Terms of Service

Effective date: March 7, 2024

These Terms of Service (“Terms”) govern your use of our online interfaces and properties (e.g., websites and mobile applications) owned and controlled by Systole Health, LLC and its affiliates and subsidiaries (referred to as “Company”, “we,” “us,” and “our”), including https://www.systolehealth.com/, and any future websites, as well as the services (provided by Company), resources, and products available to Users through the foregoing (collectively, the “Services”). The terms “you” and “your” means you and any other person accessing the Services through your account. Users of the Services are collectively referred to as “Users.”

Your acceptance of, and compliance with, these Terms is a condition to your use of the Services and purchase of Products. By clicking “accept,” you acknowledge that you have read, understand, and accept all terms and conditions contained within these Terms. If you do not agree to be bound by these terms, you are not authorized to access or use the Services.

Binding Arbitration. These Terms provide that all disputes between you and Company that in any way relate to these Terms or your use of the Services will be resolved by BINDING ARBITRATION. ACCORDINGLY, YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT (INCLUDING IN A CLASS ACTION PROCEEDING) to assert or defend your rights under these Terms. 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. Please review the Section below entitled Dispute Resolution; Arbitration Agreement for the details regarding your agreement to arbitrate any disputes with Company.

1. Services

Company’s Services combines expert-led group coaching sessions and peer support to empower women in managing their health. Company’s Coaching Services are general health information or medical-related information that is provided for educational and support purposes only. The Coaching Services are not intended to be a substitute for professional medical advice, diagnosis, treatment, therapy or counseling. Please do not use the Coaching Services in lieu of medical treatment.

Coaching Services are provided by coaches (“Coaches”). Coaches do not provide therapy, medical or other professionally licensed services. Your use of the Coaching Services does not establish any medical professional/patient relationship with Company. Company shall not be liable for any treatment or professional advice you obtain from a healthcare provider in reliance on the Coaching Services. You should always seek the advice of your physician, therapist or other qualified health professional with any questions regarding a medical condition. Never disregard professional medical advice or delay in seeking it because of the Coaching Services.

The Services are also not for medical emergencies. You should not disregard or delay seeking medical advice based on anything that appears or does not appear on the Services. If you believe you have an emergency, call 9-1-1 immediately. If you are experiencing suicidal or self-harm thoughts or tendencies, you should immediately call the National Suicide Hotline at 1-800-273-8255.

2. Availability of Services

Company operates subject to state and federal laws. You represent that you are not a person barred from enrolling for and/or receiving the Services under the laws of the United States or other applicable jurisdictions in which you may be located. Services are not available to Users located outside the United States. Accessing the Services from jurisdictions where content is illegal, or where we do not offer Services, is prohibited.

Access to and use of the Services is limited exclusively to individuals who are: (1) over the age of majority in the state where you are located (usually 18 in most states); and (2) located in a State where the Services are available at the time Services are to be rendered.

3. Ordering and Purchasing of Services

A. Typographical Errors and Incorrect Pricing

In the event a Service is listed at an incorrect price due to typographical error or error in pricing information received from a third party, we shall have the right to refuse or cancel any orders placed for the Service(s) listed at the incorrect price. We shall have the right to refuse or cancel any such orders whether or not the order has been confirmed and your credit or debit card charged. If your credit or debit card has already been charged for the purchase and your order is canceled, we will promptly issue a credit to your credit or debit card account in the amount of the charge.

B. Online Payments

To the extent that you are able to make purchases through the Services, we accept credit and U.S. debit cards. If a credit card account is being used for a transaction, Company may obtain preapproval for an amount up to the amount of the payment. If you enroll to make recurring payments automatically, all charges and fees will be billed to the credit card you designate during the setup process. If you want to designate a different credit card or if there is a change in your credit card, you must change your information online. This may temporarily delay your ability to make online payments while we verify your new payment information.

