The App and services provided on the App that Coralis Health, LLC and its representatives, affiliates, officers and directors (“Coralis Health,” “we,” “our,” and “us”) provides to you are subject to the terms and conditions set forth herein (“Terms of Service”), which govern your access to and/or use of our mobile application for patients that provides patients and caregivers access to a directory of service providers and telehealth services in the areas of mental health and developmental behavioral pediatrics (the “App”), and includes any products and services provided on or through the App.

In this Terms of Service, “you” and “your” refers to caregivers and/or patients who are at least eighteen (18) years of age that purchase a subscription to, registers an account on, or uses the App. You represent and warrant that you are at least eighteen (18) years of age and will use and access the App in accordance with this Terms of Service, and if applicable, will be responsible for ensuring that you are legally authorized to share data of a minor if a sub-account is created in order for them to receive services through the App, and/or if applicable, will be responsible for ensuring that any minor authorized by you, if you are the parent or guardian, to use and access the App does so with your supervision and in accordance with this Terms of Service.

In order to use the App, you must accept this Terms of Service, Coralis Health’s Privacy Notice, which is located here (“Privacy Notice”) and Notice of Privacy Practices located here (“Notice of Privacy Practices“) and any of the foregoing may be updated from time to time by Coralis Health in its sole and absolute discretion as described herein. By purchasing a subscription to, registering a User Account or otherwise using the App, you acknowledge that you have read and accept this Terms of Service, and are entering into a legally binding agreement with Coralis Health.  If you do not accept this Terms of Service, now or in the future, please stop your use of the App immediately, in which case any continuing access and/or use of the App is unauthorized.  This Terms of Service expressly supersedes prior agreements and/or arrangements between you and Coralis Health solely as it relates to the App.

PRIVACY NOTICE

For information regarding collection, use, and disclosure of your medical information, please review our Notice of Privacy Practices.  You also agree to Coralis Health’s Privacy Notice and consent to any personal information we may obtain about you being collected, stored, and/or otherwise processed in accordance with the Privacy Notice and this Terms of Service.

CHANGES TO TERMS

Subject to the terms and conditions set forth herein, Coralis Health may, at any time and for any reason, in its sole and absolute discretion, make changes to the App and/or modify this Terms of Service. If Coralis Health makes changes and/or modifications that affect your access to and/or use of the App. Coralis Health will provide a notice of such changes only by posting the updated Terms of Service on the App and Coralis Health will change the “last updated” date listed above.  We may also provide you with additional forms of notice of modifications and/or updates as appropriate under the circumstances.  Your use of the App following any changes and/or modifications will constitute your acceptance of such changes and/or modifications. If you do not agree with the changes and/or modifications, you shall not use the App after the effective date of the changes.  Please revisit this Terms of Service regularly to ensure that you stay informed of any changes.

DESCRIPTION OF SERVICES

 General. Coralis Health provides a healthcare App that provides patients and caregivers access to a directory of service providers and the ability to coordinate  services for developmental behavioral pediatric and mental health services from designated Coralis Health Providers. Coralis  Health Providers are providers that have entered into an agreement with Coralis Health to provide behavioral pediatric and mental health services to patients that have an account on the App. Not all providers listed on our directory of providers are Coralis Health Providers. If a provider is a Coralis Health Provider, they will be designated as such in the directory.  You may access our directory of providers from within the App. After setting up a User Account and paying the applicable fees, caregivers or patients may search the provider directory on the App to find a provider that offers the services desired by the caregiver or patient. In order to schedule an appointment and coordinate care with a non-Coralis Health Provider, patients and/or caregivers may do so outside of the App by contacting the provider directly using the information listed in the provider directory. If the patient and/or caregiver would like to schedule a consultation with a Coralis Health Provider, such patient and/or caregiver are required to schedule the consultation through the App and are required to establish an account with third-party provider, AthenaHealth, Inc. (“Athena Health”). Coralis Health utilizes Athena Health’s product to host the telehealth appointments, store medical-related information and process the transactions for the consultations. When a patient and/or caregiver elects to schedule a consultation with a Coralis Health Provider, such patient and/or caregiver will be re-directed to Athena Health to establish an account or log into its existing account.  Please note, when the patient and/or caregiver establish an account with Athena Health, such account and use of Athena Health’s products and/or services are subject to Athena Health’s terms and conditions and privacy notice as set forth by Athena Health when such account is established or as otherwise updated in accordance with the terms and conditions set forth by Athena Health. After setting up an account with Athena Health, patients and/or caregivers may purchase consultations with Coralis Health Providers and/or receive developmental behavioral pediatric and mental health services from Coralis Health Providers through Athena Health’s telehealth platform or in some instances in person, depending on what is offered by the applicable Coralis Health Provider. 

