Social Health Innovations, Inc.
TERMS OF SERVICE
Social Health Innovations, Inc. provides the “Looper” mobile application that allows people to track their experiences by ranking them on a scale from 1 to 10, and share their answers with others.
The Service does not include the provision of medical care, mental health services or other professional services.
USE OF THE SERVICES IS NOT FOR EMERGENCIES. IF YOU THINK YOU HAVE A MEDICAL OR MENTAL HEALTH EMERGENCY, CALL YOUR LOCAL EMERGENCY PROVIDER (CLICK HERE TO FIND A LIST) OR GO TO THE NEAREST OPEN CLINIC OR EMERGENCY ROOM.
1.1 The following terms are used regularly throughout these Terms of Service and have a particular meaning:
(a) Agreement means these Terms of Service.
(b) Business Day means a day (other than a Saturday, Sunday or public holiday) on which banks are open for general banking business.
(c) Company means Social Health Innovations, Inc., a Delaware corporation.
(d) Confidential Information has the meaning given to it under clause 6.10.
(e) EHR (Electronic Health Record) means the record of an Individual’s Health Information in the Platform.
(f) Follower means a User that is authorized by a Looper to connect their account with a Looper’s account and access the information supplied by the Looper via the Platform.
(g) Health Information means information about the health (including mental heath), injury or a disability of an Individual at any time.
(h) Individual means an individual with an EHR about them in the Platform.
(i) Intellectual Property means all copyright, patents, inventions, trade secrets, know-how, product formulations, designs, circuit layouts, databases, registered or unregistered trademarks, brand names, business names, domain names and other forms of intellectual property;
(j) Looper means a User that answers questions via the Platform.
(k) Platform means the “Looper” mobile application published by the Company that allows Loopers to answer questions posed by the platform on a scale from 1 to 10, and share their answers with Followers.
(l) Privacy Law means the collective enactments and legislation governing privacy of personal information as determined by, and subject to the Governing Law.
(n) Subscription Fee means the fee charged for access to and use of the Platform.
(o) User means any registered User of the Platform, including Followers.
(p) User Content means all information, data, code, images, video files, audio files, documents and other such materials that belong to a User, but does not include derivative data (such as analytics).
(q) Tax Invoice means an invoice that may be used for tax purposes in accordance with the Governing Law.
2 USING The PLATFORM
(a) To use the Platform, the User must:
i Download the Platform to their device;
ii Register for an account within the Platform by providing all requested information.
(b) The Company may not support all devices and the Company is not liable to a User who cannot access the Platform on an unsupported device.
(c) The Company may in its discretion require a User to verify their identity before granting further access to the Platform.
2.2 Children’s Online Privacy Act. The Children’s Online Privacy Protection Act (“COPPA”) requires that online service providers obtain parental consent before they knowingly collect personally identifiable information online from children who are under 13. We do not knowingly collect or solicit personally identifiable information from children under 13; if you are a child under 13, please do not attempt to register for the Services or send any personal information about yourself to us. If we learn we have collected personal information from a child under 13, we will delete that information as quickly as possible and terminate the associated account. If you believe that a child under 13 may have provided us personal information, please contact us at firstname.lastname@example.org.
(a) The Platform shall enable a Looper to:
i Answer questions by ranking on a scale from 1 to 10, about how they are tracking, and refine their answers relative to different aspects of their experience (e.g. Anxiety, Friendships, Finance etc.);
ii Receive notifications and reminders;
iii Authorise Followers to view answers provided by the Looper.
(b) The Platform shall enable a Follower to:
i Receive notifications and reminders; and
ii View answers provided by the Looper.
(c) The User agrees that it shall only use the Platform for legal purposes and shall not use it to engage any conduct that is unlawful, immoral, threatening, abusive or in a way that is deemed unreasonable by the Company in its discretion.
3 NO MEdical Advice
3.1 While the Services may provide access to certain general medical information the Services cannot and are not intended to provide medical advice. We advise you to always seek the advice of a physician or other qualified healthcare provider with any questions regarding your personal health or medical conditions. Never disregard, avoid, or delay in obtaining medical advice from your doctor or other qualified healthcare provider because of something you have read on the Site. If you have or suspect that you have a medical problem or condition, please contact a qualified healthcare professional immediately.
