Terms of Service
Last updated: June 21, 2017
Welcome to NOverdose. NOverdose is an independent communication services platform through which users of opioid medications (“Opioid User” or “you”) can send an alert (an “Alert”) to family members, friends and caregivers (collectively, “Friends and Family Responders”) and emergency personnel and health care providers (collectively, “Emergency Responders” and together with Friends and Family Responders, the “Responders” or “you) for known or suspected opioid overdose or dangerously reduced respiration arising from the opioid medication thus enabling the Responders to respond and assist the Opioid Users. The website at www.remitigare.com (the “Site”), the mobile application (the “NOverdose Application”), the software as a service platform (the “NOverdose Platform”) and the various other related features, functions, software, NOverdose Application, websites and networks (together with the Site, the NOverdose Application and the NOverdose Platform, collectively the “NOverdose Services”) are provided and operated, and are being made available to you, your organization (the “Organization”), Opioid Users, Responders and the other users of any of the NOverdose Services (collectively, “Users”) by Remitigate, LLC (“Remitigate”, “us” or “we”). All defined terms used herein shall have the meanings prescribed to these terms in these Terms of Service.
Remitigate is not a healthcare provider or a “911’ emergency medical response service and does not provide medical advice or care, which should be obtained from qualified medical personnel. We do not provide medical advice or clinical direction for your care and treatment. Remitigate will not send any of its personnel to an Opioid User’s location in response to any Alert sent through the NOverdose Application. Neither the NOverdose Application nor the NOverdose Platform can prevent death, bodily or personal injury, or any other harm or damage to an Opioid User. Also, as with any software, the NOverdose Application (including any geo-location services) and the NOverdose Platform are not immune to errors, and for any number of reasons, Responders may not be responsive to an Opioid User’s needs for assistance. Therefore, an Opioid User should not rely solely on the NOverdose Application and the NOverdose Platform in seeking assistance, and remains fully responsible for securing the assistance that he or she needs. REMITIGATE IS NOT LIABLE FOR ANY MEDICAL OR OTHER SITUATION THAT MIGHT OCCUR AS A RESULT OF PROBLEMS WITH THE NOVERDOSE APPLICATION AND/OR THE NOVERDOSE PLATFORM, THE PROMPTNESS, SUFFICIENCY OR ADEQUACY OF THE RESPONDERS, OR ANY OTHER CIRSCUMSTANCE WHICH DELAYS AN OPOIOD USER’S FROM RECEIPT OF ASSISTANCE OF ANY KIND.
These Terms contain an Arbitration provision which will, with limited exception, require you to submit disputes you have against Remitigate to binding and final arbitration. You will only be permitted to pursue claims against Remitigate on an individual basis, not as a plaintiff or class member in any class or representative action or proceeding; and you will only be permitted to seek relief (including monetary, injunctive, and declaratory relief) on an individual basis.
To access and use the Site, the NOverdose Application, the NOverdose Platform and the other NOverdose Services and to send or respond to an Alert, you must be at least 18 years of age. BY CLICKING THE “I AGREE” BUTTON, BY DOWNLOADING, INSTALLING OR OTHERWISE ACCESSING OR USING ANY OF THE NOVERDOSE SERVICES, INCLUDING ENGAGING ANY RESPONDER OR PROVIDING ANY NOVERDOSE PLATFORM, YOU REPRESENT THAT:
- YOU SATISFY THE ELIGIBILITY REQUIREMENTS AND HAVE NOT BEEN PREVIOUSLY SUSPENDED OR REMOVED FROM THE SITE, THE NOVERDOSE APPLICATION, THE NOVERDOSE PLATFORM OR ANY OF THE OTHER NOVERDOSE SERVICES;
- YOU CONFIRM THAT YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT WITH REMITIGATE;
- YOU WILL COMPLY WITH THESE TERMS AND ALL APPLICABLE LOCAL, STATE, NATIONAL AND INTERNATIONAL LAWS, RULES AND REGULATIONS; AND
- YOU ARE NOT BE A COMPETITOR OF REMITIGATE AND DO NOT INTEND TO USE THE NOVERDOSE APPLICATION OR ANY OF THE OTHER NOVERDOSE SERVICES FOR REASONS THAT ARE IN COMPETITION WITH REMITIGATE OR OTHERWISE TO REPLICATE SOME OR ALL OF THE NOVERDOSE SERVICES FOR ANY REASON.
To be an Emergency Responder, you may also need to satisfy additional requirements as more particularly described in Section 3.3.
- Description of NOverdose Services
3.1 NO REGISTRATION OR ACCOUNT
To use the NOverdose Application and the other NOverdose Services, Opioid Users and Responders must download the NOverdose Application. No registration or account is required.
During the initial setup, Users are asked if they carry any naloxone product, what type of naloxone product and whether they want to be notified of nearby overdoes. Other optional information that you may provide (but are not required to) include emergency contacts and your name and occupation. None of this information is necessary for the NOverdose Application to work.
