‌Dox Health Terms of Service

Update Date: May 28, 2024

Welcome to the Terms of Service (referred to as the "Terms").

1. Binding Agreement: This is a legally binding agreement between you, including any legal entity you represent ("you" or "User") and Dox Health, Inc., along with its affiliates and subsidiaries ("Dox Health," "us," "we," "our," or "Company”). Our services are accessible using the Company websites (the "Site"), the Company's mobile application called QPER Health App (the "App"), and hardware and software devices provided or sold by the Company ("Devices"). The Site, the App, and Devices and any other contents, products, or services offered by the Company from time to time in connection with or through the Site, the App, or Devices constitute our services ("Services"). We kindly request that you carefully read these Terms before using the Services. By using our Services, you acknowledge that you have read, understood, and consent to be bound by these Terms.

2. Eligibility to Use the Services: You must be 18 years old or the age of legal majority in your jurisdiction to use the Services. Additionally, you are not allowed to use the Services if your use of the Services is prohibited or conflicts with the laws of the United States or any other applicable jurisdiction. By using the Services, you affirm that you meet these eligibility requirements and have not been suspended as a User of the Services. We have the right to refuse the Services to any individual or entity at our sole discretion.

3. Acceptance of Terms: By accessing or using the Services, installing/downloading the App on your mobile device, or clicking or checking the "I agree to the terms of Service,” you affirm that you are eligible to enter into this agreement and that you accept and agree to be bound by these Terms. Should you not agree to these Terms, you must cease using the Services.

4. Important Notice: These Terms include a significant provision regarding binding arbitration and a waiver of class action rights. We strongly urge you to thoroughly read these Terms in conjunction with our Privacy Policy (the "Privacy Policy"). By using the Services, you explicitly acknowledge your consent to be legally bound by both these Terms and the Privacy Policy, which is incorporated herein by reference.

   
   

5. Description of Our Services: Our Services are designed to provide contents and tools to help you simplify your lifelong and complex health journey and to help you build and stay engaged in healthy lifestyle behavior. The heart of our Services is our proprietary Quantitatively Personalized Health Engine. It constitutes algorithms, mathematical models, data analysis techniques, and other methodologies that compute trajectories over time of important health and wellness metrics such as fasting blood glucose, blood pressure, body mass index BMI, resting hart rate, etc., of the User (“Health Metric Trajectories”) corresponding to quantitatively personalized change in lifestyle (e.g., activity level, nutrition, sleep duration, daily steps, etc.). There are following major aspects of our services:

   
   

   1. QER Health Age: The user information and health metrics are mapped to our proprietary QPER Health Age.

   2. Health Map: Health Metric Trajectories and QPER Health Age Trajectory constitute the Health Map of the User.

   3. Digital Twin: The computed trajectories are the User’s idealized response to the lifestyle changes. These represent the idealized self or the “Digital Twin” of the User.

   4. Contents: Whether registered or not, Contents include our trademarks and trade names, videos, text, logos, images, links, contact information, specialized content, designs, data, the overall appearance and user experience of the Services ("look and feel"), interface, graphical user interface, interactive features, graphics, videos, audio, software, illustrations, drawings, animations, other features, data compilations, mathematical models, data analysis techniques, algorithms, technical data, documentation, know-how, specifications, materials, accessible through the Services (collectively known as "Content"). Contents may also include information, notifications, blogs, and articles related to health, fitness, and nutrition in connection with the Services

   5. Premium Service: Digital Twin, QPER Health AGE, Health Map, Contents, and other innovative features of the Services are offered as Premium Services. Registration and Fees are required to access these features.

6. Privacy Policy: Privacy Policy provided as addendum and available at https://qper.health/privacy-policy (the “Privacy Policy”) is a part of this agreement and is incorporated by reference into these Terms. The use of the Services may involve the collection and processing of personal data, including personal information and health- related information in accordance with the Privacy Policy, which is available to you within the App or on the Site. By using our Services, you acknowledge that you have read, understood, and consent to the provisions and practices described in our Privacy Policy.

   
   

7. Security: We employ commercially reasonable physical, technical, and administrative security measures to safeguard the Services. However, due to the nature of the Internet, we cannot guarantee the absolute security of the Services or any User Content transmitted to us.

