Welcome to the Lief Therapeutics (
“Lief”) website located at
https://getlief.com (the
“Site”). Lief offers a
biosensing patch to measure your heart and breath (the
“Patch”) and a companion mobile application (the
“Application”) that connects with the Patch and provides information and biofeedback exercises to help you
manage your stress. Please read these Terms of Service (the
“Terms”) and our Privacy Policy
(getlief.com/terms) (
“Privacy Policy”) carefully because they govern your use of our Site, the Patch, the
Application and the services, resources and functionality available through the Application and the Site. To
make these Terms easier to read, the Site, the Patch, our Applications and our services are collectively called
the
“Services”.
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Agreement to Terms. By using our Services, you agree to be bound by these Terms. If you don’t agree
to be bound by these Terms, do not use the Services.
IMPORTANT NOTICE REGARDING ARBITRATION: WHEN YOU AGREE TO THESE TERMS YOU ARE AGREEING
(WITH LIMITED EXCEPTION) TO RESOLVE ANY DISPUTE BETWEEN YOU AND LIEF THROUGH BINDING,
INDIVIDUAL ARBITRATION RATHER THAN IN COURT. PLEASE REVIEW CAREFULLY SECTION Dispute Resolution
for Consumers. The following terms of Section “Dispute Resolution
for Consumers” only apply if you are an individual who is using the Services and Content for your own personal
use and are not representing a legal entity. “DISPUTE RESOLUTION FOR CONSUMERS” BELOW FOR DETAILS
REGARDING ARBITRATION (INCLUDING THE PROCEDURE TO OPT OUT OF ARBITRATION).
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Privacy Policy. Please refer to our Privacy Policy for information on how we collect, use and disclose
information from our users. Our Privacy Policy is available at getlief.com/privacy. You acknowledge and agree that your
use of the Services is subject to our Privacy Policy.
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Changes to Terms or Services. We may update the Terms at any time, in our sole discretion. If we do
so, we’ll let you know either by posting the updated Terms on the Site or through other communications. It’s
important that you review the Terms whenever we update them or you use the Services. If you continue to use
the Services after we have posted updated Terms, you are agreeing to be bound by the updated Terms. If you
don’t agree to be bound by the updated Terms, then, except as otherwise provided in Section Effect of
Changes on Arbitration. Notwithstanding the provisions of Section Changes to Terms or Services. We may
update the Terms at any time, in our sole discretion. If we do so, we’ll let you know either by posting the
updated Terms on the Site or through other communications. It’s important that you review the Terms
whenever we update them or you use the Services. If you continue to use the Services after we have posted
updated Terms, you are agreeing to be bound by the updated Terms. If you don’t agree to be bound by the
updated Terms, then, except as otherwise provided in Section Effect of Changes on Arbitration.
Notwithstanding the provisions of Section “Changes to Terms or Services” above, if Lief changes any of the
terms of this Section “Dispute Resolution” after the date you first accepted these Terms (or accepted any
subsequent changes to these Terms), you may reject any such change by sending us written notice (including
by contacting us at getlief.com/support) within 30 days of the date such change became effective, as indicated
in the “Last Updated” date above or in the date of Lief s email to you notifying you of such change. By rejecting
any change, you are agreeing that you will arbitrate any Dispute between you and Lief in accordance with the
terms of this Section “Dispute Resolution” as of the date you first accepted these Terms (or accepted any
subsequent changes to these Terms). “Effect of Changes on Arbitration,” you may not use the Services
anymore. Because our Services are evolving over time we may change or discontinue all or any part of the
Services, at any time and without notice, at our sole discretion. “Changes to Terms or Services” above if Lief changes any of the terms of this Section Dispute Resolution for Consumers. The following terms of Section
Dispute Resolution for Consumers. The following terms of Section “Dispute Resolution for Consumers” only
apply if you are an individual who is using the Services and Content for your own personal use and are not
representing a legal entity. “Dispute Resolution for Consumers” only apply if you are an individual who is using
the Services and Content for your own personal use and are not representing a legal entity. “Dispute
Resolution” after the date you first accepted these Terms (or accepted any subsequent changes to these
Terms), you may reject any such change by sending us written notice (including by contacting us at
getlief.com/support) within 30 days of the date such change became effective, as indicated in the “Last
Updated” date above or in the date of Lief s email to you notifying you of such change. By rejecting any change,
you are agreeing that you will arbitrate any Dispute between you and Lief in accordance with the terms of this
Section Dispute Resolution for Consumers. The following terms of Section Dispute Resolution for Consumers.
