Terms of Use Veterinary Teaching Academy, LLC

Including CanineFitnessOnDemand.com

Veterinary Teaching Academy, LLC and its subsidiaries, parents, and affiliates, (the “VTA”, “we”, “us”, “our”) owns and operates the website located at www.myvta2.wpengine.com and any sub domain or extension, including any sites that link to these Terms of Use (collectively, the “Site”) and the services, features, materials, downloads, content or applications we offer (collectively with the Site, the “Services”).

The following terms and conditions (the “Terms of Use”) form a binding agreement between you and VTA, whether or not you register and become a Member or a subject matter expert supplying content on the Site (“Expert”) (each, a “Registered User”) or simply browse the Site as a “Visitor”, where “you” or “your” refers to the person accessing or using the Site or Services. Registered Users and Visitors may be referred to collectively as “Users”.

We may at our sole discretion change, add, or delete portions of these Terms of Use at any time on a going-forward basis. It is your responsibility to check these Terms of Use for changes prior to use of the Site or Services, and in any event your continued use of the Site or Services following the posting of changes to these Terms of Use constitutes your acceptance of any changes. We will notify you of any such material changes by posting notice of the changes on the Site, and/or, in our sole discretion, by email. Certain services available through our Site, may have their own terms and conditions that apply to your use of those services. These Terms of Use do not alter in any way the terms or conditions of any of those other written or online terms and conditions or agreements you may have or will have with VTA (“Separate VTA Agreements”). To the extent that there is any conflict between these Terms of Use and any Separate VTA Agreements, the terms of the Separate VTA Agreements will govern.

BY USING THE SITE AND/OR THE SERVICES, YOU REPRESENT THAT YOU ARE AT LEAST 18 YEARS OLD AND LEGALLY ABLE TO ENTER INTO A CONTRACT. PLEASE READ THESE TERMS OF USE OF USE CAREFULLY. THESE TERMS OF USE ARE A LEGALLY BINDING AGREEMENT BETWEEN YOU AND VTA. BY ACCESSING THE SITE OR USING THE SERVICES YOU AGREE TO BE BOUND BY THESE TERMS OF USE. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS OF USE, YOU MAY NOT ACCESS OR USE THIS SITE OR THE SERVICES.

1. USERS.

You promise that all information you provide to VTA is true, accurate, current and complete, and you agree to maintain and promptly update such information to keep it true, accurate, current and complete. If we have reasonable grounds to suspect that such information is not true, accurate, current or complete, we may deny or terminate your access to the Site or Services (or any portion thereof).

2. Certain Services are only available to Registered Users who are required to set up an account prior to accessing such Services (“Account”) and execute a Separate VTA Agreement. When you set up an Account, you are required to enter your name, email address, password (“Password”) and certain other information collected by VTA depending on whether you are a Member or Expert. You may not transfer or share your Password or Account (collectively, the “Account Information”) with anyone.

You are responsible for maintaining the confidentiality of your Account Information and for all activities that occur under your Password or Account, including use by others to whom you have given your Account Information. You agree to immediately notify us upon becoming aware of any unauthorized use of your Account Information or any other breach of security. You are responsible for any and all use of your Account. Without limiting any rights which VTA may otherwise have, VTA reserves the right to take any and all action, as it deems necessary or reasonable, regarding the security of the Site and your Account, including without limitation terminating your Account, changing your Password, or requesting additional information to authorize transactions on your Account. Notwithstanding the above, VTA may rely on the authority of anyone accessing your Account or using your Password and in no event and under no circumstances shall VTA be held liable to you for any liabilities or damages resulting from or arising out of your use of the Site, your use of the Account Information or your release of the Account Information to a third party. You may not use anyone else’s Account at any time.

Additional Terms Applicable to Members Only:

a. You represent and warrant that you have a primary veterinarian, and you understand and agree that the information on this Site is not a substitute for seeking the advice of your primary veterinarian or other qualified professionals. You understand that you should never disregard, avoid or delay seeking advice from your primary veterinarian or other qualified veterinary health care professionals due to information provided by an expert through the Site, and you will continue to consult with your primary veterinarian as appropriate. If your pet is suffering a health emergency, you should immediately contact your veterinarian or emergency clinic.

