Livindi may enter a services agreement with an organization desiring to obtain the Livindi Service for the organization's employees, agents, customers, or other third parties as the organization determines. If the Livindi Service is provided to you pursuant to such an agreement, the subscription fees and other terms of the services and any other related agreement will supersede any conflicting provisions of these Terms.
Neither the Livindi Service nor the information through the Livindi website is intended to constitute medical or professional advice. Please contact your medical professional if you have a question about your health or the appropriate care for your medical condition. The information provided through our website and the Livindi Service is for informational purposes only and is not intended to provide medical information or recommendations. Neither Livindi nor any of its directors, shareholders, officers, employees, agents or representatives, licensees or suppliers provide any advice as to the appropriateness or advisability of the Livindi Service. If you are concerned with the use of or dissatisfied with the Livindi Service, please immediately discontinue use of the Livindi Service.
MODIFICATIONS TO THESE TERMS AND CONDITIONS
Livindi, may in its sole discretion, without prior notice to you, revise these Terms and Conditions at any time. Should these Terms and Conditions change materially, Livindi will update the Effective Date noted above and post a notice regarding the updated Terms and Conditions on the Websites. The amended Terms and Conditions will also appear when the Platforms are accessed by you and you will need to acknowledge your agreement to the amended Terms and Conditions prior to being able to continue to use the Platforms. If you do not agree to the terms of the amended Terms and Conditions, your sole and exclusive remedy is to discontinue your use of the Websites and Platforms and you will be deemed to have terminated these Terms and Conditions. Amended Terms and Conditions will be effective as of the Effective Date unless otherwise stated. By accessing or using the Websites and the Platforms after such changes are posted you agree and consent to all such changes.
The information provided through the Livindi Service is believed to be accurate, but neither we nor our licensees nor our suppliers warrant or guarantee such accuracy. THE INFORMATION AND THE LIVINDI SERVICE, INCLUDING WITHOUT LIMITATION ALL DOCUMENTATION FOR THE LIVINDI SERVICE, IS SUBJECT TO CHANGE WITHOUT NOTICE. THE LIVINDI SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AT YOUR OWN RISK. YOU ACKNOWLEDGE AND AGREE THAT LIVINDI HAS NO OBLIGATION FOR ANY ERRORS OR ANY WARRANTY, EXPRESS OR IMPLIED OF ANY KIND WHATSOEVER (INCLUDING WITHOUT LIMITATION, WARRANTIES OF TITLE OR NON-INFRINGEMENT, OR ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE) WITH REGARD TO THE LIVINDI SERVICE OR THE INFORMATION PROVIDED THROUGH THE LIVINDI SERVICE. YOU FURTHER ACKNOWLEDGE AND AGREE THAT, WHILE WE MAY AGREE TO REFUND THE PURCHASE PRICE FOR THE LIVINDI SERVICE, LIVINDI, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DISCLAIMS AND SHALL HAVE NO OTHER LIABILITY OR WARRANTY OBLIGATION WHATSOEVER WITH RESPECT TO THE LIVINDI SERVICE, AND ANY OTHER CLAIMS, LOSSES, LIABILITIES, DAMAGES, COSTS OR EXPENSES ATTRIBUTABLE TO ANY FAILURE TO CONFORM TO ANY WARRANTY UNDER THESE TERMS WILL BE SOLELY AS PERMITTED UNDER THESE TERMS. LIVINDI DOES NOT WARRANT OR REPRESENT THAT THE LIVINDI SERVICE, OR ANY INFORMATION PROVIDED ARE ACCURATE, ERROR-FREE OR RELIABLE OR THAT YOUR USE OF THE LIVINDI SERVICE, OR THE INFORMATION WILL NOT INFRINGE RIGHTS OF THIRD PARTIES. LIVINDI IS NOT RESPONSIBLE FOR COSTS OR ANY DAMAGES THAT RESULT FROM RELIANCE ON OR USE OF THE INFORMATION OR THE LIVINDI SERVICE. Some jurisdictions do not allow the exclusion of implied warranties, so this exclusion may not apply.