The following terms of Section “Dispute Resolution for Consumers” only apply if you are an individual who is
using the Services and Content for your own personal use and are not representing a legal entity. “Dispute
Resolution for Consumers” only apply if you are an individual who is using the Services and Content for your
own personal use and are not representing a legal entity. “Dispute Resolution” as of the date you first accepted
these Terms (or accepted any subsequent changes to these Terms). “Effect of Changes on Arbitration,” you
may not use the Services anymore. Because our Services are evolving over time we may change or discontinue
all or any part of the Services, at any time and without notice, at our sole discretion.
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Who May Use the Services?
(a) Eligibility. You may use the Services only if you are 13 years or older and are not barred from using the Services under applicable law.
(b) Registration and Your Information. If you want to use certain features of the Services you’ll have to create an account (“Account”). You can do this via the Site or through the Application. It’s important that you provide us with accurate, complete and up-to-date information for your Account
and you agree to update such information to keep it accurate, complete and up-to-date. If you don’t,
we might have to suspend or terminate your Account. You agree that you won’t disclose your Account
password to anyone and you’ll notify us immediately of any unauthorized use of your Account. You’re
responsible for all activities that occur under your Account, whether or not you know about them.
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Our Services.
(a) Health Information. You can use the Services to measure, collect and store information or data related to your heart rate and breathing, your responses to biofeedback exercises, your responses to assessments and questions, and other health-related information. Such information and data is collectively referred to as “Health Information”.
(b) Sharing and Download. The Services may enable you to communicate with or share Health
Information with your physician or other provider (each, a “Provider”) or other third parties, with your
consent. If you decide to do so, such third parties may access and view your Health Information. You
may also choose to download, copy and distribute your Health Information. In addition, your Provider
may store such Health Information in your medical record. You acknowledge sole responsibility for and
assume all risk arising from sharing or downloading your data.
(c) No Medical Advice. Please note that Lief does not provide any medical advice, diagnosis or engage in the practice of medicine. The Services are not intended to be and do not constitute a
substitute for professional medical advice, diagnosis or treatment. Any health information services,
suggestions, or other content on the Services are for informational purposes only. You specifically
acknowledge and agree that we are not responsible for any healthcare or related decisions made by
you or your healthcare professional based upon data collected, transmitted or displayed by or on the
Services, whether such data is accurate or inaccurate. You assume full responsibility for the use of any
information obtained through the Services and agree that we’re not responsible or liable for any claim,
loss, or damage arising from using that information. If you rely on any information provided through
the Services, you do so at your own risk. The Services are not designed or intended for use in
emergency situations. Emergency and urgent questions and situations should be directed immediately
by telephone or in-person to qualified professionals.
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Content Ownership, Responsibility and Removal.
(a) Definitions. For purposes of these Terms: (i) “Content” means text, graphics, images,
music, software, audio, video, works of authorship of any kind, and information or other
materials that are posted, generated, provided or otherwise made available through the
Services; and (ii) “User Content” means any Content that you provide to be made available
through the Services (including, without limitation, your Health Information).
(b) Our Content Ownership. Lief does not claim any ownership rights in any User Content and
nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit your
User Content. Subject to the foregoing, Lief and its licensors exclusively own all right, title and interest
in and to the Services and Content, including all associated intellectual property rights. You
acknowledge that the Services and Content are protected by copyright, trademark, and other laws of
the United States and foreign countries. You agree not to remove, alter or obscure any copyright,
trademark, service mark or other proprietary rights notices incorporated in or accompanying the
Services or Content.
(c) Rights in User Content Granted by You. By making any User Content available through the
Services you hereby grant to Lief a non-exclusive, transferable, worldwide, royalty-free license, with
the right to sublicense, to use, copy, modify, create derivative works based upon, and distribute your
User Content in connection with operating, providing and improving the Services, including the right to
share your Health Information with third parties in accordance with Section Our Services.
(d) Your Responsibility for User Content. You are solely responsible for all your User Content. You represent and warrant that you own all your User Content or you have all rights that are necessary to grant us the license rights in your User Content under these Terms. You also represent and warrant that neither your User Content, nor your use and provision of your User Content to be made available through the Services, nor any use of your User Content by Lief on or through the Services will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
(e) Removal of User Content. You can remove your User Content by specifically deleting it.
