Welcome to the Terms and Conditions for Clearpath Technologies (“Terms” or "Patient Terms"). The Clearpath Services are owned and operated by Authentic, Inc. and any affiliates involved in providing and supporting the Clearpath Services for which you are enrolled (collectively, “we,” “our,” “us” or “Clearpath”). Please read these Terms carefully before using the Clearpath Platform. By ( 1 ) clicking a box indicating acceptance of these Terms, ( 2 ) executing an Order Form that references these Terms, or ( 3 ) accessing or using any Clearpath Services, you agree to be bound by these Terms, which constitute a legally enforceable agreement between Clearpath and you, the individual (“you” or “your”). These Terms supersede and replace any prior terms or agreements concerning your use of the Clearpath Services. Note that additional terms that are specific to a particular aspect of the Clearpath Services may be set forth in connection with your registration for or use of that particular aspect of the Clearpath Services, and any such additional documentation you may be required to agree to as part of the Clearpath Services is hereby incorporated herein by reference.
THE CLEARPATH SERVICES ARE NOT DESIGNED OR INTENDED FOR USE IN EMERGENCY SITUATIONS. IF YOU THINK YOU MAY HAVE AN EMERGENCY SITUATION CALL 9-1-1. DO NOT USE THE CLEARPATH SERVICES FOR EMERGENCIES.
These Terms provide that all disputes between you and Clearpath with respect to your use of the Clearpath Services will be resolved by BINDING ARBITRATION, to the fullest extent permitted under applicable law. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract, except for matters that may be taken to small claims court, to the fullest extent permitted under applicable law. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury, and your claims cannot be brought as a class action, to the fullest extent permitted under applicable law. Please review Section 20 (“Mandatory Arbitration”) for the details regarding your agreement to arbitrate any disputes with Clearpath.
Defined terms have the meanings set forth in this Section 1 (Definitions) and elsewhere in these Terms when capitalized, and may be read in singular, plural or an alternative tense, as the context requires.
“Clearpath Platform” means the technology platform, including various supporting capabilities, which may include, for example, hardware, software, databases, source code, APIs, integrations with third-party applications, methods, processes, and communications networks that Clearpath builds, provides, and maintains, and which collectively facilitate the Clearpath Services.
“Clearpath Services” means the products and services that are provided and made available online by Clearpath, including the Clearpath Platform and other associated Clearpath offline or mobile components, as described in the Agreement. “Clearpath Services” exclude Content and Non-Clearpath Applications.
“Content” means information obtained by Clearpath from publicly available sources or its third-party content providers and made available to you during the course of your use of the Clearpath Services.
“Documentation” means the applicable Clearpath Service’s usage guides and policies, as updated from time to time, accessible via our help center or by logging into the applicable Clearpath Service.
“Family Member” means a trusted individual (who is not a Medical Coordinator) that you may designate through the Clearpath Services to be granted access to your Records.
“Free Services” means any Clearpath Services provided to you free of charge (and excludes Premium Services, including those that are offered under a free trial).
“Medical Coordinator” means a trusted individual (who is not a Family Member) that you may designate through the Clearpath Services to be granted access to your Records.
“Order Form” means an ordering document or online order specifying any Premium Services to be provided hereunder that is entered into between you and Clearpath, including any addenda and supplements thereto.
“Non-Clearpath Application” means Web-based, mobile, offline or other software functionality that interoperates with a Clearpath Service, or that is provided as part of or in conjunction with the Clearpath Services.
“Premium Services” means any Clearpath Services provided hereunder that are purchased by you under an Order Form or online purchasing portal or under a free trial.
“Provider” means any healthcare professional (including practices, individual practitioners, hospitals, medical imaging centers, and other entities/facilities), from whom you may request or receive Records, or with whom you may share Records using the Clearpath Services.
“Records” means any medical, health, billing, or other record, including any reports, medical images (including, for example, x-rays, MRIs, CT scans, or ultrasounds) that you request, receive, upload, store, or share via the Clearpath Services.
This Agreement applies to your use of any of the Clearpath Services and as further described below.
Clearpath may offer the following Clearpath Services to you:
You must be at least 18 years old to use the Clearpath Platform. By agreeing to these Terms, you represent and warrant to us that: (a) you are an individual who is at least 18 years old; (b) you have not previously been suspended or removed from the Clearpath Platform; (c) your registration and your use of the Clearpath Platform is in compliance with all applicable laws and regulations; and (d) you have read and agree to our Web and Mobile Privacy Policy, as further described in Section 6 below.
