Updated as of January 1, 2024
TERMS OF SERVICE
Introduction
Thank you for choosing CDL Consulting Inc. DBA Mettle Health, a Delaware corporation, and The Center for Dying and Living, a sole proprietorship (together, the “Company”) for your business. The Company provides non-medical consumer consultations pertaining to serious illness, end of life issues and disability through an online platform, as well as products such as written materials, documents, recordings, etc. related to the same (collectively, the “Services”).
These Terms of Service (“Agreement”) apply to any use of and access to our Services and/or our websites mentioned in our Privacy Policy, incorporated fully by reference herein (collectively referred to as the “Website”) by you and/or your agents (collectively, “you” or “User”). When you use our Services, you are agreeing to our terms, so please carefully read the Terms of Service and the Privacy Policy, incorporated herein, as these documents contain important information regarding your legal rights and obligations.
THIS DOCUMENT, THE TERMS OF SERVICE, IS A LEGAL AGREEMENT BETWEEN THE COMPANY AND YOU WHICH GOVERNS YOUR USE OF THE SERVICES AND THE WEBSITE. YOUR USE OF THE SERVICES AND THE WEBSITE CONSTITUTES YOUR ACCEPTANCE OF AND AGREEMENT TO ALL OF THE TERMS AND CONDITIONS IN THESE TERMS OF SERVICE AND THE PRIVACY POLICY INCORPORATED HEREIN; AND YOUR REPRESENTATION THAT YOU ARE AT LEAST 18 YEARS OF AGE OR OLDER. IF YOU OBJECT TO ANYTHING IN THESE TERMS OF SERVICE, YOU ARE NOT PERMITTED TO USE THE SERVICES. If you accept these Terms of Service and are using the Services on behalf of a company, organization, or other legal entity, you represent and warrant to the Company that you have full power and authority to do so.
Effective Date. This Agreement is effective (“Effective Date”) on the date you first access or use the Services and/or the Website, whichever is earlier.
Account. When scheduling an appointment with the Company, you may create an online account (“Account”) to access the Services of the Company vis a vis Acuity Scheduler (https://acuityscheduling.com), and you are thereafter granted a right to use the Services provided by the Company subject to the restrictions set forth in these Terms of Service and the Privacy Policy, incorporated by reference herein.
The Account registration process will ask you for information including your name, email and or physical address, phone number, etc. (hereinafter, collectively referred to as “Personal Information,” as previously defined in our Privacy Policy, which is fully incorporated herein). By registering for an Account, you agree to provide true, accurate, current and complete information about yourself as prompted by the registration process. You further agree that you will not knowingly omit or misrepresent any material facts or information, and that you will promptly enter corrected or updated information in your Account, or notify us in writing regarding your corrected or updated information.
We may verify your provided information, as required for your use of and access to the Services. You agree to maintain your Account solely for your own use. You agree that you will not allow another person to use your Account, but you may allow for third-party participants to participate in your scheduled consultation session(s) with the Company pursuant to the terms and conditions of the Client Agreement and Consent, the terms of which are incorporated fully by reference. We reserve the right to suspend or terminate Services provided to any User who provides inaccurate, untrue, or incomplete information to our Company, or who fails to comply with the Account registration requirements.
You are solely and entirely responsible for maintaining the confidentiality of your Account, and for any charges, damages, liabilities or losses incurred or suffered as a result of your failure to do so. Furthermore, you are solely and entirely responsible for any and all activities that occur under your Account, including any charges incurred relating to the Services.
The Company is not liable for any harm caused by or related to the theft of your Account, your disclosure of your Account, or your authorization to allow another person to access or use the Services using your Account. You agree to immediately notify us of any unauthorized use of your Account or any other breach of security known to you. You acknowledge that the complete privacy of your data and messages transmitted while using the Services and/or the Website cannot be guaranteed in the event of breach.
Links to Third-Party Accounts. As part of the functionality of the Services, and pursuant to Acuity Scheduler’s Privacy Policy (https://www.squarespace.com/privacy/), to which you agree herein and which is incorporated herein, you may have the option to link your Account with online accounts you may have with third parties such as Apple, Google, etc. ("Third Party Account") by either: (i) providing your Third Party Account login information through the Services; or (ii) allowing the Company or Acuity Scheduler to access your Third Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third Party Account. You herein agree that any functionality or access to information received by Acuity Scheduler is pursuant to its own Privacy Policy and the Terms of Service (https://www.squarespace.com/terms-of-service/), and you agree that you have read and agreed to the same.
Termination. The Company reserves the right, in its sole discretion, to terminate provision of our Services if you violate these Terms of Service or for any reason or no reason at any time. We may also suspend your access to the Services and/or Website, and your Account if you: (a) have violated the terms of these Terms of Service, any other agreement you have with the Company, including the Client Agreement and Consent; (b) pose an unacceptable credit or fraud risk to us or other Users; (c) provide any false, incomplete, inaccurate, or misleading information or otherwise engage in fraudulent or illegal conduct; or (d) for any other reason in the Company's sole discretion.
