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TERMS OF USE

Aivo Health, Inc. (“Company,” “we”, “us” or “our”) maintains these Terms of Service (these “Terms”) that describe the terms and conditions applicable to our services accessible through our website (the “Site”) or a mobile application (the “App” and together with the Site, the “Service”). Your use of the Service is subject at all times to these Terms and our privacy policy (“Privacy Policy”). Any inconsistencies between these Terms and the Privacy Policy shall be resolved by the Company in its sole and absolute discretion.

Important Information and Disclaimer

The key to treating chronic symptoms is to determine what is causing the pain or other symptoms.

The Aivo Service provides an educational program and services of an on-line health coach for people with chronic lower back pain.

Using the Aivo Service does not establish a doctor-patient relationship with the Company. Aivo Service is an educational program. The Aivo Program does not offer diagnosis or treatment for medical conditions. You must consult with your own doctors to make sure that your condition does not require immediate intervention. You need to be assured by your doctors that a mindfulness based cognitive-behavioral educational program focusing on the mind, is acceptable. You should also make sure that your doctor approves of any increase in activities that you might undertake.

The Aivo Service does not offer specific recommendations about the use of medications or about changing your use of medications. You should decide along with your physician if you should alter or stop any of your medications. In particular, stopping certain medications can cause physical or psychological symptoms if the process is not done carefully. Any changes in medications for anxiety, depression or pain should be managed in consultation with your physician. The program suggests that you review stressful events in your life and asks you to view them as important parts of how you are feeling, physically and psychologically. If you are in counseling, you should consult with your therapist or counselor to make sure that they think you can participate in this program. If you develop emotional difficulties during the course of taking this program, it is critical that you consult with your therapist or counselor. In addition we ask you to inform the Company about any adverse events as soon as possible.

The Aivo program contains a tremendous amount of information to help you understand how the mind can produce chronic symptoms and to help you live a full life while managing your pain. The Aivo educational program is a structured and comprehensive program that you can subscribe to if you want to understand cronic pain and its symptoms better and learn how to apply these concepts to your situation.

When you enroll in the Aivo Service you will be asked to accept these terms and conditions.

PLEASE READ THESE TERMS CAREFULLY BEFORE ACCESSING, DOWNLOADING OR USING THE SERVICE. BY ACCESSING, DOWNLOADING OR USING THE SERVICE, YOU WILL BE BOUND BY THESE TERMS.

BY SELECTING THE “YES” OR “DOWNLOAD” OR “SUBSCRIBE” BUTTON, YOU CONSENT TO BE BOUND BY ALL OF THESE TERMS. IF YOU ARE NOT WILLING TO BE BOUND BY THESE TERMS AND YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS OF THESE TERMS, THEN SELECT THE “NO” BUTTON OR DO NOT ACCESS THE SERVICE.

YOU MAY NOT USE THE SERVICE IF: (A) YOU CANNOT ENTER INTO A BINDING CONTRACT WITH COMPANY; (B) YOU ARE NOT ALLOWED TO RECEIVE PRODUCTS, INCLUDING SERVICES OR SOFTWARE, FROM THE UNITED STATES; OR (C) YOU HAVE PREVIOUSLY BEEN BANNED FROM USING THE SERVICE.

1. THE SERVICE

(a) General Description.

The Service provides you with (i) information and materials concerning chronic pain; (ii) the ability to connect with coaches and (iii) the ability to store data about your condition or health. The data and information you store in the Service is referenced as the “User Content”. We do not actively monitor your User Content nor will we have any obligation to respond to health or other issues raised or set forth in your User Content.

The scope of Service provider, User rights, and user responsibilities depend on the version of service purchased. If you are a user of the Basic Service you may be precluded from using certain portions, components, content, features, or resources of our Services. Premium Service typically requires a fee, which is either paid (i) by the user (“Consumer Premium Service”) or (ii) by a third party on behalf of the user (“Enterprise Premium Service”). We reserve the right to eliminate or modify any or all of the functionality of the Basic Service at any time without any prior notice to you.

(b) No Medical Advice.

