Last updated February 22, 2021
1. NO WARRANTIES AND LIMITATION OF LIABILITY
(a) Disclaimers; No Warranties: The contents, materials and services on the Website, whether provided by Posterity Fertility or a third-party, including, without limitation, but not limited to, all text, graphics, links, animation, cookies, or certifications (collectively, the “Information“) are provided for informational purposes only. They do not constitute compliance/legal advice, medical advice, technical advice, or advice, warranty or recommendation of any kind, nor do they reflect the opinions of Posterity Fertility or any of its owners, affiliates, directors, officers, managers, employees, agents or other representatives. The Information is provided only as general information that may or may not reflect the most current compliance, legal, medical, technical or testing developments. While we endeavor to include only accurate and current Information on the Website, we make no representations or warranties that such Information is correct, complete, up-to-date, or that it pertains, in whole or in part, directly or indirectly, to your needs and specific facts and circumstances. All Information is provided on an “as-is” basis without any warranties of any kind, either express or implied.
To the maximum extent permitted by law, Posterity Fertility DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO: WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, FREEDOM FROM COMPUTER VIRUS STRAINS, AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE.
POSTERITY FERTILITY DOES NOT REPRESENT OR WARRANT THAT THE INFORMATION IS ACCURATE, RELIABLE, COMPLETE, CURRENT, OR APPLICABLE.
(b) Limitation of Liability: IN NO EVENT SHALL POSTERITY FERTILITY, NOR ANY OF ITS OWNERS, AFFILIATES, DIRECTORS, OFFICERS MANAGERS, EMPLOYEES, AGENTS OR OTHER AUTHORIZED REPRESENTATIVES, BE LIABLE FOR ANY DIRECT, SPECIAL, PUNITIVE, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO: PERSONAL INJURY, WRONGFUL DEATH, LOSS OF USE, LOSS OF PROFITS, INTERRUPTION OF SERVICE, OR LOSS OF DATA, WHETHER IN ANY ACTION IN WARRANTY, CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR FUNDAMENTAL BREACH), OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF, OR THE INABILITY TO USE, THIS WEBSITE OR ANY SERVICE OFFERED THROUGH THIS WEBSITE OR ANY MATERIAL OR INFORMATION CONTAINED IN OR ACCESSED THROUGH THIS WEBSITE, EVEN IF AN AUTHORIZED REPRESENTATIVE OF POSTERITY FERTILITY IS ADVISED OF THE LIKELIHOOD OR POSSIBILITY OF THE SAME. IN NO EVENT IS POSTERITY FERTILITY LIABLE FOR ANY DAMAGES CAUSED BY YOUR OR ANY THIRD-PARTY’S ACTS OR OMISSIONS. IN NO EVENT SHALL POSTERITY FERTILITY’s TOTAL LIABILITY FOR ANY CLAIM CONNECTED WITH THE USE OF, OR THE INABILITY TO USE, THIS WEBSITE OR ANY SERVICE OFFERED THROUGH THIS WEBSITE OR ANY MATERIAL CONTAINED IN OR ACCESSED THROUGH THIS WEBSITE, EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID TO POSTERITY FERTILITY BY YOU PURSUANT TO THIS AGREEMENT DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH DAMAGES.
(c) Applicability and Rights in Certain Jurisdictions: Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for certain types of damages such as incidental or consequential damages. Accordingly, the above disclaimers and limitations of liability may not apply to you if you reside in such a jurisdiction. You may also have other legal rights that vary from state to state.
2. ACCOUNT REGISTRATION
If you register to use the Website, you are solely responsible for maintaining the confidentiality of your username and password and for restricting access to your computer or device, and you agree to accept full responsibility and liability for all activities that occur using your account or your computer or device, including, but not limited to, unauthorized use of your user account or computer or device by others, directly or indirectly, in whole or in part. You may not transfer or otherwise allow others to access or use the Website using your user account and you must notify us immediately of any breach of security or unauthorized use of your user account. Posterity Fertility, its owners, affiliates, business partners, directors, officers, managers, employees, agents and authorized representatives shall not be liable for your losses that may be caused by, or arising out of, in whole or in part, directly or indirectly, any authorized or unauthorized use of, or access to your user account. You shall be fully responsible for losses of Posterity Fertility, its owners, affiliates, business partners, directors, officers, managers, employees, agents and authorized representatives caused by, or arising out of, in whole or in part, directly or indirectly, any authorized or unauthorized use of or access to your user account.
