Terms and Conditions – Serenity Vet

1. Agreement to and Acceptance of User Agreement

Serenity Vet provides access to its website, mobile application, and related technology platform (collectively referred to as the “Serenity Vet Platform”), as well as all information, content, and services available through the Platform (collectively, the “Services”). These Services are made available under the terms and conditions outlined in this User Agreement (the “Agreement”). By registering for an account or accessing the Platform, you (“User”) agree to be bound by this legally binding Agreement.

If you are registering on behalf of an organization or another individual, you represent and warrant that (a) you have the authority to act on behalf of and bind that entity or individual to this Agreement, and (b) you and the User you represent have complied with and completed all necessary registration procedures.

PLEASE READ THIS AGREEMENT CAREFULLY. By completing the account registration process, logging into the Platform, or otherwise using any part of the Serenity Vet Platform or Services, you acknowledge that you have read, understood, and agree to be bound by the terms of this Agreement. If you do not agree to all the terms and conditions of this Agreement, you are not authorized to access or use the Serenity Vet Platform or Services.

ARBITRATION NOTICE: As outlined in the “Dispute Resolution” section below, any disputes between you and Serenity Vet will be resolved through binding individual arbitration. By agreeing to this Agreement, you waive your right to a jury trial or participation in any class action or representative proceeding, subject to the limited exceptions described in the “Arbitration” section below.

2. Amendments to This User Agreement

You acknowledge and agree that Serenity Vet may update or amend this User Agreement from time to time, with such changes taking effect on a prospective basis. Each time you log into the Serenity Vet Platform, a link to the current version of this User Agreement will be available. By completing the login process, you agree to and accept any amendments made since your last acceptance of the terms. Therefore, it is your responsibility to review the User Agreement each time you log into the Platform.

Serenity Vet may, at its discretion, provide notice of any amendments via email, text message, or other communication methods. Such notices may include a summary of the changes, but any failure to provide such notice or inaccuracies in the notification will not affect the validity or enforceability of the amended terms. By logging into the Serenity Vet Platform after an amendment has been made, you agree to the updated User Agreement.

IF YOU DO NOT AGREE WITH ANY CHANGES TO THIS USER AGREEMENT, YOU MUST IMMEDIATELY STOP ACCESSING AND USING THE SERENITY VET PLATFORM AND SERVICES. Continuing to access or use the Platform or Services after the changes become effective constitutes your acceptance of the updated User Agreement.

3. Description of the Serenity Vet Platform and Services Offered

The Serenity Vet Platform is a digital marketplace designed to connect licensed veterinarians and other qualified veterinary professionals (“Professionals”) with veterinary hospitals, clinics, and other facilities engaged in the practice of veterinary medicine (“Practices”). Practices use the Platform to seek veterinary professionals on a contract basis to provide temporary services (“Veterinary Services”) during specified time periods (“Shifts”). Professionals and Practices are individually referred to as a “User” and collectively as “Users” within this Agreement. The Serenity Vet Platform and Services are intended solely for professional use by licensed veterinarians, qualified veterinary professionals, and businesses lawfully engaged in the practice of veterinary medicine.

The Platform allows Practices to post available Shifts for Veterinary Services, and Professionals to offer their services for these Shifts. Practices can then select from the Professionals who have offered to perform Veterinary Services for the posted Shifts. The decision by a Professional to offer services for a Shift is entirely at their discretion, just as the decision by a Practice to accept a Professional’s offer is made solely at the Practice’s discretion. Serenity Vet provides a marketplace for these transactions but is not responsible for any Veterinary Services performed or arranged through the Platform. By accepting this User Agreement, both Professionals and Practices agree to indemnify and hold Serenity Vet harmless from any third-party claims arising from the performance or arrangement of Veterinary Services.

Serenity Vet may, at its discretion, offer additional Services, update, revise, or modify the Platform, Content, and Services. Any such changes will be governed by this User Agreement. Serenity Vet also reserves the right to discontinue, suspend, or cancel the Platform, Services, or Content, either generally or in relation to specific Users, with or without notice. Serenity Vet will not be liable for any changes, modifications, suspensions, or discontinuations of the Platform, Services, or Content. You acknowledge that you are not relying on any statements or expectations about potential future features or functionalities of the Platform or Services.

