Last Revised: December 19, 2020
SECTION 1: INTRODUCTION & ACCEPTANCE OF TERMS
These Terms and Conditions are an agreement between 360 Imaging, LLC, a limited liability company governed by the laws of the State of Georgia, USA. 360Imaging owns and operates a Website found at 360imaging.com, and offers proprietary Software solutions, Products, and Services to implant professionals and their patients.
By using any part of the Website or by ordering any Software solution, Product, or Service from us, you agree to be bound by these Terms. If you do not accept these Terms and all the policies and documents incorporated herein by reference in their entirety, you may not use the Website or order any software solution, Product, or Service from us.
To the extent permitted by applicable law, we may, at any time, amend these Terms. In such a case we will post a revised version of the Terms and will send out an email notifying about the changes made. Your continued use of our Website, Software, Product, or Service after the revision date will constitute your (a) acceptance of the revised Terms and/or changes made to the Website, Software, Product, or Service of ours and (b) agreement to be bound by any such revised terms and conditions.
SECTION 2: SOFTWARE & LICENSING
Software Solutions. “Software” shall mean a machine-readable software program, associated documentation, and any modified version, upgrades, and other copies of such program and documentation owned by 360Imaging and licensed to you. We offer two types of software solutions: 360dps (dental planning software), the detailed description of which as well as the system requirements can be found here, and 360Courier, our free, HIPAA-compliant cloud-based and software, the detailed description of which can be found here. Our 360Courier software integrates into 360dps software.
Software License. Subject to the terms and conditions of these Terms, when you purchase a software licensing Subscription Plan, 360Imaging grants you a worldwide, revocable, and non-exclusive license of the right to use the Software that comes with any such Subscription Plan. When you purchase a license, the software is licensed to you; this means that the software is under no circumstances sold or transferred to you. When you purchase a Software License, you may install the software on multiple systems or computers at a single site or location.
Free Trial. From time to time, 360Imaging may offer free trials of the software to its potential clients. No financial information will be collected and no automatic payment will be required at the end of the trial period. If you are granted a free trial of the software, 360Imaging will grant you a worldwide, revocable, and non-exclusive license of the right to use the Software during the trial period. At the end of such trial period the license granted hereunder shall immediately terminate.
Restricted Uses. The right granted to you in the present Terms is subject to the following restrictions:
- you shall not copy, modify, adapt, make derivative works of, disassemble, or reverse engineer any part of the software;
- you shall not access the software in order to build a similar or competitive software solution;
- you shall not impersonate other individuals or provide inaccurate information about yourself when placing your order or contacting us;
- you shall not represent an entity without its prior authorization to do so;
- you shall not engage in anything unlawful, misleading, or fraudulent or for illegal or unauthorized purpose;
- you shall not violate or encourage others to violate laws (including HIPAA), third party rights, these Terms and Policies incorporated herein by reference; and
- you shall not express or imply that any statements you make are endorsed by us, without our prior written consent.
Violation of any of the above may be subject to termination this agreement between you and us.
Transfer of Software License. You may transfer your Software license(s) together with the Software (which includes all versions and updates to that Software) on a permanent basis only after the following conditions are met:
- You are selling your entire practice/business, including the Software;
- You have received a written permission from 360Imaging to transfer the license(s) (you will be required to sign a License Transfer Agreement); and
- The recipient of the transferred license has agreed to these Terms.
Except as provided above, you may not transfer the license(s) for the Software or previous versions of the Software.
Installation, Tech Support, & Upgrade. 360Imaging shall be solely responsible for installing the Software. Any such Software installation on your system/computer will be conducted via remote access using additional third-party software such as Teamviewer. You hereby authorize 360Imaging to conduct any installation of the Software using any such additional third-party software.
All 360Imaging’s Subscription Plans only cover assistance and upgrades to Software developed by 360Imaging. You fully acknowledge and agree to give 360Imaging reasonable access to your systems as necessary to perform its obligations hereunder. 360Imaging makes no warranties, expressed or implied, with regard to the timing or number of upgrades, updates or new releases it will roll out each year.
360Imaging certified technicians are not authorized to provide assistance with software or hardware applications that are not developed by 360Imaging.
Limited Software Warranty. 360Imaging warrants that the Software will operate for ninety (90) days after its installation. If you discover a defect in the Software, you should contact 360Imaging before expiration of the warranty period, providing a copy of the bill/invoice showing the date of purchase of the license. 360Imaging will either repair or replace defective Software or refund the amount you paid for the license. All warranties shall terminate ninety (90) days after the Software installation date.
SECTION 3: OUR PRODUCTS: SURGICAL GUIDES
360Imaging offers a wide variety of surgical guides fabricated from various biocompatible and FDA approved resins. Description of all Products can be found here on our Website.
