Carbon Health Technologies Terms of Use
These Terms were last updated on Feb, 9 2021
Agreement to Terms of Use
These Carbon Health Technologies Terms of Use (“Terms” or “Agreement”) govern your use of our online interfaces
and properties (e.g., websites and mobile applications) owned and controlled by Carbon Health Technologies,
Inc., including the carbonhealth.com website and the Carbon Health Technologies mobile application
(collectively, the “Site”), as well as the services (“Services”) available to users through the Site. Carbon
Health Technologies, Inc. (“Carbon Health Tech,” “we,” “us,” and “our”) contracts with Carbon Health Medical
Group of Florida, P.A., Carbon Health Medical Group, Inc., Direct Urgent Care, Inc., Carbon Health Medical Group
of New Jersey, P.A., Carbon Health Medical Group of Kansas, P.A. and Djavaherian Medical Practice, PLLC
(collectively, “Carbon Health Medical”) to assist them in the provision of online telehealth medical
consultations and secure messaging between Carbon Health Medical physicians and other healthcare professionals
(individually the “Provider” and collectively the “Providers”) and their patients. (See below for supplemental
terms applicable to Providers.) The professional medical services (which are provided by Carbon Health Medical)
and the non-clinical Site services (which are provided by Carbon Health Tech) are collectively referred to in
this Terms as the “Services”. The terms “you” and “your” means you, your dependents if any, and any other person
accessing your Carbon Health Technologies Account.
Your acceptance of, and compliance with, these Terms is a condition to your use of the Site and Services and
purchase of Products. By clicking “accept” or otherwise using our Site and Services, you acknowledge that
you have read, understand, and accept all terms and conditions contained within these Terms, the Notice of Privacy Practices provided to you by the Carbon Health
Medical, and our Privacy Policy. If you do not agree to be bound by these
terms, you are not authorized to access or use this Site or Services; promptly exit this Site.
Binding Arbitration. These Terms provide that all disputes between you and Carbon Health Technologies that
in any way relate to these Terms or your use of the Site 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 Binding
Individual Arbitration for the details regarding your agreement to arbitrate any disputes with
Carbon Health.
Changes to Terms
We have the right to change or add to the terms of this Agreement at any time by posting the amended Terms on
Carbon Health Technologies websites and/or mobile applications (collectively, the “Site”). In accordance with
our Notice of Privacy Practices (“HIPAA Privacy Practices”, “Notice of HIPAA Privacy Practices”), changes to these Terms will not
weaken the privacy protections applied to your Protected Health Information without your being notified. Any use
of the Services after our publication of any such changes shall constitute your acceptance of the Terms as
modified. However, any Dispute that arose before the modification shall be governed by the Terms (including the
binding individual arbitration clause) that was in place when the Dispute arose.
**Emergencies** THIS SITE IS NOT AN EMERGENCY-RESPONSE OR EMERGENCY-MONITORING SERVICE AND ANY PERSON WHO IS
AWARE OF AN EMERGENCY SITUATION OR BELIEVES THAT A PERSON MAY BE AT RISK OF INJURY OR DEATH OR WHO MAY HARM
THEMSELVES OR ANOTHER PERSON SHOULD DIAL “911” OR AN APPROPRIATE EMERGENCY RESPONDER. CARBON HEALTH IS UNDER NO
OBLIGATION TO MONITOR OR RESPOND TO COMMUNICATIONS MADE TO THIS SITE.
Services Provided – No Medical Care or Advice by Carbon Health
As an important note, there is no single provider of medical care called “Carbon Health” that provides clinical
services online. Rather, Carbon Health Technologies offers an online communication platform for Providers and
their patients to connect via the Site through the use of synchronous and asynchronous telecommunications
technologies. The Site facilitates communication between patients and Providers.
These Terms do not define how we ensure our adherence to Federal and State laws regarding your Protected
Health Information, including the Health Insurance and Portability Act of 1996 (“HIPAA”). Our policies
regarding the processing of your Protected Health Information (“PHI”) are covered in our Notice of Privacy Practices (“HIPAA Privacy Practices”). Our HIPAA Privacy Practices define how we preserve the privacy of
your Protected Health Information, and you should refer to that document, not this one, regarding all
processes associated with your healthcare records and other PHI.
Carbon Health Technologies does not provide medical advice or care through the Site or the Services. Carbon
Health Technologies contracts with Carbon Health Medical, which are independent, physician-owned medical groups
with a network of United States based Providers who provide clinical telehealth services. Carbon Health
Technologies provides administrative and business support services to Carbon Health Medical. Carbon Health
Medical Providers deliver clinical services via the Carbon Health Technologies platform to their patients.
Carbon Health Technologies licenses the “Carbon Health MEDICAL GROUP” brand name to the independently owned and
operated medical practices that use its platform and its administrative, business support, and other services.
Providers are independently contracted or employed by the Carbon Health Medical. Providers are not contracted or
employed by Carbon Health Technologies. The Providers, and not Carbon Health Technologies, are responsible for
the quality and appropriateness of the care they render to you. Carbon Health Technologies and Carbon Health
Medical do not provide any legal advice or representations in any way regarding any legal issues associated with
advice, information, goods, or services offered by a Provider, including but not limited to any compliance
obligations or steps necessary to comply with any state or federal laws and regulations.
Each of the Carbon Health entities, their related sites, locations, and care providers follow the terms of our Notice of Privacy Practices (“HIPAA Privacy Practices”) and you may refer to that document to
understand the protections applied to your Protected Healthcare Information.
