Effective Date: November 8, 2018
This website https://vavehealth.com/ contains information about products cleared for use in the United States and is intended for and directed to a United States audience only. If you reside outside the U.S., this website will not contain relevant information for you, as products are not cleared for use or sale in your country.
Access to the website by the intended audience is subject to the following Terms of Use, which may be updated by us from time to time without notice to you. You are responsible for periodically reviewing these Terms of Use for applicable changes. Your use of this website constitutes your acceptance of the Terms of Use as of the last update.
By accessing or using this website, you agree that you have read, understand, and agree to be bound to these Terms of Use applying to the products, which are comprised of a series of hand-held ultrasound probes enabled via an application downloadable from the internet (e.g. for iOS, Android and via the web), as well as cloud storage services, and, in future, an e-commerce platform for purposes of product purchase and subscription services (collectively the “Products and Services”). These Terms of Use as they may be amended from time to time, as well as to the terms of our Privacy Statement, which is hereby incorporated into these Terms of Use. If you disagree with these Terms of Use (as they may be amended from time to time), or are dissatisfied with this website, your sole and exclusive remedy is to discontinue using this website.
1. No Medical Advice
Vave’s Products and Services are available for use by a licensed healthcare professional. No director, employee, agent, or representative of Vave are engaged in rendering medical advice, diagnosis, treatment or other medical services that in any way create a physician-patient relationship through this website. The information and other content available to you via this website is for informational purposes only and is not provided as a substitute for advice provided by a doctor or other qualified healthcare professional. Please consult with a doctor or other qualified healthcare professional for medical advice or information about diagnosis or treatment.
2. Registration Data.
In registering for Vave Products and Services, you agree to (1) provide true, accurate, current and complete information about yourself as prompted by the Services’ registration form (the “Registration Data”); and (2) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You represent that you are (1) at least eighteen (18) years old; (2) of legal age to form a binding contract; and (3) not a person barred from using Vave Products and Services. You are responsible for all activities that occur under your account. You agree that you shall monitor your account to restrict use by minors, and you will accept full responsibility for any unauthorized use of this website, or Vave’s Products and Services. You may not share your account information or password with anyone, and you agree to (1) notify Vave immediately of any unauthorized use of your password or any other breach of security; and (2) exit from your account at the end of each session. If you provide any information that is untrue, inaccurate, not current or incomplete, or Vave has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of this website, Vave Products and Services (or any portion thereof) in its sole discretion. You agree not to create an account using a false identity or information, or on behalf of someone other than yourself, for competitive intelligence or any other purpose. You agree that you shall not have more than one account per platform at any given time. Vave reserves the right to remove or reclaim any usernames at any time and for any reason, including but not limited to, claims by a third party that a username violates the third party’s rights. You agree not to create an account or use Vave’s website, Products and/or Services if you have been previously removed or banned by Vave.
3. Disclaimers
You acknowledge and agree that:
a. Although we endeavor to provide you the latest developments relating to our Products and Services, and other information related to Vave Health, Inc., we do not warrant the accuracy, effectiveness and suitability of any information contained in this website. ALL CONTENT ON THIS WEBSITE IS PROVIDED TO YOU ON AN “AS IS,” “AS AVAILABLE” BASIS. VAVE HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. VAVE MAKES NO WARRANTY AS TO THE ACCURACY, COMPLETENESS, CURRENCY, OR RELIABILITY OF ANY CONTENT AVAILABLE THROUGH THIS WEBSITE. VAVE MAKES NO REPRESENTATIONS OR WARRANTIES THAT USE OF THIS WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE. YOU ARE RESPONSIBLE FOR USE OR RELIANCE ON THE CONTENT AND ALSO FOR TAKING ALL PRECAUTIONS NECESSARY TO ENSURE THAT ANY CONTENT YOU MAY OBTAIN FROM THIS WEBSITE IS FREE OF VIRUSES AND ANY OTHER POTENTIALLY DESTRUCTIVE COMPUTER CODE. users assume full responsibility and all other risks arising from use of this website. THIS PROTECTION COVERS CLAIMS BASED ON WARRANTY, CONTRACT, TORT, STRICT LIABILITY, AND ANY OTHER LEGAL THEORY. Some states do not allow the limitation of liability, in which case this provision may not apply to you.
b. This website may contain forward-looking statements that reflect Vave’s current expectation regarding future events and business development. The forward-looking statements involve risks and uncertainties. Actual developments or results could differ materially from those projected and depend on a number of factors including, but not limited to, the success of current research programs, results of pending or future clinical trials, ongoing commercialization of its products, regulatory approvals of its products, validity and enforcement of its patents, the stability of its commercial relationships, and the general economic conditions. Vave intends to update this site on a regular basis but assumes no obligation to update any of the content.
