IF YOU ARE EXPERIENCING A MEDICAL EMERGENCY, DIAL 9-1-1 AND/OR GO TO THE NEAREST EMERGENCY ROOM. IF YOU ARE CONTEMPLATING SUICIDE, DIAL 9-1-1 OR CONTACT THE NATIONAL SUICIDE PREVENTION LINE AT 9-8-8.
THIS PLATFORM AND THE SERVICES MAY NOT BE APPROPRIATE FOR ALL MEDICAL CONDITIONS OR CONCERNS. PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE USING OUR PLATFORM.
THESE TERMS OF SERVICE LIMIT THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF CERTAIN DISPUTES AND CONTAIN A MANDATORY ARBITRATION PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS, AND NOT BY A LAWSUIT. This means that (i) you are giving up, and you waive, the right to have any such dispute decided in a court of law before a jury or a judge (except as set forth expressly in the “Arbitration Agreement” section below), and (ii) you are giving up, and you waive, the ability to pursue any such dispute in a class, consolidated, or representative action or proceeding. For more information, please see the Indemnification, Disclaimer of Warranties, Limitation of Liability, and Dispute Resolution sections of these Terms of Service.
Introduction and Acceptance of Terms and Conditions
These Terms of Service (“Terms”) govern (i) your access to and use of the websites www.uplivhealth.com, which are owned and operated by Caire Women’s Health, Inc., and (ii) other online or mobile-enabled technology, digital tools and other services and products provided by Caire Women’s Health, Inc. or its affiliated organizations, including Caire Medical (CA) PC, Caire Medical (CT) PLLC, Caire Medical (NJ) LLC, and Medical Services of New Hyde Park P.C. (collectively, the “Caire Health Practices”), which link to these Terms (together with the website at www.uplivhealth.com and in connection with or as part of providing our services, including our patient portal (the “Patient Portal”), or in communicating with you (collectively, the “Platform”). In these Terms, “we”, “our”, “us”, and “Caire Health” collectively refer to Caire Women’s Health, Inc. and its affiliated organizations, including the Caire Health Practices. The terms “you,” “your” and “yours” refer to the person using the Platform.
Important Notice Regarding Telehealth Services
Caire Women’s Health, Inc. does not provide medical advice or care through the Platform. Caire Women’s Health, Inc. operates as the management support organization to the Caire Health Practices, which are independent, physician-owned medical groups, to assist the Caire Health Practices in delivering telehealth consultations. The physicians and other health care professionals who provide services through the Caire Health Practices (“Providers”) deliver clinical services via the Platform to patients. The Caire Health Practices and Providers, and not Caire Women’s Health, Inc., are responsible for the quality and appropriateness of the care they render to you.
PLEASE READ THESE TERMS CAREFULLY BEFORE YOU START TO USE THE PLATFORM. BY CLICKING “I ACCEPT,” OR BY ACCESSING OR USING THE PLATFORM, YOU ACCEPT AND AGREE TO BE BOUND AND ABIDE BY THESE TERMS. IF YOU DO NOT AGREE TO THE TERMS, INCLUDING THE MANDATORY ARBITRATION AND CLASS ACTION WAIVER PROVISIONS SET FORTH HEREIN, YOU MUST NOT ACCESS OR USE THE PLATFORM.
Description of Caire Health Services
You understand and agree that the Platform is intended to facilitate the following services (the “Services”): (i) providing registered users with information on health care and wellness topics; (ii) providing individuals with access to technology-oriented tools for addressing certain health issues; (iii) administrative support in connection with scheduling appointments on the Platform; and (iv) technology support for using the Platform as a means of direct access to Providers for communication, consultations, assessments, and treatment by such Providers.
Caire Women’s Health, Inc. does not provide any health care services, including via the Platform. Rather, Caire Women’s Health, Inc. provides a technology platform for you to access a Provider who is employed or contracted with a Caire Health Practice. The health and wellness resources made available through our Platform are for informational purposes only and are not a substitute for direct in-person health care services in all cases; nor are they an indicator of specific results. The decision to focus on diagnosis, treatment recommendations, or both, rests with you and your Health Care Provider. You understand that by coordinating and consulting with a Caire Health Practice or its Providers through the Platform, you are not entering into a provider-patient relationship with Caire Women’s Health, Inc. You understand and agree that Caire Women’s Health, Inc. is not responsible for health care services, or your use of any health care services, provided by a Caire Health Practice or Provider, including any personal injury or property damage.