   
   

8. Planned Maintenance: Planned maintenance for the Services, if needed, typically occurs during the standard weekly maintenance window on Sunday 2:00-9:00 EST, or as determined by Dox Health. Certain Services may be temporarily unavailable during maintenance. The QPER Health App can work offline and will not be affected by such maintenance.

   
   

9. Changes to the Services: We reserve the right to make modifications, corrections, enhancements, improvements, suspensions, discontinuation, or any other changes to the Services (including the App) or any part thereof, at any time and without notice. We shall not be liable to you or any third party for such changes to the Services. Your continued use of the Services after such changes to the services constitutes your acceptance of the changes.

10. Updates and Upgrades: We may provide updates, upgrades, or new versions of the App and the Services from time to time with or without additional notice. Your use of such updates is governed by these Terms unless accompanied by a separate agreement. Company is not obligated to provide updates.

11. Modification of These Terms: The Terms are subject to amendments made by us from time to time. All changes take effect immediately upon being posted on or notified through the Services. These changes apply to all subsequent access to and usage of the Services. Please be aware that we reserve the right to review and modify these Terms at our sole discretion. By continuing to use the Services after any revisions have been made, you demonstrate your acceptance and agreement to the updated Terms. If you do not wish to be bound by the revised Terms, you must cease using the Services.

    
    

12. Medical Disclaimer:

    1. Not a Medical Care Provider: Dox Health is not a medical care provider, and the Services are not designed to replace professional medical advice, diagnosis, or treatment.

    2. Informational Purposes Only: The Services, together with its Materials and Contents are intended for informational purposes only and to aid you in understanding your health and are not a substitute for professional medical advice, diagnosis, or treatment.

    3. No Medical Advice: The Services should not be considered personalized medical advice. The Services has not been reviewed or authorized by a physician or medical care provider. Any lifestyle change information or recommendation you receive via the Services is not medical. You acknowledge that the Services may not be suitable for all individuals or address specific medical conditions or emergencies. You should always consult with your physician or a qualified healthcare professional regarding any medical conditions and before starting any new lifestyle change or physical activity, especially if you or your family have a history of diabetes, obesity, hypertension, high cholesterol, or heart diseases or if you have ever experienced any chest pain while engaging or not engaging in increased physical activity. This also applies if you smoke, or have bone or joint problems. Dox Health encourages you to seek professional medical advice and support to address your specific health needs. If you have any questions or concerns about these terms or the Services, please contact us atsupport@doxhx.com.

    4. No Medical Care Provider-Patient or Physician-Patient Relationship: Your use of the Services does not create a formal medical or a health care provider-patient relationship or physician-patient relationship between you and Dox Health, its officers, directors, employees, independent contractors, agents, or anyone acting on behalf of the Dox Health. You are solely liable for your healthcare decisions based on the information obtained through the Services.

    5. Potential Benefits and Risks: You are aware that the Services involve the use of proprietary algorithms, mathematical models, data analysis techniques, and other methodologies to generate lifestyle change recommendations and provide predictions of health metrics. While the Company strives to provide accurate and helpful information, there are inherent risks associated with digital health services. The benefits of using the Services may include access to personalized health insights and guidance, engage in healthier lifestyle, monitor important health metrics, etc., but there may also be limitations and potential risks. These risks include the fact that the lifestyle change information provided may not consider all the specific details of each user's medical history. Furthermore, the QPER Health App and Services lack the capacity to exercise medical judgment, and there may be security vulnerabilities that could lead to a breach of personal medical information. Additionally, equipment or connection malfunctions could cause delays in service.

    6. Reliance on Services: Any reliance on the Services is at your own risk. Dox Health shall not be held liable for any direct or indirect consequences resulting from your reliance on the information provided.

    7. Emergency Situations: The Services are not intended to provide immediate medical attention or response to urgent medical situations. In the event of a medical emergency, you should seek immediate medical assistance from a qualified medical car provider or call emergency services.

    8. In case of a medical emergency seek immediate medical attention by dialing “911” or calling local emergency services.

    9. Services and Content Accuracy and Updates: While Dox Health strives to provide accurate and up-to- date information, the content and Services may not always reflect the most current health research or guidelines. We do not warrant the accuracy, completeness, or timeliness of the information provided through the Services.

    10. User Responsibility: You are responsible for your health decisions and for evaluating the appropriateness and safety of any lifestyle changes you make based on the Services. Dox Health shall not be liable for any adverse outcomes resulting from your actions taken in response to the Services provided.

