Retain Health^® Terms of Use

Effective: March 15, 2023

Retain Health, Inc. provides, or may provide in the future, a variety of products and devices (collectively “Products”) that can operate independently or collaborate with software applications, including certain websites and mobile applications. The terms for the Products themselves are provided elsewhere.

These Terms of Use govern your use of Retain Health software services in connection with or independently of the Products, including but not limited to the well-being mobile application and web-based application known as Retain Your Brain (the “App”), RetainYourBrain.com, RetainHealth.com, and the Content (as defined below) (all of the foregoing are individually and collectively referred to as the “Service(s)”). Content means any information, images, software, or other material in whatever form that is displayed or made available by Retain Health or its suppliers under these Terms of Use or the Services.

Please read these terms and conditions (“Terms of Use”) carefully before using the Service because they set forth the important terms you need to know about the Service.

You acknowledge and agree that, as provided in greater detail in these Terms:

OUR SERVICE IS NOT INTENDED FOR EMERGENCY SITUATIONS. IN THE EVENT OF A MEDICAL EMERGENCY, PLEASE CALL 911 OR APPROPRIATE EMERGENCY RESPONDERS.
Retain Health may make unilateral modifications to these Terms of Use.
The application and software is licensed, not sold to you, and you may use the Service only as set forth in these Terms of Use.
Your use of the Service may be subject to separate third-party terms of service and fees, including, without limitation, the terms of service and data, SMS, MMS, and other fees of your mobile network operator (the “Carrier”), which are your sole responsibility.
The Service is provided “as is” without warranties of any kind and Retain Health’s liability to you is limited.
Binding Arbitration: These Terms provide that all disputes between you and Retain Health will be resolved by BINDING ARBITRATION. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract, except for matters that may be taken to small claims court. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury, and you cannot bring your claims as a class action, except in certain circumstances. Please review Section 10 for the details regarding your agreement to arbitrate any disputes with Retain Health.

You must both be located in the United States and at least 18 years of age to use our Products and Services, including to submit any personal information to us through, or in connection with, your use of the App.

In these Terms of Use, the terms “you” and “yours” refer to the person or entity using the Service.

In these Terms of Use, “we,” “our,” “us” and “Retain Health” refer to Retain Health, Inc., a company incorporated in the United States with its principal place of business at 200 Great Road, Suite 238, Bedford, MA 01730.

Before using the Service, registering the Product in the Service, creating an online account for the Service, or engaging in any transactions via the Service (including the installation of any software), you will be asked to agree to our Terms of Use. You agree that when you click the “I consent to” button when using the Service, you affirmatively consent to enter into these Terms of Use electronically with us, and these credentials and processes have the same force and effect as your written signature. Regardless of whether you are asked to agree to these Terms of Use, your use of the Service or Product(s) is your assent to these Terms of Use. If you do not agree to these Terms of Use, do not use the Service or the Products and, if you purchased the Service or Product in the preceding 7 days, contact us for a refund.

Click the links below to read more about each section.

Scope
Privacy
Disclaimer on emergency medical conditions
Medical disclaimers
Use of technology
Service administration
Your obligations
General risks and benefits statement
Miscellaneous
Contact information

1. Scope

Use of the Service is governed by the Terms of Use.

Your use of the Services as part of your participation in the Clinical Trial is governed by these Terms of Use in addition to the Informed Consent and other terms you have been provided by us.

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2. Privacy

When you use our Service, we collect personal information (including but not limited to personal health information) about you. We may match that personal information to the data transmitted to our servers from the other Services or Products you have registered in the Service, so that we can provide you with a personalized experience regarding the use of the Services and Products. You acknowledge the existence of our privacy policy, available here.

Non-Secure Communications.

As part of providing you the Services, we will communicate to you via email and text message, including, without limitation, if you have enrolled in Retain Health’s SMS or Text Messaging Services. Email and text messages are not secure methods of communication and Retain Health cannot ensure the security or confidentiality of messages sent by email or text message. Information, including personal health information, transmitted by email or text message is often not encrypted and could be read by a third party.