4. Your Access and Use of this Website, Products and Services
You understand, acknowledge, and agree to the following:
a. By using this website, you agree not to disrupt or intercept our electronic information posted on this website or on any of our servers. You also agree not to attempt to circumvent any security features of our website, Products and/or Services you will abide by all applicable, local, state, federal and international laws, rules and regulations.
b. You grant to Vave the right to use all content you upload or otherwise transmit the same, subject to these Terms of Use and Vave’s Privacy Statement in any manner Vave chooses, including, but not limited, to copying, displaying, performing or publishing it in any format whatsoever, modifying it, incorporating it into other material or making a derivative work based on it.
c. Except as expressly stated and agreed upon in advance by Vave, no confidential relationship shall be established in the event that any user of this website should make any oral, written or electronic communication to Vave (such as feedback, questions, comments, suggestions, ideas, etc.). If Vave requires or requests that such information be provided, and such information contains personal identifying information (e.g., name, address, phone number), Vave shall obtain, use and maintain it in a manner consistent with our Privacy Statement. Otherwise, such communication and any information submitted therewith shall be considered non-confidential, and Vave shall be free to reproduce, publish or otherwise use such information for any purposes whatsoever including, without limitation, the research, development, manufacture, use or sale of products incorporating such information. The sender of any information to us is fully responsible for its content, including its truthfulness and accuracy and its non-infringement of any other person’s proprietary or privacy rights.
5. Links to Third Party Websites
This website may contain links to websites not operated by Vave. We provide these links for your convenience, but we do not review, control, or monitor the materials on any other websites. Vave is not responsible, and provides no warranty whatsoever, for the accuracy, effectiveness, timeliness and suitability of any information or content obtained from third parties, including any hyperlinks to or from third-party sites. Except as otherwise provided on this website, Vave will not edit, censor or otherwise control any content provided by third parties on any bulletin board, chat room or other similar forum posted on its website. Such information should, therefore, be considered as suspect. Furthermore, these websites may contain information about uses of Vave products that have not been approved in the United States. Use those websites is at your own risk and may further be subject to the third party’s terms of use and/or privacy policies.
6. Intellectual Property
Use of any software and associated documentation that is made available via the website or the Products and Services, including any apps (collectively “Software”) is governed by, in addition to the Terms of Use, the terms of any license/subscription that accompanies or is included with the Software, or by the license agreement (as expressly described below.) Vave shall deliver access to the Software and any updates thereto via electronic transfer or download only. Any copying or redistribution of the Software is strictly prohibited, including any copying or redistribution of the Software to any other server or location, or redistribution or use on a service bureau basis. If there is any conflict between the Terms of Use and the license/subscription agreement accompanying the Software, the license/subscription agreement shall take precedence in relation to that Software (except as provided in the following sentence). If the Software is a pre-release version, then, notwithstanding anything to the contrary included within an accompanying license/subscription agreement, you are not permitted to use or otherwise rely on the Software for any commercial or production purposes. If no such agreement accompanies the Software, use of the Software will be governed by these Terms of Use. Subject to your compliance with the Terms of Use, Vave grants you a non-assignable, non-transferable, non-sublicensable, revocable, non-exclusive license to use the Software for the sole purpose of enabling you to use the Services in the manner permitted by the Terms of Use. Some Software may be offered under an open source license that we will make available to you. There may be provisions in the open source license that expressly override some of these terms.
The information, documents, and related graphics published in this Internet website (the “Information“) are the sole property of Vave, except for information provided by third-party providers under contract to Vave. Permission to use the Information is granted, provided that (1) the above Vave copyright notice appears on all copies; (2) use of the Information is for informational and non-commercial or personal use only; (3) the Information is not modified in any way; and (4) no graphics available from this website are used separate from accompanying text. Vave is not responsible for content provided by third-party providers, and you are prohibited from distribution of such material without permission of the owner of the copyright therein. Except as permitted above, no license or right, express or implied, is granted to any person under any patent, trademark or other proprietary right of Vave. No use of any Vave trademark, trade names, trade dress and products in this website may be made without the prior written authorization of Vave, except to identify Vave products or services.
