Member Registration Agreement

Notice: Published August 16, 2021. Effective as of August 18, 2021. These Terms replace and supersede all prior versions. 

This Member Registration Agreement (the “Agreement”) is entered into by and between denTEL, LLC, a New York Limited Liability Corporation (“denTEL”) and Member (the “Member”), for the services described herein. denTEL is the registrant and owner of the Internet property located at www.denTELdoc.com (the “Website”).  For purposes of this Agreement, denTEL and Members are hereinafter collectively referred to as the “Parties.”

MEMBER HEREBY ACKNOWLEDGES THAT THE NETWORK IS NOT A SUBSTITUTE FOR DENTAL, MEDICAL, OR OTHER PROFESSIONAL ADVICE OR SERVICES.

1. General. This Agreement concerns Member’s participation in denTEL’s Dental Provider Network accessible through the Website (the “Network”). In addition to the Website Terms of Use that govern Member’s use of the Website, this Agreement constitutes a legal agreement between Member and denTEL detailing the terms of Member’s use of the Network. This Agreement is effective as of the date Member accepts its terms by registering as a Member of the Network (the “Effective Date”). Please read this Agreement carefully. 
2. Members. If Member creates a denTEL Member Account or uses the Services on behalf of an individual or entity other than himself or herself, Member represents that he or she is authorized by such individual or entity to accept this Agreement on such individual’s or entity’s behalf and bind them to this Agreement (each, a “Member”).
3. Member Services. denTEL grants each Member a royalty-free, limited, non-exclusive, revocable, non-sublicensable, non-transferable license to use the Network in accordance with the terms and conditions set forth in this Agreement. Portions of the Network can be viewed without registering to become a Member, however, in order to benefit from all of the Services denTEL offers, including but limited to locating professional Dental Providers in Members’ geographic area, booking dental appointments, bidding for Dental Provider Services, receiving appointment-related messaging, and utilizing denTEL televideo services (collectively, the “Services”), Member must: (i) create a Membership Account (a “Membership Account”); and (ii) provide certain basic information about himself/herself to denTEL and its Dental Providers (“Registration Information”). If Member provides Registration Information, he/she hereby authorizes DenTel to use and disclose such information as described in denTEL’s Privacy Policy. Member acknowledges that although some Content may be provided by Dental Providers, the provision of such Content does not create a Dental Provider-Patient relationship, and does not constitute an opinion, medical advice, or diagnosis or treatment, but is provided to assist Member in choosing a Dental Provider or other dental specialist, professional, provider, organization, or agents or affiliates thereof (each, a “Dental Provider”).
4. Member Responsibilities. In addition to providing Registration Information, when Member creates a Membership Account, Member will provide an email address and create a password (collectively, “Credentials”). Member should keep his/her Credentials confidential and not share Member’s Credentials with anyone. Member must immediately notify denTEL if Member’s Credentials have been stolen or compromised by filling out a form on https://get.denteldoc.com/contact. Member promises to provide denTEL with accurate, complete, and updated Registration Information. While it is free to create a Member Account, Member is still responsible for Member’s Dental expenses. Any charges for Dental Provider Services rendered to a Member who has engaged a Dental Provider pursuant to a duly executed Patient Agreement will apply and shall be entirely Member’s responsibility. Member is responsible for ensuring that all Registration Information provided by Member to denTEL is accurate and up to date, including Member’s insurance information, if requested by denTEL or any Dental Provider. Some Services may not be available through denTEL’s Dental Providers depending upon a number of factors, including Member’s insurance plan, its coverage and participation. Member must resolve any dispute between Member and/or his or her Dental Provider concerning any Member-Patient-Dental Provider relationship directly with the applicable Dental Provider. Member is responsible for all use of the Services and Member’s Credentials, including use by others to whom Member has given Member’s Credentials. Member may only use the Services for lawful, non-commercial purposes. If Member’s use of the Services is prohibited by applicable laws, then Member is not authorized to use the Network. Member may not use the Network in any manner that could damage, disable, overburden, or impair denTEL’s servers or networks, or interfere with any other party’s use and enjoyment of the Services. Member may not attempt to gain unauthorized access to the Network, Membership Accounts, or computer systems or networks, through hacking, password mining or any other means. Member may not accumulate or index, directly or indirectly, any Content or portion of the Services (including, without limitation, Dental Provider Content, appointment availability, price information, and Insurance Content) for any purpose whatsoever. Member is also responsible for reviewing and complying with the terms set forth herein. In addition to denTEL’s rights in this Agreement, denTEL may take any legal action and implement any technological measures to prevent violations of the restrictions hereunder and to enforce this Agreement.