3.2 You acknowledge that although some of the Content that is provided to you on the Site, (including information provided in direct response to your questions or postings) may be provided by individuals in the medical profession, the provision of such information does not create a medical professional /patient relationship, and does not constitute an opinion, medical advice, or diagnosis or treatment of any particular condition, but is provided to assist you in completing your self-help program.
3.3 NO LICENSED MEDICAL PROFESSIONAL/PATIENT RELATIONSHIP IS CREATED BY USING INFORMATION AND/OR SERVICES PROVIDED BY OR THROUGH THE USE OF THE SITE OR THROUGH ANY OTHER COMMUNICATIONS FROM US. THE CONTENT OF THE SITE AND THE SERVICES ARE NOT AND SHOULD NOT BE CONSIDERED MEDICAL ADVICE OR A SUBSTITUTE FOR INDIVIDUAL MEDICAL ADVICE, DIAGNOSIS OR TREATMENT. DO NOT DISREGARD, AVOID OR DELAY OBTAINING MEDICAL ADVICE FROM A QUALIFIED HEALTH CARE PROFESSIONAL BECAUSE OF SOMETHING YOU MAY HAVE READ ON THE SITE. YOU SHOULD ALWAYS TALK TO YOUR MEDICAL PROFESSIONALS FOR DIAGNOSIS AND TREATMENT. DO NOT USE THE SITE OR SERVICES FOR EMERGENCY MEDICAL NEEDS. IF YOU EXPERIENCE A MEDICAL EMERGENCY, CALL YOUR LOCAL EMERGENCY PROVIDER (CLICK HERE FOR A LIST). YOUR USE OF INFORMATION PROVIDED ON THE SITE IS SOLELY AT YOUR OWN RISK. NOTHING STATED OR POSTED ON THE SITE OR AVAILABLE THROUGH ANY SERVICES IS INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF MEDICINE OR THE PROVISIION OF MEDICAL CARE.
3.4 Looper Terms. The Looper agrees and accepts that:
(a) Where the Looper provides personal information relative to a Follower (including contact details for the purposes of inviting the person to become a Follower) the Looper warrants that they are authorized to do so.
(b) The Platform may send the Looper emails, text messages, push notifications and other alerts on behalf of Followers connected to the Looper’s account, and may connect the Follower directly via telephone call;
(c) All information about an individual is used and controlled by the Looper, or Follower, not the Company.
3.5 Follower Terms. The Follower agrees and warrants that:
(a) It shall not disclose any information about a User to any other person or party other than as authorized by the User;
(b) It shall ensure all Personal Information it has access to through its use of the Platform is kept and used in accordance with applicable privacy laws in the jurisdiction;
(c) It shall only use the Platform for its intended purpose as set out in this Agreement.
(d) The Looper may revoke the Follower’s access to the Platform (including any feature or information within it) at any time, at the Looper’s discretion.
(e) By using the Platform, the Follower warrants that he or she is the person authorized by the Looper to connect their account with the Looper’s account.
3.6 Conduct. The User acknowledges and accepts that:
(a) The Company accepts no responsibility for the conduct of any User of the Platform.
(b) The Company accepts no responsibility for any interaction between Users, whether that interaction occurs via the Platform or not (including via a TPS or a personal meeting).
(c) The Company makes no warranty or representation as to the accuracy of any information provided by any User.
(d) The Company makes no warranty as to the character or credentials of any User.
3.7 Lodging a Complaint.
(a) If a User believes that another User’s behaviour is threatening, discriminatory, deliberately offensive, or breaches confidentiality or trust with another User, the User may lodge a complaint to the Company via email at email@example.com
(b) The Company may suspend or delete the account of any User that the Platform determines conducts itself inappropriately.
(c) The Company will advise the User of a suspended or deleted account of the decision to do so, but is under no obligation to identify a complainant.
(d) The Company’s decision whether or not to suspend or remove a User account is at its absolute discretion. The Company’s decision shall be final and not subject to review.
(a) The Company provides user support for the Platform via the email address firstname.lastname@example.org
(b) The Company shall endeavour to respond to all support requests within one Business Day.
(c) The Company reserves the right to require the payment of reasonable fees for non-standard support requests prior to the provision of such support.
4 account access using third-party services
4.1 Registration & Login
(a) The User may be able to register for the Platform by using its account with certain third party services (TPS) - including, but not limited to, Facebook, Twitter and LinkedIn.
