Welcome to Zooma Technologies, Inc. (“Zooma,” “we,” “us” or “our”)!
YOU SHOULD REVIEW THIS AGREEMENT IN ITS ENTIRETY. YOU ACKNOWLEDGE YOUR ACCEPTANCE OF THIS AGREEMENT BY REGISTERING TO BECOME A USER OR BY BROWSING OR OTHERWISE USING THE Zooma PLATFORM. YOU WILL BE LEGALLY BOUND BY THESE TERMS. IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS OF THIS AGREEMENT, DO NOT REGISTER, BROWSE OR OTHERWISE USE THE PLATFORM.
A. Purpose: The purpose of this Terms is to establish the terms regarding your access to and use of Zooma's Platform.
B. Zooma: Zooma provides access to a technology platform for licensed Dentists and Dental Offices (collectively “Dental Practices”) and other third-parties, along with licensed, National Board of Dental Hygiene Certified Registered Dental Hygienists, Canadian Provincial Colleges of Dental Hygienists Certified Dental Hygienist, Dental Assistants (EFDA and RDA), Certified Dental Assistant (Canada), Front Desk Receptionists, and Associate Dentists (collectively “Dental Professionals”) to connect with each other for the purposes of engaging in a business-to-business arrangement for the provision of Dental Care Services. Zooma is not a Dentist Office and is neither affiliated with self-employed or independent contractor Dental Professionals nor Dental Practices that use its Platform. Zooma merely provides a platform for Dental Practices and Dental Professionals to connect under whatever terms they so choose.
C. You: You seek Dental Care Services from a Dental Professional and you independently determine which Professional you want to engage, when you want to engage the Professional, and what Dental Care Services you want provided through Zooma's platform. You are (a) 18 years of age or older, (b) have not been previously suspended or removed from the Platform, or engaged in any activity that could result in removal from the Platform, (c) do not have more than one Account on the Platform, and (d) have full power and authority to enter into this Terms and in so doing will not violate any other Terms to which you are a party.
D. Acknowledgements: You must read, agree to, and accept all of the terms and conditions contained in these Terms in order to use Zooma's Platform. By browsing, using, signing up for, downloading, or otherwise accessing any part of Zooma's Platform, or by clicking to accept or agree to the Terms when this option is made available to you, you accept and agree to be bound and abide by these Terms. If you do not want to agree to these Terms, you must not browse, access or otherwise use Zooma's Platform. If you are using Zooma's Platform on behalf of an organization, you represent that you have the right to bind such organization to these Terms, and the terms “Dental Practice” and “you” will include both you, the individual user, and such organization.
A. Dental Professionals: Dental Practice acknowledges that Dental Professionals are independent contractors operating as self-employed individuals who use Zooma's Platforms to offer and provide Dental Care Services to Dental Practices. Dental Practice acknowledges and agrees that Zooma has no responsibility for, control over, or involvement in the scope, nature, quality, character, timing or location of any work or Dental Care Services performed by Dental Professionals. However, Zooma asks Dental Professionals to prove their appropriate credentials, including but not limited to, current and active license, before being allowed to use the Zooma Platform. Dental Practice further represents, acknowledges, and warrants that throughout the Terms shall at all times treat Dental Professionals as independent contractors and that Dental Practice will take no action that is inconsistent with such classification.
B. Authorized Users: Dental Practice acknowledges and agrees that the Dental Practice is bound by and responsible for any and all actions taken by Authorized User of Dental Practice in accessing or using the Platform and is subject to the terms and conditions of this Terms. If the Dental Practice's Authorized User ceases to be employed by the Dental Practice or the Dental Practice otherwise wishes to replace its contact, the Dental Practice shall promptly notify Zooma by written notice. Authorized Users may only access the Dental Practice portion of the Platforms by invitation sent by Zooma as determined by the Dental Practice. Authorized Users are required to complete the Dental Practice's registration/profile and create a unique username and password.