Certain of our Services may involve the use of artificial intelligence and machine learning tools (“AI Tools”). Artificial intelligence and machine learning are rapidly evolving fields of study and, given the probabilistic nature of machine learning, these AI Tools may in some situations provide output that does not accurately reflect or correctly respond to input you provide. You acknowledge that our AI Tools do not diagnose or treat any medical condition or make other decisions about your health, and it is not intended to be a substitute for professional medical advice, diagnosis, or treatment. You further acknowledge that your use of any AI Tools does not create a medical provider-patient relationship between you and Caire Women’s Health, Inc. or constitute the practice of medicine or provision of medical care by Caire Women’s Health, Inc
The Platform is structured for use specific to certain health care services and is not, and should not, be considered or used as comprehensive medical advice, care, diagnosis or treatment. Always seek the advice of your physician or other qualified health care provider with any questions you may have regarding general personal health, medical conditions, or drugs or medications, and before commencing or discontinuing any course of treatment, drug, or medication.
Telehealth involves the delivery of health care services using electronic communications, information technology, or other means between a health care provider and a patient who are not in the same physical location. Telehealth may be used for diagnosis, treatment, follow-up and/or related patient education. These telehealth services may involve various modalities, including asynchronous interactions, real-time video and audio encounters and interactive audio with store and forward. Please refer to our Telehealth Consent [https://caire.health/telehealthconsent] to learn about the risks, benefits, and limitations of utilizing telehealth to meet your health care needs and to consent to receive services from Providers utilizing telehealth technologies.
Eligibility and Availability
In order to access the Services through the Platform, you represent and warrant that:
You are at least 18 years of age or older or, if you are accessing the Services in violation of the eligibility requirement related to age, you otherwise have the express consent of your parent or legal guardian.
You live in the United States and in a state or territory where the Platform is available.
You agree to be legally bound by and comply with these Terms.
You have compatible computing and/or mobile devices, sufficient access to the Internet, and certain necessary software in order to use the Platform. Fees and charges may apply to your use of the mobile services and to the Internet.
If you do not meet all of these requirements, you must not access or use the Platform. You understand and agree that satisfying the above requirements does not guarantee that you will receive the Services through the Platform. In addition to the above requirements, Caire Women’s Health, Inc., the Caire Health Practices and their Providers reserve the right to change or include new requirements as deemed appropriate in their sole discretion without providing prior notice to you. Further, the Providers delivering health care services may on a case-by-case basis determine that certain criteria apply to utilizing the Platform for the health care services or that health care services are not appropriate in any individual instance for a particular user.
Caire Health is based in the United States. We provide the Platform and our Services for use only by persons located in the United States. We make no claims or representations that the Platform or any of the content made available therein is accessible or appropriate outside of the United States. Access to the Platform may not be legal by certain persons or in certain countries. If you access the Platform from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
Our Services are currently only available to individuals located in certain states.
Platform Access, Security and Restrictions; Passwords
Although certain parts of the Platform are accessible without creating an account, you must create an account to use other parts of the Platform. If you create an account on the Platform, you agree to complete the registration process by providing current, complete, and accurate information and to maintain and promptly update such information. You are responsible for all activities that occur under your account, whether authorized by you or not. You agree to protect the confidentiality of your user ID and password, and not to share or disclose your user ID or password to any third party. You are responsible for changing your password promptly if you think it has been compromised. You also agree to immediately notify us of any unauthorized use of your user ID, password or any other breach of security that you become aware of involving or relating to the Services by emailing email@example.com. We may take any and all actions we deem necessary or reasonable to maintain the security of the Services. You may not use anyone else's account at any time. We explicitly disclaim liability for any and all damages, expenses and other losses and damages arising from your failure to comply with this section.
If you are paying for the Services yourself, you agree to pay all fees, including any fees that we collect on behalf of the Caire Health Practices, at the fee amounts and pursuant to in accordance with any additional payment terms presented to you when engaging in such transactions. Prices are subject to change at any point in our sole discretion. By entering your payment information and submitting your request, you authorize us, our affiliates, or our third-party payment processors to charge the amount due, including recurring fees associated with Subscription Services (as defined below).
You certify that the payment information you provide is accurate and complete, and that, upon the cancellation or expiration of your saved payment method, you will provide a new card to be kept on file within five (5) days of the effective date of the deactivation or expiration. You further certify that you have the authority to authorize Caire Health to charge the payment method you share with us. You may terminate your authorization at any time but must do so by updating your payment information in your account settings.
