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UnityAI's Terms of Use

(Last Updated April 4, 2024)

These Terms of Use (“Terms”) set out certain requirements and restrictions which any visitor to the Site or any person invited by a subscriber medical institution (“Subscriber”) to access and use one or more UnityAI service or tool (“Services”).  PLEASE READ THESE TERMS CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION, INCLUDING AS THEY AFFECT YOUR RIGHTS ON HOW DISPUTES BETWEEN YOU AND UNITYAI ARE RESOLVED.

 

1. Acceptance of Terms

By accessing the website at unityai.co or any related web application (collectively the “Site”) or using the Services, you agree to comply with and be legally bound by these Terms and our Privacy Policy. Please read each carefully. Our Privacy Policy is available at https://unityai.co/privacy-policy/ and is incorporated by reference into these Terms. If you do not agree to these Terms, including our Privacy Policy, you have no right to use or access any Service.

 

These terms refer to you as a “User”, “you”, or “your.” If you accept these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that legal entity and, in such event, “you” and “your” will refer to that legal entity. “We”, “us”, or “our” refer to UnityAI.

 

2. Modification and Termination

UnityAI reserves the right, at its sole discretion, to modify or discontinue, temporarily or permanently, the Services or to modify these Terms at any time and without prior notice. If we modify these Terms, we will post a notice of the modification. We may, in our discretion and without liability to you, with or without cause, with or without prior notice, and at any time terminate these Terms or your access to the Site or Service. You may close your User Account at any time by contacting us. Please note that if your User Account is canceled, we do not have an obligation to delete or return to you any content you have posted to the Services.

 

3. About the Service

The Service allows Users to access information and tools which the Subscriber grants you access to contribute data; see information provided by others; and otherwise interact with our Service. You agree that you will safeguard your password and that you are responsible for any activities or actions under any account or registration that you are allowed to create (your “User Account”), whether or not you have authorized such activities or actions. You will immediately notify us of any unauthorized use of your User Account.

 

You are also responsible for your Content. “Content” means anything you contribute to a Service, including text, graphics, images, software, audio, video, information, or other materials. When you post Content on the Services, you represent and warrant that:

 

(i) you have the right, power, and authority to post that Content, and

(ii) that by posting or providing such Content you will not violate third-party rights or applicable law, including, without limitation, HIPAA, HITECH, rights of publicity, and privacy rights.

 

4. User Affirmations and Conduct Restrictions

By using the Service, you represent, warrant, and agree to the following:

 

You will comply with all applicable laws regarding any use of the Services to store or transmit any Patient Data. “Patient Data” means information associated with an identified or identifiable patient, or identified under applicable data protection law, such as HIPAA and/or HITECH Act, as protected or patient information. Patient Data may include, but is not limited to:

  • Names

  • All geographical subdivisions smaller than a State, including street address, city, county, precinct, zip code, and their equivalent geocodes, except for the initial three digits of a zip code, if according to the current publicly available data from the Bureau of the Census: (1) The geographic unit formed by combining all zip codes with the same three initial digits contains more than 20,000 people; and (2) The initial three digits of a zip code for all such geographic units containing 20,000 or fewer people is changed to 000.

  • All elements of dates directly related to an individual, including birth date, admission date, discharge date, date of death; and all ages over 89 and all elements of dates (including year) indicative of such age, except that such ages and elements may be aggregated into a single category of age 90 or older.

  • Phone numbers

  • Fax numbers

  • Electronic mail addresses

  • Social Security numbers

  • Credit card numbers

  • Bank account numbers

  • Any financial account numbers

  • Medical record numbers

  • Health plan beneficiary numbers

  • Account numbers

  • Certificate/license numbers

  • Vehicle identifiers and serial numbers, including license plate numbers

  • Device identifiers and serial numbers

  • Web Universal Resource Locators (URLs)

  • Internet Protocol (IP) address numbers

  • Biometric identifiers, including finger and voice prints

  • Full face photographic images and any comparable images

  • Any other unique identifying number, characteristic, or code (note this does not mean the unique code assigned to code any data)

 

You are solely responsible for compliance with any and all laws, rules, regulations, or obligations that may apply to your use of the Site or Service.

Nothing that you upload, publish, represent, warrant, or transmit using the Site or Service, will infringe, misappropriate, or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

You will not use manual or automated software, devices, scripts, redirects, robots, other means or processes to access, “frame,” “mirror,” “scrape,” “crawl” or “spider” any web pages or other services contained in the Site or Services.

You will not use the Site or Service for any commercial or other purposes that are not expressly permitted by these Terms.

