Terms of Use

INTRODUCTION

BrainCheck, Inc. (“BrainCheck”, “us” or “we”) provides technology for organizations (e.g., high schools, universities, local sports teams, etc., “Organizations”) and individuals, families, friends, students, athletes and others (together with Organizations, collectively, the “Users” or “you”) to measure and track information about cognitive health. BrainCheck’s technology may be delivered to you through its website located at braincheck.com (the “Website”), its mobile software application (the “BrainCheck App”), or through schools, doctors and other third parties using one or more software applications (the “Applications”). The technology and services provided through the Website, the BrainCheck App and the Applications are collectively hereinafter referred to as the “Services.”

IMPORTANT! THESE TERMS OF USE (THE “AGREEMENT”) GOVERN YOUR USE OF THE WEBSITE, THE BRAINCHECK APP, THE APPLICATIONS AND THE SERVICES. IF YOU ARE AGREEING TO THIS AGREEMENT ON BEHALF OF AN ORGANIZATION, REFERENCES TO “YOU” OR “YOUR” SHALL MEAN YOU, THE ORGANIZATION AND ANY OTHER USER ACCESSING AND USING THE SERVICES ON BEHALF OF SUCH ORGANIZATION. BY CLICKING “I AGREE”, DOWNLOADING, USING, CONFIGURING OR ACCESSING THE WEBSITE, THE BRAINCHECK  APP, THE APPLICATIONS OR THE SERVICES OR OTHERWISE SIGNIFYING YOUR ACCEPTANCE OF THIS AGREEMENT, YOU REPRESENT AND WARRANT THAT (A) YOU ARE AUTHORIZED TO ENTER THESE TERMS OF SERVICE FOR AND ON BEHALF OF YOURSELF (AND YOUR ORGANIZATION), AND ARE DOING SO, (B) YOU (AND YOUR ORGANIZATION) CAN LEGALLY ENTER INTO THIS AGREEMENT AND (C) YOU HAVE READ AND UNDERSTAND AND AGREE THAT YOU (AND YOUR ORGANIZATION AND ALL RELATED USERS) SHALL BE BOUND BY THIS AGREEMENT AND BRAINCHECK’S PRIVACY POLICY (HTTP://WWW.BRAINCHECK.COM/PRIVACY-POLICY/) (THE “PRIVACY POLICY”) AND ALL MODIFICATIONS AND ADDITIONS PROVIDED FOR. IF YOU DO NOT AGREE TO THIS AGREEMENT OR THE PRIVACY POLICY, PLEASE DO NOT USE ANY OF THE SERVICES.

PLANS

To access and use the Services, you (or someone else on your behalf) must select and pay for one of the plans described on the Website (as modified from time to time, the “Plans”). The Plans define the scope of the Services, including, the number of Users and the specific features to which you will have access.

MODIFICATIONS

BrainCheck reserves the right, at its sole discretion, to change, modify, add, or remove portions of this Agreement at any time by posting the amended Agreement to the Website, the BrainCheck App and/or the Applications.  If BrainCheck updates this Agreement, it will update the “Last Modified” date at the top of this Agreement.  Please check this Agreement. Your continued use of the Website, the BrainCheck App, the Application or the Services after the posting of changes constitutes your binding acceptance of such changes. In the event that a change to this Agreement materially modifies your rights or obligations (including applicable fees), BrainCheck will make reasonable efforts to notify you of such change. BrainCheck may provide notice through a pop-up or banner within the Website, the BrainCheck App and/or the Applications, by sending an email to any address you may have used to register for an account, or through other similar mechanisms. Additionally, if the changed Agreement materially modifies your rights or obligations, BrainCheck may require you to provide consent by accepting the changed Agreement. If BrainCheck requires your acceptance of the changed Agreement, changes are effective only after your acceptance. For all other changes, except as stated elsewhere by BrainCheck, such amended Agreement will automatically be effective, replacing the previously-effective Agreement, thirty (30) days after they are initially posted on the Website, the BrainCheck App and/or the Applications.  IF AT ANY TIME YOU DO NOT AGREE TO THIS AGREEMENT, PLEASE IMMEDIATELY TERMINATE YOUR USE OF ALL SERVICES.

