Terms and Conditions

Date of last revision: March 2023

PLEASE READ THESE TERMS AND CONDITIONS (“TERMS”) CAREFULLY BEFORE USING ANY SCOUT PLATFORM.

If you live in Canada additional terms may apply to you and are viewable at the bottom of these Terms. We display the country within the Terms when applicable. These additional terms override the Terms below to the extent of any inconsistency.

These Terms create a legally binding agreement between you, and DVM Solutions, LLC d/b/a Scout (“we”, “our”, “us”), its subsidiaries and its affiliates located worldwide (collectively “Scout”).

Welcome to the Scout community!  You are reading these Terms because you are using a Scout website, mobile app, or one of our other products or services, all of which are part of Scout's Platform (“Platform”).  The user, subscriber, or Platform user (“You”) may access the Platform through a computer, mobile phone, tablet, console, or other technology, which we refer to here as a “Device”.  Your carrier's normal rates and fees apply to your Device.

These Terms are a legally binding agreement between Scout and you the “Customer”. The Customer shall be subject to additional terms as outlined in the Plan Selection and any other order between Scout and you (the “Order”). In the event of any conflict between these Terms and the terms and conditions elsewhere in the Order, these Terms will supersede and govern as between Scout and Customer.

License and Permitted Use

Subject to Customer’s continued compliance with these Terms and the Order, Scout grants the Customer a non-exclusive, non-transferable, and non-assignable license during the term of the relevant order to use (and grants Customer’s authorized staff access to use) the digital subscription, platforms, and materials provided by Scout. Customer is responsible for its and its employees’, contractors’, and users’ compliance with these Terms. Customer may not directly or indirectly (a) sell, resell, sublicense, disclose, assign, transfer, or otherwise make Scout (the “Application”) available to any third party other than its authorized users; (b) access or use the Application for any purpose other than its internal purposes; (c) decompile, reverse engineer, reverse assemble, or otherwise attempt to discover any source code of the Application; (d) copy, mirror, frame, modify, or create derivative works based on the Application; or (e) transmit any viruses, malware, or other malicious code using the Application or otherwise interfere with, disrupt the integrity or performance of, or attempt to gain unauthorized access to the Application or any related systems or networks.

Ownership

The Application is licensed, not sold, to the Customer. As between Customer and the Company, the Company retains all rights, title, and interest in and to the Application and any translations or other derivative works based thereon, including any corresponding copyrights, trademarks, trade secrets, and other intellectual property rights. Nothing herein will be deemed to convey any rights, title, or interest in any such rights to Customer. Periodically, the Application is enhanced, improved, and made current based of customer feedback, or changes in specific content. Additionally, third-party content may be replaced to improve and keep current/relevant as needed throughout the term of engagement.

Liability and Disclaimer

The Company provides its Application on an “as is” and “as available” basis without any warranties (express, implied, or statutory), including without limitation, any warranties of fitness for a particular purpose, merchantability, title, or non-infringement. The Company does not guarantee that the applications and content will be uninterrupted, continuously available, accurate, complete, or error-free. The Company is not responsible for the acts or omissions of any third parties. In no event will the Company be liable for (a) any consequential, indirect, punitive, exemplary, special, or indirect damages, even if warned of the possibility thereof; or (b) any aggregate amount exceeding the amounts paid by the customer to the Company (directly or indirectly) for the applications and content in the prior six (6) months, if any.

Term

The Customer’s license under these Terms will terminate upon the expiration of the applicable Plan Selection or Order document. In addition, the Company may terminate the Customer’s license or suspend the Customer’s access to the Application (in whole or in part) if the Customer or its employees, contractors, or users materially breach any of these Terms or in Scout’s sole discretion.

Our Terms May Change.  Some jurisdictions do not permit unilateral updates or changes to consumer terms, so this paragraph may not apply to you.  [See Canada terms.]
We may update these Terms from time to time. If a material change is made, we will post a notice on the Platform, Application, or send you a notification.  Read through any changes, and if you don’t agree to them, please stop using the Platform. If you continue to use our Platform after we notify you of changes, you will be deemed to have accepted the updated Terms, except to the extent prohibited by applicable law. In addition, certain parts of the Scout Platform may require you to register separately or agree to additional or special terms of use and fees. Certain areas of the Scout Platform may include additional usage guidelines and rules and You agree to comply with such guidelines and rules. All such guidelines and rules are incorporated herein. By using the Platform, You agree to the terms of our Privacy Policy, which You can review on our website.

Monthly Subscriptions

By subscribing to one of our Plans, as outlined in the Plan Selection, you authorize us to charge your credit card an initial payment at the time of signing up, and a monthly recurring payment which will take place on the next billing day of your billing cycle.
MONTHLY MEMBERSHIP RENEWAL FEES WILL BE AUTOMATICALLY CHARGED EACH MONTH.