If your access to our Services is terminated or suspended for any reason or no reason, you agree: (a) to continue to be bound by these Terms of Service; (b) to immediately stop using the Services, (c) that any licenses granted to you under these Terms of Service shall end; (d) that we reserve the right (but have no obligation) to hide or delete all of your information, including Personal Information, and Account data stored on our servers, if any; and (e) that the Company shall not be liable to you or any third party for termination or suspension of access to the Services or for deletion or hiding of your information or Account data. You agree that the Company may retain and use your Personal Information and Account data, to the extent transmitted to the Company by Acuity Scheduler, as needed to comply with investigations and applicable law, and as indicated in the Company’s Privacy Policy.
However, we will not be liable to you for compensation, reimbursement, or damages in connection with your use of the Services, or in connection with any termination or suspension of the Services. Any termination of these Terms of Service does not relieve you of any obligations to pay any Fees or costs accrued prior to the termination and any other amounts owed by you to us, as provided in these Terms of Service.
Fees. Upon notice to you, the Company may increase any fees specified in connection with its Services. Fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction (collectively, “Taxes”). You are responsible for paying all Taxes associated with purchases and transactions under this Agreement.
You may pay by credit card by way of the Company’s third-party payment processor, Stripe. You agree not to file a credit or debit card chargeback with regard to any amount of fees charged in connection with the Services. Instead, you agree to abide by the dispute resolution procedures outlined herein, below.
Users of the Services will be required to provide their credit card or bank account details to the Company via its third party payment processor, Stripe, to process payment(s). The Company collects, analyzes and relays information to allow the third party payments service provider to process these payment(s).
You authorize us to process payment(s) for the Services, using the payment information you have supplied. Specifically, you will be required to provide your credit card or bank account details to the Company and/or the third-party service provider, and/or register with the third-party service provider to process payment(s) for the Services. You agree to provide the Company and/or the third-party service provider with accurate and complete information about you and/or your business; and you authorize the Company to share it and any transaction information related to your use of the Services and/or Website with the third-party service provider for the purpose of processing payment(s), including but not limited to the service fees owed to Company for the use of the Service.
The Company reserves the right, in its sole discretion (but not the obligation), to: (i) place on hold any payment and out of pocket expenses; and/or (ii) refund, provide credits or arrange for the third-party service provider to do so, as necessary.
If you believe a payment has been processed in error, you must provide written notice to the Company within thirty (30) days after the date of payment specifying the nature of the error and the amount in dispute. If notice is not received by the Company within such thirty (30) day period, the payment will be deemed final and valid.
The Company is not liable for any losses relating to chargebacks, fraudulent charges, or other actions by any User that are deceptive, fraudulent or otherwise invalid. By using the Services, you hereby release the Company from any liability arising from fraudulent actions. You will also use best efforts to promptly notify the Company of any fraudulent actions which may affect the Services. The Company reserves the right, in its sole discretion, to terminate the account of any User that engages in, or enables any other User to engage in, fraudulent actions.
While the Company takes what it believes to be reasonable efforts to ensure secure transmission of your information to the third-party service provider that assesses and processes payment(s), the Company is not responsible for any fees or charges assessed by third party service providers, or any errors in the processing of payment(s) by third party service providers, including any errors that result from third-party negligence, improper transmission of payment information, your mistaken submission of payment information, or your submission of erroneous payment information. Your sole recourse is with the third-party service provider which processed the payment(s).
Eligibility: “You represent and warrant that you are at least eighteen (18) years of age and that you possess the legal right and ability to enter into agreements including this Terms of Use. You are solely responsible for knowing and understanding your local laws concerning standards of content legality. In addition, to use the Website Content, you agree to comply with this Terms of Use and our Privacy Policy. The Company may, in its sole discretion, refuse to accept your registration due to noncompliance with any eligibility requirement.”
No Guarantee or Warranty: “We expressly disclaim and all liability concerning any treatment or action by any person following the information offered or provided within or through the Website or through us or through anyone using the Website or trained by us. We are not liable for any unfair business practices by third parties.”
Trademarks and Service Marks: “Certain trademarks on the Website are the service marks and trademarks of the Company, the Practitioners, or other licensees of the Company. The domain name for this Website, all page headers, graphics, and button icons are service marks, trademarks, logos, and/or trade dress of the Company. In addition to complying with all applicable laws, you agree that you will not use any such trademarks, service marks, trade dress, or other logos from this Website without the prior written authorization of the Company.”
Links to Other Websites. As described in the Privacy Policy, incorporated herein, the Company may provide links to third party websites, such as but not limited to Zoom, Acuity Scheduler, etc., that are not owned or controlled by the Company. The Company has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites. In addition, the Company will not and cannot censor or edit the content of any third-party site. By using the Services, you expressly relieve the Company from any and all liability arising from your use of any third-party website that is referenced or linked on our Website.