The Site and Service do not include or represent the provision of medical advice by the Company. The Company does not offer medical advice or diagnoses or engage in the practice of medicine or any other professional service. Information and materials provided to you by us through the Service are solely for informational purposes only and are not intended to be, and do not constitute, a substitute for professional medical advice, diagnosis or treatment. You should seek the advice of your physician or other qualified medical professional if you have any questions or concerns regarding your medical condition, the use of any medication or medical device, your general or overall health, or any other concern or issue related to your personal wellbeing. If you engage with, receive advice from, or otherwise interact with a physician or other qualified medical professional through the Service, such professional will be solely liable and responsible for any advice, care or assistance provided.

(c) No Emergency Services.

The Service is for non-emergency purposes only. You should not attempt to access emergency care through the Services. If at any time you are concerned about your health, or think you are having an emergency, call 911 or use another appropriate means to access emergency or other medical services. The Service is not intended to, nor does it, establish or facilitate connections to emergency services, law enforcement, or any other kind of emergency or time sensitive service. If you are considering or committing an action that endangers your well-being, contact 911, contact a support service, or notify the police or other emergency service.

(d) License to Use Service.

Subject to the terms and conditions of these Terms and the Privacy Policy, the Company grants to you a limited, non-exclusive, non-transferable, non-sublicensable and revocable right and license to access and use the Service. The Company may terminate this license without notice in the event you fail to comply with these Terms or the Privacy Policy. Upon termination of the license, you must immediately cease accessing and using the Service and we will terminate your Account.

(e) Acceptance of These Terms.

You affirm that you are at least 18 years of age or older. By accepting these terms, you affirm that you are fully able and competent to enter into and abide by all of the terms and conditions set forth in these Terms.

(f) Limitations.

The license granted to you is subject to the following limitations. You shall not nor permit any other person to:

(i) in whole or in part, (1) modify, translate or create any derivative work of the Service, including any Company Content (defined below) or (2) copy, photocopy, reproduce, translate, disassemble, reverse engineer, decompile, or otherwise attempt to derive source code, underlying ideas, algorithms, structure, or organization of the Service;
(ii) modify, alter or remove any copyright, patent, confidentiality, trademark and other notices, labels or legends displayed in the Service, including in any Company Content;
(iii) sell, grant a security interest in or transfer reproductions of any Company Content or any part thereof for any purposes in any way not expressly authorized herein;
(iv) assign, rent, lease, distribute or license any Company Content or any part of the Service to others; or
(v) exploit the Service, including any Company Content or any of its parts, for any commercial purpose.

2. IP OWNERSHIP

(a) Company Content.

The Company shall retain exclusive right, title and interest (including all intellectual property rights) in and to all materials that are part of the Service (including past, present and future versions) (excluding User Content), including, without limitation: art, icons, graphics, layout, text, images, audio and/or video, designs, features, advertisements, logos, domain names, trade names and marks, and service marks, any and all copyrightable material, the “look and feel”, the compilation, assembly and arrangement of the materials of the Service, and all other materials or content made available in the Service (collectively, “Company Content”) and any such Company Content is protected from unauthorized use, copying and dissemination by applicable copyright, trademark, patent, publicity and other laws, rules, regulations and international treaties.

(b) Trademarks.

All words and logos in the Site and Service marked by the ™ or ® symbols are trademarks and service marks of the Company. All rights are reserved. All other trademarks and service marks appearing in the Service are the property of their respective owners. All rights are reserved. Use of any of our trademarks, service marks or names as “metatags” for any purpose other than as expressly authorized in these Terms is strictly prohibited.

(c) No Additional Rights.

Only those licenses expressly set forth in these Terms are granted. No other licenses are granted under these Terms, whether by implication, estoppel, course of conduct, or otherwise. Nothing in these Terms is intended to transfer any of the right, title and interest (including all intellectual property rights) from the Company and/or its licensors to you or any third party. If you are ever inadvertently or erroneous held or deemed to be the owner of any such rights, you agree to assign and hereby irrevocably assign to the Company or its licensors, as the case may be, all such rights as of the effective date of these Terms, and agree to execute all documents to implement and confirm the letter and intent of the foregoing.

(d) User Content.

All User Content shall be your sole and exclusive property.

3. ACCOUNT, FEES, BILLING METHODS AND TERMINATION

(a) Accounts.

