Terms of Service

 

Sweetch Health Ltd. (“Company“, “us“, “our“, or “we“), a company incorporated in the State of Israel, is in the process of developing a service that will help individuals with Type 2 diabetes, who are transitioning from oral medication to insulin therapy, assess their levels of insulin production and utilization, using daily metrics related to each individual’s metabolic profile. For such purpose Company is performing a feasibility study, including by means of participants’ usage of this application (“Feasibility Study” and “Clarity App,” respectively). For the duration of the Feasibility Study, the Clarity App will allow the record and sharing of each Feasibility Study participant’s daily metrics, allowing  calculation of a personalized insulin likelihood assessment. Insulin Likelihood”), and the use of other services provided on the Clarity App (collectively, “Services”). These Terms of Service (“Terms“) govern your access and use of the Clarity App and the Services as part of the Feasibility Study, and subject to the terms thereof, Our Privacy Notice, available at https://sweetch.com/clarity-privacy/ (“Privacy Notice“) governs our collection, processing and transfer of any Personal Data (as such term is defined in the Privacy Notice). “You” means an individual using the Clarity App and Services as a participant of the Feasibility Study.

 

The Clarity App is provided for research purposes only. It is not intended for use in diagnostic procedures. 

 

By clicking on the button marked “I agree” you signify your assent to these Terms. Changes may be made to these Terms from time to time and your continued use of the Services following any changes to these Terms signifies your assent to the amended Terms. If you do not agree to any of these Terms, please do not click the button marked “I agree” and do not use the Services.

 

