These Terms of Service (“Terms”) are a legal agreement between you, as a current or prospective customer (“you,” “your”) and E&X Innovations Inc. (”Circle,” “we,” “our” or “us”) and govern your use of Circle's services, including mobile applications, websites, software, cloud-based solutions, and other products and services (collectively, the “Services”).
If you are in crisis do not rely on this site. If you have thoughts of suicide or self harm, or feel that you may be a danger to yourself or to others, please immediately call 911. The Services are not therapy or medical treatment. If you require therapy or medical treatment you should consult one on one with a medical professional.
These Terms include important information about your legal rights, remedies, and obligations, including various limitations and exclusions, and provisions that govern the procedure, jurisdiction and venue of any disputes. By accessing or using the Services, you agree that you have read and understand these Terms and agree to be bound by these Terms, our privacy policy and all additional terms incorporated by reference. If you do not agree to any portion of these Terms, you should not access or otherwise use the Services.
Not medical treatment
The Services connect you with support for mental health. The Services do not provide psychiatric, psychological, or other medical or professional treatment and do not constitute the practice of medicine or psychology or the rendering of therapy, medical, mental health or other health care or professional services. Circle is not licensed to provide and does not provide medical diagnoses, treatments, counseling or any other professional services. The Content provided on and through the Services is provided for informational purposes only and use of the Services is in no way intended to take the place of a relationship with a medical or mental health professional.
Licensed mental health professionals help to facilitate and guide the support, however the user (you and others) is not a patient and therefore does not have any privileged or patient relationship or any other type of relationship with any mental health professional on Circle, or employee of Circle. Please consult with your physician or mental health provider regarding any medical or mental health-related diagnosis or treatment options.
If you have thoughts of suicide or self-harm, contact the National Suicide Prevention Line at 1-800-273-8255.
Our Services and any information collected by us is not intended to and does not:
- Establish a therapist- or physician-patient relationship or any other type of professional relationship with you;
- Assess, evaluate, or monitor your health or mental health;
- Diagnose any issues related to your health or mental health;
- Evaluate or recognize if you are in crisis;
- Provide medical advice, therapy or counseling to you;
- Constitute telehealth services.
HIPAA Does Not Apply
Please be advised that the Health Insurance Portability and Accountability Act of 1996, as amended, and its implementing regulations (“HIPAA”), does not apply to information that is shared by you with us or with any other users of the Services or collected by us from you in accordance with these Terms. Circle is not a “health care provider,” “business associate”, “subcontractor”, “health care clearinghouse” or “health plan”, as those terms are defined under HIPAA.
The Services are not intended to render, and do not render, any type of health care or health care-related services to any user. All information that you disclose using the Services is provided by you on a voluntary basis to any recipient of such information. We advise you not to share or disclose any information when using our live offerings that could potentially identify you. If you share or disclose such information, even inadvertently, any such information will not be protected by HIPAA.
Use and Restrictions
The ownership of the Services, Content, and all rights therein are and will remain with Circle. We grant you the right to access and use the Services as long as you follow the requirements in these Terms. You agree that you will use the Services in accordance with all applicable laws, rules, and regulations, as well as such other reasonable rules provided by us from time to time.
You may not: remove or obscure any copyright, trademark, digital watermarks, proprietary legends or other proprietary notices from any portion of the Services; reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services, or any aspect of them, except as expressly permitted by us; decompile, reverse engineer, jeopardize the correct functioning of the Services; attempt to gain unauthorized access to or impair any aspect of the Services; use the Services to stalk, harass or harm another individual, or in any way that is in violation of any law or regulation; and/or impersonate any person or entity, or otherwise misrepresent or use any portion of the Services or any Content in any manner that may give a false or misleading impression, attribution or statement as to us or any other person or entity. We reserve the right to remove any user from the Services if you engage in any conduct that violates these Terms.
User Generated Contributions
The Services may include the ability for users to post testimonials, statements, comments, suggestions, and other information based on the particular user’s experiences, or to contribute to or participate in chats (collectively, “Contributions”). Please be aware that information provided in the Contributions is or may become public and that the content you contribute, as well as your username, will be publicly visible. We recommend that you do not include any personal information that can be used to identify you in your Contributions or your username. By posting Contributions, you attest that you are not restricted or prohibited from making such content publicly available under law or contractual or fiduciary relationships. If you are providing information about another individual, you represent and warrant that you have been granted all rights from such individual to disclose that individual’s information.
