Terms and Conditions of the website for NELA –
Carepath Technologies GmbH

NELA TERMS OF SERVICE 

Last Modified: April 14, 2025 

 

  1. Your Acceptance 

Welcome to the Nela Terms of Service. This is an agreement (“Agreement”) between ​​Carepath Technologies Inc. (“Nela”) the owner and operator of the website https://nela.care, any associated websites, the Nela mobile app and software, any Nela products such as the cough recorder (“Products”), components, Nela Content (defined below), and any associated services offered (collectively the “Platform”) and you (​​“you”, “your”, or “User”) a user of the Platform.  Any content owned by Nela made available to you on the Platform shall be referred to as “Nela Content”.  

PLEASE BE AWARE THAT THERE ARE CLASS ACTION AND ARBITRATION PROVISIONS CONTAINED IN THIS AGREEMENT. 

Throughout this Agreement, the words “Nela,” “us,” “we,” and “our,” refer to our company, Nela, as is appropriate in the context of the use of the words.   

By clicking “I agree”, subscribing to the Platform, or accessing or using the Platform you agree to be bound by this Agreement and the Privacy Policy.  We may amend our Agreement or the Privacy Policy and may notify you when we do so. If you do not agree with any changes, please cease using our Platform immediately.  

  1. Platform and Registration 

 

Users may access the Platform as permitted by us.  Where required, Users must register on the Platform before accessing portions of the Platform.  During registration, your information will be collected and disclosed in accordance with our Privacy Policy. You are required to provide truthful, up-to-date, and accurate information when registering for our Platform and you must be over the age of 13 to register and create an account.  If you are between the age of 13 and 18 a legal guardian must agree to this Agreement on your behalf. We reserve the right to verify all User credentials and to reject any users. You are entirely responsible for maintaining the confidentiality of your password, account, and for any and all activities that occur under your account. You agree to notify Nela immediately of any unauthorized use of your account or any other breach of security. Nela will not be liable for any losses you incur as a result of someone else using your password or account, either with or without your knowledge.  Each User is only entitled to one account and users may not share accounts with any third parties. 

 

  1. Platform Ownership 

In accordance with this Agreement, we may provide you access to the Platform after registration along with payment as applicable.  The Platform is sold as a subscription (“Subscription”) and your Subscription does not entitle you to any ownership of the Platform, you merely receive a non-exclusive, limited, non-assignable, and fully revocable right to access the Platform at our discretion and in accordance with our Platform usage requirements.  Where you download any portion of our Platform including any Nela Content, we grant you a non-exclusive, limited, non-assignable, and fully revocable license to download and use such copy solely for your own personal use. You acknowledge that the structure, organization, and code of the Platform, any hosted services, and all related hardware and software components are proprietary to Nela and/or Nela’s licensors and that Nela and/or its licensors retains exclusive ownership of the Platform, any information received or derived from the Platform, any documentation, information and any and all other intellectual property rights relating to the Platform, including all modifications, copies, enhancements, derivatives, and other software and materials developed hereunder by Nela.  You shall not remove any proprietary, copyright, trademark, or service mark legend from any portion of any of the Platform, including any modifications, enhancements, Products, derivatives, and other software and materials developed by Nela.  All rights not expressly granted in this Agreement are reserved for us.  You may only access the Platform as permitted by us. 

  1. No Medical Advice 

NELA DOES NOT AND DOES NOT INTEND TO PROVIDE MEDICAL EVALUATION, DIAGNOSIS, MEDICAL SERVICES, OR MEDICAL OPINIONS OR ACT IN ANY MANNER AS A PHYSICIAN, LICENSED HEALTHCARE PROVIDER, OR MEDICAL CORPORATION, AND HAS NO RESPONSIBILITY OR LIABILITY FOR YOUR USE OF THE PLATFORM.  THE PLATFORM IS NOT INTENDED TO DIAGNOSE, TREAT, CURE, OR PREVENT ANY DISEASE OR MEDICAL CONDITION. THE  PLATFORM IS FOR INFORMATIONAL PURPOSES ONLY. ANY CONTENT OR INFORMATION ENCOUNTERED ON THE NELA PLATFORM IS NOT A SUBSTITUTE FOR IN-PERSON PROFESSIONAL MEDICAL DIAGNOSIS OR TREATMENT. RELIANCE ON ANY INFORMATION PROVIDED BY ANY INFORMATION FOUND ON THE PLATFORM IS SOLELY AT YOUR OWN RISK. ALWAYS SEEK THE ADVICE OF YOUR PHYSICIAN OR OTHER QUALIFIED HEALTH PROVIDER WITH ANY QUESTIONS YOU MAY HAVE REGARDING A MEDICAL CONDITION OR TREATMENT PLAN. Never disregard professional medical advice or delay in seeking it because of INFORMATION ENCOUNTERED ON THE  Platform. If you think you may have a medical emergency, call your doctor or 911 immediately.  Do not delay receiving treatment for any health or medical issues due to any information found on our Platform. Nela shall have no liability, obligation, or responsibility to any person or entity for any loss, damage, or adverse consequences alleged to have happened directly or indirectly as a consequence of any Nela Content, other content or information found on the Platform.  You must consult your physician prior to making any decisions regarding your lifestyle or behavior. 