You are responsible for keeping your payment information (such as credit card number and billing address) accurate and up to date at all times.
EXCEPT AS OTHERWISE SET FORTH IN ANY RETURN OR REFUND POLICY PROVIDED TO YOU WITH RESPECT TO CERTAIN SERVICES, YOU ACKNOWLEDGE AND AGREE THAT DUE TO THE NATURE OF THE PRODUCTS AND SERVICES PURCHASABLE THROUGH THE PLATFORM, ANY APPLICABLE FEES AND OTHER CHARGES ARE NOT REFUNDABLE IN WHOLE OR IN PART. YOU ARE FULLY LIABLE FOR ALL CHARGES TO YOUR ACCOUNT, INCLUDING ANY UNAUTHORIZED CHARGES.]
Certain products or services offered on the Services may be offered on a subscription basis (“Subscription Services”). FOR SUBSCRIPTION SERVICES, YOUR PAYMENT METHOD WILL BE AUTOMATICALLY CHARGED AT REGULAR INTERVALS AS DESCRIBED DURING THE CHECKOUT PROCESS FOR THE APPLICABLE SUBSCRIPTION SERVICES. YOU MAY CANCEL A SUBSCRIPTION AT ANY TIME, AND THE CANCELLATION WILL TAKE EFFECT THE DAY AFTER THE LAST DAY OF YOUR CURRENT SUBSCRIPTION PERIOD. We may change our Subscription Services and associated prices from time to time; however, we will provide you advance notice of any price changes or changes to your Subscription Services. We do not provide refunds or credits for any partial subscription periods. However, we may provide refunds on a case-by-case basis in our sole and absolute discretion.
Information About You and Your Use of the Platform
Please refer to our Privacy Notice [https://caire.health/privacy] to learn about our privacy practices with respect to your personal information.
Changes to the Terms
We may revise and update these Terms from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Platform thereafter. If we make material changes that would impact your use of the Platform, we will attempt to notify you of the changes, such as by posting a notice directly on the Platform or by some other means. Your continued access to or use of the Platform following the posting of revised Terms means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you. If you do not agree to the changed Terms, you should immediately terminate your use of the Platform.
Changes to the Platform
We reserve the right to modify, update, change, or withdraw the Platform, and any material we provide on the Platform, in our sole discretion without notice. We will not be liable if, for any reason, all or any part of the Platform is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Platform or the entirety of the Platform.
Intellectual Property Rights
The Platform and the entirety of their contents, features and functionality (including, but not limited to, all information, software, text, displays, images, video and audio, or other material, and the design, selection and arrangement thereof) (“Content”), are owned by us, our licensors or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws. No right, title, or interest in or to the Platform or any Content is transferred to you, and we reserve all rights not expressly granted herein. Any use of the Platform not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark and other laws.
Subject to your compliance with these Terms, we hereby grant to you a personal, limited, revocable, non-exclusive, and nontransferable right to view, download, access, and use the Platform, Services, and Content solely for your personal and non-commercial use and only as permitted under these Terms. No other right, title, or interest in or to the Platform, Services, or Content is transferred to you, and all rights not expressly granted are reserved by Caire Health or its licensors.
Our name, brands, logos, slogans and other trademarks are our trademarks. All other names, brands, logos, and product names, and designs appearing on the Platform are the trademarks of their respective owners. You may not use such trademarks without our prior written permission.
These Terms permit you to use the Platform for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any of the material on our Platform, except as follows:
Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
You may store files that are automatically cached by your web browser for display enhancement purposes.
You may print or download a reasonable number of pages of the Platform for your own personal, non-commercial use and not for further reproduction, publication or distribution.
If we provide desktop, mobile or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by our applicable end user license agreement for such applications.
If we provide social media features, such as allowing you to share items you find in our news section through social media links in those posts, you may take such actions as are enabled by such features.
You must not:
Modify copies of any Content.
Use any illustrations, photographs, video or audio sequences or any graphics separately from the accompanying text.
Delete or alter any copyright, trademark or other proprietary rights notices from copies of Content.
Access or use for any commercial purposes any part of the Platform or Content.
You may use the Platform only for lawful purposes and in accordance with these Terms. You agree not to use the Platform:
In any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the United States or other countries).
For the purpose of exploiting, harming or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information or otherwise.
To transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any “junk mail,” “chain letter,” “spam” or any other similar solicitation.
