Terms of Use

Welcome to Clear360 by Darwin Labs!

Summary

These Terms of Use, in accordance with the Privacy Notice (found at www.clear360.com/security), govern your access and use of all Darwin Labs Inc. (“Darwin”, “Darwin Labs”, “Company”) applications for web and mobile devices (“App”), the Darwin Labs website, and the content, information and services provided by Darwin Labs.
If you do not agree to the full Terms of Use, then you should not use the App.

 

Introduction

These Terms of Use govern your access and use of Darwin Labs applications for web and mobile devices (the “App”), the Darwin Labs website (the “Website”), and the content, information, and services performed or provided by or through them (collectively the “Services”). The Services are made available by Darwin Labs Inc. (“Company”) only to the user (“you”) under these Terms of Use and in accordance with the Privacy Notice found at www.clear360.com/security (together, the “Agreement”). You may visit or use the Services only on the condition that you agree to abide by the terms of the Agreement. If you do not agree to the terms of the Agreement, do not access or use the Services.

1. Scope

We offer several products, services, and functionalities for you and your Employer’s non-commercial use only. Darwin’s App is not designed or intended for use in the diagnosis or treatment of disease or other conditions, and the recommendations provided by the App do not constitute medical advice. Please consult your healthcare provider prior to making any decisions related to your health.

Mobile Phone App: Subject to the terms of this Agreement, the Company hereby grants to you a non-exclusive, limited, non-transferable, non-sublicensable license to the Services of the mobile phone App for your personal use only. The App is not available in all languages and it is intended for use only in Canada.

IMPORTANT: IN THE EVENT OF A MEDICAL EMERGENCY, PLEASE CALL EMERGENCY SERVICES. Darwin Labs’ App is not designed or intended for use in the diagnosis or treatment of disease or other conditions, and the recommendations provided by the App do not constitute medical advice. Please consult your healthcare provider prior to making any decisions related to your health.

Web App: Subject to the terms of the Pilot Agreement, the Company authorizes Customer to access and use the Subscription Service during the Subscription Term stated solely for its internal business purposes and in accordance with that agreement,. Customer will not otherwise access or use the Subscription Service in a manner that exceeds Customer’s authorized access and use rights as set forth in the Pilot Agreement and the applicable Use Authorization.

 

2. Account

To use the services, you must create an account. You are responsible for all activities under your account and to enact appropriate safety measures to keep your account details confidential.

In order to use the Services, you must register to create an account. You represent and warrant that you are authorized to provide all the information you provide upon registration for your account. Further, you must provide accurate, current and truthful information. You are responsible for all activities occurring under your account and other account information confidential. You are responsible for putting in place and observing all safety measures that may be necessary to protect your personal well-being and property and to prevent unauthorized access, misuse of account information and/or passwords, or misuse of any other information. The Company is not liable to you for any unauthorized access or misuse of the Services or your account.

In order to enter into the Agreement, you must be fully able and competent to enter into the Agreement and to abide by and comply with its terms. If you enter into the Agreement, you represent that you have the capacity to be bound by the Terms and to agree to the collection, use and disclosure of your personal information in accordance with the Privacy Policy.

 

3. Third Party Communication

If you communicate with a third party using our platform, we are not responsible for the content of any communication and we are not responsible for the conduct of any user of our services.

Darwin Labs offers several products, services, and functionalities as part of the Services. The Services may allow you to communicate with a third party (a “Third Party”) such as a health professional.

Any communication with a Third Party (including any services and any advice, opinion or health information you may obtain by way of such communications through the Services) is between you and that Third Party.

The Company is not responsible for the content of these communications and expressly disclaims any responsibility or liability for any claims, losses or damages that may arise as a result of such communications or failure of communications.

The Company reserves the right, but has no obligation, to become involved in any way with any dispute between you and another party arising out of or in connection with the Services.

The Company is not responsible for the conduct, whether online or offline, of any user of the Services.