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3. Disclaimer on emergency medical conditions

THIS SERVICE IS INTENDED FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE MEDICAL ADVICE. DO NOT USE THE SERVICE FOR MEDICAL EMERGENCY SERVICES. IN AN EMERGENCY, IF WITHIN THE UNITED STATES CALL 911 OR OTHERWISE CALL YOUR LOCAL EMERGENCY ASSISTANCE NUMBER.

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4. Medical disclaimers

THE CONTENT (AS DEFINED BELOW) AVAILABLE THROUGH THIS SERVICE, OR COMMUNICATED TO YOU DIRECTLY OR THROUGH AN APPLICATION, WEBSITE, TOOL, TEXT (SMS MESSAGE), EMAIL, OR ANY OTHER METHOD, IS FOR INFORMATIONAL AND EDUCATIONAL PURPOSES ONLY AND IS NOT A SUBSTITUTE FOR THE PROFESSIONAL JUDGMENT OF A HEALTHCARE PROFESSIONAL IN DIAGNOSING AND TREATING PATIENTS. Retain HEALTH DOES NOT, THROUGH THIS SERVICE, ITS PRODUCTS, OR ANY AVAILABLE FUNCTIONS IN EITHER THE PRODUCTS OR SERVICES, PROVIDE MEDICAL ADVICE, NOR DOES IT PROVIDE MEDICAL PRESCRIPTIONS, TREATMENTS, OR DIAGNOSTIC SERVICES. ADDITIONALLY, THE USE OF THE CONTENT OBTAINED THROUGH THIS SERVICE, AND INFORMATION PROVIDED BY Retain HEALTH IN CONNECTION WITH YOUR USE OF THE SERVICE OR Retain HEALTH PRODUCTS, DOES NOT ESTABLISH A CLINICIAN-PATIENT RELATIONSHIP. DO NOT RELY ON THIS SERVICE TO DIAGNOSE OR TREAT ANY HEALTH CONDITION.

We do not provide advice to you on any issues relating to medical treatment, diagnosis, or clinical support (and advice does not form part of the Service). The Content and the Service are intended solely as resources and informational tools, in particular informational tools to encourage a healthy lifestyle as it relates to brain health. Always seek the advice of a physician or other qualified health provider for any questions you may have regarding a medical condition. Never disregard professional medical advice or delay in seeking it because of something you have seen or read on this Service or through an application, tool, or website of this Service. We are not medical professionals and will not discuss with you, or advise you on, any issues relating to medical treatment or diagnosis.

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5. Use of technology

Authorized and prohibited uses. You may download and temporarily store one or more of the pages of this website for the purposes of viewing them and print copies of the Content, only if downloading or printing is only for non-commercial, informational, personal use, without modification or alteration in any way, and only if you comply with these Terms of Use and applicable laws. Except as may otherwise be expressly authorized by these Terms of Use, you may not otherwise store, reproduce, copy, sell, transmit, publish, distribute, modify, display, use, or otherwise exploit any aspect of this Service or the Content without our express prior written permission. If this Service permits the emailing of certain Content or a link through the use of an “email to a friend” (or similar) icon, you may send that particular Content or link to others by email, as indicated. You must not infringe any Intellectual Property Rights or remove or modify proprietary notices contained in this Service or the Content.

The App currently has (and in the future other parts of the Services may also have) a feature inviting you to provide contact details such as the name, email address, and mobile phone number of a family member or friend (collectively, “Friend”) who can provide you encouragement on your wellness journey. You acknowledge that you are providing this information so that we may send updates about your progress to your Friend and other general updates about your use of the Services, such as, “Your friend is working on making a lifestyle change in the area of eating more fish [or some other brain health topic]. Please contact [your name] to provide encouragement.” You do not need to give us your Friend’s real name, but you must ensure that you have your friend’s permission before sharing their information with us and you want us to share your updates with your Friend. You represent and warrant that if you provide us the email address or mobile number of someone other than yourself, such as through the “email to a friend” feature to share Content or “invite a friend” feature to support your wellness journey, that you have their permission to do so.