5. Appointments. Members can make two (2) types of appointments through the Network; (i) in person; and/or (ii) virtual. Virtual appointments are held on denTEL’s televideo conferencing platform. In preparation of all Dental Provider appointments, Member can upload any x-rays (or other imaging) and/or other dental records to the applicable Dental Provider. 
6. Third-Party Dental Provider Reviews. To help Member find Dental Providers who may be suitable for Member’s needs and maximize choice in selecting a Dental Provider participating in the Network, denTEL will provide Member with lists, profiles and third party reviews of Dental Providers. These results are based on information that individuals, including, but not limited to, other Members of the Network, might provide to third party websites such as Google, Yelp, Health Grades, etc. denTEL shall also provide Member-Patients with a platform to encourage and guide Member-Patients through writing a review on behalf of their Dental Provider. Member agrees that denTEL can use such review as a reputation management and generation feature. denTEL: (i) does not employ, refer, recommend, or endorse any particular Dental Provider, (ii) does not make any representations or warranties with respect to any Dental Provider or the quality of the services they may provide, (iii) is not responsible for ensuring that Member’s Registration Information (including Credentials) as well as Dental Provider’s information provides about itself, himself or herself is accurate or up-to-date, and (iv) does not receive any additional fees from Dental Providers for featuring or hosting third party reviews on its Website.
7. Bidding. denTEL shall provide estimates of the cost of certain Dental Provider services or a price comparison between Dental Providers. These costs are only estimated costs or price comparisons based on the listed Dental Provider procedures. The actual costs of each Dental Provider procedure are subject to change depending upon Dental Provider’s clinical evaluation, Member’s oral condition and health condition, additional x-ray evaluations, and any combination of the diagnostic tools used to treat and diagnose Member-Patient. In certain instances, new films may need to be taken or additional films may be required in order to provide Member-Patient with estimates. Conditions of the mouth can change and as such, the cost estimate may change depending on the oral condition at the time of treatment. Alternative treatments can be discussed and offered. The Member-Patient will be fully informed if alternative treatment differs from what was proposed. Certain procedures which are bid for may or may not be able to be performed depending on the oral and dental condition at the time of Member-Patient’s visit and treatment and Member’s Dental Provider will discuss alternatives. Further, certain procedures may require medical clearance prior to be rendered, premedication prior to being rendered, and/or a referral to a specialist prior to the services being performed. Some Member-Patients may not be candidates for sedation, intravenous sedation, conscience sedation, nitrous oxide or any other sedation treatment options. Bidding on a dental Provider will allow you to find one who can offer Member a better price for treatment, treatment alternatives, or one that has everything Member needs in one location, one who accepts your insurance, one who is able to offer you financing or simply one who is a better overall fit. denTEL is not responsible for the treatment delivered, diagnosed, treated or not treated, and discrimination or ethical violations or claims which may or may not arise from visiting a Dental Provider.
8. Imaging. Member must ensure that all x-rays, pictures, images, files uploaded to the Website must be readable and legible and that all files must be able to be opened on the computer in order to be properly viewed by a Dental Provider. This might require certain software programs as well as recent upgrades to ensure accuracy. Member shall further ensure that all files are dated and are taken by a duly licensed dentist or hygienist located in the United State. X-rays must show the areas of interest to be treated in order to be properly evaluated by a Dental Provider. The x-rays must also be free from artifacts of distortion. denTEL will only accept digital x-rays and clear x-ray copies. denTEL will not return any images submitted to the Network, provided however, Member can access his or her Membership Account to view or send such images to a Dental Provider. If you are having a dental emergency that cannot wait, is life threatening, please go directly to the nearest hospital for help. Use of the Network is not for life threatening emergencies. Member agrees and acknowledges that his or her x-rays and films may be read and interpreted by Dental Providers differently and that their diagnosis and opinions may allow for a more comprehensive review of your dental needs. 
