Definitions

"My Gene Counsel," "Company," "we," "us," or "our" means My Gene Counsel, LLC.

"Services" means the My Gene Counsel website, software, and related tools and services provided by My Gene Counsel.

"Partners" means affiliates, partners, consultants, officers, directors, employees, contractors, advisors, and agents.

"Individual Genetic Data" refers to features of your DNA that distinguish you from other people (e.g., the As, Ts, Cs, and Gs at particular locations in your genome or in your tumor). Individual Genetic Data includes any data derived from your Individual Genetic Data (i.e., data about your individual genotype, diseases, racial and ethnic origin or other traits/characteristics) reported to you, or reported by you, as part of our Services.

"Self-Reported Data" means any data you provide about yourself through surveys, forms, features or applications of the Services. For example, you may provide us with data about your personal characteristics (e.g., eye color, height), ethnicity, disease conditions (e.g. diabetes), and other health-related data (e.g. blood pressure, blood type).

"Personal Data" means data that personally identifies you, or data that is combined with data that personally identifies you, including Registration Data (as defined in the Privacy Policy), Individual Genetic Data and Self-Reported Data. Personal Data also includes identifying data that you authorize us to receive from third parties, such as health care providers.

Introduction

My Gene Counsel is a digital health company. We aim to bring advances in personalized medicine and genetics to consumers and medical providers. Please read the Terms of Use and our Privacy Policy carefully before using the website/portal. By accessing, using, or signing up for this portal, you accept the terms of these agreements. These Terms of Use and our Privacy Policy apply to all Services provided by My Gene Counsel, independent of format or method of acquisition.

Prerequisites of Use of the Services

Before using any of the Services you must meet the following prerequisites:

1. Whether you submit your own Individual Genetic Data or someone else's Individual Genetic Data for anyone for whom you possess sufficient legal authority to undertake such action, or otherwise authorize another person to provide your Individual Genetic Data, you may only use the Services and accept the Terms of Use or Privacy Policy if (1) you are of sufficient legal age to form a binding contract with My Gene Counsel, and (2) you are not a person barred from receiving the Services under the laws of the jurisdiction in which you are resident or from which you use the Services.
2. In addition to the conditions above, if you contribute or otherwise provide your own Individual Genetic Data, or create a My Gene Counsel account you must be eighteen (18) years of age or older to agree to these Terms of Use and Privacy Policy on behalf of yourself or those for whom you have legal authority to agree.
3. You agree to, and acknowledge the following:
   • You understand that any data you learn from My Gene Counsel or use of the Services is not designed to independently diagnose, prevent, or treat any condition or disease or to ascertain the state of your health in the absence of medical, family history and clinical data. You understand that the My Gene Counsel services are intended for research, informational, and educational purposes only, and that while My Gene Counsel data might point to a diagnosis or to a possible treatment, it should always be confirmed and supplemented by additional medical and clinical testing and data, personal and family history data, and the care of your physician or other healthcare provider. You acknowledge that My Gene Counsel urges you to seek the advice of your physician, certified genetic counselor or other health care provider if you have questions or concerns arising from your Individual Genetic Dat.
   • Individual Genetic Data. If you are a customer outside the U.S. providing Individual Genetic Data, you confirm that this act is not subject to any export ban or other legal restriction in the country in which you reside
   • You expressly consent to the transfer to us of your Individual Genetic Data and all resulting data for processing outside the country in which you reside in accordance with these Terms of Use and our Privacy Policy. Our processing of Individual Genetic Data, if any, is located in the United States
   • You warrant that you are not an insurance company or an employer attempting to obtain data about an insured person or an employee or otherwise attempting to obtain Individual Genetic Data in violation of any applicable law.
   • You are aware that some of the data you may receive through this Service may be disturbing.
   • You acknowledge that we accept no responsibility for any consequences resulting from your sharing with others access to your Individual Genetic Data and your Self-Reported Data
   • You understand that all your Personal Data will be stored in My Gene Counsel databases and will be processed in accordance with the My Gene Counsel Privacy Statement.
   • You understand that by having your Individual Genetic Data processed, accessing your Individual Genetic Data, or providing Self-Reported Data, you acquire no rights in any materials and data that may be developed by My Gene Counsel or its Partners. You specifically understand that you will not receive compensation for providing your Individual Genetic Data or Self-Reported Data or your use of the Services.
   • You acknowledge and agree that if you are an account owner with My Gene Counsel and you submit laboratory test results involving your Individual Genetic Data to us, we may ask you to confirm the accuracy of such results and confirm that such results match our available information about you.

