Terms & Conditions of Use and End User License Agreement

Last Revised: May 4, 2018

PART A – INTRODUCTION

These Terms & Conditions of Use and End User License Agreement (the “Terms of Use”), together with any documents referred to herein, govern your use of our Veta™ Smart Case, Veta Appproduct, and its related services, applications (including mobile applications), and tools including all related functionality accessible through https://www.aterica.com/ and any other affiliated websites (collectively, the “Services”).  Veta Smart Case & App are distributed in the United States by Aterica Digital Health Corp. Wilmington, DE, and distributed in Canada by Aterica Digital Health Inc. Waterloo, Canada. A purchaser in the United States agrees and is deemed to have contracted with Aterica Digital Health Corp.  and a purchaser in Canada agrees and is deemed to have contracted with Aterica Digital Health Inc.  

The Services are operated by Aterica Inc., and/or its affiliates (the “Company”), a corporation incorporated under the laws of the Province of Ontario. Contact details for the Company can be found on the https://www.aterica.com/ website.

The Services should be used for informational purposes only. Actual medical treatment and results will vary and may be affected by additional factors not considered by the Services.  Only a medical professional can determine the treatment appropriate for your specific condition. Talk to your physician about what healthcare treatment is right for you and all product, treatment and procedure risks. Company is not a medical professional and does not practice medicine. As described in more detail below, the Services are provided “as-is” without any warranty of any kind, express or implied, and Company specifically disclaims all liability and responsibility for the results or consequences of any actions taken in reliance on information derived from the Services. If you experience an anaphylactic reaction, administer your auto-injector(s) and contact emergency services.

 

Important: By using the Services, you acknowledge, understand and agree that in providing the service we rely on a number of third party providers, including for purposes of sending push notifications, and hereby disclaim any liability with respect to the services provided by such providers.

PART B – ACCEPTING THE TERMS OF USE

By using the Services you confirm that you accept these Terms of Use and that you agree to abide by them. The word “you” in these Terms of Use refers to the individual accessing any of the Services offered by the Company, and also to any corporation or other legal entity that any such individual represents. Should you access the Services on behalf of another legal entity, you hereby warrant that you have the authority, actual or implied, to bind that entity to the Terms of Use, and that such entity will be responsible for your use of the Services in all respects.

In using the Services you represent and warrant that: (i) you have the capacity and the authority to enter into these Terms of Use and these Terms of Use and any transactions entered into in connection with it do and shall constitute your legal, valid and binding obligations; (ii) if applicable, the execution, delivery and performance by you of these Terms of Use and the consummation of the transactions contemplated by it have been duly authorized by all necessary corporate action; and (iii) you have the corporate or other power to carry on business and enter into and perform your obligations under these Terms of Use and, if you are a corporate or other legal entity, you are in good standing under the laws of its jurisdiction of incorporation.

If you do not have the capacity to enter into a legal agreement in the province, state, territory or country in which you reside, you may not use the Services unless a parent or legal guardian agrees and consents to these Terms of Use on your behalf. By permitting a person who lacks capacity to utilize the Services, the parent or legal guardian is hereby agreeing to and bound by the Terms of Use.

If you do not agree to the Terms of Use you must promptly discontinue your access to and use of the Services. Any use of the Services will be considered as consent and agreement to the Terms of Use.

You hereby acknowledge that the Company is and shall be relying on the truth and validity of the aforesaid covenants, representations and warranties, as well as any other covenants, representation and warranties set forth herein, in entering into these Terms of Use and providing the Services.

As described in more detail in Section D13 below, from time to time we may update the Services and these Terms of Use.  Based on your phone settings for third party App Stores, you understand that the Services may automatically update on your phone.  Your use of the Services after we post any changes to the Services or these Terms of Use constitutes your agreement to those changes. You agree to review these Terms of Use periodically to ensure that you are familiar with the most recent version. Company may, in its sole discretion, and at any time, discontinue the Services, in whole or in part, with or without notice, or may prevent your use of the Services with or without notice to you. You agree that you do not have any rights in the Services and Company will have no liability to you if the Services (in whole or in part) are discontinued or your ability to access the Services is terminated.

PART C – TERMS APPLICABLE TO USE OF SERVICES

 

  1. Registering

 

In order to participate in the Services, you may be required to register through the Services as a user when you use our eCommerce platform, use or install our Veta App, use our Support ticket system or any of the additional services by following the online prompts.  You will be asked to provide certain information about yourself including your name and contact details.  You must ensure that the information provided upon registration is correct, complete and not misleading.  You agree to be responsible for: (a) maintaining the confidentiality and security of any passwords or other account identifiers that you choose or that are otherwise assigned to you; and (b) all activities that occur under such password(s) or account(s). It is your responsibility to keep your username and any password confidential and secure.  If your username or password is used without your consent or that you discover any other breach of security, you agree to promptly notify us using the contact information provided below. We are not responsible for your failure to comply with this clause, or for any delay in shutting down your account after you have reported a breach of security to us. You should also inform us promptly of any changes to the information provided in order to ensure effective communication with the Company.

By registering or otherwise using the Services, you are forming a contract with us. The contract between us will consist of your registration details, these Terms of Use, if you make a purchase, our Terms of Sale (https://www.aterica.com/terms-of-sale/), and our Privacy Policy (https://www.aterica.com/privacy/).

 

  1. Not Professional or Medical Advice

 

Content of the Services such as text, graphics, images, notifications, information obtained from the Company’s licensors and any other third parties, and any other material accessible through the Services (“Service Content“) are for informational purposes only.  You acknowledge that Veta Smart Case and Veta App and the Service Content are not a medical device, and are not intended to be a substitute for professional medical advice, diagnosis or treatment and are not intended, nor should be relied upon, to notify a caregiver, clinician, or emergency services for the immediate delivery of care.  You acknowledge that if you have an allergic reaction that you will follow the treatment of care recommended by leading allergists to inject your auto-injector and seek immediate medical assistance.  You acknowledge and will not rely on the Service’s notifications to inform any other individual to administer your auto-injector for you.  You understand that notifications are a convenience to let others in your private support network know that you have removed your auto-injector and provide you with non-medical assistance.  Always seek the advice of your physician or other qualified professional advisor with any questions you may have regarding any Service Content. Never disregard professional advice or delay in seeking it because of any Service Content you have read or seen.