b. You understand that VTA is not a veterinarian or an entity that performs any veterinary practice, and VTA does not provide veterinary, medical, health, legal, or other professional services or advice. You understand and agree that experts are not the employees of VTA and are not providing services on behalf of VTA, but instead are independent professionals solely responsible for the services each provides to you. VTA does not practice veterinary medicine, law, or any other licensed profession, and does not interfere with the practice of veterinary medicine, law, or any other licensed profession by such professionals, each of whom is responsible for his or her services and compliance with the requirements applicable to his or her profession and license.

c. VTA provides the Services for informational purposes only. THE SERVICES DO NOT CONTAIN OR CONSTITUTE, AND SHOULD NOT BE INTERPRETED AS, VETERINARY ADVICE OR OPINION. VTA is not a veterinary professional, and VTA does not provide veterinary services or render veterinary advice. The Services are not a substitute for the advice of a professional, and the information made available on or through the Services is in no way intended to be used or relied upon when making veterinary decisions, or to diagnose or treat a 3 medical or health condition of any animal. You understand that nothing transmitted to or from this Site constitutes the establishment of a doctor-patient relationship between you and any professional. If you require veterinary medical advice or services, you should consult the appropriate professional.

Opinions, advice, statements, or other information, including, without limitation, rehabilitation strategies, food, nutrition, and exercise information, made available by means of the Services by third parties, are those of their respective authors, and should not necessarily be relied on.

VTA DOES NOT: (I) GUARANTEE THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY THIRD-PARTY INFORMATION ON THE SERVICE; OR (II) ADOPT, ENDORSE OR ACCEPT RESPONSIBILITY FOR THE ACCURACY OR RELIABILITY OF ANY OPINION, ADVICE OR STATEMENT MADE BY A THIRDPARTY BY MEANS OF THE SERVICES. UNDER NO CIRCUMSTANCES WILL VTA BE RESPONSIBLE FOR ANY LOSS OR DAMAGE RESULTING FROM YOUR RELIANCE ON INFORMATION OR OTHER CONTENT POSTED ON THE SERVICES OR TRANSMITTED TO OR BY ANY THIRD-PARTY, INCLUDING WITHOUT LIMITATION ANY INJURY SUSTAINED TO AN ANIMAL.

You also understand that by accessing and using the Services, you agree to use the Services at your sole risk and that VTA and its affiliates, partners, suppliers and licensors shall have no liability to you for use of the information provided.

Earnings Disclaimer:

a. Every effort has been made to accurately represent this product and its potential. Any claims made of actual earnings or examples of actual results can be verified upon request. However, examples in these materials are not to be interpreted as a promise or guarantee of earnings. The prior success or past results related to the income of any person or business are not intended to serve as and should not be considered an indication of your future success or results.

b. Earning potential is based on many factors. We have no way of knowing how well you will do because we do not know you, your background, your work ethic, your level of commitment, your personal finances or your business acumen. We do not guarantee, imply or predict that you will do as well as others or that you will earn any money at all. You must fully accept the risk that you may not do well, that you may earn nothing and/or that you may experience significant financial losses.

c. You are advised to do your own due diligence when it comes to making business decisions and should use caution and seek the advice of qualified professionals before acting on this or other information provided to you. The Company assumes no responsibility for any losses or damages resulting from your use of this product or any information contained on the Company’s website or disclosed by the Company in any form whatsoever.

YOU FULLY AGREE AND UNDERSTAND THAT THE COMPANY IS NOT RESPONSIBLE FOR YOUR SUCCESS OR FAILURE AND MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER, EITHER 4 EXPRESS OR IMPLIED, THAT OUR PRODUCTS OR SERVICES WILL PRODUCE ANY PARTICULAR RESULT FOR YOU.

2. ACCESS RIGHTS.

We hereby grant to you a personal, limited, non-exclusive, nontransferable right to access the Site and use the Services solely for your personal noncommercial use only as permitted under these Terms of Use and any Separate VTA Agreements you may have entered into with us (“Access Rights”). You agree that you will not, and will not attempt to:

(a) interfere in any manner with the operation of the Services or Site, or the hardware and network used to operate the Services or Site; (b) distribute, sell, lease, rent, sublicense, assign, export, or transfer in any other manner any of your rights under this Agreement or otherwise use the Services or Site for the benefit of a third party or to operate a service bureau; (c) modify, copy or make derivative works based on any part of the Services, the Site or any underlying software, technology or other information, including any printed materials of the same; (d) create Internet “links” to or from the Services or Site, or “frame” or “mirror” an VTA content which forms part of the Services or Site; or (e) otherwise use the Services or Site in any manner that exceeds the scope of use granted above.