Our Right to Terminate these Terms of Use

You agree that if you breach any term of these Terms of Use, including the foregoing representations, My Gene Counsel has the right at any time to suspend or terminate your account and refuse to provide you access or use of the Services (or any portion thereof).

General Disclaimer

The My Gene Counsel portal and website contain data regarding medical and health related topics. They are supported by research articles and data on clinical trials that may be applicable to you or your patients. These communications and resources are not comprehensive medical text and do not include all the potential data regarding the subject matter. These communications and resources are for general educational and informational purposes only, and should not be relied upon as a substitute for patient-specific medical diagnosis and treatment or healthcare consultation and should not be construed, directly or indirectly, as the practice of medicine or dispensing of medical services or advice by My Gene Counsel or its Partners. Data contained on this website is not a substitute for seeing an appropriate healthcare professional or your doctor's medical judgment or advice. My Gene Counsel recommends that you seek the advice of your health care provider to discuss your specific, individual health concerns, especially before undertaking or changing any treatment or course of action. Never disregard, avoid or delay in obtaining medical advice from your healthcare professional because of something you may have read on this website. [You acknowledge that My Gene Counsel is not a healthcare provider or medical laboratory, and does not analyze or otherwise filter data that it receives from laboratories concerning your genetic results. You acknowledge that we are under no obligation to provide updates on variants of uncertain significance that have been re-classified, or on any other data provided through this website.

We do not warrant the accuracy, completeness or usefulness of this data. Any reliance you place on such data is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the website, or by anyone who may be informed of any of its contents. My Gene Counsel and its Services are not intended to be used in medical emergencies or urgent situations. If you are in the United States and you think you may have a medical emergency, call 911 immediately.

Indemnification

You agree to indemnify, defend and hold harmless My Gene Counsel and its Partners from and against all claims, losses, liability, expenses, damages, judgments, awards and costs (including reasonable attorney's fees), related to or arising from (i) any breach of these Terms of Use or (ii) your access to, use or misuse of the Services or any material or data posted, provided, transmitted, or otherwise made available by you, a third party or My Gene Counsel or its Partners on or through the website or the Services.

My Gene Counsel reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting My Gene Counsel's defense of such matter.

Disclaimer of Warranties

USE OF THE WEBSITE AND THE SERVICES IS AT YOUR SOLE RISK. YOU ASSUME FULL RESPONSIBILITY FOR ALL RISKS ASSOCIATED THEREWITH. ALL DATA, CONTENT, PRODUCTS OR SERVICES CONTAINED ON OR PROVIDED THROUGH THIS WEBSITE ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT ANY WARRANTIES OR CONDITIONS. THE COMPANY AND ITS PARTNERS RESERVE THE RIGHT, IN THEIR SOLE DISCRETION AND WITHOUT ANY OBLIGATION, TO CORRECT ANY ERROR OR OMISSIONS IN ANY PORTION OF OUR WEBSITE, WITH OR WITHOUT NOTICE TO YOU.

TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW MY GENE COUNSEL AND ITS PARTNERS HEREBY DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE. THESE INCLUDE, BUT ARE NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. YOU UNDERSTAND THAT WE CANNOT AND DO NOT GUARANTEE OR WARRANT THAT FILES AVAILABLE FOR DOWNLOADING FROM THE INTERNET OR THAT THE MY GENE COUNSEL WEBSITE OR THE SERVICES WILL BE FREE FROM VIRUSES, MALWARE OR OTHER DESTRUCTIVE CODE. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY ANY TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ON ANY WEBSITE LINKED TO IT.

WITHOUT LIMITING THE FOREGOING, MY GENE COUNSEL AND ITS PARTNERS MAKE NO WARRANTY AS TO THE SECURITY, RELIABILITY, AVAILABILITY, ACCURACY, QUALITY, TIMELINESS, USEFULNESS, ADEQUACY, COMPLETENESS OR SUITABILITY OF THE SERVICES AND DATA RETRIEVED FROM THEM. MY GENE COUNSEL AND ITS PARTNERS ASSUME NO RESPONSIBILITY FOR COMPLETENESS, ERRORS OR OMISSIONS IN THE DATA, SERVICES OR DOCUMENTS WHICH ARE REFERENCED BY OR LINKED TO THIS WEBSITE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Limitation of Liability

IN NO EVENT SHALL MY GENE COUNSEL OR ITS PARTNERS BE LIABLE FOR ANY SPECIAL, PUNITIVE, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO PERSONAL INJURY, WRONGFUL DEATH, LOSS OF GOODWILL, LOSS OF USE, EMOTIONAL DISTRESS, LOSS OF PROFITS, INTERRUPTION OF SERVICE OR LOSS OF DATA, WHETHER IN ANY ACTION IN WARRANTY, CONTRACT, TORT OR ANY OTHER THEORY OF LIABILITY (INCLUDING, BUT NOT LIMITED TO NEGLIGENCE OR FUNDAMENTAL BREACH), OR OTHERWISE ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF, RELIANCE ON, OR THE INABILITY TO USE, THE SERVICES THROUGH MY GENE COUNSEL. WE SHALL NOT BE SUBJECT TO LIABILITY FOR THE TRUTH, ACCURACY, RELIABILITY, TIMELINESS OR COMPLETENESS OF THE CONTENT OR ANY OTHER DATA CONVEYED TO THE USER OR FOR ERRORS, MISTAKES OR OMISSIONS THEREIN OR FOR ANY DELAYS OR INTERRUPTIONS OF THE DATA OR DATA STREAM FROM WHATEVER CAUSE. YOU AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR OWN RISK. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SERVICES IS TO STOP USING THE SERVICES.

TO THE EXTENT ANY OF THE ABOVE LIMITATIONS OF LIABILITY ARE RESTRICTED BY APPLICABLE FEDERAL, STATE OR LOCAL LAW, SUCH LIMITATIONS SHALL NOT APPLY TO THE EXTENT OF SUCH RESTRICTIONS.

Trademarks and Copyrights and Intellectual Property

The Company name, the Company logo and all related names, logos, product and service names, designs and slogans are trademarks of My Gene Counsel. You must not use such marks without the prior written permission of My Gene Counsel.

The Services and its entire contents, features and functionality (including but not limited to all data, software, code, HTML, text, displays, images, graphics, artwork, photographs, video and audio, and the design, selection and arrangement thereof), are owned by My Gene Counsel and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws. Any reproduction, copying or redistribution of any My Gene Counsel names, marks, logos or owned material is prohibited without prior written permission and associated fees.

These Terms of Use grant you a personal, non-commercial, revocable, non-transferable, world-wide, non-assignable license to use the website. You agree not to reproduce, retransmit, distribute, disseminate, sell, publish, broadcast, or circulate the data owned by My Gene Counsel, or received from any other party or individual through the website to anyone, including but not limited to others in your organization, except that you may download or print a single copy of the content on My Gene Counsel's website for your personal, non-commercial use only. If you wish to make any use of material on the website other than that set out in this section, please address your request to: updates@mygenecounsel.com. Any use of the Services not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark and other laws.

