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Effective August 08, 2023
These Terms of Use outline the legal rights of the parties and govern Patients’ (“Patients,” “You” or “Your”) use of Spire Health’s patient application as applicable, and any of the materials we make available to You through the Services. The Application and Devices are owned by Spire, Inc., doing business as Spire Health (collectively, “We,” “Us,”“Our” or “Spire Health”). The Application, Devices and any related services We may provide are all referred to as the “Services” in these Terms.
PLEASE READ THESE TERMS AND OUR PRIVACY POLICY CAREFULLY, AS THEY DESCRIBE YOUR LEGAL RIGHTS AND OBLIGATIONS WITH RESPECT TO YOUR USE OF THE APPLICATION AND THE DEVICE. YOU CONSENTED TO THESE TERMS OF USE IN WRITING WITH YOUR PROVIDER DURING THE ENROLLMENT PROCESS. BY ACCESSING THE SERVICE, YOU ACCEPT AND AGREE TO BE BOUND BY THESE TERMS, INCLUDING THE ARBITRATION CLAUSE AND OUR PRIVACY POLICY. THESE TERMS ARE APPLICABLE TO PATIENTS.
Patients are provided Spire Health Tags (“Tags”) and access to Our Application (“Application”) that will be preloaded onto a mobile device (collectively, the Application and mobile device are the “Hub” and altogether, the Tags, Application, and mobile device are Spire “Devices”). Our Devices are provided free of charge by Spire Health on behalf of Your health care provider (“Provider”) to do the following:
(1) Onboard You into Spire Health’s remote patient monitoring program with Your Provider.
(2) Use the Devices to record and automatically transmit physiological data including Your respiration, pulse rate, sleep, and activity data to Your Provider and detect deviations from Your baseline physiological and activity data to trigger notifications to Your Provider; and
(3) Access certain information about You (e.g. sleep time, active time, steps-related data).
To be clear, Spire Health does not provide any healthcare services. SPIRE HEALTH IS NOT A MEDICAL SERVICE PROVIDER OR AN EMERGENCY RESPONDER, nor is it a health insurance company or licensed to sell health insurance.
PLEASE READ THESE TERMS AND OUR PRIVACY POLICY CAREFULLY, AS THEY DESCRIBE YOUR LEGAL RIGHTS AND OBLIGATIONS WITH RESPECT TO YOUR USE OF THE APPLICATION AND THE DEVICES. YOU CONSENTED TO THESE TERMS OF USE IN WRITING WITH YOUR PROVIDER.
Your Use of the Spire Health Services
By using the Service, You represent and warrant:
(A) Your registration data is true, accurate, current, and complete.
(B) You are at least 18 years of age.
(C) You will update Your registration data to make sure it is accurate.
DO NOT USE THE SERVICES WHERE PROHIBITED BY LAW. YOU UNDERSTAND THAT YOUR USE OF THE SERVICES MAY INVOLVE OR REQUIRE THE TRANSMISSION OF SIGNIFICANT AMOUNTS OF DATA. YOU ARE RESPONSIBLE FOR ALL DATA CHARGES THAT MAY BE CHARGED BY YOUR INTERNET SERVICE PROVIDER OR THAT MAY OTHERWISE ARISE FROM YOUR USE OF THE SERVICES.
No Medical Advice
Our Service provides an online option for communicating with Your health care providers about medical conditions that are not serious or life threatening. It is NOT intended for use in connection with active patient monitoring to allow immediate clinical action or real-time monitoring by a health care provider or the patient. IF AT ANY TIME YOU ARE CONCERNED ABOUT YOUR CARE OR THE TREATMENT, OR YOU BELIEVE OR SOMEONE ELSE ADVISES YOU THAT YOU HAVE A SERIOUS OR LIFE-THREATENING CONDITION, CALL 9-1-1 IN AREAS WHERE THAT SERVICE IS AVAILABLE, OR GO TO THE NEAREST OPEN CLINIC OR EMERGENCY ROOM.