If Serenity Vet provides access to any trial, free, or beta versions of the Platform, Services, Content, or components (“Beta Services”), such Beta Services are made available solely for testing or evaluation purposes. Beta Services are provided on an “AS IS” basis, with all faults, and Serenity Vet assumes no liability for their use. Access to Beta Services may be terminated at any time at Serenity Vet’s discretion, and any feedback or cooperation requested by Serenity Vet during your use of Beta Services is appreciated but not obligatory. Additional terms regarding Beta Services may be provided on the Platform or website and are incorporated into this User Agreement by reference.

4. Registration and Login

Access to the Serenity Vet Platform and the Services provided through the Platform is limited to Users who complete the registration process, including express acceptance of this User Agreement, and who meet the applicable requirements set forth by Serenity Vet or by law to participate as a Professional or a Practice. Serenity Vet reserves the right, at its sole discretion, to refuse access to any Services or to deny registration to any individual or entity. Serenity Vet may also deactivate or suspend an existing account at any time, including but not limited to situations where a User has previously had an account suspended or terminated for any reason.

During the registration process, you will be required to create a username and password (collectively, “Password”) to access your account on the Serenity Vet Platform. You agree to keep your Password confidential and secure, and you are solely responsible for maintaining its confidentiality. You are also responsible for all activities that occur under your account, whether by you or by any third party using your Password or logging in through a session you initiated. If you suspect any unauthorized use of your account or Password, you agree to notify Serenity Vet immediately and cooperate fully in resolving the matter.

Failure to comply with the terms of this section may result in the suspension or termination of your account, preventing your continued use of the Serenity Vet Platform. You acknowledge that Serenity Vet is not liable for any unauthorized access to your account if you fail to protect your Password as required by this section.

Additionally, each User may only create and maintain one account. Serenity Vet reserves the right to deactivate any duplicate or additional accounts without notice.

5. Accuracy of Information Provided

When registering for and using the Serenity Vet Platform and Services, you will be required to provide certain information and data about yourself or your use of the Services. You may also be asked to upload documents or other materials, including but not limited to identity verification, professional licensing information, and payment details. You represent, warrant, and agree that:

(a) All information you provide during the registration process, through the Serenity Vet Platform, or in connection with your use of the Services will be accurate, current, complete, and truthful.

(b) All documents and materials you submit during registration, through the Platform, or otherwise in connection with your use of the Services will be accurate, current, complete, and truthful.

(c) You will maintain and promptly update all registration, profile information, and any other data, documents, or materials you provide, ensuring that they remain accurate, current, and complete at all times.

Without limiting the foregoing, you further represent and warrant that: (i) If you register as a Professional, you are the individual identified in the registration process and have provided your full and accurate legal name. (ii) If you register as a Practice that is operated by an individual (e.g., a solo practitioner), you have accurately provided the full legal name of the individual operating the Practice. (iii) If you register as a Practice that is an organization (e.g., a partnership or professional corporation), you have provided the full legal name and nature of the organization and are authorized to act on behalf of the Practice and to bind the Practice to this User Agreement.

You agree that Serenity Vet may, at its discretion, obtain information about you, including conducting background checks, credit checks, or other investigations into your criminal, professional, or financial history. You hereby authorize Serenity Vet to conduct such checks and agree to provide any necessary authorizations to facilitate access to such records.

If Serenity Vet determines that any information, documents, or materials you provide through the Platform or otherwise are inaccurate, incomplete, outdated, or false, or if the results of any background check or investigation are unsatisfactory to Serenity Vet in its sole discretion, Serenity Vet reserves the right to suspend or terminate your access to the Platform and Services and/or deactivate your account.

6. Privacy Policy

Information that you provide to Serenity Vet through the Serenity Vet Platform or Services (“Your Data”) will be handled in accordance with Serenity Vet’s Privacy Policy (the “Privacy Policy”). By using the Platform and Services, you agree to the terms of the Privacy Policy, which is incorporated into and made a part of this User Agreement.

You grant Serenity Vet a worldwide, non-exclusive, limited license to use Your Data to perform, maintain, support, and improve the Services, as well as for any other purposes authorized under this User Agreement. You represent and warrant that you have all necessary rights and consents to grant this license to Serenity Vet.

Additionally, Serenity Vet may use Your Data, or any data derived from Your Data or your use of the Platform or Services, in an aggregated or de-identified format, combined with data from third parties or otherwise, for purposes not prohibited by applicable law. Serenity Vet will not disclose such aggregated or de-identified data to third parties (except those acting on Serenity Vet’s behalf) unless it is impossible for those third parties to identify you from the data.

Upon termination of this User Agreement, the license you grant to Serenity Vet for Your Data will terminate unless otherwise permitted by you. You further represent and warrant that you own all rights, title, and interest in Your Data or possess the necessary licenses to grant Serenity Vet the rights outlined in this section.

