Effective Date: June 16, 2020

These Terms of Service govern your access to and use of certain items provided by us, Reema Health, Inc. (referred to here as “Reema,” “we,” “us,” or “our”). These items consist of our website at www.reemahealth.com (the “Site”), the Reema Health mobile application (the “Application”), and the following limited services we provide to you: personal health coaching, general wellness content and advice, social program navigation services and communication services. The Site, Application, and the foregoing services are referred to collectively as the “Services.”

Before using or accessing the Services, please read these Terms and our corresponding Privacy Policy. Our Privacy Policy discusses how we collect, process, and disclose personal information through these Services. By accessing or using the Services you agree to be bound by these Terms and our Privacy Policy. If you are accepting these Terms for another person as such person’s parent, guardian, conservator, or custodian, you are agreeing to these Terms on your own behalf and on behalf of such person.

PLEASE NOTE THAT THESE TERMS CONTAIN AN ARBITRATION CLAUSE, WHICH REQUIRES YOU TO ARBITRATE MOST DISPUTES BETWEEN REEMA AND YOU. IF YOU DO NOT AGREE TO THIS CLAUSE, DO NOT USE THE SERVICES.

PLEASE DO NOT use or rely on the Services for emergency or urgent medical matters. Immediately call 911 or go to the nearest emergency room or urgent care facility if you are facing a health emergency.

PLEASE READ THIS: The Services are not medical services. We (Reema Health, Inc.) are not providing you with medical services or performing any medical procedures or testing. Receiving guidance through the Services is not the same thing as a visit with a physician. Even though Services content may be presented to you by a personal guide, nurse or other medical professional, we will not be forming a patient-provider relationship with you. The purpose of Services is to provide you with educational and informational content about the services and programs available to you through your membership in federal health insurance programs.

Modification

We may, at our sole discretion, modify these Terms at any time and without prior notice. If we modify these Terms, we will either post the modification or otherwise inform you of the modification. The date of the last modification will also be posted at the beginning of these Terms. It is your responsibility to check from time to time for updates. By continuing to access or use the Services, you indicate that you agree to be bound by any modified Terms.

Eligibility

The Services are intended solely for persons who are at least 18 years old. By accessing or using the Services you represent and warrant that you are at least 18 old. If you are not 18 or older, you may not use the Services.

How Our Services Work

The Services are designed to help people understand and access the health and wellness services, programs and benefits available to them through the use of web-based and native mobile applications. The Application provides users with tools to receive personalized health and wellness information specific to their unique issues.

Account Registration

To use portions of the Services, we may require that you first register for an account. To register manually, you must provide a username, your email address, your mailing address and other information specified in our registration form.

Your Reema account will be created for your use of the Services based upon the information you provide to us. You represent and warrant:

the information you provide or connect to Reema is true, accurate, current, and complete;

you are at least 18 years of age; and

you will maintain and promptly update the information you provide to keep it at all times true, accurate, current, and complete.

You are solely responsible for maintaining the strict confidentiality of your account, and for any and all damages or losses that may be incurred or suffered as a result of any activities on your account.

The Services are not designed or intended to appeal to minors. All users of the Services are required to represent that they are at least 18 years old, and Reema does not knowingly collect information from children under the age of 13. If a parent or guardian becomes aware that his or her child has provided us with information about their consent, he or she should contact us at support@Reemahealth.com so we can promptly delete that information.

User Conduct

You understand and agree that you are solely responsible for compliance with any and all laws, rules, and regulations that may apply to your use of the Services. You further agree that you will not:

violate these Terms;

access or use our Services to use, expose, or allow to be used or exposed, any content that Reema does not make available through the Services, including any content licensed from a third party that is not already publicly displayed by Reema, that in any way is inconsistent with these Terms or our Privacy Policy, or that in any way that violates the privacy rights or any other rights of any users or third party;

use the Services in a manner that falsely implies Reema’ endorsement, partnership, or otherwise misleads others as to your affiliation with Reema;

interfere with or damage our Services;

use our Services to transmit any information concerning any other person or entity, including without limitation, photographs of others, without their permission;

register for more than one account or register for an account using false information;

impersonate any person or entity, submit information to the Services that are false or misleading, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity.

