Table of contents
- Accepting the Terms
- Description of the Services
- Accuracy and Limitations of the Services
- Representation & Warranties
- Unlawful or Prohibited Use
- Third - Party Interactions
- License to Feedback
- ViuHealth’s Intellectual Property Rights
- User Content
- Modification to Service
- Disclaimer of Warranties
- Limitation of Liability
- Dispute Resolution
- Term for Causation
- Contact Us
1. Accepting the Terms
When you use or access our Services, you agree to all terms and conditions contained in this agreement. This agreement applies to all visitors and account holders on our Services, including any individuals that are helping someone access or use our Services. We may make changes to this agreement at any time and we will notify you when we make major changes, but you should also always check the date these terms were “Last Modified” at the top of the agreement.
How Not to Accept or Terminate the Services. Please do not access or use the Services if you do not accept the Terms. You can terminate this agreement at any time by contacting us and no longer accessing or using our Services.
Changes to these Terms or our Services. Please note, ViuHealth is always improving, expanding and growing its product and service offerings, and such changes or additions may be governed by different terms of service (please see the section below, “Modifications to Service”). In addition, ViuHealth may choose to modify, replace, update or change (collectively, “amend”) the Terms from time to time without prior notice to you. Such amendments will become effective upon posting to the Site, via the Services, or by sending you an email or other notification. While we will do our best to inform you of updates to the Terms, it is your responsibility to check these Terms periodically for changes. By continuing to use the Services after the date on which the Terms have changed, you agree to accept all such amendments to the Terms.
2. Description of the Services
ViuHealth is a platform that empowers individuals to get access to their own medical information and meaningfully contribute it to research.
ViuHealth’s Services allow you to retrieve, store, and manage your personal health information (“Patient Information”), which includes, but is not limited to: medical records, imaging CDs, self-reported survey answers, test results, demographic information, provider contact details, facility details, dates, and personal contact information. ViuHealth’ Services include, but are not limited to:
Retrieving Patient Information on Your Behalf: We obtain Patient Information from third parties you authorize us to reach out to so that you can access and control the use of such information.
Developing and Maintaining Your ViuHealth profile: We organize and summarize Patient Information you authorize us to obtain to create your ViuHealth profile and may keep your profile updated with your permission.
Sharing: If you choose to, we allow you to share your Patient Information with others (including family members, physicians, researchers, and other third-party providers).
Research Opportunities: If you give us permission, we will alert you of relevant studies, clinical trials, insights, and tips based on the information you provide.
Conducting Research: With your help, we can jumpstart and accelerate understanding of a specific disease area by contributing your Patient Information to ViuHealth-driven research. Your participation in and contribution to such research is entirely voluntary and is based on a separate Consent Document.
Wellness and Care Team: This application allows you to access a multitude of resources to aid in managing your autoimmune disorder symptoms, identify your triggers, and gain knowledge about your autoimmune condition. The resources include a personalized Care Team that will follow you throughout your program on ViuHealth. The Care Team is comprised of a dietician/nutritionist who will provide personalized nutrition plans and a nurse/health coach who will guide you through the usage of the resources this application offers to assist you in identifying new triggers & managing your flares. There will be a wellness resource consisting of meditation, mindfulness, breathwork, and stretching sessions. You will also have the opportunity to join community events to discuss your own experiences and hear from others that might be on similar journeys. The Care Team provided will offer personalized insights and wellness resources to improve the management of your disorder, leading to measurable clinical outcomes for members using this platform.
3. Accuracy and Limitations of the Services
ViuHealth is an online platform for sharing your personal information for informational or research purposes. While we make sure to have strong quality control on our platform, we cannot guarantee that the content, quality, interpretation, or recommendations contained in your health records, the information provided to us, or contained in your ViuHealth profile is 100% accurate. Our extraction, analysis, and interpretation of your information is limited by current technology as well as scientific and medical knowledge, and is subject to change. Nothing can replace an in-person physician visit and we encourage you to share any information you receive via ViuHealth with your current physician(s) treating your conditions.
By using the Services, you acknowledge and agree that you are aware of and will assume the risks of the limitations of the Services as described below. You agree and accept that:
the Patient Information you authorize us to retrieve on your behalf may not be comprehensive or fully updated because ViuHealth relies on information you provide to us.
