Terms of Use

Effective & Last Modified 01/01/2022

BEFORE USING THIS WEBSITE, PLEASE READ THE FOLLOWING TERMS OF USE CAREFULLYAS THEY CONCERN THE INFORMATION AND CONTENT (BOTH REFERRED TO AS “CONTENT”) ON THE ONLINE AND MOBILE WEBSITES, PLATFORMS, SERVICES AND APPLICATIONS PROVIDED BY SILVER FERN HEALTHCARE, LLC (REFERED TO HEREIN AS “SILVER FERN,” “COMPANY,” “WE,” “OUR” OR “US”). THESE TERMS OF USE DESCRIBE THE RULES FOR USING OUR ONLINE SERVICES. “ONLINE SERVICES” OR “SERVICES” MEAN THE ONLINE AND MOBILE WEBSITES, PLATFORMS, SERVICES AND APPLICATIONS PROVIDED BY THE COMPANY.

BY ACCESSING OR USING OUR ONLINE SERVICES (OTHER THAN TO READ THESE TERMS OF USE FOR THE FIRST TIME), YOU AGREE TO THESE TERMS OF USE. THIS DOCUMENT CONTAINS AN ARBITRATION AGREEMENT AND CLASS ACTION WAIVER, WHICH AFFECT YOUR LEGAL RIGHTS. YOU SHOULD REVIEW THIS DOCUMENT IN ITS ENTIRETY BEFORE ACESSING OR USING THIS WEBSITE.

Any reference to terms such as “you” and “your” will mean the person using this Website and/or associated Services. These Terms of Use, together with our Privacy Policy and any additional terms that might apply to certain products or services, govern your use of our Online Services, including websites, and your use of any other services we provide (e.g., newsletters, and other communications). Our websites include www.silverfernhealhcare.com and all other company owned and operated websites, Online Services on which we place these Terms of Use (collectively, "Website").

These Terms of Use constitute a legally binding agreement between you and Silver Fern. The Content on the Website or other Online Services is for general informational purposes only. Nothing associated with the Website or Online Services are not intended to replace the relationship you have with your healthcare professionals. By using the Online Services, you agree that any activity of yours or that is done on your behalf on the Online Services is subject to monitoring by Silver Fern at any time and Silver Fern may use without restriction the results of such monitoring, subject to applicable law.

Consistent with Section 14 (Amendment; Additional Terms) below, we may, from time to time modify, alter, or update the Terms of Use. Any revised version of the Terms of Use will be posted on our Online Service with an "effective date," meaning that the revised Terms of Use govern your future use of our Website and Online Service. If you do not agree to the revised version, you must immediately stop using our Website and Online Service. You agree that revised Terms of Use will apply to your continued use of our Website and Online Service if, after we post the revised Terms of Use, you continue use of our Website or our Services.

1. LICENCE TO USE WEBSITE
Subject to these Terms of Use, the Company grants you a personal, noncommercial, nontransferable, nonexclusive, revocable, limited license to view the Content on our Website and Online Services for the sole purpose of obtaining information. As stated further below, all rights, title, and interest in and to the Content, Website and Services, including all intellectual property rights (such as copyright, trademark, trade dress, trade secret and patent) belong to Silver Fern and our licensors and vendors and no ownership interest is transferred by virtue of this license.
In the event you choose to provide us with any feedback, suggestions, or similar communications, all such messages (collectively, “Feedback Messages”) will be considered non-personal, non-confidential (except for personal information as described in our Privacy Policies) and nonproprietary. You hereby grant Silver Fern a perpetual, sublicensable, assignable, unrestricted, worldwide, royalty-free, irrevocable license to use, reproduce, display, perform, practice, modify, create derivative or collective works, transmit and distribute your Feedback Messages, in whole or in part, and including all intellectual property rights therein.
Some Website or Services operated by Silver Fern, or linked to by Website, may include trademarks or logos belonging to other third-party licensors and where required are used pursuant to an agreement with such third parties.