The Providers are independent of Carbon Health Technologies and are merely using the Site as a way to communicate
with you. Any information or advice received from a Provider comes from them alone, and not from Carbon Health
Technologies. Neither Carbon Health Technologies, nor any of its subsidiaries or affiliates or any third party
who may promote the Site or Service or provide a link to the Service, shall be liable for any professional
advice obtained from a Provider via the Site or Service, nor any information obtained on the Site. Carbon Health
Technologies does not recommend or endorse any specific Providers, tests, physicians, medications, products, or
procedures. You acknowledge that your reliance on any Providers or information delivered by the Providers via
the Site or Service is solely at your own risk and you assume full responsibility for all risks associated
herewith.
Carbon Health Technologies does not make any representations or warranties about the training or skill of any
Providers who deliver services via the Site or Service. You will be provided with available Providers based
solely on the information you submit to the Site. You are ultimately responsible for choosing your particular
Provider.
The content of the Site and the Services, including without limitation, text, copy, audio, video, photographs,
illustrations, graphics, and other visuals, is for informational purposes only and does not constitute
professional medical advice, diagnosis, treatment, or recommendations of any kind by Carbon Health Technologies.
You should always seek the advice of your qualified health care professionals with any questions or concerns you
may have regarding your individual needs and any medical conditions. All information provided by Carbon Health
Technologies, or in connection with any communications supported by Carbon Health Technologies, is intended to
be for general information purposes only, and is in no way intended to create a provider-patient relationship as
defined by state or federal law. While Carbon Health Technologies facilitates your selection of, and
communications with, Providers, Carbon Health Technologies does not provide medical services, and the
doctor-patient relationship is between you and the Carbon Health Medical Provider you select.
The medical services, treatment, and care you receive may vary depending on the Provider you interact with.
Please contact your Provider or Carbon Health Medical directly for any questions regarding your care or medical
treatment.
Risks of Telehealth Services
Telehealth involves the delivery of healthcare services using electronic communications, information technology
or other means between a healthcare provider and a patient who are not in the same physical location. While the
provision of health care services using telehealth may offer certain potential benefits, there are also
potential risks associated with the use of telehealth. The telehealth services are not a substitute for
in-person health care in all cases. In order to use the Service, you will be required to review and agree to an
informed consent regarding the use of telehealth (the “Patient Consent”) that will be provided to you by Carbon
Health Medical and Providers through the Site. You agree that Carbon Health Technologies is a third-party
beneficiary of the Patient Consent and has the right to enforce it against you.
Prescription Policy
Neither Carbon Health Technologies nor Carbon Health Medical endorse any specific medication, pharmacy, or
pharmacologic product. If a Provider prescribes a medication, he/she will limit supply based upon state
regulations and will only prescribe a medication as determined in his/her own discretion and professional
judgment. There is no guarantee a prescription will be written. Providers do not prescribe DEA controlled
substances or scheduled medications, or certain other drugs which may be harmful because of their potential for
abuse. Providers reserve the right to deny care for actual or potential misuse of the Services.
You agree that any prescriptions that you acquire from a Provider will be solely for your personal use. You agree
to fully and carefully read all provided product information and labels and to contact a physician or pharmacist
if you have any questions regarding the prescription. Carbon Health Technologies and Carbon Health Medical fully
honor patient freedom of choice and, if you receive a prescription for a medication, you always have the option
to instruct Carbon Health Medical to transmit that prescription to the pharmacy of your choice
Not an Insurance Product
Neither Carbon Health Technologies nor Carbon Health Medical are insurers. The Services are not insurance
products, and the amounts you pay to Carbon Health Technologies or Carbon Health Medical are not insurance
premiums. If you desire any type of health or other insurance, you will need to purchase such insurance
separately.
Age Limitations
In order to access the Site and the Services, you represent and warrant that you are older than 18 years old. If
you are under the age of eighteen (18) and wish to use our Site or Services, your parent or legal guardian must
agree to your use of the Site and Services, submit your personal information, and agree to these Terms on your
behalf. If you are under the age of 13, you may only use our Services and access our Site with the supervision
and consent of your parents or legal guardians. If we learn that we have collected personal information from
someone under the age of 13 without parental consent, we will promptly delete that information. If you believe
we have improperly collected personal information from someone under the age of 13, please contact us at
support@carbonhealth.com.
Restricted
You may use this Site only to the extent that you obey all laws, rules, and regulations applicable to your use of
this Site. Carbon Health Technologies and Carbon Health Medical operate subject to state and federal laws and
regulations, and the Services may not be available in your state. You represent that you are not a person barred
from enrolling for or receiving the Services under the laws of the United States or other applicable
jurisdictions in which you may be located. Access to and use of the Site or the Services is limited exclusively
to users located in States within the United States where the Services are available. Accessing the Site or
Services from jurisdictions where content is illegal, or where we do not offer Services, is prohibited.
You are prohibited from violating or attempting to violate the security of the Site, 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 Site
or any portion thereof without authorization, in violation of these Terms or in violation of applicable law.
You may not use any scraper, crawler, spider, robot, or other automated means of any kind to access or copy data
on the Site, deep-link to any feature or content on the Site, bypass our robot exclusion headers, or other
measures we may use to prevent or restrict access to the Site. Violations of system or network security may
result in civil or criminal liability. Carbon Health Technologies may 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 this Site or any activity being conducted on this Site.
Your Privacy
Upon acceptance of these Terms you confirm that you have read, understood, and accepted Carbon Health
Technologies’ Online Privacy Policy and the Notice of Privacy Practices shared with Carbon Health Medical, as
applicable.
Registration
Registration is not required to view certain content on the Site. However, to use some parts of the Site and
Services you may be required to register and provide certain information about yourself, including your e-mail
address and password (“Credentials”). If you become a registered member of the Site, you accept responsibility
for all activities that occur under your registration account. You agree to provide true, accurate, complete,
and correct information at the time of registration, and to promptly update this information as needed so that
it remains true, accurate, complete, and correct. You should keep your Credentials private and not share your
Credentials with anyone else. You are responsible for maintaining the confidentiality of your Credentials, and
for all activities that occur under such Credentials. If you believe someone has accessed the Site using your
Credentials without your authorization, e-mail us immediately at privacy@carbonhealth.com.