By completing the registration process, you may establish a user account (“Account”), obtain a user ID and become a registered member (“User”), and access the Service. To create an Account, you must provide such information as may be requested during the registration process or requested from time to time at our sole discretion. You must provide truthful and accurate information during the Account registration process. As part of the Service, you will receive email and other communications from us relating to or deriving from your use of the Service. By disclosing your email and other contact information during the registration process, you agree that we and/or your Sponsor may send you such communications. You will no longer receive communications contemplated by these Terms once your Account is terminated or you opt-out of receiving such communications in accordance with the procedures set forth in the Privacy Policy.

You are solely responsible for all activity on or related to your Account, your User Content, and for the security of your computer, mobile device, and any other device that you use to access the Service. You should not reveal your Account password to other users or permit others to access your Account. All acts performed using your Account (including User Content) shall be deemed to be your acts. You shall promptly notify the Company of any changes to your Account information or if such information has been disclosed to a third party in violation of these Terms. You shall solely be responsible for any harm or liability that arises from any improper third party disclosure and/or use (including unauthorized third party use) of your Account (including User Content). If there is a risk of your Account (including User Content) being improperly used by a third party, you shall promptly take all reasonable measures to limit such use, including, without limitation by changing your password and notifying the Company. Under no circumstances shall the Company be liable to you for any loss you incur, including from the loss of your User Content, from your loss of any Account information (including user name, user ID or password), unauthorized access or use of your Account and/or from harmful or malicious code.

(b) Fees.

For the Basic Service you may create an Account, and access and use the Basic Service without paying any registration or subscription fees. However, the Company, in its sole and absolute discretion, may, from time to time, modify, amend, or supplement the terms and billing methods relating to fees and charges, and post those changes in the Service. Such modifications, amendments or supplements shall be effective immediately upon posting in the Service. If any change is unacceptable to you, your sole remedy is to cancel your Account and cease using the Service.

Users of the Consumer Premium Service are responsible for the fixed and periodic charges and fees (including prepayment plan fees for multiple periods or recurring monthly fees) you selected at the time of subscription. Applicable taxes, and other charges and fees incurred in order to access the Premium Services may also apply.

The Enterprise Premium Service is generally purchased by a third party enterprise customer (“Enterprise Customers”) for a specified period, and an Enterprise Customer generally provides the User with a unique activation code that allows the User to access certain Premium Service features purchased by such Enterprise Customer for a specified period. In such instances, the User’s access to Premium Service has been paid for by the Enterprise Customer, and the User will be able to use Premium Service features until the expiration of a specified term agreed between the Company and such Enterprise Customer.

Irrespective of which variant of Service you use, you must procure, provide and bear the expense for all equipment, software and other technologies and data access plans necessary to access the Service, including but not limited to: a personal computer or mobile device suitable to connect with the Service and an internet connection, sales taxes and any other fees and charges necessary to access the Service.

(c) Auto-Renewal.

Unless your Premium Services have been paid for by an Enterprise Customer, your Premium Service membership will automatically be extended for successive renewal periods of the same duration selected at the time of your purchase, at the then-current non-promotional subscription rate. Until you cancel, we will charge or debit your payment method at the beginning of your subscription. Your non-cancellation of the Premium Service or continued use of the paid subscription features of the Premium Service will reaffirm that we are authorized to charge you. If your credit or debit account has been closed or your payment method is otherwise invalid, your subscription may not renew and your subscription will be automatically downgraded to the Basic Service effective as of the end of your current billing cycle. The renewal charge will generally be the same as the prior period’s charge, unless we notify you in advance at the time of sign up or prior to the beginning of the renewal period as described above. If (i) you purchased a multiple-period prepayment plan or (ii) you were eligible for a promotional rate but are no long eligible for that rate, then your subscription will be offered to renew your subscription at our then-current non-promotional subscription rates at the start of the renewal period. If you wish to renew and we are currently offering promotional rates at such time, you must renew your subscription prior to the termination of your current plan. If you fail to renew your subscription for any Premium Services before its scheduled expiration date, then the then-current non-promotional subscription rate will apply.

(d). No Refund Policy.

All fees and charges assessed by the Company are non-refundable unless expressly provided otherwise in these Terms or pursuant to applicable law. The Company will not refund any fees or charges you pay or paid in connection with the Service. If you choose to cancel your subscription within your trial period, you will not be charged. Your Premium Service will expire within four days from the cancel date, and your account will revert to Basic Service. If you terminate your paid subscription for Premium Service after the trial period, your subscription will remain active until the end of your subscription period, and no subsequent charges will be processed.

