WovenConnect™ End User License Agreement (EULA)
(Last Update: April 14, 2024)
This End User License Agreement (“Agreement”) is a binding agreement between you (“End User” or “you”) and Woven Home Care, Inc. (“Woven Home Care,” “Woven,” “we,” “us,” or “Company”). This Agreement governs your use of the WovenConnect™ mobile application/website https://app.wovenhomecare.com (including all related documentation and information available through the application, or any similar websites or applications maintained by Woven Home Care, and collectively, the “Application”). The Application is made available to you on a limited software-as-a-service basis, not sold, to you.
Limits on Who Can Use the Application: While the Application is available in connection with Woven services, you are not authorized to use the Application, and will not be granted access to any content available through the Application, unless: (1) you are a client of or recipient of treatment, therapy or other services from the Care Provider, who has requested that you access the Application (an “Individual User”); or (2) you are an employee or subcontractor of a Care Provider. A “Care Provider” is a healthcare provider, rehab or therapy center or senior living provider that has a separate enterprise subscription agreement with Company and has designated you as an authorized user of the Application and its companion WovenConnect software made available solely to enterprise users. You and the organization that has designated you as an authorized user of the Application are collectively referred to as the “Care Provider” in this Agreement.
Portions of this Agreement apply specifically to Individual Users, or specifically to Care Providers. Unless expressly indicated that certain terms in this Agreement are specific to one such group of users of the Application, all terms of this Agreement apply to and bind all users of the Application. References to “you” or “your” in this Agreement mean any user of the Application.
If you are a Care Provider, regardless whether the organization employing or engaging you has a separate enterprise agreement with Company, you may not access or use the Application or any protected health information or other medical records of an Individual User of the Application unless you consent to the terms of this Agreement. BY USING THE APPLICATION, YOU AGREE TO USE BEST BUSINESS PRACTICES TO MAINTAIN PRIVACY AND CONFIDENTIALITY OF ALL INFORMATION YOU ENCOUNTER, INCLUDING BUT NOT LIMITED TO SENSITIVE OR PERSONAL INFORMATION, INCLUDING PII. If you are a Care Provider, you are required to comply with any applicable privacy and security requirements of your organization protecting personal, health or medical information of an Individual User, including, without limitation, the Health Insurance Accountability and Portability Act (HIPAA) obligations of your organization.
Warning for Individual Users: The Application on its own is not intended to diagnose, treat, cure, or prevent any disease. If you have a medical or heart condition, consult your doctor or Care Provider prior to engaging in any exercises described in the Application. If you are an Individual User, your Care Provider is responsible for selecting and approving any exercises available through the Application, and you should direct any questions or concerns to your Care Provider. Woven does not represent or warrant that the Application will function as intended; that the data contained within the Application are accurate; or that the Application is secure. Woven will use reasonable business practices to afford functionality, accuracy, and security within the Application.
Warning for Care Providers: While the Application will suggest activities and support services mutually agreed to by the client and care manager, you as the Care Provider are responsible to confirm that the activities are appropriate for an Individual User under your care. The Application is merely a tool and does not replace or substitute for professional judgment.
BY CHECKING THE “I HAVE READ AND AGREED TO THE TERMS AND SERVICE AND PRIVACY POLICY THAT HAVE BEEN PROVIDED FOR MY REVIEW” BOX, YOU (A) REPRESENT THAT YOU ARE 18 YEARS OF AGE OR OLDER AND (B) ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS. IF YOU DO NOT AGREE TO ANY OF THESE TERMS, DO NOT DOWNLOAD, INSTALL OR USE THE APPLICATION. THIS AGREEMENT CONTAINS AN ARBITRATION CLAUSE, A CLASS ACTION WAIVER, A DISCLAIMER OF WARRANTIES AND LIMITATIONS ON LIABILITY.
1. Access Rights. Subject to the terms of this Agreement, Company grants you a limited, non-exclusive, non-sublicensable, and nontransferable right to: (a) download, install, and use the Application for your personal individual treatment needs if you are an Individual User or for the Care Provider’s internal, non-commercial use for the benefit of Individual Users if you are a Care Provider on a smart phone, tablet, personal computer, or other mobile or computing device that is compatible with the Application and is owned or otherwise controlled by you (“Mobile Device”) strictly in accordance with this Agreement and the Application’s documentation; and (b) access, stream, download, and use on such Mobile Device the Content and Services (as defined in Section 5) and any other information made available in or otherwise accessible through the Application, strictly in accordance with this Agreement and any terms of use/terms of service applicable to such Content and Services as made available within the Application.
2. Access Restrictions. You shall not, and shall not allow a third party, to: (a) copy the Application; (b) modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Application; (c) reverse engineer, disassemble, decompile, decode, capture screen shots of, or otherwise attempt to derive or gain access to the source code or underlying intellectual property of the Application or any part thereof; (d) remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Application, including any copy thereof; (e) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Application, or any features or functionality of the Application, to any third party for any reason, including by making the Application available on a network where it is capable of being accessed by more than one device at any time; or (f) remove, disable, circumvent, or otherwise create or implement any workaround to any privacy protection, copy protection, rights management, or security features in or protecting the Application.