  1. Nela Content 

ALL NELA CONTENT FOUND ON THE PLATFORM IS FOR GENERAL INFORMATIONAL AND EDUCATIONAL PURPOSES ONLY.  NO INFORMATION FOUND ON THE PLATFORM SHOULD BE CONSIDERED MEDICAL OR HEALTH ADVICE OF ANY SORT AND IS NOT A SUBSTITUTE FOR THE ADVICE OF YOUR DOCTOR OR HEALTH CARE PROVIDER.  NELA CONTENT DOES NOT CREATE A DOCTOR- PATIENT RELATIONSHIP AND IS ONLY FOR INFORMATIONAL PURPOSES.  Each User agrees that any Nela Content must be used in consultation with a licensed medical or health professional.    Nela does not endorse or warrant any Nela Content encountered on the Platform including but not limited to any materials, recordings, media, information, or other content. All Nela Content is offered “as-is” and without warranty of any kind.  Please be aware that Nela Content may be inaccurate, untimely, or contain errors.    You solely are responsible for your use of any Nela Content and you agree to release us from any liability related to your use of any Nela Content. 

  1. Privacy Policy 

We value your privacy and understand your privacy concerns.  Our Privacy Policy is incorporated into this Agreement, and it governs your submission of information to our Platform.  Please review our Privacy Policy so that you may understand our privacy practices.  All information we collect is subject to our Privacy Policy, and by using the Platform you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.   Nela may collect and process information regarding your usage of the Platform through the submission of your User Content (defined below). You consent to Nela’s collection and use of such information, as well as the sharing of such information with third party service providers for purposes of providing, marketing, and improving the Platform, and any other reason described in the Privacy Policy.  

 

 

  1. ​​​User Content 

A User’s ability to submit or transmit any information through the Platform, including but not limited to user information, data, recordings, written content, images, videos, or any other information will be referred to as “User Content” throughout this Agreement. Nela is not required to host, store, display, migrate, or distribute any of your User Content and we may refuse to accept or transmit any User Content at our discretion. You agree that you are solely responsible for any User Content submitted and you release us from any liability associated with any User Content submitted.  Any User Content found to be in violation of this Agreement or that we determine to be harmful to the Platform may be modified, edited, or removed at our discretion.  

When submitting any User Content to our Platform you represent and warrant that you ​​own all rights to the User Content, you have paid any fees to use or license the User Content, or you otherwise have the permission and right to use any User Content. Furthermore, you represent and warrant that all User Content is legal and the User Content does not interfere with any third party rights or obligations.  You represent and warrant that no User Content submitted is considered “protected health information” as defined under the Health Insurance Portability and Accountability Act and such information is not otherwise considered privileged or confidential. 

When you submit any User Content to us, you grant Nela, its partners, affiliates, Users, representatives and assigns a non-exclusive, unlimited, fully-paid, royalty-free, irrevocable, world-wide, universal, transferable, assignable license to display, distribute, store, broadcast, transmit, reproduce, modify, prepare derivative works, or use and reuse all or part of your User Content for any purpose including for providing you any services associated with the Platform.  Nela has no liability to you for any User Content including all data, information, copy, images, URL names, and anything else submitted by you. Specifically, Nela shall not be liable for any errors related to any User Content. We reserve the right to remove, delete, modify, screen, edit, or refuse any User Content for any reason or no reason, and with or without notice to you. 

  1. Monitoring User Content 

Nela shall have the right, but not the obligation, to monitor all User Content on the Platform at all times, to determine compliance with this Agreement and any guidelines established by us. Without limiting the foregoing, Nela shall have the right, but not the obligation, to remove or disable access to any User Content at its sole discretion. 

