1. Terms of Service
Your use of our products, services and web site(s) (referred to collectively hereinafter as the "Service" or "Services"), including any purchases, is subject to these Terms of Service ("Terms"). The Services include access to the Counsyl website ("Site"), including any content accessible therein ("Content"), as well as any results that may be presented to you ("Results"). Unless explicitly stated otherwise, any new feature that augments or enhances the current Services shall be subject to these Terms. Please read these Terms carefully.
2. Account Creation, Insurance, Billing, and Refunds
You will be required to create a user account ("Your Account") with us in order to access certain portions of our Site, order the Services, and obtain your Results. You represent and warrant that the information you provide is accurate and complete. If you provide any information that is untrue or inaccurate, we reserve the right to suspend or terminate Your Account. To use our Services, you will need to create a username and password for Your Account. You are solely responsible for keeping your password confidential and for all uses of our Site and the Services with Your Account. Please notify us immediately if you are aware of any unauthorized access to or use of Your Account.
You may choose to take advantage of your insurance coverage to order the Services at little or no cost to you. If you choose to do so, you agree that in order to submit your insurance claim and take care of the paperwork on your behalf, you authorize Counsyl to provide your designated insurance carrier the information on your order form if necessary for processing your insurance claim. You also authorize that the benefits under this claim be payable to Counsyl.
You may also choose to pay for the Services using a credit card. If you pay by credit card, you represent and warrant that you are authorized to use such credit card, and you agree to pay all charges incurred using Your Account. You agree that we may pass your credit card information and related personally identifiable information to our designated service provider(s) for their use in charging you for the Services ordered by you.
If you pay by credit card, your purchase is subject to the following refund policy. Any refunds provided under this policy will be issued to the credit card(s) used for the purchase and will be processed within 30 business days. If you change your mind about using our Services before we ship your collection kit(s), you may contact us at firstname.lastname@example.org to request a cancellation of one or more kits from your order. Your request must be received and confirmed by our customer service department before the kit(s) is/are shipped in order to be eligible for a full refund. If you change your mind after you receive your collection kit(s), but before you have shipped your sample(s) back to us, you may cancel all or part of your order and receive a refund of the purchase price less a processing fee of $50 per kit. You will need to contact us at email@example.com to request a refund and get further instructions. We are unable to issue any refunds once you have shipped your sample back to us.
3. Always Seek Medical Counsel Before Treatment
It is recommended that you seek the advice of your physician or other appropriate healthcare professional with any questions you may have regarding the cure, treatment, mitigation, or prevention of any disease or other medical condition. This is a voluntary test and you may wish to seek genetic counseling prior to submitting a sample for genetic testing.
4. Distribution of Content and Results
Counsyl grants you a limited license to copy and distribute free of charge, for non-commercial purposes only, any of the Content that may appear on the Site and any Results that may be provided to you: provided, however, that (a) the Content as it appears on the Site shall be distributed with no changes to the original Content, including, but not limited to, the presentment of selections of Content; and (b) you include or retain the following attribution on any materials you may distribute: Counsyl, Inc. All rights reserved. For example, you may print one or more copies of the Results reported to you and share them with your physician or family member.
5. No Unlawful or Prohibited Use
As a condition of your use of the Services, you represent and warrant to Counsyl that you will not use the Services for any purpose that is unlawful, misleading, malicious, or discriminatory, or prohibited by these terms, conditions, or notices. You will not solicit login information or access an account belonging to someone else. You will not collect users' information, or otherwise access the Services, using automated means (such as harvesting bots, robots, spiders, or scrapers) without our permission. You may not use the Services in any manner that could damage, disable, overburden, or impair the Services or interfere with any other party's use and enjoyment of the Services.
6. International Use
Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable content. The software, technology, and other information made available through the Site are further subject to United States export controls and, potentially, the import laws of your jurisdiction. No software, technology or other information from this Site may be downloaded or otherwise exported or re-exported to any person or entity on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Denial Orders or otherwise prohibited by United States export control laws. By downloading or otherwise using any software, technology or other information from this Site in any manner whatsoever, you represent and warrant that you are not on any such list or located in, under the control of, or a national or resident of any such country.
We employ rigorous technical and organizational safeguards against unauthorized disclosure or access to your private data or other personally identifiable information, consistent with HIPAA. HOWEVER, YOU ACKNOWLEDGE THAT SECURITY SAFEGUARDS, BY THEIR NATURE, ARE CAPABLE OF CIRCUMVENTION AND COUNSYL DOES NOT AND CANNOT GUARANTEE THAT PERSONALLY IDENTIFIABLE INFORMATION ABOUT YOU WILL NOT BE ACCESSED BY UNAUTHORIZED PERSONS CAPABLE OF OVERCOMING SUCH SAFEGUARDS (SUCH AS HACKERS) WHO MAY USE VIRUSES, WORMS, TROJAN HORSES, AND OTHER UNDESIRABLE DATA AND SOFTWARE TO OBTAIN ACCESS TO OR DAMAGE OUR SITE.
