Oculo Health Terms of Service
Welcome to Oculo! Oculo uses eye-tracking and AI to understand when a user’s brain is tired and how to make the most of its performance. Oculo has developed the first ever brain health mobile application (“Oculo App”) which provides users with certain tools to monitor and leverage their brain health.
BEFORE YOU CLICK ON THE “I ACCEPT” BUTTON OR OTHERWISE ACCESS THE OCULO APP OR USE THE SERVICES, CAREFULLY READ THESE TERMS OF SERVICE. BY CLICKING ON THE “I ACCEPT” BUTTON, ACCESSING THE OCULO APP OR USING THE SERVICES, YOU ARE AGREEING TO BE BOUND BY AND ARE BECOMING A PARTY TO THESE TERMS OF SERVICE. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THESE TERMS OF SERVICE, THEN DO NOT CLICK “I ACCEPT” AND DO NOT ACCESS OR USE THE OCULO APP OR SERVICES.
BY USING OUR SERVICES, INCLUDING THE OCULO APP, YOU REPRESENT TO US THAT YOU CAN FORM LEGALLY BINDING CONTRACTS UNDER APPLICABLE LAW AND YOU ARE AT LEAST EIGHTEEN (18) YEARS OF AGE, OR AT LEAST THIRTEEN (13) YEARS OF AGE AND ARE USING OUR SERVICES UNDER THE SUPERVISION OF A PARENT OR LEGAL GUARDIAN WHO AGREES TO BE BOUND BY THESE TERMS. IF YOU ARE A PARENT OR LEGAL GUARDIAN OF A USER UNDER THE AGE OF EIGHTEEN (18), YOU AGREE TO BE FULLY RESPONSIBLE FOR THE ACTS OR OMISSIONS OF SUCH USER IN CONNECTION WITH OUR SERVICES.
- OUR Mobile Application.
- Access and UseSubject to the terms and conditions of these Terms of Service, Oculo hereby grants to You a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services, solely for Your personal and non-commercial use, and subject to any restrictions set forth in these Terms of Service.
- RestrictionsYou shall not, directly or indirectly, and You shall not permit any third party to, (i) reverse engineer, decompile, disassemble or otherwise attempt to discover the object code, source code or underlying ideas or algorithms of the Services; (ii) modify, translate, or create derivative works based on any element of the Services or any related documentation; (iii) rent, lease, distribute, sell, resell, assign, or otherwise transfer its rights to use the Services; (iv) use the Services for any purpose other than its intended purpose; (v) interfere with or disrupt the integrity or performance of the Services; (vi) use the Oculo App or any other Services to train any algorithms; or (vii) attempt to gain unauthorized access to the Services.
- We Do Not Provide Medical AdviceThe information, whether text, data, charts, and other materials available through our Services or otherwise resulting from Your use of the Services are for general informational purposes only. Oculo does not provide, and the Oculo App and other Services do not include or provide, professional medical advice, or diagnosis or treatment of any medical or other conditions. Use of the Oculo App and other Services, or any communication with Oculo, does not create a doctor-patient relationship.
- YOUR SUBMISSION AND USE OF CONTENT THROUGH THE OCULO APP.
You may upload to the Oculo App certain information about Yourself from time to time, which may include contact information, biographical information, and certain personal wellness data (“Your Content”). You are responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness of all Your Content that You submit to the Oculo App or otherwise provide to Oculo in connection with the Services. By providing any of Your Content, You represent, warrant and covenant that You have the right to provide Your Content for the purposes set forth in these Terms of Service. You are solely responsible for Your Content that You submit, use, display or share in connection with the Services. You must not submit, upload, post, display or share any of Your Content that You do not have the right to copy, use or share for the purposes set forth in these Terms of Service. Your Content is subject to the license rights set forth in these Terms of Service.
- YOUR USE OF THE OCULO APP.
