TERMS AND CONDITIONS

Last updated: May 17, 2020

IMPORTANT – Please carefully read the general terms and conditions of this end user license agreement (the “Terms”). 

 

ACCEPTANCE 

Our personalized health monitoring solution is designed to continuously and automatically detect falls, assess fall risk and provide early warnings of potential health problems (the “Alerts”) by using smart watches with our artificial intelligence driven analytics (the “Product”, and the “Services”). Our software is embedded in the Product (the “Software”). The Software shall be subject to these Terms. 

Please read these Terms carefully before using the Product or engaging with any part of the Services, as they constitute a legally binding agreement between you and the Company.

ANY ACCESS OR USE OF THE PRODUCT OR THE SERVICES IS SUBJECT TO AND CONDITIONAL UPON AGREEMENT TO AND COMPLIANCE WITH THESE TERMS. BY ACCESSING OR USING THE PRODUCT OR THE SERVICES, YOU SIGNIFY YOUR CONSENT TO BE BOUND BY THESE TERMS AND WARRANT AND REPRESENT THAT (i) YOU ARE OF AT LEAST 18 YEARS OF AGE AND (ii) YOU HAVE THE CAPACITY TO FORM A BINDING CONTRACT. 

AMENDMENTS TO THE TERMS

We may change these Terms from time to time, without any notice. Changes will take effect once they are posted online and by using the Products and/or the Services after we make any such changes to these Terms, you are deemed to have accepted such changes. If you do not agree with any of the amended Terms, you must avoid any further use of the Services and/or the Product.

REGISTRATION, ELIGIBILITY AND STATEMENTS

In order to access and use our Services, you will be required to provide us with certain mandatory information such as user’s name, date of birth, telephone number, caregiver telephone number and user’s address for delivery of the smart health watch, as well as other data concerning user’s height, weight, age, chronic illnesses, medications, and past events including falls during recent months

The user warrants and represents that the information provided is accurate and complete. You agree not to fill in a form for anyone else or use another person’s details without their permission. You must notify us immediately if you become aware of any breach of security or unauthorized use of your information. 

SHIPMENT AND DELIVERY 

We offer deliveries using a third party service provider. After a purchase has been made and we received a payment confirmation on your order, the deliver will be effectuated within 7 business days from order confirmation. The service is available from 9am to 5pm. We are not responsible or liable for any activities or conduct of such service provider, and you agree to hold us harmless, and expressly release us, from any and all liability arising from or in connection with any delivery or shipments you require as part of the services.

CANCELLATION AND RETURNS 

Merchandise in its original condition may be returned for a refund within 30 days of purchase. If you are not completely satisfied with the Service, or you think that there is a defect or malfunction in the Product, please contact our customer support immediately, at +972-54- 940- 7586; +1-617-447-3553. 

PRIVACY

Please read our Privacy Policy which is available at {privacy policy}, which explains how we process your personal data and sets out your information rights. To the extent that you are also an end-user of the Product and/or Services, note that the terms and conditions of the consent form in the form provided to you, are hereby incorporated by reference.

LICENSE; CUSTOMER CONDUCT

Company hereby grants you, a non-exclusive, non-transferable, non-sublicensable limited license to use the Software embedded in the Product subject to these Terms. Neither this Agreement nor the Software may be sold, leased, sublicensed, assigned or otherwise transferred by the Customer, in whole nor in part; the use of the results of the Services generated via the Software, will be made at your own risk.

You grant to us a royalty-free right to use your data and content in order to provide the Alerts and otherwise as set forth in the consent form.

Access and Use. Access and use of any portion of the Service is permitted only for your own personal use and only as long as you are in compliance with these Terms. We may, for any or no reason, in our sole discretion and without notice or liability to you or any third party, refuse Service or terminate the Service at any time, and may immediately suspend or terminate your account (if any) and block any and all current or future access to and use of the Service (or any portion thereof), without derogating from any other right or remedy that we may have by law, equity or otherwise. Grounds for such termination may include, but are not limited to, our determination that you violated the letter or spirit of these Terms or an infringement of the rights of others or any applicable laws or regulations. You acknowledge that we may, in our sole discretion and at any time(s), change or discontinue providing any part of the Service. In addition, we may, from time to time, perform maintenance upon the Service resulting in interrupted service, delays or errors in the Service. Although we try to make the Service always available to you, we cannot make any guarantee and will not be held liable for any service disruptions, whether temporary or not. 