To protect the identity of all Users, we do not require your name, phone number or other personal information. Instead, each mobile device on which the NOverdose Application has been downloaded will be assigned a random code (“Code”) that can be used to send notifications and Alerts and locate an Opioid User who has sent an Alert. The Code cannot be used to identify a specific Opioid User or Responder by name or otherwise.
In the initial set-up, you agree to (1) provide true, accurate, current, and complete information as prompted during the set-up process (“Set-up Data”), and (2) maintain and promptly update the Set-up Data, to keep it true, accurate, current and complete. If you get a new phone, you will need to download the NOverdose Application and you will need to provide the information (if any) that you previously provided again. You are responsible for all activities that occur under your account. If you provide any information that is untrue, inaccurate, not current, or incomplete, or Remitigate has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Remitigate has the right to suspend or terminate your account and refuse any and all current or future use of the NOverdose Application and/or any of the other NOverdose Services. You agree not to create an account using a false identity or information, or on behalf of someone other than yourself. You agree that you shall not have more than one account. You agree not to create an account or use the NOverdose Application, the NOverdose Platform or any of the other NOverdose Services if you have been previously removed by Remitigate, or if you have been previously banned from the NOverdose Platform or any of the other NOverdose Services.
3.2 FOR OPIOID USERS
The NOverdose Application and the NOverdose Platform are intended to provide an Opioid User with a way to alert designated Responders in the event of an actual or possible opioid overdose. Here’s how it works:
- Once an Opioid User has downloaded the NOverdose Application and registered and created an account, an Opioid User may elect:
- to invite Friends and Family Responders, including caregivers to receive Alerts
- to enable Emergency Responders to receive Alerts
- to enable “911” to be contacted in the event of an Alert
- Once an Opioid User has tapped the alert button to send an Alert:
- the designated Responders will receive the Alert
- the Responders will receive the GPS coordinates of the Opioid User
- a chat box will open and an Opioid User and the designated Responders who have responded will be able to communicate with each other
- Once an Opioid User has started the “Dose Monitor” timer feature:
- the Opioid User can tap to indicate his or her responsive to a dosage of Naloxone (e.g., drug taken, I’m ok, etc.)
- at 2 minutes, an alarm sounds to alert the Opioid User
- if the timer hits 0:00 before the Opioid User has responded that he or she is ok, an alert is sent to the designated Responders
- Opioid Users and Responders will have ready access to (a) written instructions for the use of Naloxone and (b) to the SAMHSA overdose site which provides important information regarding opioid overdoses, including relevant symptoms, treatment, etc.
You agree that any designated Responder may contact you through the chat box in connection with an Alert.
YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH THE RESPONDERS THAT RESPOND TO ANY ALERT THROUGH THE NOVERDOSE APPLICATION. REMITIGATE DOES NOT VET ANY OF THE RESPONDERS, INCLUDING THE EMERGENCY RESPONDERS. EXCEPT AS SPECIFICALLY SET FORTH IN THESE TERMS OR REQUIRED BY LAW, REMITIGATE SHALL NOT HAVE ANY LIABILITY ARISING FROM OR IN ANY WAY RELATED TO YOUR RELATIONSHIP OR ITERACTIONS WITH ANY RESPONDER.
You agree that you will not use the NOverdose Application and/or the other NOverdose Services (a) to send any false Alerts or (b) in violation of any applicable laws.
3.3 FOR RESPONDERS
To be a Friends and Family Responder, you must be invited by, and accept the invitation from, an Opioid User.
To be an Emergency Responder, you must opt-in to receive Alerts from Opioid Users in your area.
Any Responder that is carrying Naloxone must be authorized and qualified to administer Naloxone. When using the NOverdose Application or any of the other NOverdose Services, including the administration of Naloxone, you are responsible for ensuring that you are in compliance with all applicable laws and any applicable Policies.
As a Responder, you are:
- required to treat Opioid Users respectfully and with dignity;
- prohibited from disclosing any personal or confidential information of the Opioid User, including the fact of the overdose, to any third party, including any law enforcement personnel, except as required by law;
- prohibited from using the NOverdose Application and the NOverdose Platform for any purpose other than to assist an Opioid User that has sent an Alert; and
- otherwise required to act in the best interest of the Opioid User.
YOU ARE SOLELY RESPONSIBLE FOR DECIDING WHETHER TO RESPOND TO AN ALERT. OPIOID USERS MAY THEMSELVES BE DANGEROUS OR BE LOCATED IN DANGEROUS LOCATIONS. IF YOU DECIDE TO RESPOND, YOU ASSUMIE ALL RISKS AND LIABILITIES ASSOCIATED WITH RESPONDING TO AN ALERT, INCLUDING THE ADMINISTRATION OF NALOXONE. EXCEPT AS SPECIFICALLY SET FORTH IN THESE TERMS OR REQUIRED BY LAW, REMITIGATE SHALL NOT HAVE ANY LIABILITY ARISING FROM OR IN ANY WAY RELATED TO YOUR RELATIONSHIP OR ITERACTIONS WITH ANY OPIOID USER OR RESPONDING TO ANY ALERT.