8. Hyperlinks From Our Site
The Site provides, and third parties may provide, links to other sites and resources on the Internet. Because Counsyl has no control over such sites and resources, you acknowledge and agree that Counsyl is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that Counsyl shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods, or services available on or through any such hyperlinked third party site or resource.
9. Counsyl's Proprietary Rights
You acknowledge and agree that Counsyl (or Counsyl's licensors, as applicable) own all legal right, title, and interest in and to the Services, including any intellectual property rights which subsist in the Services (whether those rights happen to be registered or not, and wherever in the world those rights may exist). Counsyl, Inc., Counsyl, and other Counsyl logos and product and service names are trademarks of Counsyl and these marks together with any other Counsyl trade names, service marks, logos, domain names, and other distinctive brand features are the "Counsyl Brand Features." Except as described in Section 4 (Distribution of Content and Results) or unless you have agreed otherwise in writing with Counsyl, nothing in these Terms gives you a right to use any Counsyl Brand Features without our explicit authorization. You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trade mark notices) that may be affixed to or contained within the Services.
10. Accuracy and Limitations of Your Test Results
Counsyl testing is highly reliable, with a >99% accuracy rate. As with all medical screening tests, there is a chance of a false positive or false negative result. A "false positive" refers to the identification of a gene mutation that is not present. A "false negative" is the failure to recognize a mutation that indeed exists. This test analyzes specific genes associated with genetic disease. It does not analyze every gene, nor is it able to identify every mutation associated with each disease. It is a risk-reducing test, not a risk-eliminating, test. A residual carrier risk exists with any negative result and will be noted in your results. Negative results do not guarantee that you or your offspring will be healthy. For instance, Counsyl screening does not detect Down syndrome, autism or breast cancer susceptibility.
FOR A COMPLETE LIST OF THE CONDITIONS THAT WE TEST FOR, PLEASE SEE WWW.COUNSYL.COM/DISEASES. ALWAYS CONSULT YOUR PHYSICIAN OR OTHER QUALIFIED MEDICAL PROFESSIONAL BEFORE YOU BEGIN ANY TREATMENT.
11. Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT COUNSYL SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF COUNSYL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (1) THE USE OR THE INABILITY TO USE THE SERVICES; (2) ANY ACTION YOU TAKE BASED ON THE INFORMATION YOU RECEIVE THROUGH OR FROM THE SERVICES; (3) YOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENT; (4) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICES; (5) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; OR (6) THE STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE OR IN CONNECTION WITH THE SERVICES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE LIMITATIONS DESCRIBED IN SECTIONS 10 AND 11 MAY NOT APPLY TO YOU.
You agree to indemnify, defend and hold harmless Counsyl, its licensors, suppliers, and their respective directors, officers, employees, agents, affiliates, successors and assigns, from and against any and all claims, damages, losses, costs (including reasonable attorneys' fees) and other expenses that arise from your breach of this Agreement. You agree to cooperate as reasonably required in the defense of any such claim. Counsyl reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification under this section and, in any event, you agree not to settle any such matter without the prior written consent of Counsyl.
Notices to you may be made via either email or regular mail. Counsyl may also provide notices of changes to the Terms or other matters by displaying notices or links to notices to you generally on the Site.
14. Changes to the Terms
Counsyl may make changes to the Terms from time to time. When these changes are made, Counsyl will make a new copy of the Terms available here and any new additional terms will be made available to you from within, or through, the affected Services. You understand and agree that if you use the Services after the date on which the Terms have changed, Counsyl will treat your use as acceptance of the updated Terms.
15. General Legal Term
These Terms and any Counsyl Informed Consent that you have agreed to, constitute the entire agreement between Counsyl and you (this "Agreement"); provided, however, that certain provisions of these Terms may be superseded by expressly designated legal notices or terms located on particular pages within this Site. This Agreement and the resolution of any dispute related to this Agreement, including your use and access to Site, the Services, your Results or any other Content shall be governed by and construed in accordance with the laws of California, without regard to its conflicts of law principles. Any legal action or proceeding between Counsyl and you related to this agreement will be governed exclusively by the laws of the state of California. Any dispute, claim, or controversy in connection with or arising under the use of our Service or this agreement, its construction, existence, interpretation, validity, or any breach hereof which cannot be amicably settled between the parties, shall be finally and exclusively resolved by binding arbitration under the Rules of Arbitration of the American Arbitration Association then prevailing. The use of arbitration on an individual basis to resolve disputes is required; the right to class arbitrations and class actions is waived under the terms of this Agreement. The arbitration proceedings shall be held in Santa Clara County, California, U.S.A.; the intentions of the parties as stated herein, international commercial practice, and the governing law of this agreement.