 

The Service Content is not intended to represent all available information regarding any topic, and does not present information from all potential sources of information.  The Company does not recommend or endorse any specific information, hospitals, service providers, products, procedures, opinions, or other information that may be appear in the Service Content. Reliance on any Service Content and any other information, however presented, obtained through the Services is solely at your own risk.

 

  1. Use of Content

 

The Service Content is protected by copyright, trademark and/or other laws and regulations of Canada, the United States, and foreign jurisdictions. Title to the Service Content remains with the Company and/or its Business Associates (as defined below). Any use of the Service Content not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other laws. Content and features are subject to change or termination without notice in the editorial discretion of the Company. All rights not expressly granted herein are reserved to the Company. If you violate any of these Terms of Use, your permission to use the Service Content automatically terminates and you must immediately destroy any copies you have made of any portion of the Service Content.

You understand that when using the Service Content, you will be exposed to Content from a variety of sources, and that the Company is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such Content.

  1. Public Content & User Submissions

 

The Services contain functionality (which may include surveys, support tickets, blogs, discussion forums, message boards, user reviews, etc.) that allows users to submit content that will, or would reasonably be expected to, be accessible to other users of the Services and/or other third parties (collectively, “Public Content”). You agree that you will not submit or transmit any Public Content that infringes or violates any rights of any party. By submitting Public Content, you agree that such submission is non-confidential for all purposes.

 

If you make any submission of Public Content or if you submit any business information, idea, concept or invention to the Company, by e-mail or otherwise, you automatically grant or warrant that the owner of such content or intellectual property has expressly granted the Company a royalty-free, perpetual, irrevocable, world-wide non-exclusive license to use, reproduce, create derivative woks from, modify, publish, edit, translate, distribute, perform, and display the communication or content in any media or medium, or any forum now known or hereafter developed. Further, you waive or warrant that the owner of such content or intellectual property has waived, any moral rights in such communication or content.

 

If you access any portion of the Services containing Public Content and/or submit any Public Content, you are solely responsible for your own communications, the consequences of those communications, and your reliance on any Public Content you read or otherwise access. The Company is not responsible for any Public Content, or the consequences of any Public Content. In cases where you feel threatened or believe someone else is in danger, you should contact your local law enforcement agency immediately. If you think you may have a medical emergency, call your doctor or 911 immediately.

 

In consideration of being allowed to use the Services to submit and/or access Public Content, you agree that the following actions shall constitute a material breach of these Terms of Use:

 

  • submitting or using Public Content for any purpose in violation of local, state, provincial/territorial, national, federal, or international laws;
  • submitting material that infringes on the intellectual property rights of others or on the privacy or publicity rights of others;
  • submitting material that is unlawful, obscene, defamatory, threatening, harassing, abusive, slanderous, hateful, or embarrassing to any other person or entity, as determined by the Company in its sole discretion;
  • submitting advertisements or solicitations of business;
  • after receiving a warning, continuing to disrupt the normal flow of dialogue, or submitting comments that are not related to the topic being discussed;
  • submitting chain letters or pyramid schemes;
  • impersonating another person or entity, including impersonating a representative of the Company;
  • distributing viruses or other harmful computer code;
  • allowing another person or entity to use your identification for posting or viewing comments;
  • posting the same note more than once or “spamming”; or
  • providing Public Content, or any other content that contains any viruses, trojan horses, time bombs, or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
  • engaging in any other conduct that restricts or inhibits any other person from using or enjoying Public Content or the Services, or which, in the judgment of the Company, exposes the Company or any of its users to any liability or detriment of any type.

 

Notwithstanding the foregoing, these Terms of Use in no way limit your rights under the Consumer Review Fairness Act of 2016 (H.R. 5111).

The Company reserves the right (but is not obliged) to do any or all of the following:

  • record any Public Content;
  • investigate an allegation that a communication does not conform to the terms of this section and determine in its sole discretion to remove or request the removal of the communication;
  • remove communications which are abusive, illegal, or disruptive, or that otherwise fail to conform with these Terms of Use;
  • terminate a user’s ability to submit and/or access Public Content and/or the Services upon any breach of these Terms of Use;
  • monitor, edit, or disclose any Public Content; and
  • edit, delete any Public Content, regardless of whether such communications violate these standards, or these Terms of Use.

 

  1. Advertisements, Searches & Links

 

The company may provide links to third-party web sites in connection with the Services, and may agree to allow advertisers to respond to certain search terms with advertisements or sponsored content.  The Company does not recommend and does not endorse the content on any third-party websites.  The Company is not responsible for the content of linked third-party sites, sites framed within the Services, third-party sites provided as search results, or third-party advertisements, and does not make any representations regarding their content or accuracy.  Your use of third-party websites is at your own risk and subject to the terms and conditions of use for such sites.

 

PART D – GENERAL TERMS

 

  1. Intellectual Property

 

The content of the Services, including without limitation any and all information, content, links, reports, data, databases, tools, e-mail, code, photographs, pictures, video, postings, graphics, interfaces, web pages, text, files, software, product names, company names, trade-marks, logos, trade names, or other materials contained on or in the Services and the Service Content is the “Content”.  The Content includes materials contributed to the Services by or on behalf of the Company and its affiliates, licensors, or clients, customers, other users and other third parties the Company does business with (collectively, the “Business Associates”), and materials contributed to the Services by Users, including Public Content (“User-generated Content”).

