Terms of Use
Last updated August 27, 2023
Please read these terms of use (the “Agreement”) carefully. By using or accessing the Services (as defined below) offered by Kakeibo Solutions Inc. ("Kakeibo" "we," "us," "our"), you are confirming that you have read, understand, and agree to the terms of this Agreement. If you are accepting this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to the terms of this Agreement, in which case the terms “you” or “your” shall refer to such entity.
IF YOU DO NOT HAVE SUCH AUTHORITY, OR DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, YOU MUST NOT ACCESS OR USE THE SERVICES.
1 – Definitions
“Our Content” means all photos, images, videos, graphics, content, recommendations, information, or other data that we provide or make accessible to you, in any form or medium, including but not limited to through the Site or by email, telephone or video call, but does not include Third Party Offerings.
“Services” means the Site, Our Content, and those services made available to you by us through the Site or any other medium, but does not include Third Party Offerings.
“Site” means our website at the following URL: https://www.kakeibodentalnetwork.com and all affiliated subdomains of https://www.kakeibodentalnetwork.com.
“Third Party Offerings” means any third party products, services, pricing, content, information, or other offerings that are referenced on or made available to you through the Services.
2 – General Terms
We reserve the right, in our sole discretion and at any time, to revise and update this Agreement. Any and all such modifications are effective immediately upon posting and apply to all access to and continued use of the Services. It is your responsibility to ensure that you are aware of the current terms of this Agreement when you access or use the Services. Your continued use of the Services after any such changes come into effect will constitute your acceptance of such changes.
We reserve the right at any time to suspend or terminate your access to the Services, in our sole discretion, without notice and for any reason, including for any violation of this Agreement. We also reserve the right, in our sole discretion, to modify, suspend or discontinue offering the Services or any Third Party Offerings, in whole or in part, at any time, for any reason or no reason, with or without notice to you. Kakeibo will not be liable to you or any third party for any suspension or termination of your access to or use of, or inability to access or use, any of the Services or Third Party Offerings.
3 – Security and Restrictions on Use
Unfortunately, the transmission of information via the Internet is not completely secure. Although we do our best to protect your personal information, we cannot guarantee the privacy or security of any information transmitted over the Internet, including by email, though the Services, or otherwise. Any transmission of information over the Internet is at your own risk. We are not responsible for any damages suffered by you or others related to transmission of your information over the Internet.
You are responsible for the completeness, security, confidentiality and accuracy of the account information you provide to us. You will promptly notify us of any unauthorized access to or use of your log-in credentials or account.
You are prohibited from using the Services for any illegal, fraudulent or defamatory purposes or to take any steps that could undermine the security or integrity of the Services. Except as expressly permitted in this Agreement, you agree you will not (and will not allow any third party to): (i) rent, lease, copy, transfer, resell, sublicense, time-share, or otherwise provide access to the Services to a third party; (ii) alter, edit, modify or create derivative works of the Services or any portion of the Services; (iii) reverse engineer, disassemble, decompile, translate, or otherwise seek to obtain or derive the source code, underlying ideas, algorithms, file formats, or non-public APIs to the Services; (iv) use the Services to store or transmit any code, files, scripts, agents or programs intended to do harm, including, for example, viruses, worms, time bombs and trojan horses; (v) interfere with or disrupt the integrity or performance of the Services or third-party data contained therein; (vi) attempt to gain unauthorized access to the Services or the related systems or networks; (vii) access the Services for the purpose of building a competitive product or service or copying the Site’s features or user interface, including any of Our Content; (viii) use the Services in any manner that violates terms of this Agreement or any other agreement you may have with Kakeibo; or (ix) remove or obscure any of Kakeibo’s proprietary or other notices contained in the Services.
4 – Third Party Offerings / Hyperlinks
All Third Party Offerings are provided by third parties and are not under the direction or control of Kakeibo. You acknowledge and agree that we shall not be liable or responsible, directly or indirectly, for your access to or purchase or use of any Third Party Offerings, including any Claims or Losses (as defined in Section 8), liabilities, failures, or problems caused by, related to, or arising from any Third Party Offerings. Your purchase or use of any Third Party Offerings is solely between you and the third party provider of the Third Party Offerings and is subject to any additional terms, conditions, or agreements provided by the third party or entered into by you and the third party in connection with the Third Party Offerings.
