Acceptance of the Terms & Conditions
Version Effective Date: 1 May 2024
These Terms of Use are entered into by and between you and Mahana Therapeutics, Inc. (“Mahana,” “our,” “us,” or “we”). These terms apply for use of Mahana's websites, including www.mahana.com (“Websites”), the Mahana Direct platform (“Mahana Direct”), Mahana mobile applications (“Mobile Apps”), any Mahana wellness or prescription programs (“Programs”) and our digital therapeutic products and associated services (these Terms of Usetogether with our Privacy Policy (collectively, “Terms of Use”), govern your engagement with our Websites, Mahana Direct and Mobile Apps.
Please read the Terms of Use carefully before using the Website, Mahana Direct and/or Mobile Apps. By using any of our Websites, Mahana Direct and/or Mobile Apps, you agree to be bound and abide by these Terms of Use.
ARBITRATION NOTICE; CLASS WAIVER; WAIVER OF TRIAL BY JURY. These Terms contain a binding arbitration provision. You agree that all disputes between you and mahana will be resolved by mandatory binding arbitration and you waive any right to participate in a class action lawsuit or class-wide arbitration.
We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Websites, Mahana Direct and/or Mobile Apps thereafter.
Your continued use of our Website(s), Mahana Direct and/or Mobile Apps following the posting of revised Terms of Use means that you accept and agree to the changes. We recommend checking the Effective Date of our Terms of Use each time you access a Website, Mahana Direct or Mobile App, and reread the terms if the effective date had been updated since last you checked.
Mahana Therapeutics, Inc., a Delaware company, is operated in the United States (US) by Mahana Therapeutics Inc., and in the United Kingdom (UK) by Mahana Therapeutics Ltd – a wholly-owned subsidiary of Mahana Therapeutics Inc. (collectively known as 'Mahana'). We provide Mahana Mobile Apps, internet products and Website(s) for only people residing within the US and UK. Patients residing in the UK can access our Mobile Apps (including the internet-based IAPT product) where available through NHS sites. In the US, some Mobile Apps require a prescription. For some only the first module (educational) may be downloaded prior to the completion of the prescription process. For other apps you must enroll before accessing any of the app. We do not authorize access to our Websites, Mahana Direct or Mobile Apps to persons outside the US or UK. In fact, access to the Website, Mahana Direct and/or Mobile Apps may not be legal by certain people or in certain countries. If you access the Website, Mahana Direct and/or Mobile Apps from outside the US or UK, you do so on your own initiative and are responsible for following local laws.
If you are not residing within the US or UK, or you do not want to agree to these Terms of Use, you must not use or access our Websites, Mahana Direct or the Mobile Apps accessible via Mahana's Website or downloaded from online app stores.
The Mahana websites, Mahana Direct platform, internet products, mobile apps, software, platform, and related services are designed to help individuals diagnosed with chronic health conditions, including irritable bowel syndrome (“IBS”), tinnitus, and other conditions. Mahana, via our Mobile Apps, offers Cognitive Behavioral Therapy (CBT) tools as well as written and digital materials, programs and solutions to provide physical and psychological support to individuals with chronic diseases, such as IBS and tinnitus, to reduce and manage symptoms and promote and support wellness. In addition, Mahana helps:
We understand that your personal identifiable data and health information (“Personal Data”) is personal and private. We are dedicated to maintaining the accessibility, integrity, and security of your Personal Data. We take your privacy seriously. To learn more about our general privacy practices, please read our Privacy Policy.
Mahana is not a healthcare provider as that term is commonly understood and does not engage in the practice of medicine. Never disregard professional medical advice or delay seeking it because of something you have read on our Websites, Mahana Direct and/or Mobile Apps. Nothing on our Websites or Mobile Apps should be construed as creating a physician- patient relationship between you and Mahana. If you are unsure whether a Mahana product is right for you, consult your physician or a telehealth provider via Mahana’s digital health platform.
