Last Updated: January 5, 2021
Terms of Service
Please read these Terms of Service (“Agreement”) carefully. By clicking on the mechanism designed to acknowledge agreement and/or continuing to access or use the Services (as defined below), you consent to this Agreement. If you do not agree to this Agreement, do not click on the mechanism designed to acknowledge agreement and do not install, access, or otherwise use all or any portion of the Services.
This Agreement is between you and Recora, Inc. (“Recora” or “we”) concerning your use of (including any access to) (i) the Recora website currently located at www.recorahealth.com (together with any content, materials and services available therein, and successor website(s) thereto, the “Website”), (ii) the software applications we may make available for use on or through computers and mobile devices (“Apps”), and (iii) the interviews and questionnaires (and results thereof) we make available on or through the Website or Apps (“Surveys”) (all of the foregoing, collectively, “Services”). This Agreement hereby incorporates by this reference any additional terms and conditions posted by Recora through the Services, or otherwise made available to you by Recora as well as any services made available to you by Recora-associated Professional Corporations, if applicable. Your use of the Services is governed by this Agreement regardless of how you access the Services, including through the Internet, through Wireless Access Protocol (commonly referred to as “WAP”), through a mobile network or otherwise. BY USING THE SERVICES, YOU AFFIRM THAT YOU ARE OF LEGAL AGE TO ENTER INTO THIS AGREEMENT.
- Recora Does Not Provide Medical Advice. The Services are provided by Recora for informational purposes only. The Services, and any data, information or results provided on, through or by the Services, are (a) not intended to be medical advice or instructional for medical diagnosis or treatment, (b) not intended to be complete or to replace personal consultation with a qualified health care professional, and (c) not a substitute for the advice of your physician or other qualified health provider(s). You should always seek the advice of your physician or other qualified health provider regarding any data, information or results provided by the Services or any questions you may have regarding a health or medical condition, and you must never disregard, avoid or delay obtaining professional medical advice from your physician or other qualified health provider(s) because of any data, information or results provided on, through or by the Services. You acknowledge that while some Content (as defined below) may be provided by individuals in the medical field, the provision of such Content does not create a medical professional/patient relationship, and does not constitute a medical opinion, medical advice, or diagnosis or treatment, but is provided for informational purposes only. “Content” means text, data, graphics, images, photographs, video, audio, information, suggestions, guidance, content and other materials provided, made available or otherwise found on the Website. The Content is not intended to substitute for or replace any other diagnostic or therapeutic services. Reliance on any Content is solely at your own risk. NO LICENSED MEDICAL PROFESSIONAL/PATIENT RELATIONSHIP IS CREATED BY USING THE WEBSITE OR ANY CONTENT CONTAINED THEREIN, WHETHER SUCH CONTENT IS PROVIDED BY OR THROUGH THE USE OF THE WEBSITE OR THROUGH ANY OTHER COMMUNICATIONS.
- Products. The Services may refer to certain goods or services (collectively, “Products”), including making available listings, descriptions, and images of, and references and links to, Products, whether such Products are made available by Recora or by third parties. Such references do not imply our endorsement of any Product or affiliation with the provider of such Product. We make no representations as to the completeness, accuracy or timeliness of such references (including any features or specifications), and any such information is subject to change at any time without notice. It is your responsibility to ascertain and obey all applicable local, state, federal and foreign laws (including minimum age requirements) regarding the possession, use and sale of any Product. The Products may be changed periodically without prior notice.
- Changes. We may change this Agreement by notifying you of such changes by any reasonable means, including by posting a revised Agreement through the Services. Any such changes will not apply to any dispute between you and us arising prior to the date on which we posted the revised Agreement incorporating such changes, or otherwise notified you of such changes. Your use of the Services following any changes to this Agreement will constitute your acceptance of such changes. The “LAST UPDATED” legend above indicates when this Agreement was last changed. We may, at any time and without liability, modify or discontinue all or part of the Services (including access to the Services via any third-party links); charge, modify or waive any fees required to use the Services; or offer opportunities to some or all Services users.
