Terms and ConditionsEffective: September 06, 2022
Thanks for using BrightPlans. These Terms and Conditions (“Terms” or “Agreement”) are a legal agreement between you and SayWhite Kft (“we,” “our,” or “us”) and govern your use of our services and any other data or information that we and our affiliates may make available to you.
If you are entering into these Agreement on behalf of a company or other organisation, you hereby represent and warrant that you are authorised to enter into these Terms on behalf of such company or other organisation.
IMPORTANT, READ CAREFULLY: YOUR USE OF AND ACCESS TO THE SERVICE (AND ASSOCIATED SOFTWARE) (COLLECTIVELY, THE “SERVICE”) OF BRIGHTPLANS AND ITS AFFILIATES (“BRIGHTPLANS”) IS CONDITIONED UPON YOUR COMPLIANCE WITH AND ACCEPTANCE OF THESE TERMS. PLEASE REVIEW THOROUGHLY BEFORE ACCEPTING. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, DO NOT ACCESS OR USE THE SERVICES.
BY UTILISING THE SERVICE YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS AND ALL EXHIBITS, ORDER FORMS, AND INCORPORATED POLICIES (THE “AGREEMENT”). THE SERVICE IS NOT AVAILABLE TO PERSONS WHO ARE NOT LEGALLY ELIGIBLE TO BE BOUND BY THESE TERMS.
IF YOU ARE LOCATED IN THE EUROPEAN ECONOMIC AREA, SWITZERLAND, OR UNITED KINGDOM, THE DATA PROCESSING AGREEMENT ACCOMPANIES THESE TERMS AND SETS FORTH OTHER TERMS OF OUR AGREEMENT THAT APPLY SOLELY TO THE EXTENT ANY INFORMATION YOU PROVIDE TO US INCLUDES PERSONAL DATA OF INDIVIDUALS LOCATED IN THE EUROPEAN ECONOMIC AREA, SWITZERLAND, AND THE UNITED KINGDOM.
We will provide the Service and you may access and use the Service, in accordance with this Agreement. This constitutes a contract between you and us and must be read together with our proposal to you or any other documents explicitly agreed to be part of this contract.
1.1 “We” or “us” means SayWhite Kft. a company with the details below; including any of its trading names, such as BrightPlans.
(a) Company name: SayWhite Kft.
(b) Registered address: 4300 Nyírbátor, Bartók u. 2, Hungary
(c) Company registration number: 15-09-076910
(d) Tax number: HU23084980
(e) Representative: Tibor Botos, CEO
(f) Email: email@example.com
(g) Phone number: +36 (70) 943 4871
1.2 “You” or “your” means the person or entity, entering into this contract with us for the provision of the Service.
1.3 “Content” means all information and data that you input, generate or make accessible with the Service.
1.4 “Permitted Users” means you, your employees or anyone else using your accounts
2. Licence Terms
2.1 The Service is a cloud-based dental treatment plan creator platform. It is designed to enable you to create dental treatment plans.
2.2 The Service is only available on PC-s and works with market-leading browser software and operating systems. A stable internet connection is a precondition for using the Service.
2.3 We provide support for the Service, which you can access by email: firstname.lastname@example.org
2.4 We provide you a non-exclusive, non-transferable licence to use the Service subject to and limited to the time of a valid subscription, pursuant to this Agreement, or subject to free evaluation terms, as further detailed below. You agree not to transfer the licence provided to you of the Service, to another person, company or entity, unless by written agreement with us.
2.5. We have the right to grant you this licence. We are not transferring any rights of ownership, copyright or other intellectual property of the Service to you. We licence you to use the Service for your internal business purposes only.
2.6. Each of you and us represents, warrant and covenant to the other that:
(a) it has the full corporate right, power and authority to enter into and perform this Agreement, and such execution and performance does not and will not violate any other agreement to which it is a party, and
(b) this Agreement constitutes its legal, valid and binding obligation.
3. Your obligations
3.1 You assume full responsibility for your and your Permitted Users’ use of the Service in accordance with this Agreement and with applicable local, state, federal, national and international laws, regulations and treaties, and warrant that you have obtained all rights in the Content to authorise us to input, process, distribute, store and display the Content as contemplated by the Agreement.
3.2 You assume full responsibility for your and your Permitted Users’ account credentials and you are responsible for keeping the credentials confidential. You acknowledge that the credentials give access to your Content and the Service.
