Effective Date: July 2022
Last Updated: July 2024
PLEASE READ THESE TERMS OF USE CAREFULLY. THEY SET FORTH THE LEGALLY BINDING TERMS AND CONDITIONS FOR YOUR USE OF THE CARAWAY WEBSITES.
Caraway, Inc. and the professional entities for which it provides management and administrative services listed below, including, without limitation, Mind Body Medical Services, P.C. (d/b/a Caraway Medical Services) that provides services in the states listed below (collectively, “Caraway”, “we”, “our”, or “us”), operate the website located at https://www.caraway.health/ and other related websites or applications with links to these Terms of Use (“Terms”), including any online and mobile websites, platforms, services, and applications owned and operated by Caraway (collectively, the “Caraway Websites”).
These Terms describe the rules for using the Caraway Websites and your receipt of data sharing services from Caraway and/or receipt of other products and services from Caraway (collectively, the “Services”). Any reference to “you” or “your” in these Terms means the individual using a Caraway Website, including but not limited to persons, dependents, or individuals making benefits decisions.
The information and content (“Content”) on the Caraway Websites are for your general information only.
By accessing and using the Caraway Websites, you agree to be bound by the most-recent versions of the Terms and Privacy Policies, and any other terms or policies on our website relevant to the your use of Services. If you do not agree to all of the Terms set forth below, do not visit the Caraway Websites or use the Services.
We may change these Terms at any time, and such changes will be posted on this or a similar page and be denoted with “last updated.” You should, therefore, periodically visit this page to review the current Terms, so you are aware of any such revisions to which you are bound. Certain provisions of these Terms may be superseded by expressly designated legal notices or terms located on particular pages within this site. By accessing and using the Caraway Websites, you agree to such revisions.
If the changes are material in nature, we will notify you via e-mail. Additionally, you acknowledge and agree that any activity on the Caraway Websites is subject to monitoring by Caraway at any time, and that Caraway or its affiliates may use the results of such monitoring without limitation, subject to applicable law.
These Terms are in addition to the terms of any other agreement you may enter into with Caraway, and in the event of any conflict, the terms of the other agreement control.
User IDs
The Caraway Websites may allow you to register by providing a username/email address and password (“User ID”). These are your credentials for accessing portions of the Caraway Websites. You are responsible for protecting your User ID. You agree to immediately inform us, if your User ID or other activation codes you use with the Caraway Websites are compromised, meaning someone may have access to or have used your User ID without your permission.
Content Ownership
All rights, title, and interest in and to the Caraway Website, including the Content, and all intellectual property rights, including all copyright, trademark, patent and trade secret rights therein, shall remain with Caraway and our licensors and vendors, and no ownership interest is transferred to you or any other entity by virtue of making the Content available on the Caraway Website.
No Medical Advice
Caraway, Inc. does not provide healthcare services or medical advice. Healthcare practitioners, such as physicians and licensed mental health clinicians, providing services under contract or employment through professional corporations, such as Caraway Medical Services, are solely responsible for the services each provides to you. Each professional corporation and healthcare practitioner is responsible for his or her services and compliance with the requirements applicable to his or her profession and license. Neither Caraway, Inc. nor any third parties who support the Services or provides you with a link to the Services shall be liable for any professional advice you obtain from a professional corporation via the Services.
The Caraway Websites do NOT provide medical advice, diagnosis or treatment. Nothing on any Caraway Website should be considered medical advice or an endorsement, representation or warranty that any particular medication or treatment is safe, appropriate, or effective for you. Never disregard professional medical advice or delay in seeking it because of something you have read on the Caraway Websites. Medical advice, diagnosis, treatment or recommendation regarding medication should only be made by licensed physicians or other licensed professionals permitted to render medical advice. Always seek the advice from your physician or other qualified health provider with any questions you may have regarding a medical condition.
Restrictions on Use of Caraway Websites
You agree to comply with all applicable laws and regulations while accessing or using Caraway Websites, the Services, or the Content.
You represent and warrant that you are at least thirteen (13) years of age, and that, if you are between thirteen (13) and the age of majority in your state and otherwise not emancipated, a parent and/or guardian agrees to these Terms on your behalf. You agree that we may take any actions permitted or required by law (including the suspension or termination of your account or your access to the Caraway Websites) if we believe, in our sole discretion, that you are engaging in activities that violate these provisions and/or these Terms. Please note that Caraway Medical Services only accept patients who are at least eighteen (18) years of age or older.
You agree not to:
Unless otherwise noted, all materials – including, but not limited to, images, illustrations, designs, icons, photographs, video clips, written compositions, and other work product – that are part of this or any other Caraway Website are the property of Caraway. In addition, unless otherwise noted, all trademarks, service marks, and trade names are the property of Caraway. No material from this or any other Caraway Website may be reproduced, republished, uploaded, posted, transmitted, or distributed in any way, without notice to and prior authorization of Caraway. Any modification, use, adaptation translation, derivative work of any Caraway Website materials without notice to and prior authorization of Caraway is a violation of Caraway’s ownership and proprietary rights in such materials; provided, however, that you may download, where specifically permitted, copies of the materials for your personal, noncommercial use only, and provided that you keep intact all ownership and proprietary notices. For purposes of these Terms, the use of any such material on any other website or network computer environment is prohibited.
