Terms of Use
Last Modified: January 12, 2021
Acceptance of the Terms of Use
These terms of use are entered into by and between You and SimplyVital Health, Inc. dba Tamarin Health, a Delaware corporation (“Company,” “we,” “our” or “us”). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, “Terms of Use”), govern your access to and use of tamarin.health, including any content, functionality, and services offered on or through tamarin.health or any related websites, applications, or mobile applications (collectively, the “Site”), whether as a guest or a registered user.
Please read the Terms of Use carefully before you start to use the Site. By using the Site, you accept and agree to be bound and abide by these Terms of Use. If you do not want to agree to these Terms of Use, you must not access or use the Site.
This Site is offered and available to users who are 18 years of age or over, or the legal age to form a binding contract in your jurisdiction if that age is greater than 18 years of age, and reside in the United States or any of its territories or possessions. By using this Site, you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you are under the age of 18 or the applicable legal age in your jurisdiction, you can use the Site only under the supervision of your parent or guardian who has agreed to the Terms of Use. If you are the parent or legal guardian of a child under the age of 18, you may use the Site on behalf of such minor child.
By using the Site on behalf of a minor child, you represent and warrant that you are the parent or legal guardian of such child and that all references in these Terms of Use to “you” shall refer to such child or such other individual for whom you have authorization to enter into these Terms of Use on their behalf, and you in your capacity as the parent or legal guardian of such child or as the authorized party of such individual. If you do not qualify under these terms, do not use the Site.
Changes to these Terms of Use
We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them.
Your continued use of the Site following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page frequently so you are aware of any changes, as they are binding on you.
The Different Types of Content Provided on the Site
We communicate or may communicate through the Site by using text, graphics, images, videos, photographs, audio, interfaces, content, sounds, artwork, computer code, and other information or materials posted or provided on, by, or through the Site (collectively, the “Content”). Some of the Content is provided by us (the “Company Content”), and some of the Content is provided by others.
About the Site
Company offers a range of services and products to employers, schools, events and event management companies, individuals, movie and TV production companies, and non- and for-profit companies (“Sponsors”), healthcare providers (“Healthcare Providers”), and individuals (“Individuals”) including a platform and dashboard with program-specific analytics, a care coordination portal for patient management, a patient portal with health and testing information, and health-related products. We are not a medical service provider, health insurance company, or licensed to sell health insurance.
What we do:
We offer a technology platform to Sponsors and Healthcare Providers to allow them to connect with Individuals.
We offer a secure environment for Individuals to communicate personal information to certain Healthcare Providers or Sponsors.
We sell health-related products.
What we don’t do:
We don’t offer healthcare services or provide medical advice.
We don’t control or interfere with the Healthcare Provider’s provision of medical care to Individuals.
Company reserves the right, in its sole discretion, to make any changes to the Site and to the Company Content, services and products it offers.
The Company Content, including general information accessible on the Site and communications from Company or its employees or agents related to your use and/or payment, and all other Content you receive from the Site is provided for informational, care coordination, and payment purposes only. None of the Company Content is or should be considered medical advice, even if it is of a health or medical nature.
NOTHING STATED OR POSTED ON OR AVAILABLE THROUGH THE SITE IS INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF MEDICINE, DENTISTRY, NURSING, OR OTHER PROFESSIONAL HEALTH CARE ADVICE, OR THE PROVISION OF MEDICAL CARE BY COMPANY. NO LICENSED MEDICAL PROFESSIONAL/INDIVIDUAL RELATIONSHIP IS CREATED BETWEEN INDIVIDUALS AND COMPANY BY USING THE CONTENT, SERVICES, OR PRODUCTS WHETHER PROVIDED BY OR THROUGH THE USE OF THE SITE OR THROUGH ANY OTHER COMMUNICATIONS FROM COMPANY, INCLUDING, BUT NOT LIMITED TO, EMAILS OR TEXT MESSAGES FROM COMPANY, LINKS TO OTHER SITES FROM OUR SITE, OR ANY ASSISTANCE WE MAY PROVIDE TO CONNECT INDIVIDUALS TO A HEALTHCARE PROVIDER.
