Legal Terms & Agreements

WelVU VIDEO PRESENTATION DISCLAIMER


This video presentation, including its content, text, graphics, and images ("Video Presentation"), is educational only and not intended to substitute for medical advice, diagnosis or treatment, nor is it intended to be a complete representation of all medical information and advice shared with you by your doctor or other health care professional. Although the content of the Video Presentation is generally reviewed and approved by health care professionals, neither your physician or other health care professional nor Welvu guarantees the accuracy, adequacy or completeness of the information in the Video Presentation, nor will any of them have any responsibility or liability for any errors or omissions in the Video Presentation, for the results obtained from its use, or for any damage or loss caused or alleged to be caused by reliance on the information contained in the Video Presentation. Your use and reliance on the Video Presentation is at your sole risk.


Since the Video Presentation is for educational purposes only, always seek the advice of your physician or other licensed health care provider with any questions you may have regarding a medical condition or symptom. Never disregard, avoid or delay obtaining medical advice from your physician or other health care provider because of something you have read or heard on this video presentation. If you believe you may have a medical emergency, call 911 immediately.


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MASTER SUBSCRIPTION AGREEMENT
This Agreement was last updated on May 1, 2014. It is effective between Customer and WelVU as of the date of Customer accepting this Agreement.


THIS AGREEMENT GOVERNS CUSTOMER’S ACQUISITION AND USE OF WelVU’S SERVICES.


IF CUSTOMER REGISTERS FOR A FREE TRIAL FOR WelVU’S SERVICES, THIS AGREEMENT WILL ALSO GOVERN THAT FREE TRIAL.


BY ACCEPTING THIS AGREEMENT, EITHER BY CLICKING A BOX INDICATING CUSTOMER’S ACCEPTANCE OR BY EXECUTING AN ORDER FORM THAT REFERENCES THIS AGREEMENT, CUSTOMER AGREES TO THE TERMS OF THIS AGREEMENT. IF THE PERSON ENTERING INTO THIS AGREEMENT IS DOING SO ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, SUCH PERSON REPRESENTS THAT HE OR SHE HAS THE AUTHORITY TO BIND SUCH ENTITY AND ITS AFFILIATES TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS "CUSTOMER" OR "CUSTOMER’S" SHALL REFER TO SUCH ENTITY AND ITS AFFILIATES. IF YOU DO NOT HAVE SUCH AUTHORITY, OR CUSTOMER DOES NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT ACCEPT THIS AGREEMENT AND CUSTOMER MAY NOT USE THE SERVICES.


Customer may not access the Services if Customer is WelVU’s direct competitor, except with WelVU’s prior written consent. In addition, Customer may not access the Services for purposes of monitoring their availability, performance or functionality, or for any other benchmarking or competitive purposes.


1. DEFINITIONS
“Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity. "Control," for purposes of this definition, means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity.


“Agreement” means this Master Subscription Agreement.


“Beta Services” means WelVU’s services that are not generally available to customers.


“Content” means information obtained by WelVU from WelVU’s content licensors or publicly available sources and provided to Customer pursuant to an Order Form, as more fully described in the Documentation.


“Customer” means and refers to the company or other legal entity accepting this Agreement, and Affiliates of that company or entity.


“Customer’s Data” means electronic data, information or other content submitted by or for Customer to the Purchased Services or collected, processed, loaded, received or stored by or for Customer using the Purchased Services, excluding Content and Non-WelVU Applications, and including without limitation (a) PHI provided to Customer by Customer’s patients or other customers, and (b) medical information or advice provided by Customer to Customer’s patients or other customers (including medical information or advise by Customer using Content and Non-WelVU Applications).


“Documentation” means WelVU’s online user guides, documentation, and help and training materials, as updated from time to time, accessible via [http://www.help.welvu.com] or login to the applicable Service.


“Malicious Code” means code, files, scripts, agents or programs intended to do harm, including, for example, viruses, worms, time bombs and Trojan horses.


“Marketplace” means an online directory, catalog or marketplace of applications that interoperate with the Services.


“Non-WelVU Applications” means a Web-based or offline software application that is provided by Customer or a third party and interoperates with a Service, including, for example, an application that is developed by or for Customer.


“Order Form” means an ordering document specifying the Services to be provided hereunder that is entered into between Customer and WelVU or any of WelVU’s Affiliates, including any addenda and supplements thereto. By entering into an Order Form hereunder, an Affiliate agrees to be bound by the terms of this Agreement as if it were an original party hereto.


“Protected Health Information” or “PHI” means protected health information as defined under 45 C.F.R. § 160.103.


“Purchased Services” means Services that Customer or Customer’s Affiliate purchase under an Order Form, as distinguished from those provided pursuant to a free trial.


“Services” means the products and services that are ordered by Customer under a free trial or an Order Form and made available online by WelVU, including associated offline components, as described in the Documentation. “Services” exclude Content and Non-WelVU Applications.


“User” means an individual who is authorized by Customer to use a Service, for whom Customer has ordered the Service, and to whom Customer (or WelVU at Customer’s request) has supplied a user identification and password. Users may include, for example, Customer’s employees, consultants, contractors and agents, and third parties with which Customer transact business.


“WelVU” means WelVU Inc., an Oregon corporation.


2. FREE TRIAL
If Customer register on WelVU’s Website for a free trial, WelVU will make one or more Services available to Customer on a trial basis free of charge until the earlier of (a) the end of the free trial period for which Customer registered to use the applicable Service(s), or (b) the start date of any Purchased Service subscriptions ordered by Customer for such Service(s). Additional trial terms and conditions may appear on the trial registration Web page. Any such additional terms and conditions are incorporated into this Agreement by reference and are legally binding.