THE SERVICES CANNOT AND ARE NOT DESIGNED, INTENDED OR APPROPRIATE TO REPLACE THE RELATIONSHIP YOU HAVE WITH YOUR PROVIDERS OR TO ADDRESS SERIOUS, EMERGENCY OR LIFE-THREATENING MEDICAL CONDITIONS AND SHOULD NOT BE USED IN THOSE CIRCUMSTANCES. YOU SHOULD ALWAYS TALK TO YOUR HEALTH CARE PROVIDERS FOR DIAGNOSIS AND TREATMENT OF YOUR CONDITIONS.
Your Provider may base some of their medical advice on the personal health data that is collected from the Device. Please consult Your Provider if You have any questions about a medical condition, or before taking any drug, changing Your diet or commencing or discontinuing any course of treatment.
THE FACT THAT YOUR PROVIDER IS USING OUR SERVICES DOES NOT MEAN THAT SPIRE HEALTH ENDORSES OR RECOMMENDS THE PROVIDER, AND SPIRE HEALTH DOES NOT CONFIRM THE CREDENTIALS OF ANY PROVIDERS. SPIRE HEALTH DOES NOT CONTROL THE MEDICAL ADVICE YOUR HEALTHCARE PROVIDERS GIVE YOU, AND SPIRE HEALTH DOES NOT HAVE ACCESS TO OR USE ANY OF THAT ADVICE. IT IS YOUR RESPONSIBILITY TO SEPARATELY CONFIRM THAT A HEALTHCARE PROVIDER IS PROPERLY LICENSED.
Spire Health is not liable in any way for any malpractice or substandard treatment Your Provider may provide. You are using the Services at Your own risk.
Right to Change Terms and Conditions
Spire Health may, at any time, modify, discontinue or terminate the Services or modify these Terms, without prior notice to You. If we modify these Terms, we will post the changes on our website or send the changes to You at the email address You provided to Us when You registered Your account. If You continue to use the Services after we have notified You about the changes, You agree to be bound by the modified Terms. If the changes are not acceptable to You, You should immediately stop using the Services.
Some features of the Services may be subject to different terms and conditions. If You use those features, You agree to be bound by the additional terms of use applicable to such features. If any such additional terms conflict with these Terms, the additional terms will govern with respect to such features.
Privacy
Spire Health respects the information You provide to us. Please see our Privacy Policy for an explanation of how we collect and handle Your personal information. By accessing or using the Services You acknowledge and agree to the provisions of the Privacy Policy and affirm that the Privacy Policy forms apart of these Terms.
By using the Services and accepting these Terms, You acknowledge that Spire Health will share Your personal information collected by the Services with Your Provider.
Spire Health is not responsible for nor liable to You or any third party for a Provider’s treatment of personal information, including any collection, use, disclosure, storage, loss, theft or misuse of Your personal information, whether or not such treatment violates applicable law or the Provider’s Notice of Privacy Practices.
Intellectual Property
The Services and their entire contents, features and functionality (including but not limited to all information, text, displays, images, videos and audio, and the design, selection and arrangement therein)are owned or licensed by Spire Health and are protected by United States copyright, trademark, patent, trade secret, and other intellectual or proprietary rights laws.
Patient License: Spire Health grants to Patients, for Your personal purposes only, a non-exclusive, non-transferrable, limited and revocable license to access and use the Service during the term of this Agreement, so long as You comply with these Terms. You agree not to use the Service for any other purpose, including commercial purposes, such as co-branding, framing, linking, or reselling any portion of the Service without our prior written consent. You may not use Spire Health’s name, trademarks, service marks, or logos or those of third parties appearing on the Services in any advertising or publicity, or otherwise to indicate Spire Health's or such third party’s sponsorship of or affiliation with any product or service without express written permission of Spire Health or such third party.
You own Your Personal Information and any other content that You post on or through the Services. For Spire Health to provide You with the Services, You grant to Spire Health, a perpetual, non-exclusive, fully paid and royalty-free, transferable, sub licensable, worldwide license to use Your content, including any Feedback (defined below) You provide related to the Services, for the purpose of providing the Services. You also agree to allow Spire Health to de-identify and anonymize Your content, including, without limitation, Your personal health information, and to use or disclose such de-identified information, for purposes of Spire Health’s management, operations, or administration of its business and the Services, as further described in the Privacy Policy.