For more detailed information on how Your Data is collected, used, and protected, please refer to Serenity Vet’s full Privacy Policy [here] (insert link).

Here’s a revised version of section seven with improvements for clarity, consistency, and legal precision:

7. Arbitration

Any claim, controversy, cause of action, or dispute (each a “Claim”) arising out of this User Agreement, or otherwise relating to the Serenity Vet Platform, Services, or Content, shall be resolved through binding arbitration by a single impartial arbitrator. The arbitration will be administered by the American Arbitration Association (AAA) under its rules for the resolution of commercial disputes. However, each party retains the right to: (a) bring an individual action in small claims court, and (b) seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights.

Waiver of Jury Trial: EACH PARTY IRREVOCABLY WAIVES THE RIGHT TO A JURY TRIAL IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATED TO THIS USER AGREEMENT.

Class Action Waiver: Neither party consents to or agrees to arbitration on a class or representative basis. The arbitrator does not have the authority to proceed with any class or representative arbitration. No arbitration will be consolidated with any other arbitration proceeding without the consent of all parties involved.

Indemnification Claims: Notwithstanding the above, if Serenity asserts an indemnification claim related to a third-party action filed in another jurisdiction, Serenity may assert such indemnification claims in the same court as the underlying third-party action. Both parties agree that resolving the indemnification claim within the same proceeding serves the interests of both parties and promotes judicial economy.

8. Performance of Veterinary Services During Shifts

If you are a Professional performing Veterinary Services as a result of your use of the Serenity Vet Platform, you represent, warrant, covenant, and agree to the following:

Licensing: If you indicate through the Serenity Platform that you are a licensed veterinarian or veterinary professional, you confirm that you are duly licensed as represented, by the appropriate governmental authority, in the jurisdiction where the Veterinary Services are performed.
Qualifications and Credentials: You possess all qualifications, credentials, and certifications you represent through the Serenity Platform (including those listed in your profile or communications with the Practice). You further confirm that all information, documents, and materials you provide to the Practice through the Platform or otherwise are accurate, current, complete, and truthful. You will promptly update your profile, qualifications, credentials, and all related information as necessary to ensure they remain accurate and current.
Performance of Services: You will perform the Veterinary Services in a professional, competent, and timely manner, following all applicable laws, regulations, industry best practices, and professional standards. You agree to arrive on time for your Shift and to perform the Veterinary Services for the full duration of the Shift unless otherwise agreed upon with the Practice through the Serenity Platform.
Payment and Compensation: You will not demand, request, or accept payment or compensation from any Practice outside of transactions completed through the Serenity Platform. You will not alter the scope, nature, or duration of the Veterinary Services except through transactions finalized via the Serenity Platform.
Taxes and Legal Compliance: You are responsible for paying all applicable federal, state, and local taxes related to your provision of Veterinary Services and any payments received. You agree to provide Serenity with an executed Form W-9 or other tax documentation if requested. Serenity will report compensation as required by applicable law but is not responsible for withholding or paying any taxes on your behalf.
Liability Insurance: If you represent through the Serenity Platform that you maintain professional liability insurance, you confirm that the policy is valid, meets all applicable legal requirements, and covers your performance of Veterinary Services.

If you fail to perform the Veterinary Services in compliance with this User Agreement (e.g., by not arriving on time for your Shift or not completing the Shift), Serenity may suspend or terminate your access to the Platform and Services and may reduce or withhold Shift Compensation to the extent permitted by law.

9. Placements

Users acknowledge and agree that Serenity Vet provides Practices with access to valuable proprietary information about Professionals seeking veterinary work, and likewise provides Professionals with access to valuable proprietary information about Practices seeking qualified Professionals to provide veterinary services. Users further recognize that the creation, operation, and maintenance of the Serenity Vet Platform requires substantial resources, and that Serenity Vet would not facilitate the matching of Practices and Professionals or the exchange of proprietary information without the terms set forth in this section. Users agree that the terms of this Section 9 (“Placements”) are reasonable and necessary for the operation of the Serenity Vet Platform.