ANY DATA CUSTOMER ENTERS INTO THE SERVICES, AND ANY CUSTOMIZATIONS MADE TO THE SERVICES BY OR FOR CUSTOMER, DURING CUSTOMER’S FREE TRIAL WILL BE PERMANENTLY LOST UNLESS CUSTOMER PURCHASES A SUBSCRIPTION TO THE SAME SERVICES AS THOSE COVERED BY THE TRIAL, PURCHASES UPGRADED SERVICES, OR EXPORTS SUCH DATA, BEFORE THE END OF THE TRIAL PERIOD. CUSTOMER CANNOT TRANSFER DATA ENTERED OR CUSTOMIZATIONS MADE DURING THE FREE TRIAL TO A SERVICE THAT WOULD BE A DOWNGRADE FROM THAT COVERED BY THE TRIAL; THEREFORE, IF CUSTOMERS PURCHASE A SERVICE THAT WOULD BE A DOWNGRADE FROM THAT COVERED BY THE TRIAL, CUSTOMER MUST EXPORT CUSTOMER’S DATA BEFORE THE END OF THE TRIAL PERIOD OR CUSTOMER’S DATA WILL BE PERMANENTLY LOST.


NOTWITHSTANDING SECTION 9 (REPRESENTATIONS, WARRANTIES, EXCLUSIVE REMEDIES AND DISCLAIMERS), DURING THE FREE TRIAL THE SERVICES ARE PROVIDED “AS-IS” WITHOUT ANY WARRANTY.


Customer should review the User Guide during the trial period so that Customer becomes familiar with the features and functions of the Services before making a purchase.


3. OUR RESPONSIBILITIES


3.1 Provision of Purchased Services. WelVU will (a) make the Services and Content available to Customer pursuant to this Agreement and the applicable Order Forms, (b) provide WelVU’s standard support for the Purchased Services to Customer at no additional charge, and/or upgraded support if purchased, and (c) use commercially reasonable efforts to make the online Purchased Services available 24 hours a day, 7 days a week, except for: (i) planned downtime (of which WelVU shall give at least 8 hours electronic notice and which WelVU shall schedule to the extent practicable during the weekend hours between 6:00 p.m. Friday and 3:00 a.m. Monday Pacific Time), and (ii) any unavailability caused by circumstances beyond WelVU’s reasonable control, including, for example, an act of God, act of government, flood, fire, earthquake, civil unrest, act of terror, strike or other labor problem (other than one involving WelVU’s employees), Internet service provider failure or delay, Non-WelVU Application, or denial of service attack.


3.2 Protection of Customer’s Data. WelVU will maintain administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of Customer’s Data, as described in the Documentation. Those safeguards will include, but will not be limited to, measures for preventing access, use, modification or disclosure of Customer’s Data by WelVU’s personnel except (a) to provide the Purchased Services and prevent or address service or technical problems, (b) as compelled by law in accordance with Section 8.3 (Compelled Disclosure) below, or (c) as Customer expressly permits in writing. Nothing in this Section 3.2 shall be construed as limiting or modifying Customer’s obligations and responsibilities under Section 4.3 (Customer’s Responsibilities) below.


3.3 Our Personnel. WelVU will be responsible for the performance of WelVU’s personnel (including WelVU’s employees and contractors) and their compliance with WelVU’s obligations under this Agreement, except as otherwise specified herein.


3.4 Beta Services. From time to time, WelVU may invite Customer to try Beta Services. Customer may accept or decline any such trial in Customer’s sole discretion. Beta Services will be clearly designated as beta, pilot, limited release, developer preview, non-production, evaluation or by a description of similar import. Beta Services are for evaluation purposes and not for production use, are not considered “Services” under this Agreement, are not supported, and may be subject to additional terms. Unless otherwise stated, any Beta Services trial period will expire upon the earlier of one year from the trial start date or the date that a version of the Beta Services becomes generally available. WelVU may discontinue Beta Services at any time in WelVU’s sole discretion and may never make them generally available. WelVU will have no liability for any harm or damage arising out of or in connection with a Beta Service.


4. USE OF SERVICES AND CONTENT


4.1 Subscriptions. Unless otherwise provided in the applicable Order Form, (a) Services and Content are purchased as subscriptions, (b) subscriptions may be added during a subscription term at the same pricing as the underlying subscription pricing, prorated for the portion of that subscription term remaining at the time the subscriptions are added, and (c) any added subscriptions will terminate on the same date as the underlying subscriptions.


4.2 Usage Limits. Services and Content are subject to usage limits, including, for example, the quantities specified in Order Forms. Unless otherwise specified, (a) a quantity in an Order Form refers to Users, and the Service or Content may not be accessed by more than that number of Users, (b) a User’s password may not be shared with any other individual, and (c) a User identification may be reassigned to a new individual replacing one who no longer requires ongoing use of the Service or Content. If Customer exceeds a contractual usage limit, WelVU may work with Customer to seek to reduce Customer’s usage so that it conforms to that limit. If, notwithstanding WelVU’s efforts, Customer is unable or unwilling to abide by a contractual usage limit, Customer will execute an Order Form for additional quantities of the applicable Services or Content promptly upon WelVU’s request, and/or pay any invoice for excess usage in accordance with Section 6.2 (Invoicing and Payment).


4.3 Customer’s Responsibilities. Customer will (a) be responsible for Users’ compliance with this Agreement, (b) be responsible for the accuracy, quality and legality of Customer’s Data and the means by which Customer acquired Customer’s Data, (c) use commercially reasonable efforts to prevent unauthorized access to or use of Services and Content, and notify WelVU promptly of any such unauthorized access or use, (d) use Services and Content only in accordance with the Documentation and applicable laws and government regulations, and (e) comply with terms of service of Non-WelVU Applications with which Customer use Services or Content. Customer is responsible for understanding and complying with all state and federal laws (including HIPAA) related to retention of PHI, medical records, patient access to information and patient authorization to release data. Customer agrees to obtain any necessary patient consent prior to using the Service (including without limitation the WelVU.Com portal) and will apply settings to exclude information from availability in any patient portal or external facing Services as necessary to comply with state or federal law.