We may terminate this license at any time for any reason. If you breach any of these Terms, your license terminates immediately. Upon the termination of this license, you must stop using the Website and/or Services, and return or destroy all copies, including electronic copies in your possession or control.

Restrictions on Use

You agree, in addition to others outlined below:
You represent and warrant that you are at least 13 years of age, and that, if you are between 13 and the age of majority in your state and otherwise not emancipated, a parent and/or guardian agrees to these Terms of Use on your behalf.

You agree that we may take any measures we deem appropriate, in our sole discretion, to prevent the violation of, and to enforce, these Terms of Use. You agree that we may take any actions permitted or required by law (including the suspension or termination of your account or your access) if we believe, in our sole discretion, that you are engaging in activities that (i) violate these provisions (or other terms in these Terms of Use), (ii) could expose us or our vendors or business partners to liability, or (iii) could harm our business reputation.

2. INTELLECTUAL PROPERTY
Our Website, Online Services, and Content (and any derivative works or enhancements of the same) including but not limited to all text, illustrations, files, images, software, scripts, graphics, photos, sounds, music, videos, information, content, materials, products, services, URLs, technology, documentation and interactive features and all intellectual property rights to the same are owned by us, our licensors, or both. Additionally, all trademarks, service marks, patents, trade names and trade dress that may appear on our Website or Online Services are owned by us, our licensors, or both. Except for the limited use rights granted in these Terms of Use, you shall not acquire any right, title or interest in our Website or Online Services. Any rights not expressly granted in these Terms of Use are expressly reserved.

3. ACCESS
To access or use some Content or features of our Website or Online Services, you may choose to provide us with certain information, we may require you to provide certain information, or require that you establish an account with us through registration. As noted above, your access to certain content or features are limited if you are not 13 years of age or older, or the legal age in your jurisdiction to form a legally binding agreement, or for other reasons.

Whenever you submit information to us, you agree to provide true, accurate and complete information and agree to, if the option is available, promptly update the information if there have been changes to the information you provided.

We may require that you establish an account with use to access certain parts of our Website or use certain Online Services. When registering an account, you may need to select a username ("ID") and password. YOU ARE RESPONSIBLE FOR KEEPING YOUR ID AND PASSWORD, AND OTHER ACCOUNT INFORMATION, CONFIDENTIAL AND ARE FULLY RESPONSIBLE FOR ALL ACTIVITIES THAT OCCUR UNDER YOUR ACCOUNT, WHETHER OR NOT YOU AUTHORIZED SUCH ACTIVITIES. You agree to notify us immediately of any breach of security or unauthorized use of your account or ID and password by contacting us at EMAIL ADDRESS. You agree that we have the right to disable and / or delete your ID for any reason in our sole discretion.

4. LIMITATION, SUSPENSION OR TERMINATION
We may, in our sole discretion, temporarily or permanently change, limit, suspend or terminate your access to our Website or Online Services (including Content) without prior notice. We may do so based on changes to our business practices, if you violate the letter and spirit of these Terms of Use, or for any other lawful reason. You agree that we are not liable to you or any third party for any such action.

Any limitation, suspension, or termination we impose shall not alter your obligations to us under these Terms of Use. The provisions of these Terms of Use which by their nature should survive any such action on our part shall survive, including but not limited to provisions relating to indemnities, releases, disclaimers, limitations on liability, mandatory arbitration, no class action, and all of the miscellaneous provisions in any Section in these Terms of Use that address those topics, including but limited to Section 16 (Export Controls).

5. RELIANCE ON CONTENT
Information available through our Website or Online Service is for educational, entertainment and promotional purposes only. While we make efforts to ensure that information provided by us is accurate, we do not verify al Content. For this and other reasons, such information may have errors, inaccuracies, and omissions.

If there is a dispute between you and anyone accessing our Website or Online Services, or you and any third party in connection with our Website or Services, you understand and agree that we are under no obligation to become involved. In such instances, you hereby release Silver Fern and its officers, directors, employees, contractors, parents, partners, successors, agents, affiliates, subsidiaries, and their related companies from claims, demands and damages of every kind or nature arising out of, relating to or in any way connected with such dispute.

