TERMS OF SERVICE
Your use of I’m Fine’s services, including the services I’m Fine
makes available through its website, the I’m Fine mobile application, and any other software or
services offered by I’m Fine in connection with any of those (the “Services”) is governed
by these Terms and Conditions (the “Terms”), so please carefully read them before using the
Services. For the purposes of these Terms, “we,” “our,” “us,”,
“I’m Fine” and “Ascendio” refer to Ascendio TechVision S.R.L., the providers
and operators of the Services.
The online platform I’m Fine, be it the web version, application or any other
iteration of itself, and all of its related rights, including intellectual property rights, belong to the
Romanian legal entity Ascendio TechVision SRL (“the Company” or “Ascendio”),
headquartered at 202K Splaiul Independentei, Bldg. B3, Entr. B, 4th floor, suite 26, District 6, Bucharest,
Romania, bearing the sole identification number 38091006. If you require additional information, feel free
to contact us at [email@example.com].
The Agreement applies to any registered or a non-registered patient or other user of
the Services (“User”), including a doctor, therapist, or other healthcare specialist,
professional or provider using the Services in connection with a healthcare-related practice or other
organization (“Service Provider”).
BY USING OR OTHERWISE ACCESSING THE SERVICES, AND/OR BY REGISTERING WITH US, YOU
AGREE TO THIS AGREEMENT. IF YOU DO NOT AGREE, YOU CANNOT USE THE SERVICES.
PLEASE SEE SECTIONS 9 AND 10 BELOW REGARDING YOUR LEGAL RIGHTS IN ANY DISPUTE
- About The Services
The Services include User
scheduling, reminders, to-do lists, provision of patient records and billing information, and related
features that can be used by Users and Service Providers. We are not responsible for content,
information, guidance, or other materials that are provided to you through the Services by Service
Providers, including responses to your questions or healthcare advice by medical professionals. Such
information is provided to Users from a Service Provider pursuant to a separate doctor-patient or other
relationship directly between those parties.
- Effective date and modifications
This Agreement is
effective as of 20/02/2020.
This Agreement may be revised or updated by I’m Fine from time
to time in its sole discretion. Where appropriate, I’m Fine will provide notice to you as provided
in Section 15 below. By continuing to access or use the Services after the effective date of any such
change, you agree to be bound by the modified Agreement.
- USE OF THE SERVICES AND YOUR ACCOUNT
- Permitted Users
By using the Services or registering
an Account, you represent that you are at least 18 years of age, or the legal age of majority where you
reside if that jurisdiction has an older age of majority, and you have the legal authority to enter into
this Agreement. If you are the parent, legal guardian, or duly authorized personal representative of an
individual, you may use the Services on behalf of this individual. If you are consenting on behalf of an
entity, you represent and warrant that you are duly authorized to act on behalf of the entity and accept
this Agreement on behalf of the entity.
You further agree that as a condition to accessing the
Services, you will submit to account verification as reasonably required by I’m Fine, and provide
only true and accurate identification documentation to I’m Fine (or its third party service
providers) to verify your age and other Account-related information.
By using the Services, you
represent and warrant that you have the right, authority, and capacity to enter into this Agreement and
will abide by all of the terms and conditions herein.
- Establishing an Account and Using the Services
Portions of the Services are viewable without registering with us, but to actively use the
primary Services or have us process certain personal and health information, you may be required to
register for the Services (an “Account”) and affirmatively accept the terms of this
Only one person may use each Account. You agree to
provide accurate, current and complete information about yourself or the individual you represent (as
described above) when using the Services, such as in the registration form and with provided account
management tools to update Account information. You may be required to choose an Account name to
identify yourself to I’m Fine in connection with your Account.
- Responsibility for Use of Account
You are responsible
for all activities conducted through your Account. In the event that fraud, illegality or other conduct
that violates this Agreement is discovered or reported (whether by you or someone else) in connection
with your Account, we may suspend or terminate your Account as described in Section 11.
- Selection and Use of Account Password
responsible for providing an Account password, maintaining its confidentiality, and any harm resulting
from your disclosure of the password to any other person. At no time should you respond to an online
request for a password other than the log-on process for the Services.