4.4 Usage Restrictions. Customer will not (a) make any Service or Content available to, or use any Service or Content for the benefit of, anyone other than Customer or Users, (b) sell, resell, license, sublicense, distribute, rent or lease any Service or Content, or include any Service or Content in a service bureau or outsourcing offering, (c) use a Service to store or transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third-party privacy rights, (d) use a Service to store or transmit Malicious Code, (e) interfere with or disrupt the integrity or performance of any Service or third-party data contained therein, (f) attempt to gain unauthorized access to any Service or Content or its related systems or networks, (g) permit direct or indirect access to or use of any Service or Content in a way that circumvents a contractual usage limit, (h) copy a Service or any part, feature, function or user interface thereof, (i) copy Content except as permitted herein or in an Order Form or the Documentation, (j) frame or mirror any part of any Service or Content, other than framing on Customer’s own intranets or otherwise for Customer’s own internal business purposes or as permitted in the Documentation, (k) access any Service or Content in order to build a competitive product or service, or (l) reverse engineer any Service (to the extent such restriction is permitted by law).


4.5 Removal of Content and Non-WelVU Applications. If WelVU is required by a licensor to remove Content, or receive information that Content provided to Customer may violate applicable law or third-party rights, WelVU may so notify Customer and in such event Customer will promptly remove such Content from Customer’s systems. If WelVU receives information that a Non-WelVU Application hosted on a Service by Customer may violate WelVU’s External-Facing Services or applicable law or third-party rights, WelVU may so notify Customer and in such event Customer will promptly disable such Non-WelVU Application or modify the Non-WelVU Application to resolve the potential violation. If Customer does not take required action in accordance with the above, WelVU may disable the applicable Content, Service and/or Non-WelVU Application until the potential violation is resolved.


5. NON-WELVU CONTENT AND SERVICES


5.1 Acquisition of Non-WelVU Content and Services. WelVU or third parties may make available (for example, through a Marketplace or otherwise) third-party content or services, including, for example, Non-WelVU Applications and implementation and other consulting services. Any acquisition by Customer of such Non-WelVU content or services, and any exchange of data between Customer and any Non-WelVU content provider, is solely between Customer and the applicable Non-WelVU content provider. WelVU does not warrant or support Non-WelVU Applications or other Non-WelVU content or services, whether or not they are designated by WelVU as “certified” or otherwise, except as specified in an Order Form.


5.2 Non-WelVU Applications and Customer’s Data. If Customer installs or enables a Non-WelVU Application for use with a Service, Customer grants WelVU permission to allow the provider of that Non-WelVU Application to access Customer’s Data as required for the interoperation of that Non-WelVU Application with the Service. WelVU is not responsible for any disclosure, modification or deletion of Customer’s Data resulting from access by a Non-WelVU Application.


5.3 Integration with Non-WelVU Applications. The Services may contain features designed to interoperate with Non-WelVU Applications. To use such features, Customer may be required to obtain access to Non-WelVU Applications from their providers, and may be required to grant WelVU access to Customer’s account(s) on the Non-WelVU Applications. If the provider of a Non-WelVU Application ceases to make the Non-WelVU Application available for interoperation with the corresponding Service features on reasonable terms, WelVU may cease providing those Service features without entitling Customer to any refund, credit, or other compensation.


6. FEES AND PAYMENT FOR PURCHASED SERVICES


6.1 Fees. Customer will pay all fees specified in Order Forms. Except as otherwise specified herein or in an Order Form, (i) fees are based on Services and Content purchased and not actual usage, (ii) payment obligations are non-cancelable and fees paid are non-refundable, and (iii) quantities purchased cannot be decreased during the relevant subscription term.


6.2 Invoicing and Payment. Customer will provide WelVU with valid and updated credit card information, or with a valid purchase order or alternative document reasonably acceptable to WelVU. If Customer provides credit card information to WelVU, Customer authorizes WelVU to charge such credit card for all Purchased Services listed in the Order Form for the initial subscription term and any renewal subscription term(s) as set forth in Section 12.2 (Term of Purchased Subscriptions). Such charges shall be made in advance, either annually or in accordance with any different billing frequency stated in the applicable Order Form. If the Order Form specifies that payment will be by a method other than a credit card, WelVU will invoice Customer in advance and otherwise in accordance with the relevant Order Form. Unless otherwise stated in the Order Form, invoiced charges are due net 30 days from the invoice date. Customer is responsible for providing complete and accurate billing and contact information to WelVU and notifying WelVU of any changes to such information.


6.3 Overdue Charges. If any invoiced amount is not received by WelVU by the due date, then without limiting WelVU’s rights or remedies, (a) those charges may accrue late interest at the rate of 1.5% of the outstanding balance per month, or the maximum rate permitted by law, whichever is lower, and/or (b) WelVU may condition future subscription renewals and Order Forms on payment terms shorter than those specified in Section 6.2 (Invoicing and Payment).


6.4 Suspension of Service and Acceleration. If any amount owing by Customer under this or any other agreement for WelVU’s services is 30 or more days overdue (or 10 or more days overdue in the case of amounts Customer has authorized WelVU to charge to Customer’s credit card), WelVU may, without limiting WelVU’s other rights and remedies, accelerate Customer’s unpaid fee obligations under such agreements so that all such obligations become immediately due and payable, and suspend WelVU’s services to Customer until such amounts are paid in full. WelVU will give Customer at least 10 days’ prior notice that Customer’s account is overdue, in accordance with Section 13.2 (Manner of Giving Notice), before suspending services to Customer.


6.5 Payment Disputes. WelVU will not exercise WelVU’s rights under Section 6.3 (Overdue Charges) or 6.4 (Suspension of Service and Acceleration) above if Customer is disputing the applicable charges reasonably and in good faith and is cooperating diligently to resolve the dispute.


6.6 Taxes. WelVU’s fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction whatsoever (collectively, “Taxes”). Customer is responsible for paying all Taxes associated with Customer’s purchases hereunder. If WelVU has the legal obligation to pay or collect Taxes for which Customer isresponsible under this Section 6.6, WelVU will invoice Customer and Customer will pay that amount unless Customer provides WelVU with a valid tax exemption certificate authorized by the appropriate taxing authority. For clarity, WelVU is solely responsible for taxes assessable against WelVU based on WelVU’s income, property and employees.


6.7 Future Functionality. Customer agrees that Customer’s purchases are not contingent on the delivery of any future functionality or features, or dependent on any oral or written public comments made by WelVU regarding future functionality or features.