- Login CredentialsOculo will enable You to establish a username and password for access and use of the Oculo App and certain other Services. You are responsible for maintaining the confidentiality and security of all such login credentials. You are solely responsible for any and all access and use of the Services that occurs under Your login credentials. You agree to immediately notify Oculo of any unauthorized use of, or access to, Your login credentials.
- Your Standards of ConductBy accessing our Services, You agree that You will not, and will not authorize or facilitate any attempt by another person to use our Services to introduce viruses, worms, Trojan horses and/or harmful code to the Oculo App or any third party system, obtain unauthorized access to any computer system through the Oculo App, violate any applicable law or regulation, or engage in any activity which may harm or manipulate any third party.
- Disclaimer; Remedies for Violations of Your Standards of ConductOculo is not responsible for any content posted by any other user or third party to a public forum on the Oculo App or other Services. In the event Oculo makes available any public forum through the Oculo App or other Services, Oculo reserves the right to (i) record all communications in such forum, (ii) investigate any allegation of violations of the standards set forth in these Terms of Service, (iii) monitor, edit or remove any communications as contemplated in Section 3.2 above, or (iv) terminate a user’s access to such forum.
- SecurityYou shall not circumvent or otherwise interfere with any user authentication or security of our Services. Oculo will deploy commercially reasonable security precautions intended to protect against unauthorized access to any of Your Content on the Oculo App or otherwise stored by Oculo in connection with Your use of our Services. Oculo will exercise reasonable efforts to deploy corrections within the Oculo App for security breaches made known to Oculo. You acknowledge that, notwithstanding the security precautions deployed by Oculo, the use of, or connection to, the internet provides the opportunity for unauthorized third parties to circumvent such precautions and illegally gain access to the Oculo App or Your Content. Oculo cannot and does not guarantee the privacy, security, integrity or authenticity of any information transmitted over or stored in any system connected to or accessible via the internet or otherwise or that any such security precautions will be adequate or sufficient.
- Beta Service
You acknowledge that the Services are in beta, pre-release form, and as such will contain bugs, may not operate consistently or perform all intended functions, and may cause errors, data loss or other problems. You hereby assume all risks associated with the use of the Services and reliance on any data, information or recommendations provided or received through the Services. The Services are made available in beta, pre-release form for such time period as Oculo may elect in its sole discretion, and such availability may end at any time and without notice
- Modification of ServiceWe may change and update our Services at any time. We may add or remove features, including without limitation imposing new fees for certain features and functionality. We will endeavor to give You appropriate advance notice about any major changes, although You understand that we may stop, suspend or change our Services at any time without prior notice.
- Suspension of ServiceWe may alter, suspend or discontinue our Services in whole or in part, at any time and for any reason, without notice. Our Services may also periodically become unavailable due to maintenance or malfunction of computer equipment or for other reasons. In order to use our Services, You must have a mobile device with internet access that can access the Oculo App.
- SubscriptionsIn order to use the Services, You will be required to purchase a subscription (“Subscription”) for either a monthly or yearly period (“Subscription Period”). The Subscription Period shall automatically renew upon the expiration of the then-current Subscription Period for successive monthly or yearly periods unless either party provides notice of non-renewal. Oculo reserves the right to change the pricing terms of Subscriptions at any time; provided that changes to pricing terms will not be retroactive and Oculo will notify You in advance prior to such changes becoming effective. Subscriptions automatically renew at the end of each Subscription Period until cancelled. You can cancel Your Subscription at any time via the Oculo App.
- PaymentAll amounts due are payable and charged at the beginning of the Subscription Period and each renewal thereof, and You authorize Oculo to charge Your credit card at the beginning of each Subscription Period and renewal thereof. We may use a third party payment service to collect our fees, as applicable, in lieu of directly processing Your credit card information. By submitting Your payment account information, You grant us the right to utilize a third party payment processing service, which may change from time to time; You agree that we will not be responsible for any failure of the third party to adequately protect such information. The processing of payments will be subject to the terms, conditions and privacy policies of the applicable third party payment processing service in addition to these Terms of Service. We are not responsible for any acts or omissions of such third party payment processing services.
