Terms of Service

Last Updated: 26 January 2026

“Osara Health” is the trading name of CancerAid Pty Ltd (ABN 75 607 610 257) and its subsidiaries, including Osara Health, Inc. and Osara Health Canada Inc (“we”, “us”, “our”).

Welcome, and thank you for your interest in Osara Health and our website at www.osarahealth.com, along with our related websites, mobile or other downloadable applications, and other services provided by us.

Our services include:

(together, the “Service” or our “Services”).

These Terms of Service are a legally binding contract between you and Osara Health Inc. (if you are accessing or using our services in the United States), between you and Osara Health Canada Inc. (if you are accessing our services in Canada), or between you and CancerAid Pty Ltd (if you are accessing or using our services in Australia or New Zealand) regarding your use of the Service.

PLEASE READ THE FOLLOWING TERMS CAREFULLY:

BY CLICKING “I ACCEPT”, OR BY DOWNLOADING, INSTALLING, OR OTHERWISE ACCESSING OR USING THE SERVICE, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO YOUR USE OF THE SERVICE, YOU AGREE TO BE BOUND BY, THE FOLLOWING TERMS AND CONDITIONS, INCLUDING OSARA HEALTH’s PRIVACY POLICY (TOGETHER, THESE “TERMS”). IF YOU ARE NOT ELIGIBLE, OR DO NOT AGREE TO THE TERMS, THEN YOU DO NOT HAVE OUR PERMISSION TO USE THE SERVICE. YOUR USE OF THE SERVICE, AND OSARA HEALTH’s PROVISION OF THE SERVICE TO YOU, CONSTITUTES AN AGREEMENT BY OSARA HEALTH AND BY YOU TO BE BOUND BY THESE TERMS.

IF YOU HAVE ENROLLED IN AN OSARA HEALTH PROGRAM YOU AGREE TO RECEIVE TEXTS, CALLS, EMAILS, AND OTHER FORMS OF COMMUNICATION FROM US OR THIRD PARTIES WE WORK WITH AT THE PHONE NUMBER YOU PROVIDE TO US. THESE COMMUNICATIONS MAY INCLUDE GENERAL INFORMATION ABOUT CANCER, BUT DOES NOT INCLUDE MEDICAL ADVICE. YOU UNDERSTAND AND AGREE THAT THESE COMMUNICATIONS, IN PARTICULAR TEXTS AND CALLS, MAY BE CONSIDERED TELEMARKETING UNDER APPLICABLE LAW, THEY MAY BE SENT USING AN AUTOMATIC TELEPHONE DIALING SYSTEM OR OTHER AUTOMATED TECHNOLOGY, AND YOUR CONSENT IS NOT A CONDITION OF ANY PURCHASE.

ARBITRATION NOTICE FOR US USERS. If you are accessing or using the Services in the United States: For certain kinds of disputes described in Section 16, you agree that disputes arising under these Terms will be resolved by binding, individual arbitration, and BY ACCEPTING THESE TERMS, YOU AND OSARA HEALTH ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING.

Regulatory disclaimers

WE DO NOT PROVIDE MEDICAL ADVICE. The Cancer Information made available by Osara Health via the Services is not a substitute for any professional medical advice. Our Cancer Information is provided solely for informational purposes. If you have any questions regarding your health or a medical condition, including whether a product or solution is appropriate for you, you should always seek the advice of your physician or other qualified healthcare professional.

No Doctor-Patient Relationship. USE OF THE OSARA HEALTH APP OR ANY OTHER SERVICES DOES NOT CREATE A DOCTOR OR CLINICIAN/PHYSICIAN-PATIENT RELATIONSHIP. No information provided through Osara Health’s Services is intended to be used for medical diagnosis or treatment. You acknowledge and agree that none of the information provided through Osara Health’s Services has the ability to diagnose, prescribe, or perform any tasks that constitute the practice of medicine or any other regulated health profession, including but not limited to allied health professions such as physical therapy, occupational therapy, dietetics, nutrition, or mental health counselling. IN THE CASE OF A HEALTH EMERGENCY, SEEK IMMEDIATE ASSISTANCE FROM A HEALTHCARE PROFESSIONAL. YOU SHOULD NEVER DELAY OBTAINING MEDICAL ADVICE OR DISREGARD ANY MEDICAL ADVICE BECAUSE OF SOMETHING YOU HAVE OR HAVE NOT READ.