To the extent that any modifications to this Agreement are not allowed under applicable laws, the prior most recent version of the Agreement shall continue to apply.

USE OF THE SERVICES

The Services may include material, such as software, text, graphics, images, video, audio, data and other material (collectively referred to as the “Content”). The Content may be owned by us or others, including other Users of the Services or other third parties (the “Third-Party Content”). BrainCheck makes no claim of ownership in connection with any Third-Party Content and makes either licensed use or fair use of such Content. The Content is protected by copyright under both United States and foreign laws. Unauthorized use of the Content may violate copyright, trademark, and other laws. You have no rights in or to the Content and you may not use the Content except as specifically permitted under this Agreement.

BrainCheck is a trademark of BrainCheck, Inc. All other trademarks referenced, depicted, or otherwise used in connection with the Services (the “Third-Party Trademarks”) belong to their respective owners or licensees and BrainCheck is not affiliated with, sponsored by, or otherwise associated with such entities unless such a relationship is explicitly identified in the Services. The Third-Party Trademarks may not be used to disparage any applicable third-party, any of their products or services, or in any manner in which, in our reasonable judgment, may damage any goodwill in the Third-Party Trademarks.

The Services may include links to, and content and data from, third-party websites (“External Sites”). These links, content, and data are provided solely as a convenience to you and not as an endorsement by us of the content on such External Sites. The content of such External Sites is developed and provided by others. In addition, the Services may contain content posted, stored, or displayed at the direction of users of the Services, for which we cannot accept any responsibility or liability.

The Services shall only be used in accordance with the applicable Plan that you are authorized to access and use. The following activities are expressly prohibited: (i) collecting usernames and/or email addresses of other users by electronic or other means for the purpose of sending unsolicited email or other communications, (ii) any use of the Services, which in our sole judgment, degrades the reliability, speed, or operation of the Services or any underlying hardware or software thereof, and (iii) any use of the Services that is unlawful or in violation of this Agreement. Installing the BrainCheck App grants BrainCheck the right to send the identifiers for your device to third parties for the use of advertising.

ELIGIBILITY

The Services are for use by individuals 13 years of age or older. By using the Services, you represent and warrant that you are at least 13 years old and that your parent or guardian has consented to your access and use of the Services.

To sign-up for a Plan, you must be at least 18 years old and you represent and warrant that you are at least 18 years old and otherwise legally qualified to enter into and form contracts under applicable law.

Access and use of the Services is subject, in our sole discretion, to termination at any time. This Agreement is void where prohibited by law.

LICENSE TO USE THE SERVICES

We are providing you with access to use the Services pursuant to a limited, non-exclusive, non- sublicenseable, non-transferable, revocable license with respect to the Services you (or someone on your behalf) purchased based upon the Plan and the fees that were paid. You can use the Services solely in accordance with the applicable Plan and the terms and conditions of this Agreement.  This license is available to you as long as your account is not terminated by us, your Organization or by you. If this Agreement is not valid or enforceable where you are located, you may not use the Service. BrainCheck reserves all right, title, and interest not expressly granted under this license to the fullest extent possible under applicable laws.

The Services, including the Website, the BrainCheck App and the Applications, or any portion thereof, may not be reproduced, duplicated, copied, modified, sold, resold, distributed, visited, or otherwise exploited for any commercial purpose without the express written consent of BrainCheck. Except as expressly set forth herein, this Agreement grants you no rights in or to the intellectual property of BrainCheck or any other party. The license granted in this section is conditioned on your compliance with the terms and conditions of this Agreement. In the event that you breach any provision of this Agreement, the license and your rights under this section will immediately terminate.

CONSENTS

If you are accessing and using the Services on behalf of an Organization (e.g., as a coach using the Services for her team, etc.) or otherwise providing access and use of the Services on behalf of a User other than yourself, you shall obtain all releases, waivers, approvals and other consents (collectively, the “Consents”) necessary for any User who may access and use the Services in accordance with the requirements of your Organization and all applicable laws and practices, including the Consents of the parents or guardians of all Users who are under 18.