    11. Voluntary informed consent: Voluntary informed consent is the act of willingly and knowingly agreeing to participate in a particular activity or service with full understanding of the nature, risks, benefits, and any other relevant information related to the activity or service. By using the Services you acknowledge and agree that you have given voluntary informed consent to use the Services provided by Dox Health.

    12. Acceptance of Medical Disclaimer: You voluntarily assume all risks associated with the use of the Services. The Company and its affiliates, officers, directors, employees, and agents shall not be liable for any direct, indirect, incidental, consequential, or special damages arising from or related to your use of the Services. By using our Services, you acknowledge that you have read, understood, and agree to the Medical Disclaimer terms. If you do not agree to these terms, please refrain from using our Services.

        
        

13. Health Metric Trajectories Disclaimer: The computed Health Metric Trajectories are not a guarantee that all users will follow these trajectories exactly or closely. User’s actual health metric trajectories may vary greatly from the computed trajectories. By using our Services, you acknowledge that you have read, understood, and agree to the Health Metric Trajectories Disclaimer. If you do not agree to these terms, please refrain from using our Services.

14. Opening a User Account and Payment to Access Premium Services: To access Premium Services, you are required to go through a three-step process that includes

    1. Registration: Provide your name, email address, phone number, and password (“Login Credentials”).

    2. Verification: Verify your Registration information. Successful verification opens your User Account.

    3. Payment: Choose a premium subscription and the options, provide address and payment information, and pay required fees based on the chosen subscription and options.

       
       

       Payment of Fees and Charges: In connection with use or download of the Services or the premium subscription to the Services, you agree to pay all applicable fee(s), taxes and other charges. You may be asked to provide a payment method (such as a credit, charge or debit card number) in order to activate your account or subscription, along with other payment information, to one of our third party payment processor(s) as described in more detail in the Privacy Policy. You authorize us and our payment processor to charge your payment method for your subscription to the Services, including any recurring charges for automatic renewal of your subscription, and for any other products or services you may purchase from us.

       You are allowed to maintain only one Account at a time to be used solely by you. You must not provide misleading, inaccurate, or inappropriate Account and Payment information. We reserve the right to reject any Account and prevent the creation of it at our sole discretion. You are required to maintain your Account and Payment information accurate and up-to-date at all times.

       By creating an Account, you grant us permission to contact you regarding the Services and usage of the Services by you.

15. Login Credentials: You are solely responsible for all actions that occur using your Login Credentials and you agree that we will not be liable for any loss or damage occurring from unauthorized use of your Accounts and Login Credentials. You acknowledge that we rely on your Login Credentials to verify your access and use of our Services. You are solely responsible for maintaining the confidentiality of your Login Credentials. You agree to inform us immediately at support@qper.healthor by calling us at 617 286 2477 if you suspect the confidentiality of your Login Credentials has been breached or if you suspect unauthorized access or use of your Account.

    
    

16. Premium Membership: Upon successful payment you become a Premium Member with access to all the Premium Features as outlined on our website and based on the options chosen during payment. During your premium membership term, BG Monitor accessories will be shipped every 6 months based on the option you select during payment. You can modify the number of accessories for subsequent shipments by logging in to your membership page on our website, selecting the appropriate options, and updating necessary payment details. Changes made will apply to the next shipment.

17. Automatic Renewal of Subscription and recurring payments: All subscriptions renew automatically at the end of the current subscription period and payments are charged automatically to the payment account on file. Should you wish to cancel your membership, please review our Cancellation Policy.

    
    

18. Cancellation, Deletion, or Suspension:

    1. Cancellation of Subscription or Unsubscribe: You have the option to cancel your subscription (“Unsubscribe” or “Cancellation”) at any time through your account settings. Upon successfully

       Unsubscribing or Cancellation, the cancellation of the subscription will take effect after the last day of the current subscription period. After the cancellation takes effect, you can continue to use your Login Credentials to login to your Account but you will not have access to the Premium Services, or you are no longer a Premium Member. You can re-subscribe at any time by paying applicable fees based on the Terms of Services.