(b) As part of the functionality of the Platform the User may connect its profile with a TPS by:
i Providing the User’s TPS login information to the Company through the Platform; or
ii Allowing the Company to access the User’s TPS in accordance with its terms & conditions of service; and
(c) When connecting to the Platform using a TPS, the User warrants that it is not in breach any of its terms & conditions of service.
4.2 Ongoing Availability
(a) The User agrees that access to the Platform may be unavailable if the TPS becomes unavailable, and that the User may lose functionality or content that is shared between the TPS and the Platform.
(b) The User may disconnect the connection between the Platform and the TPS at any time.
(c) the Company has no relationship with any TPS and cannot guarantee the efficacy of any TPS connection.
4.3 Data from TPS.
Where the User connects and/or registers its profile using a TPS, the User authorizes the Company to use data from that TPS to create the User’s profile on the Platform.
5 Paying for the Platform
(a) The primary Fee to use the Platform (if any) shall be the Subscription Fee.
(b) All Fees will be charged in accordance with the prices advertised on the Platform, or as otherwise agreed between the Company and the User.
All Fees are quoted in US dollars, however transactions may be processed in an equivalent foreign currency (such as Euros or British pounds).
The Company shall only provide a pro-rata refund to a User if:
(a) The Company terminates this Agreement without cause;
(b) The Agreement is terminated as the result of a breach by the Company; or
(c) As otherwise required by law.
(b) If Fees are not brought out of arrears within 28 days of becoming overdue, the Company may terminate the User’s Account in the Platform without notice and end this Agreement.
(c) The User agrees that the Company shall not be responsible or liable in any way for:
i Interruptions to the availability of the Platform in the event of (a);
ii Loss of User Content in the event of (b).
6 General conditions
(a) By accepting the terms and conditions of this Agreement, the User is granted a limited, non-exclusive and revocable license to access and use the Platform for the duration of this Agreement, in accordance with the terms and conditions of this Agreement.
(b) The Company may issue the license to the User on the further terms or limitations (including the number of users or volume of use or transactions) as it sees fit.
(c) The Company may revoke or suspend the User’s license(s) in its absolute discretion for any reason that it sees fit, including for breach of the terms and conditions in this Agreement by the User or any of its users.
6.2 Modification of Terms
(a) The terms of this Agreement may be updated by the Company from time-to-time.
(b) Where the Company modifies the terms, it will provide the User with written notice, and the User will be required to accept the modified terms in order to continue using the Platform.
6.3 Use & Availability
(a) The User is solely responsible for the security of its username and password for access to the Platform. The User shall notify the Company as soon as it becomes aware of any unauthorized access of its the Platform account.
(b) The User agrees that the Company shall provide access to the Platform to the best of its abilities, however:
i Access to the Platform may be prevented by issues outside of its control; and
ii It accepts no responsibility for ongoing access to the Platform.
(a) The Company agrees to treat all User Content as Confidential Information under this Agreement (including EHRs), however the Customer agrees that the Company is not responsible for the maintaining the confidentiality of any User Content by Users.
(b) The Company accepts no liability for the content of User Content.
(c) Each User is responsible for the accuracy, quality and legality of any content uploaded by the User, and the User’s acquisition of it, and the users that create, access and/or use User Content.
(d) The Company shall not access, use, modify or otherwise deal with User Content except where required by compulsion of law or upon the User’s authority (such as to provide support for the Platform).
(e) The Company shall not grant a User access to an EHR without the consent of the User to whom the EHR relates.
(a) Security. The Company takes the security of the Platform and the privacy of its Users very seriously. The User agrees that the User shall not do anything to prejudice the security or privacy of the Company’s systems or the information on them.
(b) Transmission. The Company shall do all things reasonable to ensure that the transmission of data occurs according to accepted industry standards. It is up to the User to ensure that any transmission standards meet the User’s operating and legal requirements.
(c) Storage. Data that is stored by the Company shall be stored according to accepted industry standards.
(d) Backup. The Company shall perform backups of its entire systems in as reasonable manner at such times and intervals as is reasonable for its business purposes. The Company does not warrant that it is able to backup or recover specific User Content from any period of time unless so stated in writing by the Company.
