These terms and conditions of use (“Terms of Use” Link?) apply to all users (“Users”) of the Calarity application and govern their use of the application and all online interfaces and properties, including Calarity application and electronic mail owned and controlled by Calarity, Inc. (“Calarity,” “we,” “us” or “our”) and the services available to Users (the “Services”). “Users” “You” and “Your” refer to both Users and Clinician User as those terms are defined in the Privacy Policy www.calarity.com/privacy which you accept by consent to these Terms of Use. The Terms of Use are the rules that govern how Users may access and use the Calarity application and Services. Your compliance with these Terms of Use is a condition to your use of the Calarity application and the Services. This FAQ summarizes key points of the Calarity Terms of Use and the Calarity Privacy Policy. It is for convenience only and does not replace the full documents. Always consult the full Terms of Use and Privacy Policy for complete terms.

The Privacy Policy describes how Calarity collects, uses and shares Private Information, including Patient Information.  Please review the Calarity Privacy Policy www.calarity.com/privacy. It contains a full description of our privacy policies and practices, including how we collect and handle your information. It is incorporated in and is a part of these Terms of Use. If you use the Calarity application or Services, you are also accepting the Calarity Privacy Policy.

What am I agreeing to when I click Accept?

If I click accept, I am agreeing that:

1.  I am bound by the Calarity Terms of Use and the Calarity Privacy Policy.

2.  Calarity may collect, use, store and otherwise process Private Information, including Patient Information and I consent to that processing.

3.  I will follow the rules in the Terms, which include account rules, acceptable use, content rules and any other obligations.

4.  Calarity may update the Terms of Use and Privacy Policy and my continued use after such updates constitutes my assent to those updates and changes.

5.  Calarity may suspend or terminate my access for cause or without cause as described in the Terms.

6.  I am responsible for keeping my account secure and for promptly reporting suspected security incidents to privacy@calarity.com

The application and all content within the Calarity application and any material made available by Calarity for download are the property of Calarity, or its licensors or suppliers, as applicable. The Calarity application is protected by the United States and international copyright and trademark laws. The contents of the Calarity application, including without limitation the files, documents, text, photographs, images, audio, and video, and any materials accessed through or made available for use or download through the Calarity application (“Content”) may not be copied, distributed, modified, reproduced, published or used, in whole or in part, except for purposes authorized or approved in writing by Calarity. You may not frame or utilize framing techniques to enclose, or deep linking to, any Content, name, trademarks, service marks, logo or other proprietary information (including; images, text, page layout, or form) of Calarity without our prior written consent.

The Calarity application and the Services are intended to document and share communication between individuals who are patients and clients and their medical and healthcare professionals in English. The information available through the Calarity application and the Services is provided for informational purposes only and is not intended as a substitute for professional advice and judgement. You agree not to use the Calarity application or the Services for unintended purposes, including accessing or using the Calarity application or the Services without authorization, in violation of these Terms of Use, violation of applicable law, or violation or conflict with any agreement to which you are a party, including any agreements with employers. You further agree not to use the Calarity application or the Services to impersonate any person or entity, or for advertising or promotional materials without our prior written consent. You agree not to contact other Users through unsolicited e-mail, telephone calls, mailings or any other method of communication, and you agree not to use the Calarity application and the Services for other commercial purposes.

 Your access to the Services is provided on a temporary basis with no guarantee for future availability. You agree that we may immediately suspend or terminate your access to the Services or any part thereof. We use commercially reasonable efforts to maintain the Services, but we are not responsible for any defects or failures associated with the Services, any part thereof, any feedback or comments you provide, or any damages (such as lost profits or any other consequential or indirect damages) that may result from any such defects or failures. The Services are not intended to be available one-hundred percent (100%) of the time and we do not make any representations, warranties, or guarantees regarding the reliability or availability of the Services. We do not represent, warrant, or guarantee that the Services will always be completely free of human or technological errors. We will not be liable to you or any third party for damages or losses related to the Services being unavailable.