You agree to grant us a revocable, perpetual, world-wide, assignable, and transferable commercial license to use your Individual Genetic Data to provide you with our Services and otherwise perform our obligations under this Terms of Use. If you wish to revoke this license, you must email us at updates@mygenecounsel.com at least 30 days before you intend to make the revocation effective.

Minors

Our website is not intended to be accessed by minors under the age of 13 years. If you are aware that a minor under age 13 has accessed our website, or provided any Personal Data, contact us immediately at updates@mygenecounsel.com

Links to Third Party Sites

The website may contain links to third party websites that are not under the control of My Gene Counsel or its Partners (the "Third Party Websites"). The Third Party Websites are provided solely as a convenience and do not imply an endorsement or recommendation by My Gene Counsel. Use of any Third Party Websites are governed by their own terms of use and privacy policies and My Gene Counsel is not responsible for and does not make any representations regarding the content or accuracy of materials on such Third Party Websites. Accordingly, My Gene Counsel is not responsible for the accuracy, copyright compliance, legality or legitimacy of material contained in Third Party Websites which may be accessible via a hyperlink to or from this web site or for the hyperlink itself. My Gene Counsel does not make any representations or warranties as to the security of any data you might be requested to give any Third Party Website, and you hereby irrevocably waive any claim against My Gene Counsel with respect to such Third Party Websites.

Modifications to these Terms of Use

We may, without advance notice, supplement or change these Terms of Use at any time. Any changes made to these Terms of Use will be effective as soon as they are posted on My Gene Counsel's website. By accessing or using the Services, you agree to be bound by all the terms and conditions of these Terms of Use as posted on the My Gene Counsel's website at the time of your access or use. It is your sole responsibility to review the Terms of Use regularly so that you are aware of any changes to the Terms of Use. If any change to these Terms of Use is not acceptable to you, your sole remedy is to cease accessing, browsing and otherwise using the website.

Modifications to the Services

We may update the content on the Services from time to time, but its content is not necessarily complete or up-to-date. Any materials provided or published in connection with the Services may be out-of-date at any given time, and we are under no obligation to update such materials.

Accessing the Website and Account Security

To access the Services or some of the resources it offers, you may be asked to provide certain registration details or other data. It is a condition of your use of the Services that all the data you provide on the Services is correct, current and complete. You agree that all data you provide in connection with the Services or otherwise, including but not limited to through the use of any interactive features of the Services, is governed by our Privacy Policy and you consent to all actions we take with respect to your data consistent with our Privacy Policy.

If you choose, or are provided with, a user name, password or any other piece of data as part of our security procedures, you must treat such data as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and you agree not to provide any other person with access to your account or portions of it using your user name, password or other security data. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. If you are a registered user, you agree to log out from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal data.

We have the right to disable any user name, password or other identifier, whether chosen by you or provided by us, at any time if in our opinion you have violated any provision of these Terms of Use.

Limitations on Your Use of the Website

You agree not to access or use the Services in an unlawful way, for any unlawful purpose or for any purposes other than its intended purposes. You agree not to: (a) post or transmit any data which is libelous, defamatory, obscene, fraudulent, false or contrary to the ownership or intellectual property rights of any other person, (b) take any action that imposes an unreasonable load on the website's infrastructure, (c) use any device, software or routine to interfere or attempt to interfere with the proper working of the website or any activity being conducted on the website, including any virus, worm, Trojan horse or other code which is contaminating or destructive to the files or programs of the Services, (d) attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising or making up the website, or (e) delete or alter any material posted on the website. My Gene Counsel reserves the right to delete any data provided by you that it deems in its sole discretion fraudulent, abusive, defamatory, or obscene or in violation of a copyright, trademark or other intellectual property or ownership right of any other person.

