Terms of Use

Effective Date: September 17, 2019

For more information or if you have any questions about these terms of use, please contact us at info@staging.hopjax.com. IF YOU OR ANOTHER PERSON IS IN DANGER OR IN NEED OF IMMEDIATE ASSISTANCE, CALL 911.

ACCEPTANCE OF THESE TERMS

These terms of use are entered into by and between the user of the Site (“you” or “your”) and Moving Forward Therapy, Inc., a Delaware corporation (“Company”, “our” “we” or “us”). The following terms and conditions (the “Terms of Use”), together with any other terms and conditions incorporated by reference into these Terms of Use, govern your access to and use of any content, functionality, and services provided or offered on or through www.staging.hopjax.com, our software as a service or other technology platform, and any of our related websites, applications, services, and mobile applications (including any associated content, and any customizations made to those websites, platforms, and applications), in each case as now existing or later developed (collectively, the “Site”).

Please read the Terms of Use carefully before you access, browse, subscribe to, or use (each, a “use”) our services provided or offered on or through the Site, including without limitation our technology platform that enables users of the Site to arrange for the provision of certain mental health care services between recipients of such services and independent third party health care specialists, professionals, providers, organizations, or agents thereof (each, a “mental health professional”) none of whom are affiliated with us (collectively, the “Services” as may be further defined an order form or subscription agreement, if applicable to you). By using the Site (and by registering for an account with us):

You acknowledge you have read and understood these Terms of Use;
You acknowledge that we are not a health care service provider or referral service; and
You accept and agree to be bound by and abide to these Terms of Use.

You acknowledge the Services may be made by (a) certain of the Company’s subsidiaries and affiliates; and/or (b) independent third-party providers.IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, YOU MUST NOT USE THE SITE OR ANY SERVICES. Your use of the Site or Services may be made available by an applicable Subscription Agreement between us and a third party.

This Site is offered and available to users who are 18 years of age or older, and reside in the United States or any of its territories or possessions. By using this Site, you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not use the Site.

CLASS ACTION WAIVER: YOU AGREE THAT DISPUTES BETWEEN YOU AND US WILL BE RESOLVED IN ACCORDANCE WITH THESE TERMS OF USE AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS OR COLLECTIVE ACTION LAWSUIT, OR CLASS OR COLLECTIVE ARBITRATION.

WHAT WE DO

This Site is intended to be used by adults to match persons with mental health needs with mental health professionals. This Site will display mental health professionals who subscribe to be listed on our website and who most closely match what you are looking for in a mental health professional. You can also browse the list of mental health professionals who subscribe to be listed on our website.

The mental health professionals displayed on our site are independent from us and are neither our employees nor our agents or representatives. Our role is limited to providing you with information about, and helping to match you with, mental health professional that meet your preferences. Such information is not meant to substitute for advice provided by qualified medical or mental health professionals.

YOU SHOULD ALWAYS CONSULT A QUALIFIED MEDICAL OR MENTAL HEALTH PROFESSIONAL REGARDING ANY ACTUAL OR SUSPECTED MEDICAL OR MENTAL HEALTH CONDITION. THIS SITE IS NOT INTENDED TO PROVIDE MEDICAL ADVICE. STATEMENTS MADE ON THE SITE ARE NOT INTEDED TO DIAGNOSE, TREAT, OR CURE ANY DISEASE OR DISORDER. IF YOU ARE THINKING ABOUT HURTING YOURSELF, HURTING SOMEONE ELSE, OR OTHERWISE ARE IN NEED OF IMMEDIATE ASSISTANCE, CALL 911 OR CONTACT YOUR NEAREST EMERGENCY MEDICAL PROVIDER.

THE SITE AND THE SITE CONTENT

The material provided through our Site and the Services are protected by law, including, but not limited to, United States copyright law and international treaties. The Site and the Services are controlled and operated by Company from its offices within the United States. Company makes no representation or claim the Site or Services, or any of their respective contents or materials, are appropriate or available for use in other locations. Use of the Site or Services may not be legal by certain persons or in certain countries. Those who use the Site or Services from other locations do so on their own initiative and are responsible for compliance with all applicable local laws.

