These terms of service, together with any other agreements or terms incorporated by reference, including the Privacy Policy available at synergetik.co/privacy-policy (the "Terms") govern your use of the Services. These Terms constitute a binding and enforceable legal contract between Company and You. By accepting these Terms electronically by clicking a box indicating your acceptance, or by using the Services, you agree to these Terms. If you are an individual, you represent that you are of legal age to form a binding contract. If you are entering into these Terms on behalf of a company or another legal entity, you represent that you have the authority to bind such entity and its affiliates to these Terms, in which case the term "You" will refer to such entity and its affiliates. If the legal entity that you represent does not agree with these Terms, you must not accept these Terms or use the Services.
"Account" means an online account registered by you for the purpose of using the Services.
"Additional Services" means Services that You purchase, as distinguished from the Services which are provided for free and may include premium services and functions. Company may, at its discretion, decide that Services which have heretofore been available without charge shall become Additional Services which are provided for a fee and such change shall become effective upon posting on Company's website as set out in Section 18.2.
"Content" means any files, data, material and information submitted, uploaded and stored by You through the Service.
"Platform" means Company's online solution, including any applications and websites, for personalized health and wellness management and optimization.
"Services" means any applications, products, services (including any Additional Services, to the extent applicable), documentation, and software made available through the Platform.
"Third Party Services" means any service, products, software or application that is provided by a third party and interoperates with a Service or is otherwise used to deliver or Support the Services.
"User Data" means data relating to Your use of the Platform and Services, including but not limited to information related to:
Your personal health and biometric information (including weight, height, age, sex, food and health logs, sleep and recovery data, and health check-in data), and Your contact and payment information, including email addresses and credit card or other payment remittance information.
statistical data, device generated reports and audit logs,
settings, preferences chosen, and resource usage,
free text submitted by You, and screen recording sessions.
"We", "Us", "Company" or "Our" means SYNERGETIK LLC.
"You" or "User" means the individual person using the Services, or if You are accessing the Services on behalf of a company or other legal entity, such entity and its affiliates.
Eligibility. You must be at least 18 years of age (or the age of legal majority in Your jurisdiction, whichever is greater) to use the Services. The Services are not intended for individuals under the age of 13. You are solely responsible for complying with all applicable laws in connection with Your use of the Services.
Not Medical Advice. The Services provide educational and informational content only. WE ARE NOT MEDICAL PROFESSIONALS AND DO NOT PROVIDE MEDICAL OR HEALTHCARE SERVICES, ADVICE, DIAGNOSIS, OR TREATMENT. IF YOU THINK YOU MAY HAVE A MEDICAL OR SAFETY EMERGENCY, CALL YOUR LOCAL EMERGENCY NUMBER (E.G., 911 IN THE U.S.) IMMEDIATELY. The Services and any outputs are not a substitute for professional medical advice, diagnosis, or treatment. Always seek the advice of Your physician or other qualified healthcare provider with any questions You may have regarding Your health.
Registration. Following the initial registration of an Account you will have the ability to access the Platform and use the Services solely for Your personal, non-commercial use. We may update the Services from time to time, including adding or removing functions.
Charges. Using the Services, other than Additional Services, is made available to you free of charge. We may charge you for Additional Services. If we charge any fees for Additional Services, the charges for such Additional Services, and any terms and conditions applicable thereto will be detailed in the applicable online description of such Additional Service.
Establishing an Account. You must register and establish an Account in order to use our Services. You may elect to have multiple Accounts.
Account Information. You must safeguard and not disclose your Account username and password and you must supervise the use of such Account. You must provide us accurate and complete information in order to create an Account. You agree to keep your Account information up to date and accurate. Any Services provided in connection with Your Account will be charged to your Account. YOU ARE SOLELY AND FULLY RESPONSIBLE FOR MAINTAINING THE CONFIDENTIALITY OF THE ACCOUNT USERNAMES AND PASSWORDS. YOU ARE SOLELY AND FULLY RESPONSIBLE FOR ALL ACTIVITIES THAT OCCUR UNDER THE ACCOUNT. You must notify us immediately of any unauthorized use of your Account or any other breach of security.
Deletion of Account. You may delete your Account at any time. Any Content and other information and data entered into the Services may be permanently deleted if you delete the Account.
Use of Data. Company may collect User Data, and You hereby grant Company permission to collect User Data available on the Platform and to use such User Data to improve the Platform's performance and functionality and improve services and support to Company customers and for other business purposes including monitoring, statistical data gathering, diagnostics, comparative analyses, press and supplies utilization, complementary solutions usage, security and software integrity assurance, remote control and support and click performance tracking and billing. Company may further use User Data (i) to respond to duly authorized information requests of police, law enforcement, or other governmental authorities; (ii) to comply with any applicable law, regulation, subpoena, discovery request or court order; (iii) to investigate and help prevent security threats, fraud, or other illegal, malicious, or inappropriate activity; (iv) to enforce/protect the rights and properties of Company or its affiliates or subsidiaries; or (v) for any other purpose with the prior informed consent of the data subject about whom the personally identifiable information pertains.
No Model Training. Company will not use Your Content or User Data to train, develop, or improve any third-party foundation models. Company may use Your Content and User Data to operate, maintain, and improve the Services for you, including for safety, security, and quality purposes. Company may use de-identified or aggregated elements of User Data to operate, maintain, and improve the Services and to fine-tune Company-controlled models for the limited purpose of improving the Services, subject to the Privacy Policy.
License to Content. You grant us (and our subcontractors acting on our behalf) a worldwide, non-exclusive license to host, copy and use your Content as required in order to provide You with the Services. Subject to this limited license and Section 4.6 above, we do not acquire any right in your Content and You or your licensors retain all rights and ownership to your Content. You warrant that You have full rights to provide to us any Content that You provide through the Services. We have policies in place to limit the access of our employees to Content. Where policies permit access to the Content, it is only for the purpose of supporting You in your use of the Services.
Responsibility for Content. The Services are not intended to be used as storage, backup or archiving services. It is your responsibility to back up your Content and you are responsible for any lost or unrecoverable Content.
Outputs and Non-Uniqueness. The Services may generate health scores, recommendations, and other content or outputs based on Your inputs and data. Due to the nature of artificial intelligence and algorithmic systems used by the Services, similar inputs may yield similar or identical outputs for different users, and outputs may not be unique to You. You are responsible for how You use any outputs. Company does not guarantee the accuracy, completeness, or reliability of any outputs.
We respect the intellectual property rights of others. In accordance with 17 USC 512(c) of the Digital Millennium Copyright Act ("DMCA"), we have adopted a policy of, upon notice, restricting access to or deleting content that infringes a third party's copyright and, in appropriate circumstances and in our sole discretion, terminating account holders or other users of the Services who are deemed to be repeat infringers of a third party's copyrighted work.
If you believe that anything on the Services, including User Content, infringes any copyright that you own or control, you may file a notice of such infringement by providing the following information in writing:
Notices of copyright infringement claims should be sent by mail to: legal@synergetik.co.
A user of the Services who has uploaded or posted materials identified as infringing as described above may supply a counter-notification pursuant to sections 512(g)(2) and (3) of the DMCA. When we receive a counter-notification, we may reinstate the posts or material in question, in our sole discretion. To file a counter-notification with us, you must provide a written communication (by regular mail or by email) that sets forth all of the items required by sections 512(g)(2) and (3) of the DMCA. Please note that you will be liable for damages if you materially misrepresent that content or an activity is not infringing the copyrights of others.
We may allow you to integrate your Account with, and the Services may include, Third Party Services. We will not be responsible or liable for any act or omission of the third party that provides the Third Party Services, including the third party's access to or use of Content. When using Third Party Services, you do so at your own risk. We do not warrant or support any Third Party Services, and we further disclaim all warranties in connection with such Third Party Services, including warranties of non-infringement. Such Third Party Services shall be governed by the terms and conditions and policies of the respective provider of such Third Party Services, and we are not responsible for them. Any issues relating to such Third Party Services shall be resolved between you and the provider of such service.
Payment Terms. You will pay, and You authorize Company or any of Company's resellers or payment processors to charge using your selected payment method for, all fees with respect to Additional Services subscribed to by You. Fees are non-refundable except as required by law. Charges will be made either in advance or in arrears as provided in the additional terms applicable to Additional Services, and either monthly, annually or any other billing frequency offered by Company and selected by You. We will automatically renew your subscription to any Additional Services for the same subscription period. To cancel such automatic renewal you must unsubscribe to such Additional Service at least 10 days prior to the end of the applicable subscription period, or as otherwise stated in the Platform description of the Additional Services. Where Additional Services are purchased through a third-party app store or distribution platform, payment processing and subscription management are subject to that platform's terms and conditions, and You may manage or cancel Your subscription through Your account settings on the applicable platform.
Billing Information. You are responsible for providing complete and accurate billing and contact information and to update us of any changes to such information. Billing may be performed by a third party service provider of Company. We may suspend or terminate the Services if fees are past due.
