Terms of Use
Last updated: Feb. 2020
Compliance Meds Technologies, LLC and its affiliates (“CMT,” “we” or “us”) provide online and mobile services, including, but not limited to the CleverCap website, the CMT website, (www.clevercap.org, www.cmtllc.wpengine.com or the “Sites”) widgets, computer programs and mobile applications hosted by or on behalf of CMT (collectively, the “CMT Services”) intended to enhance and/or monitor your medication adherence habits with electronic products offered by CMT (the “CMT Products”).
To the extent any terms or provisions of a Master Services Agreement between the health care providing you with CMT Services and CMT Products conflict with the Terms of Use of this Agreement, the terms and provisions of the Master Services Agreement shall control, except to the extent such Master Services Agreement specifically states otherwise. The following are the terms of the legal agreement between you and CMT and governs your access to the Sites, use of the CMT Services and CMT Products. Subject to your acceptance of and adherence to these Terms of Use (the “Terms of Use”), CMT hereby grants you a limited, non-exclusive license to utilize the CMT Services as set forth herein. The terms “you” and “user” includes the purchaser of the CMT Products or Services, the subscriber of the services as well as the user of the CMT Products or Services.
By your affirmative actions of registering for and/or using the CMT Services, you signify your agreement to these Terms of Use and our Privacy Policy and consent to allow CMT to communicate with you electronically regarding the CMT Products and the CMT Services.
Modifications to the Terms of Use:
We may make changes to the Terms of Use from time to time. A link to the most current Terms of Use will be available on the Sites and we will indicate the date of the “Latest Update” at the top of the Terms of Use. Your continued use of the CMT Services following the posting of such changes constitutes your acceptance of the Amended Terms of Use.
Information Disclaimer
The information on the Sites, CMT Products and CMT Services, including any advice and recommendations ire intended solely as a general educational aid. It is not intended as medical or healthcare advice, or to be used for medical diagnosis or treatment, for any individual problem. It is also not intended as a substitute for professional advice and services from a qualified healthcare provider familiar with a patient’s unique facts. Always seek the advice of your doctor or other qualified healthcare provider regarding any medical condition and before starting any new treatment. Your use of the Sites, CMT Products and CMT Services are subject to the additional disclaimers and caveats that may appear throughout the Sites, CMT Products and CMT Services.
We assume no responsibility for any consequence relating directly or indirectly to any action or inaction you take based on the information, services, or other material on the Sites, CMT Products or CMT Services. While we strive to keep the information on the Sites, CMT Products and CMT Services accurate, complete, and up-to-date, we do not give any assurances, and will not be responsible for, any damage or loss related to the accuracy, completeness, or timeliness of the information on the Sites, CMT Products or CMT Services.
We try to provide helpful and accurate information on the CMT Services, but we make no endorsement, representation or warranty of any kind about any information, services or recommendations made available through the CMT Services. We are not responsible for the accuracy, reliability, effectiveness, or correct use of information you receive through the CMT Services. If you rely on any information provided by CMT, CMT employees, or others appearing on or contributing content to the CMT Services, you do so solely at your own risk.
Requirements for Use of the CMT Services:
The CMT Services are available for individuals aged 13 years or older. If you are 13 or older but under the age of 18, you should review this Agreement with your parent or guardian to make sure that you and your parent or guardian understand it. Full use of the CMT Services may require compatible CMT Products, Internet access, and certain software and may require periodic updates.
Service Alerts
CMT Services enables you to set-up e-mail, text message and/or phone call alerts to take your medication at the times you designate when you create your account or modify your account settings. You are responsible for determining the criteria that governs the alerts and we will send an alert to you based upon the instructions provided to us. You can also designate third parties, such as friends and family members, to receive alerts that you need to take your medication. Your instructions are neither reviewed nor verified by us prior to or following activation of any alert. At any point, you can enable or disable an alert, or delete the alert altogether. You understand and accept that e-mail and text message alerts are transmitted electronically in an unencrypted format. You acknowledge that there is a risk that information in the alert could be accessed, used, or misappropriated by unintended third-party recipients. We are not responsible for any unauthorized use or misappropriation of any information transmitted through the alert, except to the extent required by law. you acknowledge and agree that delivery of an alert may be delayed or prevented by factor(s) outside our control and we shall not be liable for any losses, including loss of life or limb, or illnesses incurred by you due to the delay, non-delivery or misdirection of an alert.
Personal Information
Information about your medication regimen, including your name, contact information, medication name, amount and frequency of use, is given to CMT by you, your caregiver and/or your health care provider. CMT assumes that this information is accurate. It is your (and/or your caregiver’s and/or health care provider’s) responsibility to make sure that the information provided to CMT is completely accurate and up-to-date. CMT respects the privacy of its users and is committed to protecting the personal information of its users. We will provide third parties with notifications regarding your medication regimen if you authorize us to do so when you create or modify your account settings. We will only share your personal information without authorization in limited circumstances that comply with state and federal privacy law. For further information please refer to CMT privacy policy available on the sites.
