Terms & conditions

Last Updated: January 15, 2024

1. INTRODUCTION

These Terms of Service ("Terms") govern your access to and use of Veer's services, including our website located at goveer.ai, our mobile applications, and any other software or services offered by Veer in connection with any of the foregoing ("Services"). "Veer," "we," "us," and "our" refer to Veer, Inc.

Please read these Terms carefully before using the Services. By using the Services, you agree to be bound by these Terms. If you are using the Services on behalf of an organization, you are agreeing to these Terms for that organization and promising that you have the authority to bind that organization to these Terms. In that case, "you" and "your" will refer to that organization.

2. ELIGIBILITY AND REGISTRATION

2.1 Eligibility

You must be at least 18 years old to use the Services. By agreeing to these Terms, you represent and warrant that you are at least 18 years old and have the legal capacity to enter into these Terms.

2.2 Registration and Your Information

To access the Services, you must register for a Veer account. When you register, you will be required to provide certain information and establish login credentials. You agree to:

a) Provide accurate, current, and complete information about yourself and your organization; b) Maintain and promptly update your information; c) Maintain the security of your login credentials; d) Notify us immediately of any unauthorized use of your account; e) Accept responsibility for all activities that occur under your account.

2.3 Communications Consent

By creating an account and using the Services, you expressly consent to receive communications from Veer, including but not limited to:

a) Service-related notifications and updates; b) Administrative messages; c) Security alerts; d) Newsletter and marketing communications; e) Feature announcements; f) System updates and maintenance notifications.

These communications may be delivered via email, in-app notifications, SMS, or other electronic means. While certain service-related communications are necessary for the functioning of your account, you may opt out of marketing communications at any time through your account settings or by following the unsubscribe instructions included in such communications.

3. SERVICES DESCRIPTION

3.1 Core Services

Veer provides scheduling optimization and route planning services for healthcare providers. The Services include:

a) Schedule optimization and management; b) Route planning and optimization; c) Team coordination tools; d) Patient management capabilities; e) Data analytics and reporting; f) Calendar integrations.

3.2 Service Limitations

You acknowledge that:

a) The Services are not intended to replace professional medical judgment; b) Route optimization suggestions are recommendations only; c) You are responsible for verifying all scheduled appointments; d) The Services may be subject to limitations, delays, and other problems inherent in the use of internet and electronic communications.

4. HIPAA AND DATA PRIVACY

4.1 Business Associate Agreement

If you are a Covered Entity under HIPAA, your use of the Services is subject to a Business Associate Agreement ("BAA") with Veer. The BAA will control in the event of any conflict with these Terms regarding Protected Health Information.

4.2 Data Processing

You represent and warrant that you have all necessary rights, consents, and permissions to share data with us. You retain all rights to your data, and we will only process it according to:

a) These Terms; b) The applicable BAA; c) Our Privacy Policy; d) Your written instructions.

5. PAYMENT TERMS

5.1 Pricing and Plans

The Services are offered under subscription plans with different features and pricing. Current pricing is available at goveer.ai/pricing.

5.2 Payment

You agree to pay all fees associated with your selected plan. Unless otherwise specified:

a) All fees are quoted in U.S. dollars; b) Payments are non-refundable; c) You authorize us to charge your payment method; d) You will keep your payment information current; e) You are responsible for any applicable taxes.

5.3 Free Trials

If you begin with a free trial, you will be automatically charged for a subscription on the first day following the trial period unless you cancel during the trial period.

6. ACCEPTABLE USE

6.1 General Requirements

When using the Services, you agree not to:

a) Violate any applicable laws, regulations, or HIPAA requirements; b) Share login credentials or allow unauthorized access to the Services; c) Use the Services to store or transmit malicious code; d) Interfere with or disrupt the integrity or performance of the Services; e) Attempt to gain unauthorized access to the Services or related systems; f) Use the Services for purposes other than intended.

6.2 Healthcare-Specific Requirements

You agree to:

a) Maintain all required licenses and certifications for healthcare provision; b) Follow applicable healthcare regulations and standards of care; c) Verify all scheduling information for accuracy; d) Maintain appropriate patient consent for data sharing; e) Report any privacy or security incidents promptly.

7. INTELLECTUAL PROPERTY

7.1 Veer's Intellectual Property

The Services, including all associated intellectual property rights, are and will remain the property of Veer. These Terms do not grant you any right, title, or interest in the Services, or any intellectual property rights contained therein.

7.2 License to Use Services

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable license to:

a) Access and use the Services; b) Install and use our mobile applications; c) Use any related documentation we provide.

7.3 Feedback

If you provide feedback or suggestions about our Services, we may use this information without restriction or compensation to you.

8. TERM AND TERMINATION

8.1 Term

These Terms remain in effect until terminated by either you or Veer.