7. PROPRIETARY RIGHTS AND LICENSES


7.1 Reservation of Rights. Subject to the limited rights expressly granted hereunder, WelVU and WelVU’s licensors reserve all of WelVU’s/their right, title and interest in and to the Services and Content, including all of WelVU’s/their related intellectual property rights. No rights are granted to Customer hereunder other than as expressly set forth herein.


7.2 License by WelVU to Use Content. WelVU grants to Customer a worldwide, non-exclusive, limited-term license, under WelVU’s applicable intellectual property rights and licenses, to use Content acquired by Customer pursuant to Order Forms, subject to those Order Forms, this Agreement and the Documentation.


7.3 License by Customer to Host Customer’s Data and Applications. Customer grants WelVU and WelVU’s Affiliates a worldwide, limited-term license to host, copy, transmit and display Customer’s Data, and any Non-WelVU Applications and program code created by or for Customer using a Service, as necessary for WelVU to provide the Services in accordance with this Agreement. Subject to the limited licenses granted herein, WelVU acquires no right, title or interest from Customer or Customer’s licensors under this Agreement in or to Customer’s Data or any Non-WelVU Application or program code.


7.4 License by Customer to Use Feedback. Customer grants to WelVU and WelVU’s Affiliates a worldwide, perpetual, irrevocable, royalty-free license to use and incorporate into the Services any suggestion, enhancement request, recommendation, correction or other feedback provided by Customer or Users relating to the operation of the Services.


7.5 Intellectual Property Matters. Customer acknowledges that WelVU prohibits any content or any other material that infringes on any patent, trademark, copyright, trade secret, right to privacy, right to publicity, or any other applicable law or proprietary right to be uploaded or stored for Customer using the Beta Services, Services, or Purchased Services. By uploading Customer Data, Customer is warranting that Customer owns all proprietary rights, including copyright, in and to such Customer Data with full power to grant the rights contemplated in this Agreement. In addition, to the extent that any Customer Data contains images of people or persons, Customer represents and warrants that Customer has obtained a valid and binding release from all required parties that will permit the uses for such Customer Data contemplated in this Agreement and that Customer will keep the original release and provide a copy to WelVU if requested.


7.6 Federal Government End Use Provisions. WelVU provides the Services, including related software and technology, for ultimate federal government end use solely in accordance with the following: Government technical data and software rights related to the Services include only those rights customarily provided to the public as defined in this Agreement. This customary commercial license is provided in accordance with FAR 12.211 (Technical Data) and FAR 12.212 (Software) and, for Department of Defense transactions, DFAR 252.227-7015 (Technical Data – Commercial Items) and DFAR 227.7202-3 (Rights in Commercial Computer Software or Computer Software Documentation). If a government agency has a need for rights not granted under these terms, it must negotiate with WelVU to determine if there are acceptable terms for granting those rights, and a mutually acceptable written addendum specifically granting those rights must be included in any applicable agreement.


8. CONFIDENTIALITY


8.1 Definition of Confidential Information. “Confidential Information” means all information disclosed by a party (“Disclosing Party”) to the other party (“Receiving Party”), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Customer’s Confidential Information includes Customer’s Data; WelVU’s Confidential Information includes the Services and Content; and Confidential Information of each party includes the terms and conditions of this Agreement and all Order Forms (including pricing), as well as business and marketing plans, technology and technical information, product plans and designs, and business processes disclosed by such party. However, Confidential Information does not include any information that (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party, (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party, (iii) is received from a third party without breach of any obligation owed to the Disclosing Party, or (iv) was independently developed by the Receiving Party.


8.2 Protection of Confidential Information. The Receiving Party will use the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but not less than reasonable care) (i) not to use any Confidential Information of the Disclosing Party for any purpose outside the scope of this Agreement, and (ii) except as otherwise authorized by the Disclosing Party in writing, to limit access to Confidential Information of the Disclosing Party to those of its and its Affiliates’ employees and contractors who need that access for purposes consistent with this Agreement and who have signed confidentiality agreements with the Receiving Party containing protections no less stringent than those herein. Neither party will disclose the terms of this Agreement or any Order Form to any third party other than its Affiliates, legal counsel and accountants without the other party’s prior written consent, provided that a party that makes any such disclosure to its Affiliate, legal counsel or accountants will remain responsible for such Affiliate’s, legal counsel’s or accountant’s compliance with this Section 8.2.


8.3 Compelled Disclosure. The Receiving Party may disclose Confidential Information of the Disclosing Party to the extent compelled by law to do so, provided the Receiving Party gives the Disclosing Party prior notice of the compelled disclosure (to the extent legally permitted) and reasonable assistance, at the Disclosing Party's cost, if the Disclosing Party wishes to contest the disclosure. If the Receiving Party is compelled by law to disclose the Disclosing Party’s Confidential Information as part of a civil proceeding to which the Disclosing Party is a party, and the Disclosing Party is not contesting the disclosure, the Disclosing Party will reimburse the Receiving Party for its reasonable cost of compiling and providing secure access to that Confidential Information.


9. REPRESENTATIONS, WARRANTIES, EXCLUSIVE REMEDIES AND DISCLAIMERS


9.1 Representations. Each party represents that it has validly entered into this Agreement and has the legal power to do so.


9.2 WelVU’s Warranties. WelVU warrants that (a) this Agreement, the Order Forms and the Documentation accurately describe the applicable administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of Customer’s Data, (b) WelVU will not materially decrease the overall security of the Purchased Services during a subscription term, (c) the Purchased Services will perform materially in accordance with the applicable Documentation, (d) subject to Section 5.3 (Integration with Non-WelVU Applications), WelVU will not materially decrease the functionality of the Purchased Services during a subscription term, and (e) the Purchased Services and Content will not introduce Malicious Code into Customer’s systems. For any breach of an above warranty, Customer’s exclusive remedies are those described in Sections 12.3 (Termination) and 12.4 (Refund or Payment upon Termination).