Sharing Restrictions

Users may not access the accounts, Personal Data, Individual Genetic Data, or Technical Data (as defined in the Privacy Policy) of any other user (with the exception of data in Blogs or Testimonials). Authorized clinicians may only access the Personal Data and Individual Genetic Data of his or her patients.

Governing Law

These Terms of Use shall be governed by the laws of the State of Connecticut, without regard to its conflict of laws principles, and where applicable, the laws of the United States. You agree that New Haven County, Connecticut shall be the sole and exclusive venue for any legal action or proceeding between My Gene Counsel and you for any purpose concerning this Terms of Use or the website. You waive any jurisdictional, venue or inconvenient forum objections to such courts. Any cause of action or claim you may have with respect to the use of the My Gene Counsel website or these Terms of Use must be commenced within one (1) year after it arises, except to the extent such limitation is not enforceable.

Waiver of Jury Trial and Class Actions

BY ENTERING INTO THESE TERMS OF USE, YOU ACKNOWLEDGE AND AGREE TO WAIVE CERTAIN RIGHTS TO LITIGATE DISPUTES IN COURT, TO RECEIVE A JURY TRIAL OR TO PARTICIPATE AS A PLAINTIFF OR AS A CLASS MEMBER IN ANY CLAIM ON A CLASS OR CONSOLIDATED BASIS OR IN A REPRESENTATIVE CAPACITY. YOU AGREE THAT ANY ARBITRATION WILL BE CONDUCTED ON AN INDIVIDUAL BASIS AND NOT A CONSOLIDATED, CLASS-WIDE OR REPRESENTATIVE BASIS AND THE ARBITRATOR SHALL HAVE NO AUTHORITY TO PROCEED WITH ARBITRATION ON A CLASS OR REPRESENTATIVE BASIS. THE ARBITRATOR MAY AWARD INJUNCTIVE RELIEF ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF WARRANTED BY THAT PARTY’S INDIVIDUAL CLAIM. IF FOR ANY REASON THE ARBITRATION CLAUSE SET FORTH IN THESE TERMS OF USE IS DEEMED INAPPLICABLE OR INVALID, OR TO THE EXTENT THE ARBITRATION CLAUSE ALLOWS FOR LITIGATION OF DISPUTES IN COURT, YOU WAIVE, TO THE FULLEST EXTENT ALLOWED BY LAW, ANY RIGHT TO PURSUE OR TO PARTICIPATE AS A PLAINTIFF OR AS A CLASS MEMBER IN ANY CLAIM ON A CLASS OR CONSOLIDATED BASIS OR IN A REPRESENTATIVE CAPACITY

Entire Agreement

These Terms of Use and our Privacy Policy constitute the sole and entire agreement between you and My Gene Counsel with respect to the website and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Services.

Severability

The provisions of these Terms of Use are severable, and in the event any provision hereof is determined to be invalid or unenforceable, such invalidity or unenforceability shall not affect the validity or enforceability of the remaining provisions, but such provision shall be reformed, if reasonably possible, only to the extent necessary to make it enforceable.

Waiver

If My Gene Counsel does not exercise or enforce any particular right or provision in these Terms of Use, the Company does not waive that right or provision. Failure to exercise or delay in exercising any right hereunder, or failure to insist upon or enforce strict performance of any provision of these Terms of Use, shall not be considered a waiver thereof, which can only be made by the Company in a signed writing. No single waiver shall be considered a continuing or permanent waiver.

Survival

The provisions of these Terms of Use entitled "Disclaimer of Warranties," "Waiver of Jury Trial and Class Actions," "Limitation on Liability," "Indemnification," and "Governing Law" shall survive the termination of these Terms of Use.

No Third Party Beneficiaries

These Terms of Use control the relationship between My Gene Counsel and you. They do not create any third party beneficiary rights.

Your Comments and Concerns

The Services are operated by My Gene Counsel. All feedback, comments, requests for technical support and other communications relating to the website should be directed to: updates@mygenecounsel.com. Thank you for visiting the website.