User Terms & Conditions

PLEASE READ CAREFULLY BEFORE CONTINUING

This User Agreement (UA) is a legal agreement between you (End-user or you) and Digital Rehabilitation Limited t/a Vertigenius having its registered office at Somerton House Rochestown Avenue Dun Laoghaire Co. Dublin (Licensor us or we) for the access to Vertigenius software the data supplied with the software and any associated electronic documents (the App);

The App is an add-on to the Vertigenius software. We have granted a licence or licenses (‘Vertigenius Licence’) to a healthcare provider or other organisation (‘Licensee’) which has authorised you to have access to the App. Your use of the App is contingent on the Vertigenius Licence remaining in being.

We licence use of the App to you on the basis of this UA and on the basis the Licensee had authorised you to access and use the App in conjunction with their Licence. We do not sell or transfer the App to you. We remain the owners of the App at all times.

Important Notice

By using the App or clicking on the “Accept” button below you agree to the terms of the licence which will bind you. If you do not agree to the terms of this licence we will not license the App to you and you must not proceed any further and click the “Cancel” button below. In this case the you will not have access to the App.

The purpose of the App is to assist you in managing and taking control of your dizziness/vertigo and imbalance. The App is a tool to help you exercise and record relevant information on your progress and the reminder service assists you to remember to do prescribed exercises.

This is not a substitute for professional medical advice. You should consult your doctor or other health professional before making any decisions that could affect your health or the health of others. The App should only be used as prescribed by your healthcare provider.

You should print a copy of this UA for future reference.

Agreed Terms

1. Acknowledgements

1. The terms of this UA apply to the App or any of the services accessible through the App (Services).
2. We may change these terms at any time by notifying you of a change when you next log on to the App. The new terms may be displayed on-screen and you may be required to read and accept them to continue your use the App.
3. By using the App or any of the Services you consent to us collecting and using technical information about the devices and related software hardware and peripherals used to access the App that are internet-based or wireless to improve our products and to provide any Services to you.
4. The App or any Service may contain links to other independent third-party websites (Third-party Sites). Third-party Sites are not under our control and we are not responsible for and do not endorse their content or their privacy policies (if any). You will need to make your own independent judgement regarding your interaction with any Third-party Sites including the purchase and use of any products or services accessible through them.
5. Any words following the terms including include in particular or for example or any similar phrase shall be construed as illustrative and shall not limit the generality of the related general words.

2. Grant and Scope of Licence

1. In consideration of you agreeing to abide by the terms of this UA we grant you a non-transferable non-exclusive licence to use the App subject to these terms the Privacy Policy incorporated into this UA by reference. We reserve all other rights.
2. You may use the App only for the purpose inputting and accessing data in accordance with the access granted to you by the Licensee (the ‘Data’).

3. Licence Restrictions

1. Except as expressly set out in this UA or as permitted by any local law you agree:
   1. not to copy the App except where such copying is incidental to normal use of the App or where it is necessary for the purpose of back-up or operational security;
   2. not to rent lease sub-license loan translate merge adapt vary or modify the App;
   3. not to make alterations to or modifications of the whole or any part of the App or permit the App or any part of it to be combined with or become incorporated in any other programs;
   4. not to disassemble decompile reverse-engineer or create derivative works based on the whole or any part of the App or attempt to do any such thing except to the extent that such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of the App with another software program and provided that the information obtained by you during such activities:
      1. is used only for the purpose of achieving inter-operability of the App with another software program;
      2. is not unnecessarily disclosed or communicated without our prior written consent to any third party; and
      3. is not used to create any software that is substantially similar to the App;
   5. to keep all copies of the App secure and to maintain accurate and up-to-date records of the number and locations of all copies of the App;
   6. to include our copyright notice on all entire and partial copies you make of the App on any medium;
   7. not to provide or otherwise make available the App in whole or in part (including object and source code) in any form to any person without prior written consent from us; and
   8. to comply with all technology control or export laws and regulations that apply to the technology used or supported by the App or any Service (Technology).