  1. Information Generated 

Nela is not responsible for any information generated via the Platform.  User understands and agrees that all information generated by the Platform is dependent on the information contained in any User Content submitted by you and you are solely responsible for that information.  THE USER AGREES TO HOLD NELA FREE FROM RESPONSIBILITY FOR ANY LIABILITY OR DAMAGE THAT MIGHT ARISE OUT OF YOUR USE OF THE PLATFORM OR RESULTS GENERATED. NELA WILL NOT BE LIABLE FOR ANY CLAIM, INJURY OR DAMAGE ARISING IN CONNECTION WITH YOUR USE OF THE PLATFORM, ANY INFORMATION GENERATED, AND THE NELA CONTENT.  Nela does not warrant any results, guarantee, endorse, or recommend any information generated and your use of such information generated is at your own risk. 

  1. Use of the Platform 

When using our Platform, you are responsible for your use of the Platform. You agree to the following: 

  • You may not attempt to interfere with, compromise the system integrity or security, or decipher any transmissions to or from the servers running the Platform; 
  • You may not use automated bots or other software to send more messages or upload files through our Platform than humanly possible; 
  • You may not decompile, reverse engineer, disassemble, modify, rent, sell, lease, loan, distribute, or create derivative works or improvements to the Platform or any portion of it; 
  • You may not access our Platform in an attempt to build a similar or other competitive product; 
  • You may not use the Platform in an unlawful manner; 
  • You may not take any action that imposes, or may impose at our sole discretion, an unreasonable or disproportionately large load on our infrastructure;  
  • You may not violate or infringe other people’s intellectual property, privacy, or other contractual rights while using our Platform; 
  • You may not interfere with or disrupt the Platform; 
  • You agree not to use the Platform in any way that is: misleading, unlawful, defamatory, obscene, invasive, threatening, or harassing; and 
  • You agree that you will not hold Nela responsible for your use of our Platform 

If you are discovered to be undertaking any of the aforementioned actions your privileges to use our Platform may at our discretion, be terminated or suspended.  Additionally, if we believe that your actions may harm us or a third party we may suspend or terminate your use of the Platform and we may pursue any legal remedy available to us under applicable law.  Generally, we will provide an explanation for any suspension or termination of your use of any of our Platform, but Nela reserves the right to suspend or terminate any account at any ​​time at our discretion. 

  1. User Account Holds 

From time to time, Nela may freeze or place a hold (“Hold”) on a User’s account. Some of the reasons that we may place a Hold on User’s account include but are not limited to the following: (1) if we have reason that User’s actions have violated this Agreement, may harm our business, are deceptive, misleading, unlawful, or have harmed a third party or interfere with a third party contractual right; (2) at the request of our payment processors or due to delayed payment; (3) if your account is not activated or inactive for a reasonable period of time; or (4) if required in order to comply with a court order, subpoena, writ, injunction, or as otherwise required under applicable laws and regulations. If User has questions about a Hold we may have placed on User’s account, or need information about how to resolve the Hold, please contact us. Additionally, we may suspend User’s access to the Platform while such Hold is in place. 

  1. Platform Availability 

Although we strive to make the Platform generally available, we do not guarantee that the Platform will always be available, work, or be accessible at any particular time.  Specifically, we do not guarantee any uptime or specific availability of the Platform.  You agree and acknowledge that the Platform may not always be either 100% reliable or available.  Only users who are eligible to use our Platform may do so and we may refuse service or terminate your access at any time. We cannot guarantee that anything found on our Platform will work to the functionality desired by you or give you any desired results.   

  1. Modification of Platform  

We reserve the right to alter, modify, update, or remove the Platform or any portions thereof, at any time at our discretion.  We reserve the right to discontinue previously offered features or functionality at our sole discretion and without prior notice. We are not liable to you or to any third party for any modification, suspension, or discontinuance of any feature or component of any portion of the Platform. We reserve the right to determine the timing and content of software updates, which may be automatically downloaded and installed by the Platform without notice to you.  

  1. Idea Submission 

Nela or any of its employees do not accept or consider unsolicited ideas, including but not limited to ideas relating to processes, technologies, product enhancements, or product names. Please do not submit any unsolicited ideas, content, artwork, suggestions, or other works (“Submissions”) in any form to Nela. The sole purpose of this policy is to avoid potential misunderstandings or disputes when Nela’s products might seem similar to ideas ​​submitted to Nela. ​​​​Any Submissions, whether solicited or unsolicited, will be treated as follows​​: (1) ​​Submissions and their contents will automatically become the property of Nela, without any compensation to the submitter; (2) Nela may use or redistribute the Submissions and their contents for any purpose and in any way; (3) there is no obligation for Nela to review the Submission; and (4) there is no obligation to keep any Submissions confidential. 