- License Grant; Unauthorized Use.
4.1 LICENSE GRANT
Subject to your compliance with all the terms and conditions set out in these Terms, Remitigate hereby grants to you a limited, non-exclusive, non-transferable, freely revocable license (the “Limited License”) (a) to install and use the NOverdose Application on your mobile devices and (b) to access and use the Site, the NOverdose Platform and the other NOverdose Services to the extent of and in accordance with these Terms.
This Limited License is solely for non-commercial purposes. If you wish to use the NOverdose Application and/or the other NOverdose Services for any commercial purpose, including for the purpose of being paid fees or other compensation, you must enter into Remitigate’s commercial license. Please contact Remitigate at email@example.com.
You will be notified of updates to our mobile-based Application from the app store from which you downloaded our mobile Application (the “App Store”). You may be able to adjust your device’s settings or take other actions that would allow automatic updates from your applicable App Store.
4.2 PREVENTION OF UNAUTHORIZED USE
Remitigate reserves the right to exercise whatever lawful means it deems necessary to prevent the circumvention or unauthorized use of any of the NOverdose Services, including, but not limited to, technological barriers, IP mapping, and directly contacting your Internet Service Provider (ISP) regarding such unauthorized use.
4.3 TECHNICAL SUPPORT
Technical support with respect to the NOverdose Application and the other NOverdose Services shall be provided via email at firstname.lastname@example.org between the hours of 9:00 am and 5:00 pm EST on each business day. Remitigate shall use commercially reasonable efforts to respond to any request for technical support within two (2) business days.
- No Fees.
There are currently no fees to download or to access and use the NOverdose Application, the NOverdose Platform or any of the other NOverdose Services.
- Geo-Location Functionality
- Additional Policies.
When using the NOverdose Application or any of the other NOverdose Services, you will be subject to any additional posted policies, guidelines or rules applicable to the Site, the NOverdose Application, the NOverdose Platform and the other NOverdose Services and features which may be posted from time to time (as modified from time to time, the “Policies”). All such Policies are hereby incorporated by reference into these Terms.
8. Respecting other People’s Rights.
Remitigate respects the rights of others and so should you. You therefore shall:
- treat all Users with respect, including all Opioid Users and Responders,
- not contact an Opioid User or Responder after the incident giving rise to the Alert has been addressed, and
- not post or send Content that (a) violates or infringes someone else’s rights of publicity, privacy, copyright, trademark, or other intellectual property right, (b) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, vulgar, pornographic, offensive, profane, contains or depicts nudity, contains or depicts sexual activity, or is otherwise inappropriate as determined by Remitigate in its sole discretion (c) that is false, misleading, untruthful or inaccurate, (d) includes anyone’s identification documents or sensitive financial information, (e) impersonates any person or entity, including any of Remitigate’s or any Responder’s employees or representatives, or (f) spams or solicits any Users, including any Opioid Users or Responders.
- Account Security.
You are solely responsible for maintaining the confidentiality of your account and for restricting access to your mobile devices, and you agree to accept responsibility for all activities that occur under your mobile device. You agree that the information you provide to Remitigate at all times will be true, accurate, current, and complete. You also agree that you will ensure that this information is kept accurate and up-to-date at all times.
If, at any time, you have reason to believe that your account is no longer secure (e.g., in the event of a loss, theft or unauthorized disclosure or use of your account ID, or any payment information (if applicable)), then you shall immediately notify Remitigate at email@example.com. You may be liable for the losses incurred by Remitigate or others due to any unauthorized use of your account or any of the NOverdose Services.
- Modification of these Terms.
Remitigate reserves the right, at its sole discretion, to change, modify, add, or remove portions of these Terms at any time by posting the amended Terms to the Site, the NOverdose Application, the NOverdose Platform or any of the other NOverdose Services. If Remitigate updates these Terms, it will update the “last updated” date at the top of the Terms. Please check these Terms, including any Policies, periodically for changes. Your continued use of the NOverdose Services after the posting of changes constitutes your binding acceptance of such changes. In the event of a change to these Terms that materially modifies your rights or obligations (including applicable fees), Remitigate will make reasonable efforts to notify you of such change. Remitigate may provide notice through a pop-up or banner within any of the NOverdose Services, by sending an email to any address you may have used to register for an account, or through other similar mechanisms. Additionally, if the changed Terms materially modify your rights or obligations, Remitigate may require you to provide consent by accepting the changed Terms. If Remitigate requires your acceptance of the changed Terms, changes are effective only after your acceptance. For all other changes, except as stated elsewhere by Remitigate, such amended Terms or fees will automatically be effective, replacing the previously-effective Terms or fees, thirty (30) days after they are initially posted on any of the NOverdose Services. IF AT ANY TIME YOU DO NOT AGREE TO THESE TERMS, PLEASE IMMEDIATELY TERMINATE YOUR USE OF ALL NOVERDOSE SERVICES.
To the extent that any modifications to the Terms or Policies are not allowed under applicable laws, the prior most recent version of the Terms or Policies shall continue to apply.
- Digital Millennium Copyright Act.