Although we provide technology that facilitates the sharing of health information, Clearpath does not offer medical advice and the receipt of any such information through the Clearpath Services does not create a doctor patient relationship between you and Clearpath, but is a continuation of a relationship between you and your Provider. Any services provided or Content accessed within the Clearpath Services are for informational purposes only. This includes, but is not limited to, the information provided by Clearpath via in-app tutorials, or explanations of medical terms (whether written or visual). The content should not be used during a medical emergency or for the diagnosis or treatment of any medical condition. Please consult your doctor or other qualified healthcare provider if you have any questions about a medical condition, or before taking any drug, changing your diet, or commencing or discontinuing any course of treatment. Do not ignore or delay obtaining professional medical advice because of information accessed through the Clearpath Services. Call 911 or your doctor for all medical emergencies.
To access the Clearpath Services, you must register for an account. When you register for an account, you may be required to provide us with some information about yourself. You must provide accurate and complete registration information when you register to use the Clearpath Services. It is your responsibility to provide us with a true, accurate, and complete email address, and other information related to your account(s), and to maintain and update promptly any changes in this information.
You are responsible for maintaining the confidentiality and security of your password and account, and you are fully responsible for all activities that occur under your password or account. You agree to (a) immediately notify Clearpath of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. Clearpath shall not be liable for any loss or damage arising from your failure to comply with these Terms. If you have reason to believe that your account is no longer secure, then you must immediately notify us at support@myclearpath.com.
The following actions are expressly prohibited in relation to your username and password:
If you have forgotten your username or password, we will use an email address provided by you to send your username or temporary password. You understand that others with access to that email address will be able to gain access to your account information.
Your use of the Clearpath Services and any Content must comply with all applicable laws, regulations, and ordinances, including any laws regarding the export of data or software. You may not interfere with or disrupt the proper operation of the Clearpath Services.
If you use mobile services to enter and maintain your personal information, you understand that you are responsible for safeguarding and securing your mobile device and the associated credentials (such as username and password). If you leave your mobile device unattended, or if it is lost or stolen, you understand that your personal information may be accessible to others.
In using the Clearpath Services, you agree not to:
If you create, transmit, or display information while using the Clearpath Services, you may provide only information that you own or have the right to use. Clearpath will only use information you provide as permitted by the Clearpath Privacy Policy. The Clearpath Privacy Policy identifies the information we collect through the Clearpath Services, the steps We take to protect it, and your rights regarding how that information is used and disclosed. You understand that if you disclose information to another individual or entity that, to the extent the information is protected by the Health Insurance Portability and Accountability Act of 1996, (HIPAA) and its implementing regulations, such information may no longer be protected by HIPAA.
Clearpath engages in commercially reasonable efforts to protect the confidentiality, availability, and integrity of the Services, but it cannot guarantee continuous, error-free, secure, and virus-free operation at all times, and you understand that you shall not be entitled to refunds or other compensation based on Clearpath’s failure to provide any of the foregoing other than as explicitly provided in these Terms. Some jurisdictions do not allow the disclaimer of implied warranties, and, to that extent, the foregoing disclaimer may not apply to you. To the extent applicable (i.e., for Providers), Clearpath does not guarantee that by mere use of the Clearpath Services you will be in compliance with HIPAA, and you understand and agree that you are responsible for maintaining any other administrative, technical, and physical measures required to maintain appropriate information security with respect to protected health information that you create, receive, maintain, and/or transmit and to otherwise comply with HIPAA.
If you interact with Clearpath’s public facing websites or mobile applications (including, without limitation, the Clearpath Platform), information collected through those websites is governed by our Privacy Policy.
The Clearpath Services are owned by Clearpath Technologies, LLC. We grant to you, for your personal purposes only, a nonexclusive, limited and revocable right to access and use the Clearpath Services (a) for an unspecified term in the case of Free Services; and (b) during the paid subscription term of the Clearpath Services in which you are enrolled in the case of Premium Services, so long as you comply with the terms of these Terms in both cases. You agree not to use the Clearpath Services for any other purpose, including commercial purposes, such as co-branding, framing, linking, or reselling any portion of the Clearpath Services without our prior written consent. Except and solely to the extent permitted by applicable law notwithstanding these restrictions, you may not at any time, directly or indirectly, and may not permit any other person to: (i) reproduce, distribute, or publicly display, the Clearpath Services or any part thereof; (ii) reverse engineer, decompile, or make modifications to the Clearpath Services or any part thereof; or (iii) interfere with or circumvent any feature of the Clearpath Services or any part thereof, including any security or access control mechanism. If you are prohibited under applicable law from using the Clearpath Services, you may not use them.