We do not claim ownership in your Contributions. However, by submitting any Contributions in any form to us, in addition to other provisions of these Terms, you automatically grant Circle, its affiliates, successors and assigns, a perpetual, irrevocable, royalty-free, worldwide, non-exclusive, sublicensable and assignable right and license to use, copy, reproduce, modify, adapt, publish, edit, translate, create derivative works from, transmit, distribute, publicly display and publicly perform such without further notice to you, or consent from you, and without any requirement to pay anything to you or anyone else. You will not have or obtain any rights in or to any form, media, or technology incorporating any of your Contributions.
You are solely responsible for any Contributions you post or display on the Services or transmit to other users through the Services. Circle does not control, endorse, or approve, and is not responsible for, any such content posted or delivered to or through the Services. We are not obligated to prescreen postings or communications to other users, or during discussions, and we do not regularly review, monitor, delete, or edit such content delivered to and through the Services. We may choose, in our sole discretion, to review, monitor, delete, or edit any such content without further notice to you.
You agree that any Contributions or communications made by you in discussions, communications through or using the Services, or postings in chats or the like will not contain (1) any personally identifying details of any other person without their express written permission; (2) any advertisement, promotional materials, spam, surveys, or contests without our express prior written consent; (3) any conduct, material, or links to material, that could be considered harmful, obscene, pornographic, indecent, violent, abusive, profane, insulting, threatening, harassing, degrading, intimidating, racist, bigoted, hateful, or otherwise objectionable; (4) any statement or content that harasses, threatens, intimidates, or stalks another party; (5) any expressions of bigotry, racism, hatred, or profanity; (6) any defamatory, false, or libelous material; (7) information that promotes illegal activities; (8) content that infringes or violates any intellectual property or other rights of any person or entity; or (9) information that is false or misleading including content or statements that impersonate another person or entity, adopt a false identity, manipulate or forge identifiers, or otherwise disguise the origin of any posting.
Registration Information
To access and use certain parts of the Services, you may be required to supply registration information, including your name, e-mail address, phone number, username and a password (“Registration Information”) and create a user account.
You agree, represent, warrant, and guarantee that all Registration Information provided by you is true, accurate, complete, up-to-date, and solely yours. If any of your Registration Information changes, you must update it promptly. Neither we nor our indemnities shall be responsible for verifying your Registration Information. You will be solely responsible for maintaining the confidentiality of your Registration Information. You agree not to give or make available your password or other credentials that you use in connection with the Services to any unauthorized individuals, and you agree to be responsible for all actions taken by anyone to whom you have provided such password or credentials. We reserve the right, under certain circumstances, to deny your access to any one or more account(s) or to the Services or any part thereof, or to deny the processing of transactions, in order to maintain or restore security or performance to the Services.
Age Requirements
By using the Services, you affirm that you are at least [eighteen (18)] years of age, or are an emancipated minor, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms, and to abide by and comply with these Terms.
Updates
We may make changes to the Services, the Content or these Terms or stop providing any of the Services at any time and without further notice to you. We will make an effort to update the Services with any changes to these Terms, and you are encouraged to review these Terms frequently (the date of the most recent revision to these Terms appears at the end of these Terms). Your continued access or use of the Services after such posting constitutes your consent to be bound by the Terms, as amended.
Network Access and Devices
You are responsible for obtaining the data network access necessary to use the Services. If you are accessing the Services on your mobile device, your network’s data and messaging rates and fees may apply. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Services and any updates thereto. We do not guarantee the Services, or any portion thereof, will function on any particular hardware or devices.
Electronic Communication
By using the Services, you consent to receive electronic transactional communications from us unless you provide us with notice that you require paper communications by contacting us through one of the means set forth at the end of these Terms. We will communicate with you by e-mail or by posting notices through our other Services.You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communication be in writing. Please note that if you send us an email, the email will not be read or responded to by a licensed mental health professional.
Objectionable Material
You acknowledge that, in using the Services and accessing the Content, you may encounter material that you deem to be disturbing, offensive or objectionable. You agree to use the Services at your sole risk and that we will have no liability to you for material that may be disturbing, objectionable or offensive to you.