The Services and all Content, materials, data and other information created by the Company and its affiliates, licensors, or Business Associates, are protected by copyrights, trademarks, service marks, patents, trade secrets and/or other proprietary rights and laws in the U.S., Canada, and other foreign jurisdictions. The Company owns and retains all rights, title, license and interest therein and thereto. Unless expressly authorized by the Company or otherwise permitted in accordance with applicable law, you hereby agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works of any part of the Services or Content. Any access or use of the Services or Content for commercial purposes other than those expressly permitted by the Company is prohibited.

You hereby accept that the Company is not liable for any User-Generated Content found on the Services or in the Content. Any content submitted to the Services must be in keeping with the “Public Content & User Submissions” section of these Terms of Use. By virtue of submitting User-Generated Content to the Company including, without limitation, any feedback provided, or otherwise making it available for display through the Services, you are hereby granting the Company a royalty-free, unrestricted, non-exclusive license to utilize, modify, reproduce, distribute, publish, and incorporate the User-Generated Content into any part of our Content or Services.

If you are a copyright or trade-mark owner, authorized to act on behalf of one, or authorized to act under any exclusive right under copyright or trade-mark, you agree to promptly report any alleged copyright or trade-mark infringements taking place on or through the Services by providing a written notice with the following information:

  • Identification of the copyrighted work or trade-mark that you claim has been infringed;
  • Identification of the allegedly infringing content, and information reasonably sufficient to permit Company to locate it;
  • A statement by you (under penalty of perjury) that you have a good faith belief that the use of the content identified in your notice in the manner complained of is not authorized by the copyright/trade-mark owner, its agent, or the applicable law;
  • A statement by you (under penalty of perjury) that you attest that the information in your notice is accurate and that you are the copyright/trade-mark owner or otherwise authorized to act on the owner’s behalf; and
  • Your physical or electronic signature, together with your contact information (address, telephone number and, if available, email address).

Deliver the notice to us at the following mailing address: 500 Fairway Road South, Suite 23-201, Kitchener, Ontario, N2C 1X3, or by email at legal@aterica.com.

You should be aware that, under the Digital Millennium Copyright Act, claimants who make misrepresentations concerning copyright infringement may be liable for damages incurred as a result of the removal or blocking of the material, court costs, and attorneys’ fees. And, under 17 U.S.C. § 512(g)(2), the individual who posted the materials may provide us with counter-notification that the materials were removed or disabled as the result of a mistake or misidentification of the materials. If we receive such a counter-notification, and we determine that we would like to restore access to the materials, a copy will be sent to you notifying you that access to the materials will be restored within ten (10) business days.

  1. Payment Terms

 

Any ongoing periodic subscription fee paid by you for use of the Services (the “Subscription Fee”) may be changed by the Company at its discretion.

Unless otherwise stated, all currency amounts are quoted in US Dollars (USD). You are responsible for paying all fees and applicable taxes with a valid payment method by the applicable payment due date. If your payment method fails or your account is past due, the Company may collect the fees owed using other collection mechanisms including, but not limited to, charging other payment methods for you that we have on file, utilizing collection agencies and retaining legal counsel. You agree to reimburse the Company for any reasonable costs and expenses incurred in the course of collecting accounts past due. Any amount not paid when due shall be subject to late fees at a rate of two per-cent (2%) per month (or the maximum amount allowable by applicable law, whichever is less). Additionally, overdue accounts may be subject to suspension or restrictions from some or all aspects of the Services until payment is made in full.

In order to pay for the Services and/or to authorise us to deduct any Subscription Fees, you are required to register a valid form of payment. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY CREDIT CARD(S) UTILIZED IN CONNECTION WITH ANY TRANSACTION. By submitting such information, you grant us or the third party collecting that information on our behalf the right to provide such information to third parties for purposes of facilitating the completion of transactions initiated by you or on your behalf. The Company reserves the right, in its sole and absolute discretion, to change the permitted methods of payment, including without limitation, the credit cards and/or other types of payment options we are able to accept, at any time. You hereby accept responsibility for checking the details of your registration and payment methods carefully and for identifying any errors before submitting your registration. If your payment information changes, you must notify us before your payment due date. The Company is not obligated to provide you with the Services in the event that your payment information is incorrect.

 

  1. Passwords and Security

 

In connection with your use of the Services, you will have a username and password (together, “ID”).  You hereby agree to keep your ID confidential and to refrain from disclosing or sharing it with anyone. You acknowledge and agree that you are solely responsible for preventing the unauthorised use of your ID. You are solely responsible for any actions that are taken using your ID.

If you believe there has been a breach of security including, without limitation, the disclosure, theft or unauthorised use of your ID, you must notify us immediately.  If the Company reasonably believes that your ID is being used in a manner not permitted by these Terms of Use, the Company reserves the right to suspend and/or block access from your ID until the issue has been resolved.

  1. Contacting Users

 

The Company reserves the right to contact users of the Services through their provided contact information for the purpose of requesting feedback for the Services and/or for the purpose of informing such users of changes, modifications and/or enhancements to the Services, these Terms, or Privacy Policy, or any other agreement we may have with you.

 

  1. Privacy and Automatic Information

 

The Service provides a platform where people carrying an auto-injector can receive helpful reminders to keep their auto-injector close, and at their option, establish and share information with a support circle of family and friends who offer support when needed.  In providing this service, the Company does store and collate information (“Service Data”) about (i) you, including information which you may be requested to input (for example, but not limited to your name, your email, phone number, picture) and automatically collected information (for example, but not limited to your location and usage of the services) as well as (ii) inputted and automatically collected information about a Veta Smart Case, the Smart Case owner, the Smart Case carrier, Smart Sase location information, and when/where/how individuals receive events (for example, but not limited to separation, expiry, temp, removal alerts).  As part of the service, your location may be shared with others in your support circle.  None of your information is shared with anyone outside of your support circle. This information is collected and stored by the Company as further described in our Privacy Policy found at https://www.aterica.com/privacy/.  While the Company will make all reasonable efforts to protect the security and privacy of the user data and information collected, the Company does not guarantee the security of any user data.