Your contract with your mobile network provider (“Mobile Provider”) will continue to apply when accessing or using the Services on your mobile, handheld device (“Mobile Device”). You understand that your Mobile Provider may charge you fees for your use of its network connection services while accessing or using the Services, for data downloading, e-mail, text messages, for roaming, and other Mobile Provider or third party charges. YOU ACCEPT RESPONSIBILITY FOR ALL MOBILE PROVIDER FEES.

To be a medical or healthcare professional (“Clinician”) using the Calarity application (“Clinician User”) you must agree to comply with all laws, medical or other board rules, or other rules and regulations applicable to you as a medical or healthcare provider using the Calarity application. Your relationship with other Calarity Users (including your patients or clients) is directly between you and the patient or client. The patient will never have a physician-patient relationship with Calarity. Calarity does not practice medicine or any other licensed profession and offers no medical or other professional services. Clinician User is solely responsible for all agreements, consents, notices and other interactions with patients and other clients.

The Clinician User will use the Calarity application and Services only in accordance with applicable standards of good professional practice. Clinician User shall be solely responsible for use of the Calarity application and Services, and the provision of services to Clinician User’s patients. Clinician User agrees to defend, indemnify and hold Calarity harmless from any claim by or on behalf of any patient of Clinician User or its personnel, or by or on behalf of any other third party or person claiming damage by virtue of a familial or financial relationship with such a patient, which is brought against Calarity, regardless of the cause, if such claim arises for any reason whatsoever, out of the use or operation of the Calarity application and Services. Clinician User agrees to pay and reimburse Calarity’s costs and expenses (including reasonable attorney’s fees) incurred in connection with such a defense or suit.

If you submit, upload or post any materials (“Clinician User Content”), you agree not to provide any Clinician User Content that (1) is defamatory, abusive, libelous, unlawful, obscene, threatening, harassing, fraudulent, pornographic, or harmful, (2) violates or infringes the privacy or intellectual property rights of any person or entity or (3) contains or transmits a virus. Clinicians remain responsible for their content and must ensure it complies with privacy laws, including HIPAA before sharing patient information. Subject to the limitations contained in the Privacy Policy, Calarity shall have a royalty-free, irrevocable, transferable right and license to use the Clinician User Content however Calarity desires. Calarity is and shall be under no obligation (1) to pay to you or anyone else any compensation for any Clinician User Content; or (2) to respond to any Clinician User Content. Calarity does not regularly review Clinician User Content. You are and shall remain solely responsible for the content of any Clinician User Content you post to the Calarity application or provide to patients or other clients. Calarity and its affiliates take no responsibility and assume no liability for any Clinician User Content submitted by you or any third party. You agree to defend, indemnify and hold Calarity harmless from and against all third party claims, damages, and expenses (including reasonable attorneys’ fees) against or incurred by Calarity arising out of any Clinician User Content you post or allow to be posted to the Calarity application.

You consent to receive communications from us electronically. You agree that all agreements can be entered into and signed electronically in accordance with applicable law, and all notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such notice or other communications be in writing.