It is Remitigate’s policy to respond to notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act. For more information, please go to Remitigate’s DMCA Notification Guidelines at https://www.remitigate.com/DMCA/. If you file a notice with our copyright agent, it must comply with the requirements set forth in 17 U.S.C. § 512(c)(3). Remitigate reserves the right to terminate without notice any User’s access to the Site, the NOverdose Application, the NOverdose Platform and the other NOverdose Services if that User is determined by Remitigate to be a “repeat infringer.” In addition, Remitigate accommodates and does not interfere with standard technical measures used by copyright owners to protect their materials.
- License Grant for Content; Representations and Warranties.
12.1 LIMITED LICENSE GRANT TO Remitigate.
The NOverdose Application and the other NOverdose Services may now or in the future permit the submission and/or posting or linking of pictures, audio and video recordings, text, data, information and other input or any other content linked, posted, and/or submitted by you or other Users, in each case whether or not made available to other Users (“Content”). By uploading, providing, posting, distributing or disseminating any Content to or through any of the NOverdose Services, engaging any Responder or performing any NOverdose Platform, you hereby grant to Remitigate a worldwide, non-exclusive, perpetual, irrevocable, transferable, sublicensable (through multiple tiers), assignable, fully paid-up, royalty-free, license to host, transfer, display, perform, reproduce, distribute, modify and otherwise exploit your Content (and any copyrights, publicity, database and other proprietary rights therein), in connection with the operation, maintenance and support of the Site, the NOverdose Application, the NOverdose Platform and the other NOverdose Services. To the extent any of your Content is a trademark, trade name, service mark or service name protected by law, the foregoing license also extends to the use by Remitigate to identify you as a User in connection with the NOverdose Services. Further, to the extent you have given Remitigate the right to access certain Content that is present on another website or service you own or control, you give Remitigate the right to scrape such website as required to retrieve such Content for use in connection with the NOverdose Services as contemplated in the license grants above.
12.2 content USE BY OTHER USERS.
You hereby consent to the use of your Content by other Users that are authorized to access your Content in the manner contemplated by these Terms and any of the NOverdose Services. This includes Responders having access to your Content in connection with the NOverdose Platform.
12.3 CONTENT AND CONFIDENTIAL INFORMATION.
You are solely responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness of all of your Content and the consequences of posting or publishing any Content. By uploading and publishing your Content, you affirm, represent, and warrant that: (1) you are the creator and owner of or have the necessary licenses, rights, consents, and permissions to use and to authorize Remitigate and the Users to use and distribute your Content as necessary to exercise the licenses granted by you in this Section 12 and in the manner contemplated by Remitigate and these Terms; (2) your Content dose not and will not: (a) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right or (b) slander, defame, libel, or violate or invade the right of privacy, publicity or other rights of any person or entity; and (3) your Content does not contain any viruses, adware, spyware, worms, or other malicious code or any content or file that provides a method to access to potentially infringing content outside of any of the NOverdose Services. Violators of these third-party rights may be subject to criminal and civil liability. Remitigate reserves all rights and remedies against any Users who violate these Terms.
12.4 CONTENT DISCLAIMER.
You understand that when using any of the NOverdose Services, including, sending or responding to any Alert, you may be exposed to Content or other materials from a variety of sources, and that Remitigate is not responsible for the accuracy, usefulness, or intellectual property rights of or relating to such Content and other content. You further understand and acknowledge that you may be exposed to Content and other materials that are inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Remitigate with respect thereto. Remitigate does not endorse any Content and other material or any opinion, recommendation or advice expressed therein, and Remitigate expressly disclaims any and all liability in connection with Content and other materials. If notified by a User or a content owner of any Content or other content or materials that allegedly do not conform to these Terms, Remitigate may investigate the allegation and determine in its sole discretion whether to remove the Content or other content or materials, which it reserves the right to do at any time and without notice. For clarity, Remitigate does not permit copyright infringing activities on or through any of the NOverdose Services.
- Prohibited Conduct.
BY USING ANY OF THE NOVERDOSE SERVICES YOU AGREE NOT TO:
13.1 Decipher, decompile, disassemble, reverse engineer, modify, translate, or otherwise attempt to derive source code, algorithms, tags, specifications, architectures, structures or other elements of any of the NOverdose Services, in whole or in part (except to the extent that the laws of your jurisdiction make such restrictions unenforceable);
13.2 Use any of the NOverdose Services for the benefit of anyone other than yourself except in accordance with these Terms, including selling, reselling or distributing, in whole or in part, any NOverdose Services, or using the NOverdose Services as part of a service bureau or outsourcing offering
13.3 Provide any services to any third party using any of the NOverdose Services except in accordance with these Terms;
13.4 Provide any services, directly or indirectly, that are similar to, or based on, the NOverdose Platform or any of the other NOverdose Services or any other services based upon any of the NOverdose Services;
13.5 Reproduce (except as expressly permitted herein), modify, adapt, translate or otherwise make any changes to the NOverdose Application or any part thereof;
13.6 Copy, disclose, or distribute any data or other information available on any of the NOverdose Services, including any Opioid User or Responder information, in any medium, including without limitation, by any automated or non-automated “scraping;”
13.7 Interfere with, circumvent or disable any security or other technological features or measures of any of the NOverdose Services or attempt to gain unauthorized access to any of the NOverdose Services or its related systems or networks;
13.8 Make unsolicited offers, advertisements, or proposals, or send junk mail or spam to other Users (including Opioid Users and Responders) of any of the NOverdose Services (including, but not limited to, unsolicited advertising, promotional materials or other solicitation material, bulk mailing of commercial advertising, chain mail, informational announcements, charity requests, and petitions for signatures);
13.9 Use bots or other automated methods to: access any of the NOverdose Services or perform any other activities through any of the NOverdose Services;
13.10 Take any action that Remitigate determines, in its sole discretion, imposes or may impose, an unreasonable or disproportionately large load on its infrastructure;
13.11 Upload invalid data, viruses, worms or other software agents through the Site, the NOverdose Application and/or any of the other NOverdose Services;
13.13 Impersonate any person or entity, use a fictitious name, or misrepresent your affiliation with a person or entity;
13.14 Use any of the NOverdose Services for any unlawful or inappropriate activities, such as gambling, obscenity, pornography, violence, transmission of deceptive messages, or harassment;
13.15 Collect or harvest any personally identifiable information from the NOverdose Services; or
13.16 Use the NOverdose Services for any commercial purposes.
- Third-Party Sites.
The NOverdose Services may include links or references to other web sites or services (“Third-Party Sites”) solely as a convenience to Users. These services may include information regarding the signs and treatments of an overdose. Remitigate does not endorse any such Third-Party Sites or the services, information, materials, products, or services contained on or accessible through Third-Party Sites. In addition, your correspondence or business dealings with, or participation in promotions of, advertisers found on or through any of the NOverdose Services are solely between you and such advertiser. Access and use of Third-Party Sites, including the information, materials, products, and services on or available through Third-Party Sites are solely at your own risk.
15. Mobile and Data Services.
You are responsible for any mobile and data charges that you may incur for using any of the NOverdose Services, including text-messaging charges. If you’re unsure what those charges may be, you should ask your service provider before using the mobile Application or any of the other NOverdose Services. In addition, downloading, installing, or using certain mobile NOverdose Application may be prohibited or restricted by your mobile carrier, and not all mobile NOverdose Application may work with all carriers or devices. Therefore, you are solely responsible for checking with your mobile carrier to determine if the mobile application is available for your mobile device(s), what restrictions, if any, may be applicable to your use of the NOverdose Application, and how much they will cost you. All use of the NOverdose Application must be in accordance with these Terms.
You agree that Remitigate, in its sole discretion, for any or no reason, and without penalty, may terminate your use of the NOverdose Platform or any of the other NOverdose Services or any account (or any part thereof) you may have with Remitigate and remove and discard all or any part of your account, user profile, and any Content, at any time. Remitigate may also in its sole discretion and at any time discontinue providing access to the NOverdose Platform or any of the other NOverdose Services, or any part thereof, with or without notice. You agree that any termination of your access to the NOverdose Platform or any of the other NOverdose Services or any account you may have or portion thereof may be effected without prior notice, and you agree that Remitigate will not be liable to you or any third party for any such termination. Remitigate reserves the right to fully cooperate with any law enforcement authorities or court order requesting or directing Remitigate to disclose the identity of anyone posting any e-mail messages, or publishing or otherwise making available any materials that are believed to violate these Terms. Any suspected fraudulent, abusive or illegal activity may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies Remitigate may have at law or in equity. As discussed herein, Remitigate does not permit copyright infringing activities on the Site, the NOverdose Application, the NOverdose Platform or any of the other NOverdose Services, and shall be permitted to terminate access to any of the NOverdose Services, and remove all Content or other content submitted by any Users who are found to be repeat infringers. BY ACCEPTING THESE TERMS, YOU WAIVE AND SHALL HOLD REMITIGATE HARMLESS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY REMITIGATE DURING OR AS A RESULT OF ITS INVESTIGATIONS AND/OR FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER REMITIGATE OR LAW ENFORCEMENT AUTHORITIES.
Your only remedy with respect to any dissatisfaction with (i) the Site, the NOverdose Application, the NOverdose Platform or any of the other NOverdose Services, (ii) any term of these Terms, (iii) any policy or practice of Remitigate in operating the Site, the NOverdose Application, the NOverdose Platform or the other NOverdose Services, or (iv) any Content transmitted through any of these NOverdose Services, is to terminate your use of all of the NOverdose Services. You may terminate your use of the NOverdose Services at any time. After such termination, you must refrain from use of the NOverdose Services until authorized by Remitigate.
- Ownership; Proprietary Rights.