ViuHealth retrieves information from third parties who control the quality and completeness of such information;
because of the reasons above, it’s important to note that the information we extract and analyze from your records may not be accurate or comprehensive;
we cannot guarantee the timeliness, relevance, deletion or non-delivery of your records controlled by third parties;
while we perform quality control on our processes and procedures, we are not responsible for the content, quality, interpretations or recommendations of any records, your ViuHealth profile, or its genetic or genomic testing;
our extraction, summaries, or analysis of your information is limited by current technology and is subject to change based on technological innovations;
the Patient Information retrieved by ViuHealth is not real-time Patient Information, therefore be aware that your ViuHealth profile may not be completely up-to-date or accurate;
our Services cannot be used as an electronic health record or electronic medical record. If you decide to share your ViuHealth profile with a third party, that party may upload the information contained in your ViuHealth profile into their own EHR, EMR or other platform and modify what is uploaded;
any analysis conducted on your Patient Information is based on current knowledge of your conditions, and our analysis may change based on new knowledge about your conditions in the future;
even though you may provide us with all your Patient Information, we may not understand or know which variables contribute to your conditions based on limitations in current scientific and medical knowledge;
there are many variables that contribute to your health and wellbeing, such as your lifestyle, environment, and genetics, therefore ViuHealth’ analysis of your Patient Information is limited and provisional;
you should never delay seeking advice from your existing physician(s) and medical professionals due to any information provided by ViuHealth;
any medical professionals relying on your ViuHealth profile to provide services to you may have incomplete information on your medical history and full medical record;
if you choose to share any information in your ViuHealth profile or your genetic test (if you choose to participate) with another medical professional, such information may become part of your medical record and may be made available to medical insurers or other entities;
some claims or interpretations on our Services may not be validated by the scientific and/or medical community, or the Food and Drug Administration (“FDA”);
any information you may receive from medical professionals in connection with our Services is limited and provisional, and may not be accurate; and,
the Services are limited in nature because they are conducted primarily via online, digital, and phone mediums.
upon accessing this application, you understand that the information provided by the Care Team and its resources should not be used as a substitute for physical consultation, evaluation, or treatment, and that the information made available for your benefit should not be relied upon when making medical decisions regarding your health condition, diagnosis or treatment. Your use of this application does not take the place of your visits with your medical physician and/or specialists. This application does not offer medical treatment for your condition, but resources to enhance your management of your disorder, along with additional resources to support your mental health. If there are any concerns regarding the information you are provided with from our Care Team, you should consult with your physician. The resources that the Care Team offers is not an alternative to your current treatment plan, it is only supplemental and should be viewed as an additional resource to gain tools on how to best manage your symptoms. You are solely responsible for your interactions with the resources you choose to implement into your daily activities.
ViuHealth does not engage in the practice of medicine, such as ordering of labs, prescribing of medications, or making a diagnosis, etc. The Care Team will not be held responsible for any harm done to a member by using the resources ViuHealth provides to its members.
To reduce any risk to you of these limitations, we strongly suggest that you share and discuss any information received from ViuHealth with your current physician(s).
4. Representation & Warranties
Our Services are limited to individuals who meet certain criteria and can make certain promises, including:
You’re 18 + years old
If you choose to participate in genetic or genomic testing, you are providing your own DNA sample or the sample of someone who provided their consent, and you give us permission to analyze that DNA to provide the Services;
If you choose to participate in genetic or genomic testing, you understand the risks of genetic testing;
You understand that you cannot act on the information we provide to you about your conditions — you must always consult your physician first;
You are not violating any export laws by using our Services;
You are not an insurance company;
You will provide us with accurate, complete, and updated information about you;
You are waiving any rights to research or commercial products already created after you share your personal information with us.
In addition to any other representations and warranties contained in the Terms, you agree that you have the authority, under the laws of the jurisdiction in which you reside, to make the following representations:
You are eighteen (18) years of age or older;
Any sample you provide to ViuHealth or its affiliates or service providers is either your DNA or the DNA of a person for whom you are the legal guardian of or have obtained legal authorization from;
If you choose to share your DNA with us, you give ViuHealth and its contractors, successors and assignees permission to extract DNA information from your sample, and disclose the results to you and to others you specifically authorize;
Some information available on our Services, including genetic or genomic testing (if you choose to participate), may reveal sensitive information about your health and/or that of your family members. You are fully aware of and accept the responsibility of the risks involved with receiving genetic or genomic information, such as receiving unexpected results or experiencing strong emotions in response to your results;
You may receive information from our Services that impacts your family members, such as their relative risk for certain conditions. Some of your family members may not want to know about such information and it is up to you to determine if and how you will share such information with your family member(s);
You will notify ViuHealth if you believe your information contained in the ViuHealth profile or Services is mislabeled, misidentified or otherwise inaccurate;
You understand that the information contained about you through our Services does not independently diagnose, prevent, mitigate, or treat any health condition or disease, and you must seek medical advice from a physician or other qualified healthcare professional for such information;
You confirm that the use or access of our Services is not a violation of any export or import ban, or similar restriction in the country in which you reside;
You are not an insurance company or employer attempting to obtain information about an insured person or employee without their authorization;
The information you provide to us and our affiliates is complete, accurate, and up-to-date;
When you choose to share information, ViuHealth and its affiliates are not responsible for any and all consequences resulting from the sharing of your results with others; and,
You waive your rights to any research or commercial products that are developed by ViuHealth, its affiliates, or its collaborating partners.
