TERMS OF USE
AFFILATE PROGRAM
These Terms of Use (“Terms” or “TOU”) describe the terms and conditions under which
PetPace offers you certain Services and a limited license to use our proprietary Software
(as such terms are defined below), as further described below.
BY TENDERING PAYMENT FOR THE SERVICES, ACTIVATING AND/OR USING THE
COLLAR AND/OR THE SOFTWARE, YOU CONFIRM THAT YOU HAVE READ,
UNDERSTOOD AND AGREE TO BE BOUND BY THESE TERMS and SIGNIFY YOUR
IRREVOCABLE ACCEPTANCE OF THESE TERMS. WE RESERVE THE RIGHT TO
UPDATE AND CHANGE THE TERMS FROM TIME TO TIME WITHOUT
ACCEPTANCE BY YOU.
IF YOU DO NOT AGREE WITH THIS OR WITH ANY OF THE TERMS BELOW, YOU
SHOULD (i) DISCONTINUE USE OF THE RELATED SERVICES IMMEDIATELY (ii)
promptly return the Device (including Documentation and packaging) to PetPace, to the
address set forth below; and (iii) immediately cease any and all use of the Software, and
fully delete the Software, if downloaded.
To the extent you have purchased, subject to a suitable purchase order duly exercised
with Petpace, a license to utilize the Services and Software for Commercial Use (as
defined below), then you shall be entitled to utilize the Device, Software and Services for
such Commercial Use, subject to the terms and conditions set forth herein.
we collect it.
How we use that information.
How we secure your information.
Your rights with regard to the collection of such information.
By using the Platform (as defined below), you agree to this Privacy Policy.
PLEASE READ CAREFULLY BEFORE USING THE DEVICE AND SOFTWARE:
1. DEFINITIONS
SERVICES:
Petpace offers one or more of the following features as part of its Services (the
“Services”):
Collecting and processing biometric data points, which were measured by the
Device, their transmission to PetPace’s servers, and their storage in PetPace’s
database.
Producing analytics, insights and reports based on the data collected, including
comparisons to previous data of this animal or other animals
Sharing of information with other veterinarians and team members of your choice
Monitoring Goals and other health and wellbeing-related parameters
Monitoring the animal’s location
Any other Services offered or generally made available by Petpace and which
were duly purchased by you.
SOFTWARE
The “Software” shall include, any and all software, including components provided by
suppliers and licensors to PetPace, bundled with the PetPace product purchased by
you, the web accompanying application and mobile application, and collar embedded
firmware, as such may be updated from time to time.
DEVICE:
The collar, charger and any other hardware provided to you in connection with the
Services (the “Device”).
2. Usage Guidelines and Restrictions
The Device transmits data via WiFi, Bluetooth or cellular connection to PetPace
cloud server over the internet. Consequently, you acknowledge that many features
and services of the Device transmit data and could entail charges to your data plan
or internet service provider, and that you are responsible for any such charges.
3. In order to maximize the performance of the Device it is important that you follow all
instructions and maintenance requirements, and that you do not dismantle or modify
the Device in any way. Failure to follow these instructions could adversely affect the
intended use of the Device, and in such event PetPace shall not be responsible for
any damages caused in relation thereto.
4. THE DEVICE AND THE SOFTWARE IS ONLY TO BE USED WITH CANINES AND
FELINES. THE DEVICE IS NOT TO BE USED WITH HUMAN BEINGS OR ANY
OTHER ANIMAL SPECIES UNDER ANY CIRCUMSTANCES.
5. Subscription; License
5.1. Periodic Subscription. Any use of the Services, Device and Software is subject
to You then currently holding a then valid subscription, purchased by you in full
under the terms set forth below. You may purchase a periodic subscription for
the use of the Services for any subscription term then currently offered by
PetPace, subject to the terms and conditions herein.
