Kanga License Subscription Terms of Use

PLEASE READ THESE TERMS OF USE FOR THE KANGA LICENSE SUBSCRIPTION (THE “KANGA TERMS”) CAREFULLY BEFORE ACCESSING OR USING THE SERVICES, PRODUCTS, AND PLATFORM (COLLECTIVELY, “KANGA SERVICES”) OFFERED BY PRESENCELEARNING, INC. (“PRESENCE”). YOUR USE AND ACCESS TO KANGA SERVICES ARE CONDITIONED UPON YOUR COMPLIANCE AND ACCEPTANCE OF THESE TERMS, AND REMAIN SUBJECT TO ANY RESTRICTIONS SET FORTH HEREIN.

YOU MAY SUBSCRIBE TO THE KANGA SERVICES THROUGH AN ONLINE REGISTRATION PAGE (EACH AN “ONLINE FORM”) WHICH MAY CONTAIN ADDITIONAL TERMS APPLICABLE TO THE KANGA SERVICES FOR WHICH YOU ARE SUBSCRIBING. UNLESS OTHERWISE EXPRESSLY SET FORTH IN ANY SUCH ADDITIONAL TERMS AND CONDITIONS, THOSE ADDITIONAL TERMS ARE HEREBY INCORPORATED INTO THIS AGREEMENT IN RELATION TO YOUR USE OF THAT KANGA SERVICE. 

BY CLICKING THE “TRY FOR FREE” OR “BUY NOW” BUTTON AND/OR ACCESSING AND USING THE KANGA SERVICES IN ANY MANNER, YOU OR YOUR ENTITY (“YOU”, “YOUR” OR “KANGA SUBSCRIBER”) AGREE THAT YOU HAVE READ AND AGREE TO BE BOUND BY, AND ARE A PARTY TO, THESE KANGA TERMS AND ANY INCORPORATED DOCUMENTS. YOU REPRESENT AND WARRANT THAT YOU ARE AUTHORIZED TO AGREE TO BE BOUND BY THESE KANGA TERMS. IF YOU DO NOT AGREE TO THESE KANGA TERMS, YOU MAY NOT USE SERVICES. YOU MUST BE 18 YEARS OF AGE OR OLDER TO SUBSCRIBE FOR THE SERVICES. KANGA SERVICE, FREEMIUM, AND KANGA PLATFORM MAY ONLY BE USED IN THE UNITED STATES OF AMERICA.

WE MAY UPDATE THIS AGREEMENT, FROM TIME TO TIME AND POST AT OUR WEBSITE.

1. INTRODUCTION.

The following Kanga Terms apply to independent clinicians or clinical agencies (collectively, “Kanga Subscribers”) who subscribe to the Kanga platform (“Kanga Platform”) for the purpose of providing teletherapy or similar virtual services to their own patients or clients. Kanga Subscribers are not affiliated with Presence; they are independent practitioners who use the Kanga Platform under a subscription agreement with Presence.

If you are a school district or educational institution, these Kanga Terms do not apply to you, please go to School District Customer Terms of Use.

2. DEFINITIONS. 

The below terms are used herein with the following definitions:

“Active Therapy Room Sessions” means when a therapy session takes place in the Therapy Room, with You and at least one End User logged into the Therapy Room.

“Authorized User” or “Authorized Users” means any person or persons for whom You have purchased a subscription and/or granted access to the Services.

“Administrator Dashboard” means the data visualization tool that displays, among other things, Authorized Users, Authorized User caseloads, Kanga Platform usage, and End User information.

“BAA” means Business Associate Agreement.

“Chat Box” means a Kanga Platform communication tool that enables an Authorized User to engage in real time communications with Platform technical support.

“Clinical Workshops” means workshops applicable to an Authorized Users specific discipline.

“Components” means the components of the Kanga Platform including software or other information and technology that is embodied in the Kanga Platform.

“Confidential Information” means: (a) any information disclosed by or on Your behalf to Presence, or by Presence to You, during the Term that at the time of disclosure: (i) was marked or described as “confidential,” or (ii) given the nature of the information and the manner of disclosure, should have been reasonably understood by You or Presence to be confidential; and (b) Subscriber Data. 

“Documentation” means written, printed, or otherwise recorded or stored material that relates to the Platform, including technical specifications, source code annotations, training and support materials, descriptions of the principles of operation of source code, and other instructions.

“End User” and “End Users” means the patients to whom You provide clinical services.

“ePHI” means any personal health information that is stored, accessed, transmitted, or received electronically

“Help Center” means proprietary videos, manuals, user guides, and articles available in the Platform as a help resource for You or Authorized Users.

“HIPAA” means Health Insurance Portability and Accountability Act of 1996, as amended from time to time.

“Intellectual Property Rights” means copyright, moral rights, trademark, trade dress, patent, trade secret, unfair competition, right of privacy, right of publicity, and any other proprietary  rights.

“Kanga Platform” means Presence’s proprietary application software known as Kanga, including all Components, modules, functions, features, services, and all technology resources and infrastructure (e.g. hardware, third-party software, etc.) related thereto.

“Library” means third-party licensed and Presence-created content available to Authorized Users in the Kanga Platform.

“Personally Identifiable Information” and/or “PII” means information that can identify a specific individual.

“Presence Property” means and includes the Kanga Platform and its contents, including, but not limited to, the Library, Clinical Workshops, Help Center, Dashboard, Therapy Room, and Telehealth Institute.

“Presence Documentation” means any materials, including in electronic form, relating to the operation and use of the Kanga Platform and Kanga Services including, but not limited to, user manuals, user guides, technical manuals, release notes and emails, and online help materials, regarding use of the Kanga Platform and Kanga Services provided, and any other materials prepared in connection with any  Kanga Platform modification, correction, or enhancement, and any updated versions of the Kanga Platform as may be provided by Presence from time to time: (a) in the course of providing the Kanga Service; (b) as part of an online tutorials, training, or help files provided with Help Center and Telehealth Institute;  or (c) in the course of providing web seminars, clinical support.