Eligibility. Our App is not designed for children under thirteen (13), and we do not intentionally or knowingly collect personal information from users who are under the age of thirteen (13) or from other websites or services directed at children. If we discover that a child under thirteen (13) has provided us with personal information, we will delete such information.  If you believe that a child under the age of thirteen (13) may have provided us personal information without the proper consent of a parent or a guardian, please contact us at privacy@coralishealth.us.  

Use and Availability. Use of the App is at your own risk. Coralis Health retains the right, in our sole and absolute discretion, to deny service and/or access to and/or use of the App to anyone at any time and for any reason without liability. While we use reasonable efforts to keep the App accessible, the App and/or may be unavailable from time to time.  You understand and agree that there may be interruptions to the App and/or access to your User Account (defined below) due to circumstances both within our control (i.e., routine maintenance) and outside of Coralis Health’s control, for which Coralis Health will bear no responsibility.  The App may be modified, updated, suspended and/or discontinued at any time without notice and/or liability.

Creating an Account. In order to access and use the App, you are required to agree to this Terms of Service, Privacy Notice, download the App from the Google Play and/or Apple Store (subject to the terms and conditions provided by the applicable app store), establish an account on the App, and purchase a subscription and pay other fees as described herein depending on the services you elect to access and/or use on the App.  In order to establish an account on the App, you are required to select a unique username (“Username”) and a unique user password (“Password“) (collectively, a “User Account“).  When setting up a User Account, you are required to (i) abide by all applicable laws, rules, and regulations, as well as indicate agreement to this Terms of Service, (ii) provide contact information, and (iii) submit any other form of authentication required during the enrollment process, as determined by Coralis Health in its sole and absolute discretion.  If you establish a User Account with Coralis Health, you agree to provide true, accurate and current information in connection with your User Account. You are responsible for updating and correcting information you have submitted to create and/or maintain your User Account. You are solely responsible for managing your User Account and are prohibited from using other disguised identities when using the App. We may refuse to grant you a User Account with a name that impersonates someone else, if it may be illegal, vulgar, offensive, and/or if it may be protected by trademark and/or other proprietary rights, as determined by Coralis Health in its sole and absolute discretion. Username and Passwords used for the App are for individual use only, except that, minors must have a sub-account under their parent and/or legal guardian’s name in order to schedule consultations with and receive access to telehealth services provided by Coralis Health Providers. Caregivers and patients that purchase a subscription to the provider directory only may establish one User Account per household. You are responsible for maintaining the security and confidentiality of the password used to access your User Account.  If a caregiver and/or patient will be scheduling and/or accessing telehealth services with a Coralis Health Provider, such caregiver and/or patient must establish an individual User Account. You understand and agree that Coralis Health shall have no responsibility for any incident arising out of, or related to, your account settings in the App. Coralis Health will assume that anyone using the App and/or transacting through your User Account is you or authorized by you.  Therefore, you further agree to immediately notify Coralis Health of any unauthorized use of your Username, Password and/or User Account and/or any other breach of security.

Except as expressly provided for herein, your User Account  is non-transferrable and may not be sold, combined and/or otherwise shared with any other person. If you violate any of these limitations and/or this Terms of Service, we may terminate your User Account immediately. Upon termination, the provisions of this Terms of Service that are by their nature intended to survive termination (including without limitation any disclaimers, limitations of liability, and indemnities) shall survive such termination. If we terminate your User Account, you may not establish a new account unless we formally invite you. If you commit fraud and/or falsify information in connection with your access and/or use of the App, or in connection with your User Account, your account will be terminated immediately and we reserve the right to: (i) hold you liable for any and all damages that we suffer, (ii) pursue legal action through relevant local and national law enforcement authorities, and/or (iii) notify your ‘Internet Service Provider’ of any fraudulent activity we associate with you and/or your access to and/or your use of the App.

Communications From Coralis Health.  By using the App, you agree to receive certain communications in connection with such access and use.  When you access and/or use the App, you are communicating with us electronically, and you consent to receive communications from us electronically including but not limited to notices related to the App provided to you via email and through the App.  You agree that all agreements, notices, disclosures and/or other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.  Your consent to receive records and notices electronically will remain in effect until you withdraw it.  You may withdraw your consent to receive further records and notices electronically at any time by contacting us.  If you withdraw your consent to receive such records and notices electronically, we will revoke your access to the App.  Any withdrawal of your consent to receive records and notices electronically will be effective only after we have a reasonable period of time to process your request for withdrawal. You agree not to include any “protected health information” (as such term is used in the Health Insurance Portability and Accountability Act of 1996) (“HIPAA Information”) in any communications over email, telephone, fax or any other non-secured messaging system. Only communicate HIPAA Information over secure messaging systems such as Athena Health’s secure system and only to your healthcare provider who has provided you prior notice of his/her privacy practices pursuant to HIPAA.  Please review the Privacy Notice for more information about how Coralis Health protects the information you provide via the App and please review our Notice of Privacy Practices for information regarding collection, use, and disclosure of your medical information. You agree to indemnify, defend and hold harmless Coralis Health for any claim, damages and/or loss related to the disclosure of protected health information and other information through the use of the App.