9.3 Disclaimers.
EXCEPT AS EXPRESSLY PROVIDED HEREIN, NEITHER PARTY MAKES ANY WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND EACH PARTY SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. CONTENT AND BETA SERVICES ARE PROVIDED “AS IS,” EXCLUSIVE OF ANY WARRANTY WHATSOEVER. EACH PARTY DISCLAIMS ALL LIABILITY AND INDEMNIFICATION OBLIGATIONS FOR ANY HARM OR DAMAGES CAUSED BY ANY THIRD-PARTY HOSTING PROVIDERS.


WELVU IS NOT PROVIDING, AND THE PURCHASED SERVICES, SERVICES, BETA SERVICES, NON-WELVU APPLICATIONS, AND CONTENT DO NOT CONSTITUTE, MEDICAL ADVICE, MEDICAL OR DIAGNOSTIC SERVICES, OR PRESCRIBING MEDICATION. WELVU IS NOT A HEALTH CARE PROVIDER AND IS IN NO WAY PROVIDING DIAGNOSIS OR TREATMENT OF ANY PATIENTS. CUSTOMER AGREES THAT IT IS SOLELY RESPONSIBLE FOR VERIFYING THE ACCURACY OF PATIENT INFORMATION (INCLUDING, WITHOUT LIMITATION, BY OBTAINING ALL APPLICABLE PATIENTS' MEDICAL AND MEDICATION HISTORY AND ALLERGIES), OBTAINING ANY LEGALLY REQUIRED PATIENT CONSENTS WITH RESPECT TO CUSTOMER’S AND CUSTOMER’S USERS AND AGENTS USE OF THE PURCHASED SERVICES, SERVICES, BETA SERVICES, NON-WELVU APPLICATIONS, AND CONTENT, AND FOR ALL OF CUSTOMER’S AND CUSTOMER’S USERS AND AGENTS DECISIONS OR ACTIONS WITH RESPECT TO THE MEDICAL CARE, TREATMENT, AND WELL-BEING OF CUSTOMER’S PATIENTS, INCLUDING WITHOUT LIMITATION, ALL OF CUSTOMER’S AND CUSTOMER’S USERS AND AGENTS ACTS OR OMISSIONS. ANY USE OR RELIANCE BY CUSTOMER UPON THE PURCHASED SERVICES, SERVICES, BETA SERVICES, NON-WELVU APPLICATIONS, AND CONTENT WILL NOT DIMINISH THAT RESPONSIBILITY. CUSTOMER ASSUMES ALL RISKS ASSOCIATED WITH CUSTOMER’S AND CUSTOMER’S USERS AND AGENTS CLINICAL USE OF THE PURCHASED SERVICES, SERVICES, BETA SERVICES, NON-WELVU APPLICATIONS, AND CONTENT FOR THE TREATMENT OF PATIENTS. NEITHER WELVU NOR ITS LICENSORS ASSUME ANY LIABILITY OR RESPONSIBILITY FOR DAMAGE OR INJURY (INCLUDING DEATH) TO CUSTOMER’S AND CUSTOMER’S USERS AND AGENTS, A PATIENT, OTHER PERSON, OR PROPERTY ARISING FROM ANY USE OF ANY PURCHASED SERVICES, SERVICES, BETA SERVICES, NON-WELVU APPLICATIONS, AND CONTENT.


10. MUTUAL INDEMNIFICATION


10.1 Indemnification by WelVU. WelVU will defend Customer against any claim, demand, suit or proceeding made or brought against Customer by a third party alleging that the use of a Purchased Service in accordance with this Agreement infringes or misappropriates such third party’s intellectual property rights (a “Claim Against Customer”), and will indemnify Customer from any damages, attorney fees and costs finally awarded against Customer as a result of, or for amounts paid by Customer under a court-approved settlement of, a Claim Against Customer, provided Customer (a) promptly gives WelVU written notice of the Claim Against Customer, (b) gives WelVU sole control of the defense and settlement of the Claim Against Customer (except that WelVU may not settle any Claim Against Customer unless it unconditionally releases Customer of all liability), and (c) gives WelVU all reasonable assistance, at WelVU’s expense. If WelVU receives information about an infringement or misappropriation claim related to a Service, WelVU may in WelVU’s discretion and at no cost to Customer (i) modify the Service so that it no longer infringes or misappropriates, without breaching WelVU’s warranties under Section 9.2 (Our Warranties), (ii) obtain a license for Customer’s continued use of that Service in accordance with this Agreement, or (iii) terminate Customer’s subscriptions for that Service upon 30 days’ written notice and refund Customer any prepaid fees covering the remainder of the term of the terminated subscriptions. The above defense and indemnification obligations do not apply to the extent a Claim Against Customer arises from Content, a Non-WelVU Application or Customer’s breach of this Agreement.


10.2 Indemnification by Customer. Customer will defend WelVU against any claim, demand, suit or proceeding made or brought against WelVU by a third party (collectively, a “Claim Against WelVU”): (a) alleging that Customer’s Data, or Customer’s use of any Service or Content in breach of this Agreement, infringes or misappropriates such third party’s intellectual property rights or violates applicable law, (b) alleging an unauthorized use or disclosure of PHI or a failure to adequately secure PHI under the Health Insurance Portability and Accountability Act of 1996, as amended (“HIPAA”), the Health Information Technology for Economic and Clinical Health Act of 2009 (“HITECH Act”), or regulations promulgated under HIPAA or the HITECH Act by Customer or Customer’s Users or agents, or (c) alleging any bodily injury, death of any person or damage to real or tangible, personal property caused by the willful, fraudulent or negligent acts or omissions of Customer or Customer’s Users or agents, including without limitation allegations made with respect to Customer’s Data or with respect to medical advice or information provided by Customer to Customer’s patients or other customers, including advice or information given using the Services, Purchased Services, Beta Services, Content or Non-WelVU Applications. Customer will indemnify WelVU from any damages, attorney fees and costs finally awarded against WelVU as a result of, or for any amounts paid by WelVU under a court-approved settlement of, a Claim Against WelVU, provided WelVU (i) promptly gives Customer written notice of the Claim Against WelVU, (ii) gives Customer sole control of the defense and settlement of the Claim Against WelVU (except that Customer may not settle any Claim Against WelVU unless it unconditionally releases WelVU of all liability), and (iii) gives Customer all reasonable assistance, at Customer’s expense.


