The mission behind Carelify is simple, to help you simplify the ways you manage and coordinate care of your custom writings loved ones. In order domyhomeworks for us to deliver superior products and services, there are terms and conditions that we would like you to be aware of when singing up and using them. These are no mean restrictive of our services but rather allow you and other potential users to be aware of the terms in using Carelify.
These Terms of Service (“Terms”) govern your use of the Carelify website located at www.carelify.com (“Site”) and any services, products and software offered by Carelify (“Services”). Carelify (“we,” or “us”) provides the Site and Services. “You” refers to you as a user of the Site or Services. By accessing or using the Site or Services, you are accepting these terms and conditions and you represent and warrant that you have the right, authority and capacity to enter into those terms. If you do not agree with all of the provisions of these terms, do not access or use the Site or Services offered by Carelify. These Terms set forth the legally binding terms for your use of the site, product and/or services.
ACCOUNTS CREATION AND RESPONSIBILITIES
You, the user, may create an account for yourself and people that you care and/or manage (“myCares“). You may also create account and invites others (family members, friends, volunteers) (“Helpers“) to join Carelify. You and the people who you invite to the join Carelify may share photos, journal, status, videos, message and other contents within the Site (“User Contents“). If you choose to share myCares’ profile with any Helpers or third party, they will be able to access, view, share, distribute and download the content contained myCares profile, without restriction, and they will also be able to upload content to myCares profile which can be accessed, viewed, shared, distributed and downloaded by you, Helpers and other third party. You are responsible for your own and myCares’ content and User Contents as it pertains to its privacy and sensitivity of shared information and its permission and access of myCares profiles to Helpers and other third party. In order to use certain features of the Site or Service you must register for an account with Carelify (“Account”) and provide certain information about yourself as prompted by the registration form. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; and (b) you will maintain the accuracy of such information. You may delete your Account at any time, for any reason, by following the instructions on the Site. You are responsible for maintaining the confidentiality of your Account information, including your username and password. You are responsible for all activities that occur under your Account and you agree to notify Carelify immediately of any unauthorized access or use of your Account. Carelify is not responsible or liable for any damage or loss related to any unauthorized access or use of your Account.
You are responsible for maintaining and protecting your member content. We will not be liable to you for any loss or corruption of your member content, including, but not limited to, any content contained in myCare profiles, or for any costs or expenses associated with backing up or restoring any of your member content. In addition, the Carelify services are not intended to provide medical information or replace the advice of a healthcare professional. Any content posted via the Carelify services should be designed to support, not replace, the relationship that exists between a member and his or her existing physician or healthcare professional. All members are responsible for monitoring the member content uploaded or added to their profiles, whether such member content is uploaded by the member or by third parties.
LICENSES AND RESTRICTIONS
Subject to these Terms, Carelify grants you a non-transferable, non-exclusive, license to use the Site and Services for your personal, noncommercial use. . The rights granted to you in these Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Site or Services; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Site or Services; (c) you shall not access the Site or Services in order to build a similar or competitive service; and (d) except as expressly stated herein, no part of the Site or Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Any future release, update, or other addition to functionality of the Site or Services shall be subject to the terms of these Terms. All copyright and other proprietary notices on any Site or Services content must be retained on all copies thereof.
We reserves the right, at any time, to modify, suspend, or discontinue the Site or Services or any part thereof with or without notice. You agree that Carelifywill not be liable to you or to any third party for any modification, suspension, or discontinuance of the Site or Services or any part thereof.
Other than User Content, we own or license all right, title, and interest, including all copyrights, patents, trade marks, and trade secrets, in and to (a) the Site and Services, including all software, text, media, and other content available on the Site and Services (“Carelify Content”); and (b) Carelify’s trademarks, trade dress, logos, and brand elements (“Marks”). You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks. The Site and Services, Carelify Content, and Marks are all protected under U.S. and international laws. The provision of the Site and Services does not transfer to you or any third party any rights, title or interest in or to such intellectual property rights. Carelify and its suppliers reserve all rights not granted in these Terms.
We may, in our sole discretion, permit Members to post, upload, publish, submit or transmit User Content. By making available any User Content on or through the Carelify Services, you hereby grant to Carelify permission to use your User Content as follows: you grant to Carelify a non-exclusive, fully paid up and royalty-free, worldwide, perpetual and irrevocable license (with the right to sublicense) to reproduce, modify, distribute, display, perform, and otherwise use your User Content solely in connection with providing the Site and Services to you and other Users. Our license to your User Content is non-exclusive, meaning you may use the User Content for your own purposes or let others use your User Content for their purposes. Our license to your User Content is fully-paid and royalty free, meaning we do not owe you anything else in connection with our use of your User Content. We may exercise our rights anywhere in the world. Finally, our license is perpetual and irrevocable, meaning that our license lasts for an indefinite period of time, so long as the User Content has not been removed by the User.