Transactions
If you wish to purchase products or services described or linked to on the Site (each such purchase, a
“Transaction”), Carbon Health Technologies or the third party provider of the product or service will request
certain information from you that is applicable to your Transaction, including, without limitation, credit card
and other payment and shipping information. You understand that, if any such information is provided to Carbon
Health Technologies, then Carbon Health Technologies shall treat any such information in the manner described in
our Online Privacy Policy. By supplying such information, you grant Carbon Health Technologies the right to
provide such information to third parties for purposes of facilitating the completion of Transactions initiated
by you or on your behalf. You agree to pay all charges incurred by you or any users of your membership account
or credit card (or other applicable payment mechanism) at the price(s) in effect when such charges are incurred,
including, without limitation, all shipping and handling charges. You shall also be responsible for paying any
applicable taxes relating to your purchases. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY
CREDIT CARD(S) OR OTHER PAYMENT MECHANISM USED IN CONNECTION WITH ANY TRANSACTION.
Descriptions or images of, or references to, products or services on the Site do not imply Carbon Health
Technologies’ endorsement of such products or services. We reserve the right, without prior notification, to
change such descriptions or references, to limit the order quantity on any product or service and/or to refuse
service to you. Verification of information applicable to a purchase may be required prior to Carbon Health
Technologies’ acceptance of any order. Price and availability of any product or service are subject to change
without notice. Carbon Health Technologies is not responsible for errors in the prices or descriptions of any
product or service. Refunds and exchanges shall be subject to Carbon Health Technologies’ and/or any applicable
third party’s refund and exchange policies in effect at the time of the applicable Transaction. Current rates
for any product or service available through the Site may be obtained by sending an email to support@carbonhealth.com.
Consent to Electronic Communications
You agree to receive email communications from Carbon Health Technologies, Inc. and Carbon Health Medical and
request online access to your profile to do things such as make or cancel appointments. By providing your phone
number to us, you grant permission for Carbon Health Technologies, Inc. and Carbon Health Medical to send you
SMS text messages and emails regarding sign up, wait times, my appointments, follow up questions, billing
questions, attempts to collect payment (should the need arise), and other Services related messages. .
You grant and state your preference to have all staff at Carbon Health Technologies, Inc. and Carbon Health
Medical communicate with you by email or standard SMS messaging regarding various aspects of my medical care,
which may include, but shall not be limited to, test results, prescriptions, appointments, patient satisfaction
surveys and billing. You understand that email and standard SMS messaging are not confidential methods of
communication and may be insecure. You further understand that, because of this, there is a risk that email and
standard SMS messaging regarding your medical care might be intercepted and read by a third party.
- When you opt-in to the service, we will send you an SMS message to confirm your signup.
- You can cancel the SMS service at any time. Just text “STOP” to us. After you send the SMS message “STOP” to
us, we will send you an SMS message to confirm that you have been unsubscribed. After this, you will no
longer receive SMS messages from us. - If at any time you forget what keywords are supported, just text “HELP” to us. After you send the SMS
message “HELP” to us, we will respond with instructions on how to use our service as well as how to
unsubscribe. - We are able to deliver messages to major mobile phone carriers by using Twilio’s services, a third party
service provider. Please note that carriers are not liable for delayed or undelivered messages. - As always, message and data rates may apply for any messages sent to you from us and to us from you. Message
frequency varies. If you have any questions about your text plan or data plan, it is best to contact your
wireless provider. For all questions about the services provided by this short code, you can send an email
to support@carbonhealth.com. - If you have any questions regarding privacy, please read our privacy policy:/privacy-policy
Social Media and Online Communities; Other User Content
Carbon Health Technologies may provide you opportunities to share information on third party social media sites
or platforms such as Facebook, Instagram, LinkedIn, Twitter, Google+, YouTube or other similar sites
(collectively, “Social Media Sites”). Carbon Health Technologies may also provide you opportunities to
participate in online communities on such Social Media Sites and may host discussion boards, chats, and other
forums on this Site. For example, you may use your Instagram handle and tag your photos and postings (“Tagged
Content”) with hashtags that we may provide from time to time in order to submit your Tagged Content for
potential use on our Site. If you post Tagged Content with hashtags as we may provide from time to time, your
activity and participation is governed by these Terms. Additionally, you remain responsible for your compliance
with other applicable terms and conditions such as those of Instagram or other Social Media Sites. Without
limitation of any other obligations, you agree that you will be respectful of others and their privacy and will
not submit photos of others without their express permission.
Carbon Health Technologies may terminate or restrict your access to any Carbon Health Technologies online
community, including access through the Site.
If you submit, upload, post, or transmit any Tagged Content, health information, medical history, conditions,
problems, symptoms, personal information, consent forms, agreements, requests, comments, ideas, suggestions,
information, files, videos, images, or other materials to us or our Site (“User Information”), you agree not to
provide any User Information that (a) is false, inaccurate, defamatory, abusive, libelous, unlawful, obscene,
threatening, harassing, fraudulent, pornographic, or harmful, or that could encourage criminal or unethical
behavior, (b) violates or infringes the privacy, copyright, trademark, trade dress, trade secrets, or
intellectual property rights of any person or entity, or (c) contains or transmits a virus or any other harmful
component. You agree not to contact other Site users through unsolicited e-mail, telephone calls, mailings, or
any other method of communication. You represent and warrant to Carbon Health Technologies and Carbon Health
Medical that you have the legal right and authorization to provide all User Information to Carbon Health
Technologies and Carbon Health Medical for use as set forth herein and required by Carbon Health Technologies
and the Carbon Health Medical Provider.
