CARE|MIND
TERMS OF SERVICE


Last Revised: September 28, 2015

Welcome to Care|Mind -- the website and mobile applications that allow you to stay connected with loved ones and share pertinent health-related information to make sure they stay safe, from Reassure Analytics, Inc. (“Reassure Analytics,” “we,” “us,” or “our”).

These Terms of Service (“Terms”) apply to your access and use of the mobile applications (each, an “App”), website (“Site”), and other online products and services (with each App and the Site, collectively, the “Services”) of Reassure Analytics.


Accepting These Terms

BY DOWNLOADING AN APP OR OTHERWISE ACCESSING OR USING THE SERVICES, YOU AGREE TO BE BOUND BY ALL OF THE TERMS BELOW. Please read all of the terms before you use the Services. If a term does not make sense to you, please let us know. If you don’t agree to all of the terms below, you may not use the Services.


Modifications

We reserve the right to change these Terms from time to time. For example, we may need to change these Terms if we come out with a new feature. If we make changes, we will notify you by revising the date at the top of the policy and, in some cases, we will provide you with additional notice (such as adding a statement to our homepage or sending you an email notification). We encourage you to review these Terms periodically to stay informed about our practices.

Whenever we make changes to these Terms, they are effective when the revised Terms are posted unless we notify you otherwise. If you continue to use the Services after the revise Terms have been posted, then you will be deemed to have accepted the changes to these Terms.


Privacy Policy

For information about how we collect, use and share information about users of the Services, please see our Privacy Policy.


Description of the Services

Through the App used by friends, relatives or other caregivers for the elderly (the “Primary App”), a user (each, a “Primary User”) can receive certain information that the applicable elderly person permits to be transmitted to the Primary User’s Primary App.

None of the information that is provided to you through the Services is meant to substitute or supplement any information, diagnosis, treatment, or advice given to you or any other user by a health care provider. All information and content provided through the Services (whether text, graphics, audio, video or other content) is provided for general information purposes only. Reassure Analytics makes no representation, endorsement, warranty, or guarantee about such content’s accuracy, efficacy or applicability to you or any other user of the Services and will not be liable to you or any other user of the Services for any information or content provided through the Services. You should check with the applicable health care provider regarding any medical condition or treatment.

For more information about the Services, please visit our Site and click on “Features” or “How it Works.”


Creating Accounts

When you create an account you must maintain the security of your password and accept all risk that someone may access your account without your permission. If you discover or suspect any security breaches of the Services, please let us know as soon as possible. You represent and warrant to us that all information that you provide in connection with your account is at all times accurate, truthful, current, and complete. Reassure Analytics reserves the right to deny any account at our discretion.


Right to Use the Services

On the condition that you fully comply with these Terms, Reassure Analytics grants you a limited, nonexclusive, non-transferable and revocable license to access and use the Services for your own personal, non-commercial use. However, the Apps may only be used on mobile devices that you own or control. The terms of this license will also govern any upgrades provided by Reassure Analytics that replace and/or supplement any of the original Apps, unless the upgrade is accompanied by a separate license, in which case the terms of that license will govern.

Except as expressly authorized by these Terms, you may not (a) modify, disclose, alter, translate or create derivative works of the Services, (b) license, sublicense, resell, distribute, lease, rent, lend, transfer, assign or otherwise dispose of the Services, (c) disassemble, decompile or reverse engineer any of the software components of the Services, (d) copy, frame or mirror any part of the Services, (e) interfere with or disrupt the integrity or performance of the Services, or (f) attempt to gain unauthorized access to the Services or its related systems or networks.


Prohibited Use of the Services

You may not do any of the following in connection with the Services or other users:

  • • Use the Services in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying the Services or that could damage, disable, overburden or impair the functioning of the Services;
  • • Collect any personal information from users who have not authorized you to do so;
  • • Intimidate, threaten, stalk, bully or otherwise harass other users;
  • • Create an account if you are not over 18 years of age;
  • • Use the Services for any illegal or unauthorized purpose or to engage in, encourage or promote any activity that is unlawful or that violates these Terms; or
  • • Circumvent or attempt to circumvent any filtering, security measures, rate limits or other features designed to protect the Services, its users or third parties.

Your use of the Services is at your own risk. Reassure Analytics is not responsible or liable for the conduct of, or your interactions with, any other users (whether online or offline) or for any related damage or harm. Further, Reassure Analytics is not responsible for the submission or omission of any responses by any users to requests to record certain medical- and health-related information.


Reassure Analytics’ Rights

As between you and Reassure Analytics, all information, materials and content of the Services, including text, graphics, data, formatting, graphs, designs, HTML, look and feel, photographs, music, sounds, images, software, videos, designs, typefaces, source and object code, format, queries, algorithms and other content is owned by Reassure Analytics or is used with permission.