Use of the Services
Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable right and license to use the Caraway Websites and/or the Services solely for your personal and non-commercial purposes. Your use of the Caraway Websites and/or the Services must be in accordance with all applicable laws. You acknowledge that you do not acquire any other rights in the Caraway Websites or Services or any component thereof.
The following is a list of the type of actions that you may not engage in with respect to the Caraway Websites and/or Services:
The Caraway Websites and the Services are developed and are intended for use only within the United States and its territories, subject to narrow exceptions. In some narrow circumstances, the Caraway Websites and Services may be accessed by U.S. residents temporarily residing abroad while on vacation or participating in a study-abroad program. The Caraway App is hosted and only available for download within the United States and should be downloaded, and registration with Caraway completed, only when you are physically in the United States. All personal data collected by the Caraway Websites and Services is stored within the United States. We make no representation that the Caraway Websites and Services are appropriate for use outside the United States and its territories. Those who choose to access and use the Caraway Websites and/or the Services from outside the United States and its territories do so on their own initiative, at their own risk, and are responsible for compliance with applicable laws. Use of the Caraway Websites and the Services is not intended for purposes of monitoring you or your health status, whether within or outside of the United States.
Content and Privacy
We understand the importance of confidentiality and privacy regarding your information. Please see our Privacy Policies for information about how we collect and use your information collected through the Sites. The Privacy Policy is hereby incorporated into these Terms by reference and constitutes a part of these Terms.
Links
While visiting Caraway Websites, it may be possible for you to click on a link to other online websites, mobile websites, platforms, services, and applications and leave the Caraway Website. Caraway does not endorse, and is not responsible for, the content and accuracy of linked online websites, mobile websites, platforms, services, and applications operated by third parties or for any actions or inactions take by or interactions with such third parties.
Consent to Electronic Communications
When you provide us with your e-mail and/or phone number or communicate with us electronically via e-mail, text message, or messages via the Caraway Websites or Caraway applications, you consent to receive communications from us electronically. You agree to promptly notify us if you change your contact information by updating your account settings.
If you later decide that you do not want to receive future communications electronically, please send an email to support@caraway.health. You may also opt out of certain electronic communications through your account or by following the unsubscribe instructions in any communication you receive from us. Your withdrawal of consent will be effective within a reasonable time after we receive your withdrawal notice described above.
We may need to send you certain communications electronically regarding the Services. You will not be able to opt out of those communications. Your withdrawal of consent will not affect the legal validity or enforceability of the Terms provided to and accepted by you. If you withdraw your consent to receive communications electronically, certain Services may become unavailable to you.
Disclaimer
The materials in the Caraway Websites are provided “AS IS” and are without representations or warranties of any kind, express or implied. To the fullest extent permissible, pursuant to applicable law, Caraway disclaims any and all representations and warranties, express or implied, including but not limited to implied warranties of merchantability and fitness for a particular purpose. Caraway does not warrant that the use of a Caraway Website or materials will be uninterrupted or error-free, that defects will be corrected, or that this site or any other Caraway Website or the server(s) that make access to the Caraway Website available are free of viruses or other harmful components. Caraway does not warrant, represent, or make any representations regarding the use or the results of the use of the materials in this or any other Caraway Website, in terms of their correctness, accuracy, reliability, or otherwise limitation of liability. Under no circumstances, including but not limited to negligence, shall Caraway be liable for any special or consequential damages that result from the use of, the reliability on, or the inability to use the materials in this or any other Caraway Website, even if Caraway or a Caraway affiliated entity or authorized representative has been advised of the possibility of such damages. In no event shall Caraway’s total liability to you or anyone else for any and all damages, losses, and causes of action (whether in contract, tort – including but not limited to negligence – or otherwise) exceed the amount paid by you, if any, for accessing this or any other Caraway Website.
Any reference made by this website or any other Caraway Website to any specific commercial product, process, or service (or provider of such product, process or service) by trade name, trademark, hyperlink, or otherwise, does not constitute or imply an endorsement, recommendation, or favoring by Caraway. Any opinions, advice, statements, services, offers or other information expressed or made available by third parties, including information providers, users or others, are those of the respective author(s) or distributor(s) and do not necessarily state or reflect those of Caraway.
Termination
We may terminate, cancel, suspend, or block your use of the Caraway Websites and/or registration at any time, without cause and/or without notice.
Agreement to be Bound by Electronic Signature
Your affirmative act of using the Caraway Websites, or registering for or scheduling any Services offered through the Caraway Website, constitutes your electronic signature to these Terms and your consent to enter into agreements with us electronically.