    2. Deletion of Account: You can delete your Account at any time (“Deletion”). Once the Account is deleted you will have to go through the process of Opening a User Account described above should you decide to access an authorized Account and Premium Services again. To delete your Account, please contact us at support@qperhx.com. Verification is required to grant your request to delete your Account. Deletion of Account is different from Cancellation of Subscription. All data, information, Contents, or User Contents associated with your Account, may be permanently deleted upon deletion of your Account. Upon Deletion of your Account, all rights granted to you under these Terms will automatically cease, and you must immediately cease all use of the Services.

    3. Suspension: We reserve the right to suspend your access to your Account or our Services fully or partially and temporarily or permanently at any time, with or without cause, with or without prior notice, and without refund, at our sole discretion. We reserve the right, to suspend your membership if we determine that you are using the Services in a misleading, fraudulent, or deceptive manner.

       
       

       Cancellation, Deletion, or Suspension of your Account or relationship with us does not release you from any obligations to pay fees or amounts accrued or owing, nor does it affect any legal rights or obligations that arose under these Terms prior to or on the date of Cancellation, Deletion, or Suspension.

       
       

       Refund and Cancellation Policy.

       
       

19. Fees: Details of our current fees for the Services will be available on the Sites and/or communicated through other means within the Services. Please note that features and prices are subject to change. If you decide to purchase a subscription to use the Services, unless stated otherwise, your subscription will automatically renew at the end of the subscription term for the same duration as the expiring subscription, unless you cancel it in advance as described below.

20. Consent to Communications and Text Messaging: By utilizing the Services or providing us with your contact information, you consent to receiving communications from us, including electronic communications, concerning the Services and your usage of them. If you wish to unsubscribe from marketing communications, you can do so by following the instructions provided at the bottom of such communications.

    1. SMS Text Messages and Push Notifications: When registering for the Services, you may receive an SMS text message containing a code to verify your phone number, and subsequently, we may send further SMS text messages and push notifications ("Messages and Notifications") to keep you informed about the Services. By using the Services, you agree to receive these Messages and Notifications pertaining to your usage of the Services. Please note that SMS text messages are strictly for transactional purposes only. If we intend to send you marketing or promotional SMS text messages, we will seek your explicit consent. To stop receiving SMS text messages, you can reply with "STOP." However, if you subscribe to additional products and provide your phone number for related transactions, we may continue to send transactional messages, such as tracking information or verification codes. It's important to be aware that, depending on your current carrier plan, you may incur charges for receiving these Messages and Notifications, and we hold no responsibility for any warranty issues with third-party carriers. Additionally, certain factors relating to message delivery are beyond our control, and we cannot guarantee successful transmission of text messages to you. Therefore, we bear no liability for transmission delays or message failures.

       
       

21. Grant of License: Subject to the Terms, Dox Health grants you a limited, non-exclusive, non-transferable, revocable license to use the App solely for personal, non-commercial purposes on compatible devices owned or controlled by you. The App is provided to you under the license, and it is not sold. Breach of these license restrictions or exceeding the scope of the licenses granted in these Terms may result in prosecution, damages, and liability for infringement of intellectual property rights.

    1. Intellectual Property Rights: The Services and all its contents, including but not limited to design, text, graphics, images, logos, icons, software, and trademarks, are the intellectual property of Dox Health and are protected by copyright and other intellectual property laws. You shall not modify, reproduce, distribute, reverse engineer, or create derivative works based on the Services or any part thereof without the prior written consent of the Licensor.

    2. Updates and Maintenance: Dox Health may, from time to time, release updates, improvements, or new versions of the App. You agree to install such updates promptly to ensure the best possible user experience. We may also perform maintenance or service activities on the App, during which the App may be temporarily unavailable.

    3. Termination: We may terminate this license at any time without cause or notice. You may terminate this Agreement by uninstalling the App and ceasing to use Services. Upon termination, you shall no longer have access to the Services and must delete or destroy all copies of the Services including App in your possession or control.

    4. Intellectual Property: Subject to the limited rights expressly granted hereunder, we, our licensors, and third-party providers, as applicable, reserve all rights, title, and interest in and to the Services and Our Content, including all related intellectual property rights therein. No rights are granted to you hereunder other than as expressly set forth herein. Nothing in the Terms constitutes a waiver of the Company's intellectual property rights under any law.

22. User Content: Any text, data, images, videos, audio, messages, posts, comments, or other materials or information that users voluntarily submit, upload, or share through the Company's Services is collectively referred to as “User Content.”