Prepaid Subscriptions

By subscribing to our prepaid subscription (12-month plans with payment due upfront), you authorize us to charge your credit card an initial prepayment at the time of signing up. At the end of your prepaid subscription period, your subscription will automatically renew as a monthly re-billable plan, unless you inform us beforehand that you would like to renew your prepaid subscription or cancel completely.

All sales are final, and no returns or exchanges will be accepted at this time.

Sales Tax

U.S. sales tax will be charged to all orders, where applicable. Sales tax is governed at your local government level, which means each local government is responsible for making its own rules and laws — within the framework of the U.S. Constitution. Please refer to your local sales tax laws if you have any questions or concerns regarding the tax amounts.

Privacy Policy

Our Privacy Policy describes the collection and use of personal information on the Platform and applies to your use of the Platform.

Eligibility

You are only eligible to use the Platform and/or Application if you are of legal age in your country, or local jurisdiction if more restrictive, or if you have consent from your parent or guardian. There may be certain age restrictions for specific Platform services in various countries.

Rules for Registration

When you register for an account with us, the following rules apply:

  • Provide accurate and current registration information.
  • Registration is for commercial use.  Do not register for more than one Scout account, register a Scout account on behalf of someone else, or transfer your account.
  • Keep your username, password and other login credentials secure and do not allow anyone else to use your account.
  • Inform Scout immediately of any unauthorized use of your Scout account.  You are responsible for anything that happens through your Scout account – with or without your permission.
  • It is recommended that You designate one person in your organization to have full access to the Platform.
  • TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW, SCOUT IS NOT RESPONSIBLE FOR ANY LOSS OR ACTIVITY THAT RESULTS FROM THE UNAUTHORIZED USE OF YOUR ACCOUNT.

Membership

When you use our Platform you agree to all of these Terms. Your use of our Platform is also subject to our Cookie Policy and our Privacy Policy, which covers how we collect, use, share, and store your personal information.

You agree that by submitting your Plan Selection or similar, registering, accessing or using our services (described below), you agree to enter into a legally binding contract with Scout (even if you are using our Platform on behalf of a company). If you do not agree to this Term, do not click “Join Now” (or similar) and do not access or otherwise use any of our Platform. If you wish to terminate this contract, at any time you can do so by closing your account and no longer accessing or using our Platform. Terminating the Terms will not release you from your financial obligation stemming from your subscription.

Description of Service

Scout provides users with a Platform to assist with veterinary anesthesia planning, monitoring and dental charting. Which allows the Client to replace its paper forms with cloud-based, AAHA-compliant technology that integrates with client’s EMR. You understand and agree that the Platform is provided “AS-IS”. Your use of the Platform is governed by this Term. Scout may refuse service to You for any or no reason. Scout may discontinue, change, add, update or revise any part of the Platform at any time and without notice.

Ownership of Content

All of the content on our Platform - including text, software, scripts, code, designs, graphics, photos, sounds, music, videos, applications, interactive features, articles, news stories, sketches, animations, stickers, general artwork and other content ("Content") - is owned by Scout or others we license Content from, and is protected by copyright, trademark, patent and other laws. Scout reserves all rights not expressly described in these Terms.

  • All trademarks, service marks and trade names are owned, registered and/or licensed by Scout. You do not acquire a license or any ownership rights to any trademarks, service marks, or trade names through your access or use of the Platform or Content.
  • You agree not to change or delete any ownership notices from materials downloaded or printed from the Platform.
  • To the extent Scout approves the download or use of Content comprised of copyrights or copyrightable works, Scout grants you a limited, non-transferable, non-sublicensable, and revocable license to access and use such copyrights or copyrightable works solely for their intended purpose and solely for as long as Scout makes such Content generally available to the public. You do not acquire any ownership rights in the Content (including any trademarks or other intellectual property included in the Content), and all such Content is intended for personal, non-commercial use.  Scout reserves the right to monitor your use and to alter or revoke this license or your access to the Content at any time and for any reason.  Scout reserves the right to take down any Content in violation of these terms or Scout’s intellectual property rights.  Scout allowing you this limited use does not constitute a waiver of any of Scout’s rights to the Content.
  • Outside of the specific usage rights granted to you by Scout in connection with the Platform, you agree not to use, copy, edit, translate, display, distribute, download, transmit, sell, create derivative works of, or in any way exploit any Content, without Scout’s prior written consent. Unauthorized use of the Content may constitute a breach of copyright, trademark or other intellectual property laws and may subject you to criminal or civil charges and penalties.