3. Reservation of Rights. You acknowledge and agree that the Application is provided as a service under the terms of this Agreement, and not sold, to you. You do not acquire any ownership interest in the Application under this Agreement, or any other rights thereto other than to use the Application in accordance with the rights granted in Section 1 above, and subject to all terms, conditions, and restrictions, under this Agreement. Company and its licensors and service providers reserve and shall retain their entire right, title, and interest in and to the Application, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in this Agreement.
4. Collection and Use of Your Information. You acknowledge that when you download, install, or use the Application, Company may use automatic means (including, for example, cookies, web beacons, various identifiers) to collect information about your Mobile Device and about your use of the Application. You also may be required to provide certain information about yourself as a condition to downloading, installing, or using the Application or certain of its features or functionality, and the Application may provide you with opportunities to share information about yourself with others. You agree that all information you provide will be complete and accurate. You will be responsible for all activities undertaken using your login credentials to any Company account or service. You agree to notify Company and the Care Provider (or your manager if you are a Care Provider) immediately upon becoming aware that your login credentials to any Company account or service have been lost, stolen or used without you authorization. All information about you that we collect through or in connection with this Application is subject to our Privacy Policy at http://WovenHomeCare.com. By downloading, installing, using, and providing information to or through this Application, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy, which may be updated from time-to-time and without notice.
5. Content and Services. The Application may provide Individual Users with activities of daily living, medication reminders, and symptom checklists and other information elected for them by the Care Provider, certain historic statistics, as well as, access to the Individual User’s data input by themselves or a third party into the Application (such as mood, pan level, energy level, and sleep) (collectively, “Content and Services”). The Care Provider, Company and Company’s licensors reserve the right to change, suspend, remove and/or disable access to and/or use of the Content and Services at any time without notice.
6. Updates. Company may from time-to-time in its sole discretion develop and provide Application updates, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that Company has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality of the Application. Based on your Mobile Device settings, when your Mobile Device is connected to the internet either: (a) the Application will automatically download and install all available Updates; or (b) you may receive notice of or be prompted to download and install available Updates. You agree that all Updates will be deemed part of the Application and be subject to all terms and conditions of this Agreement.
7. Third-Party Materials. The Application may display, include, or make available third-party content or provide links to third-party websites or services (“Third-Party Materials”). You acknowledge and agree that Company is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Company does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions. Company reserves the right to change, suspend, remove, or disable access to any Third-Party Material at any time without notice or liability to you. In addition, the Third-Party Materials and any Content and Services accessed from, displayed on or linked to from Mobile Devices may not be available in all languages or in all countries. Company makes no representation that such Content and Services or Third-Party Materials are appropriate or available for use in any particular location. To the extent you choose to access such Content and Services or Third-Party Materials, you do so at your own initiative and are responsible for compliance with any applicable laws, including, but not limited to, applicable local laws.
8. Care Provider Communications. From time-to-time, your Care Provider, if you are an Individual User, may send notices, alerts, and messages to you periodically through the Application. Depending on your Care Provider’s elections, you may change your notification preference settings in your profile on the Application. Company will not be liable for the misdelivery or non-receipt of any such notice or message, or of any errors caused directly or indirectly by the Application.
9. Suspension. Company may suspend, interrupt, terminate or limit any or all functionalities of the Application without prior notice. An Individual User may optionally suspend or cease using the Application in his/her discretion. If you are a Care Provider, check with your manager prior to suspending use of the Application, and consider that any suspension should not interrupt any current care needs of Individual Users under your care.
10. Termination. This Agreement will apply to you, whether you are an Individual User or a Care Provider, for so long as you access or use the Application or retain any copies of the Application on your Mobile Device, whichever is longer. Company may terminate this Agreement at any time without notice and concurrently make all access to the Application inaccessible. Your rights to use the Application under Section 1 of this Agreement will terminate immediately and automatically without any notice requirement if you violate any of the terms and conditions of this Agreement. Upon such termination, all rights granted to you under this Agreement will also terminate and you must cease all use of the Application and delete all copies of the Application from your Mobile Device. Termination of your rights to access the Application will not limit any of Company’s rights or remedies at law or in equity. Sections 2, 3, 4, 10, 11, 12, 13, 14 and 15 as well as the sections entitled “Limits on Who Can Use the Application,” “Warning for Individual Users” and “Warning for Care Providers” shall survive termination of this Agreement.
11. DISCLAIMER OF WARRANTIES. THE APPLICATION DOES NOT PROVIDE MEDICAL ADVICE, DIAGNOSIS OR TREATMENT AND IS NOT A SUBSTITUTE FOR THE CARE OF A MEDICAL PROFESSIONAL. THE APPLICATION IS MERELY A TOOL TO HELP INDIVIDUALS WITH THEIR ACTIVITES OF DAILY LIVING AND HEALTGH SATUS.