C. Platform: Zooma grants to the Dental Practice, a non-exclusive, non-transferable license for the Dental Practice, through its Authorized Users to access the Platform so that the Dental Practice can use the Dental Care Services in strict accordance with these Terms, which is incorporated herein by reference. Authorized Users may only access or use the Platform for the Dental Practice's own internal purposes in accordance with these Terms.
D. Zooma Duties: Dental Practice acknowledges and understands:
i. All Dental Professionals are required to maintain the confidential nature of your information at all times in accordance with governing law.
ii. Zooma provides Dental Practice with access on the Platforms, in accordance with these Terms. While most information and documentation will be contained and viewable through the Platform, Zooma may, in its reasonable discretion, and upon reasonable request by the Dental Practice, provide the Dental Practice with such information as the Dental Practice may require from time to time.
iii. Zooma asks Dental Professionals to provide proof of current and active license before being allowed to use the Zooma Platform to offer services to Dental Practices.
iv. Notwithstanding anything to the contrary herein, Dental Practice acknowledges and agrees that Zooma has no authority or control over the Dental Care Services a Dental Professional provides during an Engagement or otherwise, including the quality and method of providing such Dental Care Services or the day-to-day oversight or supervision of the Professional's provision of such Dental Care Services. The Dental Practice further acknowledges and agrees that Zooma does not and will not provide Dental Professionals with any tools, equipment, or uniforms for the performance of Dental Care Services.
E. Dental Practice Duties: Dental Practice acknowledges and accepts:
i. The person executing these Terms on behalf of Dental Practice has the authority to legally bind the Dental Practice to Terms.
ii. You are fully licensed to practice Dentistry. Any licenses, certifications and insurances required by the State Board of Dentistry are in compliance and up to date. Any insurance(s) required by the Dentist/Dental office will be applied to the Dental Professionals.
iii. The Dental Practice determines in its sole discretion the Engagements that it desires to request, approve, offer and/or accept from Dental Professionals on the Platform. The Dental Practice is not required to request, approve, offer or accept a minimum number of Engagements per month.
iv. By confirming an Engagement, the Dental Practice is authorizing the Dental Professionals to provide Dental Care Services for the duration of the Engagement.
v. The Dental Practice determines in its sole discretion which Dental Professionals to approve and accept for its Engagements through the Platform.
vi. Zooma is not the employer of or joint employer with any Dental Professionals. Dental Professionals are not employees, agents, or legal representatives of Zooma.
vii. Dental Professionals are independent contractors providing Dental Care Services directly to Dental Practice. Dental Professionals are not employees, agents, or legal representatives of Dental Practice.
viii. Zooma is not the employer of or joint employer with any Dental Professionals. Dental Professionals are not employees, agents, or legal representatives of Zooma.
ix. Dental Professionals are independent contractors providing Dental Care Services directly to Dental Practice. Dental Professionals are not employees, agents, or legal representatives of Dental Practice.
x. Non-Circumvention. At no time during the terms of this Agreement shall Dental Practice directly circumvent the relationship between Zooma and Dental Professionals in order to solicit the same services Dental Professionals provide Dental Practice through Zooma's Platform. If Dental Practice wants to seek a written exception from Zooma to this provision and hire Dental Professionals, please contact Support at support@getzooma.com
In the event that the Dental Practice engages, hires, or contracts with any professional within the Company's network in a full-time capacity, after the professional has been engaged through the Company's platform, the Dental Practice shall be liable to pay a circumvention fee to the Company unless mutually agreeable arrangements are made in advance of any such direct engagement.