You represent and warrant that if you are making online payments that: (a) any credit card, debit card, and bank account information you supply is true, correct, and complete; (b) you have sufficient authorization to use any applicable credit card, debit card, or bank account to make online payments; (c) charges incurred by you will be honored by your credit/debit card company or bank; and (d) you will pay the charges incurred by you in the amounts posted, including, without limitation, any applicable taxes.

4. Eligibility; Access, Security and Restrictions; Passwords

If you are a User, in order to access the Services, you represent and warrant that you are 18 years old or older or otherwise have adequate authority and capacity to consent to use the Services under applicable state laws, federal laws or the authorization of a parent or legal guardian who agrees to be bound by these Terms. If you are a User, you agree to fully, accurately, and truthfully create your Company account, including, but not limited to, your name, mailing address, phone number, email address, and password, which become your login credentials. The login credentials are personal to you, and you are solely responsible for maintaining the confidentiality of your login credentials, and for all activities that occur under such login credentials. You agree to prohibit anyone else from using your login credentials and agree to immediately notify Company at [email protected] of any actual or suspected unauthorized use of your login credentials or other security concerns of which you become aware. Your access to the Services may be revoked by Company at any time with or without cause.

You are prohibited from violating, or attempting to violate, or interfere with the security of the Services, including, without limitation, (a) accessing data not intended for such User or logging onto a server or an account which the User is not authorized to access; (b) attempting to probe, scan, or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; or (c) accessing or using the Services or any portion thereof without authorization, in violation of these Terms or in violation of applicable law. You also agree not to take or attempt any action that, in the sole discretion of Company, imposes or may impose an unreasonable or disproportionately large load or burden on the Services or Company’s infrastructure.

You may not use any scraper, crawler, spider, robot, or other automated means of any kind to access or copy data on the Services, deep-link to any feature or Content on the Services, bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Services. Violations of system or network security may result in civil or criminal liability. Company will investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting Users who are involved in such violations. You agree not to use any device, software, or routine to interfere or attempt to interfere with the proper working of the Services or any activity being conducted on the Services.

You are responsible for obtaining access to the Services, and that access may involve third-party fees (such as Internet service provider or airtime charges). In addition, you must provide and are responsible for all equipment necessary to access the Services. You may not bypass any measures that have been implemented to prevent or restrict access to the Services. Any unauthorized access to the Services by you (including any such access or use that involves in any way an account you may establish on the Services or any device you may use to access the Services) shall terminate the permission or license granted to you by Company.

From time to time, Company may record consultations or interactions in the Services for quality assurance or training purposes. You consent to recording for that purpose when using the Services.

5. Privacy Practices

You agree that information provided by you in connection with the Services shall be governed by the Privacy Policy, which is hereby incorporated and made a part of these Terms.

6. Electronic Communications

When you use the Services, or send e-mails, messages, and other communications from your desktop or mobile device to us, you are communicating with us electronically. You consent to receive communications from us electronically. You agree that: (a) all agreements and consents can be signed electronically; and (b) all notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such notices and other communications be in writing. Company may contact you by telephone, mail, or email to verify your account information. Company may request further information from you and, you agree to provide such information to ensure that you have not fraudulently created your account. If you do not provide this information in the manner requested within fourteen (14) days of the request, we reserve the right to suspend, discontinue, or deny your access to and use of the Services until you provide the information to us as requested.

7. Consent to Receive Calls and Text Messages

By providing your mobile number, you are agreeing to be contacted by or on behalf of Company at the mobile number you have provided, including calls and text messages, to receive informational, or Service related communications (e.g., progress tracking, reminders, etc.), and communications relating to the Services. Message and data rates may apply. To stop receiving text messages, text the word STOP in response to the text message. We may confirm your opt out by text message. If you subscribe to multiple types of text messages from us, we may unsubscribe you from the service that most recently sent you a message or respond to your STOP message by texting you a request to identify services you wish to stop. Please note, that by withdrawing your consent, some Services may no longer be available to you. Keep in mind that if you stop receiving text messages from us you may not receive important and helpful information and reminders about your Services.