ACCESS TO THE PLATFORMS
You may access and use the Platforms via remote access connectivity. Livindi grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to use the Platforms in accordance with these Terms and Conditions. In order to use the Platforms, you will be asked to register an account and create login information, including without limitation, username and passwords. You must safeguard your login information that you use to access the Platforms and you must not disclose this information to anyone. You must immediately notify Livindi of any unauthorized use of your user account or of any other breach of security that you become aware of involving and relating to the Platforms by email to privacy@Livindi.com.
You shall be solely responsible for the security, confidentiality and integrity of all messages and the information that you receive, transmit or store via the Livindi Service and/or your user account. You are responsible for taking all reasonable steps to ensure that no unauthorized person shall have access to your account or your password. You agree to bear all responsibility for the confidentiality of your user account and password and all use or charges incurred from use of the Livindi Service with your user account and password.
You shall be solely responsible for providing, maintaining and ensuring compatibility with the Livindi Service access requirements, all hardware, software, electrical or other physical requirements for your use of the Livindi Service, including without limitation, telecommunications and Internet service provider access, connections, links, web browsers or other equipment, programs and services required to access the internet or to use the Livindi Service. You acknowledge and agree that from time to time the Livindi Service may be inaccessible or inoperable for any reason, including without limitation: (i) equipment malfunctions, (ii) periodic maintenance or repairs; or (iii) other causes beyond our control. Additionally, because the Livindi Service is accessed via the Internet or a mobile carrier, you may have connection issues due solely to your own Internet or telecommunications service provider or other technological access requirements. We are not responsible for any third-party access requirements (e.g. your Internet Service Provider).
Livindi is not an insurance provider nor are we a prescription fulfillment warehouse. Livindi role is limited to making certain caregiving and health monitoring related information available to you and/or facilitate your access to informal, formal and expert medical services. Livindi is independent from healthcare providers who will be providing such services to you through the Platform and is not responsible for such healthcare providers' acts, omissions or for any content of the communications made by them. Livindi does not engage in the practice of medicine or provide any other health services.
You acknowledge that Livindi contracts with third party development, application and data hosting, wireless network services, payment processing, and other technology services providers to provide the Services functionality ("Third Party Providers"). For example, all User Data and User Content is stored at computer data centers operated and maintained by Third Party Providers. Livindi is responsible for ensuring that the Third-Party Providers abide by these Terms. Livindi is solely responsible for monitoring and supervising all necessary work of the Third-Party Providers.
YOUR REPRESENTATIONS AND WARRANTIES
Livindi requires you to create a user account to use the Livindi Service. If you are under the age of 18, we require that you inform your parent or guardian and have their consent to open a user account. You may update your user account as specified on our website.
Livindi is the owner, or an authorized reseller or licensee, of the Livindi Service. The Livindi Service is provided on a subscription basis on an “AS IS” and “AS AVAILABLE” basis. We reserve the right to not sell the Livindi Service to you if you request delivery to a country that is at war, or subject to a Force Majeure event, or that is currently under sanctions by the United Nations or sanctions or an embargo by the United States. The Livindi Service is delivered pursuant to a shipment contract and that means that risk of loss and title for such Livindi Service passes to you upon our delivery to the carrier.
Livindi allows you to access the Livindi Service only for your own purposes in accordance with these Terms. Any use through or access to the Livindi through a mobile device (i.e. an iPhone or iPad) is only as permitted by the applicable usage rules set forth in the mobile device’s related application store (i.e. App Store Terms of Service for an iPhone/iPad or an Android device is only as permitted by such Android device’s terms) which you acknowledge that you have had an opportunity to review.