By registering for a user account, you expressly consent to receive communications from Posterity Fertility and you authorize Posterity Fertility to communicate with you by email, by posting notices on the Website or through your user account, or by using any other contact information you provide to Posterity Fertility, subject to all applicable laws. You also expressly agree and stipulate that all agreements, notices, disclosures and other communications that Posterity Fertility or its authorized agents or representatives provide to you electronically satisfy any legal or other requirements that such agreements, notices, disclosures and other communications be in writing.
3. REQUIREMENTS TO USE THE WEBSITE, THE APPLICATION, AND THE SERVICES
In using the Website, the Application, or the Services you agree to all the following, without limitation:
(b) You will register an account with Posterity Fertility on the Website or the Application, as needed.
(c) You are a United States citizen or permanent resident of the United States at least 18 years of age and you reside in the United States.
(d) You agree to comply with all laws applicable to your Use.
(e) You shall not modify, translate, disassemble, reverse engineer any portion of the Services, or otherwise seek to obtain the source code of the Services or Content, as defined below.
(f) You shall not launch any automated system, including without limitation, “robots,” “spiders,” “offline readers,” etc., that accesses the Website or the Services in a manner that sends more request messages to the Posterity Fertility servers in a given period of time than a human can reasonably produce in the same period by using a conventional on-line web browser. Notwithstanding the foregoing, Posterity Fertility grants the operators of public search engines permission to use spiders to copy Content from the Services for the sole purpose of creating publicly available searchable indices of the Content, but not caches or archives of such Content and provided that such spiders do not affect operation of the Website or the Services. Posterity Fertility reserves the right to revoke these exceptions either generally or in specific cases.
(g) You shall neither collect or harvest any personally identifiable information, including e-mail addresses from the Website or the Services, nor use the communication systems provided by the Website or the Services for any commercial solicitation purposes.
(h) You shall not solicit any users of the Website or the Services for commercial purposes.
(i) You shall not create or transmit unwanted electronic communications such as “spam” to other users or members of the Website or the Services or otherwise interfere with other users’ or members’ enjoyment of the Website or the Services.
(j) You shall not transmit any viruses, worms, defects, Trojan horses or other items of a destructive or damaging nature.
(k) You shall not use the Website or the Services to violate the security of any computer network, crack passwords or security encryption codes, transfer or store illegal material including those that are deemed threatening or obscene.
(l) You shall not use any device, software or routine that interferes with the functioning and integrity of the Website or the Services.
(m) You shall not use any device, software, or other instrumentality to disrupt, damage or interfere with or attempt to disrupt, damage or interfere with the functioning and integrity of the Website or the Services.
(n) You shall not violate or attempt to violate the security of the Website or the Services, including, but not limited to the following: (a) logging onto an account that you are not authorized to access; (b) attempting to interfere with service to any other user, host or network, including, without limitation, via means of submitting a virus to the Website or the Services, overloading, “flooding,” “spamming,” “mail bombing” or “crashing;” or (c) attempt to transmit any virus, Trojan horse or other software destruction or disruption device.
(o) You shall not, intentionally or unintentionally, violate any applicable international, federal, state or local law, including, but not limited to, any regulations applicable to your Use.
5. INTELLECTUAL PROPERTY
(a) Copyrights: All of the content included on the Website, including text, art, graphics, logos, button icons, images, pictures, audio clips, video clips, data compilations, and software (collectively “Content“), is the property of Posterity Fertility, its members, partners, software suppliers, or content providers, and is protected by U.S. and international copyright laws. In addition, the compilation of all Content on the Website is the property of Posterity Fertility and is protected by U.S. and international copyright laws.
Except as granted in the limited license below, you may not modify, reproduce, prepare derivative works, distribute, post, compile, save, or transmit, in any form or by any means, any Content without the express prior written consent of Posterity Fertility. Any unauthorized use may violate civil or criminal laws.
