KLOwen Braces, Inc. (“KLOwen”) and/or its subsidiaries provides technology-enabled custom orthodontics services, including the website at http://www.klowenortho.com/ (the “Website”), any Mobile Apps (as defined below), training services, and other related software, content, and services, including all versions and upgrades thereto (collectively, the “Services). Your use of the Services is subject to and governed by the terms and conditions in this Terms of Service (“TOS”). KLOwen may, at its discretion, update this TOS at any time, provided that KLOwen will use reasonable endeavors to provide you with at least thirty (30) days’ prior written notice of any material changes before they take effect. Notwithstanding anything to the contrary in this TOS or in a purchase order or any other KLOwen-approved written or web-based purchase agreement tendered to KLOwen (each, an “Order”), if you do not agree with the updated TOS, you may terminate an Order by providing written notice to KLOwen before the changes take effect. Your continued use of the Services after the effective date of any update constitutes your acceptance of the updated TOS. You can access and review the most current version of this TOS at the URL for this page or by clicking on the “Terms of Service” link within the Services, or as otherwise made available by KLOwen.

PLEASE REVIEW THIS TOS CAREFULLY. BY REGISTERING FOR AN ACCOUNT OR OTHERWISE ACCESSING OR USING THE SERVICES, YOU AGREE TO BE BOUND BY THIS TOS, INCLUDING ANY UPDATES OR REVISIONS POSTED HERE OR OTHERWISE COMMUNICATED TO YOU. IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THIS TOS, YOU MAY NOT ACCESS OR USE THE SERVICES.

THIS TOS REQUIRES FINAL AND BINDING ARBITRATION TO RESOLVE ANY DISPUTE OR CLAIM ARISING OUT OF OR RELATING IN ANY WAY TO THIS TOS, OR YOUR ACCESS TO OR USE OF THE SERVICES, INCLUDING THE VALIDITY, APPLICABILITY OR INTERPRETATION OF THIS TOS, AND YOU AGREE THAT, SUBJECT TO SECTION 13 , ANY SUCH CLAIM WILL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION, ARBITRATION OR OTHER SIMILAR PROCESS. PLEASE REVIEW SECTION 13 CAREFULLY TO UNDERSTAND YOUR RIGHTS AND OBLIGATIONS WITH RESPECT TO THE RESOLUTION OF ANY CLAIM.

You represent and warrant that you: (a) are of legal age to form a binding contract; (b) have the right, authority, and capacity to agree to and abide by this TOS; and (c) are not a person barred from using the Services under the laws of any applicable jurisdiction. THE SERVICES ARE NOT INTENDED FOR USERS UNDER THE AGE OF 13, AND SUCH USERS ARE EXPRESSLY PROHIBITED FROM SUBMITTING ANY PERSONAL DATA OR USING ANY ASPECT OF THE SERVICES, AND BY TAKING SUCH ACTIONS YOU AGREE, REPRESENT, AND WARRANT THAT YOU ARE 13 YEARS OF AGE OR OLDER.