Content Standards: The content on our Websites, Mahana Direct and Mobile Apps, such as text, graphics, images, articles, and other materials (“Content”), is not intended to be a substitute for professional medical advice, diagnosis, or treatment. Nor are our Websites, Mahana Direct or Mobile Apps designed for the delivery of time-sensitive or life critical medical or health-related communications. Personal entries in our Mobile Apps are not monitored for medical or emergency health care purposes. If you are having an urgent medical issue, contact your healthcare provider or emergency services (as appropriate).
Mahana’s Website and Mobile Apps are designed and intended for healthcare providers and patients or users residing in the US and the UK who:
The Mahana prescription programs are designed and intended for patients or users who:
Rules for individuals under the age of 18
Our Websites, Mahana Direct and Mobile Apps are not intended for individuals under the age of 18. No one under age 18 may provide any information to or through Mahana’s Website, Mahana Direct or via our Mobile Apps. If you are under age 18, do not provide Mahana any of the following information:
Your name
Address or e-mail Address Telephone number
User name
Health information or other information
If you learn we have collected or received Personal Data from your child under age 18 without verification or parental consent, submit a deletion request to our Data Subject Portal and we will delete that information and take other appropriate measures.
Guarantees by You:
You guarantee that the information you provide to us is and will be current, true, and complete.
As part of Mahana’s Programs and Services, users may be transmitting personally-identifiable information (“Personal Data” or “PII”) and Protected Health Information (PHI) as permitted by the US Health Insurance Portability and Accountability Act of 1996 (“HIPAA”) and equivalent U.S. State-specific law, and the UK General Data Protection Regulation, as applicable for the individual data owner (“data subject”). If you have questions about what constitutes Personal Data in your jurisdiction or what Personal Data Mahana collects, see our Privacy Policy or contact Privacy@Mahana.com.
(i) If you enter Personal Data into Mahana’s Website, Mahana Direct Portal and/or Mobile Apps or (ii) you authorize our healthcare partners to share your PHI with Mahana to deliver digital health products and services, you grant us a non-exclusive, royalty- free, fully sub-licensable, transferable, worldwide, perpetual license to use, display, reproduce, and distribute (in whole or in part) the Personal Data for the purposes set forth in our Privacy Policy and/or these Terms of Use.
Mahana has implemented commercially reasonable measures to help secure your PII and PHI. However, you are responsible for keeping your account secure, including without limit:
You may use our Websites, Mahana Direct and Mobile Apps only for lawful purposes in accordance with these Terms of Use and all applicable regulations and laws (collectively, “Applicable Laws”).
You agree not to use our Websites, Mahana Direct and Mobile Apps:
Additionally, you agree not to:
Mahana has implemented commercially reasonable measures to help secure your Personal Data that you submit and post. Also, we have the right to disable any username, password, or other identifier at any time in our sole discretion if, in our opinion we believe, these Terms of Use have been violated.
Our Websites, Mahana Direct and Mobile Apps may include content provided by third parties, including, other users, bloggers, educators, healthcare providers, researchers, and the like. All statements and opinions expressed in these materials, and all articles and responses to questions and other content, are solely the opinions and the responsibility of the author. We are not responsible or liable for the content or accuracy of any materials authored by any third parties.
Your use of our Websites, Mahana Direct and/or Mobile Apps, their Content, and any services obtained through our Website, Mahana Direct and/or a Mobile App, including your interactions with our telehealth and other partners, is at your own risk. You understand that we cannot and do not guarantee that files you download from the internet, our Websites, Mahana Direct and/or Mobile Apps will be free of viruses or other destructive code. To the maximum extent permitted by applicable law, our Websites, Mahana Direct and Mobile Apps are provided “as is” and “as available,” with all faults and without warranty of any kind, and we hereby disclaim all warranties and conditions with respect thereto, either express, implied, or statutory, including, but not limited to, implied warranties and/or conditions of merchantability, satisfactory quality, fitness for a particular purpose, accuracy, quiet enjoyment, course of performance or dealing, or noninfringement. We do not guarantee, in writing or verbally, that the functions will meet your requirements, that any service will be uninterrupted or error-free, or that defects will be corrected. Some jurisdictions do not allow the exclusion of implied warranties or limitations on applicable statutory rights of a consumer, so the above exclusion and limitations may not apply.
