Terms of Service

These terms of service ("Terms") are a legal agreement between Client, either an individual or a single legal entity ("You" or "you"), and EVEN HEALTH LLC ("Even Health" or “Company”). These Terms govern your use of any Even Health online services ("Services"), the Even Health website ("Site"), and the client software distributed with this Agreement and any other software provided by Even Health, including any updates and accompanying documentation thereto (collectively, "Software"). Collectively, the Software, the Site and the Services may be referred to as the "Products" or “Platform.” If you agree to these Terms on behalf of a legal entity, you represent that you have the authority to bind that legal entity to these Terms. Anyone affiliated with a User Entity (as hereinafter defined) who accesses or uses our Products is a “User.” A User Entity is a company or another entity that is (i) our Client pursuant to a services agreement with us or an end user of our Client pursuant to a separate access agreement between the end user and Client, or (ii) another third-party that has entered into a separate written agreement with us for access to the Even Health Platform in order to provide a third-party service to our customer. Access to and use of the Even Health Platform is governed by the terms and conditions of these Terms, including the End User License Agreement (“EULA”), attached hereto and incorporated herein by reference, and any additional terms of service between a User and Even Health. These Terms and the EULA set forth your rights and obligations as a User with respect to your access to and use of our Platform and use of any and all information or data of any kind arising from access to, or use of, our Platform, including, without limitation, any text, graphics, sound recordings, audio, video, and art work. Terms are effective on the date you begin using the Platform and continue until terminated as further described herein.

1. BACKGROUND
Even Health LLC, a Maryland limited liability company, is a technology developer and provider of emotional health and well-being services through the use of our proprietary Cabana™, TeleVirtual™ and TeleMinistry™ technologies, certain equipment that can be used with the Platform and Software, as described below, for accessing the Platform (together, the “Even Health Platform”). Users access the Even Health Platform via a web-based portal on the User’s PC, Mac device or Mobile Web-browser (“Portal”) or through an iOS / Android mobile application downloaded to the User’s mobile device via a web portal download of a mobile application (“App”), through which Users can access emotional health resources and connect with support groups and individuals who provide services pertaining, but not limited to, counseling, ministry, and social support by utilizing targeted functionalities including, but not limited to, virtual/augmented reality, microphone, spatial, and video communications. We do not guarantee that any of the information provided through the Platform is accurate or up to date. We do not own, manage, endorse, advocate for, or operate any of the third-party service providers which may be used by you and your end users with the Even Health Platform. The Platform acts solely as an interface between individuals and support resources, ministers, counselors, and other third-party service provider offerings to help a User Entity that is a customer or an end user of customer. The Platform is merely a platform and service that helps connect such parties.
2. ACCOUNTS & FEES
You must register with Even Health to use the Services, and you agree to keep your registration information accurate, complete and up-to-date as long as you continue to use the Services. With your paid subscription you agree to pay the fixed subscription and variable usage-based fees, if any, for the account type you have selected and agree to any applicable restrictions, including quotas on the amount of storage you are allowed to use. If you exceed any quota allocated to your account, you agree that Even Health may restrict your ability to backup further data until you reduce your storage usage or sign-up to another type of account with a higher quota or no quota at all. Our invoices for services are due and payable within thirty days of receipt. If your invoices are not paid within this period, we may assess a late charge on the unpaid balance at the rate of 1.5% per month or such other rate as permissible under applicable law, whichever is less. If you use a credit card for payment, you authorize Even Health to automatically renew your subscription and charge the then-current renewal fees to the credit card associated with your account unless you notify Even Health in writing no less than thirty (30) days before expiration of your then current subscription that you do not want to renew.
3. PASSWORDS & SECURITY
You are responsible for keeping your passwords secure, and you agree not to disclose your passwords to any third party. You are solely responsible for any activity that occurs under your user names and accounts, including any sub-accounts . If you lose your passwords or the encryption keys for your accounts, you may not be able to access your backup data. You must notify Even Health immediately of any unauthorized use of your accounts or any other security breach related to the Service. If Even Health determines that a security breach has occurred or is likely to occur, Even Health may suspend your accounts and require you to change your user names and passwords.
4. USE OF SERVICES & SOFTWARE