7. Certain Restrictions.
The rights granted to you in the Terms of Use are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise exploit Vave’s content, information, intellectual property or any portion of Vave’s intellectual property, including the website (“Company Property” or “Company Properties” as the case may be), (b) you shall not frame or utilize framing techniques to enclose any trademark, logo, or other Company Properties (including images, text, page layout or form) of Company; (c) you shall not use any metatags or other “hidden text” using Company’s name or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of Company Properties except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools, or the like) to “scrape” or download data from any web pages contained in the website (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials); (f) you shall not access Company Properties in order to build a similar or competitive website, application or service; (g) except as expressly stated herein, no part of Company Properties may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; and (h) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in Company Properties. Any future release, update or other addition to Company Properties shall be subject to the Terms of Use. Company, its suppliers and service providers reserve all rights not granted in the Terms of Use. Any unauthorized use of Company Properties terminates the licenses granted by Company pursuant to the Terms of Use.
8. User Conduct.
You agree that you will not, under any circumstances:
a. Use automation software, bots, hacks, mods or any unauthorized software designed to modify or interfere with any Company Properties;
b. Interfere with or damage Company Properties, including, without limitation, through the use of viruses, malware, spyware, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information, or similar methods or technology;
c. Modify or cause to be modified any files that are a part of Company Properties;
d. Disrupt, overburden, or aid or assist in the disruption or overburdening of: (i) any computer or server used to offer or support Company Properties; or (ii) the enjoyment of Company Properties by any other person;
e. Institute, assist, or become involved in any type of attack, including, but not limited to, distribution of a virus, malware, spyware, denial of service attacks upon Company Properties, or other attempts to disrupt Company Properties or any other person’s use or enjoyment of Company Properties;
f. Attempt to gain unauthorized access to Company Properties, accounts registered to others, or to the computers, servers or networks connected to Company Properties by any means other than the User interface provided by Vave, including, but not limited to, by circumventing or modifying, attempting to circumvent or modify, or encouraging or assisting any other person to circumvent or modify, any security, technology, device or software that is part of Company Properties;
g. Access, tamper with or use non-public areas of Company Properties, Vave’s computer systems, or the technical delivery systems of Vave’s providers;
h. Attempt to probe, scan, or test the vulnerability of any Vave system or network, or breach any security or authentication measures;
i. Disrupt or interfere with the security of, or otherwise cause harm to, Company Properties, systems, resources, accounts, passwords, servers or networks connected to or accessible through Company Properties or any affiliated or linked sites; or
j. Avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by Vave or any of Vave’s providers or any other third party (including another User) to protect Company Properties.
9. Privacy and Security
Vave is committed to safeguarding your privacy online. We understand the importance of privacy to our users and visitors to our website. Our use of personally identifiable information is governed by our Privacy Statement and by accessing and using our website, you agree to be bound by that Privacy Statement.
10. Limitations of Liability Based on Use of this Website
You recognize and agree that when submitting your personally identifiable information to https://vavehealth.com/, while Vave has safeguards in place to prevent unauthorized access or interception, there is no absolute guarantee of security. VAVE DOES NOT WARRANT, EITHER EXPRESSLY OR IMPLIEDLY, THAT THE INFORMATION PROVIDED BY ANY CUSTOMER SHALL BE FREE FROM INTERCEPTION OR UNAUTHORIZED ACCESS. EACH CUSTOMER IS RESPONSIBLE FOR MAINTAINING THE CONFIDENTIALITY OF HIS OR HER OWN PASSWORD.
IN THE UNLIKELY EVENT OF AN INTERCEPTION OR UNAUTHORIZED ACCESS DESPITE OUR EFFORTS, VAVE SHALL NOT BE RESPONSIBLE FOR SUCH INTERCEPTIONS OR UNAUTHORIZED ACCESS, OR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS), EXEMPLARY, AND/OR PUNITIVE DAMAGES, PERSONAL INJURY/WRONGFUL DEATH, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION SUFFERED BY A CUSTOMER OR USER, EVEN IF VAVE HAS PREVIOUSLY BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS PROTECTION APPLIES FOR ANY CLAIMS WHETHER BASED ON WARRANTY, CONTRACT, TORT, STRICT LIABILITY, AND ANY OTHER LEGAL THEORY.
11. Your Feedback or Contributions.
You agree that submission of any ideas, suggestions, documents, and/or proposals to Vave through its suggestion, feedback, forum or similar pages, by email, or other communication channels in connection with the Company Properties or other product or services of Vave (“Feedback”) is at your own risk and that Vave has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback.
12. Rights to Use or Reference Your Content.
When users post or publish content (“Your Content”) on or in Company Properties, you, as user, represents that you own and/or have a royalty-free, perpetual, irrevocable, worldwide, non-exclusive right (including any moral rights) and license to use, license, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, derive revenue or other remuneration from, and communicate to the public, perform and display Your Content (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology now known or later developed, for the full term of any worldwide intellectual property right that may exist in Your Content. You grant Company a fully paid, royalty-free, perpetual, irrevocable, worldwide, royalty-free, non-exclusive, transferable, and fully sub-licensable right and license to use, license, distribute, reproduce, modify, adapt, publicly perform, and publicly display, Your Content (in whole or in part) for the purposes of operating and providing Company Properties to you and to our other Users. You further irrevocably waive any “moral rights” or other rights with respect to attribution of authorship or integrity of materials regarding Your Content that you may have under any applicable law under any legal theory. Please remember that other users may search for, see, use, modify and reproduce any of Your Content that you submit to any “public” area of Company Properties. You warrant that the holder of any worldwide intellectual property right, including moral rights in Your Content has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above.
13. Indemnification
You agree to indemnify and hold Company, its parents, subsidiaries, affiliates, officers, employees, agents, partners and licensors (collectively, the “Company Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of: (a) Your Content; (b) your use of, or inability to use, Company Properties; (c) your violation or anticipatory breach of the Terms; (d) your violation of any rights of another party, including any Users; (e) your violation of any applicable laws, rules or regulations; (f) information or material transmitted through your computer or account, even if not submitted by you, that infringes, violates, or misappropriates any intellectual property rights of any person; (g) any misrepresentation made by you; or (h) the Company Parties’ use of Your Content as permitted under the Terms, the Privacy Policy, or any other written agreement between you and any of the Company Parties. Company reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Company in asserting any available defenses. You agree that the provisions in this section will survive any termination of your Account, the Terms, or your access to Company Properties.
14. Vave’s limitation of liability.
NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS OF USE, THE TOTAL LIABILITY OF VAVE, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, and/or VENDORS, IF ANY, FOR LOSSES OR DAMAGES SHALL BE LIMITED TO THE AMOUNT OF YOUR ACTUAL DAMAGES WHICH IS FURTHER NOT TO EXCEED U.S. $ 100.00. THE LIMIT OF LIABILITY MAY NOT BE EFFECTIVE IN SOME STATES; IN SUCH CASE, THE AMOUNTS ARE LIMITED to the MINIMUM AMOUNT of actual damages ALLOWABLE BY STATE LAW AND IN ALL CASES EXCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS), EXEMPLARY, AND/OR PUNITIVE DAMAGES, PERSONAL INJURY/WRONGFUL DEATH, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION SUFFERED BY A CUSTOMER OR USER, EVEN IF VAVE HAS PREVIOUSLY BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS PROTECTION APPLIES FOR ANY CLAIMS WHETHER BASED ON WARRANTY, CONTRACT, TORT, STRICT LIABILITY, AND ANY OTHER LEGAL THEORY.
15. General
If any provision of these Terms of Use is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Use, which shall remain in full force and effect. No waiver of any of these Terms of Use shall be deemed a further or continuing waiver of such term or condition or any other term or condition. If you violate these Terms of Use or the Privacy Statement in a way that causes harm to others, you agree to hold Vave harmless against any liability for that harm.
By using this, you agree that the only proper jurisdiction and venue for any dispute with Vave, or in any way relating to your use of this website, is in the state and federal courts in the State of California, U.S.A. You further agree and consent to the exercise of personal jurisdiction in these courts in connection with any dispute involving Vave or its affiliates, employees, officers, directors, agents, or suppliers. These Terms of Use are governed by the internal substantive laws of the State of California, without respect to its conflict of laws principles, and the federal laws of the United States.
VA-0024.A