Terms of Use

Last Updated: January 2025

These Terms of Use are entered into by and between you and VivoTex, LLC or our affiliates and service provider‎ (collectively “VivoTex,” “we,” or “us”). The following terms and conditions, together with any documents we expressly incorporate by reference (collectively, “Terms”) govern your access to and use of the services offered by VivoTex ‎including, without limitation, [INSERT WEBSITE HERE] (the “Website”) and any content, functionality, and services offered on or through the Website (including, for the avoidance of doubt, sample kits and other items or materials offered on or through the Website) (collectively referred to as the “Services”). Please read the Terms carefully before you start to use the Services. By using the services you accept and agree to be bound and abide by these terms. If you do not agree with these terms you must discontinue using the services.

You affirm that if you use the Services on behalf of an organization or company, you have the legal authority to bind any such organization or company to these Terms.

1. Changes to the Terms

We may revise and update these Terms from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Services thereafter. If we make a modification that materially changes your rights, we may notify you by your listed email if we have one. Your continued use of the Services following the posting of revised Terms means that you accept and agree to the changes. You are expected to check this page frequently so you are aware of any changes, as they are binding on you.

2. Accessing the Services

We reserve the right to withdraw or amend the Services, and any service or material we provide on the Services, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Services are unavailable at any time or for any period. From time to time, we may restrict user access, to some parts of the Services or the entire Services. You are responsible for making all arrangements necessary for you to have access to the Services and ensuring that all persons who access the Services through your internet connection are aware of these Terms and comply with them.

3. Use of the Services

It is a condition of your use of the Services that all the information you provide on the Services is correct, current, and complete. All information we collect on this Services is subject to our Privacy Statement . By using the Services, ‎you consent to all actions taken by us with respect to your information in compliance with the Privacy ‎Statement . ‎

4. Prohibited Uses

You may use the Services only for lawful purposes and in accordance with these Terms. You agree you will use the Services only as intended, and not for any purpose adverse to our interests or those of our other users, including that you will not, directly or indirectly:

  • Infringe the intellectual property rights of VivoTex or any third party;
  • Resell or redistribute sample kits or other items or materials offered through the Website;
  • Use the Services in any manner that could disable, overburden, damage, or impair the Services;
  • Use any robot, spider, or other automatic device, process, or means to access the Services for any purpose, including monitoring or copying any of the material on the Services, or scrape, by any means, information or data from the Services;
  • Use any manual process to monitor or copy any of the material on the Services, or for any other purpose not expressly authorized in these Terms;
  • Use any device, software, or routine that interferes with the proper working of the Services;
    Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful;
    Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Services, the server on which the Services is stored, or any server, computer, or database connected to the Services;
  • Attack the Services via a denial-of-service attack or a distributed denial-of-service attack; or
  • Otherwise attempt to interfere with the proper working of the Services.

    If we determine that you have engaged in any of these prohibited uses, or other uses adverse to our interests or those of our other users, we may take any action we ‎deem necessary to protect our users’ experience or the Services, including demanding that you cease ‎violating these Terms, or suspending or ‎terminating your access to the Services.‎

5. Enforcement; Termination

We have the right to take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Services and terminate or suspend your access to all or part of the Services for any reason, including without limitation, any violation of these Terms. Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone using the Services. YOU WAIVE AND HOLD HARMLESS VIVOTEX AND OUR AFFILIATES, LICENSORS, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.

6. Intellectual Property Rights

The Services and its entire contents, features, and functionality (including but not limited to all trademarks, logos, information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by VivoTex or our licensors, as applicable, and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property and proprietary rights laws, as applicable. VivoTex and our licensors retain all right, title, and interest in and to all the foregoing, and the posting of information or other content on the Services by VivoTex does not constitute a waiver of any proprietary right in such information and content, and does not transfer or license any rights in any of the foregoing to a user of the Services or any other third party.

You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on the Services, or delete or alter any copyright, trademark, or other proprietary rights notices from this Services.

7. Third Party Links

If the Services contain links to other sites and resources provided by third parties, these links are provided for your convenience only. We have no control over the contents of those sites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to these Services, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.

8. No Medical or Legal Advice

YOU ACKNOWLEDGE THAT THE SAMPLE KITS AND OTHER ITEMS OR MATERIALS OFFERED THROUGH THE WEBSITE‎ ARE NOT APPROVED BY THE FDA FOR IN VIVO USE, AND YOU AGREE NOT TO USE SAMPLE KITS OR OTHER ITEMS OR MATERIALS AVAILABLE THROUGH THE WEBSITE FOR ANYTHING OTHER THAN THEIR INTENDED USE. YOU ACKNOWLEDGE AND AGREE THAT THE SERVICES ARE NOT A SUBSTITUTE FOR THE PROFESSIONAL JUDGMENT OF A QUALIFIED HEALTHCARE PRACTITIONER IN DIAGNOSING AND TREATING PATIENTS AND YOU WILL USE YOUR OWN PROFESSIONAL JUDGMENT IN RELATION TO THE FOREGOING. NEITHER VIVOTEX NOR ANY PERSON ASSOCIATED WITH VIVOTEX, NOR THE SERVICES, GIVE MEDICAL ADVICE OR PROVIDE MEDICAL OR DIAGNOSTIC SERVICES. RELIANCE UPON THE SERVICES BY YOU IS SOLELY AT YOUR OWN RISK. YOU ACKNOWLEDGE AND AGREE THAT VIVOTEX IS IN NO WAY RESPONSIBLE FOR THE USE OF ANY MEDICAL, LEGAL, OR SIMILAR INFORMATION CONTAINED IN, ENTERED INTO, OR USED IN CONNECTION WITH THE SERVICE, AND YOU, AS APPLICABLE, SHOULD VERIFY THE ACCURACY OF THE INFORMATION AND COMPLETENESS OF SUCH INFORMATION WHENEVER NECESSARY FOR PROVIDING HEALTHCARE SERVICES. YOU ACKNOWLEDGE AND AGREE THAT THE USE OF THE SERVICES BY YOU FOR ANY PURPOSE RELATED TO PATIENT CARE SHOULD BE UNDER THE SUPERVISION OF A QUALIFIED HEALTHCARE PRACTITIONER. AS BETWEEN VIVOTEX AND YOU, YOU ARE SOLELY RESPONSIBLE AND LIABLE FOR YOUR TREATMENT AND CARE OF PATIENTS, INCLUDING ALL RESPONSIBILITY FOR PERSONAL OR PSYCHOLOGICAL INJURY OR DEATH.