YOU ACKNOWLEDGE THAT THE SERVICES ALLOW YOU TO COMMUNICATE WITH CERTAIN THIRD PARTIES. MAHANA HAS NO LIABILITY TO THE EXTENT IT IS UNABLE TO PROVIDE ANY COMMUNICATION FEATURE OF THE SERVICE, OR FOR ANY HARM LOSS OR DAMAGES SUFFERED BY YOU AS A RESULT OF ANY THIRD PARTY’S ACTS OR OMISSIONS ARISING FROM YOUR USE OF THE SERVICE. MAHANA SHALL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, DATA LOSS, SERVICE FAILURES AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET.
NOTHING IN THIS SECTION SHALL EXCLUDE OR LIMIT MAHANA’S WARRANTIES, REPRESENTATIONS, CONDITIONS, OR LIABILITY TO THE EXTENT THEY MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW, IN WHICH CASE, SUCH WARRANTIES, REPRESENTATIONS OR CONDITIONS WILL BE EXCLUDED AND LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.
We will do scheduled system maintenance from time-to-time. During this time, updates to our Websites, Mahana Direct and/or Mobile Apps, or parts of a Website, Mahana Direct and/or Mobile App, may be unavailable. We may need to do emergency maintenance at other times in the event of system failure. You specifically acknowledge that outage and downtime may occur. Use of products or services available through our Websites, Mahana Direct and/or Mobile Apps is void where prohibited by applicable law.
In our sole discretion and without notice to you, we reserve the right to withdraw or amend any Website, the Mahana Direct platform, update the Mobile Apps, or modify other Mahana services. We will not be liable if all or any part of a Website, Mahana Direct and/or Mobile App is unavailable at any time, for any reason. If you are experiencing technical difficulties, please contact mahanacare@mahana.com.
In our sole discretion, we have the right to remove or refuse access of any user who:
If you are identified as violating these Terms of Use, Mahana may exercise all reasonable remedies, including without limit:
Without limiting the above, we have the right to fully cooperate with any legitimate requests by law enforcement authorities, regulatory agencies, and administrative or court orders that request or direct us to share the identity or other information of anyone posting any materials on our Websites, Mahana Direct and/or Mobile Apps.
You waive and hold harmless Mahana and its licensees from any claims that result from any action Mahana and/or its licensees take: (1) during, or as a result of its investigations; or (2) as a consequence of investigations or other related actions by Mahana, law enforcement, regulatory agencies, or private parties.
Mahana’s Websites, Mahana Direct platform, internet products, digital health platform and/or Mobile Apps and Content are owned or controlled by Mahana, its licensors or other providers of such material and protected by copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws. Under no circumstances may our company trademarks, logos, copyrighted materials, or any of Mahana’s proprietary tools or services be used in any advertising or publicity without the express prior written permission of Mahana.
These Terms of Use permit you to use our Websites, Mahana Direct platform, and Mobile Apps for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Websites, Mahana Direct, or Mobile Apps, except as follows:
You must not:
You must not access or use for any commercial purposes any part of our Websites, Mahana Direct or Mobile Apps, any services or materials available through the foregoing.
If you wish to make any use of material on our Websites, Mahana Direct or Mobile Apps other than that set out in this section, please address your request to: mahanacare@mahana.com
If you print, copy, change, download, use, or provide any other person or entity with access to any part of our Websites, Mahana Direct, Mobile Apps, or other Mahana products and services in violation or breach of these Terms of Use, your right to use these sites/programs will end immediately and you must, at our option, return or destroy any copies of the materials you have made.
All rights not expressly granted are reserved by Mahana. No right, title, or interest in or to our Websites, Mahana Direct, Mobile Apps, digital health platform, affiliated services, or any Content is transferred to you. Any use of our Websites, Mahana Direct, Mobile Apps, Content, digital health platform and affiliated services that are not expressly permitted by these Terms of Use is a breach of these Terms of Use and may also violate copyright, trademark, and other laws.
The above logo, as well as the Mahana word mark, and all related names, logos, product and service names, designs, tag-lines, and slogans are the trademarks of Mahana Therapeutics, Inc. You must not use these without the prior written permission of Mahana.
