Welcome to getpatch.com, the website and online service of Glass Health, Inc. (“getpatch.com", “Patch,” “we,” or “us”) including any platforms, APIs, interfaces, related web sites, networks, embeddable widgets, downloadable software, and other services provided by us and in which a link to these Terms of Service is displayed (the "Services").
This page explains the terms by which you may use our online and/or mobile services, web site, and software provided on or in connection with the service (collectively the “Service”). By accessing or using the Service, you signify that you have read, understood, and agree to be bound by these Terms of Service (“Terms of Service or “Terms””) and to the collection and use of your information as set forth in the getpatch.com Privacy Statement, whether or not you are a registered user of our Service. We reserve the right to make unilateral modifications to these terms and will provide notice of these changes as described below.
This Agreement applies to all visitors, users, and others who access the Service (“Users”) and takes effect when you click an "I Accept" button or checkbox presented with these Terms or, if earlier, when you use any of the Services (the "Effective Date").
The Service is not intended or designed to attract children under the age of thirteen (13). We do not knowingly allow children under the age of 13 to create Service accounts and submit personally identifiable information. By agreeing to this Agreement, you represent and warrant to us that: (a) you are at least 13 years of age; (b) you have not previously been suspended or removed from the Services; and (c) your registration and your use of the Services is in compliance with all applicable laws and regulations. If you are using the Services on behalf of an entity, organization, or company, you represent and warrant that you have the authority to bind that organization to this Agreement and you agree to be bound by this Agreement on behalf of that organization. Patch may, in its sole discretion, refuse to offer the Services to any person or entity, and may change its eligibility criteria at any time.
2. Users that are Providers and/or Entities Acting on Behalf of Patients (“Customer”).
Customers acting on behalf of patients shall only have the right to use the Service for the benefit of itself or its patients and will ensure that neither it nor its, employees, or contractors will, directly or indirectly use the Services or any software for timesharing or service bureau purposes or otherwise for the benefit of a third party; or remove any proprietary notices or labels, and that each Customer and its employees and contractors will be bound by these Terms of Service. With respect to any software that is distributed or provided to Customers for use on premises or devices, Patch hereby grants Customer a non-exclusive, non-transferable, non-sublicensable license to use such software, while in compliance with these Terms of Service, only in connection with the Services.
Further, Customer may not remove or export from the United States or any other territory, or allow the export or re-export of the Services, software or anything related thereto, or any direct product thereof in violation of any restrictions, laws or regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or any other United States or foreign government, agency or authority. As defined in FAR section 2.101, the Software and documentation are “commercial items” and according to DFAR section 252.227‑7014(a)(1) and (5) are deemed to be “commercial computer software” and “commercial computer software documentation.” Consistent with DFAR section 227.7202 and FAR section 12.212, any use modification, reproduction, release, performance, display, or disclosure of such commercial software or commercial software documentation by the U.S. Government will be governed solely by the terms of this Agreement and will be prohibited except to the extent expressly permitted by the terms of this Agreement.
Customer represents, covenants, and warrants that Customer will use the Services only in compliance with Patch’s standard published policies then in effect (the “Policy”) and all applicable laws and regulations, including those relating to privacy and data security and under the terms and conditions of this Agreement. Customer represents that it has instructed Patch to utilize any patient health information in accordance with the Policy in place at Patch and received appropriate permission and authorization from a patient where necessary for Patch’s use of any information. Customer further, specifically represents, covenants, and warrants that Customer will not access personal information as defined under applicable law, unless doing so would be permitted by applicable law. Customer further specifically represents, covenants, and warrants that Customer will not provide access to Services to any contractor, such that contractor can access personal information as defined by applicable law, unless doing so would be permitted by applicable law and will ensure that contractor abides by the terms and conditions of this Agreement. Customer hereby agrees to indemnify and hold harmless Patch against any damages, losses, liabilities, settlements and expenses (including without limitation costs and attorneys’ fees) in connection with any claim or action that arises from an alleged violation of the foregoing, this Agreement, the Terms of Service or otherwise from Customer’s, its patient’s or its contractor’s use of the Services. The above shall not be interpreted or construed to limit the Indemnification otherwise contained herein. Although Patch has no obligation to monitor Customer’s use of the Services, Patch may do so and may prohibit any use of the Services it believes may be (or alleged to be) in violation of the foregoing.