By registering on the Platforms, you represent and warrant the following: (i) you have the legal ability and authority to enter into these Terms and Conditions with Livindi, (ii) the information you have provided to Livindi in your registration is accurate and complete, (iii) you will comply with any and all laws applicable to your use of the Websites and Platforms, (iv) you will not interfere with a third party's use and enjoyment of the Websites and Platforms, (v) you will not interfere with or disrupt Livindi or its vendors' security measures, (vi) if any information you provide to Livindi becomes inaccurate, incomplete or otherwise false or misleading, you will immediately notify Livindi, (vii) you acknowledge that access to the healthcare services provided through the Platforms are not "insured services" under any provincial health plans, (viii) you acknowledge that any fees paid by you or by any other persons on your behalf are not provided in exchange for any undertaking by Livindi or its representatives that such healthcare services will be made available to you, and (ix) you are accessing the Websites and Platforms for yourself or a child under the age of eighteen for whom you are the legal guardian.
Except as otherwise permitted under these Terms, you shall not (and shall not assist any third party to):
- Send spam or any other form of duplicative and unsolicited messages, other than marketing and promotional messages, to any third party or other users using through the Livindi Service;
- Harvest, collect, gather or assemble information or data regarding other users of the Livindi Service without their consent;
- Transmit through or post on the Livindi Service unlawful, libelous, tortuous, infringing, defamatory, threatening, vulgar, or obscene material or material that may be harmful to minors;
- Knowingly transmit material containing software viruses or other harmful or deleterious computer code, files, scripts, agents, or programs;
- Knowingly interfere with or disrupt the integrity or performance of the Livindi Service or the data contained therein or attempt to gain unauthorized access to the Livindi Service, computer systems or networks related to the Livindi Service;
- Decompile, disassemble, or otherwise reverse engineer or attempt to reconstruct or derive any source code (or underlying ideas, algorithms, structure or organization) from the Livindi Service or from any other information by any means whatsoever;
- Distribute, disclose or allow use of any of the Livindi Service in any format through any timesharing device, service bureau, network or by any other means, to or by any third party;
- Violate the license grant provided pursuant to these Terms;
- Create Internet "links" to or from the Livindi Service, or "frame" or "mirror" any of our content which forms part of the Livindi Service; or
- Modify or create a derivative work of the Livindi Service or any portion thereof.
- Misrepresent your identity or affiliation in any way;
- Restrict or inhibit any person from using the Websites and Platforms, disclose personal information obtained from the Websites and Platforms or collect information about users of the Websites and Platforms;
- Launch or use any automated system, including without limitation, "robots," "spiders," or "offline readers," that access the Websites and Platforms in a manner that sends more request messages to our servers in a given period of time than a human can reasonably produce in the same period by using a conventional web browser;
- Send or otherwise transmit to or through the Websites and Platforms chain letters, unsolicited messages, so-called "spamming" or "phishing" messages, or messages marketing or advertising goods and services;
- Violate any applicable laws or regulations in any way;
- Breach or otherwise circumvent Livindi Health's security or authentication measures; and
- Assist or permit any persons in engaging in any of the activities described above.
- Access the Livindi private API
Unless you acquire the Livindi Services through another licensee, you are responsible for paying the subscription fees, shipping charges and any tax for the Livindi Service as noted on our website’s shopping cart or final sales page, along with any applicable sales or value added taxes. You shall not be liable for any taxes based on our net income. Payments may be made in the currencies and via the payment methods specified on our website’s shopping cart or final sales page. You acknowledge that you shall be solely liable for any customs charges. Any shipping options will be as noted on our website’s shopping cart or final sales page.
If you elect to pay for the Livindi Service by credit card, you are responsible for providing a valid credit card number at the time you pay. You represent and warrant that you are an authorized user of the credit card number provided, and you agree to pay all charges resulting from your purchases of the Livindi Service, including any unauthorized charges incurred prior to your notice to Livindi of such charges. You agree that we may pass your credit card information and personally identifiable information to our designated service provider(s) to process the credit card payment for the purchase of the Livindi Service. We will comply, and will ensure that our designated services provider(s) comply, with any credit card processing rules and privacy regulations.
Make sure that the shipping address is correct, as we are unable to re-direct orders once shipped. Please note that before we can ship the equipment for the Livindi Service, we may need to confirm your security or other details with your credit card issuer. To avoid delays to your order, please ensure that your billing address matches the address on your card statement, and that the cardholder's name is entered as it appears on the card. Please also ensure that your contact details in your user account are accurate so that we can contact you if necessary.
