These Terms and Conditions of Use (“Terms”) are a contract between each user (“you”) and Labworq, LLC, (collectively, “Company”, “we”, “us” or “our”). These Terms apply to our patient and consumer facing mobile application “Healeze” (“App”) and website https://labworq.com (“Site”). An App or Site may allow you to access your laboratory COVID test results (“Test Results”), and share information, such as patient reported outcomes, with your healthcare provider and Company, among other services (the foregoing, collectively “Services”). Please read and review these Terms carefully before accessing or using the App, Site or Services. BY AGREEING TO THESE TERMS, YOU ACKNOWLEDGE THAT (A) YOU HAVE READ AND UNDERSTAND THESE TERMS; AND (B) YOU ACCEPT THESE TERMS AND AGREE THAT YOU ARE LEGALLY BOUND BY THEM. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE THE APP, SITE OR SERVICES. Important Notices The Services are not an attempt to practice medicine or provide specific medical advice. For health care or answers to your personal questions, please consult with your physician. The Services should not be used as a substitute for direct care or patient monitoring. Do not delay or forgo seeking medical care from your physician if you have questions, concerns, or symptoms related to health topics or information that may be presented or referenced on the Services. An App should not be used as the sole means for communicating healthcare emergencies and other urgent needs. We do not knowingly collect, maintain, or use User Information provided through an App from individuals under the age of majority in their state (which is 18 in most states, but in some states is 19). You should not use the App if you are under the age of majority in your state. If you learn that person under the age of majority provided us with information, you may alert us at email@example.com. If we learn that we have collected any User Information from such an individual, we will delete such information upon request (unless prohibited from doing so by applicable law) and terminate the individual’s account with reasonable promptness. Section 17 of these Terms contains a mandatory arbitration provision that requires the use of arbitration on an individual basis and limits the remedies available to you in the event of certain disputes relating to the operation or use of an App and Site.
1. United States Residents OnlyThe App and Site are intended for use by individuals located in the United States, and are not intended for use by anyone located outside of the United States. You should not use the App or SIte if you are not located in the United States. Company makes no claims that the App, Site or the Services are accessible or appropriate outside of the United States.
2. No Patient or Client RelationshipIf you have received laboratory testing services from Company for which mobile Test Results are available, you direct Company to disclose the Test Results to you through the applicable App. Your use of App, Site or the Services does not create a patient or client relationship between you and Company. The Services provided through the App are intended to facilitate non-urgent communications between you and Company, and as applicable, you and your healthcare provider. IF YOU THINK YOU MAY HAVE A MEDICAL EMERGENCY, DO NOT USE THE SERVICES TO CONTACT YOUR HEALTHCARE PROVIDER. PLEASE CALL 911 OR SEEK MEDICAL ATTENTION AT YOUR NEAREST EMERGENCY DEPARTMENT IMMEDIATELY.
4. Permissions We Give YouWe grant you a non-exclusive, non-sublicensable, non-transferable, revocable license to use and download one copy of applicable App and access the applicable Services in accordance with these Terms. These Terms will govern any content, materials, or services accessible from within App, as well as modifications (including upgrades or new versions) provided by Company that replace or supplement the original version of the applicable App. You may not copy, reverse-engineer, disassemble, attempt to derive the source code of, modify, distribute, display, or create derivative works of App, any modification, or any part thereof. We reserve all rights in and to the App and Services that are not expressly granted to you under the Terms.
6. Acceptable UseYou agree not to (i) access or use the App, Site or Services in any unlawful way or for any unlawful purpose; (ii) post or transmit (a) a message under a false name, or (b) any data, materials, content, User Information or information (including, without limitation, advice, and recommendations) (collectively “Information”) which is (1) libelous, defamatory, obscene, fraudulent, false, harassing, pornographic, harmful, or contrary to the ownership or intellectual property rights of any other person, or (2) contains or promotes any virus, worm, Trojan horse, time bomb, malware, or other computer programing or code that is designed or intended to damage, destroy, intercept, download, interfere, manipulate, or otherwise interrupt or expropriate any App, personal information, software, equipment, servers, or Information or facilitate or promote hacking or similar conduct; (iii) impersonate or misrepresent your identity or falsely state or misrepresent your affiliation with a person or entity; (iv) tamper, hack, spoof, copy, modify, or otherwise corrupt the administration, security, or proper function of any App or the Services; (v) use robots or scripts with App; (vi) attempt to reverse engineer, reverse assemble, reverse compile, decompile, disassemble, translate, or otherwise alter, defraud, or create false results from any executable code, information on, or received by any App or the Services; (vii) to have any antivirus or antispyware software running that is set to override the internet browser’s cookies setting; (viii) incorrectly identify the sender of any message transmitted to any App or via the Services; (viii) attempt to probe, scan or test the vulnerability of a system or network or to beach security or authentication measures without proper authorization; or (ix) use or reference any App for benchmarking or to create any similar or competitive product. You may not alter the attribution or origin of electronic mail, messages, or posting; harvest or collect protected health information about any other individual who uses the App, Site or Services; or infringe or facilitate infringement on any copyright, patent, trademark, trade secret, or other proprietary, publicity, or privacy rights of any party, including such rights of third parties.