Accordingly:

(a) Practices: Each Practice agrees that, except by payment to Serenity Vet of the applicable placement fee (the “Placement Fee”), as posted on the Serenity Vet Platform or otherwise communicated by Serenity Vet, the Practice will not hire or offer to hire, as a full-time or part-time employee, any Professional who has performed or offered to perform Veterinary Services for the Practice through the Serenity Vet Platform during the twelve (12) months prior to such offer, hire, or retention. This applies whether the Professional was engaged for a Shift or came into contact with the Practice through the Serenity Vet Platform.
(b) Users: Each User agrees that, except by payment to Serenity Vet of the applicable Placement Fee, they will not hire any Serenity Vet employee who has come into contact with the User through the Serenity Vet Platform during the twelve (12) months prior to such hire.
( c) Placement Fee: The placement fee will be equal to 20% of one year’s compensation for the veterinarian not to exceed $25k

Each User agrees to promptly notify Serenity Vet (via email at info@serenity.vet of any prospective or actual solicitation, hire, or placement that would be subject to a Placement Fee. Users also agree to provide any related information reasonably requested by Serenity Vet. Unless otherwise instructed, the Placement Fee will be invoiced by Serenity Vet and must be paid by the User in accordance with the invoicing terms outlined below.

Without limiting its other rights and remedies under this User Agreement, in the event of an unpaid or unreported placement (an “Unauthorized Placement”), Serenity Vet reserves the right to:

(a) Deactivate the account of, or suspend or terminate access to the Serenity Vet Platform for, any User involved in an Unauthorized Placement.
(b) Recover the Placement Fee from the responsible User(s), and charge the payment method on file, including any interest for late payments, as provided in Section 12 (“Payment Methods”).
(c) Recover all other damages, costs, or amounts that Serenity Vet incurs as a result of the Unauthorized Placement.

10. Payment of Shift Compensation or Promotional Fees to Professionals

Subject to the terms of this User Agreement, you, as a Professional, are entitled to receive Shift Compensation for each Shift you complete. Serenity Vet acts as a pass-through entity, facilitating the transfer of payment from the Practice to you through the Serenity Vet Platform. For clarity, Serenity Vet does not retain these funds as its own income. Payments will be made via direct deposit using the banking information you provide through the Serenity Vet Platform.

You acknowledge that if the banking information you provide is incorrect, incomplete, or not kept up to date, payments may be misdirected or delayed. You further acknowledge that payments may take several days to become available after processing, and it is your responsibility to consult with your banking institution regarding any delays. Serenity Vet’s responsibility is limited to processing and forwarding payments of Shift Compensation as directed by the Practice.

The “Shift Compensation” is the amount or rate agreed upon by you and the Practice at the time the Shift is confirmed. Serenity Vet reserves the right to adjust or withhold all or part of your Shift Compensation or other payments owed to you under the following circumstances:

(i) If Serenity Vet reasonably believes that you have attempted to defraud or abuse the Practice, Serenity Vet, or Serenity Vet’s payment systems.
(ii) To resolve a complaint made by the Practice, such as an allegation that you failed to perform the Veterinary Services in accordance with this User Agreement or the terms specified for the Shift.

Serenity Vet will exercise its discretion to adjust or withhold payments in a reasonable manner and will make reasonable efforts to ensure that your Shift Compensation and other payments are processed and paid on a regular basis as specified in the Serenity Vet Platform. You acknowledge that no interest will accrue on payments owed to you and that Serenity Vet may withhold amounts as required by law. You hereby authorize Serenity Vet to withhold any such amounts if necessary.

11. Payment of Compensation to Serenity

In exchange for the use of the Serenity Vet Platform and the services provided by Serenity Vet, you agree that Serenity Vet is entitled to receive a service fee (the “Shift Fee”) for each Shift in which a Professional is matched with a Practice to perform Veterinary Services through the Serenity Vet Platform. The Shift Fee for each Shift will be a specified amount (or an amount determined based on the information provided by the Professional and the Practice prior to confirming the Shift) and will be displayed to the Practice on the Serenity Vet Platform at the time the Shift is accepted.

In addition to the Shift Fee, you agree that Serenity Vet shall be reimbursed for any third-party charges (including payment processing fees) incurred by Serenity Vet in connection with any Shift (“Third Party Fees”). Serenity Vet reserves the right to determine and modify pricing, including Shift Fees and Third Party Fees, by posting applicable pricing terms on the Platform or quoting a specific rate at the time a Shift is requested. It is your responsibility to review and stay informed of the applicable pricing terms within the Serenity Vet Platform. You will be responsible for all charges incurred under your account, whether or not you were aware of such charges or the amounts.

You also expressly authorize Serenity Vet’s payment service provider, Stripe, Inc., to initiate credit transfers to and from your financial institution as necessary for payment processing. More information about Stripe’s terms can be found here.