  1. Use of Service
    1. Subject to these Terms and the terms of the Feasibility Study, Company allows you to access and use the Clarity App and Services on a non-exclusive basis for your own personal use. Use of and access to the Services is void where prohibited by law. You represent and warrant that (a) any and all registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) you are 18 years of age or older and have the ability to form a binding contract; (d) your use of the Services does not violate any applicable law, regulation, or obligation you may have to a third party; and (e) you shall comply with applicable laws, regulations, guidelines, and these Terms throughout your use of the Clarity App and Services.
    2. To use the Clarity App and Services as part of the Feasibility Study, you must report on certain daily activities that may affect your need for insulin treatment. You will be asked to report on your blood glucose levels (“BG Levels”), the meals you eat, the diabetes medication you take, and the amount of physical activity in which you engage, as instructed through the Services. You will also need to input the times at which each of these activities occur. If you do not report an activity at the time determined at registration (see details below), the Clarity App will send you a reminder to do so.
      1. BG Levels. You will be asked to input your BG levels seven times a day, 0-15 minutes before each meal, 60-90 minutes after the meal has begun, and once at night at a specified hour, as well as the time when each was measured.
      2. Meals. You will need to input the types of foods you ate for breakfast, lunch, and dinner or report if you skipped a meal. You will also be asked to report on any additional drinks and/or snacks you consume outside of mealtimes as well as the time you began eating each meal and/or snack.
      3. Medication. Upon registration, you will be asked to provide information regarding any diabetes-related medication you are taking, including the dosage, amount, and frequency you take, which days you take the medication (if applicable), and if daily, how many times a day and at what times you take the medication. You will be asked to report on whether or not you’ve taken or skipped the medication you’ve disclosed during registration (described below) and at what times.
      4. Physical Activity. You will be asked to input the type of physical activity in which you have been engaged, the start time, duration, and intensity of the workout. Physical activity tracking can be done automatically, by carrying your phone during your workout, or manually, by inputting the information afterwards.
  2. Account Registration
    1. In order to use the Services, you will need to have a registered account. To complete the registration process, you must provide all registration information as requested by us. You have no legal obligation to provide us with any Personal Data and we may indicate that the provision of some information is optional, but your agreement to provide such information may assist us in providing you with improved Services.
    2. Login Information. To create an account, you will be asked to set up a username and password. The password must be at least 8 characters long and contain one uppercase letter, one lowercase letter, and one number. You will also be asked to provide your full name, date of birth, email, phone number, gender, height, weight, and the year you were diagnosed.
    3. Permissions. Upon registration you will be will asked for your permission to allow the Clarity App to perform various actions on your device or collect certain data about you (subject to the Privacy Notice). These permissions include allow the Clarity App to send you notifications, collect your location, recognize your motion and/or activity, background app refresh (iOS), battery optimization (Android), and connect using Bluetooth. Without the ability to perform these actions, the Clarity App will not function properly so if you do not consent to these actions, you may not be able to use the Clarity App or Services.
    4. You agree to notify us immediately of any unauthorized use of your account. You are fully and solely responsible for the security of your mobile device and all activity on your account, even if such activities were not committed by you. To the fullest extent permitted by applicable law, Company will not be liable for any losses or damage arising from unauthorized use of your account or password. We do not police for and cannot guarantee that we will learn of or prevent, any inappropriate use of the Services.
    5. We reserve the right to investigate suspected violations of these Terms or illegal and inappropriate behavior through the Services. We will fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity, behavior or User Content (as defined below) of anyone believed to have violated these Terms or to have engaged in illegal behavior in connection with the Services.
  3. Termination of Account
    1. You acknowledge and agree that Company may suspend or terminate your account at any time by providing three (3) days prior notice. In addition, upon occurrence of any of the following events, Company may suspend or terminate your account with immediate effect and may take any other corrective action it deems appropriate: (i) violation of the letter or spirit of these Terms, or (ii) behavior that is fraudulent, harassing, abusive, illegal or harmful to other users, third parties, or the business interests of Company. If your account is terminated, you may not rejoin without Company’s express permission. Company may modify or discontinue the Services for all users at any time, subject to applicable law. Upon termination of your account, you shall not have any further access to any content or materials that may be available through your account.
    2. You may request termination of your account at any time and for any reason by sending an email to support@sweetch.com Following such request, Company shall endeavor to close your account within three (3) business days, and in any case as soon as reasonably practicable. Any suspension or termination of your account shall not affect your obligations under these Terms (including but not limited to ownership, indemnification, any representations and warranties made by you, or limitation of liability), which by their sense and context are intended to survive such suspension or termination.
  4. Content
    1. The Clarity App may provide certain content and/or information available through the Clarity App and/or Services (“Content”). The Clarity App allows you to input certain Content, including as detailed above (“User Content“). Content comes from a variety of sources. You understand that Company is not responsible for the accuracy, usefulness, safety, appropriateness, or infringement of any intellectual property rights of or relating to the Content, and you are fully and solely responsible for the User Content you provide through the Clarity App.
    2. COMPANY DOES NOT ENDORSE ANY USER CONTENT OR ANY OPINION, RECOMMENDATION, OR ADVICE EXPRESSED IN ANY USER CONTENT AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COMPANY EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY IN CONNECTION WITH THE USER CONTENT. COMPANY DISCLAIMS ALL LIABILITY, REGARDLESS OF THE FORM OF ACTION, FOR THE ACTS OR OMISSIONS OF ANY AND ALL USERS (INCLUDING UNAUTHORIZED USERS) THAT ARE NOT SOLELY DUE TO COMPANY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, WHETHER SUCH ACTS OR OMISSIONS OCCUR DURING THE USE OF THE SERVICES OR OTHERWISE.