1. Sale and Purchase. KLOwen agrees to sell to customers who have agreed to purchase products (“Products”) from KLOwen (each, a “Customer”) as set forth in an Order or otherwise as set forth in the Services or Third Party Components, any and all of which shall be governed by these TOS except as set forth therein. Customer acknowledges and understands that certain Products may require Customer to have valid and verifiable accounts for certain third party systems or components provided by entities other than KLOwen, (“Third Party Components”) in order for such Third Party Components to interoperate with the Services. Customer acknowledges and agrees that different terms of use and privacy policies may apply to Customer’s use of such Third Party Components and that terms and policies are solely between Customer and the provider of such Third Party Components. In addition, Customer may need to license, modify, and/or install the Third Party Components and is solely responsible for such activities. Customer represents and warrants that Customer’s and its employees’, agents’ and other personnels’ (“Authorized Users”) Third Party Component accounts are in good standing and that Customer and its Authorized Users’ use of the Services, including without limitation any integration with the Third Party Components, will not be in violation of any applicable Third Party Component terms. Customer acknowledges and agrees that KLOwen has no control over the provision of Third Party Components or provision of access to the Third Party Components by Customer’s provider(s). KLOwen will have no liability whatsoever for any actions or inactions on the part of the provider(s) resulting in Customer’s inability to use the Services to access Customer’s accounts, obtain data, or otherwise use or access the Third Party Components. Further, information Customer makes available via Third Party Components is subject to the privacy policies of such third parties. Customer agrees that KLOwen will use the Third Party Components at Customer’s sole risk Customer also acknowledges and understands that it must comply with any instructions provided by KLOwen as well as perform any tasks and fulfill any responsibilities specified in each Order or as otherwise provided by KLOwen (“Customer Responsibilities”), including without limitation, obtaining any required hardware for use in connection with the Services, such as scanners.
   1. Grant. If a Product includes any KLOwen-provided software or technical documentation made available from KLOwen from time to time (collectively, the “Software”), subject to and conditioned on your compliance with this TOS, KLOwen hereby grants you a non-exclusive, non-transferable, non-sublicensable, revocable license to use the Software for its internal purposes and solely in conjunction with the use of the Product to which it relates. Customer acknowledges that the Software may also be subject to additional terms and conditions set forth in executable or electronic license agreements, which control and govern all such licensed Software. To the extent of any inconsistency between such agreements and these TOS, these TOS will prevail... Your access to and use of the Services must further comply in all material respects with all usage guidelines posted by KLOwen, including such reasonable updates as may be made by KLOwen from time to time.
   2. Training Services. KLOwen may also offer and provide training services related to the Products and/or Software as may be identified in an Order (“Training Services”), which shall be subject to these TOS. Customer shall perform the tasks and fulfill the responsibilities specified in each Order or as otherwise provided by KLOwen (“Customer Training Responsibilities”) in connection with the Training Services. KLOwen’s performance of the Training Services is subject to: (i) Customer completing the Customer Training Responsibilities in a timely manner; (ii) the assumptions set forth in an Order remaining valid; and (iii) Customer obtaining all licenses and consent required from third parties with respect to any materials provided by Customer under these TOS that are required for use by KLOwen to fulfill its obligations hereunder.
   3. Mobile Apps. KLOwen may make available mobile software applications for access to and use of certain components of the Services (collectively, “Mobile Apps”). Your access to and use of Mobile Apps is subject to and governed by this TOS. If any Mobile App is downloaded by you from the iTunes App Store (each, an “iOS Mobile App”), your use of such iOS Mobile App is further subject to your compliance in all material respects with the terms and conditions of the Usage Rules set forth in the iTunes App Store Terms of Service. This TOS is between you and KLOwen only, and not with Apple Inc. (“Apple”) or any other app store provider, and Apple is not responsible for iOS Mobile Apps and the contents thereof; however, Apple and Apple’s subsidiaries are third-party beneficiaries of this TOS with respect to iOS Mobile Apps.
   4. Trademarks. You may not use the KLOwen names, brands, trademarks, service marks and logos that KLOwen makes available on the Services (“Marks”). KLOwen claims trademark protection over all such Marks and you will not use the Marks except as expressly authorized herein. You will not remove or alter the Marks or any proprietary notices on the Services. The Marks may not be included in or as part of any registered corporate name, any other logo, or service or product name. You may not create any derivative works of the Marks or use the Marks in a manner that creates or reasonably implies an inaccurate sense of endorsement, sponsorship, or association with KLOwen. You will not otherwise use business names or logos in a manner that can mislead, confuse, or deceive any third party. All use of the Marks and all goodwill arising out of such use, will inure to KLOwen’s benefit.
   
   
   

1. Privacy Policy. In addition to this TOS, the KLOwen Privacy Policy at www.klowenortho.com (“Privacy Policy”) applies to how KLOwen may process information provided as part of the Services. You acknowledge and agree that by accessing or using the Services, KLOwen may receive certain information about you, including personal data, as set forth in the Privacy Policy, and KLOwen may collect, use, disclose, store, share, and process such personal data in accordance with such Privacy Policy. 
2. Customer Content. Customer and its Authorized Users may input or upload text, images, photos, videos, sounds, links, works of authorship or other materials to the Services (collectively, the “Customer Content”). KLOwen does not claim ownership of your Customer Content. By posting or sharing the Customer Content, Customer grants to KLOwen only the limited rights that are reasonably necessary for KLOwen to provide the Services to Customer and its Authorized Users. Customer represents and warrants that: (i) Customer owns the Customer Content or otherwise has the right to grant the license set forth in this section, and (ii) transmitting Customer Content on or through the Services does not violate the privacy rights, publicity rights, copyrights, trademark rights, contract rights or any other rights of any person or entity. Customer shall only collect, process, use, store, disclose and transfer Customer Content and End User Data (defined below) in compliance with any applicable Third Party Component terms, privacy policies or other terms between Customer and its Authorized Users or other End Users. Customer acknowledges that KLOwen does not have any control over the Customer Content, including End User Data that passes through KLOwen’s systems and networks through the Services. KLOwen is not responsible for monitoring Customer Content and collects such Customer Content automatically under Customer’s direction when providing the Services to Customer and Authorized Users. KLOwen may, but does not have any obligation to, remove any of the Customer Content from the Services in our sole discretion, including if KLOwen determines that it may violate another person’s intellectual property rights, this TOS, any applicable Third Party Component Terms, or applicable law. Customer acknowledges that KLOwen will have access to the Customer Content as it is being transmitted via the Services to the applicable Third Party Component and may need to translate, reformat, re-tag or otherwise modify technical elements of the Customer Content to make it more appropriately visualized in the applicable Third Party Component or otherwise conform to the specifications of a Third Party Component. It is Customer’s sole responsibility to back-up its Customer Content. Customer acknowledges and agrees that after termination of this TOS, Customer may not have access to the Customer Content via the Services. 
3. Customer Privacy Obligations. Customer hereby represents that it has obtained, and during the Term covenants that it will obtain, all necessary rights and consents (including without limitation approval from Customer’s customers and their respective end users (“End Users”)), to allow KLOwen to collect, process, use, store, disclose and transfer Customer Content and other data collected from End Users to and from Third Party Components via the Services, which data may include personal or sensitive information of End Users (“End User Data”). Additionally, Customer hereby consents, and shall get appropriate consents and approvals from its End Users, for KLOwen to use End User Data as provided in KLOwen’s Privacy Policy. KLOwen’s provision of the Services to Customer is specifically conditioned upon Customer obtaining such consents and approvals. As between Customer and KLOwen, Customer is solely responsible for disclosing to its End Users that KLOwen is obtaining End User Data through the Services. Customer must make End Users aware that such End User Data will be available to KLOwen via the Services, and Customer must provide a legally adequate privacy notice and protection for End Users. Customer is responsible for maintaining the security of all End User Data when processing it by its own information systems infrastructure and/or processes. Customer understands and agrees that neither KLOwen nor any Third Party Component provider, nor other KLOwen customers, will have any liability for any loss or breach of any End User Data that is collected or stored by Customer. KLOwen will be responsible and will be liable for any loss or breach of the Customer or End User Data when processed by its owns systems and/or infrastructure. 
4. HIPAA. Customer acknowledges and understands that the Services may require the use and disclosure of protected health information (“PHI”) as defined under the Health Insurance Portability and Accountability Act of 1996 and related regulations and legislation (“HIPAA”), or the use or disclosure of health information or equivalent terminology (“Health Information”) under applicable laws. Furthermore, KLOwen and Customer understand that the Services may require the use and disclosure of PHI and Health Information and each of Customer and KLOwen agree to only use and disclose PHI and Health Information in compliance with HIPAA and other applicable laws, including any data breach notification and mitigation requirements set forth therein. 
   