8.2 Termination

We may terminate or suspend your access to the Services:

a) Upon 30 days written notice; b) Immediately for breach of these Terms; c) Immediately if required by law; d) Immediately for non-payment; e) Immediately if you cease to operate, declare bankruptcy, or become insolvent.

8.3 Effect of Termination

Upon termination:

a) You will cease all use of the Services; b) You will pay any outstanding fees; c) We will provide your data in a standard format within 30 days if requested; d) We will securely dispose of your data as required by HIPAA; e) Sections [IP, Confidentiality, Indemnification] will survive termination.

9. WARRANTIES AND DISCLAIMERS

9.1 Warranties

We warrant that:

a) We have the right to provide the Services; b) We will provide the Services in accordance with generally accepted industry standards; c) We will comply with all applicable laws and regulations; d) We will maintain appropriate security measures.

9.2 Disclaimers

EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." VEER HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING:

a) MERCHANTABILITY; b) FITNESS FOR A PARTICULAR PURPOSE; c) NON-INFRINGEMENT; d) ERROR-FREE OR UNINTERRUPTED OPERATION; e) ACCURACY OF ROUTE OPTIMIZATION; f) RELIABILITY OF SCHEDULING SUGGESTIONS.

10. LIMITATION OF LIABILITY

10.1 Limitation

IN NO EVENT SHALL VEER'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS EXCEED THE TOTAL AMOUNT PAID BY YOU FOR THE SERVICES IN THE TWELVE MONTHS PRECEDING THE INCIDENT.

10.2 Exclusion of Consequential Damages

IN NO EVENT SHALL VEER HAVE ANY LIABILITY FOR ANY LOST PROFITS, LOST DATA, LOSS OF USE, COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES.

11. INDEMNIFICATION

11.1 Your Indemnification Obligations

You agree to indemnify, defend, and hold harmless Veer and its officers, directors, employees, agents, and representatives from and against any claims, liabilities, damages, losses, and expenses, including reasonable attorneys' fees, arising out of or in any way connected with:

a) Your access to or use of the Services; b) Your violation of these Terms; c) Your violation of any third-party right; d) Your violation of any applicable law or regulation; e) Any claims related to patient care or healthcare services.

11.2 Procedure

We will: a) Promptly notify you of any claim subject to indemnification; b) Provide reasonable cooperation in the defense of such claim; c) Allow you to control the defense and settlement of the claim.

12. CHANGES TO TERMS

12.1 Updates to Terms

We may modify these Terms at any time by:

a) Posting updated Terms on our website; b) Sending you a notification via email; c) Notifying you through the Services.

12.2 Effect of Changes

Your continued use of the Services after the effective date of any changes constitutes your acceptance of the modified Terms. If you do not agree to the modified Terms, you must stop using the Services.

13. GOVERNING LAW AND JURISDICTION

13.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Nebraska, without regard to its conflict of law provisions.

13.2 Jurisdiction

Any legal action or proceeding arising out of or relating to these Terms shall be brought exclusively in the federal or state courts located in Lincoln, Nebraska, and you hereby consent to the personal jurisdiction of such courts.

14. DISPUTE RESOLUTION

14.1 Initial Resolution

Before filing a claim, you agree to attempt to resolve the dispute informally by contacting us at legal@goveer.ai. We'll attempt to resolve the dispute through informal negotiation within 60 days.

14.2 Arbitration

If informal resolution is unsuccessful, any dispute shall be resolved through binding arbitration conducted by the American Arbitration Association under its Commercial Arbitration Rules.

14.3 Exceptions

Nothing in this section shall prevent either party from seeking injunctive or other equitable relief for matters related to:

a) Intellectual property rights; b) Confidential information; c) Unauthorized access to the Services; d) HIPAA compliance matters.

15. GENERAL PROVISIONS

15.1 Entire Agreement

These Terms, together with any BAA and other referenced documents, constitute the entire agreement between you and Veer regarding the Services.

15.2 Severability

If any provision of these Terms is found to be unenforceable, that provision shall be severed and the remaining provisions shall remain in full force and effect.

15.3 Assignment

You may not assign your rights under these Terms without our prior written consent. We may assign our rights under these Terms without restriction.

15.4 No Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

15.5 Force Majeure

Neither party shall be liable for any failure or delay in performance due to circumstances beyond its reasonable control.

15.6 Notices

All notices must be in writing and will be deemed given when:

a) Delivered personally; b) Sent by confirmed email; c) Sent by commercial overnight courier.

16. CONTACT INFORMATION

If you have any questions about these Terms, please contact us at:

Veer, Inc. 8810 S 38th St

Lincoln, NE 68516 legal@goveer.ai

Last Updated: January 15, 2024