Except as protected or prohibited by applicable law, Carbon Health Technologies shall have a royalty-free,
irrevocable, transferable right and license to use the Provider Content however Carbon Health Technologies
desires, including without limitation, to copy, modify, delete in its entirety, adapt, publish, translate,
create derivative works from or sell or distribute such Provider Content or incorporate such Provider Content
into any form, medium, or technology throughout the world.
Our policies regarding the processing of your Protected Health Information (“PHI”) are covered in our Notice of Privacy Practices (“HIPAA Privacy Practices”). Our HIPAA Privacy Practices define how we preserve the privacy of
your Protected Health Information, and you should refer to that document, not this one, regarding all
processes associated with your healthcare records and other PHI.
You agree not to: (i) access the Site or use the Services in any unlawful way or for any unlawful purpose; (ii)
post or transmit (1) a message under a false name, or (2) any data, materials, content, or information
(including, without limitation, advice, and recommendations) which is (A) libelous, defamatory, obscene,
fraudulent, false, or contrary to the ownership or intellectual property rights of any other person, or (B)
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 Site or 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 Site or the Services; (v)
use robots or scripts with the Site; (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 this Site; (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 Carbon Health; (ix) alter the attribution or origin of electronic mail, messages, or posting; (x)
harvest or collect personal health information about any other individual who uses the Site or the Services; and
(xi) infringe or facilitate infringement on any copyright, patent, trademark, trade secret, or other
proprietary, publicity, or privacy rights of any party, including but not limited to, such rights of third
parties.
Selection and Removal of Tagged Content
Carbon Health will review Tagged Content and select certain Tagged Content for posting on our Site; we make no
guarantee that your Tagged Content will be posted. Notwithstanding the foregoing, you remain fully responsible
and liable for your Tagged Content and its compliance with these Terms, other applicable Terms and applicable
laws. If your Tagged Content is posted to our Site, you may request removal of your Tagged Content by marking it
as “private” in your Social Media Site account or by emailing us at support@carbonhealth.com.
Monitoring
We have no obligation to monitor any related websites, chats, discussion boards or any other materials that you
or third parties transmit or post on or to the Site or related websites, if any. However, you acknowledge and
agree that we have the right (but not the obligation) to monitor the Site, discussion boards, the chats, and the
materials you transmit or post; to alter or remove any such materials (including, without limitation, any
posting to a chat or discussion board); and to disclose such materials and the circumstances surrounding their
transmission to any third party in order to operate the Site properly, to protect ourselves, our sponsors, and
our other clients and visitors, and to comply with legal obligations or governmental requests.
Ownership and IP Licensing
This Site is owned and operated by Carbon Health. The entire contents and design of the site are protected by
U.S. and international copyright law. All rights regarding the Site and materials contained on the Site are
either owned by Carbon Health, are licensed to it, or are used with permission. Carbon Health and its licensors
retain and reserve all proprietary rights to the contents of this Site.
Subject to these Terms and the payment of all applicable fees, Carbon Health grants you a revocable,
nontransferable (except as provided below), personal, nonexclusive license to use the object code version of the
Site. All rights not expressly granted to you in these Terms are reserved and retained by Carbon Health or its
licensors, suppliers, publishers, rights holders, or other content providers. Neither the Site and Services, nor
any part of the Site and Services, may be reproduced, duplicated, copied, sold, resold, visited, or otherwise
exploited for any commercial purpose without express written consent of Carbon Health.
You may not copy, republish, upload, post, display, transmit, or frame any of these materials without prior
written consent from Carbon Health. You may link to, view, download, use, display and print a single copy of the
materials found on this Site only for personal, noncommercial, and informational purposes as long as: (1) you do
not alter or modify the materials in any way; (2) you include all applicable copyright, trademark and other
notices and disclaimers; and (3) you do not use the materials in a way that suggests an association with Carbon
Health or an affiliated entity. All such copies must include, at a minimum, the following copyright notice:
“Copyright © [current year] Carbon Health All rights reserved.” Any other use of the Site or the information
contained here is strictly prohibited. Carbon Health may terminate the above license at any time for any reason.
If you breach any of these terms your license terminates immediately and automatically and without notice. Upon
the termination of this license you must stop using this site, including all content, and return or destroy all
copies, including electronic copies, of the content in your possession or control.
Copyright Infringement – DMCA Notice
The Digital Millennium Copyright Act (the “DMCA”) provides remedies for copyright holders who believe in good
faith that material appearing on the Internet infringes their rights under copyright law. If you believe in good
faith that content or material on this Site infringes a valid copyright owned by you, you (or your agent) may
send Carbon Health a notice requesting that the material be removed, or access to it blocked. This request
should be sent to:support@carbonhealth.com; or to: Carbon Health,
300 California Street, 7th Floor, San Francisco, CA 94104.
The notice must include the following information: (a) a physical or electronic signature of a person authorized
to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the
copyrighted work claimed to have been infringed; (c) identification of the material that is claimed to be
infringing or the subject of infringing activity; (d) the name, address, telephone number, and email address of
the complaining party; (e) a statement that the complaining party has a good faith belief that use of the
material in the manner complained of is not authorized by the copyright owner, its agent or the law; and (f) a
statement that the information in the notification is accurate and, under penalty of perjury, that the
complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the
DMCA permits you to send us a counter-notice. Notices and counter-notices must meet the then-current statutory
requirements imposed by the DMCA. Notices and counter-notices with respect to the Site should be sent to the
address above.