  1. Disclaimer 

THE PLATFORM IS PROVIDED ON AN “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, NEITHER NELA, NOR ANY OF OUR EMPLOYEES, DIRECTORS, OFFICERS, ASSIGNS, AFFILIATES, OR AGENTS MAKE ANY REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO: (1) THE PLATFORM OR ANY ASSOCIATED SERVICES OR PRODUCTS; (2) ANY INFORMATION OR CONTENT PROVIDED VIA THE PLATFORM INCLUDING ANY CONFIDENTIALITY THEREOF; OR (3) SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION TO OR FROM THE PLATFORM. IN ADDITION, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION, AND FREEDOM FROM COMPUTER VIRUS. NELA DOES NOT REPRESENT OR WARRANT THAT THE PLATFORM WILL BE ERROR-FREE OR UNINTERRUPTED; THAT DEFECTS WILL BE CORRECTED; OR THAT THE PLATFORM OR THE SERVER THAT MAKES THE PLATFORM AVAILABLE IS FREE FROM ANY HARMFUL COMPONENTS. NELA DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT THE INFORMATION (INCLUDING ANY INSTRUCTIONS) ON THE PLATFORM IS ACCURATE, COMPLETE, OR USEFUL. NELA DOES NOT WARRANT THAT YOUR USE OF THE PLATFORM IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND NELA SPECIFICALLY DISCLAIMS ANY SUCH WARRANTIES.  

  1. Limitation of Liability 

IN NO EVENT SHALL NELA, ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, OR AGENTS, BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, ​​WHETHER OR NOT ​​ NELA IS 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.  SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE. SPECIFICALLY, IN THOSE JURISDICTIONS NOT ALLOWED, WE DO NOT DISCLAIM LIABILITY FOR: (1) DEATH OR PERSONAL INJURY CAUSED BY NELA’S NEGLIGENCE OR THAT OF ANY OF ITS OFFICERS, EMPLOYEES OR AGENTS; (2) FRAUDULENT MISREPRESENTATION; OR (3) ANY LIABILITY WHICH IT IS NOT LAWFUL TO EXCLUDE EITHER NOW OR IN THE FUTURE.  WHERE A TOTAL DISCLAIMER OF LIABILITY IS DISALLOWED, YOU AGREE THAT OUR TOTAL LIABILITY TO YOU SHALL NOT EXCEED THE AMOUNTS YOU HAVE PAID IN THE PAST SIX (6) MONTHS TO USE OUR PLATFORM OR ONE HUNDRED UNITED STATES’ DOLLARS, WHICHEVER IS LESSER. 

  1. Release 

IF YOU ARE A RESIDENT OF A JURISDICTION THAT REQUIRES A SPECIFIC STATEMENT REGARDING RELEASE THEN THE FOLLOWING APPLIES.  FOR EXAMPLE, CALIFORNIA RESIDENTS MUST, AS A CONDITION OF THIS AGREEMENT, WAIVE THE APPLICABILITY OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES, “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”  YOU HEREBY WAIVE THIS SECTION OF THE CALIFORNIA CIVIL CODE.  YOU HEREBY WAIVE ANY SIMILAR PROVISION IN LAW, REGULATION, OR CODE THAT HAS THE SAME INTENT OR EFFECT AS THE AFOREMENTIONED.  YOU RELEASE US FROM ANY LIABILITY (INCLUDING liability, claims, demands, actions, and causes of action whatsoever, arising out of or related to any loss, damage, or injury, including death), RELATING TO ANY NELA CONTENT, OUR PLATFORM, AND PRODUCTS SOLD.  FURTHER, YOU RELEASE US, OUR OFFICERS, DIRECTORS, AGENTS, AFFILIATES, AND EMPLOYEES FROM ANY CLAIMS AND DAMAGES, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY PRODUCTS PURCHASED OR ANY CLAIM YOU HAVE AGAINST US.    YOU UNDERSTAND THAT THE USE OF SOME PRODUCTS PURCHASED involves certain risks, hazards, and dangers, which may include, but are not limited to, the risk of bodily injury, property damage, and death. YOU AGREE THAT YOU HAVE voluntarily chosen to USE THE PRODUCTS SOLD, knowing the risks involved. 

  1. Indemnity 

You agree to defend, indemnify and hold harmless Nela, its officers, directors, employees, affiliates, and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from:  

 

  • your use of and access to the Nela Platform; 
  • your violation of any term of this Agreement; or 
  • your violation of any third party right, including without limitation any copyright, property, or contractual right. 

 

This defense and indemnification obligation will survive this Agreement and your use of the Nela Platform. You also agree that you have a duty to defend us against such claims and we may require you to pay for an attorney(s) of our choice in such cases.  You agree that this indemnity extends to requiring you to pay for our reasonable attorneys’ fees, court costs, and disbursements.  In the event of a claim such as one described in this paragraph, we may elect to settle with the party/parties making the claim and you shall be liable for the damages as though we had proceeded with a trial. 

  1. Choice of Law 

This Agreement shall be governed by the laws in force in the state of Delaware. The offer and acceptance of this contract is deemed to have occurred in Delaware.  The United Nations Convention on Contracts for the International Sale of Goods will not apply to this Agreement and is hereby expressly excluded. 

  1. Disputes 

This Agreement and any dispute arising out of or in connection with this Agreement (“Dispute”) shall be subject to arbitration as set forth. 

Binding Arbitration 

You agree that any dispute relating in any way to your use of the Platform shall be submitted to confidential binding arbitration.   If there is a dispute about whether this arbitration provision can be enforced or applies to the Dispute, you and Nela agree that the arbitrator will decide that issue.  However, any claim that all or part of this Class Action Waiver is unenforceable, unconscionable, void or voidable may be determined only by a court of competent jurisdiction and not by an arbitrator. 

Arbitration under this Agreement is under the Federal Arbitration Act which governs the interpretation and enforcement of this provision. The arbitration will be administered by JAMS Arbitration in accordance with their streamlined arbitration rules (the “Rules”) then in effect, found at https://www.jamsadr.com/. Arbitration shall be conducted by one (1) arbitrator as selected pursuant to the Rules; the arbitrator’s award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction. The location of the arbitration shall be Wilmington, DE.  Each party shall be responsible for their own arbitration fees and costs. To the fullest extent permitted by applicable law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class action proceedings or otherwise. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of, related to or connected with the use of the Platform or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever banned. In the event that the law does not permit the abovementioned dispute to be resolved through arbitration, you agree that any actions shall be brought solely in a court of competent jurisdiction located within New Castle County, DE.   

You have the right to opt out of binding arbitration within thirty (30) days of the date You first accepted this Agreement by notifying us via mail at Carepath Technologies Inc.,[need an address]. In order to be effective, the opt out notice must include your full name, any account information, and must clearly indicate Your intent to opt out of binding arbitration. If you have decided to opt-out of Binding Arbitration, all Disputes shall be heard in a court of competent jurisdiction located within New Castle County, DE. 

  1. Class Action  

You and Nela agree that any proceedings to resolve or litigate any dispute whether through a court of law or arbitration shall be solely conducted on an individual basis. You agree that you will not seek to have any dispute heard as a class action, representative action, or collective action.   

  1. Copyright Takedowns 

Takedown Notice 

We take copyright infringement very seriously. If you believe that any copyrighted material owned by you has been infringed upon by someone using our Platform, please send us a message which contains: 

  • Your name. 
  • The name of the party whose copyright has been infringed, if different from your name. 
  • The name and description of the work that is being infringed. 
  • The location on our Platform of the infringing copy. 
  • A statement that you have a good faith belief that use of the copyrighted work described above is not authorized by the copyright owner (or by a third party who is legally entitled to do so on behalf of the copyright owner) and is not otherwise permitted by law. 
  • A statement that you swear, under penalty of perjury, that the information contained in this notification is accurate and that you are the copyright owner or have an exclusive right in law to bring infringement proceedings with respect to its use. 

You must sign this notification and send it to our Copyright Agent: Copyright Agent of Nela, service@nela.care or [need address] 

Counter Notice 

In the event that you receive a notification from Nela stating content posted by you has been subject to a ​​DMCA takedown, you may respond by filing a counter-notice pursuant to the DMCA.  Your counter-notice must contain the following: 

  • Your name, address, email and physical or electronic signature. 
  • The notification reference number (if applicable). 
  • Identification of the material and its location before it was removed. 
  • A statement under penalty of perjury that the material was removed by mistake or misidentification. 
  • Your consent to the jurisdiction of a federal court in the district where you live (if you are in the U.S.), or your consent to the jurisdiction of a federal court in the district where your service provider is located (if you are not in the US). 
  • Your consent to accept service of process from the party who submitted the takedown notice. 

Please be aware that we may not take any action regarding your counter-notice unless your notification strictly complies with the foregoing requirements.    Please send this counter-notice to: Nela, service@nela.care or [need address] 

 

  1. Severability 

In the event that a provision of this Agreement is found to be unlawful, conflicting with another provision of the Agreement, or otherwise unenforceable, the Agreement will remain in force as though it had been entered into without that unenforceable provision being included in it. 

 

If two or more provisions of this Agreement or any other agreement you may have with Nela are deemed to conflict with each other’s operation, Nela shall have the sole right to elect which provision remains in force. 

  1. Non-Waiver 

We reserve all rights permitted to us under this Agreement as well as under the provisions of any applicable law.  Our non-enforcement of any particular provision or provisions of this Agreement or ​​any applicable law should not be construed as our waiver of the right to enforce that same provision under the same or different circumstances at any time in the future. 

  1. Assignment and Survival 

You may not assign your rights and/or obligations under this Agreement to any other party without our prior written consent.  We may assign our rights and/or obligations under this Agreement to any other party at our discretion.  All portions of this Agreement that would reasonably be believed to survive termination shall survive and remain in full force upon termination, including but not limited to the Limitation of Liabilities, Disclaimer, User Content, Access, Payment, Indemnification, Class Action, and Arbitration sections. 

  1. Entire Agreement and Notices 

This Agreement along with the Privacy Policy constitute the complete and exclusive understanding and agreement between the parties regarding the subject matter herein and supersede all prior or contemporaneous agreements or understandings written or oral, relating to its subject matter. Where this Agreement expressly and directly conflicts with the Privacy Policy, this Agreement shall control.  Any waiver, modification or amendment of any provision of this Agreement will be effective only if in writing and signed by a duly authorized representative of each party.  Any notices required under this Agreement shall be delivered to Carepath Technologies Inc., [address], delivery confirmation required.  Any notices to User shall be delivered either electronically via email to User account or to the address listed within User’s account. 

  1. Amendments 

We may amend this Agreement from time to time.  When we amend this Agreement, we will update this page and indicate the date that it was last modified or we may email you.  You may refuse to agree to the amendments, but if you do, you must immediately cease using our Platform and please delete your account through your account page.  

  1. Electronic Communications 

The communications between you and Nela use electronic means, whether you visit the Platform or send Nela e-mails, or whether Nela posts notices on the Platform or communications with you via mobile notifications or e-mail.  For contractual purposes, you (1) consent to receive communications from Nela in an electronic form; and (2) agree that all terms, conditions, agreements, notices, disclosures, and other communications that Nela provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing.  The foregoing does not affect your statutory rights. 

  1. Platform Issues  

If you have any questions, issues, or have trouble accessing or using the Platform, please contact us through the Platform by email at service@nela.care. 

  1. Third Party App Store 

This Agreement is entered solely into between you and Nela., owner and operator of Nela Platform. Although our Platform may be available for download in the Google Play Store (“Google”) or the iTunes Store (“Apple”), neither Google nor Apple are a party to this Agreement and shall have no obligations with respect to the Nela Application. Nela  is solely responsible for the Nela Platform and Nela Content. However, Google and Apple are third party beneficiaries of this Agreement. Upon your acceptance of this Agreement, Apple or Google shall have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary thereof. This Agreement incorporates by reference the Licensed Application End User License Agreement (or similar agreement) published by Apple and Google, for purposes of which, you are “the end-user.” In the event of a conflict in the Terms of the Licensed Application End User License Agreement and this Agreement, the terms of this Agreement shall control. 

  1. Termination 

We may terminate this Agreement, if: (1) you have violated any applicable laws while using our Platform; (2) if you have violated any portion of this Agreement or any of our Platform policies; or (3) if we believe that any of your current or future actions may legally harm Nela, our business interests or a third party, at our discretion.  In the event of termination, we will strive to provide you with a timely explanation; however, we are not required to do so.  Please be aware that upon termination of your account, access to all or portions of our Platform may become immediately disabled and any User Content stored on the Platform may become inaccessible or deleted and we shall have no liability to you in regards to any retention of your User Content.   

  1. Additional Terms for Subscribers 

Users which purchase or use a Product or Subscription shall be referred to as a “Subscriber(s)”.  Subscribers are subject to all User terms and the additional terms as stated within this Agreement.   Subscribers may have access to additional features offered by our Platform; however, any such features are subject to modification and availability and at our discretion. We reserve the right to discontinue our Subscription services at any time or to reject any current or prospective Subscribers at our discretion. 