11. THE APPLICATION IS PROVIDED TO YOU “AS IS” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, COMPANY, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE APPLICATION, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, COMPANY PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND, THAT THE APPLICATION WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY PARTICULAR SMART PHONE OR OTHER DEVICE OR OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED. COMPANY MAKES NO REPRESENTATION OR WARRANTY THAT THE APPLICATION MAY BE ACCESSED OR USED OUTSIDE OF THE UNITED STATES OR THAT USE OF THE APPLICATION OUTSIDE THE UNITED STATES IS LEGALLY PERMITTED. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
12. LIMITATION OF LIABILITY. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL COMPANY NOR ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS, HAVE ANY LIABILITY ARISING FROM OR RELATED TO THIS AGREEMENT OR YOUR USE OF OR INABILITY TO USE THE APPLICATION OR THE CONTENT AND SERVICES OR THIRD-PARTY MATERIALS FOR: (a) PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES; OR (b) DIRECT DAMAGES IN AMOUNTS THAT IN THE AGGREGATE EXCEED FIFTY DOLLARS ($50.00). THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY SO SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.
13. INDEMNIFICATION. YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD HARMLESS COMPANY, ITS AFFILIATES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS, AND ASSIGNS FROM AND AGAINST ANY AND ALL LOSSES, DAMAGES, LIABILITIES, DEFICIENCIES, CLAIMS, ACTIONS, JUDGMENTS, SETTLEMENTS, INTEREST, AWARDS, PENALTIES, FINES, COSTS, OR EXPENSES OF WHATEVER KIND, INCLUDING REASONABLE ATTORNEYS’ FEES, ARISING FROM OR RELATING TO YOUR USE OR MISUSE OF THE APPLICATION OR YOUR BREACH OF THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO THE CONTENT AND INFORMATION YOU SUBMIT OR MAKE AVAILABLE THROUGH THE APPLICATION.
14. Additional Terms:
1. Export Regulation. The Application may be subject to United States export control laws, including the United States Export Administration Act and its associated regulations. You shall not, directly or indirectly, export, re-export, or release the Application to, or make the Application accessible from, any jurisdiction or country to which export, re-export, or release is prohibited by law, rule, or regulation. You shall comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing, or otherwise making the Application available outside the United States.
2. Severability. If any provision of this Agreement is illegal, invalid or unenforceable under applicable law, such illegal, invalid or unenforceable provision shall be deleted from this Agreement and the remaining provisions will continue in full force and effect.
3. Governing Law. This Agreement is governed by and construed in accordance with the internal laws of the state of Illinois without giving effect to any choice or conflict of law provision or rule.
4. Arbitration; Fees. Any controversy or claim arising out of or relating to this Agreement or the Application shall be settled by arbitration in St. Louis, Missouri, administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator(s) may be entered in any court of competent jurisdiction. For the avoidance of doubt, the foregoing arbitration provision does not apply to any action taken by Company to enforce its intellectual property rights or to seek injunctive relief. If Company is the prevailing party in any arbitration proceeding or lawsuit against or involving you, then you shall pay Company’s reasonable attorneys' fees, costs and expenses incurred in such arbitration proceeding or lawsuit. Arbitration proceedings are confidential, unless all parties agree otherwise in writing.
5. Waiver of Class Action. Neither you nor Company shall be entitled to join or consolidate claims in arbitration by or against other users with respect to other accounts, bring mass, class action, or consolidated claims in arbitration or in a court of competent jurisdiction, or arbitrate or litigate any claim as a representative or user of a class or in a private attorney general capacity. The arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a representative or class proceeding. The arbitrator shall only have the authority to resolve individual disputes between you and Company.
6. Electronic Communications. You hereby agree to the use of electronic communications in order to enter into this Agreement, to create other records and to the electronic delivery of notices between you and Company with respect to the Application and this Agreement.
7. Entire Agreement. This Agreement and the Privacy Policy comprise the complete agreement between Company and users of the Application regarding the Application, and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect to the Application.
8. Waiver. No failure to exercise, and no delay in exercising, on the part of Company, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder.
9. Amendment. Company may amend and update this Agreement in the future and any such amendment will be effective upon the earliest of Company’s posting of the updated agreement on or through the Application, or Company providing notice of the update to you otherwise. Your access or use of the Application after the effective date of any such amendment or update to this Agreement constitutes your acceptance of the amended or updated Agreement.
10. Suggestions. With respect to any feedback, data, answers, questions, comments, suggestions, ideas or the like that you provide (“Feedback”) to Company, whether using the Application, or otherwise, regarding the Application, you agree that: you have the right to provide the Feedback to Company; Company has no obligation to review, consider or act upon any Feedback; the Feedback is not confidential; and Company has the irrevocable and unconditional right to use, implement, modify and publish the Feedback without attribution or compensation to you.
11. Company Contact Information. Questions, complaints or claims with respect to the Application should be directed to: Support at info@WovenHomeCare.com