The Services may also contain links to websites that are independently maintained by others. Because Kakeibo does not control or monitor these third party websites, Kakeibo makes no representations or warranties regarding, and assumes no responsibility for, these websites or any content referred to or included on these websites. A hyperlink to a third party website is for convenience only, and is not an endorsement or approval of such website, third party, or the third party’s products or services. Accessing a website via a hyperlink provided through the Services is entirely at your own risk. Kakeibo may receive a small commission from purchases made through some Third Party Vendors or hyperlinks.
5 – Memberships
We offer a membership subscription to a premium version of our Services, which provides you access to certain additional services, content, and Third Party Offerings (a “Membership”). This section applies to all Membership subscriptions.
Eligibility
As a condition of participation in the Membership, you represent and warrant that:
you are a registered dentist or dental hygienist in Canada and you are in good standing with the regulatory agency of your provincial or territorial jurisdiction of practice; and
you are seeking and will only purchase and use Third Party Offerings for your internal business purposes and not for the purposes of resale.
Confidentiality
Third Party Offerings for Memberships may include preferred pricing and other discounts. Such preferred pricing and discounts are subject to change at the third party’s discretion, with or without notice to you. You agree to keep all preferred pricing and discounts offered to you by third parties through the Services or as a result of your Membership strictly confidential.
Membership Fees
If you sign up for a Membership, you agree to pay Kakeibo the fees for the Membership level you select (the “Membership Tier”) that are in effect at the time the charges are incurred, including applicable taxes (collectively, the “Membership Fees”). We may change the Membership Fees at any time, in our sole discretion. Any changes to Membership Fees will take effect on renewal, if any, of your Membership. We will provide you with advance notice of any changes to Membership Fees. All payment obligations are non-cancellable and all Membership Fees are non-refundable.
You hereby authorize Kakeibo, through its third party payment processor, to charge your credit card the Membership Fees on your Membership activation date and thereafter on each renewal (if any). We will never have access to or store your bank details since payment transactions are conducted and secured by our third-party processors specializing in those functions. By using our authorized payment processor, you are subject to its Terms of Service and Privacy Policy.
You are responsible for providing a valid credit card and for keeping your payment information up-to-date. If your credit card is invalid or charged back for any reason, the authorized payment processor does not receive payment, or if you otherwise fail to pay the Membership Fees when due, we reserve the right to disable or terminate your Membership immediately, with or without notice to you.
Term and Termination of Memberships
The term of your Membership will commence on the Membership activation date and will continue for the duration selected at checkout (the “Initial Term”), unless otherwise terminated in accordance with this Agreement. The Membership will automatically renew on a monthly basis thereafter (each a “Renewal Term”), unless either you or we provide written notice of the intent not to renew at least 10 days before the end of the Initial Term or applicable Renewal Term. You may only upgrade your Membership Tier during the Initial Term or any Renewal Term. Any requested downgrade to your Membership Tier will not be effective until the next Renewal Term. Any requests or notices provided by you under this section must be sent to hello@kakeibodentalnetwork.com.
We may terminate this Agreement in relation to, or suspend, your Membership, at our sole discretion, without notice, in the event of (i) any breach of the terms of this Agreement, including your failure to pay the Membership Fees when due; or (ii) any use of the Services that, in our sole discretion, threatens the security, integrity or availability of the Services. If you or we terminate your Membership but you continue to access or use the Site or other Services, this Agreement will continue to apply to such access and use.
6 – Intellectual Property Ownership
Subject to the terms of this Agreement, Kakeibo grants you a limited, revocable, non-exclusive, personal, non-transferable, and non-sublicensable right to access and use Our Content solely for your internal business purposes. You may not redistribute, reproduce, republish, re-transmit, resell, modify, create derivative works of, or make public any of Our Content, in whole or in part, without the express written consent of Kakeibo.