The Site is not for emergency use. If you have or think you have a medical emergency, please contact 9-1-1 immediately or seek emergency medical help.
Schools and FERPA
If you are a representative of a school that will be using the Site in connection with students of the school, certain student information provided to or generated through the use of the Site may be subject to the Family Educational Rights and Privacy Act (“FERPA”). By using the Site on behalf of a school, you acknowledge that (a) you are authorized to act on behalf of the school, (b) you will comply with applicable FERPA exemptions as necessary to provide any student information to Company, and (c) you will obtain any and all necessary parental or eligible student consents.
Reliance on Information Posted
The information presented on or through the Site is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Site, or by anyone who may be informed of any of its contents.
This Site may include Content provided by third parties, including materials provided by other users, labs, technology companies, third-party licensors, syndicators, aggregators, and/or reporting services. All data, statements and/or opinions expressed in Content, other than the Company Content, are solely the responsibility of the person or entity providing such Content. We are not responsible, or liable to you or any third party, for the content or accuracy of any Content provided by any third parties. These materials do not necessarily reflect the opinion of the Company.
Accessing the Site and Account Security
We reserve the right to withdraw or amend this Site, and any service or material we provide on the Site, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Site is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Site, or the entire Site, to certain users, including registered users.
You are responsible for:
· Making all arrangements necessary for you to have access to the Site.
· Ensuring that all persons who access the Site through your internet connection are aware of these Terms of Use and comply with them.
· Securing your information technology infrastructure, including computers, software, databases, electronic systems, and networks.
· Taking steps to protect the privacy and security of your account and data.
To access the Site or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Site that all the information you provide on the Site is correct, current, and complete. You agree that all information you provide to register with this Site or otherwise, including, but not limited to, through the use of any interactive features on the Site, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.
If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Site or portions of it using your user name, password, or other security information. Each user must have his or her own account. Users may not share accounts. Doing so is considered a breach of these Terms of Use. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.
If you are authorized to view account data on behalf of another user, you agree to follow these same precautions in ensuring the security of the data and preventing unauthorized access or disclosure.
We have the right to disable any user name, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.
Intellectual Property Rights
The Site and the Company Content (including but not limited to all information, software, text, displays, images, video, and audio, and the functionality, design, selection, and arrangement thereof) are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. All right and title to the Site and Company Content remain with the Company.
Subject to and conditioned on your payment of applicable fees, Company hereby grants you a non-exclusive, non-transferable right and license to use the Site and access the Content in accordance with the Terms of Use.
If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Site in breach of the Terms of Use, your right to use the Site will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Site or any Content is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the Site not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other laws.
Trademarks
The Company name, the term “Tamarin Health,” the term “Gather Safely,” the Company logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans on this Site are the trademarks of their respective owners.
Prohibited Uses
You may use the Site only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Site:
· In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the United States or other countries).
· For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
· In any manner that is harmful, hateful, harassing, abusive, or otherwise offensive to any third party, in Company’s sole discretion;
· To send, knowingly receive, upload, download, use, or re-use any material that does not comply with the User Content Standards set out in these Terms of Use.
· To transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation.
· To impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing).
· To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Site, or which, as determined by us, may harm the Company or users of the Site, or expose them to liability.
Additionally, you agree not to:
· Use the Site in any manner that could disable, overburden, damage, or impair the Site or interfere with any other party’s use of the Site, including their ability to engage in real time activities through the Site.
· Use any robot, spider, or other automatic device, process, or means to access the Site for any purpose, including monitoring or copying any of the material on the Site.
· Use any process to monitor or copy any of the material or layout the Site for any other purpose not expressly authorized in these Terms of Use, without our prior written consent.
· Use any device, software, or routine that interferes with the proper working of the Site.
· Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
· Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Site, the server on which the Site is stored, or any server, computer, or database connected to the Site.
· Access or use the Site or the Content for purposes of competitive analysis of the Site, the development, provision or use of a competing service or product or any other purpose that is to the Company’s detriment or commercial disadvantage.
· Access or use the Site in any manner or for any purpose that infringes, misappropriates or otherwise violates any intellectual property right or other right of any third party (including by any unauthorized access to, misappropriation, use, alteration, destruction or disclosure of data), or that violates any applicable law.