Posterity Fertility’s Legal Department is the Copyright Agent for notice of claims of copyright infringement on this Website and can be contacted at to https:PosterityHealth.com.
(b) Trademarks: All trademarks, trade names, trade dress, graphics, logos, brand names, and service marks (each a “Mark” and collectively, “Marks“) of Posterity Fertility, whether registered or unregistered, are the property of Posterity Fertility and are protected by U.S. and international trademark laws. The overall look and feel of the Website, including any trade dress, is also the property of Posterity Fertility. All other Marks appearing on the Website are the property of their respective owners, and are used with permission. Posterity Fertility makes no representations about these other marks, their owners and their products or services.
Except as granted in the Limited License below, nothing contained on the Website should be construed as granting any license or right to use any Mark displayed on the Website without the express prior written consent of Posterity Fertility or such third-party that may own the Mark.
You are fully responsible for your Use of the Website. Any unauthorized use shall immediately terminate the Limited License without notice, at Posterity Fertility’s sole discretion. Unauthorized use shall include, but are not limited to, all the following:
You shall not:
i. License, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third-party the Website in any way;
ii. Modify or make derivative works based upon the Website;
iii. Create Internet “links” to the Website or “frame” or “mirror” any portion of the Website on any other server or wireless or Internet-based device without Posterity Fertility’s prior express written consent;
iv. Reverse engineer or access the Website in order to (a) build a competitive product, service, or website; (b) build a product using similar ideas, features, functions or graphics of the Website; or (c) copy any ideas, features, functions or graphics of the Website;
vi. Create or modify another website, software or other service of any type or nature to duplicate or replicate the Website, in whole or in part. or in a manner that falsely implies association with Posterity Fertility or the Website;
vii. Distribute, reproduce, republish, duplicate, copy, sell, resell, visit or otherwise exploit the Website, in whole or in part, without the prior express written consent of Posterity Fertility, except as expressly permitted under the Limited License;
viii. Frame, deep-link or otherwise enclose or associate with any trademark, logo or other proprietary information or Content (including images, text, page layout or form) of the Website without Posterity Fertility’s prior express written consent;
ix. Advertise or use any metatag or other “hidden text” using Posterity Fertility’s name or trademarks without Posterity Fertility’s prior express written consent.
(d) Infringement Claims: Posterity Fertility respects copyright law and expects users of the Website to do the same. Unauthorized copying or distribution of Content is an infringement of the copyright holder’s rights. Posterity Fertility may elect to prosecute anyone who infringes upon its copyright, or other intellectual property rights. We will review all claims of copyright infringement received and remove Content or User Content, as defined below, deemed to have been posted or distributed in violation of any such laws.
To make a claim or if you have any questions, please provide the following information to the contact address below:
i. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
ii. Identification of the copyrighted work claimed to have been infringed;
iii. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Posterity Fertility to locate the material;
iv. Information reasonably sufficient to permit Posterity Fertility to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
v. A statement that the complaining party has 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
vi. 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.