However, in certain instances, some of your User Content may not be completely removed and copies
of your User Content may continue to exist on the Services. In addition, please note that we cannot
delete any Health Information that has been shared by you with a third party. We are not responsible
or liable for the removal or deletion of (or the failure to remove or delete) any of your User Content.
(f) Rights in Content Granted by Lief. Subject to your compliance with these Terms, Lief grants to you a limited, non-exclusive, non-transferable license, with no right to sublicense, to download, view, copy, display and print the Content solely in connection with your permitted use of the Services and solely for your personal and non-commercial purposes.
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Feedback. We welcome feedback, comments and suggestions for improvements to the Services (“Feedback”). You can submit Feedback by contacting us at getlief.com/support. You grant to us a nonexclusive, transferable, worldwide, perpetual, irrevocable, fully-paid, royalty-free license, with the right to sublicense, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.
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Rights and Terms for Apps.
(a) Rights in App Granted by Lief. Subject to your compliance with these Terms, Lief grants to you a limited non-exclusive, non-transferable license, with no right to sublicense, to download and install a
copy of the Application on a mobile device or computer that you own or control and to run such copy
of the Application solely for your own personal non-commercial purposes. You may not copy the
Application, except for making a reasonable number of copies for backup or archival purposes. Except
as expressly permitted in these Terms, you may not: (i) copy, modify or create derivative works based
on the Application; (ii) distribute, transfer, sublicense, lease, lend or rent the Application to any third
party; (iii) reverse engineer, decompile or disassemble the Application; or (iv) make the functionality of
the Application available to multiple users through any means. Lief reserves all rights in and to the
Application not expressly granted to you under these Terms.
(b) Accessing App from App Store. The following terms apply to any Application accessed through or downloaded from any app store or distribution platform (like the Apple App Store or Google Play) where the Application may now or in the future be made available (each an
“App Provider”). You acknowledge and agree that:
● These Terms are concluded between you and Lief, and not with the App Provider, and Lief (not the App Provider), is solely responsible for the Application.
● The App Provider has no obligation to furnish any maintenance and support services with respect to the Application.
● In the event of any failure of the Application to conform to any applicable warranty, you may notify the App Provider, and the App Provider will refund the purchase price for the Application to you (if applicable) and, to the maximum extent permitted by applicable law, the App Provider will have no
other warranty obligation whatsoever with respect to the Application. Any other claims, losses,
liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be
the sole responsibility of Lief.
● The App Provider is not responsible for addressing any claims you have or any claims of any third
party relating to the Application or your possession and use of the Application, including, but not
limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable
legal or regulatory requirement; and (iii) claims arising under consumer protection or similar
legislation.
● In the event of any third party claim that the Application or your possession and use of that
Application infringes that third party’s intellectual property rights, Lief will be solely responsible for
the investigation, defense, settlement and discharge of any such intellectual property infringement
claim to the extent required by these Terms.
● The App Provider, and its subsidiaries, are third-party beneficiaries of these Terms as related to
your license to the Application, and that, upon your acceptance of the Terms, the App Provider will
have the right (and will be deemed to have accepted the right) to enforce these Terms as related to
your license of the Application against you as a third-party beneficiary thereof.
● You represent and warrant that (i) you are not located in a country that is subject to a U.S.
Government embargo, or that has been designated by the U.S. Government as a terroristsupporting country; and (ii) you are not listed on any U.S. Government list of prohibited or
restricted parties.
● You must also comply with all applicable third party terms of service when using the Application.