- RefundsOther than as may be expressly set forth in the Oculo App, as updated from time to time, or these Terms of Service we have no obligation to provide refunds or credits, but may grant them in certain circumstances in our sole discretion. You will not receive a refund of Subscription fees if You cancel Your Subscription prior to the end of Your Subscription Period.
- Warranty DisclaimerTHE OCULO APP AND OTHER SERVICES ARE PROVIDED TO YOU ON AN AS-IS BASIS. YOUR USE OF THE OCULO APP, WEBSITE AND OTHER SERVICES IS AT YOUR OWN RISK. OCULO DOES NOT MAKE, AND HEREBY DISCLAIMS, ANY AND ALL OTHER EXPRESS AND/OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT AND TITLE, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE. OCULO DISCLAIMS ALL LIABILITY FOR THE LOSS OF DATA ENTERED INTO OR SAVED IN THE OCULO APP.
OCULO, AND ITS SUPPLIERS, LICENSORS AND PARTNERS, DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE OCULO APP OR OTHER SERVICES IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD, OR OTHERWISE OBTAIN MEDIA, MATERIAL, OR OTHER DATA THROUGH THE USE OF THE OCULO APP OR OTHER SERVICES AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM SUCH MATERIAL OR DATA.
- Third Party Product Descriptions and Links.
- Third Party ProductsWe do not currently sell third-party products or Services through the Oculo App, but may do so in the future. We may, however, provide certain information or descriptions about products (collectively “Product Descriptions”) that we prepare or that we obtain from independent third parties. We do not warrant that Product Descriptions or any prices that are referenced are accurate, complete, reliable, current or error-free. You agree that Oculo is not liable in any way for the accuracy, completeness, timeliness or correct sequencing of the Product Descriptions, or for any decision made or action taken by You relying upon the Product Descriptions.
- Links to Third Party SitesExternal links on our Services may lead to other websites, including advertised products sold by outside vendors and companies. We are not liable for the content, goods, services, advertising, or other materials found on these external websites. Although we may display ads and have an affiliate referral relationship with third parties, we do not own or control outside companies selling products accessed through our Services, and are not responsible or liable for their company policies or the quality of their merchandise or services. Before buying anything, users are advised to carefully investigate the individual company policies of all online purchases that they intend to make. From time to time, Oculo may be a participant in certain affiliate advertising programs designed to provide a means for websites to earn advertising fees by advertising and linking to certain third parties. Any logo of any third party used on the Oculo App or other portion of our Services is a trademark of such third party or its affiliates.
- No Third Party EndorsementsIn no event shall any reference to any third party or third party product or service be construed as an approval or endorsement by Oculo of that third party or of any product or service provided by a third party. Likewise, a link (including without limitation external websites that are framed by the Services as well as any advertisements displayed in connection therewith) to any third party website does not imply that we endorse or accept any responsibility for the content or use of such a website. Oculo does not warrant the performance of any third party.
- PROPRIETARY RIGHTS.
- OwnershipWe acknowledge that, as between You and Oculo, You are the sole and exclusive owner of Your Content. You acknowledge that the Oculo App and other content available through our Services (other than Your Content), and all intellectual property rights therein, are the sole and exclusive property of Oculo and its licensors. The service marks and trademarks of Oculo, including without limitation “Oculo” and the Oculo logo, are service marks owned by Oculo, Inc. Any other trademarks, service marks, logos and/or trade names appearing via the Services are the property of their respective owners. You may not copy or use any of these marks, logos or trade names without the express prior written consent of the owner.
- License to Your Content. You grant to Oculo a nonexclusive, perpetual, irrevocable, royalty-free, transferable, sublicensable (through one or more tiers), worldwide right and license to use Your Content that You submit to the Services (a) in order to provide the Services; (b) to analyze and improve the Oculo App and any other portion of the Services and to commercialize our Oculo App and other Services reflecting such improvements; and/or (c) to compile, use and disclose aggregate or de-identified data, statistics, measurements or other metrics derived from Your Content (including in combination with the aggregate or de-identified customer data of other Oculo customers) for its own purposes. Aggregate or de-identified data does not identify You or any individual.