 

4. Permitted Uses

You agree to not engage in any illegal or unauthorized use of the services, doing so will result in the termination of your account. We may take appropriate legal action as we see fit.

You must not, and you must not request or authorize another person to:

(i) engage in any activities through or in connection with the Services that seek to attempt to or do harm any individuals or entities or are unlawful, offensive, obscene, violent, threatening, harassing, or abusive, or that violate any right of any third party;

(ii) to the maximum extent permitted by applicable law, reverse engineer, decompile, disassemble, reverse assemble, or modify any source or object code or any software or other products, services, or processes accessible through any portion of the Services;

(iii) engage in any activity that interferes with a user’s access to the Services or the proper operation of the Services, or otherwise causes harm to the Services, the Company, a Third Party or other users of the Services;

(iv) interfere with or circumvent any security feature of the Services or any feature that restricts or enforces limitations on use of or access to the Services;

(v) attempt to gain unauthorized access to the Services, computer systems or networks connected to the Services, through hacking, password mining, or any other means and from engaging in activities that are not in compliance with applicable laws;

(vi) harvest or otherwise collect or store any information of third parties (including personal information about other users of the Services, without the express consent of such users);

(vii) use the Services or any data obtained through the Services for the purpose of engaging in any commercial activity or to send any unsolicited or unauthorized advertising, solicitations, promotional materials, spam or other commercial electronic messages through the Services;

(viii) You agree that you will not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the App, Website or associated networks, or

(ix) otherwise violate this Agreement.

We will delete or request removal of accounts, at our discretion and without liability, for unacceptable or prohibited use.

We may choose not to give notice or explanation. We also reserve the right to take appropriate legal action, including, without limitation, referral to law enforcement, for any illegal or unauthorized use of the Services.

 

5. Consent to Use of Data

You own all the personal health information, content and feedback that you provide to us. You agree to the collection, storage, use and disclosure of this information as defined in our Privacy Notice.

When creating an account and using the Services, you will be asked to provide certain personal information which may include personal health information. The Company will collect, store, use and disclose this information in accordance with the Privacy Notice.

By agreeing to the terms of this Agreement, you agree to the collection, use and disclosure of your personal information as outlined in the Privacy Notice.

 

6. Rights to Data

You agree to our limited rights to disclose your data, as defined in our Privacy Notice found at www.clear360.com/security.

We use data where all personally identifiable information has been removed (“Anonymized Data”), which allows us to improve our services. In accordance with our Privacy Notice, you agree that the Company may collect, use and disclose any non-personally identifiable information that has been derived from your personal information, or generated by your use of the Services.

 

7. Updates

You agree to the timely installation of any update to ensure the proper functioning of the services. These terms will govern any update to the services, unless otherwise stated.

From time to time, the Company will provide updates to the Services. The terms of this Agreement will govern any update to the Services provided by the Company that replace and/or supplement the original Services, unless such update is accompanied by a separate license in which case the terms of that license will govern.

Some updates to the Services may be optional or require some action on your part, for example when you must download and install an update to an App. If you do not complete the installation of the update, the Services may not function properly or at all. The Company will not be responsible for any problems caused by your failure to complete the timely installation of any update.

 

8. Links

We may provide links or references to third party information as a convenience to you. Those services and content provided by that third party is subject to their own rules and policies.

Any links or references to third party information are provided solely as a convenience to you. These links do not and should not be taken as implying an endorsement or approval of any kind of the content or reliability of those websites or references or the activities of the people, organizations, and/or businesses responsible. When you use a link to go from the Services to another website or service, your browsing and interaction is subject to that website’s own rules and policies, not those of the Company. The Company shall have no liability to you for any content that you may find to be offensive, indecent, or objectionable.

 

9. Termination

These terms remain in effect until terminated. You will no longer have rights to access or use the services, nor will you be protected by these terms, if we decide to terminate this agreement.