To the extent our Websites, Mahana Direct, Mobile Apps or related services enable you to send or receive text messages, the standard text messaging rates or other carrier charges may apply.
We will not be liable for any loss or damage caused by:
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL MAHANA, ITS AFFILIATES, OR ITS OR THEIR RESPECTIVE DIRECTORS, OFFICERS, OWNERS, EMPLOYEES, CONTRACTORS, REPRESENTATIVES, CONSULTANTS, AGENTS, SUPPLIERS, OR LICENSORS (TOGETHER, “MAHANA PARTIES”) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL LOSS OR DAMAGE, OR ANY OTHER SIMILAR LOSS OR DAMAGE OF ANY KIND, ARISING OUT OF OR IN CONNECTION WITH ANY PRODUCTS, SERVICES, OR THE SITE OR YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE SITE, WHETHER THE CLAIM IS BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, WARRANTY, OR OTHERWISE, AND EVEN IF A MAHANA PARTY HAS EXPRESS KNOWLEDGE OF THE POSSIBILITY OF THE LOSS OR DAMAGE. THIS LIMITATION ON LIABILITY APPLIES TO, BUT IS NOT LIMITED TO, THE TRANSMISSION OF ANY DISABLING DEVICE OR VIRUS THAT MAY INFECT YOUR DEVICES OR OTHER EQUIPMENT, FAILURE OF MECHANICAL OR ELECTRICAL EQUIPMENT OR COMMUNICATION LINES, TELEPHONE OR OTHER INTERCONNECT PROBLEMS (E.G., YOU CANNOT ACCESS YOUR INTERNET SERVICE PROVIDER), UNAUTHORIZED ACCESS, THEFT, LOSS OF PROFITS, BUSINESS, OR DATA, PERSONAL INJURY, PROPERTY DAMAGE, OPERATOR ERRORS, STRIKES OR OTHER LABOR PROBLEMS OR ANY ACT OF GOD.
WE DISCLAIM ANY LIABILITY RELATED TO AND YOU HEREBY WAIVE ANY CLAIMS AGAINST US RELATED TO THE PROVISION OF MEDICAL ADVICE OR TREATMENT. WE DO NOT PROVIDE MEDICAL ADVICE OR TREATMENT. AND THIS SITE IS NOT INTENDED TO REPLACE THE PROFESSIONAL JUDGMENT OR DECISION MAKING OF A DOCTOR.
YOUR SOLE AND EXCLUSIVE REMEDY RELATED TO THESE TERMS AND CONDITIONS, THE SITE, OR YOUR RELATIONSHIP OR TRANSACTIONS WITH THE MAHANA PARTIES, IS TO RETURN ANY DEFECTIVE PRODUCTS OR SERVICES FOR A REFUND, OR TO PURSUE ANY DIRECT DAMAGES YOU MAY HAVE INCURRED. HOWEVER, WITHOUT LIMITING THE FOREGOING, IN NO EVENT WILL THE MAHANA PARTIES’ LIABILITY (INDIVIDUALLY AND/OR IN THE AGGREGATE) TO YOU EXCEED THE PURCHASE PRICE OF THE PARTICULAR PRODUCT OR SERVICE YOU PAID WHERE YOUR CLAIM RELATES TO THE PERFORMANCE OF, OR MAHANA’S FAILURE TO PROVIDE, ANY PRODUCT OR SERVICE, OR ONE HUNDRED DOLLARS ($100) IN THE AGGREGATE FOR ANY OTHER CLAIM. THE FOREGOING LIMITATION ON REMEDIES SHALL APPLY EVEN IF THIS REMEDY FAILS OF ITS ESSENTIAL PURPOSE AND REGARDLESS OF THE CAUSE OF ACTION OR TYPE OF CLAIM.
NOTWITHSTANDING THE FOREGOING, NOTHING IN THESE TERMS SHALL LIMIT OR EXCLUDE OUR LIABILITY FOR ANY CLAIM OR DAMAGE THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
If you violate these Terms of Use or have any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees due to your misuse of our Websites, Mahana Direct, Mobile Apps, contributions of information, Content, or digital health platform, you agree to defend, indemnify and hold harmless Mahana, its affiliates, licensors and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns.