For each Shift, the Practice agrees to pay Serenity Vet the following amounts:

(a) The full compensation that the Practice is required to pay the Professional for completing the Shift, including the Shift Compensation and, if applicable, any required withholding or taxes.
(b) The Shift Fee for the Shift.
(c) Any applicable Third Party Fees.

All payments shall be made in accordance with Section 12 (“Payment Methods”) of this User Agreement. Each Practice acknowledges that establishing a valid payment mechanism through the Serenity Vet Platform is a prerequisite for utilizing the Platform and accessing its services.

Serenity Vet reserves the right to introduce new fees or modify existing fees for the Serenity Vet Platform, Content, and/or Services at any time. Serenity Vet will provide notice of any material changes to applicable fees.

12. Payment Methods

Each Practice may provide a valid credit card, debit card, prepaid charge card, or other payment mechanism approved by Serenity Vet through the Serenity Vet Platform to facilitate payments owed to Serenity Vet under this User Agreement. Having a current and valid payment mechanism on file is a precondition for utilizing the Serenity Vet Platform and receiving its services.

You authorize Serenity Vet to charge any and all amounts payable by you under this User Agreement using the payment mechanism on file. If any payment cannot be processed using the payment method provided, you agree to make immediate payment upon Serenity Vet’s request by ACH transfer, wire transfer, or another payment method as required by Serenity Vet.

When adding a new payment method, Serenity Vet may seek authorization to verify that the payment method is valid and to ensure that payment charges will be covered. This authorization is not a charge but may temporarily reduce your available credit until your bank processes the transaction. If the authorization amount exceeds the funds available in your account, your issuing bank may impose overdraft or NSF (non-sufficient funds) charges. Serenity Vet is not responsible for these charges and cannot assist you in recovering them from your bank.

If expressly authorized by Serenity Vet or this User Agreement, Serenity Vet may invoice you for certain amounts under the following terms (the “Invoicing Terms”):

(a) Each invoice is due and payable within 60 days (or a different time period specified by Serenity Vet or this User Agreement) from the invoice date.
(b) Any outstanding balance not paid by the due date will accrue interest at a rate of 1.5% per month (or the maximum rate permitted by applicable law, whichever is lower) from the due date until the balance is paid in full.
(c) You agree to pay all costs incurred by Serenity Vet in collecting overdue amounts, including reasonable legal fees.

13. Ownership of the Serenity Platform and Content on the Serenity Platform

Except for Your User-Generated Content (as described below), Serenity Vet retains sole ownership of the Serenity Vet Platform, including any software components, the Services, and all information, text, software, data, photographs, music, video, messages, tags, or any other content made available through the Platform or Services (collectively, the “Content”). This includes all associated intellectual property rights, such as copyrights, trademarks, service marks, design rights, database rights, patents, and similar rights, wherever existing in the world. You hereby assign, transfer, and convey to Serenity Vet any rights you may acquire in such Content.

The Serenity Vet Platform and its Content are protected by intellectual property laws, including copyright and trademark laws. Any use of Serenity Vet’s name, logos, or trademarks must be expressly authorized in writing by Serenity Vet (email authorization is acceptable) and must be solely for Serenity Vet’s benefit. Except as expressly permitted by Serenity Vet, and as a condition of your access to the Platform, you agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the Platform or its Content, either in whole or in part.

As a further condition of your access to the Platform, you agree not to hack, crack, or otherwise attempt to gain unauthorized access to any portion of the Serenity Vet Platform that is not made publicly available to registered users. Serenity Vet reserves the right to use security components, including digital watermark technology, to protect its Content, and you agree to comply with any usage guidelines established by Serenity Vet or any content providers. You shall not attempt to override or circumvent any security features used to protect the Content.

User-Generated Content: The Serenity Vet Platform may contain information, text, software, data, photographs, music, video, messages, tags, and other content submitted by Users or third parties (“User-Generated Content”). User-Generated Content includes, but is not limited to, profile information, performance ratings or reviews, survey responses, forum postings, message board posts, comments, and feedback. You acknowledge that:

(i) You own or have the necessary licenses to submit your User-Generated Content to the Serenity Vet Platform.
(ii) You are solely responsible for evaluating any User-Generated Content available on the Platform or through the Services.
(iii) Serenity Vet makes no guarantees regarding the accuracy, integrity, or quality of User-Generated Content.

By using the Platform or Services, you assume full responsibility for any losses or liabilities resulting from User-Generated Content, including but not limited to, errors or omissions, or any loss or damage incurred from the use of such Content. You agree to indemnify and hold Serenity Vet harmless from any claims arising from your User-Generated Content.