Content you obtain or receive from Company, its employees, contractors, partners, sponsors, advertisers, licensees, or otherwise through the Services or the Site, is for informational, scheduling, and payment purposes only. Company does not provide medical advice. Although some Content (defined below) may be provided by mental health professionals, you acknowledge and agree the provision of such Content does not create a medical professional or patient relationship, and cannot be construed as an opinion, medical advice, or diagnosis or treatment. Content you obtain or receive from mental health professionals, whether published on the Site or through the Services, is intended for general reference purposes only. The term “Content” means content, text, data, graphics, images, photographs, video, audio, information, suggestions, guidance, and other materials provided, made available or otherwise found through, the Services or Site, including, without limitation, Content provided in direct response to your questions or postings.

WHILE WE MAKE REASONABLE EFFORTS TO PROVIDE YOU WITH ACCURATE CONTENT, WE MAKE NO GUARANTEES, REPRESENTATIONS OR WARRANTIES, WHETHER EXPRESSED OR IMPLIED, WITH RESPECT TO PROFESSIONAL QUALIFICATIONS, EXPERTISE, QUALITY OF WORK, PRICE OR COST INFORMATION, INSURANCE COVERAGE OR BENEFIT INFORMATION, OR ANY OTHER CONTENT AVAILABLE THROUGH OR OFFERED ON THE SITE OR SERVICES. IN NO EVENT SHALL WE BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DECISION MADE OR ACTION TAKEN BY YOU IN RELIANCE ON ANY SUCH CONTENT. FURTHERMORE, WE DO NOT IN ANY WAY ENDORSE OR RECOMMEND ANY INDIVIDUAL OR ENTITY LISTED OR ACCESSIBLE THROUGH THE SERVICES.

We may, but have no obligation to, review the Content published through the Site or Services. Company does not and cannot provide any assurance that such Content is timely, accurate or complete, and will not be responsible or liable for any errors or omissions in, or for the results obtained from the use of, such Content. YOUR USE OF ANY CONTENT OR RELIANCE ON ANY CONTENT IS SOLELY AT YOUR OWN RISK. NOTHING STATED OR POSTED ON THE SITE ORAVAILABLE THROUGH ANY SERVICES IS INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF MEDICINE, MENTAL HEALTH TREATMENT, OR OTHER PROFESSIONAL HEALTH CARE ADVICE, OR THE PROVISION OF MEDICAL CARE.

We do not recommend or endorse any specific tests, mental health professionals, procedures, opinions, or other information that may appear through the Site or Services. We encourage you to independently confirm any Content relevant to you with other sources, including the mental health professional’s office, medical or mental health associations relevant to the applicable specialty, your state medical boards, and the appropriate licensing or certification authorities to verify listed credentials and education.

WE DO NOT PROVIDE MENTAL HEALTH OR REFERRAL SERVICES

MENTAL HEALTH PROFESSIONALS USE THE SERVICES TO SHARE CONTENT WITH YOU, BUT YOUR USE OF THIS CONTENT IS NOT A SUBSTITUTE FOR HEALTH CARE. NO LICENSED MEDICAL, MENTAL HEALTH OR OTHER PROFESSIONAL PATIENT-RELATIONSHIP IS CREATED WHEN YOU USE THE SERVICES OR CONTENT. THIS IS TRUE WHETHER SUCH CONTENT IS PROVIDED BY OR THROUGH THE USE OF THE SERVICES OR THROUGH ANY OTHER COMMUNICATIONS FROM US.

We encourage mental health professionals to use the Services responsibly, but we have no control over, and cannot guarantee the availability of, any mental health professional at any particular time. We will not be liable for cancelled or otherwise unfulfilled appointments, or any injury or loss resulting therefrom, or for any other injury or loss resulting or arising from, or related to, the use of the Site or Services whatsoever.

YOU ARE RESPONSIBLE FOR CHOOSING YOUR OWN MENTAL HEALTH PROFESSIONAL, INCLUDING WITHOUT LIMITATION, DETERMINING WHETHER THE APPLICABLE MENTAL HEALTH PROFESSIONAL IS SUITABLE FOR YOUR MENTAL HEALTH NEEDS BASED ON SPECIALTY, EXPERIENCE, QUALIFICATION, LICENSES, AND OTHER IMPORTANT FACTS AND CIRCUMSTANCES THAT COULD IMPACT YOUR CARE. Company has not assumed and does not assume any obligation to monitor, verify, or confirm the information of a mental health professional listed on the Site.

