a. No grant of License. This is an information-only website. When licenses become available to install the platform this website will direct you to a website that provides registration and application for a Platform license. Or, if you have indicated preliminarily to Abstractive Health that you want to acquire such a license when available you will receive notice of license availability and application procedures by email.
b. Creating an Abstractive Health Account and Using the Abstractive Health Platform. Once you create an Abstractive Health account on the Platform (“ Abstractive Health Account”), You will be considered a “User” of the Platform on the terms and conditions disclosed to you at registration. Unless and until you register you are not a User and your access to information about Abstractive Health is limited to the information presented on this Website or information you receive directly from Us upon your request.
Abstractive Health and its licensors exclusively own and retain all rights, title and interest in and to, including all intellectual property rights therein and thereto the Abstractive Health Platform including the Platform and all websites, mobile applications, software, processes, algorithms, designs, user interfaces, look and feel, branding, documentation, specifications, application programming interfaces, and other technology provided or used in connection with or that constitutes the Abstractive Health Services (collectively, “Abstractive Health Technology”). Abstractive Health and its licensors reserve all rights not expressly granted in the Terms provided at Registration. No right or license will be granted to make any improvements, derivative works, or modifications to the Platform or to any of the Abstractive Health’s Intellectual Property related to the Platform (“Improvements”). To the extent Improvement is made by the User or otherwise arises from the User’s use of or access to the Platform, all rights in such Improvement will be assigned to Abstractive Health. In the event the foregoing assignment fails for any reason, User will grant to Abstractive Health a worldwide, perpetual, irrevocable, fully paid up, sublicensable (through multiple tiers), transferable license to practice such Improvement to Abstractive Health.
Abstractive Health owns all right, title and interest in and to all content revealed on this Informational Website or provided by way of use of the Platform following registration including all documentation and other information and content provided by Abstractive Health via the Platform which is accessible via the Abstractive Health website (“Abstractive Health Content”). The Abstractive Health Content is protected by copyright, patent application, knowhow and other intellectual property laws throughout the world. All copyright and other proprietary notices on any Abstractive Health Content must be retained on any copies made thereof. Any unauthorized reproduction, modification, distribution, public display or public performance of any Abstractive Health Content is strictly prohibited.
a. User Content Generally. Following registration certain features of the Platform may permit You to upload content to the Platform (“User Content”). You retain the copyrights, including any moral rights, and any other proprietary rights that You may hold in the User Content.
We reserve the right, at our discretion, to change these Terms on a going-forward basis at any time. Please check these Terms periodically for changes. If a change to these Terms materially modifies Your rights or obligations, we will use commercially reasonable efforts to notify You of the modified Terms by email or text message to the address or phone number You provided in setting up Your account. All modifications will be effective upon publication. Disputes arising under these Terms will be resolved in accordance with the version of these Terms that was in effect at the time the dispute arose. Your sole and exclusive remedy if You do not agree with any modification to these Terms is to terminate this Agreement in accordance with the terms herein. You may not amend or modify these Terms under any circumstances.
Abstractive Health appreciates the ideas and suggestions of its Users and other interested parties. You may, but are not required to, provide Abstractive Health with information, suggestions, or other feedback with respect to the Abstractive Health Services or Platform (“Feedback”), and Abstractive Health may use such Feedback in any manner, including to improve its products and services. You hereby grant to Abstractive Health a worldwide, nonexclusive, perpetual, irrevocable, transferable, royalty free, fully paid up, sublicensable license to use and exploit Feedback for any purpose without restriction.
a. Mutual Representations. Each Party represents and warrants to the other Party that it has all necessary power and authority to enter into this Agreement and to carry out its obligations hereunder, and that the execution and performance of these Terms does not and will not conflict with or violate any law or its contractual or other obligations to any third party.
b. Your Representations. You represent and warrant that (i) You have the necessary rights and permissions or approvals to use and to permit the use of any information You provide to Abstractive Health hereunder; and (ii) You will not provide to Abstractive Health any personal data or personally identifiable information, as such terms are defined under applicable law, in violation of any contractual or other obligations, including Your privacy policies and guidelines, and applicable laws, including without limitation the Health Insurance Portability and Accountability Act.