F. Use of Platform
i. Registration: In order to engage Dental Professionals and otherwise use the Platform, you are required to identify, register with Zooma, and provide information on your Authorized User(s). You are also required to create a username and password and verify that you are over eighteen (18) years of age.
ii. Request Engagements: Once registration is completed, you shall have access to request Engagements with Dental Professionals. Zooma uses a proprietary online scheduling system that allows you direct access to request and accept Engagements on the Platform. All requests, confirmations, and cancellations for Engagements are done so only through the Platform. By confirming an Engagement, you enter into an agreement with the Dental Professional for the Dental Professional to perform Dental Care Services during that Engagement.
iii. Unauthorized Use: You are solely responsible for activity that occurs with your username/password and shall be responsible for maintaining the confidentiality of your password. You shall never use another person's Account to accept an Engagement or otherwise. If you discover any unauthorized use of your username/password, or other known security breach, you must report it to Zooma immediately. You agree that you are responsible for anything that happens through your username/password until you terminate or deactivate your Account with Zooma.
G. Intellectual Property Rights
The Platform and its entire contents, features and functionality including but not limited to all information, software, text, data, displays, images, video and audio, and the design, selection and arrangement thereof (“Our Property”), are owned by Zooma, its licensors or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws.
Subject to the terms and conditions herein, we grant you the non-exclusive, limited, revocable right to access and use the Platform solely to the extent necessary for the Specified Purpose only, as permitted by this Terms. We reserve all other rights. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit Our Property or any of the material on our Platform, except as follows:
• Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
• You may store files that are automatically cached by Your Web browser for display enhancement purposes.
• If we provide desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use.
You must not delete or alter any copyright, trademark, or other proprietary rights notices from Our Property. You must not access or use for any commercial purposes other than the Specified Purpose any part of the Platform or any Services or materials available through the Platform. If you wish to make any use of material on the Platform other than that set out in this section, please address your request to support@getzooma.com.
If you print, copy, modify, download or otherwise use or provide any other person with access to any part of the Platform in breach of the Terms, your right to use the Platform will cease immediately and You must, at our option, return or destroy any copies of the materials You have made. No right, title, or interest in or to the Platform or any content on the Platform is transferred to you, and all rights not expressly granted are reserved by Zooma. Any use of the Platform not expressly permitted by this Terms is a breach of this Terms and may violate copyright, trademark, and other laws.
The marks of Zooma, its logo, and all related names, logos, product and service names, designs and slogans are trademarks of Zooma or its affiliates or licensors. You must not use such marks without the prior written permission of Zooma. All other names, logos, product and service names, designs and slogans on this Platform are the trademarks of their respective owners, and each owner retains all rights in its marks. Any use of marks displayed on the Platform will insure solely to the benefit of their respective owners.
A. Payment: Zooma facilitates payments to Dental Professionals from the Dental Practice for Dental Care Services Dental Professionals provides during Engagements. Zooma charges Dental Practices a standard Booking Fee of either $50, C$50, or 20% for Dental Professionals. The Booking Fee is calculated based on the Dental Professionals hourly rate, which is agreed to by and between Dental Practices and Dental Professionals. Zooma charges Dental Practices for both the Dental Professionals, as agreed between You and the Dental Professional, and the Zooma Booking Fee upon shift confirmation.
B. Payment Form: You can pay with a credit/debit card or ACH. Credit/Debit cards payments are processed by Stripe, and you must agree to the Stripe terms and conditions prior to using the Zooma platform.
C. Confirmation of Dental Professionals Hours: Upon completion of an Engagement, the applicable Dental Professional is required to submit to a record confirming its completion of the Engagement through the Platform. Dental Practice is required to electronically confirm the number of hours worked by Dental Professional recorded through the Platform within 24 hrs of the completed Engagement. Unchanged hours for confirmed Engagements will be auto-approved. Undisputed or auto-approved hours for completed Engagements after one (1) day of the completed Engagement are deemed correct and payable according to these terms. In the event that the dental office initiates the early departure of the professional without any culpability on the part of the professional, the professional shall retain the entitlement to compensation corresponding to the originally scheduled hours.