Mental health professionals listed on the Site enter into contracts with us, and may pay us a fee in order to be listed on the Site. To help you find mental health professionals who may be suitable for your needs, and enable the maximum choice and diversity of mental health professionals participating in the Services, we may provide you with lists or profiles of mental health professionals based on information you provide to us and certain other criteria. Company does not, in any circumstance, recommend or endorse any mental health professional, or make any representation or warranty with respect to any mental health professional (including without limitation the quality of such provider’s health care services).

YOUR ACCOUNTS AND PERSONAL INFORMATION

To use some portions of the Site or Services, you may be asked to register for and maintain an active user account/patient profile in accordance with these Terms of Use. During registration, you must choose a user identification name and password that will be unique to that user account. Account registration requires you to submit to us certain personal information, which may include without limitation, your name, age, address, mobile phone number. You may also be asked to provide other personal information, such as your insurance information, mental health needs and medical history. You acknowledge and agree that this information (excluding your unique username and password) may be shared with the mental health professional with whom you chose to schedule an appointment through the Site. Please read our Privacy Policy to review how information about you is collected, used and shared. By agreeing to these Terms of Use and/or by using the Site, you are also agreeing to the terms of the Privacy Policy. The Privacy Policy (and any subsequent amendments thereto) is incorporated by reference into these Terms of Use.

If you are using this Site to find a mental health professional for a family member or friend, you represent and warranty that you are that person’s legally authorized representative or have that person’s consent to share his/her personal information and other information for the purposes covered in this Privacy Policy and the Terms of Use. You also agree to inform your family member or friend of these Terms of Use and Privacy Policy.

It is a condition of your use of the Site that all the information you provide on the Site is at all times correct, current, and complete. We may terminate your right to use the Site or Services if we learn you provided us with false or misleading data or other information. If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You acknowledge your account is personal to you and agree not to provide any other person with access to this Site or portions of it using your user name, password, or other security information. You are solely responsible for maintaining the confidentiality of your password and account, and you are solely responsible for all use of your password or account, whether or not authorized by you. Company cannot and will not be liable for any loss or damage arising from your failure to comply with these Terms of Use. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. You are responsible for making all arrangements necessary for you to have access to the Site and ensuring that all persons who access the Site through your internet connection are aware of these Terms of Use and comply with them.

We have the right to disable any user name, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.

PROHIBITED USES

You may use the Site only for lawful purposes and as provided in these Terms of Use. You agree not to use the Site:

In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries);
For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise;
To send, knowingly receive, upload, download, use, or re-use any material that does not comply with the Content Standards set out in these Terms of Use;
To transmit, or procure the sending of, any advertising or promotional material, including any “junk mail”, “chain letter”, “spam”, or any other similar solicitation;
To impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing); or
To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Site, or which, as determined by us, may harm the Company or users of the Site or expose them to liability.

Additionally, you agree not to:

Use the Site in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Site, including their ability to engage in real time activities through the Site;
Use any robot, spider, or other automatic device, process, or means to access the Site for any purpose, including monitoring or copying any of the material on the Site;
Use any manual process to monitor or copy any of the material on the Site or for any other unauthorized purpose without our prior written consent;
Use any device, software, or routine that interferes with the proper working of the Site;
Introduce any viruses, trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful;
Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Site, the server on which the Site is stored, or any server, computer, or database connected to the Site;
Attack the Site via a denial-of-service attack or a distributed denial-of-service attack; or
Otherwise attempt to interfere with the proper working of the Site.

MENTAL HEALTH PROFESSIONAL OBLIGATIONS

If you are a mental health professional or other person or entity in the health care or medical industries who wishes to use the Site to be listed and/or matched with potential patients, you must enter into a Subscription Agreement with us and become a “Subscriber.” To the extent that there is a conflict between these Terms of Use and the Subscription Agreement, the Subscription Agreement shall govern to the extent necessary to resolve the conflict.

If you are a Subscriber or are a Subscriber’s authorized user, as a condition to your access and use of the Site and Services, you represent, warrant and agree that:

You are the Subscriber or a current employee, contractor or agent of a Subscriber;
You are designated and authorized by Subscriber to access and use the Site on the Subscriber’s behalf;
You have the requisite right and authority to submit, access, use and disclose information to Company; and
Your statements related to submitted information are true and accurate.