    1. Ownership of User Content: User retains ownership of their respective User Content. By submitting User Content through the Services, users grant the Company a non-exclusive, worldwide, royalty-free, transferable, sublicensable, perpetual license to use, reproduce, distribute, publicly display, modify, and create derivative works from the User Content, including commercial uses, without any compensation to you, to the extent permitted by applicable law. The Company does not claim ownership of User Content.

    2. Responsibility for User Content: Users are solely responsible for the User Content they submit or share through the Services. Users represent and warrant that they have the necessary rights, permissions, and authorizations to submit the User Content and that it does not violate any applicable laws or infringe upon the rights of any third party.

    3. Prohibited User Content: Users must not submit or share any User Content that is unlawful, defamatory, abusive, offensive, discriminatory, harassing, or contains any content that could be considered harmful, misleading, fraudulent, pornographic, violent, or inappropriate. The Company reserves the right to remove or block any User Content that violates these terms.

    4. Removal of User Content: The Company reserves the right to remove or delete any User Content from our servers and Services for any other reason at its sole discretion. The Company shall not be liable for any loss or damages resulting from the removal of User Content.

    5. Indemnification: Users agree to indemnify and hold harmless the Company, its affiliates, officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, or expenses arising out of or related to the User Content.

       
       

       The App contains content from users and other Dox Health licensors. Except as provided within this EULA, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any content appearing on or through the App.

       
       

       Consent to Use of Data. You agree that Dox Health may collect and use technical data and related information, including, but not limited to, unique device identifiers and other technical information about your device, system and application software, and peripherals that is gathered periodically to facilitate the provision of software updates, product support, and other services to you (if any) related to the App, and to track and report

       your activity inside of the App, including for analytics purposes. Please see the QPER Health Privacy Policy at http://qper.health/privacypolicy/ for more details regarding the information QPER Health collects and how it uses and discloses that information.

       
       

23. Use Restrictions of Content:

    All content available through the Services, including text, images, graphics, videos, audio, software, and other materials ("Content"), is protected by copyright, trademark, and other intellectual property laws. Users acknowledge that the Company and its licensors retain all rights, titles, and interests in and to the Content.

    1. Permitted Uses: Users are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Content solely for personal, non-commercial purposes and in accordance with the Terms and any applicable laws. Users shall not modify, reproduce, distribute, publicly display, or create derivative works from the Content without the express written consent of the Company or the respective content owner.

    2. Prohibited Uses: Users shall not engage in any of the following prohibited uses of the Content:

       1. Unauthorized Copying: Users shall not copy, duplicate, or reproduce the Content in any form without proper authorization.

       2. Commercial Use: Users shall not use the Content for commercial purposes, including but not limited to selling, licensing, or distributing the Content to third parties.

       3. Modification: Users shall not alter, modify, adapt, or create derivative works from the Content without explicit permission.

       4. Reverse Engineering: Users shall not reverse engineer, decompile, disassemble, or attempt to extract the source code of any software associated with the Content.

       5. Misuse: Users shall not use the Content in any way that is unlawful, malicious, defamatory, obscene, offensive, or in violation of any applicable laws or regulations.

       6. Infringement: Users shall not infringe upon the intellectual property rights of the Company, its licensors, or third parties by using or reproducing the Content.

    3. Compliance with Licenses: If any Content is provided under a specific license, users agree to comply with the terms of that license when using the Content. Any additional usage restrictions specified in the license must be adhered to.

    4. Enforcement: The Company reserves the right to enforce the use restrictions outlined and take appropriate actions, including but not limited to suspending or terminating access to the Services for users who violate these restrictions.

24. Third Party Services and Social Media:

    As part of the Services, we or third parties may offer you access to third-party services (the "Third Party Services"), which may include, but are not limited to, third-party coaching services. Your usage of the Third Party Services is subject to the terms, conditions, and specifications provided by each Third Party Service provider. Please note that we are not the provider of any Third Party Services, and we do not endorse or take responsibility for any Third Party Services. All Third Party Services are provided on an "as is" basis, and we make no representations or warranties regarding them. We are not liable for any loss, damage, injury, or other matters arising from your use of Third Party Services or your interactions and dealings with their providers. When certain social media features are made available to our users through platforms like Facebook, Twitter, Instagram, or other social media sites, you may take actions enabled by those features. However, it's essential to be aware that your activities on social media sites, or actions facilitated through them, are subject to the terms and conditions of the respective social media site(s). Any Content, including your User Content, provided to social media sites may be processed and used by those sites in accordance with their policies and any agreements they have with us.