CONFIDENTIALITY

During your access to and/or use of the App, you may have access to certain information of Coralis Health that is not generally known to others including any and all information relating to Coralis Health and its business, including without limitation, its business, legal, and operational practices, financial, technical, design, performance characteristics, commercial, marketing, competitive advantage or other information concerning the business and affairs, partnerships and potential partnerships, business model, fee structures, employees, funding opportunities, metrics, object code, source code, architecture, algorithms, techniques, formulas, processes, know-how, systems, ideas, inventions (whether or not patentable or copyrighted), feedback, procedures and techniques that have been or may hereafter be provided or shown to the other party, regardless of the form of the communication and the terms and conditions of this Terms of Service (collectively, the “Confidential Information“).  In addition, the structure, sequence, organization and code of the App constitute valuable trade secrets of Coralis Health.  You will use best efforts to protect and prevent any access to the Confidential Information.

 YOUR RESPONSIBILITIES

Coralis Health grants you the rights set forth herein, subject to the following conditions:

• You shall not modify, disassemble, create derivative works, publicly display, reverse engineer and/or otherwise reduce to human-perceivable form all or any part of the App;
• You agree not to submit and/or transmit any emails or other materials through the App that contain a virus, worm, Trojan horse and/or any other harmful component designed to interrupt, destroy and/or limit the functionality of any computer software and/or hardware and/or telecommunications equipment, and/or that is designed to obtain unauthorized access to any information;
• You may not access all or any part of the App in order to build a product or service which competes with the App;
• You shall not copy, store, reproduce, duplicate, transmit or distribute a significant portion of the content on the App;
• You shall not obtain or attempt to obtain any data through any means from the App, except if we intend to provide and/or make it available to you;
• You shall not pretend to be someone else, use someone else’s identity or misrepresent your affiliation with a person or entity;
• You shall not copy or imitate part or all of the design, layout, and/or look-and-feel of the App and/or individual sections of it, in any form or media;
• You are only authorized to view, use, copy for your records and download small portions of the content on the App for your informational, non-commercial use; provided that you leave all copyright and other proprietary notices intact;
• You are responsible for the accuracy and quality of the data and content that you submit;
• You agree to act in accordance with all applicable laws, rules and regulations;
• You agree not to intentionally hold Coralis Health and/or our employees and/or directors up to public scorn, ridicule or defamation;
• You will not promote and/or provide information about illegal activities and/or physical harm and/or injury to any group, individual, institution and/or property;
• You will use commercially reasonable efforts to prevent unauthorized access to and/or use of the products, services and content provided on the App, and to notify Coralis Health promptly of any such unauthorized access and/or use; and
• You shall not use the App for any unlawful purpose and/or to violate any federal, state, international law, code of conduct and/or other guidelines which may be applicable to the App.

You acknowledge that a breach of any of the foregoing terms and conditions and/or any other terms and conditions related to Coralis Health’s intellectual property may result in irreparable and continuing damage to Coralis Health for which monetary damages may not be sufficient, and agree that Coralis Health will be entitled to seek, in addition to its other rights and remedies hereunder or at law, injunctive or all other equitable relief, and such further relief as may be proper from a court of competent jurisdiction. The terms of this Section shall survive the expiration or termination of this Agreement.  In addition, Coralis Health shall not be subject to any obligations of confidentiality regarding any information or materials provided by you unless required by law or otherwise set forth in our Privacy Notice. The commercial use, reproduction, transmission or distribution of any information, software or other material available through the App without the prior written consent of Coralis Health is strictly prohibited.

USE OUTSIDE DEFINED AREA 

Please be aware that our App is directed to those individuals and entities located in the United States, and are subject to United States laws, including laws governing privacy and security of your information. It is not directed to any person or entity in any jurisdiction where (by reason of nationality, residence, citizenship or otherwise) the publication or availability of the App and its content, including its products and services, are unavailable or otherwise contrary to local laws or regulations. If this applies to you, you are not authorized to access or use any of the information on the App. Those who choose to access the App from other locations do so at their own risk and are responsible for compliance with applicable local laws. This Terms of Service is written in English.  To the extent any translated version of this Terms of Service conflicts with the English version, the English version controls. In the event you are using the App outside of the United States, you agree as follows: (i) you consent to having your personal data transferred to and processed in the United States; (ii) if you are located in a country embargoed by the United States, or are on the U.S. Treasury Department’s list of ‘Specially Designated Nationals’ you will not engage in commercial activities on the App (such as advertising or payments); and/or (iii) you will not use the App if you are prohibited from receiving products, services or software originating from the United States.