6. THIRD-PARTY WEBSITES
Our Website and Online Services may include links to websites owned and operated by certain third parties. We are not responsible for the availability of, or the content located on or through, any third-party site. You use these services at your own risk, and we accept no responsibility for them or for any loss or damage that may arise from your use of them. When accessing any third-party site, that site's terms and policies apply, not our Terms of Use or Privacy Policy. Always review the terms and policies of third-party websites before using, relying upon, or transacting business via websites.

7. LIMITS ON OUR LIABILITY
UNDER NO CIRCUMSTANCES SHALL SILVER FERN OR ITS OFFICERS, DIRECTORS, EMPLOYEES, PARENTS, PARTNERS, SUCCESSORS, AGENTS, DISTRIBUTION PARTNERS, AFFILIATES, SUBSIDIARIES OR THEIR RELATED COMPANIES BE LIABLE FOR DIRECT OR INDIRECT, INCIDENT, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES AND/OR PUNITIVE DAMAGES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), PERSONAL INJURY, LOST PROFITS OR DAMAGES RESULTING FROM LOST DATA, LOSS OF GOODWILL, OR BUSINESS INFORMATION ARISING OUT OF RELATING TO, OR IN ANY WAY CONNECTED WITH OUR WEBSITE, SERVICESOR THESE TERMS OF USE. YOUR SOLE REMEDY FOR DISSATISFACTION WITH OU WEBSITE OR ONLINE SERVICE INCLUDING, WITHOUT LIMITATION, SILVER FERN CONTENT IS TO STOP USING OUR SITE AND SERVICE.

REGARDLESS OF ANY INFORMATION YOU HAVE RECEIVED TO THE CONTRARY, IN NO EVENT SHALL OUR CUMULATIVE LIABILITY OR THAT OF OUR OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, PARENTS, PARTNERS, SUCCESSORS, AGENTS, DISTRIBUTION PARTNERS, AFFILIATES, SUBSIDIARIES AND THEIR RELATED COMPANIES EXCEED $100. FURTHERMORE, YOU AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF, RELATED TO, OR IN ANY WAY CONNECTED WITH OUR WEBSITE, ONLINE SERVICES OR THESE TERMS OF USE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. CAUSES OF ACTION BROUGHT OUTSIDE THIS TIME PERIOD ARE WAIVED.

In some jurisdictions, limitations of liability are not permitted and, therefore, some of the above limits may not apply in all instances. Still, in no event shall Silver Fern be liable for any losses or damages other than the $100 amount noted above. All other damages are released.

8. DISCLAIMER OF WARRANTIES
TO THE FULL EXTENT PERMITTED BY LAW, SILVER FERN ONLINE SERVICES AND ALL INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH ITS SERVICES ARE PROVIDED BY SILVER FERN ON AN "AS IS" AND "AS AVAILABLE" BASIS AND ARE NOT WARRANTED TO BE, AMONG OTHER THINGS, FREE OF COMPUTER VIRUSES. YOU EXPRESSLY AGREE THAT YOUR USE OF OUR WEBSITE AND SERVICE IS AT YOUR OWN RISK. SILVER FERN, AND ALL THRID PARTIES PROVIDING CONTENT HEREBY DISCLAIM ALL WARRANTIES OF ANY KIND AFFIRMATIVELY DISCLAIM, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANABILITY, FITNESS FOR PARTICULAR PURPOSE OR AND NON-INFRINGEMENT. NO REPRESENTATIONS OR WARRANTIES ARE MADE THAT THE WEBSITE, ONLINE SERVICES OR CONTENT WILL BE WITHOUT ERROR, FREE OF VIRUSES, AND DEFECTS, IF ANY WILL BE CORRECTED. YOU ARE RESPONSIBLE FOR TAKING ALL PRECUATIONS NECESSARY TO ENSURE THAT ANY CONTENT YOU MAY OBTAIN FROM OUR WEBSITE OR SERVICES IS VIRUS-FREE AND WITHOUT POTENTENTIALLY DESTRUCTIVE COMPUTER CODE.