7. Securing Your AccountUser names and passwords provide two layers of authentication. As an App user, your role in maintaining the security of your information is: (i) using a strong password, (ii) changing your password on a regular basis, and (iii) keeping your login ID and password confidential and not sharing it with any other person. If you share your App ID and password with another person, that person may be able to view your information, which may include health information.
8. IndemnificationYou agree to defend, indemnify, and hold harmless Company and any Company Affiliates and their respective trustees, directors, medical staff, employees, contractors, agents, successors and assigns from and against any and all rights, demands, losses, liabilities, damages, claims, causes of action, actions, and suits (no matter whether at law or equity), fees, costs, and attorney’s fees of any kind whatsoever arising directly or indirectly out of or in connection with: (i) your use or misuse of an App, a Site, the Services, or any other information posted on an App; (ii) your breach of these Company or the Privacy Policies; (iii) the content or subject matter of any User Information you provide to Company or a customer service agent; (iv) any negligent or wrongful act or omission by you in your use or misuse of an App or any Information on an App; (v) or any User Information that you upload to or transmit through an App, including without limitation, infringement of third party intellectual property rights, privacy rights, or negligent or wrongful conduct. To the extent required by these Terms, Company will investigate, defend, settle, and discharge any and all third-party claims, judgments or causes of action that allege that an App infringes: (a) any U.S. patents; (b) U.S. copyrights; (c) U.S. trade secrets; or (d) other U.S. intellectual property rights of any third party. Should an App become the subject of an infringement claim, Company may, at its sole discretion replace, substitute, or terminate your use of the software that is the subject to such claim. Company will have no obligation for any infringement claim that results from your alteration or modification of an App in a manner not expressly permitted by these Terms, or use of an App for any purpose other than for which it is intended.
9. Claims of Copyright InfringementCompany respects the intellectual property rights of others and expects its users to do the same. In accordance with the Digital Millennium Copyright Act (“DMCA”), we will respond promptly to notices of alleged infringement. We reserve the right to delete or disable content alleged to be infringing and terminate accounts of repeat infringers. If you are a copyright owner, authorized to act on behalf of one, or authorized to act under any exclusive right under copyright, please report alleged copyright infringements taking place on or through an App by sending us a notice (“Notice”) complying with the following requirements: Identify the copyrighted works that you claim have been infringed; Identify the material you claim is infringing (or the subject of infringing activity) and that access to which is to be disabled, including at a minimum, if applicable, a description of where such material may be found on an App or a Site; Provide your mailing address, telephone number, and, if available, email address; Include both of the following statements in the body of the Notice: "I hereby state that I have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law (e.g., as a fair use)." "I hereby state that the information in this Notice is accurate and, under penalty of perjury, that I am the owner, or authorized to act on behalf of the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed."; and Provide your full legal name and your electronic or physical signature. Deliver this Notice, with all items completed, to: Labworq LLC, 818 Central Ave Ste 8, Albany, New York, 12206-1543.
10. External ServicesThe App may enable access to or require use of Company’ or a third party’s services and websites (collectively, “External Services”). You agree that use of the External Services is at your sole risk. Company is not responsible for examining or evaluating the content or accuracy of any External Services, and shall not be liable for any such External Services. Data made available by an App, a Site or any External Service, including but not limited to financial, medical and location information, is for general informational purposes only and is not guaranteed by Company or its agents. External Services may not be available in all languages or in your home country, and may not be appropriate or available for use in any particular location. To the extent you choose to use External Services, you are solely responsible for compliance with any laws applicable to such External Services or their use. Company reserves the right to change, suspend, remove, disable or impose access restrictions or limits on any External Services at any time without notice or liability to you.