Customer shall be responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the Services, including, without limitation, modems, hardware, servers, software, operating systems, networking, web servers and the like (collectively, “Equipment”). Customer shall also be responsible for maintaining the security of the Equipment, Customer account, passwords (including but not limited to administrative and user passwords) and files, and for all uses of Customer account or the Equipment with or without Customer’s knowledge or consent. Customer will be responsible for its own compliance with all state and federal privacy laws.
Each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party). Proprietary Information of Patch includes non-public information regarding features, functionality and performance of the Service and all terms of any additional agreement, including but not limited to specific services and pricing. The Receiving Party agrees: (i) to take reasonable precautions to protect such Proprietary Information, and (ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any such Proprietary Information, unless such third person is a contractor providing service at Customer’s office, clinic or health center, in which case Customer will ensure that contractor is subject to the requirements herein. The Disclosing Party agrees that the foregoing shall not apply with respect to any information after seven (7) years following the disclosure thereof or any information that the Receiving Party can document (a) is or becomes generally available to the public, or (b) was in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party or (e) is required to be disclosed by law.
Patch shall own and retain all right, title and interest in and to (a) the Services and software, all improvements, enhancements or modifications thereto, (b) any software, applications, inventions or other technology developed in connection with any training or other services or support, and (c) all intellectual property rights related to any of the foregoing. The above will not be interpreted or construed to limit any other intellectual property rights contained in these Terms of Service. Notwithstanding anything to the contrary, Patch shall have the right to collect and analyze data and other information relating to the provision, use and performance of various aspects of the Services and related systems and technologies (including, without limitation, information concerning customer data and data derived therefrom), and Patch will be free (during the term hereof) to (i) use such information and data to improve and enhance the Services and for other development, diagnostic and corrective purposes in connection with the Services, and (ii) disclose such data solely in aggregate or other de-identified form in connection with its business. No rights or licenses are granted except as expressly set forth herein.
Patch shall submit claims for reimbursement for Customer’s patients with respect to all out-of-network vision claims. In order to do so, Customer’s patient must provide Patch with complete and accurate claims information. Customer shall assist Patch by providing National Provider Identification numbers and any other necessary documentation and will execute any such agreements necessary for Patch to carry out the submission and reimbursement services. Customer shall be and remain responsible for all billing decisions that affect the amount of reimbursement and for the accuracy of all bills. Should a bill need to be resubmitted based on a Customer billing error, Customer shall be responsible for any limited fees associated with resubmission. Patch shall be and remain responsible for all coding that affects the amount of reimbursement.
3. Health Insurance Portability and Accountability Act (“HIPAA”) and Protected Health Information (“PHI”)
In the event that you are a provider under HIPAA (“Covered Entities”), you will execute a business associate agreement with Patch.
4. Passwords, Usernames and Accounts
Your Patch account gives you access to the services and functionality that we may establish and maintain from time to time and in our sole discretion. We may maintain different types of accounts for different types of Users. If you open a Patch account on behalf of a company, organization, or other entity, then (a) “you” includes you and that entity, and (b) you represent and warrant that you are an authorized representative of the entity with the authority to bind the entity to these Terms, and that you agree to these Terms on the entity’s behalf.
You may never use another User’s account without permission. The Service allows you to record and store information. You are solely responsible for the activity that occurs on your account, and are responsible for taking all reasonable steps to ensure that no unauthorized person shall have access to your password or account. It is your sole responsibility to (1) control the disclosure and use of your account and password; (2) authorize, monitor, and control access to and use of your account and password; (3) promptly change your password if you feel it has become compromised; and (4) promptly inform us using the link firstname.lastname@example.org of any need to deactivate your account entirely. You grant us and all other persons involved in the operation of the Service the right to transmit, monitor, retrieve, store and use your information in connection with the operation of the Service. You represent and warrant to us that all information submitted to us through your account is current, accurate and complete and Patch does not assume any responsibility or liability for information you submit, your or third-parties’ use or misuse of information transmitted or received using the Service. To change your password, click the Secure Login portal, sign in and change your password in the account information section.
5. Your Information
The information you submit to us is governed by our Privacy Statement. To the extent there is a disagreement between these Terms of Service and our Privacy Statement, these Terms of Service shall control.
6. Communications by email
By accepting these Terms of Service, you agree to receive essential communications from us by email. These communications may include (but are not limited to): notifications of purchase of service, submission claim and status of submitted claim.
7. Our Blog and Other Content
Our blog and all other content such as text, graphics, images and information available on the Service (collectively the “Content”) is for informational purposes only. Reliance on the Content is solely at your own risk. The Content is protected by copyright under both United States and foreign law. Patch owns the Content. Any use of the Content not expressly permitted by these Terms of Service may violate copyright, trademark and other law. Content and other features of the Service are subject to change without notice.