If you or someone else using your account violates the foregoing representations, ViuHealth has the right to suspend or terminate part of or the entirety of your account on a temporary or permanent basis at its sole discretion and without notice.
5. Unlawful or Prohibited Use
We are putting a lot of hard work into providing the Services to you. Please help us provide a safe and stable environment. For example, don’t reverse engineer our site or software, try to hack our Services, or use our Services for any other purpose than its intended purpose.
By using or accessing the Services provided by ViuHealth or any of its affiliates, you represent and warrant that you will not:
Post or transmit files that contain viruses, worms, Trojan horses or any other contaminating or destructive features that may interfere with the proper functioning of the Services;
Attempt to or actually disable, overburden, damage, impair, or override the Services or interfere with other party’s use of the Services, including any security component of ViuHealth’ Services;
Attempt to probe, scan, or test the vulnerability of any ViuHealth system or network or breach any security or authentication measures without the intent to report such vulnerability to ViuHealth;
Access, tamper with, or use non - public areas of the Services, ViuHealth’ computer systems, or the technical delivery systems of ViuHealth’ providers;
To attack the Services with a denial - of - service attack or a distributed denial - of - service attack;
Solicit or gain unauthorized access to the Services, to other users’ accounts, personal information or Patient Information;
Attempt to copy, recreate, decipher, decompile, disassemble, or reverse - engineer the Services or any part thereof in any way;
Use the Services for any commercial purpose;
Use the Services to collect information to file a legal claim against a third - party;
Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological or security measure implemented by ViuHealth or any other third party to protect the Services;
Exploit, harm or otherwise attempt to exploit or harm minors in any way;
Interfere or attempt to interfere with other patients and users’ access, use or enjoyment of the Services;
Defame, abuse, stalk, threaten, intimidate, harass or otherwise inhibit the use or enjoyment of any user, employee, affiliate, staff, or agent of ViuHealth, or which, as determined by ViuHealth, may harm ViuHealth or others using the Services or expose them to liability;
Create a hostile environment for any other user, employee, physician, or other affiliate of ViuHealth based on such person’s race, age, national origin, disability, gender or reassignment thereof, religion or belief, sex, sexual orientation, marriage / partnership status, or pregnancy / maternity;
Use any robot, spider, scraper, harvesting bots, or other automated means to access, or equivalent manual processes to access, acquire, copy, or monitor the Services in any manner without our written permission; the Services for any commercial purpose;
Misrepresent your identity or affiliation in any way(including, without limitation, by using email addresses or usernames associated with ViuHealth, its affiliates or any other natural person that is not you);
Do anything that is illegal, infringing, misleading, discriminatory, fraudulent, malicious, prohibited by the Terms or other policies or notices, or could expose ViuHealth and its affiliates or users to harm or liability;
To transmit, or procure sending of, any advertising or promotional material including any “junk mail, ” “chain letter, ” “spam, ” or any other similar solicitation;
Facilitate or encourage any violations of the Terms, conditions, or notices on the Services; and,
Intentionally or unintentionally violate any applicable local, state, national, or international law, or any regulations having the force of law(including, without limitation, any laws regarding the export of data or software to and from the U.S.or other countries).
Any of the foregoing may result in actions, including but not limited to, suspension or termination of your account and access to the Site and the Services. If you have knowledge of or suspicions that an individual is acting or has acted inappropriately in violation of our Terms, you should immediately report such persons to ViuHealth by contacting us at email@example.com. If the misconduct is against the law or may be violating the law, you should report the person to the appropriate authorities and then to ViuHealth. You acknowledge and agree that your report to us does not obligate us to take any action beyond what is required by law or cause us to incur any liability to you or others.
