EOS One™ is our proprietary, cloud-based solution. This EOS Web Property includes (i) EOS One and EOS One+; (ii) EOS One Practice and EOS One Practice+; and (iii) other subscription services that we make available from time-to-time through EOS One.
Your Access to and Use of EOS One.
Paid Subscription Services. EOS One subscription services may have differing terms, pricing, conditions and limitations, which will be disclosed herein, when you sign up, or in other communications made available to you. For more information on current pricing for EOS One, please visit https://eosone.com/pricing.
Subscriptions may be available on both an individual basis or grouped together or designated as Business Accounts. In addition to our Terms and Conditions, Business Accounts may be subject to the terms and conditions set forth in a separate order form signed by EOS Worldwide. In the event of a conflict between an order form signed by EOS Worldwide and our Terms and Conditions, the terms and conditions of the order form will prevail. Subject to the foregoing, all order forms for EOS One will be subject to our Terms and Conditions and will include, at a minimum: (A) the number of authorized users for your Business Account; and (B) your applicable pricing. As a Business Account holder, you are responsible and liable for all uses of EOS One through access provided by you, directly or indirectly. Specifically, and without limiting the generality of the foregoing, you are responsible and liable for all actions and failures to take required actions with respect to EOS One by your authorized users or by any other person or entity granted access to or use of EOS One in connection with your Business Account, whether such access or use is permitted by or in violation of our Terms and Conditions.
Business Accounts may be controlled or administered by one or more account owners or administrators to help manage the Business Account. We are entitled to rely on communications from any account owner or administrator when servicing a Business Account. If a person within your Business Account requests a change to the account owner or administrator, we will attempt to contact the Business Account owner for consent, but to the extent that the Business Account owner does not respond to our communications, we will transfer the Business Account owner based on our internal verification methods.
If you are or become a user of a Business Account, any content, information or data you create, submit or upload to EOS One will be subject to control by the applicable Business Account owner(s) and administrator(s) of that account, and may be visible by other users of that Business Account. The Business Account owner and administrators may designate other users for that account from time to time.
If you select a subscription with an auto renewal or evergreen feature (“Recurring Membership”), that subscription will continue until terminated. To access EOS One, you must have Internet access and provide us when prompted with your credit or debit card information, or other current, valid method of payment, as accepted by EOS Worldwide from time-to-time (your “Payment Method“). By providing your Payment Method, you authorize us, our affiliates, or our third-party payment processor to maintain your account information and to charge your Payment Method for all applicable fees, including those for your Recurring Membership upon renewal or continuation with no further action required by you, and you further represent that any payment information that you provide is true, accurate and complete in all respects. If your Payment Method cannot be authorized or is otherwise in error, due to expiration, insufficient funds, or otherwise, we may suspend or cancel your subscription. In the event of such failure of your Payment Method, we may take reasonable steps to retry your Payment Method. We may contact you to reconfirm or update your Payment Method. For some Payment Methods, the issuer may charge you certain fees relating to the processing of your Payment Method. Check with your Payment Method service provider for details. We are not responsible for any fees that you may incur when charging or retrying your Payment Method, including, but not limited to, foreign transaction fees or overdraft fees. You must cancel your subscription before your next billing date in order to avoid billing of the subscription fees for the next billing cycle to your Payment Method. You can update your Payment Method by logging into your account. We may also update your Payment Method using information provided by our third-party payment processor. Following any update, you authorize us, our affiliates, or our third-party payment processor to continue to charge the applicable Payment Method(s). You remain responsible for any uncollected amounts.
If you upgrade your paid service or add additional users to a Business Account, your fee will be increased for future billing cycles, and may be pro-rated as necessary. If you downgrade a paid service in the middle of a billing cycle, you will not receive a refund for that billing cycle, but future fees will be decreased accordingly. Downgrading your service level may result in the loss of content and features. We will not be liable for any such loss.
Fees. All fees for EOS One are based on subscriptions purchased and not on actual usage, are fully earned upon payment, and are non-refundable unless otherwise provided in our Terms and Conditions. All EOS One subscriptions are purchased as user subscriptions and may be accessed by no more than the specified number of users permitted. Only one user is permitted per individual account. Additional users may be added at our then-current rates, or the rates specified on an order form, if different, prorated for partial months to align with your current billing period. User subscriptions are for designated users only and cannot be shared or used by more than one user (unless expressly permitted by us) but may be reassigned to new users within your Business replacing former users who no longer require ongoing use of EOS One. If you exceed your usage, you will pay any invoice for excess usage in accordance with our Terms and Conditions and any then-current applicable order form. All pricing is in United States dollars, and is exclusive of any taxes, levies, duties, or similar governmental assessments of any nature. We may modify our subscription fees effective prospectively upon reasonable notice to the extent allowed by applicable law. The subscription fee for the EOS One subscription that you purchase and any other charges you may incur in connection with your use of EOS One, such as taxes and possible transaction fees, will be charged to your Payment Method monthly in advance on the specific payment date for your account or at such other times as we determine in accordance with our Terms and Conditions. You remain responsible for paying all taxes associated with your use or purchase of EOS One, even if not invoiced by us, unless you provide us with a valid tax exemption certificate authorized by the appropriate taxing authority. In some cases, your recurring payment date may change, for example, if your regular payment date falls on a non-business day, we may charge you on the next business day, or if your Payment Method has not successfully settled, or if your paid subscription began on a day not contained in a given month. We may authorize your Payment Method in anticipation of subscription or service-related charges through various methods, including authorizing it up to approximately one month of service as soon as you register. Upon termination of your subscription for any reason, you must immediately pay all unpaid fees and other amounts due and owing under our Terms and Conditions.