- Fees and Billing for Service Providers
Providers using the Services: I’m Fine provides certain aspects of the Services to you pursuant to
fees and other conditions set forth herein or on our website. We may add new services for additional
fees and charges, or prospectively amend fees and charges for existing services. You acknowledge that it
is your responsibility to ensure payment in full for all paid aspects of the Services, and to ensure
that your credit or debit cards or other payment instruments accepted by I’m Fine continue to be
valid and sufficient for such purposes.
- Modification of Service
We may add, modify, or
eliminate aspect(s), features or functionality of the Services from time to time for the purposes of
compliance with applicable laws and regulations, to effect improvements in security and functionality,
to correct errors, or for other commercially-reasonable purposes.
- USER DATA AND INTELLECTUAL PROPERTY RIGHTS
- Your Rights and Obligations with Respect to Your User Data
Any information that you upload or submit to us in connection with the Services or your
Account, including but not limited to Protected Health Information (defined below), is referred to in
this Agreement as “User Data”. You retain all Intellectual Property Rights in your User
Data, subject to the rights, licenses, and other terms of this Agreement. “Intellectual Property
Rights” means copyrights, trademarks, service marks, trade dress, publicity rights, database
rights, patent rights, and other intellectual property rights or proprietary rights recognized by
You affirm, represent, and warrant that you own or have all necessary Intellectual Property
Rights, licenses, consents, and permissions to use—and authorize I’m Fine to use—the
User Data you provide in the manner described by this Agreement.
You agree that by providing any
User Data in connection with the Services or your Account, you are granting I’m Fine a
non-exclusive, worldwide, royalty-free, sublicenseable, and transferable license to use, reproduce,
distribute, prepare derivative works of, and display the User Data non-publicly and internally to
I’m Fine for the purposes of providing the Services. You agree that the license includes the right
to copy, analyze and use any of your User Data as I’m Fine may deem necessary or desirable for
troubleshooting, debugging, testing, supporting, enhancing or developing services in connection with the
Services and future improvements to the Services. The license granted in this section is referred to as
the “Services Data License.” You also acknowledge that the Services Data License granted to
I’m Fine with respect to your User Data will survive the termination of your Account to permit
I’m Fine to retain server copies with User Data, including for back-up, debugging, testing and
record retention and legal purposes.
If you send us feedback, ideas, suggestions, or other
materials in regard to the Services (other than your User Data), you waive any potential Intellectual
Property Rights and agree that we are free to use it for any purposes whatsoever, including, without
limitation, developing and marketing products and services, without any liability or payment of any kind
- Protected Health Information, User Data and Use of Your
I’m Fine will make no use of
“Protected Health Information” (“PHI,” as defined by law at 45 C.F.R. §
160.103) except as permitted by this Agreement and applicable law, including but not limited to the
Health Insurance Portability and Accountability Act of 1996, and any implementing regulations, as
amended (“HIPAA”). With respect to all User Data, including PHI, I’m Fine will comply
I’m Fine will make commercially
reasonable efforts to maintain the Services in a manner that includes appropriate administrative,
technical and physical security measures designed to protect the confidentiality, availability and
integrity of User Data, including PHI as required by HIPAA.
- I’m Fine’s Rights
Except for User Data, I’m Fine (or its licensors) own all rights, title, and interest
to the Intellectual Property Rights in the Services, including the software, content, data, websites,
and servers. I’m Fine owns all Intellectual Property Rights in and to its trademarks, service
marks, trade names, logos, domain names, taglines, and trade dress.
- Limited License
I’m Fine hereby grants you a non-exclusive, non-transferable, non-sublicenseable, limited,
revocable license to access and use the Services while you agree to and comply with this Agreement. You
may not: (i) enable any person or entity not so authorized by I’m Fine to use or access the
Services; (ii) attempt to copy, create derivative works, or infringe any Intellectual Property Rights in
the Services; (iii) use the Services for another party or as otherwise prohibited herein; (iv) alter or
modify the Services; (v) transfer your Account or the Services to anyone else; or (vi) attempt to
translate, disassemble, decompile, reverse assemble, reverse engineer all or any part of the Services or
otherwise attempt to derive the source code for the Services.