Purchases
We use independent third party service providers to process payments made in connection with your use of the Services. We use Apple Pay for iOS devices and Google Pay for Android devices. We do not process your payment, but instead transfer you to a secure network provided by our third-party payment processor through which all transactions are processed. Payment processing companies may have privacy and data collection practices that are different from ours. We have no responsibility or liability for these independent policies of the payment processing companies. For more information regarding its terms and conditions that may apply, visit that processor’s website and click on its information links or contact that processor directly. You release us, our affiliates, and our payment processing company from any damages that you may incur, and agree not to assert any claims against us or them, arising from your purchase through or use of our Services or Content.]
Security
While we provide reasonable precautions to protect your confidential information, we do not and cannot guarantee or warrant that information transmitted through the Internet is secure, or that such transmissions are free from delay, interruption, interception or error.
No Warranties for the Services
We make no warranty concerning the Services, Content and/or Contributions, including, but not limited to, with respect to any delay, failure, interruption, or corruption of any data, or any other information transmitted in connection with the use of the Services. You expressly agree that your use of the Services is at your sole risk and you are not relying on any express or implied representation in choosing to use or access the Services. The Services, Content and Contributions are provided “AS IS” and “AS AVAILABLE” for your use, without warranties of any kind, either express or implied, unless these warranties are legally incapable of exclusion. We make no representations or warranties that the Services, Content or Contributions will remain uninterrupted or error-free, that defects will be corrected, or that the web pages accessible on or through the Services, or the servers used in connection with the Servers, are or will remain free from any viruses, worms, time bombs, drop dead devices, or other harmful components. We do not guarantee that you will be able to access or use the Services at times or locations of your choosing, or that we will have adequate capacity for the Services as a whole or in any specific geographic area.
Indemnification
You agree to defend, indemnify, and hold harmless Circle and our affiliates, subsidiaries or parent company, and any of our respective officers, directors, administrators, agents, participants, attorneys, employees, executors, heirs, predecessors, successors, assigns, service providers, and other representatives, and each person acting by, through, under or in concert with such parties, from and against any and all claims, demands, suits, proceedings, liabilities, judgments, losses, damages, expenses, and costs (including, but not limited to, reasonable attorneys’ fees) assessed or incurred by us, directly or indirectly, with respect to or arising out of: (i) your failure to comply with these Terms; (ii) your breach of your obligations under these Terms; (iii) your use of the rights granted hereunder, including, but not limited to, any claims made by any third parties; (iv) your violation of any law or the rights of a third party; (v) any dispute or issue between you and any third party; (vi) any claim that any comment or other information you provide through the Services (including your Contributions) caused damage to or violated the rights of a third party; and (vii) your willful misconduct. Circle reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in that case, you agree to cooperate with our defense of that claim.
Limitation of Liability
IN NO EVENT WILL CIRCLE OR OUR AFFILIATES, SUBSIDIARIES OR PARENT COMPANY, OR ANY OF OUR RESPECTIVE OFFICERS, DIRECTORS, ADMINISTRATORS, AGENTS, PARTICIPANTS, ATTORNEYS, EMPLOYEES, EXECUTORS, HEIRS, PREDECESSORS, SUCCESSORS, ASSIGNS, SERVICE PROVIDERS, OR OTHER REPRESENTATIVES, AND EACH PERSON ACTING BY, THROUGH, UNDER OR IN CONCERT WITH SUCH PARTIES, BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING FROM YOUR USE OF OR INABILITY TO USE THE SERVICES, THE CONTENT OR THE CONTRIBUTIONS PROVIDED IN CONNECTION WITH THE SERVICES, OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF THE SAME. IN ADDITION, WE WILL NOT BE LIABLE FOR ANY NEGATIVE REPERCUSSIONS TO ANYONE BASED ON THE USE OF OR INABILITY TO USE THE SERVICES, INCLUDING, BUT NOT LIMITED TO, ANY LOST GOODWILL OR LOST PROFITS. WE ARE NOT RESPONSIBLE FOR INACCURACIES OR ERRORS IN OR OMISSIONS FROM THE CONTENT OR CONTRIBUTIONS; OR INTERRUPTIONS, OR LOSS OR DAMAGE ARISING THEREFROM OR OCCASIONED THEREBY, OR BY ANY REASON OF NONPERFORMANCE. REMEDIES UNDER THESE TERMS ARE EXCLUSIVE AND ARE LIMITED TO THOSE EXPRESSLY PROVIDED FOR IN THESE TERMS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, OUR ENTIRE LIABILITY SHALL BE LIMITED TO THE AMOUNT PAID BY YOU TO CIRCLE FOR OR RELATING TO THE SERVICES WITHIN THE PRIOR TWELVE (12) MONTHS, IF APPLICABLE. BECAUSE SOME STATES AND JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, OUR LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.