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General Prohibitions and Lief’s Enforcement Rights. You agree not to do any of the following:
(a) Post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or
violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual
property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would
violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false,
misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes
discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is
violent or threatening or promotes violence or actions that are threatening to any person or entity; or
(vii) promotes illegal or harmful activities or substances;
(b) Use, display, mirror or frame the Services or any individual element within the Services, Lief’s
name, any Lief trademark, logo or other proprietary information, or the layout and design of any page
or form contained on a page, without Lief’s express written consent;
(c) Access, tamper with, or use non-public areas of the Services, Lief’s computer systems, or the
technical delivery systems of Lief’s providers;
(d) Attempt to probe, scan or test the vulnerability of any Lief system or network or breach any
security or authentication measures;
(e) Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any
technological measure implemented by Lief or any of Lief’s providers or any other third party (including
another user) to protect the Services or Content;
(f) Attempt to access or search the Services or Content or download Content from the Services
through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots,
crawlers, data mining tools or the like) other than the software and/or search agents provided by Lief
or other generally available third-party web browsers;
(g) Use the Services or Content, or any portion thereof, for any commercial purpose or for the
benefit of any third party or in any manner not permitted by these Terms;
(h) Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to
provide the Services or Content;
(i) Interfere with, or attempt to interfere with, the access of any user, host or network, including,
without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services;
(j) Collect or store any personally identifiable information from the Services from other users of
the Services without their express permission;
(k) Impersonate or misrepresent your affiliation with any person or entity;
(l) Violate any applicable law or regulation; or
(m) Encourage or enable any other individual to do any of the foregoing.
Although we’re not obligated to monitor access to or use of the Services or Content or to review or edit any
Content, we have the right to do so for the purpose of operating the Services, to ensure compliance with these
Terms and to comply with applicable law or other legal requirements. We reserve the right, but are not
obligated, to remove or disable access to any Content, at any time and without notice, including, but not
limited to, if we, at our sole discretion, consider any Content to be objectionable or in violation of these Terms.
We have the right to investigate violations of these Terms or conduct that affects the Services. We may also
consult and cooperate with law enforcement authorities to prosecute users who violate the law.
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Links to Third Party Websites or Resources. The Services (including the App) may contain links to thirdparty websites or resources. We provide these links only as a convenience and are not responsible for the
content, products or services on or available from those websites or resources or links displayed on such
websites. You acknowledge sole responsibility for and assume all risk arising from, your use of any third-party
websites or resources.
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Termination. We may terminate your access to and use of the Services, at our sole discretion, at any
time and without notice to you. You may cancel your Account at any time by contacting us at
getlief.com/support. Upon any termination, discontinuation or cancellation of the Services or your Account,
the following Sections will survive: Definitions. For purposes of these Terms: (i) “Content” means text, graphics,
images, music, software, audio, video, works of authorship of any kind, and information or other materials that
are posted, generated, provided or otherwise made available through the Services; and (ii) “User Content”
means any Content that you provide to be made available through the Services (including, without limitation,
your Health Information)., Our Content Ownership. Lief does not claim any ownership rights in any User
Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit
your User Content. Subject to the foregoing, Lief and its licensors exclusively own all right, title and interest in
and to the Services and Content, including all associated intellectual property rights. You acknowledge that the
Services and Content are protected by copyright, trademark, and other laws of the United States and foreign
countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other
proprietary rights notices incorporated in or accompanying the Services or Content., Rights in User Content
Granted by You. By making any User Content available through the Services you hereby grant to Lief a nonexclusive, transferable, worldwide, royalty-free license, with the right to sublicense, to use, copy, modify,
create derivative works based upon, and distribute your User Content in connection with operating, providing
and improving the Services, including the right to share your Health Information with third parties in
accordance with Section Our Services.., Warranty Disclaimers. THE SERVICES AND CONTENT ARE PROVIDED
“AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM
ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT
AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF
TRADE. We make no warranty that the Services will meet your requirements or be available on an
uninterrupted, secure, or error-free basis. We make no warranty regarding the quality, accuracy, timeliness,
truthfulness, completeness or reliability of any Content., Limitation of Liability., Governing Law and Forum
Choice. These Terms and any action related thereto will be governed by the Federal Arbitration Act, federal
arbitration law, and the laws of the State of California, without regard to its conflict of laws provisions. Except
as otherwise expressly set forth in Section Dispute Resolution for Consumers. The following terms of Section “Dispute Resolution for Consumers” only apply if you are an
individual who is using the Services and Content for your own personal use and are not representing a legal
entity. “Dispute Resolution for Consumers,” the exclusive jurisdiction for all Disputes (defined below) that you
and Lief are not required to arbitrate will be the state and federal courts located in the Northern District of
California, and you and Lief each waive any objection to jurisdiction and venue in such courts., Dispute
Resolution for Consumers. The following terms of Section
“Dispute Resolution for Consumers” only apply if you are an individual who is using the Services and Content
for your own personal use and are not representing a legal entity., and General Terms.