3.3 You will not, and ensure that your Permitted Users will not, use the Service or Content for any use or purpose that:
(a) is obscene, libelous, blasphemous, defamatory, inciting hatred, terrorism or any similar offence;
(b) infringe or misappropriate the intellectual property rights or violates the privacy rights of any third party (including without limitation, copyright, trademark, patent, trade secret, or other intellectual property right, moral right, or right of publicity);
(c) is in violation or may encourage any manner of acting that would violate any applicable local, state, national and foreign laws, treatises and regulations; or
(d) may drive or encourage any third party to do any of the above.
3.4 You will not, and will ensure that your Permitted Users will not:
(a) abuse the Service or use the Service in any way that restricts or inhibits the use of the Service
(b) resell, transfer, grant others permission to use the Service, pledge, lease, rent, or share your rights under this Agreement (including without limitation to any of your affiliates)
(c) modify, remove or amend BrightPlans’s name or logo
(d) update, reproduce, duplicate, copy all or any part of the Service;
(e) access or attempt to access any of our systems, programs or data that are not made available for public use, or attempt to bypass any registration processes on the Service or any of the Service’s security and traffic management devices
(f) attempt to decompile, disassemble, re-engineer or reverse engineer the Service or otherwise create or attempt to create or permit, allow, or assist others to extract source code of the Service, its structural framework or allow or facilitate a third party, to violate or infringe any rights of us or our policies or the operational or security mechanisms of the Service.
3.5 You will not, and ensure that your Permitted Users will not use the Service to send emails that violate the regulations of the Hungarian e-Commerce Act, GDPR and other anti-spam laws.
3.6 When using the Service in conjunction with other third-party services, you will comply with the terms of service of such third party services. We shall not be liable for any termination, breach of terms, or suspension of service resulting from your use of the Service.
3.7 You may not access or use the Service if you are a direct competitor of us, or for monitoring the Service’s availability, performance or functionality, or for any other benchmarking or competitive purposes.
3.8 You also agree that if we suffer any loss, damage, fine or expenses as a result of unauthorised access to or any use or misuse of the Service because of your breach of any provision of this Agreement, you will indemnify us.
4. Evaluation Period
4.1 We may make the Service or any part of it available to you on an evaluation basis until the earlier of
(a) the end of the agreed or advertised evaluation period,
(b) your purchase of a Service subscription, or
(c) any termination of the evaluation by us for any reason, or for no reason at all, by sending you a termination notice with immediate effect.
5.1 BY CREATING A PAID SUBSCRIPTION, YOU CONSENT TO ALLOW AND EXPRESSLY AUTHORISE US TO CHARGE YOUR PAYMENT METHOD, EITHER DIRECTLY OR THROUGH PAYMENT PROCESSORS, FOR THE AMOUNTS DUE FOR YOUR INITIAL SUBSCRIPTION PERIOD AND FOR ADDITIONAL SUBSCRIPTION PERIODS UNTIL YOUR ACCOUNT IS CANCELLED OR TERMINATED.
5.2 In consideration of the right to use the Service under the terms herein, you will pay subscription fees in the amount and payment terms (the “Subscription Fees”).
5.3. At the end of the initial subscription term, all your subscriptions (including any additional subscriptions added to your account) will renew automatically for additional 1 (one) month period unless you or us notifies the other in writing, at least 15 (fifteen) days prior to the end of the then-current subscription term, that it chooses not to renew.
5.4 You agree that in the event we are unable to collect the Subscription Fees owed to us for the Service, we may take any steps it deems necessary to collect such fees from you and that you will be responsible for all costs and expenses incurred by us in connection with such collection activity, including collection fees, court costs, and attorneys’ fees. You further agree that we may collect interest at the lesser of 1.0% per month or the highest amount permitted by law on any amounts not paid when due.
5.5 Except to the extent otherwise expressly stated in this Agreement or in our Cancellation and Refund Policy, all obligations to pay Subscription Fees are non-cancelable and all payments are non-refundable.
5.6 Your Subscription Fees are exclusive of taxes, levies, duties or similar governmental assessments of any kind, unless otherwise indicated. You will be responsible for paying any and all such taxes.
5.7 We reserve the right to modify the Subscription Fees for the Service, effective upon commencement of the next renewal subscription term, by notifying you of such change in writing at least 15 (fifteen) days before the end of the then-current Subscription Term.
5.8 You shall notify us of any changes in your notification and billing data in writing within 15 (fifteen) days of the change, with identifiable data. We shall not be held liable for any damages resulting from the failure to promptly notify changes in the subscriber data, and may claim compensation from you for any damages incurred as a result.
6. Term and Termination
6.1 Either of you and us may terminate this Agreement if the other party
(a) materially breached this Agreement and has not cured such breach within 7 days after receiving notice (if curable), without prejudice and in addition to any right or remedy that the non-defaulting party may have under this Agreement or the applicable law, or
(b) becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors.
