© 2020 CareValidate Inc. United States of America

Terms of Service

Last update: February 12, 2020

 

Welcome and thank you for your interest in CareValidate!  You are reviewing these Terms of Service because you use or have purchased, or are considering purchasing or using, the CareValidate Services (the “CareValidate Services”), consisting of a smart light bulb or other electronic device (the “CareValidate Product”) to be used with the CareValidate mobile application (the “Mobile App”) and related website at carevalidate.com (the “Website”)

THESE TERMS OF SERVICE ARE A LEGAL AGREEMENT BETWEEN YOU AND CAREVALIDATE INC. PLEASE READ THEM THROUGH CAREFULLY BEFORE USING ANY CAREVALIDATE SERVICES.

 

By using any CareValidate Services you signify your agreement to these Terms of Service (the “Terms of Service”). If you do not agree to these Terms of Service, you may not use the CareValidate Services and should not purchase the CareValidate Services. The CareValidate Services have been developed and are owned by CareValidate Inc. which is referred to as CareValidate, we, us or our in these Terms of Use.  You are referred to as “you” or “your” in these Terms of Service.

 

SUPPORT AND QUESTIONS

If you have any questions about the installation or use of the CareValidate Services or have technical difficulties, you may e-mail us at support@carevalidate.com.  

 

CHANGES TO SERVICES AND TERMS

We may change or discontinue, in whole or in part, the CareValidate Services at any time without notice. You acknowledge that CareValidate is not liable to you or to any third party for any such action. We may modify these Terms of Service from time to time. The most current Terms of Service will be available on the CareValidate homepage and the date of the latest update is indicated at the top of these Terms of Service. We may communicate major changes with a special notice on the CareValidate Services or by email. You accept such modified Terms of Service by continuing to use the CareValidate Services.

 

REQUIREMENTS FOR USE OF THE CAREVALIDATE SERVICES

You represent and warrant that you are aged 18 years or older and have the legal authority to accept these Terms of Service on your own behalf or any party you represent. Please also refer to the Precautions in these Terms of Service. The full CareValidate experience requires the CareValidate Product, Internet access to the Mobile App and Website, and other required software (if any). Periodic updates to any of these elements may be required for improved performance, and the performance of the whole may be affected by the performance of any of these elements. You are responsible for obtaining your own Internet access and mobile device to access the CareValidate Services.

PRECAUTIONS

Please note that CareValidate Services are not intended to diagnose, treat, cure, or prevent any disease or medical condition. The information and guidance in the CareValidate Services are there for informational purposes only and cannot replace the services of health professionals or physicians. You should always consult a physician before making any changes to your caregiving based on information or guidance of the CareValidate Services, or if you have any questions regarding a medical condition. Never disregard professional medical advice or delay in seeking it because of something you have read on or through the CareValidate Services. We are not responsible for any health problems that may result from information or guidance you learn about through the CareValidate Services. If you make any change to your caregiving based on the CareValidate Services, you agree that you do so fully at your own risk. 

 

CORPORATE CONTACT INFO

Mailing Address: 4575 Webb Bridge Road, Alpharetta, GA 30005

Email:  info@carevalidate.com

Phone: 678-661-9377 (Please note calls to this number cannot reach customer service. For questions on support, orders, returns or product information, please email us support@carevalidate.com to more quickly have your needs handled).

 

PRIVACY POLICY

The CareValidate Services are subject to the CareValidate Privacy Policy, which can be found at carevalidate.com/privacy-policy

 

LIMITED LICENSE AND OWNERSHIP OF CAREVALIDATE SERVICES

You are hereby granted a non-exclusive, revocable and nontransferable license to use the CareValidate Services in accordance with these Terms of Service. CareValidate or its licensors own all title and rights to the CareValidate Services, including, but is not limited to all copyrights, trademarks, know-how and other intellectual property rights included therein. You may not reproduce (whether by linking, framing or any other method), transfer, distribute, store, modify, decompile, disassemble, or create derivative works of, publicly display, or commercially exploit any part of the CareValidate Services except as necessary to display, download or print (without modification) for your own non-commercial use. All rights in the CareValidate Services not expressly granted to you by CareValidate are retained by CareValidate and its licensors. Violation of any of these Terms of Service gives CareValidate sole discretion to refuse or terminate access to the CareValidate Services effective immediately. In such an event you are obliged to immediately destroy any copies you have made of any portion of the CareValidate Services. You may propose to CareValidate modifications or improvements to all or any part of the CareValidate Services. By choosing to disclose such a proposal to CareValidate, you hereby grant CareValidate all title and ownership and intellectual property rights to such proposal.

