Terms and Conditions

1. Introduction

These Terms and Conditions of Use (the “Terms”) are a binding contract between you and Healthcare Strong, LLC, a Delaware limited liability company, with a registered address at 18047 Beach Blvd. 1023 Huntington Beach, CA, USA (“HCS”).

These Terms set out your rights and responsibilities when you use Our websites (for example, wearehealthcarestrong.com), Our mobile apps, and the other services provided by Healthcare Strong (collectively, Our “Services”). The Services are made available solely for your personal, noncommercial use, and the Terms apply whether you access our Services through the web or our app (collectively, the Healthcare Strong “Platform”). By accessing or using any of our Services (including browsing our website), you are agreeing to these terms. If you do not agree to these terms, you should not use or access the services.
As provided in greater detail in these Terms (and without limiting the express language of these Terms), you acknowledge and agree to the following:
  • These terms contain an arbitration clause and class action waiver. The Arbitration Clause and Class Action Waiver may be subject to limitation or exclusion by local laws within your geographic area. Disputes arising between you and Healthcare Strong will be resolved by binding arbitration, as more specifically set forth in the arbitration agreement included below. By accepting these Terms, as provided in greater detail below, you are waiving the right to a trial by jury or to participate in a class action.
  • Our Privacy Policy Is expressly incorporated into these Terms, and by using our Services you agree that Healthcare Strong can process your information in the ways set out in the Privacy Policy.
  • All rules and terms applicable to the use of the Healthcare Strong Community not directly captured here are incorporated by reference.
  • You consent to the automatic renewal of your Subscription (defined below) until you cancel your Subscription through the Platform.
  • Your use of the Services may be conditioned on your acceptance to third-party terms of service, including the terms of service of Third Party Providers (defined below). Healthcare Strong is not responsible or liable for third-party materials included within or linked to the Services.
  • Your use of the Services is at your sole risk. You should consult with a physician or other healthcare professional before commencing physical or wellness activities through the Services
 
1.1. Changes to These Terms 
We are constantly improving our Services, and we may introduce new features, make changes to existing features, or suspend or discontinue certain features, so these Terms may need to change from time to time. We reserve the right to change the Terms as may be required. We will inform you of any material changes.
Any use or access of the Services after the effective date of the change will constitute your acceptance of such revised Terms. Changes will be effective upon the posting of the changes unless otherwise specified. If you find any change to these Terms or the Services unacceptable, then your sole remedy is to stop using or accessing the Services.
 

