These Terms of Use and our privacy policy govern your use of websites available at www.adirallc.com (together, the “Sites”) and constitutes a legally binding agreement between you and Adira LLC (“AdirA”, “we”, “us” or “our”); please read them carefully.
IF YOU USE THE SITES, YOU CONFIRM THAT YOU ARE NOT LOCATED OUTSIDE THE UNITED STATES, AND ACCEPT AND AGREE TO BE BOUND AND ABIDE BY THESE TERMS OF USE AND OUR PRIVACY POLICY. IF YOU ARE LOCATED OUTSIDE THE UNITED STATES OR DO NOT AGREE TO THESE TERMS OF USE OR THE PRIVACY POLICY, YOU ARE NOT AUTHORIZED TO USE THE SITES.
1. Binding Arbitration
These Terms of Use provide that all disputes between you and AdirA will be resolved by BINDING ARBITRATION. ACCORDINGLY, YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT (INCLUDING IN A CLASS ACTION PROCEEDING) to assert or defend your rights under these Terms of Use (except for matters that may be taken to small claims court). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury and your claims cannot be brought as a class action. Please review the Section below entitled “Dispute Resolution; Arbitration Agreement” for the details regarding your agreement to arbitrate any disputes with AdirA.
2. Our Services are not Medical Advice
SITES DO NOT PROVIDE MEDICAL ADVICE. IF YOU THINK YOU MAY HAVE A MEDICAL EMERGENCY, CALL YOUR DOCTOR OR 911 IMMEDIATELY. THE SITES DO NOT PROVIDE A DIAGNOSIS OR OTHER RECOMMENDATION FOR TREATMENT AND ARE NOT A SUBSTITUTE FOR THE PROFESSIONAL JUDGMENT OF A HEALTH CARE PROFESSIONAL IN DIAGNOSIS AND TREATMENT OF ANY PERSON. YOU ARE ENCOURAGED TO VERIFY THE INFORMATION PROVIDED BY THE SITES. ANY RELIANCE ON SUCH INFORMATION IS DONE AT THE YOUR FULL AND SOLE RISK AND LIABILITY. The Sites use questions regarding your background and preferences to provide information on health topics, such as contraception, vaccinations, caring for a new baby), that we think may be of interest to you based on the information you have provided. You agree, confirm and acknowledge that you are aware of the fact that the Sites are not intended in any way to serve as a substitute for a face-to-face examination and/or session by a licensed qualified medical professional, are for informational purposes only and not considered medical treatments. You should never rely on or make health or well-being decisions which are primarily based on information provided as through our Sites. Furthermore, we strongly recommend that you will consider seeking advice by having an in-person appointment with a licensed and qualified medical professional. Never disregard, avoid, or delay in obtaining medical advice from your doctor or other qualified healthcare provider, by face-to-face appointment, because of information you received through our Sites. AdirA accepts no responsibility for your reliance on information resulting from use of the Sites. You are advised to exercise a high level of care and caution in your use of the Sites.
3. Copyright and Trademark Information
The Sites, and the information, files, documents, text, photographs, images, audio, and video which it contains and any material made available for download on the Sites (collectively, the “Content”) are the property of us or our licensors, as applicable. The Sites and Contents are protected by United States and international copyright and trademark laws. The Content may not be copied, distributed, modified, reproduced, published or used, in whole or in part, except for purposes authorized or approved in writing by us. All rights not expressly granted herein are reserved to us and our licensors.
4. Use of Our Content; Security and Restrictions
We authorize you to view or download the Content on the Sites solely for your personal, noncommercial use if you do not remove the copyright and other proprietary rights notices which are contained in the Content. You may not copy, distribute, modify, create derivative works of, reproduce, publish or use, in whole or in part, any Content except for purposes explicitly authorized by these Terms of Use or approved in writing by us. Content and features are subject to change or termination without notice in our editorial discretion. You are prohibited from violating or attempting to violate the security of the Sites, including, without limitation, by (a) accessing data not intended for such user or logging onto a server or an account which the user is not authorized to access; (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (c) accessing or using the Sites or any portion thereof without authorization; or (d) introducing any viruses, Trojan horses, worms, logic bombs or other material which is malicious or technologically harmful.
You agree not to use the Sites:
- In any way that violates any applicable federal, state, local or international law or regulation;
- To engage in any conduct that restricts or inhibits anyone’s use or enjoyment of the Sites, or which, as determined by us, may harm us or users of the Sites or expose them to liability;
- Use the Sites in any manner that could disable, overburden, damage, or impair the Sites or interfere with any other party’s use of the Sites;
- Use any robot, spider or other automatic device, process or means to access the Sites for any purpose, including monitoring or copying any of the material on the Sites;
- Use any manual process to monitor or copy any of the material on the Sites or for any other unauthorized purpose without our prior written consent;
- Use any device, software or routine that interferes with the proper working of the Sites; or
- Otherwise attempt to interfere with the proper working of the Sites.
In the event access to the Sites or a portion thereof is limited by requiring a user ID and password (“Protected Areas”), you agree to access Protected Areas using only your user ID and password as provided to you by us. You agree to protect the confidentiality of your user ID and password, and not to share or disclose your user ID or password to any third party. You agree that you are fully responsible for all activity occurring under your user ID. Your access to the Sites may be revoked by us at any time with or without cause. You agree to defend, indemnify and hold us harmless from and against all third party claims, damages and expenses (including reasonable attorneys’ fees) against or incurred by us arising out of your breach of these Terms of Use or violation of applicable law, your use of, or access to, the Sites, or access to the Sites by anyone using your user ID and password. If you violate any of these Terms of Use, your permission to use the Content automatically terminates and you must immediately destroy any copies you have made of any portion of the Content. At this time, we do not offer our products and services to individuals outside the United States.
5. Chatbot and Managed Chat Functionality
The Sites may provide a chatbot and managed chat functionality. You agree that we may record and retain a transcript of all communications with you via our chatbot and managed chat tools to provide you with the information given during the chat, the tool itself and for quality and verification purposes. The chatbot and managed chat functionality may provide only for a limited scope of inquiries and may not be monitored in real time. Your use of the Sites’ chatbot is governed by these Terms of Use and our Privacy Policy.
6. Links to Other Sites
From time to time we may provide links to third party websites and services that we think may be of interest to you. We makes no representations whatsoever about any other website that you may access through these Sites. When you access third party websites, please understand that they are independent from these Sites and us, and that we have no control over the content on that website. In addition, a link to a third party website does not mean that we endorse or accept any responsibility for the Content, or the use, of the linked website. It is up to you to take precautions to ensure that whatever you select for your use or download is free of such items as viruses, worms, Trojan horses, and other items of a destructive nature. If you decide to access any of the third party websites linked to these Sites, you do this entirely at your own risk.
7. Limitation of Liability and Disclaimer of Warranties
WE DO NOT WARRANT THAT ACCESS TO OR USE OF THE SITES WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS IN THE SITES WILL BE CORRECTED. THIS SITES, INCLUDING ANY CONTENT CONTAINED WITHIN IT OR ANY SITE-RELATED SERVICE ARE PROVIDED “AS IS,” WITH ALL FAULTS, WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY OF INFORMATION, QUIET ENJOYMENT, AND TITLE/NON-INFRINGEMENT. WE DO NOT WARRANT THE ACCURACY, COMPLETENESS OR TIMELINESS OF THE INFORMATION OBTAINED THROUGH THE SITES. YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THESE SITES, SITE-RELATED SERVICES, AND LINKED SITES. WE DO NOT WARRANT THAT FILES AVAILABLE FOR DOWNLOAD WILL BE FREE OF VIRUSES, WORMS, TROJAN HORSES OR OTHER DESTRUCTIVE PROGRAMMING. YOU ARE RESPONSIBLE FOR IMPLEMENTING PROCEDURES SUFFICIENT TO SATISFY YOUR NEEDS FOR DATA BACK UP AND SECURITY. YOU AGREE THAT ADIRA AND ANY THIRD PARTIES MENTIONED ON THESE SITES ARE NEITHER RESPONSIBLE NOR LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION) ARISING OUT OF OR RELATING IN ANY WAY TO THE SITES, SITE-RELATED SERVICES, CONTENT, INFORMATION CONTAINED WITHIN THE SITES OR ANY LINKED SITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL OUR TOTAL LIABILITY ARISING OUT OF OR RELATING TO YOUR USE OF THE SITES EXCEED THE LESSER OF THE AMOUNTS YOU ACTUALLY PAID ADIRA TO USE THE SITES IN THE TWELVE (12) MONTHS PRECEDING THE DATE THE CLAIM AROSE OR ONE HUNDRED DOLLARS ($100). Some states do not allow the disclaimer of certain warranties or limitation of certain liabilities so the foregoing disclaimers and warranties may not apply to you. Any claims arising in connection with your use of the Sites or any Content must be brought within one (1) year of the date of the event giving rise to such action occurred.
8. Indemnification
By using the Sites, you agree to indemnify and hold us, our officers, managers, directors, employees, affiliates, agents, attorneys, representatives and members harmless from any and all losses, damages, liabilities, claims, demands, suits, or causes of action (including reasonable attorneys’ fees and costs) arising from your use or misuse of the Sites.
9. Dispute Resolution; Arbitration Agreement
We and you agree that any disputes arising from or relating to the Sites or any relationship or dispute between you and us or you and any company or person employed by or which is affiliated with us, these Terms of Use and/or any policies or practices of any of the above mentioned companies or persons (a “Dispute”) shall only be resolved subject to FINAL AND BINDING ARBITRATION as set forth in this section, and may only be resolved through an individual arbitration governed by the Federal Arbitration Act to the maximum extent permitted by applicable law. You further agree that we shall not have a legal obligation to mitigate any of its potential or actual losses sustained hereunder. PARTIES TO THIS AGREEMENT GIVE UP THEIR RESPECTIVE RIGHTS TO GO TO COURT in connection with any Dispute and that such rights will be determined by a NEUTRAL ARBITRATOR, NOT A JUDGE OR JURY. NO PARTY TO WHICH THIS AGREEMENT APPLIES SHALL BRING OR PARTICIPATE IN ANY CLASS ACTION OR OTHER CLASS PROCEEDING IN CONNECTION WITH ANY DISPUTE. No party bound by this Agreement agrees to class arbitration or any other arbitration proceedings where a person brings a dispute as a representative of other persons. The parties shall participate in non-binding mediation before commencing any arbitration (or taking any other action). If the parties are unable to resolve a Dispute by informal means, the arbitration of Disputes will be administered by the American Arbitration Association (AAA) in Philadelphia, Pennsylvania in accordance with Commercial Arbitration Rules, and if deemed appropriate by the arbitrator, the Supplementary Procedures for Consumer-Related Disputes.
10. Copyright Policy
The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials posted on the Sites infringe your copyright, you (or your agent) may send AdirA a “Notification of Claimed Infringement” requesting that the material be removed, or access to it blocked.
The notice must include the following information:
A physical or electronic signature of a person authorized to act on behalf of the owner of the works that have been allegedly infringed;
Identification of the copyrighted work alleged to have been infringed (or if multiple copyrighted works located on the Sites are covered by a single notification, a representative list of such works);
Identification of the specific material or link alleged to be infringing or the subject of infringing activity, and information reasonably sufficient to allow AdirA to locate the material on the Sites
Your name, address, telephone number, and email address (if available);
A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send AdirA a counter-notice.
Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see https://www.copyright.gov/ for details. Notices and counter-notices with respect to the Sites should be sent to our Copyright Agent with a copy to talktous@adirallc.com. Consult your legal advisor and see 17 U.S.C. § 512 before filing a notice or counter-notice as there are penalties for false claims under the DMCA.
11. User Submissions
Except for any personally identifiable information we may collect from you under the guidelines established in our Privacy Policy, any material, information or other communication you transmit, upload or post to these Sites including any ideas, comments, suggestions, feedback, data or the like (“Communications”) will be considered non-confidential and non-proprietary. AdirA will have no obligations with respect to the Communications. Furthermore, you give up all intellectual property rights, including any moral, publicity and privacy rights you have in any Communication. By submitting Communication to AdirA, you agree AdirA is free to use the Communication, without limitation and without any compensation to you, for any purpose whatsoever and in identifiable or de-identifiable form. AdirA and its designees will be free to copy, disclose, distribute, incorporate, commercialize and otherwise use the Communications and all data, images, sounds, text, and other things embodied therein for any and all commercial or noncommercial purposes.
12. Governing Law
All matters relating to the Sites and these Terms of Use shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania, without regard to its conflict of law provisions.
13. Waiver
No waiver by us of any term or condition set forth in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of us to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.
14. Severability
If any provision of these Terms of Use is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Use, which shall remain in full force and effect. No waiver of any of these Terms of Use shall be deemed a further or continuing waiver of such term or condition or any other term or condition.
15. Complete Agreement
These Terms of Use constitute the entire agreement between you and us with respect to the use of the Sites and Content. Your use of the Sites is also subject to the AdirA Privacy Policy.
16. Effective Date and Changes to These Terms of Use
The Effective Date of these Terms of Use is set forth at the top of this webpage. We may change these Terms of Use from time to time in our discretion. Changes will be posted to this webpage. We encourage you to return to this webpage frequently so that you are aware of our current Terms of Use. Your continued use of the Sites after the Effective Date constitutes your acceptance of the amended Terms of Use. The amended Terms of Use supersede all previous versions.
17. Survival
The provisions of these Terms of Use which by their nature should survive the termination of these Terms of Use shall survive such termination.
18. Contact Information
Please send all questions, comments and notices regarding these Terms of Use to talktous@adirallc.com.