6.2 In addition to our termination rights set out earlier, we may, at any time, without prior notice and at our sole option, either suspend your access to the Services under this Agreement until you give suitable undertakings or terminate this Agreement immediately if:
(a) You breach any term of this Agreement, or
(b) Any fee or charge remains unpaid by you for more than 15 days after it is invoiced or requested.
6.3 Upon termination or expiration of this Agreement;
(a) you will cease use of the Service and all rights granted to you under this Agreement will terminate;
(b) Sections 3.4, 3.8, 7, 8, 9, 10, 12, 14, 15, 16, 17, 18, and 19 survive termination of the Agreement.
6.4 Upon termination or expiration of this Agreement we will be under no obligation to maintain your Content, or make them available to you and we may delete any of your Content.
6.5 Any waiver by us of any breach by you of this Agreement will not prevent us from taking action against you if you are in breach of contract again at a later date.
7.1 WE PROVIDE THE SERVICE “AS IS” AND “AS AVAILABLE”. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTY OF QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WITHOUT LIMITING THE ABOVE, WE MAKE NO WARRANTY WHATSOEVER WITH RESPECT TO (I) THE SERVICE MEETING YOUR REQUIREMENTS OR BEING UNINTERRUPTED, CONTINUOUS, TIMELY, OR ERROR OR VIRUS-FREE; (II) WHETHER YOUR USE OF THE SERVICE OR THE CONTENT WILL GENERATE ANY RESULTS OR CONSEQUENCES; OR (III) WHETHER YOUR USE OF THE SERVICE IS LAWFUL IN ANY PARTICULAR JURISDICTION.
7.2 We use commercially reasonable efforts to maintain the highest Service availability. However, we cannot guarantee that the Service will operate in an uninterrupted or error-free manner. We perform Service maintenance and use commercially reasonable effort to schedule system down-time to off-peak hours and to avoid service interruptions and delays.
7.3 We use commercially reasonable efforts to maintain compatibility of the Service with the market-leading operating systems and internet browsers, but we do not warrant that the Service is or will be compatible with any software or version.
7.4 The Service, when used in accordance with this Agreement, will perform in all material respects as specified in Section 2 above. Your sole and exclusive remedy under such warranty shall be for us to use commercially reasonable efforts to correct or to replace the affected Service with a component or service of similar functionality. The above warranty is conditioned upon you notifying us in writing within 7 days of discovery of any alleged defect in the Service together with a documented example of such defect. This warranty shall not apply to any portion of the Service that:
(a) have been subject to abuse or misuse,
(b) is used in combination with any other products, process, equipment or software not furnished by us,
(c) is related to a virus, worms and the like that has not been introduced by us, or
(d) was used without authorization.
8. Limitation of Liability
8.1 TO THE FULLEST EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES WE WILL NOT BE LIABLE TO YOU OR OTHERS FOR ANY DAMAGES RESULTING FROM YOUR USE OF THE SERVICES OR YOUR DISPLAYING, COPYING, OR DOWNLOADING ANY CONTENT TO OR FROM THE SERVICE. IN NO EVENT WILL WE BE LIABLE UNDER OR IN CONNECTION WITH THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY DAMAGES, LOSSES OR COSTS, INCLUDING BUT NOT LIMITED TO:
(a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES;
(b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST BUSINESS, PRODUCTION, REVENUES, OR PROFITS;
(c) LOSS OF GOODWILL OR REPUTATION;
(d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY, OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR
(e) COST OF REPLACEMENT GOODS OR SERVICES,
IN EACH CASE REGARDLESS OF WHETHER WE WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE.
IN NO EVENT WILL OUR AGGREGATE LIABILITY OR OUR INDEMNIFICATION OBLIGATIONS ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE EXCEED THE GREATER OF (I) THE AMOUNT PAID, IF ANY, BY YOU TO US IN CONNECTION WITH THESE TERMS IN THE TWELVE (12) MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY OR (II) US $100.00.
THIS LIMITATION OF LIABILITY IS PART OF THE BASIS OF THE AGREEMENT BETWEEN YOU AND WE AND SHALL APPLY TO ALL CLAIMS OF LIABILITY, EVEN IF WE HAS BEEN TOLD OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF THESE REMEDIES FAIL THEIR ESSENTIAL PURPOSE.
9. Limitation of Claims
9.1 Any claim or cause of action arising out of or related to use of the Service or to the Agreement must be filed within two years after such claim or cause of action arose, or be forever barred.
10.1 You alone are responsible for any violation of these Terms by you.
10.2 You agree to indemnify and hold us, our parents, subsidiaries, affiliates, officers, agents, employees, resellers or other partners, and licensors harmless from any claim, demand, loss, or damages, including reasonable attorneys’ fees (“Losses”), resulting from any third-party claim, suit, action, or proceeding (“Third-Party Claim”) that the Content, or the use thereof in accordance with this Agreement, infringes or misappropriates such third party’s intellectual property rights or violates any applicable law or regulation and any Third-Party Claims based on your or any Permitted Users’
(a) negligence or willful misconduct;
(b) use of the Service in a manner not authorised by this Agreement;
(c) use of the Service in combination with data, software, hardware, equipment, or technology not provided by us or authorised by us in writing; or
(d) modifications to the Services not made by us,
provided that you may not settle any Third-Party Claim against us unless we consent to such settlement, and further provided that we will have the right, at its option, to defend itself against any such Third-Party Claim or to participate in the defence thereof by counsel of our own choice.
11. Links to other websites and applications
11.1 The Service may contain links and references to websites and applications of others. We may, from time to time, at our sole discretion, add or remove links. We have no control over these third-party websites and applications, we do not endorse, sponsor, or confirm their content and we are not responsible or liable for any communication or transaction that you make with them.
12. Proprietary Rights; Your Feedback
12.1 All parts of the Service are protected by copyrights, trademarks, service marks, patents or other proprietary rights, as a collective work or compilation, pursuant to laws and international conventions. Except for your Content, all rights to the Service and derivatives thereof are retained by us. In addition, we retain all rights to aggregated and anonymous data derived from your use of the Service, with the understanding that such data will not be identifiable as belonging to or emanating from you nor will such data contain information that directly or indirectly identifies you or any other person (natural or otherwise).
12.2 This Agreement does not give you any right or ownership to our Intellectual Property other than the non-exclusive, non-transferable licence to use the Service during the term detailed in sections 4, 5 and 6.
12.3 We make no claim of ownership as to your Content, the trademarks of any third party linked or displayed on the Service, or with respect to any publisher or publication mentioned on the Service.
12.4 In the course of using the Service, you or your Permitted Users may provide us with feedback and suggestions regarding the Service. You hereby assign to us ownership in all such feedback and suggestions and all rights therein, without any royalty or accounting obligations to you.
12.5 Should you ask us to modify the Service to meet a specific need of yours, we may choose at our discretion, to incorporate those changes into the Service. It may thus be available to other subscribers. We may do this, even if you pay for all or some of the cost of the modification.
12.6 We will not issue any press release about your use of the Service without your prior approval. Unless otherwise agreed, we may, however, mention publicly (including on our website) that we are, or have been, involved in providing the Service for you.
13. Data Security
13.1 We will maintain reasonable physical and technical safeguards to prevent unauthorised disclosure of or access to Content, in accordance with industry standards. We will notify you if it becomes aware of unauthorised access to Content. We will not access, view or process Content except
(b) as authorised or instructed by you,
(c) as required to perform its obligations under this Agreement; or
(d) as required by applicable law.
We have no other obligations with respect to Content.
13.2 The terms of the Data Processing Agreement (“DPA”) are incorporated by reference to this Agreement and apply to the processing of personal information which is part of your Content.
14. Privacy and Other Policies
15.1 “Confidential Information” means all information provided by a party to another party, whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure, and excluding any information that was or has become publicly available without the receiving party’s actions or inactions.
15.2 Our confidential information includes, without limitation, the Service’s features, functionality, and performance, your view of the Service and any other information which either we say is confidential or which is clearly confidential.
15.3 Your Confidential Information includes, without limitation, the Content and any information that you tell us about your business and future plans and any other matter which either you say is confidential or which is clearly confidential.
16. Copyright Protection - Digital Millennium Copyright Act
16.1 We respect the rights of copyright owners and expect our users to do the same. If you are a copyright work owner or an agent thereof, and you believe any content submitted to and hosted on the Service infringes your copyrights, you may submit a notification pursuant to the U.S. Digital Millennium Copyright Act (“DMCA”) by providing our Designated Copyright Agent with the following information in writing (“Notice”):
(a) sufficient details to enable identification of the copyrighted work that has been allegedly infringed, if multiple copyrighted works are claimed to be infringed, a representative list of such works;
(b) a description of where the content that you claim is infringing is located on the Service; your contact information at which you may be contacted (for example, your address, telephone number, and email address);
(c) a statement that you have a good faith belief that the use of the content identified in the Notice is not authorised by the copyright owner, its agent, or the law;
(d) a statement, under penalty of perjury, that the information in the Notice is accurate and that you are authorised to act on behalf of the owner of the exclusive right that is alleged to be infringed; and
16.2 Following receipt of your Notice, we will take whatever action as we deems appropriate, including removal of the challenged content from the Service. We may ask you to provide further or supplemental information, prior to removing any content, as we deem necessary to comply with the provisions of the DMCA. It is our policy to respond only to Notices of alleged infringement that comply with the provisions of this section.