5.2. Personal Use License. Subject to your purchase of a then currently valid
subscription to utilize the Services, including full and timely payment of all
consideration due, PetPace hereby grants to you a non-exclusive, non-
sublicensable, non-transferable restricted license to use the Software but only in
conjunction with the Device, properly registered, and only in accordance with the
accompanying documentation (Documentation), only for your personal use for
the benefit of your pet animal, and only for the time and in the scope permitted
within the framework of the applicable subscription which you have purchased.
The Software may be downloaded and installed free of charge but your use of it
and receipt of the Services (as defined below) is subject to your timely payment
for the Services and you holding a then currently valid subscription to utilize the
Services.
5.3. Commercial License. Notwithstanding the foregoing, to the extent you have
purchased the Services for “Commercial Use” (as defined below), you are
hereby granted a non-exclusive, non-sublicensable, non-transferable restricted
license to use the Software but only in conjunction with the Device, properly
registered, and only for its intended purpose, and only for such veterinary or
other animal care use, subject to and in accordance with the terms of this EULA
and the terms of the applicable purchase order. For the purpose of this EULA,
“Commercial Use” means use of the Services, Device and Software for their
intended purpose, solely for the purpose of utilizing the foregoing as an aid in
order to provide veterinary or other animal care services to your clients, in the
following manner: You may utilize each purchased Device, with respect to the
animals of your clients, provided you have a then valid subscription enabling
you to utilize the Software and Services in connection with such Device, and
you may utilize the data obtained from the Services, Device and/or Software,
from a particular client’s animal, subject to the terms herein, as supplementary
information only in order to assist your provision of veterinary or other animal
care services to such particular client.
Within the framework of the foregoing license, you shall be entitled to grant a
sublicense to your clients for whom you are providing the veterinary or other
animal care services with respect to their pet animals, so that such clients shall
be entitled to use the Device on their animals in accordance with your
instructions and requirements as their veterinarian/animal care provider,
provided that the information obtained from such Device is conveyed to your
account and for your use. You may share such information with your clients at
your sole discretion. The foregoing right to sublicense, with respect to each of
your clients, shall be subject to each such client executed the Client Declaration
attached hereto as Exhibit A . You shall promptly provide any and/or all such
Client Declarations to Petpace upon its first request to do so. As a condition for
the foregoing sublicense, you hereby undertake to convey to your client the
terms and conditions of use of the Device, Software and Services as set forth
herein and/or any other applicable documentation provided by Petpace, and
you hereby represent ant warrant that you shall be liable and responsible for the
full compliance of your clients with the terms and conditions hereunder.
5.4. License and Usage Limitations. Notwithstanding anything to the contrary, you
may not use the Software, Device and/or Services, except for the Commercial
Use permitted hereunder. Without derogating from the foregoing except to the
extent otherwise expressly and unambiguously authorized by PetPace in writing
or, with respect to any restriction which is explicitly prohibited by applicable law,
you shall NOT otherwise: (i) modify, translate, reverse engineer, decompile,
disassemble or create derivative works based upon the Device, the Software,
Documentation or any Pets’ Data; (ii) make any copies of the Software or
Documentation; (iii) rent, lend, lease, transfer, sublicense, redistribute, sell or
otherwise transfer rights to the Services, Device, Software or Documentation;
(iv) remove any proprietary notices or labels on the Device or Documentation; or
(v) add, integrate or combine any other software with the Software; (vi) make
any use of the Services, Device, Software or Documentation for any business or
commercial purpose or for any research/study purpose, academic or otherwise,
unless otherwise expressly agreed by Petpace in writing under a separate
license agreement.
Additionally, you may not use the Services, the Devices, the Software,
Documentation and/or any Pet’s Data: (a) use the Services to violate any
applicable local, state, national or international law; (b) connected to the
Services, or disobey any requirements, procedures, policies or regulations of
networks connected to the Services; (c) circumvent, disable, or otherwise
interfere with security-related features of the Services, or features that prevent or
restrict use or copying of any part of the Services; (d) delete, or in any manner
alter, the copyright, trademark, or other proprietary rights notices appearing in
any part of the Services; and (e) obtain any information or materials relating to
the Services or through any means not intentionally made available by PetPace
to you, or attempt to gain unauthorized access to the Services, or any
technology, computer systems, or networks associated with the Services, or
attempt to index, search, or crawl the Services with any automated process or
other similar mechanism.