2. The Services 

The Services consist of Internet software applications, for example mobile applications and websites, that enable you to access and utilize fitness and wellness sessions, and other related services that are delivered primarily via pre-recorded streamed in-app content or by live streams via the Healthcare Strong Platform.  studios and fitness/wellness websites and applications, personal trainers and exercise professionals, and other providers that have entered into partnership agreements with Healthcare Strong (“Third-Party Providers”). Offerings (collectively, “Third-Party Services”) provided by Third-Party Providers may be delivered at a physical location, through content linked to the Healthcare Strong Platform, apps run by third parties (the “Third-Party Apps”), through streaming by Third Party Providers, and/ or through other means. Not all Third-Party Providers provide Third-Party Services in all geographic areas, and offerings may vary by the subscription plan that you select. Access to Third Party Providers and/or their Third-Party Services is subject to change at any time without notice. 
2.1 Registration and Enrollment
You cannot enroll in a Healthcare Strong subscription to access the Healthcare Strong Services as a primary account holder unless you are provided access through a participating organization such as, for example, your employer, a partner of your employer, or some other organization with which you are affiliated. 
If you wish to use the Services as a primary account holder, you will be required to register for a Healthcare Strong account by creating a unique username and password (becoming a Healthcare Strong “Member”). You are then able to review the Healthcare Strong Subscription Plans (“Subscription Plan” or “Subscription”) available to you and enroll in a Healthcare Strong Subscription (making you a Healthcare Strong “Subscriber”). 
To access the Third-Party Services provided by Third-Party Providers, you may need to register for a separate account using the email address that you provided during your Healthcare Strong account registration and agree to that Third-Party Provider’s terms of use.
When you open an account or provide your information to us, you agree that HCS may contact you via email, direct mail, telephone, messaging app, text message or other available means at any of the addresses or phone numbers you provide, including for marketing. You may opt-out of marketing emails or communications by following the unsubscribe link or other directions provided in the communication, or by contacting us through the Help Center in the app or on our website. 
2.2 Age Restrictions and Eligibility
You must be at least 18 years of age or the age of legal majority in your jurisdiction (if different than 18) to register for a Healthcare Strong account as an account holder and become a Healthcare Strong Member. 
2.3 Service Limitations or Modifications:
While HCS will make reasonable efforts to keep the Services operational, temporary service interruptions may occur occasionally due to certain technical difficulties, maintenance requirements, or updates required to reflect changes in relevant laws, regulations, and contractual requirements. HCS reserves the right, periodically and at any time, and in its sole discretion to modify or discontinue any function or features of Healthcare Strong Services except as expressly prohibited by law. HCS will make reasonable efforts to provide you with advance notice where possible of any material interruption, discontinuation, or modification in Services. You understand, agree, and accept that HCS has no obligation to maintain, support, or update the Services, or to provide any specific Content through the Services.
2.4 Accuracy of information
You are solely responsible for any activity on your Healthcare Strong account. You are responsible for providing us with accurate and complete registration and enrollment data, and to update it as necessary. HCS reserves the right to validate the data that you provide us at any time, and we may request any additional information that we deem relevant to verify the information that you have provided. You must select a name for your Healthcare Strong ID that you have the legal right to use; you may not use the name or other information of another person and you may not impersonate another person in any way on Our Platform or in using our Services. You may not transfer, sell, or rent your username or account to any other person or any other organization. In the event that HCS determines in its sole discretion that any data that you provided is incorrect, or that you have otherwise violated these Terms, HCS reserves the right to suspend or terminate your account without compensation or reimbursement, or take other measures as may be necessary and appropriate.
 
3. Subscriptions, Fees, and Billing

3.1 Subscription
You may access our Platform and create a Healthcare Strong account without charge. To make use of the full offerings of the Healthcare Strong Platform, you must select and enroll in a subscription plan to the Services through the Healthcare Strong Platform. Service offerings may vary based on the Subscription that you select, for instance, your Subscription Plan will dictate which Content, Third-Party Content, or Third-Party Services are available to you through the Healthcare Strong Platform, where applicable. You may access information about upgrading or downgrading your Subscription level in the Platform and may carry out such upgrade or downgrade by accessing your account settings within the Platform. By purchasing a Subscription, you will get full access to all content and Services within your plan level. HCS reserves the right to add and remove Content, including Third-Party Content, from particular Subscription Plans and Services at any time in our sole discretion without prior notice.

3.2 Subscription Fee 
The fee for a Healthcare Strong Subscription is set forth during the enrollment process or otherwise provided in the Healthcare Strong Platform (the “Subscription Fee”). The Healthcare Strong Subscription Fee is non-refundable except as expressly outlined in these Terms or as required under applicable law. There are no partial refunds unless otherwise authorized by HCS in its sole discretion.
HCS may change the price for any Subscription Plan, including recurring Subscription Fees, late fees, and no-show fees (collectively, “Fees”) from time to time. HCS will communicate changes regarding Fees to you in advance if the change will result in an increase in payment due from you. If you do not agree with a given price change, you have the right to reject the change by unsubscribing to the Services prior to the price change going into effect. A failure to reject a given price change prior to the price change taking effect will be interpreted as acceptance of the price change. 
We reserve the right to correct any material error, inaccuracy, or omission that is made when an offer for a particular Subscription is shown to you. If we determine that an error requiring correction results in a material disadvantage to you, we will notify you and provide you with the corrected information before charging you.