You understand that you are solely responsible for (and that Livindi has no responsibility to you or to any third party for) any breach of your obligations under these Terms and for the consequences (including any loss or damage which Livindi may suffer) of any such breach.
You agree that you will not use the Livindi Service for activities prohibited by state, federal, or your country’s law or other applicable rules or regulations. You represent and warrant that: (i) you are not located in a country that is subject to U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. Livindi makes no claims regarding the Livindi Service outside of the United States. If you access the Livindi Service from outside the United States, you do so at your own risk and are responsible for compliance with laws of your jurisdiction.
INTELLECTUAL PROPERTY RIGHTS AND CONTENT
Livindi is the sole and exclusive owner of the Websites and Platforms, including any and all copyright, patent, trademark, trade secret and other ownership and intellectual property rights, in and to the Websites and Platforms and any related materials and documentation. No title or ownership of the Websites and Platforms or any portion thereof is transferred to you hereunder. Livindi reserves all rights not expressly granted hereunder. You agree not to change or delete any copyright or proprietary notice related to materials downloaded from the Websites and/or Platforms.
You may provide input, comments or suggestions regarding the Websites and Platforms or Livindi Services ("Feedback"). You acknowledge and agree that Livindi may use any Feedback without any obligation to you and you hereby grant Livindi a worldwide, perpetual, irrevocable, royalty-free, transferable license to reproduce, display, perform, distribute, publish, modify, edit or otherwise use such Feedback as Livindi may deem appropriate, without restriction, for any and all commercial and/or non-commercial purposes, in its sole discretion.
The Livindi Service, and all information provided through it, and all derivatives shall be and remain the property of Livindi or its suppliers. Information includes all information such as the "look and feel" of the Livindi Service, the data files, graphics, text, photographs, drawings, logos, images, sounds, music, video or audio files part of the Livindi Service. You shall have no rights or interests therein except as set forth in these Terms. You agree to notify Livindi immediately in writing of any claim made regarding the Livindi Service and to cooperate as reasonably necessary, at our expense, in the defense and settlement of such claim. You acknowledge and agree that the Livindi Service is provided on a subscription basis by Livindi. You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trademark notices) which may be affixed to or contained within the Livindi Service or the information provided therein. The Livindi Service is owned by Livindi and/or licensed from its suppliers and licensors and is provided in conformance to our obligations under any such license terms.
INDEMNIFICATION AND LIMITATION OF LIABILITY
You agree to defend, indemnify and hold Livindi, its officers, directors, employees, shareholders, affiliates, third-party contractors, agents, licensors and suppliers (each a Livindi Party and collectively Livindi Parties), harmless from and against any claims, actions or demands, losses, liabilities, damages, costs, expenses and settlements (including without limitation reasonable attorney and accounting fees), resulting from or alleged to result from, directly or indirectly, your (a) violation of these Terms and Conditions; (b) access to or use of the Platform and Websites; and (c) provision of other disclosure to Livindi of any other information or data and the use of same by Livindi or other Livindi Party as contemplated hereunder.
IN NO EVENT SHALL LIVINDI BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, OR ANY DAMAGES WHATSOEVER RESULTING FROM ANY LOSS OF USE, LOSS OF PROFITS, LITIGATION, OR ANY OTHER PECUNIARY LOSS, WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE WEBSITES OR PLATFORMS OR THE PROVISION OF OR FAILURE TO MAKE AVAILABLE ANY SUCH PRODUCTS, GOODS, OR SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. LIVINDI, ITS SUPPLIERS AND AGENTS SHALL BE LIABLE ONLY TO THE EXTENT OF VERIFIABLE, ACTUAL DAMAGES INCURRED BY YOU DIRECTLY RELATED TO THE FEES YOU PAID FOR LIVINDI SERVICE SUBJECT TO THE REFUNDS TERMS. YOU ACKNOWLEDGE AND AGREE THAT NEITHER LIVINDI NOR ITS SUPPLIERS OR AGENTS ARE LIABLE FOR ANY PERSONAL INJURY, INCLUDING DEATH, CAUSED BY YOUR USE OR MISUSE OF THE SITE OR THE LIVINDI SERVICE. Any claims arising in connection with your use of the Livindi Service must be brought within one (1) year of the date of the event giving rise to such action occurred. Remedies under these Terms are exclusive and are limited to those expressly provided for in these Terms. If you are dissatisfied with the Livindi Service, your sole and exclusive remedy shall be the limited refund right and for you to discontinue use of the Livindi Service.