ANY SUCH FORBIDDEN USE OF THE SERVICES AND/OR SOFTWARE
AND/OR DEVICES AND/OR DOCUMENTATION AND/OR PET DATA SHALL
IMMEDIATELY TERMINATE YOUR LICENSE TO THE SOFTWARE WITHOUT
DEROGATING FROM ANY RIGHTS AND/OR REMEDIES AVAILABLE TO
PETPACE UNDER THESE TERMS AND/OR UNDER APPLICABLE LAW.
5.5. You agree that you shall only use the Services, Device, Software and
Documentation in a manner that complies with all applicable laws in the
jurisdictions in which you use the Device, including, but not limited to, applicable
restrictions concerning relevant copyright and other intellectual property rights
and/or the export controlling regulations.
6. REGISTRATION
If you want to access or use the Services, you will be required to register for a PetPace
account (an Account). By registering, you agree to provide accurate, current, and
complete information, and to keep your Account up to date at all times, including your
billing information. Information received from you, including through the Services, will be
kept and maintained by PetPace as described in the License. You must ensure that the
e-mail address and/or phone number that you provide as part of the registration process
is, and remains, valid and monitored by you.
When registering, you will be asked to provide a username and password. Please do not
choose a login name that is indecent or offensive, or otherwise violates the Terms or any
applicable laws or regulations. PetPace reserves the right to reclaim any username that
does not comply with these Terms.
You are responsible for safeguarding your username and password that you use to
access your Account and you undertake not to disclose it to any third party. You hereby
assume responsibility for all actions taken under your Account by you or any third
parties. You will notify PetPace immediately of any unauthorized use of your Account.
7. USAGE
The Services will only work if the Device’s battery is charged and the Device is properly
fastened to the animal, and the device is in proximity to active WiFi or BLE networks, or
under coverage of an accepted Cellular network, with which Petpace operates. The
Services monitor the Measurable Parameters over time, analyzing the data and
searching for irregularities. The Services may not be relied upon for receiving accurate
information or alerts in case of intermittent monitoring and uploading of the Measurable
Parameters.
8. PAYMENT AND BILLING
PetPace offers users several plans to choose from, each for a certain periodic payment
and duration. The prices and features of any plan are subject to change at any time.
To the extent permitted by applicable law, Your plan will automatically renew prior to its
expiration, and the form of payment on file will automatically be charged accordingly.
Subscription fees are non-refundable and non-transferable. Accordingly, if you elect to
cancel your plan subscription, you will not be entitled to any refund for any Subscription
fees previously paid regardless of any unused subscription period. IT IS YOUR
RESPONSIBILITY TO CANCEL THE PLAN AT LEAST 7 BUSINESS DAYS PRIOR TO
THE RENEWAL IN ORDER TO NOT BE CHARGED.
If for any reason, you fail to duly pay to PetPace any fees required under this
Agreement, PetPace shall have the right to cancel the Services provided to you and
terminate this Agreement within 7 days from the date any such payment was due and
remains unpaid
9. INDEMNIFICATION
You agree that you are solely responsible towards PetPace and towards any third party,
for any breach of your obligations under these Terms and for the consequences,
including any loss or damage which PetPace may suffer, as a result of any such breach,
and for any other damages, losses, costs and/or liabilities caused in connection with
your use of the Devices, Services and/or Software. You agree to defend (if PetPace so
requests), indemnify, and hold PetPace, its subsidiaries, and affiliates, and their
respective directors, officers, shareholders, and employees, harmless from any
expenses, costs, judgments, damages, loss, liability, claim, or demand (including but not
limited to any attorneys’ fees) made by any third party arising out of any breach by you
(or a user of your Account) of any terms or conditions of these Terms or your violation of
any rights of another, whether you are a registered user or not.
