Terms of Service
(last updated Dec 3, 2021)
These Anipanion Terms of Service (the “Terms”) constitute a binding agreement between you and Animan Technologies, Inc., dba Anipanion (“Anipanion,” “we,” or “us”) with respect to your access to or use of the Service (as defined herein). The Service is offered subject to your acceptance, without modification, of all terms and conditions set forth herein.
THESE TERMS REQUIRE THE USE OF BINDING ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES RATHER THAN JURY TRIALS OR CLASS ACTIONS, IN ACCORDANCE WITH THE TERMS OF SECTION 23 (ARBITRATION; JURY WAIVER; CLASS ACTION WAIVER) BELOW.
ANIPANION MAY REFUSE ACCESS TO OR USE OF THE SERVICE FOR NONCOMPLIANCE WITH ANY PART OF THIS AGREEMENT. THIS AGREEMENT IS VOID WHERE PROHIBITED BY LAW, AND ANY RIGHTS TO ACCESS OR USE THE SERVICE ARE REVOKED IN SUCH JURISDICTIONS.
“You” as used herein means the natural person or entity that has agreed to be bound by this Agreement, including, without limitation, (i) veterinary practices, animal care providers, or other similar entities that purchase or otherwise register for access to the Service on a subscription or other basis (a “Subscriber”), (ii) individual employees or representatives of a Subscriber (including, by way of example and not by limitation, veterinarians, veterinary technicians, and other veterinary or animal care professionals) who access or use the Service as an authorized user of such Subscriber (an “Authorized User”), or (iii) a person or entity, other than a Subscriber or Authorized User, that purchases or otherwise registers for access to the Service for purposes of accessing telemedical veterinary care from a Subscriber (including through an Authorized User) for an animal in such person or entity’s care, ownership or control, or for accessing, using, or purchasing other animal-related product, services, and functionalities (a “Pet Parent”).
THE SERVICE. Anipanion operates an online service through its website with a homepage at https://anipanion.com/, its subdomains and/or other websites, and those associated mobile or desktop applications designated by Anipanion for use with such services from time to time (the “Site”), including all features, content, tools, applications, application program interfaces, widgets and other tools and services included thereon (collectively, the “Service”), which service facilitates and enables veterinary service and other animal care providers to offer and provide behavioral and wellness video call consultation and other non-emergency telemedical veterinary and animal care services to existing clients and their pets (the “Pet Subject”) and permits Pet Parents to access and/or purchase additional third-party products and services and to utilize activity tracking and other functionality. If you are a Subscriber, the scope of your access to the Service may be determined or otherwise limited by the terms of the applicable Subscription Plan (as defined below) selected by you, which Subscription Plan will be identified and described on an order form executed by Subscriber and Anipanion and incorporating these Terms, or through such other ordering process (including via telephone, email, or online registration) as may be permitted by Anipanion from time to time (an “Order”). Anipanion may choose not to accept Orders at its sole and absolute discretion. For the avoidance of doubt, all Orders accepted by Anipanion shall be subject to the terms and conditions of this Agreement.
ACCESS TO THE SERVICE.
Service Subscriptions. If you are a Subscriber or Authorized User, the Service is offered on a subscription basis and in accordance with the individual service plan selected by Subscriber and identified in the Order (a “Subscription Plan”). We may modify, terminate, or replace the Service or any Subscription Plan from time to time in our sole discretion and without prior notice. If you are a Subscriber, you should carefully review the scope and limitations of any Subscription Plan prior to placing an Order.
Subscribers and Authorized Users. Subject to and conditioned upon Subscriber’s compliance with the terms and conditions of this Agreement, Anipanion will provide to Subscriber’s Authorized Users access to and use of the Service, in accordance with Subscriber’s Subscription Plan and during Subscriber’s paid-up subscription period, as set forth in the Order.
Pet Parents. If you are a Pet Parent, Anipanion will, subject to and conditioned upon your compliance with the terms and conditions of this Agreement, provide you with access to and use of the Service, solely for your personal, non-commercial use.
Limitations. The rights granted under Section 3(b) and Section 3(c) hereof are non-exclusive, non-transferable (except in accordance with Section 24(c) hereof), non-sublicensable, and revocable (in accordance with the terms hereof). Anipanion may suspend or terminate Subscriber’s or any Authorized User’s or Pet Parent’s access to the Service or any component thereof if Anipanion reasonably determines that Subscriber or such Authorized User or Pet Parent has violated any term or condition of this Agreement. Subscriber will be liable to Anipanion for any violation of the terms and conditions of this Agreement by Subscriber or any Authorized User.
Rights of Subscriber. As between Anipanion and Subscriber, Subscriber shall be responsible for determining the scope and level of each Authorized User’s access to the Service; subject, however, to the scope and limitations of the rights granted under Section 3(b). Subscriber may, at any time and in its sole discretion, revoke or limit the access of any Authorized User to the Service. If, at any time, Subscriber ceases to classify an individual as an Authorized User hereunder, all rights of such person to access or use the Service shall immediately cease.
USER ACCOUNTS. In order to access and use the Service or certain features thereof, you may be required to establish an Anipanion user account (a “User Account”). You must provide true, accurate, current, and complete information as prompted by the applicable registration or login form, and you are responsible for keeping such information up to date. You are responsible and liable for all activities conducted through your User Account, regardless of who conducts those activities. You are responsible for maintaining the confidentiality of any user IDs, passwords and other credentials associated with your User Account, and shall immediately notify Anipanion of any actual or suspected unauthorized access to or use of your User Account or any associated user IDs, passwords, and other credentials. You will cooperate fully with Anipanion and take all actions that Anipanion reasonably deems necessary to maintain or enhance the security of the Service, Anipanion’s computing systems and networks, and your access to the Service. Anipanion is not and shall not be deemed liable for any loss or damage to you arising from your (or, if you are a Subscriber, your Authorized Users’) failure to comply with this Section 4.
