Terms and Conditions
Effective June 23, 2017
These Terms describe our rights and ownership over the Services. These Terms also contain provisions that limit our liability to you and require you to resolve any dispute with us through final and binding arbitration on an individual basis and not as part of any class or representative action. Please read these Terms carefully, as they constitute a legal agreement between you and Canopy Health.
BY USING OUR SERVICES, YOU ACCEPT AND AGREE THAT YOU HAVE READ AND UNDERSTAND THESE TERMS, WILL COMPLY WITH THESE TERMS, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT ACCEPT AND AGREE TO THESE TERMS, PLEASE DO NOT ACCESS OR USE THE SERVICES.
- Canopy health is not a health care provider. Canopy Health operates a provider network that helps connect participating third-party health care providers with enrollees of participating health plans. We do not provide any medical care services, and the Services do not constitute the practice of medicine, nursing, or other health care provision of activity.
- The Services are designed to support - not replace - your relationship with your physician. You should also talk to your physician or other health care provider (“Health Care Providers”) for diagnosis, evaluation and treatment of any health of medical condition.
- The Services are intended for general informational purposes only. Information provided on the Services should be used as a substitute for professional medical advice, diagnosis, or treatment. The Services are not intended to provide medical advice, diagnosis, or treatment.
- Dial 911 in the event of a medical emergency! The Services are not intended to provide instructions or help in the event of an emergency. If you believe your condition or situation is life-threatening, please call 911 or your emergency medical system immediately. Do not rely on the Services with urgent medical needs. We cannot guarantee response times if you choose to use the Services in the event of a medical emergency.
Changes to These Terms
We reserve the right to make changes to these Terms at any time. If we make material changes that would impact your use of the Services, we will endeavor to notify you of the changes, such as by posting a notice directly on the Services, by sending an email notification (if you have provided your email address to us), or by any other reasonable method. By continuing to use the Services after such notice, you agree to be bound by the modified Terms. If you do not agree with changes to the modified Terms, or if you are dissatisfied with the Services for any reason, your sole and exclusive remedy is to discontinue use of the Services.
Certain features of the Services may be subject to additional terms and conditions (“Additional Terms”). We may present Additional Terms to you when you activate or use a feature to which Additional Terms apply, and you will be required to accept these Additional Terms before using such feature. Unless otherwise stated in the Additional Terms, all Additional Terms are incorporated into these Terms. If you do not agree with the Additional Terms, you will not have access to the feature to which they relate. These Terms and Additional Terms apply equally. If any Additional Term is inconsistent with any provision of these Terms, the Additional Term will prevail only for the feature(s) to which that Additional Term applies.
Children and Minors
The Services are not intended for or directed to anyone under the age of 18. Anyone under the age of 18 should not use the Services except with the consent and supervision of a parent or legal guardian.
Reservation of Rights
We may modify, suspend, or discontinue any aspect of the Services at any time without prior notice. You agree that we shall not be liable to your or any third party for any modification, suspension, or discontinuance of any feature or component of the Services. In addition, we reserve the right, at any time and for any reason, with or without notice, and without liability to you or any other user, to: (1) restrict, limit, suspend or terminate your and/or any other user's access to the Services; (2) monitor any user's use of the Services to verify compliance with these Terms and/or any applicable law; (3) investigate any suspected or alleged misuse of the Services and cooperate with law enforcement and/or third-parties in such investigation; and (4) disclose information about any user's use of the Services in connection with law enforcement investigation of alleged illegal activity, or in response to a lawful court order or subpoena.
Canopy Health grants you a limited right to use the Services for your personal use. All original content, materials, features and functionality (including, without limitation, text, information, images, photos, graphics, artworks, logos, videos, audios, directories, listings, databases, and search engines) (the “Content”) are owned by Canopy Health and/or its licensors and may be protected by U.S. and foreign copyright, trademark and other intellectual property laws. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable right and license to access and use the Services and Content solely for your personal, non-commercial use. Except for this limited licenses granted to you, we reserve all other rights. This license may be revoked and terminated by us at any time and for any reason. Any unauthorized use, reproduction or distribution of the Services or Content is strictly prohibited and may result in civil and/or criminal penalties.