“Subscriber Data” means all data, works, and materials, including patient information, session notes, clinical documentation, caseload information, scheduling and appointment data, PII, ePHI, and any data or responses entered into the Kanga Platform by or on behalf of an End User in connection with an evaluation, assessment, or clinical session, which may be uploaded to, stored in, transmitted through, or generated within the Kanga Platform by You, an Authorized User, or an End User in connection with Your use of the Kanga Services.

“Subscription” means a limited license to utilize the Kanga Platform in a Subscription Plan during the Subscription Term.

“Subscription Plan” means the Subscription type You purchased and under which You are granted access to the Platform.

“Subscription Fees” means the fees applicable to Your Subscription Plan as disclosed at the time of registration or upgrade.

“Subscription Term” means the length of time Your Subscription is active.

“Telehealth Institute” means proprietary self-guided training modules.

“Therapy Room” means an individually assigned online room on the Platform only accessible by a specific link controlled by You or Your Authorized User.

“Virtual Waiting Room” means a virtual waiting room of the Therapy Room where an End User first enters using the Therapy Room link, permitting you to admit only intended participants.

“Your Property” means all text, content, images, video, music, drawings, documentation, and other materials of any kind posted, uploaded, or otherwise made available by You or an Authorized User.

3. LICENSE AND USE OF KANGA PLATFORM. By subscribing to the Kanga Platform, you receive a limited, non-exclusive, non-transferable license to access and use the Kanga Platform for conducting virtual sessions with your patients or clients. Kanga Subscribers are responsible for ensuring that all necessary professional licenses and consents for patient services are in place. Patients do not create their accounts; they simply access a secure link You provide.

4. SUBSCRIPTION PLANS AND CHARGES. 

4.1 Overview of Subscription Plans. Presence offers the following Subscription Plans for the Kanga Platform: (i) the Freemium Plan, a no-cost limited-access plan described in Section 4.2; (ii) the Monthly Plan, a paid subscription billed on a monthly basis described in Section 4.4; and (iii) the Annual Plan, a paid subscription billed annually described in Section 4.5. Feature availability varies by Subscription Plan and will be disclosed at the time of registration or upgrade. Presence reserves the right to introduce additional Subscription Plans or tiers at any time.

4.2 Freemium Plan. The Freemium Plan is a no-cost, limited-access Subscription Plan available to eligible Kanga Subscribers. To sign up, You must provide a valid email address and contact information; no credit card or payment information is required. Once You complete registration, You will receive an email with instructions to activate Your account.

The Freemium Plan includes a single-user license with access to the following features:

• Therapy Room use: up to 240 minutes per calendar month of Active Therapy Room Sessions (the “Minutes Bank”), equivalent to approximately 8 sessions per month
• Caseload management
• Observation capabilities
• In-session documentation
• Schedule planner
• Self-guided training
• Technical support
• Help Center

The Freemium Plan does not include all features and capabilities otherwise available in paid Subscription Plans. On the first day of each calendar month, Your Minutes Bank will reset to 240 minutes regardless of any unused minutes remaining from the prior month. There are no rollovers and unused minutes have no monetary value. Once Your Minutes Bank is exhausted for the month, You will no longer be able to initiate or join Active Therapy Room Sessions until the Minutes Bank resets. You will not be owed any refund upon cancellation of a Freemium Plan.

4.3 Upgrading from the Freemium Plan. You may upgrade Your Freemium Plan to a paid Monthly or Annual Subscription Plan at any time during Your Subscription Term. The upgrade process varies depending on Your clinical discipline and circumstances:

• School Psychologists may upgrade directly by clicking the Upgrade button located in the dropdown menu under Your username on the Home page of the Kanga Platform.
• Speech-Language Pathologists and Occupational Therapists may upgrade by contacting Presence support at asksupport@presence.com and indicating whether You wish to enroll in a Monthly or Annual Plan. A self-service upgrade option for these disciplines is coming soon.
• Subscribers with an offer or promotional code may upgrade by emailing asksupport@presence.com with their offer code and indicating their preferred plan type.

Upon upgrade, Your paid Subscription will begin immediately and You will be charged in accordance with the applicable plan terms set forth in Sections 4.4 and 4.5. Your Freemium Plan features will be replaced by those included in Your selected paid Subscription Plan.

4.4 Monthly Plan. If You purchase a monthly Subscription Plan (a “Monthly Plan”), Your Subscription begins immediately upon Your payment of the applicable fee, regardless of when You activate Your account. Your Monthly Plan will automatically renew each month without additional notice and Presence will automatically charge You the then-current rate until You cancel. Presence will notify You of any changes to the monthly Subscription fee not less than thirty (30) days before such changes take effect, and You will have the option to cancel prior to the effective date of the change. Your Subscription Plan fee will include any applicable taxes. All fees are (i) payable in United States dollars only, (ii) based on the Subscription purchased regardless of actual usage, and (iii) except as specifically described in these Kanga Terms, non-cancelable and non-refundable.

4.5 Annual Plan. If You purchase an annual Subscription Plan (an “Annual Plan”), Your Subscription begins immediately upon Your payment of the applicable Subscription Fee, which is due in full at the time of purchase for the entire subscription year. Your Annual Plan will automatically renew on the anniversary of the date on which You purchased the plan and Presence will automatically charge You the then-current rate. Presence will notify You not less than sixty (60) days prior to any renewal of any changes to Your Annual Plan fee, and You will have the option to cancel prior to the upcoming renewal date. Your Subscription Plan fee will include any applicable taxes. All fees are (i) payable in United States dollars only, (ii) based on the Subscription purchased regardless of actual usage, and (iii) except as specifically described in these Kanga Terms, non-cancelable and non-refundable.

4.6 Account Activation. Once You have made a payment for a paid Subscription Plan, You will receive an email with instructions to activate Your account. If Your Subscription Plan includes assessments, You will be required to certify that You hold all appropriate clinical qualifications to access and administer those assessments before gaining access to the Kanga Platform and any applicable assessment content. If You are unable to provide the required clinical qualifications, Presence will notify You and You may cancel Your Subscription in accordance with Section 5.1.