11. TerminationThe Terms are effective for so long as you are using or accessing an App, a Site or the Services unless and until terminated by Company. Your rights under these Terms will terminate automatically if you fail to comply with them. We reserve the right to terminate and/or suspend your access to an App, a Site or the Services at any time for any reason. Sections 2, 5, 6, 8, 10, 13-15, 17-22 survive the termination or expiration of the Terms.
12. Modification of the App, Site or ServicesCompany reserves complete and sole discretion with respect to the operation of the App, Site and Services. We may withdraw, suspend, or discontinue any functionality or feature of an App or the Services among other things. We are not responsible for maintaining information arising from use of an App or with respect to the Services.
13. Disclaimer of WarrantiesWhile we take every care to ensure the correctness of the information, content and communications published in the App or Site, we make no representation, warranty or guarantee as to the correctness, accuracy, completeness, currency or reliability thereof. We assume no responsibility and make no warranty that the functions and use of the App or Site will be permanently and continuously available and free of errors or faults, that errors will be rectified, or that the App or Site will be free of viruses or other harmful elements.
14. Exclusion of liabilityTo the extent permitted by law, we exclude all conditions, warranties, representations, or other terms which may apply to our site or any content on it, whether express or implied. We will not be liable to any user for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with: use of, or inability to use, our site; or use of or reliance on any content displayed on our site. If you are travelling internationally, please note that, we will not be liable for: loss of profits, sales, business, or revenue. travel interruption or disruption. loss of anticipated savings. loss of business opportunity, goodwill, or reputation; or any indirect or consequential loss or damage. We assume no responsibility for the content of websites linked on our site. Such links should not be interpreted as endorsement by us of those linked websites. We will not be liable for any loss or damage that may arise from your use of them. We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors or for fraud or fraudulent misrepresentation, or in respect of any of your legal rights as a consumer (to the extent that these cannot be excluded). YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF APP, SITE, SERVICES, AND LINKED WEBSITES AND APPLICATIONS. COMPANY DOES NOT WARRANT THAT FILES AVAILABLE FOR DOWNLOAD WILL BE FREE OF VIRUSES, WORMS, TROJAN HORSES, OR OTHER DESTRUCTIVE PROGRAMMING. YOU ARE RESPONSIBLE FOR IMPLEMENTING PROCEDURES SUFFICIENT TO SATISFY YOUR NEEDS FOR DATA BACK UP AND SECURITY. WARRANTIES RELATING TO PRODUCTS OR SERVICES OFFERED, SOLD AND DISTRIBUTED BY COMPANY MAY BE SUBJECT TO SEPARATE WARRANTY TERMS AND CONDITIONS, IF ANY, PROVIDED BY COMPANY OR THIRD PARTIES WITH OR IN CONNECTION TO THE APPLICABLE PRODUCTS OR SERVICES. YOU ACKNOWLEDGE AND UNDERSTAND THAT THE USE OR MISUSE OF THE PRODUCTS OR SERVICES OBTAINED THROUGH AN APP MAY RESULT IN UNDESIRABLE OR UNEXPECTED CONSEQUENCES. YOUR SOLE REMEDY FOR USE OF ANY APP, THE SERVICES, OR LINKED WEBSITES AND APPLICATIONS IS TO STOP USE. BY USING AN APP, YOU ACKNOWLEDGE AND AGREE THAT THE LIMITATIONS SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THESE TERMS & CONDITIONS OF USE AND THE APP WOULD NOT BE PROVIDED TO YOU WITHOUT THOSE LIMITATIONS.