6. Third - Party Interactions
ViuHealth allows you to control how you share your personal information with us and others. You can:
Instruct us to collect your Patient Information from other sources, such as your healthcare providers or other entities.
Designate an individual to handle your ViuHealth account — you can change their access controls at any time.
Share information on ViuHealth with your healthcare provider or others.
Share information with researchers and other third parties, such as sharing your de - identified information as part of your research consent.
As part of the Services, you may choose to authorize ViuHealth to:
Collect Data from Third Parties: With your authorization, ViuHealth will request and collect Patient Information on your behalf from any third-party providers and third-party sites you direct us to. ViuHealth will obtain your authorization via Health Insurance Portability and Accountability Act release authorization forms (“HIPAA Forms”), which you are required to fill out, complete, and sign before ViuHealth may retrieve your Patient Information. If you reside in the United Kingdom you are not required to sign the HIPAA form but will be required to sign a subject access request (SAR) form. By completing either of these forms, you authorize ViuHealth to send these forms on your behalf to third-party providers so that we may receive such Patient Information in paper or electronic format, then upload and store such information to your account and use it to provide our Services. We will communicate with third-party providers concerning your Patient Information on a regular basis, as described to you in the HIPAA form, SAR form or other notice, to update your ViuHealth profile with current Patient Information.
Share Data With:
A Representative or Caretaker: You can designate a representative or caretaker to manage, maintain, and/or access your Patient Information on your behalf. You may revoke access and control to any representative or caretaker at any time.
Medical Professional(s): You can share your Patient Information with medical professional(s) you authorize and invite on the Services.
Third Parties: If you decide to share your Patient Information with third party individuals or organizations(such as healthcare professionals or family members), you understand that they may download, review and/ or save any and all Patient Information, ViuHealth profile data, and / or genetic or genomic test data at any time.While you reserve the right to revoke access from third party individuals or organizations at any time, such individuals or organizations may still have copies of your data.
Most parts of the ViuHealth Services do not require payment, but if you choose to participate in Services that do require payment, you agree to pay for such Services. We will always make it clear in advance if there is payment required for any Services. ViuHealth is not responsible for any billing related to third parties, even if those third parties are linked to the ViuHealth platform.
Parts of ViuHealth’ Services are free of charge. If there is a fee for a service, you will be notified in advance. In the case there is a fee, we ask you to provide your billing information.
Keep Your Billing Information Current. You must provide current, complete and accurate information for your billing account. You must promptly update all information to keep your billing account current, complete and accurate (such as a change in billing address, credit card number, or credit card expiration date), and you must promptly notify us if your payment method is canceled or if you become aware of a potential breach of security, such as the unauthorized disclosure or use of your username or password. Changes to such information can be made through your account settings. If you fail to provide us with any of the foregoing information, you agree that we may continue charging you for any use of the Service under your billing account unless you have terminated your Service.
You Agree to Pay for All Charges to Your Account. You agree to pay ViuHealth or any third-party providers on the ViuHealth Services all charges at the prices then in effect for any use of the Service by you or other persons (including your agents, designated representative or caretaker) using your billing information, and you authorize ViuHealth or third party providers on the ViuHealth Services to charge your chosen payment provider. We reserve the right to correct any errors or mistakes in our charges even if your payment is pending or we have already received payment.
ViuHealth is not Responsible for Third Party Transactions on the Services. Your interactions with entities or individuals found on or through the Services, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such entities or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any third party. If there is a dispute between you and any third party, you understand and agree that ViuHealth is under no obligation to become involved.
Privacy and security are our top priorities, and we employ physical, technical, and administrative safeguards to keep your data safe and secure. However, you acknowledge that ViuHealth’ security measures cannot 100% guarantee the avoidance of unauthorized access or disclosure of your personal information. You can help keep your data secure and safe by maintaining a strong password, keeping your email secure, and notifying us immediately upon any suspicion of unauthorized access.
ViuHealth’ Security Safeguards. We employ physical, technical and administrative safeguards to guard against unauthorized disclosure or access to your personal information. However, you acknowledge that security safeguards, by their nature, are capable of circumvention and ViuHealth does not and cannot guarantee that personal information about you will not be accessed by unauthorized persons capable of overcoming such safeguards (e.g., hackers) who may use viruses, worms, trojan horses, and other undesirable and malicious data and software to obtain access to or damage our Services.