SECTION 4: OUR SERVICES
We offer the following services:
- Treatment planning services,
- Expert radiology report services,
- Certified Dental Lab training program to labs to become our certified partners, and
- In-house scanning
360Imaging Service fees do not include digital laboratory service-related costs. All radiology, conversions, treatment planning services, surgical guide manufacturing or any other lab service will not be covered in any service.
SECTION 5: PACKAGES. We offer different packages consisting of Subscription Plans in combination with services and products. Please refer to our Website to find the latest description of the packages we offer.
SECTION 6: PAYMENT TERMS
Payment Terms. Accepted forms of payment: checks and credit/debit card. Default currency for all purchases is the US dollars.
Automatic Renewal Policy. Each Subscription Plan automatically renews at the end of its term for an additional one (1) year term, unless either party provides the other party a written notice of cancellation or a change in term of the Subscription Plan at least 30 days prior to the end of the then-current term. The Subscription Plan will renew at the published rate for a 1-year term at the time of renewal.
Changes in Fees. You shall pay to 360Imaging the fees in the quote provided by 360Imaging. Fees are subject to change at any time at the sole discretion of 360Imaging. Such change in fees shall become effective for you on the earlier of (i) the 60th day after notice to you of a change in fees or (ii) at the beginning of the next automatic renewal term of your Subscription Plan; provided that you shall have the right following notice of the change in fees, but prior to the effective date of such change, to discontinue your Subscription Plan.
Non-Payment of Fees. Non-payment of fees for more than ninety (90) days constitutes a breach of these Terms and termination of your subscription.
SECTION 7: INTELLECTUAL PROPERTY OWNERSHIP
We own all right, title and interest, including all related intellectual property rights, in and to the Website, Software, and Products. Indeed, the present Terms do not convey to you any rights of ownership in or related to the Website, Software, and Products. Our name, logo, and trademarks associated with the Website, Software, and Products belong to us and no license of the right to use them by implication, estoppel or otherwise is granted to you hereunder. We reserve all rights not granted in these Terms.
SECTION 8: CONFIDENTIAL INFORMATION OF 360IMAGING
You hereby recognize that any proprietary data, information, documentation, and records shared with you, including but not limited to, implant information, implant library, sleeve sizes, guided protocols, and technology behind our Software, shall constitute Confidential Information of the 360Imaging. Accordingly, you shall not, without the prior express written consent of 360Imaging, disclose or reveal to any third party or utilize for its own benefit other than pursuant to these Terms, any part of the Confidential Information.
You further agree to take all reasonable precautions to safeguard confidentiality of the Confidential Information and shall assume responsibility that your affiliates, officers, directors, trustees, employees, subcontractors, partners, vendors, advisers, agents and other personnel will similarly keep such Confidential Information secure and in confidence. You and your affiliates, officers, directors, trustees, employees, subcontractors, partners, vendors, advisers, agents and other personnel, shall use at least the same care and discretion to prevent disclosure of Confidential Information as you use with similar confidential information of your own that you does not desire to disclose to third parties, but in no event with less than a reasonable degree of care. The provisions of this clause shall survive termination of these Terms.
SECTION 9: SECURED ACCESS
Our servers require a user ID and password to access and use it. Certain services may require additional codes. You are solely responsible for maintaining the strict confidentiality of the user IDs, passwords and codes (collectively hereinafter, “IDs”) 360Imaging assigns to you and those assigned to your patients, and for ensuring that only authorized personnel use appropriate IDs and any charges, damages, or losses that may be incurred or suffered as a result of your failure to do so are your sole responsibility. 360Imaging shall not liable for any harm related to the theft of your IDs or any of your patients’. You agree to immediately notify us of any unauthorized use of your or any of your patients’ IDs and the need to deactivate an ID due to security concerns.
SECTION 10: CANCELLATION & REFUND POLICY
Cancelling Your Trial: You can cancel your 3-month trial subscription at any time, however, we do not offer refunds for trial subscriptions.
Cancelling Subscription Plan: If you cancel your annual Subscription Plan within the first 30 days, you will be entitled to a refund minus a fee of $100 for each training session. Our team will need to uninstall the Software from your computer(s) remotely and remove all the data in connection with the Software. Once this process is complete, the partial refund will be issued within 7 days.
If you cancel your Subscription Plan 30 days after the start of your Subscription, your licence fee will be recalculated. We will subtract $100 for each training session provided by 360Imaging before cancellation and any remaining amounts will be made available to you in the form of credit, which can be used for purchases of Products, Services, or upgrades. This credit will have no expiration date.
To request a cancellation of your Subscription Plan, please contact us at [email protected] or by calling (404) 236 7700.
