NextUp Terms of Use

Terms of Use

These Terms of Use (the “Terms”) govern access to and use of the NextUp mobile and web application, related software, websites, and services (collectively, the “Service”) provided by DVMiQ (“Company,” “we,” “us,” or “our”).

By creating an account, accessing, or using the Service, you agree to be bound by these Terms. If you do not agree, do not use the Service.

1. Eligibility and User Types

1.1 Eligibility. You must be at least 18 years old and have legal capacity to enter into a binding agreement to use the Service. By using the Service, you represent and warrant that you meet these requirements.

1.2 User Types. The Service is designed primarily for:

(a) Students and Trainees – veterinary students, veterinary technician students, externs, interns, residents, and other trainees using the Service for scheduling, task management, educational planning, and related support (“Student Users”); and

(b) Veterinary Professionals and Clinics – licensed veterinarians, veterinary technicians, nurses, practice staff, and veterinary clinics or hospitals using the Service for scheduling, case management assistance, and related professional activities (“Clinic Users”).

1.3 Accounts for Organizations. If you create an account or use the Service on behalf of a clinic, university, practice group, or other organization (“Organization”), you represent and warrant that you are authorized to bind that Organization to these Terms. In that case, “you” and “your” will refer to both you individually and the Organization.

2. Account Registration and Security

2.1 Account Creation. To use certain features of the Service, you must register for an account and provide accurate, current, and complete information, including your name, email address, class, and, where applicable, your Organization.

2.2 Updates. You agree to keep your account information accurate and up to date. We may suspend or terminate your account if we reasonably believe that your information is inaccurate, incomplete, or misleading.

2.3 Account Security. You are responsible for maintaining the confidentiality of your login credentials and for all activities that occur under your account. You agree to:

(a) promptly notify us at support@dvm-iq.com of any unauthorized use of your account or any other security breach; and

(b) log out of your account at the end of each session where appropriate.

We are not liable for any loss or damage arising from your failure to protect your account information.

3. Description of the Service

3.1 Service Overview. The Service is a veterinary school-focused scheduling and assistant platform that may include features such as:

(a) scheduling and calendar tools for clinics, professionals, and students;

(b) shift planning, rotation tracking, and assignment management;

(c) reminders, task management, and communication tools;

(d) educational resources, prompts, and guidance to support veterinary training; and

(e) analytics, reporting, and related administrative functions.

3.2 No Veterinary, Medical, or Legal Advice. The Service is for organizational, educational, and workflow support only. It does not provide veterinary, medical, legal, billing, or regulatory advice. You acknowledge and agree that:

(a) any information, content, or suggestions available through the Service are for informational and educational purposes only;

(b) the Service does not diagnose, treat, or prescribe for any animal or human condition; and

(c) all clinical decisions, treatment decisions, and professional judgments are made solely by you and your supervising professionals, not by us or the Service.

You are responsible for complying with all laws, regulations, and professional standards applicable to your practice or training.

3.3 No Emergency or Urgent Care Service. The Service is not designed for emergency or urgent care situations and should not be used as a substitute for direct professional veterinary care. If you believe an animal is in need of emergency care, you must seek appropriate in-person veterinary services immediately.

3.4 Service Changes. We may modify, enhance, or discontinue all or any part of the Service at any time, with or without notice, provided that we will use reasonable efforts not to materially degrade any paid features during a then-current paid subscription term, if applicable.

4. Student and Training Use

4.1 Educational Use Only. For Student Users, the Service is intended to assist with scheduling, task tracking, and learning support during clinical rotations, coursework, externships, internships, and residencies. It is not a substitute for formal veterinary education, supervision, or established curricula.

4.2 Supervision and Scope of Practice. Student Users must:

(a) act only within the scope of their training and authority;

(b) comply with the policies of their academic institution and host clinic; and

(c) obtain appropriate supervision and approvals from licensed veterinarians or other supervisors for any clinical tasks.

We are not responsible for supervising Student Users or for any acts or omissions by any user.

4.3 Institutional Programs. If your academic institution or training provider uses the Service to manage schedules or rotations:

(a) your institution may have additional rules, policies, and agreements that apply to your use; and

(b) in case of conflict between institution policies and these Terms, your institution’s policies may govern your educational and disciplinary relationship with that institution, while these Terms govern your relationship with us.

5. User Conduct and Acceptable Use

5.1 General Conduct. You agree that you will not, and will not allow any third party to:

(a) use the Service for any unlawful purpose or in violation of any applicable law, regulation, or professional standard;

(b) post, upload, or transmit any content that is fraudulent, defamatory, harassing, obscene, hateful, or otherwise objectionable;

(c) impersonate any person or entity, or misrepresent your affiliation with any person or entity;

(d) interfere with or disrupt the operation of the Service or servers or networks used to make the Service available; or

(e) attempt to gain unauthorized access to the Service or related systems.