3.3 Free Trial or Promotion 
We sometimes offer trials or other promotions, which are subject to these Terms except as otherwise stated in the promotional offer. By providing your payment details when enrolling in the free trial, you agree that Healthcare Strong may charge the Subscription Fee (as defined below) to your designated payment method upon conclusion of the free trial period. HCS reserves the right, in its sole discretion, to determine your eligibility for a free trial or promotion. We will bill your designated payment method for the subscription fee at the end of the free trial period unless you cancel 48 hours before the end of the trial period or within the time period specified in your promotional offer. You may cancel by logging into the platform and following the prompts under the settings.
3.4 Sponsor-Offered Discounts
If you enroll in a Subscription with a discounted price offered by the entity sponsoring your access to the Services, including but not limited to Healthcare Strong premium plans, you will receive that discount only so long as the entity continues to provide it. You must meet any stated eligibility conditions required to enroll with a discounted rate. If this discount is removed by your employer or entity sponsoring your access, then your Subscription will automatically renew at the next billing cycle at the full Subscription price.
3.5 Healthcare Strong Credits, Promotional Codes, and Discounts
From time to time, we may offer you a credit or discount based on past purchases or based on another offer. HCS may offer promotions or discounts with varying features. Any such promotion or discount is only valid until its stated expiration date in accordance with applicable law. You may only redeem credits after they are applied to your Healthcare Strong account, or discounts as applied to a current offer. HCS reserves the right to change the terms on any outstanding credits or discounts at any time without notice, and to end any offer of credit or discount at any time to the full extent allowable under applicable law. Any such changes may affect your ability to use the credits that you have accumulated or apply a discount to any Plan available to you.
Credits may only be used with the Services, and you must have a valid Healthcare Strong account and an active Subscription in order to use credits. If you cancel your Healthcare Strong Subscription, then any outstanding credits associated with your account will immediately expire. If you believe that there is a discrepancy regarding your credit balance, please contact us through the Help Center in the app or website. All decisions regarding your credit balance will be determined by us in our sole discretion and are final.

3.6 Billing
You will be billed through either payroll deduction, by credit card, or by any payment method that is listed in the Healthcare Strong Platform (your “Payment Method”). We may use a third-party payment processor (the “Payment Processor”) to bill you through a Payment Method linked to your Healthcare Strong account (your “Billing Account”). The processing of such payments will be subject to the terms, conditions, and privacy policies of the Payment Processor in addition to these Terms. Healthcare Strong is not responsible or liable for errors by the Payment Processor.
By choosing to purchase a Subscription, you agree to pay all charges at the prices then in effect for any such Subscription in accordance with the applicable payment terms. You also agree to provide us with all requested information needed to process payment for your Subscription. You further agree that we may charge your Payment Method. 
We reserve the right to correct any errors or mistakes made in the billing process even if the payment has already been requested or received. If Healthcare Strong does not receive payment from you, you agree to pay all amounts due on your Billing Account upon demand. Healthcare Strong is not responsible for any taxes that may apply to the purchase of Subscriptions or on the goods and services provided by Third Party Providers. You must provide updated current, complete and accurate data for your billing account. Changes to such data can be made in your account settings through the Platform.

3.7 Eligible Payment Methods
If all eligible payment methods Healthcare Strong has on file for you are declined for payment of your Subscription Fee or any other fee, then you must provide us with a new eligible payment method promptly or your Subscription will be canceled. If you provide us with a new payment method and are successfully charged, your new Subscription period will be based on the original renewal date. You authorize us (without notice to you, unless required by applicable law) to collect any applicable Subscription Fee, any other Fees, and any taxes, using any eligible Payment Method we have linked to your Billing Account.