Taxes. Our fees do not include taxes, levies or duties, such as value added tax, sales or use tax and any other similar charges. We will charge tax if we are required to do so.
Obligations. You agree to do each of the following in connection with your use of the Services: (i) comply with all applicable laws, rules and regulations, including those regarding data privacy, intellectual property rights and export control; (ii) pay the fees for the Services, if applicable, when due; (iii) use reasonable security precautions in connection with Your access to and use of the Services.
Restrictions. You must not misuse the Services. For example, you may not, whether by yourself or anyone on your behalf (a) sell, resell, or lease the Services or access or attempt to access the Services by any means other than the interface we provided or authorized; (b) circumvent any access or use restrictions put into place to prevent certain uses of the Services; (c) use the Services to store, share or transmit content which is unlawful, infringing, harmful or which violates any person's rights, including privacy rights and intellectual property rights; (d) attempt to disable, impair, or destroy the Services, or Platform; (e) reverse engineer or decompile the Services or the Platform, attempt to do so, or assist anyone in doing so; or (f) use the Platform, Services, any underlying models, or any outputs to build, train, or improve a product, service, or model that competes with Company.
Retention of Rights. All rights not expressly granted to You under these Terms are reserved by Company and its licensors. We and our licensors reserve all rights, title and interest to the Services, the Platform (including all copies, modifications, and derivative works thereof, by whomever produced) and any of their related intellectual property rights. The Terms do not convey to You an interest in or to Company's intellectual property rights. Nothing in the Terms constitutes a waiver of Company's Intellectual Property Rights under any law.
Feedback. To the extent You provide us any feedback, comments or suggestions ("Feedback"), you grant us a royalty-free, fully paid up, worldwide, perpetual and irrevocable license to incorporate the Feedback into the Services or any of our current or future products or services.
Trademarks. Company names, logos, product and service names, designs, and slogans are trademarks of Company or its affiliates or licensors. You must not use such marks without our prior written consent in each instance.
You will indemnify, defend, and hold harmless Company, its affiliates, officers, directors, employees and agents (the "Indemnified Parties") from and against all liabilities, damages, and costs (including reasonable attorneys' fees) arising out of any claim, demand, suit or proceeding by a third party alleging that the Content or your use of the Services infringes or misappropriates a third party's intellectual property rights or other rights, or violates applicable law or that your use of the Services is in violation of these Terms.
THE SERVICES, PLATFORM AND ANY OUTPUTS ARE PROVIDED ON AN "AS IS", AND "AS AVAILABLE" BASIS, AND COMPANY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO RELIABILITY OF SERVICE, WARRANTIES OF NON-INFRINGEMENT OR IMPLIED WARRANTIES OF USE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE. WE DISCLAIM ALL LIABILITY AND ANY OBLIGATIONS FOR ANY HARM OR DAMAGE CAUSED BY ANY THIRD PARTY SERVICES. YOU ACKNOWLEDGE AND AGREE THAT THE ACCURACY OF THE SERVICES DEPENDS ON THE QUALITY, COMPLETENESS AND TIMELINESS OF THE DATA PROVIDED BY YOU TO US. OTHER THAN AS EXPRESSLY STATED IN THE TERMS WE DO NOT WARRANT THAT THE SERVICES WILL BE SECURE, UNINTERRUPTED, WITHOUT ERROR, OR FREE OF DEFECTS. WE DO NOT WARRANT THAT ANY OUTPUTS (INCLUDING HEALTH SCORES, RECOMMENDATIONS, OR ESTIMATES) WILL BE ACCURATE, COMPLETE, OR RELIABLE FOR YOUR SITUATION. YOU USE THE SERVICES AT YOUR OWN RISK.
CERTAIN FEATURES OF THE SERVICES USE ARTIFICIAL INTELLIGENCE MODELS AND ALGORITHMIC SYSTEMS, WHICH MAY BE PROVIDED BY THIRD PARTIES. OUTPUTS MAY BE INCOMPLETE, INACCURATE, DELAYED, OR INAPPROPRIATE FOR YOUR SITUATION AND SHOULD BE EVALUATED CAREFULLY, INCLUDING BY CONSULTING A QUALIFIED HEALTHCARE PROFESSIONAL. COMPANY DOES NOT GUARANTEE THE ACCURACY, COMPLETENESS, AVAILABILITY, LATENCY, OR RELIABILITY OF ANY AI-GENERATED OR ALGORITHMICALLY-GENERATED CONTENT, AND YOU ARE SOLELY RESPONSIBLE FOR HOW YOU USE SUCH CONTENT.