The names, slogans, logos, trademarks, service marks, domain names, and designations of Kakeibo, the Services, Feedback (as defined below), any and all related documentation, technology, code, know-how, and templates, the arrangement and look and feel of the Services, and any updates, modifications or derivative works of any of the foregoing, (collectively the “IP”) are Kakeibo’s exclusive property. Except for the limited right to access and use Our Content as set out herein, Kakeibo retains all rights, title, and interests in and to the IP. Nothing in this Agreement shall be construed to grant you any other rights or licenses to the IP whether by implication, estoppel or otherwise. You acknowledge having been advised by us that the IP is protected in Canada and internationally by applicable law including, but not limited to, copyright laws, trademark laws, treaty provisions and other intellectual property, confidential information and proprietary rights laws.
If you provide suggestions, ideas, enhancement requests, corrections, or other feedback to us concerning the Services (“Feedback”), we may use, disclose and exploit such Feedback without restriction or any obligation to account to you. We are not required to consider or implement any Feedback.
7 – Warranty Disclaimer
The services AND THIRD PARTY OFFERINGS are made available on an “as is”, “as available”, “where as” and “with all faults” basis. KAKEIBO expressly disclaims all warranties, EXPRESS AND IMPLIED, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SECURITY, ACCURACY, QUALITY AND NON-INFRINGEMENT OR ARISING FROM COURSE OF DEALING, USAGE OR TRADE.
KAKEIBO DOES NOT WARRANT THAT THE SERVICES OR THIRD PARTY OFFERINGS ARE SUITABLE FOR OR WILL MEET YOUR REQUIREMENTS, INCLUDING BUT NOT LIMITED TO COMPLYING WITH ANY LAW, RULE OR REGULATION, that the services are FREE OF DEFECTS, MALICIOUS CODE, VIRUSES OR MALWARE, THAT THE OPERATION OF THE SERVICES WILL BE FREE FROM INTERRUPTION or ERROR-FREE, or THAT ERRORS OR DEFECTS IN THE SERVICES WILL BE CORRECTED.
8 – Indemnification
You agree to defend, indemnify, and hold harmless Kakeibo, and Kakeibo’s officers, directors, employees, contractors, agents, representatives, successors, and assigns (collectively, the “Kakeibo Parties”), from and against any and all Claims and Losses, of whatever nature, made against, incurred or suffered by any of the Kakeibo Parties arising out of or in any way related to: (i) your use of, inability to use, or reliance on the Services, including any of Our Content; (ii) your or any third party’s use or misuse of, inability to use or reliance on Third Party Offerings obtained or accessed by you through or as a result of the Services; (iii) your failure to pay for any Third Party Offerings procured by you; and (iv) your breach of this Agreement or violation of applicable laws. “Claims” means any and all manner of claims, demands, actions, suits, investigations or proceedings, including, without limitation, all rights with respect to any and all manner of Losses; and “Losses” means any and all manner of losses, damages, fines, penalties, costs and expenses (including legal fees and expenses on a full indemnity basis), known or unknown, foreseeable or not foreseeable, liquidated or unliquidated, direct or indirect.
You will not settle any Claim that is subject to indemnification by you without our prior written consent, which consent will not be unreasonably withheld or delayed, unless the settlement unconditionally releases us of all liability. Kakeibo reserves the right, at its own expense, to assume exclusive defence and control of any matter subject to indemnification by you. You agree to provide all assistance as Kakeibo may reasonably request in defence of any such claims.
9 – Limitation of Liability
KAKEIBO SHALL NOT BE RESPONSIBLE OR LIABLE FOR YOUR OR ANY THIRD PARTY’S USE OF THE SERVICES OR THIRD PARTY OFFERINGS AND YOU ACCEPT THAT ANY AND ALL ACCESS TO AND USE OF THE SERVICES OR THIRD PARTY OFFERINGS SHALL BE ENTIRELY AT YOUR SOLE RISK AND EXPENSE.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU, ON YOUR OWN BEHALF AND ON BEHALF OF ALL OF YOUR DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS, AGENTS, CLIENTS, REPRESENTATIVES, SUCCESSORS AND ASSIGNS (THE “RELEASORS”), HEREBY RELEASE AND FOREVER DISCHARGE THE KAKEIBO PARTIES FROM ANY AND ALL CLAIMS AND LOSSES ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT, THE SERVICES AND ANY THIRD PARTY OFFERINGS, OF ANY NATURE OR KIND WHATSOEVER, AND REGARDLESS OF THE THEORY OF LIABILITY (WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY OR OTHER), THAT ANY OF THE RELEASORS NOW HAVE OR IN FUTURE MAY HAVE, EVEN IF KAKEIBO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR SUCH LOSSES WERE OTHERWISE REASONABLY FORESEEABLE, INCLUDING IN RESPECT OF PROPERTY DAMAGE, PERSONAL OR BODILY INJURY AND DEATH.
