Last updated: November 27, 2017. These Terms of Service ("Terms", "Terms of Service") govern your relationship with https://www.acute360.com website and Acute360 mobile application (the "Service") operated by Acute360 Inc. ("us", "we", or "our").
Please read these Terms of Service carefully before using our website and Acute360 mobile application (the "Service").
Your access to and use of the Service is based on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the Service.
By accessing or using the Service you agree to be bound by these Terms and accept all legal consequences. If you do not agree to these terms and conditions, in whole or in part, please do not use the Service.
The Service is billed on a subscription basis ("Subscription(s)"). You will be billed in advance on a recurring and periodic basis ("Billing Cycle"). Billing cycles are set either on a monthly or annual basis, depending on the type of subscription plan you select when purchasing a Subscription. At the end of each Billing Cycle, your Subscription will automatically renew under the exact same conditions unless you cancel it or Acute360 Inc. cancels it. You may cancel your Subscription renewal either through your online account management page or by contacting Acute360 Inc. customer support team. A valid payment method, including credit card or other acceptable forms of payment, is required to process the payment for your Subscription. You shall provide Acute360 Inc. with accurate and complete billing information including full name, address, state/prov., zip code/postal code, telephone number, and a valid payment method information. By submitting such payment information, you automatically authorize Acute360 Inc. to charge all Subscription fees incurred through your account to any such payment instruments. Should automatic billing fail to occur for any reason, Acute360 Inc. will issue an electronic invoice indicating that you must proceed manually, within a certain deadline date, with the full payment corresponding to the billing period as indicated on the invoice.
Acute360 Inc. may, at its sole discretion, offer a Subscription with a free trial for a limited period of time ("Free Trial"). You may be required to enter your billing information in order to sign up for the Free Trial. If you do enter your billing information when signing up for the Free Trial, you will not be charged by Acute360 Inc. until the Free Trial has expired. On the last day of the Free Trial period, unless you cancelled your Subscription, you will be automatically charged the applicable Subscription fees for the type of Subscription you have selected. At any time and without notice, Acute360 Inc. reserves the right to (i) modify the terms and conditions of the Free Trial offer, or (ii) cancel such Free Trial offer.
Acute360 Inc., in its sole discretion and
at any time, may modify the Subscription fees for the Subscriptions. Any
Subscription fee change will become effective at the end of the then-current
Acute360 Inc. will provide you with a
reasonable prior notice of any change in Subscription fees to give you an
opportunity to terminate your Subscription before such change becomes
Your continued use of the Service after the
Subscription fee change comes into effect constitutes your agreement to pay the
modified Subscription fee amount.
Except when required by law, paid
Subscription fees are non-refundable.
“Content” means any and all information, data, code, video, images, text, documents or other materials of any type that is uploaded, posted, emailed, transmitted, submitted or otherwise made available to or through the Service by you or any of your Individual Users, regardless of whether it is publicly posted or privately transmitted. All Content is the sole responsibility of the person from whom such Content originated. This means that you, and not Acute360, are entirely responsible for all Content that you upload, post, email, transmit, submit or otherwise make available via the Service. Acute360 does not control the Content posted via the Service and as such, Acute360 does not and cannot guarantee or endorse the accuracy, integrity or quality of such Content. You retain any and all of your rights to any Content you submit, post or display on or through the Service and you are responsible for protecting those rights. You represent and warrant that: (i) the Content is yours (you own it) or you have the right to use it and grant us the rights and license as provided in these Terms, and (ii) the posting of your Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person.
When you create an account with us, you
must provide us information that is accurate, complete, and current at all
times. Failure to do so constitutes a breach of the Terms, which may result in immediate
termination of your account on our Service.
You are responsible for safeguarding the
password that you use to access the Service and for any activities or actions
under your password, whether your password is with our Service or a third-party
You agree not to disclose your password to
any third party. You must notify us immediately upon becoming aware of any
breach of security or unauthorized use of your account.
You may not use as a username the name of
another person or entity or that is not lawfully available for use, a name or
trade mark that is subject to any rights of another person or entity other than
you without appropriate authorization, or a name that is otherwise offensive,
vulgar or obscene.
The Service and all contents, including but
not limited to text, images, graphics or code are the property of Acute360 Inc.
and are protected by copyright, trademarks, database and other intellectual
property rights. You may display and copy, download or print portions of the
material from the different areas of the Service only for your own
non-commercial use. Any other use is strictly prohibited and may violate
copyright, trademark and other laws. These Terms do not grant you a license to
use any trademark of Acute360 Inc. or its affiliates. You further agree not to
use, change or delete any proprietary notices from materials downloaded from
Links To Other Web Sites
The Service may contain links to
third-party web sites or services that are not owned or controlled by Acute360
Acute360 Inc. has no control over, and
assumes no responsibility for, the content, privacy policies, or practices of
any third party web sites or services. You further acknowledge and agree that
Acute360 Inc. shall not be responsible or liable, directly or indirectly, for
any damage or loss caused or alleged to be caused by or in connection with use
of or reliance on any such content, goods or services available on or through
any such websites or services.