You should not rely on any general information provided through Osara Health’s Services as professional medical advice. Osara Health does not recommend or endorse any products, services, solutions, procedures, opinions, treatments, or information that may be provided through Osara Health’s Services.

While we attempt to keep all the information provided through Osara Health’s Services up-to-date, information can change quickly, and the information that you find through Osara Health’s Services should not be considered error-free or as a comprehensive source of all information on a particular topic. We do not warrant that any information provided, including any information based on third-party publications, is accurate, complete or useful to you. Any reliance you place on such information is strictly at your own risk. We assume no responsibility for any consequences relating directly or indirectly to any action or inaction you may take based upon the information you receive through Osara Health’s Services.

Definitions

a) Agreement means these Terms.

b) Cancer Information means general information regarding cancer, but does not include Medical Advice.

c) Carer means a user of the Osara Health App that is either authorised by a Patient to create or use the Patient’s account, or has created their own account.

d) Company or Osara Health means: Osara Health, Inc., if you are accessing or using Osara Health in the United States; Osara Health Canada Inc., if you are accessing or using Osara Health in Canada, and CancerAid Pty Ltd t/a Osara Health, if you are accessing or using Osara Health in Australia or New Zealand.

e) Fee means any fee payable by a User for access to, or use of the Osara Health App.

f) General Conditions means the Osara Health Terms of Service and Privacy Policy.

g) Health Information has the same meaning as any applicable Health Privacy Laws (but generally refers to information about the health, injury or a disability of an Individual at any time).

h) Health Privacy Laws means any applicable health privacy laws, including but not limited to, Health Records and Information Privacy Act 2002 (NSW), the Health Records Act 2001 (Vic) and the Health Records (Privacy and Access) Act 1997 (ACT), the Health Insurance Portability and Accountability Act of 1996 (HIPAA), and other applicable provincial or federal laws governing health information.

i) Patient means a user of the Osara Health App that has been diagnosed with cancer, and includes a Carer where implied by context.

j) Practitioner means (without limitation) a medical practitioner, doctor, medical specialist, physician, or other healthcare provider qualified to provide Medical Advice

k) Privacy Act means the Privacy Act 1988 (Cth), and, where applicable in Canada, the Personal Information Protection and Electronic Documents Act (PIPEDA), and any substantially similar provincial privacy legislation, as amended or replaced from time to time.

l) Privacy Policy means Osara Health’s privacy policy as updated from time-to-time, which can be found at /privacy-policy/en/latest/

m) Record means the features of the Osara Health App that allows the User to record upload content to the Individual’s Health Information

n) Research Data means any User Content that has been de-identified and which is no longer capable of identifying, directly, the User that supplied it, or other User that is the subject of that data.

o) Third Party means any person that is not a User.

p) Type means a type of cancer that a Patient may be diagnosed with.

q) United States means the United States of America, its territories and possessions, any State of the United States, and the District of Columbia.

r) User or You/Your means any Patient, Carer, or person that uses the Osara Health App.

s) User Content means data that is uploaded or input into the Osara Health App by the User

1) Osara Health Service Overview.

Osara Health’s Services provide general information, but not medical advice (“Cancer Information”). The Service may allow you to create and update your health information and electronic health record; record and track your symptoms, nutrition, exercises, and experiences in an electronic journal entry.

2) Eligibility.

You must be at least 18 years old to use the Service. By agreeing to these Terms, you represent and warrant to us that: (a) you are at least 18 years old; (b) you have not previously been suspended or removed from the Service; and (c) your registration and your use of the Service is in compliance with any and all applicable laws and regulations. If you are an entity, organization, or company, the individual accepting these Terms on your behalf represents and warrants that they have authority to bind you to these Terms and you agree to be bound by these Terms.

3) Accounts and Registration.

To access some of our Services, you may need to register for an account. When you register for an account, you may be required to provide us with some information about yourself, such as your name, email address, or other contact information. You agree that the information you provide to us is accurate, complete, and not misleading, and that you will keep it accurate and up to date at all times. When you register, you will be asked to create a password. You are solely responsible for maintaining the confidentiality of your account and password, and you accept responsibility for all activities that occur under your account. If you believe that your account is no longer secure, then you should immediately notify us at contact@osarahealth.com. The Company may set any registration requirements in its absolute discretion.