Livindi shall not be liable for any failure to perform its obligations hereunder where the failure results from any cause beyond Livindi’s reasonable control, including, without limitation, mechanical, electronic, or communications failure or degradation.
The terms of these Terms and Conditions that limit liability reflect an informed voluntary allocation of risk; such allocation represents a material part of these Terms and Conditions. You agree that the limitations of liabilities set out in these Terms and Conditions are fair and reasonable in the circumstances.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOU HAVE NO CONTRACTUAL RELATIONSHIP WITH ANY OF THE THIRD-PARTY PROVIDERS, INCLUDING OUR WIRELESS NETWORK SERVICES PROVIDERS AND THEIR AFFILIATES AND CONTRACTORS, AND THAT YOU ARE NOT A THIRD-PARTY BENEFICIARY OF ANY AGREEMENT BETWEEN LIVINDI AND ANY THIRD PARTY PROVIDER, INCLUDING ALL WIRELESS NETWORK CARRIERS.
You acknowledge and agree that the limitations of liability set forth above are fundamental elements of these Terms and neither the information nor the Livindi Service would be provided to you absent such limitations of liability.
IN NO EVENT SHALL THE AGGREGATE LIABILITY OF THE LIVINDI ENTITIES EXCEED THE GREATER OF ONE HUNDRED U.S. DOLLARS (U.S. $100.00) OR THE AMOUNT YOU PAID LIVINDI, IF ANY, IN THE PAST TWO MONTHS FOR THE SERVICES GIVING RISE TO THE CLAIM.
THE LIMITATIONS OF THIS SUBSECTION SHALL APPLY TO ANY THEORY OF LIABILITY, WHETHER BASED ON WARRANTY, CONTRACT, STATUTE, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, AND WHETHER OR NOT THE LIVINDI ENTITIES HAVE BEEN INFORMED OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
The Websites and Platforms are provided on an "as is" and "as available" basis and without warranties of any kind, either express or implied. To the fullest extent permissible pursuant to applicable law, Livindi disclaims all representations, warranties, and conditions, express or implied, including, but not limited to, implied condition or warranties of merchantability and fitness for a particular purpose. Livindi does not warrant that the Websites and Platforms will be uninterrupted or error-free, that defects will be corrected or that the Websites and Platforms or the server that makes it available are free of viruses or other harmful components.
Livindi makes no guarantees, and disclaims any implied warranty or representation about its accuracy, relevance, timeliness, completeness, or appropriateness of any content posted on the Website and Platforms for a particular purpose. Livindi assumes no liability arising from or relating to the delay, failure, interruption, or corruption of any data or other information transmitted in connection with use of the Websites and/or Platforms.
Applicable law may not allow the exclusion of implied warranties, so the above exclusion may not apply to you.
These Terms constitute the entire agreement and understanding between you and Livindi with respect to the subject matter hereof and supersede all prior agreements, understandings, inducements and conditions expressed or implied, oral or written, of any nature whatsoever with respect to the subject matter hereof. These Terms shall be binding upon and inure to the benefit of you and Livindi, our successors, and assigns. These Terms and your user account may not be assigned without our express, prior written consent which may be withheld at our sole discretion. Notices under these Terms shall be in writing and shall be deemed given when: (i) delivered personally or by respected international carrier; (ii) three (3) business days after the date sent by certified mail, postage prepaid with return receipt requested. Notices to Livindi shall be made through our website. Livindi is headquartered in the State of Massachusetts.