Any use of third party software provided in connection with the Site or Services will be governed by such third parties’ licenses and not by these Terms of Use. You agree to be responsible for any act or omission of any users that access the Site or Services under your Account or using your Password that, if undertaken by you, would be a violation of these Terms of Use, and that such act or omission shall be deemed a violation of these Terms of Use by you. We reserve the right, in our sole discretion, to deny use of the Site or Services to anyone for any reason.

3. YOUR RESPONSIBILITIES AND ACCEPTABLE USE OF THE SITE AND SERVICE.

You agree not to use the Site or Services to: (a) violate any local, state, national or international law; (b) stalk, harass or harm another individual; (c) collect or store personal data about other users; (d) impersonate any person or entity, or otherwise misrepresent your affiliation with a person or entity; or (e) interfere with or disrupt the Site or Services or servers or networks connected to the Site or Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Site or Services. You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Site or Services, use of the Site or Services or access to the Site or Services for any purposes other than for which the Site or Services are being provided to you.

You may not reverse engineer, disassemble, decompile, or translate any components of the Site or Services, attempt to derive the source code of any components of the Site or Services, or authorize or assist any third party to do any of the foregoing. Without our written consent, you may not (i) allow, enable, or otherwise support the transmission of mass unsolicited, commercial advertising or solicitations via e-mail (SPAM); (ii) use any high volume, automated, or electronic means to access the Services (including without limitation robots, spiders or scripts); or (iii) frame the Site, place pop-up windows over its pages, or otherwise affect the display of its pages.

Use of the Site requires that you comply with certain acceptable use policies we may establish from time-to-time. As part of your responsibilities as a Visitor or a Registered User of the Site, you agree that you will not: (a) use the Site or any Service in a manner that is unlawful, harmful to minors, threatening, harassing, abusive, defamatory, slanderous, vulgar, gratuitously violent, obscene, pornographic, indecent, lewd, libelous, invasive of another’s privacy, or racially, ethnically or otherwise offensive, hateful or abusive; (b) infringe someone else’s patent, trademark, trade secret, copyright or other intellectual property or other rights; (c) use the Site or any Service for unsolicited or unauthorized advertising, junk or bulk e-mail (SPAM), chain letters, letters relating to a pyramid scheme or any other unsolicited commercial or noncommercial communication; (d) interfere with others using the Site; (e) use the Site in any manner that uploads or otherwise spreads any software viruses, worms, time bombs, corrupted files, Trojan horses or any other computer code, files, or programs that are designed or intended to disrupt, damage, overburden, impair or limit the functioning of any software, hardware, network, server or communications systems or equipment; (f) disrupt, interfere or inhibit any other user from enjoying the Site or other affiliated or linked websites, material, contents, products and/or services; (g) use any robot, spider, or other such programmatic or automatic device, inducing but not limited to automated dial-in or inquiry devices, to obtain information from the Site or otherwise monitor or copy any portion of the Site and/or Services; (h) create a false identity for the purpose of misleading others; (i) prepare, compile, use, download or otherwise copy any user information and/or usage information or any portion thereof, or transmit, provide or otherwise distribute (whether or not for a fee) such information to any third party; (j) attempt to disable, bypass, modify, defeat or otherwise circumvent any security-related tools incorporated into the Services and/or the Site; (k) reproduce, duplicate, copy, sell, or exploit for any commercial purposes, any portion of the Site or access to the Site; or (l) systematically collect or use any content from the Site or Service, including through the use of any data mining, or similar data gathering and extraction methods.

4. MODIFICATIONS TO TERMS OF USE.

We may change these Terms of Use from time to time. If you object to any such changes, your sole recourse will be to cease using the Site and/or Services. Continued use of the Site and/or Services following notice of any such changes will indicate your acknowledgement of such changes and agreement to be bound by the revised Terms of Use, inclusive of such changes. Such notice may be comprised of an email to your registered email address or a notice posted at the Site.