License to Use Comments, Feedback and Ideas

You understand that any comments, testimonials, feedback, or ideas you send us are provided on a non-confidential basis and you grant to Scout a perpetual, worldwide license to use all comments, feedback and ideas you may share with us, without notice, compensation or acknowledgement to you, for any purposes whatsoever, including, but not limited to, developing, manufacturing and marketing products and services and creating, modifying or improving products and services.

User Code of Conduct

We’re excited to have you contribute to the Scout community.  Here are a few basic rules:

  • Do not do anything that may expose Scout or its users to any type of harm, including anything that may disrupt, damage, disable, tamper with, overburden or limit the functionality of the Platform.
  • Do not alter the Platform or Application in a manner that would expose it to software viruses, programs or other computer code that could be harmful, and do not circumvent or modify any Platform software or security technology.
  • Do not use any data mining, robots, scraping or similar data gathering methods.
  • Do not use automated technology to interact with the Platform.

Communication

You agree that Scout may communicate with you via email. This includes any legal notice under this Agreement as well as notice for any changes made to this Term.

Partners on the Platform

From time to time, the Platform may link to or partner with third-party websites, social media platforms, mobile apps, and other products and services (“Third Parties”). You may be able to connect with these Third Parties through the Platform, but this does not mean Scout endorses, monitors or has any control over these Third Parties or their activities, which are subject to separate terms of use and privacy policies.  You should carefully review any Third Party’s sites and terms of use and privacy policy. Scout is not responsible for the content, policies, or activities of Third Parties and you interact with Third Parties at your own risk.

Third Parties

Scout may implement an application or “widget” from a third party on some of our sites and apps that allows interaction or content sharing by Scout users. These widgets are visible to you on the page you visit. The network providing the widget may offer controls for you to manage the widget’s appearance and functionality. Your interaction with a widget typically allows the third party to collect some information about you, including IP address, page header information, and browser information. In some cases, the third party may recognize you through its widgets even when you do not interact with the widget but visit a web page or use an app with the widget. Scout may now or in the future allow social buttons, applications, and widgets from the following partners:

Social Buttons

Warranty Disclaimer

Some jurisdictions do not permit certain limitations or exclusions on liabilities, legal warranties and remedies, so these exclusions and limitations may not apply to you. [See Canada terms.]

  • The Platform, Content, and the materials and products on this Platform are provided "AS IS.” We are not making any promises of any kind, including about the Platform’s accuracy, adequacy, usefulness, reliability or otherwise.
  • Scout does not guarantee that the Platform will be uninterrupted or error-free, that any defects will be corrected, or that the Platform is free of viruses or anything else harmful.
  • To the fullest extent permitted by law, Scout disclaims all warranties, express or implied, regarding the Platform, Content, and any products or services you may obtain or access through the Platform, including, but not limited to, implied warranties of title, merchantability, fitness for a particular purpose and non-infringement.
  • You are solely responsible for any damage to your Device resulting from accessing the Platform, to the extent applicable law does not provide otherwise.
  • We hope you enjoy and get the full benefit of the Platform; however, we do not guarantee any results.

Termination

Scout may terminate or modify any Scout Platform, Your program, product or service at any time without notice. Scout may terminate or suspend your account, delete your profile and restrict your use of all or any part of the Platform at any time and for any reason, without any liability to Scout, subject to applicable law.

Indemnification and Release

Some jurisdictions do not permit certain limitations or exclusions on liabilities, legal warranties and remedies, so these exclusions limitations may not apply to you. [See Canada terms.] You agree to indemnify, defend, and hold harmless Scout, its affiliates, officers, directors, employees, agents, licensors and suppliers (the “Scout Parties”) from and against all claims, losses, liabilities, expenses, damages and costs, including, without limitation, attorneys' fees, arising from or relating in any way to your use of Content, your use of the Platform, your conduct in connection with the Platform or with other Platform users, or any violation of these Terms of Use, any law or the rights of any third party. You, for yourself and on behalf of your heirs, estate, insurers, successors and assigns, hereby fully and forever release and discharge the Scout Parties from any and all claims or causes of action you may have for damages relating in any way to your use of the Platform.