  5. User Content Restrictions
    1. Company has no obligation to accept, display, or maintain any User Content. Moreover, Company reserves the right to remove and permanently delete any User Content uploaded by you, with notice if such User Content is suspected to be violate these Terms. You are and shall remain at all times fully and solely responsible for any User Content that you upload. You represent and warrant that any User Content that you upload (i) complies with applicable law; and (ii) that you have all necessary rights, licenses, consents, and authorities required under applicable law to submit such User Content. Without derogating from the foregoing, you represent, warrant and acknowledge that any User Content you provide will be truthful and accurate in order to receive the Services.
    2. Without limiting the foregoing, you agree that you will not transmit, submit or upload any User Content or act in any way that:
      1. restricts or inhibits use of the Services;
      2. violates the legal rights of others, including defaming, abuse, stalking or threatening users or individuals;
      3. infringes (or results in the infringement of) the intellectual property, moral, publicity, privacy, or other rights of any third party;
      4. is (or you reasonably believe or should reasonably believe to be) in furtherance of any illegal, counterfeiting, fraudulent, pirating, unauthorized, or violent activity, or that involves (or you reasonably believe or should reasonably believe to involve) any stolen, illegal, counterfeit, fraudulent, pirated, or unauthorized material;
      5. does not comply with all applicable laws, rules and regulations;
      6. posts, stores, transmits, offers, or solicits anything that contains the following, or that you know contains links to the following or to locations that in turn contain links to the following:
        1. material that we determine to be offensive (including material promoting or glorifying hate, violence, bigotry, or any entity (past or present) principally dedicated to such causes or items associated with such an entity),
        2. material that is racially or ethnically insensitive, material that is defamatory, harassing or threatening,
        3. pornography or obscene material,
        4. any virus, worm, trojan horse, or other harmful or disruptive component; or
        5. anything that encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law or regulation or is otherwise inappropriate or offensive. 
    3. Company may, at its sole discretion, choose to monitor User Content for inappropriate or illegal behavior, including through automatic means, provided however, that Company reserves the right to treat User Content as content stored at the direction of users for which Company will not exercise editorial control except when violations are directly brought to Company’s attention.
  6. Use Restrictions. You may not do or attempt to do or facilitate a third party in doing any of the following: (1) decipher, decompile, disassemble, or reverse-engineer any of the software and/or code, if and as applicable, used to provide the Clarity App or Services without our prior written authorization, including framing or mirroring any part of the Clarity App or Services; (2) circumvent, disable, or otherwise interfere with security-related features of the Services or features that prevent or restrict use or copying of any User Content or other content available through the Clarity App or Services; (3) use the Clarity App or Services or content thereon in connection with any commercial endeavors in any manner, except for the purposes specifically set forth in these Terms; (4) use any robot, spider, site search or retrieval application, or any other manual or automatic device or process to retrieve, index, data-mine, or in any way reproduce or circumvent the navigational structure or presentation of the Clarity App or Services; (5) use or access another user’s account or password without permission; (6) use the Clarity App or Services or content thereon in any manner not permitted by these Terms or applicable law.
  7. Intellectual Property
    1. Company, or its respective licensors, as the case may be, have all right, title and interest in the Clarity App, Services, and any content thereon (excluding User Content), including its overall appearance, text, graphics, graphics design, videos, demos, interfaces, and underlying source files, and all worldwide intellectual property rights, the trademarks, service marks, and logos contained therein, whether registered or unregistered. Except as expressly permitted herein, you may not copy, further develop, reproduce, republish, modify, alter download, post, broadcast, transmit or otherwise use the content of the Clarity App or Services for any purpose. You will not remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in the Clarity App or Services, if any. All trademarks are trademarks or registered trademarks of their respective owners. Nothing in these Terms should be construed as granting you any right to use any trademark, service mark, logo, or trade name of Company or any third party. If you provide Company with any feedback regarding the Clarity App, Company may use all such feedback without restriction and shall not be subject to any non-disclosure or non-use obligations in respect of such feedback.
    2. You have all right, title and interest in the User Content you submit. By submitting or posting any User Content, you grant Company and its successors and assignees a worldwide, non-exclusive, royalty-free, sub-licensable and transferable license to use, copy, distribute, transmit, modify, prepare derivative works of, alter, and/or decompile such User Content solely for the purpose of provision of the Services, and the right to use such User Content in a de-identified manner in order to develop and improve Company’s products and/or services.
    3. The Company and its Study Partners (as defined in the privacy notice) may use your Insulin Likelihood data in a de-identified manner in order to develop and improve Company’s products and/or services, as detailed in the Privacy Notice.
  8. Confidential Information. Company may have access to certain confidential information, including your User Content (“Confidential Information“). Except as permitted herein, Company may not use, disseminate, or in any way disclose the Confidential Information except for the purposes of providing the Services or as otherwise set forth herein. Company shall treat all Confidential Information with the same degree of care as it accords to its own Confidential Information but in any event with a high degree of care. Company’s obligations hereunder do not apply to any Confidential Information that (a) was rightfully in Company’s possession or in the public domain free of any obligation of confidence at or subsequent to the time the Confidential Information was shared with Company by you; or (b) was independently developed by Company without use of, or reference to, any Confidential Information. A disclosure of any Confidential Information by Company in response to a law, regulation, or governmental or judicial order will not be considered to be a breach of these Terms, provided that Company, to the extent permitted, shall notify you of such requirement.