The Site, the NOverdose Application, the NOverdose Platform and the other NOverdose Services are owned and operated by The visual interfaces, graphics, design, compilation, information, computer code (including source code or object code), products, software, services, and all other elements of these NOverdose Services provided by Remitigate (the “Materials”) are protected by United States copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. Except for any Content that are provided and owned by Users, all Materials contained on any of the NOverdose Services are the property of Remitigate or its subsidiaries or affiliated companies and/or third-party licensors. All trademarks, service marks, and trade names are proprietary to Remitigate or its affiliates and/or third-party licensors. Except as expressly authorized by Remitigate, you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials. Remitigate reserves all rights not expressly granted in these Terms.
Remitigate shall own and have the right to use or act upon any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by you or any other party relating to any of the NOverdose Services without restriction or payment of any kind to you.
You agree to indemnify, save, and hold Remitigate, its affiliated companies, contractors, employees, agents and its third-party suppliers, licensors, and partners harmless from any claims, losses, damages, or liabilities, including legal fees and expenses, arising out of your use or misuse of the Site, the NOverdose Application, the NOverdose Platform or any of the other NOverdose Services, including sending or responding to any Alert, any of the Content, any violation by you of these Terms, or any breach of the representations, warranties, and covenants made by you herein. Remitigate reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Remitigate, and you agree to cooperate with Remitigate’s defense of these claims. Remitigate will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.
- No Warranties; Disclaimers.
19.1 NO WARRANTIES.
TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, REMITIGATE AND ITS AFFILIATES, CONTRACTORS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, THIRD-PARTY PARTNERS, LICENSORS AND SUPPLIERS (COLLECTIVELY, THE “REMITIGATE PARTIES”) DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED WITH RESPECT TO THE SITE, THE NOVERDOSE APPLICATION, THE NOVERDOSE PLATFORM AND THE OTHER NOVERDOSE SERVICES, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS AND WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, REMITIGATE PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, THAT THE SITE, THE NOVERDOSE APPLICATION, THE NOVERDOSE PLATFORM OR THE OTHER NOVERDOSE SERVICES, WILL MEET YOUR REQUIREMENTS OR ACHIEVE ANY INTENDED RESULTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE REMITIGATE PARTIES OR THROUGH THE SITE, THE NOVERDOSE APPLICATION, THE NOVERDOSE PLATFORM OR THE OTHER NOVERDOSE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.
19.2 “AS IS” AND “AS AVAILABLE” AND “WITH ALL FAULTS”.
YOU EXPRESSLY AGREE THAT THE USE OF ANY OF THE NOVERDOSE SERVICES, AND ANY DATA, ASSESSMENTS, RESULTS, INFORMATION, THIRD-PARTY SOFTWARE, CONTENT, THIRD-PARTY SITE, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH ANY OF THE NOVERDOSE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE”, “WITH ALL FAULTS” BASIS AND WITHOUT WARRANTIES OR REPRESENTATIONS OF ANY KIND EITHER EXPRESS OR IMPLIED.
19.3 PLATFORM OPERATION AND CONTENT.
THE REMITIGATE PARTIES DO NOT WARRANT THAT THE DATA, ASSESSMENTS, RESULTS, CONTENT, FUNCTIONS, OR ANY OTHER INFORMATION OFFERED ON OR THROUGH ANY OF THE NOVERDOSE SERVICES, OR ANY THIRD-PARTY SITE WILL BE UNINTERRUPTED, OR FREE OF ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS AND DO NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED.
EXCEPT AS SPECIFICALLY PROVIDED IN WRITING BY REMITIGATE, THE REMITIGATE PARTIES DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF ANY OF THE NOVERDOSE SERVICES OR ANY THIRD-PARTY SITE IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.
19.5 HARM TO YOUR COMPUTER.
YOU UNDERSTAND AND AGREE THAT YOU USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN INFORMATION, MATERIALS, ASSESSMENTS, RESULTS OR DATA THROUGH ANY OF THE NOVERDOSE SERVICES OR ANY THIRD-PARTY SITE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM) OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF SUCH MATERIAL OR DATA.
- Limitation of Liability and Damages.
20.1 LIMITATION OF LIABILITY.
UNDER NO CIRCUMSTANCES, INCLUDING, NEGLIGENCE, WILL THE REMITIGATE PARTIES BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, RELIANCE, OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES ARISING FROM ANY UNSUCCESSFUL COURT ACTION OR LEGAL DISPUTE, LOST BUSINESS, LOST REVENUES OR LOSS OF ANTICIPATED PROFITS OR ANY OTHER PECUNIARY OR NON-PECUNIARY LOSS OR DAMAGE OF ANY NATURE WHATSOEVER) ARISING OUT OF OR RELATING TO THESE TERMS OR THAT RESULT FROM YOUR USE OR YOUR INABILITY TO USE THE MATERIALS, ASSESSMENTS, RESULTS OR CONTENT ON THE SITE, THE NOVERDOSE APPLICATION, THE NOVERDOSE PLATFORM OR THE OTHER NOVERDOSE SERVICES OR ANY THIRD-PARTY SITE, OR ANY OTHER INTERACTIONS WITH REMITIGATE, ANY OPIOID USER OR A RESPONDER, EVEN IF REMITIGATE OR A REMITIGATE AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, REMITIGATE’S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
20.2 LIMITATION OF DAMAGES.
IN NO EVENT WILL THE REMITIGATE PARTIES’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE SITE, THE NOVERDOSE APPLICATION, THE NOVERDOSE PLATFORM OR THE OTHER NOVERDOSE SERVICES, OR YOUR INTERACTION WITH RESPONDERS, OPIOID USERS AND OTHER USERS (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE), EXCEED THE GREATER OF (A) $25 AND (B) THE AMOUNT PAID BY YOU DIRECTLY TO REMITIGATE DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE OF THE CLAIM.