9. Content. For purposes of this Agreement, the term “Content” means content, text, data, graphics, images, photographs, video, audio, information, suggestions, articles, scheduling availability, guidance, and other materials provided, made available or otherwise found through the Network, including, without limitation, Content provided in direct response to your questions or postings. WHILE DENTEL MAKES REASONABLE EFFORTS TO PROVIDE MEMBER WITH ACCURATE CONTENT, DENTEL MAKES NO GUARANTEES, REPRESENTATIONS OR WARRANTIES, WHETHER EXPRESS OR IMPLIED, WITH RESPECT TO ANY CONTENT (INCLUDING BUT NOT LIMITED TO DESCRIPTIONS OF PROFESSIONAL QUALIFICATIONS, EXPERTISE, QUALITY OF WORK, PRICE OR COST INFORMATION, INSURANCE COVERAGE OR BENEFIT INFORMATION). IN NO EVENT SHALL DENTEL BE LIABLE TO MEMBER OR ANYONE ELSE FOR ANY DECISION MADE OR ACTION TAKEN BY MEMBER IN RELIANCE ON ANY SUCH CONTENT. FURTHERMORE, DENTEL DOES NOT IN ANY WAY ENDORSE, REFER OR RECOMMEND ANY INDIVIDUAL OR ENTITY ACCESSIBLE THROUGH ITS WEBSITE OR THE NETWORK.
10. Dental Provider Content. Content related to Dental Providers and their practices (“Dental Provider Content”) is intended for general reference purposes only. Dental Provider Content may be provided by the Dental Provider and/or office staff and collected from multiple other data sources that may not be confirmed by the Dental Provider. While we make efforts to confirm Dental Provider Content and keep it updated, it can change frequently and may become out of date, incomplete or inaccurate at any time. denTEL does not provide any advice or certification regarding the qualifications of any particular Dental Provider.
11. Insurance Content. Insurance and insurance related Content (including, without limitation, insurance coverage and benefit Content) (“Insurance Content”) is intended for general reference purposes and for Member’s convenience only. Insurance Content may be based on Personal Information (as defined below) Member provide to us as well as Dental Provider Content (such as CPT codes and other encounter data). Insurance Content may also be provided either directly by the insurance provider Member identify or via a third party clearinghouse. Insurance Content can change frequently and may become out of date, incomplete or inaccurate. Member agrees that Member will (i) provide accurate and complete insurance-related Personal Information, and (ii) verify and maintain accurate insurance-related Personal Information (including, without limitation, verifying such Personal Information obtained by automated means from an insurance card Member provide). Although denTEL strives to provide Member with accurate Insurance Content, we are not responsible for any inaccurate, incomplete or outdated Insurance Content, and Member is responsible for complying with subparts (i) and (ii) hereof. “Personal Information” means, without limitation, Member’s name, address, social security number and contact information, insurance information, medical history and current medical needs, billing information, and other personally identifiable information.
12. No Medical Advice. denTEL does not provide medical or dental advice.  All medical or dental related information, including, without limitation, information shared via the Network is for informational and communicative purposes only. WHILE DENTEL HOPES THE CONTENT IS USEFUL IN MEMBER’S SEARCH FOR A DENTAL PROVIDER, IT IS NOT INTENDED AS A SUBSTITUTE FOR, NOR DOES IT REPLACE, PROFESSIONAL DENTAL ADVICE, DIAGNOSIS, OR TREATMENT. DO NOT USE THE SERVICES OR THE NETWORK FOR EMERGENCY DENTAL NEEDS. IF MEMBER EXPERIENCES A MEDICAL OR DENTAL HEALTH EMERGENCY, IS THINKING ABOUT SUICIDE OR TAKING ACTIONS THAT MAY CAUSE HARM TO MEMBER OR TO OTHERS, IMMEDIATELY CALL A DENTAL PROVIDER OR OTHER MEDICAL PROFESSIONAL AND/OR 911. MEMBER’S USE OF THE SERVICES IS SOLELY AT MEMBER’S OWN RISK. NOTHING STATED, POSTED, OR AVAILABLE THROUGH THE NETWORK OR ON THE WEBSITE IS INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF MEDICINE, DENTISTRY, NURSING, PHARMACY, OR OTHER PROFESSIONAL DENTAL ADVICE, OR THE PROVISION OF MEDICAL CARE. denTEL is not a referral service and does not refer, recommend or endorse any particular Dental Provider, test, procedure, opinion, or other information that may appear through the Network and/or via its Services. If Member relies on any Content, Member does so solely at Member’s own risk. We encourage Member to independently confirm any Content relevant to Member with other sources, including the Dental Provider’s office, medical associations relevant to the applicable specialty, Member states medical boards, and the appropriate licensing or certification authorities to verify listed credentials and education.
13. No Dental Provider-Member-Patient Relationship. Dental Providers use the Network to share Content with Member, but Member’s use of this Content is not a substitute for dental services or other medical advice. No licensed Dental Provider-Member-Patient relationship is created when Member uses the Network, denTEL’s Services or Content. This is true whether such Services are provided by or through the use of the Network, via the Website, or through any communications from denTEL including, without limitation, denTEL emails or text message links to other sites, or any assistance we may provide to help Member find an appropriate Dental Provider. denTEL encourages Dental Providers to use the Network responsibly, but denTEL has no control over, and cannot guarantee the availability of, any Dental Provider at any particular time. denTEL will not be liable for cancelled or otherwise unfulfilled appointments, or any injury or loss resulting therefrom, or for any other injury or loss resulting or arising from, or related to, the use of the Network or the Services whatsoever.
14. Choosing A Dental Provider. In connection with using the Network and the Services to schedule appointments with Dental Providers, Member understands that Member is responsible for choosing Member’s own Dental Provider, including without limitation, determining whether the applicable Dental Provider is suitable for Member’s dental needs based on Dental Provider’s specialty, experience, qualification, licenses and other important facts and circumstances that could impact Member’s care. denTEL takes certain limited steps to: (i) verify that Dental Providers participating in the Network hold certain active licenses, certifications or registrations required by law to practice the specialties of the services offered by them through the Services. denTEL may also exclude Member’s and/or Dental Providers from its Network who, in denTEL’s sole discretion, have engaged in inappropriate or unprofessional conduct (including, but not limited to, conduct in violation of its terms and conditions). While all qualified Dental Providers are eligible to use the Network, denTEL’s lists of Dental Providers are not exhaustive. Some Dental Providers listed through the Network enter into contracts with denTEL and may pay denTEL subscription-based and pay-per-lead fees in order to be marketed through or to use the Network and denTEL’s Services.
15. Insurance Verification. denTEL understands that Member-Patients might desire to use insurance whenever possible to reduce the cost of a Dental Provider visit. However, denTEL does not and will not provide insurance coverage to its Members. Members need to verify their insurance coverage with each applicable Dental Provider. At the time Member-Patient verifies his or her dental insurance coverage with the applicable Dental Provider, Member should understand that such verification is subject to annual maximums, outstanding claims, policy limitations, covered and non-covered Dental Provider Services. It is the responsibility of each Member-Patient to submit a dental claim. denTEL is not responsible for submitting insurance claims nor is denTEL responsible for insurance coverage changes, maximums, covered services, waiting periods, eligibility, frequency of procedures, downgrades, or alternative benefit clauses, age limitations, deductibles, and/or insurance plan limitations. Any outstanding claims could reduce the number of benefits available and further may not be known at the time of verification. Claims are subject to covered services and may require preauthorization to be approved and there is no guarantee that even if preauthorization is approved that the insurance company will authorize payment. Therefore, denTEL does not a guarantee any payments to Dental Providers. Additionally, there might be some procedures that may be covered under your medical plan for which dental benefits are not available, however, it is up to each Member to verify those benefits. In certain cases, multiple insurance benefits may be able to be used as long as it is coordinated by the “birthday rule” in which Member’s spouse or significant other has dental insurance coverage. In such cases, these insurance benefits can possibly be used depending on whose birthday comes earlier in the year. denTEL shall not be responsible for any amount paid already for the year, whether maximum or non-covered services. denTEL is not responsible for in and out of network provider status of the insurance company and each Member should contact his or her insurance provider to be sure the Dental Provider Member engages is within Member’s insurance network. denTEL will not be responsible for any benefits that are denied or otherwise not available to Member due to lack of coverage for failing to verify that Member’s Dental Provider is within Member’s insurance network. Further, insurance companies may terminate Member if Member is over the covered age of the insurance policy, for nonpayment of the insurance premium, for change of insurance, or for other reasons. denTEL has no responsibility for termination or cancellation of Member’s insurance coverage.
16. Resources. The Services and the Content are provided as an informational and educational resource for Members and Dental Providers. We may, but have no obligation to, publish Content through the Services that is reviewed by our editorial personnel. No party (including denTEL) involved in the preparation or publication of such works guarantees that the Content is timely, accurate or complete, and they will not be responsible or liable for any errors or omissions in, or for the results obtained from the use of, such Content.
