The Services are offered only to users who are 18 years of age or older and who have the legal capacity to enter into this binding agreement. If you do not meet these requirements, you must not indicate your acceptance to these Terms (whether via a link provided by email, through our website located at www.element3health.com (the “Website”), or any other means) and you must not use our Services.
We are based in the state of Colorado in the United States. We provide the Services for use only by persons located in the United States. We make no claims that the Services are accessible or appropriate outside the United States. If you access the Services from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
Please read these Terms carefully. In addition to setting forth the terms applicable to our provision of (and your use of) the Services, these Terms also describe how we collect, store, and disclose certain information about you for purposes of providing such Services. If you do not consent to our collection, use, and disclosure of your information as described herein, or you otherwise do not agree to these Terms, you must not indicate your acceptance to these Terms (whether via a link provided by email, through our Website, or any other means) and you must not use our Services.
1. Information We Collect About You and How We Collect It
We collect several types of information from and about users of our Services, including information:
- By which you may be personally identified, such as name, postal address, e-mail address, telephone number, any other identifier that by itself can be used to contact you or identify who you are (“Personal Information”); and
- That is about you but individually does not identify you, such as your age, gender, interests, and passions, as well as your activity level with any Clubs in which you participate.
We collect this information:
- Directly from you, such as when you request our Services over the telephone or electronically, or when you report your activity with Clubs to us and/or respond to our surveys;
- From your health insurance company; and
- From Clubs in which you participate.
2. How We Use Your Information
We do not sell, rent or share your name, email addresses, physical addresses, phone numbers or other Personal Information to or with advertisers or marketers or sellers of advertising or marketing services, unless you give us permission, or as otherwise described in Section 3 (Disclosure of Your Information) below.
We use information that we collect about you or that you provide to us, including any Personal Information:
- To provide our Services to you, including connecting you with Clubs that may be of interest to you, and to analyze and continually improve our Services generally;
- To fulfill any other purpose for which you provide it (for example, if you have indicated you will participate in an event or workshop hosted by a Club, we may need to contact the applicable Club to facilitate your registration);
- To notify you about changes to any products or services that we offer;
- Where we need to comply with a legal or regulatory obligation; and
- For any other purpose for which you have provided consent.
We only process Personal Information where we have a legal basis for doing so. We review the Personal Information we hold on a regular basis to ensure it is being lawfully processed and that it is accurate, relevant, and up to date.
3. Disclosure of Your Information
While we do not sell, rent or share users’ names, email addresses, physical addresses, phone numbers or other Personal Information to, or with, advertisers or marketers, or sellers of advertising or marketing services, unless you give us permission, we may disclose Personal Information that we collect or you provide as described in these Terms:
- To fulfill any purpose for which you provide it (for example, if you have indicated you will participate in a Club, we may provide your contact information to the Club and communicate with you and the Club regarding your participation);
- To your health insurance company;
- To our subsidiaries and affiliates;
- To contractors, service providers, and other third parties we use to support our business and who are bound by contractual obligations to keep Personal Information confidential and use it only for the purposes for which we disclose it to them;
- To a buyer or other successor in the event of a merger, divestiture, restructuring, reorganization, dissolution, or other sale or transfer of some or all of Element3 Health’s assets, whether as a going concern or as part of bankruptcy, liquidation, or similar proceeding, in which Personal Information held by Element3 Health about our Services is among the assets transferred; and
- Otherwise with your consent.
We may also disclose your Personal Information:
- To comply with any court order, law, or legal process, including to respond to a government or regulatory request; or
- If we believe disclosure is necessary or appropriate to protect the rights, property, or safety of Element3 Health, our customers, or others.
In addition, we may disclose aggregated information about our users, and information that does not identify any individual, without restriction.
4. Retention of Your Information.
We will only retain your Personal Information for as long as necessary to fulfill the purposes for which we collected it, including for the purposes of satisfying any legal, accounting, or reporting requirements. To determine the appropriate retention period for Personal Information, we consider the amount, nature, and sensitivity of the Personal Information, the potential risk of harm from unauthorized use or disclosure of your Personal Information, the purposes for which we process your Personal Information and whether we can achieve those purposes through other means, and the applicable legal requirements.