20.3 RELEASE FOR DISPUTES BETWEEN USERS.
If you have a dispute with any other Users (including any Opioid User or Responder) or other third parties, you hereby release Remitigate and the other Remitigate Parties from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”
20.4 THIRD-PARTY SITES.
THESE LIMITATIONS OF LIABILITY ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY YOU BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED ON ANY THIRD-PARTY SITES OR OTHERWISE BY THIRD PARTIES OTHER THAN REMITIGATE AND RECEIVED THROUGH OR ADVERTISED ON ANY OF THE NOVERDOSE SERVICES OR RECEIVED THROUGH ANY THIRD-PARTY SITES.
20.5 BASIS OF THE BARGAIN.
YOU ACKNOWLEDGE AND AGREE THAT REMITIGATE HAS OFFERED THE NOVERDOSE APPLICATION AND THE OTHER NOVERDOSE SERVICES, SET ITS PRICES, AND ENTERED INTO THESE TERMS IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND REMITIGATE, AND THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND REMITIGATE. REMITIGATE WOULD NOT BE ABLE TO PROVIDE ANY OF THE NOVERDOSE SERVICES TO YOU ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THESE LIMITATIONS.
20.6 LIMITATIONS BY APPLICABLE LAW.
CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF YOU RESIDE IN SUCH A JURISDICTION, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. THE LIMITATIONS OR EXCLUSIONS OF WARRANTIES, REMEDIES OR LIABILITY CONTAINED IN THESE TERMS APPLY TO YOU TO THE FULLEST EXTENT SUCH LIMITATIONS OR EXCLUSIONS ARE PERMITTED UNDER THE LAWS OF THE JURISDICTION WHERE YOU ARE LOCATED.
- United States Export Controls.
You agree not to import, export, re-export, or transfer, directly or indirectly, any part of the NOverdose Services or any underlying intellectual property, information or technology except in full compliance with all United States, foreign and other applicable export control laws and regulations.
Remitigate may provide you with notices, including those regarding changes to these Terms, by postings on the NOverdose Application or any of the other NOverdose Services. Notices posted on any of the NOverdose Services are deemed given 30 days following the initial posting.
The failure of Remitigate to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by Remitigate.
22.3 DISPUTE RESOLUTION.
If a dispute arises between you and Remitigate, the goal is to provide you with a neutral and cost-effective method of resolving the dispute quickly. Accordingly, you and Remitigate agree that any dispute, claim or controversy at law or equity that arises out of these Terms, the Site, the NOverdose Application, the NOverdose Platform or the other NOverdose Services (a “Dispute”) will be resolved in accordance with this Section 22.3 or as Remitigate and you otherwise agree in writing. Before resorting to these dispute methods, Remitigate strongly encourages you to first contact Remitigate directly to seek a resolution.
(a) Choice of Law. These Terms shall be governed in all respects by the laws of the State of New York without regard to its conflict of law provisions. EACH PARTY IRREVOCABLY AND UNCONDITIONALLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL ACTION, PROCEEDING, CAUSE OF ACTION OR COUNTERCLAIM ARISING OUT OF OR RELATING TO ANY DISPUTE OR OTHERWISE IN CONNECTION WITH THESE TERMS OR ANY OF THE NOVERDOSE SERVICES.
(b) Arbitration and Class Action Waiver.
PLEASE REVIEW AS THIS AFFECTS YOUR LEGAL RIGHTS.
(i) ARBITRATION. YOU AGREE THAT ALL DISPUTES BETWEEN YOU AND REMITIGATE (WHETHER OR NOT SUCH DISPUTE INVOLVES A THIRD PARTY) IN CONNECTION WITH THESE TERMS OR ANY OF THE NOVERDOSE SERVICES, INCLUDING WITHOUT LIMITATION YOUR RIGHTS OF PRIVACY WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION UNDER THE AMERICAN ARBITRATION ASSOCIATION’S RULES FOR ARBITRATION AND YOU AND REMITIGATE HEREBY EXPRESSLY WAIVE TRIAL BY JURY. YOUR ARBITRATION FEES AND YOUR SHARE OF ARBITRATOR COMPENSATION SHALL BE GOVERNED BY SUCH RULES. DISCOVERY AND RIGHTS TO APPEAL IN ARBITRATION ARE GENERALLY MORE LIMITED THAN IN A LAWSUIT, AND OTHER RIGHTS THAT YOU AND REMITIGATE WOULD HAVE IN COURT MAY NOT BE AVAILABLE IN ARBITRATION. YOU MAY BRING DISPUTES ONLY ON YOUR OWN BEHALF.