- Third Party Rights
You agree that you will not
upload, publish, or submit to the Services any User Data that is subject to the Intellectual Property
Rights or other proprietary rights of another party, including any trade secret or privacy rights,
unless you have permission to convey to us all license rights required under this Agreement. You agree
that I’m Fine will have no liability for, and you agree to defend, indemnify, and hold I’m
Fine harmless for, any claims, losses or damages arising out of or in connection with your unlawful or
otherwise improper use or provision of any User Data in connection with the Services.
- HEALTH-RELATED INFORMATION
- We Do Not Provide Medical Advice or Services
Services are intended to foster enhanced communications and coordination between our Users and Service
Providers, including healthcare professionals. I’m Fine itself does not provide professional
medical advice, diagnosis, or treatment.
I’m Fine IS NOT RESPONSIBLE FOR HEALTH-RELATED
INFORMATION PROVIDED TO YOU THROUGH THE SERVICES COMES FROM INDEPENDENT SERVICE PROVIDERS, SUCH AS
MEDICAL PROFESSIONALS AND ORGANIZATIONS, INCLUDING ANSWERS TO ANY HEALTH-RELATED QUESTION YOU MAY SUBMIT
THROUGH THE SERVICES. ANY INFORMATION THAT I’m Fine ITSELF MAY PROVIDE IN CONNECTION WITH THE
SERVICES IS FOR INFORMATIONAL PURPOSES ONLY, AND IS NOT INTENDED AS A SUBSTITUTE FOR, NOR DOES IT
REPLACE, PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. NOTHING STATED OR POSTED ON THE SERVICES
MORE GENERALLY BY I’m Fine IS INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF
MEDICINE, DENTISTRY, NURSING, OR OTHER PROFESSIONAL HEALTHCARE ADVICE, OR THE PROVISION OF MEDICAL
DO NOT DISREGARD, AVOID OR DELAY OBTAINING MEDICAL ADVICE FROM A QUALIFIED HEALTHCARE
PROVIDER. DO NOT USE THE SERVICES FOR MEDICAL EMERGENCY NEEDS. IF YOU EXPERIENCE A MEDICAL EMERGENCY,
IMMEDIATELY CALL A HEALTH CARE PROFESSIONAL AND 911. YOUR USE OF INFORMATION PROVIDED THROUGH THE
SERVICES IS SOLELY AT YOUR OWN RISK.
We do not recommend or endorse any specific Service
Providers, tests, procedures, opinions, or other information that may appear through the Services. If
you rely on any information provided through the Services, you do so solely at your own risk.
Services are provided to Users through TherapyPortal.com free of charge. Usual, customary and any other
charges for any medical or related services rendered by Service Providers will apply and will be
entirely your responsibility (including through your insurance). You must resolve any dispute between
you or any Service Provider directly with the Service Provider, even if scheduling or other interactions
were facilitated by our Services.
- No Doctor Patient Relationship
NO LICENSED MEDICAL
PROFESSIONAL/PATIENT RELATIONSHIP IS CREATED BY USING INFORMATION PROVIDED BY, OR THROUGH THE USE OF,
THE SERVICES OR THROUGH ANY OTHER COMMUNICATIONS FROM US. WE MAKE NO GUARANTEES, REPRESENTATIONS OR
WARRANTIES, WHETHER EXPRESSED OR IMPLIED, WITH RESPECT TO PROFESSIONAL QUALIFICATIONS, EXPERTISE,
QUALITY OF WORK, PRICE OR COST INFORMATION OR OTHER INFORMATION THROUGH THE SERVICES. FURTHERMORE, WE DO
NOT IN ANY WAY ENDORSE OR RECOMMEND ANY INDIVIDUAL LISTED OR ACCESSIBLE THROUGH THE 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 INFORMATION.
We have no control over, and cannot guarantee the availability of any
Service Provider at any particular time. We will not be liable for cancelled or otherwise unfulfilled
appointments, or any injury resulting therefrom, or for any other injury resulting or arising from or
related to the use of the Services whatsoever.
You are strongly advised to perform your own
investigation prior to selecting a Service Provider by making confirming telephone calls to the
appropriate licensing or certification authorities to verify listed credentials and education, and to
further verify information about a particular Service Provider by confirming with the Service
Provider’s office, your current Service Provider, the medical association relative to the Service
Provider’s specialty and your state medical board.