3.8 Automatic Recurring Billing
By purchasing a Subscription, you agree that, upon expiration of the initial Subscription term, your Subscription will automatically renew for successive periods of the same duration as the initial Subscription term unless and until you cancel your Subscription. You authorize Healthcare Strong to charge your account using a Payment Method on file for you to pay for any renewal subscription. You will be billed for the same Subscription (or the most similar Subscription, if your prior plan is no longer available) at the then-current applicable Subscription Fee plus any applicable taxes.

3.9 Subscription Cancellation
You may cancel your Subscription at any time by following the directions provided in the Healthcare Strong Platform, after which Healthcare Strong will stop automatically renewing your Subscription. You must cancel at least three (3) business days in advance of your billing date to avoid being charged for the next month. Your plan will remain active until your next billing date, but you will not be eligible for a prorated refund of any portion of the Subscription Fee paid for that Subscription period unless required under applicable law. Please note that no refunds or credits will be issued upon cancellation. Additional terms regarding cancellation may apply if required by the entity sponsoring your membership.
If you have canceled your account or modified any data on your account by mistake, contact us immediately. Upon notification of accidental deletion or cancellation, Healthcare Strong will make reasonable attempts to recover or restore your account but cannot guarantee that your account can be restored to its previous state or otherwise recovered. You agree that Healthcare Strong shall not be liable to you for any such accidental cancellations or modifications.
3.10 Pausing Your Subscription
Healthcare Strong permits you to put your Subscription on hold (a “Pause”). If you wish to Pause your Subscription, you must do so by contacting HCS at: 
support@wearehealthcarestrong.com. 
You will not be charged for the time during which your Subscription is Paused. Unless otherwise allowed by Healthcare Strong in its sole discretion, you may Pause your Subscription only once in any applicable period. Depending on your Subscription, there may be a maximum amount of time that you may Pause. Specific terms relating to Subscription Pausing are provided in the Platform.
After the Pause period, automatic Subscription renewals will resume as laid out in the settings of the Platform. You can reactivate your Subscription during a Pause at any time prior to the set date by contacting us. You may choose to cancel your Subscription at any time while your Subscription is paused, but you will not be reimbursed for any outstanding amount unless required by applicable law.

4. Intellectual Property, Services, Licenses, and User Created Content

After purchasing a Subscription, you can access the services from HCS and any Third-Party Providers included with your subscription level, including any Third-Party App or online services, included in your Subscription. When using Third-Party Apps, you must follow the procedures, policies, and usage rules made available to you by the Third-Party Provider.   

