ProHealth Dental Management, Inc. (“ProHEALTH”) and its affiliates and subsidiaries (collectively, “ProHEALTH,” “we,” “us,” or “our”) own all right, title, and interest in and to the website located at phdental.com (the “Website”) and any related mobile application (the “App,” and collectively with the Website, the “Services”). We welcome you to use our Services and wish to inform you about some important points to consider while using the Services. We have established the following terms and conditions (the “Agreement”) with which you must comply when you access or use the Services. All references to “you” or “your” refer to you and the entity on behalf of which you use the Services.
BY ACCESSING OR SUBMITTING CONTENT (AS DEFINED BELOW) TO THE SERVICES, YOU AGREE TO THE TERMS AND CONDITIONS CONTAINED IN THIS AGREEMENT. IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS OF THIS AGREEMENT, DO NOT USE, ACCESS, OR SUBMIT CONTENT TO THE SERVICES.
We may modify this Agreement at any time. All changes to the Agreement will be posted on this page and are effective as of the date they are posted. Accordingly, you should periodically visit this page to review the terms of this Agreement. Your use of the Services after a modification to this Agreement constitutes your acceptance of the modification.
You should also review our Privacy Policy at www.phdental.com/privacy the terms of which are incorporated herein by reference and made a part of this Agreement.
OWNERSHIP
ProHEALTH owns all information, text, reports, analyses, data, graphics, images, sound recordings, audio and visual clips, Third Party Elements (as defined below) photographs, programs, applications, software, and other content (except User Content as defined below) contained in the Services, as well as the collection, design, production, selection and arrangement thereof (collectively, the “ProHEALTH Material”). The names, marks, and logos appearing on the Services (collectively, the “Trademarks”) are owned by or licensed to ProHEALTH and are used with permission of the owner. The Trademarks and ProHEALTH Material are protected by trademark, copyright, and other intellectual property laws. ProHEALTH requires you to respect the intellectual property rights that we have in the ProHEALTH Material and in the Trademarks.
THIRD PARTY ELEMENTS
The Services may contain video recordings containing discussion or animation of health topics (“Topics”). All of this content is referred to herein as “Third Party Elements.” THE THIRD PARTY ELEMENTS ARE PROVIDED “AS-IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND.
LICENSE
ProHEALTH hereby grants you a limited, non-exclusive, revocable, non-transferable license to view and use the Services in accordance with the terms of this Agreement. You may view the ProHEALTH Material through the ProHEALTH Services solely for your personal and non-commercial use. You agree to retain all proprietary notices on any copy you make of the ProHEALTH Material. This license does not give you any ownership or intellectual property interest in any ProHEALTH Material or the Trademarks.
Other than as required to facilitate your permissible use, you may not reproduce, perform, publicly display, embed, create derivative works of, republish, upload, post, retransmit or redistribute in any way whatsoever any ProHEALTH Material. Any reproduction, publication, distribution, assignment, sublicense, sale, or other uses of the ProHEALTH Material for commercial purposes without written permission from ProHEALTH is strictly prohibited.
All rights not expressly granted to you under this Agreement are reserved by ProHEALTH.
Some websites operated by the Company include trademarks or logos belonging to other third-party licensors and are used pursuant to an agreement with such third parties.
We may terminate this license at any time for any reason. If you breach any of these Terms, your license to the Content terminates immediately. Upon the termination of this license you must stop using this website, including all Content, and return or destroy all copies, including electronic copies, of the Content in your possession or control.
Restrictions
You agree:
- not to use this website or Content in any way not explicitly permitted by these Terms or the text of the website itself;
- not to copy, modify or create derivative works involving the Content, except you may print a reasonable number of copies for your personal use, provided that you reproduce all proprietary copyright and trademark notices;
- not to misrepresent your identity or provide us with any false information in any information-collection portion of this website, such as a registration or application page;
- not to take any action intended to interfere with the operation of this website;
- not to access or attempt to access any portion of this website to which you have not been explicitly granted access;
- not to directly or indirectly authorize anyone else to take actions prohibited in this section;
- to comply with all applicable laws and regulations while using this website or the Content. You represent and warrant that you are at least 13 years of age, and that if you are between 13 and 18 years of age a parent and/or guardian agrees to these Terms of Use on your behalf.