10.3 Exclusive Remedy. This Section 10 states the indemnifying party’s sole liability to, and the indemnified party’s exclusive remedy against, the other party for any type of claim described in this Section 10.


11. LIMITATION OF LIABILITY


11.1 Limitation of Liability. NEITHER PARTY'S LIABILITY WITH RESPECT TO ANY SINGLE INCIDENT ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL EXCEED THE AMOUNT PAID BY CUSTOMER HEREUNDER IN THE 12 MONTHS PRECEDING THE INCIDENT, PROVIDED THAT IN NO EVENT WILL EITHER PARTY’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT EXCEED THE TOTAL AMOUNT PAID BY CUSTOMER HEREUNDER. THE ABOVE LIMITATIONS WILL APPLY WHETHER AN ACTION IS IN CONTRACT OR TORT AND REGARDLESS OF THE THEORY OF LIABILITY. HOWEVER, THE ABOVE LIMITATIONS WILL NOT LIMIT (A) CUSTOMER'S PAYMENT OBLIGATIONS UNDER SECTION 6 (FEES AND PAYMENT FOR PURCHASED SERVICES), OR (B) EITHER PARTY’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 10 (MUTUAL INDEMNIFICATION).


11.2 Exclusion of Consequential and Related Damages. IN NO EVENT WILL EITHER PARTY HAVE ANY LIABILITY TO THE OTHER PARTY FOR ANY LOST PROFITS, REVENUES OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER OR PUNITIVE DAMAGES, WHETHER AN ACTION IS IN CONTRACT OR TORT AND REGARDLESS OF THE THEORY OF LIABILITY, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING DISCLAIMER WILL NOT APPLY TO THE EXTENT PROHIBITED BY LAW.


12. TERM AND TERMINATION


12.1 Term of Agreement. This Agreement commences on the date Customer first accepts it and continues until all subscriptions hereunder have expired or have been terminated.


12.2 Term of Purchased Subscriptions. The term of each subscription shall be as specified in the applicable Order Form. Except as otherwise specified in an Order Form, subscriptions will automatically renew for additional periods equal to the expiring subscription term or one year (whichever is shorter), unless either party gives the other notice of non-renewal at least 30 days before the end of the relevant subscription term. The per-unit pricing during any automatic renewal term will be the same as that during the immediately prior term unless WelVU has given Customer written notice of a pricing increase at least 60 days before the end of that prior term, in which case the pricing increase will be effective upon renewal and thereafter. Any such pricing increase will not exceed 7% of the pricing for the applicable Purchased Service or Content in the immediately prior subscription term, unless the pricing in the prior term was designated in the relevant Order Form as promotional or one-time.


12.3 Termination. A party may terminate this Agreement for cause (i) upon 30 days written notice to the other party of a material breach if such breach remains uncured at the expiration of such period, or (ii) if the other party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors.


12.4 Refund or Payment upon Termination. If this Agreement is terminated by Customer in accordance with Section 12.3 (Termination), WelVU will refund Customer any prepaid fees covering the remainder of the term of all Order Forms after the effective date of termination. If this Agreement is terminated by WelVU in accordance with Section 12.3, Customer will pay any unpaid fees covering the remainder of the term of all Order Forms. In no event will termination relieve Customer of Customer’s obligation to pay any fees payable to WelVU for the period prior to the effective date of termination.


12.5 Portability and Deletion of Customer’s Data. Upon request made by Customer within 60 days after the effective date of termination or expiration of this Agreement, WelVU will make the Customer Data available to Customer for export or download. After the 60-day period after the effective date of termination or expiration of this Agreement, if WelVU has not received Customer’s request, WeLVU will have no obligation to maintain or provide Customer Data, and will thereafter delete or destroy all copies of Customer Data in WelVU’s systems or otherwise in WelVU’s possession or control unless legally prohibited. If WelVU requires assistance in exporting the Customer Data, WelVU may charge Customer the standard rate of $100 an hour (minimum of 30 minutes) to assist Customer with the export. After the Data Retention Period is completed, Customer will properly dispose and/or delete any customer data containing PHI. Customer shall solely be responsible for complying with all state and federal laws (including HIPAA) pertaining to records retention requirements.


12.6 Surviving Provisions. The Sections titled "Customer’s Responsibilities" "Fees and Payment for Purchased Services," "Proprietary Rights and Licenses," "Confidentiality," "Disclaimers," "Mutual Indemnification," "Limitation of Liability," "Refund or Payment upon Termination," "Portability and Deletion of Customer’s Data," "Notices, Governing Law and Jurisdiction," and "General Provisions" will survive any termination or expiration if this Agreement.


13. NOTICES, GOVERNING LAW AND JURISDICTION


13.1 Manner of Giving Notice. Except as otherwise specified in this Agreement, all notices, permissions and approvals hereunder shall be in writing and shall be deemed to have been given upon: (i) personal delivery, (ii) the second business day after mailing, (iii) the second business day after sending by confirmed facsimile, or (iv) the first business day after sending by email (provided email shall not be sufficient for notices of termination or an indemnifiable claim). Billing-related notices to Customer shall be addressed to the relevant billing contact designated by Customer. All other notices to Customer shall be addressed to the relevant Services system administrator designated by Customer. Notices to WelVU shall be sent in writing to WelVU at the address set forth below (unless otherwise changed by WelVU by notice to Customer):


WelVU Inc.
Attn: Finance Department
Address: 14867 Twin Fir Ct.
Lake Oswego, Oregon 97035


13.2 Agreement to Governing Law and Jurisdiction. This Agreement is governed by the laws of Oregon, without regard to conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement. Any action or proceedings arising out of this Agreement shall be commenced only in the state or federal courts sitting in Multnomah County in the State of Oregon, and each party hereby submits to the personal jurisdiction of such courts. The parties agree, as a condition of this Agreement, that they will not challenge such jurisdiction and venue in the event a dispute may arise among them.


14. GENERAL PROVISIONS


14.1 Export Compliance. The Services, Content, other technology WelVU makes available, and derivatives thereof may be subject to export laws and regulations of the United States and other jurisdictions. Each party represents that it is not named on any U.S. government denied-party list. Customer shall not permit Users to access or use any Service or Content in a U.S.-embargoed country (currently Cuba, Iran, North Korea, Sudan or Syria) or in violation of any U.S. export law or regulation.