FEES

Subscription Fee for Provider Directory. In order to access and/or use the provider directory on the App, you agree to pay Coralis Health a subscription fee in the amount displayed on the App the date you establish your User Account on the App for the duration you elect (i.e.: monthly, quarterly, annual, and including any renewals thereof) (“Subscription Period”) (and/or such other amount as may be set forth by Coralis Health from time to time if you elect to change the subscription plan as described herein or duration as described herein).  You can add, change and/or or cancel your subscription to the provider directory by going to your profile within the App and clicking on ‘Manage Subscription’. Changes to your subscription will take place at the end of your current Subscription Period. The subscription fees are due in advance, on or before the first day of the Subscription Period. Notwithstanding anything herein to the contrary, Coralis Health may change the subscription fees at the end of the Subscription Period; provided that we first notify you by email or through the App. Coralis Health may from time to time offer limited time, free or discounted promotional trial subscriptions to access the provider directory. Upon sign-up for a promotional trial subscription, you will provide payment information. Promotional trial subscriptions may vary in length which will be disclosed to you upon sign-up (“free trial period”).  You will not be charged during the free trial period. Seven days prior to the end of any trial subscription, you will be notified through the App that your promotional trial will be ending. TO CANCEL YOUR SUBSCRIPTION AND AVOID BEING CHARGED, YOU MUST CANCEL BEFORE THE END OF THE FREE TRIAL PERIOD. See the Subscription Cancellation section below for more information on how to cancel a subscription. In no event will Coralis Health provide a refund of fees. Failure to pay any fees due hereunder in accordance with the terms and conditions set forth herein may result in your inability to access and/or use the App.

Subscription Renewal. You agree that we may automatically renew your subscription at the end of the Subscription Period for the same duration of time as your then-current Subscription Period. You authorize Coralis Health to charge you for the Subscription Period at the beginning of the Subscription Period and each renewal thereafter, unless you cancel your subscription prior to its renewal date through the procedures described in the Subscription Cancellation section below. Coralis Health will charge your credit card (or the other payment method you provided) each year, month, quarter, or other applicable period (depending on the term that you selected for the subscription) for the then-current applicable price.

Subscription Cancellation. To cancel a subscription and avoid future billing, you may cancel such subscription prior to its renewal date through the App or by contacting Coralis Health at admin@coralishealth.us.  Upon cancellation, you will continue to have access to the products and services included in your subscription for the remainder of the Subscription Period; provided that Coralis Health has received all fees related to the subscription during the Subscription Period. After you cancel your subscription, we will not charge you any subscription fees after the expiration of your then-current subscription. Please note that we do not provide full or partial refunds for prepaid sums. In any event, you will be able to continue to use the App throughout the remainder of the Subscription Period for which you have already paid.

 Consultation Fees for Telehealth Consultations. In addition to purchasing a subscription for access to the provider directory in the App, you may also purchase consultations with Coralis Health Providers as described herein. Coralis Health offers a consultation package, which includes two (2) sixty-minute consultations with a Coralis Health Provider.  To purchase a consultation package and schedule the consultations, you will be directed to our third-party provider, Athena Health, and will need to set up an account and purchase the consultation package through Athena Health’s platform by agreeing to pay a fee for both consultations (the “Consultation Fee”) and scheduling the consultations through their platform. When you purchase a consultation package, a hold will be placed by Athena Health on the payment method you provided through the Athena Health platform until the day of your first consultation with a Coralis Health Provider.  Half of the Consultation Fee shall be due on the day of your first visit and will automatically be charged to the payment method you provided to Athena Health when you established the account with Athena Health. The remaining portion of the Consultation Fee shall be due on the day of your second visit and will be charged automatically to the payment method you provided to Athena Health. You expressly understand and agree that all scheduling of, telehealth platform access to, payments and monetary transactions for, the Coralis Health Provider consultations and storage of information related thereto are handled by our third-party provider, Athena Health, and the use of such platform is governed by Athena Health’s terms and conditions and privacy notice as set forth by Athena Health when such account is established by the caregiver or provider, as applicable, and as may be changed from time to time by Athena Health in its sole and absolute discretion), and Coralis Health shall have no liability related thereto and/or related to Athena Health. 

Consultation Cancellation. If you schedule a consultation with a Coralis Health Provider through Athena Health, you must provide 48-hour prior notice to cancel a consultation. If you cancel a consultation without providing 48-hour prior notice, a cancellation fee of $50 will be charged to the payment method provided upon booking. If a Coralis Health Provider is not able to attend a scheduled consultation, they will reach out through the App and/or the Athena Health platform to reschedule your consultation to a time mutually beneficial to you and the Coralis Health Provider. No refund will be provided in the event a Coralis Health Provider reschedules an appointment.