10. PETPACE INTELLECTUAL PROPERTY RIGHTS
IP Rights. Notwithstanding anything to the contrary, all right, title and interest including,
without limitation, any and all intellectual property rights (of any kind whatsoever,
whether registered or not, in any jurisdiction worldwide) in and to in and to the Software,
the Device, the Services, any and all Pets’ Data and Documentation, and to any and all
modifications, improvements, enhancements, updates, upgrades and/or any derivatives
thereto, shall be solely and exclusively owned by PetPace (including all its relevant
suppliers/licensors) and/or its licensors and/or business partners, as applicable. The
Device, the Software and underlying concepts are protected by copyright laws, including
those of the United States, the EU and international copyright treaties.
The trademarks, service marks and logos used and displayed on the Device and
PetPace’s website are registered and unregistered trademarks and service marks of
PetPace and others. You may not utilize any logos and/or trademarks and/or service
marks related to Petpace, and/or to the Services, Software and/or Device, without
receiving a suitable written license from Petpace specifically approving such use.
11. THIRD PARTY SERVICES AND MATERIALS
The Services and / or Software may include hyperlinks or otherwise enable access to
third party services and websites (including advertisements of third parties), and the
possibility to launch or otherwise initiate certain applications or websites that may not be
owned or controlled by PetPace. We assume no responsibility for the content, privacy
policies, or practices of any third party. You acknowledge and agree that PetPace will
not be responsible for any damage to your smartphone or Computer that results from the
use of third party products or websites. You further acknowledge and agree that
PetPace does not endorse any third party products or websites, and PetPace is not
responsible for examining or evaluating the content, accuracy, completeness, timeliness,
validity, copyright compliance, legality, decency, quality or any other aspect of such third
party materials or websites.
12. PRIVACY POLICY
In the course of the provision of the Services, data that may identify or make a natural
person identifiable (“Personal Data”) may be collected and processed by PetPace on
your behalf. You represent that you have all the necessary rights to enable PetPace to
process the Personal Data on your behalf, including, without limitation, when required,
any third party’s consent or to the extent required under any applicable data protection
and privacy legislations that a legal basis supports the lawfulness of the processing. In
addition, to the extent required by the applicable data protection and privacy legislations,
you are responsible for ensuring that all necessary information and privacy notices are
provided to individuals whose Personal Data is processed by PetPace in the course of
the provision of its Service.
PetPace respects your privacy and the privacy of third parties their Personal Data may
be processed in the course of providing the Services, and has created a policy to
address privacy concerns. Any use of the Device, Software or Services is governed by
our Privacy Policy .[Please insert a link to the Privacy Policy] The Privacy Policy is
hereby incorporated into these Terms by reference, and constitutes an integral part of
these Terms.
13. LIMITED PRODUCT WARRANTY
13.1. PetPace warrants that the PetPace Device shall operate substantively in
accordance with its applicable specifications, without defects in materials and
workmanship, under normal use for a period of ONE (1) YEAR from the date of
purchase by the original end-user purchaser (the “Warranty Term”). If the
Device or any part thereof, is proven to be materially defective in material or
workmanship, as determined by the PetPace at its sole discretion, within the
Warranty Term, PetPace will at its sole discretion either (1) repair the hardware
defect free of charge for parts and labor, (2) replace the Product with a similar
device which enables the designated use of the original Product. The foregoing
remedies shall be the sole remedies in the event of any defects in the Devices
and/or Software.
13.2. The foregoing product warrant does not apply: (a) to the replacement of
consumable items, supplies or accessories, including batteries; (b) to damage
caused as a result of natural disasters, fire, electrical surges, air conditioning,
dust or humidity control; (c) to damage caused as a result of accidents, theft,
abuse, negligence, misuse, vandalism, corrosion, or any causes other than
ordinary use for which the Device was designed; (d) to damage caused as a
result of alterations or repairs to the Device by anyone other than PetPace or a
PetPace authorized service provider; (e) to damage caused by operating the
Product not according to PetPace instructions and guidelines; (f) to cosmetic
damage including but not limited to, marks, scratches, dents, etc.; and (g) If any
PetPace serial number has been removed or defaced. PetPace holds the sole
discretion to determine whether a certain Device will be validated under this
warranty.