Your Responsibility for Keeping Your Data Safe. You are responsible for maintaining the confidentiality of your username and password, and for any activities that occur under your username or account. You agree not to provide any other person or entity with any part of or all of your account login information to our Services. You agree to notify us immediately of any unauthorized access to or use of your username or account or any other breach of security. You cannot and will not hold ViuHealth or its affiliates liable for any loss or damage arising out of your failure to comply with these Terms.
10. License to Feedback
You own any feedback, suggestions, and comments you provide to us, but you also grant us a non-exclusive license to it. A non-exclusive license allows you to share your feedback, suggestions and comments with others.
We welcome your feedback, suggestions and comments for improvements to our Services (“Feedback”). You can submit Feedback by email, phone, or in writing. If you submit Feedback to us, you agree to grant us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicensable and transferable license, including any worldwide patent, copyright, trade secret, moral and other proprietary or intellectual property rights therein, and waive any moral rights you may have in such Feedback. We may use our license to such Feedback to use, copy, modify, create derivative works based on and otherwise use the Feedback for any purpose. At our request and expense, we may ask you to draft documents or take further actions as ViuHealth may reasonably request to assist ViuHealth in acquiring, perfecting, and maintaining its intellectual property rights and other legal protections for the Feedback.
11. ViuHealth’s Intellectual Property Rights
ViuHealth’ mission is to improve and accelerate research while helping patients manage their own data. In doing so, ViuHealth has certain intellectual property rights to the information and content provided on the Services, as well as to any research and commercial products developed using your personal information.
You acknowledge and agree that ViuHealth (or ViuHealth’ licensors, as applicable) owns all legal right, title and interest in and to the content from our Site and Services, including, but not limited to, text, software, images, photos, diagrams, videos, trademarks, logos, features, functionality, and other materials, including intellectual property rights which subsist in the Services or content whether those rights are registered or not, and wherever in the world those rights may exist. The Services and Site, and its content, are protected by trade dress, copyright, patent and trademark laws, and various other intellectual property rights and unfair competition laws. The Site or Services cannot be copied, reproduced, redistributed, transmitted, uploaded, republished, or used in any way without express written permission from ViuHealth.
You acknowledge and agree that by contributing your Patient Information and other data to ViuHealth research activities, you waive rights to any research or commercial products that may be developed using your information. You acknowledge that you may not receive any compensation from research or commercial products that involve or make use of your Patient Information.
12. User Content
We welcome your input and participation on our Services. To make this a safe, appropriate, and useful Service, we expect that you will:
Be responsible for the information you post on our Services;
Provide us with the right to use your information so that we can provide, support and improve the Services;
Be truthful about the information you provide on our Services;
Only provide information and content that you have the right to share.
Our Services may allow you to submit, post, publish, display, or transmit content or materials to us, to the Services or to other users or persons (“User Content”). We have no obligations with respect to User Content, and you are solely responsible for all your User Content. We host and provide access to this information for you, as well as tools that allow you to post and share User Content. However, by submitting, posting, or displaying User Content, you give us, and our affiliates, collaborating partners and service providers, and each of their and our respective licensees, successors, and assigns a perpetual, irrevocable, worldwide, royalty-free, and non-exclusive license to use, reproduce, modify, translate, adapt, reformat, perform, display, distribute and otherwise disclose to third parties any such User Content for any purpose according to your account settings and our policies. We will not disclose any protected health information, financial information, or genetic and genomic information without your explicit consent, unless permissible or required by law. Please be aware that we cannot control and are not responsible for the distribution of any of your information that you share publicly or with third parties.
You represent and warrant that you: (i) own and control all rights in and to the User Content and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns; (ii) your User Content complies with the Terms; and (iii) your User Content is not inaccurate, misleading or false. You agree that if you breach the above warranties, then you are liable to us and indemnify us for any loss or damage we suffer as a result of your breach.
You understand that we may retain, modify, refuse, filter, move, disclose or remove any User Content if we believe that we are required to do so by law, or we deem such retention, disclosure or removal as necessary or appropriate in our sole discretion to (i) comply with our legal obligations or government requests; (ii) enforce the Terms; (iii) respond to claims that any User Content violate the rights of third parties; and (iv) protect the rights, safety, or property of the Services, the public, or other users.
While using our Services, you agree to be responsible for:
Your actions on our Services;
Any User Content you provide to us and others; and
How you decide to share your Personal Information.