5. Your Rights
5.1. Accessing Your Information. We will provide you with the means to ensure that Personal Information about you in our files is correct and current. You may review this information by contacting us at Element3 Health, Inc, 1550 Wewatta, 2nd floor, Denver, CO 80202.
5.2. A Record of Data Transfer. We will provide the right to request and receive, once a year and free of charge, information about third parties to whom we have disclosed certain types of Personal Information (if any) about you for our direct marketing purposes in the prior calendar year, and a description of the categories of Personal Information shared. To make such a request, please send an email to firstname.lastname@example.org and please include the phrase “Personal Information Privacy Request” in the subject line along with your name, address and email address.
5.3. California Online Privacy Protection Act. As required by the California Online Privacy Protection Act (“California Act”) and the California Business and Professions Code, these Terms identify the categories of Personally Identifiable Information (as defined in the California Act) that we collect through the Services about individual consumers who use our Services and the categories of third-party persons or entities with whom such Personally Identifiable Information may be shared. See more about the California Act at http://consumercal.org/california-online-privacy-protection-act-caloppa/#sthash.0FdRbT51.dpuf.
5.4. California Consumer Privacy Act of 2018 (CCPA). You have the right to request, twice a year and free of charge, certain information about parties to whom we have disclosed your Personal Information in the prior calendar year and a description of the categories of Personal Information shared. Additionally, upon request, twice a year and free of charge, we will provide to you any information relating to your Personal Information and our processing of your Personal Information in a concise, transparent, intelligible, and easily accessible form using clear and plain language. To make such a request, please send an email to email@example.com and please include the phrase “Personal Information Privacy Request” in the subject line, the domain name of the website you are inquiring about, along with your name, address and email address. You can also ask us to delete your Personal Information. If we receive a request to delete your data, we will ask you if you want your Personal Information to be removed entirely or if you want to be kept on a list of individuals who do not want to be contacted in the future (for a specified period or otherwise). We cannot keep a record of individuals whose Personal Information we have deleted so you may be contacted again by us, should we come into possession of your Personal Information at a later date. The Company has collected, will collect and has disclosed the Personal Information described above during the last year for business purposes; however, the Company does not sell your Personal Information. If you exercise your rights under the CCPA, the Company will not discriminate against you. Requests to know and requests to delete will be honored within 45 days; if more time is needed to respond, the Company will notify you. Please note that you may use an authorized agent to make a request on your behalf; however, please note that additional verification of the authorized agent will be required.
6. Release of Liability
6.1. Release. You acknowledge that some Club activities may present inherent dangers, such as the risk of illness, bodily injury, disability, or death. By participating in these events, you understand and agree that you have freely chosen to assume these risks. To the fullest extent permitted by law, you agree to and hereby do release us and our officers, directors, shareholders, agents, employees, consultants, corporate parent, affiliates, subsidiaries, sponsors, and other third-party partners (“Company Parties”) from claims, demands, and damages (direct and consequential) (“Claims”), arising out of, or in any way connected with, your interactions with any Clubs, including but not limited to your participation in any Club activities and any fees associated therewith. The laws in some states do not allow this release, so these limits may not apply to you. To the fullest extent permitted by law, you waive and relinquish all rights and benefits that you have or may have under Section 1542 of the California Civil Code or any similar provision of statutory or non-statutory law of any other jurisdiction.
6.2. Interactions with Clubs. We are not a party to any offline arrangements between you and any Clubs. We do not conduct or require background checks on Clubs and we do not attempt to verify the truth or accuracy of statements made by Clubs. We make no representations or warranties concerning the Clubs, their activities, or their interactions with you. Pursuant to the terms of our agreement with your health insurance company, we may, from time to time, undertake to pay some or all of the fees charged by Clubs arising out of your participation therewith. You hereby acknowledge and agree that (a) our obligation to make such payments, if any, is contingent upon our receiving ongoing reasonable communication and cooperation from you, such as by responding to our program assessment surveys and timely reporting your participation with the Clubs, and (b) we may terminate any such payment arrangements at any time, with or without notice, and without liability, if you fail to provide such reasonable communication and cooperation.
6.3. Reliance on Information. The information provided to you as part of the Services is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk.