TERMS RELATING TO THE USE OF THE BRAINCHECK APP

When accessing the Services through the BrainCheck App that was downloaded from an app store or app distribution platform, such as the Apple App Store or Google Play, (the “App Provider”), you acknowledge and agree that: (a) this Agreement is concluded between us, and not with the App Provider, and that we are solely responsible for the BrainCheck App (not the App Provider); (b) the App Provider has no obligation to furnish any maintenance and support services with respect to the BrainCheck App; (c) in the event of any failure of the BrainCheck App to conform to any applicable warranty, (i) you may notify the App Provider and the App Provider will refund the purchase price for the BrainCheck App to you (if applicable), (ii) to the maximum extent permitted by applicable law, the App Provider will have no other warranty obligation whatsoever with respect to the BrainCheck App, and (iii) any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be our responsibility; (d) the App Provider is not responsible for addressing any claims you have or any claims of any third party relating to the BrainCheck App or your possession and use of the BrainCheck App, including, but not limited to: (i) product liability claims; (ii) any claim that the BrainCheck App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation; (e) in the event of any third party claim that the BrainCheck App or your possession and use of the BrainCheck App infringes that third party’s intellectual property rights, we will be responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by this Agreement; (f) the App Provider, and its subsidiaries, are third party beneficiaries of this Agreement as it relates to your license of the BrainCheck App, and that, upon your acceptance of the terms and conditions of this Agreement, the App Provider will have the right (and will be deemed to have accepted the right) to enforce this Agreement as related to your license of the BrainCheck App against you as a third party beneficiary thereof; and (g) you must also comply with all applicable third party terms of service, including the Apple App Store Terms and Conditions and the Usage Rules or the Google Play Terms of Service, when using the BrainCheck App.

GOVERNMENT USE

The Services are “Commercial Items”, as that term is defined at 48 C.F.R. §2.101, consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation”, as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished-rights are reserved under the copyright laws of the United States. Any use of the Services beyond the scope of the foregoing license is strictly prohibited.

RESTRICTIONS

Except with our written permission, you shall not:

  • Attempt to impersonate another User or use another User’s BrainCheck account information without authorization;
  • Use or distribute the Services for your own scientific or clinical research purposes;
  • Violate or attempt to violate BrainCheck’s security features, including logging into a server that you are not authorized to access, or probing the vulnerability of BrainCheck systems and networks;
  • Decipher, decompile, disassemble, reverse engineer, modify, translate, reverse engineer or otherwise attempt to derive source code, algorithms, tags, specifications, architectures, structures or other elements of the BrainCheck App, the Applications or any of the Services, in whole or in part (except to the extent that the laws of your jurisdiction make such restrictions unenforceable);
  • Use any of the Services for the benefit of anyone other than your Organization, yourself or others included under the applicable Plan, including selling, reselling, distributing, hosting, leasing, renting, licensing or sublicensing, in whole or in part, any of the Services, for hosting or time-sharing services, or as part of a service bureau or outsourcing offering;
  • Prepare any derivative work of the BrainCheck App, the Applications or any of the Services, or any other program based upon any of the Services;
  • Reproduce, modify, adapt, translate or otherwise make any changes to the BrainCheck App, the Applications or the Services or any part thereof;
  • Copy, disclose, or distribute any data available on or through the BrainCheck App, the Applications or any of the Services, in any medium, including without limitation, by any automated or non-automated “screen scraping,” “database scraping” or any other activity with the purpose of obtaining content or other information;
  • Access or search the Services by any means other than our publicly supported interfaces;
  • Interfere with other Users’ use and enjoyment of the Services;
  • Use BrainCheck or any trademarks, trade names, service marks, copyrights, or logos of BrainCheck, in unsolicited mailings, spam material, contests or surveys, or to create the impression that such items are associated with you;
  • Violate any third party’s rights, including intellectual property or privacy rights;
  • Threaten, stalk, harm, or harass others; or engage in activity in connection that is fraudulent, abusive, defamatory, illegal or otherwise inappropriate
  • Use bots or other automated methods to: access any of the Services, send or redirect messages or perform any other activities through any of the Services;
  • Use any of the Services for any unlawful or inappropriate activities, such as transmission of deceptive messages, or harassment;
  • Engage in “framing,” “mirroring,” or otherwise simulating the appearance or function of the BrainCheck App, the Applications or any of the Services or place pop-up windows over the Website’s pages;
  • Deep-link to any of the Services without BrainCheck’s consent; or
  • Share or disclose information of other Users without their express consent.