8. Intellectual Property; Ownership of the Services, Content, and Related Materials; Additional Restrictions

Subject to applicable law, Company retains all right, title, and interest in and to the Services, Content, and any information, products, documentation, material available for download, software, or other materials on the Services, and any patent, copyright, trade secret, trademark, service mark, or other intellectual property, or proprietary right in any of the foregoing, except for information on the Services licensed by Company (in that case, the license provider retains all right, title, and interest therein). The information available through the Services is the property of Company. You agree not to store, copy, modify, reproduce, retransmit, distribute, disseminate, rent, lease, loan, sell, publish, broadcast, display, or circulate such information to anyone. Use, reproduction, copying, or redistribution of Company’s trademarks, service marks, and logos are strictly prohibited without the prior written permission of Company. The immediately foregoing sentence also applies to any third-party trademarks, service marks, and logos posted on the Services. Nothing contained on the Services should be construed as granting, by implication, estoppel, waiver or otherwise, any license or right to use any trademarks, service marks, or logos displayed on the Services without the written grant thereof by Company or the third-party owner of such trademarks, service marks, and/or logos. The Services may contain other proprietary notices and copyright information, the terms of which you agree to follow. The Services are protected by United States and international copyright and trademark laws.

Subject to these Terms, Company grants you a revocable, nontransferable (except as provided below), personal, nonexclusive license to use the Services. All rights not expressly granted to you in these Terms are reserved and retained by Company or its licensors, suppliers, publishers, rights holders, or other content providers. Neither the Services, nor any part of Services, may be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without the express written consent of Company. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Company without express written consent. You may not use any meta tags or any other "hidden text" utilizing Company’s name or trademarks without the express written consent of Company. You may not misuse the Services. You may use the Services only as permitted by law.

You are permitted to use the content, resources, and information on the Services (“Content”) only in connection with the Services and are prohibited from making any alterations, additions or other modifications to the Content. You are expressly prohibited from using the Content commercially or for monetary or other reward. Unauthorized use of Content may be a violation of federal and state laws and could result in civil and criminal liability. Nothing contained in these Terms will affect, impair, or limit in any way Company's rights to exploit fully any or all of the Content. UNAUTHORIZED USE, COPYING, REPRODUCTION, STORING, MODIFICATION, REPUBLISHING, UPLOADING, DOWNLOADING, POSTING, TRANSMITTING, DISTRIBUTING, DUPLICATING, REMOVAL OR ALTERATION OF ADVERTISING, OR ANY OTHER MISUSE OF ANY OF THE MATERIALS IS STRICTLY PROHIBITED.

You may provide suggestions, comments, or other feedback (collectively, “Feedback”) to Company with respect to its products and services, including the Services. Feedback is voluntary. Company may use Feedback for any purpose without obligation of any kind. To the extent a license is required under your intellectual property rights to make use of the Feedback, you grant Company an irrevocable, non-exclusive, perpetual, fully-paid-up, royalty-free license to use the Feedback in connection with Company’s business, including the enhancement of the Services.

9. Accuracy of Information; Functionality

Although Company attempts to ensure the integrity and accuracy of the Services and Service descriptions, it makes no representations, warranties, or guarantees whatsoever as to the correctness or accuracy of the Services, Service descriptions, and other Content on the Services. It is possible that the Services could include typographical errors, inaccuracies or other errors, and that unauthorized additions, deletions, and alterations could be made to the Services by third parties. In the event that an inaccuracy arises, please inform Company so that it can be corrected. Information contained on the Services may be changed or updated without notice. Additionally, Company shall have no responsibility or liability for information or content posted to the Services from any non-Company affiliated third party.

Company reserves complete and sole discretion with respect to the operation of the Services. We may withdraw, suspend, or discontinue any functionality or feature of the Services, among other things. We are not responsible for transmission errors, corruption, or compromise of information carried over local or interchange telecommunications carrier. We are not responsible for maintaining information arising from use of the Services. We reserve the right to maintain, delete, or destroy all communications or information posted or uploaded to the Services in accordance with our internal record retention and/or destruction policies.