· Reverse engineer, disassemble, decompile, decode, adapt or otherwise attempt to derive or gain access to the source code of the Site, in whole or in part.
· Attack the Site via a denial-of-service attack or a distributed denial-of-service attack.
· Otherwise attempt to interfere with the proper working of the Site.
User Content
The Site may contain interactive features that allow users to post, submit, publish, display, or transmit to other persons (hereinafter, “post”) content or materials (collectively, “User Content”) on or through the Site.
All User Content must comply with the all applicable federal, state, local, and international laws and regulations. Without limiting the foregoing, all User Content must comply with the following “User Content Standards” and must not:
· Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable.
· Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.
· Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person.
· Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Use and our Privacy Policy.
· Be likely to deceive any person.
· Promote any illegal activity, or advocate, promote, or assist any unlawful act.
· Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person.
· Impersonate any person, or misrepresent your identity or affiliation with any person or organization.
· Involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising.
· Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.
Any User Content you publicly post to the site will be considered non-confidential and non-proprietary. By providing any public User Content on the Site, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose.
You represent and warrant that:
· You own or control all rights in and to the User Content and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns.
· All of your User Content do and will comply with these Terms of Use.
You understand and acknowledge that you are responsible for any User Content you submit or contribute, and you, not the Company, have full responsibility for such User Content, including its legality, reliability, accuracy, and appropriateness.
We are not responsible or liable to any third party for the content or accuracy of any User Content posted by you or any other user of the Site.
Monitoring and Enforcement
We have the right to:
· Remove or refuse to post any User Content for any or no reason in our sole discretion.
· Take any action with respect to any User Content that we deem necessary or appropriate in our sole discretion, including if we believe that such User Content violates the Terms of Use, including the User Content Standards, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Site or the public, or could create liability for the Company.
· Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
· Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Site.
Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Site. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
We do not undertake to review all Content before it is posted on the Site, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
Termination
We may, in our sole discretion terminate or suspend your account access to all or part of the Site for any or no reason, including without limitation, any violation of these Terms of Use or nonpayment. You may terminate your account at any time by sending a cancellation request to hello@tamarin.health or by following the cancellation procedures outlined on the Site. Upon termination of your account access, we may delete and deactivate all data and Content in your account.
Copyright Infringement
Pursuant to the U.S. Digital Millennium Copyright Act, notifications of claimed copyright infringement should be sent to hello@tamarin.health. Please provide us with the following: a description of the copyrighted work that you claim has been infringed; a description of where the material that you claim is infringing is located; a statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; your address, telephone number and email address; a statement that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. It is the policy of the Company to terminate the user accounts of repeat infringers.
Linking to the Site and Social Media Features
You may link to our Site, provided you do so in a way that is fair and legal and does not damage or take advantage of our reputation, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent.
This Site may provide certain social media features that enable you to:
· Link from your own or certain third-party websites to certain Content on this Site.
· Send emails or other communications with certain Content, or links to certain Content, on this Site.
· Cause limited portions of content on this Site to be displayed or appear to be displayed on your own or certain third-party websites.
You may use these features solely as they are provided by us, and solely with respect to the Content they are displayed with, and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:
· Establish a link from any website that is not owned by you.
· Cause the Site or portions of it to be displayed on, or appear to be displayed by, any other site, for example, framing, deep linking, or in-line linking.
· Otherwise take any action with respect to the materials on this Site that is inconsistent with any other provision of these Terms of Use.
The website from which you are linking, or on which you make certain Content accessible, must comply in all respects with the User Content Standards set out in these Terms of Use. You agree to cooperate with us in causing any unauthorized framing or linking immediately to stop. We reserve the right to withdraw linking permission without notice.
We may disable all or any social media features and any links at any time without notice in our discretion.
Links to Third Party Websites
If the Site contains links to other websites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements, and special offers or promotions made available to Site. We have no control over the contents of those websites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to this Site, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
Geographic Restrictions
The owner of the Site is incorporated in the State of Delaware in the United States. We provide this Site for use only by persons located in the United States. We make no claims that the Site or any of its content is accessible or appropriate outside of the United States. Access to the Site may not be legal by certain persons or in certain countries. If you access the Site from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
Disclaimer of Warranties
The Site and all Content is available “as is” and “as available” and without any warranties of any kind. YOUR USE OF THE SITE IS SOLELY AT YOUR OWN RISK.