Copy, distribute, perform, or display any Services content.

Derive specifications from, reverse engineer, reverse compile, disassemble, translate, record, or create derivative works based on the Services or any Services content.

Use the Services, or any Services content, in a way that is abusive, deceptive, or unlawful.

Re-identify Services content.

Reveal or attempt to reveal to anyone, for any reason, the identity of any user or any individual who is the subject of any Services content.

Use the Services if one of your purposes to compete with or prepare to compete with us in the field of health benefit navigation.

Collection and Use of Data

As you use the Services, we will gather and use information about you for a variety of lawful purposes, including to provide, support and improve the Services, to integrate the Services with third-party service providers, and to create anonymized data that may be used for lawful business purposes. Our collection and use of data through the Services is governed by, and described in more detail in our corresponding Privacy Policy. By using the Services, you agree to be bound by the terms of our Privacy Policy.

Intellectual Property

The Services are protected by copyright, trademark, and other laws of the United States. You acknowledge and agree that the Services, including all associated intellectual property rights, are our or our licensors’ exclusive property. You will not remove, alter, or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services.

Copyright Policy

We respect copyright law and expect our users to do the same. In accordance with the Digital Millennium Copyright Act (“DMCA”) of 1998, the text of which may be found on the U.S. Copyright Office website at https://www.copyright.gov/legislation/dmca.pdf, we will respond expeditiously to claims of copyright infringement committed using the Services that are reported to us, provided they meet the criteria below.

If you are a copyright owner, or a designated agent thereof, please report alleged copyright infringements taking place on or through the Services by providing us the following information:

the identity of the copyrighted work that you claim has been infringed, or, if multiple copyrighted works are covered by this Notice, a comprehensive list of the copyrighted works that you claim have been infringed;

the material that you claim is infringing, and information reasonably sufficient to permit us to locate the material, including at a minimum, the URL of the link shown on the Services where such material may be found;

your mailing address, telephone number, and, if available, email address;

a statement that you have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law;

a statement that the information in this Notice is accurate and, under penalty of perjury, that you are the owner, or authorized to act on behalf of the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed; and

your full legal name and your electronic or physical signature.

You may deliver this notice, with all items completed, to us:

Copyright Agent

Reema Health, Inc.

40 S 7th St #212-202

Minneapolis, MN 55402

Upon receipt of the Notice as described below, Reema will take whatever action, in its sole discretion, it deems appropriate, including removal of the challenged material from the Services.

Feedback

We encourage you to provide feedback, comments, and suggestions for improvements to the Services (“Feedback”). You may submit Feedback by emailing us or by filling out a form on our website. You acknowledge and agree that if you submit any Feedback to us, you hereby grant to us a non-exclusive, perpetual, irrevocable, royalty-free, sub-licensable and transferable license under any and all intellectual property rights that you own or control in relation to the Feedback that allows us to use and exploit the Feedback for any purpose.

Disclaimer

The Services are intended for you to use to store your personal health-related information and to help you manage your health. The materials provided on the Site and/or in the Application are for informational purposes only and are not a substitute for professional medical advice or treatment. Always seek the advice of your physician or other qualified health provider with any questions you may have regarding your health. Never disregard professional medical advice or delay in seeking it because of something you have read on the Site and/or in the Application. While you may decide to authorize others, including healthcare providers, to have access to your user account, the information stored in your user account is not intended to be and should not be used for diagnosis or treatment. The information in your user account may not always be accurate or up to date and should be viewed by you and your health care providers as informational only. If you think you may have a medical emergency, call your doctor or 911 immediately.