10. Links to Other Sites

Company makes no representations whatsoever about any other website that you may access through the Services. When you access a non-Company site, please understand that it is independent from Company, and that Company has no control over the content on that website. Descriptions of, references to, or links to products, services or publications within the Services do not imply endorsement of that product, service or publication. It is up to you to take precautions to ensure that whatever you select for your use or download is free of items such as viruses, worms, Trojan horses, and other items of a destructive nature. If you decide to access any of the third-party sites linked to the Services, you do so entirely at your own risk. Company does not control any of these third-party websites or services, or any of their content. Accordingly, you understand and agree that neither Company is not responsible for your use of these third-party websites or services, and that your use of such sites, streams, or services is subject to the terms and conditions established by such third parties. Company reserves the right to terminate a link to a third-party website at any time.

11. User Information

If you submit, upload, post, or transmit any health or psychiatric information, medical and psychiatric history, conditions, problems, symptoms, personal information, consent forms, agreements, requests, comments, ideas, suggestions, information, files, videos, images, or other materials to us or the Services (“User Information”), you agree not to provide any User Information that: (1) is false, inaccurate, defamatory, abusive, libelous, unlawful, obscene, threatening, harassing, fraudulent, pornographic, or harmful, or that could encourage criminal or unethical behavior; (2) violates or infringes the privacy, copyright, trademark, trade dress, trade secrets, or intellectual property rights of any person or entity; or (3) contains or transmits a virus or any other harmful component. You agree not to contact other Service users through unsolicited e-mail, telephone calls, mailings, or any other method of communication. You represent and warrant to Company that you have the legal right and authorization to provide all User Information to Company for use as set forth herein and required by Company.

If you are a User, in the event that Company de-identifies and anonymizes your information such that it is no longer considered PHI or PII, and as such, does not contain any reference to you as a User, you give to Company full rights to use modify, adapt, enhance, create derivative works and/or other improvements, transmit and distribute this de-identified and anonymized information and perform all acts with respect to said as may be necessary to provide the Services. Company may collect, compile and use this de-identified and anonymized information for purposes including but not limited to analytics, research, preparation of case studies and other educational and research related publication and usage. Company will neither sell nor commercially market this de-identified and anonymized information.

You agree not to: (i) access or use the Services in any unlawful way or for any unlawful purpose; (ii) post or transmit (a) a message under a false name, or (b) any data, materials, content, or information (including, without limitation, advice, and recommendations) (collectively “Information”) which is (1) libelous, defamatory, obscene, fraudulent, false, or contrary to the ownership or intellectual property rights of any other person, or (2) contains or promotes any virus, worm, Trojan horse, time bomb, malware, or other computer programing or code that is designed or intended to damage, destroy, intercept, download, interfere, manipulate, or otherwise interrupt or expropriate the Services, personal information, software, equipment, servers, or Information or facilitate or promote hacking or similar conduct; (iii) impersonate or misrepresent your identity or falsely state or misrepresent your affiliation with a person or entity; (iv) tamper, hack, spoof, copy, modify, or otherwise corrupt the administration, security, or proper function of the Services; (v) use robots or scripts with the Services; (vi) attempt to reverse engine, reverse assemble, reverse compile, decompile, disassemble, translate, or otherwise alter, defraud, or create false results from any executable code, information on, or received by the Services; (vii) to have any antivirus or antispyware software running that is set to override the internet browser’s cookies setting; (viii) incorrectly identify the sender of any message transmitted to Company, including by altering the attribution or origin of electronic mail, messages, or posting; (ix) harvest or collect personal information about any other individual who uses the Services; (x) infringe or facilitate infringement on any copyright, patent, trademark, trade secret, or other proprietary, publicity, or privacy rights of any party, including such rights of third parties; and (xi) audio or video record any component of sessions with any Company employee.

You agree to defend, indemnify, and hold harmless Company from and against all third-party claims, damages, and expenses (including reasonable attorneys’ fees) against or incurred by us arising out of any User Information you upload to or transmit through the Services.