For example, if you breach these Terms and a lawsuit arises due to User Content you submitted, you agree not to hold ViuHealth responsible for any losses, damages, or liability resulting from sharing the User Content with ViuHealth and others. You also agree to let ViuHealth, at its discretion, to control defense of such lawsuits and any settlements.
You agree to indemnify, defend, and hold harmless ViuHealth and its subsidiaries, affiliates, directors, officers, employees, agents, partners, successors, assigns, and contractors from and against any and all claims, damages, losses, costs (including without limitation reasonable attorneys’ fees) and other expenses that arise directly or indirectly out of or from your breach of any of these Terms; your activities in connection with the Site and the Services; due to or arising out of your User Content you submit, post, or transmit through our Services; or due to or arising out of your disclosure of your personal information or Patient Information or any other information to third parties. You agree to cooperate as reasonably required in the defense of any such claim. ViuHealth reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification under this section and, in any event, you agree not to settle any such matter without the prior written consent of ViuHealth.
14. Modification to Service
We may decide to change, temporarily suspend, or stop offering parts or all of our Services at any time and we may not tell you about such changes in advance. We may charge a fee for Services that are new, additional or different from the Services you purchased but we will always tell you about these fees in advance
ViuHealth reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Services (or any part thereof) with or without notice. You acknowledge and agree that (i) modifications may result in a delay in computations for some of the ViuHealth features or Services, and (ii) ViuHealth shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Services. We are not liable if for any reason all or part of our Services are experiencing a Modification of Service at any time or for any period. This provision is void where prohibited by law, and the right to access the Site or Services is revoked in such jurisdictions.
You understand and acknowledge that ViuHealth and its affiliates may charge a fee for any different or additional services or technologies not included in your initial purchase of the Services. Your initial purchase of our Services does not entitle you to any different or additional services or technologies ViuHealth may offer, and you may have to pay additional fees to obtain such future services or technologies.
Either of us can end this agreement at any time. We will delete your personal information, unless we need to keep a record to fulfill legal, contractual, or research obligations.
These Terms will continue to apply until terminated by either you or ViuHealth as set out in this section.
If you want to terminate your legal agreement with ViuHealth, you may do so by notifying ViuHealth at any time in writing, which will entail closing your accounts for all of the Services that you use. Your notice should be sent, in writing, to ViuHealth’s address, which is set out at the bottom of the Terms, or online via firstname.lastname@example.org. If you provide notice online, ViuHealth will send you an email asking you to confirm your request, and your notice will be effective following receipt of a second email confirmation from you.
We may terminate your use of the Services or any features or services at any time and for any reason without notice for conduct violating these Terms. For example, ViuHealth will terminate access to the Services if we determine you have infringed third party rights or are in breach of the Terms. Upon such termination, you must destroy all materials obtained from this Site or the Services and all copies thereof. The provisions of these Terms concerning security, representations and warranties, assignment, prohibited activities, copyrights, trademarks, disclaimer, limitation of liability, indemnity, dispute resolution, and jurisdictional issues shall survive any such termination. You agree that if your use of this Site or the Services is terminated pursuant to these Terms, you will not attempt to use this Site or our Services, and further agree that if you violate this restriction after being terminated, you will indemnify and hold ViuHealth and its affiliates harmless from any and all liability that may incur therefore.
16. Disclaimer of Warranties
Your use of the Services is at your own risk. We disclaim our liability for quality, reliability, and safety of our Services
THE SITES AND SERVICES (INCLUDING, WITHOUT LIMITATION, ANY CONTENT) ARE PROVIDED “AS IS” AND “AS AVAILABLE” AND ARE WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. VIUHEALTH INC HAS NO SPECIAL RELATIONSHIP WITH OR FIDUCIARY DUTY TO YOU. VIUHEALTH INC, AND ITS DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, PARTNERS OR ANYONE ELSE INVOLVED IN CREATING, PRODUCING OR DELIVERING THE SERVICES OR THE INFORMATION, SERVICES AND MATERIALS CONTAINED THEREIN (I) DO NOT ASSUME ANY LIABILITY OR RESPONSIBILITY FOR THE ACCURACY, COMPLETENESS, QUALITY, COMPATIBILITY, SECURITY, ERROR-FREE NATURE, OR USEFULNESS OF ANY INFORMATION, SERVICES AND MATERIALS PROVIDED ON OR THROUGH THE SERVICES; (II) EXPRESSLY DISCLAIM ANY RESPONSIBILITY FOR ANY USE OF OR RELIANCE ON THE SITES, CONTENT, OR SERVICES, OR FOR ANY DISRUPTIONS TO OR DELAY IN THE SITES, CONTENT, OR SERVICES; AND (III) DO NOT WARRANT THAT: (A) THE SERVICES WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (B) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (C) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE SERVICES IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (D) THE RESULTS OF USING THE SERVICES WILL MEET YOUR REQUIREMENTS OR THE STATED PURPOSE. YOUR USE OF THE SERVICES IS SOLELY AT YOUR OWN RISK.