All materials available through the Clearpath Services may be accessed, downloaded, or printed for the noncommercial purpose and solely within the scope allowable by these Terms. No other use of these materials may be made without express written permission of Clearpath. Any unauthorized use of the words or images from the Clearpath Services may violate copyright laws, trademark laws, the laws of privacy and publicity, and civil and criminal statutes.
The Clearpath Services include materials that are derived in whole or in part from materials that are copyrighted, including the format and layout of the Clearpath Services. The copyrights are owned by Clearpath, or for licensed content, the content providers.
None of the names, trademarks, service marks and logos of Clearpath or third parties appearing within the Clearpath Services may be used in any advertising, publicity, or otherwise to indicate Clearpath’s or such third party’s sponsorship of or affiliation with any product or service without express written permission of Clearpath or such third party. Nothing contained within the Clearpath Services should be construed as granting, by implication, estoppel, waiver or otherwise, any license or right of use to any trademark displayed on or through the Clearpath Services without the written permission of Clearpath or the third-party owner of the trademark, if any. The Clearpath Services may contain other proprietary notices and copyright information, the terms of which must be observed and followed by you. Clearpath reserves all rights not expressly granted to you in these Terms. Except for the limited rights and licenses expressly granted under these Terms, nothing in these Terms grants, by implication, waiver, estoppel, or otherwise, to you or any third party any intellectual property rights or other right, title, or interest in or to the Clearpath intellectual property.
If you provide suggestions, ideas, feedback, or recommendations (“Feedback”) to Clearpath, We are free to use, disclose, reproduce, license, or otherwise distribute, and exploit the Feedback as Clearpath sees fit, without an obligation or restriction of any kind to you.
This Section 8 applies if you request and/or receive any Records from Providers using the Clearpath Services.
By requesting Records from a Provider (a "Request"), you are agreeing to authorize the release of health information from that Provider, and you are agreeing to pay any fees billed to you by the Provider for processing the Request, subject to the following terms and conditions.
All Requests are subject to availability of applicable Records.
Record retrieval times may vary according to availability and are subject to any delays resulting from courier delays or force majeure for which we will not be responsible.
In order to submit a Request, you must be over 18 years of age and possess a valid credit or debit card issued by a bank acceptable to us. If your Request is accepted, we will inform you by email and we will notify you when your Request has been fulfilled. When placing a Request, you undertake that all details you provide to Us are true and accurate, that you are an authorized user of the credit or debit card used to place your Request and that there are sufficient funds to cover the cost of the Request price. By entering your payment information and submitting a Request, you authorize us, our affiliates, or our third-party payment processors to charge the amount due. All prices advertised are subject to change.
(a) Submitting a Request. When you place a Request, you will receive an acknowledgement email confirming receipt of your Request. This email will only be an acknowledgement and does not mean we will be able to fulfill your Request. At this time, we will send your Request to your Provider, who may accept or reject your Request. We have not agreed to fulfill your Request until we send you a separate confirmation by e-mail that your Provider has accepted your Request. Only those Records listed in the confirmation email will be included in the fulfillment of the Request. Once a Request is submitted, you may not terminate it. We may cancel or terminate your Request at any time and will refund the fees subject to such cancellation or termination.
(b) Pricing and Availability. While we try to ensure that all details, descriptions and prices which appear through the Clearpath Services are accurate, errors may occur. If we discover an error in any Provider’s fees, we will try to inform you of this as soon as possible and give you the option of reconfirming your Request at the correct price or canceling it. If we are unable to contact you, we will treat the Request as canceled. If your order is cancelled pursuant to this Section 8(b) and you have already paid for the Request, you will receive a full refund.
(c) Fees. You will pay to Clearpath the advertised fees in connection with fulfilling any Request ("Request Fees"). All Request Fees are due prior to the Request being fulfilled and Clearpath (or its third-party payment providers) will charge the method of payment you provide in the amount of the Request Fees. Request Fees do not include taxes, duties, levies, tariffs, and other governmental charges (including, without limitation, VAT) (collectively, "Taxes"). You shall be responsible for payment of all Taxes and any related interest and/or penalties resulting from any payments made hereunder, other than any taxes based on Clearpath’s net income.