- Limited Feedback LicenseYou hereby grant to Oculo, at no charge, a non-exclusive, perpetual, irrevocable royalty-free, transferable, sublicensable (through one or more tiers), worldwide, license in and to suggestions, comments and other forms of feedback (“Feedback”) regarding the Oculo App or other Services, including Feedback regarding features, usability and use, and bug reports, to copy, use, disclose and modify such Feedback and to make, have made, use, import, offer to sell and sell any products and services using, incorporating or derived from such Feedback. Feedback is provided by You “as is” without warranty of any kind by You.
By using our Services, You agree to indemnify, hold harmless and defend Oculo and its officers, directors, employees and suppliers from any claims, damages, losses, liabilities, and all costs and expenses of defense, including but not limited to, attorneys’ fees, resulting directly or indirectly from a claim by a third party that arises in connection with Your use of the Services and/or Your Content.
- Limitation of Liability.
- No Consequential Damages. OCULO SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY DAMAGES FOR LOST DATA, REGARDLESS OF WHETHER OCULO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING WITHOUT LIMITATION, ANY SUCH DAMAGES ARISING OUT OF THE LICENSING, PROVISION OR USE OF THE OCULO APP OR OTHER SERVICES, OR RESULTS THEREOF. OCULO WILL NOT BE LIABLE FOR THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES.
- Limits on LiabilityOCULO SHALL NOT BE LIABLE FOR CUMULATIVE, AGGREGATE DAMAGES GREATER THAN THE SUM OF THE AMOUNTS HAVING THEN ACTUALLY BEEN PAID BY YOU TO OCULO UNDER THESE TERMS OF SERVICE DURING THE TWELVE (12) MONTH PERIOD PRECEDING THE DATE THE CLAIM AROSE, MINUS, IN ALL CIRCUMSTANCES, ANY AMOUNTS PREVIOUSLY PAID (AS OF THE DATE OF SATISFACTION OF SUCH LIABILITY) BY OCULO TO YOU IN SATISFACTION OF ANY LIABILITY FOR DAMAGES UNDER THESE TERMS OF SERVICE.
- Essential PurposeYou acknowledge that the terms in this Section 8.3 are an essential basis of the bargain described in these Terms of Service and that, were Oculo to assume any further liability, the fees payable hereunder would out of necessity, be set much higher. THE LIMITATIONS IN THIS SECTION 8.3 SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND SHALL APPLY EVEN IF AN EXCLUSIVE OR LIMITED REMEDY STATED HEREIN FAILS OF ITS ESSENTIAL PURPOSE.
- TERM AND TERMINATION.
- TermThe term of these Terms of Service shall commence on the Effective Date and continue until the expiration or termination of the Subscription Period, unless earlier terminated as provided in these Terms of Service.
- TerminationOculo reserves the right to terminate these Terms of Service for no reason in its sole discretion at any time; provided that, in the event such termination of fee-bearing Services is without cause, Oculo will provide a pro-rata refund to You of any pre-paid fees. Further, either party may terminate these Terms of Service upon written notice to the other party in the event the other party (a) becomes insolvent or bankrupt or admits its inability to pay its debts as they mature, makes an assignment for the benefit of its creditors or ceases to function as a going concern or to conduct its operations in the normal course of business and such termination shall occur immediately upon notice; or (b) commits a material breach of any provision of these Terms of Service and does not remedy such breach within thirty (30) days after receipt of notice from the non-defaulting party or such other period as the parties may agree.
- Effects of TerminationUpon expiration or termination of these Terms of Service, Your use of and access to the Oculo App and other Services shall cease and Oculo shall have no obligation to maintain or provide any of Your Content You submitted and may in our discretion, unless legally prohibited, delete all Your Content in our systems or otherwise in our possession or under our control.