5.2 Veterinary and Client Data. If you choose to input information about animals, clients, appointments, or cases into the Service:

(a) you are solely responsible for ensuring that any such data entry and use complies with applicable privacy, data protection, recordkeeping, animal health, and professional conduct laws and regulations;

(b) you must not upload, store, or share sensitive personal information about clients or staff (such as government ID numbers, financial account numbers, payment card data, or highly sensitive medical details) unless and until the Service is clearly designated for such use and subject to a separate written agreement with us; and

(c) you must comply with any agreements you have with your employer, clinic, or institution regarding confidentiality and data management.

5.3 Prohibited Content. You may not upload, store, or share any content that:

(a) you do not have the right to use, copy, or disclose;

(b) infringes or misappropriates any third-party intellectual property, privacy, or publicity right; or

(c) contains malware, viruses, or other harmful code.

6. User Content and License

6.1 User Content. “User Content” means any data, information, text, images, files, or other content that you or your Organization submit to or through the Service, including schedules, notes, comments, task lists, and profile information.

6.2 Ownership of User Content. As between you and us, you (or your Organization, as applicable) retain all rights in your User Content, subject to the licenses granted in these Terms.

6.3 License to Company. You grant us a worldwide, non-exclusive, royalty-free, fully paid, transferable, and sublicensable license to:

(a) host, store, reproduce, modify (for formatting and technical purposes only), display, and perform your User Content as necessary to operate, maintain, improve, secure, and provide the Service; and

(b) use de-identified and aggregated data derived from User Content to develop and improve our products and services, create analytics, and for research, benchmarking, and similar purposes, provided that such data does not identify you or any identifiable individual or clinic, except as authorized by you in writing.

6.4 Your Responsibility. You are solely responsible for your User Content and for ensuring that you have all necessary rights, consents, and authorizations to submit it to the Service and grant the licenses described in these Terms.

6.5 Content Removal. We may remove or disable access to any User Content that we reasonably believe violates these Terms or applicable law. We are not obligated to monitor User Content, but we reserve the right to do so.

7. Intellectual Property Rights

7.1 Our Ownership. The Service, including all software, code, text, graphics, logos, trademarks, service marks, designs, interfaces, and other materials available on or through the Service (excluding User Content), and all related intellectual property rights, are owned by us or our licensors.

7.2 Limited License to You. Subject to your compliance with these Terms and any applicable subscription or license agreement, we grant you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Service for your internal professional, educational, or organizational purposes.

7.3 Restrictions. You will not:

(a) copy, modify, or create derivative works of the Service;

(b) reverse engineer, decompile, disassemble, or attempt to derive the source code of the Service, except to the extent such restrictions are prohibited by law;

(c) distribute, sell, resell, rent, lease, sublicense, or otherwise make the Service available to any third party, except as expressly permitted in writing; or

(d) remove, obscure, or alter any proprietary rights notices on or in the Service.

7.4 Feedback. If you provide feedback, suggestions, or ideas about the Service (“Feedback”), you grant us a perpetual, irrevocable, worldwide, royalty-free license to use, copy, modify, create derivative works based on, and otherwise exploit the Feedback for any purpose, without any obligation or compensation to you.

8. Subscriptions, Fees, and Payment

8.1 Fees. Certain features of the Service may require payment of fees, such as premium features, Organization plans, or enterprise services (“Paid Services”). The current fees, subscription options, and billing terms will be disclosed at the time of purchase or enrollment.

8.2 Billing and Payment. By subscribing to Paid Services, you authorize us or our third-party payment processor to charge you using your selected payment method for all applicable fees, taxes, and charges. All amounts are due as stated in the order, subscription, or enrollment process.

8.3 Auto-Renewal. Unless otherwise specified, subscriptions will automatically renew at the end of each subscription term for the same term length and at the then-current rates, unless you cancel your subscription before the renewal date through your account settings or by following the instructions provided in the Service.

8.4 No Refunds. Except as required by law or expressly stated otherwise, all fees are non-refundable and non-creditable, including for partially used periods or unused features.

8.5 Changes to Fees. We may change our fees or introduce new charges from time to time by providing reasonable prior notice. Any fee changes will take effect at the start of your next billing cycle or subscription term, unless otherwise stated.

9. Privacy and Data Protection

9.1 Privacy Policy. Our collection, use, and disclosure of personal information through the Service are described in our Privacy Policy, available at [PRIVACY POLICY URL], which is incorporated into these Terms by reference. You acknowledge that use of the Service is subject to our Privacy Policy.

