Terms of Use

At Iris, our customer’s security on all fronts is most important to us.

Effective as of June 19, 2017

Welcome to the Iris Health, Inc. (the “Company”) service (the “Service”). The following Terms of Use apply when you view or use the Service via our website located at getiris.co (the “Site”) or by accessing the Service through clicking on the Iris application (the “App”) on your mobile device. Please review the following terms carefully. These Terms of Use constitute a legal agreement between you and the Company. By accessing or using the Service, you signify your agreement to these Terms of Use.

If you do not agree to these terms, you must not use the services. You acknowledge that you have read these terms of use, understand it, and agree to be bound by its terms and conditions.

Privacy Policy

The Company respects the privacy of its Service users. Please refer to the Iris’ Privacy Policy which explains how we collect, use, and disclose information that pertains to your privacy. When you access or use the Service, you signify your agreement to this Privacy Policy.

The service

The Service allows you to inform people predetermined by you of your location and health status when you’re at a hospital. Iris reaches out to you via push-notification to check in and make sure you’re safe. If you respond that you are fine, no one is notified. If you’re not fine, Iris informs the predetermined people that you may be at a hospital based upon your location; in such a case, Iris also provides the information needed to reach you and/or the hospital.

While the Service does send you push notifications, you cannot use the Service to place any calls or send any messages. However, the Service does provide a feature that allows you to be routed to your native calling and messaging applications.

Registration, rules for user conduct and use of the service

You need to be at least 13 years old to register for and use the Service. If you are a user who signs up for the Service, will create a personalized account that includes a unique username and a password to access the Service and to receive messages from the Company. You agree to notify us immediately of any unauthorized use of your password and/or account. The Company will not be responsible for any liabilities, losses, or damages arising out of the unauthorized use of your member name, password and/or account.

Limited license

Company grants you a limited, revocable, non-exclusive, non-transferable license to use the Services for your own individual use subject to the other terms of these terms of use. Company may terminate your right to use the Service with or without cause, for any reason or no reason, at any time. You may also terminate these terms of use by simply discontinuing use of the Service. Your obligation to pay accrued charges and fees shall survive any termination of your use of the Service. In the event of your termination of use of the Service, the limitations on your use of the Services shall survive such termination. Your permission to use the Site is conditioned upon the following Use Restrictions and Conduct Restrictions: You agree that you will not under any circumstances:

Pricing and billing

Company will not charge you to use the Service unless you sign up for a monthly or annual subscription to use the Services (any subscription, monthly or annual, is referred to herein as “Subscription”), which requires that you affirmatively select a Subscription and purchase that Subscription by entering your credit card information. You authorize Company to charge and/or place a hold on your credit card with respect to any unpaid charges related to your use of the Subscription. You authorize the issuer of the credit card to pay any amounts described herein without requiring a signed receipt, and you agree that your acceptance of these Terms of Use is authorization to the issuer of the credit card to pay all such amounts. You authorize Company and/or any other company who bills products or services, or acts as billing agent for Company to continue to attempt to charge and/or place holds with respect to all sums described herein, or any portion thereof, to your credit card until such amounts are paid in full. You authorize Company and/or any other company who bills products or services, or acts as billing agent for Company to bill you on either (i) a recurring monthly basis on the monthly anniversary of your initial registration for a monthly Subscription or (ii) the annual anniversary of your initial registration for an annual Subscription.

You authorize Company and/or any other company who bills products or services, or acts as billing agent for Company to bill you in a manner consistent with your Subscription, starting on the date that you first register for a Subscription (the “Initial Subscription Date”). All monthly Subscriptions will be billed on a recurring monthly basis on the monthly anniversary of your Initial Subscription Date. All annual Subscriptions will be billed on a recurring annual basis on the annual anniversary of your Initial Subscription Date. Should you later decide to purchase additional Subscriptions, you will be billed the amount in full on the day that the additional purchase occurs (the “Additional Purchase Date”), after which, if a recurring purchase, the additional purchase will be billed on your same Initial Subscription Date anniversary, consistent in the manner as described above.

