disable your Account or terminate these Terms, at its sole discretion and without prior notice to you. Prenuvo reserves the right to revoke your access to and use of the Services, at any time, with or without cause. You may cancel your Account at any time by contacting us online.
YOUR RELIANCE UPON THE PRODUCT OR SERVICES, OR CONTENT OBTAINED OR USED BY YOU THROUGH THE SITE, SERVICES, OR APP IS SOLELY AT YOUR OWN RISK. THE PRODUCT AND SERVICES, INCLUDING ANY COLLECTIVE CONTENT, PRODUCT DESCRIPTIONS, AVAILABILITY AND PRICES SHOWN ON THE SITE, ARE PROVIDED “AS IS”, WITHOUT ANY REPRESENTATION OR WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, PRENUVO EXPLICITLY DISCLAIMS ANY WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF THE COURSE OF DEALING OR USAGE OF TRADE. Prenuvo MAKES NO REPRESENTATION OR WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. YOU SHOULD INDEPENDENTLY EVALUATE THE ACCURACY OF THE INFORMATION AND THE USEFULNESS FOR YOUR PARTICULAR NEEDS OF ANY OF THE PRODUCT OR SERVICES.
YOU EXPRESSLY ACKNOWLEDGE THAT (I) THERE ARE NO WARRANTIES OR REPRESENTATIONS MADE REGARDING THE PRENUVO CONTENT INCLUDING WITHOUT LIMITATION HOW CURRENT IT IS, ITS ACCURACY, ITS RELIABILITY, ITS COMPLETENESS, ITS AVAILABILITY, ITS SECURITY, THAT ERRORS OR DEFECTS WILL BE CORRECTED OR THAT THE SERVICES, ANY HYPERLINKED WEBSITE, OR THE SERVERS UPON WHICH THEY RESIDE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
PRENUVO MAKES NO REPRESENTATION OR WARRANTY REGARDING THE QUALITY OF ANY PRODUCTS, SERVICES, OR COLLECTIVE CONTENT PURCHASED OR OBTAINED THROUGH THE SERVICES OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS, OR RELIABILITY OF ANY CONTENT OBTAINED THROUGH THE SERVICES.
PRENUVO CANNOT GUARANTEE THE AVAILABILITY OF ANY PRODUCTS OR ITEMS DESCRIBED ON THE SITE AND SOME MAY NOT BE AVAILABLE AT ALL DUE TO SPACE LIMITATIONS, UNAVAILABILITY OF SUPPLY OR FOR OTHER REASONS. PRODUCT INFORMATION (INCLUDING WITHOUT LIMITATION PRICING, SPECIFICATIONS AND WARRANTY INFORMATION) IS SUBJECT TO CHANGE AT ANY TIME, AND MAY NOT BE CURRENT OR ACCURATE, AND IS SUBJECT TO THE DISCLAIMERS AND LIMITATIONS OF LIABILITY SET OUT ABOVE.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM PRENUVO OR THROUGH THE SERVICES WILL CREATE ANY REPRESENTATION OR WARRANTY NOT EXPRESSLY MADE HEREIN.
INDEMNITYYou agree to defend, indemnify, and hold Prenuvo, its officers, directors, employees, agents, licensors, and suppliers, harmless from and against any claims, liabilities, damages, losses, and expenses, proceedings or demands including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Services, or your violation of these Terms.
LIMITATION OF LIABILITYYOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, AND UNLESS OTHERWISE STATED IN OUR PRODUCT ACQUISITION TERMS WITH YOU, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE PRODUCT AND SERVICES REMAINS WITH YOU. NEITHER Prenuvo, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OTHER REPRESENTATIVES, NOR ANY OTHER PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE PRODUCT OR SERVICES WILL BE LIABLE FOR ANY COMPENSATORY, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, CLAIMS, EXPENSES OR OTHER COSTS, INCLUDING LOST PROFITS, REVENUE, TIME, OPPORTUNITY, CONTENT, DATA, DAMAGE TO PROPERTY, OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES, CLAIMS, EXPENSES OR OTHER COSTS FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE PRODUCT OR SERVICES, OR FROM ANY COMMUNICATIONS, INTERACTIONS, OR MEETINGS WITH OTHER USERS OF THE SERVICES OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES WHETHER BASED ON WARRANTY, CONTRACT, DELICT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, STATUTE, EQUITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT SUCH DAMAGES ARE FORSEEABLE, AND WHETHER OR NOT PRENUVO HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED IN MEETING ITS ESSENTIAL PURPOSE.
PROPRIETARY RIGHTS NOTICES
The Prenuvo name and logo are trademarks of Prenuvo. Other registered and unregistered trade-marks, trade-names, related words, domain names, logos, and slogans which are the proprietary property of Prenuvo may appear from time to time on the Services. All other trade-marks, product names and company names or logos cited herein which are not the property of Prenuvo are the property of their respective owners. You agree that Prenuvo trademarks may not be used without express permission from Prenuvo. Prenuvo trademarks may not be used in connection with any products or services which do not belong to Prenuvo unless authorized by Prenuvo with advance written notice and never in any manner that is likely to cause confusion among customers or potential customers of Prenuvo or in any manner that disparages or discredits Prenuvo.
All Prenuvo Content contained on the Services are the copyright and property of Prenuvo (unless otherwise expressly stated). No Prenuvo Content from the Services or any website owned, operated, licensed, or controlled by Prenuvo may be modified, copied, reproduced, republished, framed, uploaded, posted, transmitted, or distributed in any way, except that you may download one copy of the materials for your personal use only, provided that you keep intact all copyright and other proprietary notices. You shall keep intact all copyright and other proprietary notices. Any other use of the Prenuvo Content is strictly prohibited. If you wish to link to this Site, you must contact us to obtain our advance written approval. Modification or use of the Prenuvo Content for any other purpose than as described above is a violation of Prenuvo copyright and other proprietary rights, and is also strictly prohibited. All rights are reserved.