T&C
HeraMED Apps
TERMS AND CONDITIONS
FOR THE HERACARE & HERABEAT APPS
Last updated: January 15, 2024
1. Preamble
1.1. These terms and conditions, as may be amended and/or updated from time to time (the “Terms and Conditions” or “T&Cs”) are the legal agreement between you, a User who is Using the proprietary mobile applications called the HeraCARE app (the main application in which the User manage her Care Plan) and the HeraBEAT app (a complementary product to the Device) (the “App(s)”), and HeraMED.
1.2. Prior to your first Use of the App (following completion of the installation process) you will need to positively accept these T&Cs. By doing so, you hereby confirm that you have read, understood, and agree to be bound by these T&Cs in their entirety. If you do not agree to the T&Cs in their entirety, you cannot Use the App, and you are required to un-install the App and remove it from your Mobile Device.
1.3. Furthermore, by accepting these T&Cs, You hereby waive any rights or requirements under any applicable laws or regulations in any jurisdiction that require an original (non-electronic) signature or delivery or retention of non-electronic records, to the maximum extent permitted under applicable law.
THE APP, CONTENT, AND SERVICES (AS DEFINED BELOW) DO NOT CONSTITUTE MEDICAL ADVICE OR DIAGNOSIS, AND THEY DO NOT SERVE AS A SUBSTITUTE FOR THE PROFESSIONAL ADVICE OF A QUALIFIED HEALTHCARE PROFESSIONAL.
2. Definitions
In these T&Cs, the following terms shall have the meaning set forth below:
2.1. “Content” means any information of any kind incorporated in the App, including (without limitations) texts, verbal and visual content, articles, publications, legal updates, design, graphic language, videos, materials, data, photos, pictures, drawings, sound files, graphic files, links, computer code, texts and any other information displayed or presented in the App, whether owned by HeraMED or by a third party that granted HeraMED with a right to use it in the App.
2.2. “Device(s)” means HeraMED’s propriety product known as the HeraBEAT Ultrasound Doppler Monitor Device, and other accessories and connected devices, such as blood pressure and scale.
2.3. “HeraMED”, “We”, “Our” or “Us” means HeraMED Limited, HeraMED US Inc., HeraMED Ltd. and any affiliates of the above.
2.4. “Mobile Device” means the User’s cellular telephone or other smartphone device upon which the App is installed in compliance with the minimum requirement for installation and use under Section 3.2 below.
2.5. “Patient” or “User” or “you” means an individual using the Device(s) who has downloaded the Apps from the Virtual Store to its Mobile Device, in order to (i) support and manage her Care Plan via the HeraCARE app, and (ii) Use it in combination with the Devices via the Apps.
2.6. “Patient Data” means any data (including Personal Data) uploaded or entered into the App by a Patient, data collected through the App from the Mobile Device and data collected from the Device, including logs.
2.7. “Use” or “Usage” means the download and installation of the App, including any access and/or view and/or visit and/or browse in or to the App for any purpose.
2.8. “User Guides” means the documentation, How-to text, audio, and/or videos, quick guides, FAQs, and operation manuals for the Device.
2.9. "Care Provider(s)", “Healthcare Provider(s)”, “Personal Information”, “Care Information”, “Data Protection Laws” and any other defined terms not defined herein shall have the meaning ascribed to these terms in our App Privacy Policy, which is available here (the “Privacy Policy”).
3. The Use of the Apps
3.1. Limited Purpose for the Use of the Apps.
The HeraBEAT App is a mobile platform that serves as a complementary product to the HeraBEAT Device and is provided by HeraMED. It is hereby clarified that certain features will be available only in the HeraBEAT app, and in order to use them – you will be redirected from the HeraCARE or a HeraMED affiliated partner app to the HeraBEAT app. The HeraBEAT App enables the Patient to control certain functions in the Device, upload certain Patient Data to the Apps, and measure the Patient’s fetal and maternal heart rate.