Non-Coralis Health Providers. To schedule an appointment with any provider that is not a Coralis Health Provider but is listed on our provider directory, you will need to reach out to such provider directly. Coralis  Health is providing general contact and basic information only about the providers listed on our provider directory and disclaims any liability for any interactions between you and any provider you contact and/or services you receive from any providers listed in our provider directory.

 Authorization to Charge for Services. You must either use a credit card, Apple Pay, Google Pay, or other payment method accepted by us to activate and maintain a subscription to the App and/or elect to receive telehealth consultations on the App. You authorize Coralis Health to charge you through the payment method you select when purchasing a subscription and/or schedule an appointment for a telehealth consultation or otherwise purchase a consultation package. You will also be responsible for charges (including without limitation subscription fees, consultation fees and applicable taxes) for the products and/or services that you elect on the App.  If the payment method you provide is declined, you agree to pay all amounts due hereunder upon our demand and will be solely responsible for any dispute with your payment method provider. You will not be charged more than the amount for which you purchased your subscription and/or consultation.

Payment Processing. Coralis Health uses a third-party payment platform to process payments. Your credit card information or other payment method will be processed and stored by our third-party payment processor, which is currently ‘Stripe’, but may be changed from time to time in our sole discretion. You expressly understand and agree that all payments and monetary transactions are handled by such third-party and the use of such platform is governed by the third-party’s terms and conditions and Coralis Health shall have no liability related thereto. 

In the event you elect to pay the fees due hereunder via credit card, Apple Pay or Google Pay, you authorize Coralis Health to automatically charge the payment account for the fees due and owing hereunder.  If your payment account on file is closed or the account information is changed, or if, for any reason, a charge is rejected by your payment account, you shall immediately update your payment account or supply a new payment account, as appropriate.  If you are unable to update the payment account with appropriate information, then Coralis Health will suspend access to the App, without liability, until valid payment account information is provided.  If Coralis Health believes that you have participated in a fraudulent chargeback, Coralis Health will pursue its claims against you to the fullest extent allowed by law.

Taxes, Late Fees, Right to Suspend. All fees are stated in United States Dollars and must be paid in United States Dollars.  All fees due and payable under this Terms of Service are exclusive of taxes, which will be added at the prevailing rate from time to time.  All fees due and payable by you to Coralis Health hereunder must be paid in full without any deduction, set-off, counterclaim or withholding of any kind unless required by law.  Notwithstanding anything herein to the contrary, the fees due hereunder are non-refundable. In the event fees are not paid in accordance with the terms and conditions set forth herein, Coralis Health may immediately suspend access to the App, without liability, until all past due payments are made. If all past due payments are not paid in full within one week of notice from Coralis Health, your subscription and/or User Account may be terminated. You are responsible for all costs of collection, including without limitation reasonable attorneys’ fees, for any payment default.

ERRORS, INACCURACIES, OMISSIONS AND PERFORMANCE

Occasionally there may be information on the App that contain typographical errors, inaccuracies, and/or omissions that may relate to services, contact information, address, and events.  We reserve the right to: (i) correct any errors, inaccuracies, and/or omissions; and/or (ii) make changes to content, descriptions, App and/or other information without obligation to issue any notice of such changes, except as prohibited by law. 

PROPRIETARY RIGHTS AND LICENSES

 Ownership. The App, any content and/or products on the App and the infrastructure used to provide the App are proprietary to Coralis Health, our affiliates, and/or other content providers.  By using the App and accepting this Terms of Service, Coralis Health grants you a limited, personal, nontransferable, nonexclusive, revocable right to access and/or use the App pursuant to this Terms of Service and to any additional terms and policies set forth by Coralis Health.  Neither this Terms of Service nor your use of the App convey and/or grant to you any rights: (i) in or related to the App except for as expressly set forth herein; and (ii) to use or reference in any manner Coralis Health’s names, logos, product and service names, trademarks or services marks or those of Coralis Health’s licensors.

 Reservation of Rights.  The materials, headers, videos, illustrations, photographs, graphics and/or any other content on the App, as well as the organization and layout of the App, are copyrighted and are protected by United States and international copyright laws and treaty provisions.  Subject to the limited rights expressly granted hereunder, Coralis Health and/or its third-party providers reserve all right, title and interest in and to the App and content, including all related worldwide intellectual property rights.  No rights are granted to you hereunder other than as expressly set forth herein.

Aggregated Data. Notwithstanding anything herein to the contrary, Coralis Health may collect aggregated, anonymized data that cannot identify any person and that is derived from or created through the use of the App in order to learn about its users generally, improve its product and services and market to new and current users. 

Other.  Coralis Health reserves the right to take any action it deems necessary to protect the personal safety of our users and/or the public.  Coralis Health has no liability or responsibility to users of the App and/or any other person and/or entity for performance and/or nonperformance of the aforementioned activities. 