Engaging in any prohibited uses is grounds for immediate termination of your right to use the Services, and may also subject you to civil and criminal penalties.

INDEMNITY

You agree to defend, indemnify, and hold BrainCheck and its affiliates and their respective  employees, directors, officers, affiliates, contractors, agents and its third-party suppliers, licensors, and partners (collectively, the “BrainCheck Parties”) harmless from and against any claims, actions or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from your breach of the terms and conditions of this Agreement, including your failure to obtain any necessary Consents, or your uploading of, access to, or use or misuse of the Content or the Services. We shall provide notice to you of any such claim, suit, or proceeding and shall assist you, at your expense, in defending any such claim, suit or proceeding. We reserve the right to assume the exclusive defense and control of any matter that is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting our defense of such matter.

DISCLAIMER OF WARRANTY AND LIMITATION OF LIABILITY

IN NO EVENT SHALL BRAINCHECK OR ANY OF THE BRAINCHECK PARTIES BE LIABLE WITH RESPECT TO THE SERVICES FOR (A) IN THE AGGREGATE, ANY AMOUNT IN EXCESS OF THE FEES PAID BY YOU TO USE THE SERVICES; (B) LOST PROFITS, LOST DATA, OR FAILURE TO MEET ANY DUTY INCLUDING WITHOUT LIMITATION GOOD FAITH AND REASONABLE CARE ARISING OUT OF YOUR ACCESS TO OR USE OF THE SERVICES; OR (C) ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, EVEN IF A WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

YOU AGREE THAT THIS LIMITATION OF LIABILITY REPRESENTS A REASONABLE ALLOCATION OF RISK AND IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN BRAINCHECK AND YOU. YOU UNDERSTAND THAT THE SERVICES WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS.

YOU AGREE THAT USE OF THE SERVICES IS AT YOUR OWN SOLE RISK AND THAT THE SERVICES ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT PERMITTED BY LAW, BRAINCHECK AND EACH OF THE BRAINCHECK PARTIES EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE SERVICES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT.

BRAINCHECK STRIVES TO MAINTAIN THE SERVICES ON A COMMERCIALLY REASONABLE BASIS BUT CANNOT GUARANTEE THAT YOU WILL HAVE ACCESS TO THE SERVICES AT ALL TIMES.

BRAINCHECK AND EACH OF THE BRAINCHECK PARTIES, MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE SERVICES OR THE CONTENT (INCLUDING THE USER CONTENT), INCLUDING BUT NOT LIMITED TO ITS ACCURACY, RELIABILITY, COMPLETENESS, TIMELINESS, OR RELIABILITY.

NEITHER WE NOR ANY OF THE BRAINCHECK PARTIES SHALL BE SUBJECT TO LIABILITY FOR TRUTH, ACCURACY, OR COMPLETENESS OF ANY INFORMATION CONVEYED TO USERS OF THE SERVICES OR FOR ERRORS, MISTAKES OR OMISSIONS THEREIN OR FOR ANY DELAYS OR INTERRUPTIONS OF THE DATA OR INFORMATION STREAM FROM WHATEVER CAUSE. YOU AGREE THAT YOUR USE OF THE SERVICES AND THE CONTENT IS AT YOUR OWN RISK.

WE MAKE NO WARRANTY THAT THE SERVICES, THE BRAINCHECK APP OR THE APPLICATIONS WILL OPERATE ERROR FREE OR THAT THE SERVICES, OUR SERVER(S), OR THE CONTENT ARE FREE OF COMPUTER VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES. IF YOUR USE OF THE SERVICES OR THE CONTENT RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, WE SHALL NOT BE RESPONSIBLE FOR THOSE COSTS.

THE BRAINCHECK APP, THE APPLICATIONS, THE SERVICES AND CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND. WE HEREBY DISCLAIM ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE WARRANTY OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE.