 

SENIOR LIVING COMMUNITY POLICY

The Service and Content presented in CareValidate dashboards and reports for senior living communities are for Quality Assurance and Assessment (QAA) purposes only. The data presented in such dashboards and reports is usually part of a formal quality improvement activity process and has been created by carevalidate.com at the direction of the QAA committee at the senior living community. In such a case, CareValidate Inc. is a third party consultant that provides the data for quality investigation at the request of the QAA committee. CareValidate services satisfy the elements and steps of a successful Quality Assurance and  Performance Improvement (QAPI) program that could be protected by privilege. CareValidate products and services provide continuous monitoring for Quality Assurance and Performance Improvement interventions tailor made for each employee. CareValidate SLA includes a documented precedent that represents an ongoing, organized method of doing business to achieve a high quality of care thus classifying CareValidate products and services as a low-risk QAPI self-assessment tool.

 

INDEMNITY

You agree to defend, indemnify and hold CareValidate and its partners, affiliates, service providers, licensors, officers, directors, employees and agents harmless from and against any claims, actions or demands, including but not limited to reasonable legal and accounting fees, alleging or resulting from: (a) your violation of these Terms of Service; or (b) your violation of CareValidate’s intellectual property rights, any third party rights or any applicable law when using the CareValidate Services.

 

LOCAL LAW AND EXPORT CONTROL

In relation to your purchase and use of the CareValidate Services, you agree to comply with the laws of your local jurisdiction as well as with any export restrictions of the United States and certain other countries on products or information.

 

THIRD PARTY SERVICES

To increase value to our users, we may provide links or references to third party websites or services within the CareValidate Services. We have no control of such websites or services and do not assume any responsibility or liability for any damage or loss of any kind for or due to their content, functionality, or practices. If you decide to access these third party websites or services, you do so at your own risk. CareValidate suggests that before using these third party websites or services you read their Terms of Service and privacy policies (if any).

 

CONTENT AND WARRANTY DISCLAIMER

EXCEPT FOR THE LIMITED WARRANTY FOR THE CAREVALIDATE PRODUCT SET FORTH BELOW, THE CAREVALIDATE SERVICES ARE PROVIDED BY CAREVALIDATE AND ITS AFFILIATES “AS IS.” NEITHER CAREVALIDATE NOR ITS PARTNERS, SUPPLIERS, OR AFFILIATES MAKE ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE CAREVALIDATE SERVICES (INCLUDING THE CAREVALIDATE PRODUCTS), ITS CONTENTS, OR ANY INFORMATION MADE AVAILABLE BY OR THROUGH THE CAREVALIDATE SERVICES. IN ADDITION, CAREVALIDATE AND ITS PARTNERS, SUPPLIERS AND AFFILIATES DISCLAIM ALL WARRANTIES WITH RESPECT TO THE CAREVALIDATE SERVICES (INCLUDING THE CAREVALIDATE PRODUCTS), EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. FURTHERMORE, CAREVALIDATE DOES NOT WARRANT THAT USE OF THE CAREVALIDATE SERVICES WILL BE UNINTERRUPTED, AVAILABLE AT ANY TIME OR FROM ANY PARTICULAR LOCATION, SECURE OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE CAREVALIDATE SERVICES (INCLUDING ANY CAREVALIDATE PRODUCT) ARE FREE OF VIRUSES OR OTHER POTENTIALLY HARMFUL COMPONENTS.

LIMITED WARRANTY FOR THE CAREVALIDATE PRODUCT, FOR EXAMPLE, THE SAFELIGHT. CAREVALIDATE WARRANTS TO THE ORIGINAL END USER PURCHASER THAT THE CAREVALIDATE PRODUCT IS FREE FROM DEFECTS IN MATERIAL AND WORKMANSHIP FOR TWO (2) YEARS FROM THE DATE OF PURCHASE.

 

If your local law in effect at the time of purchase requires a warranty period longer than two (2) years, this warranty shall be extended to the extent required by such law. Within the warranty period, CareValidate shall repair or replace at no charge to you any components of the CareValidate Product that fail the limited warranty provided. You shall be responsible for any related transportation charges.  Replacement products may be new or refurbished at our discretion. This limited warranty does not apply to (i) normal wear and tear, including scratches and dents; (ii) consumable parts included in the CareValidate Product, such as batteries, unless product damage has occurred due to a defect in materials or workmanship; (iii) damage resulting from your failure to use the CareValidate Product in accordance with the instructions accompanying the CareValidate Product or available at the Website; (iv) damage resulting from an accident, flood, fire, misuse, or abuse; (v) damage resulting from service performed, or damage resulting from tampering or alterations to the CareValidate Product, by anyone not authorized by CareValidate; or (vi) use of the CareValidate Product with any other application or software than the Mobile App. CareValidate retains the exclusive right to repair or replace the CareValidate Product, or offer a full refund, at its sole discretion. Such remedy shall be your sole and exclusive remedy for any breach of warranty. Warranty repairs and replacements have a new warranty which is the longer of ninety (90) days or the balance of the original two year warranty.