WE ARE NOT A HEALTHCARE PROVIDER. THE SERVICES DO NOT CONSTITUTE MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT, AND NO DOCTOR-PATIENT OR THERAPIST-PATIENT RELATIONSHIP IS CREATED BY YOUR USE OF THE SERVICES. ALL HEALTH SCORES, RECOMMENDATIONS, AND OTHER OUTPUTS ARE ESTIMATES BASED ON GENERALIZED MODELS AND YOUR SELF-REPORTED DATA AND DEVICE INPUTS, WHICH MAY BE INCOMPLETE, INACCURATE, OR OUTDATED. THE SERVICES MAY NOT BE SUBJECT TO HIPAA OR SIMILAR HEALTHCARE PRIVACY REGULATIONS, AND YOUR USE OF THE SERVICES IS NOT PROTECTED BY DOCTOR-PATIENT PRIVILEGE; DO NOT SHARE THROUGH THE SERVICES INFORMATION THAT YOU CONSIDER TO BE PROTECTED HEALTH INFORMATION UNDER HIPAA. ALWAYS CONSULT A QUALIFIED HEALTHCARE PROFESSIONAL WITH QUESTIONS ABOUT YOUR HEALTH OR BEFORE MAKING ANY HEALTH-RELATED DECISIONS BASED ON INFORMATION OBTAINED THROUGH THE SERVICES. IF YOU BELIEVE YOU OR ANOTHER PERSON IS EXPERIENCING A MEDICAL EMERGENCY, CALL YOUR LOCAL EMERGENCY NUMBER (E.G., 911 IN THE UNITED STATES) IMMEDIATELY; DO NOT RELY ON THE SERVICES IN A MEDICAL EMERGENCY.
IN NO EVENT WILL COMPANY, ITS AFFILIATES, OR ITS LICENSORS BE LIABLE FOR (I) INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES OR (II) LOSS OF PROFITS OR REVENUE, LOSS OF DATA, BUSINESS INTERRUPTION, OR LOSS OF GOODWILL, IN EACH CASE ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE SERVICES, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, OR OTHERWISE) AND EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT WILL COMPANY'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES ARISING OUT OF OR RELATED TO THESE TERMS OR TO THE SERVICES EXCEED AN AMOUNT GREATER OF (I) US$100.00 OR (II) THE FEES PAID BY YOU FOR THE SERVICES GIVING RISE TO THE CLAIM IN THE 12 MONTHS PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
THESE LIMITATIONS WILL NOT APPLY TO THE EXTENT PROHIBITED BY LAW.
You agree: (i) not to disclose any proprietary or non-public information disclosed to you by the Company or on its behalf (the "Confidential Information") to any third parties other than your employees, advisors, or consultants (collectively, "Representatives") on a "need to know" basis and provided that such Representatives are bound by confidentiality obligations not less restrictive than those contained herein; (ii) not to use or reproduce any of the Confidential Information for any purposes except to carry out your rights and responsibilities under these Terms; and (iii) to keep the Confidential Information confidential using at least the same degree of care as you use to protect your own confidential information, which shall in any event not be less than a reasonable degree of care. The confidentiality obligations hereunder shall survive any termination or expiration of these Terms. You shall remain liable at all times for any acts or omissions of your Representatives with respect to the Confidential Information.
Term. These Terms commence on the date you first accept them and will remain in effect until your subscription to the Services expires or terminates, or until these Terms are terminated.
Termination. You may stop using the Services at any time and you may delete your Account. We may suspend or terminate your access to the Services at any time at our discretion and without notice if You do not comply with these Terms. Upon termination of the Services to You, the Account will be terminated, and from the date of termination You will no longer be able to access your Account.
Survival. The provisions of these Terms that, by their nature and content, must survive the termination of these Terms in order to achieve the fundamental purposes of these Terms shall so survive. Without limiting the generality of the foregoing, the Eligibility; Responsible Use; Safety, Intellectual Property Rights, Indemnification, Disclaimers of Warranties, Limitation of Liability, Confidentiality, Governing Law and Jurisdiction and General sections, and any provisions which by their nature intend to survive termination of these Terms, will survive the termination or expiration of the Terms.
Governing Law and Jurisdiction. These Terms are governed by the laws of the state of New York excluding rules as to choice and conflicts of law and the courts in the state of New York will have jurisdiction. You and Company agree that the United Nations Convention on Contracts for the International Sale of Goods will not apply.
App Store Terms. If You access the Services through an application distributed via the Apple App Store, Schedule A (Apple Application Terms) applies and is incorporated by reference herein.