All trademarks, trade names and logos appearing on or through the Services are owned by us or licensed by us. The “Canopy Health” name and logo and all other Canopy Health names, marks, logos and other identifiers are trademarks and service marks of Canopy Health. Names, marks, logos and other identifiers of third parties, including third party health care providers, are trademarks and service marks of their respective owners. You may not use or display any Canopy Health trademarks, trade names, or logos without our prior written permission. We reserve all rights.
If you choose to provide us with any comments, suggestions, ideas or other feedback (“User Feedback”), you agree that we have an unrestricted right to use it, and you are not entitled to receive any compensation.
Use of the Services
The following rules apply to your use of the Services:
- You must be at least 18 years of age.
- You may use the Services and its Content only for your own personal, non-commercial use in compliance with these Terms use and applicable laws;
- If you create an account with us (a “Canopy Health Account”), you are responsible for all use of your Canopy Health Account, including by others to whom you have provided access to your Canopy Health Account. You are also responsible for any use of your Canopy Health Account by any person that accesses your Canopy Health Account as a result of your failure to secure your user ID or password. You are responsible for keeping any user ID or password strictly confidential.
- You are responsible for the accuracy of any information that you provide to us through the Services. You must not provide false or inaccurate registration credentials, impersonate any person or entity, and/or falsely claim an affiliation with any person or entity.
You are prohibited from using the Services to:
- Copy, reproduce, sell, rent, lease, distribute, transfer, modify or make derivative works from the Services or any Content.
- Remove, alter or tamper with any copyright, trademark or other proprietary rights or legal notices contained in any Content obtained from the Services.
- Decompile, disassemble, reverse engineer, or otherwise attempt to discover or derive any proprietary software code or information associated with the Services.
- Intentionally interfere in any way with the operation of the Services or any server, network or system associated with the Services, including, without limitation, by: hacking, mail-bombing, flooding, overloading, or making “denial of service” attacks; probing, scanning or testing the vulnerability of the Services or any server, network or system associated with the Services; breaching or circumventing firewall, encryption, security or authentication routines; accessing data not intended for you, or accessing another's account that you are not expressly authorized to access.
- Use any automated program, tool or process (including, without limitation, web crawlers, robots, bots, spiders, and automated scripts) to access the Services or any server, network or system associated with the Services, or to extract, collect, harvest or gather content or information from the Services.
- Frame or otherwise create a browser or border environment around any page or content of the Services, or deep-link to any internal page or area of the Services.
- Make any other use of the Services that violates these Terms or any applicable law.
If you access and use the Services on your smartphone, tablet or other mobile device, you must have wireless service through WiFi or a participating wireless service provider and a compatible mobile device. You are responsible for all charges (including data and messaging charges) related to your use of the Services through your device. We do not guarantee that the Services are compatible with any particular operating system, browser, mobile device or other software or equipment.
Links to Third Parties
Disclaimer of Warranties
You understand and agree that we do not provide any warranty with respect to the services. You expressly acknowledge and agree that your use of the services is at your own risk.
UNLESS EXPRESSLY OTHERWISE STATED BY CANOPY HEALTH AND EXCEPT WHERE PROHIBITED BY APPLICABLE LAW:
- CANOPY HEALTH MAKES NO WARRANTY OR REPRESENTATION, WHETHER EXPRESS OR IMPLIED, REGARDING THE SERVICES OR ANY OF ITS CONTENTS;
- THE SERVICES AND ALL CONTENTS ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED;
- TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, CANOPY HEALTH DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE SERVICES AND ALL CONTENT; WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, CANOPY HEALTH DOES NOT WARRANT THAT THE SERVICES AND ALL CONTENT WILL BE UNINTERRUPTED OR ERROR FREE; OR THAT ANY DEFECT OR ERROR WILL BE CORRECTED; OR THAT THE SERVICES AND ALL CONTENT WILL BE SECURE AND FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR THAT ANY INFORMATION PROVIDED ON THE SERVICES WILL BE CURRENT OR ACCURATE; OR THAT A PARTICULAR PRODUCT, SERVICE OR PROVIDER YOU SEE ON THE SERVICES WILL BE AVAILABLE TO YOU; AND
- YOUR USE OF THE SERVICES AND ALL CONTENTS IS ENTIRELY AT YOUR OWN RISK.