3.1) Registering for the Osara Health App

a) The Osara Health App may enable Patients and Carers to:

  i) Access Cancer Information;

  ii) Record and track their experience, including recording and tracking:

    1) Symptoms;

    2) Nutrition;

    3) Exercise;

    4) Goals;

    5) Personal experiences.

  iii) Upload and edit the Patient’s Health Information; and

  iv) Use such other features as the Company may allow from time-to-time.

b) You represent and warrant that you are over 18 years of age.

c) The Patient and/or Carer agrees and accepts that:

  i) The Patient uses the Osara Health App at their own risk. To the extent permitted by law, under no circumstance will Osara Health be liable for any injury, illness, malpractice or death resulting from the use of the Osara Health App, unless caused by Osara Health’s negligence or wilful misconduct. It is the Patient’s responsibility to use the Osara Health App responsibly, and in accordance with any instructions from the Patient’s Practitioner.

  ii) Except where prohibited under applicable laws, the Patient indemnifies Osara Health against all costs, claims damages and expenses for any injury or damage caused to the person or property of a Third Party as a result of the Patient’s use of the Osara Health App, despite the foregoing, if the Patient is an individual who is a consumer residing in the province of Quebec, this indemnification obligation applies only if the injury or damage results of the Patient’s breach of these Terms;

  iii) For Australian, New Zealand and US participants, Osara Health may be hosted on servers located in Australia by Amazon Web Services operated by Amazon Web Services Inc. Osara Health may also use servers located outside of Australia using third party service providers. For Canada participants, Osara Health is hosted on servers located in Canada by Amazon Web Services operated by Amazon Web Services Inc. Such services may host or transmit a Patient’s Health Information.

3.2) Electronic Transactions

  1. The User agrees that when it provides any consent, authority or agreement through the Osara Health App it does so as an electronic transaction and warrants that such transaction shall be binding on the party.
  2. The User agrees that any request for a consent, authority or agreement it sends to other Users through the Osara Health App as an electronic transaction shall be sent directly from its email address

3.3) Verification

  1. The User is solely responsible for verifying the identity of a signatory to any electronic transaction it is a party to.
  2. The Company does not guarantee the validity of any electronic transaction.

4) Licenses

4.1) Limited License. Subject to your complete and ongoing compliance with these Terms, Osara Health grants you, solely for your personal, non-commercial use, a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to: (a) install and use one object code copy of any mobile or other downloadable application associated with the Service (whether installed by you or pre-installed on your mobile device by the device manufacturer or a wireless telephone provider) on a mobile device that you own or control; and (b) access and use the Service.

4.2) License Restrictions. Except and solely to the extent such a restriction is impermissible under applicable law, you may not: (a) reproduce, distribute, publicly display, publicly perform, or create derivative works of the Service; (b) make modifications to the Service; or (c) interfere with or circumvent any feature of the Service, including any security or access control mechanism. If you are prohibited under applicable law from using the Service, then you may not use it.

4.3) Feedback. We respect and appreciate the thoughts and comments from our users. If you choose to provide input and suggestions regarding existing functionalities, problems with or proposed modifications or improvements to the Service (“Feedback”), then you hereby grant Osara Health an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right and license to exploit the Feedback in any manner and for any purpose, including to improve the Service and create other products and services. We will have no obligation to provide you with attribution for any Feedback you provide to us.

5) Ownership; Proprietary Rights.

The Service is owned and operated by Osara Health. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Service provided by Osara Health (“Materials”) are protected by intellectual property and other laws. All Materials included in the Service are the property of Osara Health or its third-party licensors. Except as expressly authorized by Osara Health, you may not make use of the Materials. There are no implied licenses in these Terms and Osara Health reserves all rights to the Materials not granted expressly in these Terms.

6) Third-Party Terms

6.1) Third-Party Services and Linked Websites. Osara Health may provide tools through the Service that enable you to export information, including User Content, to third-party services, including through features that allow you to link your account on the Service with an account on the third-party service, such as Twitter, Facebook, Instagram, and Institutions, or through our implementation of third-party buttons (such as “like” or “share” buttons). By using one of these tools, you hereby authorize Osara Health to transfer that information to the applicable third-party service. Third-party services are not under Osara Health’s control, and, to the fullest extent permitted by law, Osara Health is not responsible for any third-party service’s use of your exported information. The Service may also contain links to third-party websites. Linked websites are not under Osara Health’s control, and Osara Health is not responsible for their content. Please be sure to review the terms of use and privacy policy of any third-party services before you share any User Content or information with such third-party services. Once sharing occurs, Osara Health will have no control over the information that has been shared.

  a) By using the Osara Health website, you acknowledge and agree that your visitor interactions may be analyzed for business insights. Specifically, we employ ZoomInfo’s WebSights analytics tool to review how organizations engage with our site. This analysis is limited to non-personal, firmographic data – such as the name and industry of the company visiting, pages visited, and similar organizational metrics – and does not include any personal data about individual users. The insights we gain (e.g. understanding which companies are interested in our services) help us improve and tailor our offerings. Osara Health will ensure that any such analytics activities are performed in accordance with our Privacy Policy and in compliance with all applicable data protection laws and regulations. We are committed to safeguarding user privacy; thus, any data analysis for business insights will exclude personal identifiers and will adhere to relevant privacy obligations. If you have questions about our analytics practices, please refer to our Privacy Policy or contact us for more information.