In connection with the Services, you agree (i) to abide by all applicable laws and regulations, and (ii) only make use of information that you own or have a right to use. Without limiting the above, you may not: (1) allow or facilitate a third party, to violate or infringe any rights of us or others or our policies or the operational or security mechanisms of the Service; (2) use the Service in any way that restricts or inhibits the use of the Service; (3) alter, delete, forge, frame, copy, publicly display, publicly perform, rent, sell, hyper-link, create derivative works from or otherwise interfere with or in any manner disrupt, circumvent, or compromise, any part of the Service (including without limitation trade marks, service marks and logos contained in the Product or and part of the Service (“Marks“) but excluding content provide entirely by you); (4) access or attempt to access any of our systems, programs or data that are not made available for public use, or attempt to bypass any registration processes on the Service or any of the Service’s security and traffic management devices; (5) use any robot, spider, other automated device or any tool-bar, web-bar, other web-client, device, software, routine or manual process, to access the Service, submit content, or monitor or scrap information from the Service, and (6) create or provide any other means through which the Service may be accessed, for example, through server emulators, whether for profit or not. 

Proprietary Rights. The Product and the Services, including without limitation the Software and Marks, are protected by service marks, patents or other proprietary rights, both with respect to the Product or the Services and as a collective work or compilation, pursuant to Israeli laws, foreign laws  and international conventions. You acknowledge and agree that we (or its licensors) own and will own all intellectual property rights in or relating to the Services, the Product (including without limitation to the Software (and excluding the watch) and our Marks. Subject to the foregoing, any rights to the Product and Software, the Services or the Marks not expressly granted herein are reserved by us. We make no claim of ownership as to the trademarks of any third party linked or displayed on the Product or the Service, or with respect to any publisher or publication mentioned on the Service. 

Restrictions. You shall not: (1) copy, distribute, adapt, translate, reverse engineer, decompile, disassemble or modify any part of our Product or Services without our express prior written authorization; (2) use, modify, create derivative works of, transfer (by sale, resale, license, sublicense, download or otherwise), reproduce, distribute, display or disclose or otherwise make available to any other person the Product, any features or functionality of the Product, or any information generated by or results arising from the operation of the Software, other than such information or results contained in any Warning prepared for Customer for internal use by Customer’s clinician; (3) interfere with or disrupt servers or networks connected to our Product and Services; (4) use or launch any automated system (including without limitation, “robots”, “spiders”, or otherwise) to access our Services; (5) copy any source code for the purpose of mimicking the look and feel of our Product or Services; (6) circumvent, disable or otherwise interfere with security-related features of our Services or features that prevent or restrict use or copying of any content or that enforce limitations on use of our Services, and/or (7) sell, license, or exploit for any commercial or non-private purpose, any use or access to the Product and the Services or any content related thereto; (8) create a database by systematically downloading and storing all or any of the Content from our services; (9) forward any data generated from our Services without our prior written consent; (10) to transfer and/or assign the User’s Account’s password, even temporary, for third party (11) use our Services for any illegal, immoral or unauthorized purpose; (12) use any information generated by or results arising from the operation of the Software to harass others; (13) use the Services to knowingly access any confidential or other non-public information of any third party without such third party’s permission; (14) reverse engineer, disassemble, decompile, decode or otherwise attempt to gain access to the source code of the Software or any part thereof; (15) combine the Software or any part thereof with, or incorporate the Software or any part thereof in, any other programs; (16) use the Software for purposes of competitive analysis of the Software, the development of a competing software product or service or any other purpose that is to Company’s commercial disadvantage; and (17) use the Software in any manner that could harm, infect, take over, disable, overburden, or otherwise impair any computer systems.

 

WARRANTY DISCLAIMERS 

THE PRODUCT AND THE SERVICES AND ANY CONTENT ASSOICATED THEREWITH ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. EXCEPT AS EXPRESSLY PROVIDED FOR IN THESE TERMS, WE AND OUR SUPPLIERS DISCLAIM ALL OTHER WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES, TERMS AND CONDITIONS OF MERCHANTABILITY, ACCURACY, CORRESPONDENCE WITH DESCRIPTION, FITNESS FOR A PARTICULAR PURPOSE OR USE AND SATISFACTORY QUALITY, AND NON-INFRINGEMENT TO THE FULLEST EXTENT PERMITTED BY LAW.  

WE DO NOT GUARANTEE THAT OUR SERVICES WILL BE FREE OF BUGS, SECURITY BREACHES, OR VIRUS ATTACKS. OUR SERVICES MAY OCCASIONALLY BE UNAVAILABLE FOR ROUTINE MAINTENANCE, UPGRADING, OR OTHER REASONS. YOU AGREE THAT WE WILL NOT BE HELD RESPONSIBLE FOR ANY CONSEQUENCES TO YOU OR ANY THIRD PARTY THAT MAY RESULT FROM TECHNICAL PROBLEMS OF THE INTERNET, SLOW CONNECTIONS, TRAFFIC CONGESTION OR OVERLOAD OF OUR OR OTHER SERVERS. 