User-Generated Content
You hereby grant to CMT a perpetual, irrevocable, non-exclusive, worldwide, royalty-free license, with the right to sublicense, to reproduce, distribute, transmit, publicly perform, publicly display, digitally perform, modify, create derivative works of, and otherwise use and commercially exploit any text, photographs or other data and information you submit to the CMT Services (collectively, “User Generated Content”) in any media now existing or hereafter developed, including without limitation on websites, in audio format, and in any print media format. User Generated Content includes but is not limited to content posted on message board posts, blogs, journals, food and recipe submissions and user comments. You hereby waive any rights of publicity and privacy with respect to the User Generated Content and any other legal or moral rights that might preclude CMT’s use of the User Generated Content or require your permission for CMT to use the User Generated Content. You agree not to assert any claim, whether based on tort, contract, or other legal theory, against CMT or its sublicensees relating to CMT’s or its sublicensees’ use of the User Generated Content in accordance with your privacy settings, and you hereby release CMT and its sublicensees from any such claims. You represent that your User Generated Content: (1) will not infringe any third party’s copyright, patent, trademark, trade secret or other proprietary rights; (2) will not violate any law, statute, ordinance or regulation; (3) will not be obscene or contain child pornography; (4) will not contain any viruses, worms, time bombs or other computer programming code that is intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or information; (5) will not violate any third party’s rights of publicity or privacy; and (6) will not be defamatory, unlawfully threatening or harassing, harmful to minors in any way, or otherwise offensive or inappropriate. You are responsible for complying with all laws applicable to your User Generated Content.
Registration and Password
You are responsible for maintaining the confidentiality of your login information and password. You shall be responsible for all uses of your login information, whether authorized by you. You agree to immediately notify us of any unauthorized use of your login information or password. CMT cannot and does not assume any responsibility or liability for any information submitted by someone who has fraudulently accessed your CMT account or for any third party’s fraudulent use or misuse of information submitted by you. You represent that the information that you provide about yourself as requested in the CMT account registration form (the “Registration Data”) is accurate and complete, and you agree to update your account information, as necessary, including providing CMT with your current email address, so that you may receive notifications and other account-related communications.
CMT Services are subject to CMT’s Privacy Policy.
Ownership of the CMT Services
Except for the User Generated Content, the CMT Services and all aspects thereof, including all copyrights, trademarks, and other intellectual property rights therein, are owned by CMT or its licensors. You acknowledge that the CMT Services and any underlying technology used in connection with the CMT Services contain CMT’s intellectual property and proprietary information. You may not reproduce, distribute, modify or create derivative works of, publicly display (including by framing any content), or commercially exploit any part of the CMT Services except as necessary to view the content therein and to create a reasonable number of copies of portions of such content (without modification) for your personal, non-commercial use. All rights in the CMT Services not expressly granted to you by CMT are retained by CMT and its licensors. If you violate any of these Terms of Use, your permission to use the CMT Services automatically terminates and you must immediately destroy any copies you have made of any portion of the CMT Services.
User Indemnification Of CMT
Upon request by us, you agree to defend, indemnify and hold CMT and its partners, affiliates, service providers, licensors, officers, directors, employees and agents harmless from and against any and all losses, liabilities, damages and costs, including but not limited to reasonable legal and accounting fees, arising from any claims, actions or demands related to or alleged to relate to: (a) your use of the CMT Services, including any User Generated Content you post, store, reproduce, display, or distribute via the CMT Services; (b) your violation of the Terms of Use; or (c) your violation of any intellectual property or other third party rights or any applicable law in connection with your use of the CMT Services. We reserve the right to assume control of the defense of any third-party claim that is subject to indemnification by you, in which event you will cooperate with us in asserting and available defenses.
Changes to CMT Services, Terms and Termination
At any time without notice to you, or liability to you, we may prospectively modify the Terms of Use, or modify or cancel the CMT Services. We reserve the right to terminate your account with or without cause at any time and for any reason. You agree that any termination of your access to the Site and/or CMT Services may be effected without prior notice.
Electronic Notices and Communications
The CMT service is an electronic, internet-based service. You understand and agree that the terms will be entered electronically, and that the following categories of information (“communications”) may be provided by electronic means: (a) the terms and any amendments, modifications or supplements to the terms; (b) our privacy policy, any regulatory disclosures, and any other communications required by federal or state law; and (c) any other communication related to the service, site or product. Communications may be posted on the pages of the site and/or delivered to the email or postal mail address you provide. You should print a paper copy of the terms and any electronic communication that is important to you and retain the copy for your records. You may request a paper copy of legally required notice, withdraw your consent to receive communications electronically, or change your email or postal address for receipt of communications, by calling 1-855-m-clever or sending your request by email to support@cmtcares.com.
Third Party Services
The CMT Services may provide links or references to websites operated by third parties. We do not monitor or investigate such websites and we are not responsible for the content, functionality, or practices of such websites. Inclusion of links to third party websites on our CMT Services does not imply approval or endorsement of the linked website by us. If you decide to leave our CMT Services and access these third-party websites, you do so at your own risk. CMT suggests that you read the terms of use and privacy policies (if any) on those third-party websites. You agree that CMT has no liability for any damage or loss of any type that is a result of your use of a third-party website.
