VIOME TERMS OF SERVICE
Version: 5.1.1
Effective Date: December 19, 2023
Introduction
Viome Life Sciences, Inc. (“Viome”) is an AI-driven, personalized therapeutics platform that digitize, decode, and decipher human biology for the prevention and early detection of chronic diseases, and application that empowers people with data and technology based on the functional analysis of microbial, mitochondrial, and human gene expression. Our services include access to the Viome public website, mobile application, precision supplements (“Supplements” or “Precision Supplements™”) and precision probiotics and prebiotics (“Probiotics+Prebiotics” or “Precision Probiotics+Prebiotics™”) service, oral health solutions (“Oral Health Solutions”), and personal “omics” testing services (e.g., microbiome, genetic, transcriptome, etc.), including the collection and analysis of stool, blood, saliva, or other biological samples.
Using the sample collection kits (“Kits”), customers collect the biological samples (“Sample” or “Samples”) and submit them to Viome for testing and analysis. Viome Kits consist of two lines of products and services (i.e., Viome Discovery™ line of detection tests and Viome Wellness™ line of tests and products). The Samples received by Viome are subjected to a sequencing process that generates sample data ("Sample Data") used for producing the test data (“Test Data”). Sample Data together with Test Data and customer-provided information are analyzed using Viome proprietary technology to generate your unique test results (“Test Results”) that Viome will use to detect molecular features that are associated with certain diseases, and for making personalized food, Supplements, Probiotics+Prebiotics, Oral Health Solutions, and lifestyle recommendations via Viome websites located at www.viome.com and www.viomepro.com, mobile applications, and other methods.
Customers will be required to create an account on Viome website or the mobile application (“Viome Account” or “Account”) and will be asked to complete an initial questionnaire in full in order to start the Sample testing process by Viome’s Clinical Laboratory Improvement Amendments (“CLIA”) certified laboratories and view the results and recommendations sent by Viome.
PLEASE READ THESE TERMS OF SERVICE CAREFULLY. BY ACCESSING OR USING THE SERVICE (AS DEFINED BELOW), YOU AGREE TO BE BOUND BY THESE TERMS OF SERVICE AND ALL TERMS, CONDITIONS, POLICIES, GUIDELINES AND DISCLOSURES INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO ALL OF THESE TERMS OF SERVICE, DO NOT USE THE SERVICE.
1. Acceptance of Terms of Service
These Terms of Service (“Terms”) govern your (“you”, “customer” or “user”) access to and use of our Viome Discovery line of detection tests (such as CancerDetect™ and Oral Health Pro™), Viome Wellness line of products, solutions, programs and microbiome testing service, Viome Precision Supplements™ and Precision Probiotics+Prebiotics™ subscription services (“Subscription” or “Subscription Service”), Research, Research Studies, optional Study Participation programs, website, software applications including mobile applications, data analysis, Kits, and collection and analysis of stool, blood, saliva, cheek or chin swab or other biological Samples (collectively, the “Service”) provided by Viome Life Sciences, Inc. (“Viome”, “we”, or “us”).
These Terms do not alter in any way the terms or conditions of any prior written agreements you may have with Viome separately, if any, on other matters.
By subscribing to or using the Service, accessing any content made available through our websites and the Service, or clicking to accept or agree to these Terms, where this option is made available to you for any Services, you agree to be bound by these Terms.
If you do not agree to these Terms, please immediately discontinue use of the Service. Your access to and use of the Service, and any Accounts you establish in connection with the Service, are conditioned on your compliance with these Terms. If Viome, in its sole discretion, determines that you have failed to comply with any of these Terms, it shall have the right to terminate your access to and use of the Service or any component of it and any associated Account(s) therewith immediately and without further notice.
2. Order of Precedence
Please note that some features of Viome Services may be provided under additional or separate legal agreements or consents between Viome and you. If that is the case, when you first participate in or use such features, you will be provided with an opportunity to review and agree to the terms that govern such Service features. We may also require your affirmative acceptance of the informed consent forms applicable to Service features such as optional Research Studies and Study Participations. If there is a conflict between these Terms and legal terms applicable to a particular Service feature, Research Studies, or Study Participations, the terms in such agreements and consent forms will take precedence over these Terms with respect only to those specific Service features.
3. Revisions and Updates
Viome reserves the right to change, revise, update, or modify these Terms or any notices, policies, or guidelines incorporated herein at any time and in its sole discretion. Any changes or modifications will be effective as of the date stated at the top of these Terms immediately upon posting of the revisions on the Service. Your continued use of the Service following the posting of such changed or modified Terms will constitute your acceptance of such changes or modifications. Therefore, you should frequently review these Terms and any applicable policies to understand the most current terms and conditions that apply to your use of the Service.
4. Viome Test Kits and Subscription Services
Viome’s current test Kit offerings (“Test Kits”) and Services include the following:
Gut Intelligence® (“GI Test”)
Health Intelligence® (“HI Test”)
Full Body Intelligence™ (“FBI Test”)
CancerDetect™ (“CD Test”)
Oral Health Pro™ (“OH Pro Test”)
Oral Health Intelligence™ (“OHI Test”)
Precision Supplements™ Subscription Service
Precision Probiotics +Prebiotics™ Subscription Service
VRx My.Biotics™ Oral Lozenges Subscription Service
The important terms applicable to these Test Kits and Services can be found in these Terms of Service. You can read more about what you get for each Kit and Subscription Service and Service options in their product and service descriptions on our website.
Below you will find Important Notices, Instructions, and Restrictions applicable to the Test Kits and Subscription Services currently provided by Viome:
4.1. Gut Intelligence® (“GI Test”)
GI Test Kit is the test that analyzes your dynamic microbiome and provides you with personalized food, lifestyle, Supplements, and Probiotics+Prebiotics recommendations.
4.2. Health Intelligence™ (“HI Test”)
Our HI Test Kit is a combination of the GI Test and the Human Gene Expression™ test (“HGE Test”), offered together, as one composite Kit suite. The integrated GI Test and HGE Test results are analyzed by Viome to unlock the dynamic microbial and human gene interactions in your body that form the basis of more personalized and precise food, lifestyle, Supplements, and Probiotics+Prebiotics recommendations delivered to you.
4.3. Full Body Intelligence™ (“FBI Test”)
Our FBI Test Kit is a combination of the GI Test, HGE Test, and our new Salivary Gene Expression test (“SGE Test”), offered together, as one composite Kit suite. The integrated GI Test, HGE Test, and SGE Test results are analyzed by Viome to unlock the dynamic microbial and human gene interactions in your body that form the basis of even more personalized and precise diet, lifestyle, Supplements, and Probiotics+Prebiotics recommendations delivered to you.
4.4. CancerDetect™ (“CD Test”)
The Viome CancerDetectTM (“CD Test”) is a detection test for oral squamous cell carcinoma (“OSCC”) and oropharyngeal cancer (“OPSCC”) by identifying molecular features that are associated with OSCC and OPSCC in saliva samples from adults either, (i) 50 years or older; or (ii) who have a history of tobacco use. The CD Test uses next generations sequencing of RNA to assess the expression of human and microbial genes that classifies a patient as being likely to have OSCC and/or OPSCC or not.
4.5. Oral Health Pro™ (“OH Pro Test”)
The Viome Oral Health Pro™ with CancerDetectTM (“OH Pro Test”) is a preventative and a detection test that provides dental and medical professionals with unparalleled insights into their patients' oral health including dental and gum health, breath odor, and risk factors for oral and systemic disease conditions like caries and periodontitis. OH Pro Test also includes the CD Test used for advanced cancer screening and early detection of oral and throat cancer. OH Pro provides actionable insights to dental and medical professionals to help personalize their patients' treatment plans, and a recommendation from your dental or medical professional is a prerequisite for ordering the OH Pro Test.
4.6. Oral Health Intelligence™ (“OHI Test”)
Viome OHI Test is designed to give you valuable insights into your oral microbiome and its impact on your oral health and overall systemic health, and how you can improve the beneficial oral microbial activity with nutrition, supplements, and oral health products. Currently, OHI Test is available only with VRx My.Biotics™ Oral Lozenges (“Oral Lozenges”) and Precision Supplements™ (“Oral Supplements”) Subscription Services as a composite solution (“Oral Health Solutions”) to address your oral health issues. Please read the applicable product description for further details.
4.7. Supplements Subscription Service
Viome’s Precision Supplements line of Subscription Services are designed to provide you precisely personalized Supplements, Probiotics+Prebiotics, Oral Lozenges, and Oral Supplements delivered to your door each month. All personalized Supplements and Probiotics+Prebiotics are specially formulated with premium ingredients and are selected for you based on your unique Viome Test Results and health insights.
As a result of reviewing the most recent research related to our supplement ingredients and continuous assessments of customer data, our recommendations may be updated to reflect new knowledge we have added to our database. This evolving science creates your living formula. Evaluating the progress of your health scores by retesting allows your personalized formula to evolve.
In addition to personalized updates when you retest using Viome Kits, you may see slight adjustments in your food or supplement recommendations, including the addition or removal of ingredients or varying quantities in daily dosages of ingredients used in our Services.
Food and supplement updates may be communicated through mobile applications, emails, product descriptions on our web site, product supplement facts panels, or by other means.
5. Supplements Service Options
5.1. Precision Supplements
Precision Supplements line of Subscription Services come to you as (a) a bundled solution Subscription Service that bundles Viome Test Kits (as specified in the applicable Service description), available only as a periodic Subscription, and paid in monthly recurring installments that continues until the end of the Subscription period unless paused or cancelled (“Periodic Subscription”), or (b) a pay as you go monthly Subscription Service, paid monthly in advance, automatically renewing every month unless paused or cancelled (“Periodic Subscription”), and is available to our existing customers with a recent Viome Test Result as an add-on service and to our new customers with the purchase of a standalone Viome Test Kit.
5.2. Precision Probiotics+Prebiotics
Precision Probiotics+Prebiotics is a line of Subscription Service that comes to you as (a) a bundled solution Subscription Service, that bundles Viome Test Kits (as specified in the applicable Service description), available only as a Periodic Subscription, and paid in equal monthly recurring installments that continues until the end of the Subscription period or (b) a pay as you go Monthly Subscription Service, paid monthly in advance, automatically renewing every month unless paused or cancelled, and is available to our existing customers with a recent Viome Test Result as an add-on service and to our new customers with the purchase of a standalone Viome Test Kit.
5.3. Oral Lozenges and Oral Supplements
Currently, Viome’s Oral Lozenges and Oral Supplements come to you only as a Subscription Service that is bundled with Viome’s OHI Test Kit (as specified in the applicable Service description). This Service is available either as (a) a bundled solution Periodic Subscription and paid in monthly recurring installments that continues until the end of the Subscription period unless paused or cancelled, or (b) as a month-to-month Subscription that is auto renewed, and is available only with a recent test Result of the OHI Test. Oral Lozenges and Oral Supplements Services are available to new Viome customers as well as existing customers with the Test Results of an OHI Test.
6. Important Notices
6.1. Availability
(a) Test Kits
GI, HI, FBI, OHI, and CD Test Kits are available in the US and certain international locations, subject to certain limitations. We are currently working on expanding the availability of these Test Kits in other international markets. Currently, HI Test, FBI, OH Pro, OHI, and CD Tests are not open for residents living in the State of New York. In addition, some of these Test Kits are not open to residents in the Canadian province of Newfoundland and UK residents residing in residential care of a nursing home in Northern Ireland. GI, HI, OHI, and FBI Tests are generally open to adults and minors both (subject to certain limitations).
CD Tests are open only to those who are either, (i) 50 years or older; or (ii) have a history of tobacco use and are at least 18 years of age and generally authorized by a Physician.
OHPro Tests are generally ordered for you or require a recommendation by a dental or medical professional.
Viome Sample Submission Policy as stated in these Terms applies to all Kits provided by Viome. If you have questions relating to Viome Kits availability in your region, you may read further details on availability here: https://support.viome.com/en_us/where-is-viome-available-and-in-which-countries-S1kTG2esY
In the event your questions are still not answered, please contact Customer Service for further details using the information below:
Submit online: https://support.viome.com/
(b) Subscription Services
Viome Precision Supplements, Precision Probiotics+Prebiotics, Oral Lozenges, and Oral Supplements Subscription Services are currently available in the United States from our website. We are currently working on expanding the availability of Subscription Services in international markets.
Except under limited circumstances, Viome does not offer Supplements, Probiotics+Prebiotics, and Oral Lozenges and Oral Supplements Subscription Services as a standalone service without purchasing a Test Kit that provides the necessary Test Results. With the limited exceptions identified in these Terms, all Subscription Services are open to our existing customers as well as for new customers.
If you are an existing Viome customer with a recent Test Result less than six (6) months old, you may purchase only a Subscription Service as an add-on without any Test Kits. All other customers are required to purchase the applicable Test Kit beforehand or together with a Subscription Service.