- Authorization And Acknowledgement; Important Information About Service Provider
Relationships And Lists
In connection with using the Services to locate and
schedule appointments with Service Providers, you understand that YOU ARE ULTIMATELY RESPONSIBLE FOR
CHOOSING YOUR OWN SERVICE PROVIDER.
Service Providers listed or accessible through the Services
with whom you may book appointments enter into contracts with us and such Service Providers generally
pay us a fee in order to be listed and/or marketed through the Services. We may provide you with lists
and/or profile previews of Service Providers who may be suitable to deliver the healthcare that you are
seeking based on information that you provide to us (such as insurance information, proximity to your
geographical location, and specialty of the Service Provider). In an effort to aid in the discovery of
Service Providers and enable the maximum choice and diversity of Service Providers who participate in
the Services, these lists and/or profile previews may also be based on other criteria (including, for
example, Service Provider availability, past selections by and/or ratings of Service Providers by you or
by other of our users, and past experience of our users with Service Providers); but we (a) do not
recommend or endorse any Service Providers, (b) do not make any representations or warranties with
respect to these Service Providers or the quality of the healthcare services they may provide, and (c)
do not receive any additional fees from Service Providers for featuring them (i.e., higher or better
placement on lists) through the Services.
IN CONNECTION WITH THE SERVICES, YOU MAY AFFIRMATIVELY
DIRECT AND AUTHORIZE US TO SHARE YOUR INFORMATION WITH ONE OR MORE SPECIFIED SERVICE PROVIDER(S),
INCLUDING YOUR PERSONAL INFORMATION AND PROTECTED HEALTH INFORMATION.
- Editorial Control
We make the Services available as a
service to Users, including Service Providers, for the purposes of providing an informative and
educational resource. We may, but have no obligation to, have information posted through the Services
reviewed by our editorial personnel. It is important to note, however, that the timeliness, accuracy,
and completeness of any or all such information is not guaranteed. Neither the authors, editorial
personnel, nor any other party involved in the preparation or publication of information through the
Services can assure you that the information contained herein is in every respect accurate or complete,
and we and they are not responsible for any errors or omissions or for the results obtained from the use
of such information.
You are encouraged to independently confirm the information provided through
the Services with other sources and to seek the advice of a qualified Service Provider.
- Service Provider Information
Service Provider and
other information that may be made available through the Services is intended for general reference
purposes only. Service Provider information available through the Services may be provided by the
Service Provider and/or multiple other data sources not validated by the Service Provider. Information
may become out of date, incomplete or inaccurate. The Services do not provide any advice, qualification
or certification about any particular Service Provider. You are encouraged to independently verify any
products, services and devices discussed and/or marketed through the Services are not applicable to all
individuals, patients or clinical situations. We make no claims as to the safety, appropriateness, or
effectiveness of any procedures, products, services or devices. Any products and/or services represented
through the Services by advertisers, sponsors, and other participants of the Services, either paid or
unpaid, are presented for your awareness and do not necessarily imply safety or appropriateness for any
particular individual or prediction of effectiveness, outcome or success.
- USER RESPONSIBILITIES
- Prohibited Uses of the Services
You are responsible
for all use of the Services and for all use of your Account credentials, including use by others to whom
you have given your credentials in violation of this Agreement.
- You may only use the Services for lawful purposes;
- Use of the Services is limited to personal, non-commercial purposes except if
you are registered with us as a Service Provider;
- You may not use the Services in any manner that could damage, disable,
overburden, or impair our servers or networks, or interfere with any other party’s use and
enjoyment of the Services;
- You may not attempt to gain unauthorized access to any of the Services, user
accounts, or computer systems or networks, through hacking, password mining or any other means;
- You may not post, display or transmit User Data that violates any applicable
law, the rights of any third party, or is defamatory, indecent, discriminatory or otherwise
Without limiting any of the foregoing, you may not (and may not to allow
any third party to):
- Copy, modify, adapt, translate, or reverse engineer any portion of the Services,
its content or materials;
- Remove any copyright, trademark or other proprietary rights notices contained in
or on the Services or in or on any content or other material obtained via the Services;
- Use, without permission, any robot, spider, site search/retrieval application,
or other automated device, process or means to access, retrieve or index any portion of the
- Access or retrieve any portion of the Services for purposes of constructing or
populating a searchable database of reviews or other information related to the healthcare industry or
- Reformat or frame any portion of the web pages that are part of the
- Fraudulently misuse the Services, including scheduling an appointment with a
Service Provider which you do not intend to keep;
- Create user accounts by automated means or under false or fraudulent
- Collect or store personal data about other users in connection with the
prohibited activities described in this paragraph;
- Accumulate or index, directly or indirectly, any portion of the Services
(including, without limitation, Service Provider or practice information, appointment availability, and
price information) for any purpose whatsoever; or
- Use any means, including software means, to conduct web scraping of any portion
of the Services.