Content and Warranty Disclaimer
The Sites, CMT Products and CMT Services are provided by CMT and its affiliates “as is.” neither CMT nor its partners, suppliers, or affiliates make any representations or warranties of any kind, express or implied, as to the operation of the Sites, the CMT Products, the CMT Services, its contents, or any information made available by or through the Sites, the CMT Products or the CMT Services. In addition, CMT and its partners disclaim all warranties with respect to the Sites, the CMT Products or the CMT Services, express or implied, including but not limited to the implied warranties of merchantability, title, fitness for a purpose and non-infringement. Furthermore, CMT does not warrant that use of the website will be uninterrupted, available at any time or from any location, secure or error-free, that defects will be corrected, or that the Sites, the CMT Products or CMT Services are free of viruses or other potentially harmful components.
Limitation of Liability
In no event, will CMT be liable for direct, indirect, incidental, punitive or consequential damages (including without limitation those resulting from lost profits, lost data or business interruption) arising out of the use, inability to use, or the results of use of the Sites, the CMT Products or the CMT Services, whether such damages are based on warranty, contract, tort or any other legal theory and whether CMT has been advised of the possibility of such damages. The aggregate liability of CMT, arising from or relating to the Sites, the CMT Products or the CMT Services (regardless of the form of action or claim, e.g. Contract, warranty, tort, strict liability, negligence, or any other legal theory) is limited to $80. CMT’s affiliates, providers and partners have no liability whatsoever arising from the Sites, the CMT Products or the CMT Services. In some locations, applicable law may not allow certain of the limitations described above, in which case such limitations may not apply to you.
Dispute Resolution
You agree that any dispute between you and CMT arising out of or relating to these Terms of Use, the CMT Products, or the CMT Services (collectively, “Disputes”) will be governed by the arbitration procedure outlined below.
GOVERNING LAW
The Terms of Use and the resolution of any Disputes shall be governed by and construed in accordance with the laws of the State of Florida without regard to its conflict of laws principles.
INFORMAL DISPUTE RESOLUTION
We want to address your concerns without needing a formal legal case. Before filing a claim against CMT, you agree to try to resolve the Dispute informally by contacting support@cmtcares.com. We’ll try to resolve the Dispute informally by contacting you through email. If a dispute is not resolved within 15 days after submission, you or CMT may bring a formal proceeding.
WE BOTH AGREE TO ARBITRATE
You and CMT agree to resolve any Disputes through final and binding arbitration, except as set forth under Exceptions to Agreement to Arbitrate below.
OPT-OUT OF AGREEMENT TO ARBITRATE
You can decline this agreement to arbitrate by contacting support@cmtcares.com within 30 days of first accepting these Terms of Use and stating that you decline this arbitration agreement.
ARBITRATION PROCEDURES
The American Arbitration Association (AAA) will administer the arbitration under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes. The arbitration will be held in the United States county where you live or work, Miami-Dade, Florida, or any other location we agree to.
ARBITRATION FEES
The AAA rules will govern payment of all arbitration fees. CMT will not seek its attorneys’ fees and costs in arbitration unless the arbitrator determines that your claim is frivolous.
EXCEPTIONS TO AGREEMENT TO ARBITRATE
Either you or CMT may assert claims, if they qualify, in small claims court in Miami-Dade (FL) or any United States county where you live or work. Either party may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the CMT Products or CMT Services, or infringement of intellectual property rights (for example, trademark, trade secret, copyright or patent rights) without first engaging in arbitration or the informal dispute-resolution process described above.
NO CLASS ACTIONS
You may only resolve Disputes with CMT on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations aren’t allowed under our agreement.
Judicial Forum for Disputes
If the agreement to arbitrate is found not to apply to you or your claim, you and CMT agree that any judicial proceeding (other than small claims actions) will be brought in the federal or state courts of Miami-Date, Florida. Both you and CMT consent to venue and personal jurisdiction there. We both agree to waive our right to a jury trial.
LIMITATION ON CLAIMS
Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to your use of the CMT Products or CMT Services must be filed within one (1) year after such claim or cause of action arose, or else that claim or cause of action will be barred forever.
General
If any provision(s) of the Terms of Use is found to be contrary to law, then such provision(s) will be construed, as nearly as possible, to reflect the intentions of the parties with the other provisions remaining in full force and effect. CMT’s failure to exercise or enforce any right or provision of the Terms of Use will not constitute a waiver of such right or provision unless acknowledged and agreed to by CMT in writing. These terms and conditions constitute the entire agreement between you and CMT with respect to the subject matter herein and supersede any and all prior or contemporaneous oral or written agreements. You may not assign this agreement to any other party and any attempt to do so is void.
Severability
If any provision of the Terms is determined by a court to be unenforceable, the parties will deem the provision to be modified to the extent necessary to allow such provision to be enforced to the extent permitted by law, or if it cannot be modified, the provision will be severed and deleted from the Terms, and the remainder of the Terms will continue in effect.