We may provide links to third-party websites. In each such instance, where practicable, we will let you know when you are leaving the Service and linking to a third-party website. We are not responsible for the content, security or the privacy practices of third-party websites and do not make any representations regarding their content or accuracy. Your use of any third-party website is at your own risk. Links to third-party websites do not constitute or imply endorsement by us of those sites, the information they contain or any products or services they describe.
9. Mobile Software
From time to time, we may make available software to access the Service via a mobile device (“Mobile Software”). To use the Mobile Software you must have a mobile device that is compatible with the Mobile Software. We do not warrant that the Mobile Software will be compatible with your mobile device. You agree that you are solely responsible for any mobile data usage or other similar charges incurred by you in connection with the Mobile Software. Subject to the Terms of Service of this Agreement, we grant you a non-exclusive, non-transferable, revocable license to use a compiled code copy of the Mobile Software for one Patch account on one mobile device owned or leased solely by you and in accordance with the features made available to you. You may not: (i) modify, disassemble, decompile or reverse engineer the Mobile Software, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Mobile Software to any third party or use the Mobile Software to provide time sharing or similar services for any third party; (iii) make any copies of the Mobile Software; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Mobile Software, features that prevent or restrict use or copying of any content accessible through the Mobile Software, or features that enforce limitations on use of the Mobile Software; or (v) delete the copyright and other proprietary rights notices on the Mobile Software.
You acknowledge that we may from time to time issue upgraded versions of the Mobile Software, and may automatically electronically upgrade the version of the Mobile Software that you are using on your mobile device. You consent to such automatic upgrading on your mobile device, and agree that the terms of this Agreement will apply to all such upgrades. Any third-party code that may be incorporated in the Mobile Software is covered by the applicable open source or third-party license EULA, if any, authorizing use of such code. The foregoing license grant is not a sale of the Mobile Software or any copy thereof, and we or our third-party partners or suppliers retain all right, title, and interest in the Mobile Software (and any copy thereof). Any attempt by you to transfer any of the rights, duties or obligations hereunder, except as expressly provided for in this Agreement, is void.
10. Mobile Software from the Apple App Store
The following applies to any Mobile Software you acquire from Apple’s App Store (“App Store-Sourced Software”): You acknowledge and agree that this Agreement is solely between you and Patch, not Apple, and that Apple has no responsibility for the App Store-Sourced Software or content thereof. Your use of the App Store-Sourced Software must comply with the App Store Terms of Service. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App Store-Sourced Software. In the event of any failure of the App Store-Sourced Software to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App Store-Sourced Software to you; to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App Store-Sourced Software, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be solely governed by this Agreement and any law applicable to us as provider of the software. You acknowledge that Apple is not responsible for addressing any claims of you or any third party relating to the App Store-Sourced Software or your possession and/or use of the App Store-Sourced Software, including, but not limited to: (i) product liability claims; (ii) any claim that the App Store-Sourced Software fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation; and all such claims are governed solely by this Agreement and any law applicable to us as provider of the software.
You acknowledge that, in the event of any third-party claim that the App Store-Sourced Software or your possession and use of that App Store-Sourced Software infringes that third party’s intellectual property rights, Patch, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by this Agreement. You and Patch acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of this Agreement as relates to your license of the App Store-Sourced Software, and that, upon your acceptance of the terms of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement as relates to your license of the App Store-Sourced Software against you as a third-party beneficiary thereof.
11. No Professional Advice
If we provide you any professional information in the course of providing the Service, you understand and agree that it is for informational purposes only and should not be construed as professional advice. No action should be taken based upon any such information without first seeking independent professional advice from a person who is licensed and/or qualified in the applicable area. For clarity, you will be solely responsible for: (i) compliance with any and all applicable laws, rules, and regulations affecting your business; and (ii) any use you may make of the Service to assist in complying with any such laws, rules, or regulations. The Service does not include any legal, regulatory, accounting, or tax advice, and you will rely solely upon your own advisors with respect to such advice.