Any violation by you of the terms of this section may result in
immediate suspension or termination of your Account without any refund or other compensation. In
addition, we may take any measures deemed appropriate, including legal action and technical remedies, to
respond to or prevent violation of this provision and enforce these terms.
- No Spam
You may not use contact information provided
by our users or Service Providers, or harvest such information for the purpose of sending, or to
facilitate the sending of, unsolicited bulk communications, such as SPAM. You may not allow others to
use your account to violate the terms of this section. We may terminate your Account or access to the
Services immediately and take other legal action if you or anyone using your credentials violates these
- RESPONSIBILITIES FOR USERS WHO ARE SERVICE PROVIDERS
In addition to the responsibilities in the foregoing section, if you are a Service Provider
or other person or entity in the healthcare or medical industries, you acknowledge and agree
- You will not use the Services to view, access or otherwise use, directly or
indirectly, price, availability, or other information of another Service Provider for any purpose other
than your own personal, non-commercial use, such as a patient or prospective patient with that Service
Provider, or in connection with assisting a patient or prospective patient with a referral;
- 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.
- You are responsible for setting your configurable security settings in
alignment with HIPAA requirements including security monitoring, reporting and notification of security
incidents to I’m Fine, network connectivity redundancy (as needed), disaster recovery in
accordance with HIPAA requirements, and administering end user access to limit access
- NO RESPONSIBILITY FOR ACTS OF OMISSIONS OF THIRD PARTY WEBSITES
The Services may contain links to or otherwise support connections to third-party websites or
other online services that are not owned or controlled by I’m Fine. Portions of the Services may
also be embedded within third party websites. I’m Fine is not responsible or liable for the
content, policies, or practices of any third-party websites or online services. Please consult any
- INTERRUPTION OF SERVICES OR USER DATA LOSS
Fine may on occasion need to interrupt the Services with or without prior
notice to protect the integrity or functionality of the Services. I’m Fine will not be liable for
any interruption of the Services (whether intentional or not), and you will not be entitled to any
refunds of fees or other compensation for an interruption of Services. Likewise, in the event of loss of
any User Data, we will not be liable for any purported damage or harm arising therefrom.
- LEGAL LIABILITY AND RELEASES
You agree not to hold I’m Fine liable
for the content, actions, or inactions of other users of the Services or of other third parties. As a
condition of access to the Services, you release I’m Fine (and its officers, directors,
shareholders, agents, subsidiaries, and employees) from claims, demands, losses, liabilities and damages
(actual and consequential) of every kind and nature, known and unknown, arising out of or in any way
connected with any dispute you have or claim to have with one or more other users of the Services or
with other third parties, including whether or not I’m Fine becomes involved in any resolution or
attempted resolution of the dispute.
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.” If you are a resident of
another jurisdiction, you waive any comparable statute or doctrine.