We recommend that you review the rules and/or terms of each Third-Party Provider before you use their services. Please note that Third-Party Providers may change the rules and/or terms and conditions associated with your use of their services without notice. By interacting with Third-Party Providers and content through Our Services, you agree and acknowledge that it is your duty to remain informed about the applicable rules, terms, and conditions associated with the Third-Party Providers and the services they provide. HCS is not responsible or liable for the policies, contents, and actions of entities and content providers that are not subject to HCS’ exclusive ownership and control. You can also learn more about specific Third-Party Providers by reviewing the information provided on the Platform.
4.1 Content Restrictions and User Submissions
The materials displayed or performed or available on or through the Services, including, but not limited to, text, graphics, data, articles, photos, images, illustrations, etc. (collectively, the “Content”) are protected by copyright and/or other intellectual property laws. All patents, trademarks, logos, tradenames, trade dress, rights in domain names, copyrights, moral rights, design rights, database rights, rights in undisclosed or otherwise confidential information (including know-how, trade secrets, and inventions (whether patentable or otherwise) and other similar intellectual property rights (whether registered or not)) and applications for such rights as may exist (hereinafter “Intellectual Property Rights” applicable to the Healthcare Strong Platform and the material published on or provided via the Healthcare Strong Platform, except for User Contributed Content are the exclusive property of HSC, its licensors, and other providers of such material and are protected under applicable laws. You are prohibited from engaging in any activity on or through the Healthcare Strong Platform, including transmitting or using content including User Contributed Content, that infringes on another party’s Intellectual Property Rights.
You retain ownership of any rights you may have in any information or data including photos, reviews, ratings, etc., uploaded to the Healthcare Strong Platform by you (collectively, “User Submissions”). Although Healthcare Strong does not sell or market User Submissions to third parties, you grant Healthcare Strong an unrestricted license to use your User Submissions as necessary to support the Platform’s provision of Services to you. This unrestricted license explicitly includes the sharing and disclosure of limited, non-identifying, demographic information associated with your use of Our Services between Healthcare Strong and the entity sponsoring your access to Healthcare Strong’s Platform and/or Our Services.
You represent and warrant that: (i) you own any User Submissions you upload or otherwise have the right to grant the license set forth herein; (ii) the use of your User Submissions by you on or through the Services does not violate the applicable law, privacy rights, publicity rights, copyrights, contract rights, intellectual property rights, or any other rights of any person, including, but not limited to, the rights of any person visible in any of your User Submissions; (iii) the posting of your User Submissions on the Services will not require us to obtain any further licenses from or pay any royalties, fees, compensation, or other amounts or provide any attribution to any third parties; and (iv) the posting of your User Submissions by you on or through the Services does not result in a breach of contract between you and a third party. You agree to pay all monies or penalties due to any person or entity as a result of your posting your User Submissions on the Services, including but not limited to penalties for violation of intellectual property rights.
You represent, warrant, and agree that you will not contribute any Content or User Submission or otherwise use the Services or interact with the Services in a manner that:
  • Infringes or violates the intellectual property rights or any other rights of any third party or HCS;
  • Violates any law or regulation;
  • Is abusive, fraudulent, deceptive, threatening, defamatory, obscene, hateful, inaccurate, libelous, pornographic, or otherwise objectionable as determined by Healthcare Strong in its sole discretion (collectively, “Objectionable Content”);
  • Jeopardizes the security of any Healthcare Strong account (such as allowing someone else to use your login credentials to access the Services), violates the security of any computer network or cracks any password or security encryption code;
  • Runs Mail-list, Listserv, any form of auto-responder or “spam” on the Services, or that otherwise interferes with the proper working of the Services (including by placing an unreasonable load on the Services’ infrastructure);
  • “Crawls”, “scrapes”, “spiders”, or otherwise collects any page, data, or portion of the Services or Content (whether through manual or automated means);
  • Copies or stores any portion of the Content;
  • Decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or data of or relating to the Services.
  • You are prohibited from using any data mining, artificial intelligence, application, or similar data collecting or extraction methods. HCS reserves the right to monitor your use of the Healthcare Strong Platform and to alter or revoke your limited license or access to the Healthcare Strong Platform at any time, and for any reason.
You understand that Healthcare Strong owns the Services. You shall not modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in this Section), create derivative works based on, or otherwise exploit any of the Services. Healthcare Strong hereby grants you a personal, limited, revocable, non-transferable license to access and use the Services solely for your personal, non-commercial use. Healthcare Strong reserves all rights not expressly granted to you.
For the Content displayed, performed, or available on or through the Services, you promise to abide by all copyright notices, trademark rules, data regulations, and restrictions contained in any Content you access through the Services, and you agree not to use, copy, reproduce, record, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell, commercialize or otherwise exploit for any purpose any Content not owned by you, (i) without the prior consent of the owner of that Content or (ii) in a way that violates someone else’s (including Healthcare Strong’) rights.
You may use the Services only for personal, noncommercial purposes. You understand that Your Subscription only confers a limited, personal, non-transferable, and revocable license to access and use this Healthcare Strong Platform (or any portion of it or its contents) solely for your own personal use. This limited license may not be sublicensed. Our delivery of access to Third-Party Apps, Live Stream classes, Personal Training, and any other online content does not transfer any commercial or promotional use rights to you and does not constitute a grant or waiver of any rights of the copyright owners. Healthcare Strong reserves all rights in the Services not expressly granted to you.
Your limited license shall terminate upon the expiration or termination of your Subscription or User Account.