    
    

25. Disclaimer: The Services and Our Content are provided on an "as is" basis. We explicitly disclaim all warranties, express or implied, regarding any Device, Site, App, Services, and Our Content, including any warranties of quality, availability, merchantability, fitness for a particular purpose, or non-infringement. We make no warranty that any Device, Site, App, Services, or Our Content will meet your requirements or be available on an uninterrupted, secure, or error-free basis. We make no warranty regarding the quality of any Device, Site, App, Services, or Our Content, or the accuracy, timeliness, truthfulness, completeness, or reliability thereof. This disclaimer also applies to any information you may receive from us or through us at any time. You hereby release us from any damages, claims, or other causes of action related in any way, directly or indirectly, to any Device, Site, App, Services, or Our Content.

    Furthermore, we disclaim any warranties that any Device, Site, App, and/or Services are free of viruses or other harmful components. Your use of any Device, Site, App, and Services is at your own risk, and you are solely responsible for any damage to your computer or mobile device and/or any data loss that may result from your use of any Device, Site, App, or Services, including damage resulting from computer viruses. No communication, information, or advice given by us or any representative of ours shall create any warranty.

    Please note that some jurisdictions may not allow the exclusion of implied warranties, and therefore some of the above exclusions may not apply to you. This disclaimer constitutes an essential part of these Terms.

    No content published on any Device, Site, or App, or through the Services, constitutes a recommendation, endorsement, or opinion of the Company. You are solely responsible for all your communications and interactions with us or with any person or entity with whom you may communicate, interact, or engage as a result of your use of any Device, Site, App, and/or Services. You agree and confirm that we do not, and do not intend to, make any inquiries of any user, person, or entity or verify the information any user, person, and/or entity submits or provides while using any Device, Site, App, and/or Services. You agree to take precautions in all communications and interactions with any person or entity whether made online or offline.

    It is essential to note that accessing Our Content through the Services is solely at your own risk, and you will be responsible for any damages or losses incurred by you or any other party as a result of such access. We do not make any representations, warranties, or guarantees regarding the accuracy, completeness, or reliability of any of Our Content available to you through the Services, to the maximum extent permitted by law.

    By using the Services, you represent and warrant that you have had the opportunity to consider the risks and benefits of the use of the Services, and that you have provided voluntary informed consent to use the Services and the provision of the Services to you.

    
    

26. Limitation of Liability:

    In the event of any problem with the Services and/or any Content, your sole remedy is to cease using the Services. In no event shall we or our subsidiaries, affiliates, directors, officers, employees, or any party involved in creating or producing the Services be liable to you for (a) any amount exceeding the fees paid by you to us during the twelve (12) months preceding the occurrence of events giving rise to your claim, or $100 if no fees have been paid by you to us, or (B) any special, indirect, incidental, consequential, punitive, or exemplary damages, or any other damages whatsoever, resulting from the use of the Services (or with the delay or inability to use the Services) or any Content or otherwise arising out of using the Services and Content, whether under a theory of breach of contract, tort, strict liability, negligence, or otherwise, even if such party has been advised of the possibility of such damages. If you live in a jurisdiction that does not allow the exclusion or limitation of liability for consequential or similar damages, the above limitation does not apply to you.

    To the extent that one or any aspect of the limitations set out above does not apply, all remaining aspects survive. The exclusions and limitations of damages set forth above are fundamental elements of the basis of the bargain between us and you.

    
    

27. Indemnity:

    You agree to defend, indemnify, and hold harmless Company, its affiliates, and each of its employees, contractors, directors, suppliers, and representatives from all liabilities, losses, claims, and expenses, including, without limitation, reasonable attorney's fees, that arise from or relate to (i) your access, use, or misuse of the Services, including, without limitation, your User Content and any other information you submit, post, or transmit through the Services, (ii) your violation of these Terms or any applicable law, contract, policy, regulation, or other obligation, or (iii) your violation of any third party rights, including without limitation any intellectual property rights or privacy rights of such third party with respect to your use of the Services.

    Company reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and fully cooperate with Company in connection therewith.