4.1 Terms of Use
Subject to these Terms, Even Health grants you a limited, non-exclusive, non-transferable and revocable license to access the Site and use the Services and Software, [and/or Platform?]. You may install and use the Software in executable form only on the number and type of devices that are specified in the then-current documentation for your account type as described on the Site or as specified in other transaction documentation provided by Even Health or an authorized reseller. You acknowledge that certain third-party code may be provided with the Software and that the license terms accompanying that code will govern its use.Any and all user-generated content that is created as a result of the User using the Software will be owned by the Company and licensed to the User.You acknowledge that Even Health, either directly or through one or more third party licensors, owns all right, title, and interest in and to the Products, including all intellectual property rights. Except for the license granted in these Terms, Even Health and its licensors retain all rights in the Products, and no implied licenses are granted to you.You specifically agree that you will not, nor will you permit or instruct another person to:
- 4.1.1. sublicense, lease, rent, loan, transfer or distribute any portion of the Products;
- 4.1.2. modify, adapt, translate, or create derivative works from the Products;
- 4.1.3. decompile, reverse engineer, disassemble or otherwise attempt to derive source code from the Products; or
- 4.1.4 remove, obscure, or alter any trademark, copyright or other proprietary rights notices displayed in the Software or on the Site.The following is a non-exhaustive list of actions forbidden by the User:
- - 4.1.1 Tampering with the Software;
  - 4.1.2 Illegally copying or acquiring a copy of the Software;
  - 4.1.3 Testing the vulnerability of the Software;
  - 4.1.4 Circumventing any security measures provided by the Software;
  - 4.1.5 Using a non-public area of the Software;
  - 4.1.6 Providing knowingly false information to the Company;
  - 4.1.7 Violating the law with your use of the Software; and
    The Software may contain bugs, errors, or other such issues. The Company, in its discretion, may replace or update the Software at any time.
- 4.2 Consent to Use of Data
  You agree that Even Health may collect and use technical data and related information, including but not limited to technical information about your device, system and application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, product support, and other services to you (if any) related to the Products. Even Health may use this information, as long as it is in a form that does not personally identify you, to improve its products or to provide services or technologies to you.
  
  The Software may require certain User system requirements, whether for a personal computer, mobile device, or other device, that if not included with the User’s device may restrict or interfere with User use of the Software. The Company does not include any express or implied warranties regarding use with all systems.
- 4.3 External Services
  The Products may enable access to the Company’s and/or third-party services and websites (collectively and individually, "External Services"). You agree to use the External Services at your sole risk. The Company is not responsible for examining or evaluating the content or accuracy of any third-party External Services and shall not be liable for any such third-party External Services. Data displayed by any External Services, including but not limited to financial, medical and location information, is for general informational purposes only and is not guaranteed by the Company or its agents. You will not use the External Services in any manner that is inconsistent with the Terms or that infringes the intellectual property rights of the Company or any third party. You agree not to use the External Services to harass, abuse, stalk, threaten or defame any person or entity, and that Even Health is not responsible for any such use. External Services may not be available in all languages or geographic locations, and may not be appropriate or available for use in any particular location. To the extent you choose to use such External Services, you are solely responsible for compliance with any applicable laws. Even Health reserves the right to change, suspend, remove, disable or impose access restrictions or limits on any External Services at any time without notice or liability to you.
5. SHARED CONTENT
The Platform may enable Users to share information between User devices and devices owned or controlled by others. If the User Entity or User chooses to use any such features, you agree that your use of these features, including any content submitted by you or a User, shall be at your sole risk and responsibility.
6. NOTICE TO U.S. GOVERNMENT END USERS
The Products and related documentation are "Commercial Items", as that term is defined at 48 C.F.R. §2.101, consisting of "Commercial Computer Software" and "Commercial Computer Software Documentation", as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable.Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished-rights are reserved under the copyright laws of the United States.
7. COMPLIANCE WITH LAWS & ACCEPTABLE USE
You are solely responsible for your conduct related to the Service and any data you store or share on the Service. You specifically agree that you will not use the Products to: violate any laws or regulations; infringe the intellectual property or other rights of third parties; transmit any material that is obscene or objectionable or that contains viruses or other harmful computer code or files such as Trojan horses, worms or time bombs.
8. INTELLECTUAL PROPERTY PROTECTION
Even Health respects the intellectual property of others and requires that users of the Service do the same. When you use the Products, you may not upload, store, share, display, post, e-mail, transmit or otherwise make available any material that infringes any copyright, patent, trademark, trade secret or other proprietary rights of any person or entity. If you commit repeated violations, Even Health may terminate your Subscription.
9. INDEMNITY
You are solely responsible for your conduct related to the Service and any data you store or share on the Service. You specifically agree that you will not use the Products to: violate any laws or regulations; infringe the intellectual property or other rights of third parties; transmit any material that is obscene or objectionable or that contains viruses or other harmful computer code or files such as Trojan horses, worms or time bombs.