4.2 Non-Solicitation
You also agree not to use our Services and information offered on our website or app to recruit, solicit, or contact in any way the staff of HCS contributors or Third-Party Providers for employment or contracting for a business not affiliated with Healthcare Strong without our advance written permission. You understand that attempts to recruit, solicit, or contact the staff of Third-Party Providers are subject to review and may result in the suspension or revocation of your user account and/or a temporary or permanent ban from using or accessing Out Services.

5. Third-Party Services and Content

  • You understand that by using the Healthcare Strong Platform, you may view content provided by third-parties, including links to web pages and services of such parties (“Third-Party Content”). Unless expressly stated otherwise, HCS does not control, endorse or adopt any Third-Party Content and has no responsibility for Third-Party Content including material that may be misleading, incomplete, erroneous, offensive, indecent or otherwise objectionable in your jurisdiction.
  • Your interactions or correspondence with such third parties are solely between you and the third party. HCS is not responsible or liable for any loss or damage of any sort incurred as a result of any such interactions, and you understand that your use of Third-Party Content, and your interactions with third parties, is at your own risk.
  • If you access the Platform through or using any services or software provided by third parties, you acknowledge and agree that HCS is not responsible or liable for any loss or damage of any kind incurred as a result of your use of such third party services or software.
You understand and acknowledge that HCS is not responsible or liable for any damages, loss, or otherwise negative outcomes that may relate to you sharing User Created Content, such as progress photos, to other platforms, including social media. 