Silver Fern is not obligated to provide maintenance, technical support, or updates to you. We are not obligated to continue to provide this Website, Online Services or Content. The foregoing shall apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.

Certain state laws do not allow limitations on implied warranties. If these laws apply to you, some or all of the above disclaimers, exclusions or limitations may not apply to you, and you might have additional rights.

9. INDEMNIFICATION
You agree to indemnify and hold harmless Silver Fern and its officers, directors, employees, parents, partners, successors, agents, contractors, distribution partners, affiliates, subsidiaries and their related companies from and against any and all claims, liabilities, losses, damages, obligations, costs and expenses (including reasonable attorneys' fees and costs) arising out of or related to: (i) your access to or use of our Website, Online Service or Content; (ii) any actual or alleged violation or breach by you of these Terms of Use; (iii) any actual or alleged breach of any representation, warranty or covenant that you have made to us; or (iv) your acts or omissions). You agree to cooperate fully with us in the defense of any claim that is the subject of your obligations hereunder. You may not transfer or assign any rights or obligations under this Agreement. You agree we have the right to hire counsel of our choosing and to assume the exclusive, defense and control of any matter subject to this indemnification clause, and that such in no way limits your obligations hereunder.

10. MANDATORY ARBITRATION
The parties understand that they would have had a right or opportunity to litigate disputes through a court and to have a judge or jury decide their case, but they choose to have any disputes resolved through arbitration.

We each agree that any claim or dispute between us, and any claim by either of us against any agent, employee, successor or assign of the other, including, to the full extent permitted by applicable law, third parties who are not signatories to this agreement, whether related to this agreement or otherwise, including past, present, and future claims and disputes, and including any dispute as to the validity or applicability of this arbitration clause, shall be resolved by binding arbitration administered by the JAMS under its rules and procedures in effect when the claim is filed. The rules and procedures and other information, including information on fees, may be obtained from JAMS' website (www.jamsadr.com) or by calling JAMS at 949-224-1810. The arbitrator must follow the Terms of Use set out herein, including as class actions and damages

We are entering into this arbitration agreement in connection with a transaction involving interstate commerce. Accordingly, this arbitration agreement and any proceedings thereunder shall be governed by the Federal Arbitration Act ("FAA"), 9 U.S.C. §§ 1-16. Any award by the arbitrator(s) may be entered as a judgment in any court having jurisdiction.
Exception to Arbitrate. Either of us may bring qualifying claims in small claims court. Further, pursuant to this Section 12 (No Class Action) below, we each agree that any arbitration will be solely between you and Silver Fern, not as part of a class wide claim (i.e., not brought on behalf of or together with another individual's claim). If for any reason any court or arbitrator holds that this restriction in Section 12 (No Class Action) is unconscionable or unenforceable, then our agreement to arbitrate does not apply and the class wide dispute must be brought in court.

11. GOVERNING LAW AND FORUM
These Terms of Use shall be construed in accordance with the laws of the State of Connecticut without regard to its conflict of laws rules. Any controversy or claim arising out of or relating to this Agreement or relating to use of this Website and the material contained in this Website shall be resolved in a federal or state court in Connecticut. Each of us agrees that, regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to this Agreement must be filed within one (1) year after such claim or cause of action arises or it will be forever barred.

12. NO CLASS ACTION
TO THE EXTENT ALLOWED BY LAW, WE EACH WAIVE ANY RIGHT TO PURSUE DISPUTES ON A CLASSWIDE BASIS; THAT IS, TO EITHER JOIN A CLAIM WITH THE CLAIM OF ANY OTHER PERSON OR ENTITY OR ASSERT A CLAIM IN A REPRESENTATIVE CAPACITY ON BEHALF OF ANYONE ELSE IN ANY LAWSUIT, ARBITRATION OR OTHER PROCEEDING.