Software. Where applicable, any Retain Health software (“Software”) that is made available to download or use from this Service, a website, or an app store is the copyrighted work of Retain Health or its affiliates, licensors, or suppliers. The Software is made available for downloading and use solely for your non-commercial, informational, personal use, pursuant to these Terms of Use, and any reproduction or redistribution of the Software other than as permitted in these Terms of Use is expressly prohibited by law and these Terms of Use. Without limiting the foregoing, you must not and are prohibited from: copying or reproducing the Software to any other server or location for further reproduction or redistribution; reverse engineering any part of the Services; providing, displaying, or distributing any of the Services to a third party; using the Services outside of the United States or for any purpose not expressly authorized by this Agreement; removing, circumventing, disabling, damaging, or otherwise interfering with security-related features of the Software, features that prevent or restrict use or copying of any content accessible through the Software, or features that enforce limitations on use of the Software; or deleting the copyright or other proprietary rights notices on the Mobile Software.

The foregoing license grant is not a sale of the Mobile Software or any copy thereof, and Retain Health or its third-party partners or suppliers retain all right, title, and interest in the Mobile Software (and any copy thereof). Any attempt by you to transfer any of the rights, duties or obligations hereunder, except as expressly provided for in these Terms, is void and unenforceable. Retain Health reserves all rights not expressly granted under these Terms.

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6. Service administration

Registration and passwords. At times, we may require you to have a password and provide registration details to access this Service or portions of this Service. To the extent that we require a password and registration details, the details you provide must be correct, current, and complete. If Retain Health believes that the details are not correct, current, and complete or have been shared or breached, we have the right to refuse you access to the Service, or any of its resources, and subject to applicable local laws to terminate or suspend your account. You are only entitled to register and use the Service with your Product serial number as long as you use this Product only for your own wellbeing.

To contact the technical Retain support team, please contact support@retainhealth.com. For support related to the Services, the main menu will have a link to support that will allow you to submit a support inquiry online.

You must maintain the confidentiality of any passwords you are given to access this Service. You must notify us immediately of any unauthorized use of your passwords that you are aware of.

Updates to the Service. We may enhance, modify, or add any of the functionalities of the Service or substitute them with better functionalities to improve our Service for you. If we do, these Terms of Use will govern any such change unless we agree on replacement terms with you. If we remove any functionalities of the Service, the terms in the “Modification of Terms of Use” section below will apply.

Access arrangements and fees; Clinical Trial Users. Your use of the Service will be in accordance with these Terms of Use. You must procure and are responsible for all software, hardware, interconnections, fees, expenses, costs, and taxes for you to access or use this Service.

We do not currently charge a fee to use this Service as part of a clinical study nor do we charge a fee for the Service for former clinical study participants, but we do not make any warranties that the use of the Service, or all Service features, will always be free of charge. Should you want to use the Service outside of the clinical study, you will be subject to our general Terms of Use.

Linking. Unless otherwise agreed between you and Retain Health, you must not link to any page of this Service except a direct link to the top page (e.g. retainhealth.com) without framing. Moreover, if Retain Health deems your linking practices in relation to this Service to be inappropriate, Retain Health may choose to delete the link or to provide you with notice concerning removal or modification of the inappropriate link, and you must comply with any and all reasonable requirements of Retain Health in this regard.

SMS or Text Messaging Services. We offer you the chance to enroll to receive SMS/text messages from us regarding account-related alerts, reminders, and coaching messages. By enrolling in Retain Health’s SMS/text messaging service, you agree to receive text messages from Retain Health to the mobile phone number you provided, and you certify that your mobile number provided is true and accurate and that you are authorized to enroll the designated mobile number to receive these text messages. You acknowledge and agree that the text messages may be sent using an automatic telephone dialing system and that standard message and data rates apply. Message frequency varies. To unsubscribe from text messages at any time, reply STOP to the text message you received. You consent that following such a request to unsubscribe, you may receive one final text message from Retain Health confirming your request. For help under this section, contact us at support@retainhealth.com.

Access and Feature and Functionality Changes to the Service. While it is Retain Health’s objective to make the Service accessible 24 hours per day, 7 days per week, the Service may be unavailable from time to time for any reason including routine maintenance. You understand and acknowledge that due to circumstances both within and outside the control of Retain Health, access to the Service may be interrupted, suspended, or terminated from time to time. Retain Health will have the right at any time to change or discontinue any aspect of the Service, including functionality, features, Content, hours of availability, and equipment needed for access or use.