(e) Cancellation of Premium Service Subscription.

You can cancel your subscription for our Premium Services during the trial period by contacting your coach directly, or by such other means as we may provide from time to time. We will do our best to confirm cancellation within 72hours of receiving the request. Cancellation triggers Termination of the Service. We reserve the right to collect fees, surcharges, or costs incurred before your cancellation takes effect. If you cancel your paid subscription for Premium Service, your Account will remain active and usable until the end of your then-current subscription period.

(f) Termination.

You have the right to terminate your Account and/or cease accessing and using the Service at any time by making a termination of service request on the clinic chat in the Service, over the phone, by email or written notice to the company official address. Your access to the Service will be terminated at the end of the Period when you made your request. You understand and agree that unless otherwise expressly provided for in these Terms, terminating your Account and ceasing access and use of the Service are your sole right and remedy with respect to any dispute.

Without limiting any other remedies, we may suspend or terminate your Account and your access to and use of the Service (or any portion thereof, including any User Data and User Content) at any time if you are, or we suspect that you are, failing to comply with these Terms or the Privacy Policy, with or without notice to you.

We reserve the right to stop offering and/or supporting the Service at any time for any valid commercial reason, at which time your license to access and use the Service will automatically be terminated without further action.

You understand and acknowledge that we are not responsible for notifying your Sponsor or any other third party of any termination, suspension, or cessation of your use of your Account or the Services. You understand that your Sponsor and any other third party may not receive any notice of such termination, suspension or cessation and it is your sole responsibility to provide all such notifications to your Sponsor or any other third party.

Termination of Membership through Enterprise Premium Service. For Enterprise Premium Services users, the Enterprise Customer paying for your Enterprise Premium Service subscription controls such an account (which may be different from your personal account) and may terminate your access to it. You agree that the Company will not be liable to you or any third-party for any termination or cancellation of your access to, or use of, our Premium Service that were originally provided to you by such Enterprise Customer. If you had Enterprise Service subscriptions paid through an Enterprise Customer but you are no longer eligible to receive such benefit from the Enterprise Customer, it is also possible that your Enterprise Premium Service account will terminate with the Company, and to access Premium Service you will have to sign up for a new account.

Data collected according to Privacy Policy during your use of the Service continues to be stored by Aivo after the termination, unless you expressly ask the company to remove your data according to CCPA GDPR or other applicable regulation.

If you have given your Consent for Research, that consent continues irrespective of termination.

4. CONDUCT 　

You agree that you will be personally responsible for your access and use of the Service and for all of your User Content and online activity in connection with the Service, and that you will indemnify and hold harmless the Company, its licensors, suppliers, partners, affiliates and their respective employees, officers, directors and agents (collectively, “Company Affiliates”) from all claims for liabilities, losses and expenses, including reasonable attorneys’ fees and costs, from third parties arising from such use, User Content and activity. Specifically, you will comply with these Terms, all applicable laws, rules and regulations governing the disclosure and use of third party property, including, without limitation, any and all intellectual property rights. Moreover, you agree not to engage in any of the following:

(a) Post, transmit, promote, distribute or provide links to illegal content.
(b) Harass, threaten, abuse, disparage, libel, slander, embarrass, or engage in any other disruptive behavior involving another user or any Company Affiliate.
(c) Transmit or facilitate distribution of content that is harmful, abusive, racially or ethnically offensive, vulgar, sexually explicit, defamatory, infringing, invasive of personal privacy or publicity rights, or in a reasonable person’s view, objectionable.
(d) Infringe upon the intellectual property rights of the Company or any third party.
(e) Alter, delete or cancel any other user’s profile information or User Content.
(f) Disrupt the flow of chat in chat rooms, forum or other communication areas within the Service with vulgar language, abusiveness, hitting the return key repeatedly or inputting large images so the screen goes by too fast to read, use of excessive shouting, using ALL CAPS in an attempt to disturb other users, “spamming” or flooding or posting repetitive text.
(g) Impersonate another person, indicate that you are a Company Affiliate, or attempt to mislead users by indicating that you represent Company or any Company Affiliate.
(h) Use any robot, spider, scraper, or other automated means (other than in accordance with these Terms and any Additional Terms) to access the Service for any purpose without our express written permission or bypass measures we may use to prevent or restrict access to the Service.
(i) Attempt to get a user ID, password, or other user information, or any other private information from a user. Company employees will NEVER ask for your password. DO NOT give your password, secret answers, or billing information out to anyone.
(j) Upload any content, including User Content that you do not own or have the right to license to the Company in accordance with these Terms.
(k) Engage in or promote or encourage any illegal or fraudulent activity including hacking, cracking or distribution of counterfeit software, or identity theft.
(l) Upload User Content or display URLs that contain harmful or malicious code or corrupted data.
(m) Post messages for any purpose other than personal communication, including, without limitation, advertising, promotional materials, chain letters, direct marketing, multi-level marketing programs and pyramid schemes.
(n) Make any commercial use of the Service, including using the Service as an Internet dating service website, use at a cyber café or any other location-based site.
(o) Improperly use support or complaint buttons or make false reports to Company.
(p) Use or distribute “auto” software programs, “macro” software programs or other “cheat utility” software program or applications.
(q) Modify, reproduce, distribute, delete or create derivative works of the Service, Company Content or any other users’ User Content displayed in the Service, or any component of such data or information.
(r) Solicit or attempt to solicit, and post, distribute or communicate any user’s personal information.
(s) Interfere with, hack into or decipher any transmissions to or from the servers running the Service.
(t) Exploit any bug in the Service or in any Company product to exploit it for commercial purposes. You agree not to communicate the existence of any such bug (either directly or through the public posting) to any other user or third party.
(u) Do anything that interferes with the ability of other users to enjoy the Service or that materially increases the expense or difficulty of Company in maintaining the Service for the enjoyment of all its users.
(v) Interfere or attempt to interfere with the proper functioning of the Service or connect to or use the Service in any way not expressly permitted by these Terms, including, without limitation, gain unauthorized access to any Company Content and other users’ User Content.
(w) Use the Service in violation of these Terms, the Privacy Policy, or any applicable laws, rules or regulations, or do anything that promotes the violation of any applicable laws, rules or regulations.
(x) Engage in any other conduct which the Company, in its sole and absolute discretion, deems to violate these Terms.

If you encounter another user who is violating any of the items described in the Conduct list above, please email us at info@aivohealth.com.

5 . THIRD PARTY CONNECTIONS

In using the Service, you consent to the disclosure and use of all of your User Content and other information collected by us to your Sponsor and for your Sponsor to:

(i) access all of the User Content that you post into the Service
(ii) send you communications or other messages through the Service, or
(iii) engage in other benefits that may be made available through the Service from time to time.

You are solely responsible for all User Content and acknowledge that the Company cannot and does not oversee how the Sponsor or any other third party uses your User Content or interacts with you. You are solely responsible for any act or omission that you take in response to any interaction with your Sponsor or a third party.

6. CHANGES TO TERMS

The Company may, from time to time, modify, amend, or supplement these Terms and post those changes on the Terms page. Such modifications or supplements shall be effective immediately upon posting in the Service. You are responsible for periodically checking the Service for changes to the Terms. You can determine when the Terms were last revised by referring to the “Effective Date” legend at the bottom of these Terms. If you do not agree to be bound by (or cannot comply with) the Terms as modified or supplemented, you should stop using the Site and Service. Your continued access and use of the Site and Service constitutes your agreement to be bound by the modified Terms.

7. DISCLAIMER OF WARRANTIES

YOU EXPRESSLY AGREE THAT THE USE OF THE SERVICE AND INTERNET IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS FOR YOUR USE, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, SATISFACTORY QUALITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. THE COMPANY PROVIDES THE SERVICE ON A COMMERCIALLY REASONABLE BASIS AND DOES NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE THE SERVICE AT TIMES OR LOCATIONS OF YOUR CHOOSING, OR THAT THE COMPANY WILL HAVE ADEQUATE CAPACITY FOR THE SERVICE AS A WHOLE OR IN ANY SPECIFIC GEOGRAPHIC AREA. YOUR ACCESS AND USE OF THE SERVICE IS AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER OR MOBILE DEVICE, LOSS OF DATA OR ANY OTHER DAMAGES OR LOSSES THAT RESULTS (DIRECTLY OR INDIRECTLY) FROM SUCH ACCESS OR USE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU.

