Terms of Service

Last Updated: 10/10/17

Welcome to the Droplet Health website located at https://www.droplethealth.com" (the “Site”) provided by Control Panel, Inc. (“Droplet Health”). Please read these Terms of Service (the “Terms”) and our Privacy Policy (droplethealth.com/privacy) [please confirm website address] (“Privacy Policy”) carefully because they govern your use of our Site, [our home testing kits that we provide to you (“Test Kits”)] [Note: Regulatory counsel should comment on whether additional agreements/terms are needed that are specific to the Test Kits.] and laboratory and related services available via our Site. To make these Terms easier to read, the Site, the Test Kits, and our services, including testing services, are collectively called the “Services.”

  • Agreement to Terms and Privacy Policy. By using our Services, you agree to be bound by these Terms. If you don’t agree to be bound by these Terms, do not use the Services. Please refer to our Privacy Policy for information on how we collect, use and disclose information from our users. You acknowledge and agree that your use of the Services is subject to our Privacy Policy.

IMPORTANT NOTICE REGARDING ARBITRATION: WHEN YOU AGREE TO THESE TERMS YOU ARE AGREEING (WITH LIMITED EXCEPTION) TO RESOLVE ANY DISPUTE BETWEEN YOU AND DROPLET HEALTH THROUGH BINDING, INDIVIDUAL ARBITRATION RATHER THAN IN COURT. PLEASE REVIEW CAREFULLY SECTION 17 “DISPUTE RESOLUTION FOR CONSUMERS” BELOW FOR DETAILS REGARDING ARBITRATION (INCLUDING THE PROCEDURE TO OPT OUT OF ARBITRATION).

  • Changes to Terms or Services. We may update the Terms at any time, in our sole discretion. If we do so, we’ll let you know either by posting the updated Terms on the Site or through other communications. It’s important that you review the Terms whenever we update them or you use the Services. If you continue to use the Services after we have posted updated Terms, you are agreeing to be bound by the updated Terms. If you don’t agree to be bound by the updated Terms, then, except as otherwise provided in Section 17(f) “Effect of Changes on Arbitration,” you may not use the Services anymore. Because our Services are evolving over time we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion
  • Who May Use the Services?
    • You may use the Services only if you are 18 years or older, are capable of forming a binding contract with Droplet Health, reside in the United States and are not barred from using the Services under applicable law. The Services are not available in Rhode Island, New York, Maryland, and New Jersey. [Note: Regulatory counsel to confirm this list of states.]
    • If you want to use certain features of the Services, including requesting a Test and accessing your Test Results, you’ll have to create an account (“Account”) via the Site.
    • It’s important that you provide us with accurate, complete and up-to-date information for your Account and you agree to update such information to keep it accurate, complete and up-to-date. If you don’t, we might have to suspend or terminate your Account. You agree that you won’t disclose your Account password to anyone and you’ll notify us immediately of any unauthorized use of your Account. You’re responsible for all activities that occur under your Account, whether or not you know about them.

