TERMS OF SERVICE

Welcome to Donkey Chats, it is our goal to help people communicate kinder. These Terms of Service (the “Terms of Service”) apply to the use of the online services and other applications (e.g., websites and mobile applications) owned and controlled by Obonkey Co (“Obonkey”), including the https://www.donkeychats.com website (the “Site”) and the services available to users through the Site, including but not limited to the app Donkey Chats (“Service” and “Services”). By accessing the Services you are agreeing to these Terms of Service. Throughout this Terms of Service, you will be referred to as “Provider” “You” “Your”. You may invite a Patient (defined below) to use the Services using Your account that you will create. If you invite a Patient to use the Services using Your Donkey Chats account, you will continue to be bound by these Terms of Service.  If you are a Patient that has been invited to use the Site and/or Services, you are also subject and bound by these Terms of Service and become a user of the Services whereby you may be referred to as “You” “Your” or “Patient” throughout this Terms of Service Agreement.

PLEASE READ THESE TERMS OF SERVICE CAREFULLY. BY CLICKING “ACCEPT” OR ACCESSING THE SITE AND/OR USING THE SERVICES, YOU AGREE THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS OF SERVICE, YOU MAY NOT ACCESS OR USE THE SITE OR SERVICES. BY ACCEPTING THESE TERMS OR BY ACCESSING THE SITE OR USING THE SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THE TERMS OF SERVICE INCLUDING THE PRIVACY POLICY REFERENCED BELOW. IF YOU ARE NOT ELIGIBLE OR DO NOT AGREE TO THESE TERMS OF SERVICE, THEN YOU DO NOT HAVE PERMISSION TO ACCESS THE SITE OR USE THE SERVICES.

1. Privacy Policy
1. As a condition of using the Site or Services, You also agree to the terms of the Donkey Chats Privacy Policy located at: https://www.donkeychats.com/policies/privacy-policy (the “Privacy Policy”). Our Privacy Policy outlines how we collect and handle Your personal information. By using the Donkey Chats Site or Services, you agree to be bound by these Terms of Service as well as our Privacy Policy.
2. If you are using the Services as a Patient or individual (not a healthcare provider), You agree to be bound by these Terms of Service as well as our Privacy Policy. You will also be able to request that your information be removed from our Site and Services by following the steps outlined in our Privacy Policy. Please be aware that removing your information from our Site and Services will not necessarily remove it from your healthcare provider’s control. Information retained by your healthcare provider outside the scope of our Services is the responsibility of your healthcare provider.

2. Providers
1. To use this Site as a mental healthcare provider with a registered account (“Provider”), You agree you are in compliance with all laws, including but not limited to Health Insurance Portability and Accountability Act (“HIPAA”) regulations, medical licensing or other board licensing rules and regulations, as well as any other rules and regulations applicable to You as a healthcare provider in the course of your business. Your relationship with a(“Patient”) is directly between You and the Patient. The Patient will never have a provider/patient-type relationship with Donkey Chats. Donkey Chats does not practice medicine or any other licensed profession and offers no medical or other professional services. As set forth more fully in Sections 10 and 13, Provider is solely responsible for all agreements, consents, notices and other interactions with Patients and other consumers. Without limiting the generality of the foregoing, Provider is solely responsible for all billings and collections from Patients and other consumers, and Donkey Chats shall have no liability whatsoever to Provider concerning any amounts owed by any Patient or other consumers.
2. Provider agrees not to include any identifiable Patient information whatsoever (Patient information shall include any information as defined in  HIPAA as personal health information) in any communication with Donkey Chats.

3. Independent Professional Judgment

The Provider will use the Site and Services only in accordance with applicable standards of good professional practice. While software products such as the Services may improve the quality of service that Provider and its personnel offer to Patients, many factors, including the provider/patient relationship can affect a patient outcome, and with intricate and interdependent technologies and complex decision-making it is often difficult or impossible to accurately determine what the factors were and in what proportion they affected an outcome. Provider shall be solely responsible for its use of the Site and Services, and the provision of services to Provider’s Patients. In this regard, Provider releases Donkey Chats and waives all potential claims against Donkey Chats as a result of the Provider’s use of the Site and Services, and the provision of services to Provider’s Patients.

4. Consent to Receive Electronic Communications

You consent to receive communications from us electronically. You agree that all agreements can be entered into and signed electronically in accordance with applicable law, and all notices, disclosures, and other communications that we provide to You electronically satisfy any legal requirement that such notice or other communications be in writing.