9. No Warranties or Representations

THE SERVICES ARE MADE AVAILABLE SOLELY FOR YOUR CONVENIENCE AND GENERAL INFORMATIONAL PURPOSES. WE DO NOT WARRANT OR REPRESENT THE ACCURACY, COMPLETENESS, OR USEFULNESS OF THIS INFORMATION OR THE SERVICES. ANY RELIANCE YOU PLACE ON SUCH INFORMATION OR THE SERVICES IS STRICTLY AT YOUR OWN RISK. WE DISCLAIM ALL LIABILITY AND RESPONSIBILITY ARISING FROM ANY RELIANCE ON SUCH INFORMATION OR THE SERVICES BY YOU OR ANY OTHER VISITOR TO THE SERVICES, OR BY ANYONE WHO MAY BE INFORMED OF ANY OF ITS CONTENTS. YOUR USE OF THE SERVICES, AND ANY CONTENT, FEATURES, OR FUNCTIONALITY ACCESSED THROUGH THE SERVICES IS AT YOUR OWN RISK. THE SERVICES, AND ANY CONTENT, FEATURES, OR FUNCTIONALITY ACCESSED THROUGH THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OR REPRESENTATIONS OF ANY KIND, AND WE HEREBY EXPRESSLY DISCLAIM ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED‎, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF ‎MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. NEITHER VIVOTEX NOR ANY PERSON ASSOCIATED WITH VIVOTEX MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SERVICES. WITHOUT LIMITING THE FOREGOING, NEITHER VIVOTEX NOR ANYONE ASSOCIATED WITH VIVOTEX WARRANTS OR REPRESENTS THAT THE SERVICES, OR ANY CONTENT, FEATURES, OR FUNCTIONALITY ACCESSED THROUGH THE SERVICES WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SERVICES OR THE SERVER THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SERVICES, OR ANY CONTENT, FEATURES, OR FUNCTIONALITY ACCESSED THROUGH THE SERVICES WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

10. Limitation on Liability

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL VIVOTEX OR OUR AFFILIATES, OR OUR OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OWNERS, DIRECTORS, OR REPRESENTATIVES BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF, OR INABILITY TO USE, THE SERVICES, ANY THIRD PARTY SERVICES LINKED TO OUR SERVICES, OR ANY CONTENT, FEATURES, OR FUNCTIONALITY ACCESSED THROUGH THE SERVICES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, OR LOSS OF DATA, WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.

11. Indemnification

Unless prohibited by law, you (and also any the company or organization on whose behalf you are accessing the Services) agree to indemnify, hold harmless, and (at VivoTex’s request) defend, VivoTex, our affiliates, licensors, and service providers, and our and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns, for, from, and against any claims, liabilities, damages, losses, and expenses, including without ‎limitation, reasonable attorney’s fees and costs, arising out of or in any way connected with your access to or use of the Services or your breach or alleged breach of ‎these Terms. VivoTex reserves the right to assume the exclusive defense and ‎control of any matter subject to indemnification by you, and you will not in any event settle any claim ‎without the prior written consent of VivoTex. If VivoTex assumes the defense of a claim then you will cooperate as fully required by VivoTex in the defense of such claim.

12. Governing Law; Venue; Limitation on Actions

All matters relating to the Services and these Terms, and any dispute or claim arising therefrom or related thereto, shall be governed by laws of the State of Oregon without giving effect to any choice or conflict of law provision or rule. Any legal suit, action, or proceeding arising out of, or related to, these Terms or the Services shall be heard in the state courts located in the city of Portland, Oregon and county of Multnomah. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts. Any cause of action or claim you may have arising out of or relating to these Terms or the Services must be commenced within one (1) year after the cause of action arises.

13. Waiver; Severability

No waiver by VivoTex of any term or condition set out in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of VivoTex to assert a right or provision under these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.

14. Entire Agreement

These Terms constitute the sole and entire agreement between you and VivoTex regarding the Services, and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Services; provided, however, that if you have a written agreement with VivoTex that states that it supersedes this Terms, then to the extent there is any conflict between the documents, the provisions in your separate agreement govern.

15. Contact Information

All comments, requests for technical support, and other communications relating ‎to ‎the Services should be directed to: ‎
Email: info@vivotex.com

Address: VivoTex, LLC
3185 Crestview Dr.
Newberg, OR 97132