6.6 Intellectual Property
(a) Trademarks. The Company has moral & registered rights in its trade marks and the User shall not copy, alter, use or otherwise deal in the marks without the prior written consent of the Company.
(b) Proprietary Information. The Company may use software and other proprietary systems and Intellectual Property for which the Company has appropriate authority to use, and the User agrees that such is protected by copyright, trademarks, patents, proprietary rights and other laws, both domestically and internationally. The User warrants that it shall not infringe on any third-party rights through the use of the Platform (U.S. Copyright Act of 1976, Title 17 U.S.C).
(c) The Platform. The User agrees and accepts that the Platform is the Intellectual Property of the Company and the User further warrants that by using the Platform the User will not:
i Copy the Platform or the services that it provides for the User’s own commercial purposes; and
ii Directly or indirectly copy, recreate, decompile, reverse engineer or otherwise obtain, modify or use any source or object code, architecture, algorithms contained in the Platform or any documentation associated with it.
(d) Content. All content (with the exception of User Content) remains the Intellectual Property of the Company, including (without limitation) any source code, analytics, insights, aggregations, ideas, enhancements, feature requests, suggestions or other information provided by the User or any other party with respect to the Platform.
6.7 Disclaimer of Third Party Services & Information
(a) The User acknowledges that the Platform has dependencies on third-party services, including but not limited to:
i Telecommunications services;
ii Hosting services;
iii Email services; and
iv Analytics services.
(b) The User agrees that the Company shall not be responsible or liable in any way for:
i Interruptions to the availability of the Platform due to third-party services; or
ii Information contained on any linked third party website.
(a) These Terms, as well as the respective rights and obligations hereunder, shall be governed by and construed and enforced in accordance with the laws of the State of Delaware without regard to conflict of laws principles. Please note that use of the Platform by any User may be subject to other local, state, national, and international laws.
(b) Each Party expressly:
i Agrees that exclusive jurisdiction for resolving any claim or dispute with Company relating in any way to use of the Platform resides in the state and federal courts of the State of Delaware;
ii Agrees and consents to the exercise of personal jurisdiction in the state and federal courts of the State of Delaware;
iii Waives any right to a jury trial in any legal proceeding against the Company; and
iv Agrees that any claim or cause of action with respect to use of the Platform must be commenced within one (1) year after the claim arises.
(c) If the User is accepting these Terms on behalf of a United States federal government entity that is legally unable to accept the controlling law, jurisdiction or venue clauses above, then those clauses do not apply to that User. In this event, these Terms and any action related thereto will be will be governed by the laws of the United States of America (without reference to conflict of laws) and, in the absence of federal law and to the extent permitted under federal law, the laws of the State of Delaware (excluding choice of law).
6.9 Attorney’s Fees
The prevailing Party in an action to enforce these Terms may recover from the other its reasonable attorneys’ fees and costs, if employment of an attorney was necessary.
(a) Confidential Information means any written or verbal information that:
i A party informs the other party that it considers it confidential and/or proprietary;
ii A party would reasonably consider to be confidential in the circumstances; and
iii Is personal information within the meaning of the Privacy Law.
but does not include information that a party can establish:
iv Was in the public domain at the time it was given to that party;
v Became part of the public domain, without that party’s involvement in any way, after being given to the party;
vi Was in party's possession when it was given to the party, without having been acquired (directly or indirectly) from the disclosing party; or
vii Was received from another person who had the unrestricted legal right to disclose that information free from any confidentiality obligation.
(b) The Company agrees to keep all User Content in the strictest confidence, and to the extent User Content is accessed and/or received by the Company it shall be deemed as Confidential Information for the purposes of this Agreement.
(c) Each party acknowledges and agrees that:
i the Confidential Information is secret, confidential and valuable to the disclosing party (Discloser);
ii it owes an obligation of confidence to the Discloser concerning the Confidential Information;
iii it must not disclose the Confidential Information to a third party except as permitted in this Agreement;
iv all Intellectual Property rights remain vested in the Discloser but disclosure of Confidential Information does not in any way transfer or assign any rights or interests in the Intellectual Property to the receiving party; and
v any breach or threatened breach by the receiving party of an obligation under this Agreement may cause the Discloser immediate and irreparable harm for which damages alone may not be an adequate remedy. Consequently the Discloser has the right, in addition to other remedies available at law or in equity, to seek injunctive relief against the receiving party (and its agents, assigns, employees, officers and directors, personally) or to compel specific performance of this clause.