We strongly advise you to read the terms
and conditions and privacy policies of any third-party web sites or services
that you visit.
We may terminate or suspend access to our
Service immediately, without prior notice or liability, for any reason
whatsoever, including, without limitation, if you breach the Terms.
All provisions of the Terms shall survive
termination, including, without limitation, ownership provisions, warranty
disclaimers, indemnity and limitations of liability.
Upon termination, your right to use the
Service will immediately cease. If you wish to terminate your account, you may
simply discontinue using the Service.
You agree to indemnify, defend and hold
harmless Acute360 Inc., its principals, officers, directors, representatives,
employees, contractors, licensors, licensees, suppliers and agents, from and
against any claims, losses, damages, losses, obligations, costs, actions or
These include but are not limited to: (a)
legal and accounting fees resulting from your use of the Service; (b) your
breach of any of these Terms; (c) anything you post on or upload to the
Service; and (d) any activity related to your account. This includes any
negligent or illegal conduct by you, any person or entity accessing the Service
using your account whether such access is obtained via fraudulent or illegal
Limitation Of Liability
Acute360 Inc., its directors, employees,
partners, agents, suppliers, or affiliates, shall not be liable for any loss or
damage, direct or indirect, incidental, special, consequential or punitive
damages, including without limitation, economic loss, loss or damage to
electronic media or data, goodwill, or other intangible losses, resulting from
(i) your access to or use of the Service; (ii) your inability to access or use
the Service; (iii) any conduct or content of any third-party on or related to
the Service; (iiv) any content obtained from or through the Service; and (v)
the unauthorized access to, use of or alteration of your transmissions or
content, whether based on warranty, contract, tort (including negligence) or
any other claim in law, whether or not we have been informed of the possibility
of such damage, and even if a remedy set forth herein is found to have failed
of its essential purpose.
Disclaimer And Non-Waiver of Rights
Acute360 Inc. makes no guarantees,
representations or warranties of any kind as regards the website and associated
technology. Any purportedly applicable warranties, terms and conditions are
excluded, to the fullest extent permitted by law. Your use of the Service is at
your sole risk. The Service is provided on an "AS IS" and "AS
AVAILABLE" basis. The Service is provided without warranties of any kind,
whether express or implied, including, but not limited to, implied warranties
of merchantability, fitness for a particular purpose, non-infringement or
course of performance, except as provided for under the laws of any province in
Canada. In such cases, the provincial law shall apply to the extent necessary.
Acute360 Inc. its subsidiaries, affiliates,
and its licensors do not warrant that a) the Service will function
uninterrupted, secure or available at any particular time or location; b) any
errors or defects will be corrected; c) the Service is free of viruses or other
harmful components; or d) the results of using the Service will meet your
requirements. If you breach any of these Terms and
Acute360 Inc. chooses not to immediately act, or chooses not to act at all,
Acute360 Inc. will still be entitled to all rights and remedies at any later
date, or in any other situation, where you breach these Terms. Acute360 Inc.
does not waive any of its rights. Acute360 Inc. shall not be responsible for
any purported breach of these Terms caused by circumstances beyond its control.
A person who is not a party to these Terms shall have no rights of enforcement.
You may not assign, sub-license or
otherwise transfer any of your rights under these Terms.
As set out, above, some jurisdictions do
not allow the exclusion of certain warranties or the exclusion or limitation of
liability for consequential or incidental damages, so the limitations above may
not apply to you. Provincial laws of Canada may apply to certain products and
These Terms shall be governed by, and
interpreted and enforced in accordance with, the laws in the Province of Quebec
and the laws of Canada, as applicable.
If any provision of these Terms is held to
be invalid or unenforceable by a court of competent jurisdiction, then any remaining
provisions of these Terms will remain in effect. These Terms constitute the
entire agreement between us regarding our Service, and supersede and replace
any prior agreements, oral or otherwise, regarding the Service.
We reserve the right, at our sole
discretion, to modify or replace these Terms at any time. If a revision is
material we will make reasonable efforts to provide at least 30 days' notice
prior to any new terms taking effect. What constitutes a material change will
be determined at our sole discretion.
By continuing to access or use our Service
after those revisions become effective, you agree to be bound by the revised
terms. If you do not agree to the new terms, in whole or in part, please stop
using the website and the Service.
If you have any questions about these
Terms, please contact us.