17. Third-Party Procedures/Products/Services: Third-Party procedures, products, services and devices discussed and/or marketed through the Network are not applicable to all individuals, patients or all clinical situations. Any procedures, products, services or devices represented through the Network by advertisers, sponsors, and other participants or non-participants of the Network and/or Website, either paid or unpaid, are presented for Member’s awareness and do not necessarily imply, and denTEL makes no claims as to, safety or appropriateness for any particular individual or prediction of effectiveness, outcome or success.
18. Medical Information. Member may elect to enter certain medical information as Personal Information into the Website, including by requesting an appointment or filling out a medical history form (“Medical History Form”). Member can request (and in doing so, authorize) denTEL to provide this information to the Member selected Dental Provider. Member acknowledges and agrees that such information will be reviewed and approved by Member or someone authorized by Member at the time of Member appointment to ensure its accuracy. Member also acknowledge that denTEL may use the information Member provides in a Medical History Form in accordance with our Privacy Policies.
19. TeleVideo Services. Member may be able to utilize certain telemedicine services through the Network, including but not limited to via denTEL’s televideo services (“TeleVideo Services”). denTEL is not a Dental Provider, insurance provider, or a prescription fulfillment warehouse. In providing the TeleVideo Services, denTEL’s role is limited to making certain telehealth related information available to Member and/or facilitate Member’s access to telemedicine services provided by Dental Providers. denTEL is not responsible for such Dental Providers’ acts or omissions, or for any content of Member’s communications with them. denTEL is independent of the Dental Providers and does not employ or otherwise exercise any control over the services provided by Dental Providers, regardless of whether they utilize the denTEL Video Service.
20. Disclaimer. Member acknowledges that denTEL has no control over, and no duty to take any action regarding: (i) which users gain access to the Network, (ii) what Content Member accesses, (iii) what effect the Content may have on Member, (iv) how Member may interpret or use the Content, or (v) what actions Member may take as a result of having been exposed to the Content. Member releases denTEL from all liability for Member’s use or inability to use the Network, the Services or any Content. denTEL and its licensors, suppliers, partners, parents, subsidiaries and/or affiliated entities, and each of their respective officers, directors, members, employees, consultants, contract employees, representatives, and agents, and each of their respective successors and assigns (denTEL and all such parties together, the “denTEL Parties”) make no representations or warranties regarding suggestions or recommendations of services or products offered or purchased through the Network, and the denTEL Parties will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Network and/or the Services. denTELl has no special relationship with or fiduciary duty to Member. DENTEL PROVIDES THE SERVICES “AS IS” AND “AS AVAILABLE.” DENTEL MAKES NO EXPRESS OR IMPLIED WARRANTIES OR GUARANTEES ABOUT THE CONTENT, THE NETWORK OR THE SERVICES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, DENTEL HEREBY DISCLAIMS ALL SUCH WARRANTIES, INCLUDING ALL STATUTORY WARRANTIES, WITH RESPECT TO THE NETWORK AND/OR THE SERVICES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES THAT THE NETWORK AND/OR THE SERVICES ARE MERCHANTABLE, OF SATISFACTORY QUALITY, ACCURATE, FIT FOR A PARTICULAR PURPOSE OR NEED, OR NON-INFRINGING. DENTEL DOES NOT GUARANTEE THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE NETWORK AND/OR SERVICES WILL BE EFFECTIVE, RELIABLE OR ACCURATE OR WILL MEET MEMBER’S REQUIREMENTS. DENTEL DOES NOT GUARANTEE THAT MEMBER WILL BE ABLE TO USE THE NETWORK AND/OR THE SERVICES (EITHER DIRECTLY OR THROUGH THIRD-PARTY NETWORKS) AT TIMES OR LOCATIONS OF MEMBER’S CHOOSING. DENTEL IS NOT RESPONSIBLE FOR THE ACCURACY, RELIABILITY, TIMELINESS OR COMPLETENESS OF INFORMATION PROVIDED BY USERS OF THE SERVICES OR ANY OTHER DATA OR INFORMATION PROVIDED OR RECEIVED THROUGH THE WEBSITE. EXCEPT AS EXPRESSLY SET FORTH HEREIN, DENTEL MAKES NO WARRANTIES ABOUT THE INFORMATION SYSTEMS, SOFTWARE AND FUNCTIONS MADE ACCESSIBLE THROUGH THE WEBSITE AND/OR THE SERVICES OR ANY OTHER SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE OR PERSONAL INFORMATION. DENTEL DOES NOT WARRANT THAT THE NETWORK AND/OR THE SERVICES WILL OPERATE UNINTERRUPTED, ERROR-FREE, BUG-FREE OR FREE FROM DEFECTS, THAT LOSS OF DATA WILL NOT OCCUR, OR THAT THE NETWORK AND/OR THE SERVICES OR SOFTWARE ARE FREE OF COMPUTER VIRUSES, CONTAMINANTS OR OTHER HARMFUL ITEMS.