(d) A party must notify the Discloser in writing, giving full details known to it immediately, when it becomes aware of:
i any actual, suspected, likely or threatened breach by it of any obligations it has in relation to the Confidential Information.
ii any actual, suspected, likely or threatened breach by any person of any obligation in relation to the Confidential Information; or
iii any actual, suspected, likely or threatened theft, loss, damage, or unauthorized access, use or disclosure of or to any Confidential Information.
(e) The receiving party must promptly take all steps that the Discloser may reasonably require and must co-operate with any investigation, litigation or other action of the Discloser or of a related body corporate if there is:
i any actual, suspected, likely or threatened breach of a term of this Agreement; or
ii any theft, loss, damage or unauthorized access, use or disclosure of or to any Confidential Information that is or was in its possession or control.
(f) The protection of all electronic communication is governed by the Electronic Communications Privacy Act (18 U.S.C. §§ 2701-2711). In compliance with this Act the Company makes the following notice: THE COMPANY CAN MAKE NO ABSOLUTE GUARANTY OF CONFIDENTIALITY OR PRIVACY OF ANY COMMUNICATION OR INFORMATION TRANSMITTED ON THE SITE OR ANY WEBSITE LINKED TO THE SITE. THE COMPANY WILL THEREFORE NOT BE LIABLE FOR THE PRIVACY OF E-MAIL ADDRESSES, REGISTRATION AND IDENTIFICATION INFORMATION, DISK SPACE, COMMUNICATIONS, CONFIDENTIAL OR TRADE-SECRET INFORMATION, OR ANY OTHER CONTENT STORED ON THE COMPANY’S EQUIPMENT, TRANSMITTED OVER NETWORKS ACCESSED BY THE SITE, OR OTHERWISE CONNECTED WITH USER’S USE OF THE SERVICE.
6.11 Liability & Indemnity
(a) The User agrees that it uses the Platform at its own risk.
(b) The User acknowledges that the Company is not responsible for the conduct or activities of any User and that the Company is not liable for such under any circumstances.
(c) The User agrees to indemnify the Company for any loss, damage, cost or expense that the Company may suffer or incur as a result of or in connection with the User’s use of or conduct in connection with the Platform, including any breach by the User of these Terms.
(d) In no circumstances will the Platform be liable for any direct, incidental, consequential or indirect damages, personal injury, death, damage to property, loss of property, loss or corruption of data, loss of profits, goodwill, bargain or opportunity, loss of anticipated savings or any other similar or analogous loss resulting from the User’s access to, or use of, or inability to use the Platform, whether based on warranty, contract, tort, negligence, in equity or any other legal theory, and whether or not the Company knew or should have known of the possibility of such damage, loss, personal injury or death, or business interruption of any type, whether in tort, contract or otherwise.
(e) To the extent permitted by law, the Company’s liability for breach of any implied warranty or condition that cannot be excluded is restricted, at the Company’s option to:
i The re-supply of services or payment of the cost of re-supply of services; or
ii The replacement or repair of goods or payment of the cost of replacement or repair.
(a) Either party may terminate this Agreement by giving the other party written notice.
(b) Termination of this agreement is without prejudice to and does not affect the accrued rights or remedies of any of the parties arising in any way out of this agreement up to the date of expiry or termination.
(c) Termination does not affect any of the rights accrued by a party prior to termination, and he rights and obligations under clauses 6.6(d), and 6.13 survive termination of this Agreement.
i Negotiation. If there is a dispute between the parties relating to or arising out of this Agreement, then within 5 Business Days of a party notifying the other party of a dispute, senior representatives from each party must meet (or discuss directly via the telephone or internet) and use all reasonable endeavours acting in good faith to resolve the dispute by joint discussions;
ii Mediation. If the dispute between the parties relating to or arising out of this Agreement is not resolved within five Business Days of notification of the dispute under Clause (a), the parties must agree to submit the dispute to mediation, administered by lawyers engaged in alternative dispute resolution;
iii Arbitration. If the dispute between the parties relating to or arising out of this Agreement is not settled by mediation under clause ii either party may by written notice to the other refer the dispute binding arbitration before a single arbitrator under the rules of the American Arbitration Association (AAA) as in effect at such time. Both parties agree that either party may, within 30 days after the filing of a demand for Arbitration, demand that the parties' dispute first be submitted to a neutral evaluator pursuant to the American Arbitration Association's Early Neutral Evaluation Procedures prior to proceeding with arbitration. Any resulting arbitration award may be enforced in any court having valid jurisdiction, wherever located.