Spire Health and our licensors own and reserve all rights, title and interest in and to the Service, including all intellectual property rights. You agree and promise to abide by all copyright notices, trademark rules, information, and restrictions contained in the Services, and shall not use, copy, reproduce, modify, translate, publish broadcast, transmit, distribute, perform, upload, display, license, sell, or otherwise exploit the Services and any content therein for any purpose other than as expressly authorized by these Terms (i) without Spire Health’s prior written consent or (ii) in a way that violates someone else’s rights.
Internet Services
With the exception of the Devices and any other device provided to You that is pre-loaded with the Application, You are responsible for obtaining internet services required for allowing the Application to connect to the Devices as well as transmit Your information to Your Provider. There are always security and access availability risks associated with using open networks such as the Internet, and You expressly assume such risks. You are responsible for the data security of the systems used to access the Service and for the transmission and receipt of information using such systems. We are not responsible for any errors or problems that arise from the malfunction or failure of the Internet or Your system.
Prohibited Uses
You must only use the Application and Services in accordance with all applicable international, federal, state and local laws, and may not post or transmit anything that would give rise to any civil or criminal liability for any party or otherwise violates any law. While using the Services, You shall not:
Spire Health may investigate and prosecute violations of any of the above to the fullest extent of the law. Spire Health may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. Spire Health has no obligation to monitor Your access to or use of the Services, however, Spire Health may do so for the purpose of operating the Services to ensure Your compliance with these Terms and the Privacy Policy, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. Spire Health reserves the right, at any time and without prior notice, to remove or disable access to any of its materials that Spire Health decides is in violation of these Terms, the Privacy Policy, or otherwise harmful to the Services, or to modify, suspend or discontinue the Services at any time. We will not be liable if, for any reason at all, all or any part of the Services are unavailable for any period.
Third-Party Sites
The Services may provide content and material from, and links and references to, third-party website or resources not controlled by Spire Health (“Third Party Content”). We may also rely on such Third-Party Content for services to be rendered to You or Us. Third Party Content specifically includes, but is not limited to, all information and postings by You. You acknowledge and agree that Spire Health neither endorses nor is responsible or liable for the availability, accuracy, currency or reliability of any Third-Party Content. Any concerns regarding such Third-Party Content should be directed to the third party. Under no circumstances will Spire Health be liable for any loss or damage caused by any use or reliance on Third Party Content or any purchase or use of goods or services from any third party referenced on the Services. Nothing on the Services shall be deemed to be a recommendation of any third-party, Third-Party Content or third-party products or services, or to constitute any representation or warranty as to a third party’s qualifications, services, products, offerings, information or any other content. Spire Health does not provide, sell, license, or lease any of the Third-Party Content other than those specifically identified as being provided by Spire Health subject to the Terms of Use.
Warranty Disclaimers
THE SERVICES ARE PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. SPIRE HEALTH ALSO EXPLICITLY DISCLAIMS WARRANTIES OF ANY KIND, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. SPIRE HEALTH MAKES NO WARRANTY THAT THE SERVICES OR MATERIALS WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, RELIABLE OR ERROR-FREE BASIS. SPIRE HEALTH MAKES NO WARRANTY REGARDING THE QUALITY OF ANY SERVICES OR MATERIALS PURCHASED OR OBTAINED THROUGH THE SERVICES OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT OBTAINED THROUGH THE SERVICES. SPIRE HEALTH WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY IMPACT THE SERVICES.
SPIRE HEALTH DOES NOT CONTROL, ENDORSE OR TAKE RESPONSIBILITY FOR ANY THIRD-PARTY SERVICES, PRODUCTS OR CONTENT AVAILABLE ON OR LINKED TO THE SERVICES OR THE ACTIONS OF ANY THIRD PARTY OR USER.
Limitation of Liability
NEITHER SPIRE HEALTH, NOR ANY OTHER PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES OR MATERIALS WILL BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR INABILITY TO USE THE SERVICES, OR MATERIALS, OR FROM ANY COMMUNICATIONS WITH OTHER PERSONS (INCLUDING YOUR PROVIDER, AS APPLICABLE) WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT SPIRE HEALTH HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.