To impersonate or attempt to impersonate us, our employees, another user or any other person or entity (including, without limitation, by using e-mail addresses or screen names associated with any of the foregoing).
To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Platform, or which, as determined by us, may harm us or other users of the Platform or expose them to liability.
Additionally, you agree not to:
Use the Platform in any manner that could disable, overburden, damage, or impair the Platform or interfere with any other user’s use of the Platform, including his or her ability to engage in real time activities through the Platform.
Use any robot, spider or other automatic device, process or means to access the Platform for any purpose, including monitoring or copying any Content.
Use any manual process to monitor or copy any Content for any unauthorized purpose without our prior written consent.
Use any device, software or routine that interferes with the proper working of the Platform.
Introduce any viruses, Trojan horses, worms, logic bombs, keystroke logging, or other material which is malicious or technologically harmful.
Attempt to gain unauthorized access to, interfere with, damage or disrupt any part of the Platform, the server on which the Platform are stored, or any server, computer or database connected to the Platform.
Attack the Platform via a denial-of-service attack or a distributed denial-of-service attack.
Otherwise attempt to interfere with the proper working of the Platform.
Reliance on Information Posted
The Platform may include content provided by third parties. All statements and/or opinions expressed in these materials, and responses to questions and other content, other than the Content we provide, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect our opinion. We are not responsible or liable to you or any third party for the content or accuracy of any materials provided by any third parties.
Access, Correction, and Data Integrity
Although we attempt to maintain the integrity and accuracy of the information on the Platform, we make no guarantees as to its correctness, completeness, or accuracy. The Platform may contain typographical errors, inaccuracies, or other errors or omissions. If you believe that information found on the Platform is inaccurate or unauthorized, please inform us by contacting us at the contact details provided below.
Links to Other Websites and Resources
If the Platform contains links to other websites and resources provided by third parties (“Third-Party Services”), these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. Links to Third-Party Services do not imply our approval or endorsement of such Third-Party Services. We have no control over the contents of thoseThird-Party Services and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of theThird-Party Services, you do so entirely at your own risk and we encourage you to review the terms and conditions of use for such websites because you will be subject to them.
You agree that when you use or enter the Platform, you affirmatively consent to conduct business electronically with Caire Women’s Health, Inc., the Caire Health Practices and Providers, and engage in health-oriented activities with Providers, and such processes have the same force and effect as your written signature. You agree that all agreements and consents can be signed electronically and that all notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such notices and other communications be in writing.
By using the Platform and providing your email address and phone number, you expressly consent and agree to receive invitations, notifications, reminders, and other communications from Caire Health (and any of its affiliates or agents), the Caire Health Practices and Providers through the Platform, or by e-mail, phone call, text message or other method of communication, including those involving a pre-recorded or artificial voice or placed using any automatic telephone dialing system or other automated system for placing calls or sending texts to the phone number that you provide. These communications may include (but are not limited to):
notification that an important message awaits you on the Platform;
Platform and service updates;
general health communications from Caire Health Practices and Providers.
Consent to receiving text messages is not required to receive products or services from us. Message frequency may vary, and your carrier’s message and data rates may apply.
You acknowledge that text messages, phone calls and emails may be unencrypted and carry some risk that the information in the messages, including information about your health, could be read by an unauthorized person. You further acknowledge and agree that Caire Health cannot guarantee the security and confidentiality of the unencrypted communications that we send to you and we are not responsible for any unauthorized access that occurs during or after the transmission of the communications to you. You can opt out of receiving e-mails and text messages by following the instructions for unsubscribing contained in the communication. Please note that even if you unsubscribe from commercial e-mail messages, we may still e-mail you non-commercial (transactional) e-mails related to your account and your transactions via the Platform.
User Content & Conduct Guidelines
“User Content” is any content, materials or information (including, without limitation, any health information, medical history, conditions, problems, symptoms, personal information or protected health information, consent forms, agreements, graphics, messages, videos, photographs/images, data, questions, requests, comments, suggestions, etc.) that you upload, send, e-mail, display, distribute, post or otherwise transmit to us, at our request or on your own, on, or through the Platform. You agree not to provide any User Content that (a) is false, inaccurate, defamatory, abusive, libelous, unlawful, obscene, threatening, harassing, fraudulent, pornographic, or harmful, or that could encourage criminal or unethical behavior; or (b) violates or infringes privacy, copyright, trademark, trade dress, trade secrets, or other intellectual property rights, proprietary rights, or any other applicable law or regulation.
You hereby grant Caire Health a perpetual, non-exclusive, fully paid and royalty-free, transferable, sublicensable, worldwide license to use, distribute, transmit, reproduce, modify, publish, translate, publicly perform, and display and create derivative works of your User Content, except as otherwise prohibited by applicable law or any restrictions in our Privacy Notice. You acknowledge and agree that Caire Health may de-identify and anonymize your User Content and use or disclose such de-identified information for any lawful purpose.
If you provide any Feedback to any of us in connection with your access to or use of the Platform, you hereby grant to Caire Health a worldwide, royalty-free, fully paid-up, non-exclusive, perpetual, irrevocable, transferable and fully sublicensable (through multiple tiers) license to reproduce, distribute, perform and display (publicly or otherwise), create derivative works of, adapt, modify and otherwise use, analyze and exploit such Feedback, in any format or media now known or hereafter developed, and for any purpose. You acknowledge and agree that Feedback is not confidential, and that Caire Health is free to use any Feedback for any purpose. “Feedback” means ideas, concepts, feedback, and know-how that you make available to us in connection with the Platform.
Your privilege to use the Platform depends on your compliance with the conduct guidelines set forth above, these Terms, and any other terms or policies presented to you when using certain Services. We reserve the right to monitor your account and may revoke your privileges to use all or some of the Platform and/or take any other appropriate measures to enforce these conduct guidelines if we become aware of violations. If you fail to adhere to these conduct guidelines, any other part of these Terms, or any other terms or policies presented to you when using certain Services, we may terminate, in our sole discretion, your use of, or participation in, any part(s) of the Platform. Any violation of this section may also subject you to civil and/or criminal liability.
You agree to indemnify, defend and hold harmless Caire Health, its affiliates, the Caire Health Practices, and all of their respective clients, suppliers, employees, ofﬁcers, directors, members, contractors, agents, and other representatives, including Providers, from any and all liability, loss, claim, suit, damage, action, claims, proceeding, settlement, judgment, injury, obligation, risks, costs and expenses and expense (including reasonable attorneys' fees and expenses) and other losses arising out of or in any way connected with your (a) access to or use of the Platform, Services or Content or other materials or features available on the Services, (b) User Content, (c) violation of these Terms or applicable law, or (d) negligent or more culpable conduct or fraud.
Disclaimer of Warranties
You understand that we cannot and do not guarantee or warrant that authorized files or content available for downloading from the Platform or the internet will be free of viruses, malware or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our Platform for any reconstruction of any lost data.
WE DO NOT GUARANTEE CONTINUOUS, UNINTERRUPTED OR SECURE ACCESS TO THE PLATFORM OR ANY OTHER RELATED SERVICES. THE OPERATION OF THE PLATFORM MAY BE INTERFERED WITH BY NUMEROUS FACTORS OUTSIDE OUR CONTROL.
WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUS OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE PLATFORM OR ANY ITEMS OBTAINED THROUGH THE PLATFORM OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON THE PLATFORM, OR ON ANY WEBSITE LINKED TO THE PLATFORM.
YOUR USE OF THE PLATFORM, ITS CONTENT, AND ANY ITEMS OBTAINED THROUGH THE PLATFORM ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AT YOUR OWN RISK, AND WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, NEITHER CAIRE WOMEN’S HEALTH, INC., THE CAIRE HEALTH PRACTICES, NOR ANY OF OUR PARTNERS, AFFILIATES, SERVICE PROVIDERS OR LICENSORS, AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, MANAGERS, PARTNERS, MEMBERS, EMPLOYEES, AND AGENTS, INCLUDING PROVIDERS (ALL OF THE FOREGOING COLLECTIVELY “RELATED PERSONS") MAKE ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE PLATFORM, THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, CURRENCY, ACCURACY, AVAILABILITY OR OPERATION OF THE PLATFORM, OR THE INFORMATION OR CONTENT INCLUDED THEREON, INCLUDING, BUT NOT LIMITED TO, ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, OPERABILITY, CONDITION, QUIET ENJOYMENT, VALUE, ACCURACY OF DATA AND SYSTEM INTEGRATION, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OR TRADE PRACTICE. WITHOUT LIMITING THE FOREGOING, NEITHER CAIRE HEALTH NOR ANY RELATED PERSONS OR ANYONE ELSE ASSOCIATED WITH US REPRESENT OR WARRANT THAT THE PLATFORM, ITS CONTENT OR ANY ITEMS OBTAINED THROUGH THE PLATFORM WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR PLATFORM, OUR (AND OUR SERVICE PROVIDERS’) SERVERS, THE CONTENT, OR COMMUNICATIONS SENT FROM OR ON BEHALF OF US ARE FREE OF SCRIPT VIRUSES, TROJAN HORSES, WORMS, MALWARE, TIME BOMBS OR OTHER HARMFUL COMPONENTS OR THAT THE PLATFORM OR ANY ITEMS OBTAINED THROUGH THE PLATFORM WILL OTHERWISE MEET YOUR NEEDS, EXPECTATIONS, OR REQUIREMENTS OR ACHIEVE ANY INTENDED RESULTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE PLATFORM WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OF THESE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