NOT MEDICAL ADVICE; NO EMERGENCY COMMUNICATION
The ProHEALTH Services may provide the infrastructure to allow you to contact ProHealth.
DO NOT USE THE SERVICES FOR EMERGENCY MEDICAL NEEDS. IF YOU THINK YOU ARE HAVING A MEDICAL EMERGENCY, CALL 911 FOR EMERGENCY MEDICAL SERVICES.
The ProHEALTH Material does not constitute medical advice of any kind and it is not intended to be, and should not be, used to diagnose or identify treatment for a medical or mental health condition. The ProHEALTH Material is not intended to be a substitute or replacement for professional medical advice, diagnosis or treatment. You should seek out the advice of a qualified health provider for any medical condition. The ProHEALTH Material should not be construed as an attempt to offer or render a medical or mental health opinion or otherwise engage in the practice of medicine by ProHEALTH.
This website is intended for a United States audience. If you live outside the U.S., you may see information on this website about products or therapies that are not available or authorized in your country.
PERSONAL INFORMATION
You may be required to submit information such as your name, physical address, e-mail address, home and mobile telephone numbers, birth date and other personal information (“Personal Information”) to use the Services. Your Personal Information will be handled in accordance with our Privacy Policy www.phdental.com/privacy.
USER CONTENT/REVIEWS
You may submit reviews, photographs, images, videos, information, comments, suggestions, graphics, drawings, designs, or other similar materials (collectively, “User Content”) to ProHEALTH via the Services. By uploading or submitting any User Content to ProHEALTH, you represent and warrant that you are the original author, owner, or licensee of such User Content and all rights thereto, and that you have the right to upload or submit the User Content. When you submit User Content to ProHEALTH, you grant ProHEALTH a non-exclusive, worldwide, perpetual, irrevocable, sublicensable, royalty-free, freely transferable right and license to use, copy, modify, create derivative works of, delete, transmit, publish, display, perform, translate, sell, and distribute the User Content, and to incorporate such User Content into any form or medium now known or hereinafter invented, without compensation to you. You also warrant that all moral rights or publicity rights that may have been in such User Content are voluntarily waived by you. ProHEALTH reserves the right to modify, delete or refuse any User Content. No User Content will be subject to any obligation of confidence on the part of ProHEALTH.
You agree not to do any of the following: (i) transmit to the Services material that is copyrighted, unless you are the copyright owner or have the permission of the copyright owner to send it; (ii) send material that reveals trade secrets, unless you own them or have the permission of the owner to reveal them; (iii) send material that infringes on any intellectual property rights of others or on the privacy or publicity rights of others; (iv) send material that is obscene, defamatory, threatening, harassing, abusive, hateful, or embarrassing to another person or entity; (v) send sexually-explicit images; (vi) send advertisements or solicitations of business; (vii) send chain letters or pyramid schemes; (viii) impersonate another person or entity; (ix) post, upload or share any content or information that is false, inaccurate or misleading; or (x) post, upload or share any content or information that contains any virus, worm, malware or other potentially damaging programs or data.
You agree that disputes arising from an alleged violation of intellectual property rights may result in ProHEALTH or its affiliates suffering irreparable harm and that, in the event of such a dispute, ProHEALTH or its affiliates may seek a restraining order, preliminary injunctive relief, an injunction, specific performance or other equitable relief and/or legal remedies.
CHILDREN’S PRIVACY
The Services are not designed for or targeted to children under the age of 13, and ProHEALTH will never knowingly solicit or collect the Personal Information of a child under the age of 13. If we discover that Personal Information of a child under the age of 13 has been submitted without verifiable parental consent, we will immediately delete such Personal Information.
DIGITAL MILLENNIUM COPYRIGHT ACT (“DMCA”) NOTICE
Certain content on the Services is from third parties not within ProHEALTH’s control. ProHEALTH is under no obligation to, and does not, scan such third party content used in connection with the Services for the inclusion of illegal or impermissible content. However, ProHEALTH respects the copyright interests of others and, as a policy, does not knowingly permit content that infringes another party’s copyright. It is ProHEALTH’s intention to fully comply with the DMCA, including the notice and “take down” provisions and to benefit from the safe harbors immunizing it from liability to the fullest extent provided by law.