If you are a Subscriber or are a Subscriber’s authorized user, you also understand and agree to all of the following:

You are responsible for your own professional judgment, decisions, and actions or omissions involving patient treatment resulting from or in any way related to the Site or Services;
You will use reasonable efforts to ensure that the information you provide to Company is an accurate representation of information you possess at the time of submission;
You will promptly correct any errors in information known to you and in accordance with applicable law;
You are responsible, if required by applicable law, for obtaining any consents or authorizations that might be needed. Company is not responsible for any failure to obtain such a consent or authorization;
You must comply with all applicable Company policies and procedures relating to your use of the Site and Services.

You further acknowledge and agree, regardless of whether you enter into a Subscription Agreement, maintain an account with us or whether you schedule or intend to schedule appointments through the Services, that:

You will not use the Services to view, access or otherwise use, directly or indirectly, price, availability, or other Content for any purpose other than as provided for in the Subscription Agreement, or your own personal use as either a patient or prospective patient;
You will not use the Services to establish, attempt to establish, or enforce, directly or indirectly, any agreement or coordination of the prices charged for any product or service; the kinds, frequencies or amounts of any product or service offered; or the customer or customer categories for any product or service, or otherwise engage or attempt to engage in price fixing, output restriction, or customer or market allocation; and
You will not use the Services, directly or indirectly, to engage in any anti-competitive, deceptive or unfair practices, or otherwise violate applicable antitrust, competition or consumer protection laws, or regulations.

PAYMENT

You may be permitted to use the Services to pay for products or services provided by the certain mental health professionals, or required by a certain mental health professional to submit to such mental health professional a payment in advance of such services to be provided by such mental health professional, which may be forfeited by you in accordance with the such mental health professional’s cancellation policy. In connection with such payments, we process your payment card information in accordance with our Privacy Policy.

Company or its payment processing partner may collect from the applicable mental health professional a transaction processing fee (the “Transaction Processing Services”) in connection with such payment. You acknowledge and agree that:

You will use only credit cards or other payment means which you are duly and fully authorized to you;
You will only provide payment related information that is accurate and correct and will continue to be accurate and correct;
You remain responsible for paying all amounts assessed by a mental health professional;
We are not responsible for any charges incurred for any products or services provided by mental health professional;
We are not responsible for any charges submitted for processing by a mental health professionals;
In the event you dispute any fees chargeable or charged through our Site by a mental health professional, you will resolve such dispute directly with the applicable mental health professional; and
By using the Transaction Processing Services, you accept the terms of use and privacy policy of our payment processing partner with respect to Transaction Processing Services.

IN NO EVENT WILL COMPANY OR OUR PAYMENT PROCESSING PARTNER BE RESPONSIBLE IF COMPANY OR OUR PAYMENT PROCESSING PARTNER ARE UNABLE TO COMPLETE A TRANSACTION FOR ANY REASON.

Prior to scheduling an appointment with a mental health professional, please carefully review the pricing information, cancellation policy, and the services included and excluded in such pricing information. While we endeavor to use reasonable efforts to determine those forms of health insurance accepted by a mental health professional, we make no guarantees and disclaim all warranties that such forms of accepted insurance are correct.

INTELLECTUAL PROPERTY

All of the Content is owned by us or our licensors or other third party service providers and is protected by copyright, trademark, patent, and trade secret laws, other proprietary rights, and international treaties. You acknowledge the Site, the Services, and any underlying technology or software used in connection with the Site or Services contain proprietary information. We give you permission to use Content only for personal, non-commercial purposes and do not transfer any intellectual property rights to you by virtue of your permitted use of the Site or Services. You may print, download, and store information from the Site for your own convenience, but you may not copy, distribute, republish (except as permitted in this paragraph), sell, or exploit any of the Content, or exploit the Site or Services in whole or in part, for any commercial gain or purpose whatsoever. Except as expressly provided in these Terms of Use, neither Company nor its suppliers grant you any express or implied rights, and all rights in the Site and the Services not expressly granted by us to you are retained by Company. Any use of the Site or Services not expressly permitted by these Terms of Use is a breach of these Terms of Use.

The Company name, HOPJAX, and MOVING FORWARD THERAPY, and the Company logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans on this Site are the trademarks of their respective owners.

You will not upload, post, or otherwise make available on the Site or via the Services, any material protected by copyright, trademark or other proprietary right without the express permission of the owner of the copyright, trademark or other proprietary right. You will indemnify Company and its officers, directors, employees, and agents for any claims by third parties of infringement of copyrights, trademarks, proprietary rights or any other harm resulting from such a submission of material by you.