You will not copy, store, or otherwise access any information contained on the Site Service for purposes not expressly permitted by these Terms or the Subscriber.

You will not interfere with or damage the Site or Service, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology.

You will not impersonate any person or entity or falsify or otherwise misrepresent yourself or your affiliation with any person or entity.

You will not systematically retrieve data or Content from the Service to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory or the like, whether by manual methods, through the use of bots, crawlers, or spiders, or otherwise.

You will not access, tamper with, or use non-public areas of the Site or Service, UnityAI’s computer systems, or any third-party provider system.

You will not attempt to probe, scan, or test the vulnerability of any UnityAI system or network or breach any security or authentication measures.

You will not avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by UnityAI or any of UnityAI’s providers or any other third party (including other Users) to protect the Site or Service.

You will not advocate, encourage, or assist any third party in doing any of the foregoing.

 

UnityAI will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. UnityAI may involve and cooperate with law enforcement authorities in prosecuting Users who violate these Terms.

 

You acknowledge that UnityAI has no obligation to monitor your access to or use of the Site or Service but has the right to do so for the following purposes: to operate the Site or Service; to ensure your compliance with these Terms; or to comply with applicable law or the order or requirement of a court, administrative agency, or other governmental bodies.

 

6. Ownership and Licenses

The Site and Service are protected by copyright, trademark, and other laws of the United States and foreign countries. You acknowledge and agree that the Service and the Site, and all associated intellectual property rights, are the exclusive property of UnityAI and its licensors. You will not remove, alter, or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site or Services.

 

Subject to your compliance with these Terms, we grant Users of the Services a limited, non-exclusive, revocable, non-transferable license, to (i) access and utilize the Services made available to you, and (ii) access and view any Content to which you are permitted access. You have no right to sublicense the license rights granted in this section. You represent, warrant, and agree that you will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast, or otherwise exploit the Services or Content, except as may be expressly permitted in these Terms.

 

7. Disclaimer

IF YOU CHOOSE TO USE THE SITE OR SERVICES, YOU DO SO AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED TO YOU “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, UNITYAI EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. UNITYAI MAKES NO WARRANTY THAT THE SITE OR SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS.

 

YOU ACKNOWLEDGE AND AGREE TO INDEMNIFY AND HOLD UNITYAI HARMLESS IN CONNECTION WITH ANY CLAIM AND ANY DAMAGES OR EXPENSES ARISING FROM OR RELATED TO YOUR USE OF THE SITE OR SERVICES.

 

8. Limitation of Liability

YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SITE OR SERVICE REMAINS WITH YOU. NEITHER UNITYAI NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SITE OR SERVICES WILL BE LIABLE FOR ANY DIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, ACCESS INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE, THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, FROM THE USE OF OR INABILITY TO USE THE SITE OR SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT UNITYAI HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

 

9. Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without UnityAI’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. UnityAI may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors, and permitted assigns.

 

10. Notices

Unless otherwise specified herein, any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by UnityAI by posting to the Site or the Services. For notices or communications by UnityAI made by e-mail, if any, the date of receipt will be deemed the date on which such notice is transmitted.

 

11. Controlling Law and Jurisdiction

You agree that (i) the Site and Services shall be deemed solely based in Tennessee, and (ii) the Site shall be deemed a passive website that does not give rise to personal jurisdiction over UnityAI, either specific or general, in jurisdictions other than Tennessee. These Terms shall be governed by the internal substantive laws of the State of Tennessee, without respect to its conflict of laws principles. Subject to the “Disputes and Arbitration Procedures” below, you and we agree to submit to the personal jurisdiction of a state or federal courts located in Nashville, Tennessee.

 

YOU AND UNITYAI AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SITE OR SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED AND WAIVED.

 

12. Disputes and Arbitration Procedures

Any claim or dispute arising between you and UnityAI that relates in any way to these Terms, your use of or access to the Site or Service, or actions by UnityAI or its agents, will be resolved exclusively through final and binding arbitration, rather than in court. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. The parties agree that they will not appeal any arbitration decision to any court.

 

As an alternative, you may file a claim in small claims court, if your claims qualify and so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis.

 

Equitable Remedies: Notwithstanding the foregoing, UnityAI may seek and obtain injunctive relief in any court of competent jurisdiction.

 

Prohibition of Class and Representative Actions and Jury Trials:  YOU AND UNITYAI MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS ACTION OR OTHER REPRESENTATIVE STATUS. THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS OR PRESIDE OVER ANY CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. THE ARBITRATOR MAY AWARD RELIEF ONLY TO THE INDIVIDUAL PARTY SEEKING RELIEF FOR THAT PARTY’S INDIVIDUAL CLAIMS. YOU EXPRESSLY WAIVE ANY RIGHT TO A JURY TRIAL.