If you believe any content on the Services infringe a copyright, you should provide ProHEALTH with written notice that at a minimum contains:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit ProHEALTH to locate the material;
- Information reasonably sufficient to permit ProHEALTH to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
- A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
All DMCA notices should be sent to ProHEALTH’s designated agent as follows:
3333 New Hyde Park Road
Suite 310
Lake Success, NY 11042
PROHIBITED ACTS
The following is a non-exhaustive list of activities that are prohibited in connection with the Services:
- criminal or tortious activity, including but not limited to child pornography, fraud, trafficking in obscene material, gambling, harassment, stalking, spamming, sending of viruses or other harmful files, trademark infringement, copyright infringement, patent infringement, or trade secret theft;
- any automated use of the Services or User Content, such as using scripts to add subscribers or send comments or messages;
- interfering with, disrupting, or creating an undue burden on the Services;
- attempting to impersonate another person or entity;
- using any information obtained from the Services to harass, abuse, or harm another person;
- accepting payment or anything of value from a third person in exchange for your performing any commercial activity on the Services on behalf of that person; or
- using the Services in a manner inconsistent with applicable laws and regulations.
ProHEALTH reserves the right to investigate and take appropriate legal action against anyone who, in ProHEALTH’s sole discretion, violates this section, including without limitation, reporting such violations to law enforcement authorities.
TERMINATION
ProHEALTH may, in its sole discretion, terminate this Agreement by discontinuing operation of the Services. ProHEALTH reserves the right to terminate your account and prevent you from accessing the Services at any time and for any reason, including but not limited to your violation of this Agreement or the law. The violation of any of the terms and conditions set forth in this Agreement may result in the immediate termination of your right and license to use the ProHEALTH Material and obligates you to immediately destroy any copies of the ProHEALTH Material in your possession.
DISCLAIMER OF WARRANTIES
THE SERVICES AND THE ProHEALTH MATERIAL ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND. SUPPLIER, ITS LICENSORS, AGENTS AND INDEPENDENT CONTRACTORS DISCLAIM ALL WARRANTIES, EXPRESS AND IMPLIED, WITH RESPECT TO THE SERVICES, ProHEALTH MATERIAL AND THIRD PARTY ELEMENTS, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, TITLE, QUALITY OF INFORMATION, AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT WILL SUPPLIER OR ANY OF ITS LICENSORS, AGENTS AND INDEPENDENT CONTRACTORS BE LIABLE TO YOU OR ANY OTHER THIRD PARTY FOR ANY DIRECT, INDIRECT, PUNITIVE, EXEMPLARY, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) ARISING OUT OF THE SERVICES, ProHEALTH MATERIAL AND THIRD PARTY ELEMENTS, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. IN ANY EVENT, THE MAXIMUM LIABILITY OF ANY OF THE FOREGOING PARTIES FOR ALL CLAIMS (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) OF EVERY KIND ARISING OUT OF THE SERVICES, ProHEALTH MATERIAL AND THIRD PARTY ELEMENTS WILL IN NO EVENT EXCEED TEN DOLLARS ($10).
ProHEALTH Material and Third Party Elements may contain inaccurate or out-of-date information or typographical or spelling errors. ProHEALTH does not make any representations or warranties regarding: (i) the truth, accuracy, completeness, timeliness, legality, or reliability of any ProHEALTH Material and Third Party Elements; (ii) any opinion, information, advice or statement expressed by ProHEALTH on the Services; or (iii) any results to be obtained from using the Services or relying on the ProHEALTH Material and/or the Third Party Elements. ProHEALTH does not make any representations or warranties that (a) any particular outcome will result if you contact ProHEALTH through the Services.
ProHEALTH does not warrant that: (i) the quality of any information, products, services, or other material that you obtain from the Services will meet your expectations; (ii) the Services will operate uninterrupted and error-free; (iii) the Services will be free of viruses, worms or other harmful material; or (iv) the Services will operate in perpetuity.