8. LIMITATIONS OF LIABILITY

TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU ACKNOWLEDGE AND AGREE THAT, IN NO CASE SHALL ANY COMPANY AFFILIATE’S LIABILITY TO YOU IN RESPECT TO ANY ACT OR FAILURE TO ACT IN RELATION TO THE SERVICE EXCEED THE HIGHER OF US$100 OR THE AMOUNT PAID BY YOU IN CONNECTION WITH YOUR USE OF THE SERVICE. FURTHERMORE, IN NO CASE SHALL THE COMPANY AFFILIATES BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM PERSONAL INJURY, DAMAGE TO PROPERTY, LOSS OF PROFITS, DATA, USE, GOODWILL, BUSINESS INTERRUPTION, OR OTHER COMPARABLE LOSS) ARISING FROM YOUR ACCESS AND USE OF THE SERVICE, WHETHER BASED ON WARRANTY, PRODUCT LIABILITY, PERSONAL INJURY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT THE COMPANY OR ANY COMPANY AFFILIATE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE FOREGOING EXCLUSION OR THE LIMITATIONS OF LIABILITY FOR CERTAIN DAMAGES, IN SUCH JURISDICTIONS, THE COMPANY’S AND COMPANY AFFILIATES’ LIABILITY SHALL BE LIMITED TO THE FULL EXTENT PERMITTED BY APPLICABLE LAW. THE COMPANY DOES NOT ENDORSE, WARRANT OR GUARANTEE ANY THIRD PARTY PRODUCT OR SERVICE OFFERED THROUGH THE SERVICE AND WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. SPECIFICALLY, WE ARE NOT LIABLE TO YOU FOR ANY DAMAGE CAUSED BY THE ACTIONS OF ANY MEDICAL PROFESSIONAL OR ANY OTHER THIRD PARTY.

9. ASSUMPTION OF RISK

The Service is designed to provide you with health related information based upon your inputs to the Service and as interactions are recorded through the Service. The Service and any data supplied to you by the Company is not, nor a substitute for, appropriate professional advice. By granting you the right to use the Service, the Company does not assume any obligation or liability with respect to your health, physical condition, or mental condition. In no event will the Company be liable for any death or bodily injury that you suffer, or that you cause to any third party, in connection with or arising from your use of the Service or any activity that you undertake in connection with your use of the Service. You are solely responsible for your use of the Services and your health and medical condition and treatment. The Company will not be liable for any unauthorized disclosure of your personal information due to your own actions or omissions or that of your physician or other healthcare professional.

10. LINKS

For the convenience of our users, the Service may provide certain links to other applications, services and websites provided by third parties. The Company is not responsible for the content of any other applications, services or websites linked to or from the Service. If you follow any such links, you leave the Service and you do so entirely at your own risk. The Company provides links from the Service solely as a convenience to you and in no way should this be interpreted as a referral or endorsement of any content, sponsor or owner of any other applications, services and/or websites.

THE COMPANY DISCLAIMS ALL WARRANTIES, RESPONSIBILITIES, LIABILITIES, CONDITIONS OR OTHER TERMS EXPRESS OR IMPLIED AS TO ANY SUCH LINKED WEBSITE, INCLUDING, WITHOUT LIMITATION, AS TO ACCURACY, OWNERSHIP, VALIDITY OR LEGALITY OF ANY CONTENT OF A LINKED APPLICATIONS, SERVICES OR WEBSITES, AND FOR ANY OF YOUR INFORMATION COLLECTED OR USED BY ANY SUCH THIRD PARTIES.

11. GOVERNING LAW

The laws of the State of Delaware and the United States of America, without regard to conflicts of law provisions, will apply to all matters arising out of or in connection with the Service and your access and use thereof. By accessing and using the Service, you submit and consent to the exclusive jurisdiction of state and federal courts located in Cooks County, Illinois with respect to any dispute or cause of action (whether contractual or non-contractual) arising out of or in connection with these Terms, the Privacy Policy, and/or your access and use of the Service. In any action or proceeding to enforce the rights under these Terms, the prevailing party shall be entitled to recover their reasonable attorneys’ fees and costs.