Replacement or Refund for Defective Products. Should you receive a defective Product from us, please contact us within seven (7) days in order to request a replacement or refund.
Cancelling a Service.
Treatment planning services:
No refunds can be issued once an online review session (e.g. zoom meeting/conference call) takes place and/or a report is sent either via email or 360Courier application. The Service fee for treatment planning service can be refunded only in the event the above has not taken place yet.
Expert radiology report services:
This Service is non-refundable once a report is finalized.
Certified Dental Lab training program:
If you cancel the Certified Dental Lab training program within 30 days after the purchase, you will be entitled for a refund minus training fees (training fee is $100 per session), however, any costs associated with accommodation and travel to 360Imaging’s training location, shall be borne by you and 360Imaging will not reimburse any of such costs. Your refund shall include the amount paid for the Software License(s) plus any unused services (or prepayment for any services).
If you decide cancel the Certified Dental Lab training program 30 days after the purchase, your fee will be recalculated. We will subtract $100 for each training session provided by 360Imaging before cancellation and any remaining amounts will be made available to you in the form of credit, which can be used for purchases of Products, Services, or upgrades. This credit will have no expiration date.
In-house scanning services:
This Service is non-refundable as we charge a patient once a scan has been taken successfully.
Package Upgrades and Cancellation. If you cancel your Package within the first 30 days, you will be entitled to a refund minus a fee of $100 for each training session. If you cancel your Package 30 days after the purchase, we will issue you a credit, which can be used for purchases of Products, Services, or upgrades.
We do offer the following upgrades: you can upgrade from TX Plus to Pro or VIP, or from Pro to VIP Packages. If you upgrade your Package, you will be charged the difference in the fees for any such upgrade.
Effect of Cancellation. Upon cancellation of any of the Subscription Plans or Packages, all rights and licenses granted to you under these Terms shall be terminated and immediately reverted to 360Imaging (with the exception of the Products); and you shall cease the use of the Software and Confidential Information immediately. Moreover, you shall (i) return to 360Imaging all material relating to the Software and the Confidential Information; (ii) uninstall the Software from your system(s); (iii) erase any and all copies of the Software and Confidential Information from your system(s); and (iv) certify to 360Imaging in writing that you retained no copies of the Software or Confidential Information or any portion thereof.
Upon cancellation of any of the Subscription Plans, 360Imaging will send you an updated invoice. Should you owe any fees, they shall become payable immediately.
SECTION 11: HIPAA: YOUR OBLIGATIONS WITH REGARD TO PATIENT INFORMATION
When you share confidential patient information with us for the purpose of receiving a Service or Product from us or the purpose of use all features of the Software you license from us, you understand and agree that 360Imaging stores such confidential patient information on secure servers (hereafter designated as the “Servers”).
State and Federal laws, as well as ethical and licensure requirements of your profession, may impose obligations with respect to patient confidentiality that may limit your ability to make use of certain services or to transmit certain information to third parties. You represent and warrant that you will, at all times during the term of these Terms or term of any Subscription Plan and thereafter, comply with all laws directly or indirectly applicable to you or your organization that may now or hereafter govern the gathering, use, transmission, processing, receipt, reporting, disclosure, maintenance, and storage of patient information, and use your best efforts to cause all persons or entities under your direction or control to comply with such laws. You are, at all times during the term of these Terms or term of any Subscription Plan and thereafter, solely responsible for obtaining and maintaining or verifying that you or your organization has obtained and is maintaining all patient consents and all other legally necessary consents or permissions required or advisable to disclose, process, retrieve, transmit, and view patient information you transmit and store in connection with the Servers and the associated Software, Products, Services, or Packages.
360Imaging will use commercially reasonable efforts to maintain the confidentiality of patient information you transmit and to prevent the disclosure of such information to third parties except in connection with the transmission, storage, retrieval, and disclosure of such information on your behalf and except as may be required or permitted by law.
360IMAGING DOES NOT ASSUME ANY RESPONSIBILITY FOR YOUR USE OR MISUSE OF PATIENT INFORMATION OR OTHER INFORMATION TRANSMITTED, UPLOADED, OR STORED TO THE SERVERS AND SHALL NOT BE HELD LIABLE FOR ANY DAMAGES RESULTING FROM YOUR USE OR MISUSE OF THIS INFORMATION. FURTHERMORE, YOU AGREE TO INDEMNIFY 360IMAGING FROM ANY CLAIM, ACTION, OR CAUSE, TORT OR OTHERWISE, THAT MAY BE BROUGHT AGAINST YOU OR 360IMAGING IN THE EVENT THAT PATIENT INFORMATION IS COMPROMISED DUE TO YOUR NEGLIGENCE OR MISCONDUCT, INCLUDING FAILURE TO SECURE IDS AND PASSWORDS.