- Rules of Conduct. In connection with the Services, you will not (and will not encourage third parties to): use the Services for any purpose (including any purpose that is fraudulent or otherwise tortious or unlawful) other than the Services’ intended purpose; harvest or collect information about users of the Services; interfere with or disrupt the operation of the Services or the servers or networks used to make the Services available, including by hacking or defacing any portion of the Services, or violate any requirement, procedure or policy of such servers or networks; restrict or inhibit any other person from using the Services; copy, record, reproduce, modify, adapt, translate, create derivative works of, sell, rent, lease, loan, timeshare, distribute or otherwise exploit any portion of (or any use of) the Services except as expressly authorized herein, without Recora’s express prior written consent (this includes an express prohibition with respect to the taping, recording and/or photographing in any format (e.g., video, audio, etc.) by you and/or any third party of any sessions or content rendered through the use of the Services); reverse engineer, decompile or disassemble any portion of the Services, except where such restriction is expressly prohibited by applicable law; remove any copyright, trademark or other proprietary rights notice from the Services; frame or mirror any portion of the Services, or otherwise incorporate any portion of the Services into any product or service, without Recora’s express prior written consent. Systematically download and store Services content; use any robot, spider, search/retrieval application or other manual or automatic device to retrieve, index, “scrape,” “data mine” or otherwise gather Services content, or reproduce or circumvent the navigational structure or presentation of the Services, without Recora’s express prior written consent; post, transmit or otherwise make available through or in connection with the Services any materials that are or may be: (a) threatening, harassing, degrading, hateful or intimidating, or otherwise fail to respect the rights and dignity of others; (b) defamatory, libelous, or otherwise tortious; (c) fraudulent, false, or otherwise intended to manipulate, distort, mislead, misrepresent, falsify or interfere with the Services or the use of the Services; (d) obscene, indecent, pornographic or otherwise objectionable; or (e) protected by copyright, trademark, trade secret, right of publicity or privacy or any other proprietary right, without the express prior written consent of the applicable owner; post, transmit or otherwise make available through or in connection with the Services any virus, worm, Trojan horse, Easter egg, time bomb, spyware, ransomware or other computer code, file or program that is or is potentially harmful or invasive or intended to damage or hijack the operation of, or to monitor the use of, any hardware, software or equipment.
- Registration; User Names and Passwords. You may need to register to use all or part of the Services. We may reject, or require that you change, any user name, password or other information that you provide to us in registering. Your user name and password are for your personal use only and should be kept confidential; you, and not Recora, are responsible for any use or misuse of your user name or password, and you must promptly notify us of any confidentiality breach or unauthorized use of your user name or password, or your Services account.
- Transactions. We may require you to pay a fee to access certain Services (for example, we may require a subscription fee to use certain features of our Apps). We may make available the ability to pay such fees through the Services (a “Transaction”). If you wish to make a Transaction, you may be asked to supply certain relevant information, such as your credit card number and its expiration date, and your billing address. YOU REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT TO USE ANY CREDIT CARD THAT YOU SUBMIT IN CONNECTION WITH A TRANSACTION. By submitting such information, you grant to us the right to provide such information to third parties for purposes of facilitating Transactions. Verification of information may be required prior to the acknowledgment or completion of any Transaction. Recora reserves the right, including without prior notice, to impose conditions on the honoring of any coupon, discount or similar promotion and to bar any user from making any Transaction. Refunds will be subject to Recora’s applicable refund policies. You agree to pay all charges incurred by you or on your behalf through the Services, at the prices in effect when such charges are incurred. In addition, you are responsible for any taxes applicable to your Transactions.
- Feedback. If you provide to us any ideas, proposals, suggestions, recommendations or other materials (“Feedback”), whether related to the Services or otherwise, Recora and our affiliates will be free to use and disclose the Feedback in our sole discretion without any obligations or restrictions of any kind, including creating and distributing any product or service that incorporates the Feedback without paying you any royalties. You hereby acknowledge and agree that your provision of such Feedback is gratuitous, unsolicited and without restriction, and does not place Recora under any fiduciary or other obligation.
- Recora's Proprietary Rights. Recora owns the Website, Surveys and other Services, which are protected by proprietary rights and laws. Without limiting Section 6 and except as otherwise expressly permitted by this Agreement, no part of the Website or Surveys may be reproduced, transmitted, transcribed, stored in a retrieval system, or translated into any language in any form by any means without the prior written permission of Recora. Subject to your compliance with this Agreement, and solely for so long as you are permitted by Recora to use the Services, you may view one (1) copy of any portion of the Website or Surveys to which we provide you access hereunder, on any single device, solely for your personal, non-commercial use and you may reproduce and disclose to third parties, such as your physician or other health provider, insurance provider or pharmacy, the results of your use of the Services (for example, the PDF file provided by Recora to you with the results of your taking a Questionnaire). With respect to any App that we may make available, the App is licensed (not sold) to end users. Subject to your compliance with this Agreement, and solely for so long as you are permitted by Recora to use the App, we hereby permit you, on a limited, non-exclusive, revocable, non- transferable, non-sublicensable basis, to install and use the App on a computer or mobile device that you own or control in accordance with the App’s documentation and only for the App’s intended purpose. If you fail to comply with any of the terms or conditions of this Agreement, you must immediately cease using the App and remove (that is, uninstall and delete) the App from your computer or mobile device. All trade names, trademarks, service marks and logos on the Services are the property of Recora. You may not use Recora’s trade names, trademarks, service marks or logos in connection with any product or service that is not ours, or in any manner that is likely to cause confusion. Nothing contained on the Services should be construed as granting any right to use any trade names, trademarks, service marks or logos without the express prior written consent of the owner.