In addition, both Apps enable the Patient to communicate and share Patient Data with its Care Provider, who receives feedback from Patients regarding the usage of the Device, send Patients notifications and reminders regarding the use of the Device, enable periodic software updates of the Device, and provide remote technical support for the Device (together shall be referred to as the “Services”).
3.2. Minimum Requirements.
3.2.1. The App is available at, and should be downloaded by a User from, the “Apple” virtual store called the App Store and/or “Google” virtual store called Google Play (together “Virtual Stores”). Minimum requirements for installation and use of the App are detailed in the Virtual Stores and may be updated from time to time.
3.2.2. During your first Use of the App, you are requested to grant the App permission to access certain features in your Mobile Device, as will be presented to you in the App. Once you download and install the App, it is recommended to activate automatic updates for the App.
3.3. Instructions for Activation and Registration.
3.3.1. In general, each User can independently download the Apps from the relevant Virtual Store which is applicable to her Mobile Device.
3.3.2. To use the App, you must be: (i) at least 18 years of age; (ii) possess the legal right and ability to enter into a legally binding agreement with us; and (iii) agree and warrant to use the App in accordance with these T&C.
3.3.3. After the App is successfully downloaded to the User's Mobile Device, and in order to use the Devices, the User will have to pair the Devices with the App. Please note, that without pairing a Device to the App, you will not be able to use the Device, even if the App is successfully installed on your Mobile Device.
3.3.4. The Personal Information you are required to provide us in order to use the App, and the way we shall use any Personal Information collected from the App is governed by our Privacy Policy.
3.4. Your responsibility.
3.4.1. You are responsible for any activity that occurs through the Use of the App on your Mobile Device.
3.4.2. If you cease to use the App, and/or if you transfer or sell your Mobile Device to someone else, it is your sole obligation to uninstall the App from your Mobile Device.
3.4.3. All Patient Data you provide us must be true, accurate, current, and complete and you agree to update your Patient Data as necessary to maintain its truth and accuracy.
3.4.4. You are responsible for compliance with applicable local laws, regulations, and other instructions and guidelines that are related to your Use of the App, including, without limitation, any terms and conditions of the Virtual Stores.
3.4.5. The Use of the App according to these T&Cs does not derogate from your responsibility to use the Device according to the User Guides.
3.5. Your representations. By using the Apps, you hereby warrant and represent as follows:
3.5.1. You are aware that you are not obligated by law to use the App or the Services and to upload into the App any Patient Data, and any provision of it is based on your free will;
3.5.2. Your Personal Information (if any) that you upload to the App in order to use the App, is yours, you have all rights in and to your Personal Information, and it is accurate, correct, and complete;
3.5.3. Any Patient Data provided and/or otherwise uploaded by a User to the App is lawfully obtained by you in compliance with all applicable laws;
3.5.4. You are aware that any Patient Data provided by you while using the App and/or otherwise Processed by us due to your Use of the App will be used by us all – for the purposes set forth in our Privacy Policy.
3.5.5. You are solely responsible for adequate protection and backup of your Personal Information and/or the Mobile Device that you use the App on, and hereby irrevocably waive any claim against HeraMED for loss or corruption of Patient Data, or any damage to your Mobile Device.
3.6. Support. If you encounter any problem with the use of the App, you can contact your Healthcare Provider for support, if the Healthcare Provider is not able to solve the problem than you may contact us via the “Contact Us” form on our website: https://www.hera-med.com/. Our support services include reasonable commercial efforts to address malfunctions of the App which are in our control.
4. Ownership and Intellectual Property Rights
4.1. The intellectual property and all other rights, title, and interest of any nature, in and to your Personal Information are and shall remain your exclusive property. Except as expressly set forth herein, nothing in these T&Cs shall be construed as transferring any rights, title, or interests in your Personal Information to HeraMED or any third party.
4.2. In the relations between you and HeraMED, the App (including any Content thereof) is owned by HeraMED (or any third party acting on HeraMED's behalf), and is protected by copyright and other intellectual property laws and treaties. We, and our licensors, own any and all rights, title, and interest in and to the App, including all copyright and other intellectual property rights in the App (including its Content), and the limited license granted herein (as set forth in Section 5 below) does not provide you with any title or ownership rights in or to the App.