Feedback

Any suggestions, comments or other feedback you give us about the Services (the “Feedback”) will constitute our confidential information. We are free to use, disclose, reproduce, license, distribute and exploit this Feedback as we see fit, without compensation to you or any obligation or restriction because of any intellectual property rights or otherwise.


Disclaimers

EXCEPT AS REQUIRED OTHERWISE OF REASSURE ANALYTICS BY APPLICABLE LAW, THE SERVICES AND ANY OTHER SERVICE AND CONTENT INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SERVICES (INCLUDING EACH APP AND THE SITE) ARE PROVIDED TO YOU ON AN “AS-IS,” “AS AVAILABLE” BASIS WITHOUT ANY REPRESENTATION OR WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM AND EXCLUDE ANY AND ALL OTHER WARRANTIES, CONDITIONS, AND REPRESENTATIONS (EXPRESS OR IMPLIED, ORAL OR WRITTEN), AND ALL OTHER TERMS WHICH MAY BE IMPLIED INTO THESE TERMS BY LAW WITH RESPECT TO THE SERVICES AND CONTENT INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SERVICES (INCLUDING EACH APP AND THE SITE).


Limitation of Liability

TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT WILL REASSURE ANALYTICS BE LIABLE TO YOU OR ANY THIRD PARTY FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES WHATSOEVER INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROPERTY, PHYSICAL LOSSES, DEATH OR ANY OTHER DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO THESE TERMS, THE SERVICES (INCLUDING ANY APP OR THE SITE) AND /OR THIRD PARTY SERVICES, DEVICES, SOFTWARE OR MATERIALS (INCLUDING WITHOUT LIMITATION ANY FITBIT OR OTHER HEALTH-RELATED DEVICE AND ANY SOFTWARE INCORPORATED THEREIN, WHETHER OR NOT SUCH DEVICE IS CHARGED AND MAINTAINED ON A USER’S BODY), HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY) AND EVEN IF REASSURE ANALYTICS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU.

FOR ANY LOSS OR DAMAGE THAT IS NOT EXCLUDED UNDER THESE TERMS, THE TOTAL LIABILITY OF REASSURE ANALYTICS AND ITS DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES AND INVESTORS WILL NOT EXCEED THE FEE TO DOWNLOAD AN APP (IF ANY) AS OPPOSED TO ANY OTHER FEES OR COSTS INCLUDING BUT NOT LIMITED TO, ANY FEES ASSOCIATED WITH YOUR DEVICE.


Indemnification

You will defend, indemnify and hold us harmless from and any actual or threatened suits, actions, proceedings (at law or in equity), claims, damages, payments, deficiencies, fines, judgments, settlements, liability, losses, costs, and expenses (including reasonable attorneys’ fees, costs, penalties, interest and disbursement) arising from or related to any conduct with respect to the Services or violation (or alleged violation) of these Terms or the rights of any third party by you or any person using your Care|Mind account.


Third Party Software

The software you download consists of a package of components, including certain third party software provided under separate third party license terms. Your use of this third party software in conjunction with an App in a manner consistent with the terms of these Terms is permitted, however, you may have broader rights under the applicable third-party license terms, and nothing in these Terms is intended to impose further restrictions on your use of this third-party software.


Changes to the Services

Reassure Analytics reserves the right in our discretion to review, improve, change or discontinue, temporarily or permanently, the Services and/or any features, information, materials or content on the Services with or without providing notice to you. Reassure Analytics will not be liable to you or any third party for any changes or discontinuance of the Services or any part of the Services.


Consent to Electronic Communications

By using the Services, you agree that we may communicate with you electronically regarding your use of the Services and that any notices, agreements, disclosures or other communications that we send to you electronically will satisfy any legal communication requirements, including that the communications be in writing. To withdraw your consent from receiving electronic notice, please notify us at contact@reassureanalytics.com.


Suspension and Termination

Reassure Analytics may suspend or terminate your rights to access or use the Services (including any App) for any reason or for no reason at all and with or without notice at Reassure Analytics’ discretion. Suspension or termination may include restricting access to and use of an App. All of the terms of these Terms (excluding the license grant) will survive any termination or suspension.


Governing Law; Arbitration

PLEASE READ THE FOLLOWING PARAGRAPHS CAREFULLY BECAUSE THEY REQUIRE YOU TO ARBITRATE DISPUTES WITH REASSURE ANALYTICS AND LIMIT THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM REASSURE ANALYTICS.