This Agreement is effective until terminated. Your rights under this Agreement will terminate automatically without notice from the Company if you fail to comply with any term(s) of this Agreement. Upon termination of this Agreement, you must cease all use of the Services.

 

10. Intellectual Property Rights

We reserve all intellectual property rights for our services, content and information provided to you.
You acknowledge that the Services and all information related thereto constitute valuable proprietary, confidential and trade secret information of the Company. The Services are protected by copyrights, trademarks, service marks, international treaties, and/or other proprietary rights and laws of Canada and other countries. By agreeing to this Agreement, you acknowledge that, as between you and the Company, the Company owns and retains all rights, title and interest in and to the Services including without limitation all copyright, trademark and intellectual property rights therein, and that the only right you have is the limited right to use the same as set forth in this Agreement. You may not rent, lease, lend, sell, redistribute or sublicense the Services. You may not copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the Services, any updates, upgrades, or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law). Any attempt to do so is a violation of the rights of the Company and its licensors. All rights in the Services not expressly granted to you are reserved by Company or its licensors.

 

11. Limitation of Warranty

This is our disclaimer of legal liability for the quality, performance, or accuracy of our services.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES OR CONDITIONS, SO THE EXCLUSION AND LIMITATIONS BELOW MAY NOT APPLY TO YOU. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE SERVICES IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES, INCLUDED BUT NOT LIMITED TO THE APP AND WEBSITE, ARE PROVIDED “AS IS” AND “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND THE COMPANY PARTIES HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH RESPECT TO ANY SERVICES, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. THE COMPANY PARTIES DO NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE SERVICES, THAT THE FUNCTIONS CONTAINED IN, OR SERVICES PERFORMED OR PROVIDED BY, THE SERVICES WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE SERVICES WILL BE CORRECTED.

 

12. Limitation of Liability

We have limitations to the legal liability we may have to you.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE LIMITATIONS BELOW MAY NOT APPLY TO YOU. TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL THE COMPANY PARTIES BE LIABLE FOR PERSONAL INJURY, OR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES WHATSOEVER ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE SERVICES, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, EXTRA-CONTRACTUAL LIABILITY, TORT OR OTHERWISE) AND EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE LIMITED REMEDY OFFERED IN THIS LICENSE FAILS OF ITS ESSENTIAL PURPOSE.

 

13. Changes

We may make changes to these terms and will provide written notice for any changes and/or modifications to this agreement. You may refer to www.clear360.com/security at any time to see the latest revisions.

The Company may modify this Agreement from time to time. The Company will provide a summary of modifications to the Agreement by any reasonable manner of notice which it elects and your use of the Services after the effective date of the modifications as set out in such notice constitutes your agreement to such modifications.

 

14. General

You may only use the services within Canada. Applicable provincial and federal laws of Canada govern these terms.
This Agreement constitutes the entire agreement between you and the Company with respect to your use of the Services. The Company’s failure to enforce your strict compliance with this Agreement will not constitute a waiver of any of its rights. The Services are intended for use in Canada only. You may not use the Services outside Canada. You may not export or re-export the Services except as permitted under the laws of Canada. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect. This Agreement is not assignable, transferable or sublicensable by you except with the Company’s prior written consent. The laws of the Province of British Columbia, excluding its conflicts of law rules, and the federal laws of Canada applicable therein govern this Agreement. Any disputes in relation to this Agreement shall be brought to the courts of competent jurisdiction of the City of Vancouver, British Columbia.

 

15. Contacting Us

Your feedback or advice about the Services and our business helps us improve. You agree that you provide your advice or feedback for free and for us to use in any way. If you wish to keep any business information, ideas, concepts or inventions private or proprietary, please do not submit them to us by email, as email is not a safe or secure method of transmitting confidential or private information.

If you have questions regarding this Agreement, please contact us at privacy@clear360.com, or by mail at 6111 Marine Drive, Burnaby BC, Canada, V3N 2X8

 

 

Last updated: August 12, 2020