Termination of the Service. We may, in our discretion, (1) disassociate a particular Product from your account if and when it comes to our attention that that Product is associated with a different user or different account or is no longer associated with you (for example, when you return a rented Product or a factory reset is performed on the Product), (2) immediately suspend or terminate the Service on notice to you if you are in breach of these Terms of Use, and (3) terminate the Service for convenience by providing you with not less than 3 months’ prior notice (a refund of any prepaid amounts for periods after termination if you purchased a prepaid subscription and some compensation if you purchased perpetual access to the Service less than 3 years prior to termination by us). An example of the reasons we may terminate the Service includes you having not used your account for 12 months or more. In such case, we will notify you that we have noticed you have not been using the App for at least 12 consecutive months and that we intend to deactivate your user account unless you tell us otherwise.

Import/export control. You must not submit any content to this Service or commit any act involving the transfer of information relating to any Content in violation of applicable import/export control, espionage, or national security laws.

Limitations of the Service due to reliance on third parties. The Service relies on certain third-party providers. For example, we rely on mobile operating system vendors and mobile carriers to enable mobile device notifications through the Service. These third-party providers are not our subcontractors, are beyond our control and their services may not operate in a reliable manner or be available 100% of the time.

You are responsible for all fees charged by and terms with your ISP (internet service provider) and mobile phone carrier in connection with your access to and use of the Service.

You acknowledge that, even with respect to the App, these Terms of Use are between you and Retain Health and not with an App Store. Each App Store (such as Google Play or Apple iTunes) may have its own terms and conditions to which you must agree before downloading Apps from that App Store. Your license to use the Apps is conditioned upon your compliance with App Store terms and conditions. To the extent other terms and conditions from an App Store are less restrictive than, or otherwise conflict with, the terms and conditions of these Terms of Use, the more restrictive or conflicting terms and conditions in these Terms of Use apply.

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7. Your obligations

Compliance. You agree to comply with all applicable laws in connection with your use of this Service.

Functional compatibility and system abuse. You will not attempt to and will not damage, corrupt, tamper with, or infect this Service, the Content, or any information or telecommunication system of Retain Health with a virus or other malicious computer program. You will only use this Service for the permitted purposes stated in these Terms of Use, and will not engage in abusive activity with respect to this Service, or undertake any other activity that may adversely affect the use or enjoyment of this Service. You are prohibited from using any services or facilities provided in connection with this Service to compromise security or tamper with system resources or accounts. The use or distribution of tools designed for compromising security (e.g. password guessing programs, cracking tools, or network probing tools) is strictly prohibited. If you become involved in any violation of system security, Retain Health reserves the right to release your details to system administrators at other websites and law enforcement authorities in order to assist them in resolving security incidents.

You must comply with any applicable law that prohibits the use of obscene, defamatory, abusive, threatening, or other language that infringes another person’s or entity’s rights or prohibits harms to another person or entity.

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8. General risks and benefits statement

Potential benefits of participating in the study include learning about Alzheimer’s disease/AD and brain health, while also contributing to research. Based on prior research studies, the risks of participation in our study are low and may include psychological stress due to learning general information about Alzheimer’s and brain health, perceived stress due to the financial costs of AD care and physical discomfort related to lifestyle changes, such as injury from exercise and/or gastrointestinal disturbances from dietary changes. You should consult with your healthcare provider before making any types of changes. The risk of loss of confidentiality and unknown risks also exist.

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9. Miscellaneous

Third-party websites and other information. This Service may contain as a convenience to you, content, links and other information submitted by third parties (not being subcontractors of Retain Health) over whom Retain Health has no control. Retain Health is not responsible for and has not checked and approved the content or these independent sites’ privacy policies (if any). You will need to make your own independent judgement about whether to use any such independent sites, including whether to buy any products or services offered by them.

Retain Health has no obligation to monitor, control, or restrict the use of this Service, or third-party Services accessible via links on this Service. These other websites are not under Retain Health’s control, and you acknowledge that Retain Health is not responsible for the accuracy, copyright compliance, legality, decency, or any other aspect of the content of such websites. The inclusion of a link does not imply endorsement of any website by Retain Health or any association with its operators. Use of such third-party websites may be subject to a third party’s terms and conditions and is at your own risk.

