Welcome to the Noho Medical digital care pathway for chronic obstructive pulmonary disease (the “Service”). The Service is owned by Noho Medical and its subsidiaries or affiliates involved in providing and supporting the Service (collectively, “We”, “Us”, “Our” or “Noho Medical”). Please read these terms and conditions carefully before using the Service.
By accessing or using the Service, you agree to be bound by these terms and conditions (this “Agreement”).
1. Scope of Service
As part of the Services, we offer digital behavioral counseling programs to certain individuals at risk for or living with chronic obstructive pulmonary disease where the Services can effectively help to reduce the risk of or live well with this disease. Our Services may include, without limitation, the following:
- The ability to create, upload, transmit, display and access health information shared by you and others through our Services, augmented with information collected about you through authorized third parties (e.g., trackers such as Fitbit and Apple or, if applicable, pulse oximeters that are considered by the FDA to be medical devices).
- The ability to build, maintain and enable your participation in an online community related to your participation in the Services and your health goals.
- The ability to interact with relevant Company personnel in a timely and effective manner from the time of your initial application for the Noho Program and throughout the course of your access to and use of the Services, including but not limited to Company’s health coaches and customer support team.
- The ability to interact with other users of our Services from the time of your registration in the Noho Program and throughout the course of your access and use of our Services.
- The ability to interact with your other healthcare providers, friends or family so that they can understand how you use the Services.
You may use the Site and/or the Mobile App to access and use the Noho Program. In order to access and use the Mobile App, you must download it from a digital distribution platform, such as the Apple App Store or Google Play (the “Mobile App Provider”). You acknowledge and agree that: (i) these Terms are entered into between you and us, and not with the Mobile App Provider, and that we are solely responsible for the Mobile App (not the Mobile App Provider); (ii) the Mobile App Provider has no obligation to furnish any maintenance and support services with respect to the Mobile App; (iii) the Mobile App Provider is not responsible for addressing any claims you have or any claims of any third party relating to the Mobile App or your possession and use of the Mobile App, including, but not limited to: (a) product liability claims, (b) any claim that the Mobile App fails to conform to any applicable legal or regulatory requirement, and (c) claims arising under consumer protection or similar legislation; (iv) in the event of any third party claim that the Mobile App or your possession and use of that Mobile App infringes that third party’s intellectual property rights, we will be responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by these Terms; and (v) you must also comply with all applicable third party terms of service when using the Services. As a condition to use of the Service, you agree that you will not use the Service in a manner inconsistent with (i) this Agreement, or (ii) any and all applicable laws and regulations.
2. No Medical Advice
The Service does not offer medical advice. Any content accessed through the Service is for informational purposes only, and is not intended to cover all possible uses, directions, precautions, drug interactions, or adverse effects. The Service should not be used during a medical emergency or for the diagnosis or treatment of any medical condition. Please consult your doctor or other qualified healthcare provider if you have any questions about a medical condition, or before taking any drug, changing your diet, or commencing or discontinuing any course of treatment. Do not ignore or delay obtaining professional medical advice because of information accessed through the Service.
Call 911 or your doctor for all medical emergencies. NOHO MEDICAL IS NOT RESPONSIBLE OR LIABLE FOR ANY ADVICE, COURSE OF TREATMENT, DIAGNOSIS OR ANY OTHER INFORMATION, SERVICES OR PRODUCTS THAT YOU MAY OBTAIN THROUGH THE SERVICE.
3. Your Account and your Use of the Noho Medical Service
You must provide accurate and complete registration information any time you initially register or continue to use the Service. It is your responsibility to provide Us with true, accurate, and complete email address, contact, and other information related to your account(s), and to maintain and promptly update any changes in this information.
You are responsible for maintaining the confidentiality and security of your password and account credentials, and you are fully responsible for all activities that occur under your password or account. You agree to (a) immediately notify Noho Medical of any unauthorized use of your password or account, and (b) ensure that you properly exit from your account at the end of each session. Noho Medical shall not be liable for any loss or damage arising from your failure to comply with any of these terms and conditions.
The following actions are expressly prohibited in relation to your user name and password used to obtain the Services:
- Sharing, disclosing, permitting access to, or otherwise facilitating the use by any person of your user name and password;
- Using the user name and password to cache the Service in such a manner as to be accessible by persons who have not properly registered with Noho Medical;
- Using the user name and password to permit multiple persons access to the Service through a local or wide area network.
If you have forgotten your user name or password, the Service will use an email address previously provided by you to send your user name or temporary password. You understand that any other individuals using the same email address will be able to gain access to your Service account information, but only if they provide the correct answers to your security questions.