Neither you nor Remitigate will participate in a class action or class-wide arbitration for any disputes covered by these Terms to arbitrate. YOU ARE GIVING UP YOUR RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER ON ANY CLASS CLAIM YOU MAY HAVE AGAINST REMITIGATE INCLUDING ANY RIGHT TO CLASS ARBITRATION OR ANY CONSOLIDATION OF INDIVIDUAL ARBITRATIONS. You also agree not to participate in claims brought in a private attorney general or representative capacity, or consolidated claims involving another person’s account, if Remitigate is a party to the proceeding.
This dispute resolution provision will be governed by the Federal Arbitration Act and not by any state law concerning arbitration. The arbitration may be conducted in person, through the submission of documents, by phone or online. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so. Judgment on the award rendered by the arbitrator may be entered in any court having competent jurisdiction. Any provision of applicable law notwithstanding, the arbitrator will not have authority to award damages, remedies or awards that conflict with these Terms.
(ii) Judicial Forum for Disputes. In the event that the agreement to arbitrate under Section 22.3(b) is found not to apply to you or your claim, you and Remitigate agree that any judicial proceeding (other than small claims actions) must be brought solely and exclusively in, and will be subject to the service of process and other applicable procedural rules of, the federal or state courts covering Albany, NY. Both you and Remitigate irrevocably consent to venue and personal jurisdiction there. Notwithstanding the foregoing, Remitigate may bring a claim for equitable relief in any court with proper jurisdiction.
(iii) This arbitration agreement will survive the termination of your use of any of the NOverdose Services or your relationship with Remitigate.
(c) 30 Day Right to Opt Out. You have the right to opt-out and not be bound by the arbitration provisions set forth in this Section 22.3 above by sending written notice of your decision to opt-out to firstname.lastname@example.org. The notice must be sent to Remitigate within thirty (30) days of your registering to use the NOverdose Services or agreeing to these terms, otherwise you shall be bound to arbitrate disputes in accordance with the terms of those sections. If you opt-out of these arbitration provisions, we also will not be bound by them.
(d) Improperly Filed Claims. All claims you bring against Remitigate must be resolved in accordance with this Section 22.3. All claims filed or brought contrary to this Section 22.3 shall be considered improperly filed. Should you file a claim contrary to this Section 22.3, Remitigate may recover attorneys’ fees and costs up to $15,000, provided that Remitigate has notified you in writing of the improperly filed claim, and you have failed to promptly withdraw the claim.
If any provision of these Terms (including any Policies) is held to be unlawful, void, or for any reason unenforceable, then that provision will be limited or eliminated from these Terms to the minimum extent necessary and will not affect the validity and enforceability of any remaining provisions.
These Terms and related Policies, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Remitigate without restriction. Any assignment attempted to be made in violation of these Terms shall be void.
Upon termination of these Terms, your use of the Site, the NOverdose Application, the NOverdose Platform or any of the other NOverdose Services or your relationship with Remitigate, any provision which, by its nature or express terms should survive, will survive such termination or expiration, including, but not limited to, Sections 1, 2, 5 and 11 – 22.
The heading references herein are for convenience purposes only, do not constitute a part of these Terms, and will not be deemed to limit or affect any of the provisions hereof.
22.8 ENTIRE AGREEMENT.
22.9 NO AGENCY.
No agency, partnership, joint venture, employee-Responder or franchiser-franchisee relationship is intended or created by these Terms.
22.10 geographic restrictions
Remitigate is based in the state of New York in the United States. Remitigate makes no claims that any of the NOverdose Services or any of the content is accessible or appropriate outside of the United States. Access to the Site, the NOverdose Application, the NOverdose Platform or any of the other NOverdose Services may not be legal by certain persons or in certain countries. If you access any of these NOverdose Services from outside the United States, you do so on your own initiative and are responsible for compliance with local laws and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Remitigate with respect thereto.
22.11. ELECTRONIC COMMUNICATIONS
The communications between you and Remitigate use electronic means, whether you visit the Site or the NOverdose Services or send Remitigate e-mails, or whether Remitigate posts notices on the Site or NOverdose Services or communicates with you via e-mail. For contractual purposes, you (1) consent to receive communications from Remitigate in an electronic form; and (2) agree that all terms, conditions, agreements, notices, disclosures, and other communications that Remitigate provides to you electronically satisfy any legal requirement that such communications would satisfy if they were in writing. The foregoing does not affect your statutory rights.
The Site, the NOverdose Application, the NOverdose Platform and the other NOverdose Services are offered by Remitigate, LLC located at: 357 Delaware Avenue #214, Delmar, NY 12054 and email: email@example.com.
If you are a California resident, you may have this same information emailed to you by sending a letter to Remitigate, LLC, 357 Delaware Avenue #214, Delmar, NY 12054 with your email address and a request for this information.
California users are also entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.
© 2017 Remitigate, LLC