The Company uses “cookies” and other forms of automatic information collection throughout the Services. Further material about automatic information and how the Company uses them can be found in our Privacy Policy. By using the Services, unless you have set your device to reject cookies, you are consenting to our use of cookies and other forms of automatic information in the ways described in our Privacy Policy.

  1. Anonymized User Data

 

In using the Services you hereby grant the Company full rights to anonymize your Service Data and information so that it does not identify you as a user, identify specific transactions carried out by you, or contain any other personally identifiable user information (“Anonymous Data”). You agree that the Company: (i) has full ownership over Anonymous Data; (ii) has full license to create derivative works and extract information from Anonymous Data; (iii) has full license to combine Anonymous Data (hereafter “Aggregate Data”); (iv) has the right to use the Aggregate Data on an Aggregate Basis (as defined below) in the furtherance of the Company’s business; and (v) may disclose, sell and publish Aggregate Data on an Aggregate Basis to any party through any means. “Aggregate Basis” refers to the combination of parts of information collected or processed from the user, not containing the user’s name, or other personal information, with other information from any or all other users of the Services. The Company asserts that user information used on an Aggregate Basis will not be used in a manner that discloses any individually identifiable information about the user or any specific transactions in which the user has engaged.

  1. Unauthorized Use

 

Any unauthorized use of the Services is expressly prohibited. The Company reserves the right, at its sole discretion, to immediately suspend or terminate access to the Services should your conduct fail or appear to fail to strictly conform to any of the provisions within the Terms of Use.

  1. International Data Use

 

In agreeing to these Terms of Use and otherwise utilizing the Services you hereby expressly consent to the transmission, collection, storage, processing and use of your user data, Service Data, User-Generated Content, and Anonymous Data and Aggregate Data within, from and to Canada, the United States, and to any other country where you are located (if not in the United States or Canada).  As a result, this information may be subject to access requests from governments, courts, or law enforcement in those jurisdictions according to laws in those jurisdictions.

 

  1. Disclaimers

 

Although the Company aims to offer you the best service possible, the Company makes no promise that the Services will meet your requirements. The Services are offered on an as-is and as available basis. The Company cannot guarantee that the Services will be fault- or virus-free or continuously available. Company makes no representations about the reliability of the features of the Services, the Content, or any other feature, and disclaims all liability in the event of any service failure. You acknowledge that any reliance on the Services will be at your own risk. Further, the Company cannot guarantee the timeliness of the Services. Your access to the Services may occasionally be restricted to allow for repairs, maintenance or the introduction of new facilities or services. The Company may modify or discontinue the Services, or any part thereof, at any time. Company makes no representations regarding the amount of time that any Content will be preserved.

When using the Services, information will be transmitted over a medium that is beyond the control of the Company, its licensors or suppliers. Accordingly, neither the Company, its licensors nor suppliers assume liability for nor relating to the delay, failure, interruption or corruption of any data or other information transmitted in connection with your use of the Services. You are responsible for obtaining and maintaining all connectivity, computer software, hardware and other equipment needed to access the Services and all charges related to same.

Any products and/or Services described on a website or any component of a website  are offered in jurisdictions where they may be legally offered.

 

  1. Liability

 

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL THE COMPANY, OUR REPRESENTATIVES, AFFILIATES, SUPPLIERS, OR BUSINESS ASSOCIATES, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING FROM OR RELATING TO THE USE OF THE SERVICES (“DAMAGES”). “DAMAGES” INCLUDE, BUT ARE NOT LIMITED TO, ANY LOSS OF PROFIT, EARNINGS, ANTICIPATED EARNINGS, INTERRUPTION OR LOSS OF BUSINESS, OR ANY CONSEQUENTIAL LOSSES, PROBLEMS, OR FAULT HOWSOEVER ARISING OUT OF THE USE OF THE SERVICES.

UNDER NO CIRCUMSTANCES WILL THE COMPANY, OUR REPRESENTATIVES, AFFILIATES, SUPPLIERS OR BUSINESS ASSOCIATES BE LIABLE TO YOU OR ANY PERSON WITH RESPECT TO DAMAGES INCURRED BY REASON OF ANY SERVICES OR GOODS RECEIVED THROUGH, ADVERTISED ON, OR PROVIDED BY THE SERVICES. UNDER NO CIRCUMSTANCES WILL THE COMPANY, OUR REPRESENTATIVES, AFFILIATES, SUPPLIERS OR BUSINESS ASSOCIATES BE LIABLE FOR THE ACTS, OMISSIONS OR CONDUCT OF ANY THIRD PARTY USERS OF THE SERVICES.

WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, COMPANY MAKES NO REPRESENTATION OR WARRANTY THAT: (I) THE SERVICES WILL BE COMPATIBLE WITH YOUR COMPUTER, MOBILE OR OTHER DEVICE AND/OR SOFTWARE; (II) THE SERVICES WILL BE AVAILABLE OR WILL FUNCTION WITHOUT INTERRUPTION OR ERROR; (III) THE USE OF THE SERVICES, WILL BE FREE OF ANY VIRUSES, TROJAN HORSES, WORMS OR OTHER DESTRUCTIVE, INTRUSIVE OR DISRUPTIVE COMPONENTS; (IV) THE TRANSMISSION OF INFORMATION TO AND FROM THE SERVICES WILL BE SECURE; (V) THE USE OF THE SERVICES WILL NOT INFRINGE THE RIGHTS (INCLUDING, WITHOUT LIMITATION, INTELLECTUAL PROPERTY RIGHTS) OF ANY PERSON OR ENTITY; OR (VI) THE USE OF THE SERVICES WILL NOT CAUSE ANY DAMAGE TO YOUR COMPUTER, MOBILE OR OTHER DEVICE, SOFTWARE OR ELECTRONIC FILES.