5. Site Access: Security and Restrictions: Passwords: Accounts
1. Security - You are prohibited from violating or attempting to violate the security of the Site, including, without limitation, (a) accessing data not intended for Your use or logging onto a server or an account which You are not authorized to access; or (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; or (c) accessing or using the Site or any portion thereof without authorization, in violation of these Terms of Service or violation of applicable law; or (d) sharing user credentials, such as username and password with any unauthorized individuals.
2. No Robots, etc- You may not use any scraper, crawler, spider, robot or other automated device, process, or means of any kind to access or copy data on the Site, deep-link to any feature or content on the Site, bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Site.
3. No Viruses, etc- You may not introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
4. Possible Legal ActionViolations of system or network security may result in civil or criminal liability. Donkey Chats takes the security of its Site and the security and safety of its users very seriously. We will investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations. If an offense is discovered, we likely will prosecute to the fullest extent of the law. You agree not to use any device, software or routine to interfere or attempt to interfere with the proper working of this Site or any activity being conducted on this Site.
5. Password and Account Security-While the Donkey Chats software meets all necessary standards of security in the industry and even goes above those standards, You have a responsibility to help keep your account secure. It is Your responsibility to: use a strong password and not share it. You should keep Your computer operating system and browser updated to ensure the best security measures are employed on your system. You should use anti-virus and firewall software. You should also make sure that when you use Donkey Chats, your network is secure and there are no eavesdroppers close by. You are fully responsible for all activities occurring under Your user ID.
6. Individual Account - Each individual Provider is required to have their own account. Use of that account is for that specific individual. You agree to notify us immediately of any unauthorized access to or use of your user ID or account or any other breach of security. We reserve the right to remove users and disable any account(s) that are being used by more than one user. We also may block any user who violates this policy from creating a new account.
7. Cooperation with Law Enforcement - Donkey Chats reserves the right to cooperate fully with any law enforcement authorities or court order requesting or directing Donkey Chats to disclose the identity of anyone posting, publishing, or otherwise making available any materials that are believed to violate these Terms of Service.

BY CLICKING “ACCEPT” OR ACCESSING THE SITE AND/OR USING THE SERVICES, YOU AGREE TO HOLD DONKEY CHATS HARMLESS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY DONKEY CHATS DURING OR AS A RESULT OF ITS INVESTIGATIONS AND/OR FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER DONKEY CHATS OR LAW ENFORCEMENT AUTHORITIES.

6. License to Use Subject to Your compliance with these Terms of Service and Your payment of any applicable fees, Donkey Chats or its content providers grant You a limited, non-exclusive, non-transferable, non-sublicensable license to access and make use of the Donkey Chats Services. All rights not expressly granted to You in these Terms of Service are reserved and retained by Donkey Chats. The Donkey Chats Site, or any part of any Service, may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose except as expressly authorized in writing by Donkey Chats. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Donkey Chats without express written consent. You may not use any meta tags or any other “hidden text” utilizing Donkey Chat’s name or trademarks without the express written consent of Donkey Chats. You may only use the Services as intended for professional services and as permitted by law. Donkey Chats reserves the right to terminate Your account and revoke any licenses granted by Donkey Chats if You do not comply with these Terms of Service.

7. Termination of Account If You desire to terminate Your Account, you may do so by logging into Your account and deleting your account settings. Deleting Your Account does not delete your account information from Donkey Chats servers. To have Donkey Chats delete your account information, please follow the steps outlined in our Privacy Policy.

8. No Warranty

DONKEY CHATS DOES NOT WARRANT THAT ACCESS TO OR USE OF THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE, OR WILL MEET YOUR REQUIREMENTS, OR THAT DEFECTS IN THE SITE WILL BE CORRECTED. THE SITE, INCLUDING ANY CONTENT OR INFORMATION CONTAINED WITHIN IT OR ANY SITE-RELATED SERVICE, IS PROVIDED “AS IS,” WITH ALL FAULTS, WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY OF INFORMATION, QUIET ENJOYMENT, AND TITLE/NON- INFRINGEMENT. DONKEY CHATS DOES NOT WARRANT THE ACCURACY, COMPLETENESS OR TIMELINESS OF THE INFORMATION OBTAINED THROUGH THE SITE.

YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THIS SITE, SITE-RELATED SERVICES, AND LINKED WEBSITES. DONKEY CHATS DOES NOT WARRANT THAT FILES AVAILABLE FOR DOWNLOAD WILL BE FREE OF VIRUSES, WORMS, TROJAN HORSES OR OTHER DESTRUCTIVE PROGRAMMING. YOU ARE RESPONSIBLE FOR IMPLEMENTING PROCEDURES SUFFICIENT TO SATISFY YOUR NEEDS FOR DATA BACKUP AND SECURITY.