9.1 YOUR INDEMNIFICATION OBLIGATIONS
You agree to defend, indemnify, and hold Even Health, its suppliers, resellers, partners and their respective affiliates harmless from and against any claims, liabilities, damages, losses and expenses, including reasonable attorney fees and costs, in connection with:

9.1.1 your use of the Products;
9.1.2 your violation of these Terms;
9.1.3 your violation of any third party right, including any intellectual property right; or
9.1.4 any claim that use of your data caused damage to a third party.
9.2 EVEN HEALTH INDEMNIFICATION OBLIGATIONS
Subject to any limitations on liability in these Terms or the EULA, Even Health agrees to defend, indemnify, and hold you and your respective affiliates harmless from and against any claims, liabilities, damages, losses and expenses, including reasonable attorney fees and costs, in connection with:

Even Health's violation of these Terms; or Even Health’s violation of any third party right, including any intellectual property right, caused by Even Health or the Products, Software, or Service.
9.3 SURVIVAL OF INDEMNIFICATION OBLIGATIONS
This indemnity obligation will survive the termination or expiration of your use of the Platform and these Terms.

10. CHANGES TO THE SERVICE & TERMS
Even Health reserves the right at any time to modify, suspend, or discontinue providing the Service, in whole or in part. In the event Even Health anticipates that any such action will significantly affect your use of the Service in an adverse way, Even Health will endeavor to provide you with advance notice by email, an in-client message or by posting relevant information on the Site.
Even Health reserves the right to modify these Terms at any time, and each such modification will be effective upon posting on the Site. All material modifications will apply prospectively only. Your continued use of any Products following any such modification constitutes your agreement to be bound by the modified Terms. To stay informed of any changes, please review the most current version of these Terms posted on the Site. If you do not agree to be bound by these Terms, you must stop using the Products immediately.
11. TERM & TERMINATION
These Terms, and any posted revisions, remain in effect as long as you continue to maintain an account or use the Services in any manner. You may terminate your account at any time, for any reason, by providing thirty (30) days written notice to Even Health at the address first listed above, via Certified U.S. Mail.
In addition, Even Health may terminate your account and these Terms immediately and without notice if you fail to pay any fees or invoices when due or otherwise fail to comply with these Terms.
On termination or expiration of your account or these Terms, you will no longer have the right to continue to use the Software and the Services, and you will no longer be able to access and restore your backup data. Also, you specifically agree that Even Health has no obligation to provide you or anyone else with a copy of your backup data and may automatically purge your backup data from Even Health systems.
12. EXPORT
You acknowledge that use of the Products may be subject to the export and import laws of the United States and other countries. You agree to comply with all export and import laws and regulations. In particular, you acknowledge that the Products may not be exported or re-exported to any U.S. embargoed countries or to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce Denied Persons List or Entity List. By using the Products, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use the Products for any purposes prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons.
13. ENTIRE AGREEMENT