WITHOUT LIMITING THE FOREGOING IN THIS SECTION ENTITLED “LIABILITY” THE LIMIT ON THE COMPANY’S (INCLUDING OUR REPRESENTATIVES, AFFILIATES, SUPPLIERS OR BUSINESS ASSOCIATES) TOTAL CUMULATIVE LIABILITY TO YOU OR ANY PERSON FOR ANY CLAIMS ARISING FROM OR RELATING TO THE SERVICES WILL BE LIMITED TO A MAXIMUM OF TEN (10) CANADIAN DOLLARS.

SHOULD A JURISDICTION THAT DOES NOT ALLOW THE EXCLUSION OF INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES APPLY TO THESE TERMS OF USE, THE TOTAL LIABILITY TO YOU OR ANY PERSON IN CONNECTION WITH ANY INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES WILL BE LIMITED BY THE ABOVE PARAGRAPH OF THIS SECTION ENTITLED “LIABILITY” TO THE EXTENT PERMITTED BY THE APPLICABLE LAW.

YOU AGREE AND ACKNOWLEDGE THAT REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY ANY CLAIM OR CAUSE OF ACTION ARISING FROM OR RELATING TO THE SERVICES MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH A CLAIM OR CAUSE OF ACTION ARISES OR BE PERMANENTLY BARRED.

THE FOREGOING SHALL NOT APPLY TO THE EXTENT PROHIBITED BY THE APPLICABLE LAW, AND THE FOREGOING PARAGRAPHS OF THIS SECTION 10 SHALL NOT APPLY TO A RESIDENT OF NEW JERSEY TO THE EXTENT DAMAGES TO SUCH NEW JERSEY RESIDENT ARE THE RESULT OF COMPANY’S NEGLIGENT, FRAUDULENT OR RECKLESS ACT(S) OR INTENTIONAL MISCONDUCT.

  1. Indemnity

You hereby agree to indemnify the Company, our representatives, affiliates, suppliers and Business Associates, and hold all of us harmless from any and all third party claims and expenses including, without limitation, attorney’s fees, arising from or relating to: (i) any User-Generated Content that is contributed to the Services; (ii) any misuse by you of the Services, or any Service Content; (iii) any breach by you of any of these Terms of Use; and (iv) any breach by you of any law or regulation or any rights of any third party.

  1. Term and Termination of Services

 

The Terms of Use will continue to be in effect as long as the Services continue to be provided and/or used by you, unless specifically terminated earlier by us or by you. Upon any termination of these Terms of Use, you will stop using the Services and shall promptly pay any Subscription Fees or other fees that are due or become due on or prior to the date of such cancellation, termination or expiration.

The Sections that will survive termination or expiration include but are not limited to the sections entitled: “Accepting the Terms of Use,” “Breach of Terms of Use”, “Intellectual Property”, “Public Content & User Submissions”,Anonymized User Data”, Liability”, “Indemnity”, “Term and Termination of Services” (last paragraph), and “Miscellaneous”.

  1. Changes to Terms of Use

 

The Company reserves the right to change all, or any portion of these Terms of Use from time to time, at any time.  When these changes occur the Company will change the date on which the revision took place to the https://www.aterica.com/terms-of-sale website and any other applicable website or application.  If we do this, we will post the changes to these at least thirty (30) days before the amendment comes into effect. If you are a registered user, where required by law, we will send you notice of any changes to these Terms using email and/or your mailing address, or any other contact information we have for you in our discretion, setting out the new clause only, or the amended clause and the clause as it read formerly, the date of the coming into force of the amendment and the fact that you may refuse the amendment and rescind/terminate this agreement or, in the case of a contract involving sequential performance, cancel the contract without cost, penalty or cancellation indemnity by sending to us a notice to that effect no later than 30 days after the amendment comes into force, if the amendment entails an increase of your obligations or a reduction of our obligations. The Company may, but is not required to, ask you to confirm your consent to any revisions to the Terms of Use.  If we do not do so, any continued use of the Services after the changes have been updated and have come into effect will be deemed consent and agreement to abide by the revised Terms of Use (except as set forth herein).  If you do not agree to any revisions made to the Terms of Use you must immediately discontinue the use of the Services and instruct us to disable your ID.

The Company reserves the right to change or modify the functionality, features, appearance, or name of any aspect of the Services.

  1. Breach of Terms of Use

 

It is the policy of the Company to investigate and respond to any claims or perceived instances of breach of the Terms of Use, including without limitation any intellectual property infringement.

Notices of alleged breaches should be directed to:

In USA:

251 Little Falls Drive

Wilmington, Delaware  19808

In Canada:

500 Fairway Road South, Suite 23-201

Kitchener, Ontario, N2C 1X3

Attention:                     Aterica Legal

Email:                          legal@aterica.com

  1. Applicable Law

For Canadian users outside of the province of Quebec, use of the Services shall in all respects be governed by the laws of the province of Ontario, Canada, regardless of the laws that might be applicable under principles of conflicts of law. The parties agree that the Ontario courts located in Toronto, Ontario, shall have exclusive jurisdiction over all controversies arising under this agreement and agree that venue is proper in those courts. For users resident in the province of Quebec the Services will be governed by Quebec law and be subject to the jurisdiction of Quebec courts.

For U.S. users: By using the Services, you agree that the statutes and laws of the United States and the State of New York, without regard to conflicts of laws principles, will apply to all matters relating to use of the Services, and you agree that any litigation shall be subject to the exclusive jurisdiction of the state or federal courts in the State of New York, USA. You agree that, to the extent permitted by applicable law, any and all disputes, claims, and causes of action arising out of or connected with the Services and/or these TERMS OF USE, will be resolved individually, without resort to any form of class action.