We do not recommend or endorse any specific tests, physicians, products, procedures, opinions, or other information that may be mentioned on the Site or in the Application. Reliance on any information provided by us, by persons appearing on the Site or Application at our invitation, is solely at your own risk.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED “AS IS” AND WITH ALL FAULTS. REEMA HEREBY DISCLAIMS ANY AND ALL WARRANTIES EXPRESS AND IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ANY OTHER WARRANTY, CONDITION, OR GUARANTEE, WHETHER ORAL OR IN WRITING. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM REEMA OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE WILL NOT, NOR WILL ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES, BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, SYSTEM FAILURE, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE AND EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED ITS ESSENTIAL PURPOSE.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU ARISING FROM THESE TERMS, OR THE USE OF OR INABILITY TO USE THE SERVICES WILL AT ALL TIMES BE LIMITED TO THE GREATER OF $100.00 OR THE AMOUNTS PAID BY YOU TO US FOR ACCESS TO AND USE OF SERVICES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.

If you are dissatisfied with the Services, your sole and exclusive remedy is to stop using the Services and cancel your account (if applicable).

Indemnity

You agree to defend, indemnify, and hold Reema and its officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, proceedings or demands including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Services or your violation of these Terms.

Term and Termination

These Terms are effective and binding on you when you first access or use the Services, and will remain in effect for as long as you continue to access or use the Services or until they are modified by us according to these Terms, or terminated by us according to this section. We may immediately, without notice, terminate these Terms and disable your access to the Services for any reason whatsoever, such as if we, in our sole discretion, determine that (i) you have breached these Terms; (ii) you have provided inaccurate, fraudulent, outdated or incomplete information during account registration; (iii) you have violated applicable laws, regulations or third party rights; or (iv) we believe in good faith that such action is reasonably necessary to protect the safety or property of other users, us, or third parties. We may, at any time, and for any reason or no reason whatsoever, choose to cease providing the Services.

Third-Party Websites

The Services may contain links to other sites that are owned and operated by third parties. We are not responsible for the privacy and services practices or the content, advertising, products, services or other materials made available on or through any such linked sites. We provide these links to you only as a convenience, and the inclusion of any link does not imply endorsement of any kind by us.

No Waiver; Severability

Our failure to enforce or defend any right or provision of these Terms will not be a waiver of future enforcement or defense of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of ours. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permitted by law and the other provisions of these Terms will remain in full force and effect.

Governing Law

These Terms (and any further rules, polices, or guidelines incorporated by reference) are governed and construed in accordance with the laws of Delaware. Except where such claims are barred by the Binding Arbitration section below, any action based on, relating to, or alleging breach of these Terms must be brought in state or federal courts in Delaware. You agree to submit to the personal jurisdiction the state and federal courts for Delaware for any actions for which the parties retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s copyrights, trademarks, trade secrets, or patents, as set forth in these Terms, below.

Dispute Resolution

Under these Terms, you agree that any dispute, claim, or controversy arising out of or relating to these Terms shall be determined by arbitration in accordance with the Judicial Arbitration and Mediation Services, Inc. (“JAMS”) Streamlined Arbitration Rules and Procedures in front of one qualified arbitrator, who shall be selected from the appropriate list of JAMS arbitrators in accordance with such Rules. The JAMS Rules and instructions for how to initiate an arbitration are available from JAMS at http://www.jamsadr.com or 1-800-352-5267. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction, or to seek injunctive relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s copyrights, trademarks, trade secrets, or patents. For all purposes of these Terms, the parties consent to exclusive jurisdiction and venue in the state or federal courts listed above.

Electronic Communications

As part of providing you the Services, we will communicate to you via email and text message, including, without limitation, if you have enrolled in any SMS or text messaging services we provide. Email and text messages are not secure methods of communication and we cannot ensure the security or confidentiality of messages sent by email and/or text message. Information, including personal health information, transmitted by email or text message is not encrypted and could be read by a third party. If you would prefer not to exchange personal health information via email or text message, please notify us at reema@reemahealth.com.

Entire Agreement

These Terms constitute the entire agreement between you and the Reema regarding your use of the Services.

Contact Us

If you have any questions about Reema or these Terms, you can contact us at reema@reemahealth.com