Trademark Notice
Carbon Health names and logos and all related product and service names, design marks, and slogans are the
trademarks or service marks of Carbon Health. All rights are reserved. You are not authorized to use any Carbon
Health name or mark in any advertisement, publicity or in any other commercial manner without prior written
consent of Carbon Health. All other trademarks appearing on the Site are the property of their respective
owners.
Security
We have implemented technical and organizational measures designed to secure your personal information from
accidental loss and from unauthorized access, use, alteration or disclosure. However, we cannot guarantee that
unauthorized third parties will never be able to defeat those measures or use your personal information for
improper purposes. You acknowledge that you provide your personal information at your own risk.
Representation and Warranties
You represent and warrant to us that: (a) you are at least eighteen (18) years of age; and (b) your use of this
Site will be in compliance with these Terms.
No Warranties
USE OF THIS SITE AND THE SERVICES IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE
SITE AND SERVICES ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT
LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NO
ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM CARBON HEALTH, CARBON HEALTH MEDICAL, OR
OTHERWISE THROUGH THIS SITE OR SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING
THE FOREGOING, CARBON HEALTH, ITS PROCESSORS, ITS PROVIDERS, ITS LICENSORS (AND THEIR RESPECTIVE SUBSIDIARIES,
AFFILIATES, AGENTS, DIRECTORS, AND EMPLOYEES) DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT;
THAT THIS SITE WILL MEET YOUR REQUIREMENTS; THAT THIS SITE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION,
UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THIS SITE IS FREE OF VIRUSES OR
OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THIS SITE IS
DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY OR LOSS OF DATA
THAT RESULTS FROM SUCH DOWNLOAD.
CARBON HEALTH DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE
ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THIS SITE OR ANY HYPERLINKED WEBSITE OR SERVICE, OR FEATURED IN
ANY BANNER OR OTHER ADVERTISING, AND CARBON HEALTH WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION
BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.
Indemnity
BY VISITING THIS SITE OR USING THE SERVICES, YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD HARMLESS CARBON HEALTH,
CARBON HEALTH MEDICAL, THE PROVIDERS AND ANY AFFILIATED CARBON HEALTH ENTITY, ITS OFFICERS, DIRECTORS,
EMPLOYEES, CONTRACTORS, AGENTS, AND REPRESENTATIVES (COLLECTIVELY “CARBON HEALTH PARTIES”) FROM AND AGAINST ALL
CLAIMS, ACTIONS, DEMANDS, LIABILITIES, JUDGMENTS, SETTLEMENTS, COSTS, LOSSES, DAMAGES, TAX ASSESSMENTS,
PENALTIES, INTEREST AND EXPENSES (INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS’ FEES) ARISING OUT OF ANY
DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE OR ANY OTHER CLAIM YOU OR A THIRD
PARTY MAY INCUR IN CONNECTION WITH YOUR USE OR MISUSE OF THIS SITE OR SERVICES, INCLUDING, WITHOUT LIMITATION,
ANY CLAIMS FOR DEFAMATION, VIOLATION OF PUBLICITY OR PRIVACY, COPYRIGHT OR TRADEMARK INFRINGEMENT RESULTING FROM
YOUR SUBMISSIONS OF ANY USER CONTENT, TAGGED CONTENT OR OTHER MATERIALS, ANY ECONOMIC HARM, LOST PROFITS,
DAMAGES TO BUSINESS, DATA OR COMPUTER SYSTEMS, OR ANY DAMAGES RESULTING FROM RELIANCE ON ANY CONTENT OR
RESULTING FROM ANY INTERRUPTIONS, WORK STOPPAGES, COMPUTER FAILURES, DELETION OF FILES, ERRORS, OMISSIONS,
INACCURACIES, DEFECTS, VIRUSES, DELAYS OR MISTAKES OF ANY KIND, EVEN IF YOU HAVE PREVIOUSLY ADVISED CARBON
HEALTH OF THE POSSIBILITY OF SUCH CLAIM.
Limitation of Liability and Damages
CARBON HEALTH SHALL NOT BE LIABLE FOR THE ACTS OR OMISSIONS OF CARBON HEALTH MEDICAL OR THE PROVIDERS. YOUR SOLE
REMEDY FOR DISSATISFACTION WITH THE SITE AND ANY OF ITS SERVICE IS TO STOP USING THE SITE OR SERVICE. YOU AGREE
THAT UNDER NO CIRCUMSTANCE SHALL ANY OF CARBON HEALTH PARTIES BE LIABLE FOR ANY DAMAGE RESULTING FROM YOUR USE
OR INABILITY TO USE THIS SITE, THE SERVICES, OR THE MATERIALS ON THIS SITE. THIS PROTECTION COVERS CLAIMS BASED
ON WARRANTY, CONTRACT, TORT, STRICT LIABILITY, AND ANY OTHER LEGAL THEORY. THIS PROTECTION COVERS ALL LOSSES AND
CLAIMS OF ANY TYPE INCLUDING, WITHOUT LIMITATION, DIRECT OR INDIRECT, SPECIAL, INCIDENTAL, RELIANCE,
CONSEQUENTIAL, EXEMPLARY, AND PUNITIVE DAMAGES, PERSONAL INJURY/WRONGFUL DEATH, LOST PROFITS, OR DAMAGES
RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION. TO THE EXTENT ANY ASPECTS OF THE FOREGOING LIMITATIONS OF
LIABILITY ARE NOT ENFORCEABLE, THE MAXIMUM LIABILITY OF CARBON HEALTH TO YOU WITH RESPECT TO YOUR USE OF THIS
SITE IS $50 (FIFTY DOLLARS). YOU HEREBY AGREE TO WAIVE, TO THE FULLEST EXTENT PERMITTED BY LAW, ALL LAWS THAT
LIMIT THE EFFICACY OF SUCH INDEMNIFICATIONS OR RELEASES.