Cancellation. You can cancel an EOS One subscription at any time by logging into your account and following the instructions for cancellation. As a reminder, all payments are nonrefundable unless otherwise provided in our Terms and Conditions. There are also no refunds or credits for partially used subscription periods. Following any cancellation, however, you will continue to have access to the service through the end of your current billing period.
Term and Termination. We may discontinue furnishing EOS One at any time, without any obligation to you; provided, however, that we will endeavor to give you as much advance notice as is reasonably practicable under the circumstances. Upon termination for any reason, you will lose the right to access or use EOS One; however, your obligations in connection with your EOS One subscription prior to such termination, as well as any other provisions in our Terms and Conditions which, by their nature, would reasonably be expected to survive such termination, will survive termination. Upon termination of your subscription for any reason, we will have no obligation to maintain your account or to retain or forward any data to you or any third party, unless and except as required by applicable law.
Free Trials. We may, in our sole discretion, offer EOS One subscriptions with a free trial for a limited period of time (“Free Trial”). You may be required to provide your Payment Method in order to sign up for a Free Trial. If you do provide your Payment Method when signing up for a Free Trial, you will not be charged until the Free Trial has expired. On the last day of the Free Trial period, unless you cancelled your subscription, you will be automatically charged the applicable subscription fees for your subscription. At any time and without notice, we reserve the right to (i) modify the terms and conditions of the Free Trial offer, or (ii) cancel such Free Trial offer.
Offers and Credits. We may offer a number of subscription plans. We may also from time-to-time offer other special promotional offers, plans or subscriptions (“Offers”). Offer eligibility is determined by EOS Worldwide in its sole discretion and we reserve the right to revoke an Offer and put your account on hold if we determine that you are not eligible for a particular Offer. Members of Businesses with an existing or recent EOS One subscription may not be eligible for certain introductory Offers. We may use information such as device ID, method of payment or an account email address used with an existing or recent EOS One subscription to determine Offer eligibility. The eligibility requirements and other limitations and conditions will be disclosed when you sign-up for the Offer or in other communications made available to you. We may also provide a refund, discount, or other consideration to some or all of our subscribers (“credits“). The amount and form of such credits, and the decision to provide them, are at our sole and absolute discretion. The provision of credits in one instance does not entitle you to credits in the future for similar instances, nor does it obligate us to provide credits in the future, under any circumstance.
EOS One and Documentation. Subject to your compliance with our Terms and Conditions, we grant you a limited, non-exclusive, non-transferable and revocable right to access and use: (i) EOS One solely for your own internal business purposes; and (ii) any manuals, instructions, or other documents or materials that we provide to you that describe or relate to the EOS Web Properties or EOS One, which may include information we provide on our website or otherwise at sign-up or through on-boarding, including that provided in applicable frequently asked questions sections, in each case as updated from time to time (collectively, “Documentation”). Nothing in our Terms and Conditions grants any right, title, or interest in or to (including any license under) any intellectual property rights in or relating to, EOS One, our Documentation, or any other EOS Web Property or any third-party materials, whether expressly, by implication, estoppel, or otherwise. As a licensee, you only have the right to access and use EOS One, but you do not own EOS One or any of the EOS Web Properties, which are and remain, as between you and us, our sole property. All rights that are not expressly granted to you in our Terms and Conditions are expressly reserved. Trademarks and logos used in connection with the EOS Web Properties, including EOS One, or any Documentation are the trademarks of their respective owners. EOS, EOS One, and other EOS trademarks, service marks, graphics and logos used for our services are trademarks or registered trademarks of EOS Worldwide.