9. No Professional Services Your use of the Services and/or any information or Content that is included on or transmitted through the Services is not intended to and will not create any healthcare provider/patient relationship of any kind between you and Donkey Chats or its affiliates. Donkey Chats does not guarantee that communications between patients and Providers occurs in real-time. Any content available on or through the Services is for informational and educational purposes only and is not a substitute for the professional judgment of a healthcare professional in diagnosing and treating patients. Neither the content, discussions or any Services is intended to be substituted for medical diagnosis or treatment. You shall be responsible for verifying the accuracy of any information you send or receive through the Services, including any of your patient health information, data, or records. IF YOU HAVE AN EMERGENCY, DO NOT USE THE SERVICES TO CONTACT YOUR MENTAL HEALTHCARE PROVIDER (OR ANY HEALTHCARE PROVIDER)— INSTEAD, YOU SHOULD IMMEDIATELY CALL 911 AND REQUEST EMERGENCY CARE ASSISTANCE. Donkey Chats disclaims any liability in any way to you for any decision you make or any actions that occur in connection with the use of the Services. Donkey Chats has no control over, cannot and does not guarantee the availability of any Provider that is a part of the Services at any particular time. Donkey Chats will not be liable or responsible in any way for canceled or otherwise unfulfilled appointments or any injury resulting therefrom, or for any other injury resulting from the use of the Services whatsoever.  You are encouraged to independently confirm the content and suggestions contained herein with other sources and to seek the advice of a qualified mental healthcare Provider.
10. Limitation of Liability- DONKEY CHATS AND AFFILIATES ARE NEITHER RESPONSIBLE NOR LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION) ARISING OUT OF OR RELATING IN ANY WAY TO THE SITE, YOUR USE OF THE SITE OR SITE-RELATED SERVICES, CONTENT OR INFORMATION CONTAINED WITHIN THE SITE, AND/OR ANY LINKED WEBSITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE, SITE-RELATED SERVICES, AND/OR LINKED WEBSITES IS TO STOP USING THE SITE AND/OR THOSE SERVICES.
11. Compliance with Laws - Certain Services that Donkey Chats provides to our Provider customers or make available to their patients may involve access to, and the processing of, PHI (defined below) that is provided to us by the Provider and Providers patients. With respect to its operation of the Services, and to the extent required by (A) the Health Insurance Portability and Accountability Act of 1996, as amended, and its implementing regulations ("HIPAA"), (B) the Health Information Technology for Economic and Clinical Health Act ("HITECH") and any regulations promulgated thereunder, and (C) any applicable laws governing the collection, use, storage, and disclosure of information that can reasonably used to identify an individual, including without limitation biometric data such as fingerprints or facial geometry scans (collectively, the "Privacy Laws"), Donkey Chats will comply with the Privacy Laws applicable to business associates and maintain the confidentiality of any Protected Health Information which is individually identifiable health information that is protected by HIPAA ("PHI") transmitted or made available through the functionality of the Services or the Affiliated Services. If you are a patient of a Provider, our use of PHI is governed by HIPAA and other Applicable Laws and the Customer Documents with your Provider. You acknowledge and agree that these Terms may be amended from time to time if necessary to comply with the Privacy Laws. Providers who collect, store, use, disclose, or retain biometric data in connection with their use of the Services shall be responsible for obtaining required consents and satisfying any other requirements of Applicable Laws with respect to collection, storage, usage, disclosure, and retention of such information. The requirements of this Section will survive the termination of your use of the Services. When you use the Services to upload, transmit, or receive PHI, you agree that, to the extent applicable, you shall comply with all applicable local, state, federal or international law, rule or regulation, including, but not limited to, the Privacy Laws, any court order, or other order or decision in any governmental, administrative or judicial proceeding (collectively "Applicable Laws"). You represent and warrant that you will, at all times, comply with all directly or indirectly Applicable Laws that may now or hereafter govern the gathering, use, transmission, processing, receipt, reporting, disclosure, maintenance, and storage of PHI. You agree that Donkey Chats, and all other persons or entities involved in the operation of the Services, have the right to monitor, retrieve, store, review, and use PHI, if applicable, in connection with the transmission of any PHI.  To the extent permissible under Applicable Laws, you hereby grant to Donkey Chats a perpetual, unlimited license to use the data and information that is compiled or passes through the Services that specifically relates to you, your patient care, your Provider's procedures or diagnoses, or insurance provider procedures, policies, coverage, or payments, and any related information (collectively, the "Client Data"), in a de-identified format as defined under the Applicable Laws for data benchmarking, sharing, warehousing, resource utilization, and similar data analysis services; provided, however, that Donkey Chats shall comply with the Applicable Laws in connection with any such actions.

DONKEY CHATS DISCLAIMS ANY LIABILITY FOR YOUR USE OR MISUSE OF PHI OR OTHER INFORMATION TRANSMITTED, MONITORED, STORED OR RECEIVED WHILE USING THE SERVICES WHETHER TO A PROVIDER LOCATED USING THE SERVICES OR OTHERWISE. DONKEY CHATS RESERVES THE RIGHT TO AMEND OR DELETE ANY UPLOADED CONTENT THAT IN DONKEY CHAT'S SOLE DISCRETION VIOLATES ANY PROVISIONS OF THIS SECTION OR THE TERMS OF USE IN GENERAL.