Supplemental Terms Applicable to Providers
These supplemental terms apply to Providers in addition to the other provisions of these Terms. In the event of a
conflict between the supplemental terms and any other terms herein, the supplemental terms shall prevail.
To be a healthcare provider using the Site (for purposes of this Section, “Provider”, or “you”) you must be a
licensed physician, nurse practitioner, or healthcare professional contracted or employed by Carbon Health
Medical, and must agree to comply with all laws, medical board rules, and other rules and regulations applicable
to you as a Provider or otherwise. Your relationship with the Carbon Health users (including, but not limited
to, your Carbon Health Medical patients) is directly between you and the patient. The patient will never have a
physician-patient relationship with Carbon Health. Carbon Health does not practice medicine and offers no
medical services. As set forth more fully below, Provider is solely responsible for all agreements, consents,
notices, and other interactions with patients and other consumers. Without limiting the generality of the
foregoing, Provider and Carbon Health Medical is solely responsible for all billings and collections from
patients and other consumers, and Carbon Health shall have no liability whatsoever to Provider with respect to
any amounts owed by any patient or other consumer to Provider.
Carbon Health does not provide any medical advice, legal advice, or representations in any way regarding any
legal or medical issues associated with Provider, goods, or services offered by Provider, including but not
limited to any compliance obligations or steps necessary to comply with any state or federal laws and
regulations. Provider should seek legal counsel regarding any legal and compliance issues, and should not rely
on any materials or content associated with the Services in determining Provider’s compliance obligations under
law. Provider and Carbon Health agree that Carbon Health is not providing to customers, patients, or anyone
else, medical advice or legal advice. THE CARBON HEALTH SITE AND THE SERVICES ARE NOT MEANT TO SUBSTITUTE OR
MODIFY YOUR PROFESSIONAL JUDGMENT IN ANY WAY.
Provider will use the Site and Services only in accordance with applicable standards of good medical practice.
While software products such as the Site and Services can facilitate and improve the quality of service that
Provider can offer patients, many factors, including but not limited to the provider/patient relationship can
affect a patient outcome, and with intricate and interdependent technologies and complex decision-making it is
often difficult or impossible to accurately determine what the factors were and in what proportion they affected
an outcome. Provider shall be solely responsible for its use of the Site and Services, and the provision of
medical services to Provider’s patients. In this regard, Provider releases Carbon Health and waives any and all
potential claims against Carbon Health as a result of Provider’s use of the Site and Services, and the provision
of services to Provider’s patients.
As a result of the complexities and uncertainties inherent in the patient care process, Provider agrees to
defend, indemnify and hold Carbon Health harmless from any claim by or on behalf of any patient of Provider, or
by or on behalf of any other third party or person claiming damage by virtue of a familial or financial
relationship with such a patient, which is brought against Carbon Health, regardless of the cause if such claim
arises for any reason whatsoever, out of Provider’s use or operation of the Site and Services. To the extent
applicable, Provider will obtain Carbon Health’s prior written consent to any settlement or judgment in which
Provider agrees to any finding of fault of Carbon Health or defect in the Site or Services. Carbon Health will
promptly notify Provider in writing of any claim subject to this indemnification, promptly provide Provider with
the information reasonably required for the defense of the same, and grant to Provider exclusive control over
its defense and settlement.
If you submit, upload, transmit, or post any consents, notices, advice, recommendations, comments, files, videos,
images, or other materials to us or our Site (“End User Content”) or provide any End User Content to patients or
other consumers, you agree not to provide any End User Content that (a) is defamatory, abusive, libelous,
unlawful, obscene, threatening, harassing, fraudulent, pornographic, or harmful, or that could encourage
criminal or unethical behavior, (b) violates or infringes the privacy, copyright, trademark, trade dress, trade
secrets, or intellectual property rights of any person or entity, or (c) contains or transmits a virus or any
other harmful component. End User is solely responsible for obtaining all necessary agreements and consents
from, and providing all required notices to, patients and other consumers. You agree not to contact other users
through unsolicited e-mail, telephone calls, mailings, or any other method of communication. You represent and
warrant to Carbon Health Technologies that you have the legal right and authorization to upload all End User
Content at the Site. Carbon Health shall have a royalty-free, irrevocable, transferable right and license to use
the End User Content however Carbon Health desires, including without limitation, to copy, modify, delete in its
entirety, adapt, publish, translate, create derivative works from or sell or distribute such End User Content or
incorporate such End User Content into any form, medium, or technology throughout the world. Carbon Health
Technologies is and shall be under no obligation: (i) to maintain any End User Content in confidence; (ii) to
pay to you any compensation for any End User Content; or (iii) to respond to any End User Content.
Carbon Health Technologies does not regularly review End User Content but does reserve the right (but not the
obligation) to monitor and edit or remove any End User Content submitted to the Site. You grant Carbon Health
the right to use the name that you submit in connection with any End User Content. You agree not to use a false
email address, impersonate any person or entity, or otherwise mislead as to the origin of any End User Content.
You are and shall remain solely responsible for the content of any End User Content you post to the Site or
provide to patients or other consumers. Carbon Health Technologies and its affiliates take no responsibility and
assume no liability for any End User Content submitted by you or any third party.
Disputes
If a dispute of any kind arises, we want to understand and address your concerns quickly and to your
satisfaction. Please contact privacy@carbonhealth.com with any
dispute. If we cannot resolve your concerns, we agree to an informal and inexpensive dispute resolution process
requiring individual arbitration. “Disputes” between you and Carbon Health Technologies, including its
processors, suppliers or licensors or their respective affiliates, agents, directors or employees, are defined
for the purposes of these Terms to include any claim, controversy, or dispute (whether involving contract, tort,
equitable, statutory, or any other legal theory) between you and Carbon Health Technologies including, but not
limited to, any claims relating in any way to these Terms (including its breach, termination, or
interpretation), any other aspect of our relationship, Carbon Health Technologies advertising, and any use of
Carbon Health Technologies services.