Without limiting the generality of the foregoing:
ALL CONTENT, MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, TOOLS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE SITE ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
IN NO EVENT SHALL WE BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DECISION MADE OR ACTION TAKEN IN RELIANCE ON ANY CONTENT ON THE SITE OR THE USE OF ANY PRODUCTS OR SERVICES OFFERED THROUGH THE SITE.
WE DO NOT IN ANY WAY ENDORSE OR RECOMMEND ANY PRODUCT OR SERVICE OFFERED THROUGH THE SITE and make no representations or guarantees related to THE reliability or accuracy OR SUCH PRODUCT OR SERVICE.
WE MAKE NO GUARANTEES, REPRESENTATIONS OR WARRANTIES, WHETHER EXPRESSED OR IMPLIED, WITH RESPECT to completeness, accuracy, reliability, or availability of the Site, or any Content.
WE DO NOT IN ANY WAY ENDORSE OR RECOMMEND ANY HEALTHCARE PROVIDER ACCESSIBLE THROUGH THE SITE, ANY specific tests, procedures, opinions, or other information that may appear through the SITE; OR that any particular drug or treatment is safe, appropriate, or effective for you.
TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY SITE LINKED TO IT.
NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE SITE, ITS CONTENT, OR ANY SERVICES, OR ITEMS OBTAINED THROUGH THE SITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Site will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data.
Limitation on Liability
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE SITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.
IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE EXCEED THE AMOUNT PAID BY YOU TO COMPANY FOR USE OF THE SITE IN THE 6 MONTHS PRECEDING THE CLAIM.
The limitation of liability set out above does not apply to liability resulting from our gross negligence or willful misconduct.
IN THE EVENT SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF DAMAGES TO THE EXTENT INDICATED ABOVE, OUR LIABILITY IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
Indemnification
You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Use or your use of the Site, including, but not limited to, your User Content, any use of the Site’s Content, services, and products other than as expressly authorized in these Terms of Use, or your use of any information obtained from the Site.
Governing Law and Jurisdiction
All matters relating to the Site and these Terms of Use, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the Commonwealth of Massachusetts without giving effect to any choice or conflict of law provision or rule (whether of the Commonwealth of Massachusetts or any other jurisdiction).
Any legal suit, action, or proceeding arising out of, or related to, these Terms of Use or the Site shall be instituted exclusively in the federal courts of the United States or the courts of the Commonwealth of Massachusetts, although we retain the right to bring any suit, action, or proceeding against you for breach of these Terms of Use in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
Arbitration
At Company’s sole discretion, it may require you to submit any disputes arising from these Terms of Use or use of the Site, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying Massachusetts law.
Limitation on Time to File Claims
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE SITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
Waiver and Severability
No waiver by the Company of any term or condition set out in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.
If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.
Information About You and Your Visits to the Site
All information we collect on this Site is subject to our Privacy Policy. By using the Site, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.
Online Purchases and Other Terms and Conditions
Additional terms and conditions may also apply to specific portions, services, or features of the Site and are set forth in the Additional Terms. The Additional Terms are hereby incorporated by this reference into these Terms of Use.
Entire Agreement
The Terms of Use, the Privacy Policy, and the Additional Terms constitute the sole and entire agreement between you and the Company regarding the Site and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Site unless otherwise set forth in a written agreement between you and the Company..
Changes to the Terms of Use
We may revise and update these Terms of Use, including the Privacy Policy and the Additional Terms, from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Site thereafter. However, any changes to the dispute resolution provisions set out in Governing Law and Jurisdiction will not apply to any disputes for which the parties have actual notice before the date the change is posted on the Site.
Your continued use of the Site following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page each time you access this Site so you are aware of any changes, as they are binding on you.
Contact Information
All notices of copyright infringement claims should be sent to the copyright agent at in the manner and by the means set out above. All other feedback, comments, requests for technical support, and other communications relating to the Site should be directed to: hello@tamarin.health.