All matters relating to our Websites, Mahana Direct, Mobile Apps and these Terms of Use, and any dispute or claim arising therefrom or related thereto (in each case, including non- contractual disputes or claims), shall be governed by and construed in accordance with the laws of Delaware without giving effect to any choice or conflict of law provision or rule (whether of the State of Delaware or any other jurisdiction). Regardless of the foregoing, federal law may apply where applicable and as is available based on claims.
No waiver by Mahana of any term or condition set forth in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure by Mahana to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.
If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provision of the Terms of Use will continue in full force and effect.
Arbitration Agreement; Class Waiver; Waiver of Trial by Jury. Please read the following paragraphs carefully because they require you to arbitrate disputes with Mahana and limit the manner in which you can seek relief from us.
a. Applicability of Arbitration Agreement.
i. Any dispute, claim or controversy arising out of or relating to these Terms of Use or the breach, termination, enforcement, interpretation or validity hereof, including the determination of the scope or applicability of these Terms of Use to arbitrate (hereinafter, collectively, the “Dispute”), which cannot be resolved informally, shall be resolved by binding arbitration on an individual basis under the terms set forth below (the “Arbitration Agreement”). Notwithstanding the foregoing, in the event of any actual, alleged or threatened violation of confidentiality or violation of the Mahana’s intellectual property or other proprietary rights, Mahana may immediately resort to court proceedings in a court of competent jurisdiction as set forth above in order to seek immediate injunctive relief without posting of a bond, proof of damages or other similar requirement. The institution of any action for injunctive relief shall not constitute a waiver of the right or obligation of any party to submit any claim seeking relief other than injunctive relief to arbitration.
ii. This Arbitration Agreement applies to you and Mahana and to any of our subsidiaries, affiliates, agents, employees, predecessors in interest, successors in interest, and assigns, as well as all authorized or unauthorized users or beneficiaries of the Websites, Mahana Direct, or Mobile Apps, provided under the Terms of Use.
b. Arbitrator. The arbitration proceeding will be administered by the American Arbitration Association (“AAA”) before an arbitrator selected pursuant to the AAA rules. The decision of the arbitrator will be final and binding. Any final award or judgment may be filed and enforced in any court of competent jurisdiction. The parties shall share equally in the costs assessed for the arbitration, and each party shall bear its own attorneys’ fees and costs. Any arbitration proceeding may not be consolidated or joined with any other proceeding and will not proceed as a class action. The parties understand that they would have had a right or opportunity to litigate disputes through a court, to have a judge or jury decide their case, and to participate in a class action or other proceeding involving multiple claimants, but they instead choose and agree to have all disputes as set forth herein decided through individual arbitration.
c. Place. The place of arbitration shall be in San Francisco, California, unless otherwise agreed to in writing by all parties to the arbitration. The parties acknowledge that this Arbitration Agreement evidences a transaction involving interstate commerce, and the Federal Arbitration Act, 9 U.S.C. Sections 1–16, shall govern the interpretation, enforcement and proceedings pursuant to this Arbitration Agreement. The parties expressly agree that any and all actions taken under the Arbitration Agreement and related provisions, including but not limited to all filings, orders, judgments, and awards made in any arbitration proceeding, are confidential and may not be disclosed to any third party,
d. Survival. This Arbitration Agreement provision will survive the termination of these Terms of Use.
e. Time Limitation on Claims. The parties agree that they must initiate arbitration within one (1) year after any Dispute arose; otherwise, the Dispute is permanently barred.
Requires a stable internet connection.
Our Websites, Mahana Direct and Mobile Apps are managed by Mahana Therapeutics Inc., 6110 E Colfax Ave #4 - 154, Denver, CO 80220. Please direct all feedback, requests for technical help, and other communications about our Websites, Mahana Direct and/or Mobile Apps to: mahanacare@mahana.com. And again, we take your privacy and security seriously.
Please consult Mahana’s Privacy Policy for details.
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