14.2 Anti-Corruption. Customer has not received or been offered any illegal or improper bribe, kickback, payment, gift, or thing of value from any of WelVU’s employees or agents in connection with this Agreement. Reasonable gifts and entertainment provided in the ordinary course of business do not violate the above restriction. If Customer learns of any violation of the above restriction, Customer will use reasonable efforts to promptly notify the company at info@welvu.com.


14.3 Entire Agreement and Order of Precedence. This Agreement is the entire agreement between Customer and WelVU regarding Customer’s use of Services and Content and supersedes all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter. No modification, amendment, or waiver of any provision of this Agreement will be effective unless in writing and signed by the party against whom the modification, amendment or waiver is to be asserted. The parties agree that any term or condition stated in Customer’s purchase order or in any other of Customer’s order documentation (excluding Order Forms) is void. In the event of any conflict or inconsistency among the following documents, the order of precedence shall be: (1) the applicable Order Form, (2) this Agreement, and (3) the Documentation.


14.4 Assignment. Neither party may assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the other party’s prior written consent (not to be unreasonably withheld); provided, however, either party may assign this Agreement in its entirety (including all Order Forms), without the other party’s consent to its Affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets. Notwithstanding the foregoing, if a party is acquired by, sells substantially all of its assets to, or undergoes a change of control in favor of, a direct competitor of the other party, then such other party may terminate this Agreement upon written notice. In the event of such a termination, WelVU will refund to Customer any prepaid fees covering the remainder of the term of all subscriptions. Subject to the foregoing, this Agreement will bind and inure to the benefit of the parties, their respective successors and permitted assigns.


14.5 Relationship of the Parties. The parties are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the parties.


14.6 Third-Party Beneficiaries. WelVU’s Content licensors shall have the benefit of WelVU’s rights and protections hereunder with respect to the applicable Content. There are no other third-party beneficiaries under this Agreement.


14.7 Waiver. No failure or delay by either party in exercising any right under this Agreement will constitute a waiver of that right.


14.8 Severability. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the provision will be deemed null and void, and the remaining provisions of this Agreement will remain in effect.


________________________________________________________________


WelVU TERMS AND CONDITIONS


Introduction
These terms and conditions govern your use of this website; by using this website, you accept these terms and conditions in full. If you disagree with these terms and conditions or any part of these terms and conditions, you must not use this website.
You must be at least 18 years of age to use this website. By using this website and by agreeing to these terms and conditions] you warrant and represent that you are at least 18 years of age.


License to use website
Unless otherwise stated, WelVU and/or its licensors own the intellectual property rights in the website and material on the website. Subject to the license below, all these intellectual property rights are reserved.
You may view, download for caching purposes only, and print information from the website for your own personal use, subject to the restrictions set out below and elsewhere in these terms and conditions.


You must not:
• republish material from this website (including republication on another website);
• sell, rent or sub-license material from the website;
• show any material from the website in public;
• reproduce, duplicate, copy or otherwise exploit material on this website for a commercial purpose;
• edit or otherwise modify any material on the website; or
• redistribute material from this website except for content specifically and expressly made available for redistribution.


Acceptable use
You must not use this website in any way that causes, or may cause, damage to the website or impairment of the availability or accessibility of the website; or in any way which is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity.


You must not use this website to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software.
You must not conduct any systematic or automated data collection activities (including without limitation scraping, data mining, data extraction and data harvesting) on or in relation to this website without WelVU’s expressed written consent.
You must not use this website to transmit or send unsolicited commercial communications.


You must not use this website for any purposes related to marketing without WelVU’s express written consent.


Restricted access
Access to certain areas of this website is restricted. WelVU reserves the right to restrict access to [other] areas of this website, or indeed this entire website, at WelVU’s discretion.


If WelVU provides you with a user ID and password to enable you to access restricted areas of this website or other content or services, you must ensure that the user ID and password are kept confidential.
WelVU may disable your user ID and password in WelVU’s sole discretion without notice or explanation.


User content
In these terms and conditions, “your user content” means material (including without limitation text, images, audio material, video material and audio-visual material) that you submit to this website, for whatever purpose.


You grant to WelVU a worldwide, irrevocable, non-exclusive, royalty-free license to use, reproduce, adapt, publish, translate and distribute your user content in any existing or future media. You also grant to WelVU the right to sub-license these rights, and the right to bring an action for infringement of these rights.


Your user content must not be illegal or unlawful, must not infringe any third party's legal rights, and must not be capable of giving rise to legal action whether against you or WelVU or a third party (in each case under any applicable law).


You must not submit any user content to the website that is or has ever been the subject of any threatened or actual legal proceedings or other similar complaint.


WelVU reserves the right to edit or remove any material submitted to this website, or stored on WelVU’s servers, or hosted or published upon this website.


Notwithstanding WelVU'S rights under these terms and conditions in relation to user content, WelVU does not undertake to monitor the submission of such content to, or the publication of such content on, this website.


No warranties
This website is provided “as is” without any representations or warranties, express or implied. WelVU makes no representations or warranties in relation to this website or the information and materials provided on this website.


Without prejudice to the generality of the foregoing paragraph, WelVU does not warrant that:
• this website will be constantly available, or available at all; or
• the information on this website is complete, true, accurate or non-misleading.


Nothing on this website constitutes, or is meant to constitute, advice of any kind. If you require advice in relation to any legal, financial or medical matter you should consult an appropriate professional.


Limitations of liability
WelVU will not be liable to you (whether under the law of contact, the law of torts or otherwise) in relation to the contents of, or use of, or otherwise in connection with, this website:


• to the extent that the website is provided free-of-charge, for any direct loss;
• for any indirect, special or consequential loss; or
• for any business losses, loss of revenue, income, profits or anticipated savings, loss of contracts or business relationships, loss of reputation or goodwill, or loss or corruption of information or data.


These limitations of liability apply even if WelVU has been expressly advised of the potential loss.