These Terms constitute the entire agreement between you and Even Health and completely replace any prior agreements between you and Even Health in relation to the Products. If any part of these Terms is held invalid or unenforceable, that portion will be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions will remain in full force and effect. The failure of Even Health to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. You agree that, except as otherwise expressly provided in these Terms, there will be no third-party beneficiaries to this agreement. You agree that any claim or cause of action related to these Terms or the use of the Products must be filed within one (1) year after the cause of action arose or be forever barred.
14. DISCLAIMER OF WARRANTIES
BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SOME OF THE EXCLUSIONS SET FORTH BELOW MAY NOT APPLY TO YOU.
YOU SPECIFICALLY AGREE THAT YOUR USE OF THE PRODUCTS IS AT YOUR SOLE RISK, AND THE PRODUCTS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. EVEN HEALTH, ITS SUPPLIERS, RESELLERS, PARTNERS AND THEIR RESPECTIVE AFFILIATES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. IN PARTICULAR, EVEN HEALTH, ITS SUPPLIERS, RESELLERS, PARTNERS AND THEIR RESPECTIVE AFFILIATES MAKE NO WARRANTY THAT (A) THE PRODUCTS WILL MEET YOUR REQUIREMENTS; (B) YOUR USE OF THE PRODUCTS WILL BE TIMELY, UNINTERRUPTED, SECURE OR ERROR-FREE; (C) ANY INFORMATION OBTAINED BY YOU AS A RESULT OF THE PRODUCTS WILL BE ACCURATE OR RELIABLE; AND (D) ANY DEFECTS OR ERRORS IN THE PRODUCTS WILL BE CORRECTED.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE PRODUCTS IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. YOU FURTHER ACKNOWLEDGE THAT THE PRODUCTS ARE NOT INTENDED OR SUITABLE FOR USE IN APPLICATIONS THAT COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE.
15. LIMITATION OF LIABILITY
BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SOME OF THE EXCLUSIONS OR LIMITATIONS SET FORTH BELOW MAY NOT APPLY TO YOU.
YOU SPECIFICALLY AGREE THAT EVEN HEALTH, ITS SUPPLIERS, RESELLERS, PARTNERS AND THEIR RESPECTIVE AFFILIATES WILL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL , USE, DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSSES (EVEN IF THE PARTY YOU ARE SEEKING DAMAGES AGAINST HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM THE USE OR INABILITY TO USE THE PRODUCTS OR IN ANY WAY RELATING TO THE PRODUCTS.
IF YOU HAVE A PAID ACCOUNT, YOU AGREE THAT THE AGGREGATE LIABILITY OF EVEN HEALTH, ITS SUPPLIERS, RESELLERS, PARTNERS AND THEIR RESPECTIVE AFFILIATES FOR ANY AND ALL CLAIMS IN CONNECTION WITH THE PRODUCTS IS LIMITED TO THE AMOUNT PAID FOR THAT ACCOUNT DURING THE TWELVE (12) MONTH PERIOD BEFORE THE RELEVANT CLAIM. IF YOU HAVE A FREE ACCOUNT, YOU AGREE THAT THE AGGREGATE LIABILITY OF SIMPLEVISIT, ITS SUPPLIERS, RESELLERS, PARTNERS AND THEIR RESPECTIVE AFFILIATES FOR ANY AND ALL CLAIMS IN CONNECTION WITH THE PRODUCTS IS LIMITED TO TWENTY US DOLLARS ($20 ). YOU SPECIFICALLY AGREE THAT THIS DAMAGES LIMITATION IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN YOU AND EVEN HEALTH.
16. GENERAL
These Terms and the relationship between you and Even Health will be governed by the laws of the State of Maryland, excluding its conflicts of law provisions. You agree to submit to the personal and exclusive jurisdiction of the courts located in Anne Arundel County, Maryland to resolve any dispute or claim arising from these Terms. As to intellectual property rights, you specifically agree that Even Health may file an action in any jurisdiction to protect or enforce its rights. The United Nations Convention on Contracts for the International Sale of Goods will not apply to these Terms. You may not assign or transfer any of your rights or obligations under these Terms to a third party without the prior written consent of Even Health. Even Health may freely assign this Agreement.
17. CONTACTING EVEN HEALTH
Customers with questions about these Terms may contact Even Health via e-mail at: info@even.health