Limitation on Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL CAIRE HEALTH OR ANY RELATED PERSONS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, INCLUDING ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, OR OTHER SPECIAL CATEGORY OF DAMAGES, IN EACH CASE ARISING OUT OF OR IN CONNECTION WITH: YOUR USE, OR INABILITY TO USE, THE PLATFORM, ANY WEBSITES LINKED TO PLATFORM, ANY CONTENT ON THE SERVICES OR SUCH LINKED WEBSITES OR ANY OTHER ITEMS OBTAINED THROUGH THE PLATFORM OR SUCH LINKED WEBSITES, ANY ACTION YOU TAKE BASED ON THE INFORMATION YOU RECEIVE IN, THROUGH OR FROM THE PLATFORM OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR E-MAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION, OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION, OR UNAUTHORIZED ACCESS TO OUR RECORDS, OR PROGRAMS, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, PROPERTY DAMAGE, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, BUSINESS INTERRUPTION, LOSS OF USE, LOSS OF GOODWILL, LOSS OR CORRUPTION OF DATA, COST OF SUBSTITUTE GOODS OR SERVICES, OR COMPUTER FAILURE OR MALFUNCTION. YOU HEREBY ACKNOWLEDGE THAT THIS PARAGRAPH SHALL APPLY TO ALL CONTENT, DATA, AND INFORMATION SUBMITTED TO THE PLATFORM. THESE LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER THEORY OR CAUSE OF ACTION AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR WE WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT SHALL CAIRE HEALTH OR ANY RELATED PERSON’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE) EXCEED IN THE AGGREGATE, THE GREATER OF (I) ONE HUNDRED DOLLARS ($100), OR (II) THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE SERVICES IN THE TWELVE (12) MONTH PERIOD PRECEDING THIS APPLICABLE CLAIM.
IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE PLATFORM, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE PLATFORM.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY SO SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.
IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE § 1542, WHICH SAYS: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY. IF YOU ARE A RESIDENT OF A STATE WITH PROTECTIONS SIMILAR TO CALIFORNIA CIVIL CODE § 1542, YOU HEREBY WAIVE SUCH PROVISIONS OR PROTECTIONS.
We may suspend or terminate your use of the Platform for any or no reason at any time. Any provision of these Terms that by its nature should survive termination, shall survive termination. YOU AGREE THAT WE WILL NOT BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY TERMINATION OF YOUR ACCESS TO THE PLATFORM.
We respect the rights of intellectual property holders. If you believe that any content on the Platform violates these Terms or your intellectual property rights, you can report such violation to us in accordance with the Digital Millennium Copyright Act (17 U.S.C. § 512). In the case of an alleged infringement, please provide the following information:
Use any manual process to monitor or copy any Content for any unauthorized purpose without our prior written consent.
A description of the copyrighted work or other intellectual property that you claim has been infringed; A description of where the material that you claim is infringing is located on the Platform (including the exact URL); An address, a telephone number, and an e-mail address where we can contact you; A statement that you have a good faith belief that the use is not authorized by the copyright or other intellectual property rights owner, by its agent, or by law; A statement by you under penalty of perjury that the information in your notice is accurate and that you are the copyright or intellectual property owner or are authorized to act on the owner’s behalf; and, Your electronic or physical signature, or that of the person authorized to act on behalf of the owner of the copyright or other right being infringed.
We may request additional information before we remove allegedly infringing material. You may report a copyright violation by providing the above information to our designated agent at:
Nazar Al Jassar Caire Health 373 Park Ave S Floor 2 New York, NY 10016 Phone: 9733337499 Email: firstname.lastname@example.org
IMPORTANT NOTE: PLEASE READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES YOU AND CAIRE HEALTH TO RESOLVE ALL DISPUTES BETWEEN YOU AND ANY OF US THROUGH BINDING INDIVIDUAL ARBITRATION AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM ANY OF US. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND CAIRE HEALTH ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY AND THE RIGHT TO PARTICIPATE IN A CLASS ACTION.
In the event of any dispute, claim, question, or disagreement (“Dispute”) arising from or relating to these Terms or the Platform, we and you (collectively, the “Parties”) shall use their reasonable efforts to settle the Dispute informally. by consulting and negotiating with each other in good faith and, recognizing their mutual interests, attempting to reach a just and equitable solution satisfactory to both Parties. If the Parties do not reach such informal resolution within a period of thirty (30) days after submission, then all Disputes shall be resolved through binding arbitration. Arbitration uses a neutral arbitrator instead of a judge or jury, is less formal than a court proceeding, may allow for more limited discovery than in court, and is subject to limited review by courts. This agreement to arbitrate disputes includes all claims whether based in contract, tort, statute, regulation, ordinance, fraud, misrepresentation, common law, constitutional provision, respondeat superior, agency or any other legal or equitable theory, regardless of whether a claim arises after the termination of these Terms, and regardless of whether a claim arises before or after the effective date of these Terms. Any Dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement will be resolved by the arbitrator.
You will also have the right to litigate any other Dispute if you provide us with written notice to “opt out” of the alternative dispute resolution process described in this Dispute Resolution section by contacting email@example.com within 30 days of first accepting these Terms and stating that you (first and last name) decline this dispute resolution process (“Arbitration Opt-Out Notice”). If you do not provide us with an Arbitration Opt-Out Notice within the 30-day period, you will be deemed to have knowingly and intentionally waived your right to litigate any Dispute, except as expressly set forth in (i) and (ii) above.
The arbitration will be administered by the American Arbitration Association (“AAA”) under its rules for consumer arbitrations (“AAA Rules”). Unless you agree with us otherwise, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, the arbitration will be conducted solely based on written submissions to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. This agreement to arbitrate will be specifically enforceable in any court having jurisdiction.
Notice of a demand for arbitration shall be filed in writing with the other party hereto and with the AAA. Such a notice should be mailed to:
Caire Women’s Health, Inc. 373 Park Avenue South, Second Floor New York, NY 10016 ATTN: Dispute Notice
The demand for arbitration shall be made within a reasonable time after the dispute has arisen, and in no event shall any such demand be made after the date when institution of legal or equitable proceedings based on such dispute would be barred by the applicable statute of limitations. AAA provides a general form for a demand for arbitration and a separate form for demand for arbitration for California residents. The Parties agree that one (1) arbitrator shall arbitrate the dispute. The arbitrator shall be either be a retired judge or an attorney licensed to practice law and will be selected by the joint agreement of the Parties from the AAA’s roster of arbitrators, but if they do not so agree within twenty (20) days after the date of the notice of a demand for arbitration referred to above, the selection shall be made pursuant to the Commercial Arbitration Rules of the AAA from the panels of business arbitrators maintained by the AAA. The Parties agree that the arbitrator shall have sole authority to decide whether claims brought by either party (excluding claims brought under the following paragraph regarding intellectual property and preliminary equitable relief claims) are subject to this dispute resolution agreement. The decision of the arbitrator shall be made in writing, shall be final, judgment may be entered upon it in any court having jurisdiction thereof, and the decision shall not be subject to vacation, modification or appeal, except to the extent permitted by sections 10 and 11 of the Federal Arbitration Act, the terms of which sections the Parties agree shall apply. The arbitrator will have the power to grant whatever relief would be available in court under law or in equity (including attorney’s fees) and any award of the arbitrator will be final and binding on each of the parties. The arbitrator will not, however, have the power to award punitive or exemplary damages, the right to which each party hereby waives. The arbitrator also does not have the power to vary the class action waiver provisions. The fees charged by the AAA and arbitrator shall be shared equally by the Parties. If, however, you are able to demonstrate that the costs of arbitration will be prohibitive for you as compared to the costs of litigation, we will pay as much of the filing, administration and arbitrator fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive for you. All arbitration proceedings will be confidential and all records relating thereto will be permanently sealed to the fullest extent possible under applicable law.
Notwithstanding the foregoing, you and any of us may bring a claim related to intellectual property rights (“IP Action”), seek temporary or preliminary specific performance or temporary or preliminary injunctive relief, or seek to bring an individual action in small claims court (provided such claim qualifies to be filed in small claims court, in any court of competent jurisdiction, without the posting of bond or other security). If any term, clause or provision of this Section is held invalid or unenforceable, it will be so held to the minimum extent required by law, and all other terms, clauses and provisions of this section will remain valid and enforceable. Further, the waivers set forth in this section are severable from the other provisions of these Terms and will remain valid and enforceable, except as prohibited by applicable law.
Notwithstanding anything to the contrary in these Terms, if we change this Dispute Resolution section after the date you accepted these Terms or access our Services, you may reject any such change by sending us written notice (including by email to firstname.lastname@example.org) within 30 days of the date such change became effective, as indicated in the “Effective Date” listed at the beginning of these Terms or in the date of our notice to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and us in accordance with the provisions of this “Dispute Resolution” section as of the date you accepted these Terms, or accessed our Services, unless you submitted a valid Arbitration Opt-Out Notice.
This “Dispute Resolution” section will survive any termination of these Terms.
Governing Law and Jurisdiction
All matters relating to the Platform and these Terms and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the laws of the State of New York regardless of where you access the Platform, and notwithstanding any conflicts of law principles. The exclusive jurisdiction and venue of any action that is not subject to the Dispute Resolution section will be the state and federal courts located in New York, New York, and you and we each waive any objection to jurisdiction and venue in those courts.
Class Action Waiver
ANY PROCEEDINGS TO RESOLVE OR LITIGATE ANY DISPUTE IN ANY FORUM WILL BE CONDUCTED SOLELY ON AN INDIVIDUAL BASIS. NEITHER YOU NOR WE WILL SEEK TO HAVE ANY DISPUTE HEARD AS A COLLECTIVE OR CLASS ACTION OR IN ANY OTHER PROCEEDING IN WHICH EITHER PARTY ACTS OR PROPOSES TO ACT IN A REPRESENTATIVE CAPACITY, AND EACH PARTY HEREBY WAIVES ANY RIGHT TO ASSERT CONSOLIDATED CLAIMS WITH RESPECT TO ANY DISPUTES SUBJECT TO ARBITRATION UNDER THESE TERMS OR ANY DISPUTES BETWEEN THE PARTIES. NO ARBITRATION OR PROCEEDING WILL BE COMBINED WITH ANOTHER WITHOUT THE PRIOR WRITTEN CONSENT OF ALL PARTIES TO ALL AFFECTED ARBITRATIONS OR PROCEEDINGS.
Limitation of Time to File Claims
ANY ACTION, CLAIM OR DISPUTE YOU HAVE AGAINST US MUST BE FILED WITHIN ONE (1) YEAR, UNLESS PROHIBITED BY APPLICABLE LAW. THE ONE-YEAR PERIOD BEGINS WHEN THE CLAIM OR NOTICE OF DISPUTE FIRST COULD BE FILED. IF A CLAIM OR DISPUTE IS NOT FILED WITHIN ONE YEAR, IT IS PERMANENTLY BARRED.
You agree that we may provide you with notices, including those regarding changes to these Terms, by e-mail to the address you provide to us.
Without limiting any other provision of these Terms, you agree that any violation or threatened violation by you of these Terms constitutes an unlawful and unfair business practice that will cause us irreparable and unquantifiable harm. You also agree that monetary damages would be inadequate for such harm and consent to our obtaining any injunctive or equitable relief that we deem necessary or appropriate. These remedies are in addition to any other remedies we may have at law or in equity.
You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer these Terms without such consent will be null and of no effect. Caire Health may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors, and permitted assigns.
The failure of Caire Health to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If, for any reason, a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. The heading references herein are for convenience purposes only and shall not be deemed to limit or affect any of the provisions hereof.
These Terms constitute the entire agreement between you and us with respect to the Platform and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect thereto. The waiver of any right or provision will be effective only if in writing and signed by a duly authorized representative of Caire Health. No failure to exercise, and no delay in exercising, on the part of you or us, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder. In the event of a conflict between these Terms and any other terms, these Terms shall govern. If any provision of these Terms is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve, as closely as possible, the effect of the original term and all other provisions of these Terms will continue in full force and effect. The headings of sections and paragraphs in these Terms are for convenience only and shall not affect its interpretation.
Your Comments and Concerns
The Platform is operated by Caire Health. All feedback, comments, requests for technical support and other communications relating to the Platform should be directed to email@example.com.