12. INJUNCTIVE RELIEF

You acknowledge that the rights granted and obligations made hereunder to the Company are of a unique and irreplaceable nature, the loss of which shall irreparably harm the Company and which cannot be replaced by monetary damages alone so that the Company shall be entitled to injunctive or other equitable relief (without the obligations of posting any bond or surety) in the event of any breach or anticipatory breach by you. To the fullest extent permitted under applicable law, you irrevocably waive all rights to seek injunctive or other equitable relief and agree to limit your claims to claims for money damages (if any).

13. VOID WHERE PROHIBITED

The information provided through the Service are not intended for distribution to or use by any person in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject the Company to any registration requirement within such jurisdiction or country. The Company makes no representation or warranty that any material in the Service is lawful in every jurisdiction from which such content can be accessed, or is available for use in all jurisdictions.

THE SERVICE IS INTENDED FOR USE BY PERSONS AGE 18 OR OLDER. BY ACCESSING AND USING THE SERVICE, YOU REPRESENT AND WARRANT THAT YOU ARE 18 OR OLDER, AND THAT YOU AGREE TO AND TO ABIDE BY ALL OF THE TERMS AND CONDITIONS OF THESE TERMS, THE PRIVACY POLICY AND ADDITIONAL TERMS. IF YOU ARE UNDER THE AGE OF 18, THE COMPANY MAY IMMEDIATELY (WITHOUT NOTICE) TERMINATE THE LICENSES GRANTED HEREUNDER AND CANCEL YOUR ACCOUNT.

14. COMPLAINTS, NOTICE AND CONTACT INFORMATION

The Company takes claims of infringement of intellectual property rights and violation of rights including rights of privacy or publicity very seriously. If you believe that any of the material that is or was in the Service infringes or has infringed any rights, including copyrights or trademarks, owned by you, or by an owner for which you are authorized to act, please email us at info@aivohealth.com.

15. PRIVACY POLICY

The Company is committed to respecting your privacy and the confidentiality of your User Content. The Privacy Policy sets out additional terms on how the Company may collect, use, share and store your User Content and other information. If you object to your User Content or other information being used in the way set out in the Privacy Policy, you should not access or use the Site or Service.

We ask You to activate the screen lock feature of your phone and adjust the screen lock timer to a short period to ensure that your personally identifiable information and health data on your mobile phone are not accessible to others while you are logged into the Service.

16. RESTRICTIONS

The Service may be subject to international rules that govern the export of software. You shall comply with all applicable international and national laws that apply to the Service as well as end-user, end-use and destination restrictions issued by national governments. The Company is making the Service available to you on the condition that you certify that the use of the Service is not otherwise in violation of any applicable export control and sanctions regulations.

17. MISCELLANEOUS

If any provision of these Terms or the Privacy Policy is held to be invalid or unenforceable, that provision will be deemed to be restated to reflect as nearly as possible the original intention in accordance with applicable law, and the remainder of the Terms, the Privacy Policy will remain in full force and effect. These Terms and the Privacy Policy constitute the entire agreement between the parties with respect to the subject matter of these Terms and Privacy Policy and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter. Nothing in the foregoing sentence shall exclude or restrict the liability of you arising out of fraud or fraudulent misrepresentation. Any waiver of any provision of these Terms will be effective only if in writing and signed by the Company. The failure of either party to assert any right under these Terms shall not be considered a waiver of that party’s right which will remain in full force and effect. In addition, these Terms and the Privacy Policy, including the Company’s enforcement of those policies, are not intended to confer, and do not confer, any rights or remedies upon any person. You are not allowed to assign these Terms or any rights hereunder. The Company is allowed at its sole discretion to assign these Terms or any rights under these Terms to any third party, without giving prior notice to you. Our licensors may be entitled to enforce these Terms. There are no other third party beneficiaries to these Terms.

Any questions, comments or concerns regarding our Terms of Use can be sent to Aivo Health Inc. by e-mailing such questions to support@aivohealth.com or by regular mail addressed to: Customer Support at Aivo Health, Inc. 426 W Belmont Ave, Suite 1206, Chicago IL 60657.

Adopted: September 1, 2020

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Effective Date: September 1, 2020