4.7 Promotional Rates and Discounts. From time to time, Presence may offer promotional pricing or discounts for new customers (“Promotions”). Promotions are temporary, subject to specific terms disclosed at the time of the offer, and may be discontinued or modified by Presence at its sole discretion without prior notice. Any such changes will not affect a Promotion You are already actively receiving. Upon expiration of a Promotion, Your recurring charge will adjust to the then-current standard rate, effective in the first billing cycle following the end of the promotional term.

4.8 Payment Processing. Presence uses a third-party payment processor, such as Stripe, to collect payments. You may be asked to agree to the third-party payment processor’s terms of use. All payment data You provide is transmitted directly to and stored by the third-party payment processor; Presence does not collect or store Your payment information. Presence is not responsible for the actions or inactions of any third-party payment processor, including system downtime or payment service outages. “Stripe” is a registered trademark of Stripe, Inc.

4.9 Failed Charges. You are responsible for providing correct and up-to-date payment information to the third-party payment processor. If Your credit card on file is declined, closed, or otherwise unable to be charged for any reason, Presence will notify You and You will have twenty-four (24) hours to update Your payment information or supply a valid payment method. If You do not do so within that period, Presence will, without further notice, suspend Your access to all or part of the Kanga Services until valid payment is received and successfully processed. Suspension of access does not constitute termination of Your Subscription; Your Subscriber Data will be retained during any suspension period. Accounts that have been suspended may be reactivated upon entry of valid payment information and successful processing of all outstanding charges. Presence reserves the right to terminate Your Subscription Plan if payment is not received within thirty (30) days of the original failed charge, at which point Section 5.4 will apply.

4.10 End User Payments. Presence does not collect payments or payment information from Your End Users. You are solely responsible for any financial arrangements between You and Your End Users, and Presence is not responsible for any such transactions.

5. TERMINATION AND CANCELATION. 

5.1 Cancellation of Subscription. You may cancel Your Subscription Plan at any time by emailing asksupport@presence.com. However, except as otherwise described herein no refunds (prorated or otherwise) are provided upon cancellation. For Annual Subscription Plans ONLY, if You cancel within the first thirty (30) days of the start of the Subscription Term, You will be refunded the amount of the Subscription Fee You paid LESS an amount equal to the then-current Monthly Subscription Plan rate (i.e., 11/12ths of the amount You paid for the Annual Subscription Plan).

5.2 Suspension of Use. Failure to make a recurring payment of any Monthly Subscription Plan, for any reason, will result in suspension of Your Monthly Subscription Plan. Presence may also, at its sole discretion, suspend Services if You violate any of these Kanga Terms.

5.3 Termination by Presence. If You violate any provisions of these Kanga Terms, Presence, at its sole discretion, may terminate Your Subscription Plan immediately and retain any fees previously paid by You. Upon any termination of Your Subscription Plan, You must cease any further use of the Services and will no longer be able to access the Platform.

5.4 Effects of Termination or Cancelation. If You cancel Your Subscription Plan before an upcoming renewal date, You will retain access to Your account through the end of the then-current Subscription Term. Upon expiration of that Subscription Term, Your access to the Kanga Platform will cease and all Subscriber Data stored on the Platform will be permanently deleted within thirty (30) days, consistent with Section 8.3. You are solely responsible for exporting any Subscriber Data You wish to retain prior to the end of Your Subscription Term; Presence has no obligation to retain or provide access to Subscriber Data following that date. If Presence terminates Your Subscription Plan for cause pursuant to Section 5.3, Your access to the Kanga Platform will cease immediately upon such termination, and all Subscriber Data will be permanently deleted within thirty (30) days of the termination date. No refund of any fees will be issued upon termination for cause.

5.5 Account Inactivity. If Your account shows no activity for a period of twelve (12) consecutive months (“Inactivity Period”), Presence may, upon thirty (30) days’ prior written notice to the email address associated with Your account, deactivate Your account and permanently delete all associated Subscriber Data. This provision applies to all Subscription Plans, including Freemium accounts. For purposes of this Section, “activity” means any login to the Kanga Platform by You or an Authorized User. If You wish to reactivate Your account following deactivation for inactivity, You will be required to create a new account and previously deleted Subscriber Data will not be recoverable. Presence encourages You to export any Subscriber Data You wish to retain before the end of the Inactivity Period.

6. CHANGE OF SUBSCRIPTION PLAN. You may change your subscription plan at any time during the Subscription Term by emailing asksupport@presence.com,  using the Chat Box when You log into Your account, or by selecting an upgrade option through Your account dashboard.

7. YOUR RESPONSIBILITIES. 

7.1 Access to Others. You agree not to allow access or to give use of the Platform or Your Therapy Room to anyone other than Your End Users.

7.2 Safeguarding. You shall establish, maintain, and enforce policies and procedures to safeguard and protect the Services and Presence Property which are no less rigorous than reasonable standards relating to Your Confidential Information and property. You will be responsible for all of Your acts and omissions of You, and for the acts and omissions of Your employees, partners, independent contractors, or staff who may be Authorized Users and have access to the Platform, and Your End Users in regard to their access and use of the Platform and Presence Property.

7.3 End Users’ Use. You may only use the Kanga Services pursuant to these Kanga Terms. You are solely responsible for You and Your End Users use of Kanga Services and compliance with all applicable laws and regulations.

7.4 Login and Password Information. In order to access the Services, You are assigned a valid username based on the email address You provided Presence and You will be asked to choose a password (the “Log-In Information”). You are entirely responsible for maintaining the security of Your Log-In Information and agree not to disclose to any third party. Sharing of accounts is not allowed. Presence may suspend Kanga Subscriber access if we discover that someone other than the authorized account owner is using a Kanga Subscriber’s Log-In Information.

7.5 Copyright. You may not post, modify, distribute, or reproduce in any way copyrighted material, trademarks, rights of publicity or other proprietary rights without obtaining the prior written consent of the owner of such proprietary rights. If Presence becomes aware that you are infringing on another party’s copyright, Presence may deny you access to the Kanga Services and at its discretion terminate Your Subscription Plan.