ACCESS TO, AND USE OF, THE SERVICES IS AT YOUR OWN DISCRETION AND RISK. IF YOU ARE NOT SATISFIED WITH THE SERVICES, THE MATERIALS, OR THE TERMS, YOU SHOULD DISCONTINUE USING THEM – THIS IS YOUR ONLY REMEDY. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SOME OF THESE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH STATES, SPIRE HEALTH’S LIABILITY IS LIMITED AND WARRANTIES ARE EXCLUDED TO THE GREATEST EXTENT PERMITTED BY LAW, BUT SHALL, IN NO EVENT, EXCEED $100.00. YOU MUST BRING ANY CLAIM ARISING FROM THE USAGE OF THE SERVICES OR MATERIALS WITHIN ONE (1) YEAR OF THE EVENT FROM WHICH THE CLAIM AROSE.
Indemnification
You agree to indemnify, defend and hold harmless Spire Health, its clients and its suppliers and their respective affiliates, employees, officers, directors, agents, servants and representatives of each from any liability, loss, claim, suit, damage, and expense (including reasonable attorneys' fees and expenses) arising out of or in any way connected with Your access to or use of the Services or Spire Health’s materials, Your violation of these Terms, or any negligent or wrongful conduct by You or related to Your account by You or any other person accessing the Services or Spire Health materials through Your account.
Governing Law and Dispute Resolution
These Terms shall be governed by the laws of the State of California, without regard to any conflicts of laws principles and without application of the UN Convention on Contracts for the International Sale of Goods. Any dispute, claim or controversy arising from or relating to these Terms shall be settled in binding arbitration in California before a single arbitrator, in accordance with the rules and procedures of the American Arbitration Association. The arbitrator may, but does not have to, award legal fees, arbitrator’s fees and other costs incurred by the party that does not win the dispute. Any such dispute, claim or controversy shall be arbitrated on an individual basis and shall not be consolidated in any arbitration with any dispute or claim of any other party. By using the Services, You hereby waive all rights to trial in any action or proceeding instituted in connection with these Terms or the Service. Any arbitration will be strictly confidential and neither party will disclose to any person (other than those necessary to carry out the arbitration) the existence of the dispute or any aspect of the dispute. The judgment or award of the arbitrator may be enforced in the courts of the County of Santa Clara, California.
Feedback
We welcome and encourage You to provide Us with feedback, comments and suggestions for improvements to the Services or materials(“Feedback”). You may submit Feedback by emailing Us at hello@spire.io. If You submit any Feedback to Us, Spire Health and our successors and assignees will own all intellectual property rights in such Feedback and may use such Feedback for any lawful purpose. Spire Health may freely use, copy, disclose, sublicense, distribute, display and exploit feedback in connection with any of our products or services in any manner without any obligation, payment, royalty or restriction based on intellectual property rights, confidentiality or otherwise.
Entire Agreement
These Terms and any Master Service Agreement are the entire and exclusive understanding and agreement between You and Spire Health regarding the Services, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Spire Health and You regarding the Services. If there is any conflict between these Terms and a signed Master Service Agreement between You and Spire Health related to the Service, the Master Service Agreement will control.
Assignment
You may not assign or transfer these Terms, by operation of law or otherwise, without Spire Health’s prior written consent. Any attempt by You to assign or transfer these Terms, without such consent, will be null and void. Spire Health may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
General Legal Provisions
No waiver of rights by either party shall constitute a subsequent waiver of any right under this Agreement and all waivers must be in writing. If any provision of this Agreement is determined to be invalid, illegal or unenforceable, the remaining provisions of the Agreement remain in full force, provided that the essential terms and conditions of this Agreement remain valid, binding and enforceable and the economic and legal substance of the transactions contemplated by the Agreement are materially preserved.
The United States export control laws regulate the export and re-export of technology originating in the United States. This includes the electronic transmission of information and software to foreign countries and to certain foreign nationals. You agree to abide by these laws and their regulations.
Nothing in this agreement creates an agency, partnership, or joint venture. Failure to enforce any provision will not constitute a waiver of that provision.
Contact Information
Spire, Inc. is headquartered in San Francisco, CA, in theUnited States of America.
Spire, Inc.
555 De Haro Street,
San Francisco, CA 94107
Specific questions and comments should be directed to the appropriate department via our Contact Us page. While we make every effort to respond to all emails within 1 business week, we cannot guarantee a response to every electronic communication.
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