13.3. The Warranty Term for a repaired / refurbished Device will be the
remainder of the original Warranty Term or three (3) months following
replacement or repair, whichever is longer.
13.4. The limited product warranty set forth in this Section is in lieu of all other
warranties expressed or implied, including any implied warranty of
merchantability or fitness for a particular purpose, and no person is authorized to
assume for PetPace any other liability in connection with the sale of the Device.
13.5. To obtain factory service, the Device should be shipped to PetPace. The
customer shall bear the cost of shipment to PetPace, and PetPace shall bear
the cost of return shipment from PetPace to the customer.
13.6. Petpace shall use best efforts to ensure that repaired or replaced Devices
and / or parts will be returned to the customer within 30 days (not including
shipping times) from the date that PetPace received the Device from the
customer.
13.7. Post-Warranty Term services may be available for the Device. A
customer interested in such should contact PetPace at least 60 days prior to the
end of the Warranty Term, and request post warranty services. In the event that
such services are available, the customer will be required to enter into a Post
Warranty Services Agreement with PetPace.
14. DISCLAIMERS OF WARRANTIES
The Services are meant to be used in conjunction with the Device and Software. The
Services are intended to record the following health-related parameters of the animal
wearing the Device: (i) pulse rate, (ii) respiration, (iii) temperature, (iv) movement, (v)
position (vi) HRV, (vii) location, and (viii) derivative, calculated parameters (the
Measurable Parameters). Petpace then analyses and stores this information and
perform historical data analysis. It being clarified, however, that the use of the
Services, Devices and Software is intended for informational purposes only.
NOTWITHSTANDING ANYTHING TO THE CONTRARY, PETPACE IS NOT
ENGAGED IN PROVIDING NOR DOES PETPACE PURPORT TO PROVIDE OR
REPLACE PROFESSIONAL MEDICAL EXAMINATIONS, ADVICE, TREATMENT,
OR CLINICAL RECOMMENDATIONS.
YOU ACKNOWLEDGE THAT PETPACE IS NOT A LICENSED HEALTH CARE
PROVIDER AND HAS NO EXPERTISE IN DIAGNOSING, EXAMINING, OR
TREATING ANIMALS’ MEDICAL CONDITIONS OF ANY KIND, OR IN
DETERMINING THE EFFECT OF ANY ACTIVITY ON AN ANIMAL’S MEDICAL
CONDITION, AND THAT THE USE OF THE SERVICES IS NOT A SUBSTITUTE
FOR INDEPENDENT MEDICAL DECISION MAKING BY A QUALIFIED
VETERINARY PHYSICIAN. NEVER DISREGARD PROFESSIONAL MEDICAL
ADVICE OR DELAY IN SEEKING IT BECAUSE OF INFORMATION YOU RECEIVE
IN CONNECTION WITH THE DEVICE, SERVICES AND/OR SOFTWARE.
ADDITIONALLY, NEVER BASE ANY MEDICATION OR OTHER VETERINARIAN
TREATMENT SOLELY ON THE RESULTS OF THE INFORMATION OBTAINED
VIA THE SERVICES, DEVICE AND/OR SOFTWARE.
YOU ARE SOLELY RESPONSIBLE FOR YOUR OWN CONDUCT WITH RESPECT
TO YOUR PET’S MEDICAL NEEDS AND ANY RELIANCE UPON THE DEVICE,
SERVICES OR THE SOFTWARE SHALL NOT DIMINISH YOUR RESPONSIBILITY
TO CONSULT WITH LICENSED PRACTITIONERS FOR ANY DIAGNOSES,
TREATMENTS, MONITORING AND OTHER HEALTH-RELATED NEEDS.