Export Restrictions. The Services may be subject to export laws and regulations of the United States and other jurisdictions. You will not access or use the Services in any country which is subject to an embargo by the United States or in violation of any other applicable export restriction. You represent that You are not listed on the United States Table of Denial Orders, the Entity List, or the List of Specially Designated Nationals.
Changes to Terms. Company may change the Terms from time to time, and such change will become effective upon the date on which it is posted on the Platform website. You are responsible for checking the website regularly for such changes. By continuing to access or use the Services you agree to be bound by the revised Terms.
Severability. If any part of these Terms is deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed to be severable from the rest of these Terms and shall not affect the validity and enforceability of any of the remaining provisions of these Terms. In such cases, the part deemed invalid or unenforceable shall be construed in a manner consistent with applicable law to reflect, as closely as possible, the original intent of the parties.
Waiver. No waiver by us of a breach of any of the provisions of terms of these Terms shall be construed as a waiver of any preceding or succeeding breach of any of the provisions of these Terms.
Relationship. Nothing in these Terms shall be construed as creating any agency, partnership, trust arrangement, fiduciary relationship or any other form of joint enterprise between you and Company.
Entire Agreement. These Terms contain the entire agreement between Company and You relating to your use of the Services and supersedes any and all prior agreements between Company and You in relation to the same. You confirm that, in agreeing to accept these Terms, You have not relied on any representation except as has expressly been made by Company in these Terms.
Assignment. You may not assign your rights or delegate your obligations under these Terms without Company's prior written consent. Any purported assignment contrary to this section will be null and void. Company may assign these Terms without Your consent to an affiliate, among the various Company entities within the Company group, or in connection with a merger, acquisition, corporate reorganization, or sale of assets.
No Third Party Rights. Subject to Schedule A, there are no third-party beneficiaries to these Terms. Without limiting this section, Users are not third-party beneficiaries to your rights under these Terms.
Notices. We may provide notices by posting within the Services, by email to the address associated with Your Account, by SMS/text message, push notification, or by other reasonable means. You consent to receive communications electronically and agree that such communications satisfy any legal requirement that they be in writing. By using the Services, You agree to receive operational and service-related communications from us. Our use of Your contact information for marketing and promotional purposes, and Your right to opt out, are governed by our Privacy Policy. Standard message and data rates may apply.
If You access the Services through an application distributed via the Apple App Store ("Application"), the following additional terms apply:
Acknowledgement: You acknowledge that these Terms are concluded between You and Company only, and not with Apple, Inc. ("Apple"), and that Company, not Apple, is solely responsible for the Application and its content.
Scope of License: Your license to use the Application is limited to a non-transferable license to use the Application on Apple-branded products that You own or control and as permitted by the Usage Rules set forth in the Apple Media Services Terms and Conditions, except that the Application may be accessed, acquired, and used by other accounts associated with You via family sharing, volume purchasing, or legacy contacts.
Maintenance and Support: Company is solely responsible for providing any maintenance and support services with respect to the Application, if and as specified in these Terms or as required under applicable law. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Application.
Warranty: Company is solely responsible for any product warranties, whether express (if provided at Company's sole discretion) or implied by law, to the extent not effectively disclaimed. In the event of any failure of the Application to conform to any applicable warranty, You may notify Apple, and Apple will refund the purchase price for the Application (if any) to You; and, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Application.
Product Claims: You acknowledge that, as between Company and Apple, Company, not Apple, is responsible for addressing any claims You or any third party may have relating to the Application or Your possession and/or use of the Application, including, but not limited to: (i) product liability claims; (ii) any claim that the Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection, privacy, or similar legislation, including in connection with the Application's use of the HealthKit framework. Company's liability, if any, for such claims is subject to the disclaimers and limitations of liability set forth in these Terms.
Intellectual Property Rights: You acknowledge that, in the event of any third-party claim that the Application or Your possession and use of the Application infringes that third party's intellectual property rights, as between Company and Apple, Company will be solely responsible for addressing such claim.
Legal Compliance: You represent and warrant that: (i) You are not located in a region that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" region; and (ii) You are not listed on any U.S. Government list of prohibited or restricted parties.
Third-Party Terms of Agreement: You must comply with applicable third-party terms of agreement when using the Application (e.g., You must not be in violation of Your wireless data service agreement when using the Application).
Third-Party Beneficiary: You acknowledge and agree that Apple, and Apple's subsidiaries, are third-party beneficiaries of these Terms, and that, 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 thereof.
Developer Contact Information
Questions, complaints, or claims with respect to the Application should be directed to:
SYNERGETIK LLC, 3711 Campus Drive, College Park, MD 20740
Email: privacy@synergetik.co
Phone: (917) 943-1268