- Third Party Materials; Links. Certain Services functionality may make available access to data, information, and materials made available by third parties (“Third Party Materials”), or allow for the routing or transmission of such Third Party Materials, including via links. By using such functionality, you are directing us to access, route and transmit to you the applicable Third Party Materials. We neither control nor endorse, nor are we responsible for, any Third Party Materials, including the accuracy, integrity, quality, legality, usefulness or safety of Third Party Materials, or any intellectual property rights therein. Certain Third Party Materials may, among other things, be inaccurate, misleading or deceptive. Nothing in this Agreement will be deemed to be a representation or warranty by Recora with respect to any Third Party Materials. We have no obligation to monitor Third Party Materials, and we may block or disable access to any Third Party Materials (in whole or part) through the Services at any time. In addition, the availability of any Third Party Materials through the Services does not imply our endorsement of, or our affiliation with, any provider of such Third Party Materials, nor does such availability create any legal relationship between you and any such provider. YOUR USE OF THIRD PARTY MATERIALS IS AT YOUR OWN RISK AND IS SUBJECT TO ANY ADDITIONAL TERMS, CONDITIONS AND POLICIES APPLICABLE TO SUCH THIRD PARTY MATERIALS (SUCH AS TERMS OF SERVICE OR PRIVACY POLICIES OF THE PROVIDERS OF SUCH THIRD PARTY MATERIALS).
- DISCLAIMER OF WARRANTIES. THE SERVICES AND ANY PRODUCTS AND THIRD PARTY MATERIALS ARE MADE AVAILABLE TO YOU “AS IS” WITHOUT ANY WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY. RECORA DISCLAIMS ALL WARRANTIES WITH RESPECT TO THE SERVICES AND ANY PRODUCTS AND THIRD PARTY MATERIALS TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, INCLUDING THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND TITLE. ALL DISCLAIMERS OF ANY KIND (INCLUDING IN THIS SECTION AND ELSEWHERE IN THIS AGREEMENT) ARE MADE ON BEHALF OF BOTH RECORA AND ITS AFFILIATES AND THEIR RESPECTIVE SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, REPRESENTATIVES, LICENSORS, SUPPLIERS AND SERVICE PROVIDERS (COLLECTIVELY, THE “AFFILIATED ENTITIES”). While we try to maintain the timeliness, integrity and security of the Services, we do not guarantee that the Services are or will remain updated, complete, correct or secure, or that access to the Services will be uninterrupted. The Services may include inaccuracies, errors and materials that violate or conflict with this Agreement. Additionally, third parties may make unauthorized alterations to the Services. If you become aware of any such alteration, contact us at firstname.lastname@example.org with a description of such alteration and its location on the Services.
- Limitation of Liability. RECORA WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES OF ANY KIND, UNDER ANY CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHER THEORY, INCLUDING DAMAGES FOR LOSS OF PROFITS, USE OR DATA, LOSS OF OTHER INTANGIBLES, LOSS OF SECURITY OF SUBMISSIONS (INCLUDING UNAUTHORIZED INTERCEPTION BY THIRD PARTIES OF ANY SUBMISSIONS), EVEN IF ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. WITHOUT LIMITING THE FOREGOING, RECORA WILL NOT BE LIABLE FOR DAMAGES OF ANY KIND RESULTING FROM YOUR USE OF OR INABILITY TO USE THE SERVICES (INCLUDING, TO BE CLEAR, THE SURVEYS AND RESULTS THEREOF) OR FROM ANY PRODUCTS OR THIRD PARTY MATERIALS. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SERVICES OR ANY PRODUCTS OR THIRD PARTY MATERIALS IS TO STOP USING THE SERVICES. THE MAXIMUM AGGREGATE LIABILITY OF RECORA FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, WILL BE THE GREATER OF (A) THE TOTAL AMOUNT, IF ANY, PAID BY YOU TO RECORA TO USE THE SERVICES AND (B) ONE HUNDRED DOLLARS ($100). ALL LIMITATIONS OF LIABILITY OF ANY KIND (INCLUDING IN THIS SECTION AND ELSEWHERE IN THIS AGREEMENT) ARE MADE ON BEHALF OF BOTH RECORA AND THE AFFILIATED ENTITIES. Applicable law may not allow for limitations on certain implied warranties, or exclusions or limitations of certain damages; solely to the extent that such law applies to you, some or all of the above disclaimers, exclusions or limitations may not apply to you, and you may have certain additional rights.
- Indemnity. Except to the extent prohibited under applicable law, you agree to defend, indemnify and hold harmless Recora and the Affiliated Entities from and against all claims, losses, costs and expenses (including attorneys’ fees) arising out of or related to (a) your use of, or activities in connection with, the Services (including, to be clear, the Surveys and results thereof); and (b) any violation or alleged violation of this Agreement by you.