You may choose to allow a third-party (such as a Provider, Family Member, Medical Coordinator, or any other entity chosen by you) to retrieve, provide, modify or otherwise use health and other information in your account or otherwise share your information with the third-party. Once you permit a specific third party to access your account or Records, such third-party may continue to access your account or Records until you affirmatively disable access. It is your sole responsibility to review and approve each such third party before sharing your information with them. USE OF THESE SERVICES AND RELIANCE ON THIS CONTENT IS SOLELY AT YOUR OWN RISK. CLEARPATH MAY NOT BE HELD LIABLE FOR ANY DAMAGES ARISING OUT OF OR RELATED TO YOUR USE OF ANY CLEARPATH SERVICE THAT ENABLES YOU TO SHARE YOUR RECORDS WITH ANY THIRD PARTY.
Clearpath may from time to time make available for purchase, and you may purchase from Clearpath, Premium Services by completing an applicable Order Form. You will pay to Clearpath fees in connection with the Premium Services ("Subscription Fees"). Subscription Fees shall be as described on the Order Form. All Subscription Fees are due at the beginning of each subscription term and Clearpath will charge the method of payment you provide in the amount of the Subscription Fees. Subscription Fees do not include Taxes. You shall be responsible for payment of all Taxes and any related interest and/or penalties resulting from any payments made hereunder, other than any taxes based on Clearpath’s net income.
The Clearpath Services may contain third party-owned content (e.g., articles, tutorials, definitions of medical terms, visualizations of anatomy, descriptions of medical conditions, etc.) and may also include hypertext links to third party-owned websites. We provide such third-party content and links as a courtesy to you. We have no control over any third-party owned content or websites accessed by or available through the Clearpath Services and, therefore, we do not endorse, sponsor, recommend or otherwise accept any responsibility for such third-party content or websites or for the availability of such content or websites. Any views expressed by third parties on the Clearpath Services are solely the views of such third party and Clearpath assumes no responsibility for the accuracy or veracity of any statement made by such third party. IN PARTICULAR, WE DO NOT ACCEPT ANY LIABILITY ARISING OUT OF ANY ALLEGATION THAT ANY THIRD-PARTY OWNED CONTENT (WHETHER PUBLISHED IN THE CLEARPATH SERVICES, OR PROVIDED IN CONNECTION WITH THE CLEARPATH SERVICES) INFRINGES THE INTELLECTUAL PROPERTY RIGHTS OF ANY PERSON OR ANY LIABILITY ARISING OUT OF ANY INFORMATION OR OPINION CONTAINED ON SUCH THIRD-PARTY WEB SITE OR CONTENT. If you click on links to third-party sites from Clearpath, you should consult the policy statements of each site you visit.
Clearpath may, at any time and from time to time, amend these Terms. Any changes to these Terms will be effective immediately upon posting of the changed Terms of Service. You agree to review the Terms of Service periodically and your use of the Clearpath Services following any such change constitutes your agreement to follow and be bound by these Terms as amended. Disputes arising under these Terms will be resolved in accordance with the version of these Terms that was in effect at the time the dispute arose.
You are responsible for obtaining, installing, maintaining and operating all software, hardware or other equipment (collectively, "Systems") necessary for you to access and use the Clearpath Services. This responsibility includes, without limitation, your utilizing up to date web-browsers and the best commercially available encryption, antivirus, anti-spyware, and internet security software. You are additionally responsible for obtaining Internet services via the Internet service provider of your choice, for any and all fees imposed by such Internet service provider, and any associated communications service provider charges. You acknowledge that there are certain security, corruption, transmission error, and access availability risks associated with using open networks such as the Internet, and you hereby expressly assume such risks. You acknowledge that you are responsible for the data security of the Systems used to access the Clearpath Services, and for the transmission and receipt of information using such Systems. You acknowledge that you have requested access to the specific Clearpath Services for your convenience, have made your own independent assessment of the adequacy of the Internet and Systems, and that you are satisfied with that assessment. We are not responsible for any errors or problems that arise from the malfunction or failure of the Internet or your System.
By providing your contact information to us, you agree that Clearpath may contact you regarding information about a Clearpath Service.