Your use of the Service and any content accessed through the Service must comply with all applicable laws, regulations, and ordinances, including any laws regarding the export of data or software. You must be at least 18 years old to register and use the Service, or you must be the legal guardian for someone under age 18 whose data is accessed through the Service. You may not interfere with or disrupt the proper operation of the Noho Medical Service.
If you use Noho Medical’s mobile services to enter and maintain your personal information, you understand that you are responsible for safeguarding and securing your mobile device and the associated credentials (such as user identifiers and passwords). If you leave your mobile device unattended, or if it is lost or stolen, you understand that your personal information may be accessible to others.
5. Intellectual Property
The Service is owned by Noho Medical. We grant to you, for your personal purposes only, a nonexclusive, limited and revocable right to access and use the Service during the term of this Agreement, so long as you comply with the terms of this Agreement. You agree not to use the Service for any other purpose, including commercial purposes, such as co-branding, framing, linking, or reselling any portion of the Service without Our prior written consent.
All materials available through the Service may be accessed, downloaded, or printed for the noncommercial purpose and solely within the scope allowable by this Agreement. No other use of these materials may be made without express written permission of Noho Medical.
Any unauthorized use of the words or images from the Service may violate copyright laws, trademark laws, the laws of privacy and publicity, and civil and criminal statutes. The Service includes material that is derived in whole or in part from materials that are copyrighted, including the format and layout of the Service. The copyrights are owned by Noho Medical, or for licensed content, the content providers.
None of the names, trademarks, service marks and logos of Noho Medical appearing on the Service may be used in any advertising or publicity, or otherwise to indicate Noho Medical’s sponsorship of or affiliation with any product or service without express written permission of Noho Medical. Nothing contained within the Service should be construed as granting, by implication, estoppel, waiver, or otherwise, any license or right of use to any trademark displayed on or through the Service without the written permission of Noho Medical or the third-party owner of the trademark, if any. The Service may contain other proprietary notices and copyright information, the terms of which must be observed and followed by you.
6. Right to Change Terms and Conditions
Noho Medical may, at any time and from time to time, amend this Agreement. Any changes to this Agreement will be effective immediately upon posting of the changed terms and conditions on the Service. You agree to periodically review these terms and conditions, and your continued use of the Service following any such change constitutes your agreement to follow and be bound by this Agreement as amended.
7. Computer Equipment, Browser Access, and Internet Services
You are responsible for obtaining, installing, maintaining and operating all software, hardware or other equipment (collectively, “Systems”) necessary for you to access and use the Service. This responsibility includes, without limitation, your utilizing up to date web-browsers and the best commercially available encryption, antivirus, anti-spyware, and internet security software. You are additionally responsible for obtaining Internet services via the Internet service provider of your choice, for any and all fees imposed by such Internet service provider and any associated communications service provider charges. You acknowledge that there are certain security, corruption, transmission error, and access availability risks associated with using open networks such as the Internet, and you hereby expressly assume such risks. You acknowledge that you are responsible for the data security of the Systems used to access the Service, and for the transmission and receipt of information using such Systems. You acknowledge that you have requested access to the Service for your convenience, have made your own independent assessment of the adequacy of the Internet and Systems, and that you are satisfied with that assessment. We are not responsible for any errors or problems that arise from the malfunction or failure of the Internet or your System.
8. Content and Services Accessed through the Noho Medical Service
You may choose to allow a third-party service provider (such as a Personal Health Record or PHR) to retrieve, provide, modify or otherwise use health and other information in your account or otherwise share your information with the service provider. Once you enable a specific third-party service provider to access your account, the service provider may continue to access your account until you affirmatively disable access. Third-party service providers include both health care providers and other entities. It is your sole responsibility to review and approve each such third-party service before sharing your information through or otherwise accessing it. USE OF THESE SERVICES AND RELIANCE ON THIS CONTENT IS SOLELY AT YOUR OWN RISK. NOHO MEDICAL MAY NOT BE HELD LIABLE FOR ANY DAMAGES ARISING OUT OF OR RELATED TO YOUR USE OF ANY THIRD-PARTY SERVICE OR CONTENT.