    
    

28. Feedback and Suggestions: Subject to any applicable terms and conditions set forth in our Privacy Policy, any communication or other material that you send to us, such as questions, comments, feedback, suggestions, testimonials, or the like, is and will be deemed to be non-confidential, and we shall have no obligation of any kind with respect to such information. We shall be free to use any ideas, concepts, know-how, or techniques contained in such communication for any purpose whatsoever, including but not limited to, operating, developing, and improving the Services. As further described herein, you are solely responsible for all information you send to us, including its accuracy, truthfulness, and non-infringement of any other party's legal rights. If you have downloaded the App from a third-party platform, service provider, or distributor (referred to as "Provider"), your usage of the App may also be subject to specific usage rules established by the Provider ("Usage Rules"). It is your responsibility to determine and comply with all applicable Usage Rules related to your use of the App. The following terms apply if you downloaded the App from the Apple App Store:

    
    

29. Relationship with Apple Inc.: You acknowledge that these Terms are between you and our company (referred to as "Company") only, and not with Apple Inc. Apple is not responsible for the App Store Sourced Application or its content.

    1. App Store Terms of Service: Your use of the App Store Sourced Application must comply with the App Store's Terms of Service.

    2. Maintenance and Support: Apple has no obligation to provide maintenance or support services for the App Store Sourced Application.

    3. Warranty: Apple has no warranty obligations with respect to the Application. Any claims, losses, liabilities, damages, costs, or expenses related to any failure to conform to a warranty are the sole responsibility of Company, to the extent applicable.

    4. Compliance: You certify that you are not located in a country subject to a U.S. Government embargo or designated as a "terrorist supporting" country, and you are not listed on any U.S. Government list of prohibited or restricted parties.

    5. Third-Party Claims: Apple is not responsible for addressing any claims by you or third parties related to the App Store Sourced Application, including product liability claims, legal or regulatory compliance, or consumer protection claims. Intellectual Property Claims: If any third-party claim arises regarding intellectual property rights related to the App Store Sourced Application, Company, not Apple, is solely responsible for investigating, defending, settling, and discharging such claims, as required by these Terms.

    6. Third-Party Beneficiary: Apple and its subsidiaries are third-party beneficiaries of these Terms as they relate to your license of the App Store Sourced Application. Upon your acceptance of these Terms, Apple has the right to enforce them against you as a third-party beneficiary.

    7. Compliance with Third-Party Terms: You must also comply with any applicable third-party terms of agreement when using the App Store Sourced Application.

       
       

30. Arbitration, Class Action Waiver, and Waiver of Jury Trial

    These Terms are governed by the laws of the state of Massachusetts, without regard to its conflict of law provisions that would result in the application of the laws of another jurisdiction. By using the Services you agree to the following arbitration, class action waiver, and waiver of jury trial terms:

    
    

    1. Arbitration Agreement:

       Any dispute, claim, or controversy arising out of or relating to your use of the Services, including the validity, breach, or interpretation of these Terms, shall be resolved by binding arbitration in accordance with the rules and procedures of the American Arbitration Association.

    2. Class Waiver:

       You and the Company agree that any arbitration shall be conducted on an individual basis and not as a class, collective, or representative action. You waive the right to participate in any class, collective, or representative proceeding arising from or relating to your use of the Services. The arbitrator shall have no authority to consolidate or join the claims of other individuals or parties who may be similarly situated.

       
       

    3. Waiver of Jury Trial:

       You and the Company waive the right to a trial by jury in any court proceeding or arbitration.

    4. Attorney's Fees:

       In the event of any arbitration or court proceeding to enforce the terms or resolve any dispute arising hereunder, the prevailing party shall be entitled to recover its reasonable attorney's fees and costs from the non-prevailing party.

    5. Arbitration Location and Language:

       The arbitration shall take place in Boston, Massachusetts, and the language of the arbitration shall be English. The state and federal courts located in Boston, Massachusetts, United States of America will be the exclusive jurisdiction for all disputes that are not required to be arbitrated and you consent to the jurisdiction of those courts.

       
       

    6. Arbitration Procedure:

       The arbitration shall be conducted in a manner that provides a fair opportunity for each party to present evidence and arguments. The arbitration shall be conducted by a single arbitrator who shall have expertise in the

       subject matter of the dispute, appointed in accordance with the rules of the American Arbitration Association, as modified by these terms. The arbitration will be conducted by telephone, online, or based solely on written submissions, as determined by the arbitrator. The arbitration will not require any in-person appearance unless otherwise mutually agreed in writing by the parties. A decision must be issued by the arbitrator within 16 weeks from the date of the arbitrator appointment. The arbitrator may extend this time limit for an additional 4 weeks in the interests of justice. All arbitration proceedings will be confidential and closed to the public. All records relating to the arbitration will be permanently sealed, except as necessary to obtain court confirmation of the arbitration award.