All Subscriptions will automatically renew for successive terms of the same previous duration, requiring no additional action on your behalf. Company is not required to provide you notice of the automatic renewal. Should you desire to end the automatic renewal of your Subscription, if Company has not yet provided the functionality to delete your account, you must provide written notice to hello@getiris.co detailing your request to terminate (the “Termination Request”). In the case of a monthly Subscription, the Termination Request must be received no later than the date prior to the date of term renewal. In the case of an annual Subscription, the Termination Request must be received no later than the date prior to the date of term renewal. There is no proration of such charges if service is terminated in the middle of your billing cycle. You agree to pay the full Subscription price for the period of the Subscription purchased.

All Subscriptions are non-refundable and charges to your credit card will occur immediately upon the expiration of the prior pre-paid period, unless you provide a proper Termination Request, consistent in the manner as described above. Company provides no refunds for ordered and unused services, or for ordered services that have been altered at your request at any point in time within the current billing cycle.

You will provide Company with updated credit card information upon Company's request and any time the information you previously provided is no longer valid. You are solely responsible for maintaining and updating your credit card information. Company is not liable for any non-sufficient funds or other charges incurred by you as a result of such attempts to charge, and/or place holds on, your credit card. If you mistakenly provide a debit card number, instead of a credit card number, you authorize all charges described herein to be applied to such debit card unless and until you provide a credit card number, and you agree that Company is not liable for any fees incurred as a result of providing a debit card instead of credit card.

Online content disclaimer

Opinions, advice, statements, offers, or other information or content made available through the Service, but not directly by the Company, are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such content. The Company does not guarantee the accuracy, completeness, or usefulness of any information on the Service and neither does the Company adopt nor endorse, nor is the Company responsible for, the accuracy or reliability of any opinion, advice, or statement made by parties other than the Company. The Company takes no responsibility and assumes no liability for any User Content that you or any other user or third party posts or sends over the Service. Under no circumstances will the Company be responsible for any loss or damage resulting from anyone’s reliance on information or other content posted on the Service, or transmitted to users. Though the Company strives to enforce these Terms of Use, you may be exposed to User Content that is inaccurate or objectionable. The Company reserves the right, but has no obligation, to monitor the materials posted in the public areas of the service or to limit or deny a user’s access to the Service or take other appropriate action if a user violates these Terms of Use or engages in any activity that violates the rights of any person or entity or which we deem unlawful, offensive, abusive, harmful or malicious. E-mails sent between you and other participants that are not readily accessible to the general public will be treated by us as private to the extent required by applicable law. The Company shall have the right to remove any such material that in its sole opinion violates, or is alleged to violate, the law or this agreement or which might be offensive, or that might violate the rights, harm, or threaten the safety of users or others. Unauthorized use may result in criminal and/or civil prosecution under Federal, State and local law.  If you become aware of misuse of our Service, please contact us at hello@getiris.co.

Links to other sites and/or materials

As part of the Service, the Company may provide you with convenient links to third party website(s) (“Third Party Sites”) as well as content or items belonging to or originating from third parties (the “Third Party Applications, Software or Content”). These links are provided as a courtesy to Service subscribers. The Company has no control over Third Party Sites and Third Party Applications, Software or Content or the promotions, materials, information, goods or services available on these Third Party Sites or Third Party Applications, Software or Content. Such Third Party Sites and Third Party Applications, Software or Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by the Company, and the Company is not responsible for any Third Party Sites accessed through the Site or any Third Party Applications, Software or Content posted on, available through or installed from the Site, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third Party Sites or the Third Party Applications, Software or Content. Inclusion of, linking to or permitting the use or installation of any Third Party Site or any Third Party Applications, Software or Content does not imply approval or endorsement thereof by the Company. If you decide to leave the Site and access the Third Party Sites or to use or install any Third Party Applications, Software or Content, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Site or relating to any applications you use or install from the site.

Intellectual property

You acknowledge and agree that we and our licensors retain ownership of all intellectual property rights of any kind related to the Service, including applicable copyrights, trademarks and other proprietary rights. Other product and company names that are mentioned on the Service may be trademarks of their respective owners. We reserve all rights that are not expressly granted to you under these terms of use. If you copy or download any information or software from this Site, you agree that you will not remove or obscure any copyright or other notices or legends contained in any such information. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, frame, create derivative works from, transfer, or otherwise use in any other way for commercial or public purposes, in whole or in part, any information, software, products or services obtained from the Service, except for the purposes expressly provided herein, without Company’s prior written approval.

Email may not be used to provide notice

Communications made through the Service’s e-mail and messaging system, will not constitute legal notice to the Company or any of its officers, employees, agents or representatives in any situation where notice to the Company is required by contract or any law or regulation.