RESTRICTIONS. You shall not and shall not attempt to (and, if you are a Subscriber, you shall ensure that your Authorized Users do not and do not attempt to): (i) copy, reproduce, modify, decompile, disassemble, or reverse engineer the Service or any associated software or materials (except to the extent that applicable law prohibits or restricts reverse engineering restrictions); (ii) provide any third parties with access to any of the Service, or use any of the Service for time sharing or similar purposes for the benefit of any third party; (iii) remove any copyright or proprietary notices contained in the Service or any output thereof; (iv) breach, disable or tamper with, or develop or use any workaround for, any security measure provided or used by the Service; (v) access the Service via any bot, web crawler or non-human user; (vi) misrepresent your identity; (vii) stalk or harass any other user of the Service; (viii) access or use (or permit a third party to access or use) the Service for any unlawful purpose or for purposes of monitoring the availability, performance or functionality of the Service or for any other benchmarking or competitive purposes; or (ix) make any use of, or take any other action with respect to, the Site or Service or any component thereof in a manner that violates applicable law, any provision of this Agreement, or, if you are a Subscriber or Authorized User, any professional or ethical rules or guidelines applicable to you.
CONTENT AVAILABLE THROUGH THE SITE DOES NOT PROVIDE MEDICAL ADVICE FOR YOUR PETS
Site Content. All content provided on the site such as text, graphics, images, and other materials created by Anipanion or 3rd party providers are for educational and informational purposes only. Any and all content-related information on the site is not intended to diagnose, treat or cure your pet and is not a substitute for veterinary care provided by a licensed veterinarian. For any medical or health related advice concerning the care and treatment of your pet, please contact your veterinary care provider.
3rd Party Providers. All 3rd Party Provider Content is provided ‘as-is’ and shall be used for educational and informational purposes only. Do not disregard professional veterinary advice or delay in seeking it because of something that was read on the Anipanion site.
PetMD. PetMD offers information, articles, and advice through this site for educational purposes only. For any medical or health related advice concerning the care and treatment of your pet contact your veterinarian or local animal hospital. Upon accessing any PetMD content through the site, you agree to abide by PetMD’s legal notices, which can be found here.
CONTENT FROM USERS
User Content. As between you and Anipanion, you are solely responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness of all User Content and other information, materials, or content that you (or, if you are a Subscriber, that any of your Authorized Users) upload, input, or post, or authorize for upload or input or posting, to or otherwise in connection with the Service. Without limiting the generality of the foregoing, you shall not (nor, if you are a Subscriber, shall you permit any Authorized User to) upload, input or post (or authorize the upload, input or posting of) any User Content or other information, materials or content that (i) infringes the intellectual property rights, rights of privacy or publicity, or other proprietary rights of any third party, (ii) violates any applicable law, (iii) is, or is likely to be considered, immoral, libelous, tortuous, defamatory, threatening, vulgar, or obscene or harmful to minors, or (iv) contains any malware, viruses, Trojan horses, spyware, worms, or other malicious or harmful code. You acknowledge and agree that Anipanion does not, nor is it obligated to, monitor or police any communications or data, information, materials, or content (including User Content) transmitted through or posted to the Site or the Service and Anipanion will not be responsible for such data, information, materials, or content (including User Content). Notwithstanding the foregoing, however, Anipanion may, at its option and in its sole discretion, remove or delete from the Site or Service any data, information, materials, or content (including any User Content) that Anipanion determines violates the terms of this Agreement. For purposes of this Agreement, “User Content” shall mean any data, materials, trademarks, logos, tradenames, or information that you upload or input (or if you are a Subscriber, that any Authorized User uploads or inputs), including verbally or in audio or visual format, into, through, or in connection with the Site or Service.
Content Transmitted Through the Service. The Service includes certain features that enable Authorized Users to message Pet Parents, and Pet Parents to message Authorized Users, including in real time (collectively, “User Messaging”). Any opinions, recommendations, offers, advice, or other information disseminated through User Messaging or verbally through the Service are those of the respective user, and Anipanion shall have no responsibility or liability with respect to the same. All User Messaging and other communication accomplished through the Service shall constitute User Content hereunder and is subject to the requirements and restrictions set forth in Section 6(a) hereof. If you believe that another user has violated these Terms, including, without limitation, with respect to User Messaging or User Content, please promptly report the violation to Anipanion via email at firstname.lastname@example.org.
License to User Content. You hereby grant to Anipanion a non-exclusive, perpetual, irrevocable, worldwide, royalty-free, fully paid-up, and fully sublicensable right (including any moral rights) and license to use, store, copy, distribute, publicly perform, communicate to the public, host, stream, publicly display, modify, and create derivative works of any User Content for any and all Anipanion business purposes, including (without limitation) to operate the Service and to make the Service available to Subscribers, Authorized Users, and Pet Parents. You represent and warrant to Anipanion that you have all rights necessary to grant the rights and licenses granted to Anipanion under these Terms.
USER OBLIGATIONS. You are responsible for your (or in the case of a Subscriber, your Authorized Users’) use of the Service and compliance with this Agreement, and for all User Content (including, without limitation, User Messaging). You agree to (i) obtain all third-party consents or approvals that may be necessary for the collection, use, transmission, and uploading of User Content or other content sent to or by means of the Service by you or on your behalf (or, in the case of a Subscriber, by or on behalf of your Authorized Users), and (ii) comply with all applicable laws and regulations with respect to your access to or use of the Service, including without limitation those pertaining to privacy, data security, and publicity.