Links to this Website. We grant you a limited, non-exclusive, revocable, non-assignable, personal, and non-transferable license to create hyperlinks to the Website and/or Services, so long as: (a) the links only incorporate text, and do not use any trademarks, (b) the links and the content on your website do not suggest any affiliation with the Company or cause any other confusion, and (c) the links and the content on your website do not portray the Company or its products or Services in a false, misleading, derogatory, or otherwise offensive matter, and do not contain content that is unlawful, offensive, obscene, lewd, lascivious, filthy, violent, threatening, harassing, or abusive, or that violate any right of any third party or are otherwise objectionable to the Company. The Company reserves the right to suspend or prohibit linking to the Website and/or Services for any reason, in its sole discretion, without advance notice or any liability of any kind to you or any third party.
Intellectual Property Rights. As discussed in the Company’s Privacy Policy, incorporated herein, the Company owns all right, title and interest in and to the Services, the Company Data and Aggregated Data, including, without limitation, all intellectual property rights therein. Subject to the limited rights expressly granted to you under this Agreement and the Privacy Policy, the Company reserves all rights, title and interest in and to the Services, the Company Data and Aggregated Data, including, without limitation, all related intellectual property rights. The Company’s service marks, logos and product and service names are owned by the Company. You agree not to display or use any of the Company marks in any manner without the Company’s express prior written permission.
In addition, any trademarks, service marks and logos associated with a Third Party Offering may be the property of the third party provider, and you should consult with their trademark guidelines before using any of their marks.
Any information and data that you submit to the Website or in connection with the Services must not violate the intellectual property rights of third parties.
Finally, as specified in the Company’s Privacy Policy, you grant us a license to use your customer feedback in connection with providing the Services and for general marketing purposes, unless you notify us otherwise in writing.
No Submission of Unsolicited Ideas and/or Materials. In your communications with the Company, please keep in mind that we do not seek any unsolicited ideas or materials for products or services, or even suggested improvements to products or services, including, without limitation, ideas, concepts, inventions, or designs for music, websites, apps, books, scripts, screenplays, motion pictures, television shows, theatrical productions, software or otherwise (collectively, "Unsolicited Ideas and Materials"). Any Unsolicited Ideas and Materials you post on or send to us via the Website are deemed User Content and licensed to us as set forth below. In addition, the Company retains all of the rights held by members of the general public with regard to your Unsolicited Ideas and Materials. The Company’s receipt of your Unsolicited Ideas and Materials is not an admission by the Company of their novelty, priority, or originality, and it does not impair the Company’s right to contest existing or future intellectual property rights relating to your Unsolicited Ideas and Materials.
Blog/Public Forum on our Website. As indicated in our Privacy Policy, incorporated herein, our Website offers publicly accessible blogs and question and answer forums to which you or other Users may contribute. Our blog/community forum may allow you and other Users to post content such as videos, photos, and your stories with respect to the Services. Posted information on our blog/public platform may be collected and used by others.
You agree not to post on our Website any information, articles, feedback, tips, advice, recommendations, messages, comments, posts, text, graphics, photographs, information, videos, data, and other materials (collectively, "Content") available on or through our Website that: (i) may create a risk of harm, loss, physical or mental injury, emotional distress, death, disability, disfigurement, or physical or mental illness to you, to any other person; (ii) may create a risk of any other loss or damage to any person or property; (iii) seeks to harm or exploit children by exposing them to inappropriate content, asking for personally identifiable details or otherwise; (iv) may constitute or contribute to a crime or tort; (v) contains any information or content that we deem to be unlawful, harmful, abusive, racially or ethnically offensive, defamatory, infringing, invasive of personal privacy or publicity rights, harassing, humiliating to other people (publicly or otherwise), libelous, threatening, profane, or otherwise objectionable; (vi) contains any information or content that is illegal (including, without limitation, the disclosure of insider information under securities law or of another party's trade secrets); (vii) contains any information or content that you do not have a right to make available under any law or under contractual or fiduciary relationships; or (viii) contains any information or content that you know is not correct and current. You agree that any User content that you post does not and will not violate third-party rights of any kind, including without limitation any intellectual property rights or rights of privacy, including the privacy of others’ health information.
The Company reserves the right, but is not obligated, to reject and/or remove any User Content on the blog/public forum that the Company believes, in its sole discretion, violates these provisions. We also reserve the right to remove any content we deem inappropriate, obscene, lewd, lascivious, filthy, violent, harassing, defamatory, libelous, tortious, illegal, threatening, or otherwise objectionable. We cannot guarantee that we will be able to take protective measures in the event that any User posts content that violates the terms of this provision. However, when we become aware of content that we consider violates this provision (i.e., is offensive or could compromise the privacy of your personal or confidential information or that of another person), we will make a good-faith, reasonable effort to remove such content.