- Termination. This Agreement is effective until terminated. Recora may terminate or suspend your use of the Services at any time and without prior notice, including if Recora believes that you have violated or acted inconsistently with the letter or spirit of this Agreement. Upon any such termination or suspension, your right to use the Services will immediately cease, and Recora may, without liability to you or any third party, immediately deactivate or delete your user name, password and account, and all associated materials, without any obligation to provide any further access to such materials. Sections 1, 2, 4 through 9, and 11 through 21 will survive any expiration or termination of this Agreement.
- Governing Law; Jurisdiction. This Agreement is governed by and will be construed in accordance with the laws of the State of New York, U.S.A., without regard to its principles of conflicts of law, and regardless of your location. You agree to exclusive jurisdiction of the federal and state courts located in New York, New York, U.S.A., and waive any jurisdictional, venue or inconvenient forum objections to such courts.
- Filtering. We hereby notify you that parental control protections (such as computer hardware, software or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information identifying current providers of such protections is available from OnGuard Online (http://onguardonline.gov/). Please note that Recora does not endorse any of the products or services listed on such sites.
- Information or Complaints. If you have a question or complaint regarding the Services, please send an e-mail to email@example.com. Please note that e-mail communications will not necessarily be secure; accordingly, you should not include credit card information or other sensitive information in your e-mail correspondence with us.
- Export Controls. You are responsible for complying with United States export controls and for any violation of such controls, including any United States embargoes or other federal rules and regulations restricting exports. You represent, warrant and covenant that you are not (a) located in, or a resident or a national of, any country subject to a U.S. government embargo or other restriction, or that has been designated by the U.S. government as a “terrorist supporting” country; (b) on any of the U.S. government lists of restricted end users.
- Miscellaneous. This Agreement does not, and will not be construed to, create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship between you and Recora. If any provision of this Agreement is found to be unlawful, void or for any reason unenforceable, that provision will be deemed severable from this Agreement and will not affect the validity and enforceability of any remaining provision. You may not assign, transfer or sublicense any or all of your rights or obligations under this Agreement without our express prior written consent. We may assign, transfer or sublicense any or all of our rights or obligations under this Agreement without restriction. No waiver by either party of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default. Neither a course of dealing nor conduct between you and us nor any trade practices shall be deemed to modify this Agreement. Any heading, caption or section title contained herein is for convenience only, and in no way defines or explains any section or provision. All terms defined in the singular will have the same meanings when used in the plural, where appropriate and unless otherwise specified. Any use of the term “including” or variations thereof in this Agreement will be construed as if followed by the phrase “without limitation.” This Agreement, including any terms and conditions incorporated herein, is the entire agreement between you and Recora relating to the subject matter hereof, and supersedes any and all prior or contemporaneous written or oral agreements or understandings between you and Recora relating to such subject matter. Notices to you (including notices of changes to this Agreement) may be made via posting to the Services or by e-mail (including in each case via links), or by regular mail. Without limitation, a printed version of this Agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. Recora will not be responsible for any failure to fulfill any obligation due to any cause beyond its control.
- Apple-Specific Terms. In addition to your agreement with the foregoing terms and conditions, and notwithstanding anything to the contrary herein, the following provisions apply with respect to your use of any version of any App compatible with the iOS operating system of Apple Inc. (“Apple”). Apple is not a party to this Agreement and does not own and is not responsible for the Apps. Apple is not providing any warranty for the Apps except, if applicable, to refund the purchase price for it. Apple is not responsible for maintenance or other support services for the Apps and will not be responsible for any other claims, losses, liabilities, damages, costs or expenses with respect to the Apps, including any third-party product liability claims, claims that the Apps fail to conform to any applicable legal or regulatory requirement, claims arising under consumer protection or similar legislation, and claims with respect to intellectual property infringement. Any inquiries or complaints relating to the use of the Apps, including those pertaining to intellectual property rights, must be directed to Recora in accordance with the “Information or Complaints” section above. The license you have been granted herein is limited to a non-transferable license to use the Apps on an Apple-branded product that runs Apple’s iOS operating system and is owned or controlled by you, or as otherwise permitted by the Usage Rules set forth in Apple’s App Store Terms of Service. In addition, you must comply with the terms of any third-party agreement applicable to you when using the Apps, such as your wireless data service agreement. Apple and Apple’s subsidiaries are third-party beneficiaries of this Agreement and, upon your acceptance of the terms and conditions of this Agreement, will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third-party beneficiary thereof; notwithstanding the foregoing, Recora’s right to enter into, rescind or terminate any variation, waiver or settlement under this Agreement is not subject to the consent of any third party.