All Subscription Services are generally available to adults and minors who are Teens (as defined below). Our Probiotics+Prebiotics are also available for Pre-Teens (as defined below). Supplements and Probiotics+Prebiotics Subscriptions are not available for Toddlers (as defined below). Viome Oral Lozenges and Oral Supplements are not available to minors who are Pre-Teens or Toddlers.
Unless otherwise specifically stated in the packaging, all Supplements, Probiotics+Prebiotics, Oral Lozenges, and Oral Supplements should be used within twelve (12) months from the date of manufacture or by the date of expiration, as indicated on the packaging. There may be additional restrictions that appear on the packaging of these Services and in these Terms. Please read them carefully.
6.2. Test Requests, Orders, Authorizations, and Partner Services
Certain direct-to-consumer lab tests require authorization by a physician for processing Test Samples at Viome laboratories (“Physician Authorization”). Certain Tests in Viome wellness line of Services may require Physician Authorization according to some state laws. When that is the case, the purchase price you pay for those Test Kits include a small fee as a pass-through payment to a physician or nurse practitioner to review your order through a telehealth service or other form and determine if testing is appropriate for you and provide such Physician Authorization.
OH Pro Test can only be ordered by or requires a recommendation from an oral health professional (“Dentist Order”) for you. Such Dentist Orders are placed through Viome’s oral health partner support platform Imagn (“Imagn”) through Devdent (“Devdent”) (collectively, “Devdent” or “Oral Health Partner”). After the OH Pro Test order is made for you by your oral health professional (“Dentist”) through Imagn, you will receive an email from Viome with instructions for completing your order with Viome. Please read the order, product, and service descriptions relevant to OH Pro Test for further details.
CD Test requests require Physician Authorization based on certain criteria specified by the CD Test. All CD Test requests will undergo Physician Authorization through Viome’s physician oversight and support service partner Everly Health Solutions and their contractually affiliated partners such as PWN Professional Entities (collectively, “EHS” or “Oversight Partner”). Please read the product and service descriptions relevant to CD Test for further details.
While a small fee is included in your purchase price as a pass-through payment for Physician Authorizations for Viome Wellness Test Kits, the Oversight Partner and Oral Health Partner services are fully paid for or are covered by an existing contractual arrangement between Viome and Oversight Partner or the Oral Health Partner (“Partner Services”). For CD Tests, Viome provides you with the Physician Authorization and one (1) Pre-Test Consultation with a Health Care Provider (as required based on certain medical or family history and applicable protocols) and one (1) Post -Test Consultation with a Health Care Provider for customers with a “Detected” Test Result as Partner Services through its Oversight Partner, free of charge to you. Any services other than the above covered Partner Services under the existing contractual arrangements between Viome and Oversight Partner are specifically excluded from the Partner Services provided free of charge to you by Viome. Such other services, if obtained by you from the Oversight Partner or from any third party, are the sole and exclusive responsibility between you and Oversight Partner or the applicable third party.
6.3. Restrictions Applicable to Minor(s)
Any person under the age of 18 years old is considered a minor (“Minor”) for the purpose of these Terms. There are three (3) categories of Minors that we recognize under these Terms for communicating various restrictions applicable to our Services to Minors. They are:
(a) Teens: Minors under the age of 18 and above the age of 14;
(b) Pre-Teens: Minors under the age of 14 and above the age of 4; and
(c) Toddlers: Minors under the age of 4.
SUPPLEMENTS: THIS SERVICE IS NOT DESIGNED FOR USE BY, NOR SHOULD THEY BE GIVEN TO, PRE-TEENS OR TODDLERS UNDER ANY CIRCUMSTANCES. HOWEVER, CUSTOMERS MAY PURCHASE OUR SUPPLEMENTS MADE FOR THEIR TEENS.
PROBIOTICS+PREBIOTICS: THIS SERVICE IS NOT DESIGNED FOR USE BY, NOR SHOULD THEY BE GIVEN TO, TODDLERS UNDER ANY CIRCUMSTANCES. HOWEVER, CUSTOMERS MAY PURCHASE PROBIOTICS+PREBIOTICS FOR THEIR TEENS AND PRE-TEENS.
ORAL LOZENGES: THIS SERVICE IS NOT DESIGNED FOR USE BY, NOR SHOULD THEY BE GIVEN TO, PRE-TEENS BELOW 7 YEARS, OR TODDLERS UNDER ANY CIRCUMSTANCES. HOWEVER, CUSTOMERS MAY PURCHASE THIS SERVICE FOR THEIR TEENS OR PRE-TEENS ABOVE 7 YEARS.
ORAL SUPPLEMENTS: THIS SERVICE IS NOT DESIGNED FOR USE BY, NOR SHOULD THEY BE GIVEN TO, PRE-TEENS OR TODDLERS UNDER ANY CIRCUMSTANCES. HOWEVER, CUSTOMERS MAY PURCHASE THIS SERVICE FOR THEIR TEENS.
PLEASE CONSULT A PHYSICIAN IF YOU HAVE QUESTIONS ABOUT ALTERNATIVE TREATMENTS OR IF YOUR PRE-TEEN OR TODDLER ACCIDENTALLY INGESTS SUPPLEMENTS, ORAL LOZENGES, OR ORAL SUPPLEMENTS.
TEST KITS: IN GENERAL, VIOME TEST KITS ARE NOT DESIGNED FOR USE BY, NOR SHOULD THEY BE ADMINISTERED TO, TODDLERS UNDER ANY CIRCUMSTANCES. HOWEVER, CUSTOMERS MAY PURCHASE TEST KITS FOR THEIR TEENS AND PRE-TEENS.
The important terms applicable to these Test Kits and Services can be found in these Terms of Service. You can read more about what you get for each Kit and Subscription Service and Service options in their product and service descriptions on our website.
7. How Subscriptions Work
7.1. Periodic Subscriptions
Unless otherwise specifically stated in the product descriptions, the following terms apply to all Subscription Services:
Periodic Subscriptions come with the applicable Viome Test Kits per plan year (as specified in the applicable Service description) bundled with an annual Subscription.
Periodic Subscriptions avoid the need for you to purchase the relevant Test Kits separately.
All Periodic Subscriptions with a Test Kit will have a cancellation fee equivalent to one (1) month’s Subscription Fee (“Cancellation Fee”). Please review the terms below on Subscription Service, Charges and Billings, and Subscription Cancellation or Pause (S. 17, 18, and 19 respectively) for further details applicable to Periodic Subscriptions and Subscription Services cancellations in general.
You can also contact Viome’s Customer Service on any questions or for further guidance on Periodic Subscription Cancellations using the information below:
Submit online: https://support.viome.com
7.2. Monthly Subscriptions
All Monthly Subscription Services allow our existing customers to add a monthly Subscription Service and new customers who purchase an applicable standalone Test Kit to add monthly Subscription Services.
Monthly Subscription Services do not have a Cancellation Fee. Please review the terms below on Subscription Service, Charges and Billings, and Subscription Cancellation or Pause for further details applicable to Monthly Subscription Service.
7.3. Test Requirements for Subscriptions
The existing customers must have a recent Test Result of the applicable Test, and the new customers are required to have their first Test Results less than six (6) months old before activating their Subscription Services. Viome requires all new customers who purchase a Subscription Service to have the applicable Viome Test Result less than six (6) months old to start receiving their personalized Subscription Services. After the first Test Results, Viome does not require mandatory retesting (though highly recommended) for continued receipt of Subscription Services unless you have cancelled or paused the Service and wish to restart after six (6) months.
Though not required or mandatory, for both existing and new customers, after the first Test Results, periodic re-testing (every 6 months) is recommended in order to facilitate adjusting the Supplements, Probiotics+Prebiotics, or Oral Supplements to fit the unique needs of your body.
ALL SUBSCRIPTION SERVICES CONTINUE FOR THE INITIAL SUBSCRIPTION TERM AND WILL AUTOMATICALLY RENEW AT END OF THE TERM FOR THE SAME SUBSCRIPTION TERM, UNTIL YOU OR VIOME ELECTS TO CANCEL IT. YOU WILL BE BILLED THE SUBSCRIPTION FEE ON EACH RE-BILLING DATE FOR THE FOLLOWING MONTH’S SERVICE.
If you have questions relating to Viome Subscription Services availability in your region, please contact Customer Service for further details using the information below:
Submit online: https://support.viome.com
8. Instructions
For all Test Kits, you are required to carefully read and follow the instructions that accompany these Kits. Failure to follow the accompanying instructions exactly may lead to rejection or failure of your Samples processed by Viome laboratory.
For all Subscription Services, you are required to read and understand the important notices and details, verify your correct name on all personalized Subscription Service packaging and labeling, and disclaimers on the Supplements, Oral Lozenges, Oral Supplements, and Probiotics+Prebiotics packaging.
Following placement of a Dentist Order for OH Pro Test by a Dentist for you through Imagn, Viome will receive the order details with your name and email address. Upon receipt of the Dentist Order, you will receive an email from Viome with instructions to complete your order for OH Pro Test and make payments for the Test. Upon completion of the order and payment, you will receive the OH Pro Test Kit directly from Viome mailed to the address you designate. The instructions for Registration of the Kit will be included with your OH Pro Test Kit. Please read the email, and the instructions that accompany the Test Kit and follow them carefully.
Similarly, you are required to carefully review these Terms and notices on Subscription Service packaging and follow the instructions that accompany your Subscription order shipments and any updates applicable to your orders.
9. Restrictions
9.1. Test Kits
As stated in the Instructions, for processing Test Kits that require submission of more than one type of Sample (such as HI and FBI Tests), Viome requires all required Kit Samples returned to our lab at the same time to release Test Results. A delay in receipt of either Sample would delay the Test Results of that Test. If you fail to return all the Samples for such Tests within two (2) weeks of one another for some reason, you are required to contact our Customer Service for further guidance using the information below:
Submit online: https://support.viome.com
Viome does not offer HGE or SGE Test as standalone Kits, and HGE and SGE Test Results are not available or released as a standalone. HGE and SGE Test Results are released only as HI or FBI Test Results.
If you sent only the GI Test Sample and do not wish to send the HGE or SGE Test Samples, you may choose to receive only the GI Test Results independently of the HI or FBI Test Results. If you do this, you choose to not send HGE or SGE Sample (cancel that portion) and agree not to receive HI or FBI Test Results, and your HI or FBI Kit will be processed as if it is a GI Test Kit. There will not be any refund for partial tests.
All CD Test Kit requests will undergo Physician Authorization through Viome’s Oversight Partner. Physician Authorization process requires you to provide and confirm certain information about you that would help Physician Authorization and satisfy the qualifying criteria specified by the CD Test. You are required to provide this information accurately. Please read the product and service descriptions relevant to CD Test for further details.
All Dentist Orders for OH Pro Test Kits must be placed by a Dentist through our Oral Health Partner’s Imagn platform. If your Dentist requires access to Imagn platform, they should contact Viome’s Oral Health Partner Devdent for access to Imagn. All instructions for completion of the OH Pro Test will be included in the Test Kit you receive.
9.2. Subscription Services
The Supplements, Oral Lozenges, Oral Supplements, and Probiotics+Prebiotics you receive under the Subscription Services you purchase are personalized and selected especially for you, based only on your unique Test Results and health insights derived from the personal details you have provided to Viome. Due to the customized nature of the Supplements, Probiotics+Prebiotics, Oral Lozenges, and Oral Supplements they are not suitable for consumption by anyone other than you.
If you are purchasing Subscription Service for a Minor, if you are pregnant, nursing or anticipating pregnancy, recovering from surgery, taking medications, or have a medical condition, please consult your physician before you use these Subscription Services.
All dietary and nutritional Supplements, Prebiotics, Probiotics, Oral Lozenges, Oral Supplements, and applicable recommendations are provided to you subject to the terms and restrictions applicable to Subscription Services.
Please review the terms below on Subscription Service, Charges and Billing, and Subscription Cancellation or Pause that contain important notices and restrictions applicable to Subscription Service orders. Due to custom production and personalization, there are additional restrictions applicable to restocking and accepting any returns of the Supplements, Probiotics+Prebiotics, Oral Lozenges, and Oral Supplements already shipped, or custom ordered for you. You may also find other important terms, disclaimers, risk factors, warnings, and notices applicable to Subscription Services in these Terms as well as in the Subscription Service packaging.
If you have any questions or need assistance with Viome Supplements, Probiotics+Prebiotics, Oral Lozenges, and Oral Supplements Subscription Service, you can contact Viome’s Customer Service for further guidance using the information below:
Submit online: https://support.viome.com and click “Contact Customer Service”.
9.3. Free Trials and Promotions
Any free trials and promotions that Viome provides to selected users for access to Viome Services must be used only within the specified duration of the trial or promotion, subject to the terms of such trial or promotion offer. At the end of the trial or the promotion period, your use or access rights to the Service will expire, and any further use or access of the Service will require payment of applicable fees.