The parties expressly agree that neither the United Nations Convention on Contracts for the International Sale of Goods nor the Uniform Computer Information Transactions Act shall apply to these Terms of Use or to any contracts relating to goods or services obtained through Services. A printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. It is the express will of the parties that this agreement and all related documents have been drawn up in English. C’est la volonté expresse des parties que la présente convention ainsi que les documents qui s’y rattachent soient rédigés en anglais.

  1. International Users

The Services are controlled, operated and administered by the Company (or its licensees) from its offices within Canada and is not intended to subject the Company to the laws or jurisdiction of any state, country or territory other than those of Canada and the United States. Those who choose to access the Services do so on their own initiative and at their own risk, and are responsible for complying with all local laws, rules and regulations. You also agree that you will not use the Services for any purposes prohibited by Canadian or United States law, including, without limitation, the development, design, manufacture or production of nuclear, missiles, or chemical or biological weapons. You are also subject to Canadian and U.S. export controls and are responsible for any violations of such controls, including without limitation any Canadian embargoes or other federal rules and regulations restricting exports. Additional charges such as customs, fees, taxes, and import duties are the responsibility of the buyer. Without limiting the foregoing, the Company may limit the availability of the Services, in whole or in part, to any person, geographic area or jurisdiction we choose, at any time and in our sole discretion.

  1. Apple Store Terms

For users of the Apple Store and/or our mobile application for the iPhone or iPad:

You and acknowledge and agree that this agreement (as embodied in these ) is concluded between you and Company only, and not with Apple, Inc. (“Apple”).  Company and not Apple, is solely responsible for the content of Services.  The license granted to you for the Services is limited to a non-transferable license to use this Services on any Apple-branded products that you own or control and as permitted by the Usage rules set forth in the Apple App Store Terms of Service, except that the application may be accessed and used by other accounts associated with the purchaser via Family Sharing or volume purchasing.

Company shall be solely responsible for providing any maintenance and support services with respect to the Services, as specified herein. You and Company acknowledge and agree that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Services.

Company shall be solely responsible for any product warranties, whether express or implied by law, to the extent not disclaimed herein, and in the event of any failure of the application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the application to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the application or the Services.

You acknowledge and agree that Apple shall not be responsible for addressing any claims by you or any third party relating to the Services or your possession and/or use of the Services, including, but not limited to: (i) product liability claims; (ii) any claim that the Services fail to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection, privacy, or similar legislation. In the event of any third party claim that the Services or your possession and use of Services infringes that third party’s intellectual property rights, Apple shall not be responsible for the investigation, defense, settlement or discharge of any such intellectual property infringement claim.

You represent and warrant that (i) you are not located in a country that is subject to a U.S. or Canadian Government embargo, or that has been designated by the U.S. or Canadian Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. or Canadian Government list of prohibited or restricted parties. You must comply with applicable third party terms of agreement when using the Services.

You acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of these , and that, upon your acceptance of the terms and conditions of this agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary thereof.

  1. Application Updates

Company may make available for download certain application updates or upgrades to mobile application versions of the Services to update, enhance or further develop the Services (“Application Updates”). The license granted herein allows you to download and use the Application Updates to update our App on any device that you own or control. These do not allow you to update devices that you do not own or control, and you may not make the Application Updates available over a network where it could be used by multiple devices or multiple computers at the same time. You may not make any copies of the Application Updates, unless such copy is authorized in writing by Company.

Except as and only to the extent permitted by applicable law, or by licensing terms governing use of open-sourced components included with the Services, you may not copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the Services, Application Updates, or any part thereof. Any attempt to do so is a violation of the rights of Company and its licensors of the Services and Application Updates. If you breach this restriction, you may be subject to prosecution and damages. By storing content on your device, you are making a digital copy. In some jurisdictions, it is unlawful to make digital copies without prior permission from the rights holder. The Services and Application Updates may be used to reproduce materials so long as such use is limited to reproduction of non-copyrighted materials, materials in which you own the copyright, or materials you are authorized or legally permitted to reproduce.

Company may, at its discretion, and subject to applicable law, automatically download Application Updates to your device. You agree to accept these Application Updates, and to pay for any costs associated with receiving them. The Services and Application Updates are subject to applicable export laws and regulations. You must comply with all domestic and international export laws and regulations that apply to the Services and Application Updates. These laws include restrictions on destinations, end users and end use.

  1. Mobile Service, Internet and Service Fees

Use of certain of the Services may require use of an electronic device and may require use of a wireless mobile data service, which must be obtained from your wireless carrier, and may also require Internet access, which must be obtained from your service provider; you are responsible for obtaining and paying for such additional services and obtaining a suitable device, including without limitation all usage charges related thereto. You may be required to send and receive, at your cost, electronic communications related to the Services, including without limitation, administrative messages, service announcements, diagnostic data reports, and Application Updates, from Company, your mobile carrier or third party service providers. If you do not have an unlimited wireless mobile data plan, you may incur additional charges from your wireless service provider in connection with your use of these Services. You are solely responsible for obtaining any additional subscription or connectivity services or equipment necessary to access these Services, including but not limited to payment of all third party fees associated therewith, including fees for information sent to or through such Services.

The Services may not work with all devices or all mobile carriers. Company makes no representations that the Services will be compatible with or provided by all mobile carriers. In the event that fees are charged for mobile data services in connection with the Services, you agree to pay such fee to the respective party in exchange for your continued use of such mobile products or mobile data services. Some Services may be subject to different or additional terms (including fees), which you will be required to agree to prior to your use of such Services.

  1. Miscellaneous

These Terms of Use serve as the complete and exclusive agreement between you and the Company.