- Disclaimer of Other Express and Implied Warranties
I’m Fine PROVIDES THE SERVICES (INCLUDING WITHOUT
LIMITATION ANY SOFTWARE, WEBSITES, SERVERS, ONLINE SERVICES, YOUR ACCOUNT, AND USER DATA) STRICTLY ON AN
“AS IS” BASIS, AND HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OR CONDITIONS OF ANY KIND,
WRITTEN OR ORAL, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF
TITLE, NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. NO VALUE, EITHER EXPRESS OR
IMPLIED, IS GUARANTEED OR WARRANTED WITH RESPECT TO ANY SERVICES OR CONTENT. NOTWITHSTANDING ANY
INTELLECTUAL PROPERTY RIGHTS YOU MAY HAVE IN YOUR USER DATA OR ANY EXPENDITURE ON YOUR PART, I’m
Fine AND YOU EXPRESSLY DISCLAIM ANY COMPENSABLE VALUE RELATING TO OR ATTRIBUTABLE TO ANY DATA RELATING
TO YOUR ACCOUNT RESIDING ON I’m Fine’s SERVERS. YOU ASSUME ALL RISK OF LOSS FROM USING THE
SERVICES ON THIS BASIS. WE DO NOT GUARANTEE THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE
SERVICES WILL BE EFFECTIVE, RELIABLE OR ACCURATE OR WILL MEET YOUR REQUIREMENTS. 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, WE MAKE 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. WE DO NOT WARRANT THAT THE SERVICES WILL
OPERATE ERROR-FREE, BUG-FREE OR FREE FROM DEFECTS, THAT LOSS OF DATA WILL NOT OCCUR, OR THAT THE
SERVICES ARE FREE OF COMPUTER VIRUSES, CONTAMINANTS OR OTHER HARMFUL ITEMS.
engages in commercially reasonable efforts to protect the confidentiality, availability and integrity of
the Services, but it cannot guarantee continuous, error-free, secure and virus-free operation at all
times, and you understand that you shall not be entitled to refunds or other compensation based on
I’m Fine’s failure to provide any of the foregoing other than as explicitly provided in this
Agreement. Some jurisdictions do not allow the disclaimer of implied warranties, and to that extent, the
foregoing disclaimer may not apply to you. To the extent applicable (i.e., for Service Providers),
I’m Fine does not guarantee that by mere use of the Services you will be in compliance with HIPAA,
and you understand and agree that you are responsible for maintaining any other administrative,
technical and physical measures required to maintain appropriate information security with respect to
PHI you create, receive, maintain, and/or transmit and to otherwise comply with HIPAA.
- Limitation of Liability
YOUR SOLE AND EXCLUSIVE
REMEDY FOR ANY DISPUTE WITH US IS THE CANCELLATION OF YOUR REGISTRATION OR ACCOUNT. IN NO EVENT SHALL
OUR TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS RELATING TO OR ARISING OUT OF YOUR USE OF
THE SERVICES, REGARDLESS OF THE FORM OF ACTION, EXCEED THE GREATER OF THE TOTAL AMOUNT OF FEES, IF ANY,
THAT YOU PAID FOR THE SERVICES.
IN NO EVENT SHALL I’m Fine OR ANY OF ITS DIRECTORS,
OFFICERS, EMPLOYEES, SHAREHOLDERS, SUBSIDIARIES, AGENTS OR LICENSORS BE LIABLE TO YOU OR TO ANY THIRD
PARTY FOR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL, RELIANCE, PUNITIVE OR EXEMPLARY DAMAGES OR
DISGORGEMENT OR COMPARABLE EQUITABLE REMEDY, INCLUDING WITHOUT LIMITATION ANY DAMAGES FOR LOST DATA OR
LOST PROFITS, ARISING (WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE) OUT OF OR IN CONNECTION
WITH THE SERVICES (INCLUDING ITS MODIFICATION OR TERMINATION), I’m Fine’s SOFTWARE,
WEBSITES, SERVERS, YOUR ACCOUNT (INCLUDING ITS TERMINATION OR SUSPENSION) OR THIS AGREEMENT, WHETHER OR
NOT I’m Fine MAY HAVE BEEN ADVISED THAT ANY SUCH DAMAGES MIGHT OR COULD OCCUR AND NOTWITHSTANDING
THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY. Some jurisdictions do not allow the foregoing
limitations of liability, so to the extent that any such limitation is found to be impermissible, such
limitation may not apply to you.
- New Jersey Residents
Notwithstanding any term herein,
this Agreement does not limit your rights or our obligations under any applicable statute or law to the
contrary, including types and amounts of recovery; nor do they excuse us from any duty to avoid causing
harm by means of gross negligence, recklessness, or intentional misconduct; nor do they disclaim our
duty of care to our invitees; nor do they require you to defend and indemnify us in the event that any
loss is caused by our negligence.
At I’m Fine’s request,
you agree to defend, indemnify and hold harmless I’m Fine, its officers, directors, shareholders,
employees, subsidiaries, and agents from all damages, liabilities, claims and expenses, including
without limitation attorneys’ fees and costs, arising from: (i) any breach or alleged breach by
you of this Agreement, including without limitation your representations and warranties relating to your
User Data; or (ii) your acts, omissions or use of the Services, including without limitation your
negligent, willful or illegal conduct. We reserve the right to assume the exclusive defense and control
of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with
our defense of such claim.