End User License Agreement

This End User License Agreement (“EULA” or “Agreement”) sets forth the terms by which you or your agent (the “User”) may access and use the Even Health online services ("Services"), the Even Health website ("Site"), and the client software distributed with this Agreement and any other software provided by Even Health, including any updates and accompanying documentation thereto (collectively, "Software"). Collectively, the Software, the Site and the Services may be referred to as the "Products" or “Platform.”

Users access the Platform via a web-based portal on the user’s PC, Mac device, mobile phone web browser (“Portal”) or through an iOS/Android mobile application downloaded to the user’s mobile device via a web portal download of a mobile application (“App”), through which individuals can access emotional health resources and connect with support groups and individuals who provide counseling and social support by utilizing targeted functionalities including but not limited to microphone and video communications.

By using the Platform you agree to the terms detailed in this EULA. The User may not use the Platform and may not accept this EULA if the User is not authorized to do so, whether by law or otherwise. Please review this EULA and print a copy for your records.

Disputes about this agreement or relating to the Platform generally must be resolved by binding arbitration and on an individual basis only. See Section 5 of this end user license agreement for more details.

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1. License
The use of the Platform is strictly provided by license from the Company to the User. If, as detailed further herein, the Company or User terminates this EULA, any license associated with the EULA will terminate. Until termination, the Company grants to the User a personal, limited, and nonexclusive license to use the Platform. The license is not transferrable or assignable.
The following shall apply with respect to Apple:
1.1 Acknowledgement
Each party acknowledges that the Terms, this Agreement, including this end user license, is concluded between the User and the Company, and not with Apple, and the Company, not Apple, are solely responsible for the Platform, and the content thereof.
1.2 Maintenance and Support
The Company is solely responsible for providing any maintenance and support services with respect to the Platform and/or any Access Software. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Platform and/or any Access Software.
1.3 Warranty
In the event of any failure of the Platform to conform to any applicable warranties in this Agreement, User may notify Apple, and Apple will refund the purchase price for the Platform to you; and that, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Platform, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be your sole responsibility.
1.4 Product Claims
We, not Apple, are responsible for addressing any your claims or any third party claims relating to the Platform or your possession and/or use of the Platform, including, but not limited to: (i) product liability claims; (ii) any claim that the Platform fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
1.5 Intellectual Property Rights
In the event of any third party claim that the Platform and/or any Access Software or your possession and use of the same infringes a third party’s intellectual property rights, we, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
1.6 Third Party Beneficiary
You acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this end user license, and that, upon your acceptance of the terms and conditions of this end user license, Apple will have the right (and will be deemed to have accepted the right) to enforce it against you as a third party beneficiary thereof.

1.1 Acknowledgement
Each party acknowledges that the Terms, this Agreement, including this end user license, is concluded between the User and the Company, and not with Apple, and the Company, not Apple, are solely responsible for the Platform, and the content thereof.
1.2 Maintenance and Support
The Company is solely responsible for providing any maintenance and support services with respect to the Platform and/or any Access Software. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Platform and/or any Access Software.
1.3 Warranty
In the event of any failure of the Platform to conform to any applicable warranties in this Agreement, User may notify Apple, and Apple will refund the purchase price for the Platform to you; and that, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Platform, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be your sole responsibility.
1.4 Product Claims
We, not Apple, are responsible for addressing any your claims or any third party claims relating to the Platform or your possession and/or use of the Platform, including, but not limited to: (i) product liability claims; (ii) any claim that the Platform fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
1.5 Intellectual Property Rights
In the event of any third party claim that the Platform and/or any Access Software or your possession and use of the same infringes a third party’s intellectual property rights, we, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
1.6 Third Party Beneficiary
You acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this end user license, and that, upon your acceptance of the terms and conditions of this end user license, Apple will have the right (and will be deemed to have accepted the right) to enforce it against you as a third party beneficiary thereof.