21. GENERAL LIMITATION OF LIABILITY. MEMBER’S SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH DENTEL IS THE CANCELLATION OF MEMBER’S DENTEL MEMBERSHIP ACCOUNT. IN NO EVENT SHALL DENTEL’S CUMULATIVE LIABILITY TO MEMBER FOR ANY AND ALL CLAIMS RELATING TO OR ARISING OUT OF MEMBER’S USE OF THE NETWORK AND/OR THE SERVICES, REGARDLESS OF THE FORM OF ACTION, EXCEED THE GREATER OF: (i) THE TOTAL AMOUNT OF FEES, IF ANY, THAT MEMBER PAID TO CREATE OR MAINTAIN A DENTEL MEMBERSHIP ACCOUNT FOR USE OF THE NETWORK AND/OR THE SERVICES, OR (ii) $100; EXCEPT THAT, FOR ANY AND ALL CLAIMS RELATING TO OR ARISING OUT OF MEMBER’S USE OF DENTAL PROVIDER’S SERVICES, IN NO EVENT SHALL DENTEL’S CUMULATIVE LIABILITY THEREOF REGARDLESS OF THE FORM OF ACTION EXCEED THE TOTAL AMOUNT OF FEES, IF ANY, REMITTED TO AND RETAINED BY DENTEL FOR PROVIDING DENTAL PROVIDER PAY-PER-LEAD FEES FOR THE APPLICABLE TO MEMBER-PATIENT’S DENTAL PROVIDER FOR THE SIX (6) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE APPLICABLE CLAIM. TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, IN NO EVENT AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL ANY OF THE DENTEL PARTIES BE LIABLE TO MEMBER (OR TO ANY THIRD PARTY CLAIMING UNDER OR THROUGH MEMBER) FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING FROM MEMBER’S USE OF, OR INABILITY TO USE, THE SERVICES. THESE EXCLUSIONS APPLY TO ANY CLAIMS FOR LOST PROFITS, LOST DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, WORK STOPPAGE, ACCURACY OF RESULTS, COMPUTER FAILURE OR MALFUNCTION, ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ANY SUBSTITUTE GOODS, SERVICES, OR TECHNOLOGY, OR MEDICAL MALPRACTICE OR NEGLIGENCE OF DENTAL PROVIDERS UTILIZED THROUGH USE OF THE SERVICES, OR ANY MATTER BEYOND OUR REASONABLE CONTROL, EVEN IF DENTEL KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED IN ACCORDANCE HEREIN TO THE MAXIMUM EXTENT PERMITTED BY LAW. IF MEMBER IS A CALIFORNIA RESIDENT, MEMBER WAIVES MEMBER’S RIGHTS WITH RESPECT TO CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
22. Termination. If Member is not using the Network and/or the Services in accordance with this Agreement, denTEL reserves the right, if denTEL determines it is best, to terminate, suspend and/or deactivate Member’s denTEL Membership Account immediately, without notice, if there has been a violation of this Agreement. denTEL may also terminate, suspend or deactivate Member’s denTEL Membership Account for any other reason, including inactivity for an extended period. denTEL shall not be liable to Member or any third party for any termination, suspension or deactivation of Member’s access to the Network and/or the Services. Further, Member agrees not to attempt to use the Network and/or the Services after any such termination, suspension or deactivation (except where deactivation is due solely to inactivity, and Member is permitted to create another denTEL Account). Account termination may result in destruction of any content associated with Member’s denTEL Membership Account. Any provisions that, by their nature, should survive termination of this Agreement shall survive any termination or expiration of this Agreement. denTEL reserves the right to investigate and, at its discretion, take appropriate legal action against anyone who violates this Agreement, including without limitation, removing any offending communication from the Website, terminating the denTEL Membership Account of such violators, and or blocking Member’s use of the Network and/or the Services.