If we provide desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your use, provided you agree to be bound by our end user license agreement for such applications.

DISCLAIMER OF WARRANTY AND LIMITATION OF LIABILITY

You acknowledge we have no control over, and no duty to take any action regarding: (a) the users that gain access to and use the Site or the Services, (b) the Content you access, (c) the effects the Content may have on you, (d) the manner in which you may interpret or use the Content, or (e) the actions you may take as a result of having been exposed to the Content. You release us from all liability arising from your use of the Site and Services. We have no special relationship with or fiduciary duty to you.

THE INFORMATION PRESENTED ON OR THROUGH THE SITE IS MADE AVAILABLE SOLELY FOR GENERAL INFORMATION PURPOSES. WE DO NOT WARRANT THE ACCURACY, COMPLETENESS, OR USEFULNESS OF THIS INFORMATION. ANY RELIANCE YOU PLACE ON SUCH INFORMATION IS STRICTLY AT YOUR OWN RISK. WE DISCLAIM ALL LIABILITY AND RESPONSIBILITY ARISING FROM ANY RELIANCE PLACED ON SUCH MATERIALS BY YOU OR ANY OTHER VISITOR TO THE SITE, OR BY ANYONE WHO MAY BE INFORMED OF ANY OF ITS CONTENTS.

WE PROVIDE THE SERVICES “AS IS” AND “AS AVAILABLE.” WE MAKE NO EXPRESS OR IMPLIED WARRANTIES OR GUARANTEES ABOUT THE SERVICES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE HEREBY DISCLAIM ALL SUCH WARRANTIES, INCLUDING ALL STATUTORY WARRANTIES, WITH RESPECT TO THE SERVICES AND THE SITE, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES THAT THE SERVICES ARE MERCHANTABLE, OF SATISFACTORY QUALITY, ACCURATE, FIT FOR A PARTICULAR PURPOSE OR NEED, OR NON-INFRINGING.

WE DO NOT GUARANTEE THAT THE QUALITY OF ANY PRODUCTS, INFORMATION, OR OTHER SERVICES PURCHASED OR OBTAINED BY YOU THROUGH THE SITE WILL MEET YOUR EXPECTATIONS OR REQUIREMENTS, OR THAT RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE EFFECTIVE, RELIABLE, OR ACCURATE. WE DO NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE THE SERVICES (EITHER DIRECTLY OR THROUGH THIRD-PARTY NETWORKS) AT TIMES OR LOCATIONS OF YOUR CHOOSING. WE ARE NOT RESPONSIBLE FOR THE ACCURACY, RELIABILITY, TIMELINESS OR COMPLETENESS OF INFORMATION PROVIDED BY USERS OF THE SERVICES OR ANY OTHER DATA OR INFORMATION PROVIDED OR RECEIVED THROUGH THE SERVICES. EXCEPT AS EXPRESSLY SET FORTH HEREIN, COMPANY MAKES NO WARRANTIES ABOUT THE INFORMATION SYSTEMS, SOFTWARE AND FUNCTIONS MADE ACCESSIBLE THROUGH THE SERVICES OR ANY OTHER SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION. COMPANY DOES NOT WARRANT THAT THE SITE OR THE SERVICES WILL OPERATE ERROR-FREE, BUG-FREE OR FREE FROM DEFECTS, THAT LOSS OF DATA WILL NOT OCCUR, OR THAT THE SERVICES, SOFTWARE OR SITE ARE FREE OF COMPUTER VIRUSES, CONTAMINANTS OR OTHER HARMFUL ITEMS.

WE MAKE NO REPRESENTATION OR WARRANTY THAT YOU WILL BE MATCHED TO A PATIENT OR MENTAL HEALTH PROFESSIONAL OR THAT ANY MATCHES WILL BE APRROPRIATE OR THAT A MATCH WILL RESULT IN ANY PATIENT-RELATIONSHIP.

YOU EXPRESSLY UNDERSTAND AND AGREE COMPANY SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, REVENUES, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SITE; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICE RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICE PURCHASED OR OBTAINED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SITE; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE; OR (V) ANY OTHER MATTER RELATING TO THE SERVICES. YOU ALSO AGREE THAT COMPANY WILL NOT BE LIABLE FOR ANY INTERRUPTION OF BUSINESS, ACCESS DELAYS, OR ACCESS INTERRUPTIONS TO THE SITE OR SERVICES, DATA NON-DELIVERY, MIS-DELIVERY, CORRUPTION, DESTRUCTION OR OTHER MODIFICATION, AND EVENTS BEYOND COMPANY’S REASONABLE CONTROL. YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH US IS THE CANCELLATION OF YOUR ACCOUNT.