User consent to receive communications in electronic form

For contractual purposes, you (a) consent to receive communications from the Company in an electronic form via the email address you have submitted; and (b) agree that all Terms of Use, agreements, notices, disclosures, and other communications that the Company provides to you electronically satisfy any legal requirement that such communications would satisfy if it were in writing.  The foregoing does not affect your non-waivable rights. We may also use your email address, to send you other messages, including information about the Company and special offers. You may opt out of such email by changing your account settings or sending an email to hello@getiris.co.

Assumption of risk

While the Company has endeavored to create a secure and reliable Service, please be advised that the confidentiality of any communication or material transmitted to/from the Service over the Internet cannot be guaranteed. Accordingly, Company is not responsible for the security of any information transmitted via the Internet, the accuracy of the information contained within the Service, or for the consequences of any reliance on such information. Furthermore, the Service and any messages sent through it are meant to assist you in connecting with or staying connected to those individuals that are important to you; the Service is not meant to be your sole means of tracking emergencies with such important individuals. Company shall have no liability for interruptions or omissions in Internet, network or hosting services. You assume the sole and complete risk of using the Service.

Responsibility to protect data and password

It is your responsibility to protect your personal data and maintain the confidentiality of your user information and password. You are also responsible for immediately notifying Company of any unauthorized use of your account, or breach of your account information or password. Company will not be liable for any loss that you may incur as a result of someone else using your username or password, either with or without your knowledge. To the extent allowable by law, You shall be liable for any expenses, including usage charges and fines, fees, civil judgments, and reasonable attorney’s fees for your failure to safeguard user and password information and/or promptly notify Company about unauthorized use of your account or breach of your account information or password.

Compliance with laws

You will use the Service in full compliance with all applicable laws and regulations with regard to your use of the Services.

Disclaimers

EXCEPT AS EXPRESSLY PROVIDED OTHERWISE IN THIS AGREEMENT, COMPANY PROVIDES THE SERVICE ON AN “AS IS, AS AVAILABLE AND WITH ALL FAULTS” BASIS, AND MAKES NO EXPRESS OR IMPLIED WARRANTIES AND CONDITIONS REGARDING THE SERVICES OR THE USE OR PERFORMANCE OF ANY OF THE FOREGOING. COMPANY DISCLAIMS ANY AND ALL WARRANTIES AND CONDITIONS OF TITLE, MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE OR USE, TITLE, COMPATIBILITY, SECURITY, ACCURACY, OR NON-INFRINGEMENT AND ANY AND ALL OTHER WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, EXCEPT AS PROVIDED HEREIN.

Limitation of liability

TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, ITS AFFILIATES, DIRECTORS, OR EMPLOYEES, OR ITS LICENSORS OR PARTNERS, BE LIABLE TO YOU FOR ANY INTERRUPTION OF THE SERVICE, LOSS OF USE, LOST SAVINGS OR OTHER CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY OR PUNITIVE DAMAGES. COMPANY WILL NOT BE LIABLE FOR ANY DELAY IN ACCESSING AND/OR INABILITY TO ACCESS THE SERVICE, WHETHER DUE TO AN ACT OF GOD, ACTION BY GOVERNMENTAL ENTITY, STRIKE, NETWORK DIFFICULTY, ELECTRONIC MALFUNCTION, OR ANY RELIABILITY OR EFFECTIVENESS RELATED TO THE SERVICE. COMPANY MAKES NO WARRANTY OR REPRESENTATION THAT THE OPERATION OF THE SERVICE WILL BE UNINTERRUPTED OR THAT THE SERVICE WILL BE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE. COMPANY’S LIABILITY TO YOU FOR DAMAGES FROM ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT (EVEN IF A FUNDAMENTAL BREACH), TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, WILL BE LIMITED TO THE TOTAL FEES PAID BY YOU FOR THE SERVICE.

Company reserves the right to change or discontinue at any time any aspect or feature of the Service. To the extent that the state in which you reside does not permit the exclusion or limitation of liability for incidental or consequential damages, the above disclaimer of warranty and limitation of liability may not apply to you.