7.6 Privacy and Compliance Responsibility; BAA and DPA. You are solely responsible for compliance with all applicable privacy, data protection, and healthcare laws, including HIPAA and FERPA, in connection with your practice and your End Users. Upon creating a Kanga account, you will be required to execute a Business Associate Agreement (“BAA”) electronically before gaining full access to the Kanga Platform. The BAA is incorporated into and forms part of these Kanga Terms. If required under applicable data protection laws, Presence will also enter into a Data Processing Agreement (“DPA”) upon your written request. Presence does not provide legal or compliance advice, and you are responsible for retaining competent counsel for these purposes.

7.7 Telehealth Compliance. You are solely responsible for compliance with all federal, state, and local laws and regulations governing the practice of telehealth and the provision of clinical services via electronic means, including but not limited to applicable state licensure requirements, telepractice standards, informed consent obligations, and cross-state practice restrictions. Any liability arising from Your failure to comply with applicable telehealth laws or licensure requirements rests solely with You. Telehealth laws and licensure requirements vary by state and are subject to change; it is Your responsibility to ensure that You are licensed and authorized to provide clinical services remotely to each of Your End Users in the jurisdiction(s) in which they are located. Presence does not monitor, verify, or ensure Your compliance with applicable telehealth or licensure requirements, and nothing in these Kanga Terms constitutes legal or professional compliance advice.

7.8 YouTube API and Third-Party Video Content. The Kanga Platform integrates with the YouTube API Services, which allows You to search for and play YouTube videos within the Therapy Room for Your End Users. By using this functionality, You agree to be bound by YouTube’s terms of service (https://www.youtube.com/t/terms) and Google’s privacy policy (https://policies.google.com/privacy), as may be amended from time to time. Presence is not responsible for the content, availability, or accuracy of any YouTube videos accessed through the Kanga Platform, nor for any changes to or discontinuation of the YouTube API that may affect this functionality. You are solely responsible for ensuring that any YouTube content You select and display to Your End Users is clinically appropriate, lawful, and consistent with Your professional obligations. Presence reserves the right to remove or restrict YouTube API access at any time without notice if required by Google or YouTube or for any other reason in Presence’s sole discretion.

7.9 Third-Party Community Features. The Kanga Platform provides a link to a Presence-affiliated Facebook community group (“Facebook Group”) as a clinical support resource. The Facebook Group is hosted and operated by Meta Platforms, Inc. (“Meta”) and is subject to Meta’s Terms of Service and Community Standards, available at https://www.facebook.com/terms.php. By joining or participating in the Facebook Group, You agree to be bound by Meta’s terms and Presence’s community guidelines as posted in the group. Presence is not responsible for the content, conduct, or availability of the Facebook Group, any information shared by other group members, or any actions taken by Meta with respect to the group or Your account. You should not share any patient PII, ePHI, or other confidential information in the Facebook Group. Presence reserves the right to remove the Facebook Group link from the Kanga Platform or discontinue its affiliation with the group at any time without notice.

8. DATA OWNERSHIP; DATA RETENTION AND DELETION

8.1 Data Ownership. Subscriber Data belongs to You. Presence merely hosts and processes this data on Your behalf. Subscriber Data is stored in a secure, encrypted environment on U.S.-based servers, consistent with applicable federal and state law and the terms of the BAA.

8.2 Data Collection and Storage. Subject to Your compliance with Your obligations set forth in this Section 8, You are able to upload and store Subscriber Data, which may include PII and ePHI, using the caseload management and documentation tools within the Kanga Platform.

8.3 Data Retention and Deletion. Upon expiration or termination of your Kanga Subscription, all Subscriber Data will be deleted within thirty (30) days. You may request an earlier export or deletion of Subscriber Data at any time prior to termination, provided that such actions are not contrary to applicable laws or professional record-keeping requirements. You are solely responsible for exporting any Subscriber Data you wish to retain before your Subscription ends.

8.4 Caseload and Scheduling Data. The Kanga Platform includes caseload management and schedule planning tools that allow You to upload, store, and manage information about Your End Users and Your clinical schedule (“Caseload and Scheduling Data”). Caseload and Scheduling Data may include, without limitation, End User names, contact information, session frequency, treatment goals, progress notes, appointment dates and times, and other information You choose to enter or upload. The following terms apply:

(a) Your Responsibility. You are solely responsible for the accuracy, completeness, and lawfulness of all Caseload and Scheduling Data You upload or enter into the Kanga Platform. Presence does not verify, review, or validate any Caseload and Scheduling Data and is not responsible for any errors, omissions, or inaccuracies in such data.

(b) Data Minimization. You should only upload or store Caseload and Scheduling Data that is necessary for Your clinical practice and permitted under applicable law, including HIPAA. You are responsible for ensuring that any Caseload and Scheduling Data constituting ePHI is handled in accordance with Your obligations under the BAA.

(c) Bulk Uploads. If Your Subscription Plan permits bulk upload of Caseload and Scheduling Data (e.g., via file import), You are solely responsible for ensuring that the uploaded data is accurate, appropriately formatted, and does not include data You are not authorized to upload or store on the Kanga Platform. Presence is not responsible for any data loss, corruption, or errors resulting from a bulk upload.

(d) Retention and Deletion. Caseload and Scheduling Data is Subscriber Data for all purposes under these Kanga Terms and is subject to the data retention and deletion provisions of Section 8.3. You are responsible for exporting any Caseload and Scheduling Data You wish to retain before Your Subscription ends.

9. THERAPY ROOM ACCESS; VIDEO RECORDING. 

9.1 Therapy Room Access. You will be assigned a link which will serve as Your link to Your Therapy Room. Your End User(s) will only be able to access Your Therapy Room through Your unique link. When Your End User(s) attempts to access Your Therapy Room, You will be alerted that there is someone in Your online Waiting Room. The alert will show their name (which Your End User(s) must enter at the time requesting access) and You will have the opportunity to view the names of anyone who is in Your Waiting Room before allowing entrance. Only You will have the ability to allow Your End User(s) to enter Your Therapy Room.

9.2 Video Recording. Neither You nor Presence may record any sessions or activities conducted through the Kanga Platform. You are technically unable to initiate a recording through the Kanga Platform’s native functionality. Presence does not record, monitor, or retain the content of any therapy session conducted in the Therapy Room. This restriction does not limit Presence’s ability to collect platform usage metadata and technical logs as described in the Privacy Policy.

9.3 SiteShare. The Kanga Platform includes a screen sharing feature (“SiteShare”) that allows You to share Your screen or browser content with End Users during a Therapy Room session. You are solely responsible for all content You display to End Users via SiteShare, including ensuring that such content is clinically appropriate, lawful, and does not infringe any third-party intellectual property rights. Before initiating SiteShare, You are responsible for ensuring that no unintended personal, confidential, or sensitive information is visible on Your screen. Presence is not responsible for any content displayed through SiteShare, any consequences arising from content shared during a session, or any third-party claims arising from Your use of SiteShare. Use of SiteShare to display content that violates Section 13 of these Kanga Terms may result in suspension or termination of Your Subscription.

10. PROPRIETARY RIGHTS.

10.1 Presence Property. Presence owns all rights, title, and interest in all Presence Property, including, but not limited to, proprietary content in Library, including therapy playlists and documents, and to all Telehealth Institute content and health articles. Presence retains all right, title and interest to any work product or other intellectual property developed and/or created for You in connection with Kanga Services, including any content provided by Presence on Your behalf in  or through the Kanga Platform. Intellectual property that is licensed to Presence from a third party will be deemed Presence Property only to the extent that Presence has the right to sublicense such intellectual property to You within the scope of the license.

10.2 Your Content. If Your Subscription Plan allows you to upload, transmit, and/or display content while utilizing the Kanga Services, You are solely responsible for all content transmitted, displayed, or uploaded by You (“Your Content”). You agree to comply with all laws pertaining to Your Content, including intellectual property laws. You represent and warrant that You have the right to use Your Content and that such use does not violate or infringe on any rights of any third party. Under no circumstances is Presence responsible for Your Content, the transmission and displaying of Your Content, or any loss or damages that results from Your Content. Your Content will not be accessible by any other users of the Kanga Platform.

10.3 Use of Your Content. Whenever You upload Your Content to the Platform, You grant to Presence a non-exclusive, limited, royalty-free license to modify, display, store, transmit and to use, as may be necessary for provisions of Kanga Services. This right can be revoked by You upon termination or expiration of Your Subscription Term. Presence acquires no right, title or interest from You in or to any of Your Content.

10.4 Removal of Your Content. If Presence determines, in good faith and at its sole discretion, that any of Your Content: (i) infringes a third party’s intellectual property rights or violates any applicable law; (ii) poses a material security risk to the Kanga Platform or its users; (iii) is deceptive, libelous, defamatory, obscene, racist, hateful, or otherwise objectionable; or (iv) constitutes misuse of the Kanga Services as described in Section 13, then Presence may, without prior notice to You, remove or delete the applicable Content, suspend Your access to the Kanga Platform, pursue any other available remedies, and/or terminate Your Subscription depending on the nature and severity of the violation.

10.5 Therapy Queue and Stored Content. Your Subscription Plan may allow You to upload, save, and organize content in a personal therapy queue or content library within the Kanga Platform (“Stored Content”) for use in sessions with Your End Users. The following terms apply to all Stored Content:

(a) Your Responsibility. You are solely responsible for all Stored Content, including ensuring that it is clinically appropriate, lawful, and does not infringe any third-party intellectual property rights. Presence does not review, monitor, or endorse any Stored Content and is not responsible for any loss, damage, or liability arising from Your Stored Content or its use in sessions.

(b) No Sharing. Stored Content is private to Your account and will not be accessible by other Kanga Subscribers or users of the Kanga Platform, except to the extent You choose to display it to Your End Users during a session.

(c) Prohibited Content. You may not upload or store any content that violates Section 13 of these Kanga Terms, infringes any third-party rights, or is otherwise unlawful. Presence reserves the right to remove any Stored Content that Presence determines, in good faith and at its sole discretion, violates these Kanga Terms, without prior notice to You.

(d) No Backup Obligation. Presence is not responsible for any loss or corruption of Stored Content and has no obligation to back up or restore Stored Content. You are encouraged to maintain independent copies of any content You upload to the Kanga Platform.

11. DMCA. Presence understands the importance of intellectual property rights of others. Please refer to our Copyright Policy. 

12. TECH SUPPORT. 

12.1 Therapy Room Support Access. At times a Presence tech support technician may need to access Your Therapy Room to perform maintenance or provide technical support. You will be notified prior to any tech support entry and will have the opportunity to deny access during a live session. All Presence tech support personnel with potential access to the Therapy Room are subject to confidentiality obligations and, where applicable, the Business Associate Agreement. Notwithstanding the foregoing, You are responsible for minimizing the display of patient PII and ePHI on Your screen prior to permitting tech support access, and for notifying Your End User that a Presence technician will be entering the session. Presence tech support personnel will not intentionally access, review, record, or retain any PHI encountered during a support session beyond what is minimally necessary to perform the requested support function.

12.2 Chat Box Feature. The Kanga Platform offers live chat support. During the chat support session, a tech support technician will not be able to see Your Therapy Room or any Subscriber Data.

13. RESTRICTIONS. 

13.1 No Reverse Engineering. You shall not (and shall ensure that Your employees, partners, independent contractor, or staff do not) (i) modify, port, adapt, translate any portion of the Platform or its software or (ii) reverse engineer, decompile or disassemble or otherwise attempt to discover, within the Platform or software involved, the source code, data representations or algorithms, process, methods, or any other portion of the Platform.

13.2 Sublicensing. You do not have the right to grant a sublicense or access to the Kanga Services, including, but not limited to, the Platform to any third parties.