The Company takes no responsibility and assumes no liability for any User Content that you or any other User or third party posts or sends over the Website, or any action you take in reliance on any User content posted by another User. You shall be solely responsible for your User content and the consequences of posting or publishing it, and you agree that we are only acting as a passive conduit for your online distribution and publication of your User content.
Furthermore, you understand and agree that you may be exposed to other people’s User content that may be inaccurate, objectionable, inappropriate for children, or otherwise unsuited to your purpose, and you agree that the Company shall not be liable for any damages you allege to incur as a result of exposure to such User content.
To request removal of any content that you believe violates this provision or that you previously posted on our blog/community forum, please contact us at info@mettlehealth.com. In some cases, we may not be able to remove your content, especially if it was already re-posted elsewhere. If this is the case, we will let you know if we are unable to do so and why in response to your request.
Educational Nature of Content. The Website Content is educational and informational in nature and is provided only as general information and is not medical or psychological or nutritional advice, opinion, diagnosis, treatment or guarantee. The Website is not intended to create and does not constitute any professional relationship between Company (or any of its officers, directors, trustees, employees, consultants, independent contractors, bloggers, experts, agents, volunteers, affiliates, or agents) and you, and does not create any doctor-patient or any other professional relationship with any of the Company’s independent contractors, experts or agents. The Website is not intended to solicit clients or patients; and should not be relied upon as medical, psychological, or other professional advice of any kind or nature whatsoever. Even if those providing information via the Website display professional licensure or other credentials in the healing arts, or cite clinical trials or other medical literature, they are limited to providing information and education, and are not providing any clinical services or medical services via the Website or on behalf of the Company. The information provided through the Website should not be used for diagnosing or treating a health problem or disease. The information contained in these communications is not comprehensive and does not include all the potential information regarding the subject matter, but rather, is merely intended to serve as one resource for general and educational purposes.
The Company cannot guarantee, and is not responsible for, the accuracy, completeness, or timeliness of any Content, whether provided by the Company or its suppliers, or by users of our Website. Any opinions, advice, statements, or other information expressed or made available by Users or other third parties are the responsibility of those respective Users or other third parties and not of the Company. The Company does not endorse and is not responsible for the accuracy or reliability of any opinion, advice, or statement made anywhere on the Website, including, importantly, within any forums or community-type features. Our Content is for informational purposes only. The Content is not intended to be a substitute for professional medical advice, diagnosis, or treatment. All Content and Services are provided for general educational and informational purposes only.
The Company does not have any obligation to prescreen, edit, or remove any Content provided by users that is posted on or available through the Services. Notwithstanding the foregoing, the Company will have the right (but not the obligation), in our sole discretion and for any reason, to prescreen, edit, refuse to accept, remove, or move any such Content.
The Content on our Website, including health or medical information is, at best, general and does not and is not meant to be a substitute for the advice of a licensed medical professional (like a qualified doctor/physician, physician assistant, nurse, therapist, psychologist, psychiatrist, or other healthcare provider), and should not be used to diagnose or treat any kind of disease, illness or symptom. We cannot and do not take any responsibility for the results or consequences of any attempt to use or adopt any of the Content on our Website. You should not interpret anything in the Content, provision of Services or on our Website as an attempt to offer or render a medical or healthcare opinion or otherwise engage in the practice of medicine or therapy.
As a reminder, treatment-related decisions regarding actual medical diseases, illnesses, and symptoms are best made in direct collaboration with a well-informed licensed medical or therapeutic professional. Always seek the advice of your physician or other qualified health provider with any questions you may have regarding a medical condition. If you think that you, or a person in your care, may have a medical emergency, call your doctor or 911 immediately. THE COMPANY AND ITS OWNERS EMPLOYEES, INDEPENDENT CONTRACTORS, AND CONTRIBUTORS SHOULD NOT BE CONTACTED WITH THE EXPECTATION THAT THEY CAN OR WILL RESPOND TO ANY ACTUAL EMERGENCY.
We do not endorse or guarantee any specific tests, products, procedures, opinions, or other information that may be mentioned in the Content on the Website, or discussed when rendering you Services. Reliance on any information provided by the Company, our employees, or others appearing in our Services for or on the behalf of the Company is solely at your own risk. No claims, representations, or warranties, whether expressed or implied, are made as to the safety, reliability, and performance of any tests, products, or services.
Testimonials and Endorsements: You generally may not be expected to achieve the same or similar results as others who have used our services and who have subsequently written or recorded video testimonials and endorsements. We post testimonials for informational purposes only; we do not claim that anyone will experience the same or similar results as mentioned in these writings or videos. Nor do we claim that a significant number of consumers may obtain similar results. Results experienced by any one individual who has written a testimonial or endorsement, is not necessarily what any given consumer should expect to experience. Any information that could be regarded as a testimonial or endorsement on the Website does not constitute a guarantee, warranty, or prediction by us regarding the outcome of any past, ongoing, or future conversation or interaction with you.