Some states do not allow exclusion of implied warranties or limitation of liability for incidental or consequential damages, so the above limitations or exclusions may not apply to you. IN SUCH STATES, OUR LIABILITY SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

If you have a dispute with any other Users (including any Organization) or other third parties, you hereby release BrainCheck and each of the BrainCheck Parties from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”

THESE LIMITATIONS OF LIABILITY ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY YOU BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED ON ANY EXTERNAL SITES OR OTHERWISE BY THIRD PARTIES OTHER THAN BRAINCHECK AND RECEIVED THROUGH OR ADVERTISED ON ANY OF THE SERVICES OR RECEIVED THROUGH ANY EXTERNAL SITES.

THE SERVICE DOES NOT PROVIDE PROFESSIONAL MEDICAL SERVICES OR ADVICE; NO DOCTOR-PATIENT RELATIONSHIP

BrainCheck provides the Services for informational purposes only. THE SERVICES DO NOT CONTAIN OR CONSTITUTE, AND SHOULD NOT BE INTERPRETED AS, MEDICAL ADVICE OR OPINION. BrainCheck is not a medical professional, and BrainCheck does not provide medical services or render medical advice. The Services are not a substitute for the advice of a medical professional, and the information made available on or through the Services should not be relied upon when making medical decisions, or to diagnose or treat a medical or health condition. If you require medical advice or services, you should consult a medical professional. YOUR USE OF THE SERVICES DOES NOT CREATE A DOCTOR-PATIENT RELATIONSHIP BETWEEN YOU AND BRAINCHECK.

USER CONTENT

The Services may now or in the future permit the submission of Content at the direction of users of the Services (“User Content”) and the hosting, sharing, and/or publishing of such User Content. You understand that whether or not such User Content is published, we do not guarantee any confidentiality with respect to any submissions.

You shall be solely responsible for User Content you submit and the consequences of our posting or publishing such User Content. In connection with any User Content you submit, you affirm, represent, and/or warrant that: (i) you own or have the necessary licenses, rights, consents, and permissions to use and authorize us to use all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all User Content to enable inclusion and use of the User Content in the manner contemplated by the Services and this Agreement; and (ii) you have the express consent, release, and/or permission of each and every identifiable individual person in the User Content to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of the User Content in the manner contemplated by the Services and this Agreement. By submitting the User Content to us, you hereby grant us a perpetual, worldwide, non-exclusive, royalty-free, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of, modify, display, and perform all or any portion of the User Content in connection with our operation of the Services and our (and our successors’) business, including without limitation for promoting and redistributing part or all of the Services (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each User of the Services a non-exclusive license to access your User Content through the Services, if you have permitted such access through your account settings, and to use, reproduce, distribute, prepare derivative works of, display and perform such User Content as permitted through the functionality of the Services and under this Agreement. We may maintain copies of any User Content for purposes of backup, security, or maintenance, or as required by law.

In connection with User Content, you further agree that you will not: (i) submit material that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post the material and to grant us all of the license rights granted herein; (ii) publish falsehoods or misrepresentations that could damage us or any third party; (iii) submit material that is unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate; (iv) post advertisements or solicitations of business; or (v) impersonate another person. We do not endorse any User Content or any opinion, recommendation, or advice expressed therein, and we expressly disclaim any and all liability in connection with any User Content. We do not permit copyright infringing activities or infringement of intellectual property rights through the Services, and we will remove all Content and User Content if properly notified that such Content or User Content infringes on another’s intellectual property rights. We may remove any Content and User Content without prior notice. We may also terminate your access to the Services, if you are determined to be a repeat infringer. A repeat infringer is anyone who has been notified of infringing activity more than once and/or has had any User Content removed from the Services more than twice. We also reserve the right to decide whether Content or User Content is appropriate and complies with this Agreement for violations other than copyright infringement and violations of intellectual property law, including, but not limited to, pornography, obscene or defamatory material, or excessive length. We may remove such User Content and/or terminate your access for uploading such material in violation of this Agreement at any time, without prior notice and at our sole discretion.