D. Cancellation: If you elect to cancel a confirmed match for Dental Care Services with more than 24 hours advance notice, you will not be charged a cancellation fee. If you cancel a confirmed match with less than one day advance notice, the following cancellation fee schedule shall apply:
i. For an Engagement canceled or adjusted within 1 day (24 hours) before a shift, you will be charged 50% of the Dental Professionals pay and the Zooma Booking Fee that was charged upon confirmation. The Dental Professionals will still be paid 50% of the booked pay for inconvenience and loss of work as they may not be able to otherwise find work during the same time slot.
ii. Regardless of time of cancellation, if an Engagement is canceled within 20 minutes after a match was confirmed, the office will be refunded for 100% of the Dental Professionals pay and 100% of the Zooma Booking Fee.
E. Invoices: All invoices are final and payable unless disputed in writing within ten (10) calendar days. Zooma will generate an electronic invoice weekly for the Dental Practice which will identify the name of the Dental Professionals, the date and Engagement time worked by the Dental Professionals, and the applicable rate.
F. Deadline: Dental Practice is required to have a form of payment on file with Zooma. Dental Practice will be charged a processing fee if invoices are paid with credit cards. Dental Practice is required to pay Zooma the entire invoices within twenty-one (21) days following receipt of the invoice. Failure to make a timely payment shall result in Zooma's discretion in either an interest penalty of 1.5% per month, for each month or part thereof on the outstanding amount invoiced (not to exceed the highest rate allowed by law) until all amounts owed, including the interest, have been paid in full, or an automatic withdrawal of the amount owed on the twenty-fourth (24th) day following receipt of the invoice.
G. Costs and Expenses: If Zooma incurs costs or expenses to collect its fees or other sums due under this Terms or to enforce any non-monetary terms of this Terms or as result of Dental Practice's default under this Terms, Dental Practice agrees to pay to Zooma any and all such costs and expenses (including, but not limited to, reasonable attorneys' fees and disbursements) incurred by Zooma in connection therewith.
H. Suspend and Termination: Zooma reserves the right to suspend or terminate the Dental Practice's or any of its Authorized Users' access or use of the Platforms if the Dental Practice fails to make a timely payment in accordance with these Terms. Any failure by Zooma to assert a right or provision of this Section of shall not constitute a waiver of such right or provision.
Dental Practice understands and agrees that because Zooma provides access to a technology platform and does not provide Dental Care Services, Zooma does not have any access to personal health information (“PHI”) of Dental Practice's patients. As a result, Zooma does not need to execute a Business Associate Agreement (“BAA”). However, Dental Practice has the discretion to require Dental Professionals to sign a BAA should they have access to the PHI of Dental Practice's patients.
A. IN NO EVENT WILL Zooma, ITS AFFILIATES OR ITS OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY WHETHER BASED ON CONTRACT, TORT OR ANY OTHER LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE PLATFORM, ANY WEB PLATFORMS LINKED TO IT, ANY CONTENT ON THE SERVICE OR SUCH OTHER SERVICES OR ANY SERVICES OR ITEMS OBTAINED OR TRANSACTED THROUGH THE PLATFORM OR SUCH OTHER SERVICES, INCLUDING ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE. THE FOREGOING DOES NOT AFFECT ANY LIABILITY, WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. IN NO EVENT SHALL Zooma's TOTAL LIABILITY TO YOU IN CONNECTION WITH THE SERVICES FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION EXCEED FIVE HUNDRED U.S. DOLLARS (US $500).
B. Zooma'S SERVICES MAY BE USED BY YOU TO REQUEST AND SCHEDULE DENTAL CARE SERVICES WITH Dental Professionals, BUT YOU AGREE THAT Zooma HAS NO RESPONSIBILITY OR LIABILITY TO YOU RELATED TO ANY SERVICES PROVIDED TO YOU BY Dental Professionals OTHER THAN AS EXPRESSLY SET FORTH IN THESE TERMS.
C. THE LIMITATIONS AND DISCLAIMER IN THIS SECTION DO NOT PURPORT TO LIMIT LIABILITY OR ALTER YOUR RIGHTS AS A CONSUMER THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW.
A. The term of this Terms shall commence on and be effective as of the date of this Terms is first accepted by you and will continue until this Terms is terminated in accordance with the terms and conditions herein.