If you are inadvertently charged a fee for a free trial or promotion, please contact Viome Customer Service using the information below:
Submit online: https://support.viome.com
9.4. Discontinued Test Kits
As of December 15, 2019, Viome has discontinued the Food Sensitivity Intelligence™ (“FSI Test”) Kits. We no longer offer FSI Test Kits, and its Service is discontinued subject to your rights in Viome Sample Submission Policy. If you have any questions on discontinued Test Kits, please send a request to our Customer Service using the information provided above, with the subject line: Discontinued Kits.
10. Privacy Policy
These Terms include the Viome Privacy Policy (“Privacy Policy”), which is incorporated into these Terms by reference and can be found at https://www.viome.com/privacy-policy.
You are required to review, understand, and agree to Viome Privacy Policy that describes in detail on how Viome collects, uses, stores, maintains, processes, discloses, shares, and protects your information when using our Services.
In order to use our Services or the Materials (as defined below), you must first acknowledge and agree to the Privacy Policy. You may not use the Services or Materials if you do not accept the Privacy Policy. You can accept the Privacy Policy by (i) accepting the Terms of Service; (ii) clicking to accept the Privacy Policy where this option is made available to you; or (iii) actually using the Services or Materials.
11. Ownership of Service and Materials
The Service and all designs, text, graphics, pictures, images, content, videos, packaging, formulas, ingredients, technology, know-how, information, data, recommendations, results, and software contained in or comprising of the Service (including any mobile applications), except for the User Content as defined below (collectively, the “Materials”), is the property of Viome or Viome’s licensors and are protected by U.S. and international copyright, trademark, trade secrets, patent, and other intellectual property laws.
12. Software and Mobile Applications
Your rights in use of any software including any mobile applications (“Software”) that is not accompanied by a separate license agreement are governed by and subjected to the license granted in these Terms. Your license to such Software is limited to use of the object code of such Software on a single computer or device. You may not copy, modify, create derivative works of, reverse engineer, reverse assemble, or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in, or otherwise transfer any right in the Software unless otherwise specifically agreed to in writing between you and Viome. You agree not to modify the Software in any manner or form, or to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to the Service. You agree not to access the Service by any means other than through the interface that is provided by Viome for use in accessing the Service. Any rights not expressly granted herein are reserved.
13. Limited Use License
Subject to your compliance with these Terms, Viome grants you a limited, non-exclusive, revocable license to make personal, non-commercial use of the Service and the Materials. This license shall remain in effect until and unless terminated by you or Viome. You promise and agree that you are using the Service for your own personal, non-commercial purpose, and that you will not redistribute, resell, or transfer the Service or the Materials. (gifts, conferences, and groups are considered as personal, non-commercial use.)
You agree to abide by our Terms and not to use the Service or any part of it in any manner not expressly permitted by these Terms. Except for the rights expressly granted to you in these Terms, Viome grants no right, title, or interest to you or any third party in the Service or the Materials. You shall not modify, lease, sell, distribute, or create derivative works of the content of the Services or Materials, unless otherwise specifically agreed in a separate agreement between you and Viome.
All Viome Software used in the Service are licensed, not sold, to you, and Viome and its licensors retain ownership of all copies of the Viome Software even after installation on your personal computers, mobile devices, tablets, and/or other applicable devices. Third party software (for example, open-source software libraries) included in the Viome Service are licensed to you either under these Terms or under the relevant third-party software library’s license terms as published in the Help About or Settings section of the Software or under the Copyright Acknowledgements or notices on our Service.
14. Commercial Use
In the absence of a validly executed authorized channel partner agreement (“Authorized Channel Partner Agreement”) between you and Viome, any attempts to use the Services or the Kits for non-personal or commercial purposes in violation of these Terms (including reselling, distributing, sharing, and transferring to third parties for consideration) will have the effect of rendering the above license invalid and of no avail in law. Viome reserves the discretion to refuse Registration of any Kits or Subscription Services obtained in violation of these Terms.
If you are interested in becoming an Authorized Channel Partner, please contact our Customer Service for guidance by submitting a request using the information below:
Submit online: https://support.viome.com
15. Conditions of Use
In order to use Viome Wellness line of Services, you must (a) be at least 18 years old or above the legal age of majority to form a binding contract in your country of residence, whichever is greater; (b) be a person not barred from receiving the Services under the laws of the country of residence from which you use the Services; or (c) if you are below the legal age of majority in your country of residence, only use the Services under the supervision of a parent or legal guardian who agrees to be bound by these Term and who has submitted to Viome the proper parental/guardian consent forms. Some Viome features associated with the Services such as Research Studies and Study Participations are not offered to certain categories of Minors, such as Toddlers, Pre-Teens, or Teens, even with parental/guardian consent. In such cases, Viome restricts Registration of those Services or features for anyone below the age of 18, and you agree not to use such Service or Service features or cause such Service or features to be used by anyone below the age of 18.
The age limits or other requirements applicable to your eligibility to order Viome Discovery line of Services vary by the specific Service. For CancerDetect Test, to be eligible, you must be (i) fifty (50) years or older; or (ii) you have a history of tobacco use and you are at least eighteen (18) years old. All Viome wellness line of Test Kits are not available for minors under the age of 4.
Due to limitations imposed by law in certain locations, use of our Service or certain features, add-ons, and specific components of Service may not be available to residents of certain States within the United States and in some international locations. Please read the notices section above for further details on such limitations.
16. Registration
When you create a Viome Account, you are required to provide certain Registration information about yourself and about purchasing our Services (e.g., name, email, address, Kit ID, password, and payment information). In addition, you will also be prompted to affirmatively accept these Terms, Privacy Policy, Sample Submission Policy, and Participant Information and Consent Form (“Consent Form”) for Research Studies. You must use an online source or a mobile device with access to the Internet for Registration.
You must (a) provide accurate and complete Registration information, and (b) update such information from time to time using your Account as necessary to keep your Registration information current and accurate. Any Subscription Service you purchase will be shipped to the most current or designated address on your Account. By establishing a Viome Account, you represent and warrant that you have the right to, and are authorized to, provide the information you provide for yourself or those for whom you have legal authority to agree, when you create a Viome Account. You are responsible for maintaining the accuracy and confidentiality of your Account information and password and for restricting access to such information and to your computer or device. You agree to (a) immediately notify Viome of any unauthorized access or use of your password or Account or any other breach of security, and (b) ensure that you properly exit from your Account at the end of each session. All activities that occur under your Account or password, including all shipments of Kits and Supplements, will be your responsibility. You agree that Viome will not be liable for any mis-shipments, loss or damage arising from your failure to comply with this Section.
Due to personalization based on your unique Test Results, each Subscription Service you purchase requires a unique email address for its Registration. Our Registration system may prevent you from registering multiple Subscriptions at the same time under the same Account or email address. On certain occasions, in order to preserve the authenticity and integrity of Viome Services, our Registration system may not allow you to establish a Viome Account and Register a Kit or a Subscription Service if you have not purchased your Kit or Subscription from a verifiable source such as Viome website or from an Authorized Channel Partner. We request you to exercise caution in purchasing Kits and Subscription Services from unauthorized sources.
For verification of Authorized Channel Partner status, please contact our Customer Service by submitting a request using the information below:
Submit online: https://support.viome.com
17. Subscription Services
When you purchase a Subscription Service offered by Viome, you authorize us to charge your credit card or other payment method you have chosen (“Payment Method”), for all the Services (including any Kits) included in the Subscription. Further, you agree to these Terms, and you acknowledge that your Subscription Service has a minimum commitment term as stated in the product description for Periodic Subscriptions and 1 month for a Monthly Subscription (“Subscription Term”) starting from the date of first purchase of Subscription (“Subscription Effective Date”), recurring charge of monthly fees (“Subscription Fees”) for the Subscription Term, and you agree to accept responsibility for all recurring Subscription Fee obligations applicable to the Subscription Term prior to its cancellation according to the terms specified in these Terms.
By subscribing to a Subscription Service, you authorize Viome to charge your Payment Method now, and then again, each month in advance, automatically for your monthly order (“Re-billing Date”) for the duration of the Subscription Term. You agree that the Re-billing Date may also be the date that we place your personalized Supplements order with our manufacturers.
If for any reason, Viome does not receive payment from your Payment Method, (i) you agree to pay all amounts due on your Account upon demand, and/or (ii) you agree that Viome may deactivate or suspend your Subscription and/or Account and continue to attempt to charge your Payment Method until the payments due are received. Upon receipt of all payments due, your Subscription and your Account will be re-activated. For purposes of re-activated Account automatic renewal, your new Subscription Term and Subscription Effective Date will begin as of the date the payment was received in full by Viome and your Re-billing Date will be tied to the new Subscription Effective Date.
You agree that our Subscription Fees are subject to change, however, we agree that we will notify you before any changes to Subscription Fees.
You also agree that subject to payment of appropriate Subscription Fees, you are able to change your existing Subscription to another Subscription.
Please read below on Automatic Renewal, Subscription Changes and Subscription Cancellations or Pause for further details and terms relevant to your Subscription Service. Viome reserves the right to refuse providing Subscription Services to any customer or potential customer and shall not be required to provide a basis or reason for such a decision.
17.1. Automatic Renewal
All Subscription Services are offered with a Subscription Term commitment starting from the Subscription Effective Date (“Initial Term”). Periodic Subscriptions will have an Initial Term of 12 months and the Monthly Subscriptions will have an Initial Term of 1 month. Following the Initial Term, your Periodic Subscription Service will be renewed automatically, at the end of the Subscription period, for additional periods of the same duration as the Initial Term (“Renewal Terms”), at Viome’s then-current fees for the same Subscription Service (“Automatic Renewal”). Your Monthly Subscription Service will be renewed automatically, each month, after the Initial Term, in perpetuity, at Viome’s then-current fees for the same Subscription Service.
You agree that your Account will be subject to the Automatic Renewal feature stated above for all Subscription Services unless you cancel your Subscription according to these Terms. For all Subscription Services, we will provide you with Automatic Renewal notices after Initial Term (i.e., Periodic Renewal notice or About to Ship notice).
17.2. Geographic Restrictions
Viome does not warrant or guarantee that Viome Discovery line of Services, the Subscription Service or any of its content, is or will be accessible and/or legally permissible outside of the United States. Access to the Subscription Service or certain features thereof, may not be legal by certain persons or in certain countries. You acknowledge and agree that if you choose to access the Subscription Service or the Discovery Services from outside the United States, you do so entirely on your own initiative and at your own risk, and that you are solely responsible for compliance with the local laws applicable to your location.
18. Charges and Billing
When you purchase any Service offered by Viome, you authorize us to charge your Payment Method for all fees applicable to your purchase of Service including Test Kits, Subscription Service, additional features, and opt-in services associated with the Service if you ordered them. You must provide a valid Payment Method when you order Viome Services. You represent and warrant that you are authorized to use such Payment Method, and you agree to pay all fees and charges incurred using that Payment Method by your Account. You agree and authorize us to provide your Payment Method information and related PII to our designated third-party service provider(s) including payment processors for their use in charging you for the Services ordered by you. You agree to immediately notify Viome of any changes to your information, including your billing address or the Payment Method used for payments.
All fees and charges for Services are exclusive of sales tax and other applicable taxes, and you are responsible for payment of any and all applicable taxes (other than taxes on Viome income). Sales Tax as used herein shall mean any sales or use tax, functional equivalent of a sales tax, or other tax measured by sales proceeds that Viome is permitted to pass on to its customers.
If timely payment of Subscription Fees is not received, through the Payment Method, for any reason, you are deemed to have materially breached these Terms, and Viome has the right to, immediately suspend or cancel the Subscription. You agree that all cancellations for cause shall be made in Viome’s sole discretion and Viome shall not be liable to you or any third party for any cancellation of your Subscription Service.
We reserve the right to accept or reject orders for Service for any reason. Price and availability of Services are subject to change without notice (unless you have purchased an ongoing Subscription Service from Viome, in which case the Subscription Fees paid by you shall apply for the applicable Subscription Term).
YOU AGREE THAT ANY PAYMENT SUBMITTED BY YOU TO VIOME FOR SERVICES IS SUBMITTED ON BEHALF OF YOURSELF, WITHOUT EXPECTATION OF ANY REIMBURSEMENT BY THIRD-PARTY PAYERS. VIOME DOES NOT UNDERTAKE TO SUBMIT ANY INFORMATION PROVIDED BY YOU FOR REIMBURSEMENT OR PAYMENT FROM PRIVATE INSURANCE CARRIERS, MEDICARE, MEDICAID, OR ANY OTHER THIRD-PARTY PAYERS.
If you have any questions on the Subscription Fees or charges, you may contact Viome Customer Service using the information specified below:
Submit online: https://support.viome.com
19. Subscription Cancellation or Pause
All Subscription Services are subject to a periodic or monthly Subscription Term. You may cancel your Periodic Subscriptions at any time before the end of the applicable periodic Subscription Term, subject to a Cancellation Fee equivalent to one (1) month’s Subscription Fee payment (“Cancellation”). When you cancel before the end of a Periodic Subscription Term, there will be no Supplements, Probiotics+Prebiotics, Oral Lozenges, or Oral Supplements delivered to you for the final month of the Subscription Term that you paid the Cancellation Fee.
Monthly Subscriptions can be cancelled any time before we place your order with the manufacturer at the end of the monthly Subscription Term without a Cancellation Fee. You will receive an About to Ship notification 5 days before we place your order with our manufacturers. You agree that due to personalized custom production of all Subscription Services, all Cancellations are subject to our right to charge your Payment Method the applicable Subscription Fees for any Subscription Services that we have already shipped or custom ordered for you, for that month, at the time of Cancellation.
You may elect to pause or temporarily suspend your Periodic or Monthly Subscriptions at any time, subject to our right to charge your Payment Method the applicable Subscription Fees for any Supplements that we have already shipped, or custom ordered for you (“Pause”). Prior to the end of your Pause, you will receive an email notification of automatic unpause at the end of the Pause period ("Unpause") and automatic resumption of your Subscription, unless Viome receives a request before the end of the Pause period for continuation of your Pause. You agree to contact Viome before the end of the Pause period if you wish to continue a Pause. A continuous Pause shall be for a maximum period not to exceed six (6) consecutive months in a given Subscription year. If your Pause exceeds the six (6) months maximum period allowed, you agree that Viome will treat your Pause as a Subscription Cancellation subject to the terms specified above for Cancellation including the Cancellation Fee when applicable. If you wish to resume the Service after a Pause or Cancellation that lasted over six (6) months, you may be required to retest prior to resumption of Service in order to produce Test Results less than six (6) months old. While your Subscription is on Pause, other than as specified above, your Payment Method will not be re-billed for further Subscription Fees.
You may Cancel or Pause your Subscription Service through your Viome Account or by sending an email to Viome Customer Service as specified below:
Submit online: https://support.viome.com
Following Cancellation or Pause, you will receive a confirmation email within forty-eight (48) hours of Viome’s receipt of your email. You must confirm your Cancellation or Pause by return email or as directed in the email. Your Cancellation or Pause will be effective on earlier of the date Viome receives your confirmation email or within seventy-two (72) hours of receipt of your first Cancellation or Pause email.
When and if you Cancel or Pause a Subscription Service, we will allow you to continue to access and use the Services and your Account until the end of the most recently paid-up month of the Subscription Term.
Following Cancellation or Pause, you agree that you will not be eligible for any prorated refunds for any portion of the Subscription Fees already paid for the then-current Subscription Term and you agree to accept any personalized Supplements that have been shipped or custom ordered for you.
EXCEPT AS OTHERWISE SET FORTH IN THESE TERMS, ALL SUBSCRIPTION SERVICE SALES AND CHARGES ARE FINAL AND NON-REFUNDABLE. NO RETURNS OR REFUNDS WILL BE GRANTED FOR SUBSCRIPTION SERVICES.
20. Change Policy
Subject to the applicable fees specified below, a customer on all of our Wellness line of Service may upgrade or downgrade within the same Service family (e.g., within the Supplements Service family, Probiotics+Prebiotics Service family, or within Oral Health Solutions family) or change from one Service family to another (e.g., from a Supplements Service to a Probiotics+Prebiotics Service or Oral Health Solutions) (“Change Policy”).
20.1. Downgrade Fees
For downgrading from a Periodic Subscription (with a higher Subscription Fee) to an Periodic Subscription (with a lower Subscription Fee), there will be no Downgrade Fees. However, when on the new Periodic Subscription (with lower Fees), a new commitment of 12 months, from the start date of the new Subscription, is required to avoid Cancellation Fees (one month’s Subscription Fee) applicable to the new Subscription.
For downgrading from a Periodic Subscription (before completing 12 months) to a Monthly Subscription will incur the Cancellation Fee appliable to the current Subscription (one month’s Subscription Fee) before making the downgrade.
20.2. Upgrade Fees
For upgrading from a Periodic Subscription (with a lower Subscription Fee) to an Periodic Subscription (with a higher Subscription Fees) at any time at the then current Subscription Fees, there will be no Upgrade Fees or a new commitment of 12 months on the new Subscription. Upgrading from a Monthly Subscription to a Periodic Subscription or from a Kit only Service to a Monthly or Periodic Subscription, there is no Upgrade Fees.
20.3. Change Fees
For change from one Monthly Subscription to another Monthly Subscription (with higher or lower Subscription Fees), within the same family of Service or to another family of Service or to a Kit only Service, at any time, there will be no Change Fees.
21. Statements and Claims
ANY STATEMENTS OR CLAIMS THAT APPEAR ON THE SUPPLEMENTS OR PROBIOTICS+PREBIOTICS PACKAGING, SUBSCRIPTION SERVICE DESCRIPTIONS, VIOME WEBSITE, TEST KITS OR IN DOCUMENTATION RELEVANT TO SUPPLEMENTS, PROBIOTICS + PREBIOTICS, TEST KITS OR OTHER SERVICES HAVE NOT BEEN EVALUATED BY THE FOOD AND DRUG ADMINISTRATION. THE SUPPLEMENTS, PROBIOTIC + PREBIOTICS, OR THE TEST KITS ARE NOT INTENDED TO DIAGNOSE, TREAT, CURE, OR PREVENT ANY DISEASE.
22. Complaints
If you have any complaints with respect to our Services including Subscriptions Services or Test Kits (“Complaints”), please direct them to our Customer Service by submitting a request using the information below:
Submit online: https://support.viome.com
We will do our best to address and answer your Complaints. We request that you attempt to resolve any Complaints regarding our Services first with us. If you feel that your Complaints have been addressed incompletely, we invite you to let us know again by using the above process for further investigation.
In addition to the above process, residents of certain States may have additional rights under the applicable State laws with respect to consumer complaints.
23. Sample Submission Policy
At the time of Registration, you will also be prompted to accept Viome’s Sample Submission Policy that contains important notices on timelines applicable to submitting the Samples to Viome labs within six (6) months from the date of purchase of the Kits (“Sample Submission Policy”).
In order to ensure we receive the highest quality Samples for testing, Viome Sample Submission Policy requires that your Kit be used, and your Sample be returned to Viome laboratories for processing within six (6) months of the purchase date. See the Kits Processing Notice below.
For all Kits purchased after August 15, 2019:
If you purchased a Kit after August 15, 2019, and you still have not submitted your Sample within the six (6) months period specified in the Sample Submission Policy above, please contact our Customer Service for further guidance by submitting a request using the information below:
Submit online: https://support.viome.com
For all Kits purchased before August 15, 2019:
For all Kits purchased before August 15, 2019, we require the submission of your Samples before June 31, 2020, or within twelve (12) months of the date of purchase (whichever is later). If you are unable to submit the Samples within this time for any reason (including COVID-19 restrictions applicable to your location), please contact our Customer Service promptly for further guidance by submitting a request using the information below:
Submit online: https://support.viome.com
24. Kits Processing Notice
After the above timelines specified in the Sample Submission Policy, the Kits that have not been used to submit the Samples within the six (6) months period, and you have not contacted Viome Customer Service as specified above in this Sample Submission Policy, such Kits are deemed out of the processing timeline established by this Kits Processing Notice, and they will not be processed by Viome.
By this Kits Processing Notice in the Sample Submission Policy, we have notified you of these key timelines applicable to Kit processing and Sample submissions. The Kits Processing Notice and Sample Submission Policy as stated above are unrelated to and have no bearing on the expiration dates specified on the Kits.
If you have any questions on Kits Processing Notice or this Sample Submission Policy, please contact Viome Customer Service using the details provided above.
25. International Shipping
By placing orders for Products and Services to be shipped to international locations, you agree to pay the applicable taxes, shipping cost, duties, processing fees, and handling charges applicable to shipping Products and Services to your location, in addition to the purchase price of the Kits or Services you ordered.
25.1. Shipping Carrier Notices
In shipping Kits or Services to various international locations, Viome uses third party shipping carriers to deliver the Kits to you. They require us to inform you of the important terms applicable to the terms of their services to certain regions of the world (“Shipping Carrier Notices”). In choosing to ship to these locations, you agree to the Shipping Carrier Notices specified below:
25.2. Shipping to European Union (EU) and certain countries
By accepting these Terms and placing the orders for Viome Services, you authorize the Viome chosen international shipping carrier (and its subcontractors when used) (e.g., “FedEx” and “FedEx Logistics” or “FedEx Ground”, “UPS” and “UPS International” “DHL” and “Stuff4”, etc. respectively) and their successors in the event of a change of carrier, to import the Kits and Services (referred to as “goods” for the purpose of this Section) to your location, on your behalf and in your name.
By accepting these Terms, you authorize Viome’s chosen international shipping carrier (and their subcontractors) to import the goods to your location, pay the applicable duty, and clear customs on your behalf. Further you agree that the carrier may delegate their obligation to import the goods on its behalf to a subcontractor (e.g., customs broker). You agree to pay the applicable taxes and duties applicable to importing Kits to your location, in addition to the purchase price of the goods.
26. Research and Research Studies
Research is an important aspect of our Services, and by using the Service and acceptance of these Terms, you grant us the consent to use your information for research and development purposes (“Research”). The human microbiome and gene expression are complex subjects, but the more Research we do with a greater number of Samples, the sooner we will be able to unravel the many ways the microbiome and gene expression are associated with various health and disease conditions and use that knowledge to improve our current and future Services.
We want to ensure you are aware of current and future opportunities to support and contribute to meaningful scientific discoveries and novel Research conducted by Viome through Viome Research Institute (“VRI”). At VRI our aim is to improve our Service using the data we gather from our Research. In using your information for Research, we mostly use de-identified data (stripped of your personal details such as your name, contact information, and other identifiers) and use techniques like aggregation with information of others so that you cannot reasonably be identified as an individual by examining the de-identified or aggregated data.
Research activities may also entail Viome lead clinical studies and research activities identified by Viome study protocols that support a specific diagnosis of a disease, development of a treatment, or predict certain health conditions that may involve use of your Personally Identifiable Information (“Research Study” or “Research Studies”). Research Studies may also, publish results in peer-reviewed scientific publications, develop scientific know how and generate intellectual property assets which may also include commercialization activities, and develop technology that improve healthcare for all. Participation in Research Studies is voluntary. Your consent to Research Studies is expressed by acceptance of the Consent Form presented to you at Registration or while using the Service.
Irrespective of your acceptance of a Consent Form at Registration, we may reach out to you, from time to time, notifying you of the upcoming Research Study opportunities. We may also reach out to you if we require use of additional Personally Identifiable Information (“PII”) or ask additional questions relevant to a specific Research Study. We will present you with additional Consent Forms allowing you with the opportunity to review the details and grant us the consent to use your individual-level Personal Information for Research Studies. You may accept or reject acceptance of these Consent Forms or decide not to respond.
You agree that your consent to use your Personal Information for Research Studies does not entail any compensation (current or future) in any way or form (cash, equity, or other). Though we generally do not use Minors for Research Studies, if you are a parent or a legal guardian of a minor, you wish to have your Minor enrolled in Research Studies you will be required to affirmatively accept the parental consent form that grants us your informed consent to use your Minor’s data for Research Studies.
If you are a resident of the United Kingdom (UK), we are required to inform certain additional details as stated herein. Because the law in this location considers Sample testing and analysis of your data for providing you with our Service as conducting research regulated by law, in addition to these Terms, you will also be prompted to affirmatively accept the applicable mandatory informed Consent Form (as required by law) that amounts to your informed consent for testing and analysis of your Samples and use of your data in the manner specified above for Research Studies.
27. Optional Study Participations
Based on the Personal Information you have provided to us or your acceptance of a Consent Form, if we identify you as a potential participant in an optional study specific research that involves collaboration with external parties such as non-profit foundations, academic institutions, pharmaceutical companies, or commercial research partners (“Study Participations”), you agree that we may contact you through email or Software or mobile application for the purpose of sending you a study specific Consent Form with details of the study including the collaborator with whom we may share your data for your acceptance that allows you to be part of Study Participations. Study Participations are completely optional for participants.
By accepting a specific Consent Form while using the Service, you agree for Study Participations, and give your optional voluntary informed consent for Viome to collect and share your Personal Information (such as biological Samples and other Personal Information, Self-Reported Information, and answers to questionnaires and forms, Test Results, and data generated as part of Viome’s analysis), with the study collaborators for Study Participations. Further, you also consent to Viome storing your Personal Information for use with a variety of current and future Research Studies and specific Study Participations.
You agree that being a subject of Study Participation and use of your Personal Information for Study Participations as indicated by acceptance of a Consent Form do not entail any compensation (current or future) in any way or form for your Study Participations. Please read more about this topic in our Privacy Policy.
28. Marketing and Communications
By using the Service and acceptance of these Terms, you agree that you give us permission to send, display, access, and review certain features or add-ons of Services with Sensitive Data (including PII and Personal Health Information (PHI) using our website, email, and Software including mobile applications.
Residents of the European Union may have special rights with respect to collection, use, access, or erasure of their Personal Data by operation of law. Also, residents in California, Nevada, and other states may have certain additional rights with respect to certain information by operation of law. Viome endeavors to comply with these laws to the maximum extent as further explained in our Privacy Policy.
