End-User License Agreement (EULA) for License Application Sensei Cloud Mobile
1.
This agreement supplements your existing
agreement with Carestream Dental LLC ("Carestream Dental") as an existing and
continuing Carestream Dental cloud dental practice management ("DPMS") software
services customer for the purpose of accessing Carestream Dental’s Sensei Cloud Mobile software
application and associated services (the "Services"). By your access to the Services at https://mobile.gosensei.us
you agree to the applicability of the non-conflicting terms in your existing
agreement with Carestream Dental, and the terms and conditions that follow.
2.
Services
Description: The Sensei Mobile application and its associated
services allow for access to Carestream Dental cloud DPMS record data from supported
mobile devices and web browsers, including access to such data as appointment
records, patient care history, and core patient record information.
3.
Your
rights to use the Services
3.1.
The Services are protected by copyright,
trade secret, and other intellectual property laws. You are only granted the
right to use the Services and only for the purposes described by Carestream Dental. Carestream
Dental reserves all other rights in the Services. Until termination of this agreement
and as long as you remain a Carestream Dental cloud DPMS customer and comply with this
agreement, Carestream Dental grants to you a personal, limited, nonexclusive,
nontransferable right and license to use the Services.
3.2.
You agree not to use, nor permit any
third party to use, the Services or Content in a manner that violates any
applicable law, regulation or this agreement. You agree you will not:
3.2.1.1.
Provide
access to or give any part of the Services to any third party.
3.2.1.2.
Reproduce,
modify, copy, deconstruct, sell, trade or resell the Services.
3.2.1.3.
Make
the Services available on any file-sharing or application hosting service.
4.
License
terms. We grant you a non-exclusive right to access
the Services while you are a Carestream Dental cloud DPMS customer. You may not (a) use the Services except
as permitted in this agreement or (b) rent, lease, assign or transfer the Services.
These limitations will survive termination of this agreement for any reason.
You obtain no rights other than those granted in this agreement and we reserve
all rights not expressly granted herein. We retain title to the Sensei Cloud Mobile cloud
software application and associated services and any copy made from it.
5.
Content
5.1. You
are responsible for all materials ("Content") uploaded, posted or stored
through your use of the Services, and for the frequent archiving of such
Content. You are responsible for any lost or unrecoverable Content. You must
provide all required and appropriate warnings, information and disclosures. Carestream
Dental is not responsible for the Content or data you submit through the
Services.
5.2. You
agree not to use, nor permit any third party to use, the Services to upload,
post, distribute, link to, publish, reproduce, engage in or transmit any of the
following, including but not limited to:
5.2.1. Illegal,
fraudulent, defamatory, obscene, pornographic, profane, threatening, abusive,
hateful, harassing, offensive, inappropriate or objectionable information or
communications of any kind, including without limitation conduct that would
encourage "flaming" others, or criminal or civil liability under any
local, state, federal or foreign law;
5.2.2. Content
that would impersonate someone else or falsely represent your identity or
qualifications, or that constitutes a breach of any individual's privacy;
5.2.3. Except
as permitted by Carestream Dental in writing, investment opportunities,
solicitations, chain letters, pyramid schemes, other unsolicited commercial
communication or engage in spamming or flooding;
5.2.4. Virus,
Trojan horse, worm or other disruptive or harmful software or data; and
5.2.5. Any
information, software or Content which is not legally yours and without
permission from the copyright owner or intellectual property rights owner.
6.
Warranty
Disclaimer:
6.1.
Carestream Dental does not warrant that the
functions performed by the Services will be uninterrupted, timely, secure or
error-free, or that defects in the Services will be corrected. Carestream Dental does
not warrant the accuracy or completeness of the Content, or that any errors in
the Content will be corrected.
6.2.
CARESTREAM DENTAL EXPRESSLY DISCLAIMS ALL
WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING,
BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, WITH REGARD TO THE LICENSED SERVICES.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR ACCESS TO THE SERVICES IS AT YOUR
SOLE RISK AND IS PROVIDED "AS IS" AND "AS AVAILABLE"
WITHOUT WARRANTY OF ANY KIND.
7.
Limitations
of Liability and Indemnity.
7.1.
IN NO EVENT WILL CARESTREAM DENTAL BE
LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO ANY DIRECT,
INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR OTHER INDIRECT DAMAGES ARISING
OUT OF (I) THE USE OF OR INABILITY TO USE THE SERVICES OR THE CONTENT, (II) ANY
TRANSACTION CONDUCTED THROUGH OR FACILITATED BY THE LICENSED SERVICES; (III)
ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN THE SERVICES
AND/OR THE CONTENT, (IV) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS
OR DATA, OR (V) ANY OTHER MATTER RELATING TO THE SERVICES OR THE CONTENT, EVEN
IF CARESTREAM DENTAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF YOU ARE
DISSATISFIED WITH THE SERVICES, YOUR SOLE AND EXCLUSIVE REMEDY IS TO
DISCONTINUE USING THE LICENSED SERVICES
7.2.
You agree to indemnify and hold
Carestream Dental and its Affiliates and Suppliers harmless from any and all
claims, liability and expenses, including reasonable attorneys' fees and costs,
arising out of your use of the Services or breach of this Agreement (collectively
referred to as "Claims"). Carestream Dental reserves the right, in
its sole discretion and at its own expense, to assume the exclusive defense and
control of any Claims. You agree to reasonably cooperate as requested by Carestream
Dental in the defense of any Claims.
7.3.
Carestream
Dental Cloud Term – This agreement shall remain in
effect as long as you access the Services and remain a DPMS customer, or Carestream Dental
terminates for your material breach of the agreement.