13. NO TRIAL BY JURY
TO THE EXTENT ALLOWED BY LAW, WE EACH WAIVE ANY RIGHT TO TRIAL BY JURY IN ANY LAWSUIT, ARBITRATION OR OTHER PROCEEDING.
BY AGREEING ABOVE TO THE ARBITRATION AGREEMENT AND CLASS ACTION WAIVER, YOU ARE GIVING UP YOUR RIGHT TO GO TO COURT, INCLUDING YOUR RIGHT TO A JURY TRIAL AND TO PARTICIPATE IN A CLASS ACTION. YOU UNDERSTAND THAT BY AGREEING TO THIS ARBITRATION AGREEMENT AND CLASS ACTION WAIVER, YOU MAY ONLY BRING CLAIMS AGAINST THE COMPANY AND SERVICES-RELATED-PARTIES IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING.

14. AMENDMENT; ADDITIONAL TERMS
In certain instances, it may be necessary to update or modify our Terms of Use to reflect changes to our business, practices, or policies. We also may, in some instances, need to provide you with operating rules or additional terms that govern your use of parts of our Website or any Service ("Additional Terms"). Accordingly, you agree that we may at any time provide you with Additional Terms, or update or modify these Terms of Use, as appropriate or necessary. To the extent any Additional Terms conflict with these Terms of Use, the Additional Terms will control.

Modifications to these Terms of Use or any Additional Terms will be effective upon: (a) notice, either by posting on our Website or Online Services or by email notification; and (b) your subsequent use of our Website or Services. It is your responsibility to review the Terms of Use and the Website from time to time for any changes or Additional Terms. Your access and continued use of our Website or Online Services following any modification of these Terms of Use, or the provision of Additional Terms will signify your assent to and acceptance of the same. If you object to any revision to the Terms of Use or to any Additional Terms, immediately discontinue use of our Website and Online Services and, if applicable, terminate your account.

15. OTHER TERMS
No waiver by either of us of any breach or default under these Terms of Use shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used in these Terms of Use are for convenience only and shall not be given any legal import.

If any part of these Terms of Use is unlawful or unenforceable for any reason, we both agree that only that part of the Terms of Use shall be stricken and that the remaining terms in the Terms of Use shall not be affected. So, for example, if a provision in these terms is found to be unenforceable, we agree an arbitrator (or, if permitted, a court) shall only strike that provision and that the remaining terms of these Terms of Use shall remain in force.

You may not assign these Terms of Use or assign any rights or delegate any obligations hereunder, in whole or in part, without our prior written consent.

These Terms of Use (including the Privacy Policy and any Additional Terms incorporated by reference) constitute the entire agreement, and supersede all previous written or oral agreements, between you Silver Fern a in connection with the Website and Online Services and supersede all previous written or oral agreements between you and Silver Fern.

16. EXPORT CONTROLS
You may not use, export, re-export, import, sell, transfer, or proxy our Online Services unless such activity is permitted by these Terms of Use and such activity is not prohibited by United States law, the laws of the jurisdiction in which you receive our Online Services, or any other applicable laws and regulations. In particular, but without limitation, the Online Services may not be exported, re-exported, or made available in any manner (a) into any U.S (United States) (United States). embargoed countries or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person's List or Entity List.
By using our Online Services, you represent and warrant that you and any ultimate beneficiary of our Online Services are not located in any such country or on any such list. You also agree that you will not use our Online Service for any purposes prohibited by U.S. law, including, without limitation, the development, design, manufacture, or production of nuclear missiles or chemical or biological weapons.

17. COPYRIGHT INFRINGEMENT - DMCA NOTICE
The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under US copyright law. If you believe in good faith that content or material on our Online Services infringes a copyright owned by you, you (or your agent) may send the Company a notice requesting that the material be removed, or access to it blocked. This request should be sent to the applicable business via email or alternatively to Silver Fern Healthcare, LLC. Attn: Privacy, 623 Main Street, Suite 309, Old Saybrook, CT 06475.

The notice must include the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the copyrighted work claimed to have been infringed; (c) identification of the material that is claimed to be infringing or the subject of infringing activity; (d) the name, address, telephone number, and email address of the complaining party; (e) a statement that the complaining party has 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 (f) a statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send us a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA. Notices and counter-notices with respect to the Online Services should be sent to the address above.

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