TECHNICAL REQUIREMENTS. You acknowledge and agree that the access to and use of the Service by you (and, if you are a Subscriber, by any Authorized User) is dependent upon access to telecommunications and Internet services. You acknowledge that Anipanion is not responsible for acquiring or maintaining any telecommunications or Internet services or other hardware or software that you (or, if you are a Subscriber, that any Authorized User) may need to access and use the Service, or for any costs, fees, expenses, or taxes of any kind related to the foregoing.
TERM AND TERMINATION. This Agreement shall remain in full force and effect while you use the Service. Anipanion may terminate or restrict your access to any or all of the Service or your User Account, for any reason, and without warning, and Anipanion reserves the right to discontinue or modify any aspect of the Service at any time. Any termination of these Terms is without prejudice to any rights and obligations of the parties accrued up to and including the date of termination. Upon termination of these Terms, you will remain liable for any accrued charges and amounts which become due for payment before or after termination and immediately cease to use the Service.
PURCHASES THROUGH THE SERVICE. Through the Service, Pet Parents may purchase certain products or related services advertised for sale through the Site (“Products”). Any purchases of Products through the Service shall be governed by the terms set forth in this Section 10 and by such other applicable terms as may be included in these Terms or presented at the point of purchase.
Product Orders. You agree that your order of any Product through the Service is an offer to buy, pursuant to these Terms, the applicable Product. All orders must be accepted by us or we will not be obligated to sell the Products to you. We may choose not to accept orders at our sole discretion, even after we send you a confirmation with your order number and details of the items you have ordered.
Product Prices. All Product prices, discounts, and promotions posted on or through the Service are subject to change without notice. The price charged for a Product will be the price in effect at the time the order is placed and will be set out in your order confirmation. Price increases will only apply to orders placed after such changes. Posted prices do not include taxes or charges for shipping and handling. All such taxes and charges will be added to your merchandise total, and will be itemized in your shopping cart and in your order confirmation. We strive to display accurate price information, however we may, on occasion, make inadvertent typographical errors, inaccuracies or omissions related to pricing and availability. We reserve the right to correct any errors, inaccuracies, or omissions at any time and to cancel any orders arising from such occurrences.
Shipment; Risk of Loss. Anipanion will arrange for shipment of purchased Products to you. Please review the specific delivery options offered at the point of purchase. You will pay all shipping and handling charges specified during the ordering process. Shipping and handling charges are reimbursement for the costs we incur in the processing, handling, packing, shipping, and delivery of your Product order. Title and risk of loss pass to you upon our transfer of the Products to the applicable carrier. Shipping and delivery dates are estimates only and cannot be guaranteed. Anipanion is not liable for any delays in shipments.
AutoShip Program. Certain Products may be eligible for purchase and delivery through Anipanion’s AutoShip program. Where you select the ‘AutoShip’ option with respect to any eligible Product, you are signing up for continuous shipments of such Product at the frequency you select. When you place your initial order for a Product through the AutoShip program, you will receive a notice that your AutoShip subscription has been created and your initial order will be processed. Your initial order will be processed immediately and your Payment Method (as defined below) will be charged at the time the order is placed. Your AutoShip subscription will thereafter automatically create a new order for the applicable Product according to your chosen shipment schedule, until you cancel. For subsequent orders of that Product through the AutoShip program, you will receive a pre-shipment email notification (7 days prior to the scheduled shipment date) reminding you of the upcoming Product order shipment and explaining how you may edit or cancel the order. You may edit or cancel your AutoShip order any time prior to (12:00 AM on the day prior to your designated shipment date). If you do not cancel your AutoShip order prior to this time, your order will be deemed authorized and Anipanion will process the order and charge your Payment Method the then-current Product purchase price and all shipping and handling charges, less any applicable promotions with respect to which you are eligible. If we are unable to complete your AutoShip order with the Payment Method listed in your User Account, we will notify you, however your AutoShip Order will not be placed until your User Account is updated to include a valid Payment Method. You may cancel or adjust your AutoShip program preferences at any time through your User Account. Anipanion reserves the right to modify or change the terms and conditions applicable to or cancel the AutoShip program at any time and in its sole discretion.
Returns and Refunds.
Returns. Anipanion does not offer courtesy returns for any reason. All sales on our site are considered final or non-returnable, except for any Products that arrive with a defect or damage to the product. Anipanion will accept a return of Products purchased by you for a refund of your purchase price, less the original shipping and handling costs, provided Anipanion is notified within 2 days of receipt of the products that they have arrived damaged. Such return must be made within 10 days of receipt with valid proof of purchase and provided such Products are returned in their original condition. To return products, you must email our Returns Department at email@example.com to obtain a Return Merchandise Authorization (“RMA“) number before shipping your Product. No returns of any type will be accepted without an RMA number. For defective products that arise during the warranty period and thereafter the return window outlined above, please contact the manufacturer directly and refer to the manufacturer’s warranty (see Section 10(f) below) included with the Product or as detailed in the Product’s description viewable through the Service. Warranty related items will need to be handled directly with the manufacturer and will not be the responsibility of Anipanion.
Return Shipping. You are responsible for all shipping and handling charges on returned items associated with damage or defective merchandise.
Refunds. Refunds or product replacements are processed within approximately 5 business days of our receipt of the Product. Your refund will be credited back to the Payment Method used by you at the time of purchase.
Manufacturer’s Warranty. Anipanion does not manufacture or control any of the Products offered for purchase through the Service. The listing of Products or the availability of Products through the Service does not indicate that we are affiliated with or endorse any Product or its manufacturer. Accordingly, Anipanion does not provide any warranties with respect to the Products made available through the Service. Products offered through the Service may, however, be covered by a manufacturer’s warranty, as more specifically detailed in the Product’s description on the Service and/or and included with the Product. To obtain warranty service for defective Products, please follow the instructions included in any provided manufacturer’s warranty.