 

Arbitration Procedures:  The arbitration will be conducted by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules as modified by these Terms. The AAA’s rules are available at www.adr.org.

 

A party who intends to seek arbitration must first send to the other a Notice of Dispute (“Notice”) describing the nature and basis of the claims the party is asserting and the relief sought. A Notice to UnityAI must be sent by certified mail to UnityAI, Attn: Notice of Dispute, 6210 Highway 100, Suite 205, Nashville, TN, 37205. UnityAI will send any Notice to the email address on file for your UnityAI account; it is your responsibility to keep your email address up to date.

 

If you and UnityAI are unable to resolve the claims in the Notice within 30 days after the Notice is sent, either party may initiate arbitration proceedings. A form for initiating arbitration proceedings is available at www.adr.org. In addition to filing this form with the AAA in accordance with its rules and procedures, the party initiating the arbitration must mail a copy of the completed form to the opposing party. You may send a copy to UnityAI at the following address: 6210 Highway 100, Suite 205, Nashville, TN, 37205. If UnityAI initiates an arbitration, it will send a copy of the completed form to the email address on file for your UnityAI account. Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules. Settlement offers shall not be disclosed to the arbitrator.

 

Any arbitration hearings shall be held in Nashville, Tennessee unless all parties mutually agree to an alternative location or video conference arbitration. If the value of the relief sought is $1,000 or less, either you or UnityAI may elect to have the arbitration conducted by telephone, video conference, or based on written submissions.

 

The arbitrator will decide all claims consistent with applicable law and will honor privileges recognized by law. The arbitrator shall not be bound by rulings in prior arbitrations involving other users. The arbitrator’s award shall be final and binding; judgment on the award may be entered in any court having jurisdiction thereof.

 

Opt-Out Procedure:  YOU CAN REJECT THE ARBITRATION REQUIREMENT HEREIN BY MAILING UNITYAI A WRITTEN NOTICE POSTMARKED NO LATER THAN 30 DAYS AFTER THE DATE YOU OPEN YOUR ACCOUNT FOR THE FIRST TIME. The Notice must include your name, street address, city, state and zip code, and the user ID(s) and email address(es) associated with the UnityAI account(s) to which the opt-out applies and must be signed by you. You must mail the Opt-Out notice to UnityAI, 6210 Highway 100, Suite 205, Nashville, TN, 37205. This is the only way to opt out of arbitration; the rest of these Terms will continue to apply. Opting out of arbitration as provided in this version of these Terms has no effect on any other or future arbitration agreements you may have with UnityAI.

 

YOU AND UNITYAI AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SITE OR SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED AND WAIVED.

 

13. Severability

If any provision of these Terms or the application thereof to any person or circumstances shall, for any reason or to any extent, be invalid or unenforceable, the remainder of these Terms and the application of such provision to other persons or circumstances shall not be affected thereby, but rather shall be enforced to the greatest extent permitted by law.

 

14. International Users

UnityAI makes no claim that the Service may be used or accessed outside the United States. Notwithstanding anything to the contrary in these Terms, if you access the Service from a location outside the United States, you do so at your own risk and are responsible for compliance with all applicable laws, rules, regulations, or decrees of your jurisdiction regarding the Service and your use of it.

 

15. Feedback

We welcome and encourage you to provide feedback, comments, and suggestions (collectively “Feedback”) for improvements to the Site or Service. You may submit feedback by emailing us at help@unityai.co. You acknowledge and agree that all Feedback will be the sole and exclusive property of UnityAI, and you hereby irrevocably assign to UnityAI and agree to irrevocably assign to UnityAI all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent, copyright, trade secret, moral and other proprietary or intellectual property rights therein. At UnityAI’s request and expense, you will execute documents and take such further acts as UnityAI may reasonably request to assist UnityAI to acquire, perfect, and maintain its intellectual property rights and other legal protections for the Feedback.

 

16. General

The failure of UnityAI to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of UnityAI. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If any provision of these Terms is held to be invalid or unenforceable, that provision will be enforced to the maximum extent permissible, and the other provisions of these Terms will remain in full force and effect.

 

17. Entire Terms

These Terms constitute the entire and exclusive understanding and agreement between UnityAI and you regarding the Service and supersede and replace any and all prior oral or written understandings or agreements between UnityAI and you regarding the same.

 

© 2024 UnityAI, Inc. All rights reserved.

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