Some states may not allow the exclusion of implied warranties, so the above exclusion may not apply to you. But, to the extent permitted by applicable law, we exclude all warranties.
Limitations of Liability
UNLESS EXPRESSLY OTHERWISE STATED BY CANOPY HEALTH AND EXCEPT WHERE PROHIBITED BY APPLICABLE LAW:
- IN NO EVENT SHALL CANOPY HEALTH OR ANY OF ITS AFFILIATES OR ANY OF ITS OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, ADVISORS AND CONSULTANTS BE LIABLE TO YOU (WHETHER UNDER CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, WARRANTY OR ANY OTHER LEGAL OR EQUITABLE THEORY) FOR ANY DIRECT, INDIRECT, INCIDENTAL, EXEMPLARY, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF USE, DATA OR INFORMATION OF ANY KIND) ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICES OR ANY CONTENT, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES; ANDPROHIBITED BY APPLICABLE LAW:
- TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU UNDERSTAND AND AGREE THAT CANOPY HEALTH’S MAXIMUM AGGREGATE LIABILITY FOR ANY TYPE OF DAMAGES HEREUNDER SHALL BE LIMITED TO (a) TOTAL FEES PAID BY THE USER DURING THE THREE (3) MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY OR (b) IF NO FEES ARE PAYABLE BY THE USER FOR SUCH PERIOD, ONE HUNDRED U.S. DOLLARS.
YOU FURTHER AGREE THAT THE LIMITATIONS OF LIABILITY SET FORTH ABOVE WILL SURVIVE ANY TERMINATION OR EXPIRATION OF THESE TERMS AND WILL APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED HEREIN IS FOUND TO HAVE FAILED ITS ESSENTIAL PURPOSE. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, THE EXCLUSIONS AND LIMITATIONS SET FORTH ABOVE MAY NOT APPLY IN THEIR ENTIRETY TO YOU. YOU AGREE, HOWEVER, THAT OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
You acknowledge and agree that the above limitations of liability, together with the other provisions in these Terms that limit liability, are essential terms and that Canopy Health would not be willing to grant you the rights set forth in these Terms but for your agreement to the above limitations of liability.
IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE YOUR RIGHTS WITH RESPECT TO CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”
You and Canopy Health agree that these Terms and any claim or dispute between you and Canopy Health relating to your use of the Services will be governed by and construed in accordance with the laws of the State of California, without regard to its conflict-of-laws provisions. You and Canopy Health further agree to be subject to the exclusive jurisdiction of the local, state, or federal courts located in Contra Costa County, California.
Waiver of Right to Pursue Class Action Claims
You agree to only resolve disputes with us on an individual basis, and waive any right to pursue any claims on a class or consolidated basis or in a representative capacity. YOU AND CANOPY HEALTH AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OF CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OF PROCEEDING.
Limitation on Time to Bring an Action
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the Services brought by you must be filed within one (1) year after such claim or cause of action arose or such claim or cause of action will forever be barred.
Agreement to Arbitrate Claims; Waiver of Jury Trial
By agreeing to these Terms, both you and Canopy Health are waiving the right to a jury trial on any disputes that may arise.
You agree to arbitrate all disputes between you and us. If a dispute arises between you and us relating to the Services or these Terms, you and we agree that the dispute shall be resolved by final and binding arbitration administered by the American Arbitration Association under its rules for consumer arbitrations (“AAA Rules”). You and we agree to the following rules relating to any arbitration proceeding:
- YOU AND CANOPY HEALTH WAIVE ANY RIGHT TO BRING SUCH CLAIMS BEFORE ANY COURT OF LAW. RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT, SUCH AS ACCESS TO DISCOVERY, MAY BE UNAVAILABLE OR LIMITED IN ARBITRATION.
- The venue for all disputes arising under these Terms shall be in Contra Costa County, California, but you and we may agree to conduct the arbitration by telephone, online and/or solely based on written submissions. You hereby waive any right to claim that such location is an inconvenient forum and covenant not to sue us in any other forum.
- The arbitrator will have the power to grant whatever relief would be available in court under law or in equity (including attorney’s fees) and any award of the arbitrator will be final and binding on each of the parties. The arbitrator will not, however, have the power to award punitive or exemplary damages, the right to which each party hereby waives.
- The arbitrator will apply applicable law and the provisions of these Terms and the failure to do so will be deemed an excess of arbitral authority and grounds for judicial review.
- Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
- Barring extraordinary circumstances, the arbitrator will issue a decision within 120 days from the date the arbitrator is appointed, which may be extended 30 days in the interests of justice.
- All arbitration proceedings will be closed to the public and confidential and all records relating thereto will be permanently sealed, except as necessary to obtain court confirmation of the arbitration award.
- The award of the arbitrator will be in writing and will not include any statement setting forth the reasons for the disposition of any claim.
Either you or we may seek an injunction at any time from any court of competent jurisdiction as necessary to protect the rights or property of you or us pending the completion of arbitration.
Payment of all filing, administration and arbitrator fees will be governed by the AAA Rules. If, however, you are able to demonstrate that the costs of arbitration will be prohibitive for you as compared to the costs of litigation, Canopy Health will pay as much of the filing, administration and arbitrator fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive for you. If the arbitrator determines that the claim(s) you assert in the arbitration are frivolous, you agree to reimburse Canopy Health for all fees associated with the arbitration that Canopy Health paid on your behalf which you otherwise would be obligated to pay under the AAA Rules.
Use of the Services is intended solely for residents of the United States. The Services may contain content, services, or information otherwise not accessible or valid in your country. Access to the Services from outside the United States is at your own risk, and Canopy Health does not take responsibility for your use of the Services. Any offer for any product or service made on the Services is void where prohibited by law.
Either you or we may terminate our relationship at any time, with or without cause. In addition, we may deactivate, terminate or suspend your account at any time: (a) if we, in our sole discretion, determine that you are or have been in violation of these Terms; (b) if we, in our sole discretion, determine that you have created risk or possible legal exposure for Canopy Health; (3) in response to requests by law enforcement or other government agencies; (4) upon discontinuance or material modification of the Services, or (5) due to unexpected technical issues or problems. We may also stop providing the Services or create limits on use of the Services (in each case, whether specifically to you or generally).
These Terms automatically terminate when you fail to comply or if we reasonably believe that you have not complied with any term or condition of them.
Termination will not limit any of our other rights or remedies. Any provision that must survive in order to give proper effect to the intent and purpose of these Terms shall survive termination.
Canopy Health may from time to time, in its sole discretion (without obligation), develop and provide updates for our App, which may include upgrades, bug fixes, patches and other error corrections and/or new features (collectively, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that Canopy Health has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality.
Portions of the App may not properly operate if you do not install all Updates, so we encourage you to promptly install all updates. To that end, based on your mobile device settings, when your mobile device is connected to the Internet, either (a) the Updates will automatically download and install or (b) you may receive notice of or be prompted to download and install available Updates. For clarity, all Updates are part of the App and subject to these Terms.
Apple Device Additional Terms
If you access an App via a mobile device or tablet branded by Apple, Inc. (“Apple”) and running Apple’s iOS (an “Apple Device”), the following terms (“Apple Device Additional Terms”) are hereby made part of these Terms:
- Conflicting Terms. If these Apple Device Additional Terms conflict with any other provision of these Terms, then the Apple Device Additional Terms shall control with respect to access and use of the Services via an Apple Device.
- Agreement with Canopy Health, Not Apple. You acknowledge that these Terms are an agreement between Canopy Health and you, and not with Apple. Canopy Health, not Apple, is solely responsible for any App you access via your Apple Device (“iOS App”) and the content thereof. If these Terms are less restrictive with respect to an iOS App or otherwise conflict with, the Apple App Store Terms of Service (the “App Store Terms of Service”), the App Store Terms of Service shall apply to the extent of any conflict.
- Scope of License. The license granted to use an iOS App is limited to a non-transferable license to use the App on an Apple Device that you own or control and as permitted by the usage rules set forth in the App Store Terms of Service.
- Maintenance and Support. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to any iOS App. If Canopy Health decides (in its sole discretion) to provide support and maintenance services for an iOS App, Canopy Health is solely responsible for providing such services.
- Warranty. In the event of any failure of the an iOS App to conform to any applicable warranty provided by Canopy Health in these Terms, you may notify Apple and Apple will refund the purchase price for the iOS App (if any) and, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the iOS App and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty is Canopy Health’s sole responsibility. Notwithstanding the foregoing, Canopy Health is not obligated to provide any warranty with respect to an iOS App and you acknowledge and agree that this paragraph will not have any effect on the warranty disclaimers provided in these Terms.
- Product Claims. You hereby acknowledge that Canopy Health, not Apple, is responsible for addressing your or any third-party claims relating to an iOS App and/or use of an iOS App, including, but not limited to: (i) product liability claims; (ii) any claim that an iOS App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. Note that pursuant to the limitation of liability provision set forth in these Terms, these Terms will not limit Canopy Health’s liability beyond what is permitted by applicable law.
- Intellectual Property Rights. You acknowledge that, in the event of any third party claim that an iOS or your possession and use (in accordance with these Terms) of an iOS App infringes that third party’s intellectual property rights, Canopy Health, not Apple, is solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
- Legal Compliance. You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
- Third Party Beneficiary. You hereby acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of these Terms with respect to any iOS App, and that, upon your acceptance of these Terms, Apple has the right (and deemed to have accepted the right) to enforce the Terms against you with respect to the iOS App as a third party beneficiary thereof.
- Questions or Complaints. Please address your questions, complaints or claims with respect to an iOS App to Canopy Health at 1-866-CARE-338 (1-866-227-3338) or feedback@CanopyHealth.com. Canopy Health’s principal offices are located at 6475 Christie St., Suite 560, Emeryville, CA 94608.
General Legal Terms
You and Canopy Health agree to be bound by the following general terms:
- Our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Waivers are effective only if in writing and signed by us.
- Except as described in the section titled Changes to these Terms, these Terms may not be amended unless in writing and signed by you and us.
- If any provision of these Terms is or becomes unenforceable or invalid, the remaining provisions will continue with the same effect as if such unenforceable or invalid provision had not been used.
- Nothing contained in these Terms will be deemed to constitute Canopy Health or you as the agent or representative of the other or as joint venturers or partners.
- These Terms inure to the benefit of and will be binding upon our and your permitted successors and assigns.
- You must not transfer any of your rights or obligations under these Terms to anyone else without our prior written consent. We may assign or delegate any of our rights and obligations under these Terms.
- A printed version of these Terms and of any related notice given in electronic form shall be admissible in arbitral, judicial, or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
- You agree that we may send you notice via email to the email address you have provided, and we are not responsible for your failure to receive notice if email is quarantined by your email security system (e.g., “junk” or “spam” folder) or if you fail to update your email address. You also agree that we may send you notice through the Services or your Canopy Health Account.
- Headings and captions are for convenience only.
If you have any questions about Services or these Terms, please contact us.
6475 Christie St., Suite 560
Emeryville, CA 94608