Jurisdiction and Governing Law
These Terms and your use of the Services shall be governed by the laws of the State of New York, without giving effect to the principles of conflict of laws. Subject to the requirement to arbitrate set forth below, exclusive jurisdiction for all disputes that do not require arbitration will be the state and federal courts located in New York, New York, and you consent to the jurisdiction of those courts. If any provision of these Terms shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.
Dispute Resolution
Certain portions of this section are deemed to be a “written agreement to arbitrate” pursuant to the Federal Arbitration Act. You and Caraway agree that we intend that this section satisfies the “writing” requirement of the Federal Arbitration Act.
Any Dispute will be resolved solely by binding arbitration in accordance with the then-current Commercial Arbitration Rules of the American Arbitration Association (“AAA”), except as modified herein, and the arbitration will be administered by the AAA. A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the Commercial Arbitration Rules of the AAA. If a party properly submits the Dispute to the AAA for formal arbitration and the AAA is unwilling to set a hearing then either party can elect to have the arbitration administered by the Judicial Arbitration and Mediation Services Inc. (“JAMS”) using JAMS’ streamlined Arbitration Rules and Procedures, or by any other arbitration administration service that you and an officer or legal representative of Caraway consent to in writing. If an in-person arbitration hearing is required and you are a U.S. resident, then it will be conducted in New York County, New York. You and we will pay the administrative and arbitrator’s fees and other costs in accordance with the applicable arbitration rules; but if applicable arbitration rules or laws require Caraway to pay a greater portion or all of such fees and costs in order for this section to be enforceable, then Caraway will have the right to elect to pay the fees and costs and proceed to arbitration. The arbitration will be conducted by a single arbitrator who will apply and be bound by these Terms, and will determine any Dispute according to applicable law and facts based upon the record and no other basis, and will issue a reasoned award only in favor of the individual party seeking relief and only to the extent to provide relief warranted by that party’s individual claim. All issues are for the arbitrator to decide, except that issues relating to the scope and enforceability of the arbitration and class action waiver provisions are for the court to decide. The arbitrator will render an award within the time frame specified in the Commercial Arbitration Rules of the AAA. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator will have the authority to award monetary damages on an individual basis and to grant, on an individual basis, any non-monetary remedy or relief available to an individual to the extent available under applicable law, the Commercial Arbitration Rules of the AAA, and these Terms. The arbitrator’s award of damages and/or other relief must be consistent with the terms of the “Limitation of our Liability” section below as to the types and the amounts of damages or other relief for which a party may be held liable. If a claim is brought seeking public injunctive relief and a court determines that the restrictions prohibiting the arbitrator from awarding relief on behalf of third parties are unenforceable with respect to such claim (and that determination becomes final after all appeals have been exhausted), the claim for public injunctive relief will be determined in court and any individual claims will be arbitrated. In such a case, the court shall stay the claim for public injunctive relief until the arbitration pertaining to individual relief has been entered in court. In no event will a claim for public injunctive relief be arbitrated. Attorneys’ fees will be available to the prevailing party in the arbitration only if authorized under applicable substantive law governing the claims in the arbitration. If the arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), Caraway will have the right to recover its attorneys’ fees and expenses. This arbitration provision shall survive termination of these Terms or the Services. You can obtain AAA and JAMS procedures, rules, and fee information as follows: AAA: 800.778.7879 and http://www.adr.org and JAMS: 800.352.5267 and http://www.jamsadr.com.
Limitation of our Liability
TO THE EXTENT PERMITTED UNDER ANY APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL ANY CARAWAY PARTIES BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGES OF ANY KIND, including personal injury or death or for any direct, indirect, economic, exemplary, special, punitive, incidental, or consequential losses or damages that are directly or indirectly related to:
The foregoing limitations of liability will apply even if any of the foregoing events or circumstances were foreseeable and even if Caraway was advised of or should have known of the possibility of such losses or damages, regardless of whether you bring an action based in contract, negligence, strict liability, or tort (including whether caused, in whole or in part, by negligence, acts of god, telecommunications failure, or destruction of the Caraway Websites or the Services).
Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages of the sort that are described above, so the above limitation or exclusion may not apply to you.
EXCEPT AS MAY BE PROVIDED IN ANY ADDITIONAL TERMS, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE CARAWAY’S TOTAL LIABILITY TO YOU, FOR ALL POSSIBLE DAMAGES, LOSSES, AND CAUSES OF ACTION IN CONNECTION WITH YOUR ACCESS TO AND USE OF THE CARAWAY WEBSITES OR THE SERVICES AND YOUR RIGHTS UNDER THESE TERMS, EXCEED AN AMOUNT EQUAL TO THE AMOUNT YOU HAVE PAID CARAWAY IN CONNECTION WITH THE TRANSACTION(S) THAT UNDERLIE THE CLAIM(S); PROVIDED, HOWEVER, THIS PROVISION WILL NOT APPLY IF A TRIBUNAL WITH APPLICABLE JURISDICTION FINDS SUCH TO BE UNCONSCIONABLE.