12. Service Rules
You agree not to engage in any of the following prohibited activities:
- Copying, distributing, or disclosing any part of the Service in any medium, including without limitation by any automated or non-automated “scraping”;
- Using any automated system, including without limitation “robots,” “spiders,” “offline readers,” etc., to access the Service in a manner that sends more request messages to the Patch servers than a human can reasonably produce in the same period of time by using a conventional on-line web browser (except that we grant the operators of public search engines revocable permission to use spiders to copy publically available materials from getpatch.com for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials);
- Transmitting spam, chain letters, or other unsolicited email;
- Attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Service;
- Taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure;
- Uploading invalid data, viruses, worms, or other software agents through the Service;
- Collecting or harvesting any personally identifiable information, including account names, from the Service;
- Using the Service for any commercial solicitation purposes;
- Impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity;
- Using the Service in order to obtain information about us, the Service, or our customers for the purpose of competing with us or otherwise replicating some or all of the Service for any reason;
- Interfering with the proper working of the Service;
- Accessing any content on the Service through any technology or means other than those provided or authorized by the Service; or
- Bypassing the measures we may use to prevent or restrict access to the Service, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Service or the content therein.
We may, without prior notice, and solely in compliance with any applicable laws, change the Service; stop providing the Service or features of it, to you or to Users generally; or create usage limits for the Service. We may permanently or temporarily terminate or suspend your access to the Service without notice and liability for any lawful reason, including if in our sole determination you violate any term of this Agreement, or for no reason if lawfully permitted. Upon any such termination, you continue to be bound by this Agreement.
13. No Unlawful or Prohibited Use
As a condition of your use of the Service, you warrant to us that you will not use the Service for any purpose that is unlawful or prohibited by these Terms of Service. If you violate any of the Terms of Service, your permission to use the Service automatically ends.
14. Disclaimer of Warranty
THE SERVICE AND ALL SITE-RELATED SERVICES ARE PROVIDED "AS IS," WITH ALL FAULTS, WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND. ALL EXPRESS, IMPLIED OR STATUTORY WARRANTIES, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT OF PROPRIETARY RIGHTS, ARE EXPRESSLY DISCLAIMED. YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SERVICE, getpatch.com, ALL SITE-RELATED SERVICES, AND THIRD-PARTY WEBSITES. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY THE SERVICE OR ITS AUTHORIZED REPRESENTATIVES SHALL CREATE A WARRANTY OF ANY KIND. ANY REFERENCES TO SPECIFIC PRODUCTS OR SERVICES ON THE SERVICE DO NOT CONSTITUTE OR IMPLY A RECOMMENDATION OR ENDORSEMENT BY THE SERVICE UNLESS SPECIFICALLY STATED OTHERWISE.
15. Limitation of Liability
IN NO EVENT SHALL WE AND OUR AFFILIATES, SUPPLIERS, AND OTHER THIRD PARTIES MENTIONED OR LINKED TO ON THE SERVICE BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER ARISING OUT OF OR RELATING IN ANY WAY TO THE SERVICE, getpatch.com, SITE-RELATED SERVICES AND PRODUCTS, CONTENT OR INFORMATION CONTAINED WITHIN getpatch.com, AND/OR ANY THIRD-PARTY WEBSITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SERVICE, SITE-RELATED SERVICES, AND/OR THIRD-PARTY WEBSITES IS TO STOP USING THE SERVICE AND/OR THOSE SERVICES. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
You agree to defend, indemnify and hold harmless Patch and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the Service, including any data or content transmitted or received by you; (ii) your violation of any term of this Agreement, including without limitation your breach of any of the representations and warranties above; (iii) your violation of any third-party right, including without limitation any right of privacy, right provided by any labor or employment law, rule, or regulation, or intellectual property right; (iv) your violation of any applicable law, rule or regulation; (v) any information, materials, content or Account Information that is submitted via your account including without limitation misleading, false, or inaccurate information; (vi) your gross negligence or willful misconduct; or (vii) any other party’s access and use of the Service (or access and use of any third-party service via the Service) with your unique username, password or other appropriate security code (or, with respect to third-party services, your Account Information).
17. Our Proprietary Rights and Digital Millennium Copyright Act
Except for materials such as logos, trademarks, and service marks owned by our business partners or licensors, the Service and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, and music (the “Patch Content”), and all related intellectual property rights, are the exclusive property of Patch Except as explicitly provided herein, nothing in this Agreement grants to you a license in or under any such intellectual property rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any Patch Content. Use of the Patch Content for any purpose not expressly permitted by this Agreement is strictly prohibited.
Any rights not expressly granted by these Terms of Service are reserved by us. Content and features are subject to change or termination without notice in our editorial discretion. The Digital Millennium Copyright Act of 1998 (the "DMCA") provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials appearing on getpatch.com infringe your copyright, you (or your agent) may send us a notice requesting that the material be removed, or access to it blocked. For your complaint to be valid under the DMCA, you must provide the following information in writing:
- An electronic or physical signature of a person authorized to act on behalf of the copyright owner;
- Identification of the copyrighted work that you claim has been infringed;
- Identification of the material that is claimed to be infringing and where it is located on the Service;
- Information reasonably sufficient to permit Patch to contact you, such as your address, telephone number, and, e-mail address;
- A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or law; and
- A statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright owner or are authorized to act on behalf of the owner.