12. Claims of Copyright Infringement

We disclaim any responsibility or liability for copyrighted materials posted on the Services. If you believe that your work has been copied in a manner that constitutes copyright infringement, please follow the procedures set forth below.

Company respects the intellectual property rights of others and expects its Users to do the same. In accordance with the Digital Millennium Copyright Act ("DMCA"), we will respond promptly to notices of alleged infringement that are reported to Company’s Designated Copyright Agent, identified below.

Notices of Alleged Infringement for Content Made Available on the Services

If you are a copyright owner, authorized to act on behalf of one, or authorized to act under any exclusive right under copyright, please report alleged copyright infringements taking place on or through the Services by sending us a notice ("Copyright Notice") complying with the following requirements.

Identify the copyrighted works that you claim have been infringed.
Identify the material or link you claim is infringing (or the subject of infringing activity) and that access to which is to be disabled, including at a minimum, if applicable, the URL of the link shown on the Services where such material may be found.
Provide your mailing address, telephone number, and, if available, email address.
Include both of the following statements in the body of the Copyright Notice:

"I hereby state that I have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law (e.g., as a fair use)."

"I hereby state that the information in this Copyright Notice is accurate and, under penalty of perjury, that I am the owner, or authorized to act on behalf of the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed."

Provide your full legal name and your electronic or physical signature.

Deliver this Copyright Notice, with all items completed, to our Copyright Agent:

Systole Health

127 Western Ave

Allston, MA 02134

13. CAN-SPAM Act and Telephone Consumer Protection Act Compliance

Company are committed to being compliant with the Controlling the Assault of Non-Solicited Pornography and Marketing Act (“CAN-SPAM ACT”) and the Telephone Consumer Protection Act (“TCPA”). You consent to receive text messages from us as set forth in Section 7, above (“Consent to Receive Calls and Text Messages”). Emails, newsletters, and text messages received from us are intended to fully comply with the CAN-SPAM ACT and the TCPA. In the event you receive an email or text message from us which you do not believe is fully compliant with the CAN-SPAM ACT or the TCPA, please contact us immediately at [email protected].

You shall not market, promote, or solicit Company products or services in ways that would violate the CAN-SPAM ACT, the TCPA, or any other laws. You shall not infringe on the rights of others; distribute chain letters or unsolicited bulk electronic mail (“spamming”); propagate computer worms or viruses; use a false identity; attempt to gain unauthorized entry to any site or network; or infringe copyrights, trademarks, or other intellectual property rights.

You further agree to comply with U.S. export laws concerning the transmission of technical data and regulated materials via the Internet.

14. Disclaimer of Warranties

COMPANY DOES NOT WARRANT THAT ACCESS TO OR USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS IN THE SERVICES WILL BE CORRECTED. THE SERVICES, INCLUDING ANY CONTENT OR INFORMATION CONTAINED WITHIN IT OR ANY SERVICE, IS PROVIDED "AS IS," WITH ALL FAULTS, WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY OF INFORMATION, QUIET ENJOYMENT, AND TITLE/NON-INFRINGEMENT. COMPANY DOES NOT WARRANT THE ACCURACY, COMPLETENESS, OR TIMELINESS OF THE INFORMATION OBTAINED THROUGH THE SERVICES.

YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SERVICES AND LINKED WEBSITES. COMPANY DOES NOT WARRANT THAT FILES AVAILABLE FOR DOWNLOAD WILL BE FREE OF VIRUSES, WORMS, TROJAN HORSES, OR OTHER DESTRUCTIVE PROGRAMMING. YOU ARE RESPONSIBLE FOR IMPLEMENTING PROCEDURES SUFFICIENT TO SATISFY YOUR NEEDS FOR DATA BACK UP AND SECURITY.