c. Disclaimer. THE INFORMATION SET FORTH ON THIS WEBSITE AND IN THE ABSTRACTIVE HEALTH SERVICES ARE OFFERED AND PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS, WITHOUT WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ABSTRACTIVE HEALTH HEREBY DISCLAIMS ALL OTHER WARRANTIES IN CONNECTION WITH THESE TERMS, THE ABSTRACTIVE HEALTH SERVICES, WHETHER IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, ACCURACY, NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE, OR THAT THE ABSTRACTIVE HEALTH SERVICES WILL BE AVAILABLE, COMPLETE, ADEQUATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED. ABSTRACTIVE HEALTH DOES NOT REVIEW, MONITOR, EVALUATE, OR ANALYZE ANY INFORMATION GENERATED FROM OR BY PATIENTS FOR ANY MEDICAL PURPOSE. ABSTRACTIVE HEALTH DOES NOT ENGAGE IN THE PRACTICE OF MEDICINE AND DOES NOT PROVIDE ANY MEDICAL ADVICE OR DIAGNOSES TO PATIENTS. IT IS YOUR RESPONSIBILITY TO DISPENSE MEDICAL ADVICE TO OR MAKE DIAGNOSES FOR YOUR PATIENTS BASED ON YOUR PROFESSIONAL JUDGMENT, YOUR REVIEW OF ANY USER CONTENT OR PATIENT DATA USING THE ABSTRACTIVE HEALTH SERVICES OR THE PLATFORM AND YOUR EVALUATION OF YOUR PATIENTS. BY USING THE PLATFORM, YOU CONSENT TO THE SELECTED COMMUNICATIONS CHANNELS YOU CHOOSE TO USE AND TO THE PROVIDER OF SUCH SERVICES. SUCH CONSENT INCLUDES YOUR AUTHORIZATION FOR THE SELECTED SERVICES, INCLUDING WITHOUT LIMITATION THE USE OF CERTAIN REMOTE-ACCESS COMMUNICATION FEATURES AND/OR FUNCTIONALITY INCLUDING, BUT NOT LIMITED TO, MOBILE, VIDEO, TEXT, AND/OR AUDIO, INFORMATION AND RECORDS FOR DELIVERING THE SELECTED ABSTRACTIVE HEALTH SERVICES IN COMPLIANCE WITH APPLICABLE LAW. YOU ALSO AGREE THAT THE ABSTRACTIVE HEALTH SERVICES ARE NOT INTENDED TO BE USED IN A MEDICAL EMERGENCY.
IN NO EVENT WILL WE OR OUR LICENSORS OR SUPPLIERS HAVE ANY LIABILITY TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS OR REVENUES OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER OR PUNITIVE DAMAGES HOWEVER CAUSED, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL OUR OR OUR LICENSORS OR SUPPLIERS’ AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR USE OF THE ABSTRACTIVE HEALTH SERVICES OR PLATFORM BY YOU (WHETHER IN CONTRACT OR TORT OR UNDER ANY OTHER THEORY OF LIABILITY (INCLUDING NEGLIGENCE)) EXCEED $1,000. THE FOREGOING WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW. YOU AGREE THAT THE TERMS IN THIS LIMITATION OF LIABILITY SECTION ALLOCATES THE RISKS BETWEEN THE PARTIES, AND THE PARTIES HAVE RELIED ON THESE LIMITATIONS IN DETERMINING WHETHER TO ENTER INTO THESE TERMS.
a. Governing Law; Venue. To the fullest extent permitted pursuant to applicable law, these Terms are governed by the laws of the State of New York without regard to conflict of law principles. If a lawsuit or court proceeding is permitted under this Agreement, then You and Abstractive Health agree to submit to the personal and exclusive jurisdiction of the state courts and federal courts located within New York, New York for the purpose of litigating any dispute.
b. International Users. We operate the Platform from locations within the United States. The Platform is intended for Users located within the United States. We make no representation that the Platform or Abstractive Health Technology is appropriate or available for use outside of the United States. Access to the Platform from countries or territories or by individuals where such access is illegal is strictly prohibited.
c. Independent Contractors. The Parties are independent contractors. This Agreement does not establish any relationship of partnership, joint venture, employment, franchise or agency between You, Abstractive Health, and neither Party nor any third party will have the power to act on the other Party’s behalf without the other Party’s prior written consent.
d. Force Majeure. Except for the obligation to pay money, no Party will be liable for any failure or delay in its performance under this Agreement due to any cause beyond its reasonable control, including acts of war, acts of God, labor shortages or disputes, pandemics, governmental acts or failure or degradation of the Internet or telecommunications services. The delayed Party will give the other Party prompt notice of such cause, and will make commercially reasonable efforts to promptly correct such failure or delay in performance.
e. Notices. Except as otherwise set forth herein, all notices under these Terms will be by email or provided by Us by way of the Platform. All notices to Us should be sent to email@example.com. Notices to you will be sent to an email address of which you give us notice via the foregoing address. Notices will be deemed to have been duly given the same day in the case of notices provided by us by way of email, this Website or the or the Services.