- Legal Relationship Between You and I’m Fine; No Third Party
You acknowledge that your participation in the Services,
including your creation or uploading of User Data to the Services, does not make you a I’m Fine
employee or agent, and that you do not expect to be, and will not be, compensated by I’m Fine for
such activities, and you will make no claim inconsistent with these acknowledgements. In addition, no
agency, partnership, joint venture, franchise relationship is intended or created by this Agreement.
There are no third party beneficiaries, intended or implied, under this Agreement.
- DISPUTE RESOLUTION AND ARBITRATION
In the event of a
dispute between you and I’m Fine, other than with respect to claims for injunctive relief, the
dispute will be resolved by binding arbitration pursuant to the rules of the American Arbitration
Association Commercial Arbitration Rules. The place of the arbitration shall be in Philadelphia,
Pennsylvania. Notwithstanding the foregoing, either party may seek strictly injunctive or other
non-monetary equitable relief to protect or enforce its Intellectual Property Rights in court. In the
event that there is any dispute between you and I’m Fine that is determined not to be subject to
arbitration, exclusive jurisdiction and venue shall be in state or federal court in the City and County
of Philadelphia, Pennsylvania.
PURSUANT TO THIS AGREEMENT, YOU WAIVE ANY RIGHTS TO BRING, AND
AGREE NOT TO PARTICIPATE IN, ANY CLASS ACTION, CONSOLIDATED, MULTI-DISTRICT OR COLLECTIVE ACTION, OR
PRIVATE ATTORNEY GENERAL ACTION. Unless both you and I’m Fine agree, no arbitrator or judge may
consolidate more than one person’s claims or otherwise preside over any form of a representative
or class proceeding.
You agree that this Agreement and the relationship between you and I’m
Fine shall be governed by the laws of the Commonwealth of Pennsylvania without regard to conflict of law
principles or the United Nations Convention on the International Sale of Goods.
- Termination by You
You may terminate this Agreement
by closing your Account at any time for any reason. I’m Fine shall have no further obligation or
liability to you under this Agreement or otherwise, except as required by law (e.g., HIPAA).
- Termination by I’m Fine
Fine may suspend or terminate your Account for breach if you violate this
Agreement or any other policies posted on the Services. Upon termination, you will remain liable for any
unpaid amounts owed by you to I’m Fine.
We may suspend or terminate your Account if we
determine in our discretion that such action is necessary or advisable to comply with legal requirements
or protect the rights or interests of I’m Fine or any third party. In such event, you will not be
entitled to compensation for such suspension or termination, and you acknowledge I’m Fine will
have no liability to you in connection with such suspension or termination. We may also cancel or
suspend your registration for any other reason, including inactivity for an extended period, but will
attempt to notify you in advance of such cancellation or suspension.
Upon termination of your
Account, all licenses granted by I’m Fine to use the Services will automatically terminate.
- INTERNATIONAL CONSIDERATIONS
Fine’s Services are based in the United States. I’m Fine makes
no representation that any aspect of the Services is appropriate or available for use outside of the
United States. Those who access the Services from other locations are responsible for compliance with
applicable local laws. The Services may be subject to applicable export laws and restrictions.
- ASSIGNMENT OF AGREEMENT AND ACCOUNT
You may not
assign this Agreement or your Account without the prior written consent of I’m Fine. You may not
transfer or sublicense any licenses granted by I’m Fine in this Agreement without the prior
written consent of I’m Fine.
I’m Fine may assign this Agreement (in whole or in part,
and all related rights, licenses, benefits and obligations, without restriction, including the right to
sublicense any rights and licenses under this Agreement) to any parent, subsidiary, or any affiliated
company, or as part of the sale to, merger with, or other change in control of our company to another
entity. We will use reasonable efforts to notify you regarding any such change of ownership.