29. Unlawful and Prohibited Use Policy
As a condition for using the Service, you represent and agree not to engage in any of the following activities that are unlawful or prohibited by this Unlawful and Prohibited Use Policy:
(i) any resale, offer to sell, and commercial (non-personal) use of the Kits, Service, or the Materials;
(ii) the distribution (online or offline), public performance or public display of the Kits, Subscriptions, or any of the Materials without a separate and validly executed Authorized Channel Partner Agreement with Viome;
(iii) misrepresent the identity or create false or deceitful identities of persons and applicable details and test qualifying criteria in order to place orders of Kits or Subscription Services;
(iv) any modification or derivative use of the Service or the Materials or any portions;
(v) any use of automated means, including spiders, robots, crawlers, data mining tools, or the like to download data from the Service;
(vi) the download (other than page caching) of any portion of the Service, the Materials, or any information contained therein, except as expressly permitted;
(vii) any attempt to gain unauthorized access to Viome’s servers or computer systems or to engage in any activity that disrupts, damages, disables, diminishes the quality of, interferes with the performance of, or impairs the functionality of, any part of the Service;
(viii) the collection or harvesting of any Personal Information including, but not limited to, company and individual names, domain names or account names, from the Service;
(ix) use of communication systems provided by the Service for any unauthorized commercial solicitation purposes;
(x) use of any portion of the Service as a destination linked from any unsolicited bulk messages or unsolicited commercial messages;
(xi) misrepresenting the qualifying age of a test or test qualifying criteria, age of majority, parental rights, or the legal guardianship of a Minor;
(xii) impersonate, falsification of identity, or misrepresent your affiliation with any person or entity;
(xiii) use the Services or Materials outside of the countries where such use is permitted;
(xiv) modify or disguise the origin of any content transmitted through the Service or Materials in a manner that leads to consumer confusion;
(xv) use the content in Services, Materials or their promotional materials for unauthorized advertising, pyramid schemes, or offer to sell or buy any goods or services except as permitted by law;
(xvi) unauthorized use of branded trademarks, trade names, and key words associated with the Services or Materials in online media that amounts to false association and cause consumer confusion;
(xvii) engage in "framing," "mirroring," or otherwise simulating the appearance or function of Viome, our Services, or Materials;
(xviii) upload or transmit any content that you do not have a legal right to transmit (such as insider information, proprietary and confidential information, personal health information, content that infringes intellectual property rights of a third party, etc.);
(xix) violate these Terms, code of conduct or other guidelines, which may be applicable to a specific area of the Service;
(xx) any use of the Service or the Materials other than for their intended purposes;
(xxi) intentional or unintentional violation of local, state, national, or international law, or any regulations having the force of law; and
(xxii) engage in any conduct that violates these Terms and Privacy Policy.
30. Breach
You represent and agree that you are solely responsible for and Viome has no responsibility to you or to any third party for any breach of your obligations under these Terms including the Unlawful and Prohibited Use Policy, Privacy Policy, and other terms you have agreed to.
You are held solely liable for the consequences (including any loss or damage which Viome and their licensors or third parties may suffer) due to your breach or violation of these Terms. In case of violation of any one or more of these terms, representations, conditions, and policies, or Viome has a reasonable ground to suspect that you have violated these Terms, you understand and agree that Viome has the right to suspend or terminate your Account, refuse any and all current or future access to and use of the Services, and seek injunctive relief, monetary damages, and other remedies available in law and equity. In addition, Viome is entitled to, and you agree to defend and indemnify Viome and its affiliates against any claims, costs, damages, or liabilities (including but not limited to reasonable attorney’s fees and court costs Viome may incur) arising out of or resulting in your breach, violation or actions as specified above.
31. Modifications, Updates, and Delays
Viome reserves the right at any time to modify, revise, update, and discontinue the Services (or any part thereof) with or without notice. You acknowledge and agree that modifications or updates may result in delays in computations for some features of Services. The Software and mobile applications that you use, may from time to time automatically download and install updates from Viome. These updates are designed to improve, enhance, and further develop the Services and may take the form of bug fixes, enhanced functions, features, new modules, or completely new versions. You agree to receive such updates and permit Viome to deliver these to you as part of your use of the Services.
Certain conditions and circumstances associated with the business operations of the Service may result in unexpected delays in shipping Kits and Services, manufacturing Supplements, Probiotics+Prebiotics, Oral Lozenges, and Oral Supplements processing, testing, and analysis of the Samples you have returned. Viome may or may not provide you with specific notices applicable to these delays. While Viome endeavors to take commercially reasonable steps to minimize such delays, Viome shall not be liable to you or to any third party for any such delays associated with the Services.
Sometimes, Viome may not be able to process a Sample, or our testing process may result in errors due to several reasons which may include but not limited to Samples containing insufficient volume or the testing results not meeting our standards for accuracy (“Sample Failure”). This may result in unexpected delays in processing your Sample. On such occasions, Viome will notify you of the Sample Failure and details applicable to processing a new Sample in place of the failed Sample.
You agree that processing orders from and shipping Kits and Services to certain international locations may take extra time due to additional constraints applicable to regulatory compliance, logistics, clearing customs, payment verifications, and restricted timelines given by shipping carriers. You agree that your delay in creating a Viome Account (on the website or mobile application) and providing answers to the initial questionnaire in full will cause delay in starting the Sample testing process, which in turn will cause delay in completing your Test Results, shipping your Supplements, Probiotics+Prebiotics, Oral Lozenges, Oral Supplements and receiving your food and lifestyle recommendations.
32. New and Additional Features
You acknowledge that Viome may, from time to time, offer new or additional technologies or features to the Service that may only be available to you with an additional fee, and that you will have to pay additional fees in order to have these features in your Services.
33. User Content
Some features of our Service may include functionality enabling you to post user content, whether publicly posted or privately transmitted, such as profiles, posts, emails, feedback, experiences, suggestions, notes, messages, testimonials, photos, and videos (“User Content”) that you have made available to Viome and other users of the Service. You are solely responsible for all User Content that you choose to post or otherwise transmit to or through the Service.
Viome has the right to refuse accepting or publishing any User Content. You agree that Viome, at its sole discretion, has the right (but not the obligation) to screen, reject, retain, or remove any User Content, or any portion thereof, posted using the Service that infringes Viome’s or any third party’s intellectual property or other rights, violates these Terms or our other policies, or is otherwise objectionable. Viome reserves the right to disclose any User Content as necessary to satisfy any applicable law, regulation, legal process, or governmental request. Viome has the right to suspend or terminate the Service at any time without preserving your User Content.
In using the Service, you agree not to post any User Content that (i) is false, deceptive, deceitful, misleading, unauthorized, unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, harmful to minors, fraudulent or otherwise objectionable; (ii) would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law; (iii) may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party; (iv) impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity; (v) contains private or confidential information of any third party, including, without limitation, addresses, phone numbers, email addresses, Social Security numbers and credit card numbers; (vi) contains viruses, spyware, malware, corrupted data or other harmful, disruptive or destructive files; (vii) in the sole judgment of Viome, may expose Viome to any harm or liability of any type; or (viii) harasses, degrades, intimidates or is hateful towards an individual or group of individuals for any reason and especially on the basis of religion, gender, sexual orientation, race, ethnicity, age or disability.
By sending User Content, you grant Viome and its affiliates a perpetual, irrevocable, worldwide, royalty-free, freely transferable and sub-licensable (through unlimited levels of sublicense) non-exclusive license and a right to use, reproduce, modify, transmit, translate, publish, publicly perform, display, distribute, commercialize, share with third parties, transmit or distribute over public network and media, and create derivative works of such User Content for purposes specified in these Terms and for delivering the Service to you and other users of the Service. You represent and warrant that: (i) you own and control all of the rights to the User Content that you post or you otherwise have the right to post such User Content and to grant the rights granted herein; (ii) the User Content is accurate and not misleading; (iii) distribution of the User Content you supply in accordance with your direction does not violate these Terms; and (iv) will not violate any rights of or cause injury to any person or entity. You hereby waive any moral rights you may have in such User Content under the laws of any jurisdiction.
34. Samples Collection and Submission
For using the Services that require collection and return of Samples for testing and analysis, we require your acceptance and compliance with the Sample Submission Policy that you are required to accept at Registration. In connection with certain add-on or ancillary features of the Service, you may also be invited to collect and return Sample types other than stool or blood which may include, without limitation, saliva, cheek swab, skin swab, or urine samples, using the Kits provided by Viome.
Irrespective of the Service you purchased, subscribed to, or consented to use, the Kits will include specific detailed instructions on Sample submissions and specific timelines applicable to such Sample submission, Kit Registration details, and how to use the Kits correctly to collect and submit your Samples. The Sample Submission Policy, Sample Collection Instructions, and any shipping guidelines provided with the Kits are incorporated herein by reference as part of these Terms. You are expected to read and adhere to the terms of these instructions, policies, and guidelines.
After you collect your Samples, you agree to return the Samples to Viome according to the shipping instructions provided with the Kits, within the designated timelines specified in the Sample Submission Policy, for testing and analysis. You may collect all Samples at home. You agree to read the instructions carefully, use the Kits according to the accompanying instructions for each Kit, and to follow good hygiene practices when collecting Samples.
For combined Kits (e.g., HI Test Kit and FBI Test Kit), it is important that you submit the Samples on all combined tests at the same time. Delay in receipt of one Sample without the other may result in delay in release of the overall Test Results. Similarly, in combined Kits, failure of one test will require retaking of all combined tests.
If you are unable to collect and submit all Samples within two (2) weeks of one another for any reason, you will need to contact our Customer Service for further guidance using the information specified below:
Submit online: https://support.viome.com
35. Testing and Analysis
Depending upon what Samples you provide and the Service you subscribe to, using your Samples, Viome may do any of the following types of tests and analysis, at our CLIA certified laboratory or using a third-party service, as part of the Service or as needed:
(i) Gut microbiome analysis to identify and quantify all living organisms (for example, bacteria, viruses, bacteriophages, fungi, parasites, etc.) in your Sample;
(ii) Gut gene expression analysis to quantify the biological activities of the living organisms in your Sample;
(iii) Gut metabolite analysis to analyze metabolites in your Sample;
(iv) Human Gene Expression analysis (that does not involve full DNA genetic sequencing used for identifying the inherited diseases);
(v) Primary sequencing and other types of analysis (including RNA and DNA);
(vi) Measure the immune responses expressed by your genes;
(vii) Effectiveness of the energy production expressed by your genes;
(viii) Oral microbiome analysis to identify and quantify all living organisms in your Sample;
(ix) Expression of human and microbial genes that identifies molecular features that are associated with OSCC and OPSCC cancers; and
(x) When specifically subscribed to, opted in, or agreed to participate by way of acceptance of a Consent Form, Viome may also do any of the following types of tests and analyses using your Samples:
(i) Personal genetic analysis to analyze your genomic data to understand the behavior of certain genes associated with certain diseases, potential health and wellness, and lifestyle implications. (In such cases, Viome will not be analyzing your genetics to look for inherited diseases or sequence your whole genome.);
(ii) Personal gene expression analysis to quantify the expression of thousands of your genes that affect your overall wellbeing;
(iii) IgG-mediated food sensitivity analysis to quantify IgGs in your blood that react to specific foods; and
(iv) Other types of testing and analysis including RNA and DNA testing.
36. Test Results and Samples
For Viome Wellness line of Services, Viome will provide you with Test Results, and personalized recommendations on food, supplements, probiotics+prebiotics, oral health solutions, and lifestyle derived from application of Viome proprietary technology and methodologies in the analysis of your Sample Data, Test Data, and other information such as Self-Reported Information you provided. You may choose to follow these recommendations as little or as much as you wish, or you may choose not to follow these recommendations at all. In addition, based on your most current Test Results, if you have subscribed to our Subscription Service, we will ship your chosen Viome Precision Supplements, Viome Precision Probiotics+Prebiotics, Oral Lozenges, and Oral Supplements family of Services to you.
For Viome Discovery line of Service OH Pro Test, Viome will provide your Test Results to you directly and your Dentist either directly or through Imagn. If your Test Results indicate “Detected” for the CancerDetect Test (i.e., OSCC and/or OPSCC biomarkers were detected), your Test Results will first be notified only to your Dentist and your Dentist will communicate the Test Results directly to you within a reasonable time. If Viome has not been able to confirm receipt of your “Detected” Test Results by the Dentist within three (3) business days of sending, Viome reserves the right to communicate the Test Results directly to you. Upon receipt of your Test Results, you should consult your Dentist for medical advice and guidance.
For Viome Discovery line of Service of CD Test, Viome will provide you with the applicable Test Results either directly or through our Oversight Partner. If your Test Results indicate “Detected” (i.e., OSCC and/or OPSCC biomarkers were detected), you will be notified by our Oversight Partner that a Health Care Provider will be calling you within a defined period of time (“Alert Call”) to communicate your Test Results. If our Oversight Partner has not been able to reach you by phone after fourteen (14) calendar days from receipt of “Detected” Test Results, Oversight Partner will send one (1) certified letter addressed to you to the address on your Viome Account.