These Terms of Use supersede and replace any and all previous discussions, negotiations, understandings and agreements, written or oral, regarding any or all of the subject matter herein, except that any provisions herein related to the treatment of confidential or proprietary information shall be in addition to any other agreement between you and the Company with respect to confidentiality and/or nondisclosure obligations.

No term of this Terms of Use will be deemed waived by reason of any previous failure to enforce it. No term may be waived except in writing, signed by the party waiving enforcement. If Company fails to act with respect to your breach or anyone else’s breach on any occasion, Company is not waiving its right to act with respect to future or similar breaches.

Any provision deemed invalid by a court of competent jurisdiction shall be enforced to the extent permissible. No provision deemed invalid either in part or whole shall affect the validity of the remaining provisions within the Terms of Use.

Except as otherwise expressly provided by these Terms of Use the Company will not be held liable for failure or delay in performance under these Terms of Use due to any cause beyond our reasonable control.

The Company may assign these Terms of Use, in whole or in part, without notice to you at any time. Your rights under these Terms of Use are in no way transferrable, in whole or in part, without our prior written consent.

All notices regarding the Terms of Use and the Services will be provided in writing by e-mail or by registered post (receipt required) using the contact information provided by you upon registration. Notice will be deemed given one (1) business day after e-mail transmission from the Company to you, or two (2) business days after the date of posting.

The headings used in the Terms of Use are for reference purposes only and have no legal or contractual significance. No provision of the Terms of Use shall be interpreted against a party merely because that party or its legal representative drafted said provision.

If a discrepancy is found in any translation of these Terms of Use, then the English language version shall prevail.

Always obey traffic laws.  Do not use Veta while you are driving.  If you receive a notification while driving, please pull over before using Veta or any service on your mobile phone.

  1. Contact

If you have any questions regarding these Terms of Use or intellectual property matters, or if you have any legal concern relating to Aterica or its business or Aterica Services, please contact Aterica at: Aterica Inc. 23-500 Fairway Rd. S., Suite 201 Kitchener, Ontario, N2C 1X3 Canada

 

 


 

Terms of Sale

Last Revised: May 4, 2018

This is a legal agreement between you (meaning you as an individual if you are acting on your own behalf, or the company that you represent if you are acting on behalf of such company) and Aterica Inc., or any of its affiliates (“Aterica”). Veta Smart Case & App are distributed in the United States by Aterica Digital Health Corp. Wilmington, DE, and distributed in Canada by Aterica Digital Health Inc. Waterloo, Canada. A purchaser in the United States agrees and is deemed to have contracted with Aterica Digital Health Corp.  and a purchaser in Canada agrees and is deemed to have contracted with Aterica Digital Health Inc. By placing an order or making a purchase of a product (“Aterica Product”) from the Aterica website or any other e-commerce site used by Aterica to sell Aterica products (the “Site”), you agree to these terms of sale (“Terms of Sale”) set out below, along with Aterica’s Privacy Policy (https://www.aterica.com/privacy/ and Terms of Use (https://www.aterica.com/terms-of-use/). These Terms of Sale may be updated by Aterica from time to time, and it is your responsibility to review these Terms of Sale each time you make a purchase from the Site. BY CLICKING ON THE BUTTON TO SUBMIT AN ORDER, YOU ARE CONSENTING TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS SET FORTH BELOW. IF YOU DO NOT AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS SET FORTH BELOW, DO NOT CLICK THE BUTTON TO SUBMIT AN ORDER.

Important: By using Veta and this Site, you acknowledge, understand and agree that in providing the service we rely on a number of third party providers and hereby disclaim any liability with respect to the services provided by such providers.

IMPORTANT: Veta is not a medical device and is not intended, nor should be relied upon, to notify a caregiver, clinician, or emergency services for the immediate delivery of care. If you experience an anaphylactic reaction, administer your auto-injector(s) and contact emergency services.