Services

  • Services
    • An Account holder can select and request a Test Kit via the Site. All requests for a Test Kit are reviewed by a licensed, board-certified physician for the state that you select when you make your request (a “Licensed Physician”). A Test Kit will only be mailed to you after your Test Kit is authorized and ordered by such Licensed Physician. The Licensed Physicians are not employees of Droplet Health and are engaged by Droplet Health on an independent contractor basis.
    • Once you receive the Test Kit, you collect the applicable sample(s) and complete any required information as provided in the Test Kit (which may include medical information), required waivers, consents or authorizations. Failure to provide the required information or to execute the required documents may result in your sample(s) not being tested. You agree to mail the completed Test Kit and sample(s) to our designated testing laboratory partners (“Lab”) which will performs the test and provides us with the Results (“Results”). Do not mail the Test Kit or sample(s) to us.
    • The Results are sent to a Licensed Physician who reviews Results and releases them to us. You can access the Results via your Account.
  • Limitations of Services
    • Droplet Health implements safeguards to avoid technical errors for use of Test Kits, however some samples are less viable by the time they reach the lab and may fail analysis.
    • YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICES, TEST KITS AND RESULTS IS AT YOUR OWN RISK.
    • A RESULT DOES NOT NECESSARILY MEAN THAT YOU HAVE A HEALTH ISSUE OR THAT YOU WILL DEVELOP A HEALTH ISSUE IN YOUR LIFETIME. YOU SHOULD CONSULT WITH YOUR PHYSICIAN OR HEALTHCARE PROVIDER ABOUT RESULTS. YOU UNDERSTAND AND AGREE THAT YOUR RESULTS MUST BE CONSIDERED IN THE CONTEXT OF BROADER MEDICAL MANAGEMENT BY A PHYSICIAN OR HEALTHCARE PROVIDER, AND THAT YOU SHOULD NOT MAKE MEDICAL DECISIONS BASED ON THE RESULTS ALONE. YOUR USE OF THE TEST KIT AND RESULTS DOES NOT REPLACE THE EXISTING PRIMARY CARE OR OTHER RELATIONSHIP BETWEEN YOU AND YOUR PHYSICIAN OR HEALTHCARE PROVIDER AND SHOULD NOT BE USED AS A SUBSTITUTE FOR THAT RELATIONSHIP. THE TEST KITS AND RESULTS ARE PROVIDED SOLELY FOR INFORMATIONAL PURPOSES, AND DO NOT CONSTITUTE TREATMENT OR DIAGNOSIS OF ANY CONDITION, DISEASE OR ILLNESS, OR OTHERWISE CONSTITUTE THE PRACTICE OF MEDICINE. YOU ARE RESPONSIBLE FOR SHARING THE RESULTS AND FOR INITIATING FOLLOW UP REGARDING THE RESULTS WITH YOUR PHYSICIAN OR HEALTHCARE PROVIDER.
    • NO TEST KITS ARE ABLE TO FULLY PREDICT A HEALTH CONDITION. ANALYSIS OF RESULTS ARE PERFORMED BY THE LICENSED PHYSICIAN AND BASED ON CURRENTLY AVAILABLE INFORMATION IN THE MEDICAL LITERATURE, SCIENTIFIC DATABASES, AND BOARD CERTIFIED PHYSICIANS. NEW INFORMATION MAY REPLACE OR ADD TO THE INFORMATION THAT WAS USED TO ANALYZE YOUR RESULTS. BASED ON THIS NEW INFORMATION, YOU UNDERSTAND AND AGREE THAT DROPLET HEALTH MAY, AT ITS SOLE DISCRETION, AMEND OR MODIFY YOUR RESULTS, WHICH MAY RESULT IN A CHANGE IN YOUR RISK ASSESSMENT. YOU HEREBY IRREVOCABLY WAIVE ANY AND ALL CLAIMS AGAINST DROPLET HEALTH FOR ANY AMENDMENT OR MODIFICATION OF YOUR RESULTS IN ACCORDANCE WITH DROPLET HEALTH’S STANDARD OPERATING PROCEDURES.
    • DROPLET HEALTH EXPRESSLY DISCLAIMS ANY LIABILITY FOR THE INACCURACY OF TEST RESULTS RESULTING FROM YOUR FAILURE TO PROVIDE ACCURATE, CORRECT OR COMPLETE INFORMATION, AND YOU EXPRESSLY WAIVE ANY CLAIMS AGAINST DROPLET HEALTH WITH RESPECT THERETO.
    • You warrant that any sample(s) you collect and provide with a Test Kit is your own sample(s).
    • You represent and warrant that you are not an insurance company or an employer attempting to obtain information about an insured person or an employee.
    • You understand that by providing any sample(s) and using the Services and Test Kits, you acquire no rights in any research or commercial products that may be developed by Droplet Health or its collaborating partners. You specifically understand that you will not receive compensation for any research or commercial products that include or result from your information or Results. You understand that you should not expect any financial benefit from Droplet Health as a result of having your sample(s) processed; Results made available to you; or, as provided in our Privacy Policy, information about you shared with third parties.
    • You acknowledge that Droplet Health may offer different or additional technologies or features to process Test Kits in the future and that your initial purchase of a Test Kit does not entitle you to any different or additional technologies or features for collection or interpretation of your Test Kit with or without a fee, and that you may be required to pay additional fees in order to have your sample collected, processed, and/or interpreted using any future or additional technologies or features..