IN NO EVENT SHALL COMPANY BE FINANCIALLY LIABLE FOR ANY CONSEQUENTIAL OR INCIDENTAL DAMAGES. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES, OUR LIABILITY IS LIMITED TO THE EXTENT PERMITTED BY LAW.

If applicable law does not allow for any disclaimer or limitations of liability set forth in these Terms of Use, the disclaimer or limitation will be deemed modified solely to the extent necessary to comply with applicable law.

This section (disclaimer of warranty and limitation of liability) will survive the termination or expiration of these Terms of Use.

THIRD PARTY CONTENT

The Site may contain content supplied by third parties or content accessible through links to third party websites, including materials provided by other partners, mental health professionals, health care facilities, users, and third-party licensors, syndicates, aggregators, or reporting services (“Third Party Content”). Third Party Content is provided solely as a convenience to you and not because we endorse or have an opinion about the Third Party Content. All statements or opinions expressed in the Third Party Content are solely the opinions and responsibility of the person or entity providing the Third Party Content. Third Party Content does not necessarily reflect the opinion of the Company. You acknowledge and agree that we are not responsible or liable to you or any third party for the content or accuracy of any Third Party Content. We expressly disclaim any representations regarding the content or accuracy of materials or the privacy practices related to such links.

SUSPENSION OR TERMINATION OF ACCESS

If you are a Subscriber, we may suspend or terminate your access to the Site or Services in accordance with the Subscription Agreement. Additionally, we may suspend or terminate your access and your authorized users’ access to the Site and Services as provided for in these Terms of Use.

In its sole and absolute discretion, with or without notice to you, Company may suspend or terminate your use of the Services, terminate your account or remove and discard anything transmitted by you, or information stored, sent, or received via the Services without prior notice and for any reason, including, but not limited to:

Any unauthorized access or use of the Services;
Any violation of these Terms of Use or, if applicable, the Subscription Agreement or Company policies and procedures;
Tampering with or alteration of any of the software or data files contained in, or accessed through, the Services;
If Company determines in its sole discretion that you have used or are using the Site or Services in any fraudulent or illegal purpose, including if you are engaged in suspicious activity or Company determines that your continued use of the Site or Services would cause Company to violate any applicable law or would place Company at material risk of suffering any sanction, penalty or liability;
If your actions or omissions create an immediate threat or may cause material harm to any person or organization; or
If you are an authorized user of a Subscriber, upon request by your Subscriber. If you are an authorized user of a Subscriber you acknowledge and agree that your right to use the Site and Services terminates automatically upon your termination or suspension as an employee, agent or contractor of your Subscriber and/or if a change in your duties for, or on behalf of, your Subscriber makes you access to or use of the Site and Services inappropriate.

You may terminate your account for any reason by emailing Company at [INSERT].com. Company shall not be liable to you or any third party for any claims or damages arising out of any termination or suspension of the Site. Termination, suspension, or cancellation of the Services or your access rights to the Site shall not affect any right or relief to which Company may be entitled, at law or in equity, and all rights granted to you will automatically terminate and immediately revert to Company.

USER CONTRIBUTIONS AND CONTENT STANDARDS

Any data, material, information, feedback, or idea that you submit regarding your experience using the Site or Services or that you submit to participate in interactive or community features of the Site (collectively, “User Contributions”), by any means, will be treated as non-confidential and non-proprietary, and may be disseminated or used by Company or its affiliates for any purpose whatsoever, including, but not limited to, developing and marketing its services. By submitting User Contributions you agree hereby grant, and represent and warrant that you have the right to grant, to Company and its contractors an irrevocable, perpetual, royalty-free, fully sub-licensable, fully paid up, worldwide license to use, copy, reproduce, publish, translate, perform, display, and distribute such User Contributions alone or as part of other works in any form, media, or technology whether now known or hereafter developed without territorial or time limitations, and to sub-license such rights, and to adapt, edit, translate, prepare derivative works of, or incorporate into other works, such User Contributions.