If you subscribe to the Services, you agree to pay the required fee electronically. Failure of payment for any reason will result in immediate inability to use certain Services or termination of access. If you are dissatisfied and contact Calarity within thirty (30) days of any electronic payment, Calarity agrees to electronically refund the fee within ten (10) days; however, Clinician Users are not eligible for any refund. As a condition of refund, User agrees not to use the Calarity application or the Services on or after the date of refund, and User shall not re-subscribe to Calarity application or Services within the following three hundred and fifty (350) days. You are prohibited from violating or attempting to violate the security of the Calarity application or the Services, including, without limitation, (a) accessing data not intended for your use or logging onto a server or an account which you are not authorized to access; or (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization. If you are a legal minor (typically under 18 years of age) or adjudged incompetent in your jurisdiction, you may not access the Calarity application or use the Services. You agree to protect the confidentiality of your user ID and password, and not to share or disclose your user ID or password to any third party. You may not use any scraper, crawler, spider, robot or other automated means of any kind to access or copy data on the Calarity application or the Services, deep-link to any feature or content on the Calarity application or the Services, bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Calarity application or the Services. Violations of system or network security may result in civil or criminal liability. Calarity will investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting Users who are involved in such violations. You agree not to use any device, software or routine to interfere or attempt to interfere with the proper working of this Calarity application or the Services or any activity being conducted on this Calarity application or the Services. You agree to access the Calarity application and the Services using only your user ID and password recognized by Calarity. You agree to protect the confidentiality of your user ID and password, and not to share or disclose your user ID or password to any third party. You agree that you are fully responsible for all activities occurring under your user ID. Your access to the Calarity application and the Services may be revoked by Calarity at any time with or without cause. You agree to defend, indemnify and hold Calarity harmless from and against all third party claims, damages and expenses (including reasonable attorney’s fees) against or incurred by Calarity arising out of your breach of these Terms of Use or violation of applicable law, your use or access of the  Calarity application or the Services or access by anyone accessing the Calarity application or the Services using your user ID and password. The Services may allow you to store your login credentials in the Calarity application or your web browser so that you can be automatically logged in each time you access the Services. If someone else has access to your Mobile Device, computer or web browser, the automatic login feature will allow that person to have access to your account. You are responsible for any damages to Calarity or the Services resulting from unauthorized access to the Services from your account and we will have no liability to you or any third party for damages or loss related to such unauthorized access or use.

Calarity grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and make use of the Calarity application. Unless otherwise required by law, you agree that any rights in and to the Calarity application and services terminate upon your death. All rights not expressly granted to you in these Terms of Use are reserved and retained by Calarity or its licensors, suppliers, publishers, right holders, or other content providers. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Calarity without our prior written consent. You may not use any metadata tags or any other “hidden text” utilizing Calarity’s name or trademarks without our prior written consent. You may use the Services only as permitted by law. Your access to the Calarity application and Services and the licenses granted by Calarity may be terminated by Calarity if you do not comply with these Terms of Use. Upon receipt of a copy of a certificate of death, your account may be terminated and all content within your account may be deleted.

If you desire to terminate your account, you must log in to your account on the website and delete it under account settings. Calarity will not delete your account by virtue of your email alone.

Although Calarity attempts to ensure the integrity and accuracy of the Calarity application and the Services, it makes no representations, warranties or guarantees whatsoever as to the correctness or accuracy of the Calarity application and the Services. It is possible that the Calarity application or the Services could include typographical errors, inaccuracies or other errors, and that unauthorized additions, deletions, and alterations could be made to the Calarity application or the Services by third parties. In the event that an inaccuracy arises, please inform Calarity at privacy@calarity.com so that the inaccuracy can be corrected. Information contained on  the Calarity application or in the Services may be changed or updated without notice. Additionally, Calarity shall have no responsibility or liability for information provided as Services and for Content posted to the Calarity application from any User, Clinician User or non-Calarity affiliated third party.

Calarity does not warrant that access to or use of the Calarity application or the services will be uninterrupted or error-free or that defects in the Calarity application or the services will be corrected. The Calarity application, including any content or information contained within it or any services is provided “as is,” with all faults, with no representations or warranties of any kind, either express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, quality of information, quiet enjoyment, and title/non- infringement. Calarity does not warrant the accuracy, completeness or timeliness of the information obtained through the Calarity application or the services.you assume total responsibility and risk for your use of this Calarity application, services, and linked websites and applications. Calarity does not warrant that clinician user content or files available for download will be free of viruses, worms, trojan horses or other destructive programming. You are responsible for implementing procedures sufficient to satisfy your needs for data back up and security.

No, Calarity does not provide professional advice. As part of the Services, Calarity provides a platform for a Clinician User to communicate with Users, patients, potential patients, clients or potential clients. Calarity does not practice medicine nor any other licensed profession and does not provide any medical, professional or legal advice, or representations in any way regarding any medical, professional or legal services, including but not limited to any compliance obligations or steps necessary to comply with any state or federal laws and regulations. The User should seek its own legal counsel regarding any legal and compliance issues, and should not rely on any materials or content associated with the Calarity application or Services in determining User’s compliance obligations under the law. Calarity and its affiliates take no responsibility and assume no liability for any Clinician User Content or other content submitted by you, Users or any third party. Users, Clinician Users and Calarity agree that Calarity is not providing any medical advice or legal advice to Clinician User or any User, patient or client of Clinician User or to anyone else who may access the Calarity application or use the Services.

Calarity and any third parties referenced in the Calarity application are neither responsible nor liable for any direct, indirect, incidental, consequential, special, exemplary, punitive, or other damages whatsoever (including, without limitation, those resulting from lost profits, lost data, or business interruption) arising out of or relating in any way to the Calarity application, services, its use, the content or information contained within the Calarity application or services, and/or any linked websites or application, whether based on warranty, contract, tort, or any other legal theory and whether or not advised of the possibility of such damages. Your sole remedy for dissatisfaction with the Calarity application, services, and/or linked websites or applications is to stop using and terminate the Calarity application and/or services. To the extent any aspects of the foregoing limitations of liability are not enforceable, the maximum liability of Calarity to you with respect to your use of this Calarity application or the services for any and all claims is the aggregated amount of Five Hundred and NO/100 ($500.00) dollars.

In the event of any dispute or claim relating to the Calarity application, the Services or these Terms of Use, you agree to the resolution of such dispute in the state or federal courts located in Nashville, Tennessee. These Terms of Use shall be governed, interpreted and enforced in accordance with the internal laws of the State of Tennessee (excluding its conflicts of laws principles).

These Terms of Use (including the Privacy Policy) constitute the entire agreement between Calarity and you pertaining to the subject matter hereof. In its sole discretion, Calarity may from time-to-time revise these Terms of Use by updating this posting. By your continued use of the application, you consent to any amendment or change to the Terms. You should, therefore, periodically visit this page to review the current Terms of Use, so you are aware of any such revisions to which you are bound. Certain provisions of these Terms of Use may be superseded by expressly designated legal notices or terms located on particular pages within this Calarity application or the Services. Your continued use of the Calarity application or the Services signifies your agreement to such revisions. Calarity reserves the right, in its sole discretion, to terminate your access to all or part of this Calarity application or the Services, with or without cause, and with or without notice. In the event that any of the Terms of Use are held by a court or other tribunal of competent jurisdiction to be unenforceable, such provisions shall be limited or eliminated to the minimum extent necessary so that these Terms of Use shall otherwise remain in full force and effect. Failure to enforce any part of these Terms of Use is not a waiver of the right to later enforce that right or any other part of these Terms of Use. You may not assign, delegate or otherwise transfer your Calarity account or your obligations under these Terms of Use, except through the features of the Calarity application or the Services.

You must provide notice to us in writing to: Calarity, ATTN: Terms of Use, 73 White Bridge Road, Suite 103-207, Nashville, TN 37205 . NEED AN EMAIL ADDRESS

Calarity and Users share responsibility for security. Calarity maintains administrative, technical, and physical safeguards (regular risk assessments, encryption and availability controls, etc.). Users must: use strong passwords, not share login credentials, keep devices/software updated, install security software, and avoid using the app in public places where you can be overheard. Report suspected incidents immediately to privacy@calarity.com. Calarity will notify affected Users as required by law (including HIPAA). For details see Terms of Use ‘Shared Security Responsibilities’ and Privacy Policy  security and breach sections.”