These terms of service ("Terms") are a legal agreement between Client, either an individual or a single legal entity ("You" or "you"), and EVEN HEALTH LLC ("Even Health" or “Company”). These Terms govern your use of any Even Health online services ("Services"), the Even Health website ("Site"), and the client software distributed with this Agreement and any other software provided by Even Health, including any updates and accompanying documentation thereto (collectively, "Software"). Collectively, the Software, the Site and the Services may be referred to as the "Products" or “Platform.” If you agree to these Terms on behalf of a legal entity, you represent that you have the authority to bind that legal entity to these Terms. Anyone affiliated with a User Entity (as hereinafter defined) who accesses or uses our Products is a “User.” A User Entity is a company or another entity that is (i) our Client pursuant to a services agreement with us or an end user of our Client pursuant to a separate access agreement between the end user and Client, or (ii) another third-party that has entered into a separate written agreement with us for access to the Even Health Platform in order to provide a third-party service to our customer. Access to and use of the Even Health Platform is governed by the terms and conditions of these Terms, including the End User License Agreement (“EULA”), attached hereto and incorporated herein by reference, and any additional terms of service between a User and Even Health. These Terms and the EULA set forth your rights and obligations as a User with respect to your access to and use of our Platform and use of any and all information or data of any kind arising from access to, or use of, our Platform, including, without limitation, any text, graphics, sound recordings, audio, video, and art work. Terms are effective on the date you begin using the Platform and continue until terminated as further described herein.
- 10. CHANGES TO THE SERVICE & TERMS
- Even Health reserves the right at any time to modify, suspend, or discontinue providing the Service, in whole or in part. In the event Even Health anticipates that any such action will significantly affect your use of the Service in an adverse way, Even Health will endeavor to provide you with advance notice by email, an in-client message or by posting relevant information on the Site.
- Even Health reserves the right to modify these Terms at any time, and each such modification will be effective upon posting on the Site. All material modifications will apply prospectively only. Your continued use of any Products following any such modification constitutes your agreement to be bound by the modified Terms. To stay informed of any changes, please review the most current version of these Terms posted on the Site. If you do not agree to be bound by these Terms, you must stop using the Products immediately.
- 11. TERM & TERMINATION
- These Terms, and any posted revisions, remain in effect as long as you continue to maintain an account or use the Services in any manner. You may terminate your account at any time, for any reason, by providing thirty (30) days written notice to Even Health at the address first listed above, via Certified U.S. Mail.
- In addition, Even Health may terminate your account and these Terms immediately and without notice if you fail to pay any fees or invoices when due or otherwise fail to comply with these Terms.
- On termination or expiration of your account or these Terms, you will no longer have the right to continue to use the Software and the Services, and you will no longer be able to access and restore your backup data. Also, you specifically agree that Even Health has no obligation to provide you or anyone else with a copy of your backup data and may automatically purge your backup data from Even Health systems.
- 12. EXPORT
- You acknowledge that use of the Products may be subject to the export and import laws of the United States and other countries. You agree to comply with all export and import laws and regulations. In particular, you acknowledge that the Products may not be exported or re-exported to any U.S. embargoed countries or to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce Denied Persons List or Entity List. By using the Products, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use the Products for any purposes prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons.
- 13. ENTIRE AGREEMENT
- These Terms constitute the entire agreement between you and Even Health and completely replace any prior agreements between you and Even Health in relation to the Products. If any part of these Terms is held invalid or unenforceable, that portion will be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions will remain in full force and effect. The failure of Even Health to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. You agree that, except as otherwise expressly provided in these Terms, there will be no third-party beneficiaries to this agreement. You agree that any claim or cause of action related to these Terms or the use of the Products must be filed within one (1) year after the cause of action arose or be forever barred.
- 14. DISCLAIMER OF WARRANTIES
- BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SOME OF THE EXCLUSIONS SET FORTH BELOW MAY NOT APPLY TO YOU.
- YOU SPECIFICALLY AGREE THAT YOUR USE OF THE PRODUCTS IS AT YOUR SOLE RISK, AND THE PRODUCTS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. EVEN HEALTH, ITS SUPPLIERS, RESELLERS, PARTNERS AND THEIR RESPECTIVE AFFILIATES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. IN PARTICULAR, EVEN HEALTH, ITS SUPPLIERS, RESELLERS, PARTNERS AND THEIR RESPECTIVE AFFILIATES MAKE NO WARRANTY THAT (A) THE PRODUCTS WILL MEET YOUR REQUIREMENTS; (B) YOUR USE OF THE PRODUCTS WILL BE TIMELY, UNINTERRUPTED, SECURE OR ERROR-FREE; (C) ANY INFORMATION OBTAINED BY YOU AS A RESULT OF THE PRODUCTS WILL BE ACCURATE OR RELIABLE; AND (D) ANY DEFECTS OR ERRORS IN THE PRODUCTS WILL BE CORRECTED.
- ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE PRODUCTS IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. YOU FURTHER ACKNOWLEDGE THAT THE PRODUCTS ARE NOT INTENDED OR SUITABLE FOR USE IN APPLICATIONS THAT COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE.