  • Risks and discomfort. Certain risks exist relating to using the Test Kits, some of which we have described below. There may also be additional risks which are currently unforeseeable. You agree to accept all risk whether or not described in this section or in these Terms.
    • You might be at risk for excessive bleeding, fainting, or feeling light-headed, hematoma (blood accumulating under the skin) or infection (a slight risk any time the skin is broken).
    • From the Results, you may learn about health conditions and problems or potential health problems of which you were not aware. You may experience stress, anxiety, or emotional or physical discomfort when you learn about health problems or potential health problems.
  • Payment. Account holders may purchase Testing Kits on a per kit basis. You expressly authorize us (or our third-party payment processor) to charge you for such transaction (“Transaction”), and you agree to pay the applicable fees. We may ask you to supply additional information relevant to your Transaction, including your credit card number, the expiration date of your credit card and your email and postal addresses for billing and notification (such information, “Payment Information”). You represent and warrant that you have the legal right to use all payment method(s) represented by any such Payment Information. When you initiate a transaction, you authorize us to provide your Payment Information to third parties so we can complete your Transaction and to charge your payment method for the type of Transaction you have selected (plus any applicable taxes and other charges). You may need to provide additional information to verify your identity before completing your Transaction (such information is included within the definition of Payment Information).
  • Feedback. We welcome feedback, comments and suggestions for improvements to the Services (“Feedback”). You can submit Feedback by emailing us at support@droplethealth.com. You grant to us a non-exclusive, transferable, worldwide, perpetual, irrevocable, fully-paid, royalty-free license, with the right to sublicense, under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.
  • Content. For purposes of these Terms: (i) “Content” means text, graphics, images, software, works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available through the Services. Droplet Health and its licensors exclusively own all right, title and interest in and to the Services and Content, including all associated intellectual property rights. You acknowledge that the Services and Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or Content. Subject to your compliance with these Terms, Droplet Health grants to you a limited, non-exclusive, non-transferable license, with no right to sublicense, access and view the Content solely in connection with your permitted use of the Services and solely for your personal and non-commercial purposes.
  • General Prohibitions. You agree not to do any of the following:
    • Use, display, mirror or frame the Services or any individual element within the Services, Droplet Health’s name, any Droplet Health trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Droplet Health’s express written consent;
    • Access, tamper with, or use non-public areas of the Services, Droplet Health’s computer systems, or the technical delivery systems of Droplet Health’s providers;
    • Attempt to probe, scan or test the vulnerability of any Droplet Health system or network or breach any security or authentication measures;
    • Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Droplet Health or any of Droplet Health’s providers or any other third party (including another user) to protect the Services;
    • Attempt to access or search the Services or Content or download Content from the Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by Droplet Health or other generally available third-party web browsers;
    • Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
    • Use any meta tags or other hidden text or metadata utilizing a Droplet Health trademark, logo URL or product name without Droplet Health’s express written consent;
    • Use the Services, or any portion thereof, for any commercial purpose or for the benefit of any third party or in any manner not permitted by these Terms;
    • Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services;
    • Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services;
    • Collect or store any personally identifiable information from the Services from other users of the Services without their express permission;
    • Impersonate or misrepresent your affiliation with any person or entity;
    • Violate any applicable law or regulation; or
    • Encourage or enable any other individual to do any of the foregoing.