YOU ACKNOWLEDGE THAT ANY INFORMATION PROVIDED VIA THE
SERVICES OR SOFTWARE OR IN CONNECTION WITH THE DEVICE IS FOR
INFORMATIONAL PURPOSES ONLY, IS MEANT TO SERVE AS A
SUPPLEMENTARY SOURCE OF INFORMATION FOR YOU AND/OR YOUR
VETERINARIAN OR OTHER ANIMAL CARE SERVICES PROVIDER, AND IS NOT
INTENDED TO REPLACE THE RELATIONSHIP BETWEEN YOU AND YOUR
PET’S VETERINARIAN OR ANY OTHER MEDICAL PROVIDER, NOR TO SERVE
AS A REPLACEMENT FOR ANY VETERINARIAN OR MEDICAL TESTS OR
EXAMINATIONS WHICH MAY BE REQUIRED TO BE PERFORMED BY YOUR
VETERINARIAN OR MEDICAL PROVIDER UNDER THE APPLICABLE
CIRCUMSTANCES.
VETERINARY PHYSICIANS AND OTHER HEALTHCARE PROFESSIONALS WHO
USE THE SERVICES SHOULD EXERCISE INDEPENDENT CLINICAL JUDGMENT
AS TO THE INFORMATION THEY PROVIDE, AND NOT RELY ON THE SERVICES
OR INFORMATION DERIVED THEREFROM AS A CONCLUSIVE SOURCE FOR
DIAGNOSIS. CONSUMERS WHO USE THE SERVICES DO SO AT THEIR OWN
RISK. IF YOUR PET HAS ANY TYPE OF MEDICAL CONDITION, YOU ARE
SPECIFICALLY CAUTIONED TO SEEK PROFESSIONAL MEDICAL ADVICE FOR
IT.
THE SERVICES, SOFTWARE, DEVICE, DOCUMENTATION AND OTHER
MATERIALS AND USE THEREOF, ARE PROVIDED ON AN "AS IS" BASIS. THE
ENTIRE RISK ARISING OUT IN CONNECTION WITH THE PERFORMANCE OF
ANY OF THE FOREGOING IS BORNE BY THE USER.
NEITHER PETPACE NOR ITS AFFILIATES, EMPLOYEES, PERSONNEL,
OFFICERS, DIRECTORS, SHAREHOLDERS, CONSULTANTS OR ANY THIRD
PARTIES WHO PROMOTE OT OTHERWISE ENGAGED WITH THE SERVICES,
DEVICE AND/OR SOFTWARE (“PETPACE ENTITIES”) SHALL BE LIABLE FOR
ANY PROFESSIONAL ADVICE PROVIDED BY VETERINARIANS AND OTHER
PROFESSIONALS EVEN IF SUCH ADVICE IS PROVIDED RELYING ON, USING,
OR ASSISTED BY, THE SERVICES, SOFTWARE AND/OR DEVICE.
You expressly acknowledge and agree that, to the extent permitted by applicable law,
use of the Services, Device and Software is at your sole risk and that the entire risk as to
satisfactory quality, performance, accuracy and effort is with you. To the maximum
extent permitted by applicable law and accept as otherwise expressly set forth herein,
the Device, the Software and any services are provided as is and as available, with all
faults and without warranty of any kind, and PetPace hereby disclaim all warranties and
conditions with respect to the Device, the Software and Services, either express, implied
or statutory, including, but not limited to, the implied warranties and/or conditions of
merchantability, satisfactory quality, fitness for a particular purpose, accuracy, and non-
infringement of third party rights. No oral or written information or advice given by
PetPace or an authorized representative thereof shall create a warranty.
PetPace does not warrant against interference with your enjoyment of your Smartphone,
the Device, the Software or the Services, that the functions contained therein will meet
your requirements, that the operation of the Device, Services or Software will be
uninterrupted or error-free, that any Service will continue to be made available, that
defects in the Services, Device or Software will be corrected, or that the Services Device
or Software will be compatible or work with any third party software, applications or third
party services. Note that use and installation of the Device or the Software may affect
the usability of third party software, applications or third party services.