Data Migration. We may provide data migration services for you from time to time. Data migration services include the importation of your data, materials, and other information into your EOS One subscription. You must provide us with your data, materials, and other applicable information in an acceptable format and in accordance with our written instructions or procedures. Data migration services may include so-called “white glove service”, in which we will extract your data, materials and other information from your previous provider(s) on your behalf and upload that data, information and materials, as applicable, into EOS One. If you request and we agree to provide white glove service, you are solely responsible for obtaining all necessary permissions from your previous provider(s) and other applicable parties to allow us to access your account on your behalf to perform data migration services, and for providing our support team with access to your account with your previous provider(s). We are not responsible for any loss, liability or other damage resulting from extracting any data, materials, or other information from your previous provider(s), nor are we responsible for any data, materials, or other information that you, or our support team on your behalf, are unable to extract from your previous provider(s), nor any delays due to your inability to extract any data, materials, or other information. As between you and EOS Worldwide, you are solely responsible for any fees charged by, or other obligations with, your former provider(s), including those in connection with the extraction of any data, materials or other information from their systems and compliance with their terms and conditions. We are also not responsible under any circumstances for the accuracy, quality, integrity, legality, reliability, appropriateness, ownership or completeness of any data, material or other information migrated. In performing any such data migration services for you, you hereby grant to us a royalty-free, irrevocable, worldwide right and license to use your data, materials and other information for such purposes, and agree to in a timely fashion, provide us with all information and cooperation reasonably requested to facilitate the data migration understanding that the failure to do so may cause delays or impact our ability to perform data migration for you. We will maintain your source data, materials, and other applicable information you provide us to migrate for at least 90 days following your migration. After 90 days, we may delete any such data, materials and other applicable information in our discretion. Please see Section 17 of the General Terms for your obligations to back up your information.
Changes; Suspension of Access. We may access and make changes or other updates to EOS One as we deem necessary or useful, with or without notice to you. If applicable, you will install all updates as soon as practicable after receipt. If you do not timely install updates, as applicable, EOS One may not operate properly, efficiently or otherwise effectively. We may also suspend, terminate, or otherwise discontinue your access to or use of all or any part of EOS One if we believe that you have breached our Terms and Conditions or applicable law, are misusing the EOS Web Properties, or for other reasons we deem relevant, without incurring any resulting obligation or liability.
Your Use of EOS One.
In order to use the EOS Web Properties, your computer hardware, software and data communication and connectivity must meet certain minimum requirements. You will be solely responsible for obtaining and maintaining, at your sole cost and expense, all hardware, software and data communication and connectivity required to connect to EOS One or any other EOS Web Property. If you fail or are unable to do so, then you may be unable to access EOS One or any other EOS Web Property, and EOS One and such other EOS Web Properties, may not operate properly, efficiently or otherwise effectively.
We may from time to time offer features within EOS One that allow you to send messages to third parties via email and other methods (collectively, “Messaging Services”). You acknowledge and agree that Messaging Services are intended to be used solely for their intended purposes. Messaging Services may not provide features that allow you to include an unsubscribe link in the message; accordingly, these Messaging Services are not intended to comply with the CAN-SPAM Act, the EU General Data Protection Regulation, the California Consumer Privacy Act or any similar laws and we make no representation or warranty to such effect. You are solely responsible for ensuring that your use of the Messaging Service complies with applicable laws, including anti-spam and data protections laws. Contents of messages sent by you via Messaging Services will be deemed User Content.
Your Data Security. You will use commercially reasonable measures to: (i) protect against any unauthorized access to or use of EOS One; and (ii) control the content and use of data submitted, accessed, downloaded, stored, or otherwise used or processed by you on, through or in connection with EOS One. Except as and to the extent expressly set forth in our Terms and Conditions, we will not have any obligation or liability to you or any third party for any loss, alteration, destruction, damage, corruption, or recovery of any data or information submitted, downloaded, stored, or otherwise used or processed within EOS One.
Customer Data. We: (i) will maintain appropriate administrative, physical and technical measures designed to protect the security and confidentiality of Customer Data against any accidental or illicit destruction, alteration or unauthorized access or disclosure to third parties; and (ii) have commercially reasonable measures in place designed to protect the security and confidentiality of Customer Data. EOS One is built upon an enterprise level secure infrastructure. Data is encrypted and stored in U.S. based 3rd party data centers that are SOC 2, ISO 27001 and PCI-DSS certified, and all systems maintain detailed audit logs. While we provide reasonable precautions to protect your information, we do not and cannot guarantee or warrant that information transmitted through the Internet is secure, or that such transmissions are free from delay, interruption, interception or error. We will review our information security policies at planned intervals or if significant changes occur to help ensure their continuing suitability, adequacy, and effectiveness and our compliance with applicable laws.
Feedback. We and our affiliates are free to use any Submissions (see Section 23 of the General Terms) that you may send to us in connection with EOS One (including in connection with any Beta Services and including responses to questionnaires or through postings to EOS One), worldwide and in perpetuity without any restrictions and without any further compensation, acknowledgement or payment to you for any purpose whatsoever, including, but not limited to, developing, manufacturing and marketing products and creating, modifying or improving EOS One.