23. Indemnification. Upon denTEL’s request, Member agrees to defend, indemnify, and hold harmless the denTEL Parties from all liabilities, claims, damages (actual and consequential), demands, and expenses, including reasonable attorney’s fees, that arise from or are related to (i) Member’s use of the Network and/or Services; or (ii) any violation of this Agreement; (iii) the violation of any intellectual property or other right of any person or entity; and/or (iv) by any person using Member’s Credentials without authorization. The foregoing indemnification obligation does not apply to liabilities, claims and expenses arising as a result of our own gross negligence or intentional misconduct.
24. Arbitration. The Parties hereby agree to resolve any and all disputes by binding arbitration in Nassau County, New York. The arbitration will proceed in the English language, in accordance with the JAMS Streamlined Arbitration Rules and Procedures (the “Rules”) then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes. The arbitrator shall be selected from the appropriate list of JAMS arbitrators in accordance with such Rules. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction. The Rules will govern payment of all arbitration fees. denTEL will pay all arbitration fees for claims less than twenty-five thousand ($25,000) dollars. denTEL will not seek its attorneys’ fees and costs in arbitration unless the arbitrator determines that Member’s claim is frivolous. Either Member or denTEL may assert claims, if they qualify, in small claims court in Nassau County, New York. Furthermore, notwithstanding the foregoing obligation to arbitrate disputes, each party shall have the right to pursue injunctive or other equitable relief at any time, from any 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.
25. Waiver of Jury Trial. MEMBER AND DENTEL WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR JURY. Member and denTEL are instead choosing to have claims and disputes resolved by arbitration. Arbitration procedures are typically more limited, more efficient, and less costly than rules applicable in court and are subject to very limited review by a court. In any litigation between Member and denTEL over whether to vacate or enforce an arbitration award, MEMBER AND DENTEL WAIVE ALL RIGHTS TO A JURY TRIAL and elect instead to have the dispute be resolved by a judge.
26. Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS. CLAIMS OF MORE THAN ONE MEMBER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER MEMBER.
27. Electronic Contracting; Copyright Dispute. Member’s affirmative act of using the Network and/or the Services and/or creating a denTEL Membership Account constitutes Member’s electronic signature to this Agreement. This Agreement and any other documents to be delivered in connection with the Network and/or the Services may be electronically signed, and any electronic signatures appearing on this Agreement or such other documents are the same as handwritten signatures for the purposes of validity, enforceability, and admissibility.
28. Eligibility. Member must be eighteen (18) years of age or over, or the legal age to form a binding contract in Member’s jurisdiction if that age is greater than eighteen (18) years of age, to create a denTEL Membership Account or use the Network and/or Services on Member’s own. Those under the age of thirteen (13) may not use the Network and/or Services. If Member are between the ages of 13 and 18 or the applicable legal age in Member’s jurisdiction, Member can use the Network and/or Services only under the supervision of Member’s parent or guardian who has agreed to this Agreement. By using the Network and/or Services on behalf of a minor child, Member represents and warrants that Member is the parent or legal guardian of such child, and that all references in this Agreement to “Member” shall refer to such child or such other individual on whose behalf Member have authorization to enter into this Agreement and Member in Member’s capacity as the parent or legal guardian of such child or as the authorized party of such individual. If Member does not qualify under this Agreement, Member may not use the Network and/or Services. Use of the Network and/or Services is void where prohibited by applicable law, and the right to access the Network and/or Services is revoked in such jurisdictions. By using the Network and/or Services, Member represents and warrants that Member has the right, authority, and capacity to enter into this Agreement. The Network and/or Services are administered in the U.S. and intended for U.S. users only; any use outside of the U.S. or use related to activities outside of the U.S. is prohibited and at the Member’s own risk. Member is responsible for compliance with any local, state or federal laws applicable to their use of the Network and/or Services.

IN WITNESS WHEREOF, the Parties hereto, each acting under due and proper authority, have read, understood and executed this Agreement as of the Effective Date. The terms and/or policies set in this document are enforceable and applicable when you click or clicked the “I agree” or “I accept” checkbox during the time of signing up showing clear intent and consent