DMCA Notice. The Company will respond appropriately to notices of alleged copyright infringement that comply with the U.S. Digital Millennium Copyright Act ("DMCA"), as set forth below. If you own a copyright in a work (or represent such a copyright owner) and believe that your (or such owner's) copyright in that work has been infringed by an improper posting or distribution of it via the Service, then you may send us a written notice that includes all of the following:
(i) a legend or subject line that says: “DMCA Copyright Infringement Notice”;
(ii) a description of the copyrighted work that you claim has been infringed or, if multiple copyrighted works are covered by a single notification, a representative list of such works;
(iii) a description of where the material that you claim is infringing or is the subject of infringing activity is located that is reasonably sufficient to permit us to locate the material (please include the URL of the Website on which the material appears);
(iv) your full name, address, telephone number, and e-mail address
(v) a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law;
(vi) a statement by you, made under penalty of perjury, that all the information in your notice is accurate, and that you are the copyright owner (or, if you are not the copyright owner, then your statement must indicate that you are authorized to act on the behalf of the owner of an exclusive right that is allegedly infringed); and
(vii) your electronic or physical signature.
The Company will only respond to DMCA Notices that it receives by mail, e-mail, or facsimile at the addresses set forth in the “Notice” section of this Agreement.
It is often difficult to determine if your copyright has been infringed. The Company may elect to not respond to DMCA Notices that do not substantially comply with all of the foregoing requirements, and the Company may elect to remove allegedly infringing material that comes to its attention via notices that do not substantially comply with the DMCA.
Please note that the DMCA provides that any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.
We may send the information that you provide in your notice to the person who provided the allegedly infringing work. That person may elect to send us a DMCA Counter-Notification.
Without limiting the Company's other rights, the Company may, in appropriate circumstances, terminate a repeat infringer's access to the Services, Website, and/or any other website owned or operated by the Company.
Counter-Notification. If access on the Website to a work that you submitted to the Company is disabled or the work is removed as a result of a DMCA Notice, and if you believe that the disabled access or removal is the result of mistake or misidentification, then you may send us a DMCA Counter-Notification to the addresses above. Your DMCA Counter-Notification should contain the following information:
(i) a legend or subject line that says: "DMCA Counter-Notification";
(ii) a description of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled (please include the URL of the Website from which the material was removed or access to it disabled);
(iii) a statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled;
(iv) your full name, address, telephone number, e-mail address, and the username of your account;
(v) a statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located (or, if the address is located outside the U.S.A., to the jurisdiction of the United States District Court for the Northern District of California), and that you will accept service of process from the person who provided DMCA notification to us or an agent of such person; and
(vi) your electronic or physical signature.
Please note that the DMCA provides that any person who knowingly materially misrepresents that material or activity was removed or disabled by mistake or misidentification may be subject to liability
If we receive a DMCA Counter-Notification, then we may replace the material that we removed (or stop disabling access to it) in not less than ten (10) and not more than fourteen (14) business days following receipt of the DMCA Counter-Notification. However, we will not do this if we first receive notice at the addresses above that the party who sent us the DMCA Copyright Infringement Notice has filed a lawsuit asking a court for an order restraining the person who provided the material from engaging in infringing activity relating to the material on the Service. You should also be aware that we may forward the Counter-Notification to the party who sent us the DMCA Copyright Infringement Notice.
Data Ownership and Usage. As specified in the Company’s Privacy Policy, incorporated herein, we will own all Aggregated Data, and the Privacy Policy will govern how we collect and use Personal Information that is submitted through the Services. By accessing or using the Services, you agree that you have read and accept our Privacy Policy.
As explained in our Privacy Policy, we have controls in place to prevent outside parties from stealing or accessing your data and Personal Information, but they are not foolproof. Please exercise caution when disclosing any Personal Information while using our Website. We will notify one another if either of us becomes aware that your data and/or Personal Information has been compromised.
You are solely responsible for resolving disputes regarding ownership or access to your data, including those involving any current or former owners, co-owners, employees or contractors of your business. You acknowledge and agree that the Company has no obligation whatsoever to resolve or intervene in such disputes.
Personal Information. As outlined in the Company’s Privacy Policy, incorporated herein, we will protect your Personal Information and disclose it only in a limited number of circumstances. We have implemented measures designed to secure your Personal Information from accidental loss and from unauthorized access, use, alteration, or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to thwart those measures, or use your Personal Information for improper purposes. You acknowledge that you provide your Personal Information at your own risk.
HIPAA. This Terms of Service incorporates the Company’s Privacy Policy (https://www.mettlehealth.com/privacy-policy). You herein agree that you have read and agreed to the Privacy Policy, specifically the section entitled “Protected Health Information (“PHI”) and HIPAA”, which is fully incorporated herein by reference.
Disclaimer/No Warranties. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE SERVICES AND/OR THIS WEBSITE.