Binding Individual Arbitration
You and Carbon Health Technologies agree to arbitrate all Disputes. Arbitration is more informal than a lawsuit
in court and seeks to resolve disputes more quickly. Instead of a judge or a jury, the case will be decided by a
neutral arbitrator who has the power to award the same damages and relief that a court can. ANY ARBITRATION
UNDER THIS AGREEMENT WILL BE ONLY BE ON A INDIVIDUAL BASIS; CLASS ARBITRATIONS, CLASS ACTIONS, PRIVATE ATTORNEY
GENERAL ACTIONS, AND CONSOLIDATION WITH OTHER ARBITRATIONS ARE NOT PERMITTED, AND YOU ARE WAIVING YOUR RIGHTS TO
HAVE YOUR CASE DECIDED BY A JURY AND TO PARTICIPATE IN A CLASS ACTION AGAINST CARBON HEALTH. If any provision of
this arbitration agreement is found unenforceable, the unenforceable provision shall be severed, and the
remaining arbitration terms shall be enforced (but in no case shall there be a class arbitration). All Disputes
shall be resolved finally and exclusively by binding individual arbitration with a single arbitrator
administered by ADR Services, Inc. according to this provision and the applicable arbitration rules for that
forum. Consumer claimants (individuals whose transaction is intended for personal, family, or household use) may
elect to pursue their claims in their local small-claims court rather than through arbitration. The Federal
Arbitration Act, 9 U.S.C. §§ 1-16, fully applies. If you are a consumer bringing a claim relating to personal,
household, or family use, any arbitration hearing will occur within the county or parish where you reside.
Otherwise, any arbitration hearing will occur in San Francisco, California, or another mutually agreeable
location, or a location ordered by the arbitrator. The arbitrator’s award shall be binding on the parties and
may be entered as a judgment in any court of competent jurisdiction. If you prevail on any claim for which you
are legally entitled to attorney’s fees, you may recover those fees from the arbitrator. For any claim where you
are seeking relief, Carbon Health Technologies will not seek to have you pay its attorney’s fees, even if fees
might otherwise be awarded, unless the arbitrator determines that your claim was frivolous. For purposes of this
arbitration provision, references to you and Carbon Health Technologies also include respective subsidiaries,
affiliates, agents, employees, predecessors, successors, and assigns. Subject to and without waiver of the
arbitration provisions above, you agree that any judicial proceedings (other than small claims actions in
consumer cases) will be brought in and you hereby consent to the exclusive jurisdiction and venue in the state
courts in San Francisco, California, or federal court for the Central District of California.
Jurisdiction
Information provided on Carbon Health Technologies’ Site is not targeted to users in any particular locality nor
is it intended to constitute the doing of business in any jurisdiction.
This Site is a service provided by Carbon Health Technologies and does not constitute any contact with any
jurisdiction outside the State of California. Use of this Site is prohibited in any jurisdiction having laws
that would void this Agreement in whole or essential part or which makes accessing the Site illegal. Users in
such jurisdictions visit and use this Site entirely at their own risk. Note: the essential parts of this
Agreement include, without limitation, the exclusive venue and exclusive remedy provisions and the warranty
disclaimers.
This Agreement is entered into and performed in the State of California, United States of America. It is governed
by and shall be construed under the laws of California, exclusive of any choice of law or conflict of law
provisions.
Requests for Information
If you contact Carbon Health Technologies and request information about our programs or services, we will use
your email or postal address to provide the information you requested. You agree that we may use and share
information you provide us as described in our Online Privacy Policy.
Limitation on Time to Initiate a Dispute
Unless otherwise required by law, an action or proceeding by you relating to any Dispute must commence within one
year after the cause of action accrues.
Links to Other Websites
Carbon Health Technologies’ Site may contain links to third party websites as a convenience to you. The inclusion
of any website link does imply an approval, endorsement, or recommendation by Carbon Health Technologies. You
agree that you access any such website at your own risk, and that the site is not governed by the terms and
conditions contained in these Terms. Carbon Health Technologies expressly disclaims any liability for these
websites. Please remember that when you use a link to go from our Site to another website, our Online Privacy
Policy and Notice of Privacy Practices is no longer in effect. Your browsing and interaction on any other
website, including those that have a link on our Site, is subject to that website’s own rules and policies.
Downloadable Files and Email
Carbon Health Technologies cannot and does not guarantee or warrant that email or files available for downloading
from its Site will be free of viruses or other code that may contaminate or destroy data on your computer. You
are responsible for implementing sufficient protective procedures and checks to maintain the accuracy of your
data for maintaining a data back-up or other means for the reconstruction of any lost data. Carbon Health
Technologies does not assume any responsibility or risk for damage to your computer or its files related to your
use of the Services.
Notice for California Users
If you have a question or complaint regarding the Services provided to you by Carbon Health please contact us at
support@carbonhealth.com to receive further information regarding
the Services or to resolve the complaint. You may also contact the Complaint Assistance Unit of the Division of
Consumer Services of the Department of Consumer Affairs by telephone at (800) 952-5210 or TDD (800) 326-2297, or
in writing at Department of Consumer Affairs, Consumer Information Division, 1625 North Market Blvd., Suite N
112, Sacramento, CA 95834.