The above information must be submitted to the following DMCA Agent:
Glass Health, Inc. DBA Patch
Attn: DMCA Notice
995 Market Street, 313
San Francisco CA, 94103
UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS’ FEES.
Please note that this procedure is exclusively for notifying Patch and its affiliates that your copyrighted material has been infringed. The preceding requirements are intended to comply with Patch’s rights and obligations under the DMCA, including 17 U.S.C. §512(c), but do not constitute legal advice. It may be advisable to contact an attorney regarding your rights and obligations under the DMCA and other applicable laws.
In accordance with the DMCA and other applicable law, Patch has adopted a policy of terminating, in appropriate circumstances, Users who are deemed to be repeat infringers. Patch may also at its sole discretion limit access to the Service and/or terminate the accounts of any Users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
18. Governing Law
You agree that: (i) the Service shall be deemed solely based in California; and (ii) the Service shall be deemed a passive one that does not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than California. This Agreement shall be governed by the internal substantive laws of the State of California, without respect to its conflict of laws principles. The parties acknowledge that this Agreement evidences a transaction involving interstate commerce. Notwithstanding the preceding sentences with respect to the substantive law, any arbitration conducted pursuant to the terms of this Agreement shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16). The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You agree to submit to the personal jurisdiction of the federal and state courts located in Santa Clara County, California for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as set forth in the Arbitration provision below, including any provisional relief required to prevent irreparable harm. You agree that Santa Clara County, California is the proper forum for any appeals of an arbitration award or for trial court proceedings in the event that the arbitration provision below is found to be unenforceable.
READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM COMPANY.
For any dispute with us, you agree to first contact us at email@example.com and attempt to resolve the dispute with us informally. In the unlikely event that we have not been able to resolve a dispute it has with you after sixty (60) days, we each agree to resolve any claim, dispute, or controversy (excluding any claims for injunctive or other equitable relief as provided below) arising out of or in connection with or relating to this Agreement, or the breach or alleged breach thereof (collectively, “Claims”), by binding arbitration by JAMS, under the Optional Expedited Arbitration Procedures then in effect for JAMS, except as provided herein. JAMS may be contacted at www.jamsadr.com. The arbitration will be conducted in Santa Clara County, California, unless you and Patch agree otherwise. If you are using the Service for commercial purposes, each party will be responsible for paying any JAMS filing, administrative and arbitrator fees in accordance with JAMS rules, and the award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses. If you are an individual using the Service for non-commercial purposes: (i) JAMS may require you to pay a fee for the initiation of your case, unless you apply for and successfully obtain a fee waiver from JAMS; (ii) the award rendered by the arbitrator may include your costs of arbitration, your reasonable attorney’s fees, and your reasonable costs for expert and other witnesses; and (iii) you may sue in a small claims court of competent jurisdiction without first engaging in arbitration, but this does not absolve you of your commitment to engage in the informal dispute resolution process. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing us from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of our data security, Intellectual Property Rights or other proprietary rights.
20. Class Action/Jury Trial Waiver
WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE OBTAINED OR USED THE SERVICE FOR PERSONAL, COMMERCIAL OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND Patch ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND.
21. General Assignment
This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.
22. Notification Procedures and Changes to the Agreement.
We may provide notifications, whether such notifications are required by law or are for marketing or other business related purposes, to you via email notice, written or hard copy notice, or through posting of such notice on our website, as determined by us in our sole discretion. We reserve the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain means of notification as described in this Agreement. Patch is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us. We may, in our sole discretion, modify or update this Agreement from time to time, and so you should review this page periodically. When we change the Agreement in a material manner, we will update the version number and date at the top of this page. Your continued use of the Service after any such change constitutes your acceptance of the new terms of service. If you do not agree to any of these terms of this Agreement or any future terms of service, do not use or access (or continue to access) the Service.
23. Entire Agreement/Severability
This Agreement, together with any amendments and any additional agreements you may enter into with Patch in connection with the Service, shall constitute the entire agreement between you and us concerning the Service. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect, except that in the event of unenforceability of the universal Class Action/Jury Trial Waiver, the entire arbitration agreement shall be unenforceable.
24. No Waiver
No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and our failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.