4. Data

1. You shall have sole responsibility for the legality reliability integrity accuracy and quality of any Data uploaded or input to the App by you. Our responsibility regarding any such Data shall be governed solely by the terms of the Vertigenius Licence and our Privacy Policy and any responsibility by us to you is expressly excluded the fullest extent permitted by law.
2. In the normal course the Vertigenius Licence holder will be the controller of the personal data you upload to the App and you should refer to their privacy policy for more information on how they safeguard your data. We are processors of that data on their behalf. However in limited circumstances where you contact us directly or we receive your personal data other than via your interaction with your healthcare provider on the App we may be the controller of such personal data and our Privacy Policy governs how we use that data.
3. In most cases the holder of the Vertigenius Licence is the Data Controller of any personal data you share through the App and we act as their processor of that data. You should consult the privacy policy of the healthcare provider through whom you have been directed to use our services.

5. Acceptable Use Restrictions

1. You must:
   1. not use the App or any Service in any unlawful manner for any unlawful purpose or in any manner inconsistent with this UA or act fraudulently or maliciously for example by hacking into or inserting malicious code including viruses or harmful data into the App any Service or any operating system;
   2. not infringe our intellectual property rights or those of any third party in relation to your use of the App or any Service including the submission of any material (to the extent that such use is not licensed by this UA or not permitted by the Vertigenius Licensee);
   3. not transmit any material that is defamatory offensive or otherwise objectionable in relation to your use of the App or any Service;
   4. not use the App or any Service in a way that could damage disable overburden impair or compromise our systems or security or interfere with other users; and
   5. not collect or harvest any information or data from any Service or our systems or attempt to decipher any transmissions to or from the servers running any Service.

6. Intellectual Property Rights

1. You acknowledge that all intellectual property rights in the App and the Technology anywhere in the world belong to us or our licensors that rights in the App are licensed (not sold) to you and that you have no rights in or to the App or the Technology other than the right to use each of them in accordance with the terms of this UA.
2. You acknowledge that you have no right to have access to the App in source-code form.

7. Limitation of Liability

1. We do not warrant that your use of the App will be uninterrupted or error-free; or that the Services and/or any information obtained by you through the Services will meet your requirements; and
2. We are not responsible for any delays delivery failures or any other loss or damage resulting from the transfer of data over communications networks and facilities including the internet and the Customer acknowledges that the Services and Documentation may be subject to limitations delays and other problems inherent in the use of such communications facilities.
3. You acknowledge that the App has not been developed to meet your individual requirements and that it is therefore your responsibility to ensure that the facilities and functions of the App meet your requirements.
4. We only supply the App for use solely in accordance with the terms of the Vertigenius Licence. You agree not to use the App for any commercial business or resale purposes that is not contemplated in the Vertigenius Licence and we have no liability to you for any loss of profit loss of business business interruption or loss of business opportunity.
5. Our maximum aggregate liability under or in connection with this UA whether in contract tort (including negligence) or otherwise shall in all circumstances be limited to €1000. This does not apply to the types of loss set out in condition 7.6.
6. Nothing in this UA shall limit or exclude our liability for:
   1. death or personal injury resulting from our negligence;
   2. fraud or fraudulent misrepresentation; and
   3. any other liability that cannot be excluded or limited by Irish law.

8. Termination

1. We may terminate this UA at any time with or without notice to you:
   1. if you breach any of the Licence Restrictions or the Acceptable Use Restrictions; and
   2. if the Vertigenius Licence ceases or is terminated for whatever reason.
2. On termination for any reason:
   1. all rights granted to you under this UA shall cease;
   2. you will no longer have access to the Data or be able to use the App;
   3. You should immediately delete all instances of the App that you have downloaded.

9. Communication Between Us

1. Should you have any issues with regard to the App please refer them to the healthcare provider who prescribed use of the App.
2. If we have to contact you or give you notice by way of in App notification or by e-mail or pre-paid post to the address you provide to us on registration of the App.

10. Events Outside Our Control

1. We will not be liable or responsible for any failure to perform or delay in performance of any of our obligations under this UA that is caused by any act or event beyond our reasonable control.

11. Other Important Terms

1. We may transfer our rights and obligations under this UA to another organisation but this will not affect your rights or our obligations under this UA.
2. If we fail to insist that you perform any of your obligations under this UA or if we do not enforce our rights against you or if we delay in doing so that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you we will only do so in writing and that will not mean that we will automatically waive any later default by you.
3. Each of the conditions of this UA operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable the remaining conditions will remain in full force and effect.
4. Please note that this UA its subject matter and its formation are governed by Irish law. You and we both agree that the courts of Ireland will have exclusive jurisdiction.
5. This agreement has been entered into on the date on which you have accepted these Terms and Conditions.