Viome CancerDetect is a detection test and a “Detected” Test Result does not mean you have cancer. It means that the test has detected biomarkers associated with OSCC and/or OPSCC. A “Not -Detected” Test Result indicates a lower likelihood of OSCC and/or OPSCC. False positive or false negative Test Results can occur. Follow-up with a healthcare provider is required and recommended with a “Detected” Test Result.
Biological Samples are processed by Viome in an irreversible manner, and they cannot be returned to you once submitted for testing and analyzed by Viome. Further, no refunds will be given for any Kits when the Samples have been sent to Viome for processing.
Data from your Samples will be saved on Viome’s secure cloud servers with industry standard privacy and security safeguards. Viome plans to retain your Samples and data for at least ten (10) years, but may, in its sole discretion, retain such Samples and data for a longer period of time. Viome may also use Test Results for improving its data analysis methods and the artificial intelligence engine.
37. Ownership; Use of Test Results and Data
By submitting Samples to Viome, you agree to, and hereby do, transfer, and assign to Viome and its assigns and successors all right, title, and interest in and to the Samples, Self-Reported Information, analysis, Test Results, Sample Data, Test Data, and other data derived therefrom.
If laws in certain jurisdictions limit such transfer and assignment, you agree to grant Viome an exclusive, worldwide, irrevocable, royalty-free, sublicensable, and perpetual license to use the aforesaid data. You understand and agree that Viome may use your Samples and any data related thereto or derived therefrom (including, without limitation, your answers to questionnaires submitted by Viome as part of the Service or information regarding you, your health, lifestyle or medical history submitted by you to Viome), in accordance with the terms of our Privacy Policy for improving our data analysis methods and the artificial intelligence engine, for internal use, Research, Research Studies, and for generating analytics broadly at the population level. Please read the Privacy Policy for further information on use of Samples and other data for these purposes.
38. Waiver of Rights
You understand that you will not receive and you agree to waive any compensation (by way or cash, equity, use rights, or other current or future financial benefit or reward) from Viome as a result of having your Sample or any data related thereto or derived therefrom analyzed, processed, made the subject of Research, Research Studies, or included in Study Participations with collaborators, including commercial partners as stated in these Terms. You understand that by providing any Sample, having your Sample processed, accessing your Sample, or providing any Self-Reported Information to Viome, you acquire no rights in or titles to any Research, Research Studies, or commercial products that may be developed by Viome or its collaborating partners. You specifically understand that you will not receive compensation for any commercial products that use, include, or result from Samples or any other information you provide to Viome as part of Research, Research Studies, or Study Participations, and you agree to waive any and all rights or claims to them.
39. User Representations
39.1. Accessing Services
By accessing and using the Services, you agree to, acknowledge, and represent as follows:
(i) You understand that Viome does not provide medical advice, medical testing, or any medical treatment through its Services including its Viome Discovery Test Service, Test Kits, and any Subscription Service;
(ii) You understand that the Test Results, Supplements, Probiotics+Prebiotics, Oral Lozenges, Oral Supplements, insights, recommendations, and information you received or learned from using the Service are not designed to independently diagnose, screen, prevent, or treat any condition or disease condition, or to ascertain the state of your health or treatment thereof in the absence of specific medical advice and clinical diagnosis;
(iii) You understand that the Test Results, Subscription Services, and associated recommendations are intended for research, guidelines, informational, and educational purposes only, and that while this information might point to a possible detection, diagnosis, or treatment, it should always be confirmed and supplemented by specific medical and clinical testing results. You acknowledge that Viome seeks a Physician Authorization for certain tests, urges you to seek the advice of your physician or other qualified health care provider prior to using any Subscription Services, upon receipt of certain Test Results, and also if you have questions or concerns arising from your Test Results or use of our Subscription Services;
(iv) All Viome Supplements, Probiotics+Prebiotics, Oral Lozenges, and Oral Supplements are manufactured with the intent to be used within twelve (12) months from their manufacturing date or by the expiration date located on the Service packaging;
(v) You give permission to Viome, and its successors and assignees, subject to the following representations, to perform the testing services specified herein using the Sample and information provided to Viome, to use your Test Results for personalizing your Supplements, and to disclose the Test Results and analyses to you and to others you specifically authorize;
(vi) You represent that you are eighteen (18) years of age or older with capacity to enter into binding contracts based on the laws of the country of your residence;
(vii) You are guaranteeing that any Sample you provide to Viome is yours, and if you are agreeing to these Terms on behalf of a Minor as a parent or legal guardian, or a person for whom you have legal authorization, and you are confirming that the Sample provided will be the Sample of that Minor or the person;
(viii) If you are a customer outside the U.S. providing a stool, saliva or blood Sample, you confirm that this act is not subject to any export ban or restriction in the country in which you reside;
(ix) You agree that any Sample you provide, and all resulting data may be transferred and/or processed outside the country of your residence;
(x) You agree that except when the law requires, Viome has no responsibility or liability for the deletion of, erasure, or failure to store any information, communications, resulting data, or content stored or transmitted by the Services;
(xi) You agree that Viome has no responsibility or liability for the loss of data due to malfunction or destruction of data servers or other catastrophic events;
(xii) You take responsibility for all possible consequences resulting from your sharing with others access to or use of your Test Results, Self-Reported Information, Precision Supplements, Precision Probiotics+Prebiotics, Oral Lozenges, or Oral Supplements;
(xiii) You understand that all your PI, PII, and PHI will be stored in Viome cloud-based servers and will be processed in accordance with our Privacy Policy;
(xiv) You understand that any or all of your PI, PII, and PHI (including medical or family history) will be shared with Viome’s Oversight Partner EHS for providing Physician Authorization for your CancerDetect Test requests, communicating Test Results, Pre and Post Test Consults with Health Care Providers, and performance of other tasks associated with physician oversight and support relevant to laboratory testing services for Viome CancerDetect Service, and Viome and EHS will process such data in accordance with our Privacy Policy;
(xv) You understand that by Registration of your OH Pro Test Kit and using OH Pro Test, you agree to give consent to Viome to share your Test Results with the Dentist who ordered the Test for you, and Imagn, our Oral Health Partner platform.
(xvi) You understand that by providing any Sample, Self-Reported Information, and having them processed, you acquire no ownership or licensing rights in any Research, Research Studies, Study Participations, or commercial products that may be developed by Viome, VRI, or its collaborating partners. You specifically understand that you will not receive any current or future compensation for any Research, Research Studies, or commercial products that include or result from use of your Samples, Self-Reported Information, and Test Results;
(xvii) You agree that you will not send us your Sample if you have a reason to believe you have an active infectious or communicable disease;
(xviii) You agree that you have the authority, under the laws of the state or jurisdiction in which you reside, to provide these representations;
(xix) You have permission from family members to disclose certain information about you that relates to your family members in your answers;
(xx) You agree to abide and be governed by the then current terms of service and privacy policies of a) certain Authorized Channel Partners who may have access to or require us to share a limited set of PII about you (e.g., your name, e-mail address, order information, etc.) as part of their service, and b) the third-party service providers that deliver their services (including blood collection agencies, electronic data processors, payment processors, and shipping agents) in order to facilitate providing you with the Service, and your rights against these partners and providers are based on their terms and policies, and Viome is not responsible nor liable for the conduct, privacy policies and business practices of any third party;
(xxi) In case if you breach any one or more of these representations, Viome has the right to suspend or terminate your Account and refuse any and all current or future Services; and
(xxii) You agree to defend and indemnify Viome and its affiliates and successors against any claims, liability, costs, or damages arising out of the breach of these representations.
39.2. Using Kits and Supplements
By using the Kits, Subscription Services, and accepting these Terms, you also agree to the following:
(i) Receiving the notice on the risks associated with use of the Kits and Supplements, Probiotics+Prebiotics, Oral Lozenges, and Oral Supplements, and you use them at your own risk;
(ii) You are required to carefully read and follow the applicable instructions for use of Subscription Services and Kits and obtaining Samples exactly as stated in each Kit or a component of a Kit;
(iii) You are required to read notices on packaging and follow the applicable instructions for use of Subscription Services delivered to you as Subscription Service;
(iv) Receipt of safety precautions included in each Kit or component of a Kit;
(v) Follow the applicable timelines for submission of Samples as specified in the Kit and Sample Submission Policy;
(vi) As the parent or guardian of a Minor, if you are collecting the Sample of a Minor, you are responsible for helping the Minor to collect the Samples according to the instructions;
(vii) As the parent or guardian of a Minor, if you are receiving Supplements for a Minor, you are responsible for using them according to the instructions or physician’s advice;
(viii) Acknowledge and agree that the form and nature of the Services which Viome provides may change from time to time without prior notice to you; and
(ix) As part of continuing innovation, Viome may change or stop (permanently or temporarily) providing some Services (or any features within the Services) at Viome’s sole discretion, without prior notice to you.
40. Export - Import Controls; Compliance with Law
Recognizing the global nature of the online Services, you agree to comply with all local rules regarding doing business online. Specifically, you agree (i) that submitting your Sample to Viome or placing orders for Services is not subject to any export or import ban or restriction in the country of your residence; (ii) that your Sample and Personal Information may be transferred and/or processed outside the country in which you reside; and (iii) that you will comply with all applicable laws regarding the transmission of technical information exported or imported from the United States or the country from which you access the Services online.
41. Termination
These Terms will continue to be effective until terminated by either you or Viome as set out in this section. You may terminate your legal agreement with Viome, by notifying Viome at any time in writing, along with a request to close your Account for the Services. Your notice should be sent, in writing, by email, addressed to Viome via Customer Service as specified below. Upon receipt of a notice online (by email), Viome will send you an email asking for confirmation of your request, and your notice will be effective following receipt of a second email from you by Viome confirming that you are requesting closure of your Account, and Viome confirming such closure.
Submit online: https://support.viome.com
Viome may at any time, terminate its legal agreement and Accounts with you if:
(i) you have breached any of these Terms;
(ii) Viome is required to do so by law;
(iii) Viome service partner has terminated its relationship with Viome or ceased to offer the Services to you;
(iv) Viome is no longer providing the Services to users in your location; or
(v) provision of Services to you is no longer commercially viable.
You acknowledge and agree that Viome shall not be liable to you or any third party for its termination of this agreement, your Account, or access to the Services.
When these Terms come to an end, all of the legal rights, obligations, and liabilities that you and Viome have benefited from, been subject to, or that have accrued over time while these Terms have been in force or that were expressed to continue indefinitely, shall be unaffected by this termination, and shall continue to apply to such rights, obligations, and liabilities indefinitely.
42. Possible Risks and Considerations
By utilizing the Services, you represent that you are aware of the potential risks associated with use of the Kits and Subscription Services, and the collection and submission of Samples to Viome.
Some potential risks associated with using the Kits and Supplement Subscriptions are as follows:
(i) You may feel discomfort or embarrassment when collecting Samples;
(ii) You may receive food, supplements, and recommendations indicating foods or supplements to which you are allergic or sensitive. If you have a known or suspected allergy or sensitivity, you should not follow these recommendations;
(iii) A specific health or medical condition(s) you may have may not get better or may get worse and you may develop new condition(s);
(iv) Some survey questions may make you or your family members uncomfortable;
(v) Some of the results and information you receive may generate strong emotions;
(vi) A rare security breach or failure to follow certain protocol in spite of all the measures employed by us against such could result in unauthorized disclosure of your data such as PI, PII, or PHI;
(vii) You may learn information about yourself that prompts you to consult or follow-up with your physician. You will be fully responsible for the costs of this follow-up testing, consulting, and any resulting treatment;
(viii) You may learn information about yourself that requires you to consult or follow-up with your physician, healthcare provider, or conduct specific diagnostic or medical tests. Except for the Pre-Test and Post Test Consultations with a Health Care Provider provided by Viome through EHS as part of the CD Test Service, you will be fully responsible for any costs associated with follow-up testing, consultations, and any treatment by healthcare providers;
(ix) You may find out information about yourself that will cause you to worry or become anxious;
(x) For use with certain opt-in and additional Services, when collecting Samples, you may feel pain or discomfort from the lancet device used to collect blood from your fingertip;
(xi) The blood collection may cause you to bleed; this will likely be minor and should stop with pressure. There is also a chance that you may faint or feel light-headed. The puncture site could become infected;
(xii) There can be adverse health effects if you fail to follow exactly the instructions given with the Kits for collecting Samples or Supplements sent to you under a Subscription Service;
(xiii) Viome will not provide any payment or treatment if you have an injury while collecting Samples;
(xiv) The dietary Supplements or recommendations provided to you may or may not be beneficial to you; it may cause or exacerbate certain medical conditions or problems. You take these Supplements at your own risk; and
(xv) There may be other unknown or additional risks to using the Services that are not foreseeable at present.