5. FEES AND PURCHASE TERMS.

If you are a Member, the following terms apply: You agree to pay all fees or charges to your Account in accordance with the fees, charges, and billing terms in effect at the time a fee or charge is due and payable. You must provide VTA with valid credit card information (Visa, MasterCard, or any other issuer accepted by us or our processor) (“Payment Provider”) as a condition to receiving the Services. Your Payment Provider agreement governs your use of the designated credit card, and you must refer to that agreement and not this Agreement to determine your rights and liabilities. By providing VTA with your credit card number or PayPal account and associated payment information, you agree that VTA is authorized to immediately invoice and charge your Account for all fees and charges due and payable to VTA hereunder and that no additional notice or consent is required. You agree to immediately notify VTA of any change in your billing address or the credit card used for payment hereunder and to otherwise keep your account details current. We may store your 6 financial information or permit our payment processor to store such information and we will maintain enough information to connect it to your account. VTA reserves the right at any time to change its prices and billing methods, either immediately upon posting on the Site or by e-mail delivery to you. If any Services, or payments for any goods or services, under these Terms of use are subject to sales tax in any jurisdiction, you will be responsible for payment of such sales tax, and any related penalties or interest and will indemnify VTA for any liability or expense VTA may incur in connection with such sales taxes. For purposes of these Terms of Use, “Sales Tax” shall mean any sales or use tax, and any other tax measured by sales proceeds, that VTA is permitted to pass on to you that (a) is the functional equivalent of a sales tax, and (b) the applicable taxing jurisdiction does not otherwise impose a sales or use tax on products or goods such as the Services. VTA may automatically charge and withhold such taxes for orders to be delivered to addresses within any jurisdictions that it deems is required. Unless otherwise agreed to by VTA in writing, all fees paid are non-refundable.

6. DISCONTINUATION OF OR MODIFICATIONS TO THE SITE OR SERVICES.

We reserve the right to modify or discontinue the Site or Services with or without notice to you. We will not be liable to you or any third party should we exercise our right to modify or discontinue the Site or Services. If you object to any such changes, your sole recourse will be to cease using the Site or Services. Continued use of the Site or Services following notice of any such changes will indicate your acknowledgement of such changes and satisfaction with the Site or Services as so modified.

7. PRIVACY.

As part of the login and registration process, you will be asked to provide certain personal information to us. All uses of your personal information will be treated in accordance with the Separate VTA Agreements you executed with VTA (if applicable) and our Privacy Policy, which is located at http://myvta2.wpengine.com/wpcontent/uploads/2015/11/VTA_PrivacyPolicy.pdf and is incorporated by this reference into these Terms of Use.

8. ACCURACY OF INFORMATION.

The veterinary medicine field is constantly changing. VTA does not warrant that any information, pictures or graphic depictions, descriptions or other content of the Site are accurate, complete, reliable, updated, current, or error-free. You agree to notify VTA immediately if you become aware of any errors or inconsistencies in the information or content provided through the Site and comply with any corrective action taken by VTA.

9. THIRD PARTY CONTENT AND MONITORING.

Parties other than VTA and its affiliates may offer and provide products and services on or through the Site. Except for VTAbranded information, products or services that are identified as being offered by VTA, VTA does not operate, control, or endorse any information, products, or services on the Site or accessible through the Site in any way. VTA is not responsible for examining or evaluating, and VTA does not warrant the offerings of, any of these businesses or individuals or the content of their websites. VTA does not assume any responsibility or liability for the actions, product, and content of all these and any other third parties. You should carefully review their privacy statements and other conditions of use. 7

10. LINKS.

Our provision of a link to any other website or location is for your convenience and does not signify our endorsement of such other site or location or its contents. We have no control over, do not review, and cannot be responsible for, these outside websites or their content. Access to any other websites linked to the Site is at your own risk. When leaving the Site, you should carefully review the applicable terms and policies, including privacy and data gathering practices, of that third-party website.

WE WILL NOT BE LIABLE FOR ANY INFORMATION, SOFTWARE, OR LINKS FOUND AT ANY OTHER WEBSITE, INTERNET LOCATION, OR SOURCE OF INFORMATION, NOR FOR YOUR USE OF SUCH INFORMATION, SOFTWARE OR LINKS, NOR FOR THE ACTS OR OMISSIONS OF ANY SUCH WEBSITES OR THEIR RESPECTIVE OPERATORS.

11. OWNERSHIP.

The software, code, proprietary methods and systems used to provide the Site or Services (“Our Technology”) and the content of the Site and Services (“Our Content”) are (1) copyrighted by VTA and/or its licensors under United States and international copyright laws, (2) subject to other intellectual property and proprietary rights and laws, and (3) owned by VTA or its licensors. Neither Our Content nor Our Technology may be copied, modified, reproduced, republished, posted, transmitted, sold, offered for sale, or redistributed in any way without our prior written permission and the prior written permission of our applicable licensors. You must abide by all copyright notices, information, or restrictions contained in or attached to any of Our Content or Our Technology and you may not remove or alter any such notice, information or restriction. Your use of our Content and Technology must at all times comply with these Terms of Use and any additional restrictions in any Separate VTA Agreements you may have entered into with VTA. Nothing in these Terms of Use grants you any right to receive delivery of a copy of Our Technology or to obtain access to Our Technology except as generally and ordinarily permitted through the Site according to these Terms of Use.