Feedback. If you choose to submit any questions, comments, ideas, suggestions, inventions, or other information (“Feedback”) to Coralis Health, such Feedback is non-confidential and will become the sole property of Coralis Health. Coralis Health will be able to use any Feedback for any purpose including the developing, creating and/or marketing of products or services and you acknowledge Coralis Health will give no credit or compensation to you and you have no rights to the same. Coralis Health has no obligations to review any Feedback and may use and redistribute Feedback for any purpose without restriction in its sole and absolute discretion.

SPAMMING
Gathering email addresses from Coralis Health through harvesting or automated means is prohibited.  Transmitting unauthorized and/or unsolicited advertising, promotional materials, and/or any other forms of solicitation to other users is prohibited. We also prohibit crawling, scraping, caching, and/or otherwise accessing any content on the App via automated means (except as may be the result of standard search engine protocols and/or technologies used with Coralis Health’s express written consent).

NO UNLAWFUL OR PROHIBITED USE

As a condition of your use of the App, you warrant to Coralis Health that you will not use the App for any purpose that is unlawful or prohibited by these terms, conditions, and notices. You may not use the App in any manner that could damage, disable, overburden, and/or impair the App and/or interfere with any other party’s use and/or enjoyment of the App. You may not obtain and/or attempt to obtain any materials and/or information through any means not intentionally made available and/or provided for through the App.

USER VERIFICATION

Coralis Health may, in its sole discretion, verify a user’s identity prior to allowing such user to access and/or use the App.  Coralis Health may, without liability, refuse to process and/or may cancel access to the App, as reasonably deemed necessary, to comply with applicable law and/or to respond to a case of misrepresentation, fraud and/or known and/or potential violations of the law and/or this Terms of Service. Except for a cursory verification process that includes a licensing confirmation at the time the provider is approved as a Coralis Health Provider, Coralis Health does not itself verify the information and/or the qualifications of health care providers.  Any reviews, opinions or statements expressed by a healthcare provider are those of the healthcare provider alone, and are not to be attributed to Coralis Health and Coralis Health does not take on any liability related thereto. Coralis Health cannot and does not assume responsibility for the accuracy, completeness, safety, reliability, timeliness, legality and/or applicability of anything said, written, posted, displayed and/or otherwise made available by any healthcare provider on and/or in relation to the App.

DATA CHARGES AND MOBILE PHONES

You are responsible for any data and mobile charges that you may incur for using the App, including but not limited to data and text message charges. If you are unsure what those charges may be, you should ask your service provider before using the App.

TERMINATION

This Terms of Service will remain in full force and effect until terminated by either party in accordance with the terms and conditions set forth herein. The rights granted by Coralis Health to use the App is predicated upon your (a) acknowledgment and acceptance of this Terms of Service; (b) except as expressly allowed herein, agreement to not share the access granted with any other person or entity; and (c) compliance with the terms and conditions set forth herein.  Coralis Health shall have the right to terminate your User Account and/or access to/and or use of the App at any time, for any reason, with or without cause, upon seven (7) days prior notice. Upon termination, you agree to immediately discontinue use of the App.  Notwithstanding anything herein to the contrary, if you violate, or if we have grounds to suspect that you violated, this Terms of Service and/or other use parameters included on the App, we reserve the right to suspend and/or terminate your User Account, and/or refuse your use of the App (or any portion thereof) at any time without prior notice and without liability.  In the event you share the access granted with any person and/or entity not expressly allowed by this Terms of Service, and/or misuse the App and related systems by any means actionable under a federal, state, and/or local statute, code, regulation, law, and/or civil action, Coralis Health will consider your and/or  the unauthorized user’s access as having been acquired by fraud and/or misrepresentation and will terminate your access and/or use of the App immediately.  In such a case, Coralis Health retains the right to seek civil and/or criminal redress, the entire cost of which shall be borne solely by the you.

INDEMNIFICATION AND WAIVER

You shall indemnify, defend and hold harmless Coralis Health, its officers, agents, employees, contractors, subcontractors, suppliers and representatives from and against any and all claims, demands, proceedings, losses, costs, damages, awards, fees, expenses, and/or liabilities of any nature (“Claim”) arising out of and/or in the relation to (i) your violation of any law and/or the rights of a third party (ii) any breach of this Terms of Service and/or Privacy Notice by you, your officers, agents, employees, contractors and/or representatives, (iii) your use of Coralis Health’s App, and/or (iv) fraud you commit and/or your intentional misconduct and/or negligence. You shall give prompt notice to Coralis Health upon your receipt of notice of any Claim against you which might give rise to a claim against Coralis Health. 

You acknowledge and agree that by accessing and/or using the App, you may be exposed to materials from others that you may consider offensive, indecent or otherwise objectionable, and agree to accept that risk.