WE DO NOT GUARANTEE THAT THE PRODUCT AND/OR SERVICES WILL BE FREE OF BUGS.

EXCEPT AS EXPRESSLY STATED HEREIN AND IN OUR PRIVACY POLICY, WE DO NOT MAKE ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE SECURITY OF ANY INFORMATION YOU MAY PROVIDE OR ACTIVITIES YOU ENGAGE IN DURING THE COURSE OF YOUR USE OF THE PRODUCT OR SERVICES.

LIMITATION OF LIABILITY

NOTHING IN THESE TERMS LIMITS OR EXCLUDES ANY LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE, OR FOR FRAUD OR FRAUDULENT MISREPRESENTATION, OR FOR ANY OTHER LIABILITY WHICH CANNOT LEGALLY BE LIMITED.

SUBJECT TO THE AFOREMENTIONED:

      1. NEITHER WE OR YOU SHALL BE LIABLE FOR ANY SPECIAL, INDIRECT OR CONSEQUENTIAL LOSSES, AND ANY LIABILITY WE OR YOU HAVE SHALL BE LIMITED TO FORESEEABLE LOSSES; 
      2. WE SHALL NOT BE LIABLE OR RESPONSIBLE FOR ANY FAILURE OR DELAY OF THE SERVICE THAT IS CAUSED BY EVENTS OUTSIDE OF OUR REASONABLE CONTROL; AND
      3. OUR AGGREGATE LIABILITY TO YOU ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SERVICE SHALL NOT EXCEED THE AGGREGATED SERVICE FEE PER USER. 
      4. WE SHALL NOT BE LIABLE OR RESPONSIBLE FOR ANY FAILURE OR BUGS OF THE PRODUCT.
      5. WE SHALL NOT BE LIABLE OR RESPONSIBLE FOR ANY FAILURE OF THE CARE PROVIDER TO PROCURE THE RIGHT HEALTH CARE.

MEDICAL STATUS

THE PRODUCT DOES NOT, IN ANY WAY, CONSTITUTE MEDICAL ADVICE OR A SUBSTITUTE FOR SEEKING PROFESSIONAL ADVICE. DO NOT USE PROCUCT FOR SELF-DIAGNOSIS OR SELF-MEDICATION. WE EMPHASIZE THAT WE ARE NOT IN ANY WAY A HEALTH SERVICE PROVIDER OR A MEDICAL ORGANIZATION AND CANNOT GIVE OUT MEDICAL ADVICE OR DIAGNOSIS. ALWAYS SEEK THE ADVICE OF A HEALTHCARE PROFFESIONAL FOR ANY MEDICAL QUESTIONS YOU MAY HAVE. 

INDEMNITY

You agree to defend, indemnify and hold us, our affiliates, subsidiaries, related companies, and our and their respective officers, directors, employees, representatives, and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs and expenses (including but not limited to attorney’s fees) arising from: (1) your use of our Services and/or the Product; (2) your violation of any of these Terms; (3) your violation of any applicable law or regulation.

APPLICABLE LAW 

 

These Terms will be governed by the laws of the State of Israel. You and we both agree that the courts of the State of Israel will have exclusive jurisdiction. 

TERM AND TERMINATION 

These Terms are effective until terminated by either party with no prior written notice. If you no longer agree to these Terms, you must stop your use of access to our Product and Services. You agree that any termination of your access to the Service may be affected without prior notice, and acknowledge and agree that we may immediately deactivate your access or delete all your related information and files and bar any further access to such files or our Services. Further, you agree that we shall not be liable to you or any third-party for any termination of your access to our Services. 

GENERAL

These Terms, together with the commercial agreement to be entered with you, the Privacy Policy, the consent form and any other policy provided on our Website, comprise the entire agreement between you and us and supersedes all prior agreements pertaining to this Agreement’s subject matter. If any provision of these Terms is held to be contrary to law, such provision shall be construed, as nearly as possible, to reflect the original provision and the other provisions shall remain in full force and effect. The section titles in these Terms are solely used for convenience and have no legal or contractual significance. No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and any failure to assert any right or provision under these Terms shall not constitute a waiver of such term. These Terms, and any rights granted hereunder, may not be transferred or assigned by you, but may be assigned by us to a successor of all or substantially all of our business or assets. 

If you have any questions regarding our Terms, please feel free to contact us at: +972-54-940-7586; +1-617-447-3553.