12. TERMINATION.

You may delete your Account and end your registration at any time, for any reason by sending an email to support@myvta2.wpengine.com. VTA may terminate your use of the Site, your Account and/or registration for any reason at any time. You understand that termination of your agreement with VTA pursuant to these Terms of Use and your Account may involve deletion of your information from our live databases as well as any content that you uploaded to the Site using such Account.

YOU AGREE THAT WE WILL NOT BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY TERMINATION OF YOUR ACCESS TO THE SITE OR SERVICES OR DELETION OF YOUR ACCOUNT OR CONTENT UPLOADED BY YOU. YOUR SEPARATE VTA AGREEMENT MAY CONTAIN DIFFERENT TERMINATION PROVISIONS FOR A GIVEN SERVICE. IN SUCH CASES THE TERMINATION PROVISIONS WITHIN THE SEPARATE VTA AGREEMENT FOR SPECIFIC SERVICES SHALL GOVERN THE TERMINATION OF THOSE SERVICES. IF YOU DELETE YOUR ACCOUNT PRIOR TO THE END OF A COURSE OR OTHER CONTENT OFFERING, NO REFUND OF THE TUITION/FEE IS DUE. YOUR SOLE OPPORTUNITY FOR A REFUND WILL BE THE 30 DAY MONEY BACK GUARANTEE IF SUCH A GUARANTEE IS OFFERED ON ANY PARTICULAR PRODUCT OR SERVICE. 8

13. DISCLAIMER OF WARRANTIES.

YOU EXPRESSLY AGREE THAT USE OF THE SITE OR SERVICES IS AT YOUR SOLE RISK. BOTH THE SITE AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. VTA EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, NONINFRINGEMENT, TITLE, OPERABILITY, CONDITION, QUIET ENJOYMENT, VALUE, ACCURACY OF DATA AND SYSTEM INTEGRATION. VTA MAKES NO WARRANTY THAT THE SITE OR SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT THE SITE OR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DOES VTA MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR SERVICES, OR THAT DEFECTS IN THE SITE OR SERVICES WILL BE CORRECTED. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL ACCESSED, DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE OR SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR INFORMATION. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM VTA OR THROUGH THE SITE OR SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

14. LIMITATION OF LIABILITY.

YOU UNDERSTAND THAT TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL VTA OR ITS OFFICERS, EMPLOYEES, DIRECTORS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, EXPERTS, CONTENT PROVIDERS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF REVENUES, PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF SUCH PARTIES WERE ADVISED OF, KNEW OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY), ARISING OUT OF OR RELATED TO YOUR USE OF THE SITE OR THE SERVICES, REGARDLESS OF WHETHER SUCH DAMAGES ARE BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), WARRANTY, STATUTE OR OTHERWISE. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THIS SITE OR THE SERVICES, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SITE OR 9 THE SERVICES. NO REFUNDS OF ANY KIND WILL BE GIVEN AFTER THE APPLICABLE MONEY BACK GUARANTEE PERIOD, IF ANY, EXPIRES. YOU AGREE THAT VTA’S LIABILITY TO YOU FOR ANY CLAIM OF DAMAGES, UNDER ANY THEORY, IS LIMITED TO THE FEES PAID BY YOU FOR USE OF THE SERVICES. YOU AGREE THAT THE FOREGOING LIMITATION ON DAMAGES LIABILITY IS A TERM MATERIAL TO THE PRICE YOU ARE PAYING THAT IS LOWER THAN WOULD OTHERWISE BE OFFERED TO YOU WITHOUT SAID TERM.

Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations and disclaimers may not apply to you. To the extent that we may not, as a matter of applicable law, disclaim any implied warranty or limit its liabilities, the scope and duration of such warranty and the extent of our liability will be the minimum permitted under such applicable law.