- INTEGRATION, INTERPRETATION OF SECTION HEADINGS AND
This Agreement (including anything incorporated by reference)
sets forth the entire agreement and understanding between you and I’m Fine with respect to the
subject matter hereof and supersedes any prior or contemporaneous agreements or understandings. This
Agreement may not be modified except as provided in Section 1 or by mutual written agreement between you
and I’m Fine that is signed by a duly authorized representative of both parties and expressly
references amendment of this Agreement. No other written, oral or electronic communications will modify
or supplement this Agreement, and you agree not to make any claims inconsistent with this understanding
or in reliance on communications not part of this Agreement.
The section headings used herein,
including descriptive summary sentences at the start of each section, is for convenience only and shall
not affect the interpretation of this Agreement.
If any provision of this Agreement shall be held
by a court of competent jurisdiction to be unlawful, void, or unenforceable, then in such jurisdiction
that provision shall be deemed severable from these terms and shall not affect the validity and
enforceability of the remaining provisions.
No waiver of by us of any term or condition set out
in this Agreement 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 by us to assert a right or provision under this
Agreement shall not constitute a waiver of such right or provision.
- NOTICES AND QUESTIONS FOR I’m Fine
Fine may provide notice to you and obtain consent from you (1) through the
Services; (2) by electronic mail at the electronic mail address associated with your Account; and/or (3)
by written mail communication to you at the address associated with your Account.
all notices, questions or concerns regarding this Agreement or the Services to us at firstname.lastname@example.org or by mail to: I’m Fine, LLC,
630 Dresher Rd, Horsham, PA 19044.
- DMCA POLICY
I’m Fine will respond to allegations of copyright violations in accordance with the Digital
Millennium Copyright Act (“DMCA”). The DMCA provides a process for a copyright owner to give
notification to an online service provider concerning alleged copyright infringement. When a valid DMCA
notification is received, the service provider responds under this process by taking down the offending
content. On taking down content under the DMCA, we will take reasonable steps to contact the owner of
the removed content so that a counter-notification may be filed. On receiving a valid
counter-notification, we generally restore the content in question, unless we receive notice from the
notification provider that a legal action has been filed seeking a court order to restrain the alleged
infringer from engaging in the infringing activity.
- Filing a Notification
A written notification must be
made. This can be done either by fax or written letter (regular mail or courier). Emails will not be
accepted unless a prior arrangement has been made. The notification must:
- Identify in sufficient detail the copyrighted work that you believe has been
infringed upon (i.e., describe the work that you own).
- Identify the item that you claim is infringing on your copyright.
- Provide a reasonably sufficient method of contacting you; phone number and
email address would be preferred.
- Include the following statement: "I have good faith belief that the use of
the copyrighted materials described above and maintained by the Services is not authorized by the
copyright owner, its agent, or by protection of law."
- Include the following statement: "I swear, under penalty of perjury, that
the information in the notification is accurate and that I am the copyright owner or am authorized to
act on behalf of the owner of an exclusive right that is allegedly infringed."
- Sign the paper.
Please note: The DMCA provides that you may be liable for damages (including
costs and attorneys fees) if you falsely claim that an item is infringing your copyrights. We recommend
contacting an attorney if you are unsure whether an object is protected by copyright laws.
written document to the designated Copyright Agent at I’m Fine:
Designated Copyright Agent
Ascendio TechVision SRL (“the Company” or
“Ascendio”), headquartered at 202K Splaiul Independentei, Bldg. B3, Entr. B, 4th floor, suite
26, District 6, Bucharest, Romania, bearing the sole identification number 38091006
- Filing a counter-notification
- List the items that were removed by I’m Fine.
- Provide your name, address, telephone number, email address (if
- State that you consent to the jurisdiction of Federal District Court for the
judicial district in which you reside (or Philadelphia, Pennsylvania if your address is outside of the
- State that you will accept service of process from the person who provided
notification to us of the alleged infringement or an agent of such person.
- State the following: "I swear, under penalty of perjury, that I have a
good faith belief that the material identified above was removed or disabled as a result of a mistake or
misidentification of the material to be removed or disabled."
- Sign the paper.
- Send the written document to the designated Copyright Agent at I’m
Attn: Designated Copyright Agent
Ascendio TechVision SRL (“the
Company” or “Ascendio”), headquartered at 202K Splaiul Independentei, Bldg. B3, Entr.
B, 4th floor, suite 26, District 6, Bucharest, Romania, bearing the sole identification number