The Company does not provide medical advice. THE PERSONNEL OF THE COMPANY ARE NOT PROVIDING SERVICES ON BEHALF OF THE COMPANY AS LICENSED MEDICAL PROFESSIONALS. Do not ask the Company for – or rely on– anything that we communicate as medical advice. Although our Website may contain articles on medical topics, we make no warranty whatsoever that any of the articles are accurate. Even if a statement we make about a health or medical issue is accurate, it may not apply to you or a person in your care’s symptoms
THE COMPANY DOES NOT WARRANT THAT YOUR USE OF THE SERVICES AND/OR THIS WEBSITE WILL BE SECURE, TIMELY, ERROR-FREE OR UNINTERRUPTED, OR THAT THE SERVICES ARE OR WILL REMAIN UPDATED, COMPLETE OR CORRECT, OR THAT THE SERVICES AND/OR WEBSITE WILL MEET YOUR REQUIREMENTS OR THAT THE SYSTEMS THAT MAKE THE SERVICES AVAILABLE (INCLUDING WITHOUT LIMITATION THE INTERNET, OTHER TRANSMISSION NETWORKS, AND YOUR LOCAL NETWORK AND EQUIPMENT) WILL BE UNINTERRUPTED OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS.
THE SERVICES AND ANY PRODUCTS AND THIRD PARTY MATERIALS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND SOLELY FOR YOUR USE IN ACCORDANCE WITH THIS AGREEMENT.
You use our Services at your own risk. There is no guarantee that using our Services will result in a successful end-of-life or palliative care, nor that connecting you with OUR STAFF MEMBERS, CONSULTANTS, OR OWNERS WILL DO THE SAME.
ALL DISCLAIMERS OF ANY KIND (INCLUDING IN THIS SECTION AND ELSEWHERE IN THIS AGREEMENT) ARE MADE ON BEHALF OF BOTH THE COMPANY AND ITS AFFILIATES AND THEIR RESPECTIVE SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, REPRESENTATIVES, CONTRACTORS, LICENSORS, SUPPLIERS AND SERVICE PROVIDERS (COLLECTIVELY, THE “COMPANY PARTIES”).
Company Is Not a Medical Provider and Does Not Provide Medical Advice. Any and all content stated or posted on the Website or available through the Company’s provision of Services is not intended to be, and must not be taken to be, the practice of medicine, psychology, chiropractic, or the provision of medical, psychological/mental health, or nutritional or chiropractic care or any other professional healthcare. The information provided on this Website is not a substitute for medical diagnosis, advice, or treatment, or other professional healthcare. If you have or suspect you may have a medical or psychological problem, you should consult your medical doctor or psychologist or appropriate healthcare provider. If you think you have a medical emergency, call 911 immediately. Never disregard or delay medical advice received from your licensed healthcare provider based on information on the Website or provided by the Company in offering you Services. Always consult your physician, psychologist, or licensed healthcare provider before seeking any new treatment, or before you alter, suspend, or initiate any change in your medical or psychological treatment, medication or herbal supplement, routine, or procedure.
If you are in crisis, reach out for help to a crisis help line. A list of crisis help lines and service providers can be found online, or contact any of the organizations listed below: National Suicide Hotline 800-273-TALK (800-273-8255); National Domestic Violence Hotline 800-799-SAFE (800-799-7233); National Child Abuse Hotline 800-4-A-CHILD (800-422-4453). While we provide the Services mentioned herein, we do not have a 24-hour hotline for medical emergencies; nor do we handle requests in crisis situations, such as if you are feeling suicidal or in need of immediate assistance due to emotional crisis. If you are in crisis, contact one of the above organizations or another resource of your choice. If you need help finding mental health services and support in your community contact an appropriate organization, such as for example: National Mental Health Association Information Center: nmha.org. Company is only providing informational and educational self-help resources to you.
No Legal Claims, Warranties or Advice. The Website neither offers nor constitutes legal advice or counsel, and the Company does not offer legal advice in providing Services to you. The Company makes no claims, guarantees, or warranties with respect to rights or obligations any individual may have with respect to federal or state or other laws or regulations. The Company does not provide any legal representation or certification that any given individual has any given right or obligation under relevant laws. The Company cannot guarantee that private individuals or governmental entities will agree with any position that any user of this Website or our Services may take. You herein agree to the Limitation of Liability, below.
No Credentialing. To the extent the Website lists consultants, coaches, practitioners, physicians, nurses, physician assistants, licensed healthcare workers, or any unlicensed people as Company employees or independent contractors (collectively, the “Consultants”), we are merely a directory and do not certify or credential Consultants and shall not be liable for certifying or credentialing Consultants. We make no representations or warranties about any Consultant, nor do we have any responsibility over, or for supervising, any outside clinical practice such Consultant may operate. We do not screen, evaluate, or endorse any Consultant above others. The inclusion of a list of Consultants on the Website does not imply recommendation, or referral of such Consultant nor is such information intended as a tool for verifying the credentials, qualifications, or abilities of any Consultant contained therein; nor do we offer any guarantee, testimonial, endorsement, or validation of credentials of or services provided by the same.