9.2 Compliance by Users. You are solely responsible for complying with all privacy, data protection, and recordkeeping laws that apply to your use of the Service, including any obligations to provide notices or obtain consents from individuals whose personal data you collect or store through the Service.

9.3 De-Identification. We may de-identify personal or clinic-level information stored in the Service and use such de-identified information in accordance with these Terms and our Privacy Policy.

10. Third-Party Services and Links

10.1 Third-Party Services. The Service may integrate with or provide links to third-party websites, applications, services, or tools (collectively, “Third-Party Services”). Third-Party Services are subject to their own terms and privacy policies, and we are not responsible for their content, policies, or practices.

10.2 No Endorsement. The inclusion of any Third-Party Service or link does not imply our endorsement or recommendation. Your use of Third-Party Services is at your own risk.

11. Disclaimers

11.1 Service “As Is.” To the maximum extent permitted by law, the Service and all content, features, and functionality are provided on an “as is” and “as available” basis, without warranties of any kind, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

11.2 No Warranties. We do not warrant that:

(a) the Service will be uninterrupted, timely, secure, or error-free;

(b) any data, content, or information provided through the Service will be accurate, complete, or reliable; or

(c) any defects or errors in the Service will be corrected.

11.3 Professional Responsibility. You acknowledge and agree that:

(a) we do not practice veterinary medicine, human medicine, or law, and are not a veterinary or medical clinic or educational institution;

(b) the Service is not a substitute for professional training, clinical judgment, or independent decision-making; and

(c) you are solely responsible for verifying any information obtained through the Service and for all decisions related to animal care, client communications, or educational progression.

12. Limitation of Liability

12.1 Exclusion of Certain Damages. To the maximum extent permitted by law, in no event will we or our affiliates, licensors, service providers, or our and their respective officers, directors, employees, or agents be liable for any:

(a) indirect, incidental, consequential, special, punitive, or exemplary damages;

(b) loss of profits, revenue, data, or goodwill; or

(c) business interruption or procurement of substitute services,

arising out of or in connection with the use of, or inability to use, the Service, whether based on warranty, contract, tort (including negligence), or any other legal theory, even if we have been advised of the possibility of such damages.

12.2 Liability Cap. To the maximum extent permitted by law, our total aggregate liability arising out of or relating to these Terms or the Service will not exceed the greater of:

(a) the total amounts you paid to us for the Service in the twelve (12) months preceding the event giving rise to the claim; or

(b) USD 100, if you have not paid any amounts.

12.3 Basis of the Bargain. The limitations and exclusions in this Section 12 form an essential basis of the bargain between you and us and will apply even if any limited remedy fails of its essential purpose.

12.4 Jurisdiction-Specific Rights. Some jurisdictions do not allow the exclusion of certain warranties or limitation of liability for certain types of damages. In such jurisdictions, our liability will be limited to the maximum extent permitted by law.

13. Indemnification

You agree to indemnify, defend, and hold harmless us and our affiliates, licensors, and service providers, and our and their respective officers, directors, employees, and agents, from and against any claims, demands, losses, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

(a) your use of the Service;

(b) your User Content;

(c) your violation of these Terms; or

(d) your violation of any applicable law, regulation, or third-party right.

We reserve the right, at your expense, to assume the exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate with our defense of such claims.

14. Suspension and Termination

14.1 Suspension. We may suspend your access to the Service, or any part of it, immediately and without notice if we reasonably believe that:

(a) you have violated these Terms;

(b) your use of the Service poses a security risk or could harm other users, us, or third parties; or

(c) suspension is required by law or by a governmental or regulatory authority.

14.2 Termination by You. You may stop using the Service at any time. If you have a subscription, you may terminate your subscription by following the cancellation instructions in your account or as otherwise described during purchase. Termination does not entitle you to a refund unless expressly required by law or expressly stated otherwise.

14.3 Termination by Us. We may terminate your account or these Terms at any time, with or without cause, by providing you with notice as described in Section 18.

14.4 Effect of Termination. Upon termination of your account or these Terms:

(a) your right to access and use the Service will immediately cease;

(b) you will remain responsible for all fees and charges incurred up to the date of termination; and

(c) certain provisions of these Terms will survive termination.

14.5 Data Retention and Deletion. Following termination, we may retain your User Content and account data for a commercially reasonable period for backup, archival, or audit purposes, or as required by law. We may delete or anonymize your User Content in accordance with our data retention practices and Privacy Policy. We do not guarantee that we can recover or restore data after your account is terminated.