WARRANTIES RELATING TO PRODUCTS OR SERVICES OFFERED, SOLD, AND DISTRIBUTED BY COMPANY ARE SUBJECT TO SEPARATE WARRANTY TERMS AND CONDITIONS, IF ANY, PROVIDED BY COMPANY OR THIRD PARTIES WITH OR IN CONNECTION WITH THE APPLICABLE PRODUCTS OR SERVICES. YOU ACKNOWLEDGE AND UNDERSTAND THAT THE USE OR MISUSE OF THE PRODUCTS OBTAINED THROUGH THE SERVICES MAY RESULT IN UNDESIRABLE OR UNEXPECTED CONSEQUENCES. COMPANY DOES NOT ACCEPT ANY LIABILITY FOR THE CONSEQUENCES ARISING FROM THE APPLICATION, USE, OR MISUSE OF ANY PRODUCTS OR SERVICES CONTAINED ON OR MADE AVAILABLE THROUGH THE SERVICE, INCLUDING ANY INJURY OR DAMAGE TO ANY PERSON OR PROPERTY AS A MATTER OF NEGLIGENCE, OR OTHERWISE, INCLUDING YOUR FAILURE TO COMPLY WITH ANY WARNING LABELS ATTACHED TO THE PRODUCTS.

15. Limitation of Liability Regarding Use of the Services

EXCEPT AS PROVIDED BY LAW, AND WITHOUT LIMITATION:

COMPANY SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION) ARISING OUT OF OR RELATING IN ANY WAY TO THE SERVICES AND/OR ANY LINKED WEBSITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SERVICES IS TO STOP USING THE SERVICES. TO THE EXTENT ANY ASPECTS OF THE FOREGOING LIMITATIONS OF LIABILITY ARE NOT ENFORCEABLE, THE MAXIMUM LIABILITY OF COMPANY TO YOU WITH RESPECT TO YOUR USE OF THE SERVICES IS $500 (FIVE HUNDRED DOLLARS). YOU HEREBY AGREE TO WAIVE, TO THE FULLEST EXTENT PERMITTED BY LAW, ALL LAWS THAT LIMIT THE EFFICACY OF SUCH INDEMNIFICATIONS OR RELEASES.

16. No Third-Party Rights

Unless expressly stated in the Terms to the contrary, nothing herein is intended to confer any rights or remedies on any persons other than you and Company. Nothing in the Terms is intended to relieve or discharge the obligation or liability of any third persons to you and Company, nor shall any provision give any third parties any right of subrogation or action over against you and Company.

17. Assignment

You may not assign, transfer, or delegate the Terms or any part thereof without Company’s prior written consent. Company may freely transfer, assign, or delegate all or any part of the Terms, and any rights or duties hereunder or thereunder. The Terms will be binding upon and inure to the benefit of the heirs, successors, and permitted assignees of the parties.

18. Dispute Resolution; Arbitration Agreement

We will try work in good faith to resolve any issue you have with the Services if you bring that issue to the attention of our customer service department. However, we realize that there may be rare cases where we may not be able to resolve an issue to your satisfaction.

You and Company agree that any dispute, claim, or controversy arising out of or relating in any way to these Terms or your use of the Services shall be determined by binding arbitration instead of in courts of general jurisdiction. You agree that, by agreeing to these Terms, the U.S. Federal Arbitration Act governs the interpretation and enforcement of this provision, and that you and Company are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of these Terms and any other contractual relationship between you and Company.

If you desire to assert a claim against Company, and you therefore elect to seek arbitration, you must first send to Company, by certified mail, a written notice of your claim (“Notice”). The Notice to Company should be addressed to: Systole Health, 127 Western Ave, Allston, MA 02134 (“Notice Address”). If Company desires to assert a claim against you and therefore elects to seek arbitration, it will send, by certified mail, a written Notice to the most recent address we have on file or otherwise in our records for you. A Notice, whether sent by you or by Company, must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). If Company and you do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or Company may commence an arbitration proceeding or file a claim in small claims court. During the arbitration, the amount of any settlement offer made by Company or you shall not be disclosed to the arbitrator. You may download or copy a form Notice and a form to initiate arbitration from the American Arbitration Association at www.adr.org. If you are required to pay a filing fee, after Company receives notice at the Notice Address that you have commenced arbitration, Company may reimburse you for your payment of the filing fee, unless your claim is for more than US $10,000.