Liability; Waiver. YOU AFFIRM THAT ANIPANION IS NOT AND SHALL NOT BE LIABLE, UNDER ANY CIRCUMSTANCES, FOR THE PERFORMANCE OF ANY PRODUCT OR PRODUCT MANUFACTURER, FOR ANY BREACH OF WARRANTY CLAIMS OR FOR ANY DAMAGES ARISING OUT OF THE MANUFACTURER’S FAILURE TO HONOR ITS WARRANTY OBLIGATIONS TO YOU. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, ALL PRODUCTS AVAILABLE THROUGH THE SERVICE ARE SUBJECT TO ALL DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH IN THESE TERMS, INCLUDING WITHOUT LIMITATION AS SET FORTH IN SECTIONS 18 AND 20. AS BETWEEN YOU AND ANIPANION, YOU ARE SOLELY RESPONSIBLE FOR DETERMINING THE APPROPRIATENESS OF ANY PRODUCTS FOR YOUR USE. ALL PRODUCTS ARE PURCHASED BY YOU AT YOUR SOLE RISK.
Export and Resale. You represent and warrant that you are purchasing Products through the Service for your own personal or household use only, and not for resale or export. You further represent and warrant that all purchases are intended for final delivery to locations within the United States.
SERVICE FEES AND OTHER CHARGES.
Payment Method. In order to purchase access to the Service (either on a subscription basis if you are a Subscriber, or on a per-Service Appointment (as defined below) basis if you are a Pet Parent) or to purchase Products through the Service (if you are a Pet Parent), you must have a current valid credit card or other payment method acceptable to Anipanion (a “Payment Method“). By providing a Payment Method to Anipanion, you are expressly authorizing Anipanion to charge you for any purchases you make through the Service and for all service fees, subscription fees, or other amounts applicable to your access to and use of the Service, at the applicable frequency and at the then-current rate. Except as otherwise set forth herein, Anipanion will bill all applicable subscription fees, service fees, and other fees and amounts in advance and to the Payment Method you listed in your User Account, or to a different Payment Method if you provide us with a different Payment Method in connection with the applicable purchase. For purchases of Products through the Service, we will bill, at the time of purchase, the Payment Method you use in connection with the applicable purchase.
Free Trials. If you are a Subscriber, your subscription to the Service may be preceded by a free trial (a “Trial”). We reserve the right, in our sole discretion, to determine your eligibility for a Trial and to modify the scope and availability of any Trial at any time. If you receive a Trial, you may only use those portions of the Service included in your Trial, only for the duration of that Trial, and only for the purpose of evaluating the desirability of purchasing the Service. Upon the expiration of any Trial period, your access to the Service will cease, except where Subscriber has purchased and/or registered for a Subscription Plan in accordance with the terms hereof.
Per-Use Service Fees. If you are a Pet Parent, the service fees applicable to your use of the Service shall be determined by the applicable Subscriber. Please visit the Telemedicine page of the applicable Subscriber’s website to view the then-current fees applicable to a virtual visit or chat consultation conducted by the Subscriber through the Service (each, a “Service Appointment”). We will charge your Payment Method at the Subscriber’s then-current rate upon completion of your Service Appointment. ALL SERVICE FEES PAYABLE UNDER THIS SECTION ARE FULLY EARNED UPON PAYMENT AND ARE NON-REFUNDABLE.
Subscription Fees. As consideration for Anipanion’s provision of the Service hereunder to Subscriber and any Authorized Users, Subscriber will pay to Anipanion all subscription fees and other amounts set forth hereunder or in the Order. Unless otherwise expressly established in the Order, the subscription fees and payment terms applicable to Subscriber’s Subscription Plan are displayed at the point of purchase. EXCEPT AS SPECIFICALLY SET FORTH IN SECTION 11(e), ALL SUBSCRIPTION FEES ARE NON-REFUNDABLE.
Renewal Terms. If you are a Subscriber, your Subscription Plan will automatically renew for additional subscription terms of the same length upon expiration of your initial subscription term unless and until you cancel your Subscription Plan or we terminate it. YOU MUST CANCEL YOUR SUBSCRIPTION PLAN WITHIN 15 CALENDAR DAYS OF ANY RENEWAL IN ORDER TO BE ELIGIBLE FOR ANY RETURN OF SUBSCRIPTION FEES FOR THE THEN-CURRENT RENEWAL SUBSCRIPTION. ANY SUBSCRIPTIONS NOT CANCELED WITHIN SUCH 15-DAY GRACE PERIOD SHALL NOT BE ELIGIBLE FOR ANY RETURN OF FEES.
Cancelation. Unless otherwise established in an applicable Order or otherwise set forth in Section 11(e) hereof with respect to cancelations within 15-days of any renewal, you may cancel your Subscription Plan at any time; provided, however, that any such cancellation shall not become effective until the expiration of your then-current subscription term. Except where you cancel within 15 calendar days of the commencement of any renewal period, if you cancel your Subscription Plan, you will continue to have access to the Service in accordance with the terms of your applicable Subscription Plan for the remainder of the then-current subscription term. EXCEPT AS EXPRESSLY SET FORTH IN SECTION 11(E) HEREOF, ANIPANION DOES NOT PROVIDE REFUNDS OR CREDITS WITH RESPECT TO THE SERVICE OR ANY SUBSCRIPTION PLAN, INCLUDING FOR ANY PARTIALLY-USED SUBSCRIPTION TERMS. To cancel a Subscription Plan, please send a written cancelation request via email to Anipanion at firstname.lastname@example.org, and include the phrase “CANCEL SUBSCRIPTION” in the subject line. For additional information or for assistance, please contact Anipanion’s customer support team at email@example.com. Cancelations of Subscription Plans will only be effective when submitted in compliance with the requirements of, and as set forth in, this Section 11(f).
Taxes. The fees and other payment amounts specified in this Agreement are exclusive of taxes, duties, levies, tariffs, and other governmental charges (including, without limitation, VAT) (collectively, “Taxes”). Subscriber or Pet Parent, as applicable, shall be responsible for payment of all Taxes and any related interest and/or penalties resulting from any payments made hereunder, other than any taxes based on Anipanion’s net income.
Promotions. Anipanion may offer from time-to-time promotions on the Site or with respect to the Service or any Products that may affect pricing and that are governed by terms and conditions separate from these Terms. If there is a conflict between the terms for a promotion and these Terms, the promotion terms will govern.
DOCUMENT RETENTION; DATA USE.
Anipanion Obligations. You agree and acknowledge that Anipanion is not a provider of data back-up, archiving, or data retention services. As between you and Anipanion, you are solely and exclusively responsible for the backing up, archiving, and retaining of all User Content or any other of your information, data, or materials, including, without limitation, all veterinary charts and patient records. While Anipanion adheres to reasonable policies and procedures intended to prevent the loss of User Content, including a daily system back-up regime, Anipanion does not make any representations, warranties or guarantees that the User Content or other of your information, data or materials will not be lost, altered, destroyed, damaged, or corrupted. ANIPANION HAS NO OBLIGATION OR LIABILITY FOR ANY LOSS, ALTERATION, DESTRUCTION, DAMAGE, CORRUPTION, OR RECOVERY OF ANY USER CONTENT.
PIMS Integrations. If you are a Subscriber and your Subscription Plan includes integration with a practice information management system (a “PIMS”), Anipanion will work with the applicable PIMS to complete the installation of an integration agent for the purpose of reading and write-back access of all PIMS data (including, without limitation, transactions, client and patient data (including but not limited to Pet Parent name, phone number, and email, pet name, status (alive, deceased, active, inactive), gender, species, breed, date of birth, etc.), medical history, patients, product line items, invoices, schedule availability, appointment types, and any other data that may help improve the Service, etc.) (collectively “PIMS Data”). By accepting these Terms, including by accessing or using the Site or Service in any manner, you consent to the collection, processing and sharing of PIMS Data with any such PIMS. This PIMS integration will continue until Subscriber formally requests via email at firstname.lastname@example.org that Anipanion revoke access via the Service to the applicable PIMS. For purposes of this Agreement, all data, records, information, or other materials made available or accessible through the Service by means of a PIMS integration, including PIMS Data, shall be considered User Content hereunder. You agree and acknowledge that any PIMS with which the Service is integrated is a Third Party Service (as defined below), and Anipanion shall have no responsibility, obligation, or liability with respect to the same.
Data Use Rights. You acknowledge that, in order for Anipanion to deliver the Service at a high level of quality, Anipanion requires the ability to apply its algorithms, know-how and methodology. Accordingly, and notwithstanding anything herein to the contrary and in addition to all other rights granted hereunder, you hereby grant to Anipanion permission to use, on an aggregated and de-identified basis, any User Content or other information that Anipanion learns, acquires, or obtains in connection with this Agreement, for the purposes of providing and improving the Service and Anipanion’s products and services. You also grant to Anipanion permission to share or publish summary results relating to research data and to distribute or license such data to third parties.
Use of User Content. You acknowledge that, in addition to all other rights granted hereunder, Anipanion may, in connection with and as part of its provision of the Service, collect, collate, and compile certain User Content and other content uploaded or submitted to the Service by other users (including Authorized Users and Pet Parents) relating to a specific Pet Subject for the purpose of creating a comprehensive compilation of health, service, and behavioral information and related data with respect to, and over the life of, that particular Pet Subject (a “Life Record”). If you are a Pet Parent that has purchased access to your Pet Subject’s Life Record, Anipanion will use reasonable efforts to maintain the security of all information included within the Life Record and to prevent the loss of such data.
Use of Name and Logo. If you are a Subscriber, you hereby grant to Anipanion the right to use or reference your name, trade name, trademark, service mark, logo, trade device, sales collateral, promotional material, or simulation thereof (“Marketing Materials”) to advertise, promote and/or market Anipanion and/or the Services to third parties in advertising, publicity, articles, websites, social media, marketing, promotional or sales collateral materials. Anipanion’s use of the Marketing Materials hereunder does not create any ownership right therein and all rights not granted to Anipanion are reserved by you.
ELECTRONIC COMMUNICATION. By accepting the Terms, on your behalf and on behalf of any other persons or Pet Subjects that you are responsible for:
You consent that Anipanion can communicate with you by phone or electronically via in-app messages, texts, e-mails or any other suitable form of electronic communication (“Messages”).
You consent to receiving Messages from Anipanion related to the Service such as but not limited to Messages about access, appointments, quality of service, and availability, as well as Messages that are ancillary to the Service, such as but not limited to Messages about new product announcements, product recommendations, and other promotions.
You agree that Anipanion can contact you at any time regarding the Service.
You agree that Anipanion can employ and use automated means and/or a third-party messaging service to send Messages or contact you regarding the Service.
You understand that you can revoke your consent to receiving promotional Messages at any time by updating your notification preferences in the account settings of the Service.
You understand that telehealth appointments provided under the Service will be virtual and electronically held.
You accept that you are responsible for keeping your contact information up-to-date in the account settings of the Service.
Anipanion Intellectual Property. As between you and Anipanion, the Service, Site, and all software and other technologies embodied in or used to provide the same, and all intellectual property rights therein or relating thereto, are and shall remain the exclusive property of Anipanion.
Feedback. To the extent you provide Anipanion with any suggestions, feature requests, evaluation results, feedback, or other input in relation to any aspect of the Site or Service (collectively, “Feedback”), you hereby assign and agree to assign to Anipanion all right, title and interest in and to such Feedback, including any intellectual property rights therein, and agree that Anipanion will be free to use such Feedback in any manner, including by implementing such Feedback in the Service and/or Anipanion’s other technologies, products and services, without compensation or other obligation to you.
REPRESENTATIONS AND WARRANTIES; OTHER TERMS.
Representations and Warranties. You represent, warrant, and covenant that:
You are authorized to use the Service and to access all information and data (including all User Content) that you input or import into the Service, and including any such information or data inputted or imported into the Service by any person you have authorized to use the Service (including, without limitation, any PIMS);
You own or otherwise have any and all necessary rights in and third party consents relating to such information and data, so that Anipanion’s receipt, possession, and processing of such information and data (including any User Content) does not and will not infringe, misappropriate, or otherwise violate the intellectual property rights or any privacy or other rights of any third party or violate any applicable law, rule, or regulation;
You are authorized to access the processed information and data (including User Content) that is made available to you through your access to and use of the Service (whether that information and data is your own or that of anyone else); and
If you are a Subscriber or Authorized User, you are acquiring the right to access and use the Service for the purposes of a business and that, to the maximum extent permitted by law, any statutory consumer guarantees or legislation intended to protect non-business consumers in any jurisdiction does not apply to these Terms, the Service, or the provision thereof.
Authorized User Terms. If you are a veterinarian, veterinary technician, or other veterinary professional and access the Services as an Authorized User, you agree and acknowledge that use of the Service is intended to facilitate the provision of telehealth veterinary services to only your existing clients. You agree and acknowledge that a valid Veterinarian-Client-Patient-Relationship (a “VCPR”) cannot be established online, by email, or over the telephone. The requirements of a valid VCPR may vary state to state within the United States and in other countries. By accessing or using the Service, you agree to abide by all laws, rules, regulations, and professional standards applicable to veterinary medicine practice in your state or jurisdiction, including, without limitation, the principles of Veterinary Medical Ethics of the American Veterinary Medical Association or such other governing bodies in your jurisdiction. You agree and covenant that you are and shall remain in good standing in each state or jurisdiction in which you practice veterinary medicine. Additionally, you agree and covenant that:
you have provided to Anipanion true, accurate, complete and up to date details about your qualifications and credentials;
you are solely responsible for complying with all applicable veterinary medicine and other laws, and shall confirm, prior to any use of the Service, that any use of the Service by you is consistent with all legal requirements and professional standards applicable to you; and
as between you and Anipanion, you are solely and exclusively responsible for your provision of veterinary services to Pet Parents and patients, including all advice and treatment recommended or provided, and shall indemnify and hold Anipanion harmless with respect to the same.
Other Terms. You also agree and acknowledge that:
Anipanion is not your veterinarian and use of the Service does not constitute the receipt from Anipanion of any veterinary or other medical advice or counsel. If you have any veterinary questions, please contact a licensed veterinarian;
it is solely your responsibility to determine that the Service meets your needs and/or the needs of your business or pet, as applicable, and is suitable for the purposes for which it is used; and
the Service is intended only for use within the United States. Anipanion makes no representations or warranties that the Service is appropriate for use or access in other locations. If you access or use the Service from any other location, you do so on your own initiative and at your own risk, and you alone are responsible for complying with all applicable law with respect to the same. We reserve the right to limit the availability of the Service and/or the provision of any content, program, product (including any Product), service or other feature to any person, geographic area, or jurisdiction, at any time and in our sole discretion, and to limit the quantities of any such content, program, product, service or other feature that we provide.
DISCLAIMER OF WARRANTIES. THE SERVICE, THE SITE, AND THE PRODUCTS ARE PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, AND ANIPANION HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, TITLE, AND NON-INFRINGEMENT. NEITHER ANIPANION NOR ANY PERSON ASSOCIATED WITH ANIPANION MAKES ANY REPRESENTATION OR WARRANTY WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SITE, THE SERVICE, OR ANY PRODUCTS. WITHOUT LIMITING THE FOREGOING, NEITHER ANIPANION NOR ANYONE ASSOCIATED WITH ANIPANION REPRESENTS OR WARRANTS THAT THE SERVICE, THE SITE, THE PRODUCTS, OR ANY RESULTS GENERATED FROM THE USE OF THE SAME, WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE SERVICE, THE SITE, THE PRODUCTS (WHERE APPLICABLE), OR THE SERVERS THAT MAKE THE FOREGOING AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SERVICE, THE SITE, OR THE PRODUCTS WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. AS BETWEEN YOU AND ANIPANION, YOU ASSUME ALL RISK IN CONNECTION WITH YOUR USE OF, INTERPRETATION OF, AND RELIANCE ON THE SERVICE, THE SITE, THE PRODUCTS, AND ALL CONTENT AND RESULTS GENERATED THEREBY.