LIMITATION OF LIABILITY
YOU USE THE SERVICES AND THE ProHEALTH MATERIAL AT YOUR OWN RISK. TO THE EXTENT PERMITTED BY APPLICABLE LAW, ProHEALTH SHALL NOT, UNDER ANY CIRCUMSTANCES, BE RESPONSIBLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES IN ANY WAY ARISING FROM OR RELATING TO YOUR RELIANCE UPON, OR YOUR USE OF OR INABILITY TO USE THE SERVICES OR THE ProHEALTH MATERIAL OR ANY USER CONTENT, WHETHER SUCH CLAIMS ARE BASED IN CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ProHEALTH IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES SHALL ProHEALTH OR ITS PARENT, SUBSIDIARIES, OFFICERS, DIRECTORS, AFFILIATES, EMPLOYEES, OR AGENTS BE RESPONSIBLE FOR ANY LOSS OR DAMAGE, INCLUDING PERSONAL INJURY, DEATH, OR PROPERTY DAMAGE, RESULTING FROM YOUR USE OF THE SERVICES OR ProHEALTH MATERIAL OR FROM ANY USER CONTENT SUBMITTED TO THE SERVICES. ProHEALTH SHALL NOT BE RESPONSIBLE FOR ANY COSTS OR EXPENSES, INCLUDING, WITHOUT LIMITATION, THE SERVICING OR REPLACING OF EQUIPMENT, RESULTING FROM YOUR USE OF THE SERVICES.
ProHEALTH ASSUMES NO RESPONSIBILITY OR LIABILITY FOR ANY LOST DATA, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMMUNICATIONS LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, OR ALTERATION OF, ANY USER COMMUNICATION. ProHEALTH IS NOT RESPONSIBLE OR LIABLE FOR ANY PROBLEMS OR TECHNICAL MALFUNCTION OF ANY TELEPHONE NETWORK OR LINES, COMPUTER ONLINE SYSTEMS, SERVERS OR PROVIDERS, COMPUTER EQUIPMENT, MOBILE DEVICES, SOFTWARE, OR FAILURE OF EMAIL DUE TO TECHNICAL PROBLEMS OR TRAFFIC CONGESTION ON THE INTERNET, INCLUDING INJURY OR DAMAGE TO ANY COMPUTER OR MOBILE DEVICE RELATED TO OR RESULTING FROM USE OF THE SERVICES.
COMPLIANCE WITH LAWS
You agree to comply with all applicable local, state, national and international laws, rules and regulations, including without limitation, laws governing online conduct and the unlawful export of software or technical data to restricted individuals or countries.
ADDITIONAL TERMS
Occasionally, ProHEALTH may notify you of additional terms and conditions that you are required to accept in order to receive certain services offered on or through the Services (the “Additional Terms”), which will be posted in specific areas and require reading and acceptance. The Additional Terms are incorporated herein by reference and made a part of this Agreement.
INDEMNIFICATION
You agree to defend, indemnify, and hold harmless ProHEALTH and its parent, subsidiaries, affiliates, officers, directors, employees, contractors, agents, and Independent Contractors from and against any action, claim, demand, damages, costs or expenses (including attorneys’ fees and court costs) arising out of: (i) your use of the Services or the ProHEALTH Material; (ii) any conduct by you that violates the terms of this Agreement; or (iii) your infringement of the intellectual property rights of third parties.
GENERAL PROVISIONS
This Agreement is governed by the laws of State of New York and New Jersey without regard to its conflict of laws principles. You agree to submit to the jurisdiction of the courts in New York, U.S.A. or New Jersey, U.S.A., with respect to any dispute, disagreement, or cause of action related to the Services.
ProHEALTH’s failure to enforce any provision hereof shall not constitute or be construed as a waiver of such provision or of the right to enforce it or any other provision at a later time.
ProHEALTH may, at any time, in its sole discretion, and without notice to you, assign some or all of its rights and obligations under this Agreement. You may not assign your rights or delegate your duties under this Agreement without the prior written consent of ProHEALTH.
If any provision of this Agreement is held invalid, illegal or unenforceable for any reason, such invalidity, illegality or unenforceability shall be deleted and shall not affect any other provision of this Agreement.
Except as expressly provided elsewhere on the Services, this Agreement constitutes the entire agreement between you and ProHEALTH with respect to your use of the Services.
OWNER NAME AND ADDRESS
The Services are owned and operated by ProHEALTH Inc.,3333 New Hyde Park Road
Suite 310
Lake Success, NY 11042
Last updated: 6/22/21