THIS LIMITATION UPON CLAIMS AND LOSSES SHALL APPLY WITHOUT REGARD TO WHETHER OTHER PROVISIONS OF THE AGREEMENT HAVE BEEN BREACHED OR HAVE OTHERWISE PROVEN INEFFECTIVE OR UNENFORCEABLE.
NOTWITHSTANDING THE ABOVE, IF KAKEIBO IS FOUND LEGALLY RESPONSIBLE TO YOU FOR ANY LOSSES YOU OR ANY THIRD PARTY MAY HAVE SUFFERED IN ANY WAY ARISING FROM OR IN CONNECTION WITH THIS AGREEMENT, THE SERVICES, OR THIRD PARTY OFFERINGS, THEN KAKEIBO’S LIABILITY TO YOU WILL BE NO MORE THAN THE GREATER OF THE MEMBERSHIP FEES ACTUALLY RECEIVED BY KAKEIBO FROM YOU IN THE THREE-MONTH PERIOD IMMEDIATELY PRECEDING THE DATE ON WHICH THE LIABLITY AROSE OR $50 CANADIAN.
10 – Miscellaneous
This Agreement constitutes the entire agreement between you and Kakeibo related to the subject matter hereof and supersedes all prior or contemporaneous understandings, agreements, and representations and warranties, both written and oral, related to the subject matter of this Agreement.
This Agreement is governed by and is to be construed in accordance with the laws of the Province of British Columbia and the federal laws of Canada applicable therein, without giving effect to any choice or conflict of law rule in any jurisdiction or the United Nations Convention on Contracts for the International Sale of Goods. The parties submit themselves to the exclusive jurisdiction of the federal or provincial courts located in Vancouver, British Columbia, Canada (except that Kakeibo may seek injunctive relief to prevent improper or unauthorized use or disclosure of any IP in any court of competent jurisdiction). EACH PARTY WAIVES ANY AND ALL RIGHTS IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATED TO THIS AGREEMENT.
If any provision of this Agreement is found to be invalid, the invalidity of such provision will not affect the validity of the remaining provisions of the Agreement, which will remain in full force and effect. Kakeibo’s failure to enforce, or delay in enforcing, any of the provisions of this Agreement will not operate as a waiver of any of Kakeibo’s rights or privileges under this Agreement.
Sections 6, 7, 8, and 9 of this Agreement, and all other sections that by their terms contemplate obligations intended to survive, shall survive in full force and effect notwithstanding any termination or expiry of this Agreement.
If you have any questions about this Agreement, please email us at hello@kakeibodentalnetwork.com.
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COLLECTION, USE AND DISCLOSURE OF PERSONAL INFORMATION
Personal Information
For the purposes of this Privacy Policy, “Personal Information” means information that can identify an individual directly or through other reasonably available means. Personal Information does not include business contact information that is used for the purpose of communicating or facilitating communication with an individual in relation to their employment, business, or profession. Notwithstanding anything to the contrary herein, the meaning of Personal Information shall be interpreted in a manner that conforms with the minimum requirements of applicable privacy legislation.
Collection, Use and Disclosure
The types of Personal Information that we may collect from time to time may include your name, address, telephone number, e-mail address, contact details, financial, credit or billing information, demographic details, and other personally identifiable information.
Some of our services, websites, and apps require you to register. Kakeibo Dental Network may ask you for some personal identifying information in order to create an account (typically e-mail address and/or a password for your account).
When you register for one of our products, our forms may ask for contact and demographic information. This information is used to allow you to access certain areas of our services, websites and apps that send permission-based products and services to you (that are based on the demographic information), and to advise you of other Kakeibo Dental Network products and services. In addition, demographic information may be used: (i) to customize the display of our services, websites, and apps to you by showing content that we think might be of interest or related to your past visits; and (ii) as otherwise described in this Privacy Policy.