13.3 Misuse. If You misuse the Kanga Services in any manner, including, but not limited to, the misuses listed below, You will permanently lose access to the Kanga Services. You must not:

• Enable or allow others to use the Kanga Services using Your Log-In Information;
• Circumvent any access or use restrictions put into place to prevent certain uses of the Kanga Services;
• Engage in behavior that violates anyone’s intellectual property rights;
• Upload to the Kanga Platform and/or share any of content that is unlawful, harmful, threatening, obscene, violent, abusive, tortious, defamatory, libelous, vulgar,  lewd, profane, invasive of another’s privacy, hateful, or otherwise objectionable;
• Use the Kanga Platform and/or share any content that sexualizes minors or that is intended to facilitate inappropriate interactions with minors, Your End User(s), or  others;
• Impersonate any person or entity, or falsely state or otherwise misrepresent Your affiliation with a person or entity;
• Attempt to disable, impair, or destroy the Kanga Platform;
• Upload, transmit, store, or make available any content that contains any viruses, malicious code, malware, or any components designed to harm or limit the  functionality of the Kanga Platform;
• Disrupt, interfere with, or inhibit any other user from using the Kanga Platform (such as stalking, intimidation, harassment, or incitement or promotion of violence or self-harm);
• Engage in chain letters, junk mails, pyramid schemes, phishing, spamming, fraudulent activities, or other unsolicited messages;
• Place an advertisement of any products or services; or
• Violate any laws.

14. COMPETITOR RESTRICTIONS. You may not access or use the Kanga Services if You are a competitor of Presence, or if You are employed by, contracted with, or acting on behalf of a competitor, except with Presence’s prior written consent. For purposes of these Kanga Terms, a “competitor” means any business, organization, or entity that markets, sells, or provides organized teletherapy or related special education services (including speech-language pathology, occupational therapy, mental health, or psychoeducational assessment services) to K–12 schools, school districts, or educational agencies. This restriction does not apply to individual clinicians, sole practitioners, or small independent practices using the Kanga Services solely to deliver services directly to their own patients or clients. By completing the registration process, You affirmatively represent that You are not a competitor and are not accessing the Kanga Services on behalf of or for the benefit of a competitor. Presence reserves the right to verify subscriber identity and organizational affiliation at any time, deny account registration to any applicant whose information suggests a competitive relationship without obligation to provide a reason for such denial, and, if Presence determines in its reasonable judgment that a Kanga Subscriber is a competitor or is acting on behalf of one, immediately terminate the Subscription without refund and pursue all available legal remedies, including injunctive relief.

15. REPRESENTATIONS AND WARRANTIES. You represent and warrant that: (i) You will use the Kanga Services in accordance with these Kanga Terms and all applicable laws and regulations; (ii) You hold all professional licenses required to provide the clinical services You intend to deliver via the Kanga Platform in each jurisdiction in which You practice, and You will maintain such licenses in good standing throughout the Subscription Term; (iii) if Your Subscription Plan includes assessments, You possess the clinical qualifications required to administer those assessments and will only administer assessments within Your scope of practice and licensure; (iv) You are a “covered entity” or “business associate” as those terms are defined under HIPAA, and You are using the Kanga Platform to provide or support the provision of clinical services to Your own patients or clients in connection with such status;  (v) Your use of the Kanga Services will not violate any applicable law, regulation, professional obligation, or third-party right; and (vi) You are not a competitor of Presence as defined in Section 14 and are not accessing the Kanga Services on behalf of or for the benefit of a competitor.

16. INDEMNIFICATION. You will defend, indemnify and hold harmless Presence, its  officers, agents, employees, and affiliates from and against any claim, demand, loss, or  damage, including reasonable attorneys’ fees, arising out of or related to (i) Your Content; (ii) You and Your employees’, partners’, and independent contractors’ use of the Service; (iii) Your illegal behavior or conduct with respect to the Services or the Platform; (iv) You or Your partners’, independent contractors’, and End User(s)’ use of the Platform or Presence Property  in an inappropriate manner or in any manner inconsistent with or in breach of these Kanga Terms;  and/or (v) any claim alleging facts that would constitute a breach of Your representations and  warranties made in these Kanga Terms. You agree to fully cooperate with Presence in the defense of any claim.

17. DISCLAIMER OF WARRANTIES. The Kanga Services and Kanga Platform are provided ‘AS-IS’ and to the maximum extent permitted by law, Presence disclaims all warranties, express or implied, including the implied warranties of non-infringement, merchantability, and fitness for a particular purpose. Further, Presence disclaims any warranty that the Services will meet Your requirements or will be constantly available, uninterrupted, timely, secure, or error-free. In addition, Presence disclaims all liability for any actions resulting from Your use of the Services.  You understand that Your use and access to the Platform is at Your own discretion and risk, and You are solely responsible for any damage to Your computer systems or loss of data that results from such use. If You post or upload Your Content to the Platform, Presence is not responsible for any loss, corruption, damage, deletion of Your Content.

18. LIMITATION ON LIABILITY. DAMAGE DISCLAIMER. NO EVENT SHALL PRESENCE BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR SPECIAL DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF  BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, AND THE LIKE, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF SERVICES  OR THE PLATFORM.  GENERAL DAMAGE CAP. PRESENCE’S TOTAL LIABILITY IN ANY MATTER ARISING OUT OF OR RELATED TO THESE KANGA TERMS IS LIMITED TO THE GREATER OF (I) US $100 OR (II) THE AGGREGATE AMOUNT YOU PAID FOR THE SERVICES DURING A THREE-MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE LIABILITY. THESE LIMITATIONS APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW EVEN IF (A) A REMEDY DOES NOT FULLY COMPENSATE YOU FOR ANY LOSSES; OR (B) PRESENCE KNEW OR SHOULD HAVE KNOWN ABOUT THE POSSIBILITY OF DAMAGES.

19. MINOR END USERS AND PARENTAL CONSENT. The Kanga Platform is not directed to children and Presence does not knowingly collect personal information directly from minors. However, You may use the Kanga Platform to provide clinical services to minor patients or clients (“Minor End Users”). If You do so, You are solely responsible for: (i) obtaining all required parental or guardian consents prior to initiating any session with a Minor End User, including any consents required under the Children’s Online Privacy Protection Act (“COPPA”), HIPAA, FERPA, or any other applicable federal or state law; (ii) ensuring that all applicable professional and ethical obligations regarding the treatment of minors are satisfied; and (iii) ensuring that no Minor End User’s personal information is collected, stored, or transmitted through the Kanga Platform without the appropriate legal authority to do so. Presence does not independently verify the age of End Users or the consent status of any Minor End User. Any liability arising from Your failure to obtain required consents for Minor End Users rests solely with You.