12. Prohibited Conduct - You may only use the Services for lawful purposes in compliance with Applicable Laws. In your access, use or download of the Services, you shall not: (i) infringe any copyright, patent, right of privacy, right of publicity, trademark, trade secret, or other right of Donkey Chats or any third party; (ii) abuse, defame, harass, or stalk any individual or other user of the Services; (iii) interfere or attempt to interfere with, or damage or attempt to damage, the Services or the proper working of the Services, including, without limitation, through the use of cancel bots, denial of service attacks, flood pings, forged routing or electronic mail address information, harmful code, packet or IP spoofing, phishing, Trojan horses, viruses, or similar methods or technology; (iv) use any deep-link, page-scrape, robot, spider, or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Services or any Content, or in any way reproduce or circumvent the navigational structure or presentation of the Services or any Content, to obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the Services; (v) misrepresent your identity, provide false information, impersonate another person or entity, misrepresent your affiliation with a person or entity, including, without limitation, Donkey Chats, create or use a false identity, or attempt to use another user's account; (vi) attempt to obtain unauthorized access to any website or mobile device application through the Services; (vii) engage, directly or indirectly, in transmission of chain letters, junk mail, spam, or any other type of unsolicited solicitation; (viii) collect, reverse look-up, trace or seek to trace, manually or through automated means, information about other users of the Services without their express consent or other information relating to the Services; (ix) use any meta tags or any other hidden text utilizing the Donkey Chats names, service marks, trademarks, or product or service names; (x) advertise, offer to sell, or sell any goods or services set forth in the Services or otherwise use the Services to solicit other users, except as expressly permitted by Donkey Chats; (xi) engage in any activity that interferes with any third party's ability to use or enjoy the Services; (xii) probe, scan or test the vulnerability of the Services or any network connected to the Services, or breach the security or authentication measures on the Services or any network connected to the Services; (xiii) take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Services or Donkey Chats systems or networks, or any systems or networks connected to the Services or Donkey Chats; (xiv) attempt to reverse engineer, reverse assemble, reverse compile, decompile, disassemble, translate any of the Services, or otherwise alter, defraud, or create false results from any of the Services; (xv) create any product or service that competes directly or indirectly with any of the Services; or (xvi) assist any third party in engaging in any activity prohibited by these Terms.
13. Children and Minors - If you are under 13 years old, you may not access, use or download the Services without the supervision of a healthcare provider. If you are a minor (between 13 and 17 years of age) using these Services, your healthcare provider is responsible for ensuring a parent or legal guardian has provided written consent for your use of these Services, unless applicable laws allow your healthcare provider to provide their care or services to you without such consent. Your healthcare provider is responsible for obtaining any required written consent prior to the use. By accessing, using or downloading any of the Services, you represent and warrant that you are 18 years old or older, or otherwise that your parent(s) or guardian(s) have consented in writing to your use of the Services. 
1. Proxy AccountsParents or legal guardians of a minor may request registration of and access to an account for the minor in consultation with the minor's healthcare provider after providing written consent to the minor's healthcare provider.  The minor's healthcare provider provides such access at its discretion.
14. Governing Law -These Terms shall be governed, construed and applied in all respects by the laws of the state of Utah, without regard to any provision governing conflicts of law.
15. Dispute ResolutionAny and all controversies, claims, or disputes arising out of, relating to, or connected with these Terms of Use or your use of the Services and/or the Affiliated Services shall be referred to and settled by arbitration administered by the American Arbitration Association ("AAA") in accordance with the provisions set forth under the AAA's Commercial Arbitration Rules and any other applicable rules and procedures ("Rules") by a panel of three arbitrators appointed in compliance with the Rules. This includes all disputes over arbitrability.  The Parties to this Agreement further acknowledge and agree that: the location of the arbitration, including the location of all arbitration hearings, shall be Utah County, Utah;  the arbitral award shall address the costs and expenses of arbitration and all matters related thereto, including, the allocation of same between the parties; the award of the arbitrators shall be final and binding upon the parties; and  the parties submit to the jurisdiction of the federal courts of Massachusetts for the purposes of ratifying any award made pursuant to arbitration proceedings conducted in accordance with this clause and/or may enforce the award through such courts. By using the Services and/or the Affiliated Services, you expressly waive your right to pursue all controversies, claims, or disputes in court and instead must submit any such controversies, claims, or disputes to arbitration as described above.
16. Waiver of Class Action Any arbitration (or, if arbitration of the action is not permitted by law, litigation) shall be solely on behalf of an individual person, and shall not be consolidated or joined with the claims of any other person or brought on behalf of a putative class unless previously agreed to in writing by both you and Donkey Chats.