  1. ORDERING
    1. These Terms of Sale shall apply to all orders for Aterica Product placed by you through the Site, or as otherwise referenced in a written agreement between you and Aterica. You acknowledge that the information contained on the Site may contain technical inaccuracies or typographical errors. The Site, all content available on the Site, and all related communications are provided on an “AS IS” and “AS AVAILABLE” basis. We make no representations or warranties as to the completeness, accuracy, adequacy or reliability of any information contained on the Site.
    2. To place an order, you must:
      • provide up-to-date, complete and accurate registration information as requested by us on the Site, which may include your first and last name, institution name, mailing address, phone number and email address;
      • provide up-to-date, complete and accurate credit card information for a credit card that is valid and legally registered to you; and
      • be at all times in compliance with the terms and conditions of these Terms of Sale and applicable law, including the requirement to be 18 years of age or older.
    3. You specifically agree that Aterica may rely on the accuracy of the information provided by you to Aterica, and that Aterica will have no liability whatsoever, whether to you or to any third party, for any claims or damages resulting from inaccurate information provided to Aterica.
    4. All Aterica Products available through the Site are intended for end-user customers only. You may not purchase Aterica Products for resale, and we reserve the right to refuse or cancel your order, or to deny you any return rights, if we suspect you are doing so.
    5. Except as expressly set forth in these Terms of Sale, you shall not be entitled to change or cancel any order that has previously been accepted by Aterica without the prior written agreement of Aterica.
    6. Subscriptions can be ordered, updated, and cancelled under “My Account” found at https://aterica.com.
  2. DELIVERY AND SHIPPING
    1. All orders are subject to acceptance by Aterica, and any rejection of an order shall be made in Aterica’s sole discretion, regardless of whether the order was confirmed through the Site. If you have been charged for an order that is subsequently rejected by Aterica, Aterica will refund the amount of that order to your credit card.
    2. The estimated delivery time will be specified with your order; however, as we use a third party to deliver orders, it is possible that your order will arrive before or after the estimated delivery time. Aterica will make reasonable efforts to accommodate your delivery requirements; however, delivery is subject to availability of resources at the time of order placement. Aterica shall therefore not be liable in any way for any delay or damage arising from Aterica’s failure to meet your delivery requirements or any delivery dates.
    3. Please note that we may not be able to ship to all valid addresses and, in such circumstances, we reserve the right in our sole and absolute discretion to cancel your order. In the event we are not able to ship to the shipping address you provide, we will notify you, your order will be cancelled, and you will receive a refund in respect of your order. We reserve the right not to offer expedited or other forms of shipping.
    4. All shipments shall be made FCA Aterica’s facilities. Risk of loss for products shall pass to you upon delivery to the carrier, and you are responsible for pursuing the carrier for any loss occurring in transit.
    5. You are responsible for examining all shipments promptly upon receipt. If you discover any shortages or incorrect products in the shipment, you must notify Aterica immediately.
  3. PRICING AND PAYMENT
    1. All prices are in US dollars unless otherwise expressly stated in writing. Where you are making payment in a currency other than US dollars, the currency exchange rate that applies is the one in effect at the time your payment is processed, not the one that was in effect on the date that you placed your order. Aterica reserves the right to change its standard prices without notice. Aterica reserves the right, in its sole and absolute discretion, to change the permitted methods of payment, including without limitation, the credit cards and/or other types of payment options we are able to accept, at any time.
    2. Prices are exclusive of, and you will pay: (a) all applicable federal, state, provincial/territorial and local taxes (including all applicable sales, use, consumption, goods and service, value added, and withholding taxes), unless you have provided Aterica with an appropriate tax exemption certificate or number, and (b) all fees and charges related to customs, duties and brokerage. Aterica may charge sales tax for sales of Aterica Products through the Site. Any sales tax charged will be indicated during the checkout process.
    3. As you are the importer of record in the destination country, you are responsible for all taxes, fees and charges in relation to importation, customs, duties and brokerage (collectively, “Import Fees”). You are also solely responsible for ensuring that the Aterica Products can be lawfully imported, and for complying with all laws and regulations of the destination country related to importation, shipping and use of the Aterica Products. Aterica may, at its sole discretion, provide an estimate of some or all of the Import Fees that will be levied on the items in your order for shipment (“Import Fee Estimate”) during the purchase process. By placing your order, you agree to allow us to collect the Import Fees Estimate for the applicable items in your order. With respect to each item to which an Import Fee Estimate applies, you authorize us to designate a carrier to act as your agent with the relevant customs and tax authorities in the destination country, to clear your merchandise, and, if applicable, process and remit your actual Import Fees for such item (the “Designated Carrier”). This Import Fees Estimate amount remitted by you will be used, on your behalf, to reimburse the Designated Carriers for the Import Fees that they have paid on your behalf to the appropriate authorities of the destination country. The Import Fees Estimate may or may not include customs duties. If they do not include customs duties, you will be responsible for making arrangements with the customs authorities for payment of duties. The Import Fees Estimate may be more or less than the final actual amount of Import Fees due and payable. We have no control over the Import Fees and cannot always predict with 100% accuracy what the final actual amounts may be. For greater certainty, you should contact your local customs office for further information on the Import Fees that may be applicable to your purchase. You agree and acknowledge that (a) the actual Import Fees may be more or less than the Import Fees Estimate and (b) you will NOT receive any refund in the case that the actual Import Fees are less than the Import Fees Estimate; however, if additional Import Fees are owing, you are solely responsible for remitting such Import Fees to the appropriate authorities.
    4. Where your credit card is rejected for any reason, you will be responsible for any fees and charges associated with such rejection, as well as interest on the amount owing. Interest will be the lesser of 1.5% per month or the maximum rate permitted by law, whichever is less, commencing on the date that your credit card was rejected. Aterica may, in its sole discretion, delay shipment of, or cancel, your Aterica Product order where your credit card is rejected.
  4. RETURNS
    1. An Aterica Product purchased through the Site may be returned to Aterica for a refund of Aterica Product and applicable taxes, excluding shipping costs, within thirty (30) days of delivery. In order to be eligible for refund, returned Aterica Products must not be damaged by misuse, abuse, or disassembly. Shipping of all returns is your responsibility and at your sole expense. Please consult Aterica for details about its return procedures. You acknowledge that this 30 day return policy is considered in satisfaction of applicable statutory “withdrawal rights” or “cooling off periods”, and you waive all such statutory rights.
  5. General Product Terms
    1. These Terms of Sale cover order(s) for Aterica Product(s) made using the Site. Your use of a Aterica Product is subject to the Terms of Use available at https://www.aterica.com/. By using a Aterica Product (ordered through the Site or otherwise), you agree to the Terms of Use.
  6. Miscellaneous
    1. These Terms of Sale constitute the entire agreement between the parties with respect to your purchase of Aterica Products from this Site, and supersede all previous agreements relating to the purchase of Aterica Products from this Site. If any one or more of the provisions of these Terms of Sale is for any reason held to be invalid, illegal, or unenforceable in any respect, any such provision shall be severable from these Terms of Sale. No waiver by either party of a breach or omission by the other party under these Terms of Sale shall be binding on the waiving party unless it is expressly made in writing and signed by the waiving party. These Terms of Sale, and all Aterica Product requirements, shall be governed by, and construed in accordance with, the laws of the Province of Ontario. It is the express will of the parties that these Terms of Sale and all related documents be drawn up in English. C’est la volonté expresse des parties que la présente convention ainsi que les documents qui s’y rattachent soient rédigés en anglais.
  7. Contact
    1. If you have any questions or inquiries regarding these Terms of Sale or any order or purchase, please contact the Aterica support team through the contact details at https://www.aterica.com/contact-us/. Please note that e-mail communications will not necessarily be secure, so please do not include credit card information or other sensitive information in your e-mail correspondence with us.
    2. For contractual purposes, you consent to receive communications electronically from us and you agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. This condition does not affect your statutory rights related to electronic communications.