Sale and Additional Terms
Effective Date: January 12, 2021
These Sale and Additional Terms (the “Additional Terms”) are incorporated by reference into the Terms of Use.
Please read the Additional Terms carefully before you start to use the Site. By using the Site, you accept and agree to be bound and abide by the Additional Terms. If you do not want to agree to the Additional Terms, you must not access or use the Site. Any capitalized term used but not defined in the Additional Terms shall have the meaning in our Terms of Use.
Fees and Purchase Terms
We will provide you information on the fees for use of our software platform and our services and products. It may be necessary to register for the Site or engage directly with Tamarin before information on the fees is available. Fees are subject to change, and any changes will be posted on our Site or provided directly to you in writing. It is your responsibility to remain informed about the current rates. Payments for subscription services will be charged based on the product’s specific subscription (“Subscription”). For the Gather Safely™ Platform (“Platform”), payments for the Subscription are on a monthly basis at the end of the billing cycle (“Platform Billing Cycle”). The billing cycle begins on the day you register your credit card. For example, if you register your credit card on June 12, the Platform Billing Cycle for the month of June ends on July 12, and you are billed on July 12. For the Gather Safely™ Covid Service Network (“Network”), payments for the the Subscription are on a monthly basis. The billing cycle (“Network Billing Cycle”) begins after a 7-day free trial and you are billed automatically and immediately when the 7-day free trial ends. For any other products sold by Company, payment is due upon your receipt of invoice.
All fees and other amounts payable subject to applicable taxes and similar assessments. You are responsible for all sales, use and excise taxes, and any other similar taxes, duties and charges of any kind imposed by any federal, state or local governmental or regulatory authority on any amounts payable by you, other than any taxes imposed on the Company’s income.
Healthcare Providers, Sponsors and Individuals may be required to provide Company with a valid credit card, or any other method of payment accepted by us (“Payment Provider”), when you set up your billing account within the Site or you may be invoiced directly. By providing Company with your credit card information or Payment Provider and associated payment information, you agree that Company is authorized to bill your account at the time any payments are due and to charge your designated credit card or Payment Provider account. If any charges are subject to sales tax in the applicable jurisdiction, you also agree to pay the required sales tax and any related penalties or interest. Company may automatically charge sales taxes for addresses within jurisdictions where such sales taxes are required. You are responsible for all fees and charges associated with your account.
We may use a third-party payment processor (the “Payment Processor”), Stripe, to charge your credit card or Payment Provider account. The processing of payments in connection with your use of our Site will be subject to the terms, conditions and privacy policies of the Payment Processor and the payment provider responsible for your designated method of payment, in addition to Company’s Privacy Policy and Terms of Use. You agree to promptly review all charges processed through the Payment Processor, and immediately notify Company to the extent you have any questions, concerns or disputes with respect to Company’s charges. We are not responsible for any errors by the Payment Processor or the Payment Provider.
You acknowledge and agree that neither Company nor our Payment Processer will be responsible in any manner if either we or our Payment Processer are unable to complete a payment transaction for any reason, including but not limited to:
IF YOU HAVE NOT PROVIDED US WITH ACCURATE, CURRENT AND COMPLETE PAYMENT INFORMATION;
IF YOU DO NOT HAVE SUFFICIENT AVAILABLE FUNDS OR AVAILABLE CREDIT TO COMPLETE THE TRANSACTION;
IF YOU DO NOT HAVE AN ACTIVE PAYMENT CARD, OR IF WE ARE UNABLE TO CONFIRM YOUR PAYMENT CARD INFORMATION OR YOUR IDENTITY;
IF YOUR ACCESS TO THE SITE, YOUR ACCOUNT WITH US OR YOUR ACCOUNT WITH YOUR PAYMENT PROVIDER HAS BEEN TERMINATED OR SUSPENDED FOR ANY REASON;
IF THE SERVICE PROVIDED BY OUR PAYMENT PROCESSER IS DOWN OR AVAILABLE FOR ANY REASON;
IF WE OR OUR PAYMENT PROCESSER HAVE REASON TO BELIEVE THAT THE REQUESTED TRANSACTION IS UNAUTHORIZED; OR
IF WE HAVE TERMINATED OR SUSPENDED THE SITE.
No Refunds
Products are nonreturnable and nonrefundable unless otherwise specified on the Site. For subscription services, payments are nonrefundable and there are no refunds or credits for partially used periods. Following any cancellation, however, you will continue to have access to the service through the end of your current billing period.
Device Compatibility
Company does not promise that the Site is compatible with all devices and with all versions/updates of all operating systems or firmware. If you update your operating system or firmware, your version of the application may not function properly. Company may, but is not obligated to, provide updates to the application that improve compatibility with updated mobile devices.
SMS/Text Communications and Data Charges
By entering your mobile phone number upon registration, you agree that we may send communications to you on your mobile telephone by SMS or text message from time to time. Message and data rates from your mobile telephone service provider may apply and are subject to the terms and conditions imposed by your provider. You may opt out at any time by following the instructions in the SMS or text message or contacting us at hello@tamarin.health.
Where the Site may require (or permit) use of wireless or cellular data to operate certain features or functions and transmit data, Company is not responsible for your data access service or any charges related thereto. You are solely responsible for paying any applicable charges payable to your cellular, broadband and/or messaging provider(s).
Third Party Software
We may incorporate third-party software as part of the Site, including without limitation open source third-party software. Your use of such third-party software is subject to any and all applicable additional terms and conditions governing such use provided by the third-party software provider. Where applicable, additional notices relating to the third-party software may be provided by us, which for example may contain attribution and disclaimer notices applicable to the third-party software.
Apple Device and Application Terms
In the event you are accessing the Site via an application (“Application”) on a device provided by Apple, Inc. (“Apple”) or an Application obtained through the Apple App Store, the following shall apply:
BOTH YOU AND COMPANY ACKNOWLEDGE THAT THE TERMS OF USE ARE BETWEEN YOU AND COMPANY ONLY, AND NOT WITH APPLE, AND THAT APPLE IS NOT RESPONSIBLE FOR THE APPLICATION OR THE CONTENT.
THE APPLICATION IS LICENSED TO YOU PURSUANT TO THE TERMS AND CONDITIONS SET FORTH IN THE TERMS OF USE SOLELY TO BE USED IN CONNECTION WITH THE SERVICE FOR YOUR PRIVATE, PERSONAL, INTERNAL BUSINESS USE.
YOU WILL ONLY USE THE APPLICATION IN CONNECTION WITH AN APPLE DEVICE THAT YOU OWN OR CONTROL.
YOU ACKNOWLEDGE AND AGREE THAT APPLE HAS NO OBLIGATION WHATSOEVER TO FURNISH ANY MAINTENANCE AND SUPPORT SERVICES WITH RESPECT TO THE APPLICATION.
IN THE EVENT OF ANY FAILURE OF THE APPLICATION TO CONFORM TO ANY APPLICABLE WARRANTY, INCLUDING THOSE IMPLIED BY LAW, YOU MAY NOTIFY APPLE OF SUCH FAILURE; UPON NOTIFICATION, APPLE’S SOLE WARRANTY OBLIGATION TO YOU WILL BE TO REFUND TO YOU THE PURCHASE PRICE, IF ANY, OF THE APPLICATION.
YOU ACKNOWLEDGE AND AGREE THAT COMPANY, AND NOT APPLE, IS RESPONSIBLE FOR ADDRESSING ANY CLAIMS YOU OR ANY THIRD-PARTY MAY HAVE IN RELATION TO THE APPLICATION.
YOU ACKNOWLEDGE AND AGREE THAT, IN THE EVENT OF ANY THIRD-PARTY CLAIM THAT THE APPLICATION OR YOUR POSSESSION AND USE OF THE APPLICATION INFRINGES THAT THIRD PARTY’S INTELLECTUAL PROPERTY RIGHTS, APPLE WILL NOT BE RESPONSIBLE FOR THE INVESTIGATION, DEFENSE, SETTLEMENT AND DISCHARGE OF ANY SUCH INFRINGEMENT CLAIM.
YOU REPRESENT AND WARRANT THAT YOU ARE NOT LOCATED IN A COUNTRY SUBJECT TO A U.S. GOVERNMENT EMBARGO, OR THAT HAS BEEN DESIGNATED BY THE U.S. GOVERNMENT AS A “TERRORIST SUPPORTING” COUNTRY, AND THAT YOU ARE NOT LISTED ON ANY U.S. GOVERNMENT LIST OF PROHIBITED OR RESTRICTED PARTIES.
BOTH YOU AND COMPANY ACKNOWLEDGE AND AGREE THAT, IN YOUR USE OF THE APPLICATION, YOU WILL COMPLY WITH ANY APPLICABLE THIRD-PARTY TERMS OF AGREEMENT WHICH MAY AFFECT OR BE AFFECTED BY SUCH USE.
BOTH YOU AND COMPANY ACKNOWLEDGE AND AGREE THAT APPLE AND APPLE’S SUBSIDIARIES ARE THIRD PARTY BENEFICIARIES OF CERTAIN TERMS THE AGREEMENT TO THE EXTENT SUCH TERMS RELATE TO AN APPLICATION ON A DEVICE PROVIDED BY APPLE OR AN APPLICATION OBTAINED THROUGH THE APPLE APP STORE, AND THAT UPON YOUR ACCEPTANCE OF THE AGREEMENT, APPLE WILL HAVE THE RIGHT (AND WILL BE DEEMED TO HAVE ACCEPTED THE RIGHT) TO ENFORCE SUCH TERMS OF THE AGREEMENT AGAINST YOU AS THE THIRD PARTY BENEFICIARY HEREOF.
Contact Information
If you have questions, concerns or comments regarding the Additional Terms, please contact us at hello@tamarin.health.
COPYRIGHT POLICY
Reporting Claims of Copyright Infringement
We take claims of copyright infringement seriously. We will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any materials accessible on or from this site (the "Website") infringe your copyright, you may request removal of those materials (or access to them) from the Website by submitting written notification to our copyright agent designated below. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) ("DMCA"), the written notice (the "DMCA Notice") must include substantially the following:
· Your physical or electronic signature.
· Identification of the copyrighted work you believe to have been infringed or, if the claim involves multiple works on the Website, a representative list of such works.
· Identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material.
· Adequate information by which we can contact you (including your name, postal address, telephone number, and, if available, email address).
· A statement that you have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent, or the law.
· A statement that the information in the written notice is accurate.
· A statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.
Our designated copyright agent to receive DMCA Notices is:
David A. Menard, Esq.
Murtha Cullina LLP
280 Trumbull St., 12th Floor, Hartford, CT 06103
Ph: (860) 240-6058
Email: dmenard@murthalaw.com
If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA Notice may not be effective.
Please be aware that if you knowingly materially misrepresent that material or activity on the Website is infringing your copyright, you may be held liable for damages (including costs and attorneys' fees) under Section 512(f) of the DMCA.
Counter Notification Procedures
If you believe that material you posted on the Website was removed or access to it was disabled by mistake or misidentification, you may file a counter notification with us (a "Counter Notice") by submitting written notification to our copyright agent designated above. Pursuant to the DMCA, the Counter Notice must include substantially the following:
· Your physical or electronic signature.
· An identification 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 disabled.
· Adequate information by which we can contact you (including your name, postal address, telephone number, and, if available, email address).
· A statement under penalty of perjury by you that you have a good faith belief that the material identified above was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled.
· A statement that you will consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located (or if you reside outside the United States for any judicial district in which the Website may be found) and that you will accept service from the person (or an agent of that person) who provided the Website with the complaint at issue.
Our designated agent to receive Counter Notices is:
David A. Menard, Esq.
Murtha Cullina LLP
280 Trumbull St., 12th Floor, Hartford, CT 06103
Ph: (860) 240-6058
Email: dmenard@murthalaw.com
The DMCA allows us to restore the removed content if the party filing the original DMCA Notice does not file a court action against you within ten business days of receiving the copy of your Counter Notice.
Please be aware that if you knowingly materially misrepresent that material or activity on the Website was removed or disabled by mistake or misidentification, you may be held liable for damages (including costs and attorneys' fees) under Section 512(f) of the DMCA.]
Repeat Infringers
It is our policy in appropriate circumstances to disable and/or terminate the accounts of users who are repeat infringers.