4.3. For the avoidance of doubt, it is hereby clarified that the Virtual Stores, as defined above, will not be in any way responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim.
5. Grant of License
5.1. Subject to your Use of the Apps according to these T&Cs, we hereby grant you a worldwide, non-exclusive, personal and non-commercial, non-transferable, non-sublicensable, limited, and revocable license to download, install, and Use a copy of the Apps on any smartphone or any other Mobile Device that you legally own or control as permitted by the usage rules or other applicable terms, as set forth in the Virtual Stores terms of services, except that where applicable, the App may be accessed and used by other accounts associated with you through Family Sharing or volume purchasing, all - only and solely to receive the Services as set forth in Section 3 above. You may not use it for any other purpose. Any software that updates, supplements, or replaces the original App is governed by these T&Cs unless separate license terms accompany such update, supplement, or replacement, in which case such separate terms will govern in the event of a conflict with these T&Cs, or as otherwise provided in such separate terms.
5.2. We do not claim ownership of Patient Data you provide us and/or that you upload when you use the App. However, by using the App, and when we process Patient Data, you hereby freely grant us an irrevocable, royalty-free, non-exclusive, unlimited license to Process the Patient Data, all in accordance with the terms of the Privacy Policy.
6. License Limitations
6.1. HeraMED reserves all rights not expressly granted to you in these T&Cs. Without limiting the foregoing, you will not do, or authorize, or permit any third party to do any of the following: (a) rent, lease, loan, license, sell, redistribute or sublicense the App; (b) distribute or copy the App; (c) crawl, reverse engineer, decompile, disassemble, or attempt to discover the source code for the App; (d) modify, alter, or create any derivative works of the App; (e) remove, alter or obscure any copyright, trademark or other proprietary rights notice on or in the App; (f) Use the App for any illegal purpose, or in violation of any applicable law, including, without limitation, laws governing intellectual property and other proprietary rights, data protection and privacy, doctor-patient confidentiality, etc.; (g) attempt to gain unauthorized access to the App, or any part of it (including, any unauthorized and/or unlawful access to Personal Information), computer systems or networks connected to the App through hacking or any other means or interfere or attempt to interfere with the proper working of the App or any activities conducted via the App by any means, including uploading or otherwise disseminating viruses, worms, or other malicious code; (h) exploit the App in any unauthorized way whatsoever, including but not limited to, by trespass or burdening network capacity.
6.2. While we use reasonable efforts to ensure that the App is free from viruses and other malicious content, neither we, nor any other party involved in producing, hosting, or delivering the App assumes any responsibility, nor shall be liable for any damage to, or viruses that may infect your Mobile Device or other property on account of your Use of the App. Except where required by applicable law, HeraMED shall not be liable to any User or other person for any loss or damage they may suffer as a result of viruses, or other malicious or harmful content that they access from, or through the App. For additional information about the security measures we implement in the App, please see our Privacy Policy.