- AGREEMENT TO ARBITRATE.
- Opt OutYou may opt out of this agreement to arbitrate in this Section 10. If You do so, neither You nor we can require the other to participate in an arbitration proceeding. To opt out, You must notify us in writing within thirty (30) days of the date that You first became subject to this arbitration provision. The opt out notice must state that You do not agree to the Agreement to Arbitrate and must include Your name, address, phone number, Your login credentials to which the opt out applies and a clear statement that You want to opt out of this agreement to arbitrate. You must sign the opt out notice for it to be effective. This procedure is the only way You can opt out of the Agreement to Arbitrate. You must use this address to opt out: Oculo, Inc., ATTN: Arbitration Opt-out, 526 Beacon Street, Boston, MA 02215.
- SurvivalThis Arbitration section will survive the termination of Your relationship with Oculo.
- Entire AgreementThese Terms of Service, together with any supplemental terms expressly agreed by the parties through the Oculo App concurrently herewith or subsequent hereto, constitutes the entire agreement between the parties relating to this subject matter and supersedes all prior or simultaneous understandings, representations, discussions, negotiations, and agreements, whether written or oral.
- Changes to these Terms of Service; WaiverThese Terms of Service may be amended or supplemented only by a writing that is signed by duly authorized representatives of both parties or through a click through agreement accepted by You. No term or provision hereof shall be considered waived by either party, and no breach excused by either party, unless such waiver or consent is in writing signed on behalf of the party against whom the waiver is asserted. No consent by either party to, or waiver of, a breach by either party, whether express or implied, shall constitute consent to, waiver of, or excuse of any other, different, or subsequent breach by either party.
- SeverabilityIf any provision of these Terms of Service is held invalid or unenforceable for any reason, the remainder of the provision shall be amended to achieve as closely as possible the economic effect of the original term and all other provisions shall continue in full force and effect.
- Governing LawThese Terms of Service and the rights and obligations of the parties to and under this agreement shall be governed by and construed under the laws of the Commonwealth of Massachusetts as applied to agreements entered into and to be performed in such Commonwealth without giving effect to conflicts of laws rules or principles which would apply the laws of any other state or country. The parties agree that the United Nations Convention on Contracts for the International Sale of Goods is specifically excluded from application to these Terms of Service. For any disputes arising out of these Terms of Service, subject in all respects to Section 10 hereof, the parties consent to exclusive jurisdiction and venue in the state and federal courts located in the Commonwealth of Massachusetts.
- Force MajeureNeither party shall be liable for any failure or delay in performance under these Terms of Service due to fire, explosion, earthquake, epidemic, storm, flood or other weather; unavailability of necessary utilities or raw materials; internet service provider failures or delays, or denial of service attacks; war, civil unrest, acts of terror, insurrection, riot, acts of God or the public enemy; strikes or other labor problems; any law, act, order, proclamation, decree, regulation, ordinance, or instructions of government or other public authorities, or judgment or decree of a court of competent jurisdiction (not arising out of breach by such party of these Terms of Service); or any other event beyond the reasonable control of the party whose performance is to be excused.
- AssignmentYou shall not assign Your rights or obligations under these Terms of Service, whether voluntarily or by operation of law or otherwise, without Oculo’s prior written consent. Oculo may assign its rights or obligations under these Terms of Service without Your prior written consent. Any purported assignment or transfer in violation of this section shall be void. Subject to the foregoing restrictions, these Terms of Service will bind and benefit the parties and their successors and permitted assigns.
- Relationship of the PartiesOculo is an independent contractor to You. There is no relationship of agency, partnership, joint venture, employment, or franchise between the parties. Neither party has the authority to bind the other or to incur any obligation on its behalf.
- Contact UsPlease contact us at [email protected] if You have any questions about the Oculo App or other Services.
BIOMETRIC INFORMATION CONSENT FORM
These Terms of Service last updated on May 11, 2023.
Copyright © 2023 Oculo, Inc.
[End of Terms of Service]