You acknowledge and consent to receive communications by, but not limited to, email, regular mail, manual or automated text message or SMS, MMS, push notification or in-app message, manual or automated telephone calls, or other reasonable means now known or hereafter developed regarding your healthcare and other services through the contact information you have provided, including your wireless number. You acknowledge that you may be charged for such communications by your wireless carrier and you are responsible for those charges. We are not responsible for the timeliness or final delivery of these electronic communications, as that is outside our control and is the responsibility of the cellular telephone operator or other networks. Notwithstanding the foregoing, we will use your contact information in accordance with our Privacy Policy.
Clearpath may record inbound and outbound calls for quality monitoring and training purposes. You acknowledge and consent to the recording of phone calls between you and Clearpath. You may request the call not be recorded.
Clearpath’s SMS messaging is supported by the following mobile operators: T-Mobile, AT&T, Verizon Wireless, Sprint, Nextel, Boost, Metro PCS and others. If your mobile operator is not supported, you will not receive a reply to your messages. Prepaid cell phone users may not be able to participate – check with your mobile operator. Your mobile operator may charge standard and other text messaging fees for text messages sent and received. Neither Clearpath nor the mobile operators listed above shall be liable for delayed or undelivered messages.
Message frequency is recurring/ongoing based on your preferences as indicated under “Communication Preferences” in your account. Text STOP at any time to end a conversation using the SMS text service. You may continue to receive other SMS messages in which you are enrolled.
SMS text messaging is not required as a condition of registering for or using the Clearpath Services. If you do receive SMS text messages, you acknowledge that such messages will be sent to the phone number you provide to Clearpath. Such messages may include protected health information (PHI) based on your account preferences, and whoever has access to devices connected to that number will also be able to see this information. Additionally, you acknowledge that emails and SMS text messages may not be a secure method of communication and that they are sent through an unencrypted method of communication and that information contained in an unencrypted message is at risk of being intercepted and read by, or disclosed to, unauthorized third parties, such as your mobile operator’s SMS text messaging system.
Message and data rates may apply.
The Clearpath Services also offers access to messages via email. You acknowledge that communications will be sent to the email address you provide to Clearpath. Such alerts may include PHI based on your account preferences, and whoever has access to the email address will also be able to see this information. Additionally, you acknowledge that email may not be a secure method of communication and that they may be sent through an unencrypted method of communication and that information contained in an unencrypted email is at risk of being intercepted and read by, or disclosed to, unauthorized third parties, such as your email service provider.
THE CLEARPATH SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. CLEARPATH, ITS CLIENTS AND ITS SUPPLIERS DISCLAIM ALL EXPRESS AND IMPLIED WARRANTIES WITH REGARD TO THE INFORMATION, SERVICES AND MATERIALS CONTAINED ON THE CLEARPATH SERVICES, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON- INFRINGEMENT.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM CLEARPATH, YOUR PROVIDER, OR ANY CLEARPATH CONTENT AVAILABLE THROUGH THE CLEARPATH SERVICES WILL CREATE ANY WARRANTY REGARDING CLEARPATH OR THE CLEARPATH SERVICES THAT IS NOT EXPRESSLY STATED IN THESE TERMS. YOU UNDERSTAND AND AGREE THAT YOU USE THE CLEARPATH SERVICES, AND USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN CLEARPATH CONTENT THROUGH THE CLEARPATH SERVICES AND ANY ASSOCIATED SITES OR SERVICES, AT YOUR OWN DISCRETION AND RISK, AND THAT YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE CLEARPATH SERVICES), OR THE LOSS OF DATA THAT RESULTS FROM THE USE OF THE CLEARPATH SERVICES OR THE DOWNLOAD OR USE OF THAT CLEARPATH CONTENT.
CLEARPATH MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE ACCURACY, COMPLETENESS, RELIABILITY OR TIMELINESS OF ANY DATA PROVIDED BY YOU OR THIRD PARTIES, OR OF ANY CONTENT GENERATED BY THE DATA STORED BY YOU THROUGH THE CLEARPATH SERVICES. IN PARTICULAR, CLEARPATH MAKES NO REPRESENTATIONS OR WARRANTIES THAT ANY INFORMATION BASED ON SUCH DATA WILL BE IN COMPLIANCE WITH GOVERNMENT REGULATIONS REQUIRING DISCLOSURE OF INFORMATION.