15. App Store Terms

If you access or download the Service through an app store or distribution platform (such as the Apple App Store or Google Play) (“App Provider”), then:

(a) you acknowledge that these Terms are between you and us, not with the App Provider;

(b) your use of the Service must comply with the App Provider’s then-current terms and policies;

(c) the App Provider is not responsible for providing any maintenance or support services for the Service; and

(d) in the event of any failure of the Service to conform to any applicable warranty (if any), your sole remedy will be to notify the App Provider, and the App Provider may refund the purchase price (if any) for the Service, to the maximum extent permitted by applicable law, and the App Provider will have no other warranty obligation or liability whatsoever with respect to the Service.

16. Modifications to These Terms

We may update or modify these Terms from time to time. If we make material changes, we will provide notice, such as by email, in-app message, or by posting a notice on our website or in the Service. The updated Terms will be effective as of the date stated in the notice or as otherwise required by law. Your continued use of the Service after the effective date of the updated Terms constitutes your acceptance of the changes. If you do not agree to the updated Terms, you must stop using the Service.

17. Governing Law and Dispute Resolution

17.1 Governing Law. These Terms and any dispute arising out of or relating to them or the Service will be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of laws principles.

17.2 Informal Resolution. Before initiating any formal legal action, you agree to first contact us at support@dvm-iq.com to provide a brief written description of the dispute and your contact information. You and we will attempt in good faith to resolve the dispute informally within thirty (30) days.

17.3 Venue and Jurisdiction. Subject to any mandatory arbitration provisions (if added by separate agreement), you and we agree that any legal action or proceeding arising out of or related to these Terms or the Service will be brought exclusively in the state or federal courts located in Potter country, Texas, and you consent to the personal jurisdiction of such courts and waive any objection to venue.

17.4 Jury Trial Waiver. To the maximum extent permitted by law, you and we waive any right to a trial by jury in any legal proceeding arising out of or related to these Terms or the Service.

18. Notices

18.1 To You. We may provide notices to you under these Terms by:

(a) email to the address associated with your account;

(b) in-app notifications; or

(c) posting on our website or within the Service.

18.2 To Us. All legal notices to us under these Terms must be emailed to:

DVMiQ
Attn: Legal Department
Email: support@dvm-iq.com

Notices are deemed given:

(a) when received, if delivered personally or by courier;

(b) when sent, if sent by email (unless the sender receives a bounce-back or error message); or

(c) five (5) business days after mailing, if sent by certified or registered mail (return receipt requested).

19. Study Materials and Class Sharing

19.1 Study Materials. As part of the Service, Student Users may upload, create, or share study-related materials, including notes, checklists, flashcards, rotation guides, case summaries, and similar content (“Study Materials”).

19.2 Class or Cohort Visibility. If you upload or share Study Materials in a workspace, group, or cohort area designated as shared (for example, a class, rotation group, or institution-managed workspace), you understand and agree that those Study Materials will be viewable by other authorized users within that group (such as your classmates, supervising clinicians, or instructors), and that such users may view and use those Study Materials for their own educational purposes.

19.3 Ownership; License. As between you and us, you retain any rights you have in your Study Materials, subject to the licenses granted in these Terms. By uploading or sharing Study Materials, you represent and warrant that:

(a) you have all necessary rights and permissions to upload and share those Study Materials with the intended audience (for example, your class or cohort); and

(b) your Study Materials do not infringe or violate any third-party intellectual property, privacy, or confidentiality rights, including course materials or assessments that you are not permitted to copy or distribute.

You grant us and other authorized users in your shared group the licenses described in Section 6 (User Content and License) of these Terms.

19.4 Institutional and Academic Rules. You are responsible for ensuring that your use of the Service to upload or share Study Materials complies with all policies of your academic institution, clinic, and any applicable honor code or examination rules (for example, not uploading or distributing exam questions, answer keys, or restricted course content). We are not responsible for monitoring compliance with your institution’s internal rules.

19.5 Accuracy and Quality of Study Materials.

While the Service does not independently review or verify Study Materials uploaded by users, you agree that any Study Materials you contribute will be prepared to the highest level of accuracy and quality reasonably possible. You represent and warrant that Study Materials you upload:

(a) are factually accurate to the best of your knowledge at the time of submission;

(b) reflect appropriate academic, clinical, or professional standards for the subject matter; and

(c) do not contain misleading, harmful, or materially incorrect information.

You understand that other users may rely on the quality and accuracy of shared Study Materials for academic, clinical, or professional purposes, and you agree to use reasonable care when creating, editing, or uploading such content. We reserve the right, but not the obligation, to remove Study Materials that are reported or determined to be inaccurate, misleading, or otherwise inappropriate.