2. Notice to U.S. Government End Users
The Products and related documentation are "Commercial Items", as that term is defined at 48 C.F.R. §2.101, consisting of "Commercial Computer Software" and "Commercial Computer Software Documentation", as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable.
Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished-rights are reserved under the copyright laws of the United States.
3. Permitted Use
You agree not to use the Platform or the App or Portal or any aspect or feature thereof for any unlawful purpose or in any way that might harm, damage, or disparage any other party. Without limiting the proceeding sentence, you agree that you will not do, or attempt to do, any of the following, unless expressly authorized by us to do so:

3.1 alter or modify our Platform or the App or Portal, or make any electronic reproduction, adaptation, distribution, performance, or display of our Platform or the App or Portal, or any portion thereof, except to the extent required for the limited purpose of reviewing material on our Platform or through the App or the Portal;
3.2 sell, rent, lease, transfer, distribute, broadcast, display, provide, or otherwise assign to any third party any rights to our Platform or the App or the Portal, or related materials, other than your authorized use of the features of the Even Health Solution that you have fully paid for, in accordance with all applicable terms and conditions;
3.3 or modify any proprietary notice or labels on our Platform or the App or the Portal, or related materials, including author attribution and copyright notices, or use any of our trademarks as meta-tags on any other website or application;
3.4 use our Platform or the App or the Portal for any non-authorized commercial purpose or any illegal purpose, including any comparative or competitive research purposes;
3.5 copy, modify, erase, or damage any information contained on computer servers used or controlled by us or any third party;
3.6 use our Platform or the App or the Portal to violate any legal right of any third party, including any publicity or privacy right, copyright, or other intellectual property right, or to take any action that is harassing, libelous, defamatory, abusive, tortious, threatening, harmful, or otherwise objectionable;
3.7 access or use any password-protected, secure, or non-public areas of our Platform, or access data on our Platform not intended for you, except as specifically authorized in writing by us;
3.8 impersonate or misrepresent your affiliation with any person or entity;
3.9 use any automated means to access or use our Platform or the App or the Portal, including scripts, bots, scrapers, data miners, or similar software, or display our Platform or the App or the Portal, or portions thereof, in things (e.g., framing, scraping, etc.), without our express written permission;
3.10 attempt to or actually disrupt, impair, interfere with, alter, or modify our Platform or the App or the Portal, or any information, data, or materials posted and/or displayed by us;
3.11 attempt to probe, scan, or test the vulnerability of our Platform or the App or the Portal or breach any implemented security or authentication measures, regardless of your motives or intent; or
3.12 undertake, cause, permit or authorize the modification, creation of derivative works, translation, reverse engineering, decompiling, disassembling or hacking of all or part of our Platform or the App or the Portal or any other part thereof, except and solely to the extent permitted by law, or otherwise attempt to use or access any of our Platform or the App or the Portal other than as intended; or
3.13 attempt to interfere with or disrupt access to or use of our Platform or the App or the Portal by any User, processor, host, or network, including, without limitation, by submitting a virus, worm, Trojan horse, or other malicious code; or
3.14 post any content to the Platform or the App or the Portal that: (i) includes any profane, obscene, defamatory, discriminatory, threatening, menacing, harassing, or violent content; (ii) depicts or suggests nudity or sexual acts; (iii) promotes hatred, including against members of a protected group under federal, state, or local law (such as, for example, a group defined by race, gender, or national origin); (iv) is objectively shocking or disgusting; (v) depicts or suggests presently occurring illegal activity; (vi) includes unlicensed proprietary content of a third party, including, e.g., third-party content protected by copyright or trademark for which you do not have a license; (vii) breaches any duty of confidentiality you may have to a third party (e.g., discloses private information about a third party without consent); or (viii) is contrary to Even Health’s mission; or
3.15 use the Platform in any manner whatsoever that could lead to a violation of any federal, state or local laws, rules or regulations.