15. INDEMNIFICATION.

You agree to indemnify, defend and hold harmless VTA, its parents, subsidiaries, affiliates, licensors, co-branders, suppliers and other contract relationship, and the officers, directors, employees, consultants, and agents of each, and other Registered Users and Visitors, from and against any and all third-party claims, liabilities, damages, losses, costs, expenses, fees (including reasonable attorneys’ fees and court costs) that such parties may incur as a result of or arising from (1) User Content and any information you submit, post or transmit through the Site or Services, (2) your use of the Site or Services, (3) your violation of these Terms of Use, (4) your violation of any rights of any other person or entity or (5) any viruses, trojan horses, worms, time bombs, cancelbots or other similar harmful or deleterious programming routines input by you into the Services.

16. TRADEMARKS.

Certain of the names, logos, and other materials displayed on the Site or in the Services may constitute trademarks, trade names, service marks or logos (“Marks”) of VTA or other entities. You are not authorized to use any such Marks. Ownership of all such Marks and the goodwill associated therewith remains with us or those other entities.

17. GEOGRAPHICAL RESTRICTIONS.

VTA makes no representation that all products, services and/or material described on the Site, or the Services available through the Site, are appropriate or available for use in locations outside the United States or all territories within the United States. Registered Users and Visitors access our Site and the Services on their own initiative and are responsible for compliance with local laws. Certain companies affiliated with VTA provide services and operate websites which may be linked to our Site and which are governed by their own terms of use and not these Terms of Use, and may be subject to laws of other local or international jurisdictions. Veterinarians are regulated by various state and federal regulations and entities. It is the responsibility of the professional to determine that his or her license allows him or her to competently provide advice on the Site based on any state or federal regulations, statute, or rules related to his or her profession and geographical restrictions therefor.

18. DISPUTE RESOLUTION.

Any dispute, controversy or claim arising out of or relating to these Terms of Use, or the breach, termination or invalidity thereof, shall be settled by final and binding arbitration in accordance with the United States Federal Arbitration Act and the 10 American Arbitration Association’s (“AAA”) Commercial Arbitration Rules then in force. If the parties fail to reach a settlement of their dispute within thirty (30) days after the earliest date upon which one of the parties notifies the other(s) in writing of the existence of and its desire to attempt to resolve the dispute, then the dispute shall be promptly submitted to arbitration. The Parties further agree to conduct arbitration under this Section with the following terms: the number of arbitrators shall be one (1) which shall be selected by the AAA after the AAA submits a list of potential arbitrators to each party and each party has an opportunity to object to certain arbitrators on the list; the place of arbitration shall be Denver, Colorado, United States; the language(s) to be used in the arbitral proceedings shall be English; and the award of the arbitrators shall be accompanied by a statement of the reasons upon which the award is based. The proceedings, award, and the statement of reasons shall be confidential. The judgment upon the award rendered by the arbitrators may be entered in any court of competent jurisdiction. Arbitrators’ award under this Section may be enforced in accordance with the United Nations Convention on Recognition and Enforcement of Foreign Arbitral Awards of 1958 (the “New York Convention”).

THE PARTIES ACKNOWLEDGE AND AGREE THAT BY AGREEING TO FINAL AND BINDING ARBITRATION, EACH PARTY IS WAIVING ITS RIGHT TO A TRIAL BY JURY.

 

Except for any Separate VTA Agreements, authorizations and consents between you and VTA, these Terms of Use constitute the entire and exclusive and final statement of the agreement between you and us with respect to the subject matter hereof, and govern your access to the Site and your use of the Services, superseding any prior agreements or negotiations between you and us with respect to the subject matter hereof. The validity, interpretation, construction and performance of these Terms of Use will be governed by the laws of the State of Colorado, without giving effect to the principles of conflict of laws. Our failure to exercise or enforce any right or provision of these Terms of Use will not constitute a waiver of such right or provision. If any provision of these Terms of Use is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and that the other provisions of these Terms of Use remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Site or Services or these Terms of Use must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles in these Terms of Use are for convenience only and have no legal or contractual effect. You are not an employee, partner, joint venturer, independent contractor or agent of or with VTA, and you have no authority to act on behalf of or bind VTA in any way. You may not assign your rights under these Terms of Use without our prior written consent, and any attempted assignment will be null and void.

20. SURVIVAL.

The terms of Sections 6 through 20, and any other limitations on liability explicitly set forth herein will survive the expiration or earlier termination of the agreement pursuant to these Terms of Use for any reason. Our (and our licensors’) proprietary rights (including any and all intellectual property rights) in and to Our Content, Our Technology and 11 the Site or Services will survive the expiration or earlier termination of the agreement pursuant to these Terms of Use for any reason.

21. VIOLATIONS.

Please report any violations of these Terms of Use to support@myvta2.wpengine.com