Other Provisions
Except as expressly provided in these Terms, these terms are a complete statement of the agreement between you
and Carbon Health Technologies, and they describe the entire liability of Carbon Health Technologies and its
vendors and suppliers and your exclusive remedy with respect to your access and use of this Site. In the event
of a conflict between these Terms and any other Carbon Health Technologies agreement or policy, these Terms
shall prevail on the subject matter of these Terms. If any provision of these Terms is invalid or unenforceable
under applicable law, then it shall be changed and interpreted to accomplish the objectives of such provision to
the greatest extent possible under applicable law, and the remaining provisions will continue in full force and
effect. Headings are included for convenience only, and shall not be considered in interpreting these Terms.
These Terms do not limit any rights that Carbon Health Technologies may have under trade secret, copyright,
patent, or other laws. Carbon Health Technologies’ failure to assert any right or provision under these Terms
shall not constitute a waiver of such right or provision. No waiver of any term of this Agreement shall be
deemed a further or continuing waiver of such term or any other term.
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,
pandemic, terrorism, war, invasion, failures of any public networks, electrical shortages, earthquakes or
floods, civil disorder, strikes, fire, or other disaster.
Support; Functionality
All questions and requests relating to Site support must be directed to Carbon Health Technologies. The Select
Third Parties, as defined below, are not responsible for providing support for the application portions of the
Site and may not be contacted for support. Carbon Health Technologies will use commercially reasonable efforts
to respond to questions and provide support. Please note that we may change or remove functionality and other
features of the Site at any time, without notice.
Modified Devices and Operating Systems
Carbon Health Technologies will have no liability for errors, unreliable operation, or other issues resulting
from use of the Site on or in connection with rooted or jail broken devices or use on any mobile device that is
not in conformance with the manufacturer’s original specifications, including, but not limited to, use of
modified versions of the operating system (collectively, “Modified Devices”). Use of the Site on Modified
Devices will be at your sole and exclusive risk and liability.
No Liability for Select Third Parties
Your wireless carrier, the manufacturer and retailer of your mobile device, the developer of the operating system
for your mobile device, the operator of any application store, marketplace, or similar service through which you
obtain the Site, and their respective affiliates, suppliers, and licensors (collectively, the “Select Third
Parties”) are not parties to these Terms and they do not own and are not responsible for the Site. Carbon Health
Technologies, and not any Select Third Parties, is responsible for addressing any claims raised by you or any
third party regarding the Site or your use or possession thereof, including, but not limited to, claims related
to product liability, legal, or regulatory requirements, and consumer protection or similar legislation. You are
responsible for complying with all application store and other applicable Select Third Parties’ terms and
conditions. YOU AGREE: (A) THE SELECT THIRD PARTIES DISCLAIM ALL WARRANTIES, EXPRESS AND IMPLIED, WITH RESPECT
TO THE SITE, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, TITLE, MERCHANTABILITY,
QUIET ENJOYMENT, QUALITY OF INFORMATION, AND FITNESS FOR A PARTICULAR PURPOSE; (B) IN NO EVENT WILL THE SELECT
THIRD PARTIES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, PUNITIVE, EXEMPLARY, INCIDENTAL,
SPECIAL, OR CONSEQUENTIAL DAMAGES (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) ARISING OUT
OF THIS AGREEMENT OR THE SITE, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES; AND
(C) IN ANY EVENT, THE MAXIMUM LIABILITY OF ANY SELECT THIRD PARTY FOR ALL CLAIMS (WHETHER IN CONTRACT, TORT
(INCLUDING NEGLIGENCE), OR OTHERWISE) OF EVERY KIND WILL IN NOT EXCEED FIVE DOLLARS ($5.00); AND (IV) YOU WAIVE
ANY AND ALL CLAIMS, NOW KNOWN OR LATER DISCOVERED, THAT YOU MAY HAVE AGAINST THE SELECT THIRD PARTIES ARISING
OUT OF THE SITE AND THESE TERMS. THE THIRD PARTIES ARE INTENDED THIRD PARTY BENEFICIARIES OF THESE TERMS, AND
ARE CAPABLE OF DIRECTLY ENFORCING ITS TERMS. NOTHING CONTAINED IN THESE TERMS WILL BE CONSTRUED AS MODIFYING OR
AMENDING ANY AGREEMENTS OR OTHER TERMS BETWEEN YOU AND THE SELECT THIRD PARTIES WITH REGARD TO THEIR SUBJECT
MATTER. In the event of any claim that the Site or your possession and use of the Site infringes a third party’s
intellectual property rights, the Select Third Parties are not responsible for the investigation, defense,
settlement, or discharge of the infringement claim.
Assignment
You may not assign any rights or obligations under this Agreement without Carbon Health Technologies’ prior
written consent. Carbon Health Technologies may assign all or part of this Agreement.
Survival
All sections of this Agreement which, by their nature are designed to survive expiration or termination of this
Agreement, including but not limited to indemnity and limitation of liability clauses, shall survive.
Waiver
No waiver of any of these terms shall be deemed a further or continuing waiver of such term or condition or any
other term or condition.
Notices
You agree that we may provide any and all notices to you by e-mail, telephone, fax, as well as by any other
method.
Severability
If any of the provisions of this Agreement are held unenforceable by a court or other tribunal of competent
jurisdiction, then those provisions shall be limited or eliminated to the minimum extent necessary to allow the
remainder of this Agreement to retain its full force and effect.
Entire Agreement; Amendment
This Agreement constitutes the entire agreement between you and Carbon Health Technologies applicable to its
subject matter. It may not be modified except as described elsewhere in this Agreement.
Conflicting Terms
Anything on the Site inconsistent or in conflict with the terms of this Agreement is superseded by the terms of
this Agreement.
Contact Information
Please contact us with any questions or concerns regarding this Agreement at:
Carbon Health Technologies, Inc.
300 California Street, 7th Floor San Francisco, CA 94104 Phone: 1-415-612-3256 Email:support@carbonhealth.com