4. Warranty Disclaimer
YOU EXPRESSLY AGREE THAT ACCESS TO AND USE OF THE PLATFORM, APP OR THE PORTAL IS AT YOUR SOLE RISK. THE PLATFORM, APP AND THE PORTAL, AS APPLICABLE, ARE PROVIDED ON AN “AS IS” AND AN “AS AVAILABLE” BASIS. WE DO NOT MAKE, AND HEREBY DISCLAIMS, ANY REPRESENTATIONS OR WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, REGARDING THE PLATFORM, APP OR THE PORTAL, INCLUDING (WITHOUT LIMITATION) IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, AND ANY WARRANTIES ARISING BY COURSE OF DEALING OR CUSTOM OF TRADE. WE MAKE NO REPRESENTATION OR WARRANTY THAT THE PLATFORM, APP OR THE PORTAL WILL MEET YOUR REQUIREMENTS, OR THAT YOUR ACCESS TO AND USE OF THE PLATFORM, APP OR THE PORTAL WILL BE UNINTERRUPTED OR ERROR-FREE, FREE OF VIRUSES, MALICIOUS CODE, OR OTHER HARMFUL COMPONENTS, OR OTHERWISE WILL BE SECURE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. ACCORDINGLY, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
YOU ACKNOWLEDGE AND AGREE THAT THE PLATFORM, APP AND THE PORTAL, OR ANY PART THEREOF, ARE NOT FAULT TOLERANT AND ARE NOT DESIGNED OR INTENDED FOR USE OR LICENSING AS ON-LINE CONTROL EQUIPMENT IN HAZARDOUS OR “LIFE AND DEATH” ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE, SUCH AS IN THE OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION OR COMMUNICATIONS, AIR TRAFFIC CONTROL, DIRECT LIFE SUPPORT MACHINES OR WEAPONS SYSTEMS, IN WHICH THE FAILURE OF THE EVEN HEALTH PLATFORM, OR ANY PART THEREOF, COULD LEAD DIRECTLY TO DEATH, PERSONAL INJURY OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE, I.E. “CRITICAL CONTROL APPLICATIONS”. YOU SHALL BE SOLELY RESPONSIBLE FOR, AND SHALL INDEMNIFY AND HOLD US HARMLESS FOR, ANY USE OR INCORPORATION OF THE APP OR THE PORTAL, OR ANY PART THEREOF, INTO YOUR PRODUCTS PERFORMING ANY CRITICAL CONTROL APPLICATIONS.
5. Limitation on Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, IN NO EVENT SHALL WE OR ANY OF ITS AFFILIATES, PARTNERS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS, SUCCESSORS, OR ASSIGNEES BE LIABLE TO YOU (INCLUDING ANY OF YOUR PARTNERS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS, SUCCESSORS, OR ASSIGNEES) FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, WHETHER ARISING IN CONTRACT, EQUITY, TORT, OR OTHERWISE (INCLUDING BREACH OF WARRANTY, NEGLIGENCE, AND STRICT LIABILITY IN TORT), INCLUDING, WITHOUT LIMITATION, DAMAGES ARISING FROM DELAY, LOSS OF GOODWILL, LOSS OF OR DAMAGE TO DATA, INTERRUPTION IN USE OR AVAILABILITY OF DATA, LOSS OF USE OF MONEY OR USE OF PRODUCTS, LOST PROFITS, REVENUE OR SAVINGS (ACTUAL OR ANTICIPATED), OR OTHER ECONOMIC LOSS ENSUING FROM OR IN CONNECTION WITH THE APP OR THE PORTAL, EVEN IF WE OR ANY OF OUR AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
IF, DESPITE THE FOREGOING LIMITATION OF LIABILITY FOR DAMAGES, A COURT OR OTHER TRIBUNAL OF COMPETENT JURISDICTION DECIDES TO AWARD MONETARY DAMAGES TO YOU FOR ANY CLAIM OR CAUSE OF ACTION ARISING FROM THE SAME, THE AMOUNT OF MONETARY DAMAGES FOR SUCH CLAIM OR CAUSE OF ACTION SHALL BE NO GREATER THAN THOSE AMOUNTS SPECIFIED IN THE TERMS.
YOU UNDERSTAND AND AGREE THAT YOU ARE PERSONALLY RESPONSIBLE FOR YOUR BEHAVIOR IN CONNECTION WITH THE PLATFORM, APP OR PORTAL. YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD US HARMLESS, OUR PARENTS, SUBSIDIARIES, AND AFFILIATES, AND OUR AND THEIR RESPECTIVE DIRECTORS, OFFICERS, PARTNERS, EMPLOYEES, AGENTS, CONTRACTORS, SUCCESSORS, AND ASSIGNS FROM AND AGAINST ALL CLAIMS, DEMANDS, LAWSUITS, DAMAGES, LIABILITIES, LOSSES, COSTS, OR EXPENSES (INCLUDING, BUT NOT LIMITED TO, REASONABLE FEES AND DISBURSEMENTS OF COUNSEL AND COURT COSTS), JUDGMENTS, SETTLEMENTS, AND PENALTIES OF EVERY KIND ARISING FROM OR RELATING TO ANY VIOLATION OF THIS AGREEMENT AND ANY ACTIVITY RELATED TO YOUR USE OF THE PLATFORM, APP OR PORTAL.
6. Miscellaneous