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Warranty Disclaimers. THE SERVICES AND CONTENT ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF
ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ANY IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT AND NON-INFRINGEMENT, AND
ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. We make no warranty that the
Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis. We make
no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness or reliability of any
Content.
IN ADDITION, YOU UNDERSTAND AND AGREE THAT WE DO NOT OFFER MEDICAL ADVICE OR DIAGNOSES
OR ENGAGE IN THE PRACTICE OF MEDICINE. THE SERVICES ARE NOT INTENDED TO BE, AND DO NOT
CONSTITUTE, A SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS OR TREATMENT AND ARE
OFFERED FOR INFORMATIONAL PURPOSES ONLY. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT
WE ARE NOT RESPONSIBLE FOR ANY HEALTHCARE OR RELATED DECISIONS MADE BY YOU OR YOUR
HEALTHCARE PROVIDER BASED UPON DATA COLLECTED, TRANSMITTED OR DISPLAYED BY OR ON THE
SERVICES, WHETHER SUCH DATA IS ACCURATE OR INACCURATE.
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Indemnity. You will indemnify and hold harmless Lief and its officers, directors, employees and agents,
from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including,
without limitation, reasonable legal and accounting fees arising out of or in any way connected with (i) your
access to or use of the Services or Content, (ii) your User Content, or (iii) your violation of these Terms.
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AI TECHNOLOGY
(a) AI Technology is new and evolving. Some AI Technology, including third party LLM made available through the Services, allow users to submit queries or other prompts, and the AI Technology will generate and return to you content, recommendations, data, or other information through the Services (“Output”).
(b) You acknowledge and agree that, in addition to the limitations and restrictions set forth in this Agreement, there are numerous limitations that apply with respect to AI Technology and the Output it generates, including that (i) it may contain errors or misleading information and may not be accurate or reliable; (ii) AI Technology is based on predefined rules and algorithms that lack the ability to think creatively and come up with new ideas and can result in repetitive or formulaic content; (iii) AI Technology can struggle with understanding the nuances of language, including slang, idioms, and cultural references, which can result in Output that is out of context or does not make sense; (iv) AI Technology does not have emotions and cannot understand or convey emotions in the way humans can, which can result in Output that lacks the empathy and emotion that humans are able to convey; (v) AI Technology can perpetuate biases that are present in the data used to train them, which can result in Output that is discriminatory or offensive; (vi) AI Technology can struggle with complex tasks that require reasoning, judgment and decision-making; (vii) AI Technology require large amounts of data to train and generate content, and the data used to train AI Technology may be of poor quality or biased, which will negatively impact the accuracy and quality of the generated Output; and (viii) AI Technology-generated Output can lack the personal touch that comes with content created by humans, which can make it seem cold and impersonal.
(c) You will use independent judgement and discretion before relying on or otherwise using Output. Output is for informational purposes only and is not a substitute for advice from a qualified professional.
(d) Lief bears no liability to you or anyone else arising from or relating to your use of AI Technology.
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Limitation of Liability.
(a) NEITHER LIEF NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING
THE SERVICES WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL
DAMAGES, OR DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST SAVINGS, LOST BUSINESS
OPPORTUNITY, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR
SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES OF ANY KIND ARISING OUT OF OR IN
CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES,
WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR
ANY OTHER LEGAL THEORY, AND WHETHER OR NOT LIEF OR ANY OTHER PARTY HAS BEEN INFORMED
OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO
HAVE FAILED OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR
LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION
MAY NOT APPLY TO YOU.
(b) IN NO EVENT WILL LIEF’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE
TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT EXCEED THE AMOUNTS
PAID TO LIEF FOR USE OF THE SERVICES OR CONTENT OR ONE HUNDRED DOLLARS $100, IF YOU HAVE
NOT HAD ANY PAYMENT OBLIGATIONS TO LIEF, AS APPLICABLE.
(c) THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL
ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN LIEF AND YOU.
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Governing Law and Forum Choice. These Terms and any action related thereto will be governed by the
Federal Arbitration Act, federal arbitration law, and the laws of the State of California, without regard to its
conflict of laws provisions. Except as otherwise expressly set forth in Section Dispute Resolution for
Consumers. The following terms of Section “Dispute Resolution for
Consumers” only apply if you are an individual who is using the Services and Content for your own personal use
and are not representing a legal entity. “Dispute Resolution for Consumers,” the exclusive jurisdiction for all
Disputes (defined below) that you and Lief are not required to arbitrate will be the state and federal courts
located in the Northern District of California, and you and Lief each waive any objection to jurisdiction and
venue in such courts.