43. Warnings & Limitations
By using our Services, you agree receipt of the following warnings and limitations applicable to Test Kits or the Supplements, and you assume the risks associated with using any Kits or Supplements not in accordance with these warnings:
(i) If you have certain medical conditions or are using medications, you agree to use the Kits and Supplements only after consulting your physician;
(ii) If you or your child feel unwell, ill, or experience any adverse reactions following the use of Supplements, you agree to seek medical help immediately and discontinue further use of such Supplements until after your physician clears them for use again;
(iii) In case of accidental overdose, misuse, or allergic reactions experienced by you or your child, you agree to seek immediate medical help as necessary;
(iv) If you suffer from a congenital or acquired blood-clotting disorder, or take an anticoagulant medication, you agree to use the Kit only after consulting your physician; and
(v) The preservative in the Sample tubes inside the Kits may pose certain health risks; you agree to follow the instructions that accompany each Kit on steps to follow in case of accidents or misuse.
ANY INFORMATION PROVIDED WITH THE SUPPLEMENTS, TEST KITS, OR THE SUBSCRIPTION SERVICE IS NOT INTENDED TO REPLACE A RELATIONSHIP WITH YOUR PHYSICIAN OR OTHER HEALTHCARE PROVIDER. YOU SHOULD ALWAYS SEEK THE ADVICE OF YOUR PHYSICIAN BEFORE STARTING, STOPPING OR MODIFYING ANY PHYSICIAN-PRESCRIBED TREATMENTS OR MEDICATIONS.
44. Physician Authorization and Dentist Orders
Viome utilizes physicians to sign off on authorization to conduct Viome tests in certain jurisdictions that restrict the sale of direct-to-consumer lab tests without Physician Authorization. Currently, certain States require Physician Authorizations for processing certain Wellness line of Test Samples at our laboratories.
Viome requires Physician Authorization for processing all CD Test requests at our laboratories, and such Physician Authorization is provided at no charge to you through Viome Oversight Partner EHS. Viome requires a Dentist Order for processing all OH Pro Test Kits at our laboratories, and such Dentist Order is made through Imagn. OH Pro can only be purchased through a Dentist Order.
During the authorization and order placement process, we protect and share your Personal Information (Sample Data, Test Data, Self-Reported Information, and any Personal Health and Medical Information) with the physicians who provide authorizations according to the terms of our Privacy Policy.
By accepting these Terms, you authorize Viome to share your Personal Information, Test requests, and Test Results with the physicians and Dentists as needed for the purpose of providing their authorizations to process your Samples in the applicable states and with EHS for CD Test requests, and Dentist Orders for OH Pro as part of Partner Service, with no extra fee to you, subject to the conditions set forth below:
You further agree to the following:
“I hereby authorize Viome, to use and disclose health information about me in the manner and for the purposes described above with the physicians that Viome use for such authorizations and Dentists who ordered the OH Pro Test. This authorization applies to the use and disclosure of the following information about me: all information in Samples submitted by me or about me with my consent and the laboratory test values/results/information which are the result of the Samples so submitted. For avoidance of doubt, I specifically authorize the transfer and release of my information to, between and among myself and the physicians used by: (a) Viome Life Sciences, Inc. and its affiliates and successors, their staff, and agents; (b) Viome and any labs, staff, and agents if applicable; (c) Viome Oversight Partner EHS; (d) Viome Oral Health Partner Devdent; and (e) certain providers for the purposes herein, and as required or permitted by law. This authorization evidences my informed consent to allow release of my information to EHS, Devdent, and the physicians used by Viome or Dentists who made orders for the purpose stated above.”
“I am aware, and I agree that I have the right to revoke this authorization in writing submitted to Viome at any time, for future use of my information. I understand that the revocation will not apply to any information already disclosed by and to the parties referenced in this authorization who have acted in reliance upon this authorization.”
“To revoke this authorization, I agree to send my written revocation by sending a request to Viome Customer Service using the information specified below:.”
Submit online: https://support.viome.com
45. Returns and Refund Policy
45.1. Full Refunds
Subject to certain exceptions as specified below, we offer a full refund for Viome Services (i.e., for Kits and Subscription Services) in the amount of the actual purchase price paid to Viome (“purchase price”) including any shipping and handling cost plus tax, if any, provided that the order is canceled within twenty-four (24) hours of the purchase. AFTER THIS PERIOD, ALL SUBSCRIPTION SERVICE PURCHASES (INCLUDING SUPPLEMENTS AND PREBIOTICS+PROBIOTICS), ARE FINAL, AND NO RETURNS OR REFUNDS WILL BE APPLICABLE TO ANY SUBSCRIPTION SERVICES.
45.2. Qualifying Returns and Refunds
The following Qualifying Returns and Refunds Policy is applicable to Test Kits only:
For Test Kits Only:
If a refund is requested after twenty-four (24) hours but within fourteen (14) days of purchase of a Kit, subject to the below Qualifying Refund Criteria, if the Sample is not submitted to Viome, we offer a refund in the amount of the Kit purchase price minus a processing fee up to $35 (USD). The shipping and handling cost plus tax (if any and where applicable) are non-refundable.
To request a refund, please send a request to Viome Customer Service using the information specified below:
Submit online: https://support.viome.com
Qualifying refund requests received within fourteen (14) days of the purchase date of a Kit will be issued within forty-five (45) days of the date of request.
Qualifying Refund Criteria:
A Refund is qualified when you have: (i) made a valid and verifiable purchase of a Kit directly from Viome; (ii) have not submitted the Sample to Viome, (iii) the Kit remains unused; and (iv) you have not violated these Terms.
All Qualifying Refunds shall be verifiable as a valid purchase made directly from Viome or through an Authorized Channel Partner of Viome. If your purchase is not verifiable directly from Viome or through an Authorized Channel Partner, your refund request may not be processed by Viome. Such requests should be directed to the source you used to purchase the Kit from, and your return shall be governed by their terms on returns and refunds.
Upon completion of the refund, if you do not have other Services registered with us, your Viome Account access may be discontinued and the Kit subject to the refund will be cancelled and not processed by Viome.
No refunds will be available on requests received after the expiration of fourteen (14) days of the date of purchase of a Kit. Also, no refund will be available if Viome determines, in its sole discretion, that you have violated any of these Terms.
Refund requests for HI or FBI Kits shall be for the entire Kit or Service and not for each individual Test within the Kit. Returns and refunds must be for the entire Kit as a whole and not for individual tests within a Kit.
45.3. For Subscription Services
AFTER THE EXPIRATION OF TWENTY-FOUR (24) HOURS FROM THE PURCHASE, ALL SUBSCRIPTION SERVICE PURCHASES ARE FINAL. NO RETURNS OR REFUNDS ARE ACCEPTED EXCEPT CAUSED DUE TO AN ERROR OR OMISSION ON THE PART OF VIOME. YOU WILL NOT RECEIVE A REFUND FOR ANY PORTION OF THE SUBSCRIPTION FEES PAID FOR THE THEN-CURRENT SUBSCRIPTION TERM FOR ANY SUPPLEMENTS OR PREBIOTICS+PROBIOTICS. ALL SUBSCRIPTION SERVICE CANCELLATIONS SHALL BE IN ACCORDANCE WITH THE TERMS APPLICABLE TO “SUBSCRIPTION CANCELLATIONS OR PAUSE” AS STATED IN THESE TERMS.
ALL SUBSCRIPTION SERVICE CHANGES SHALL BE IN ACCORDANCE WITH THE TERMS APPLICABLE TO “CHANGE POLICY” AS STATED IN THESE TERMS.
46. Kit Replacements and Sale Price Reimbursement
46.1. Kit Replacement Policy
Upon a customer’s request, Viome may ship a replacement Kit due to non-usability, damage, or defect, provided that you have not submitted your Sample and that the Kit being replaced is purchased within the last twelve (12) months period (“Kit Replacement Policy”). Viome will also replace a Kit without any charge or fees in connection with Kit replacements if it is determined that the cause for such replacement is attributable solely to Viome (such as, your Sample fails testing and a new Sample is needed, or the Kit is damaged). Viome will charge a Kit Replacement fee up to $35 for any replacements that are not due to the fault of Viome. In addition, shipping charges may apply. To make a request for Kit replacement, please contact our Customer Service by using the information specified below:
Submit online: https://support.viome.com
46.2. Sale Price Reimbursement Policy
Viome does not adjust or reimburse the price differences across different Services or families of Services. However, we honor price differences on Test Kits within seventy-two (72) hours of purchase. Special pricing given for Conferences and large Groups are not considered sale price under this policy.
46.3. Test Kits
Viome offers you the price guarantee for any Test Kit purchases, if Viome made the same Kits available to customers at a price lower ("sale price") than the purchase price you paid for the same Kit within seventy-two (72) hours of your purchase. Viome will refund you the difference between the current sale price and the price you actually paid for the Kit.
46.4. Subscription Services
Sale Price Reimbursement Policy that has a price guarantee does not apply to any Subscription Service or any Test Kits bundled with a Subscription Service. All Subscription Fees are fixed for the applicable Subscription Term. Any temporary drop-in Subscription Service pricing, if any, applies only to the new customers of that Subscription Service.
To make a request for Sale Price Reimbursement for Kits, please contact our Customer Service by using the information specified below:
Submit online: https://support.viome.com
47. Trademarks
All Viome trademarks, service marks, trade names, logos, domain names, and any other features of the Viome brand are the sole property of Viome or its licensors. These Terms do not grant you any rights to use any Viome trademarks or brand features whether for commercial or non-commercial use.
Viome Life Sciences, Inc., Viome®, Viome Discovery™, CancerDetect™, Oral Health Pro™, VRx My Biotics™, and all Viome associated logos, products and service names such as Gut Intelligence®, Health Intelligence®, Full Body Intelligence™, Oral Health Intelligence™, Human Gene Expression™, Precision Supplements™, and Precision Probiotics +Prebiotics™ together with any other Viome trade names, service marks, logos, domain names, taglines, and other distinctive brand features are the trademarks or registered trademarks of Viome Life Sciences, Inc. in the U.S. and in other countries. All other trademarks, service marks, and logos used in connection with our Services are the sole properties of their respective owners, and they are being used herein under licenses received by Viome from their owners.
Unless you have specifically agreed otherwise in writing with Viome, other than the limited license specified herein, nothing in these Terms give you a right to use any Viome marks or the third-party marks licensed to Viome, and you agree not to display or use Viome marks, or the marks of their licensors used in connection with our Service in any manner.
You agree that you shall not remove, obscure, or alter any proprietary rights, marks, attributions, or notices that may be affixed to or contained in the Services.
Unless otherwise expressly authorized in writing, you agree that in using the Services, you will not use any trademark, service mark, trade name, or logo of Viome or any of its licensors in a way that is likely or intended to cause confusion about the owner or authorized user of such marks, names, or logos.
48. Copyright Policy
Viome respects the intellectual property rights of others and expects users of our Service to do the same. All copyrighted materials used in our Service are owned by Viome or the licensors of such copyrighted materials as stated in our Copyright Acknowledgements or the Copyright notices on our Service. We will respond to notices of alleged copyright infringement that comply with applicable law and are provided to us in accordance with applicable law. If you believe that your copyrighted materials have been copied in a way that constitutes copyright infringement, please send us a notice with the following information: (i) a physical or electronic signature of the copyright owner or a person authorized to act on their behalf; (ii) identification of the copyrighted work claimed to have been infringed; (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (iv) your contact information, including your address, telephone number, and an email address; (v) a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.
We reserve the right to remove content alleged to be infringing without prior notice and at our sole discretion. In appropriate circumstances, Viome will also terminate a user’s account if the user is determined to be a repeat infringer. Our designated copyright agent for notice of alleged copyright infringement appearing in connection with the Service is:
Submit via Email: contracts@viome.com
By Mail:
Attn: Legal Department (Copyrights)
Viome Life Sciences, Inc.
205 108th Ave NE, STE 150
Bellevue, WA 98004
49. Providers and Listed Resources
Your correspondence, business dealings with, or participation in promotions of information or other services provided by the service providers (including any counseling, consulting, testing, treatment, or healthcare services), vendors, service and support partners, sites, or resources found on or through the our Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties, or representations associated with such dealings, are solely between you and those providers and resources. Except for the specifically identified covered services specified in these Terms and provided (at no charge to you) as part of Viome Services through our contractually agreed upon service partners, because Viome has no control over such providers and resources, you agree that Viome is not responsible for the availability, quality, or policies and practices, of such providers or their resources and Viome does not endorse and is not responsible or liable for any acts or omissions of such providers or resources. You acknowledge and agree Viome shall not be responsible or liable for any loss or damage of any kind incurred as a result of any such dealings or engagements with you or caused by such providers or resources on the Service.
50. Warranty and Disclaimers
THE SERVICE IS NOT A SUBSTITUTE FOR AND DOES NOT PROVIDE MEDICAL ADVICE OR CLAIM TO DIAGNOSE, TREAT, CURE, OR PREVENT AND DISEASE OR ILLNESS. THE SERVICE AND THE INFORMATION ON VIOME WEBSITE IS PROVIDED FOR EDUCATIONAL, INFORMATIONAL, AND ENJOYMENT PURPOSES ONLY WITH THE UNDERSTANDING THAT VIOME IS NOT ENGAGED IN RENDERING MEDICAL ADVICE OR RECOMMENDATION AND IS NOT TO BE USED FOR THE DIRECTION OF OR CARE OF INDIVIDUAL PATIENTS UNLESS OTHERWISE EXPLICITLY SPECIFIED OR AGREED.