Reasonableness


By using this website, you agree that the exclusions and limitations of liability set out in this website disclaimer are reasonable.


If you do not think they are reasonable, you must not use this website.


Other parties
You accept that, as a limited liability entity, WelVU has an interest in limiting the personal liability of its officers and employees. You agree that you will not bring any claim personally against WelVU'S officers or employees in respect of any losses you suffer in connection with the website.


Without prejudice to the foregoing paragraph, you agree that the limitations of warranties and liability set out in this website disclaimer will protect WelVU'S officers, employees, agents, subsidiaries, successors, assigns and sub-contractors as well as WelVU.


Unenforceable provisions
If any provision of this website disclaimer is, or is found to be, unenforceable under applicable law, that will not affect the enforceability of the other provisions of this website disclaimer.


Indemnity
You hereby indemnify WelVU and undertake to keep WelVU indemnified against any losses, damages, costs, liabilities and expenses (including without limitation legal expenses and any amounts paid by WelVU to a third party in settlement of a claim or dispute on the advice of WelVU'S legal adviser incurred or suffered by WelVU arising out of any breach by you of any provision of these terms and conditions, or arising out of any claim that you have breached any provision of these terms and conditions].


Breaches of these terms and conditions
Without prejudice to WelVU’S other rights under these terms and conditions, if you breach these terms and conditions in any way, WelVU may take such action as WelVU deems appropriate to deal with the breach, including suspending your access to the website, prohibiting you from accessing the website, blocking computers using your IP address from accessing the website, contacting your internet service provider to request that they block your access to the website and/or bringing court proceedings against you.


Variation
WelVU may revise these terms and conditions from time-to-time. Revised terms and conditions will apply to the use of this website from the date of the publication of the revised terms and conditions on this website. Please check this page regularly to ensure you are familiar with the current version.


Assignment
WelVU may transfer, sub-contract or otherwise deal with WelVU’S rights and/or obligations under these terms and conditions without notifying you or obtaining your consent.


You may not transfer, sub-contract or otherwise deal with your rights and/or obligations under these terms and conditions.


Severability
If a provision of these terms and conditions is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.


Entire agreement
These terms and conditions constitute the entire agreement between you and WelVU in relation to your use of this website, and supersede all previous agreements in respect of your use of this website.


Law and jurisdiction
These terms and conditions will be governed by and construed in accordance with Oregon, USA, and any disputes relating to these terms and conditions will be subject to the exclusive jurisdiction of the courts of Oregon, USA.


WEBSITE DISCLAIMER for WelVU


No warranties
This website is provided “as is” without any representations or warranties, express or implied. WelVU makes no representations or warranties in relation to this website or the information and materials provided on this website.


Without prejudice to the generality of the foregoing paragraph, WelVU does not warrant that:
• this website will be constantly available, or available at all; or
• the information on this website is complete, true, accurate or non-misleading.


Nothing on this website constitutes, or is meant to constitute, advice of any kind. If you require advice in relation to any legal, financial or medical matter you should consult an appropriate professional.


Limitations of liability
WelVU will not be liable to you (whether under the law of contact, the law of torts or otherwise) in relation to the contents of, or use of, or otherwise in connection with, this website:


• to the extent that the website is provided free-of-charge, for any direct loss;
• for any indirect, special or consequential loss; or
• for any business losses, loss of revenue, income, profits or anticipated savings, loss of contracts or business relationships, loss of reputation or goodwill, or loss or corruption of information or data.


These limitations of liability apply even if WelVU has been expressly advised of the potential loss.


Reasonableness
By using this website, you agree that the exclusions and limitations of liability set out in this website disclaimer are reasonable.


If you do not think they are reasonable, you must not use this website.


Other parties
You accept that, as a limited liability entity, WelVU has an interest in limiting the personal liability of its officers and employees. You agree that you will not bring any claim personally against WelVU’s officers or employees in respect of any losses you suffer in connection with the website.


Without prejudice to the foregoing paragraph,] you agree that the limitations of warranties and liability set out in this website disclaimer will protect WelVU’s officers, employees, agents, subsidiaries, successors, assigns and sub-contractors as well as WelVU.


Unenforceable provisions
If any provision of this website disclaimer is, or is found to be, unenforceable under applicable law, that will not affect the enforceability of the other provisions of this website disclaimer.


PRIVACY POLICY


Your privacy is important to WelVU. This privacy statement provides information about the personal information that WelVU collects, and the ways in which WelVU uses that personal information.


Personal information collection


WelVU may collect and use the following kinds of personal information:


• information about your use of this website (including Demographics, Personal Information etc);


• information that you provide using for the purpose of registering with the website
• information about transactions carried out over this website
• information that you provide for the purpose of subscribing to the website services
• any other information that you send to WelVU


Using personal information
WelVU may use your personal information to:
• administer this website;
• personalize the website for you;
• enable your access to and use of the website services;
• supply to you services that you subscribe to;
• send you marketing communications


Where WelVU discloses your personal information to its agents or sub-contractors for these purposes, the agent or sub-contractor in question will be obligated to use that personal information in accordance with the terms of this privacy statement.
In addition to the disclosures reasonably necessary for the purposes identified elsewhere above, WelVU may disclose your personal information to the extent that it is required to do so by law, in connection with any legal proceedings or prospective legal proceedings, and in order to establish, exercise or defend its legal rights.


Securing your data
WelVU will take reasonable technical and organizational precautions to prevent the loss, misuse or alteration of your personal information.
WelVU will store all the personal information you provide on its secure servers.


Cross-border data transfers
Information that WelVU collects may be stored and processed in and transferred between any of the countries in which WelVU operates to enable the use of the information in accordance with this privacy policy.


In addition, personal information that you submit for publication on the website will be published on the internet and may be available around the world.


You agree to such cross-border transfers of personal information.


Updating this statement
WelVU may update this privacy policy by posting a new version on this website.
You should check this page occasionally to ensure you are familiar with any changes.


Other websites
This website contains links to other websites.
WelVU is not responsible for the privacy policies or practices of any third party.


Contact WelVU
If you have any questions about this privacy policy or WelVU treatment of your personal information, please write by email to feedback at welvu dot com