DISCLAIMER OF WARRANTIES

YOU EXPRESSLY UNDERSTAND AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

THE APP IS PROVIDED BY CORALIS HEALTH TO YOU ON AN “AS IS,” “AS AVAILABLE” BASIS WITHOUT ANY REPRESENTATIONS AND/OR WARRANTIES OF ANY KIND WHETHER EXPRESS, STATUTORY AND/OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, MERCHANTABILITY, AND/OR FITNESS FOR A PARTICULAR PURPOSE, SYSTEMS INTEGRATION, ACCURACY, AND FROM COURSE OF DEALING, USAGE AND/OR TRADE PRACTICE, ALL OF WHICH CORALIS HEALTH EXPRESSLY DISCLAIMS.  WITHOUT LIMITING THE FOREGOING, CORALIS HEALTH AND/OR ITS LICENSORS MAKE NO WARRANTY THAT (A) THE APP AND THE PRODUCTS AND/OR SERVICES OFFERED ON THE APP WILL MEET YOUR REQUIREMENTS AND/OR WILL BE CONSTANTLY AVAILABLE, UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (B) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE APP WILL BE EFFECTIVE, ACCURATE AND/OR RELIABLE; AND/OR (C) CORALIS HEALTH WILL NOT BE LIABLE AND/OR OTHERWISE RESPONSIBLE FOR ANY FAILURE AND/OR DELAY IN UPDATING THE APP. NO ADVICE AND/OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM CORALIS HEALTH AND/OR THROUGH AND/OR FROM USE OF THE APP SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS TERMS OF SERVICE. YOU ASSUME TOTAL RESPONSIBILITY AND THE ENTIRE RISK FOR YOUR USE OF THE APP.

LIMITATION OF LIABILITY

YOUR USE OF THE APP IS AT YOUR OWN RISK.  IN NO EVENT SHALL CORALIS HEALTH, ITS OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS, LICENSORS, AND/OR SUPPLIERS BE LIABLE TO YOU AND/OR ANYONE ELSE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL AND/OR PUNITIVE DAMAGES OF ANY KIND WHATSOEVER, INCLUDING WITHOUT LIMITATION, ATTORNEY’S FEES, THOSE RESULTING FROM LOSS OF USE, DATA AND/OR PROFITS, WHETHER OR NOT FORESEEABLE, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), WARRANTY, STRICT LIABILITY, AND/OR ANY OTHER LEGAL OR EQUITABLE THEORY, EVEN IF CORALIS HEALTH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE.  THE FOREGOING SHALL APPLY DESPITE ANY NEGLIGENCE, MISCONDUCT, ERRORS AND/OR OMISSIONS BY CORALIS HEALTH, ITS EMPLOYEES, REPRESENTATIVES AND/OR AGENTS.  BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION AND/OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES, CORALIS HEALTH’S LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

IN THE EVENT YOU ARE DISSATISFIED WITH THE APP AND/OR PRODUCTS AND/OR SERVICES PROVIDED ON THE APP, OR HAVE ANY OTHER GRIEVANCE, YOUR SOLE AND EXCLUSIVE REMEDY SHALL BE THE RIGHT TO DISCONTINUE ACCESS TO AND/OR USE OF THE APP AND/OR PRODUCTS AND/OR SERVICES PROVIDED ON THE APP.

CORALIS HEALTH’S MAXIMUM AGGREGATE LIABILITY, AND THE AGGREGATE LIABILITY OF ITS PARTNERS AND LICENSORS, TO YOU IN ANY CIRCUMSTANCE ARISING OUT OF AND/OR RELATING TO THE APP AND PRODUCTS AND/OR SERVICES PROVIDED ON THE APP IS LIMITED TO ONE HUNDRED DOLLARS (US$100.00).

LINKED SITES

The App may provide links to various other independent third-party websites, apps, platforms, content and/or activities (“Linked Sites”). Coralis Health does not control such Linked Sites and is not responsible for their content nor is it responsible for the accuracy and/or reliability of any information, data, opinions, advice or statements contained within such Linked Sites.  You will need to make your own independent judgment regarding your interaction with these Linked Sites at your own risk. We encourage you to be aware when you leave the App and to read the terms and conditions and Privacy Notice of each Linked Site that you visit. Coralis Health reserves the right to terminate any link and/or linking program at any time. Coralis Health disclaims all warranties, express and implied, as to the accuracy, validity, and legality and/or otherwise of any materials or information contained on such Linked Sites.