If you are a copyright owner or an agent thereof and believe that any User Content or other Content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail): (i) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (ii) 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; (iii) 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 the service provider to locate the material; (iv) Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an electronic mail address; (v) A statement that you have 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 (vi) A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Our designated Copyright Agent to receive notifications of claimed infringement and other notices relating to User Content and/or violation of this Agreement (e.g., violations of criminal laws) is Amy Ewbank, c/o BrainCheck, Inc./ Email: amy@braincheck.com. For clarity, only DMCA notices and notices relating to complaints in connection with User Content or violations of this Agreement should go to the Copyright Agent; any other feedback, comments, requests for technical support, and other communications should be addressed to our standard support contacts as identified on our Website or through the Services.

PRIVACY POLICY

Your privacy is important to BrainCheck. Our goal is to make the Services as good, useful and rewarding for you as possible. In order to do that, BrainCheck may collect and process information from you when you use any of the Services. BrainCheck will collect certain personally identifiable information from you as set forth in more detail in our Privacy Policy. By using the Website, the BrainCheck App, the Application or any of the Services, you agree that BrainCheck may collect, use and disclose, as set forth in the Privacy Policy, the information you provide during your access to or use of the Website, the BrainCheck App, the Application or any of the Services.

PUBLICITY

BrainCheck may use your name and logo and briefly describe you in BrainCheck’s marketing materials and website, solely to identify you as a user of the Services. BrainCheck may not alter or otherwise use your company name or logo without your prior written consent.

UNITED STATES EXPORT CONTROLS

You agree not to import, export, re-export, or transfer, directly or indirectly, any part of the Services or any underlying intellectual property, information or technology except in full compliance with all United States, foreign and other applicable export control laws and regulations.

GEOGRAPHIC RESTRICTIONS

BrainCheck is based in the state of Texas in the United States. BrainCheck makes no claims that any of the Services or any of the content is accessible or appropriate outside of the United States. Access to the Website, the BrainCheck App, the Applications or any of the Services may not be legal by certain persons or in certain countries. If you access any of these Services from outside the United States, you do so on your own initiative and are responsible for compliance with local laws and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against BrainCheck with respect thereto.

ELECTRONIC COMMUNICATION

The communications between you and BrainCheck use electronic means, whether you visit the Website, the BrainCheck App, the Applications or any of the Services or send BrainCheck e-mails, or whether BrainCheck posts notices on the Website, the BrainCheck App, the Applications or any of the Services or communicates with you via e-mail. For contractual purposes, you (1) consent to receive communications from BrainCheck in an electronic form; and (2) agree that all terms, conditions, agreements, notices, disclosures, and other communications that BrainCheck provides to you electronically satisfy any legal requirement that such communications would satisfy if they were in writing. The foregoing does not affect your statutory rights.

GENERAL

This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction.

This Agreement is governed by the internal substantive laws of the State of Texas, without respect to its conflict of laws provisions. You expressly agree to submit to the exclusive personal jurisdiction of the state and federal courts sitting in the City of Houston in the State of Texas. EACH PARTY IRREVOCABLY AND UNCONDITIONALLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL ACTION, PROCEEDING, CAUSE OF ACTION OR COUNTERCLAIM ARISING OUT OF OR RELATING TO ANY DISPUTE OR OTHERWISE IN CONNECTION WITH THIS AGREEMENT OR ANY OF THE SERVICES. If any provision of this Agreement is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of the Agreement, which shall remain in full force and effect. Failure by us to act on or enforce any provision of the Agreement shall not be construed as a waiver of that provision or any other provision in this Agreement. No waiver shall be effective against us unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance. Except as expressly agreed by us and you, this Agreement constitutes the entire agreement between you and us with respect to the subject matter, and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. The section headings are provided merely for convenience and shall not be given any legal import. This Agreement will inure to the benefit of our successors, assigns, licensees, and sublicensees.

DISCLOSURES

The Website, the BrainCheck App, the Applications and the Services are offered by BrainCheck, Inc. located at: BrainCheck, Inc., Texas Medical Center Innovation Institute 2450 Holcombe Blvd., Suite X+ #240 Houston, TX 77021.

If you are a California resident, you may have this same information emailed to you by sending a letter to BrainCheck, Inc., Texas Medical Center Innovation Institute, 2450 Holcombe Blvd., Suite X+ #240 Houston, TX 77021 with your email address and a request for this information.

California Users are also entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.

Copyright 2017 BrainCheck. All Rights Reserved.