Website Terms and Conditions

Last Updated: June 2024

Welcome to usarad.com (together with associated lending pages the “Website”). The Website is owned and operated by USARAD Holdings Inc. and its affiliated companies (collectively “USARAD”). Please read these Terms and Conditions (“Terms”) carefully before using the Website.

BY ACCESSING OR USING THE WEBSITE OR ANY PART THEREIN YOU AGREE TO BE LEGALLY BOUND BY THESE TERMS. IF YOU DO NOT ACCEPT THESE TERMS, DO NOT ACCESS TO OR USE IN ANY MANNER THE WEBSITE.

1. Amendments To the Terms

USARAD reserves the right to periodically amend or revise these Terms at our sole discretion; such changes will be effective immediately upon the display of the revised Terms. The last revision date will be reflected in the “Last Updated” header above. When material changes to these Terms occur, we will provide you with prior notice. Unless otherwise stated in such notice, the updated version of these Terms will become effective immediately upon such notice.

2. The Services

The Website provides information and resources about our business, services, and other content related thereto, including without limitation, contact information, images, text, logos, icons, articles, videos, and other features (collectively “Content”). In addition, the Website provides you with means of communication which you can use to contact USARAD, request for a services, or otherwise (collectively, together with the Content shall be referred as the “Services”). Any information processed through such channels shall be subject to our Privacy Policy.

USARAD reserves the right to change, modify, suspend, or discontinue any aspect of the Services, at any time without notice to you and without any liability to you whatsoever in connection therewith.

THE CONTENT IS INTENDED SOLELY FOR INFORMATIONAL AND BUSINESS PURPOSES. THE CONTENT IS NOT, NOR SHALL IT BE TAKEN AS PROFESSIONAL OR MEDICAL SERVICE OR ADVICE. USARAD EXPRESSLY DISCLAIMS ALL LIABILITY IN RESPECT OF ANY ACTIONS TAKEN OR NOT TAKEN BASED ON ANY CONTENT AVAILABLE ON THE WEBSITE, WHICH ARE DONE AT YOUR OWN RESPONSIBILITY AND RISK.

3. Representation, Warranties & Restriction of Use

You hereby represent and warrant: (i) that you are eligible to enter into these Terms, or, where applicable, you have all proper authorization to enter into these Terms; (ii) that you are not considered to be a “child,” “minor” or any other similar term, in your jurisdiction and that you are not under the age of 18; and (iii) to comply with all applicable laws regarding you access to the Website, including any intellectual property law.

You further represent and warrant to not, and to authorize or encourage any third party to: (i) use the Services in a non-compliant, unlawful, illegal, fraudulent, inappropriate, or unauthorized manner (including that which would infringe upon the rights of a third party) or that is in breach of applicable law; (ii) circumvent, disable or otherwise interfere with security-related features of the Services or prevent others from using the Services; (iii) copy, modify, or create a derivative work of the Services, in whole or in part; (iv) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the Services in whole or in part; (v) remove, deface, obscure, or alter the Services, including any copyright notices, trademarks, other proprietary rights or disclaimers provided as part of the Services; (vi) create a database by systematically downloading and storing all or any Content; or (vii) use, access or attempt to access the Website with any automated means (including robots, scrapers, etc.).

4. Intellectual Property

The Services are exclusively owned by USARAD or its licensors. Except as explicitly provided herein, no license, right, title or interest to the Services shall be granted to you, and USARAD or its licensors reserve any and all rights, title and ownership to the Services (“USARAD Intellectual Property”). You shall not use any of USARAD Intellectual Property including copyrights, trademarks, trade names, logo or other intellectual property rights in any way except to the limited extent as may be expressly agreed in these Terms or subject to our prior written consent.

5. Disclaimer of Warranties

EXCEPT AS PROVIDED HEREIN, THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, REPRESENTATIONS, WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND THOSE ARISING BY STATUTE OR FROM A COURSE OF DEALING OR USAGE OF TRADE, MARKETABILITY, SUITABILITY, INCOMPLETENESS, APPLICABILITY OR RELEVANCE OF THE CONTENT. YOU AGREE THAT USARAD WILL NOT BE HELD RESPONSIBLE FOR ANY DECISION MADE OR ACTION TAKEN OR NOT TAKEN IN RELIANCE ON THE SERVICES NOR DOES IT ASSUMES ANY RESPONSIBILITY FOR ANY LOSS, INJURY OR DAMAGES INCURRED AS A RESULT OR IN CONNECTION WITH SUCH ACTIONS. USARAD MAKES NO REPRESENTATION OR WARRANTIES THAT THE SERVICES ARE OR WILL BE AVAILABLE FOR USE IN ANY PARTICULAR LOCATION OR AT ANY SPECIFIC TIME. EXCEPT AS EXPRESSLY STATED HEREIN, USARAD DOES NOT MAKE ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE SECURITY OF ANY INFORMATION YOU MAY PROVIDE OR ACTIVITIES YOU ENGAGE IN DURING THE COURSE OF YOUR USE OF THE SERVICES. YOUR USE OF THE SERVICES IS AT YOUR OWN RISK AND RESPONSIBILITY. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO TO THAT EXTENT CERTAIN EXCLUSIONS SET FORTH HEREIN MAY NOT APPLY.

6. Limitation of Liabilities

YOU ACKNOWLEDGE AND AGREE THAT TO THE FULLEST EXTENT PERMITTED BY LAW, USARAD AND EACH OF USARAD’S RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS (COLLECTIVELY “USARAD GROUP”), SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES OR DAMAGES FOR LOST PROFITS, INTERRUPTION, LOSS OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, DEVICE FAILURE, OR MALFUNCTION, OR DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE THE SERVICES, EVEN IF UDARAD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

7. Indemnification

You agree to defend, indemnify and hold the USARAD Group harmless from any third party claims, damages, liabilities and expenses (including reasonable attorney’s fees) arising from (i) your use of and interaction with the Services in a manner infringing these Terms, and any other applicable laws governing such access and use, including by negligence and any wrongful act; and (ii) your abuse or infringement of third party rights through the Services.

8. Termination

You can terminate these Terms at any time by ceasing your access to and use of the Services. USARAD may terminate these Terms at any time, with or without cause, effective immediately.

9. Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the State of New-York, U.S. without giving rise to any conflict of law principals therein. You hereby agree to resolve any dispute you have exclusively in the competent courts in the state of New-York, U.S.

10. Miscellaneous

These Terms constitute the entire understanding between you and USARAD with respect to your use of the Services. Your relationship with USARAD is that of an independent contractor, and nothing in these Terms is intended to, or should be construed to create a partnership, agency, joint venture or employment relationship. If any provision of these Terms is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable and such decision shall not affect the enforceability of such provision under other circumstances, or of the remaining provisions hereof under all circumstances. Failure by USARAD to enforce any rights or to take action against you in the event of any breach hereunder shall not be deemed as a waiver of such rights or of subsequent actions in the event of future breaches. These Terms and any right granted herein may not be assigned by you without the prior written consent of USARAD.

11. Contact Us

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

EMAIL info@usarad.com

USARAD Holdings Inc. 3101 N Federal Highway, Suite 400 Fort Lauderdale, FL 33306