6.4. Links to Third-Party Resources. If we provide you with links to websites or resources of third parties, these links are provided for your convenience only. We have no control over the contents of those websites and resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites or resources, you do so entirely at your own risk (and subject to the terms and conditions of use for such websites).
6.5. Inherent Risk of Electronic Transmission. Unfortunately, the transmission of information via the Internet is not completely secure. We recommend you exercise caution when transmitting sensitive information to us or any Club by email or other electronic means, such as by installing firewalls and other electronic security measures. Any transmission of Personal Information is at your own risk.
To the fullest extent permitted by law, you agree to indemnify, defend and hold all Company Parties harmless from any Claims made by any third party due to or arising out of (a) your use, misuse, or abuse of our Services, (b) your violation of any law, statute, ordinance, or regulation, or the rights of a third party, or (c) your participation or conduct in a Club or any Club activity. You agree to promptly notify us of any third-party Claims, cooperate with all Company Parties in defending such Claims, and pay all fees, costs and expenses associated with defending such Claims (including, but not limited to, attorneys’ fees). You agree not to settle any Claim without our prior written consent.
8. Warranty Disclaimer and Limitation of Liability
8.1. Warranty Disclaimer. Our Services are provided to you “as is.” To the fullest extent permitted by law, we disclaim all warranties and conditions of any kind, including but not limited to statutory warranties, and the implied warranties of merchantability and fitness for a particular purpose. We also disclaim any warranties regarding (a) the reliability, timeliness, accuracy, and performance of our Services, (b) any information, advice, services, or goods obtained through our Services, as well as for any information or advice received through any links to other websites or resources provided through our Services, (c) the results that may be obtained from the Services or your participation in any Clubs, and (d) your dealings with Clubs and any other third parties located through our Services. You may have additional rights under the law of the state in which you are located. You agree that the duration of such additional rights will be limited to the fullest extent permitted by such law.
8.2. Limitation of Liability. To the fullest extent permitted by law, you agree that in no event shall any Company Parties be liable for any indirect, incidental, special, or consequential damages, including but not limited to, damages for loss of profits, goodwill, use, data, or other intangible losses (even if any Company Parties have been advised of the possibility of such damages) arising out of or in connection with (a) our Services or these Terms or the inability to use our Services (however arising, including our negligence), (b) your use of our Services, attendance at Club events, participation in, or exclusion from, Clubs or Club activities and the actions of you or others at Club activities, or (c) any other matter relating to the Services. Our liability to you or any third parties in any circumstance is limited to the greater of $25 or the amount of fees, if any, you paid to us in the 12 months prior to the action that may give rise to liability. The limitations set forth in this paragraph will not limit or exclude liability for our gross negligence, fraud, or intentional, malicious, or reckless misconduct. The laws in some states do not allow the limitation or exclusion of liability, so these limits may not apply to you.
9.1. Governing Law and Jurisdiction. All matters relating to these Terms, the Services, and any dispute or claim related thereto will be governed by and construed in accordance with the internal laws of the State of Delaware without giving effect to any choice or conflict of law provision or rule. Any legal suit, action, or proceeding arising out of, or related to, these Terms or the Services shall be instituted exclusively in the federal courts of the United States or the courts of the State of Colorado. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
9.2. Arbitration. At the Company’s sole discretion, it may require you to submit any disputes arising from the Services or these Terms, including disputes arising from or concerning their interpretation, violation, or invalidity, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying Colorado law. You agree to arbitrate solely on an individual basis, and that this agreement does not permit class arbitration or any claims brought by a plaintiff or class member in any class or representative arbitration proceeding. The arbitral tribunal may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
9.3. Modification. The Company may update these Terms at any time, at its sole discretion, by posting the updated Terms (as indicated by a revised “Last Update” date) on the Website. Modifications will be effective on the date that they are posted on such Website. If you continue to use our Services after updated Terms has been posted, then you agree to be bound by the updated Terms.
9.4. Entire Agreement. These Terms constitute the sole and entire agreement between you and Element3 Health, Inc. regarding the Services and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Services.
9.5. Your Comments. The Services are operated by Element3 Health, Inc, 1550 Wewatta St., 2nd floor, Denver, Colorado 80202. All feedback, comments, and other communications relating to the Services should be directed to: firstname.lastname@example.org.