PLEASE NOTE THAT SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
17. Limitation of Liability
This provision describes the limitations of our legal liability to you.
WITHIN THE LIMITS ALLOWED BY APPLICABLE LAWS, YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT VIUHEALTH INC, ITS EMPLOYEES, AFFILIATES, AGENTS, PARTNERS, SUPPLIERS, SERVICE PROVIDERS, LICENSORS, CONTENT PROVIDERS, OR THIRD PARTIES (COLLECTIVELY, “THIRD PARTIES”), WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES OF ANY KIND WHATSOEVER WITH RESPECT TO THE SERVICES (INCLUDING, WITHOUT LIMITATION, ANY CONTENT) FOR ANY LOSS OF PROFITS, GOODWILL, USE, DATA OR ANY OTHER INTANGIBLE LOSSES (HOWEVER ARISING, EVEN IF VIUHEALTH INC OR ITS THIRD PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) RESULTING FROM: (A) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; (B) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION); (C) FOR YOUR USE OR INABILITY TO USE OR RELIANCE ON THE SERVICES OR ANY CONTENT OR OTHER MATERIALS AVAILABLE THROUGH THE SERVICES; (D) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (E) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OUR SERVICES OR IN CONNECTION WITH OUR SERVICES; (F) YOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENT; (G) ANY ACTIONS TAKEN BY VIUHEALTH INC OR ITS THIRD PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER VIUHEALTH INC, LAW ENFORCEMENT OR OTHER GOVERNMENT AGENCIES; (H) THE IMPROPER AUTHORIZATION FOR THE SERVICES BY THE INDIVIDUAL OR ENTITY CLAIMING SUCH AUTHORITY.
THE MAXIMUM LIABILITY OF VIUHEALTH INC AND ITS THIRD PARTIES TO YOU FOR ANY AND ALL DAMAGES, LOSSES AND CAUSES OF ACTION SHALL NOT EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING OUR SERVICES. YOU ACKNOWLEDGE AND AGREE THAT THE LIMITATIONS SET FORTH ABOVE ARE REASONABLE ALLOCATIONS OF RISK AND ARE FUNDAMENTAL ELEMENTS OF THESE TERMS AND THE SERVICES WOULD NOT BE PROVIDED TO YOU ABSENT SUCH LIMITATIONS. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU IF YOU RESIDE IN SUCH A JURISDICTION. IF ANY PORTION OF THIS LIMITATION OF LIABILITY IS FOUND TO BE INVALID, LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
18. Dispute Resolution
While we don’t anticipate any disputes arising, to the extent they do we would prefer they be subject to arbitration. Thus, unless within 30 days of accepting this agreement you give us written notice that you do not agree to arbitration, any disputes under these Terms will be subject to arbitration. If, for some reason, we have a dispute and it proceeds in court rather than via arbitration, our dispute will be resolved by a judge, not involve a class action and be decided by a Delaware court.
If you are located in, are based in, have offices in, or do business in a jurisdiction in which this section is enforceable, you understand and agree that any dispute, claim, or controversy arising under or in connection with these Terms, including your use and access to the Services or any other content, including, but not limited to, claims as to whether any services rendered by ViuHealth or persons employed or engaged by ViuHealth were unnecessary or unauthorized or were improperly, negligently, or incompetently rendered, shall be finally and exclusively resolved by binding arbitration under the American Arbitration Association’s (“AAA”) Commercial Arbitration Rules and Mediation Procedures and Consumer-Related Disputes Supplementary Procedures, and not by a lawsuit or resort to court process, except as Delaware law provides for judicial review of arbitration proceedings. Each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights. It is your responsibility to pay any AAA filing, administrative and arbitrator fees as set forth in the AAA Rules.
You acknowledge and agree that both parties to the Terms waive the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. The parties further agree that the arbitrator, and not any federal, state or local court or agency, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability or formation of this agreement to arbitrate. Any such controversy or claim shall be arbitrated on an individual basis, unless both parties otherwise agree in writing. The arbitration shall be held in San Francisco County, Delaware, U.S.A.