20. ARTIFICIAL INTELLIGENCE. 

20.1 AI-ASSISTED FEATURES. The Kanga Platform may incorporate artificial intelligence or machine learning features designed to assist You in clinical documentation, progress note generation, session summaries, or other administrative functions (“AI Features”). 

20.2 Nature of AI Output. AI Features generate outputs based on data You provide and are intended as administrative aids only. AI-generated content does not constitute clinical advice, diagnosis, or treatment recommendations, and You are solely responsible for reviewing, editing, and approving any AI-generated content before use. Presence does not warrant the accuracy, completeness, or clinical appropriateness of any AI output.

20.3 Your Responsibility. You are solely responsible for ensuring that Your use of AI Features complies with all applicable laws and regulations, including HIPAA, applicable state telehealth laws, and any professional licensing or ethical obligations governing the use of AI-assisted tools in clinical practice. You must not input into any AI Feature any information beyond what is necessary for the intended administrative function.

20.4 No Training on Your Data. Presence will not use Your Subscriber Data or the content of Your sessions to train, fine-tune, or improve any AI model without Your express prior written consent.

20.5 Disclosure. Presence will identify which features of the Kanga Platform incorporate AI functionality. If You are required by applicable law or professional obligation to disclose to End Users that AI tools are used in connection with their care, You are solely responsible for making such disclosure.

21. SUBPROCESSORS. Presence uses third-party subprocessors to support the delivery of the Kanga Services, including cloud hosting, data storage, and payment processing. A current list of Presence’s subprocessors, together with information about Presence’s security practices and certifications, is available at Presence’s Trust Center at https://trust.presence.com/. Presence will update the Trust Center to reflect any material changes to its subprocessor list. Your continued use of the Kanga Services following any such update constitutes Your acceptance of the updated subprocessor list. Presence does not support or facilitate direct integrations between the Kanga Platform and third-party applications; any data exchange between the Kanga Platform and external systems is solely Your responsibility.

22. LICENSED PUBLISHER AND ASSESSMENT CONTENT.

22.1 Licensed Content. Certain content available within the Kanga Platform, including standardized assessments, evaluation instruments, and related materials (“Licensed Content”), is owned by or licensed to Presence from third-party publishers (“Publishers”). Licensed Content is made available to You solely for use within the Kanga Platform in connection with Your clinical practice and subject to this Section 22.

22.2 Permitted Use. You may access and use Licensed Content only to administer assessments to Your own End Users within the Kanga Platform, in accordance with the applicable Publisher’s administration guidelines and Your Subscription Plan. Use of Licensed Content beyond Your authorized Subscription Plan or for any purpose other than direct clinical administration is strictly prohibited.

22.3 No Reproduction or Distribution. You may not reproduce, download, print, distribute, modify, reverse engineer, or otherwise exploit any Licensed Content in any form. All Intellectual Property Rights in Licensed Content remain with the applicable Publisher and are not transferred or sublicensed to You under these Kanga Terms.

22.4 Compliance with Publisher Terms. Your use of any Licensed Content may be subject to additional terms imposed by the applicable Publisher. By accessing Licensed Content through the Kanga Platform, You agree to comply with any such Publisher terms made available to You at the time of access. Presence makes no representations or warranties regarding the accuracy, validity, or clinical appropriateness of any Licensed Content and is not responsible for any clinical decisions made in reliance on Licensed Content.

22.5 Access Conditioned on Qualifications. Access to Licensed Content is conditioned on Your certification of the clinical qualifications required to administer the applicable assessment, as set forth in Section 4.6. Presence reserves the right to revoke access to Licensed Content at any time if Your qualifications are found to be insufficient or misrepresented.

23. MARKETING AND COMMUNICATIONS.

23.1 Marketing Communications. By creating a Kanga account, You may receive transactional and account-related communications from Presence, which are necessary for the operation of Your account and cannot be opted out of. With Your consent, Presence may also send You promotional communications, product updates, and marketing materials. You may opt out of marketing communications at any time by clicking the unsubscribe link in any marketing email. Opting out of marketing communications will not affect Your receipt of transactional or account-related communications.

23.2 Feedback. If You provide Presence with suggestions, ideas, enhancement requests, or other feedback regarding the Kanga Platform or Kanga Services (“Feedback”), You hereby grant Presence a perpetual, irrevocable, royalty-free, worldwide license to use, incorporate, and commercialize such Feedback in any manner without restriction or compensation to You. Feedback does not constitute Confidential Information and Presence is under no obligation to act on or respond to any Feedback submitted.

23.3 Testimonials and Case Studies. From time to time, Presence may request Your permission to use Your name, likeness, organization name, and statements about Your experience with the Kanga Platform (“Testimonial”) for marketing and promotional purposes. Presence will not use any Testimonial without Your prior written consent. You may withdraw Your consent at any time by notifying Presence at legal@presence.com, provided that withdrawal of consent will not require Presence to remove Testimonials already published or distributed prior to receipt of such notice.

24. MISCELLANEOUS. 

24.1 Updates to Kanga Terms. Presence may modify these Kanga Terms from time to time, and when that happens the effective date at the top of this page will be updated as notice. You should review these Kanga Terms regularly. Unless stated otherwise, the updated Kanga Terms will be effective immediately upon the updated effective date shown, and Your continued use of the Kanga Services after that date will confirm Your acceptance of the changes. If You do not agree with any updated Kanga Terms, Your sole remedy is to stop using the Kanga Services and cancel Your Subscription Plan in accordance with Section 5.1. Notwithstanding the foregoing, any amendments required to comply with changes in applicable law, including HIPAA, shall be effective as of the date such legal change takes effect.

24.2 Specifications and Tech Support. The Kanga Platform is a cloud-based application, and in order to properly access the Services a user must have a computer with a dual core processor and 2 GB RAM that has the ability to support a headset and microphone and a broadband internet connection with a minimum of 500 kbps (or higher) with upload and download speeds of 1mbps (or higher). Presence will provide technical support on weekdays between the hours of 8:00AM and 8:00PM (Eastern time) available through the Chat Box.