Intellectual Property
The Content and the Services are intellectual property owned, controlled and/or licensed by us and/or our affiliates, or intellectual property that we are legally permitted to access and use. All applicable intellectual property laws, including copyright laws, protect our rights in and to the Content. We are the owner or authorized licensee of, or are otherwise permitted to use, all trademarks, service marks, and logos used and displayed by us on and in connection with the Services. You agree not to store, copy, modify, reproduce, retransmit, distribute, disseminate, rent, lease, loan, sell, publish, broadcast, display or circulate the Content and Services to anyone. Nothing on the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of our, or our affiliates’, trademarks, service marks, logos, or copyrighted materials without our prior written permission in each instance.
Copyright Complaints
We own, protect and enforce copyright and other rights in our own intellectual property, and respect the intellectual property rights of others. We will respond to allegations of copyright infringement in accordance with the Digital Millennium Copyright Act (the “DMCA”). Under the DMCA, a copyright owner may file a takedown notice with us of an alleged copyright infringement. During this process, we will take down the alleged infringing content, and take reasonable steps to contact the owner of the removed content so that a counter-notification may be filed, if appropriate. If a valid counter-notification is filed, we typically will restore the content in question, unless we receive notice from the notification provider that a legal action has been filed seeking a court order to restrain the alleged infringer from engaging in the infringing activity. We may provide copies of such notices to the affected parties or to any other third parties, at our discretion and as required by law.
When notifying us of potential infringement, you must include the following information: identification of the copyrighted work(s) claimed to have been infringed and the material that is to be removed; information reasonably sufficient to permit us to locate the allegedly infringing material; contact information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, or e-mail address; a statement that the complaining party has a good faith belief that use of the material is in fact infringing; a statement, made under penalty of perjury, that the information set forth in the notification is accurate; and the signature, physical or electronic, of the copyright owner or a person authorized to act on his or her behalf.
Notice of alleged infringement must be sent by e-mail to support@hellocircle.co.
Before filing a notice of copyright infringement, please make a careful determination as to whether or not the use of the material at issue is or may be protected by the “fair use” doctrine. You could potentially be held liable for costs and attorneys’ fees should you file a takedown notice where there is no infringing use. If you are unsure whether there is infringement, please seek the advice of legal counsel.
Termination of Service
We may suspend or terminate your right to access portions of the Service, without notice, for conduct that we believe violates these Terms and/or is harmful to other users of the Services, to us, to our partners, to the contributors, to the business of our Internet service provider, or to other information providers, or as we otherwise deem appropriate, in our sole discretion.
Additional Remedies
You acknowledge that your conduct that is inconsistent with these Terms may cause us irreparable damage for which remedies other than monetary relief may be inadequate. In such instances, you agree that we may seek injunctive or other equitable relief to restrain such conduct without the necessity of proving actual harm or posting a bond.
Governing Law; Jurisdiction and Venue
You agree that all matters relating to your access to, or use of, the Services will be governed by the laws of the State of Delaware, without regard to any conflict of laws principles. You agree and hereby submit to the exclusive personal jurisdiction and venue of the state and federal courts located in the State of New York with respect to such matters.
Local Laws
We make no representation that any materials on the Services are appropriate or available for use in jurisdictions that are outside the United States. Access to the Services from jurisdictions where such access is illegal is prohibited. If you choose to access the Services from other jurisdictions, you do so at your own initiative and are responsible for compliance with applicable local laws.
Additional Agreements and Third Party Agreements
In addition to these Terms, in connection with your use of the Services, you may be subject to, and/or required to agree to, various guidelines, rules, schedules, disclosures, disclaimers and other terms that we may provide or make available to you from time to time that relate to the Services that we provide and that are owned or controlled by us (collectively, “Additional Agreements”).
You may also be subject to other terms of third parties who provide services that are not owned or controlled by us, for example third party payment processors. These additional third party agreements are not included in the Additional Agreements, and we make no representations regarding such additional third party agreements. Such third party agreements and applications are provided “as is” and your use of such services is subject to their respective terms.
Contact Us
If you have additional questions or comments of any kind, please let us know by sending your comments or requests to us at support@hellocircleco.com.