YOU AGREE AND ACKNOWLEDGE THAT ANIPANION IS NOT OBLIGATED TO, AND SHALL NOT, INDEPENDENTLY VERIFY ANY INFORMATION WITH RESPECT TO ANY VETERINARIAN, VETERINARY TECHNICIAN, OR OTHER VETERINARY PROFESSIONAL OR ANIMAL CARE PROVIDER (OR INDIVIDUAL HOLDING THEMSELVES OUT AS THE SAME) THAT ACCESSES OR USES THE SERVICE IN THE CAPACITY OF AN AUTHORIZED USER, INCLUDING, WITHOUT LIMITATION, SUCH INDIVIDUAL’S PROFESSIONAL PROFILE, COMPETENCY, CREDENTIALS, BACKGROUND, OR PROFICIENCY. ANIPANION CANNOT AND DOES NOT CONTROL THE SERVICES PERFORMED BY OR ACTIONS OF ANY SUBSCRIBER OR AUTHORIZED USER, OR ANY OTHER VETERINARY PROFESSIONAL OR ANIMAL CARE PROVIDER. YOU AGREE AND ACKNOWLEDGE THAT ANIPANION IS NOT RESPONSIBLE FOR, AND SHALL NOT BE LIABLE IN ANY WAY FOR, ANY ACTS OR OMISSIONS OF ANY VETERINARIAN, VETERINARY TECHNICIAN, OTHER VETERINARY PROFESSIONAL OR OTHER ANIMAL CARE PROVIDER, ANY THIRD PARTY SERVICE PROVIDER (INCLUDING, WITHOUT LIMITATION, ANY PIMS OR PRODUCT MANUFACTURER) OR ANY USER OF THE SITE OR SERVICE.
Some jurisdictions do not allow the exclusion or limitation of certain warranties, so some of the exclusions and/or limitations in this Section 18 may not apply to you.
INDEMNITY. You agree to indemnify, defend, and hold Anipanion and its officers, directors, employees, agents, licensors, and service providers harmless from and against any claims, liabilities, losses, damages, judgments, awards, costs, and expenses (including reasonable attorneys’ fees) arising out of or resulting from (a) your access to and use of (and with respect to a Subscriber, your Authorized Users’ access to and use of) the Service and Site, or any violation of this Agreement or applicable law; (b) if you are a Subscriber or Authorized User, your practice or provision of veterinary medicine or other animal care services, in any form, including any use of the Service by you in connection with the same; and (c) any User Content posted or uploaded to, or otherwise made available through, the Service. We reserve the right, at our own expense, to assume the exclusive defense and control of any action subject to indemnification by you, and in such event you agree to cooperate with us in defending such action.
LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL ANIPANION OR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING FROM OR RELATED TO YOUR ACCESS TO, USE OF, OR INABILITY TO ACCESS OR USE THE SERVICE OR SITE, INCLUDING, BUT NOT LIMITED TO, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF USE, LOSS OR ILLNESS OF PETS; OR LOSS OF DATA, WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE. IF, NOTWITHSTANDING THE PROVISIONS OF THIS SECTION, ANIPANION IS FOUND LIABLE FOR ANY LOSS OR DAMAGE UNDER ANY LEGAL THEORY RELATING IN ANY WAY TO THE SUBJECT MATTER OF THIS AGREEMENT, IN NO EVENT WILL ANIPANION’S AGGREGATE LIABILITY TO YOU OR ANY THIRD PARTY EXCEED THE TOTAL AMOUNT OF FEES, IF ANY, PAID BY YOU TO ANIPANION IN THE SIX (6) MONTH PERIOD PRECEDING THE EVENT FIRST GIVING RISE TO ANY CLAIM. If you are not satisfied with the Service, your sole and exclusive remedy is to cancel your subscription (if applicable) and cease all use of the Service. Some jurisdictions do not allow the exclusion or limitation of certain consequential damages, so some of the exclusions and/or limitations in this Section 18 may not apply to you.
You and Anipanion each understand and agree that the disclaimers, exclusions, and limitations in this Section 20 and in Section 18 are essential elements of this Agreement and that they represent a reasonable allocation of risk. In particular, you understand that Anipanion would be unable to make the Site or Service available to you except on these terms and agree that this Agreement will survive and apply even if any limited remedy specified in this Agreement is found to have failed of its essential purpose.
DIGITAL MILLENNIUM COPYRIGHT ACT.
Anipanion is committed to respecting and protecting the legal rights of copyright owners in accordance with the Digital Millennium Copyright Act (Section 512(c)(3) of the DMCA (17 U.S.C. § 512 et seq.)). If you believe any content infringes your intellectual property rights, please submit a notice to us describing such infringement (a “DMCA Takedown Notice”) with the following information:
A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works;
Identification of the material claimed to be infringing or to be the subject of infringing activity and that is to be removed or access disabled and information reasonably sufficient to permit the service provider to locate the material;
Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and, if available, email address;
A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
A statement that, under penalty of perjury, the information in the notification is accurate and you are authorized to act on behalf of the owner of the exclusive right that is allegedly infringed.
Any DMCA Takedown Notice should be sent to: email@example.com. You acknowledge that for Anipanion to be authorized to takedown any content, your DMCA Takedown Notice must comply with all of the requirements of this Section.
HELP DESK. If you encounter technical problems when using the Service, please email firstname.lastname@example.org.
ARBITRATION; JURY WAIVER; CLASS ACTION WAIVER
PLEASE READ THIS SECTION CAREFULLY. IT IMPACTS THE RIGHTS THAT YOU MAY OTHERWISE HAVE. IT PROVIDES FOR RESOLUTION OF MOST DISPUTES THROUGH INDIVIDUAL ARBITRATION INSTEAD OF TRIAL COURTS AND CLASS ACTIONS. THIS “ARBITRATION; JURY WAIVER; CLASS ACTION WAIVER” SECTION SURVIVES ANY EXPIRATION OR EARLIER TERMINATION OF THESE TERMS.
Informal Dispute Resolution. As a condition precedent which must be satisfied prior to initiating any arbitration or other action against the other party, both you and Anipanion agree to the following dispute resolution procedure: In the event of any controversy, claim, action or dispute arising out of or related to the Site or the Service, or the breach, enforcement, interpretation, or validity of this Agreement (“Claim“), the party asserting the Claim must first try in good faith to settle such Claim by providing written notice, by first class or registered mail, to the other party describing the facts and circumstances (including any supporting documentation) of the Claim. The party asserting the Claim must allow the receiving party 30 days in which to respond to or settle the Claim.