The arbitration will be governed by the laws of the state of New York, the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by these Terms, and will be administered by the AAA. The AAA Rules and Forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by requesting them from us by writing to us at the Notice Address. The arbitrator is bound by the terms of these Terms. All issues are for the arbitrator to decide, including issues relating to the scope and enforceability of these Terms, including this arbitration agreement. Unless Company and you agree otherwise, any arbitration hearings will take place in New York, New York (if you reside outside of the United States, any arbitration hearings will take place in your country of residence at a location reasonably convenient to you, but will remain subject to the AAA Rules including the AAA rules regarding the selection of an arbitrator). If your claim is for US $10,000 or less, we agree that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds US $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based. Except as expressly set forth herein, the payment of all filing, administration, and arbitrator fees will be governed by the AAA Rules. Each party shall pay for its own costs and attorneys’ fees, if any. However, if any party prevails on a statutory claim that affords the prevailing party attorneys’ fees, or if there is a written agreement providing for payment or recovery attorneys’ fees, the arbitrator may award reasonable fees to the prevailing party, under the standards for fee shifting provided by law.

YOU AND COMPANY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Company agree otherwise, the arbitrator may not consolidate more than one person's claims with your claims and may not otherwise preside over any form of a representative or class proceeding. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim.

If this Agreement to Arbitrate provision is found to be unenforceable, then (a) the entirety of this arbitration provision shall be null and void, but the remaining provisions of these Terms shall remain in full force and effect; and (b) exclusive jurisdiction and venue for any claims will be in state or federal courts located in and for New York, New York.

19. Force Majeure

We will not be deemed to be in breach of these terms or liable for any breach of these terms or our privacy policy due to any event or occurrence beyond our reasonable control, including without limitation, acts of God, terrorism, war, invasion, failures of any public networks, electrical shortages, earthquakes or floods, civil disorder, strikes, fire, or other disaster.

20. Indemnification

You agree to defend, indemnify, and hold harmless Company (“Indemnified Parties”) from and against any and all rights, demands, losses, liabilities, damages, claims, causes of action, actions, and suits (no matter whether at law or equity), fees, costs, and attorney’s fees of any kind whatsoever arising directly or indirectly out of or in connection with: (i) your use or misuse of the Services or any information posted on the Services; (ii) your breach of the Terms or Privacy Policy; (iii) the content or subject matter of any information you provide to Company; and/or (iv) any negligent or wrongful act or omission by you in your use or misuse of the Services or any information on the Services, including without limitation, infringement of third party intellectual property rights, privacy rights, or negligent or wrongful conduct.

To the extent applicable, you will obtain Company’s prior written consent to any settlement or judgment in which you agree to any finding of fault of an Indemnified Party or defect in the Services. Company will promptly notify you in writing of any claim subject to this indemnification, promptly provide you with the information reasonably required for the defense of the same and grant you exclusive control over its defense and settlement.

21. Waiver

The failure of Company to act with respect to a breach of these Terms by you or others does not waive Company’s right to act with respect to subsequent or similar breaches.

Company does not guarantee they will take action against all breaches of these Terms.

22. Revisions; General

Company reserves the right, in its sole discretion, to terminate your access to all or part of the Services, with or without cause, and with or without notice. Company reserves the right to modify these Terms at any time, effective upon posting. Any use of this website after such changes will be deemed an acceptance of those changes. You agree to review the Terms each time you access this website so that you may be aware of any changes to these Terms. In the event that any of the Terms are held by a court or other tribunal of competent jurisdiction to be unenforceable, such provisions shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect. These Terms along with the other Company constitute the entire agreement between Company and you pertaining to the subject matter hereof.

Copyright/Trademark Information. Copyright ©2023 Systole Health All rights reserved. All trademarks, logos, and service marks (“Marks”) displayed on the Services are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.

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