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Dispute Resolution for Consumers. The following terms of Section Dispute Resolution for Consumers. only apply if you are an individual who is using the Services and
Content for your own personal use and are not representing a legal entity.
(a)
Mandatory Arbitration of Disputes. We each agree that any dispute, claim or controversy
arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or
validity thereof or the use of the Services or Content (collectively,
“Disputes”) will be
resolved solely by
binding, individual arbitration and not in a class, representative or consolidated action or
proceeding. However, if for any reason a Dispute proceeds in court rather than in arbitration,
you and we each waive any right to a jury trial.
(b)
Exceptions and Opt-out. As limited exceptions to Section
Mandatory Arbitration of Disputes. We each agree that any dispute, claim or controversy arising out of or relating to these Terms or the
breach, termination, enforcement, interpretation or validity thereof or the use of the Services or
Content (collectively,
“Disputes”) will be resolved
solely by binding, individual arbitration and not in a
class, representative or consolidated action or proceeding. However, if for any reason a Dispute
proceeds in court rather than in arbitration, you and we each waive any right to a jury trial. above:
(i) you may seek to resolve a Dispute in small claims court If it qualifies; and (ii) we each retain the right
to seek injunctive or other equitable relief from a court to prevent (or enjoin) the infringement or
misappropriation of our intellectual property rights. In addition,
you will retain the right to opt out of
arbitration entirely and litigate any Dispute if you provide us with written notice of your desire to do
so by contacting us at getlief.com/support within thirty (30) days following the date you first agree to
these Terms.
(c)
Starting Arbitration. If you want to begin arbitrating a Dispute, you must send a letter to us at the following address Lief Therapeutics, 2443 Fillmore St #380-6060, San Francisco, CA 94115-1814
requesting arbitration and describing the Dispute. If we want to begin arbitrating a Dispute, we’ll send
such a letter to you at the email address or street address that you provided.
(d)
Conducting Arbitration and Arbitration Rules.The arbitration will be conducted by the American Arbitration Association (
“AAA”) under its Consumer Arbitration Rules (the
“AAA
Rules” or a comparable arbitral body (e.g., JAMS), in the event the AAA is unable to conduct the arbitration). The AAA Rules are available at
www.adr.org or by calling 1-800-778-7879. The arbitration may be conducted in writing, remotely (e.g., by videoconference) or in-person in the county where you live (or at some other location that we both agree to).
(e)
Arbitration Costs. Payment of all filing, administration and arbitrator fees will be governed by the AAA Rules. We’ll pay for all filing, administration and arbitrator fees and expenses if your Dispute is
for less than $10,000, unless the arbitrator finds your Dispute frivolous. If we prevail in arbitration we’ll
pay all of our attorneys’ fees and costs and won’t seek to recover them from you. If you prevail in
arbitration you will be entitled to an award of attorneys’ fees and expenses to the extent provided
under applicable law.
(f)
Effect of Changes on Arbitration. Notwithstanding the provisions of Section
Changes to Terms or Services. We may update the Terms at any time, in our sole discretion. If we do so, we’ll let you
know either by posting the updated Terms on the Site or through other communications. It’s important
that you review the Terms whenever we update them or you use the Services. If you continue to use
the Services after we have posted updated Terms, you are agreeing to be bound by the updated Terms.
If you don’t agree to be bound by the updated Terms, then, except as otherwise provided in Section
Effect of Changes on Arbitration. Notwithstanding the provisions of Section Changes to Terms or
Services. We may update the Terms at any time, in our sole discretion. If we do so, we’ll let you know
either by posting the updated Terms on the Site or through other communications. It’s important that
you review the Terms whenever we update them or you use the Services. If you continue to use the
Services after we have posted updated Terms, you are agreeing to be bound by the updated Terms. If
you don’t agree to be bound by the updated Terms, then, except as otherwise provided in Section
Effect of Changes on Arbitration. Notwithstanding the provisions of Section “Changes to Terms or
Services” above, if Lief changes any of the terms of this Section “Dispute Resolution” after the date
you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject
any such change by sending us written notice (including by contacting us at getlief.com/support) within
30 days of the date such change became effective, as indicated in the “Last Updated” date above or in
the date of Lief s email to you notifying you of such change. By rejecting any change, you are agreeing
that you will arbitrate any Dispute between you and Lief in accordance with the terms of this Section
“Dispute Resolution” as of the date you first accepted these Terms (or accepted any subsequent
changes to these Terms). “Effect of Changes on Arbitration,” you may not use the Services anymore.