B. Except as otherwise provided herein, you can terminate these Terms with or without cause by providing prior written notice to Zooma of such termination. Any termination of the Terms in accordance with the foregoing shall be effective as of the date of the later of (a) the date on which you delete and deactivate your Account and (b) the day after you have completed your last Engagement that has already been scheduled and accepted by a Hygienist as of the time Zooma receives your notice of termination.
C. Notwithstanding anything to the contrary in this Terms, Zooma may terminate or deactivate your Account and/or terminate this Terms immediately, with respect to you in the event you are in violation of this Terms in material breach of the Terms.
A. By entering into these Terms and using the Dental Care Services, you agree, to the fullest extent permitted by applicable law, that you shall defend, indemnify and hold Zooma, its licensors and each such party's parent organizations, subsidiaries, affiliates, officers, directors, members, employees, attorneys, assigns and agents harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys' fees and costs) arising out of or in connection with you treating Dental Professionals inconsistently with their classification as an independent contractor, including but not limited to the following claims:
i. based on alleged breach of any term of these Terms, representations, and warranties of you set forth herein,
ii. based on violation of any applicable law or regulation;
iii. based your violation of any rights of any third party, including Dental Professionals;
iv. based on the negligent or intentional acts;
v. based on your content you submit, post, or transmit through the Platform,
vi. related to any Engagement, including any claims by any third party or government agency that Dental Professionals were misclassified as an independent contractor or employee of you, and any claim that Zooma was an employer or joint employer of Professional and/or any of your affiliate, employee, or subcontractor, and related legal claims under any employment laws;
vii. based the actions of associated employees; or
viii. based on your use or misuse of the Dental Care Services or a claim that any User Data infringes the copyright, trademark, or patent rights of any third party.
A. Arbitration: You agree to first try to resolve any dispute informally by contacting us at support@getzooma.com. We will respond to you by email and attempt to resolve disputes you submit to us. If a dispute you present to us is not resolved within 30 days of the first email submission regarding the dispute, formal proceedings may be initiated according to the following terms. These Terms of Use and any dispute between you and Zooma related to or arising from the Services or these Terms of Use shall be governed by the laws of the state of New York without regard to principles of conflicts of law, provided, however that this arbitration provision shall be governed by the Federal Arbitration Act. This Dispute Resolution and Arbitration provision (this “Provision”) facilitates the prompt and efficient resolution of any dispute (e.g., claim or controversy, whether based in contract, statute, regulation, ordinance, tort – including, but not limited to, fraud, misrepresentation, fraudulent inducement, or negligence) – or any other legal or equitable theory, and includes the validity, enforceability or scope of this Provision (with the exception of the enforceability of the Class Action Waiver clause below) that may arise between you and Zooma. Effectively, then, “dispute” is given the broadest meaning enforceable by law and includes any claims against other parties relating to services or products provided or billed to you (such as our licensors, suppliers, dealers, or third-party vendors) whenever you also assert claims against us in the same proceeding. This Provision provides that all disputes between you and us shall be resolved by binding arbitration because acceptance of these Terms of Use constitutes a waiver of your right to litigation claims and all opportunity to be heard by a judge or jury. To be clear, there is no judge or jury in arbitration, and court review of an arbitration award is limited. The arbitrator must follow this agreement and can award the same damages and relief as a court (including attorney's fees). BOTH YOU AND TOOTHIO AGREE THAT, EXCEPT AS PROVIDED BELOW, ANY AND ALL DISPUTES, AS DEFINED ABOVE, WHETHER PRESENTLY IN EXISTENCE OR BASED ON ACTS OR OMISSIONS IN THE PAST OR IN THE FUTURE, WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION RATHER THAN IN COURT IN ACCORDANCE WITH THIS PROVISION
B. Arbitration Procedures: If this Provision applies and the dispute is not resolved as provided above (Pre-Arbitration Claim Resolution) either you or we may initiate arbitration proceedings. JAMS, www.jamsadr.com, will arbitrate all disputes, and the arbitration will be conducted before a single arbitrator. The arbitration shall be commenced as an individual arbitration, and shall in no event be commenced as a class arbitration. All issues shall be for the arbitrator to decide, including the scope of this Provision.For arbitration before JAMS, the JAMS Comprehensive Arbitration Rules & Procedures and the JAMS Recommended Arbitration Discovery Protocols For Domestic, Commercial Cases will apply. The JAMS rules are available at www.jamsadr.com or by calling 1-800-352-5267. This Provision governs in the event it conflicts with the applicable arbitration rules. Under no circumstances will class action procedures or rules apply to the arbitration.Because the Services and these Terms of Use concern interstate commerce, the Federal Arbitration Act (“FAA”) governs the arbitrability of all disputes. However, the arbitrator will apply applicable substantive law consistent with the FAA and the applicable statute of limitations or condition precedent to suit.
C. Class Action Waiver: Except as otherwise provided in this Provision, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a class or representative proceeding or claims (such as a class action, consolidated action or private attorney general action) unless both you and we specifically agree to do so following initiation of the arbitration. If you choose to pursue your Dispute in court by opting out of this Provision, as specified above, this Class Action Waiver will not apply to you. Neither you, nor any other user of Services can be a class representative, class member, or otherwise participate in a class, consolidated, or representative proceeding without having complied with the opt-out requirements above.
D. Jury Waiver: You understand and agree that by accepting this Provision in these Terms of Use, you and we are each waiving the right to a jury trial or a trial before a judge in a public court. In the absence of this Provision, you and we might otherwise have had a right or opportunity to bring disputes in a court, before a judge or jury, and/or to participate or be represented in a case filed in court by others (including class actions). Except as otherwise provided below, those rights are waived. Other rights that you would have if you went to court (e.g., the rights to both appeal and certain types of discovery) may be more limited or may also be waived.
E. Severability: If any clause within this Provision (other than the Class Action Waiver clause above) is found to be illegal or unenforceable, that clause will be severed from this Provision whose remainder will be given full force and effect. If the Class Action Waiver clause is found to be illegal or unenforceable, this entire Provision will be unenforceable, and the dispute will be decided by a court.
A. Nondiscrimination: Zooma does not discriminate on the basis of sex, color, race, national origin, religion, gender, gender identity, marital status, age, sexual orientation, or any other applicable federal, state, or local protected class.
B. Headings: Headings are used in this Terms for reference only and shall not be considered when interpreting this Terms.
C. Modifications: Except as provided in the “Arbitration Agreement and Class Waiver” in Section 8 above, and with the exception of claims already asserted in arbitration, Zooma reserves the right to change the Dental Practice Terms at any time at our sole business discretion. Updated versions of the Terms will never apply retroactively and the updated Terms will give the exact date they go into effect. If the modifications to the Terms constitute a material change, in Zooma's good faith reasonable judgment, Zooma will notify you via email or posting notice via App/Platform. If you do not agree to any amendment of the Terms, you must immediately stop using the Platform. Your continued use of the Platform after any modification to the Terms constitutes acceptance of the amended Terms. However, any changes to the Arbitration Agreement, will not apply to any disputes for which the parties have actual notice on or prior to the date the change is posted on the Platform.
D. Survival: Sections 1, 2, 3,4, 5, 6, 7, 8, and 9 will survive any termination of these Terms.
E. Notices: Any notice or other communication required or permitted by this Terms to be given to a party shall be in writing and shall be deemed given if delivered personally or by commercial messenger or courier service, or mailed by U.S. registered or certified mail (return receipt requested), or sent via facsimile (with receipt of confirmation of complete transmission) to the party at the party's address or facsimile number written below or at such other address or facsimile number as the party may have previously specified by like notice. If by mail, delivery shall be deemed effective 3 business days after mailing in accordance with this Section 10.E.