19.6 Disclaimer Regarding User-Uploaded Study Materials.

You acknowledge that Study Materials uploaded, shared, or distributed through the Service are created by users and are not reviewed, verified, or approved by us. We do not warrant, endorse, guarantee, or assume responsibility for the accuracy, completeness, reliability, or suitability of any Study Materials uploaded by users. All Study Materials are provided “as is,” and you use them at your own risk.

To the fullest extent permitted by law, we disclaim all liability arising from:

(a) any errors, omissions, inaccuracies, or misleading information contained in user-uploaded Study Materials;

(b) any reliance you place on such Study Materials for academic, clinical, or professional purposes; and

(c) any damages or consequences resulting from the use or misuse of Study Materials shared by other users.

Nothing in the Service should be construed as academic, medical, legal, or professional advice. You agree that it is your responsibility to independently verify all information contained in any Study Materials before relying on it.

19.7 No Confidential or Client-Identifying Information. You agree not to include in any Study Materials any confidential, proprietary, or client-identifying information, including names, contact details, or other identifying information about clients, staff, or specific animals, unless such inclusion is expressly permitted by applicable law, your institution or clinic policies, and these Terms.

20. Canvas Access Tokens and Integrations

20.1 Canvas Integration. The Service may allow you to connect your account with learning management systems such as Canvas and similar platforms (“LMS Integrations”) in order to import or sync schedules, assignments, course information, or other academic data.

20.2 Canvas Access Tokens. To enable LMS Integrations, you may be asked to provide, or authorize our access to, access tokens, API keys, or similar credentials associated with your Canvas or other LMS account (“Canvas Access Tokens”). By enabling an LMS Integration, you authorize us to use your Canvas Access Tokens solely to access and process information from the applicable LMS as necessary to provide and improve the Service features you choose to use.

20.3 Security of Canvas Access Tokens. We use technical and organizational measures designed to protect Canvas Access Tokens, including:

(a) encrypting Canvas Access Tokens at rest using the Fernet protocol (AES-128 in CBC mode with HMAC-SHA256 for integrity); and

(b) using HTTPS and other industry-standard transport-layer security protocols to protect Canvas Access Tokens and LMS-related data in transit between your device, our systems, and the applicable LMS.

While we implement these safeguards, no system can be guaranteed to be 100% secure, and you acknowledge that you provide Canvas Access Tokens at your own risk, subject to these Terms.

20.4 Limited Use. We will use Canvas Access Tokens only to:

(a) establish and maintain the connection between your account and the applicable LMS;

(b) retrieve, synchronize, and update academic or scheduling data that you have authorized us to access; and

(c) maintain logs and records necessary to operate, secure, and troubleshoot the LMS Integration.

We will not sell or use Canvas Access Tokens for advertising or unrelated purposes.

20.5 Revocation and Disconnection. You may revoke or disconnect LMS Integrations (including Canvas) at any time through the Service (where available) or through the applicable LMS. Upon disconnection, we will cease using your Canvas Access Tokens, and we may delete or render unusable such tokens within a commercially reasonable period, subject to our backup, security, and legal retention obligations.

20.6 Third-Party LMS Terms. Your Canvas or other LMS account is subject to that provider’s separate terms and privacy policies. We do not control and are not responsible for the security, availability, or performance of any LMS, or for any actions of the LMS provider. It is your responsibility to review and comply with the applicable LMS provider’s terms when enabling and using LMS Integrations.

21. General Terms

21.1 Entire Agreement. These Terms, together with any other agreements or policies expressly incorporated by reference (including our Privacy Policy), constitute the entire agreement between you and us regarding the Service and supersede all prior or contemporaneous agreements or understandings, whether written or oral, relating to the Service.

21.2 Severability. If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions will remain in full force and effect.

21.3 No Waiver. Our failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision.

21.4 Assignment. You may not assign, transfer, or delegate any of your rights or obligations under these Terms without our prior written consent. We may freely assign or transfer our rights and obligations under these Terms in connection with a merger, acquisition, corporate reorganization, sale of assets, or by operation of law.

21.5 Relationship of the Parties. Nothing in these Terms creates any partnership, joint venture, agency, or employment relationship between you and us.

21.6 Third-Party Beneficiaries. Except as expressly stated, these Terms do not create any third-party beneficiary rights.

21.7 Headings. Section headings are for convenience only and do not affect the interpretation of these Terms.

22. Contact Us

If you have any questions about these Terms or the Service, please contact us at:

DVMiQ
Email: support@dvm-iq.com