7. General Terms
7.1. The User hereby warrants, represents, and undertakes as follows:
7.1.1. You will Use the Apps according to the terms herein and not abuse the Apps and/or the Services.
7.1.2. (i) These T&Cs are concluded between You and HeraMED, and not between you and Apple Inc. or any of its respective affiliates and/or subsidiaries (together shall be referred to, above and hereinafter, as “Apple”), or between You and Google Inc. or any of its respective affiliates and/or subsidiaries (together shall be referred to as “Google”); (ii) Your use of the Apps on your Mobile Device is subject to Virtual Stores' respective terms and conditions as available in the applicable Virtual Stores (as may be amended from time to time by the any of the Virtual Stores), and you agree to be bound by such terms; (iii) the Virtual Stores disclaim any and all responsibilities and warranties for: (a) the license granted herein by HeraMED for the use of the App; (b) Your Personal Information and any use of it by HeraMED and/or by a third party acting on its behalf; (c) maintenance and support services with respect to the App. In case of any problem, bug, or other malfunction you can contact us (see contact details below); (iv) Subject to Section 9 below, in the event of any failure of this App to conform to the limited warranty herein (if and to the extent applicable), you may notify the relevant Virtual Store and subject to such Virtual Stores’ terms, the applicable Virtual Store will refund you the purchase price for the App (if applicable) and to the maximum extent permitted by applicable law, such refund will be provided as a sole and exclusive remedy from such applicable Virtual Store. Other than that, the Virtual Store disclaims any and all warranties or obligations whatsoever with respect to the App; (v) any claims you may have regarding the App (such as product liability, consumer protection, applicable legal or regulatory requirements, etc.), shall not, in any case, be addressed to the Virtual Store, but rather to HeraMed; (vi) By downloading the App you hereby warrant and represent that you are not located in a country that is subject to U.S. Government embargo, or otherwise designated by the U.S. Government as “terrorist supporting” country, and that you are not listed on any U.S. Government list of prohibited or restricted parties.
8. DISCLAIMERS
8.1. THE SERVICES WE PROVIDE YOU THROUGH THE APPS ARE BASED ON THE ASSUMPTION THAT THE INFORMATION PROVIDED BY YOU TO HERAMED, WHETHER THROUGH THE APPS OR OTHERWISE, IS COMPLETE, RELIABLE TRUE AND CORRECT. WE DO NOT SUPERVISE OR OTHERWISE CHECK THE INFORMATION SOURCE, ITS VALIDITY, CORRECTNESS, RELIABILITY, ACCURACY, COMPLETENESS, OR ANY OTHER ASPECT ASSOCIATED WITH IT.
8.2. WITHOUT DEROGATING FROM THE FOREGOING, IT IS HEREBY CLARIFIED THAT OUR SERVICES DO NOT CONSTITUTE PROFESSIONAL, MEDICAL, OR PARAMEDICAL ADVICE OR DIAGNOSIS, AND THEY DO NOT SERVE AS A SUBSTITUTE FOR THE PROFESSIONAL ADVICE OF YOUR PHYSICIAN. YOU SHOULD MAKE ALL MEDICAL OR HEALTH-RELATED DECISIONS BASED ON PROFESSIONAL ADVICE FROM A LICENSED PHYSICIAN.
8.3. YOUR USE OF THE APPS AND THE SERVICES IS AT YOUR OWN RISK. WE DO NOT, EITHER EXPRESSLY OR IMPLICITLY, ASSUME IN ANY MANNER ANY RESPONSIBILITY FOR ANY DECISION MADE BY YOU OR ACTION TAKEN OR NOT TAKEN BY YOU IN RELIANCE ON THE APPS AND SERVICES, OR DUE TO ANY MEDICAL DIAGNOSIS OR TREATMENT MADE OR PROVIDED BASED ON THE SERVICES, NOR DO WE ASSUME ANY RESPONSIBILITY FOR ANY LOSS, INJURY AND/OR DAMAGES INCURRED AS A RESULT, OR IN CONNECTION WITH, THE USE OF OUR APPS AND SERVICES. ANY USE OR RELIANCE ON THE APPS AND SERVICES IS MADE AT USER'S OWN RISK AND HERAMED IS RELEASED FROM ANY WARRANTY OR LIABILITY THERETO OR THEREFROM.
8.4. HERAMED DOES NOT EXECUTE PRELIMINARY OR ANY OTHER CHECK REGARDING USERS OF THE APPS. IN ADDITION, IN REGARD TO THE PLATFORM USED BY OUR CARE PROVIDERS – HERAMED DOES NOT CHECK ANY CARE PROVIDER'S QUALIFICATIONS, PROFESSIONAL SKILLS, AND EXPERIENCE IN ANY MEDICAL FIELD; HERAMED DOES NOT RECEIVE AND/OR IS NOT OTHERWISE EXPOSED TO ANY TREATMENT PLAN, MEDICAL ADVICE OR ANY OTHER RECOMMENDATION PROVIDED BY A CARE PROVIDER TO THE USERS, AND HAS NO CONTROL OVER IT. THEREFORE, HERAMED IRREVOCABLY DISCLAIMS ANY AND ALL RESPONSIBILITY AND/OR LIABILITY OF ANY KIND IN THIS REGARD.