We will not be liable for claims for negligent representations regarding the credentialing of Consultants or negligent supervision of, or for negligence by, any such Consultant in performing the Services on behalf of the Company. Any opinions, advice, or information expressed by any Consultant are those of that person and do not reflect the Company’s opinions. The Company does not make any treatment decisions, and prohibits any and all Consultants performing Services on behalf of the Company from making treatment decisions for you.
The Company’s role is strictly limited to providing access to information for your consideration and connecting you with Consultants through our Website. You assume all risk of pursuing any course of action following receipt of information by any party, including any Consultants. While we make efforts to verify that Consultants have the background they claim they have, we cannot warrant or guarantee their accuracy. We are not liable for any loss or damages caused by your reliance on any Website content including Consultant profiles, or any advice or representations by Consultants during your interaction with them.
Indemnification. You agree to indemnify, defend, and hold harmless the Company from and against any and all third party claims alleged or asserted against any of the Company, and all related charges, damages and expenses (including, but not limited to, reasonable attorneys' fees and costs) arising from or relating to: (a) any actual or alleged breach of any provisions of these Terms; (b) any actual or alleged violation by you, an affiliate, or end user of the intellectual property, privacy or other rights of the Company or a third party; and (c) any dispute between you and another party regarding ownership of or access to your data or Personal Information submitted to the Company via its Website.
No Liability. THE COMPANY EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY AND WILL NOT BE RESPONSIBLE FOR ANY DAMAGES OR LOSS CAUSED, OR ALLEGED TO BE CAUSED, BY THE TRANSMISSION OF CARDHOLDER DATA PRIOR TO ITS ENCRYPTION AND RECEIPT BY SERVER(S) OWNED OR CONTROLLED BY THE COMPANY. THE EXCLUDED DAMAGES WILL INCLUDE, WITHOUT LIMITATION, DAMAGES RESULTING FROM FRAUD, EMBEZZLEMENT, THEFT, IDENTITY THEFT, OR INVASION OF PRIVACY.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE COMPANY PARTIES’ AGGREGATE LIABILITY, COLLECTIVELY, FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR OTHERWISE, EXCEED THE FEES PAID PRECEDING THE DATE OF THE INCIDENT. ALL LIMITATIONS OF LIABILITY OF ANY KIND (INCLUDING IN THIS SECTION AND ELSEWHERE IN THIS AGREEMENT) APPLY WITH RESPECT TO BOTH THE COMPANY AND THE COMPANY PARTIES.
IN NO EVENT WILL THE COMPANY HAVE ANY LIABILITY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, HOWEVER CAUSED, OR FOR ANY LOST PROFITS, LOSS OF USE, DATA OR OPPORTUNITIES, COST OF DATA RECONSTRUCTION, COST OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, WHETHER IN CONTRACT, TORT OR OTHERWISE, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THE SERVICES OR THIRD PARTY OFFERINGS, INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE THE SERVICES, ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION, EVEN IF THE COMPANY, ITS LICENSORS OR SUBCONTRACTORS HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES
THE COMPANY EXPRESSLY DISCLAIMS ANY LIABILITY THAT MAY ARISE BETWEEN USERS RELATED TO OR ARISING FROM USE OF THE SERVICES. YOU HEREBY RELEASE AND FOREVER DISCHARGE THE COMPANY AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND LICENSORS FROM ANY AND ALL CLAIMS, DEMANDS, DAMAGES (ACTUAL OR CONSEQUENTIAL) OF EVERY KIND AND NATURE, WHETHER KNOWN OR UNKNOWN, CONTINGENT OR LIQUIDATED, ARISING FROM OR RELATED TO ANY DISPUTE OR INTERACTIONS WITH ANY OTHER USER, WHETHER ONLINE OR IN PERSON, WHETHER RELATED TO THE PROVISION OF SERVICES OR OTHERWISE.
THE FOREGOING EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
Choice of Law. These Terms of Service and the relationship between you and the Company shall be governed by the laws of the State of California without regard to its conflict of law provisions.
Dispute Resolution.
● Informal Dispute Resolution. We want to address your concerns without needing a formal legal case. Before filing a claim against the Company, you agree to try to resolve the Dispute informally by contacting info@mettlehealth.com. We'll try to resolve the Dispute informally by contacting you through email. If a dispute is not resolved within 15 days after submission, you or the Company may bring a formal proceeding.
● We Both Agree To Arbitrate. You and the Company agree to resolve any Disputes through final and binding arbitration, except as set forth under Exceptions to Agreement to Arbitrate below.