Serenity Vet reserves the right to remove, redact, or edit any User-Generated Content submitted or posted through the Platform, including reviews, but this right does not impose any responsibility on Serenity Vet for the content or accuracy of User-Generated Content.

Ownership of Your User-Generated Content: Serenity Vet does not claim ownership of any User-Generated Content you submit, provide, or otherwise make available through the Platform (“Your User-Generated Content”). However, by submitting Your User-Generated Content, you grant Serenity Vet a worldwide, fully-paid, royalty-free, irrevocable, transferable, and fully sublicensable, non-exclusive license to use, copy, reproduce, distribute, publish, modify, adapt, create derivative works from, publicly perform, publicly display, and otherwise exploit Your User-Generated Content in any manner, consistent with Serenity Vet’s Privacy Policy.

14. Browser Configuration and Software Components

The Serenity Vet Platform may be accessed via a mobile website, and you may be required to configure your browser to accept cookies in order to use certain features. For more information on cookies and how they are used, please refer to the Serenity Vet Privacy Policy.

Serenity Vet may also make available, now or in the future, mobile applications or other downloadable software components, including but not limited to applications on social media platforms or other mobile software (collectively, “Software Components”), as part of the Serenity Vet Platform to access the Services. In such cases, your use of any Software Component will be governed by the terms of the end user license provided with that Software Component. If no end user license is provided, Serenity Vet grants you a personal, non-transferable, non-exclusive license to use the Software Component in object code form on your personal device, subject to the following conditions:

You shall not duplicate, reproduce, alter, modify, reverse engineer, reverse assemble, or attempt to discover the source code (or underlying algorithms or structure) of the Software Component.
You may not sell, assign, sublicense, grant a security interest in, or otherwise transfer any rights to the Software Component.
You agree not to alter, modify, or use any modified versions of the Software Component for unauthorized access to the Serenity Vet Platform or Services.

As part of this license, you acknowledge and agree that the Software Component may automatically download and install updates, upgrades, or new features. You may have the option to adjust whether you receive these automatic downloads through your device’s settings.

15. Third-Party Services and Content

The Services provided by Serenity Vet may be made available or accessed in connection with third-party services and content (including advertising) that Serenity Vet does not control. You acknowledge that different terms of use and privacy policies may apply to your use of such third-party services and content. Serenity Vet does not endorse, and in no event shall be responsible or liable for, any products or services provided by such third parties.

Without limiting the foregoing, if you download any Software Component from a third-party app platform, such as the Apple App Store, Google Play, the Microsoft Store, or another mobile application store or distribution platform operated by a third party (collectively, the “App Platform Provider”), the following additional terms will apply:

(i) This User Agreement is between you and Serenity Vet, not the App Platform Provider. As between Serenity Vet and the App Platform Provider, Serenity Vet is solely responsible for the Software Component and all other aspects of the Serenity Vet Platform. The App Platform Provider has no obligation to provide any maintenance or support services for the Software Component or any other aspect of the Serenity Vet Platform.
(ii) The App Platform Provider and its subsidiaries are third-party beneficiaries of this User Agreement with respect to your license of the Software Component, and they will have the right to enforce this User Agreement as it pertains to your use of the Software Component against you as a third-party beneficiary.

16. Conduct on the Serenity Platform

As a condition of your use of the Serenity Vet Platform and Services, you agree to follow the rules of conduct outlined below:

Compliance with Laws: You will comply with this User Agreement and all applicable laws.
Account and Password Security: You will not share your password, transfer, or sell your user account or password. You will not use another person’s password or account.
Non-Discrimination: You will not use the Serenity Platform or Services to discriminate against anyone based on race, national origin, religion, gender, gender identity, disability, medical condition, marital status, age, sexual orientation, or any other protected class.
No Harassment or Abuse: You will not harass, threaten, or abuse others while using the Serenity Platform or Services. You will not post, upload, email, or otherwise transmit any content that Serenity Vet deems unlawful, harmful, fraudulent, defamatory, vulgar, obscene, harassing, or otherwise objectionable.
Respect for Intellectual Property: You will not post or transmit content that violates any third party’s intellectual property rights, including copyrights, patents, trademarks, trade secrets, or privacy rights.
No Harmful Code: You will not upload or transmit any viruses, malware, or harmful code designed to interfere with or damage the Serenity Platform, its users, or any related systems.
No Impersonation or Misrepresentation: You will not impersonate others or misrepresent your affiliation with any person or entity, including Serenity Vet. You will not adopt a false identity or deceive other users.
No Disruption of Communications: You will not disrupt the normal flow of communication on the Serenity Platform, including interfering with real-time interactions between users.
No Identity Manipulation: You will not manipulate the Serenity Platform to hide your identity or disguise the origin of any transmitted content, including by using another person’s identity or modifying any identifiers.
No Unauthorized Access or Scraping: Without prior written authorization from Serenity Vet, you will not “frame” or “mirror” any part of the Serenity Platform, use meta tags or other code referencing Serenity Vet, or use any manual or automated devices (such as robots or spiders) to access, scrape, or index the Platform.
No Interference with Platform Operation: You will not use any software or devices to interfere with or attempt to disrupt the operation of the Serenity Platform.
No Reverse Engineering: You will not reverse engineer, decompile, or disassemble any part of the Serenity Platform or its software. You will not rent, lease, sell, redistribute, or sublicense the Platform or any portion of it.
Compliance with All Laws: You will comply with all local, state, federal, and international laws, including those enforced by regulatory agencies such as the U.S. Securities and Exchange Commission (SEC).
No Unsolicited Communications: You will not send unsolicited advertising, promotional materials, or bulk communications (e.g., “spam,” junk mail, or chain letters) through the Serenity Platform.
Prohibition on Assisting Violations: You will not assist or encourage others in engaging in any restricted activities listed above.

If you violate any of these rules of conduct or any other part of this User Agreement, Serenity Vet reserves the right to suspend or terminate your account without notice. Serenity Vet also reserves the right, at its sole discretion, to remove or delete any content deemed inappropriate or undesirable for the Platform.

17. Feedback by Users

Serenity Vet may provide mechanisms for Users to submit feedback, ideas, suggestions, documents, and/or proposals regarding the Serenity Vet Platform or Services (“Contributions”). By submitting Contributions, you agree to the following:

License Grant: You grant Serenity Vet a worldwide, fully-paid, royalty-free, irrevocable, transferable, and fully sublicensable, non-exclusive right and license to use, copy, reproduce, distribute, publish, modify, adapt, create derivative works from, and otherwise exploit your Contributions in any manner.
No Compensation: Serenity Vet is under no obligation to compensate or provide reimbursement for any Contributions, nor is it required to maintain the confidentiality of any Contribution.
Disclosure: Serenity Vet may use or disclose your Contributions in any manner it deems appropriate.

You also represent and warrant that your Contributions do not contain any confidential or proprietary information and do not infringe upon any third party’s intellectual property rights.

18. Intellectual Property Infringement Claims Procedures

If you believe that any content on the Serenity Vet Platform infringes your copyright or other intellectual property rights, you must provide a formal notice to Serenity Vet’s designated agent, including the following information:

(i) The electronic or physical signature of the individual authorized to act on behalf of the owner of the intellectual property.
(ii) A description of the copyrighted work or intellectual property that you believe has been infringed.
(iii) A description of the allegedly infringing content and its location on the Serenity Vet Platform.
(iv) The physical address, telephone number, and email address of the intellectual property owner.
(v) A statement that the use of the copyrighted work or intellectual property is not authorized by the owner, its agents, or by law.
(vi) A statement, made under penalty of perjury, that the information in the notice is accurate and that you are the intellectual property owner or an authorized representative of the owner.

The designated agent for notification of copyright or intellectual property infringement claims is:

Serenity Vet
40 Charlotte St, Saint John New Brunswick, Canada

Attn:
Email: info@serenity.vet

Disclaimer: Serenity Vet will not be liable for any intellectual property infringement or misappropriation claims if the claim arises from any of the following:

(a) Modifications to the Serenity Vet Platform or Services made by a third party, where the infringement or misappropriation would not have occurred but for such modifications.
(b) Your failure to use updated or modified access to the Platform or Services provided by Serenity Vet to avoid infringement.
(c) Serenity Vet’s compliance with designs or specifications provided by you.
(d) Beta Services (or any use thereof).
(e) Circumstances beyond Serenity Vet’s control.
(f) Your unauthorized use of the Serenity Vet Platform or Services.

19. Third-Party Advertisers and Links to Other Resources

Any correspondence or business dealings with, or participation in promotions of, other Users or third parties found through the Serenity Vet Platform or Services (such as payment and delivery of goods or services, and any associated terms) are solely between you and the third party. Serenity Vet is not responsible or liable for any loss or damage resulting from such dealings.

Serenity Vet or third parties may provide links to other websites or resources. You acknowledge that Serenity Vet is not responsible for the availability of such external sites or resources and does not endorse, nor is it liable for, the content, products, advertising, or other materials available from such third-party sites or resources. Serenity Vet will not be responsible for any damages or losses caused by your reliance on content, goods, or services from such external sites or resources.