 

LIMITATION OF LIABILITY

IN NO EVENT WILL CAREVALIDATE OR ANY OF ITS AFFILIATES BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION THOSE RESULTING FROM LOST PROFITS, LOST DATA OR BUSINESS INTERRUPTION) ARISING OUT OF THE USE, INABILITY TO USE, OR THE RESULTS OF USE OF THE CAREVALIDATE SERVICES, WHETHER SUCH DAMAGES ARE BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT CAREVALIDATE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE AGGREGATE LIABILITY OF CAREVALIDATE, ARISING FROM OR RELATING TO THE CAREVALIDATE SERVICES (REGARDLESS OF THE FORM OF ACTION OR CLAIM, E.G. CONTRACT, WARRANTY, TORT, STRICT LIABILITY, NEGLIGENCE, OR ANY OTHER LEGAL THEORY) IS LIMITED TO $100. CAREVALIDATE’S AFFILIATES, PROVIDERS AND PARTNERS HAVE NO LIABILITY WHATSOEVER ARISING FROM THE WEBSITE.

 

In some locations applicable law may not allow certain of the limitations described above, in which case such limitations will apply to the maximum extent allowed by such applicable law.

 

TRADEMARKS AND PATENTS

CareValidate and SafeLight are trademarks or registered trademarks of CareValidate Inc. Patented and patents pending. All rights reserved. You are not granted, by implication or otherwise, any license or right to use any marks appearing on CareValidate Services. One or more patents owned by CareValidate (or patents licensed from third parties) apply to the CareValidate Products and to the features and services accessible via the CareValidate Services maintained by CareValidate.

 

GOVERNING LAW AND DISPUTES

The United Nations Convention on Contracts for the International Sale of Goods shall not apply to these Terms of Service or your purchase of any element of the CareValidate Services. If you reside in the United States, these Terms of Service shall be governed by and construed in accordance with the laws of the State of Georgia, without regard to the principles of conflicts of law of any jurisdiction.  If you reside in any other country, these Terms of Service shall be governed by and construed in accordance with the laws of Finland, without regard to the principles of conflicts of law of any jurisdiction. Both parties shall use their best efforts to settle by amicable negotiations any disputes which may occur between them arising out of or relating to these Terms of Service; the existence, validity, termination, interpretation of any term hereof; and disputes regarding your use of the CareValidate Services. If the parties fail to reach an amicable settlement, either party may refer such dispute to binding arbitration. If you reside in the USA, (A) the arbitration will be held in accordance with the International Arbitration Rules of the American Arbitration Association (“AAA”) in effect at the time of the arbitration (the “AAA Arbitration Rules”); (B) the AAA shall be the appointing authority and responsible for administering any arbitration hereunder in accordance with the AAA Arbitration Rules; and (C) the place of arbitration shall be in San Francisco, California. If you reside in any other country or territory, (1) the arbitration will be held in accordance with the Arbitration Rules of the International Chamber of Commerce of Finland (“ICC”) in effect at the time of the arbitration (the “ICC Arbitration Rules”); (2) the ICC shall be the appointing authority and responsible for administering any arbitration hereunder in accordance with the ICC Arbitration Rules; and (3) the place of arbitration shall be in Helsinki, Finland. In either case, the arbitration shall be conducted by a single arbitrator who shall be a professional, legal or otherwise, but shall not be, or have previously been associated with either party (the “Arbitrator”). The arbitral award shall be final, binding and non-appealable. The Arbitrator’s award must be reasoned and issued in writing within thirty (30) days of the hearing, unless otherwise agreed to by CareValidate and you. Notwithstanding the foregoing, in recognition of the irreparable harm that a breach by you of CareValidate’s intellectual property rights would cause, CareValidate may seek an injunction against such violation or breach in a court of competent jurisdiction.

 

GENERAL

English language shall govern all documents, notices, and interpretations of these Terms of Service. Sections titled Precautions, Indemnity, Content and Warranty Disclaimer, Limitation of Liability and Governing Law and Disputes shall survive and remain in effect after your license to use the CareValidate Services has terminated for any or no reason. CareValidate’s failure to exercise or enforce any right or provision of these Terms of Service will not constitute a waiver of such right or provision unless acknowledged and agreed to by CareValidate in writing. These Terms of Service constitute the entire agreement between you and CareValidate with respect to the subject matter herein and supersede any and all prior or contemporaneous oral or written agreements. You may not assign this agreement to any other party and any attempt to do so is void.

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