Although we’re not obligated to monitor access to or use of the Services, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms and to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to the Services at any time and without notice. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.

  • Links to Third Party Websites or Resources. The Services may contain links to third-party websites or resources. We provide these links only as a convenience and are not responsible for the content, products or services on or available from those websites or resources or links displayed on such websites. You acknowledge sole responsibility for and assume all risk arising from, your use of any third-party websites or resources.
  • Termination. We may terminate your access to and use of the Services, at our sole discretion, at any time and without notice to you. You may cancel your Account at any time by emailing support@droplethealth.com. Upon any termination, discontinuation or cancellation of the Services or your Account, all provisions of these Terms which by their nature should survive will survive, including, without limitation, ownership provisions, warranty disclaimers, limitations of liability, and dispute resolution provisions.
  • Warranty Disclaimers. THE SERVICES AND TEST KITS ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. We make no warranty that the Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis.
  • Indemnity. You will indemnify and hold harmless Droplet Health and its officers, directors, employee and agents, from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (i) your access to or use of the Services, Test Kits or Results or (ii) your violation of these Terms.
  • Limitation of Liability
    • NEITHER DROPLET HEALTH NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST SAVINGS, LOST BUSINESS OPPORTUNITY, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT DROPLET HEALTH OR ANY OTHER PARTY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
    • IN NO EVENT WILL DROPLET HEALTH’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES EXCEED THE AMOUNTS YOU HAVE PAID OR PAYABLE BY YOU TO DROPLET HEALTH FOR USE OF THE SERVICES OR TEST KITS OR ONE HUNDRED DOLLARS ($100), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO DROPLET HEALTH, AS APPLICABLE.
    • THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN DROPLET HEALTH AND YOU.
  • Governing Law and Forum Choice. These Terms and any action related thereto will be governed by the Federal Arbitration Act, federal arbitration law, and the laws of the State of California, without regard to its conflict of laws provisions. Except as otherwise expressly set forth in Section 17 “Dispute Resolution for Consumers,” the exclusive jurisdiction for all Disputes (defined below) that you and Droplet Health are not required to arbitrate will be the state and federal courts located in the Northern District of California, and you and Droplet Health each waive any objection to jurisdiction and venue in such courts.
  • Dispute Resolution for Consumers. The following terms of Section 17 “Dispute Resolution for Consumers” only applies if you are an individual who is using the Services for your own personal use and are not representing a legal entity.
  • We each agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services (collectively, “Disputes”) will be resolved solely by binding, individual arbitration and not in a class, representative or consolidated action or proceeding. However, if for any reason a Dispute proceeds in court rather than in arbitration, you and we each waive any right to a jury trial.
  • As limited exceptions to subsection (a) above: (i) you may seek to resolve a Dispute in small claims court If it qualifies; and (ii) we each retain the right to seek injunctive or other equitable relief from a court to prevent (or enjoin) the infringement or misappropriation of our intellectual property rights. In addition, you will retain the right to opt out of arbitration entirely and litigate any Dispute if you provide us with written notice of your desire to do so by email at support@droplethealth.com or by regular mail at 660 4th St #508, San Francisco, CA 94107 within thirty (30) days following the date you first agree to these Terms.
  • If you want to begin arbitrating a Dispute, you must send a letter to us at the following address 660 4th St #508, San Francisco, CA 94107 requesting arbitration and describing the Dispute. If we want to begin arbitrating a Dispute, we’ll send such a letter to you at the email address or street address that you provided.
  • The arbitration will be conducted by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (the “AAA Rules”) or a comparable arbitral body (e.g., JAMS), in the event the AAA is unable to conduct the arbitration). The AAA Rules are available at www.adr.org or by calling 1-800-778-7879. The arbitration may be conducted in writing, remotely (e.g., by videoconference) or in-person in the county where you live (or at some other location that we both agree to).
  • Payment of all filing, administration and arbitrator fees will be governed by the AAA Rules. We’ll pay for all filing, administration and arbitrator fees and expenses if your Dispute is for less than $10,000, unless the arbitrator finds your Dispute frivolous. If we prevail in arbitration we’ll pay all of our attorneys’ fees and costs and won’t seek to recover them from you. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses to the extent provided under applicable law.
  • Notwithstanding the provisions of Section 2 “Changes to Terms or Services” above, if Droplet Health changes any of the terms of this Section 17 “Dispute Resolution” after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice (including by email to support@droplethealth.com) within 30 days of the date such change became effective, as indicated in the “Last Updated” date above or in the date of Droplet Health’s email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and Droplet Health in accordance with the terms of this Section 17 “Dispute Resolution” as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).
  • General Terms
    • These Terms constitute the entire and exclusive understanding and agreement between Droplet Health and you regarding the Services, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Droplet Health and you regarding the Services. If any provision of these Terms is held invalid or unenforceable by an arbitrator or a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. You may not assign or transfer these Terms, by operation of law or otherwise, without Droplet Health’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. Droplet Health may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
    • Any notices or other communications provided by Droplet Health under these Terms, including those regarding modifications to these Terms, will be given: (i) via email; or (ii) by posting to the Services. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
    • Droplet Health’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Droplet Health. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
  • Contact Information. If you have any questions about these Terms or the Services, please contact Droplet Health at support@droplethealth.com.