6. Health and Safety Warnings, Disclaimers, and Warranties

  1. Healthcare Strong does not provide health care, medical services, or physical training services. The information that you obtain through using the Healthcare Strong Services, including without limitation, any advice, information, workouts, exercises, regimens, nutritional plans, recipes, counseling or other materials (collectively, the “Fitness and Wellness Information”), are provided for general informational, educational, and entertainment purposes only, and do not constitute medical advice. Healthcare Strong Services are not intended to be relied upon for determining the state of your health or in the diagnosis of any medical conditions. Fitness and Wellness Information obtained through the use of Our Services are not, and should not be used as, a substitute for a professional medical evaluation. Healthcare Strong advises you to consult your physician prior to engaging in any fitness plan, nutrition regimen, or other wellness program. Healthcare Strong is not intended to be used as a substitute for mental healthcare. You are responsible for your own mental wellbeing, if you feel that you may be experiencing a mental health crisis, you are encouraged to seek immediate care from a licensed healthcare professional.
  2. By using Our Services, you acknowledge and understand that you may receive Fitness and Wellness Information on physical activities, wellness advice, nutrition, or other exercises or services, which may potentially be dangerous activities based on your personal physical, mental or emotional condition. You should consult with your physician(s) and mental healthcare provider(s) prior to using our Services or any Fitness and Wellness Information. If you choose to use our Services, you should be in good health and have no disability, impairment, injury, disease or ailment preventing you from engaging in active or passive exercise, or which would cause increased risk or injury or adverse health consequences as a result of using such Services. You understand and acknowledge that Healthcare Strong is not aware of and cannot account for any allergies or similar conditions that may react or be triggered by food or nutritional products, and agree that Healthcare Strong is not liable for any such reactions that may be triggered by your choice to interact with Healthcare Strong of any Third Party Content or Services. In choosing to use Our Services, you agree that you assume all risks associated with using such Services.
  3. Healthcare Strong makes no representations or warranties regarding the fitness and wellness information and is not responsible for your use of, or reliance on, any such fitness and wellness information. You acknowledge and agree that your decision to rely on and/or use any fitness and wellness information is at your sole risk, and, that Healthcare Strong shall not be liable for any loss or damage, including personal injury and death, arising out of or in connection with your reliance on or use of any fitness and wellness information.
  4. If you are pregnant or have recently given birth, you should consult your physician before utilizing any Services provided by or via the Healthcare Strong Platform.
  5. You should not under any circumstances utilize the Healthcare Strong Platform while operating a vehicle or any other form of machinery that requires your fulltime attention.
6.1 Warranty Disclaimer:
  1. To the maximum extent permitted under Applicable Laws, the Healthcare Strong Platform and any product, service or other item provided by or on behalf of HCS are provided on an “as is” and “as available” basis and HCS expressly disclaims, and you waive, any and all other warranties of any kind, whether express or implied, including implied warranties of merchantability, fitness for a particular purpose, title or non-infringement or warranties arising from course of performance, course of dealing or usage in trade. Without limiting the above, HCS does not represent or warrant that the Healthcare Strong Platform is accurate, complete, reliable, current or error-free, or free of viruses or other harmful components.
  2. To the maximum extent permitted under Applicable Laws, HCS is not responsible or liable for any loss or damage of any sort incurred that result from your use of, or inability to use, the features of the Platform.
6.2 Third-Party Disputes 
You understand and acknowledge that Healthcare Strong intermediates, services with Third-Party Providers, and Healthcare Strong itself is not a provider of medical services. Healthcare Strong does not assess the suitability, compliance with any applicable rules or regulations or quality of any facility, class or session provided by any Third Party Provider and you expressly waive and release the company from any and all liability, claims, or damages arising from, or in any way related to, your use of Healthcare Strong services and the services provided by any Third Party Provider. Healthcare Strong will not be a party to disputes or negotiations of disputes between you and a Third Party Provider. You acknowledge that on behalf of yourself, your heirs, personal representatives, and/ or assigns, that there are inherent risks and dangers in exercise and wellness activities. By participating in the services of Third Party Providers, you acknowledge and agree that you are aware of the risks which include, but are not limited to, property damage, loss and bodily injury or death. You acknowledge that some of these risks cannot be eliminated and you specifically assume the risk of injury or harm.
6.3 Limitation of Liability
  1. To the maximum extent permitted by Applicable Laws, you agree to indemnify and hold harmless immediately upon demand HCS and the Associated Parties from any claim, demand, lawsuit, action, proceeding, investigation, liability, damage, loss, cost or expense including reasonable attorneys’ fees, in any way arising out of, in relation to or in connection with directly or indirectly:
    • Your use of, or conduct in connection with, the Healthcare Strong Platform;
    • Your breach of these Terms of Use;
    • The User Created Content you provide; or 
    • Your violation of any applicable laws or rights of any other person or entity.
  2. You will provide HCS and the Associated Parties with any assistance that HCS and the Associated Parties reasonably requests in defending any such action or proceeding.

7. MISCELLANEOUS

7.1 Indemnity

You agree to indemnify and hold harmless Healthcare Strong, its affiliates, officers, agents, and employees, from and against any and all claims, liabilities, damages (actual and consequential), losses, and expenses (including attorneys’ fees) arising from or in any way related to any third party claims relating to (a) your use of the Services (including any actions taken by a third party using your account), and (b) your violation of these Terms.
7.2 Assignment
You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your Services account, in any way (by operation of law or otherwise) without Healthcare Strong’ prior written consent. We may transfer, assign, or delegate these Terms and any, or all, of our rights and obligations under these Terms without your consent, provided that you may rescind the assignment if you object to the transfer unless the assignment is due to a merger or acquisition of Healthcare Strong.
7.3 Survival 
Provisions that, by their nature, should survive termination of these Terms shall survive termination. By way of example, all of the following will survive termination: any obligation you have to pay or indemnify us, any limitations on our liability, any terms regarding ownership of intellectual property rights, and any terms regarding disputes between us, including without limitation the Arbitration Agreement (as defined below)
7.4 Severability 
If any term, clause, or provision of these Terms is held invalid or unenforceable, then that term, clause or provision will be severable from these Terms and will not affect the validity or enforceability of any remaining part of that term, clause or provision, or any other term, clause or provision of these Terms.