16.3 Our Designated Copyright Agent for notices of claims of copyright infringement may be reached as follows:
(a) email: email@example.com
(b) subject line: Copyright Notice
17. Governing Law and Exclusive Courts
17.1 This Agreement will be governed by laws of Hungary without regard to its choice of law or conflicts of law principles. You and we consent to the exclusive jurisdiction and venue in the courts in Debrecen, Hungary, except that temporary relief to enjoin infringement of intellectual property rights may be sought in any court where such infringement has occurred. EACH PARTY WAIVES ANY OBJECTION (ON THE GROUNDS OF LACK OF JURISDICTION, FORUM NON CONVENIENS OR OTHERWISE) TO THE EXERCISE OF SUCH JURISDICTION OVER IT BY ANY SUCH COURTS.
18. Force Majeure
18.1 Neither party will be deemed to be liable for any breach of this Agreement caused by matters beyond a party’s reasonable control, including, but not limited to, Acts of God, fire, lightning, explosion, war, disorder, flood, industrial disputes (whether or not involving our employees), failures or interruptions of electricity supplies, weather of exceptional severity or acts of local or central Government or other authorities.
19. Injunctive Relief
19.1 You acknowledge that any use of the Service contrary to this Agreement, or any transfer, sublicensing, copying or disclosure of technical information or materials related to the Service, may cause irreparable injury to us, our affiliates, suppliers and any other party authorised by us to resell, distribute, or promote the Service (“Resellers”), and under such circumstances we, our affiliates, suppliers and Resellers will be entitled to equitable relief, without posting bond or other security, including, but not limited to, preliminary and permanent injunctive relief.
20.2 You and we are independent entities with respect to each other, and nothing in this Agreement will be construed as creating a partnership, agency, fiduciary or employment relationship or a joint venture between you and we.
20.3 If any provision of this Agreement is held to be contrary to law, such provision will be construed, as nearly as possible, to reflect the original provision and the other provisions remain in full force and effect.
20.4 The section titles in this Agreement are solely for convenience and have no legal or contractual significance. No provision of the Agreement will be construed against us but rather will be construed in a neutral manner as terms entered into by a fully-informed party on a voluntary basis after opportunity to confer with advisors and legal counsel about the meaning and effects of the terms of this Agreement.
20.5 All modifications to or waivers of any term of this Agreement must be in a writing signed by you and we and expressly reference this Agreement. No waiver of any term of this Agreement will be deemed a further or continuing waiver of such term or any other term, and any failure to assert any right under the Agreement will not constitute a waiver.
20.6 Our suppliers are beneficiaries of the limitations, obligations and restrictions contained in this Agreement that are protective of us or the Service.
20.7 This Agreement, and any rights granted hereunder, may not be transferred or assigned by a party, except to a successor of all or substantially all of its business or assets (by merger or otherwise).
20.8 This Agreement and all documents related hereto, either present or future, has been prepared in the English language and such a version shall be controlling in all respects and any non-English version of this Agreement is solely for accommodation purposes.
21.1 We may amend our Terms at any time by publishing revised Terms on our website and/or by sending an email to the address you gave us. These Terms are current as of the Effective Date set forth above. If any changes are made to these Terms, we’ll post them on this page, so please be sure to check back periodically. If you continue to use the Service after those changes are in effect, you agree to the revised Terms. Therefore, it is important for you to periodically review our Terms to make sure you still agree to them. If you object to any such modifications, your sole recourse will be to cease using this website.
21.2 We reserve the right to change any and all features of the Service, at any time, without notice.
21.2 We reserve the right to modify the Subscription Fees for the Service, as detailed in section 5.7 (Subscription)
22. Medical Disclaimer
22.1 WE DO NOT GIVE MEDICAL ADVICE. The Service contains general information about medical conditions and treatments. We do not provide medical advice, professional diagnosis, opinion, treatment or services to any individual. Medical information changes constantly. Therefore the information on the Service should not be considered current, complete or exhaustive, nor should you rely on such information to recommend a course of treatment for you or any other individual. Reliance on any information provided by the Service is solely at your own risk.