These Terms and the resolution of any dispute related to the terms of these Terms or the Livindi Service shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts, without giving effect to any principles of conflicts of law.
WAIVER OF JURY TRIAL AND LIMITATION OF CLAIMS
You hereby waive the right to trial by jury in any suit, action or other legal proceeding in connection with this Agreement and these Terms. This jury trial waiver cannot be revoked.
All claims, actions or proceedings against Livindi or the Livindi Entities must be commenced within one (1) year after the cause of action has accrued, without extension of time, or said claim, action or proceeding is barred. The time period in this paragraph must be strictly complied with.
Except as provided below, any controversy or claim arising out of or relating to these Terms will be settled by arbitration in Boston, Massachusetts, at a time and location designated by the arbitrator. Arbitration will be conducted by the American Arbitration Association in accordance with its Rules of Commercial Arbitration, and judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The arbitrator will be selected from a panel of persons having experience with and knowledge of the computer industry and technology services. Nothing herein contained will bar either party from seeking equitable remedies in a court of appropriate jurisdiction. Livindi may charge interest on overdue undisputed amounts at the rate of 1% per month. If Livindi successfully enforces these Terms under arbitration or court action, you must pay reasonable costs and expenses of the arbitration or other action, including reasonable attorney’s fees and costs. Any legal action related to these Terms, the Information or the Livindi Service shall be brought in a state or federal court of competent jurisdiction sitting in Boston, Massachusetts.
NO WAIVER; SEVERABILITY
Livindi’s failure to insist upon strict enforcement of any provision(s) of these Terms shall not be construed as a waiver of any provision or right. Should any provision of these Terms be held invalid or unenforceable, such invalidity will not invalidate the whole of these Terms, but rather that invalid provision will be amended to achieve as nearly as possible the same economic effect as the original provision and the remainder of these Terms will remain in full force and effect. Any waivers by Livindi must be in writing and signed by an authorized representative of Livindi.
These Terms and Conditions constitute the entire agreement between you and Livindi as it relates to the access to, and use of, the Platform and Websites and the subject matter of these Terms and Conditions and supersede all prior or contemporaneous agreements, negotiations, representations and proposals, written or oral between Livindi and you.
These Terms and Conditions are personal to you, and are not assignable, transferable, or sublicensable by you except with Livindi’s prior written consent. Livindi may assign, transfer, or delegate any of its rights and obligations hereunder without your consent.
The Websites and Platforms are not intended for children under the age of 13. If you are under 13 years of age, please do not use or access the Websites or Platforms at any time or in any manner. By using the Websites or Platforms, you affirm that you are over the age of 13. Livindi does not seek through the Websites or Platforms to gather personal information from or about persons under the age of 13 without the consent of a parent or guardian.
CONTACT & NOTICES
If you have any questions about the Terms and Conditions, or need to provide notice to, or communicate with, Livindi under the Terms and Conditions, please contact Livindi using the following contact details:
Livindi Privacy Officer
526 Boston Post Rd
Wayland, MA 01778
Livindi may provide notices or communications to you on the Websites and/or Platforms and you agree that such notices shall constitute notice to you whether or not you actually access the notice.
If you violate these Terms and Conditions, your ability to use the Websites and/or Platforms will be terminated. Livindi may, in its sole discretion, terminate your access to the Websites and/or Platforms, or any portion thereof, for any reason whatsoever without prior notice. These actions are in addition to any other right or remedy Livindi may have available at law. Further, Livindi shall not be liable to you or any third party for any such termination or discontinuance. You may terminate these Terms and Conditions by ceasing to access and use the Websites and Platforms. Upon any termination of these Terms and Conditions you must immediately cease use of the Websites and Platforms. To the extent permitted by applicable law, the disclaimers, limitations on liability, termination and your warranties and indemnities shall survive any termination of these Terms and Conditions.
Copyright © 2021 by Livindi, Inc. All rights reserved.
Last revised: April 7, 2021.