9. Links to Other Sites
The Service may contain third-party-owned content (e.g., articles, data feeds, abstracts, etc.) and may also include hypertext links to third-party-owned websites. We provide such third-party content and links as a courtesy to our users. We have no control over any third-party owned web sites or content referenced, accessed by or available through the Service and, therefore, we do not endorse, sponsor, recommend or otherwise accept any responsibility for such third party web sites or content or for the availability of such web sites. IN PARTICULAR, WE DO NOT ACCEPT ANY LIABILITY ARISING OUT OF ANY ALLEGATION THAT ANY THIRD-PARTY OWNED CONTENT (WHETHER PUBLISHED ON THE SERVICE, OR ANY OTHER, WEB SITE) INFRINGES THE INTELLECTUAL PROPERTY RIGHTS OF ANY PERSON OR ANY LIABILITY ARISING OUT OF ANY INFORMATION OR OPINION CONTAINED ON SUCH THIRD-PARTY WEB SITE OR CONTENT. If you link to third-party sites from Noho Medical, you should consult the policy statements of each site you visit.
10. Disclaimer of Warranty; Limitation of Liability
THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. NOHO MEDICAL AND ITS SUPPLIERS DISCLAIM ALL EXPRESS AND IMPLIED WARRANTIES WITH REGARD TO THE INFORMATION, SERVICES AND MATERIALS CONTAINED ON THE SERVICE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. YOUR USE OF THE SERVICE IS AT YOUR OWN RISK. ACCESS TO THE SERVICE MAY BE INTERRUPTED AND INFORMATION, SERVICES AND MATERIALS MAY NOT BE ERROR-FREE. NONE OF NOHO MEDICAL, ITS SUPPLIERS OR ANYONE ELSE INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICE OR THE INFORMATION, SERVICES, AND MATERIALS CONTAINED THEREIN ASSUMES ANY LIABILITY OR RESPONSIBILITY FOR THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY INFORMATION, SERVICES, AND MATERIALS PROVIDED ON THE SERVICE; THEY ALSO SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF YOUR USE OF, OR INABILITY TO USE, THE SERVICE FOR ANY REASON. YOU ACKNOWLEDGE AND AGREE THAT THE LIMITATIONS SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THIS AGREEMENT AND THE SERVICE WOULD NOT BE PROVIDED TO YOU ABSENT SUCH LIMITATIONS. PLEASE NOTE THAT SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
You agree to indemnify, defend, and hold harmless Noho Medical and its suppliers and their respective affiliates, employees, officers, directors, agents, servants, and representatives of each from any liability, loss, claim, suit, damage, and expense (including reasonable attorneys' fees and expenses) related to (i) your violation of this Agreement and (ii) your use of the Service, and (iii) your posting of material to the Service.
12. Applicable Law
This Agreement and the resolution of any and all disputes related to this Agreement shall be construed in accordance with the laws of the State of Delaware. Any dispute between Noho Medical and you related to this Agreement shall be resolved exclusively by the state and federal courts of the State of Delaware.
The Service can be accessed from the United States and other countries worldwide. Since the laws of each state or country may differ, you agree that the statutes and laws of the State of Delaware, without regard to any principles of conflicts of law, will apply to any and all matters relating to the use of the Service.
13. Modification and Termination of the Noho Medical Service
Noho Medical reserves the right to terminate accounts for any reason it deems appropriate including, but not limited to, a belief that your conduct or your use of the Service violates applicable laws or is harmful to the interests of Noho Medical or any other users. Noho Medical also may place limits on, modify, suspend, or terminate the Service generally, and may suspend or terminate your use of the Service if you fail to comply with this Agreement. This suspension or termination may delete your information, files, and other previously available content. If Noho Medical terminates the Service or your use of the Noho Medical Service, this Agreement will also terminate, but Sections 2, 3, 4, 5, 8, 9, 10, 11, 12, 13, and 14 shall continue to be effective after this Agreement is terminated.
14. General Legal Terms
If you have not signed a separate written agreement with Noho Medical related to the Service, this Agreement is the entire agreement between you and Noho Medical related to the Service, replacing any prior agreements. If there is any conflict between this Agreement and a signed written agreement between you and Noho Medical related to the Service, this Agreement will control.
If any provision of this Agreement is determined to be invalid, illegal, or unenforceable, the remaining provisions of the Agreement remain in full force, provided that the essential terms and conditions of this Agreement remain valid, binding and enforceable and the economic and legal substance of the transactions contemplated by the Agreement are materially preserved.
The United States export control laws regulate the export and re-export of technology originating in the United States. This includes the electronic transmission of information and software to foreign countries and to certain foreign nationals. You agree to abide by these laws and their regulations. Nothing in this agreement creates an agency, partnership, or joint venture. Failure to enforce any provision will not constitute a waiver of that provision.
15. Contact Information
Noho Medical, Inc. 493 5th Ave 3B, Brooklyn NY 11215
While we make every effort to respond to all emails within one business week, we cannot guarantee a response to every electronic communication.
November 5th, 2019