YOUR USE OF THE CLEARPATH SERVICES ARE AT YOUR OWN RISK. ACCESS TO THE CLEARPATH SERVICES MAY BE INTERRUPTED AND INFORMATION, SERVICES, AND MATERIALS MAY NOT BE ERROR-FREE. NONE OF CLEARPATH, ITS AFFILIATES, ITS CLIENTS, ITS SUPPLIERS, OR ANYONE ELSE INVOLVED IN CREATING, PRODUCING OR DELIVERING THE CLEARPATH SERVICES OR THE INFORMATION, SERVICES, AND MATERIALS CONTAINED THEREIN ASSUMES ANY LIABILITY OR RESPONSIBILITY FOR THE ACCURACY, COMPLETENESS OR USEFULNESS OF ANY INFORMATION, SERVICES AND MATERIALS PROVIDED ON THE CLEARPATH SERVICES; . PLEASE NOTE THAT SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, AND THEREFORE SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
TO THE EXTENT PERMITTED BY LAW: (A) CLEARPATH, AND ITS LICENSORS AND SERVICE PROVIDERS, AND ALL OF ITS RESPECTIVE OFFICERS, DIRECTORS, AGENTS, REPRESENTATIVES, SHAREHOLDERS, MEMBERS, EMPLOYEES, PARTNERS, SUCCESSORS, AND ASSIGNS, SHALL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING UNDER THESE TERMS OR ASSOCIATED WITH YOUR USE OF THE CLEARPATH SERVICES, OR YOUR INABILITY TO USE, OR WITH RESPECT TO ANY CONTENT, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF REVENUE, PROFITS, GOODWILL, OR USE OF DATA, LACK OR LOSS OF DATA, OR OTHER INTANGIBLE LOSSES, WHETHER THE CLAIM FOR SUCH DAMAGES IS BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY) OR OTHERWISE (EVEN IF CLEARPATH OR ITS APPLICABLE LICENSOR(S) OR SERVICE PROVIDER(S) HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF SUCH DAMAGES), AND (B) CLEARPATH’S MAXIMUM AGGREGATE LIABILITY OF ANY KIND ARISING UNDER OR RELATING TO THESE TERMS, THE CLEARPATH SERVICES, ANY INABILITY TO USE ANY PORTION OF THE CLEARPATH SERVICES, OR CONTENT SHALL BE ONE HUNDRED DOLLARS ($100.00). THE FOREGOING LIMITATIONS SHALL APPLY TO ALL CAUSES OF ACTION, WHETHER ARISING FROM BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE OR OTHER TORT, OR ANY OTHER LEGAL THEORY; MOREOVER, THESE LIMITATIONS WILL APPLY NOTWITHSTANDING A FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. FOR CLARITY, CLEARPATH SHALL NOT BE LIABLE FOR ANY MENTAL OR PHYSICAL INJURY TO INDIVIDUALS AS A RESULT OF SERVICES, OPINIONS, ADVICE, OR RECOMMENDATIONS FROM CONTENT OR PROVIDERS FOUND OR CONTACTED VIA THE SERVICE.
NOTHING IN THESE TERMS IS INTENDED TO EXCLUDE OR LIMIT ANY CONDITION, WARRANTY, RIGHT, OR LIABILITY IN A MANNER THAT IS NOT PERMISSIBLE UNDER APPLICABLE LAW. SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS, THE EXCLUSION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT, OR BREACH OF IMPLIED TERMS. ACCORDINGLY, ONLY THE ABOVE LIMITATIONS WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU, AND THE LIABILITY OF CLEARPATH AND ITS LICENSORS AND SERVICE PROVIDERS WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
Where you choose to share your personal information, including health-related information, from your account with third parties such as to Family Members, Medical Coordinators, and Providers, you acknowledge and agree that to the fullest extent permitted by law, neither Clearpath nor its service providers are responsible for your decision to share and/or disclose your personal information, including health-related information, and you hereby release Clearpath and its service providers from any liability that may arise from such third parties’ collection or other processing of your personal information.
EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 15 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
You agree to indemnify, defend and hold harmless Clearpath, its clients, and its suppliers and their respective affiliates, employees, officers, directors, agents, servants, shareholders, and representatives of each from any liability, loss, claim, suit, damage, and expense (including reasonable attorneys' fees and expenses) related to (i) your violation of these Terms, (ii) your use, or misuse, of the Clearpath Services, (iii) fraud, intentional misconduct, criminal acts, gross negligence, or negligence committed by you and/or (iv) your posting of material to the Clearpath Services. To the fullest extent permitted under applicable law, we reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of that claim. To the extent permissible by applicable law and approved by the applicable court, if such approval is required, such indemnification shall be treated as an administrative expense of the estate.
