Effective date: 2018-05-10
DH Platform SIA, an Latvian private limited company (“DH Platform,” “our,” “us,” or “we”) offers a platform-as-a-service product (“DeepH” or the “DeepH Platform”), which includes a mobile application (the “Mobile App”) and any associated email and web-based versions of the platform dashboard in DeepH (collectively the “DeepH Dashboard”). DeepH, among other things, is designed for people who want to improve their well-being, form long-term health habits and monitor their progress in their DeepH profile using online tools.
This End User Service Agreement (this “Agreement”) sets forth the legally binding terms for your use of and access to DeepH. By clicking the “I AGREE” button, installing the Mobile App or using DeepH, you agree to be bound by this Agreement as of such date (the “Effective Date”). IF YOU DO NOT AGREE WITH IT, YOU SHOULD NOT USE DEEPH OR INSTALL THE MOBILE APP, OR SHOULD DISCONTINUE USE THEREOF AND UNINSTALL THE MOBILE APP IMMEDIATELY.
Who we are
DH Platform provides technology solutions for the healthcare industry. DH Platform is not a health care provider or health insurance carrier and does not practice medicine or dispense medical or health-related advice.
Representations about you
You represent and warrant that you are 18 years of age or older and that the information that you provide to us about you, in connection with DeepH will be current, true, accurate, supportable and complete.
Subject to the terms of this Agreement, DH Platform hereby grants you a limited, non-exclusive and nontransferable license to (a) access DeepH via the DeepH Dashboard, (b) download, install and use the Mobile App on any smart phone, tablet or other mobile device that you own or control and (c) use the content, including text, pictures, videos, links and personalized information or instructions made available to you through the Mobile App or DeepH Dashboard (“Content”) for your personal, non-commercial use.
You shall not: (a) copy any element of DeepH, except as expressly permitted by this license; (b) modify, translate, adapt, or otherwise create derivative works or improvements of DeepH; (c) reverse engineer, disassemble, decompile, decode or otherwise attempt to derive or gain access to the source code of any element of DeepH; (d) remove, delete, alter or obscure any trademarks or any copyright, trademark, patent or other intellectual property or proprietary rights notice from DeepH; or (e) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer or otherwise make available DeepH or any features or functionality thereof to any third party for any reason. If for some reason these restrictions are prohibited by applicable law or by an agreement we have with one of our licensors, then the activities are permitted only to the extent necessary to comply with such law or license(s).
Reservation of rights
You acknowledge that the Mobile App is licensed, not sold, to you. DH Platform reserves all rights in and to DeepH not expressly granted to you under this Agreement. You do not acquire any ownership interest in the Mobile App or DeepH under this Agreement, including any copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in this Agreement. If you submit comments, suggestions, or other feedback regarding DeepH (“Feedback”), DH Platform will be free to use such Feedback for any purpose. “DH Platform,” “DeepH,” and all associated logos displayed within DeepH are our trademarks (unless otherwise noted).
(a) License granted to us in User Content
As part of DeepH, users may have the ability to submit text, photos and personalized information. To allow for this type of exchange, we need to provide that users who contribute Content (“User Content”) expressly permit the uses that we envision. We do not claim ownership rights in the User Content, however, if and only if you post or share User Content through the Mobile App or DeepH Dashboard, you hereby grant us a non-exclusive, fully-paid, royalty-free, fully sublicensable, transferable, irrevocable worldwide license under any of your applicable intellectual property or other rights protecting the User Content to use, display, reproduce and distribute the same (in whole or in part) in order to facilitate such posting or sharing.
(b) User Content you submit
You must not provide any User Content that is malicious, defamatory, pornographic, abusive or threatening, or that promotes illegal or immoral activities. It is important to us that users do not use DeepH to infringe the rights of others. You represent to us that, to your knowledge (a) you have the right to share the User Content via the Mobile App or the DeepH Dashboard; and (b) the posting and sharing of your User Content does not violate the privacy rights, publicity rights, copyrights, trademark rights, contract rights or any other rights of any person or entity. We reserve the right to remove any of User Content from DeepH in our sole discretion, including because it does or may infringe another party’s rights.
Maintenance and availability
Scheduled system maintenance shall take place from time to time, and during such time, updates to DeepH or elements thereof may be unavailable. Emergency maintenance may be required at other times in the event of system failure. DeepH or some aspects thereof may require a wireless Internet connection. We make no representation that DeepH is available or permitted in any particular location. You use DeepH at your own initiative and are responsible for compliance with any applicable laws in connection with your use thereof. DH Platform may also impose limits on the use or access to DeepH as required by law. DeepH is not designed for the delivery of time sensitive or life critical medical or health-related communications. User specifically acknowledges that outages and downtime may occur in communicating via DeepH, including via the Mobile App.
Term and termination
The term of this Agreement and the license and other rights granted herein commence on the Effective Date and continue until terminated by DH Platform or you. You may terminate this Agreement by deleting the Mobile App and all copies of it from your mobile device. DH Platform may terminate this Agreement at any time without notice if it ceases to offer DeepH or support the Mobile App, which it may do in its sole discretion, or if you fail to comply with one or more terms of this Agreement. Upon termination of this Agreement: (a) all license and other rights granted to you under this Agreement will terminate; and (b) you must cease all use of DeepH and destroy all copies, full or partial, of the Mobile App. You acknowledge that DH Platform may restrict, modify, or terminate this Agreement, without liability, for its convenience, or if you violate this Agreement or any law, rule, or regulation.
Regarding Apple, Inc., Google Inc. and other App Store Providers: You acknowledge that this Agreement is between you and DH Platform and not with Apple, Inc. (“Apple”), Google Inc. (“Google”) or any provider of any application marketplace (each an “App Store Provider”) and that DH Platform (not the applicable App Store Provider) is responsible for the Mobile App or DeepH. YOU ACKNOWLEDGE AND AGREE THAT NO APP STORE PROVIDER MAKES ANY WARRANTIES OR HAS ANY OBLIGATIONS WHATSOEVER UNDER THIS AGREEMENT OR HAS ANY WARRANTY OBLIGATIONS WITH RESPECT TO THE APPLICATION OR THE SERVICE. If you are using the Mobile App on any iOSbased device, this license is granted to you only as permitted by and subject to any applicable Usage Rules set forth in the Apple App Store Terms and Conditions and Apple and its subsidiaries, are third party beneficiaries of this Agreement. If you are using the Mobile App on any Android-based device, this license is granted to you only as permitted by and subject to any applicable Android Market Terms of Service established by Google.
Disclaimer of warranties and acknowledgements
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE DEEPH PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND WE HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH RESPECT THERETO, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, QUIET ENJOYMENT, AND NONINFRINGEMENT. WE DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN DeepH WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION THEREOF ANY SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN DeepH WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION OR ADVICE THAT WE GIVE SHALL CREATE A WARRANTY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY.
Limitation of liability
IN NO EVENT SHALL DH PLATFORM OR ITS AFFILIATES BE LIABLE FOR ANY INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER ARISING OUT OF OR RELATED TO DEEPH, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, OR OTHERWISE) AND EVEN IF DH PLATFORM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL DH PLATFORM OR ITS AFFILIATES HAVE AGGREGATE LIABILITY HEREUNDER FOR DAMAGES IN EXCESS OF THE LESSER OF $50 OR THE AMOUNT YOU PAID FOR DEEPH, IF ANY, IN THE THREE (3) MONTHS PRECEDING THE CLAIM. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY OR EXCLUSION OF CERTAIN DAMAGES, SO THIS LIMITATION MAY NOT APPLY.
Any amendments to and waivers under this Agreement shall only be valid if made in writing and signed by an executive of DH Platform or published on the DeepH website, or in the case of user, accepted via a click-to accept mechanism.
Neither party shall be in default for failing to perform any obligation hereunder if such failure is caused solely by supervening conditions beyond the parties’ respective control, including without limitation acts of God, civil commotion, strikes, terrorism, failure of third party networking equipment, illegal acts of third parties, failure of the public Internet or changes in the accessibility of third party websites, power outages, labor disputes or governmental demands or restrictions (“Force Majeure Event”).
The laws of Republic of Estonia, excluding its conflicts of law rules, govern this Agreement and the provision of DeepH services.
This Agreement constitutes the entire agreement between us regarding DeepH. The section titles in this Agreement are for convenience only and have no legal or contractual effect. This Agreement operates to the fullest extent permissible by law.
You may not transfer or assign this Agreement or any of your rights or obligations hereunder without our prior written consent, and any attempt to do so shall be null and void. If any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions.