MindRight Terms of Service
Last Revised: 4/2/17
IF YOU ARE IN DANGER OR NEED EMERGENCY HELP, CALL 911 OR YOUR LOCAL AUTHORITIES
IF YOU ARE HAVING THOUGHTS OF SUICIDE, CALL THE NATIONAL SUICIDE PREVENTION LIFELINE AT 1-800-273-8255
Please read these Terms of Service (the “Agreement”) carefully. Your use of the Services (as defined below) constitutes your consent to this Agreement.
This Agreement is between you and MindRight, Inc. (“MindRight” or “we” or “us”) concerning your use of (including any access to):
(a) MindRight’s site currently located at http://www.getmindright.org (together with any materials and services available therein, and successor site(s) thereto, the “Site”), and
(b) MindRight’s texting service (together with any materials and services available therein, and any successor texting services thereto, the “Texting Service”).
The Site, Texting Service, and materials and services made available by MindRight may be referred to as a “Service” and collectively as the “Services.” This Agreement hereby incorporates by this reference any additional terms and conditions posted by MindRight through the Services, or otherwise made available to you by MindRight.
By using the Services, you affirm that you are of legal age to enter into this Agreement. or, if you are not, that you have obtained parental or guardian consent to enter into this Agreement.
If you are an individual accessing or using the Services on behalf of, or for the benefit of, any corporation, partnership or other entity with which you are associated (an “Organization”), then you are agreeing to this Agreement on behalf of yourself and such Organization, and you represent and warrant that you have the legal authority to bind such Organization to this Agreement. References to “you” and “your” in this Agreement will refer to both the individual using the Services and to any such Organization.
This Agreement contains a mandatory arbitration provision that, as further set forth in Section 18 below, requires the use of arbitration on an individual basis to resolve disputes, rather than jury trials or any other court proceedings, or class actions of any kind.
1. Scope; No Substitute for Therapy or Medical Advice. At MindRight, our goal is to support you in developing skills for managing stress and emotions. When you’re feeling stressed or in crisis, our goal is to stabilize you, which may include connecting you to a third-party resource. When you’re feeling neutral or well, our goal is to equip you with tools to amplify your positivity or further manage stress and emotions so you can draw upon these tools in the future. Our goal is also to create a judgment-free space where you can express yourself. Your participation in MindRight does not constitute an attorney-client relationship, a doctor-patient relationship, a therapist-client relationship, a therapist-patient relationship or any other sort of confidential relationship. We’re not your doctor, your therapist, or your lawyer. MindRight is not a substitute for professional health care. If you believe you are experiencing a medical emergency, immediately call your doctor or 911. If you are having thoughts of suicide, call the National Suicide Prevention Lifeline at 1-800-273-8255. We are also not a 24/7 hotline, and during our “off” hours we cannot guarantee we will respond. Other 24/7 crisis resources include Crisis Text Line, which you can reach by texting HOME to 741741. If you are experiencing a clinical or long-term issue, you should consult a medical professional.
Neither MindRight nor any of our employees, coaches, or agents are responsible for any decisions, or results of the decisions that you make while, as a result of, or after using the Service. This includes whether you choose to seek or not seek professional care, or to modify or terminate specific treatment that you are currently receiving based on the information provided by this service. You are the boss of your own health and happiness. We can ask questions and nudge you in a healthy direction, but only YOU control your own actions, reactions, and words.
You hereby acknowledge and agree that the information provided through the Services does not constitute medical advice and the Services are not certified clinical therapy. You should consult an appropriate health care professional for any medical advice or questions you may have regarding a medical condition. You understand that the Services are not a substitute for advice, counsel, diagnosis, or treatment from an appropriate health care professional. In addition, you understand that any parties involved in providing the Services are not considered licensed social work, counseling, or health care professionals.
2. Changes. We may change this Agreement from time to time by notifying you of such changes by any reasonable means, including by posting a revised Agreement through the Services. Any such changes will not apply to any dispute between you and us arising prior to the date on which we posted the revised Agreement incorporating such changes, or otherwise notified you of such changes.
Your use of the Services following any changes to this Agreement will constitute your acceptance of such changes. The “Last Updated” legend above indicates when this Agreement was last changed. We may, at any time and without liability, modify or discontinue all or part of the Services (including access to the Services via any third-party links); charge, modify or waive any fees required to use the Services; or offer opportunities to some or all Services users.
4. Jurisdictional Issues. The Services are controlled or operated (or both) from the United States, and are not intended to subject MindRight to any non-U.S. jurisdiction or law. The Services may not be appropriate or available for use in some non-U.S. jurisdictions. Any use of the Services is at your own risk, and you must comply with all applicable laws, rules and regulations in doing so. We may limit the Services’ availability at any time, in whole or in part, to any person, geographic area or jurisdiction that we choose.
5. Rules of Conduct. In connection with the Services, you must not:
Post, transmit or otherwise make available through or in connection with the Services any materials that are or may be: (a) threatening, harassing, degrading, hateful or intimidating, or otherwise fail to respect the rights and dignity of others; (b) defamatory, libelous, fraudulent or otherwise tortious; (c) obscene, indecent, pornographic or otherwise objectionable; or (d) protected by copyright, trademark, trade secret, right of publicity or privacy or any other proprietary right, without the express prior written consent of the applicable owner.
Post, transmit or otherwise make available through or in connection with the Services any virus, worm, Trojan horse, Easter egg, time bomb, spyware or other computer code, file or program that is or is potentially harmful or invasive or intended to damage or hijack the operation of, or to monitor the use of, any hardware, software or equipment (each, a “Virus”).
Use the Services for any commercial purpose, or for any purpose that is fraudulent or otherwise tortious or unlawful.
Harvest or collect information about users of the Services.
Interfere with or disrupt the operation of the Services or the servers or networks used to make the Services available, including by hacking or defacing any portion of the Services; or violate any requirement, procedure or policy of such servers or networks.
Restrict or inhibit any other person from using the Services.
Reproduce, modify, adapt, translate, create derivative works of, sell, rent, lease, loan, timeshare, distribute or otherwise exploit any portion of (or any use of) the Services except as expressly authorized herein, without MindRight’s express prior written consent.
Reverse engineer, decompile or disassemble any portion of the Services, except where such restriction is expressly prohibited by applicable law.
Remove any copyright, trademark or other proprietary rights notice from the Services.
Frame or mirror any portion of the Services, or otherwise incorporate any portion of the Services into any product or service, without MindRight’s express prior written consent.
Systematically download and store Services content.
Use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, “scrape,” “data mine” or otherwise gather Services content, or reproduce or circumvent the navigational structure or presentation of the Services, without MindRight’s express prior written consent.
You are responsible for obtaining, maintaining and paying for all hardware and all telecommunications and other services needed to use the Services.
6. Registration; User Names and Passwords. You may need to register to use all or part of the Services. We may reject, or require that you change, any user name, password or other information that you provide to us in registering. Your user name and password are for your personal use only and should be kept confidential; you, and not MindRight, are responsible for any use or misuse of your user name or password, and you must promptly notify us of any confidentiality breach or unauthorized use of your user name or password, or your account.
7. Profiles and Forums. Users of the Services may make available certain materials (each, a “Submission”) through or in connection with the Services, including on profile pages or on the Service’s interactive services, such as message boards and other forums, and chatting, commenting and other messaging functionality. MindRight has no control over and is not responsible for any use or misuse (including any distribution) by any third party of Submissions. If you choose to make any of your personally identifiable or other information publicly available through the Services, you do so at your own risk.
8. License. For purposes of clarity, you retain ownership of your Submissions. For each Submission, you hereby grant to us a worldwide, royalty-free, fully paid-up, non-exclusive, perpetual, irrevocable, transferable and fully sublicensable (through multiple tiers) license, without additional consideration to you or any third party, to reproduce, distribute, perform and display (publicly or otherwise), create derivative works of, adapt, modify and otherwise use, analyze and exploit such Submission, in any format or media now known or hereafter developed, and for any purpose (including promotional purposes, such as testimonials).
In addition, if you provide to us any ideas, proposals, suggestions or other materials (“Feedback”), whether related to the Services or otherwise, such Feedback will be deemed a Submission, and you hereby acknowledge and agree that such Feedback is not confidential, and that your provision of such Feedback is gratuitous, unsolicited and without restriction, and does not place MindRight under any fiduciary or other obligation.
You represent and warrant that you have all rights necessary to grant the licenses granted in this section, and that your Submissions, and your provision thereof through and in connection with the Services, are complete and accurate, and are not fraudulent, tortious or otherwise in violation of any applicable law or any right of any third party. You further irrevocably waive any “moral rights” or other rights with respect to attribution of authorship or integrity of materials regarding each Submission that you may have under any applicable law under any legal theory.
9. Monitoring. We may (but have no obligation to) monitor, evaluate, alter or remove Submissions before or after they appear on the Services, or analyze your access to or use of the Services. We may disclose information regarding your access to and use of the Services, and the circumstances surrounding such access and use, to anyone for any reason or purpose.
10. Your Limited Rights. Subject to your compliance with this Agreement, and solely for so long as you are permitted by MindRight to use the Site, you may view one (1) copy of any portion of the Site to which we provide you access under this Agreement, on any single device, solely for your personal, non-commercial use. If you fail to comply with any of the terms or conditions of this Agreement, you must immediately cease using the Services.
11. MindRight’s Proprietary Rights. We and our suppliers own the Services, which is protected by proprietary rights and laws. All trade names, trademarks, service marks and logos on the Services not owned by us are the property of their respective owners. You may not use our trade names, trademarks, service marks or logos in connection with any product or service that is not ours, or in any manner that is likely to cause confusion. Nothing contained in the Services should be construed as granting any right to use any trade names, trademarks, service marks or logos without the express prior written consent of the owner.
12. Third Party Materials; Links. Certain functionalities of the Services may make available access to information, products, services and other materials made available by third parties, including Submissions (“Third Party Materials”), or allow for the routing or transmission of such Third Party Materials, including via links. By using such functionality, you are directing us to access, route and transmit to you the applicable Third Party Materials.
We neither control nor endorse, nor are we responsible for, any Third Party Materials, including the accuracy, validity, timeliness, completeness, reliability, integrity, quality, legality, usefulness or safety of Third Party Materials, or any intellectual property rights therein. Certain Third Party Materials may, among other things, be inaccurate, misleading or deceptive. Nothing in this Agreement shall be deemed to be a representation or warranty by MindRight with respect to any Third Party Materials. We have no obligation to monitor Third Party Materials, and we may block or disable access to any Third Party Materials (in whole or part) through the Services at any time. In addition, the availability of any Third Party Materials through the Services does not imply our endorsement of, or our affiliation with, any provider of such Third Party Materials, nor does such availability create any legal relationship between you and any such provider.
Your use of any Third Party Materials is at your own risk and is subject to any additional terms, conditions and policies applicable to such Third Party Materials (such as terms of service or privacy policies of the providers of such Third Party Materials).
14. Disclaimer of Warranties. To the fullest extent permitted under applicable law: (a) the Services and any Third Party Materials are made available to you on an “As Is,” “Where Is” and “Where Available” basis, without any warranties of any kind, whether express, implied or statutory; and (b) MindRight disclaims all warranties with respect to the Services and any Third Party Materials, including the warranties of merchantability, fitness for a particular purpose, non-infringement and title. All disclaimers of any kind (including in this section and elsewhere in this Agreement) are made for the benefit of both MindRight and its affiliates and their respective directors, officers, employees, affiliates, agents, representatives, licensors, suppliers and service providers (collectively, the “Affiliated Entities”), and their respective successors and assigns.
While we try to maintain the timeliness, integrity and security of the Services, we do not guarantee that the Services is or will remain updated, complete, correct or secure, or that access to the Services will be uninterrupted. The Services may include inaccuracies, errors and materials that violate or conflict with this Agreement. Additionally, third parties may make unauthorized alterations to the Services. If you become aware of any such alteration, contact us at email@example.com with a description of such alteration and its location in the Services.
15. Limitation of Liability. To the fullest extent permitted under applicable law: (a) MindRight will not be liable for any indirect, incidental, consequential, special, exemplary or punitive damages of any kind, under any contract, tort (including negligence), strict liability or other theory, including damages for loss of profits, use or data, loss of other intangibles, loss of security of Submissions (including unauthorized interception by third parties of any Submissions), even if advised in advance of the possibility of such damages or losses; (b) without limiting the foregoing, MindRight will not be liable for damages of any kind resulting from your use of or inability to use the Services or from any Third Party Materials, including from any Virus that may be transmitted in connection therewith; (c) your sole and exclusive remedy for dissatisfaction with the Services or any Third Party Materials is to stop using the Services; and (d) the maximum aggregate liability of MindRight for all damages, losses and causes of action, whether in contract, tort (including negligence) or otherwise, shall be the greater of the total amount, if any, paid by you to MindRight to use the Services or $10.00. All limitations of liability of any kind (including in this section and elsewhere in this Agreement) are made for the benefit of both MINDRIGHT and the Affiliated Entities, and their respective successors and assigns.
16. Indemnity. To the fullest extent permitted under applicable law, you agree to defend, indemnify and hold harmless MindRight and the Affiliated Entities, and their respective successors and assigns, from and against all claims, liabilities, damages, judgments, awards, losses, costs, expenses and fees (including attorneys’ fees) arising out of or relating to (a) your use of, or activities in connection with, the Services (including all Submissions); and (b) any violation or alleged violation of this Agreement by you.
17. Termination. This Agreement is effective until terminated. MindRight may terminate or suspend your use of the Services at any time and without prior notice, for any or no reason, including if MindRight believes that you have violated or acted inconsistently with the letter or spirit of this Agreement. Upon any such termination or suspension, your right to use the Services will immediately cease, and MindRight may, without liability to you or any third party, immediately deactivate or delete your user name, password and account, and all associated materials, without any obligation to provide any further access to such materials. Sections 2–8 and 10-23 shall survive any expiration or termination of this Agreement.