Limitation of Liability

Some jurisdictions do not permit certain limitations or exclusions on liabilities, legal warranties and remedies, so these exclusions/limitations may not apply to you. [See Canada terms.] NONE OF THE SCOUT PARTIES WILL BE LIABLE FOR ANY DIRECT, SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION FOR ANY LOST PROFITS OR LOST DATA, THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE PLATFORM OR THE PERFORMANCE OF THE PRODUCTS PURCHASED THROUGH THE PLATFORM OR THE CONDUCT OF OTHER PLATFORM USERS (WHETHER ONLINE OR OFFLINE), OR ATTENDANCE AT A SCOUT EVENT OR SCOUT PARTNER EVENTS, OR ANY OTHER ACTIVITY IN CONNECTION WITH THE USE OF THE PLATFORM, EVEN IF SCOUT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE PLATFORM. YOUR ONLY REMEDY AGAINST SCOUT IN CONNECTION WITH ANY DAMAGES ARISING FROM YOUR USE OF THE PLATFORM OR ANY CONTENT IS TO STOP USING THE PLATFORM. IF SCOUT IS FOUND TO BE LIABLE TO YOU FOR ANY DAMAGE OR LOSS WHICH IS IN ANY WAY CONNECTED WITH YOUR USE OF THE PLATFORM OR ANY CONTENT, SCOUT’S LIABILITY SHALL NOT EXCEED US $100.00 OR the equivalent in your country’s currency.

App Marketplaces

You acknowledge that this agreement is between you and Scout only, and not with the app marketplace where you downloaded a Scout app (e.g. for iOS users, the App Store operated by Apple Inc. or for Android users, the Google Play store operated by Google Inc.).

ADDITIONAL TERMS

Choice of Law/Jurisdiction

If you live in any of the following countries, different “Choice of Law/Jurisdiction” terms may apply to you: Canada and all European countries.

  • You agree that this Platform is a passive platform solely based in Kansas, USA, which does not give rise to personal jurisdiction over Scout in jurisdictions other than Kansas.
  • You agree that the Platform, Terms, Privacy Policy and any dispute between you and Scout shall be governed in all respects by Kansas law, without regard to choice of law provisions, and not by the 1980 U.N. Convention on Contracts for the International Sale of Goods.
  • Except where prohibited by applicable law, and without limitation to any statutory rights for consumers, you agree that all disputes, claims and legal proceedings directly or indirectly arising out of or relating to the Platform (including but not limited to the purchase and inquiries of Scout products and services) shall be resolved individually, without resort to any form of class action, and exclusively in the state or federal courts located in Johnson County, Kansas, USA.
  • You consent to waive all defenses of “lack of personal jurisdiction” and “inconvenient forum” with respect to venue and jurisdiction in the state and federal courts of Johnson County, Kansas.
  • All claims shall be brought within one (1) year after the claim arises, except to the extent a longer period is required by applicable law.

Electronic Communications

  • By using the Platform, you agree to receive certain electronic communications from Scout, subject to applicable law.
  • You agree that any notice, agreement, disclosure or other communication that Scout sends you electronically will satisfy any legal communication requirements, including that such communications be in writing.

Right to Assign, No Waivers, Severability

  • Scout may assign its rights and duties under these Terms to any party at any time without notice to you, unless notice to you is required by applicable law, but this will not affect your rights or our obligations under these Terms.
  • Scout’s failure to insist upon or enforce strict performance of these Terms is not a waiver of any of these Terms or Scout’s rights. Users should always assume these Terms apply.
  • If any provision in these Terms is held invalid or unenforceable, the remainder of these Terms shall continue to be enforceable.

Thanks for reading.  Please enjoy our community!

COUNTRY SPECIFIC TERMS

CANADA

Introductory Paragraph:

The section titled “Our Terms May Change” is qualified by the following:

“(a) Scout must send to you, at least 30 days before the amendment comes into force, a written notice drawn up clearly and legibly, setting out the new clause and the date of the coming into force of the amendment;
and (b) you may refuse the amendment and rescind or, in the case of a contract involving sequential performance, cancel the contract without cost, penalty or cancellation indemnity by sending Scout a notice to that effect no later than 30 days after the amendment comes into force, if the amendment entails an increase in your obligations or a reduction in Scout’s obligations.”

MULTIPLE SECTIONS

The terms set forth in the sections titled “Warranty Disclaimer”, “Indemnification/Limitation of Liability”, and “Limitation of Liability” are qualified by the following:

“Consumer protection laws in some jurisdictions, including Quebec, do not allow for the limitations and exclusions of warranties on purchased products. If these laws apply to you, the exclusions or limitations in the following sections may not apply: Physical Activity, Warranty Disclaimer, Indemnification/Limitation of Liability, and Limitation of Liability.”

(DISPUTES/ADDITIONAL TERMS)

this section is modified as follows: The sub-section titled “CHOICE OF LAW/JURISDICTION” is modified by adding the following at the beginning of the section:

“Consumer protection laws in some jurisdictions, such as Quebec, might require that your agreement be governed by the laws of your jurisdiction and heard by competent courts in your jurisdiction. In addition, such laws may not allow you to waive your right to be part of a class action or to limit your time limitation to commence legal proceedings. If these laws apply to you, the following limitations may not be applicable."