  1. Payments for Subscription 

Subscriber agrees to pay for all costs, fees, and taxes listed when purchasing any Subscription to the Platform or for any additional purchases. Where you have properly paid for a Subscription, we shall grant you access to any additional features offered in accordance with this Agreement. Subscriber authorizes Nela or its third party payment processors to charge their method of payment on file at the time of purchase. Where applicable, you must agree to our third party payment processors terms and conditions for processing payments.  All prices are listed in US Dollars.  All information that you provide in connection with a purchase or transaction must be accurate, complete, and current.   Where you have failed to pay or where payments are overdue, Nela may suspend or terminate your access to the paid portions of the Platform, without liability to us.  

  1. Payment Processing 

Nela may allow you to purchase Subscriptions or Products.  Where making a purchase you will be prompted to input your payment information or pay through a third-party payment portal.  You agree that we may charge the full amount listed at checkout to your credit card or other payment method accepted including taxes and other fees.  Your payment information will be shared with our third party payment processor.  By purchasing anything from our Platform you also agree to the terms and conditions of our third party payment processor.  Please be aware that all payment information will be stored and secured by the payment processor and not us. An order contract is not created until we process your payment and send you an order confirmation. 

  1. Free Trials and Discounts 

Nela may offer free trials or discounts at its discretion.  Where you, a Subscriber, elect to participate in a free trial, Nela may collect credit card information at the beginning of the free trial and may charge your credit card once your free trial ends.  You shall not be charged any fees where you elect to discontinue your use of the Platform prior the expiration of the free trial.  We may discontinue discounts or free trials at any time and we have no obligation to offer any discounts or free trials.  

 

Coupons and discounts are subject to the terms and conditions stated with such offers.  Coupons and discounts are single use only and must be applied prior to checkout for redemption.  Unless otherwise stipulated coupons cannot be used in conjunction with any other offer, bundle, discount, coupon or promotion, nor will it apply on an already reduced item.  We reserve the right to deny or discontinue any coupons or discounts at our discretion. 

 

  1. Refunds 

 

Electronic Subscriptions 

We want you to be satisfied with our Subscription services; however we cannot offer any refunds at this time for any Subscriptions related to the electronic or digital use of our Platform.  If you are having any issues with your Subscription or believe that you may be entitled to a refund please contact us via the Platform. 

 

Products 

 

Returns and refunds are not generally available for most of our Products. Refunds and returns shall only be accepted (1) where the Product you receive is damaged or incorrect, (2) your order is incomplete, or (3) due to any error by Nela (“Refund Eligible”).  Where your Product is Refund Eligible, please contact us at service@nela.care for a refund and we will reply with instructions .  Do not ship any Refund Eligible Products to us until you have received return instructions.  Please be aware that any shipping or handling costs are non-refundable and you may be required to pay for any Refund Eligible return shipping.  We reserve the right to deny your refund for any Refund Eligible Product if we believe you have violated this Agreement or our Product usage guidelines. Please be aware that refunds are not instantaneous and a refund may take one to two billing cycles to complete. 

 

  1. Shipping 

At checkout you may be able to select from multiple shipping options.  Shipping availability is listed at the time of checkout.  Prices for each location may vary.  Standard shipping times will apply.  As we do not transport the Products we cannot guarantee shipping times.  Depending where items are shipped, you may be issued a tracking number that allows you to check the status of your package; however, not all shipments will include tracking numbers.  Prior to shipment, Nela must prepare your Product and ensure quality control.  We recommend you check all shipments immediately once you have received them.  If you have any issues with your shipment or do not receive your shipment, please contact us immediately at service@nela.care.   

RISK OF LOSS 

All items purchased through the Platform are made pursuant to a shipment contract. This means that the risk of loss and title for such items pass to you and the carrier upon tender of the item to the third-party shipping carrier.  Upon receipt please inspect any Products purchased carefully, if you have discovered damage to any Products please contact us immediately at service@nela.care. 

  1. Product Warranty 

For any Products our warranty is subject to our Warranty Policy located at: [insert URL].  We reserve the right to deny any Product warranty claims if we believe that you have violated this Agreement or misused the Product at our sole discretion. 