You further acknowledge that the Services are not intended or suitable for use in
situations or environments where the failure or time delays of, or errors or inaccuracies
in, the content, data or information provided by the Services could lead to death, injury,
or severe physical or environmental damage.
The Services are limited to the country where you reside, and PetPace is not obligated
to provide them anywhere else. Without derogating from the above, it is hereby clarified
that Services may be interrupted, due to different reasons, including internet connection
malfunctions, interference with other communication devices, etc.
The Services operate on a periodic basis. Every certain amount of time the Device will
attempt to transmit data to the PetPace servers. PetPace cannot guarantee that the
transmittal of data will be successful every time, nor that the data transmitted will include
any or all of the Measurable Parameters as there are many variables that can interfere
with the measurement of the Measurable Parameters and the transmission hereof.
Except as provided for in PetPace’s product’s Limited Warranty policy as set forth in
Section 14 above, should the Device, the Software or services prove to be defective, you
assume the entire cost of all necessary servicing, repair or correction. In such
jurisdictions which do not allow the exclusion of implied warranties or limitations on
applicable statutory rights of a consumer, the above exclusion and limitations will not
apply.
15. LIMITATION OF LIABILITY
TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT SHALL
PETPACE OR ANYONE IN ITS BEHALF, BE LIABLE FOR PERSONAL INJURY, OR
ANY INCIDENTAL, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES
WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF
PROFITS, CORRUPTION OR LOSS OF DATA, FAILURE TO TRANSMIT OR RECEIVE
ANY DATA, BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES
OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE
THE SERVICES AND/OR THE DEVICE AND/OR SOFTWARE, HOWEVER CAUSED,
REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR
OTHERWISE) AND EVEN IF PETPACE HAS BEEN ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF
LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL
DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU.
IN NO EVENT SHALL PETPACE’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES
(OTHER THAN AS MAY BE REQUIRED BY APPLICABLE LAW IN CASES INVOLVING
PERSONAL INJURY) EXCEED THE AMOUNT ACTUALLY PAID BY YOU FOR THE
SERVICES IN THE 12 MONTHS PRECEDING THE DAMAGE. THE FOREGOING
LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS
ESSENTIAL PURPOSE.
TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT SHALL
PETPACE OR ANYONE IN ITS BEHALF BE LIABLE FOR ANY DAMAGES
REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR
OTHERWISE) AND EVEN IF PETPACE HAS BEEN ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES, RESULTING FROM: (1) ANY NON-PROVISION, LIMITATION
OR INTERMISSION OF THE SERVICES FOR ANY REASON NOT UNDER CONTROL
OF PETPACE, INCLUDING ANY ACT AND/OR OMISSION BY YOUR INTERNET
SERVICE PROVIDER AND/OR ANY THIRD PARTY; (2) ERRONEOUS / NON-
UPDATED, PARTIAL, OFFENSIVE OR FAULTY DATA; (3) A LOSS, THEFT OR ANY
OTHER UNLAWFUL USE OF THE DEVICE AND ANY AND ALL PASSWORDS,
CODES, USERNAMES OR ANY COMBINATION THEREOF, WHICH ARE REQUIRED
BY YOU IN ORDER TO RECEIVE THE SERVICES OR ANY PART THEREOF,
INCLUDING AND WITHOUT DEROGATING FROM THE ABOVE- THE USER’S
CREDIT CARD NUMBER; (4) AN ACT OF GOD OR ANY OTHER REASON WHICH IS
NOT UNDER CONTROL OF PETPACE.