Notwithstanding the foregoing, all personal information provided to Company will be handled in accordance with Company’s Privacy Policy. You are prohibited from posting or transmitting to or from the Site any unlawful, threatening, libelous, defamatory, obscene, scandalous, inflammatory, pornographic, or profane material, or any other material that could give rise to any civil or criminal liability under the law.

All User Contributions must comply with the Content Standards set out in these Terms of Use. By displaying or posting any User Contribution on the Site, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose.

You represent and warrant that you own or control all rights in and to the User Contributions and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns, and all of your User Contributions do and will comply with these Terms of Use.

You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not the Company, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness. We are not responsible or liable to any third party for the content or accuracy of any User Contributions posted by you or any other user of the Site.

We have the right to:

Remove or refuse to post any User Contributions for any or no reason in our sole discretion.
Take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution violates the Terms of Use, including the Content Standards, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Site or the public, or could create liability for the Company.
Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Site.
Terminate or suspend your use of the Site (in whole or in part) for any or no reason, including without limitation, any violation of these Terms of Use.

Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Site. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER THE COMPANY, SUCH OTHER PARTIES, OR LAW ENFORCEMENT AUTHORITIES.

We do not undertake to review material before it is posted on the Site, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.

The standards identified below apply to any and all User Contributions and use of Services (“Content Standards”). User Contributions must in their entirety comply with all applicable federal, state, local, and international laws and regulations. Without limiting the foregoing, User Contributions must not:

Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable.
Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.
Infringe any patent, trademark, trade secret, copyright, or other intellectual property or rights of any person.
Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Use or our Privacy Policy.
Be likely to deceive any person.
Promote any illegal activity, or advocate, promote, or assist any unlawful act.
Cause annoyance, inconvenience, or needless anxiety likely to upset, embarrass, alarm, or annoy any person.
Impersonate any person, or misrepresent your identity or affiliation with any person or organization.
Involve commercial activities or sales, such as contests, sweepstakes, or other sales promotions or barter, or advertising.
Give the impression that they emanate from or are endorsed by us or any other person or entity, if not the case.

USER COMMUNICATIONS

You acknowledge, agree and authorize the Company, and other individuals and entities connected to the Site (including Subscribers with whom you choose to schedule an appointment) may contact you (whether through the Site or by e-mail, telephone, or text messages (including by an automatic telephone dialing system and/or an artificial or prerecorded voice message system at any of the phone numbers provided by you, including cell phone numbers, or on your behalf in connection with a Company account)) for any reason, including (but not limited to) sending you notices, communications, reminders (such as appointment reminders), and information to you about these Terms of Use, Services and for marketing purposes, and in response to any inquiries that you make to Company, or submissions that you may send to Company. Message and data rates charged by your cell phone company may apply. We are not responsible for any data transmission fees. You may receive multiple messages per day and you authorize the delivery of detailed messages to the contact information associated with your account. These communications may not be secure and not encrypted. Unsecured communications pose a risk to the confidentiality and privacy of the information being sent because they are susceptible to possible interception by a third party. You understand that you are not required to provide this consent as a condition of purchasing any property, goods, or services in connection with your use of the Site or Services. You also understand you may opt out of receiving text messages from Company at any time, either by replying to the text message with the word “STOP” or by going to staging.hopjax.com to submit a user comment to us. If you do not choose to opt out, Company may contact you as outlined in its Privacy Policy.

If you have opted in to receive special offers from Company via email, or otherwise, you can unsubscribe via the links provided in the email at any time or by contacting us at info@staging.hopjax.com. By opting in to receive special offers from us, you consent to receiving, from time to time, text messages or emails which may include alerts, promotions, offers, polls, and giveaways.

Company may, in its sole discretion, create referral or promotional codes (“Promo Codes”) that may be redeemed for discounts on future Services or the services of third party service providers, or other features or benefits related to the Services and the services of third party service providers, subject to any additional terms that Company establishes. You agree that Promo Codes: (i) must be used for the intended audience and purpose, and in a lawful manner; (ii) may not be duplicated, sold, or transferred in any manner, or made available to the general public (whether posted to a public form or otherwise), unless expressly permitted by Company; (iii) may be disabled by Company at any time for any reason without liability to Company; (iv) may only be used pursuant to the specific terms that Company establishes for such Promo Code; (v) are not valid for cash; and (vi) may expire prior to your use. Company reserves the right to withhold or deduct credits or other features or benefits obtained through the use of the referral system or Promo Codes by you or any other user in the event that Company determines or believes that the use of the referral system or use or redemption of the Promo Code was in error, fraudulent, illegal, or otherwise in violation of Company’s Terms.