       
       

    7. Arbitration Award:

       The arbitrator's decision shall be final and binding on both parties. The award of the arbitrator will be in writing and will include a statement setting forth the reasons for the disposition of any claim. The arbitrator may award any relief that a court could award, including injunctive or declaratory relief, and monetary damages, except that the arbitrator shall not have the authority to award punitive or exemplary damages.

       
       

    8. Judicial Review:

       Any arbitration award may be entered as a judgment in any court of competent jurisdiction.

       
       

    9. Time Limit to File Claims:

       To the extent permitted by applicable law, you must file any claim or cause of action arising out of or related to your use of the Services within one year after the claim or cause of action arose, or such claim or cause of action shall be forever barred.

       
       

    10. Exceptions:

        Notwithstanding the above, nothing in these terms shall prevent either party from seeking injunctive or other equitable relief from 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.

        
        

    11. Severability:

    If any provision of this Arbitration, Class Waiver, and Waiver of Jury Trial is found to be unenforceable or invalid, the remaining provisions shall remain in full force and effect. If these provisions of Arbitration, Class Waiver, and Waiver of Jury Trial is deemed to be null and void, then these provisions will be subject to the exclusive jurisdiction of the state and federal courts located in or having jurisdiction over Boston, Massachusetts, and you and Dox Health hereby submit to the personal jurisdiction and venue of these courts.

    
    

31. Governing Law and Jurisdiction: These Terms shall be governed by and construed in accordance with the laws of the State of New York, United States of America, without regard to its principles of conflicts of law. The Uniform Commercial Code, the Uniform Computer Information Transaction Act, and the United Nations Convention on Contracts for the International Sale of Goods shall not apply to these Terms.

    For any disputes that are not required to be resolved through arbitration, exclusive jurisdiction and venue for such disputes shall be in the state and federal courts located in New York, New York, United States of America. By using the Services, you consent to the jurisdiction of those courts.

    
    

32. Notice to International Users: The Services are operated from the United States, and if you access the Services from outside the United States, you agree to be subject to the laws of the United States as specified in the GOVERNING LAW AND JURISDICTION section above. Please be aware that different countries may have laws and regulations that differ from those in the United States, and as an international user, you are responsible for complying with all local laws when using the Services.

33. General Terms: These Terms do not establish any partnership, employment, agency, or other relationship not explicitly stated here. They are not intended to grant any third party any interest or rights (including third party beneficiary rights) in connection with any provision contained in these Terms. We have the right to assign this Agreement in whole or in part at any time without notice. You may not assign your rights under these Terms to any third party without our prior written consent. If any part of these Terms is held invalid or unenforceable, the remaining portions will remain in effect. Failure by us to enforce any provision of these Terms will not be considered a waiver of our right to enforce such provision. Our rights under these Terms will survive any termination or expiration of this agreement. These Terms constitute the entire and only agreement between you and us, superseding all prior or contemporaneous agreements, representations, warranties, and understandings relating to the subject matter hereof. In the case of a specific agreement signed by both parties, its provisions shall supersede the provisions of these Terms.

    
    

34. Force Majeure: Force Majeure refers to any event or circumstance that is beyond the reasonable control of both the parties, you and us, and not caused by fault or negligence of the parties. Events including but not limited to acts of nature, acts of government, war, terrorism, riots, strikes, labor disputes, fires, floods, earthquakes, epidemics, pandemics, power failures, malicious acts attacking computing devices, such as attacks on or through the internet, any internet service provider, telecommunications, or hosting facility or any other event that could not be reasonably foreseen or prevented are Force Majeure events. Neither party shall be liable to the other for any damages, losses, or penalties resulting from a Force Majeure Event, except for any obligations or liabilities expressly assumed in the agreement that are unaffected by the Force Majeure Event.

Contact Us:

If you have questions regarding our Terms, please contact us at: info@doxhx.com

Last updated May 28, 2024

All rights reserved, Dox Health, Inc.