  9. Disclaimers and Disclaimer of Warranty
    1. All information and content posted on the Clarity App is for informational purposes only and Company provides no guarantees with respect thereto. Your use of the Clarity App and/or Services is at your sole discretion and risk. The Clarity App, Services, Insulin Likelihood and any content thereon, are provided on an AS IS and AS AVAILABLE basis without warranties of any kind. Company does not represent or warrant that Services will be of good quality or useful for your needs.
    2. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, RELATING TO THE CLARITY APP, SERVICES, INSULIN LIKELIHOOD AND/OR ANY CONTENT THEREON, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, COURSE OF DEALING OR COURSE OF PERFORMANCE. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, COMPANY DISCLAIMS ANY WARRANTIES, EXPRESS OR IMPLIED, (I) REGARDING THE SECURITY, ACCURACY, RELIABILITY, TIMELINESS AND PERFORMANCE OF THE CLARITY APP AND/OR SERVICES; (II) THAT THE CLARITY APP, INSULIN LIKELIHOOD OR SERVICES WILL BE ERROR-FREE OR THAT ANY ERRORS WILL BE CORRECTED; (III) REGARDING THE ACCURACY, QUALITY, CURRENCY, COMPLETENESS OR USEFULNESS OF ANY INFORMATION PROVIDED ON THE CLARITY APP, INSULIN LIKELIHOOD AND/OR SERVICES.
    3. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, COMPANY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES REGARDING ANY, DRUG RANKINGS, PREDICTED DRUG EFFECTS AND/OR INSULIN LIKELIHOOD GENERATED BY THE SERVICES, INCLUDING THEIR ACCURACY, SAFETY, AND FITNESS FOR A PARTICULAR PURPOSE. YOU ARE FULLY RESPONSIBLE AND LIABLE FOR ANY MEDICAL RECOMMENDATION AND/OR DECISION REGARDING MEDICAL TREATMENT IN CONNECTION WITH ANY INFORMATION PROVIDED BY THE SERVICES, INCLUDING USER CONTENT, AND COMPANY EXPRESSLY DISCLAIMS ALL LIABILITY IN CONNECTION THEREWITH.
    4. YOU ACKNOWLEDGE AND AGREE THAT THE CLARITY APP,AND SERVICE DO NOT PROVIDE AND/OR CONSTITUTE MEDICAL ADVICE. THE CLARITY APP SHOULD ONLY BE USED FOR THE PURPOSE OF THE FESIBILITY STUDY.
    5. No advice or information, whether oral or written, obtained by you from us, shall create any warranty that is not expressly stated in these Terms. If you choose to rely on such information, you do so solely at your own risk. Some states or jurisdictions do not allow the exclusion of certain warranties. Accordingly, some of the above exclusions may not apply to you. Check your local laws for any restrictions or limitations regarding the exclusion of implied warranties.
    6. You acknowledge and agree that the Clarity App and Services are not a data retention service. You therefore must create backups of your data, and Company shall have no responsibility or liability in respect of any loss of, damage to, or corruption of any such data.
  10. Limitation of Liability
    1. Without derogating from any of the foregoing, to the fullest extent permitted under applicable law, Company assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any materials or Services. Company is not responsible for any problems or technical malfunction or failure of any telephone network or lines, computer online systems or equipment, servers or providers, software, failure due to technical problems or traffic congestion on the Internet or on the Services. Under no circumstances shall Company be responsible for any loss or damage, including personal injury or death and any injury or damage to any person’s property, including mobile device or computer, resulting from the conduct of any users of the Services, whether online or offline. In addition, Company assumes no responsibility for any incorrect data, including Personal Data provided by you or on your behalf and you hereby represent and warrant that you are solely responsible for any and all data provided to Company, including any incorrect data and you shall assume any and all liability for any consequences of provision of such incorrect data to us.
    2. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT SHALL COMPANY, ITS RESPECTIVE AFFILIATES OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, ASSIGNEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SERVICES (INCLUDING ANY INSULIN LIKELIHOOD), INCLUDING BUT NOT LIMITED TO THE QUALITY, ACCURACY, OR UTILITY OF THE INFORMATION PROVIDED AS PART OF OR THROUGH THE SERVICES, WHETHER THE DAMAGES ARE FORESEEABLE AND WHETHER OR NOT COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION AND IN NO EVENT SHALL COMPANY’S MAXIMUM CUMULATIVE LIABILITY TO YOU EXCEED US$ 500.
  11. Indemnification. Without derogating from any of the foregoing, you agree to indemnify, defend, and hold harmless Company, its respective affiliates, and their respective employees, directors, officers, subcontractors and agents, against any and all claims, damages, or costs, losses, liabilities or expenses (including reasonable court costs, attorneys’ fees, and any administrative and/or criminal fines) that arise directly or indirectly from: (a) breach of these Terms by you or anyone using your account and/or computer and/or mobile device, password (whether authorized or unauthorized); (b) any claim, loss or damage experienced from your use or attempted use of (or inability to use) the Clarity App or Services; (c) your violation of any law or regulation or any of your obligations, representations, or warranties hereunder including but not limited to breach of any privacy and/or data protection laws and regulations to which you are subject; (d) your infringement of any right of any third party; and (e) any other matter for which you are responsible hereunder or under applicable law. You may not settle or compromise such suit without Company’s prior written consent. Company may be represented in any such suit by counsel of their own choosing at their own expense.
  12. Miscellaneous. These Terms shall be governed solely by the laws of the State of New York, and without regard to the United Nations Convention on the International Sales of Goods and the competent courts in the State of New York shall have exclusive jurisdiction to hear any disputes arising hereunder. In the event that any provision of these Terms is held to be unenforceable, such provision shall be replaced with an enforceable provision which most closely achieves the effect of the original provision, and the remaining terms of these Terms shall remain in full force and effect. Nothing in these Terms creates any agency, employment, joint venture, or partnership relationship between you and Company or enables you to act on behalf of Company. Except as may be expressly stated in these Terms, these Terms constitute the entire agreement between us and you pertaining to the subject matter hereof, and any and all other agreements existing between us and you relating thereto are hereby canceled. We may assign and/or transfer our rights and obligations hereunder to any third party without prior notice. You shall not assign and/or transfer any of your rights or obligations hereunder, and any assignment in violation of the foregoing shall be void. No waiver of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.

 

Last updated: March 2022