Interpretation. The terms “include” and “including” are meant to be inclusive and mean “include without limitation” or “including without limitation.”

Separate terms and conditions. From time to time in connection with your use of or access to Content contained in certain areas of this Service, you may be asked to consent to terms and conditions in addition to these Terms of Use. You should read carefully any additional terms and conditions before making any use of Content or areas of this Service. Any terms will not vary or replace these Terms of Use regarding any use of this Service, unless otherwise expressly stated.

Assignment.You may not assign or otherwise transfer any of your rights under these Terms of Use, and any attempt to do so will be null and void. Retain Health may, in its discretion, assign without further consent or notification, any or all contractual rights and obligations pursuant to these Terms of Use if some or all of the business of Retain Health is transferred to another entity by way of merger, sale of all or substantially all of its assets, or other change of control.

Dispute resolution; applicable law and forum. Retain Health has no obligation to become involved in any dispute between a user and any other person. Any dispute arising in connection with this Service or Terms of Use will be exclusively governed by and construed in accordance with the laws of the State of Massachusetts without regard to its conflict of law principles. Retain Health and you agree that all disputes arising under these Terms of Use must be brought by you in your individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding, and must be resolved by confidential binding arbitration administered by the American Arbitration Association (AAA) in Boston, Massachusetts, or another forum mutually agreed upon by you and Retain Health, pursuant to the Commercial Arbitration Rules (Rules) of the AAA by a sole arbitrator nominated by agreement of you and Retain Health and confirmed in accordance with the Rules. Retain Health will pay the arbitration fee of AAA. Retain Health may, at its election, consolidate similar individual actions into a class if a reasonably significant number of claims are filed in a similar time frame or they may be batched as provided below. If AAA is not hearing consumer commercial disputes at the time, Retain Health may select another arbitral body in its sole discretion. The arbitrator’s award shall be binding and may be entered as a judgment in a court of competent jurisdiction. You agree that Retain Health is entitled to obtain preliminary injunctive relief to the extent allowed by law to enforce any of the terms of these Terms of Use pending a final arbitral decision.

Process. Notwithstanding anything to the contrary, the following processes apply to all arbitrations and dispute resolution under these Terms of Use. Prior to a party initiating arbitration, it must request and then both parties must participate in a mandatory individualized conference with the claimant detailing the factual basis for its claim and calculation of damages so that the defending party can reasonably evaluate the claim and engage in settlement discussions. Upon requesting arbitration, you must file an individual requests, setting out the identity of the plaintiff and the plaintiff’s counsel, a detailed description of the legal claims being asserted and the requested relief, including a good-faith calculation of the specific amount in dispute. When 100 or more requests of a similar nature are filed at the same time (ie, within 30 days of each other), the arbitrations will be administered in batches of 100 cases each, with one arbitrator and one set of administrative fees per batch. Either party may request online dispute resolution, which request will be honored by the other party.

Exceptions. Nothing in these Terms of Use waives, precludes, or otherwise limits the right of either of us to: (i) bring an individual action in small claims court; (ii) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (iii) seek injunctive relief in a court of law; or (iv) to file suit in a court of law to address an intellectual property infringement claim.

Modification of Terms of Use. These Terms of Use constitute the complete agreement between you and Retain Health with respect to their subject matter and supersede any prior agreement or communication, unless agreed upon individually. These Terms of Use are subject to change from time to time. If so, Retain Health will post notice of modifications to these Terms of Use that become effective 30 days after they are posted. However, changes addressing new functions for the Service or changes made for legal reasons are effective immediately unless re-acceptance is required by applicable laws. In any event, we will ask you to re-accept the modifications to the Terms of Use. If you do not agree to the modified Terms of Use, we may opt to terminate the Service for convenience, as permitted by applicable laws.

If any term or provision of these Terms of Use is found to be invalid, illegal, or otherwise unenforceable, that finding does not affect the other terms or provisions of these Terms of Use, or the whole of these Terms of Use. Instead of the invalid provision, the parties will agree on a valid provision that comes nearest to the initial intention and purpose of the invalid provision.

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