For purposes of this Section, notices must be sent as follows:
If to Anipanion: to 1111 Sixth Street, Suite 300, San Diego, Ca 92101 with a copy emailed to email@example.com.
If to you: to your last-used billing address or the billing and/or delivery address listed in your User Account.
Arbitration. To the extent you cannot resolve any Claim through the informal dispute resolution procedure set forth above, and except as otherwise set forth herein, a Claim must be resolved through binding individual arbitration. You agree to give up your right to go to court to assert or defend your rights under this Agreement and with respect to any Claim. You and Anipanion each expressly delegate to the arbitrator the authority to determine the arbitrability of any Claim, including the scope, applicability, validity, and enforceability of this arbitration provision.
To begin an arbitration proceeding, you must send a written request to Anipanion at: 1111 Sixth Street, Suite 300, San Diego, Ca 92101 with a copy emailed to firstname.lastname@example.org You agree that the arbitration will be conducted by the American Arbitration Association (“AAA”) pursuant to its Consumer Arbitration Rules (“AAA Rules”), as modified by this Arbitration Agreement. The AAA Rules are available on the AAA’s website www.adr.org, or by calling the AAA at (800) 778-7879. In accordance with the AAA Rules, you must also send a copy of your written demand for arbitration to AAA when submitting your request to Anipanion. In the event that the AAA is unable or unwilling to initiate arbitration within fourteen (14) days of receiving a demand for arbitration, arbitration may be conducted by JAMS, Inc. (in accordance with its Streamlined Arbitration Rules & Procedures) or by any other mutually agreeable arbitration administration service. You and Anipanion each agree that this Agreement evidences a transaction in interstate commerce and that this arbitration provision will be interpreted and enforced in accordance with the U.S. Federal Arbitration Act and federal arbitration law and will not be governed by state law. You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the county where you live or at another mutually agreed location. The arbitration will be conducted in the English language. An arbitrator may award on an individual basis any relief that would be available in a court, including injunctive or declaratory relief to the extent required to satisfy your individual claim, and must follow and enforce this Agreement as a court would. Any arbitration shall be confidential, and neither you nor Anipanion may disclose the existence, content or results of any arbitration, except as may be required by law or for purposes of enforcement of the arbitration award. Judgment on any arbitration award may be entered in any court having proper jurisdiction.
In lieu of arbitration, and notwithstanding anything in this Section to the contrary, either you or Anipanion may bring any individual claim in small claims court consistent with the jurisdictional and dollar limits that may apply, but only if it is brought and maintained as an individual claim. Additionally, and notwithstanding anything herein to the contrary, nothing in this Section shall prohibit you or Anipanion from seeking temporary injunctive relief in a court of competent jurisdiction to prevent an imminent or stop an actual breach of this Agreement.
Class Action and Jury Waiver. You and Anipanion each agree that any proceeding, whether in arbitration or in court, will be conducted only on an individual basis and not in a class, consolidated or representative action. If a court or arbitrator determines in an action between you and Anipanion that this class action waiver is unenforceable, the arbitration agreement set forth above will be void as to you. If for any reason a Claim proceeds in court rather than through arbitration, you and we each waive any right to a jury trial. ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION OR CLAIM ACCRUES, OTHERWISE SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
Service Availability. You agree and acknowledge that the Site and/or Service may be temporarily unavailable due to maintenance or other development activities. Anipanion will use commercially reasonable efforts to provide you with advance notice of any such unavailability, but shall not have any liability to you for any planned or unplanned unavailability or downtime.
Force Majeure. We will not be liable for any delay or failure in the performance of our obligations under these Terms if the delay or failure is due to any cause outside of our reasonable control.
Assignment. You may not assign or transfer any rights to any other person without Anipanion’s prior written consent. Any purported assignment in violation of this paragraph is void and of no effect. This Agreement shall be binding on the parties and their permitted successors and assigns. A person who is not a party to these Terms has no right to benefit under or to enforce any term of these Terms.
Governing Law and Venue. These Terms and any dispute or claim arising out of or related to these Terms, their subject matter, or their formation (in each case, including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the State of California, other than such laws and case law that would result in the application of the laws of a jurisdiction other than the State of California. The United Nations Convention on Contracts for the International Sale of Goods shall have no applicability. Any dispute between the parties that is not subject to arbitration or cannot be heard in small claims court will be resolved in the state or federal courts located in San Diego, California.
Notices. Any notice given under these Terms by any party to another party must be in writing and sent by email, and will be deemed to have been given upon transmission. Notices to Anipanion must be sent to email@example.com. Notices to you will be sent to any email address associated with your User Account. For contractual purposes, you consent to receive communications from us in electronic form, including via text message for purposes of our provision of the Service, and you agree that all terms and conditions, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
Severability and Waiver. If any part or provision of these Terms is held by a court of competent jurisdiction to be invalid, unenforceable, or in conflict with the law, that part or provision shall be replaced with a provision which, as far as possible, accomplishes the original purpose of that part or provision, and the remainder of these Terms will continue in full force and effect. Our failure to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. If we waive any breach of these Terms, such waiver will not constitute a waiver of any other breach. No waiver will be effective unless made in writing.
For more information or other questions, please contact our customer support team by email at firstname.lastname@example.org. You may report a complaint, if you are a resident of California, to the Complaint Assistance Unit of the Division of Consumer Services at the California Department of Consumer Affairs by telephone at (800) 952-5210 or by mail at 400 R Street, Sacramento, CA 95814, United States.