Personal Information may be collected through your voluntary disclosure, use of our service, apps, or websites, purchase of our products, subscription to our publications, completion of registration or subscription forms, by means of surveys, entry to a contest or other promotion or through third-party agents, contractors, vendors or suppliers who provide products and services to us ("Service Providers"), as well as through our third-party business partners to whom we provide our products and services.
For the purpose of maintaining quality service, telephone calls to our customer service lines may be recorded. If your call is subject to a quality assurance program, you will be so advised prior to speaking with a representative.
We collect, use and/or disclose your Personal Information for purposes reasonably connected to why you’ve provided it to us, as well as for purposes otherwise permitted or required by law. Some examples of purposes for which we use personal information include the following:
to create and maintain client accounts;
to provide the product, service or information you requested;
to communicate with you regarding the products and services you requested and to respond to your requests and inquiries;
to process payments and collect unpaid accounts;
to offer you tailored content, including advertisements and promotions;
to assist you when you contact our customer support services, including to direct your questions to appropriate individuals, investigate and address any of your concerns, and to improve and monitor our customer support responses;
to detect and protect against error, fraud, theft and other illegal activity;
to better understand your needs and preferences and to improve our products and services;
to engage in business transactions;
to provide information to our employees, contractors, and affiliates to allow them to perform services on our behalf;
to organize and administer contests and/or surveys;
to inform you of special offers and promotions;
to comply generally with applicable laws and all other applicable regulatory requirements; and/or
for any other purpose for which you otherwise give your consent, including as otherwise provided in this Privacy Policy.
We may share non-personal, aggregate statistics about our customers, sales, demographics, traffic patterns, and related site information with advertisers and reputable third-party vendors for marketing and promotional purposes; however, none of the information we disclose in this aggregate form can be used to personally identify you.
Disclosure to Newcom; Disclosure as Permitted or Required by Law
We may: (i) share your personal information with our affiliates; (ii) combine information internally across our affiliates or our different products, services, websites, and apps; and (iii) combine personal information with demographic information, publicly available records and other third-party information sources. We may use this information to provide you with a customized experience, to improve the quality of our products, services, websites, and apps, and to promote and develop products, websites, services, and apps of Kakeibo Dental Network, or as otherwise permitted by this Privacy Policy.
We may provide Personal Information in response to a court order, subpoena, government investigation, or as otherwise required by law. We also reserve the right to report to law enforcement agencies any activities that we, in good faith, believe to be unlawful. We may release certain Personal Information when we believe that such release is reasonably necessary to protect the rights, property and safety of others and ourselves.
Disclosure to Service Providers
We may transfer your Personal Information to Service Providers acting on our behalf for purposes mentioned in this Privacy Policy. Note that some of our Service Providers who process or handle Personal Information on our behalf may be located in the United States and other jurisdictions outside of British Columbia and outside of Canada. You acknowledge and agree that, as a result, your Personal Information may be processed, used, stored or accessed in other jurisdictions and may be subject to the laws of those jurisdictions. For example, information may be disclosed in response to valid demands or requests from government authorities, courts, or law enforcement in other countries.
Disclosure in Business Transactions
Kakeibo Dental Network may be involved in the proposed or actual sale, merger, financing, securitization, insuring or restructuring of some or all of its business or assets. In the course of such transactions, Kakeibo Dental Network may disclose your Personal Information to applicable third parties who request such information for the purposes of evaluating or performing the proposed transactions. In such cases, Kakeibo Dental Networkwill require such third parties to agree to protect the privacy of your Personal Information in accordance with applicable privacy laws. Our successors and assigns may collect, use and disclose your Personal Information for substantially the same purposes as those set out in this Privacy Policy.
CONSENT
We collect, use and disclose your Personal Information with your consent or as permitted or required by applicable law. Your consent may be express or implied, depending on the circumstances and applicable laws. By providing Personal Information to us you are consenting to the terms of this Privacy Policy. If you provide Personal Information about another person to us, we assume you have obtained the valid consent of such individual to enable us to collect, use or disclose such information in accordance with this Privacy Policy.
Note that if you withdraw your consent to certain uses of your Personal Information, we may not be able to provide you with certain of our services or products.