18. Governing Law; Jurisdiction. The terms of this Agreement are governed by the laws of the United States (including federal arbitration law) and the State of New York, U.S.A., without regard to its principles of conflicts of law, and regardless of your location. Except for disputes that qualify for small claims court, all disputes arising out of or related to this Agreement or any aspect of the relationship between you and MindRight, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory, will be resolved through final and binding arbitration before a neutral arbitrator instead of in a court by a judge or jury and you agree that MindRight and you are each waiving the right to trial by a jury. You agree that any arbitration under this Agreement will take place on an individual basis; class arbitrations and class actions are not permitted and you are agreeing to give up the ability to participate in a class action. The arbitration will be administered by the American Arbitration Association under its Consumer Arbitration Rules, as amended by this Agreement. The Consumer Arbitration Rules are available online at https://www.adr.org/aaa/ShowProperty?nodeId=/UCM/ADRSTAGE2021425&revision=latestreleased. The arbitrator will conduct hearings, if any, by teleconference or videoconference, rather than by personal appearances, unless the arbitrator determines upon request by you or by us that an in-person hearing is appropriate. Any in-person appearances will be held at a location which is reasonably convenient to both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, such determination should be made by the AAA or by the arbitrator. The arbitrator’s decision will follow the terms of this Agreement and will be final and binding. The arbitrator will have authority to award temporary, interim or permanent injunctive relief or relief providing for specific performance of this Agreement, but only to the extent necessary to provide relief warranted by the individual claim before the arbitrator. The award rendered by the arbitrator may be confirmed and enforced in any court having jurisdiction thereof. Notwithstanding any of the foregoing, nothing in this Agreement will preclude you from bringing issues to the attention of federal, state or local agencies and, if the law allows, they can seek relief against us for you.
19. Filtering. We hereby notify you that parental control protections (such as computer hardware, software or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information identifying current providers of such protections is available fromhttps://en.wikipedia.org/wiki/Comparison_of_content-control_software_and_providers. Please note that MindRight does not endorse any of the products or services listed on such site.
20. Information or Complaints. If you have a question or complaint regarding the Services, please send an e-mail to firstname.lastname@example.org. You may also contact us by writing to MindRight, 641 S St NW, 3rd Floor, Washington, DC 20001, or by calling us at (202) 854-0068. Please note that e-mail communications will not necessarily be secure; accordingly you should not include credit card information or other sensitive information in your e-mail correspondence with us.
21. Copyright Infringement Claims. 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 available in the Services infringe your copyright, you (or your agent) may send to MindRight a written notice by mail, e-mail or fax, requesting that MindRight remove such material or block access to it. If you believe in good faith that someone has wrongly filed a notice of copyright infringement against you, the DMCA permits you to send to MindRight a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA. See http://www.copyright.gov/ for details. Notices and counter-notices must be sent in writing to Alina Liao as follows: By mail to Alina Liao, MindRight, 641 S St NW, 3rd Floor, Washington DC, 20001 or by e-mail to email@example.com. Alina Liao’s phone number is (202) 854-0068.
We suggest that you consult your legal advisor before filing a DMCA notice or counter-notice.
22. Export Controls. You are responsible for complying with United States export controls and for any violation of such controls, including any United States embargoes or other federal rules and regulations restricting exports. You represent, warrant and covenant that you are not (a) located in, or a resident or a national of, any country subject to a U.S. government embargo or other restriction, or that has been designated by the U.S. government as a “terrorist supporting” country; or (b) on any of the U.S. government lists of restricted end users.
23. Miscellaneous. This Agreement does not, and shall not be construed to, create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship between you and MindRight. If any provision of this Agreement is found to be unlawful, void or for any reason unenforceable, that provision will be deemed severable from this Agreement and will not affect the validity and enforceability of any remaining provision. You may not assign, transfer or sublicense any or all of your rights or obligations under this Agreement without our express prior written consent. We may assign, transfer or sublicense any or all of our rights or obligations under this Agreement without restriction. No waiver by either party of any breach or default under this Agreement will be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or section title contained herein is for convenience only, and in no way defines or explains any section or provision. All terms defined in the singular shall have the same meanings when used in the plural, where appropriate and unless otherwise specified. Any use of the term “including” or variations thereof in this Agreement shall be construed as if followed by the phrase “without limitation.” This Agreement, including any terms and conditions incorporated herein, is the entire agreement between you and MindRight relating to the subject matter hereof, and supersedes any and all prior or contemporaneous written or oral agreements or understandings between you and MindRight relating to such subject matter. If a provision of this Agreement, or a portion thereof, conflicts with a provision of the Request for Permission to Participate in MindRight Pilot, or a portion thereof, then the provision or the portion thereof that gives the broadest rights to and/or is most protective of Mindright shall control. Notices to you (including notices of changes to this Agreement) may be made via posting to the Services or by e-mail (including in each case via links), or by regular mail. Without limitation, a printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. MindRight will not be responsible for any failure to fulfill any obligation due to any cause beyond its control.