8.5. YOUR DECISION TO USE THE APPS AND/OR RELY UPON ANY ADVICE OR OTHER RECOMMENDATION ISSUED BY THE CARE PROVIDER BASED ON THE USE OF THE APPS REFLECT THIS ALLOCATION OF RISK, AND YOU HEREBY DISCLAIM AND EXEMPT HERAMED FROM ANY AND ALL RESPONSIBILITIES AND/OR LIABILITIES RELATED, DIRECTLY OR INDIRECTLY, TO THE FOREGOING.
9. NO WARRANTY
9.1. THE APPS ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS WITH ALL FAULTS, DEFECTS, AND ERRORS, AND WITHOUT ANY WARRANTY OF ANY KIND. HERAMED SPECIFICALLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESSED OR IMPLIED, ARISING BY LAW OR OTHERWISE, REGARDING THE APPS AND ITS PERFORMANCE, ITS SUITABILITY FOR YOUR INTENDED USE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, THAT THE USE OF THE APPS WILL BE UNINTERRUPTED OR ERROR-FREE, THAT ALL VULNERABILITIES AND DEFECTS WILL BE DETECTED, THAT THE APPS ARE FREE FROM VIRUSES OR OTHER HARMFUL CODE, OR THAT THE APPS WILL NECESSARILY ASSIST THE USER IN ANY WAY.
9.2. WITHOUT LIMITING THE FOREGOING, YOU ARE AWARE THAT THE APPS ARE HOSTED IN THE VIRTUAL STORES. HERAMED WILL COMPLY WITH ANY INSTRUCTION RECEIVED FROM THE VIRTUAL STORES, WHICH MAY RESULT IN CHANGES IN THE APPS, THE REMOVAL OF THE APPS FROM THE VIRTUAL STORES (WHETHER TEMPORARILY OR PERMANENTLY, AND WHETHER IN WHOLE OR IN PART), AND MAY AFFECT ITS AVAILABILITY. HERAMED DOES NOT WARRANT THAT THE APPS WILL BE AVAILABLE, FREE OF BUGS, ERRORS, VIRUSES, OR OTHER DEFECTS THROUGH USE OR DOWNLOADING MATERIAL FROM THE SERVICES, AND HERAMED SHALL HAVE NO LIABILITY OF ANY KIND FOR THE USE OF, OR INABILITY TO USE THE APPS.
9.3. HERAMED MAY BE ENTITLED, AT ITS SOLE DISCRETION, TO REMOVE THE APPS FROM THE VIRTUAL STORES AT ANY TIME AND FOR ANY REASON. ALSO, HERAMED SHALL BE ENTITLED TO CHANGE THE SCOPE OF THE APPS, ADD AND/OR OMIT SOME FEATURES, CHARGE FEES FOR THE USE OF THE APPS, AND/OR EXECUTE ANY OTHER ACTION, AT HERAMED'S SOLE DISCRETION.
10. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL HERAMED (INCLUDING ITS LICENSORS, BUSINESS PARTNERS, SERVICE PROVIDERS, AND/OR THE DISTRIBUTOR) BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR LIABILITIES WHATSOEVER ARISING FROM, OR RELATING TO THE APPS, THE SERVICES (INCLUDING, WITHOUT LIMITATION, DUE TO YOUR USE OR INABILITY TO USE THE SERVICE AND/OR THE RESULTS OF USING THE SERVICES) OR THESE T&Cs, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHER THEORY, EVEN IF HERAMED HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF YOU ARE DISSATISFIED WITH THE SERVICES OR ANY CONTENT THEREON, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SERVICES AND UNINSTALL THE APPS. WITHOUT DEROGATING FROM ANY OF THE FOREGOING, THE TOTAL AGGREGATE LIABILITY OF HERAMED TOGETHER WITH ANYONE ON OUR BEHALF UNDER THESE T&CS, IF ANY (INCLUDING OUR LICENSORS, BUSINESS PARTNERS, SERVICE PROVIDERS, AND/OR THE DISTRIBUTOR), IN CONNECTION WITH THE SERVICES WILL NOT EXCEED USD $100 (ONE HUNDRED DOLLARS).