20. Warranty Disclaimers

YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERENITY VET PLATFORM, SERVICES, AND CONTENT IS AT YOUR SOLE RISK. THE PLATFORM, SERVICES, AND CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE.” SERENITY VET EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

Without limiting the foregoing, Serenity Vet makes no warranties that:

(i) The Platform, Services, or Content will meet your requirements;
(ii) The Platform, Services, or Content will be uninterrupted, timely, secure, or error-free;
(iii) Any results from using the Platform, Services, or Content will be accurate or reliable;
(iv) The quality of any services, information, or materials obtained through the Platform will meet your expectations; and
(v) Any errors in the Platform will be corrected.

Any software or content downloaded or accessed through the Platform is done at your own risk, and you will be solely responsible for any damage to your device or data loss resulting from such downloads. Serenity Vet is a passive intermediary between Professionals and Practices, and you are solely responsible for decisions to hire or utilize any Professional.

Serenity Vet is not responsible for the conduct of any User, whether online or offline. You are solely responsible for your interactions with other Users and should use caution when dealing with others. By using the Platform, you assume all risks and agree that Serenity Vet is not responsible for any acts or omissions of other Users.

21. Limitation of Liability

YOU AGREE THAT THE SERENITY VET PARTIES SHALL NOT BE LIABLE TO YOU FOR ANY PUNITIVE, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

The aggregate liability of the Serenity Vet Parties to you or any third party, under any circumstances, is limited to the greater of $1,000 or the total amount you paid to Serenity Vet in the twelve months preceding the incident giving rise to the liability.

Serenity Vet shall not be liable for any delay or failure due to events beyond its control, including acts of God, government actions, floods, fires, wars, pandemics, cyberattacks, or internet service disruptions. Serenity Vet is not responsible for any Veterinary Services or any related acts or omissions by Professionals.

22. Indemnity

You agree to indemnify, defend, and hold harmless the Serenity Vet Parties from any claims, losses, damages, liabilities, costs, or expenses, including reasonable attorney’s fees, arising from or related to:

(a) Your User-Generated Content;
(b) Your use of the Serenity Vet Platform or Services;
(c) Use of the Platform or Services by anyone accessing it with your account;
(d) Your violation of this User Agreement;
(e) Claims related to tax, employment status, workers’ compensation, wage disputes, or other liabilities from your use of the Platform; and
(f) Your violation of any laws or third-party rights.

23. Relationship of the Parties

The Serenity Vet Platform allows Practices to find Professionals for Veterinary Services. Serenity Vet’s role is limited to facilitating these connections and processing payments. By using the Platform, you acknowledge that your relationship with Serenity Vet is that of independent contracting parties. This User Agreement does not create an employment, joint venture, partnership, or agency relationship between you and Serenity Vet.

Serenity Vet does not supervise or control Users, nor does it direct or oversee the performance of Veterinary Services. Each User retains the sole right to determine when, where, and how to use the Platform and engage in Veterinary Services, and no User has the authority to bind Serenity Vet.

24. Notice and Communications

Serenity Vet may provide notices to you via email, regular mail, SMS, or postings on the Platform. Notices will be deemed valid if sent to the contact information you have provided, and failure to update such information does not affect the validity of the notice.

You consent to receive communications from Serenity Vet via email, text, calls, and push notifications. These communications may include operational updates, promotions, or news. Standard messaging rates may apply.

You can contact Serenity Vet at:

Serenity Vet
40 Charlotte St, Saint John New Brunswick, Canada
Email: info@serenity.vet

25. General Terms

This User Agreement constitutes the entire agreement between you and Serenity Vet regarding the use of the Platform and Services. The headings in this Agreement are for convenience only and do not affect its interpretation. Common nouns and pronouns include the masculine, feminine, singular, and plural as required by context. Terms such as “include” or “including” are illustrative and not limiting.

erenity Vet may assign its rights under this Agreement at any time. You may not assign your rights without prior written consent from Serenity Vet.

26. Payment Processing

Payment processing services on Serenity Vet are provided by Stripe and are subject to the Stripe Connected Account Agreement , which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement ”). By agreeing to these terms on Serenity Vet, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of Serenity Vet enabling payment processing services through Stripe, you agree to provide Serenity Vet accurate and complete information about you and your business, and you authorize Serenity Vet to share it and transaction information related to your use of the payment processing services provided by Stripe.