These terms will be governed by and construed in accordance with the laws of the State of California and the United States of America, without resort to any conflict of laws provisions.

In the event of any controversy or claim arising out of or relating in way to these Terms or the Services, you and Reassure Analytics agree to consult and negotiate with each other and, recognizing your mutual interests, try to reach a solution satisfactory to both parties. If we do not reach settlement within a period of 60 days, then either of us may, by notice to the other, demand mediation under the mediation rules of the American Arbitration Association in Los Angeles, California. We both give up our right to litigate our disputes and may not proceed to arbitration without first trying mediation, but you and Reassure Analytics are NOT required to arbitrate any dispute in which either party seeks equitable and other relief from the alleged unlawful use of copyrights, trademarks, trade names, logos, trade secrets, or patents. Whether the dispute is heard in arbitration or in court, you and Reassure Analytics will not commence against the other a class action, class arbitration or other representative action of proceeding.

If settlement is not reached within 60 days after service of a written demand for mediation, any unresolved controversy or claim will be solved by arbitration in accordance with the rules of the American Arbitration Association before a single arbitrator in Los Angeles, California. The language of all proceedings and filings will be English. The arbitrator will render a written opinion including findings of fact and law and the award and/or determination of the arbitrator will be binding on the parties and their respective administrators and assigns, and will not be subject to appeal. Judgment may be entered upon the award of the arbitrator in any court of competent jurisdiction. The expenses of the arbitration will be shared equally by the parties unless the arbitrator determines that the expenses will be otherwise assessed and the prevailing party may be awarded its attorneys’ fees and expenses by the arbitrator. It is the intent of the parties that, barring extraordinary circumstances, arbitration proceedings will be concluded within 90 days from the date the arbitrator is appointed. The arbitrator may extend this time limit only if failure to do so would unduly prejudice the rights of the parties. Failure to adhere to this time limit will not constitute a basis for challenging the award. Consistent with the expedited nature of arbitration, pre-hearing information exchange will be limited to the reasonable production of relevant, non-privileged documents, carried out expeditiously.

For any disputes that are handled by arbitration, you agree that any action at law or in equity arising out of or relating to these Terms shall be filed only in the state and federal courts located in Los Angeles County, California and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action, or proceeding arising out of such disputes.


General

Enforcement of these Terms is solely at Reassure Analytics’ discretion. Failure to enforce any part of these Terms in some instances does not constitute a waiver of our right to enforce the same or other part of these Terms in other instances. If any provision of these Terms is or becomes unlawful, void or otherwise unenforceable (including the warranty disclaimers and liability limitations above), then that provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision, and the remaining provisions of these Terms will continue in full force and effect. The section headings of these Terms are for reference purposes only and will not affect the meaning or interpretation of these Terms.

These Terms (and the other policies and terms referred to above) make up the entire agreement between you and us regarding the Services, and they supersede any prior agreements that may have been made.


Contact Us

If you have any questions about these Terms, please email us at contact@reassureanalytics.com or send a letter to:

Reassure Analytics, Inc.
3579 E. Foothilll Blvd. #478
Pasadena, CA 91007-3119


Notice for California Users

If you are a California resident, you may have these Terms mailed to you electronically by sending a letter to the address above with your electronic mail address and a request for these Terms. Under California Civil Code Section 1789.3, California website users are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834 or by telephone at (800) 952-5210.


NOTICE REGARDING APPLICATION STORE PROVIDERS

Notwithstanding any terms to the contrary in these Terms, the following additional terms will apply to the download of the App for use on your mobile device:

You acknowledge and agree that each of Apple, Inc., Google, Inc., Microsoft Corp. and any other third party provider of a mobile application store (each, an “Application Store Provider”) and its subsidiaries are third-party beneficiaries of this Agreement and further that (a) upon your acceptance of the terms and conditions of this Agreement, such Application Store Provider will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third-party; (b) this Agreement is conducted between you and Reassure Analytics only, and not such Application Store Provider; (c) Reassure Analytics, and not the Application Store Provider, is solely responsible for the App and the content thereof; (d) the Application Store Provider has no obligation whatsoever to furnish any maintenance and support services with respect to the App; (e) to the maximum extent permitted by applicable law, the Application Store Provider will have no warranty obligation with respect to the App; and Reassure Analytics, and not the Application Store Provider, will be responsible for any claims, losses, liabilities, damages, costs or expenses attributable to any failure of the App to conform to any applicable warranty; (f) in the event of any third party claim that the App or your possession and use of that App infringes that third party's intellectual property rights, the Application Store Provider will not be responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim; and (g) the Application Store Provider will not be responsible for addressing any of your claims or any third party claims relating to the App or your possession and/or use of the App, including, but not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.