You promise that:
We reserve the right (but have no obligation) to review any User Content, investigate, and/or take appropriate action against you in our sole discretion. We may refuse to transmit or remove User Content from the Site or Services for any reason in our sole discretion. Carelify is not obligated to backup any User Content and User Content may be deleted at anytime. You are solely responsible for creating backup copies of your User Content if you desire.
ACCEPTABLE USE POLICY
You are solely responsible for your use of the Site and Services, and for any use of the Site or Services made using your Account. WE prohibit certain kinds of conduct that may be harmful to other users or to Carelify. When you use the Site or Services, you may not engage in any of the following (the “Acceptable Use Policy”):
Carelify respects copyright law and expects its users to do the same. It is Carelify’s policy to terminate in appropriate circumstances Users or other account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders. Please notify us in writing, by email at [email protected], if you believe that a user of the Site or Services has infringed your intellectual property rights, pursuant to Section 512 of the Copyright Revision Act, as enacted through the Digital Millennium Copyright Act (DMCA).
THIRD PARTY SITES AND OTHER USERS
Each Site user is solely responsible for any and all of its User Content. Because we do not control User Content, you acknowledge and agree that we are not responsible for any User Content and we make no guarantees regarding the accuracy, currency, suitability, or quality of any User Content, and we assume no responsibility for any User Content. In addition, each myCares member holder is solely responsible for his/her actions, including any and all use and disclosure of your User Content and any addition or removal of myCares. Your interactions with other Site or Service users are solely between you and such user. You agree that Carelify will not be responsible for any loss or damage incurred as the result of any such interactions. If there is a dispute between you and any Site or Service user, we are under no obligation to become involved.
You hereby release and forever discharge us (and our officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or relates directly or indirectly to, any interactions with, or act or omission of, other Site or Service users or third-party websites or online services.
DISCLAIMER AND LIMITATION OF LIABILITY
YOU USE THE SITE AND SERVICES AT YOUR OWN RISK. THE SITE AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CARELIFY AND ITS OFFICERS, EMPLOYEES, DIRECTORS, SHAREHOLDERS, AFFILIATES, AGENTS, AND LICENSORS (“AFFILIATES”) DISCLAIMS ALL WARRANTIES, CONDITIONS, AND REPRESENTATIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING THOSE RELATED TO TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, ACCURACY AND NON-INFRINGEMENT AND THOSE ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE SITE OR SERVICES: (A) WILL MEET YOUR REQUIREMENTS; (B) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (C) WILL BE ACCURATE, COMPLETE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE.
YOU UNDERSTAND AND AGREE THAT ANY MATERIAL OR INFORMATION DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE OR SERVICES IS DONE AT YOUR OWN RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE ARISING FROM DOING SO. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM Carelify OR THROUGH THE SITE OR SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE IN THESE TERMS.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CARELIFY OR ITS AFFILIATES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES (INCLUDING FOR THE INDIRECT LOSS OF PROFIT, REVENUE, OR DATA) ARISING OUT OF OR IN CONNECTION WITH THE SITE OR SERVICES OR THESE TERMS, HOWEVER CAUSED, AND UNDER WHATEVER CAUSE OF ACTION OR THEORY OF LIABILITY BROUGHT (INCLUDING UNDER ANY CONTRACT, NEGLIGENCE, OR OTHER TORT THEORY OF LIABILITY) EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. TO THE EXTENT CARELIFY MAY NOT, AS A MATTER OF APPLICABLE LAW, LIMIT ITS LIABILITIES, THE EXTENT OF CARELIFY’S LIABILITY WILL BE THE MINIMUM PERMITTED UNDER SUCH LAW.
You agree to defend, indemnify, and hold Carelify, its officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Site, Carelify Services or Products, or your violation of these Terms.
We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Carelify Services (“Feedback”). You may submit Feedback by emailing us at [email protected], You acknowledge and agree that if you submit any Feedback to us, you hereby grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sub-licensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.
The Site and Carelify Services are intended solely for persons who are 13 or older. Any access to or use of the Carelify Services by anyone under 13 is expressly prohibited. By accessing or using the Carelify Services you represent and warrant that you are 13 or older.
PLEASE READ THIS CAREFULLY. IT AFFECTS YOUR RIGHTS.
(a) Any and all controversies, disputes, demands, counts, claims, or causes of action (including the interpretation and scope of this clause, and the arbitrability of the controversy, dispute, demand, count, claim, or cause of action) between you and Carelify and our employees, agents, successors, or assigns, regarding or relating to these the Site, Services or these Terms, shall exclusively be settled through binding and confidential arbitration.
(b) Arbitration shall be subject to the Federal Arbitration Act and not any state arbitration law. The arbitration shall be conducted before one commercial arbitrator with substantial experience in resolving commercial contract disputes from the American Arbitration Association (“AAA”) or JAMS. As modified by these Terms, and unless otherwise agreed upon by the parties in writing, the arbitration will be governed by the AAA’s or JAMS’s rules for commercial arbitration and, if the arbitrator deems them applicable, the procedures for consumer-related disputes.
(c) You are thus GIVING UP YOUR RIGHT TO GO TO COURT to assert or defend your rights EXCEPT for matters that may be taken to small claims court. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. You are entitled to a FAIR HEARING, BUT the arbitration procedures are SIMPLER AND MORE LIMITED THAN RULES APPLICABLE IN COURT. Arbitrator decisions are as enforceable as any court order and are subject to VERY LIMITED REVIEW BY A COURT.
(d) You and we must abide by the following rules: (1) ANY CLAIMS BROUGHT BY YOU OR US MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING; (2) THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, AND MAY NOT AWARD CLASS-WIDE RELIEF, (3) in the event that you are able to demonstrate that the costs of arbitration will be prohibitive as compared to costs of litigation, we will pay as much of your filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive as compared to the cost of litigation, (4) we also reserve the right in our sole and exclusive discretion to assume responsibility for all of the costs of the arbitration; (5) the arbitrator shall honor claims of privilege and privacy recognized at law; (6) the arbitrator’s award shall be final and may be enforced in any court of competent jurisdiction; (7) the arbitrator may award any individual relief or individual remedies that are permitted by applicable law; and (8) each side pays its own attorneys’ fees and expenses unless there is a statutory provision that requires the prevailing party to be paid its fees’ and litigation expenses, and then in such instance, the fees and costs awarded shall be determined by the applicable law.
(e) Notwithstanding the foregoing, either you or we may bring an individual action in small claims court. Further, claims of infringement or misappropriation of the other party’s patent, copyright, trademark, or trade secret shall not be subject to this arbitration agreement. Such claims shall be exclusively brought in the state or federal courts located in San Mateo County, California. Additionally, notwithstanding this agreement to arbitrate, either party may seek emergency equitable relief before the state or federal courts located in San Mateo County, California in order to maintain the status quo pending arbitration, and hereby agree to submit to the exclusive personal jurisdiction of the courts located within San Mateo County, California for such purpose. A request for interim measures shall not be deemed a waiver of the right to arbitrate.
(f) With the exception of subparts (1) and (2) in the paragraph 12(d) above (prohibiting arbitration on a class or collective basis), if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the Terms, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, either subparts (1) and (2) in the paragraph 12 (d) (prohibiting arbitration on a class or collective basis) is found to be invalid, unenforceable or illegal, then the entirety of this arbitration provision shall be null and void, and neither you nor we shall be entitled to arbitration. If for any reason a claim proceeds in court rather than in arbitration, the dispute shall be exclusively brought in state or federal court in San Mateo County, California.
(g) Notwithstanding any provision in these Terms to the contrary, if we seek to terminate the Dispute Resolution section as included in the Terms, any such termination shall not be effective until 30 days after the version of the Terms not containing the agreement to arbitrate is posted to the Site, and shall not be effective as to any claim of which you provided Carelify with written notice prior to the date of termination.
(h) For more information on AAA, its Rules and Procedures, and how to file an arbitration claim, you may call AAA at 800-778-7879 or visit the AAA website at http://www.adr.org. For more information on JAMS, it’s Rules and Procedures, and how to file an arbitration claim, you may call JAMS at 800-352-5267 or visit the JAMS website at http://www.jamsadr.com.
(i) Any and all controversies, disputes, demands, counts, claims, or causes of action between you and Carelify and our employees, agents, successors, or assigns, regarding or relating to these the Site, Services or these Terms, shall exclusively be governed by the internal laws of the State of California, without regard to its choice of law rules and without regard to conflicts of laws principles except that the arbitration provision shall be governed by the Federal Arbitration Act.
(a) Under no circumstances will Carelify be held liable for any delay or failure in performance due in whole or in part to any acts of nature or other causes beyond its reasonable control. You acknowledge and agree that Carelify will have no obligation to provide you with any support or maintenance in connection with the Site or Services.
(b) These Terms constitute the entire agreement between you and us regarding the use of the Site and Services and supersedes all prior discussions between the parties with respect to such subject matter. The section titles in these Terms are for convenience only and have no legal or contractual effect. The word including means including without limitation. If any provision of these Terms is found to be unlawful, void, or unenforceable, then that provision will be deemed severable from these Terms and will not affect the validity or enforceability of any remaining provisions.
(c) The failure of Carelify to enforce any right or provision of these Terms will not prevent Carelify from enforcing such right or provision in the future.
(d) These Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Carelify’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. We may assign our rights and obligations under these Terms, including in connection with a merger, acquisition, sale of assets or equity, or by operation of law.
(e) The communications between you and Carelify use electronic means, whether you visit the Site or Services or send Carelify e-mails, or whether Carelify posts notices on the Site or Services or communicates with you via e-mail. For contractual purposes, you (1) consent to receive communications from Carelify in an electronic form; and (2) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Carelify provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights. Where Carelify requires that you provide an e-mail address, you are responsible for providing us with your most current e-mail address. In the event that the last e-mail address you provided to us is not valid, or for any reason is not capable of delivering to you any notices required/permitted by these Terms, Our dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Carelify at the contact information set forth below.