11. Release and Indemnification. You hereby release and forever discharge, and agree to indemnify, defend, and hold us, our officers, directors, employees, shareholders, agents, affiliates, and distributer, harmless from all liabilities, claims, loss, and damages (of every kind, whether known or unknown and suspected or unsuspected), and including reasonable attorney's fees related in any way to your Use of the Apps not in accordance to the T&Cs.
12. Third Party Terms of Agreement. The Apps may contain links and references to third-party websites and/or include third-party component(s) and/or service(s) (“Third Party Services”). Without derogating from the generality of the aforementioned, the Third Party Services are provided (if and to the extent provided, at our sole discretion) as a convenience to you, and when you access any such Third Party Services You must comply with the applicable Third Party Services’ terms and conditions. We do not review, approve, monitor, endorse, warrant, or make any representations with respect to such Third Party Services. In no event will we be responsible for the information contained in, transmissions received from, or your use of or inability to use such Third Party Services.
13. Termination. HeraMED may terminate these T&Cs at any time for any reason, or for no reason immediately upon notice. Upon such termination, you agree not to use, or copy the Apps (including any subsequent version of the Apps). In the event of the termination of the T&Cs for any reason: (a) the license granted to you to Use the Apps under these T&Cs will terminate immediately; (b) You must immediately upon receiving any notice of termination cease all Use of the Apps and destroy or erase all copies of the Apps in your possession or control.
14. Age restrictions; Our policy towards children. If you are not 18 years old or older, you may not Use the App and/or contact us and/or send us any Patient Data. By Using the App and/or Services you hereby warrant and represent that you are not under the age of 18. If these age requirements are not met, you are required to obtain the consent of the parent or legal guardian to download and use the Apps; lacking such consent, you may not use the Apps. For additional information about our policy towards children, please visit our Privacy Policy.
15. Assignment. You may not assign or transfer these T&Cs, or any of your rights under these T&Cs without the prior written consent of HeraMED, and any attempted assignment without such consent shall be void.
16. Governing Law. These T&Cs shall be governed by the laws of the State of Delaware (without giving effect to its conflict of law's provisions), and any matter, or dispute arising out of or in connection with them or in connection with the App or Services shall be subject to the exclusive jurisdiction of the competent courts located in Delaware.
17. Severability. If any term of these T&Cs is found to be unenforceable, or contrary to law, it will be modified to the least extent necessary to make it enforceable, and the remaining portions of these T&Cs will remain in full force and effect.
18. No Waiver. No waiver of any right under the T&Cs will be deemed effective unless contained in writing signed by HeraMED, and no waiver of any past or present right arising from any breach, or failure to perform will be deemed to be a waiver of any future rights arising out of these T&Cs.
19. Entire Agreement. These T&Cs together with the Privacy Policy, constitute the entire agreement between you and us with respect to the Use of the App, and supersede all prior agreements, proposals, negotiations, representations, or communications relating to the subject matter. Any update of these T&Cs shall be binding commencing on its publication (as detailed at the top of these T&Cs).
20. Third Party Beneficiaries. The Virtual Stores shall be considered as third-party beneficiaries of these T&Cs, and shall have the right (and will be deemed to have accepted the right) to enforce these T&Cs against you as a third-party beneficiary.
21. Contact Us. Should you have any questions or complaints regarding the App, Services and/or the license granted herein, you may contact us via our “Contact Us” form on our website: https://www.hera-med.com/.