7.5 Force Majeure 
Neither Healthcare Strong nor you shall be liable for any failure or delay in performance under these terms (other than for delay in the payment of money due and payable in accordance with these terms) for causes beyond the party’s reasonable control and not caused by that party’s fault, or negligence, including, but not limited to, “acts of God”, acts of government, pandemic, flood, fire, civil unrest, acts of terror, strikes or other labor problems, computer attacks or malicious acts, such as attacks on or through the internet, any internet service provider, telecommunications or hosting facility, but in each case, only if and to the extent that the non-performing party is without fault in causing such failure or delay, and the failure or delay could not have been prevented by reasonable precautions and measures and cannot reasonably be circumvented by the non-conforming party through the use of alternate sources, workaround plans, disaster recovery, business continuity measures or other means.
7.6 Choice of Law
If you reside in the United States, you agree that the law of the state of California, without regard to principles of conflict of laws, will govern any legal proceedings, arbitration, or other dispute resolution process involving these Terms and any claim or dispute that has arisen or may arise between you and Healthcare Strong.
If you reside outside of the United States, the laws and courts of your country of residence will apply to any disputes arising out of or relating to these Terms or Healthcare Strong’ Services, and you can bring legal proceedings to your local courts. The Vienna Convention on the International Sale of Goods of 1980 (CISG) shall not apply.
For users in the European Economic Area or the United Kingdom, you have the right to withdraw from your Subscription within 14 days after your purchase without giving any reason. We will refund your full payment (if made), as long as you have not used any Third Party Provider services during those 14 days. To meet the withdrawal deadline, you must send us your cancellation request before the withdrawal period has expired. 

8. ARBITRATION AGREEMENT (UNITED STATES USERS)

Please read the following ARBITRATION AGREEMENT carefully. This Arbitration Agreement requires that you limit the manner in which you can seek relief in matters relating to these Terms and Conditions and Healthcare Strong to arbitration. Both you and Healthcare Strong acknowledge and agree that for the purpose of any dispute arising out of or relating to the subject matter of these Terms, Healthcare Strong’ officers, directors, employees and independent contractors (“Personnel”) are third party beneficiaries of these Terms, and that upon your acceptance of these Terms, Personnel will have the right (and will be deemed to have accepted the right) to enforce these Terms and this Arbitration Agreement against you as the third party beneficiary of these Terms.
a) Arbitration Rules; Applicability of Arbitration Agreement
Any dispute arising from or relating to the subject matter of these Terms shall be finally settled by binding arbitration in New York County, New York. The arbitration will proceed in the English language, in accordance with the Streamlined Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. (“JAMS”) then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with such Rules. Notwithstanding the foregoing obligation to arbitrate disputes, each party shall have the right to pursue injunctive or other equitable relief at any time, from any court of competent jurisdiction
b) Waiver of Class or Consolidated Actions
ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS. CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If, however, this waiver of class or consolidated actions is deemed invalid or unenforceable, neither you nor we are entitled to arbitration; instead all claims and disputes will be resolved in a court as set forth below.
c) Opt-out
You have the right to opt out of the provisions of this Section by sending written notice of your decision to opt out to the following address: support@wearehealthcarestrong.com postmarked within 30 days of first accepting these Terms. You must include (i) your name and residence address; (ii) the email address and/or telephone number associated with your account; and (iii) a clear statement that you want to opt out of these Terms’ arbitration agreement. 
d) Exclusive Venue 
If you send the opt-out notice in (c), and/or in any circumstances where the foregoing arbitration agreement permits either you or Healthcare Strong to litigate any dispute arising out of or relating to the subject matter of these Terms in court, then the foregoing arbitration agreement will not apply to either party and both you and Healthcare Strong agree that any judicial proceeding will be brought in the state or federal courts located in Orange County, California, and you and Healthcare Strong consent to personal jurisdiction in those courts.