Contact address to make a claim or submit questions:
PO Box 1234
Parker, Colorado 80134
6. USER CONTENT AND SECURITY
Posterity Fertility and its affiliates may provide opportunities for you to post text messages, photographs, videos, blog posts, comments, or other content (collectively, the “User Content“) on the Website or pertaining to the Services. You can only post User Content if you own all the rights to that User Content, or if the owner of such other rights has granted you permission to post such User Content. Simply posting User Content does not transfer ownership of your User Content to Posterity Fertility or its affiliates. However, by posting User Content, you are granting Posterity Fertility and its affiliates, agents, licensees, and assigns an irrevocable, perpetual, non-exclusive license, right, and permission to reproduce, use, disclose, distribute, encode, store, copy, transmit, publish, post, broadcast, display, publicly perform, adapt, modify, create derivative works of, exhibit, and otherwise use your User Content without any further obligation to you (the “License“). Access to the Website and the Services is strictly conditioned upon the Grant if you post User Content. Please note that the License continues indefinitely even if you stop using the Website or the Services. You hereby acknowledge and agree that your relationship with Posterity Fertility and its affiliates is not a confidential, fiduciary or other special relationship and that your decision to submit any User Content does not place Posterity Fertility or its affiliates in a position of trust regarding such User Content. By submitting any User Content to the Website or related to the Services, you represent and warrant all of the following:
(a) The User Content is true, accurate, current, and complete;
(b) You are not and shall not misrepresent your identity or your Personal Information;
(c) You shall promptly notify us of changes to your Personal Information by updating your account on the Website or the Application;
(d) You are the sole author and owner, or have the express permission of the owners, of the User Content and any intellectual property rights thereto, and have the appropriate authority to provide us with the rights and permissions to use the User Content as stated herein;
(e) You are hereby waiving all “moral rights” that you may have in the User Content by posting it on the Website;
(f) You are solely responsible for the User Content and the consequences of posting or publishing it; and
You further agree and warrant that you have not, and shall not submit any User Content that:
(a) You know, or should have known, to be false, inaccurate, or misleading;
(b) Infringes any third-party’s intellectual property rights or rights of publicity or privacy;
(c) Violates any law, statute, ordinance or regulation;
(d) Are, or may reasonably be considered to be, defamatory, obscene, libelous, hateful, racially, ethnically or religiously biased or offensive, threatening or harassing to any individual or entity;
(e) You were compensated for or granted any consideration by any third-party;
(f) Includes any information that references other websites, addresses, email addresses, contact information or phone numbers that are unrelated to you or the owners of the User Content who have granted you authorization to post the User Content; or
(g) Contains any computer viruses, worms or other potentially damaging computer programs or files.
7. BINDING TERMS AND TERMINATION
Further, except as otherwise required by law, upon termination, Posterity Fertility may retain all information and data utilized in connection with, or through, the Website or the Services, including all User Content and Personal Information utilized therewith.
8. NOTICE FOR CALIFORNIA RESIDENTS
Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice: If you have a question or complaint regarding the Site, please send an email to Scheduler@posterityhealth.com. You may also contact us by writing to Posterity Health, Attn: Compliance Officer PO Box 1234, Parker, Colorado 80134. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.
You agree to indemnify, defend, release, and hold Posterity Fertility and the Indemnitees harmless from any all loss, liability, claim, demand, action, harm, damage, injury, cost or expense (including, but not limited to, reasonable legal fees and court costs) in connection with, caused by, or arising out of, directly or indirectly, in whole or in part, the use of, the Services, or any User Content you post on the Website or related to the Services.
The provisions of this Section 9 shall only govern indemnification claims by any of Indemnitees against the party required to provide indemnification hereunder (hereinafter, the “Indemnitor“). If any claim shall arise, then the Indemnitee shall give prompt written notice to the Indemnitor describing such claim in reasonable detail with copies of relevant documents, claim letters and legal process, if any. The Indemnitee shall be entitled to give such notice prior to the establishment of the amount of Indemnitee’s losses, damages and expenses and to supplement Indemnitee’s claim by further notices as the claims are established. The Indemnitor shall respond to such claim for indemnification within thirty (30) days after receipt of the claim stating Indemnitor’s acceptance or objection to the indemnification claim and explaining Indemnitor’s position in reasonable detail. If the Indemnitor does not timely so respond within the 30-day period, the Indemnitor will be deemed to have accepted the Indemnitee’s indemnification claim as specified in the notice given by the Indemnitee. If the Indemnitor gives timely notice of acceptance or is otherwise deemed to have accepted the indemnification claim, then the Indemnitor shall cure the matter giving rise to the claim to the reasonable satisfaction of the Indemnitee as promptly as possible. The Indemnitee will cooperate with the defense of the claim or action by participating in pre-trial investigations, proceedings, motions and the like, and by providing knowledgeable witnesses for the trial of the action, if any. The Indemnitor shall not settle any claim, lawsuit, demand or other proceeding without first obtaining the prior written consent of the Indemnitee, which consent shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, Posterity Fertility reserves the right, at your sole expense, to assume the exclusive defense and control of any matter subject to indemnification under this Section 9 and said assumption shall not excuse Indemnitor’s liability and obligations to indemnify the Indemnitees.
10. GENERAL LEGAL PROVISIONS
PO Box 1234
Parker, Colorado 8013