IMPORTANT: THESE TERMS CONTAIN A MANDATORY ARBITRATION PROVISION IN SECTION 9 THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES. THIS MEANS THAT YOU AND EVERLEAP FERTILITY ARE EACH GIVING UP RIGHTS TO SUE EACH OTHER IN COURT OR IN CLASS ACTIONS OF ANY KIND. YOU MAY OPT OUT OF THE ARBITRATION PROVISION BY FOLLOWING THE INSTRUCTIONS IN SECTION 9.4.

WARRANTY DISCLAIMERS AND LIABILITY LIMITATIONS: WHILE THERE ARE IMPORTANT POINTS THROUGHOUT THESE TERMS, PLEASE NOTE THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS ON EVERLEAP FERTILITY’S LIABILITY ARE EXPLAINED IN SECTIONS 10 AND 11.

TERMS AND CONDITIONS

These Terms of Use (the “Terms”) are applicable to your use of the Everleap Fertility Website provided to you by IVI AMERICA, LLC and its U.S. affiliates, subsidiaries, and clinical entities doing business as Everleap Fertility) (collectively, “Everleap Fertility”).

Please read these Terms carefully. By (i) clicking “Accept”, “I agree”, or a similar checkbox or button referencing these Terms, (ii) continuing to access or use the Everleap Fertility Website (as defined below), (iii) creating a User Account (as defined below) on the Everleap Fertility Website, or (iv) making any printed, oral, or electronic statement accepting these Terms, including on the Everleap Fertility Website, you will indicate your acceptance of these Terms. If you do not agree with these Terms, please do not proceed with, or promptly discontinue, your use of the Everleap Fertility Website (as defined below).

1.    GENERAL PROVISIONS

1.1.    Definitions. The following definitions apply to these Terms:

(a)   “Content” means descriptions, information, data, services, and other materials (including page headers, scripts, stylesheets, meta tags, images, text, illustrations, formats, logos, hashtags, designs, icons, photographs, software programs, audio clips or downloads, video clips, blog posts and other written and other materials) that are made available to you through, or in connection with, the Everleap Fertility Website.
(b)    “Intellectual Property Rights” means any and all intellectual property rights, including registered or unregistered rights granted, applied for or otherwise now or hereafter in existence under or related to any patents, utility models, rights in designs, copyrights, moral rights, topography rights, database rights, trade secrets, trademarks, service marks, trade names, domain name rights, know-how, rights of confidence, or other intellectual property rights, and all rights and forms of protection of a similar nature or having equivalent or similar effect to any of these anywhere in the world from time to time.
(c)    “Everleap Fertility Website” means the website (currently located at www.everleapfertility.com) or any alternate or successor website address made available by Everleap Fertility (including any corresponding mobile rendering), together with any subdomains or other websites or online platforms operated by or on behalf of Everleap Fertility, and all Content made available on or through such websites.
(d)    “Third-Party Materials” means any third-party software or content that is made available to you through the Everleap Fertility Website.
(e)    “Usage Data” means information related to your operation and use of the Everleap Fertility Website that is collected by or on behalf of us.
(f)    “User” or “you” means an individual user (such as you) who is accessing or using the Everleap Fertility Website.
(g)    “Your Information” means any information, data, material or other content that you upload or transmit to the Everleap Fertility Website, or otherwise provide to us.
1.2.    Updates to these Terms. Everleap Fertility may update these Terms at any time by providing reasonable prior notice to you and asking you to re-confirm your acceptance of the updated Terms using any suitable means. Everleap Fertility may notify you of the updated Terms by any reasonable means, including by posting the revised Terms on its website. The updated Terms will apply to your use of the Everleap Fertility Website after the date on which Everleap Fertility has posted the updated Terms or otherwise notified you of those changes. By confirming your acceptance of the updated Terms, or by continuing to use or access the Everleap Fertility Website after we post or otherwise notify you of any change, you agree to abide by the updated Terms. The “Last Updated” legend at the end of these Terms indicates the date on which these Terms were last updated.
1.3.    Privacy. Your Information may contain your personal information or protected health information.

2.    USER CONSENTS

2.1.    Your Information. You understand and acknowledge that we need to collect, store, and use Your Information and Usage Data, in connection with your use of the Everleap Fertility Website, for operational management of the Everleap Fertility Website, as well as to improve the Everleap Fertility Website and our other products and services. You hereby consent to our collection, storage, and use of Your Information and Usage Data. You hereby grant to Everleap Fertility a perpetual, irrevocable, worldwide, fully paid-up, royalty-free, fully-paid, sublicensable, and transferable (to an affiliate or successor) license and right to use, copy, display, modify, and distribute Your Information as needed for operation of the Everleap Fertility Website, to make improvements to the Everleap Fertility Website, or for any other legitimate business purpose. You acknowledge and agree that we own all right, title and interest in Usage Data. Any alterations, changes, modifications, enhancements, additions, restructuring, or deletions made to, or derivatives of or other products derived from, or as a result of our use of Your Information or Usage Data, or otherwise arising in connection with the parties’ performance under these Terms shall be the sole and exclusive property of Everleap Fertility, together with all Intellectual Property Rights and other rights therein. For more information about our privacy practices, please review our Privacy Policy, available at www.everleapfertility.com/main-privacy-policy/.
2.2.    Electronic Communication. You understand and acknowledge that in order to facilitate the provision and functioning of services available on the Everleap Fertility Website, we may need to get in touch with you from time to time. You hereby agree to receive electronic communication from Everleap Fertility, including via SMS text, phone calls, email, and messages posted to the Everleap Fertility Website. You agree that any electronic communication from Everleap Fertility satisfies any legal requirements that such communication must be in writing under these Terms. You also agree that any communications or materials that you provide to Everleap Fertility, including, without limitation, by posting to the Everleap Fertility Website, email or otherwise, are and will be treated as non-confidential and non-proprietary. Any notice you provide to Everleap Fertility must be in accordance with Section 13 of these Terms. By providing your phone number to us you agree that we may contact you by phone or text message for any purpose, including calls or texts placed using automatic telephone dialing system or an artificial or prerecorded voice, without any limits for time of day or frequency, and even if your number appears on any do-not-call list. To opt-out of these messages, respond to a text with “STOP”. Message and data rates may apply. Consent to marketing communications is optional and not required to access the website or receive services, and you can unsubscribe anytime by replying “Stop”.

3.    YOUR REPRESENTATIONS

You represent and warrant that:

(a)    You have the legal power and authority to agree to these Terms, you are at the age of majority in the jurisdiction of your residence, have the legal capacity to enter into contracts and have neither falsely identified yourself nor provided any false information to us;
(b)    You will only use the Everleap Fertility Website for its intended use (as generally understood and as provided in and in accordance with any related documentation provided to you or made available on the Everleap Fertility Website), and for your personal and non-commercial purposes only;
(c)    You will not access or use the Everleap Fertility Website in a manner that violates any applicable law;
(d)    You will not upload to the Everleap Fertility Website any content or materials, including Your Information, that (i) is misleading, abusive, obscene, profane, or offensive in nature,
(ii) violates anyone’s rights, including rights of publicity, right of privacy or Intellectual Property Rights, (iii) is threatening, bullying, or harassing, or that promotes racism, bigotry, hatred or physical or mental harm of any kind against any group or individual, (iv) promotes or encourages violence, (v) is inaccurate, false or misleading in any way, (vi) is illegal or promotes any illegal activities, (vii) promotes illegal or unauthorized copying of another person’s copyrighted or otherwise proprietary work, or (viii) contains advertising, promotional materials or links, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
(e)    You will not upload any content or materials that contain software viruses or any other computer code, files or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment;
(f)    You will not sell, resell, rent, transfer, or provide to any third party (e.g. service bureau or outsourcing), your access to the Everleap Fertility Website, or use any spiders, crawlers, framing, scraping, data mining tools, or any other automated means (including artificial intelligence, machine learning systems, or bots) to access, traverse, index, or collect any Content or data from the Everleap Fertility Website;
(g)    You will not modify, reverse-engineer, or de-compile the Everleap Fertility Website in any manner through current or future available technologies. Further, you will not copy, translate, transmit, display, port, distribute, modify, attempt to derive, or gain access to source code of, or make derivative works of the Everleap Fertility Website, nor use any artificial intelligence, machine learning, or other automated tools or technologies to generate, reproduce, or create copies, imitations, or derivative works of any part of the Everleap Fertility Website or Content, nor permit or assist anyone in performing such prohibited acts. You will not access the Everleap Fertility Website with the intent to develop or market a competing service, or to enable a third party to do so;
(h)    You will not use the Everleap Fertility Website in a way that is intended to (i) cause damage or adversely affect the Everleap Fertility Website or Everleap Fertility servers, including by means of introducing a virus, trojan, or other malicious software or by breaching any security protocols or through use of denial of service tools; or (ii) circumvent, endanger, disrupt, or interfere with the operation, security, usage limits, or integrity of the Everleap Fertility Website;
(i)    You will only submit Your Information when you have the right to share such data. You are solely responsible for complying with all applicable laws and consent requirements related to collection and sharing of Your Information;
(j)    You will not take any action that imposes, or may impose, an unreasonable or disproportionately large load on the Everleap Fertility Website infrastructure, or otherwise inhibit, restrict, or interfere with any other User’s ability to access and enjoy the Everleap Fertility Website;
(k)    You will not impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with any person or entity, including Everleap Fertility; and
(l)    You will not attempt to probe, scan, or test the vulnerability of the Everleap Fertility Website or any related system or network, or attempt to gain unauthorized access to any other User’s account, data, or personal information.

4.    ACCESS CREDENTIALS

To access and use certain parts of the Everleap Fertility Website, we may require you to create an account (“User Account”) on the platform and/or receive certain access credentials from Everleap Fertility. You are solely responsible for maintaining the confidentiality of your access credentials, and for all activities that occur on the Everleap Fertility Website using your access credentials, whether or not by you. You agree to take reasonable measures to ensure that no one else uses your access credentials and agree to immediately notify Everleap Fertility of any actual or suspected unauthorized use of your access credentials or other security concerns of which you become aware. Everleap Fertility may utilize additional security measures from time to time to prevent unauthorized access to your User Account on the Everleap Fertility Website, including the use of multi-factor authentication methods. Your access to the Everleap Fertility Website and your access credentials may be revoked, suspended, or terminated by Everleap Fertility at any time with or without cause or notice.

5.    PAYMENTS

Our website provides a convenient platform for patients to pay for professional medical services rendered by Everleap Fertility (“Paid Services”). Such payments are processed through a third-party payment processor. We do not charge any additional fees for using our website to make payments; patients are billed for the medical services they receive, and the website serves as a means to settle those charges. By submitting a payment for the Paid Services through our website, you authorize the third-party payment processor to charge your designated credit card or bank account for the billed amount. Your use of this payment functionality is subject to the terms, conditions, and privacy policies of the third-party payment processor. You are responsible for ensuring that your billing information is accurate and up to date in order to avoid delays or issues with payment processing. Everleap Fertility is not liable for any account suspensions, delays, or additional charges resulting from incorrect billing information or errors made by the payment processor or your financial institution. The billed amounts for Paid Services are exclusive of any applicable taxes unless explicitly noted otherwise. You are responsible for paying any applicable taxes related to the services rendered. Everleap Fertility does not impose any taxes based on its gross revenues or net income.

6.    TERM AND TERMINATION

These Terms will become effective on the date you accept them by clicking “Accept”, “I agree”, or a similar button or through another acceptable means, and will continue for the duration of your use of the Everleap Fertility Website. Everleap Fertility may, at any time, in its sole discretion, and without notice to you, terminate your access to the Everleap Fertility Website, or any portion of it.
Further, Everleap Fertility may, at its sole discretion, at any time without prior notice to you: (i) change, restrict, or suspend your access to the Everleap Fertility Website, or any portion of the Everleap Fertility Website; or (ii) add, remove, or modify any services or functionality that are available through the Everleap Fertility Website through future updates. Upon termination, or deactivation of your User Account for the Everleap Fertility Website, any stored information (including Your Information), entered or accepted by you into account will be deleted, subject to Everleap Fertility’s license rights under Section 2.1 and any applicable legal or regulatory data retention requirements. Upon deactivation of your account, you will no longer be able to view or retrieve such information.

7.    OWNERSHIP

Everleap Fertility shall continue to own and retain all right, title, and interest, including all related patents, copyrights, trademarks, trade dress, and other Intellectual Property Rights, in and to (i) the technology or materials used for, or incorporated into, the Everleap Fertility Website, and (ii) all Content, and in each case to any modifications, enhancements, or derivatives thereto. You will not copy, reproduce, or disclose any Content provided to you or use any branding or logos used in the Everleap Fertility Website or the Content, without Everleap Fertility’s prior written consent.

Any feedback provided to us by you regarding the Everleap Fertility Website, Content or any other aspect of our business or operations, including all Intellectual Property Rights therein, shall become our sole and exclusive property. You hereby irrevocably assign to us all right, title, and interest in and to such feedback and agree to provide us with any assistance that we may require to document, perfect, and maintain our rights in the feedback.

8.    AI TRAINING PROHIBITED

The Content, including but not limited to text, data, audio, images, and other materials, is protected by copyright and other intellectual property laws. Users are strictly prohibited from using any Content or the Everleap Fertility Website generally for the purpose of training, developing, or improving any machine learning or artificial intelligence models, including but not limited to large language models, without the explicit written permission of Everleap Fertility. Any unauthorized use of content for such purposes is a violation of these Terms and may result in legal action.

9.    DISPUTES AND GOVERNING LAW

9.1.    Governing Law. Any disputes arising in connection with the Everleap Fertility Website, or these Terms shall be governed by, construed, and enforced solely and exclusively in accordance with the laws of the State of New York, without regard to its conflicts of law principles.
9.2.    Dispute Resolution. You and Everleap Fertility both agree to provide a written notice of any disputes to the other party at its notice address (or an address provided in writing to the other party) and try to resolve any disputes in good-faith thereafter arising from or in connection with the Everleap Fertility Website. If any dispute arising in connection with the Everleap Fertility Website is not resolved, within 30 days of a party providing notice to the other party, the dispute will be resolved through individual, non-representative, binding arbitration conducted in English, instead of a proceeding in courts of general jurisdiction. Any disputes will be decided by a single arbitrator and will be administered by Judicial Arbitration Mediation Services, Inc. (“JAMS”) pursuant to the JAMS Streamlined Arbitration Rules & Procedures and as modified by this agreement to arbitrate. The arbitrator will conduct hearings, if any, by teleconference or videoconference, rather than by personal appearances, unless the arbitrator determines upon request by you or by Everleap Fertility that an in-person hearing is appropriate. Any in-person appearances will be held in New York. The arbitrator will have authority to award temporary, interim, or permanent injunctive relief or relief providing for specific performance, but only to the extent necessary to provide relief warranted by the individual claim before the arbitrator. The award rendered by the arbitrator may be confirmed and enforced in any court with appropriate jurisdiction. Each party will be responsible for its respective costs, including costs related to its respective attorneys, experts, and witnesses.
9.3.    Waiver of Right to Jury Trial and Class Action. YOU AND EVERLEAP FERTILITY EXPRESSLY WAIVE YOUR RIGHT TO GO TO COURT, TO A TRIAL BY JURY, AND TO PARTICIPATE IN A CLASS ACTION, CLASS ARBITRATION, OR OTHER REPRESENTATIVE PROCEEDING WITH
RESPECT TO ANY CLAIM SUBJECT TO ARBITRATION. Notwithstanding the parties’ decision to resolve all disputes through arbitration, Everleap Fertility may bring an action in a state, provincial or federal court to protect its Intellectual Property Rights. Seeking such relief shall not waive Everleap Fertility’s right to arbitration under these Terms.
9.4.    Opt-Out. You may opt out of this agreement to arbitrate. If you do so, neither you nor Everleap Fertility can require the other to participate in an arbitration proceeding. To opt out, you must notify Everleap Fertility in writing within 30 days of the date that you first became subject to this arbitration provision by sending written notice of your decision to opt out to the following address: IVI AMERICA, LLC, Attn: Legal Department, 140 Allen Road, Basking Ridge, NJ 07920. Your written notice must include your name, mailing address, email address associated with your User Account (if any), and a clear statement that you want to opt out of this arbitration agreement. If you opt out of the arbitration agreement, all other parts of these Terms will continue to apply to you.
9.5.    Fallback Forum. If for any reason the agreement to arbitrate in Section 9.2 is found to be unenforceable or inapplicable to any dispute, or if you have opted out of arbitration in accordance with Section 9.4, you and Everleap Fertility agree that any such dispute shall be brought exclusively in the state or federal courts located in the State of New York, and you and Everleap Fertility each consent to the personal jurisdiction of such courts and waive any objection to venue in such courts. You and Everleap Fertility each acknowledge that waivers in Section 9.3 shall survive any determination that the arbitration agreement is unenforceable or any opt-out pursuant to Section 9.4.

10.    NO WARRANTIES

EXCEPT TO THE EXTENT REQUIRED BY APPLICABLE LAW, AND EXCEPT FOR ANY LIMITED WARRANTY INCLUDED IN THESE TERMS, THE EVERLEAP FERTILITY WEBSITE IS PROVIDED "AS-IS" AND ON AN "AS AVAILABLE" BASIS WITHOUT ANY WARRANTY, EXPRESS OR IMPLIED, AND YOU USE THE EVERLEAP FERTILITY WEBSITE AT YOUR OWN RISK. EVERLEAP FERTILITY SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OR CONDITIONS, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A SPECIFIC PURPOSE OR USE, QUIET ENJOYMENT, ACCURACY, OPERATION, COMPLIANCE WITH DOCUMENTATION AND NON-INFRINGEMENT RELATED TO THE EVERLEAP FERTILITY WEBSITE. EVERLEAP FERTILITY DISCLAIMS, AND THESE TERMS DO NOT INCLUDE, THE PROVISIONS OF THE UNIFORM COMPUTER INFORMATION TRANSACTIONS ACT, THE UNIFORM COMMERCIAL CODE, THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS, AND ANY OTHER PROVISIONS OTHER THAN THESE EXPRESS TERMS.
EVERLEAP FERTILITY DOES NOT MAKE ANY WARRANTIES THAT THE EVERLEAP FERTILITY WEBSITE WILL MEET YOUR REQUIREMENTS, PROVIDE ACCURATE INFORMATION, BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE OR THAT ALL ERRORS WILL BE CORRECTED. EVERLEAP FERTILITY MAKES NO WARRANTY RELATED TO THE CONFIDENTIALITY AND SECURITY OF ANY DATA PROVIDED BY YOU TO Everleap Fertility, INCLUDING YOUR INFORMATION. EVERLEAP FERTILITY DOES NOT WARRANT ANY THIRD-PARTY DEVICE, SMART DEVICE, SOFTWARE, SERVICE OR DATA THAT YOU MAY USE IN CONNECTION WITH THE Everleap Fertility WEBSITE, WHETHER OR NOT SUCH THIRD-PARTY ITEM IS DESCRIBED IN, OR AVAILABLE OR CAN BE CONNECTED TO, THE EVERLEAP FERTILITY WEBSITE.
CONTENT AND HEALTH-RELATED SERVICES MADE AVAILABLE ON THE EVERLEAP FERTILITY WEBSITE ARE FOR GENERAL INFORMATION AND EDUCATIONAL PURPOSES ONLY AND ARE NOT INTENDED TO PROVIDE ANY MEDICAL ADVICE, RECOMMENDATIONS OR DIAGNOSES. WE RECOMMEND THAT YOU SEEK ALL NECESSARY MEDICAL ADVICE, RECOMMENDATIONS AND DIAGNOSES FROM YOUR HEALTHCARE PROVIDER OR REPRODUCTIVE MEDICINE SPECIALIST. WE DO NOT REPRESENT THAT WE PROVIDE ANY MEDICAL SERVICE ON THE EVERLEAP FERTILITY
WEBSITE. FURTHER, WE DO NOT REPRESENT OR WARRANT THAT YOUR USE OF THE EVERLEAP FERTILITY WEBSITE OR ANY CONTENT OR HEALTH-RELATED SERVICES AVAILABLE ON THE EVERLEAP FERTILITY WEBSITE WILL RESULT IN THE DIAGNOSIS, DETECTION, CURE OR PREVENTION OF ANY MEDICAL DISORDER. DO NOT IGNORE OR DELAY OBTAINING MEDICAL ADVICE AND DO NOT TAKE ANY MEDICATION OR SUPPLEMENT OR UNDERGO ANY PROCEDURE BECAUSE OF ANY INFORMATION PROVIDED TO YOU THROUGH THE EVERLEAP FERTILITY WEBSITE. NOTHING STATED, POSTED, OR MADE AVAILABLE THROUGH THE SERVICES IS INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF MEDICINE OR THE PROVISION OF MEDICAL CARE.
THE EVERLEAP FERTILITY WEBSITE MAY CONTAIN HYPERLINKS OR REFERENCES TO CERTAIN OTHER WEBSITES (“LINKED SITES”). EVERLEAP FERTILITY DOES NOT CONTROL AND IS NOT RESPONSIBLE FOR THE CONTENT ON LINKED SITES INCLUDING ANY PRODUCTS AND SERVICES PROVIDED THEREIN. YOU HEREBY EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR LICENSING ANY THIRD-PARTY MATERIALS THAT YOU USE IN CONJUNCTION WITH THE EVERLEAP FERTILITY WEBSITE, AT YOUR OWN COST AND IN ACCORDANCE WITH TERMS AND CONDITIONS AGREED TO WITH THE THIRD-PARTY LICENSORS OF SUCH THIRD-PARTY MATERIALS. EVERLEAP FERTILITY HAS NO RESPONSIBILITY FOR THE ACCURACY, CURRENCY, OR AVAILABILITY OF ANY THIRD-PARTY MATERIALS.

11.    LIABILITY LIMITATIONS

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL EVERLEAP FERTILITY, ITS PARENT, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR CONTRACTORS (COLLECTIVELY, THE “EVERLEAP FERTILITY PARTIES”) BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, DATA, USE, OR OTHER INTANGIBLE LOSSES, PERSONAL INJURY, PROPERTY DAMAGE, UNAUTHORIZED DISCLOSURE OR ACCESS TO YOUR DATA OR INFORMATION, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, THE EVERLEAP FERTILITY WEBSITE, OR YOUR USE OR INABILITY TO USE THE EVERLEAP FERTILITY WEBSITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, MEDICAL MALPRACTICE, OR ANY OTHER LEGAL THEORY, EVEN IF ANY EVERLEAP FERTILITY PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE EVERLEAP FERTILITY PARTIES’ TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE EVERLEAP FERTILITY WEBSITE, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100.00) IN THE AGGREGATE. THE FOREGOING LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
YOU AGREE THAT ANY CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OR THE EVERLEAP FERTILITY WEBSITE MUST BE FILED WITHIN TWO YEARS AFTER THE DATE ON WHICH THE EVENTS GIVING RISE TO SUCH CLAIM OCCURRED, OR SUCH CLAIM WILL BE FOREVER BARRED. YOU ACKNOWLEDGE AND AGREE THAT THE LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND EVERLEAP FERTILITY, AND THAT EVERLEAP FERTILITY WOULD NOT PROVIDE THE EVERLEAP FERTILITY WEBSITE TO YOU ABSENT SUCH LIMITATIONS.
IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.
IF YOU ARE NOT A CALIFORNIA RESIDENT, YOU WAIVE YOUR RIGHTS UNDER ANY STATUTE OR COMMON LAW PRINCIPLE SIMILAR TO CALIFORNIA CIVIL CODE SECTION 1542 THAT GOVERNS YOUR RIGHTS IN THE JURISDICTION OF YOUR RESIDENCE.

12.    YOUR INDEMNIFICATION

Except to the extent prohibited under applicable law, you agree to indemnify, defend and hold harmless Everleap Fertility, our affiliates, licensors, suppliers and other contract relationships (including the officers, directors, employees, consultants, and agents of each) from and against any and all third-party claims, liabilities, damages, losses, costs, expenses, fees (including reasonable attorneys' fees and costs) that such parties may incur as a result of or arising from (i) any data or information you submit or provide to Everleap Fertility (including Your Information), (ii) your use of the Everleap Fertility Website, (iii) your violation of these Terms, or (iv) your violation of applicable law or the rights of any other person or entity.

13.    NOTICES

You may provide notice to us by emailing us at [email protected]. Any notice sent by you via email is deemed to be delivered upon your receipt of an electronic read receipt or delivery receipt or upon confirmation of receipt from us.

14.    SEVERABILITY

If any part of these Terms becomes illegal, invalid, unenforceable, or prohibited in any respect under any applicable law or regulation, those provisions or part thereof will be deemed to not form part of the contract between us. The legality, validity, or enforceability of the remainder of the Terms will remain in full force and effect.

15.    NO THIRD-PARTY BENEFICIARIES

No provisions of these Terms create any third-party beneficiary.

 

16.    SURVIVABILITY

The rights, obligations, and commitments in these Terms that, by their nature, would logically continue beyond the termination of your use of or access to the Everleap Fertility Website survive termination of these Terms, including, without limitation, provisions related to indemnification and limitations of liability.

17.    ASSIGNMENT
Your obligations and rights under these Terms may not be assigned, in whole or in part, without Everleap Fertility’s prior written consent. These Terms will be binding upon, and inure to the benefit of, the successors, representatives and permitted assigns of the parties.

18.    PARENTAL CONTROL PROTECTION

As required by the Communications Decency Act of 1996, we hereby notify you that parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist you in limiting access to information and content that may be objectionable or harmful to minors as specified by law. Among the many companies that provide Internet blocking and screening software are CyberPatrol, NetNanny, and SurfWatch. We do not sponsor or endorse or control any of these or similar companies or their services.

19.    ENTIRE AGREEMENT

These Terms constitute the entire agreement between you and Everleap Fertility with respect to your use of the Everleap Fertility Website and supersede all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between you and Everleap Fertility with respect to the Everleap Fertility Website.

20.    WAIVER

The failure of Everleap Fertility to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by Everleap Fertility.

* * * * *

LAST UPDATE DATE: 9/23/2026