● Opt-out of Agreement to Arbitrate. You can decline this agreement to arbitrate by contacting info@mettlehealth.com within 30 days of first accepting these Terms of Service and stating that you (include your first and last name) decline this arbitration agreement.
● Arbitration Procedures: The American Arbitration Association (AAA) will administer the arbitration under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes. The arbitration will be held in San Francisco, California, or any other location we agree to.
● Arbitration Fees. The AAA rules will govern payment of all arbitration fees. The Company will pay all arbitration fees for claims less than $75,000. The Company will not seek its attorneys' fees and costs in arbitration unless the arbitrator determines that your claim is frivolous.
● Exceptions to Agreement to Arbitrate. Either you or the Company may assert claims, if they qualify, in small claims court in San Francisco (CA) or any United States county where you live or work. Either party may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Company’s products or the Company Service, or infringement of intellectual property rights (for example, trademark, trade secret, copyright or patent rights) without first engaging in arbitration or the informal dispute-resolution process described above.
● No Class Actions. You may only resolve Disputes with the Company on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations aren't allowed under this Agreement.
● Judicial Forum for Disputes. In the event that the agreement to arbitrate is found not to apply to you or your claim, you and the Company agree that any judicial proceeding (other than small claims actions) will be brought in the federal or state courts of San Francisco County, California. Both you and the Company consent to venue and personal jurisdiction there. We both agree to waive our right to a jury trial.
Miscellaneous Provisions
● Relationship of the Parties. This Agreement does not, and will not be construed to, create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship between you and the Company.
● Entire Agreement. These Terms of Service and Privacy Policy referenced herein constitute the entire agreement between you and the Company concerning the subject matter herein and the use of the Services and/or Website. They supersede any and all previous agreements, written or oral, between you and the Company, including previous versions of these Terms of Service and/or Privacy Policy.
● Modification. The Company reserves the right, at its sole and absolute discretion, to change, modify, add to, supplement or delete any of these Terms of Service and/or Privacy, and any and all referenced and/or incorporated exhibits or policies, programs and guidelines. The Company will endeavor to notify you of any material changes by email, but will not be liable for any failure to do so. If any future changes to these Terms of Service and/or Privacy Policy are unacceptable to you or cause you to no longer be in compliance with these Terms of Service, you must terminate, and immediately stop using, the Services. Your continued use of the Services following any revision to these Terms of Service constitutes your complete and irrevocable acceptance of any and all such changes.
● Assignment. The Company may assign these Terms of Service and/or Privacy Policy in whole or part at any time. However, you may not assign, delegate or transfer this Agreement in whole or in part, without the Company’s prior written consent.
● No Waiver. Any failure of the Company to enforce or exercise a right provided in these Terms of Service and/or the Privacy Policy is not a waiver of that right.
● Severability. Should any provision of these Terms of Service be found invalid or unenforceable, the remaining terms shall still apply.
● Force Majeure. Neither Party will be liable for any failure or delay in performance under this Agreement (other than for delay in the payment of money due and payable hereunder) for causes beyond that Party’s reasonable control and occurring without that Party’s fault or negligence, including, but not limited to, acts of God, acts of government, flood, fire, civil unrest, acts of terror, strikes or other labor problems (other than those involving the Company’s or your employees, respectively), computer attacks (by government/nation entities or otherwise) or malicious acts, such as attacks on or through the Internet, any Internet service provider, telecommunications or hosting facility. Dates by which performance obligations are scheduled to be met will be extended for a period of time equal to the time lost due to any delay so caused.
● Electronic Communications and Signatures. You agree to the use of electronic communication in order to enter into agreements and place orders, and to the electronic delivery of notices, policies, recordings if applicable, and records of transactions initiated or completed through the Services. Furthermore, you hereby waive any rights or requirements under any laws or regulations in any jurisdiction that require an original (non-electronic) signature or delivery or retention of non-electronic records, to the extent permitted under applicable law.
● Notices. Any notices provided by the Company under this Agreement and/or the Privacy Policy may be delivered to you to the email address(es) we have on file for your Account. You hereby consent to receive notice from us through the foregoing means, and such notices will be deemed effective when sent if on a business day, and if not sent on a business day then on the next business day. Except as otherwise specified in the Agreement, any notices to the Company under this Agreement must be delivered either via email to info@mettlehealth.com or via first class registered U.S. mail, overnight courier, to: PO Box PO Box 2081, 751 E Blithedale Ave., Mill Valley, CA 94941.
I HEREBY ACKNOWLEDGE THAT I HAVE READ AND UNDERSTAND THE FOREGOING TERMS OF SERVICE, INCLUDING THE COMPANY'S PRIVACY POLICY, AND AGREE THAT MY USE OF THE SERVICES IS AN ACKNOWLEDGMENT OF MY AGREEMENT TO BE BOUND BY THE TERMS AND CONDITIONS OF THESE TERMS OF SERVICE AND THE COMPANY’S PRIVACY POLICY INCORPORATED HEREIN.