INDEMNIFICATION

You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or in any way relating to:

Your violation of these Terms of Use or any documents referenced herein;
Your use of the Site or Services, including, but not limited to, your User Contributions, any use of the Site’s Content, or your use of any information obtained from the Site; and
Any actions made with your account whether by you or someone else.

This section (indemnification) will survive the termination or expiration of these Terms of Use.

CHANGES, MODIFICATIONS AND INTERRUPTIONS TO THE SITE

Changes to Site. These Terms of Use may be updated or amended by Company at any time in Company’s sole discretion and are effectively immediately. However, any changes to the dispute resolution provisions set out in Governing Law and Jurisdiction will not apply to any disputes for which the parties have actual notice before the date the change is posted on the Site. You should look at the Terms of Use on a regular basis. The “Last Updated” date is posted at the top of the Terms of Use. YOUR CONTINUED USE OF THE SITE FOLLOWING THE POSTING OF REVISED TERMS OF USE MEANS THAT YOU ACCEPT AND AGREE TO THE CHANGES. IF YOU DO NOT AGREE TO THE CHANGES, YOU MUST STOP USING THE SITE.

Changes, Modifications and Interruptions to the Site or Services. You understand, agree and acknowledge that we may modify, amend, improve, suspend, disrupt or discontinue the Site or Services, any part of the Site or Services or the use of the Site or Services, in our sole discretion at any time with or without notice to you. We make commercially reasonable efforts to ensure the Site’s reliability and accessibility, but you understand and agree that no Site can be 100% reliable and accessible and that we cannot guarantee that access to the Site will be uninterrupted or that it will be accessible, consistent, timely or error-free. You agree and acknowledge that we will not be liable for any of the aforementioned actions or for any losses or damages that are caused by any of the aforementioned actions.

GOVERNING LAW; DISPUTES

These Terms of Use and your performance under these Terms of Use shall be exclusively governed by, and construed in accordance with, the laws of the State of Arizona (without giving effect to its conflict of laws principles). The parties agree to submit any claim, dispute, or disagreement to mediation before a mutually-agreeable mediator prior any other form of dispute resolution. All mediation or any other form of dispute resolution shall exclusively take place in Arizona and the parties irrevocably waive any objection to such venue.

WAIVER; SEVERABILITY

No waiver of by the Company of any term or condition set out in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision. If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.

NOTICE PROVISION

Except as explicitly stated otherwise, any notices shall be given by email or postal mail to Moving Forward Therapy, Inc.,[INSERT](in the case of the Company) or to the email or physical mailing address you provide to the Company during the registration process (in your case). Notice shall be deemed: (a) by personal delivery; (b) one (1) business day after being given to an express courier with a reliable system for tracking delivery; (c) four (4) business days after the date of mailing, when mailed by United States mail; or (d) upon receipt by any other method of delivery, including by email.

ASSIGNMENT

Company shall be permitted to assign, transfer, and subcontract its rights and/or obligations under these Terms of Use without any notification or consent required. However, you shall not be permitted to assign, transfer, or subcontract any of your rights and/or obligations under these Terms of Use.

DIGITAL MILLENNIUM COPYRIGHT ACT (“DMCA”) NOTICE

If you believe that any User Contributions violate your copyright, please send us a notice of copyright infringement to the address below. It is the policy of the Company to terminate the user accounts of repeat infringes. In the event materials are made available to this Site by third parties not within our control, we are under no obligation to, and do not, scan such content for the inclusion of illegal or impermissible content. However, we respect the copyright interests of others. It is our policy not to permit materials known by us to infringe another party’s copyright to remain on the Site. If you believe any materials on the Site infringe a copyright, you should provide us with written notice that at a minimum contains:

A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

All DMCA notices should be sent to our designated agent as follows:

Copyright Administrator
Weiss Brown
6263 North Scottsdale Road, Suite 340
Scottsdale, AZ 85250

It is our policy to terminate relationships regarding content with third parties who repeatedly infringe the copyrights of others.

SEVERABILITY

Rights and obligations which by their nature should survive, will remain in full force and effect following termination or expiration of these Terms of Use, including all clauses regarding disclaimer, limitations of liabilities and indemnification.