This Agreement and the resolution of any and all disputes related to these Terms shall be construed in accordance with the laws of the State of Michigan. Any dispute between Clearpath and you related to these Terms shall be resolved exclusively by the state and federal courts of the State of Michigan.
The Clearpath Services can be accessed from the United States. Since the laws of each State or country may differ, you agree that the statutes and laws of the State of Michigan, without regard to any principles of conflicts of law, will apply to any and all matters relating to the use of the Clearpath Services.
This Agreement is not governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is hereby expressly excluded.
Clearpath reserves the right to terminate accounts for any reason it deems appropriate including, but not limited to, a belief that your conduct or your use of the Clearpath Services violates applicable laws or is harmful to the interests of Clearpath or any other users. Clearpath also may place limits on, modify, suspend or terminate the Clearpath Services generally, and may suspend or terminate your use of the Clearpath Services at its discretion. This suspension or termination may delete your information, files, and other previously available content. If Clearpath terminates the Clearpath Services or your use of the Clearpath Services, these Terms will also terminate, but Sections 1, 2, 3, 4, 5, 6, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, 19, 20, 21, 22, and 23 shall continue to be effective after these Terms are terminated.
These Terms are personal to you, and are not assignable, transferable, or sublicensable by you except with Clearpath’s prior written consent. Clearpath may assign, transfer, or delegate any of its rights and obligations hereunder without your consent. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their respective successors and permitted assigns.
You will not use any of the Clearpath Services, in a manner inconsistent with (i) these Terms, or (ii) any applicable laws and regulations.
If you have not signed a separate written agreement with Clearpath related to the Clearpath Services, these Terms is the entire agreement between you and Clearpath related to the Clearpath Services, replacing any prior agreements. If there is any conflict between these Terms and a signed written agreement between you and Clearpath related to the Clearpath Services, these Terms will control.
If any provision of these Terms is determined to be invalid, illegal or unenforceable, the remaining provisions of the Agreement remain in full force, provided that the essential terms and conditions of these Terms remain valid, binding and enforceable and the economic and legal substance of the transactions contemplated by the Agreement are materially preserved.
The United States export control laws regulate the export and re-export of technology originating in the United States. This includes the electronic transmission of information and software to foreign countries and to certain foreign nationals. You agree to abide by these laws and their regulations.
Nothing in this agreement creates an agency, partnership, or joint venture. Failure to enforce any provision will not constitute a waiver of that provision.
The headings of the various articles and sections herein are for convenience of reference only and shall not define or limit any of the terms or provisions hereof.
The Clearpath Services will be provided by Clearpath without regard to your race, national origin, sex, veteran status, age, disability, diagnosis or religious affiliation.
The failure of Clearpath to require performance of any provision of these Terms in no manner shall affect its right at a later time to enforce the same. No waiver by Clearpath of any breach of these Terms, whether by conduct or otherwise, in any one or more instances, shall be deemed to be or construed as a further or continuing waiver of any other such breach, or a waiver of any other breach of such terms.
You and Clearpath agree that any controversy or claim (except for any claim of infringement, breach of confidentiality, or misappropriation of any patent, copyright, trademark, or trade secret) arising out of or relating to these Terms, the Clearpath Services, and/or use of the Clearpath Services, as well as all questions of arbitrability, shall be settled by arbitration administered by the American Arbitration Association (“AAA”) in accordance with its Commercial Arbitration Rules (“Commercial Rules”) by a sole arbitrator, unless otherwise agreed by the parties. You can access the Commercial Rules at https://www.adr.org/Rules or by calling +1 800-778-7879. You and Clearpath shall endeavor to agree upon the arbitrator, and if you and Clearpath fail to do so within twenty-one (21) days of the commencement of the arbitration, the appointment shall be made by the AAA in accordance with the Commercial Rules. The place, or legal seat of arbitration, shall be in Wayne County, in the State of Michigan, and the language of the arbitration shall be English.
YOU MAY ONLY BRING CLAIMS IN YOUR INDIVIDUAL CAPACITY ON YOUR OWN BEHALF AND NOT IN ANY REPRESENTATIVE CAPACITY OR ON BEHALF OF ANY CLASS OR PURPORTED CLASS, AND NOT AS A MASS ARBITRATION. NO ARBITRATION YOU COMMENCE HEREUNDER MAY BE JOINED WITH OR INCLUDE ANY CLAIMS BY ANY OTHER PERSONS. Each party shall bear its own arbitration filing fees.