iv Parties to the arbitration shall each pay an equal share of the costs and expenses of such arbitration, except as prohibited by law. Each party shall separately pay for its respective attorneys’ fees and costs.
v Class Action. BOTH PARTIES AGREE NOT TO BRING OR PARTICIPATE IN A CLASS OR REPRESENTATIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR COLLECTIVE ARBITRATION, EVEN IF AAA PROCEDURES OR RULES WOULD OTHERWISE ALLOW ONE. THE ARBITRATOR MAY AWARD RELIEF ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT OF THAT PARTY’S INDIVIDUAL CLAIM. BOTH PARTIES ALSO AGREE NOT TO SEEK TO COMBINE ANY ACTION OR ARBITRATION WITH ANY OTHER ACTION OR ARBITRATION WITHOUT THE CONSENT OF ALL PARTIES TO THIS AGREEMENT AND ALL OTHER ACTIONS OR ARBITRATIONS.
vi If the agreement in this Section not to bring or participate in a class or representative action, private attorney general action or collective arbitration should be found illegal or unenforceable, Both parties agree that it shall not be severable, that this entire Section shall be unenforceable and any claim or dispute would be resolved in court and not in collective arbitration.
vii Court proceedings. A party may not commence court proceedings in relation to a dispute relating to or arising out of these Terms, unless the party seeks appropriate injunctive or other interlocutory relief to preserve property or rights or to avoid losses that damages are inadequate to compensate.
viii Small Claims Court. Notwithstanding this Section, any User has the right to litigate any dispute in small claims court, if all the requirements of the small claims court, including any limitations on jurisdiction and the amount at issue in the dispute, are satisfied.
7 GENERal release (california resident)
7.1 In the event that you have a dispute with one or more other users, you release the Company, its officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or our Services.
7.2 If you are a California resident, you shall and hereby do waive California Civil Code Section 1542, which says: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”
7.3 Electronic Communication, Amendment & Assignment
(a) The User can direct notices, enquiries, complaints and so forth to the Company as set out in this Agreement. The Company will notify the User of a change of details from time-to-time.
(b) The Company will send the User notices and other correspondence to the details that the User submits to the Company, or that the User notifies the Company of from time-to-time. It is the User’s responsibility to update its contact details as they change.
(d) Notices must be sent to the parties’ most recent known contact details.
(f) The Company may assign or otherwise create an interest in its rights under this Agreement by giving written notice to the User.
Each User acknowledges and agrees that:
(a) The Platform (including all content, function, Content and services) is provided "as is," without warranty of any kind, either express or implied, including any warranty for information, data, data processing services or uninterrupted access, any warranties concerning the availability, accuracy, completeness, usefulness, or content of information, and any warranties of title, non-infringement, merchantability or fitness for a particular purpose.
(b) Company does not warrant that the Platform (or the function, content or services made available thereby) will be timely, secure, uninterrupted or error free, or that defects will be corrected. Company makes no warranty that the Platform will meet User’s expectations or requirements. No advice, results or information, or Content whether oral or written, obtained through the Platform shall create any warranty not expressly made herein. If a User is dissatisfied with the Platform, the sole remedy is to discontinue using the Platform.
7.5 Each party acknowledges that it has not relied on any representation, warranty or statement made by any other party, other than as set out in these Terms.
(a) Special Conditions. The parties may agree to any Special Conditions to this Agreement in writing.
(b) Relationship. The relationship of the parties to this Agreement does not form a joint venture or partnership.
(c) Waiver. No clause of this Agreement will be deemed waived and no breach excused unless such waiver or consent is provided in writing.
(d) Governing Law. This Agreement is governed by the laws of the state described in clause 6.8. Each of the parties hereby submits to the non-exclusive jurisdiction of courts with jurisdiction there.
(e) Severability. Any clause of this Agreement, which is invalid or unenforceable, is ineffective to the extent of the invalidity or unenforceability without affecting the remaining clauses of this Agreement.