  1. Product Issues 

It is possible that some of the Products listed on our Platform may be incorrectly priced, improperly labeled, or unavailable.  Additionally, other errors may be displayed on the Product page. Where an error exists, we will attempt to remedy such error, but we cannot guarantee the accuracy of our Product listings at all times.  Although we try to keep all Products on our Platform available and on hand, there may be times where such Products are unavailable. We attempt to have updated pricing on our Platform.  However, we cannot guarantee that any price displayed is the correct price for any of the Products listed on our Platform.  In the event that any prices are mislabeled we reserve the right to cancel your order or to notify you of our updated price.  You must then agree to our updated pricing before your order shall be fulfilled. 

  1. Taxes 

Where Nela does not charge you taxes for any Subscription including any Product purchase, you agree to pay any and all applicable taxes, duties, tariffs, or other associated fees with the purchase and shipment of such physical item. Additionally, where requested by us, you agree to provide us  documentation to support any claims of proper payment. 

  1. Chargebacks and Credit Card Declines 

If we believe that you have participated in a fraudulent chargeback we will pursue our claims against you to the fullest extent allowed by law.  We will forward your information to the applicable law enforcement agency and your fraudulent chargeback may result in either a civil fine or jail time. 

Where your credit card has been declined after our products have been shipped, you agree that we may resubmit your charge until such charge is fully paid, whether the charge is made as one additional charge or as installments. 

 

  1. Subscription Plans and Renewals 

In order to access certain functionality within the Platform including usage of the Product, you may be required to purchase a Subscription.  Please be aware that there may be separate Subscriptions required for both the Product and any digital services provided by the Platform.  Where you purchase a Subscription, your payment information shall be logged for your convenience. IF YOUR ACCOUNT HAS BEEN SET UP FOR AUTOMATIC PAYMENTS, NELA MAY CHARGE YOU AUTOMATICALLY AND ON A RECURRING BASIS, UNLESS YOU NOTIFY US THAT YOU WANT TO CANCEL YOUR AUTOMATIC PAYMENT VIA YOUR ACCOUNT DASHBOARD. ADDITIONALLY, YOU AUTHORIZE US TO BILL YOU ON A RECURRING BASIS AND AGREE THAT YOUR SELECTED SUBSCRIPTION SHALL AUTOMATICALLY RENEW FOR ADDITIONAL PERIODS (OF THE SAME LENGTH AS YOUR INITIAL SUBSCRIPTION) UNTIL WE ARE NOTIFIED OTHERWISE. YOU AGREE THAT NO ADDITIONAL CONSENT IS REQUIRED BY YOU TO CHARGE YOUR PREFERRED PAYMENT METHOD AUTOMATICALLY AND ON AN AUTOMATICALLY RENEWABLE BASIS FOR THE SUBSCRIPTION SELECTED.  Please be aware that you are able to cancel your Subscription prior to purchase or at any time by cancelling via your Platform account dashboard or by contacting us via the Platform. 

  1. Pricing and Price Increases 

The pricing for all paid Subscription is listed on the Nela Platform or within your account.  Nela may increase the price of any paid Subscription, at our discretion and we reserve the right to do so at any time. In the event of a price increase, Nela shall notify you and you will have the chance to accept or reject any price increase before the paid Subscription renewal.  Generally, we notify you of any price increases via your e-mail address or your Platform account.   Upon receipt of such notice, please notify us if you intend to reject a price increase.  Where you have rejected a price increase, upon the expiration of your paid Subscription, portions of the Platform may become immediately unavailable. You agree that Nela has no obligation to offer any services for the price originally offered to you at sign up. 

 

  1. Termination of Your Subscription 

Digital Subscription 

 

You may cancel your Nela digital Subscription at any time.  In order to avoid being charged for an additional Subscription period you must cancel your Subscription prior to your Subscription renewal date.  

 

Product Subscription 

 

You must  cancel your Nela Product Subscription no later than thirty (30) days prior to the renewal period for the then current Subscription Period.  Failure to cancel your Product Subscription in a timely manner may result in being charged for an additional Subscription Period. 

 

You may cancel your Subscription at any time via your Nela dashboard or by contacting us via the Platform. Please be aware that upon cancellation of your Subscription you will continue to have access until the conclusion of your current Subscription period.   After the conclusion of your current Subscription period, access to portions of our Platform may become immediately disabled and some User Content may become immediately inaccessible, deleted, or removed.  Without a Subscription your physical Product may not function properly.  Where you have cancelled your Subscription, we have no responsibility to you for any losses incurred by you for your inability to access portions of Platform or any User Content stored in such portions of the Platform. 

 

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