If you are not located in, are not based in, do not have offices in, and do not do business in the United States, any arbitration between you and ViuHealth will be finally settled under the Rules of Arbitration of the International Chamber of Commerce (“ICC Rules”) by one or more arbitrators appointed in accordance with the ICC Rules and will be administered by the International Court of Arbitration of the International Chamber of Commerce.
You may cancel this agreement to arbitrate by giving written notice to ViuHealth within 30 days of the date of your acceptance. Should you choose to withdraw from the arbitration provision, all other provisions of the Terms shall remain in full force and effect.
If for any reason a claim proceeds in court rather than arbitration, each party waives any right to a jury trial. You agree to the personal jurisdiction by and venue in the state and federal courts of Delaware or a United States District Court, and waive any objection to such jurisdiction or venue.
19. Term for Causation
You have one year to bring a claim or dispute under these Terms.
Any claim under the Terms must be brought within one (1) year after the cause of action arises, or such claim or cause of action is barred; claims made under the separate terms and conditions of purchase for goods or services are not subject to this limitation. This arbitration agreement will survive the termination of your relationship with ViuHealth.
This is a legally binding agreement between you and ViuHealth. There are no third parties benefiting from this agreement. You cannot assign this agreement to someone else. Delaware law applies to this agreement.
The parties retain their right to enforce any provisions in this agreement even if they choose not to enforce provisions at times. Even if it is determined that some parts of this agreement are not permitted under the law, the rest of the agreement will remain valid.
ViuHealth is not responsible for any third-party links or activities on its Services, even if they are offered through our Services.
You agree not to violate the U.S. Export Laws while using our Services.
Headings in this agreement are merely to summarize the Terms but have no legal or contractual impact.
Entire Agreement. The Terms constitute the entire agreement between ViuHealth and you; provided, however, that certain provisions of these Terms may be superseded by expressly designated legal notices or terms located on particular pages within our Services. You may also be subject to additional terms, conditions or policies that may apply when you access or use the services, content or software of our affiliates, third parties or collaborating partners.
Assignment. You may not assign or delegate any rights or obligations under the Terms, and any such attempts will be ineffective. ViuHealth can freely assign or delegate all rights and obligations under the Terms in part or in its entirety without notice to you.
No Third-Party Beneficiaries. You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms.
Governing Law. Except to the extent they are preempted by U.S. federal law or mandatory laws of any other jurisdiction, the laws of the State of Delaware without regard to conflicts of law principles govern any legal action or proceeding between ViuHealth and you arising out of or related to the Terms, including your use and access to the Services or any other content. Any such legal action or proceeding will be conducted in the English language.
Waiver and Severability. A failure to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction to be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any of the remaining provisions.
Third Party Links. Our Services provide, and third parties may provide, hyperlinks to other sites, resources, or materials. We have no control over such hyperlinks. You acknowledge and agree that ViuHealth is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such hyperlinks. Furthermore, you acknowledge and agree that ViuHealth shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by, or in connection with use of, or reliance on any such content, goods, or services available on or through any such hyperlinked third-party sites, resources or materials.
U.S. Export Laws. The software, technology, and other information made available through the Services are further subject to United States export controls and, potentially, the export and import laws of your jurisdiction. You agree to comply with all local rules regarding online conduct and acceptable content when using our Services. You agree that (i) your provision of a sample is not subject to any export ban or restriction in the country in which you reside; and (ii) your sample and data may be transferred or processed outside of the country in which you reside.
No software, technology or other information from our Services may be downloaded or otherwise exported or re-exported to any person or entity on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Commerce Department’s Table of Denial Orders or otherwise prohibited by United States export control laws. By downloading or otherwise using any software, technology or other information from our Services in any manner whatsoever, you represent and warrant that you are not on any such list or located in, under the control of, or a national or resident of any such country.
Notices. Our notices to you may be made via either email, phone, text/SMS or similar messaging services or regular mail based on the information we have on file and as permitted by applicable law. If you choose to receive text or SMS communications from ViuHealth, message and data rates may apply. Please keep your contact information up-to-date so that we can continue to send you notices uninterrupted. ViuHealth may also provide notices of changes to the Terms or other policies or matters by displaying notices or links to notices on the Services. Official notices to ViuHealth related to the Terms (e.g., your rejection of the arbitration terms, etc.) must be sent to: email: email@example.com.
Headings. The section titles herein are for your convenience only and have no legal or contractual effect.