24.3  Security Standards. Presence will implement and maintain commercially reasonable administrative, physical, and technical safeguards designed to protect the confidentiality, integrity, and availability of Subscriber Data, including encryption of data in transit and at rest. While these safeguards are intended to reduce risk, you acknowledge that no system or transmission over the Internet can be guaranteed to be completely secure, and Presence disclaims liability for any unauthorized access or disclosures that occur despite such safeguards.

24.4 Survival. Upon the expiration or termination of the Subscription Term or these Kanga Terms, all access to the Kanga Services will cease. The following provisions will survive expiration or termination: Section 7.6 (Privacy and Compliance; BAA), Section 8 (Data Ownership; Data Retention and Deletion), Section 10 (Proprietary Rights), Section 13 (Restrictions), Section 14 (Competitor Restrictions), Section 16 (Indemnification), Section 17 (Disclaimer of Warranties), Section 18 (Limitation on Liability), Section 19 (Minor End Users and Parental Consent), Section 22 (Licensed Publisher and Assessment Content), Section 23.2 (Feedback), Section 23.3 (Testimonials and Case Studies), Section 24.5 (Assignment), Section 24.8 (No Waiver), Section 24.10 (Acknowledgements), Section 24.11 (Severability), Section 24.12 (Injunctive Relief), Section 24.13 (Arbitration), Section 24.14 (Notices), Section 24.15 (Independent Contractors), and Section 24.16 (Governing Law), together with any obligations under an executed Business Associate Agreement that by their nature are intended to survive termination, including data destruction and confidentiality obligations.

24.5 Assignment. You may not assign or otherwise transfer Your rights and obligation under these Kanga Terms, in whole or in part, without Presence’s prior written consent, and any attempt to do so will be null and void. Presence may transfer Presence’s rights under these Kanga Terms to a third party.

24.6 Headings. Headings used in these Kanga Terms are provided for convenience only and will not be used to construe meaning or intent.

24.7 Force Majeure. Presence is not liable for failing or delaying performance of its obligations resulting from any condition beyond its reasonable control, including but not limited to, governmental action, acts of terrorism, earthquake, fire, flood or other acts of God, epidemic, pandemic, labor conditions, power failure, and Internet disturbances.

24.8 No Waiver. Presence’s failure to enforce or exercise any provision of these Kanga Terms is not a waiver of that provision.

24.9 Disclosure of Improvements and Developments. Unless otherwise provided in these Kanga Terms, Presence will have no obligation to disclose to You any Platform Improvements. Presence may perform maintenance or provide upgrades to the Platform from time to time to provide enhanced features and improvements, bug fixes and error corrections. Presence will use commercially reasonable efforts to provide a forty-eight (48) hours’ advance notice prior to Presence’s performance of any scheduled maintenance or upgrades, which may result in the unavailability of the Platform. The extent to which any new features or functionality may be made available to You will depend on Your then-current Subscription Plan.

24.10 Acknowledgements. You acknowledge and agree that Presence is in the business of commercially licensing the Kanga Platform or providing Kanga Services relating to the Kanga Platform to third parties and that the Platform may contain errors. PRESENCE SHALL NOT HAVE ANY DUTIES OR RESPONSIBILITIES UNDER THESE KANGA TERMS OTHER THAN THOSE SPECIFICALLY SET FORTH IN THESE KANGA TERMS AND NO IMPLIED OBLIGATIONS SHALL BE READ INTO THESE KANGA TERMS. PRESENCE RETAINS ALL RIGHT, TITLE, AND INTEREST IN AND TO THE KANGA PLATFORM NOT EXPRESSLY LICENSED UNDER THESE KANGA TERMS.

24.11 Severability. If any provision of these Kanga Terms is held invalid or unenforceable for any reason, these Kanga Terms will continue in full force and effect.

24.12 Injunctive Relief. Notwithstanding anything to the contrary contained within these Terms, in the event of Your or Your employees, partners, or End User(s) unauthorized access to or use of the Kanga Services in violation of these Kanga Terms, You agree that Presence is entitled to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.

24.13 Arbitration. Any dispute, claim, or controversy arising out of or relating to these Kanga Terms, the Kanga Platform, or the Kanga Services, including any question regarding their existence, validity, or termination, shall be resolved by final and binding arbitration administered by the American Arbitration Association (“AAA”) in accordance with its Commercial Arbitration Rules then in effect, except as modified herein. The arbitration shall be conducted by a single arbitrator and shall take place in New York, New York, or remotely if agreed by the parties. The language of the arbitration shall be English. The arbitrator’s decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction. By agreeing to arbitration, You waive Your right to a court or jury trial and to participate in any class action or class-wide arbitration. Nothing in this Section shall prevent either party from seeking injunctive or other equitable relief in any court of competent jurisdiction to prevent irreparable harm pending resolution of the arbitration.

24.14 Notices. To Presence: You may send notices to Presence at the following address: PresenceLearning, Inc., 530 Seventh Ave, M1, New York, NY 10018, Attn: Legal Department, or via email at legal@presence.com. To You: Notices will be sent to You by the email You provided or other legally acceptable means.

24.15 Independent Contractors. The parties are and shall remain independent contractors and nothing in these Kanga Terms shall be deemed to create any agency, partnership, or joint venture relationship between the parties. Neither party shall be deemed to be an employee or legal representative of the other nor shall either party have any right or authority to create any obligation on behalf of the other party.

24.16 Governing Law. These Kanga Terms are governed by and construed under the laws of New York State without regard to conflict of law rules. The parties consent to the exclusive jurisdiction and venue of the courts located in and serving New York, New York.

24.17 California Resident (CCPA and CPRA Disclosures). If You are a California resident, You may have certain privacy rights under the California Consumer Privacy Act (“CCPA”) and the California Privacy Rights Act (“CPRA”), including the right to request access to, correct, or delete Your personal information, and the right to opt out of the sale or sharing of your personal information (if applicable). You may also report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs:

1625 North Market Blvd., Suite N 112

Sacramento, CA 95834

Telephone: (800) 952-5210

For more information on your California privacy rights and how to exercise them, please review our Privacy Policy or contact us at legal@presence.com.