(1) If to Zooma, to:
Zooma Technologies, Inc.
535 W 43rd St, New York, NY 10036
Attention: Zooma Leadership
(2) If to Dental Practice, to last address of Dental Practice provided in writing by Dental Practice to Zooma.
F. Waiver and Severability: No waiver by Zooma of any term or condition set forth in the Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Zooma to assert a right or provision under the Terms shall not constitute a waiver of such right or provision. The invalidity of any one or more of the words, phrases, sentences, clauses, or sections contained in these terms shall not affect the enforceability of the remaining portions of these terms or any part thereof, all of which are inserted conditionally on their being valid in law, and, in the event that any one or more of the words, phrases, sentences, clauses, or sections contained in the Terms shall be declared invalid or unenforceable by a court of competent jurisdiction, or an arbitrator as applicable, the Terms shall be construed as if such invalid word or words, phrase or phrases, sentence or sentences, clause or clauses, or section or sections had not been inserted. If such invalidity is caused by scope, length of time, or size of area, or any or all of the foregoing, the otherwise invalid or unenforceable provision will be considered to be reduced to such scope, time, or area, which would cure such invalidity and render it valid and enforceable.
G. Assignability: The Terms and your rights and obligations hereunder are not assignable, or otherwise transferable or delegable, by you to any third party without our prior written consent in our sole discretion. Any purported assignment, transfer or delegation without such consent will be null and void. Zooma may assign or otherwise transfer or delegate the Terms (including any rights or obligations hereunder), including to any purchaser of Zooma's business, from time-to-time in our sole discretion. These Terms will be binding upon and insure to the benefit of the parties' successors and permitted assigns..
H. Governing Law: Other than the Arbitration provision, which shall be governed by the Federal Arbitration Act, these Terms shall be governed by the laws of the State of New York without regard to New York's conflicts of law rules.
I. Notice for California Residents: Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice: The Services are provided by Toothio, Inc, 8522 E Vernon Ave Scottsdale, Arizona 85257. If you have a question or complaint regarding the Services, please contact Customer Service at support@toothio.co. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by post at 1625 North Market Blvd., Sacramento, CA 95834 or by telephone at (916) 445-1254 or (800) 952-5210 or Hearing Impaired at TDD (800) 326-2297 or TDD (916) 322-1700.
J. I understand any testimonial in a video recorded of me or photographs or other images taken of me (the “Testimonial”) and made on behalf of Zooma Technologies Inc. (hereinafter called “The Business”) may be used in connection with publicizing and promoting The Business. I authorize The Business to use my name, brief biographical information, and the Testimonial as defined on this form or by me in this video or photograph. I hereby irrevocably authorize The Business to copy, exhibit, publish or distribute the Testimonial for purposes of publicizing The Business' programs or for any other lawful purpose. These statements may be used in printed publications, multimedia presentations, on websites, or in any other distribution media. I agree that I will make no monetary or other claims against The Business for the use of the statement. I hereby hold harmless and release The Business from all claims, demands, and causes of action which I, my heirs, representatives, executors, administrators, or any other persons acting on my behalf or on behalf of my estate have or may have by reason of this authorization.
K. You are accepting that any/all information contained in your submitted documents, including but not limited to resumes, can be viewed by dental offices, and Zooma cannot make any guarantees or assurances of the confidentiality of the information once you submit an offer to an office, or that the office will keep your information confidential. We reserve the right to remove your contact information from resumes in an effort to help protect your privacy.
L. SMS Terms: Zooma sends Login Codes, Account / Shift Notifications, and Support Messages. We send messages regarding your Zooma Account. Message Frequency Varies. Message & Data rates may apply. Carriers are not liable for delayed or undelivered messages. As always, message and data rates may apply for any messages sent to you from us and to us from you. Email support@getzooma.com for support.
M. Entire Terms: This Terms constitutes the entire Terms between the parties with respect to the subject matter of this Terms and supersedes all prior written and oral Terms between the parties regarding the subject matter of this Terms.