SECTION 13: FORCE MAJEURE
Any delay or failure of 360Imaging to perform its obligations under these Terms will be excused if and to the extent that it was caused by an event or occurrence beyond 360Imaging’s reasonable control and without its fault or negligence (“Force Majeure”). Force Majeure includes, but is not limited to, acts of God, actions by any government authority (whether valid or invalid), epidemics, pandemics, fires, floods, windstorms, explosions, riots, natural disasters, wars, sabotage, acts of terrorism, court injunction, or court order. If 360Imaging is claiming Force Majeure, 360Imaging must provide users with written notice of such delay (including the anticipated duration of the delay) within ten days of the occurrence of Force Majeure.
SECTION 14: WARRANTY
The Website, Products, and Services are provided on ‘as is’ and ‘as available’ basis, without any representation, warranties or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement.
We do not warrant that your use of the Website, Software, or Services will be uninterrupted, timely, secure or error-free.
SECTION 15: INDEMNIFICATION
You agree to defend, indemnify and hold harmless 360Imaging and its employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees), resulting from or arising out of a) your use of the Website, software, products, or services, or b) a breach of these Terms by you.
SECTION 16: LIMITATION OF LIABILITY
IN NO EVENT SHALL 360IMAGING, NOR ITS DIRECTORS, EMPLOYEES, CONTRACTORS, OFFICERS, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM YOUR USE OF OR INABILITY TO USE THE WEBSITE, SOFTWARE, PRODUCTS, OR SERVICES, WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE. WE PROVIDE THE SERVICES FOR CONSULTATION PURPOSES ONLY. ANY SURGERY IS THE RESPONSIBILITY OF THE SURGEON PERFORMING THE SURGERY AND NOT 360IMAGING’S.
NOTWITHSTANDING THE FOREGOING, IN NO EVENT SHALL 360IMAGING’S TOTAL LIABILITY FOR ANY DAMAGES, ARISING IN CONNECTION WITH THE WEBSITE, SOFTWARE, PRODUCTS OR SERVICES EXCEED THE FEES PAID FOR YOUR RIGHT TO USE THE WEBSITE, SOFTWARE, PRODUCTS OR SERVICES. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
MOREOVER, WE RESERVE THE RIGHT, AT ANY TIME, TO MODIFY, SUSPEND, OR DISCONTINUE THE PROVISION OF THE WEBSITE, SOFTWARE, PRODUCTS, SERVICES, OR PACKAGES WITH OR WITHOUT NOTICE. YOU AGREE THAT WE WILL NOT BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY MODIFICATION, SUSPENSION, OR DISCONTINUANCE OF PROVISION OF THE WEBSITE, SOFTWARE, PRODUCTS, SERVICES, OR PACKAGES OR ANY PARTS THEREOF.
SECTION 17: DISPUTE RESOLUTION
These Terms shall be exclusively governed by, and construed in all respects in accordance with the laws of the State of Georgia, USA, without giving effect to the conflict of law principles thereof. Any controversy or claim arising out of or relating to these Terms or the breach of these Terms, which remains unsettled following diligent efforts by each party to reach a mutually acceptable resolution of such claim or controversy, shall be settled by arbitration administered by the American Arbitration Association and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.
SECTION 18: MISCELLANEOUS PROVISIONS
No Waiver. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision.
Assignment. We may assign, transfer or otherwise dispose of these Terms in whole or in part or any of our rights hereunder in connection with a merger, acquisition, reorganization or sale of all or substantially all of our assets, or other operation of law, without your consent. The terms and conditions of these Terms shall be binding upon assignees.
Severability. If any provision of these Terms is, for any reason, held to be invalid, illegal, void or unenforceable, the remainder of the Terms, provisions, covenants and restrictions set forth herein shall remain in full force and effect and shall in no way be affected, impaired or invalidated, and the parties hereto shall use their commercially reasonable efforts to find and employ an alternative means to achieve the same or substantially the same result as that contemplated by such term, provision, covenant or restriction.
Consent to Electronic Notices. You consent to the use of (a) electronic means to execute these Terms and to deliver any notices (including complaints) pursuant to these Terms, and (b) electronic records to store information related to these Terms or your use of the Website, Software, Products, or Services. Notices (including complaints) hereunder shall be invalid unless made in writing and given (a) by 360Imaging via email (to the email address that you provide), (b) a posting on the Website or (c) by you via email to [email protected] or to such other email addresses as 360Imaging may specify in writing. The date of receipt will be deemed the date on which such notice is transmitted.
Email: [email protected]
Mailing Address: 6445 Powers Ferry Rd NW Suite #360, Atlanta, GA 30339, United States
Phone: +1 (404) 236 7700