15. No Liability for Select Third PartiesThe operator of any application store, marketplace, or similar service through which you obtain an App, and their respective affiliates, suppliers, and licensors (collectively, the “Select Third Parties”) are not parties to these Terms and do not own and are not responsible for the App. You are responsible for complying with all application store and other applicable Select Third Parties’ terms and conditions. YOU AGREE (A) THE SELECT THIRD PARTIES DISCLAIM ALL WARRANTIES, EXPRESS AND IMPLIED, WITH RESPECT TO THE APP OR SITE, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, TITLE, MERCHANTABILITY, QUIET ENJOYMENT, QUALITY OF INFORMATION, AND FITNESS FOR A PARTICULAR PURPOSE; (B) IN NO EVENT WILL THE SELECT THIRD PARTIES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, PUNITIVE, EXEMPLARY, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) ARISING OUT OF THESE TERMS & CONDITIONS OR USE OF THE APP OR SITE, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES; AND (C) YOU WAIVE ANY AND ALL CLAIMS, NOW KNOWN OR LATER DISCOVERED, THAT YOU MAY HAVE AGAINST THE SELECT THIRD PARTIES ARISING OUT OF THE APP OR SITE AND THESE TERMS & CONDITIONS OF USE. SELECT THIRD PARTIES ARE INTENDED THIRD PARTY BENEFICIARIES OF THESE TERMS & CONDITIONS OF USE, AND ARE CAPABLE OF DIRECTLY ENFORCING ITS TERMS. NOTHING CONTAINED IN THESE TERMS & CONDITIONS OF USE WILL BE CONSTRUED AS MODIFYING OR AMENDING ANY AGREEMENTS OR OTHER TERMS BETWEEN YOU AND THE SELECT THIRD-PARTIES WITH REGARD TO THEIR SUBJECT MATTER. In the event of any claim that an App, Site or your use of the Services infringes a third party’s intellectual property rights, the Select Third Parties are not responsible for the investigation, defense, settlement, or discharge of the infringement claim. 16. Dispute Resolution For the avoidance of doubt, "Disputes" under this section does not include medical disputes, claims, suits, actions, causes of action, demands or proceedings that arise out of Test results by Company, even if the such dispute, claim, suit, action, cause of action, demand, or proceeding involves an App or Site. You agree that regardless of any statute or law to the contrary, any Dispute brought by you must be filed within one (1) year after such claim or cause of action arose, and that thereafter such claim or cause of action will forever be barred. You and Company agree to resolve disputes only on an individual basis, through arbitration pursuant to the sub-sections below. You agree that, by agreeing to these Terms, the U.S. Federal Arbitration Act governs the interpretation and enforcement of this provision, and that you and Company are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of these Terms and any other contractual relationship between you and Company. You may decline this agreement to arbitrate by notifying Company in writing within thirty (30) days of first accepting these Terms to the following address: Labworq LLC, 818 Central Ave Ste 8, Albany, New York, 12206-1543 (“Notice Address”). The arbitration will be governed by the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by these Terms, and will be administered by the AAA. The AAA Rules and Forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879. The arbitrator is bound by the these Terms. All issues are for the arbitrator to decide, including issues relating to the scope and enforceability of these Terms, including this arbitration agreement. Unless Company and you agree otherwise, any arbitration hearing will take place in New York, USA. If your claim is for US $10,000 or less, we agree that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds US $10,000, the right to a hearing will be determined by the AAA Rules. Each party shall pay for its own costs and attorneys' fees, if any. However, if any party prevails on a statutory claim that affords the prevailing party attorneys' fees, or if there is a written agreement providing for payment or recovery attorneys’ fees, the arbitrator may award reasonable fees to the prevailing party, under the standards for fee shifting provided by law. If this Dispute Resolution provision is found to be unenforceable, then (a) the entirety of this arbitration provision shall be null and void, but the remaining provisions of these Terms and Conditions of Use shall remain in full force and effect; and (b) exclusive jurisdiction and venue for any claims will be in state or federal courts located in and for New York.
17. Conflict with AAA RulesThis Agreement governs if there is a conflict with the AAA’s Commercial Arbitration Rules.
18. Requirement to File Within One YearNotwithstanding any other statute of limitations, a claim or dispute under this Agreement must be filed in Small Claims Court or noticed for arbitration within one year of when it could first be filed, or such claim will be permanently barred.
19. Force MajeureWe will not be deemed to be in breach of these Terms or liable for any breach of these Terms or our Privacy Policies due to any event or occurrence beyond our reasonable control, including without limitation, acts of God, terrorism, war, invasion, failures of any public networks, electrical shortages, earthquakes or floods, civil disorder, strikes, fire, or other disaster.
20. AssignmentYou may not assign, transfer, or delegate the Terms or any part thereof without Company’ prior written consent. Company may freely transfer, assign, or delegate all or any part of the Terms, and any rights or duties hereunder or thereunder.
21. JurisdictionThese Terms and the relationship between you and Company shall be governed by the laws of the State of New York, excluding its conflicts of law provisions.
22. Right to ChangeCompany may, at any time and from time to time, change the Terms. Any changes to these Terms will be effective immediately upon posting of the changed Terms, which may be found on the App or Site. If Company makes any changes to the Dispute Resolution terms (other than a change to Company’ address for notice), you may reject any of those changes by notifying Company via the process set forth in Section 16 within 30 days of the change. By rejecting a future change, you are agreeing to arbitrate any dispute between us in accordance with the language of the last Dispute Resolution terms that you accepted.
23. Copyright/Trademark InformationCopyright ©2022 Labworq LLC. All rights reserved. All trademarks, logos, and service marks (“Marks”) displayed on an App or Site are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.