THIRD PARTY SERVICES

The App may be made available and/or accessed in connection with third party services that Coralis Health does not control. For example, when you purchase, schedule or access telehealth services for Coralis Health Providers through the App, you will be directed to our third-party provider, Athena Health, and your use of the telehealth and related services will be governed by the terms, privacy policy and other polices of Athena Health as described herein. Your correspondence, participation in, and/or any other dealings with third parties found through the App (such as healthcare providers) are solely between you and such third party. Coralis Health does not endorse such third-party services and in no event shall Coralis Health be liable for any products and/or services of such third-party providers. You agree that Coralis Health shall not be responsible for any loss and/or damage of any sort incurred as a result of any such dealings and/or as the result of the presence of such third parties through the App. Moreover, Coralis Health shall not be responsible and/or liable for the accuracy, quality, suitability, currency and/or content of the statements and/or conduct of any third party on the App, including but not limited to any health care providers you interact with through the App. You are solely responsible for the costs, expenses and infrastructure required to support your use of the App. You acknowledge and agree that Coralis Health utilizes third party providers to provide the App, and any terms and conditions related to such third-party providers’ products and/or services shall govern the use of such third-party providers’ products and/or services. You acknowledge and agree that Coralis Health is not liable for the performance of any third-party providers’ products and/or services.

NO PROFESSIONAL ADVICE

Coralis Health does not recommend and/or endorse any specific professional healthcare provider and/or such provider’s services that are advertised and/or accessed on the App.  YOU SHOULD EVALUATE ALL INFORMATION, OPINIONS AND ADVICE AVAILABLE ON OR THROUGH THE APP IN CONSULTATION WITH YOUR MEDICAL PROFESSIONAL OR OTHER ADVISORS AS APPROPRIATE. EACH INDIVIDUAL HEALTHCARE PROVIDER IS RESPONSIBLE FOR THE SERVICES THEY PROVIDE TO YOU WHETHER SUCH PROVIDER IS AFFILIATED WITH CORALIS HEALTH OR OTHERWISE.

DMCA COPYRIGHT POLICY AND COPYRIGHT AGENT

Coralis Health respects the intellectual property rights of others. We reserve the right to terminate your User Account or any other user who infringes third-party copyrights, and/or remove and discontinue access to the App to repeat offenders.  We will respond to clear notices of copyright infringement when you provide the following: 

(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;

(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;

(iv)     Information sufficient to permit Coralis Health to contact you, such as your physical address, telephone number, and, if available, an electronic mail address;

(v)      A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

(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.

Contact information for Coralis Health’s DMCA Agent for notice of claims of copyright infringement is Coralis Health, LLC, Attn: Copyright Agent, 47 W. Division St., Suite 360, Chicago, IL 60610.  The Copyright Agent will not remove content from the App in response to phone or email notifications regarding allegedly infringing content, since a valid DMCA notice must be signed, under penalty of perjury, by the copyright owner or by a person authorized to act on his or her behalf. Please submit such notifications by ordinary mail only and as further described by this section. The Copyright Agent should be contacted only if you believe that your work has been used or copied in a way that constitutes copyright infringement and that such infringement is occurring on the App linked to and/or from the App. All other inquiries directed to the Copyright Agent will not be responded to.

DISPUTE RESOLUTION

 Judicial Forum for Disputes. You and Coralis Health agree that any judicial proceeding (other than small claims actions) will be brought in the federal or state courts of Cook County, Illinois.  Both you and Coralis Health consent to the foregoing venue and jurisdiction. The prevailing party of any such dispute shall be entitled to collect from the other party all costs incurred in such dispute, including reasonable attorneys’ fees.

 California Users. Pursuant to California Civil Code Section 1789.3, any questions about pricing, complaints, or inquiries about Coralis Health can be sent to our agent for notice, Coralis Health. Re:  California User Notice, 47 W. Division St., Suite 360, Chicago, IL 60610, or by phone at (708)722-6061.  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.

MISCELLANEOUS
If any provision(s) and/or term(s) of this Terms of Service shall become and/or be declared illegal, invalid and/or unenforceable for any reason whatsoever, such term(s) and/or provision(s) shall be divisible from the other terms and conditions and shall be deemed to be deleted from it.  This Terms of Service shall be governed in all respects by the laws of the State of Illinois, without reference to its choice of law rules. If an applicable law is in conflict with any part of this Terms of Service, this Terms of Service will be deemed modified to conform to the law and the other provisions will not be affected by any such modification. No waiver by either you and/or Coralis Health of any breach and/or default and/or failure to exercise any right allowed under this Terms of Service is a waiver of any preceding and/or subsequent breach and/or default and/or waiver and/or forfeiture of any similar and/or future rights under this Terms of Service. All provisions of this Terms of Service which by their nature should survive termination shall survive termination, including, without limitation, content provisions, payment provisions, ownership provisions, warranty disclaimers, indemnity and limitations of liability. You may not assign your rights and/or obligations under this Terms of Service to any other party without our prior written consent.  We may assign our rights and/or obligations under this Terms of Service to any other party at our discretion. This Terms of Service along with the Privacy Notice constitute the complete and exclusive understanding and agreement between the parties regarding the subject matter herein and supersedes all prior or contemporaneous agreements or understandings written or oral, relating to its subject matter.

CONTACT US

If you would like to request additional information regarding this Terms of Service or have an inquiry or feedback about our App, please contact us at: admin@coralishealth.us