6.1 Governing Law and Disputes
Maryland state law governs this EULA without regard to its conflicts of laws provisions. Any disputes or claims relating to the Platform, the Terms, or this EULA will be resolved by binding arbitration in accordance with the Federal Arbitration Act. However, the User may assert claims in small claims court in Anne Arundel County, Maryland and may seek injunctions or other forms of equitable relief when necessary. Any dispute must be brought by the User in the User’s individual capacity and not in a class action lawsuit or similar class or representative proceeding. By using the Software, the Company and the User agree to waive any right to a lawsuit and/or trial by jury. You agree that we will not be liable to you or to any third party for termination of your access to, or use of, the App or the Portal as a result of any violation of the agreement or for any reason at all.
6.2 Entire Agreement
This Agreement constitutes the entire agreement between you and us, and supersedes any and all prior agreements, negotiations, or other communications between you and us, whether oral or written, with respect to the subject matter hereof, and, except as expressly provided herein, cannot be modified except in a writing signed by both parties.
6.3 Severability
In the event that any provision of this Agreement is held to be invalid or unenforceable, then: (a) such provision shall be deemed reformed to the extent strictly necessary to render such provision valid and enforceable, or if not capable of such reformation shall be deemed severed from this agreement; and (b) the validity and enforceability of all of the other provisions hereof, shall in no way be affected or impaired thereby.
6.4 Injunctive Relief
Nothing herein shall prevent either party from seeking immediate injunctive relief if, in its judgment, such relief is necessary to protect its interests under this Agreement or the Terms. Such remedy shall be in addition to all other remedies, including monetary damages (subject to the limitations on liability herein and in the Terms), available to such party at law or in equity. You also agree that any violation by you of this Agreement will constitute an unlawful and unfair business practice that will cause irreparable harm to us for which monetary damages would be inadequate. These remedies are in addition to any other remedies we may have at law or in equity.
6.5 Waiver
No failure or delay in enforcing any provision, exercising any option, or requiring performance, shall be construed to be a waiver of that or any other right in connection with the agreement.
6.6 Assignment
You may not assign, by operation of law or otherwise, any rights or delegate any duties under the agreement to any third party, including in connection with a merger or change of control, without prior written consent by us. Any purported assignment lacking such consent will be void at its inception. We may assign all or any part of our rights and/or delegate all or any part of our duties under the Agreement to any party, at any time, in our sole discretion, without notice.