Governing Law

ANY CLAIM RELATING TO IRIS’S SITE SHALL BE GOVERNED BY THE LAWS OF THE STATE OF DELAWARE WITHOUT REGARD TO ITS CONFLICT OF LAW PROVISIONS. SOLE AND EXCLUSIVE JURISDICTION FOR ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL BE IN AN APPROPRIATE STATE OR FEDERAL COURT LOCATED IN THE COUNTY OF SOMERSET, STATE OF NEW JERSEY AND THE PARTIES UNCONDITIONALLY WAIVE THEIR RESPECTIVE RIGHTS TO A JURY TRIAL. IF FOR ANY REASON A COURT OF COMPETENT JURISDICTION FINDS ANY PROVISION OF THIS AGREEMENT, OR A PORTION THEREOF, TO BE UNENFORCEABLE, THAT PROVISION SHALL BE ENFORCED TO THE MAXIMUM EXTENT PERMISSIBLE SO AS TO AFFECT THE INTENT OF THIS AGREEMENT, AND THE REMAINDER OF THIS AGREEMENT SHALL CONTINUE IN FULL FORCE AND EFFECT. A PRINTED VERSION OF THIS AGREEMENT SHALL BE ADMISSIBLE IN JUDICIAL OR ADMINISTRATIVE PROCEEDINGS.

Waiver of jury trial

EACH OF THE PARTIES WAIVES ITS RIGHTS TO A TRIAL BY JURY OF ALL CLAIMS OR CAUSES OF ACTION (INCLUDING COUNTERCLAIMS) RELATED TO OR ARISING OUT OF THESE TERMS OF USE BROUGHT BY EITHER PARTY AGAINST THE OTHER. THIS WAIVER WILL APPLY TO ANY SUBSEQUENT AMENDMENTS OF OR MODIFICATIONS TO THIS AGREEMENT.

No class actions

All claims between the parties related to these terms of use will be litigated individually and you will not consolidate or seek class treatment for any claim with respect to the Services.

Authorization and release

You authorize Company and the Service, whether by Website or App, to use and disclose the protected health information that I have shared while using the service. Furthermore, I authorize the release of the health record I have added to the Service, whether such addition occurred via Website or App (including records relating to mental healthcare, communicable diseases, HIV or AIDS, and treatment of alcohol or drug abuse) to any medical professional who has access to my account for the Service. Any medical information released herein may be used by the persons authorized for medical treatment, consultation, billing or claims payment, or other purposes as I may direct. I understand that I have the right to revoke this authorization by discontinuing my use of the Service. I UNDERSTAND THAT INFORMATION USED OR DISCLOSED PURSUANT TO THESE TERMS OF USE MAY BE DISCLOSED BY THE RECIPIENT AND MAY NO LONGER BE PROTECTED BY FEDERAL OR STATE LAW.

Not a health care provider

By the nature of Company, the Site, the App, and the Service, its operation and purpose may require that we collect health and/or medical information that may be protected under HIPAA or other state and/or federal law or regulation. As such, you authorize Iris to release such health and/or medical information as directed by you to any party whom you share such information with using the Site. You understand and acknowledge that the period of this authorization shall last so long as you continue to use the Site, and that you may revoke such authorization at any time by discontinuing your use of the Site.

General terms

If any part of these terms of use is held invalid or unenforceable, that portion of the terms of use will be construed consistent with applicable law.  The remaining portions will remain in full force and effect. Any failure on the part of the Company to enforce any provision of these terms of use will not be considered a waiver of our right to enforce such provision.  Our rights under these terms of use will survive any termination of these terms of use.

You agree that any cause of action related to or arising out of your relationship with the Company must commence within ONE year after the cause of action accrues.  Otherwise, such cause of action is permanently barred.

These Terms of Use and your use of the Site are governed by the federal laws of the United States of America and the laws of the State of Delaware, without regard to conflict of law provisions.

The Company may assign or delegate these Terms of Service and/or the Company’s Privacy Policy, in whole or in part, to any person or entity at any time with or without your consent. You may not assign or delegate any rights or obligations under the Terms of Service or Privacy Policy without the Company’s prior written consent, and any unauthorized assignment and delegation by you is void.

YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF USE, UNDERSTAND THE TERMS OF USE, AND WILL BE BOUND BY THESE TERMS AND CONDITIONS. YOU FURTHER ACKNOWLEDGE THAT THESE TERMS OF USE TOGETHER WITH THE PRIVACY POLICY REPRESENT THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN US AND THAT IT SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT ORAL OR WRITTEN, AND ANY OTHER COMMUNICATIONS BETWEEN US RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT.