Terms & Conditions

Introduction

IMPORTANT NOTICE REGARDING ARBITRATION: WHEN YOU AGREE TO THESE TERMS YOU ARE AGREEING (WITH LIMITED EXCEPTION) TO RESOLVE ANY DISPUTE BETWEEN YOU AND JACDEN GROUP THROUGH BINDING, INDIVIDUAL ARBITRATION RATHER THAN IN COURT. PLEASE REVIEW CAREFULLY THE SECTION ENTITLED “BINDING ARBITRATION / CLASS WAIVER.” BELOW FOR DETAILS REGARDING ARBITRATION.

Jacden Group Inc. (“Jacden Group,” “we,” or “us”) owns and operates the Jacden Pharma & Medical Services website located at www.jacdenpharmamedical.com (the “Website”) the Jacden Group mobile application (the “Application” and, together with the Website, the “Platform”). Your access and use of the Platform, any part thereof, or anything associated therewith, including its content (“Content”), any products or services or communications provided through the Platform or otherwise by Jacden Group, and any affiliated website, software or application owned or operated by Jacden Group (collectively, including the Platform and the Content, the “Service”) are governed by the terms and conditions set forth in these Terms of Use (“Terms of Use”).

Please read these Terms of Use carefully because they set forth the important terms you will need to know about the Service. In these Terms of Use, the terms “you” and “yours” refer to the person using the Service, or in the case of a use of the Service by or on behalf of a minor, “you” and “yours” refer to and include both (i) the parent or legal guardian who provides consent to the use of the Service by such minor or uses the Service on behalf of such minor, and (ii) the minor for whom consent is being provided or on whose behalf the Service is being utilized.

IF YOU HAVE A MEDICAL EMERGENCY, IMMEDIATELY CALL YOUR DOCTOR OR DIAL 119.

THE SERVICE MIGHT NOT BE APPROPRIATE FOR ALL MEDICAL CONDITIONS OR CONCERNS.

THESE TERMS OF USE ARE SUBJECT TO CHANGE AS PROVIDED HEREIN.

Acceptance of Terms of Use

Your access to and use of the Service is subject to these Terms of Use, the Jacden Group Privacy Statement, as well as all applicable laws and regulations. If you do not accept and agree to be bound by any of these Terms of Use, you are not authorized to access or otherwise use the Service or any information or Content provided through the Service. The Service is continually under development, and Jacden Group reserves the right to revise or remove any part of these Terms of Use in its sole discretion at any time and without prior notice to you. Any changes to these Terms of Use are effective upon posting to the Platform. Unless otherwise indicated, any new Content added to the Service is also subject to these Terms of Use upon posting to the Platform. If you disagree with these Terms of Use, your sole remedy is to discontinue your use of the Service. Your continued use after a change to these Terms of Use has been posted constitutes your acceptance of the Terms of Use as modified by such changes.

Limited Use and Availability

Our Service is currently only available to individuals who meet certain age or parental/guardian use and/or consent requirements. The Service is not intended for direct use by children under 13 years of age under any circumstances. In addition, you must be at least 18 years of age or such older age of majority as required under the applicable laws when utilizing the Service. If you are between the ages of 13 and 18, in certain circumstances and with our approval, you may still use the Service, but you must have a parent or legal guardian provide valid and verifiable consent to your use of the Service and accept these Terms of Use and acknowledge our Privacy Statement, in each case as required by the Service or as otherwise required by Jacden Group from time to time. If we determine at any time that the consent provided is invalid or inadequate, we may suspend or terminate your access to or use of the Service. If you are under the age of 13, the Service may still be utilized by your parent or legal guardian on your behalf, but you may not use the Service directly. If we determine at any time that a child under the age of 13 has created an account through the Service, we terminate such child’s user account and remove all information regarding such child from our systems. By using the Service, you are representing and warranting to us that you satisfy at least one of the following: (a) you are at least 18 years of age or such older age of majority as required under the applicable laws in the state you live in, as applicable, (b) you are at least 13 years of age and your parent or legal guardian has provided us with valid and verifiable consent to your use of the Service, (c) you are the parent or legal guardian of a minor child and are using the Service on such minor child’s behalf with full capacity and legal authority to do so. Our Service is subject to state regulations and may change from time to time due to changes in applicable regulatory requirements.

In some cases, the Service may not be the most appropriate way for you to assess certain aspects of your health, track or manage your health and wellness, or provide information to, communicate with or seek medical care and treatment from a healthcare provider. For example, Jacden Group may not have relationships with Providers in your state or parish, and may thus notify you that you should seek out a Provider on your own in that state or parish. As another example, certain medical conditions may require an in-person procedure or a healthcare provider other than your Provider, or your Provider may determine that your diagnosis and/or treatment require an in-person office visit or are otherwise not appropriately addressed through use of the Service. In such a case, you may receive notification that you will be unable to use the Service for the particular issue you submitted and providing additional information regarding next steps.

Consent To Use Of Telehealth Services

Telehealth involves the delivery of healthcare services using electronic communications, information technology or other means between parties who are not in the same physical location. While the provision of health care services using telehealth may offer certain potential benefits, there are also potential risks associated with the use of telehealth. In order to use certain aspects of the Service, you will be required to review and agree to a Patient Agreement and Consent (the “Patient Consent”) that will be provided to you by the Medical Group. You agree that the Patient Consent is entered into with the Medical Group, but that Jacden Group is a third-party beneficiary of the Patient Consent and has the right to enforce it against you.

Duty To Provide Information, Access, and Connectivity

You are responsible for providing and maintaining, at your own risk, option and expense, appropriate software and hardware capabilities (consistent with any technical, quality or other requirements described in the Service) to enable use of the Service. You also have a duty to provide truthful, accurate and complete information in any forms or other communications you submit to or through the Service. Jacden Group reserves the right to change the access configuration, including any software, hardware or other requirements of the Service at any time without prior notice.

Privacy Statement and Sharing with the Medical Group

Jacden Group understands the importance of confidentiality and privacy regarding your information. Please see our Privacy Statement (www.jacdenpharmamedical.com/privacy-policy/) for a description of how we may collect, use and disclose your personal information. The Privacy Statement is incorporated by reference into these Terms of Service, and your acceptance of and agreement to these Terms of Service also includes your acceptance of and agreement to the Privacy Statement.

If you become a patient of the Medical Group, you authorize Jacden Group to share your information, and information about you, with the Medical Group.

Registration; User Accounts, Passwords, and Security

Registration is not required to view certain content on the Website. However, you are obligated to register and set up an account in the Platform in order to access the Service, and the Service is available only to Users who have registered and have been granted accounts with usernames and passwords. You agree to accurately maintain and update any information about yourself that you have provided to Jacden Group and/or the Medical Group or its Providers, including your contact information. If you do not keep such information current, or fail to submit truthful, accurate and complete information, or Jacden Group has reasonable grounds to suspect as much, Jacden Group has the right to suspend or terminate your account and your use of the Service. You also agree to immediately notify Jacden Group of any unauthorized use of your username, password or any other breach of security that you become aware of involving or relating to the Service by emailing Jacden Group at info@jacdenpharmamedical.com. In addition, you agree to keep confidential your username and password and to exit from your User account at the end of each session. Jacden Group explicitly disclaims liability for any and all losses and damages arising from your failure to comply with this section. You may not use anyone else’s account at any time.

When establishing an account, you will be required to provide a username and password that will be used as your login for your account. It is your responsibility to secure and prevent unauthorized physical access to your computer, phone and other devices, and to protect the confidentiality of your username and password.

You must exercise caution, good sense, and sound judgment in using the Service. You are prohibited from violating, or attempting to violate, the security of the Service. Any such violations may result in criminal and/or civil penalties against you. Jacden Group may investigate any alleged or suspected violations and if a criminal violation is suspected, Jacden Group will cooperate with law enforcement agencies in their investigations.

Ownership of Information Submitted via the Service

Subject to the limitations on protected health information (“PHI”), as defined by the Health Insurance Portability and Accountability Act of 1996, Public Law 104-191, and its related regulations and amendments from time to time (collectively, “HIPAA”), described below, or related state-specific privacy laws and regulations, any information you transmit to Jacden Group via the Service, whether by direct entry, submission, email or otherwise, including data, questions, comments, forum communications, or suggestions (collectively, “Submissions”), will, to the extent permitted under applicable law, be treated as non-confidential and non-proprietary and will become the property of Jacden Group. You hereby irrevocably assign (and agree to assign) to Jacden Group, free and clear of any restriction or encumbrances, all of your rights, title and interest in and to the Submission, including, without limitation, all copyrights, rights in patents, rights in trade secrets, and all rights incidental, subsidiary, ancillary, or allied thereto (including, without limitation, all derivative rights) in and to the Submission. To the extent the assignment granted above fails for any reason, you hereby grant to Jacden Group an exclusive, perpetual, irrevocable, royalty-free, worldwide license under your intellectual property rights, with the right to sublicense to third parties the right, to make, access, practice, sell, offer for sale, export, import, copy, use, modify, prepare derivative works from, distribute, publicly display, publicly perform, and otherwise exploit in any manner those Submissions with respect to which the foregoing assignment shall have failed. You agree to execute any documents and take any other actions as may reasonably be necessary, or as Jacden Group may reasonably request, to evidence, perfect, maintain and enforce Jacden Group’s ownership of or license to any such Submissions. In addition to the foregoing, Jacden Group shall have the right, in its sole discretion, to edit, duplicate, or alter the Submission in any manner for any purpose that Jacden Group deems necessary or desirable, and you irrevocably waive any and all so-called moral rights you may have in the Submission. You further agree that you shall have no right of approval and no claim to compensation in connection with the Submission.

Certain Submissions you make may contain PHI, which may be subject to HIPAA or related state-specific privacy laws and regulations, depending on your relationship with Jacden and the Medical Group and the context in which you are providing the Submission. With respect to any such PHI, Jacden Group’s rights under this section with respect to the use or disclosure of such PHI will be limited as and to the extent required under HIPAA or an applicable Patient Authorization, as applicable.

Acknowledgement of Highly Confidential Information

YOU ACKNOWLEDGE AND AGREE THAT, IN PERMITTING YOU TO UTILIZE THE SERVICE, JACDEN Group IS ENTRUSTING YOU WITH SENSITIVE OR COMPETITIVE CONFIDENTIAL COMPETITIVE INFORMATION REGARDING, REFLECTING OR OTHERWISE RELATING TO JACDEN Group’S RESEARCH AND DEVELOPMENT, PRODUCT DEVELOPMENT PLANS, AND MARKETING AND OTHER BUSINESS STRATEGIES, INCLUDING ANY AND ALL INTELLECTUAL PROPERTY OF JACDEN Group (COLLECTIVELY, “CONFIDENTIAL INFORMATION”). YOU AGREE THAT ALL INFORMATION RELATING TO THE SERVICE FURNISHED TO, ACCESSED BY OR OTHERWISE LEARNED BY YOU CONSTITUTES CONFIDENTIAL INFORMATION PURSUANT TO THE AGREEMENT AND MAY BE USED BY YOU SOLELY TO ACCESS THE SERVICE IN ACCORDANCE WITH THIS AGREEMENT. YOU AGREE THAT YOU WILL NOT USE CONFIDENTIAL INFORMATION IN ANY WAY, FOR YOUR OWN ACCOUNT OR THE ACCOUNT OF ANY THIRD PARTY. YOU AGREE NOT TO DISCLOSE ANY CONFIDENTIAL INFORMATION TO ANY OTHER PERSON OR ENTITY WITHOUT JACDEN Group’S PRIOR WRITTEN APPROVAL. YOU AGREES TO INFORM JACDEN Group PROMPTLY OF ANY ACTUAL OR SUSPECTED UNAUTHORIZED DISCLOSURE OR USE OF CONFIDENTIAL INFORMATION IN VIOLATION OF THESE TERMS OF USE.

Prohibited Use

Any use or attempted use of the Service (i) for any unlawful, unauthorized, fraudulent or malicious purpose, (ii) that could damage, disable, overburden, or impair any server, or the network(s) connected to any server, (iii) that could interfere with any other party’s use and enjoyment of the Service, (iv) to gain unauthorized access to any other accounts, computer systems, or networks connected to any server or systems through hacking, password mining or any other means, (v) to access systems, data, or information not intended by Jacden Group to be made accessible to a user, (vi) to obtain any materials, or information through any means not intentionally made available by Jacden Group, (vii) to reverse engineer, disassemble or decompile any section or technology on the Service, (viii) for research or to compete with Jacden Group or the Medical Group, or (ix) any use other than the business purpose for which it was intended, is prohibited.

In addition, in connection with your use of the Service, you agree you will not: (a) upload or transmit any message, information, data, text, software or images, or other content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, or otherwise objectionable, or that may invade another’s right of privacy or publicity; (b) create a false identity for the purpose of misleading others or impersonate any person or entity, including, without limitation, any Jacden Group representative, or falsely state or otherwise misrepresent your affiliation with a person or entity; (c) upload or transmit any material that you do not have a right to reproduce, display or transmit under any law or under contractual or fiduciary relationships (such as nondisclosure agreements); (d) upload files that contain viruses, trojan horses, worms, time bombs, cancel-bots, corrupted files, spyware or any other similar software or programs that may damage the operation of another’s computer or property of another; (e) delete any author attributions, legal notices or proprietary designations or labels that you upload to any communication feature; (f) use the Service’s communication features in a manner that adversely affects the availability of its resources to other users (e.g., excessive shouting, use of all caps, or flooding continuous posting of repetitive text); (g) upload or transmit any unsolicited advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” “phishing” or any other form of solicitation, commercial or otherwise; (h) violate any applicable local, state, national or international law; (i) upload or transmit any material that infringes any patent, trademark, service mark, trade secret, copyright or other proprietary rights of any party; (j) delete or revise any material posted by any other person or entity; (k) manipulate or otherwise display the Service by using framing, mirroring or similar navigational technology; (l) probe, scan, test the vulnerability of or breach the authentication measures of, the Service or any related networks or systems; (m) register, subscribe, attempt to register, attempt to subscribe, unsubscribe, or attempt to unsubscribe, any party for any services or any contests, promotions or sweepstakes if you are not expressly authorized by such party to do so; (n) harvest or otherwise collect information about others, including email addresses; (o) use any robot, spider, scraper, or other automated or manual means to access the Service, or copy any content or information on the Service; or (p) assist or permit any person in engaging in any of these activities.

Jacden Group reserves the right to take whatever lawful actions it may deem appropriate in response to actual or suspected violations of the foregoing, including, without limitation, the suspension or termination of a User’s access and/or account. Jacden Group may cooperate with legal authorities and/or third parties in the investigation of any suspected or alleged crime or civil wrong.

Except as may be provided in the Privacy Statement, Jacden Group reserves the right at all times to disclose any information as Jacden Group deems necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in Jacden Group’s sole discretion.

Right to Monitor

Jacden Group reserves the right to monitor general use of the Service at any time as it deems appropriate and to remove any materials that, in Jacden Group’s sole discretion, may be illegal, may subject Jacden Group to liability, may violate these Terms of Use, or are, in the sole discretion of Jacden Group, inconsistent with Jacden Group’s purpose for the Service.

Third-Party Goods and Services

Parties other than Jacden Group, including Medical Group and Providers (collectively, “Third-Parties”) provide services or sell products through the Service, and Jacden Group may also make available to you for purchase certain services, devices, items or products manufactured, distributed or sold by Third-Parties (“Third-Party Goods and Services”). Your use of any Third-Party Goods and any interactions with Third-Parties, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such use or interactions, are solely between you and such Third-Parties. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction involving Third-Parties or any Third-Party Goods and Services. You are solely responsible for, and shall exercise caution, discretion, common sense and judgment in, using the Service and disclosing personal information.

You agree that Jacden Group shall not be responsible or liable for any loss or damage of any sort incurred as the result of your use of any Third-Party Goods and Services or your interactions with any Third-Parties. In the event of any dispute between you and any Third-Party, any other User or any other entity or individual, you understand and agree that Jacden Group is under no obligation to become involved in such dispute, and you hereby release and indemnify Jacden Group, its affiliates and their respective contractors, and its directors, officers, employees, representatives, proprietors, partners, shareholders, servants, principals, agents, predecessors, successors, assigns, accountants, and attorneys (collectively, “Jacden Group Parties”) from any and all claims, demands and/or damages (actual or consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes or the Service or the features and services therein. If you are a California resident, you waive California Civil Code Section 1542, which states: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his favor at the time of executing the release and that if known by him would have materially affected his settlement with the debtor or released party.”

Certain of Jacden Group’s shareholders, directors, officers, employees or agents (collectively, “Jacden Group Owners and Personnel”) have a financial interest in the Medical Group and/or are also Providers, and may profit from your use of the Medical Group and its products and services. Jacden Group and certain Jacden Group Owners and Personnel may also have a financial interest in other Third-Parties, and/or may profit from the sale of Third-Party Goods and Services to you.

Termination

Jacden Group may terminate your use of the Service or any of our features or services at any time and for any reason without notice, including, for example, for conduct violating these Terms of Use, if our agreement with your Provider terminates or if we discontinue the Service. Upon any such termination, you must destroy all Content obtained from the Service and all copies thereof. The provisions of these Terms of Use concerning Service security, prohibited activities, copyrights, trademarks, user submissions, disclaimer, limitation of liability, indemnity and jurisdictional issues shall survive any such termination. You agree that if your use of the Service is terminated pursuant to these Terms of Use, you will not attempt to use the Service under any name, real or assumed, and further agree that if you violate this restriction after being terminated, you will indemnify and hold all Jacden Group Parties harmless from any and all liability that any such Jacden Group Parties may incur with respect thereto.

Except as otherwise provided in the Privacy Statement or as required by applicable law, we have no obligation, whether before or after the termination of your use of the Service, to return or otherwise provide to you or any third party on your behalf any Content, any information you provide to us, any information your Providers provided to us about or relating to you, or any other information that we may have that relates to you.

Disclaimers

When using the Service, you may choose not to provide us with certain information, but this may limit the features you are able to use or may prevent you from using the Service all together. You may also choose to opt out of receiving certain communications (e.g., newsletters, promotions) by emailing us your preference. Please note that even if you opt out, we may still send you Service-related communications. We do not currently respond to web browser “do not track” signals or other mechanisms that provide a method to opt out of the collection of information across the networks of websites and online services in which we participate. If we do so in the future, we will describe how we do so in this Privacy Statement.

Limitation of Liability

IN NO EVENT SHALL JACDEN Group BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DAMAGES (INCLUDING, WITHOUT LIMITATION, INCIDENTAL AND CONSEQUENTIAL DAMAGES, PERSONAL INJURY OR WRONGFUL DEATH, LOST PROFITS, OR DAMAGES RESULTING FROM LOST OR CORRUPTED DATA OR BUSINESS INTERRUPTION) RESULTING FROM THE USE OF OR INABILITY TO USE THE SERVICE, INCLUDING ANY INFORMATION MADE AVAILABLE THROUGH THE SERVICE OR ANY SERVICES PERFORMED BY THE MEDICAL GROUP OR ITS PROVIDER(S) (INCLUDING CLAIMS OF MEDICAL MALPRACTICE), WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT JACDEN Group ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. JACDEN Group SHALL BE LIABLE ONLY TO THE EXTENT OF ACTUAL DAMAGES INCURRED BY YOU, NOT TO EXCEED U.S. $1,000.

JACDEN Group SHALL NOT BE LIABLE FOR ANY PERSONAL INJURY, INCLUDING DEATH, CAUSED BY YOUR USE, MISUSE OR INABILITY TO USE THE PLATFORM, THE CONTENT OR THE SERVICE. ANY CLAIMS ARISING IN CONNECTION WITH YOUR USE OF THE PLATFORM, SERVICE OR CONTENT MUST BE BROUGHT WITHIN ONE (1) YEAR OF THE DATE OF THE EVENT GIVING RISE TO SUCH ACTION OCCURRED. YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE PLATFORM, SERVICE OR CONTENT IS PREDICATED UPON YOUR WAIVER OF ANY RIGHT TO PARTICIPATE IN A CLASS ACTION SUIT FOR ANY LOSSES OR DAMAGES RESULTING FROM YOUR USE OF THE PLATFORM, SERVICE OR CONTENT.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. TO THE EXTENT THAT WE MAY NOT DISCLAIM ANY IMPLIED WARRANTY OR LIMIT ITS LIABILITIES, THE SCOPE AND DURATION OF SUCH WARRANTY AND THE EXTENT OF OUR LIABILITY WILL BE THE MINIMUM PERMITTED UNDER APPLICABLE LAW.

Indemnification

You agree to defend, indemnify, and hold the Jacden Group Parties harmless from and against any and all suits, actions, claims, proceedings, damages, settlements, judgments, injuries, liabilities, obligations, losses, risks, costs, and expenses (including, without limitation, attorneys’ fees and litigation expenses) relating to or arising from the Service, your use of the Service, your fraud, violation of law, or willful misconduct, any breach by you of these Terms of Use or your violation of any rights of any other person or entity. We reserve the right to control the defense of any claim by a third-party for which we are entitled to indemnification, and you agree to provide us with such cooperation as is reasonably requested by us.

Notices

Any notices to you from Jacden Group regarding the Service or these Terms of Use may be made by email, a detailed posting notice on the Service, or regular mail, in the sole discretion of Jacden Group.

Entire Agreement

These Terms of Use and any other agreements Jacden Group may post on the Service or that you and Jacden Group may execute from to time constitute the entire agreement between Jacden Group and you in connection with your use of the Service and supersede any prior agreements between Jacden Group and you regarding use of the Service, including prior versions of these Terms of Use.

Third-Party Beneficiaries

Any use of third-party software provided in connection with the Service, or any third-party product or service accessed or used in connection with the Service, will be governed by the applicable third-party’s license or terms of use, and not by these Terms of Use. In addition to these Terms of Use, your use of the Service must comply with all applicable third-party terms of agreement.

Except for the foregoing or as otherwise specifically set forth in these Terms of Use, including with respect to the indemnification obligations contained herein in favor of the Jacden Group Parties, we hereby expressly agree that there is no intent by either party to create or establish third-party beneficiary status rights or their equivalent in any other referenced individual, subcontractor or third party, including, without limitation, any Provider, and, except as specifically set forth in these Terms of Use, that no third party shall have any right to enforce any right or enjoy any benefit that is created or established under these Terms of Use.

Contacting Us

If you have any questions or concerns about these Terms of Use, please contact us at www.jacdenpharmamedical.com. We will attempt to respond to your questions or concerns promptly after we receive them.

These Terms of Use were last updated on 09/1/24.