The arbitrator shall issue a reasoned award and shall have the power to grant any interim or provisional measures that the arbitrator deems appropriate, including, but not limited to, injunctive relief and specific performance, and any interim or provisional measures ordered by the arbitrator may be specifically enforced by any court of competent jurisdiction as a final award. Each party hereto retains the right to seek interim measures from a judicial authority, and any such request shall not be deemed incompatible with the agreement to arbitrate or a waiver of the right to arbitrate.
The arbitrator shall award the prevailing party, if any as determined by the arbitrator, its costs, including reasonable attorney’s fees. Judgment on any award rendered by the arbitrator may be entered in any court of competent jurisdiction.
No information concerning an arbitration, beyond the names of the parties, their counsel or the relief requested, may be unilaterally disclosed to a third party by any party unless required by law (other than to legal or professional advisors, witnesses, or experts acting pursuant to a duty of confidentiality). Any documentary or other evidence given by any party or witness in any arbitration shall be treated as confidential by any party whose access to such evidence arises exclusively because of its participation in the arbitration and shall not be disclosed to any third party (other than legal or professional advisors, witnesses or experts acting pursuant to a duty of confidentiality), except as may be required by law. Any party who commences any judicial proceeding in connection with an arbitration initiated hereunder shall endeavor to have the judicial record of any such proceeding sealed or kept confidential to the extent permitted by law.
To the fullest extent permitted under applicable law, no action arising out of, in connection with, or relating to these Terms shall be brought by you more than one (1) year after the accrual of the cause of action. This period shall not be extended for any reason, except by the written consent of both parties. All statutes or provisions of law which would toll or otherwise affect the running of the period of limitation are hereby waived, and no such statute or provision of law shall operate to extend the period limited in this paragraph, to the fullest extent permitted under applicable law.
Notice Regarding Apple. This sub-section only applies to the extent you are using our mobile application(s) on an iOS device in connection with the Clearpath Services. You acknowledge that these Terms are between you and us only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Clearpath Services or the content thereon. Your right to use the Clearpath Services in application form on an iOS device is limited to a non-transferable license to use the application on any Apple-branded products that you own or control and as permitted by the Usage Rules set forth in the Apple Media Platform Terms and Conditions. Apple has no obligation whatsoever to furnish any maintenance and support service with respect to the Clearpath Services. In the event of any failure of the Clearpath Services to conform to any applicable warranty, you may notify Apple and Apple will refund any applicable purchase price for the mobile application to you; and, to the maximum extent permitted by applicable law, Apple has no other warranty obligation whatsoever with respect to the Clearpath Services. Apple is not responsible for addressing any claims by you or any third party relating to the Clearpath Services or your possession and/or use of the Clearpath Services, including: (a) product liability claims; (b) any claim that the Clearpath Services fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection, privacy, or similar legislation. All such responsibility is allocated between the Company and you under these Terms. Apple is not responsible for the investigation, defense, settlement and discharge of any third party claim that the Clearpath Services and/or your possession and use of the Clearpath Services infringe third party’s intellectual property rights. You agree to comply with any applicable third party terms when using the Clearpath Services. Apple and Apple’s subsidiaries are third party beneficiaries of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third party beneficiary of these Terms. You agree that Apple is not responsible for any maintenance and support service in connection with the Clearpath Services. You hereby represent and warrant that (x) 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 “terrorist supporting” country; and (y) you are not listed on any U.S. Government list of prohibited or restricted parties.
Notice Regarding Google. This sub-section only applies to the extent you are using our mobile application(s) on an Android device in connection with the Clearpath Services. You acknowledge that these Terms are between you and Clearpath only, not with Alphabet Inc. (“Google”), and Google is not responsible for the Clearpath Services or the content thereon. You agree that Google is not responsible for any maintenance or support services in connection with the Clearpath Services.
Clearpath is headquartered in Bingham Farms, Michigan, in the United States of America.
Address: Clearpath Technologies, LLC, Attn: Legal Department, 30800 Telegraph Road #4775, Bingham Farms, MI 48025
Phone: 1-(888) 757-1255
Email: support@myclearpath.com
Website: www.myclearpath.com
While we make every effort to respond to all correspondence within the time required by applicable law, we cannot guarantee a response to every communication.