- 15. LIMITATION OF LIABILITY
- BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SOME OF THE EXCLUSIONS OR LIMITATIONS SET FORTH BELOW MAY NOT APPLY TO YOU.
- YOU SPECIFICALLY AGREE THAT EVEN HEALTH, ITS SUPPLIERS, RESELLERS, PARTNERS AND THEIR RESPECTIVE AFFILIATES WILL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL , USE, DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSSES (EVEN IF THE PARTY YOU ARE SEEKING DAMAGES AGAINST HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM THE USE OR INABILITY TO USE THE PRODUCTS OR IN ANY WAY RELATING TO THE PRODUCTS.
- IF YOU HAVE A PAID ACCOUNT, YOU AGREE THAT THE AGGREGATE LIABILITY OF EVEN HEALTH, ITS SUPPLIERS, RESELLERS, PARTNERS AND THEIR RESPECTIVE AFFILIATES FOR ANY AND ALL CLAIMS IN CONNECTION WITH THE PRODUCTS IS LIMITED TO THE AMOUNT PAID FOR THAT ACCOUNT DURING THE TWELVE (12) MONTH PERIOD BEFORE THE RELEVANT CLAIM. IF YOU HAVE A FREE ACCOUNT, YOU AGREE THAT THE AGGREGATE LIABILITY OF SIMPLEVISIT, ITS SUPPLIERS, RESELLERS, PARTNERS AND THEIR RESPECTIVE AFFILIATES FOR ANY AND ALL CLAIMS IN CONNECTION WITH THE PRODUCTS IS LIMITED TO TWENTY US DOLLARS ($20 ). YOU SPECIFICALLY AGREE THAT THIS DAMAGES LIMITATION IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN YOU AND EVEN HEALTH.
- 16. GENERAL
- These Terms and the relationship between you and Even Health will be governed by the laws of the State of Maryland, excluding its conflicts of law provisions. You agree to submit to the personal and exclusive jurisdiction of the courts located in Anne Arundel County, Maryland to resolve any dispute or claim arising from these Terms. As to intellectual property rights, you specifically agree that Even Health may file an action in any jurisdiction to protect or enforce its rights. The United Nations Convention on Contracts for the International Sale of Goods will not apply to these Terms. You may not assign or transfer any of your rights or obligations under these Terms to a third party without the prior written consent of Even Health. Even Health may freely assign this Agreement.
- 17. CONTACTING EVEN HEALTH
- Customers with questions about these Terms may contact Even Health via e-mail at: firstname.lastname@example.org
End User License Agreement
This End User License Agreement (“EULA” or “Agreement”) sets forth the terms by which you or your agent (the “User”) may access and use the Even Health online services ("Services"), the Even Health website ("Site"), and the client software distributed with this Agreement and any other software provided by Even Health, including any updates and accompanying documentation thereto (collectively, "Software"). Collectively, the Software, the Site and the Services may be referred to as the "Products" or “Platform.”
Users access the Platform via a web-based portal on the user’s PC, Mac device, mobile phone web browser (“Portal”) or through an iOS/Android mobile application downloaded to the user’s mobile device via a web portal download of a mobile application (“App”), through which individuals can access emotional health resources and connect with support groups and individuals who provide counseling and social support by utilizing targeted functionalities including but not limited to microphone and video communications.
By using the Platform you agree to the terms detailed in this EULA. The User may not use the Platform and may not accept this EULA if the User is not authorized to do so, whether by law or otherwise. Please review this EULA and print a copy for your records.
Disputes about this agreement or relating to the Platform generally must be resolved by binding arbitration and on an individual basis only. See Section 5 of this end user license agreement for more details.
- 1. License
- The use of the Platform is strictly provided by license from the Company to the User. If, as detailed further herein, the Company or User terminates this EULA, any license associated with the EULA will terminate. Until termination, the Company grants to the User a personal, limited, and nonexclusive license to use the Platform. The license is not transferrable or assignable.
- The following shall apply with respect to Apple:
- 1.1 Acknowledgement
- Each party acknowledges that the Terms, this Agreement, including this end user license, is concluded between the User and the Company, and not with Apple, and the Company, not Apple, are solely responsible for the Platform, and the content thereof.
- 1.2 Maintenance and Support
- The Company is solely responsible for providing any maintenance and support services with respect to the Platform and/or any Access Software. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Platform and/or any Access Software.
- 1.3 Warranty
- In the event of any failure of the Platform to conform to any applicable warranties in this Agreement, User may notify Apple, and Apple will refund the purchase price for the Platform to you; and that, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Platform, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be your sole responsibility.
- 1.4 Product Claims
- We, not Apple, are responsible for addressing any your claims or any third party claims relating to the Platform or your possession and/or use of the Platform, including, but not limited to: (i) product liability claims; (ii) any claim that the Platform fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
- 1.5 Intellectual Property Rights
- In the event of any third party claim that the Platform and/or any Access Software or your possession and use of the same infringes a third party’s intellectual property rights, we, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
- 1.6 Third Party Beneficiary
- You acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this end user license, and that, upon your acceptance of the terms and conditions of this end user license, Apple will have the right (and will be deemed to have accepted the right) to enforce it against you as a third party beneficiary thereof.