VIOME DISCOVERY LINE OF SERVICES ARE PROVIDED (DIRECTLY OR THROUGH OVERSIGHT PARTNER) SUBJECT TO THE FOLLOWING CONDITIONS: (A) THEY DO NOT RESULT IN THE FURNISHING OF A DIAGNOSIS OF ANY CONDITION, DISEASE OR ILLNESS; (B) THEY DO NOT REPLACE ANY OF YOUR EXISTING RELATIONSHIPS WITH YOUR PHYSICIAN; (C) THEY ARE NOT BEING USED AS A SUBSTITUTE FOR THE CARE, MEDICAL ADVICE OR TREATMENT PROVIDED BY YOUR PRIMARY CARE OR OTHER PERSONAL PHYSICIAN; (D) OVERSIGHT PARTNER PHYSICIANS DO NOT AND WILL NOT PRESCRIBE OR ORDER ANY DRUGS OR MEDICATION; AND (E) YOU ARE SOLELY RESPONSIBLE FOR INITIATING FOLLOW UP WITH THE APPROPRIATE PERSONAL PHYSICIAN OR OTHER PROVIDER FOR CARE AND MEDICAL TREATMENT AS NEEDED.
THE SERVICE IS GENERAL IN NATURE AND IS NOT INTENDED FOR ANY PARTICULAR PURPOSE, INCLUDING, IN ANY WAY, TO BE A SUBSTITUTE FOR A MEDICAL EXAMINATION OR ANY PROFESSIONAL MEDICAL ADVICE, MEDICAL OPINION, DIAGNOSIS OR TREATMENT, SYMPTOM ASSESSMENT, OR HEALTH COUNSELING FOR ITS USERS. ALWAYS SEEK THE ADVICE OF APPROPRIATELY QUALIFIED AND REGULATED HEALTHCARE PROVIDERS WITH ANY QUESTIONS YOU MAY HAVE WITH REGARD TO A SPECIFIC MEDICAL CONDITION FOR TREATMENT OF WHICH YOU ARE CONCERNED. IT IS IMPORTANT NOT TO DISREGARD OR DELAY SEEKING CONSULTATIVE MEDICAL ADVICE BECAUSE OF SOMETHING YOU HAVE READ OR VIEWED WHILE USING THE SERVICE. RELIANCE ON ANY INFORMATION PROVIDED BY THE SERVICE IS SOLELY AT YOUR OWN RISK AND YOU ASSUME FULL RESPONSIBILITY FOR THE USE OF THE SERVICE AND ITS INFORMATION.
THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. VIOME DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND TITLE AND NON-INFRINGEMENT AS TO THE INFORMATION, CONTENT OR MATERIALS OF THE SERVICE. VIOME DOES NOT REPRESENT OR WARRANT THAT MATERIALS, INCLUDING THE INFORMATION AVAILABLE IN OR ON THE SERVICE, ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE. TO THE EXTENT PERMITTED BY LAW, VIOME MAKES NO WARRANTY OR REPRESENTATION WITH RESPECT TO SUBSCRIPTION SERVICES, INCLUDING BUT NOT LIMITED TO, THE QUALITY, CONDITION, EFFECTIVENESS, REPUTATION AND OTHER CHARACTERISTICS OF SUCH SERVICES. VIOME IS NOT RESPONSIBLE FOR ERRORS OR OMISSIONS IN ANY INFORMATION OR MATERIALS CONTAINED IN OR ON THE SERVICE OR ACCESSED THROUGH THE SERVICE. WHILE VIOME ATTEMPTS TO MAKE YOUR ACCESS AND USE OF THE SERVICE SAFE, VIOME CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE SERVICE OR ITS SERVER(S), OR ANY CONTENT OR MATERIALS OF THE SERVICE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; THEREFORE, YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND NEUTRALIZE VIRUSES, SPYWARE, MALWARE, AND OTHER HARMFUL OR OTHERWISE UNDESIRABLE COMPONENTS WHEN ACCESSING THE SERVICE.
BY SUBSCRIBING TO THE SUBSCRIPTION SERVICE AND AGREEING TO THESE TERMS, YOU AGREE THAT THE PERSONALIZED SUPPLEMENTS, UPON RECEIPT BY YOU, ARE CONSUMED ONLY BY YOU AND YOU WILL NOT PERMIT, SHARE, OR ALLOW ANYONE OTHER THAN YOU TO CONSUME THESE SUPPLEMENTS. FURTHER, YOU AGREE THAT VIOME IS NOT LIABLE FOR ANY MISUSE OR MIS CONSUMPTION OF THE PERSONALIZED SUPPLEMENTS YOU RECEIVE FROM VIOME.
ANY STATEMENTS ON VIOME WEBSITE, PRODUCTS, SERVICE, OR SUPPLEMENTS PACKAGING HAVE NOT BEEN EVALUATED BY THE FOOD AND DRUG ADMINISTRATION. VIOME PRODUCTS AND SERVICES ARE NOT INTENDED TO DIAGNOSE, TREAT, CURE, OR PREVENT ANY DISEASE.
ANY INFORMATION CONTAINED HEREIN, OR ON VIOME SERVICES IS NOT INTENDED TO REPLACE A RELATIONSHIP WITH YOUR PHYSICIAN OR OTHER HEALTHCARE PROVIDER. ALWAYS SEEK THE ADVICE OF YOUR PHYSICIAN BEFORE STARTING, STOPPING OR MODIFYING ANY PHYSICIAN-PRESCRIBED TREATMENT OR MEDICATION.
YOU AGREE AND ACKNOWLEDGE THAT VIOME SHALL NOT BE RESPONSIBLE FOR ANY LIABILITIES ARISING FROM EHS AND THE PWN PROFESSIONAL ENTITIES’ USE OF YOUR DATA OR TEST RESULTS FOR PURPOSES OTHER THAN PHYSICIAN AUTHORIZATION AND OVERSIGHT SERVICES OR ANY PARTNER SERVICES COVERED BY AN EXISTING CONTRACTUAL ARRANGEMENT BETWEEN VIOME AND THE OVERSIGHT PARTNER.
51. Limitation of Liability
IN NO EVENT SHALL VIOME OR ANY OF ITS CORPORATE AFFILIATES, SUCCESSORS, INDEPENDENT CONTRACTORS, SERVICE PROVIDERS OR CONSULTANTS, OR ANY OF THEIR RESPECTIVE DIRECTORS, EMPLOYEES OR AGENTS, BE LIABLE FOR ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, WARRANTY, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), PRODUCT LIABILITY, OR OTHERWISE, ARISING OUT OF OR IN ANY WAY RELATED TO OR CONNECTED WITH ANY USE OF THE SERVICE OR THE MATERIALS CONTAINED IN OR ACCESSED THROUGH THE SERVICE, INCLUDING WITHOUT LIMITATION ANY DAMAGES, LOSS OR INJURY CAUSED BY OR RESULTING FROM RELIANCE ON ANY INFORMATION OBTAINED FROM VIOME, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, PUBLIC HEALTH CRISIS, PANDEMIC, LOCKDOWNS, EMERGENCY LAWS, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO VIOME’S SERVICE OR VIOME’S RECORDS. TO THE EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF VIOME, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING IN ANY MANNER TO THE USE OF THE SERVICE, SHALL NOT EXCEED ANY FEES YOU PAID FOR THE KITS OR THE SUBSCRIPTION SERVICE, IF ANY, TO VIOME FOR ACCESS TO OR USE OF THE SERVICE IN THE MONTH PRECEDING THE MONTH IN WHICH THE ACT OR OMISSION GIVING RISE TO THE CLAIM. IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO VIOME, SUCH AMOUNT SHALL BE ONE HUNDRED DOLLARS ($100). CERTAIN JURISDICTIONS MAY NOT ALLOW SOME OF THE EXCLUSIONS OR LIMITATIONS OF LIABILITY SPECIFIED ABOVE, AND THEREFORE, DEPENDING ON YOUR LOCATION, SOME OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT BE APPLICABLE TO YOU. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE 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 HI FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HI SETTLEMENT WITH THE DEBTOR.”
YOU AGREE THAT THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN VIOME AND YOU.
52. Indemnification
You agree to defend, indemnify and hold harmless Viome, its corporate affiliates, independent contractors, service providers and consultants, and each of their respective directors, employees, and agents, from and against any claims, damages, costs, liabilities, and expenses (including, but not limited to, reasonable attorneys’ fees) arising out of or related to your use of the Service, including without limitation any actual or threatened suit, demand, or claim arising out of or relating to the use of customer content, the information supplied by you to Viome or to you by Viome, the conduct of your health care provider, your conduct, your violation of these Terms, or your violation of the rights of any third party.
53. Dispute Resolution
Any controversy or claim between the parties or arising out of these Terms or any use of the Service shall be determined by one disinterested arbitrator in binding arbitration pursuant to the Commercial Arbitration Rules and the Supplementary Procedures for Online Arbitration of the American Arbitration Association (the “AAA”). The selected arbitrator shall be experienced in agreements for information technology services, either as an attorney or as an information technology professional. If the parties fail to appoint an arbitrator within forty-five (45) days of the institution of the arbitration, the AAA shall select the arbitrator promptly thereafter. Any requests for accelerated, emergency, or preliminary relief shall be submitted pursuant to the AAA’s Optional Rules for Emergency Measures of Protection. If any such requests are made before an arbitration panel is empaneled, the AAA shall appoint one disinterested arbitrator as an arbitration panel to immediately hear and decide such requests. The arbitration panel shall have the right to grant interim awards. Testimony shall be permitted by telephone, videoconference, and other forms of real-time communications. If the arbitrator requires in-person hearings, the hearings shall be held in Seattle, Washington. The arbitral award will be final and binding and may be entered and enforced in any court of competent jurisdiction. In no event shall any claim, action or proceeding related in any way to the Service be instituted more than two (2) years after the cause of action arose.
54. Waiver of Jury Trials and Class Actions
BY ENTERING INTO THESE TERMS, YOU AND VIOME ACKNOWLEDGE AND AGREE TO WAIVE CERTAIN RIGHTS TO RECEIVE A JURY TRIAL OR TO PARTICIPATE AS A PLAINTIFF OR AS A CLASS MEMBER IN ANY CLAIM ON A CLASS OR CONSOLIDATED BASIS OR IN A REPRESENTATIVE CAPACITY.
55. Miscellaneous
55.1. Notices
Viome notices to you may be made via email or regular mail. Viome may also provide notices of changes to these Terms by displaying them on or through the Services. Any notices that you provide to us without compliance with this section on notices shall have no legal effect. Unless otherwise specifically provided for, any official notices to Viome related to these Terms must be sent to:
Submit via Email: contracts@viome.com
By Mail:
Attn: Legal Department (Notices)
Viome Life Sciences, Inc.
205 108th Ave NE, STE 150
Bellevue, WA 98004
55.2. Applicable Law
These Terms and the resolution of any dispute related to these Terms, or the Service shall be governed by and construed in accordance with the laws of the State of Washington, United States of America, without giving effect to that state’s principles of conflicts of laws. The Federal and State courts of the State of Washington shall have exclusive jurisdiction over all claims.
55.3. Severability
If any of these Terms should be determined to be invalid, illegal, or unenforceable for any reason by any court of competent jurisdiction then such term shall be enforced only to the extent it is enforceable and the remaining terms shall survive and remain in full force and effect and continue to be binding and enforceable.
55.4. Non-assignment
Neither party may assign this Agreement without the written consent of the other and any attempt to do so shall be void; provided however that Viome may assign this Agreement as part of a merger or acquisition of substantially or all of its assets or stock.
55.5. Relationship
You agree that no joint venture, partnership, employment, or agency relationship is created by these Terms between you and Viome.
55.6. Waiver
No waiver of any term, provision, or condition of these Terms, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other term, provision or condition hereof, whether or not similar, nor shall such waiver constitute a continuing waiver of any such term, provision or condition hereof. No waiver shall be binding unless executed in writing by the party making the waiver.
55.7. Force Majeure
If the performance of any part of these Terms by either party is prevented, hindered, delayed or otherwise made impracticable by reason of any flood, riot, fire, pandemic, public health crisis, judicial or governmental action, emergency, labor disputes, act of God or any other causes beyond the control of either party, that party shall be excused from such to the extent that it is prevented, hindered or delayed by such causes.
55.8. Entire Agreement
These Terms, together with the Privacy Policy, constitute the complete and exclusive terms of the agreement between the parties with respect to the use of the Service and any acts or omissions of Viome, and supersedes any and all prior or contemporaneous communications, representations, statements, and understandings, whether oral or written, between the parties with respect to the subject matter thereof.