16. ADDITIONAL SPECIFIC PROVISIONS REGARDING WARRANTY AND LIABILITY
Without derogating from and in addition to any other provisions herein, and
notwithstanding anything to the contrary, you hereby agree and acknowledge that the
following specific terms shall also apply to your use of the Services, Software and
Devices: (a) you hereby agree and acknowledge that (i) the Services, Software and
Devices are provided, except as otherwise expressly set forth herein, without any
warranties and/or representations on an “AS IS” basis; and (ii)The Services, Software
and Devices are provided as a means of assistance, however PetPace shall not be
responsible for any veterinary treatments and/or procedures, and/or for any other acts
and/or omissions performed by yourself or anyone on your behalf, in connection with any
data obtained in connection with the Services, Software and/or Devices; and (iii) You
shall be solely responsible for any damages caused in connection with your use of the
Services, Software and/or Devices, and you hereby undertake to fully indemnify and
hold PetPace harmless against any and all damages, losses, costs, liabilities and/or
expenses incurred by PetPace as a result of your use of the Services, Software and/or
Devices; and (iv) you undertake that you prior to offering use of the Services, Software
and/or Device to any of your customers, you shall make such customer aware of the
terms and conditions of use of the PetPace standard EULA and of this Agreement, and
clearly state that the data is provided as a means of assistance and may not be relied
upon for any purpose. For the avoidance of doubt, the foregoing does not include any
right to sell and/or distribute and/or otherwise convey the Services, Software and/or
Devices to any customers or other third parties. To the extent you shall wish to resell the
Device to customers, you shall be obligated to become a PetPace Reseller, and in such
event, please contact PetPace and enquire about the possibility of becoming part of
PetPace’s Reseller Program.
17. PROVISION AND MODIFICATION OF THE PETPACE SITE AND SERVICES
The provision of Services or any part thereof is subject to the possibility of provision,
their availability and the actual subscription. PetPace reserves the right, in its sole
discretion, to modify the Services. PetPace shall be entitled to assign any third party its
rights to provide the Services and/or collect the payments from the users in accordance
with these Terms and/or any other right it is entitled to.
18. TERMINATION
Petpace may terminate these Terms of Service, and the licenses granted hereunder,
and/or the provision of the Services at any time and for any reason by providing you with
a 30 days prior written notice, and shall return any fees paid by you for Services in
advance, for the period following such termination, if any. Notwithstanding the above,
PetPace shall be entitled to immediately cease provision of some or all of the Services
immediately, at its sole discretion, and any rights under the License will terminate
automatically without notice from PetPace should one or more of the following occur (a)
you fail to pay any payment due to PetPace (if such breach is not cured within 10 days),
(b) in the reasonable opinion of PetPace a fraud or any other illegal activity is conducted
through or by the Device, (c) upon cessation for any reason of your ongoing business
operation, in case you are a corporate entity (d) if you were declared bankrupt or a
receiver or temporary or permanent liquidator (or a similar officer) was appointed for you,
or a request to appoint such officer or similar officer was filed with the court or
government authority and was not withdrawn within 30 days, and (e) you have breached
one or more provision of these Terms.
The provisions of this agreement which by nature are meant to survive termination or
expiration shall so survive including, without limitation, the provisions of Sections 9, 10,
11, 12, 13, 14, 15, 16, 17, 18, 19, 20 and 21.
19. GOVERNING LAW AND SEVERABILITY
These Terms will be governed by and construed in accordance with the laws of the state
of New York, excluding its conflict of law principles. The License shall not be governed
by the United Nations Convention on Contracts for the International Sale of Goods, the
application of which is expressly excluded. All disputes, controversies or differences
which may arise between the Parties out of, in relation to, or in connection with this
Agreement, or for any breach thereof, shall be finally settled by the competent courts of
the State of New York, USA.
If for any reason a court of competent jurisdiction finds any provision, or portion thereof,
to be unenforceable, the remainder of this License shall continue in full force and effect.
20. COMPLETE AGREEMENT; GOVERNING LANGUAGE
These Terms constitutes the entire agreement between you and PetPace relating to the
Device, the Software and supersedes all prior or contemporaneous understandings
regarding such subject matter. No amendment to or modification of these Terms will be
binding unless in writing and signed by PetPace. Any translation of the Terms of Service
or License is done for local requirements and in the event of a dispute between the
English and any non-English versions, the English version of this License shall govern,
to the extent not prohibited by local law in your jurisdiction.
21. CONTACTING US
If you have any questions regarding any of these Terms, this License or the use of the
Software or the Device, please contact us by email.