   

You grant KLOwen and its service providers a perpetual, irrevocable, worldwide, royalty-free, fully-paid-up, non-exclusive, sublicensable, transferable license to use, reproduce, modify, adapt, create derivative works from, publicly perform, publicly display, distribute, make and have made all content (in any form and any medium, whether now known or later developed) that you provide in connection with the Services, solely to the extent necessary for KLOwen to provide, maintain and improve the Services to you. You acknowledge and agree that the technical processing and transmission of data associated with the Services, may require: (i) transmissions over various networks and across borders; and (ii) modifications to conform, connect, and adapt to technical requirements of networks or devices. 

The Services provided to you hereunder or available to you through the Services are licensed, not sold, and KLOwen retains and reserves all rights not expressly granted in this TOS. You acknowledge and agree that, as between you and KLOwen, KLOwen and its licensors owns all rights, title and interest (including all intellectual property rights) in the Services and all data, content, and other materials within the Services. The 

Services are protected by U.S. and international copyright and other intellectual property laws and treaties. KLOwen reserves all rights not expressly granted to you in this TOS. 

You may not share your account or password with anyone. You are fully responsible for all activities that occur under your account. You agree to notify KLOwen immediately of any unauthorized use of your account or password or any other similar breach of security. If your account remains inactive for six months or longer, KLOwen reserves the right to suspend or terminate your account, with or without notice to you, and delete your content all without liability. 

1. In your use of the Services, you will not:
   1. use, reproduce, modify, adapt, create derivative works from, sublicense, publicly perform, publicly display, distribute, sell, lease, rent, make, have made, assign, pledge, transfer or otherwise grant rights to the Services, except as expressly permitted under this TOS;
   2. reverse engineer, disassemble, decompile, translate, or otherwise attempt to derive trade secrets, algorithms, or the source code, architectural framework, or data records, within or associated with the Services;
   3. interfere with or disrupt the integrity or performance of the Services, including by disrupting the ability of any other person to use or enjoy the Services;
   4. provide use of the Services on a service bureau, rental or managed services basis, provide or permit other individuals or entities to create Internet "links" to the Services or "frame" or "mirror" the Services on any other server, or wireless or Internet-based device;
   5. access the Services for the purpose of developing, marketing, selling or distributing any product or service that competes with or includes features substantially similar to the Services;
   6. violate any applicable local, state, provincial, federal or international law or regulation, or use the Services for any illegal, unauthorized or otherwise improper purposes, including to store or transmit malicious code, or to store or transmit material in violation of third-party privacy rights;
   7. remove or obscure any proprietary notice that appears within the Services;
   8. impersonate any person or entity, including KLOwen personnel, or falsely state or otherwise misrepresent your affiliation with KLOwen, or any other entity or person;
   9. forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the Services;
   10. take any action that imposes an unreasonable or disproportionately heavy load on the Services or its infrastructure; or
   11. use spiders, crawlers, robots, scrapers, automated tools or any other similar means to access the Services; or download, reproduce, or archive any substantial portion of the Services.
   12. You will not: upload, post, email, store, transmit, or otherwise make available any content that:
       1. is illegal, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or otherwise objectionable;
       2. may not be made available under any law or under contractual or fiduciary relationships (such as confidential or proprietary information learned as part of an employment relationship or under a non-disclosure agreement);
       3. infringes any patent, trademark, trade secret, copyright, or other proprietary right of
       4. any party;