Because our Services are evolving over time we may change or discontinue all or any part of the
Services, at any time and without notice, at our sole discretion. “Changes to Terms or Services” above,
if Lief changes any of the terms of this Section Dispute Resolution for Consumers. The following terms
of Section Dispute Resolution for Consumers. The following terms of Section “Dispute Resolution for
Consumers” only apply if you are an individual who is using the Services and Content for your own
personal use and are not representing a legal entity. “Dispute Resolution for Consumers” only apply if
you are an individual who is using the Services and Content for your own personal use and are not
representing a legal entity. “Dispute Resolution” after the date you first accepted these Terms (or
accepted any subsequent changes to these Terms), you may reject any such change by sending us
written notice (including by contacting us at getlief.com/support) within 30 days of the date such
change became effective, as indicated in the “Last Updated” date above or in the date of Lief s email to
you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any
Dispute between you and Lief in accordance with the terms of this Section Dispute Resolution for
Consumers. The following terms of Section Dispute Resolution for Consumers. The following terms of
Section “Dispute Resolution for Consumers” only apply if you are an individual who is using the
Services and Content for your own personal use and are not representing a legal entity. “Dispute
Resolution for Consumers” only apply if you are an individual who is using the Services and Content for
your own personal use and are not representing a legal entity. “Dispute Resolution” as of the date you
first accepted these Terms (or accepted any subsequent changes to these Terms). “Effect of Changes
on Arbitration,” you may not use the Services anymore. Because our Services are evolving over time we
may change or discontinue all or any part of the Services, at any time and without notice, at our sole
discretion.
“Changes to Terms or Services” above, if Lief changes any of the terms of this Section
Dispute Resolution for Consumers. The following terms of Section Dispute Resolution for Consumers only apply if you are an individual who is using the
Services and Content for your own personal use and are not representing a legal entity. “Dispute
Resolution” after the date you first accepted these Terms (or accepted any subsequent changes to
these Terms), you may reject any such change by sending us written notice (including by contacting us
at getlief.com/support) within 30 days of the date such change became effective, as indicated in the
“Last Updated” date above or in the date of Lief s email to you notifying you of such change. By
rejecting any change, you are agreeing that you will arbitrate any Dispute between you and Lief in
accordance with the terms of this Section
Dispute Resolution for Consumers. The following terms of “Dispute Resolution for Consumers” only apply if
you are an individual who is using the Services and Content for your own personal use and are not
representing a legal entity. “Dispute Resolution” as of the date you first accepted these Terms (or
accepted any subsequent changes to these Terms).
18
General Terms.
(a) Entire Agreement. These Terms constitute the entire and exclusive understanding and
agreement between Lief and you regarding the Services and Content, and these Terms supersede and
replace any and all prior oral or written understandings or agreements between Lief and you regarding
the Services and Content. If any provision of these Terms is held invalid or unenforceable by an
arbitrator or a court of competent jurisdiction, that provision will be enforced to the maximum extent
permissible and the other provisions of these Terms will remain in full force and effect. You may not
assign or transfer these Terms, by operation of law or otherwise, without Lief’s prior written consent.
Any attempt by you to assign or transfer these Terms, without such consent, will be null. Lief may
freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will
bind and inure to the benefit of the parties, their successors and permitted assigns.
(b) Notices. Any notices or other communications provided by Lief under these Terms, including those regarding modifications to these Terms, will be given: (i) via email; or (ii) by posting to the Services. For notices made by e-mail, the date of receipt will be deemed the date on which such notice
is transmitted.
(c) Waiver of Rights. Lief’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be
effective only if in writing and signed by a duly authorized representative of Lief. Except as expressly
set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be
without prejudice to its other remedies under these Terms or otherwise.
Contact Information. If you have any questions about these Terms or the Services, please contact Lief at getlief.com/support.