6.2) Third-Party Software. The Service may include or incorporate third-party software components that are generally available free of charge under licenses granting recipients broad rights to copy, modify, and distribute those components (“Third-Party Components”). Although the Service is provided to you subject to these Terms, nothing in these Terms prevents, restricts, or is intended to prevent or restrict you from obtaining Third-Party Components under the applicable third-party licenses or to limit your use of Third-Party Components under those third-party licenses.

7) User Content

7.1) User Content Generally. Certain features of the Service may permit users to submit, upload, publish, broadcast, or otherwise transmit (“Post”) content to the Service, including Cancer Information, personal information, health information, electronic health records, journal entries, appointment information, questions, answers, communications with other users, messages, reviews, photos, video or audio (including sound or voice recordings and musical recordings embodied in the video or audio), images, folders, data, text, and any other works of authorship or other works (“User Content”). You retain any copyright and other proprietary rights that you may hold in the User Content that you Post to the Service, subject to the licenses granted in these Terms. If you have questions about our processing of the User Content, please refer to our Privacy Policy or contact us for more information.

7.2) Limited License Grant to Osara Health. By Posting User Content to or via the Service, you grant Osara Health a worldwide, non-exclusive, royalty-free, fully paid right and license (with the right to sublicense through multiple tiers) to host, store, transfer, publicly display, publicly perform (including by means of a digital audio transmission), communicate to the public, reproduce, modify for the purpose of formatting for display, create derivative works as authorized in these Terms, and distribute your User Content, in whole or in part, in any media formats and through any media channels, in each instance whether now known or hereafter developed (consistent with your privacy and application settings). In addition to the foregoing right and license, you give us the permission to use your User Content (including any personal information and health information) to create de-identified data, and to share such de-identified data with other organizations for any legal purpose, including supporting cancer research and cancer studies. The licenses to User Content granted by you in this Agreement will terminate within a commercially reasonable time after you remove or delete your User Content from the Service, except that you grant Osara Health and our successors and Affiliates the irrevocable and perpetual license to retain and use, but not publicly display or distribute, server or archival copies of all User Content that you have removed or deleted to the extent permitted by applicable law. All of the rights you grant in these Terms are provided on a through-to-the-audience basis, meaning: the owners or operators of external services; Carers; Champions; Institutions; medical and healthcare practitioners and providers; hospitals; and other cancer support and research organizations, will not have any separate liability to you or any other third party for User Content Posted or otherwise used on external services via the Service (consistent with your privacy and application settings). You agree to pay all monies owing to any person or entity resulting from Posting your User Content and from Osara Health’s exercise of the license set forth in this Section.

7.3) Specific Rules for Photographs and Images. If you Post a photograph or image to the Service that includes one or more persons, you hereby grant such persons and their administrators, guardians, heirs, and trustees, if any, an irrevocable, perpetual, royalty free, fully paid-up, worldwide license to reproduce, distribute, and publicly display that photograph for personal use and through any online platform or service, including the Service, Facebook, Instagram, and Twitter, but not to promote any third-party product, good, or service. The license contained in this Section does not permit the subject of any photo or their administrators, guardians, heirs, or trustees to sell that image or photograph, whether on a standalone basis or as embodied in any product.

7.4) You Must Have Rights to the Content You Post; User Content Representations and Warranties. You must not Post User Content if you are not the owner of or are not fully authorized to grant rights in all of the elements of that User Content, including in all personal information, health information, electronic health records, journal entries, ambient music and underlying musical works embodied in any sound recording. Put another way, you must keep confidential and not Post or otherwise disclose another user’s personal information, health information, electronic health records, journal entries, study participation, questions, answers, messages, communications, or other User Content of such other user, unless you have received such other user’s explicit authorization to do so. Osara Health disclaims any and all liability in connection with User Content. You are solely responsible for your User Content and the consequences of providing User Content via the Service. By providing User Content via the Service, you affirm, represent, and warrant to us that:

7.5) User Content Disclaimer. We are under no obligation to edit or control User Content that you or other users Post and will not be in any way responsible or liable for User Content. Osara Health may, however, at any time and without prior notice, screen, remove, edit, or block any User Content that in our sole judgment violates these Terms, is alleged to violate the rights of third parties, or is otherwise objectionable. You understand that, when using the Service, you will be exposed to User Content from a variety of sources and acknowledge that User Content may be inaccurate, offensive, indecent, or objectionable. You agree to waive, and do waive, any legal or equitable right or remedy you have or may have against Osara Health with respect to User Content. If notified by a user or content owner that User Content allegedly does not conform to these Terms, we may investigate the allegation and determine in our sole discretion whether to remove the User Content, which we reserve the right to do at any time and without notice. For clarity, Osara Health does not permit infringing activities on the Service.

7.6) Monitoring Content. Osara Health does not control and does not have any obligation to monitor: (a) User Content; (b) any content made available by third parties; or (c) the use of the Service by its users. You acknowledge and agree that Osara Health reserves the right to, and may from time to time, monitor any and all information transmitted or received through the Service for operational and other purposes. If at any time Osara Health chooses to monitor the content, then Osara Health still assumes no responsibility or liability for content or any loss or damage incurred as a result of the use of content. During monitoring, information may be examined, recorded, copied, and used in accordance with our Privacy Policy (defined below). Osara Health may block, filter, mute, remove or disable access to any User Content uploaded to or transmitted through the Service without any liability to the user who Posted such User Content to the Service or to any other users of the Service.

7.7) Use of User Content. You acknowledge that any User Content, Personal Information or Health Information that you provide to Osara Health or upload into the Osara Health App may be de-identified by Company and aggregated for the purpose of sharing insights with Osara Health’s customers, for improving Osara Health, or for conducting research studies.

8) Communications

8.1) Text Messaging & Phone Calls. You agree that Osara Health and those acting on our behalf may call and send you text (SMS) messages at the phone number you provide us. These calls and messages may include operational calls or messages about your use of the Service. Calls and text messages may be made or sent using an automatic telephone dialing system. Standard data and message rates may apply whenever you send or receive such calls or messages, as specified by your carrier. IF YOU WISH TO OPT OUT OF MARKETING CALLS AND TEXT MESSAGES FROM OSARA HEALTH, YOU CAN EMAIL CONTACT@OSARAHEALTH.COM OR TEXT THE WORD “STOP” TO THE NUMBER FROM WHICH YOU ARE RECEIVING THE MESSAGES. IF YOU WISH TO OPT OUT OF ALL CALLS AND TEXT MESSAGES FROM OSARA HEALTH, YOU CAN EMAIL SUPPORT@OSARAHEALTH.COM OR TEXT THE WORD “STOPALL” TO THE NUMBER FROM WHICH YOU ARE RECEIVING THE MESSAGES, HOWEVER YOU ACKNOWLEDGE THAT OPTING OUT OF RECEIVING ALL MESSAGES MAY IMPACT YOUR USE OF THE SERVICE. You may continue to receive calls and text messages for a short period while we process your request, including a message confirming the receipt of your opt-out request. Your agreement to receive marketing calls and texts is not a condition of any purchase on or use of the Service.

8.2) Recordings. We may record sessions provided as part of the Service that are held via telephone or online for quality assurance, training and internal business purposes. Before recording a session, we will let you know that we intend to record it. If you do not want us to record a session, please let us know before the session gets underway.

8.3) Push Notifications. When you install our app on your mobile device, you agree to receive push notifications, which are messages an app sends you on your mobile device when you are not in the app. You can turn off notifications by visiting your mobile device’s “settings” page.

8.4) Email. We may send you emails concerning our products and services, as well as those of third parties. You may opt out of promotional emails by following the unsubscribe instructions in the promotional email itself.

9) Prohibited Conduct. BY USING THE SERVICE, YOU AGREE NOT TO:

9.1) use the Service for any illegal purpose or in violation of any local, state, national, or international law;

9.2) harass, threaten, demean, embarrass, bully, or otherwise harm any other user of the Service;

9.3) violate, encourage others to violate, or provide instructions on how to violate, any right of a third party, including by infringing or misappropriating any third-party intellectual property right;

9.4) access, search, or otherwise use any portion of the Service through the use of any engine, software, tool, agent, device, or mechanism (including spiders, robots, crawlers, and data mining tools) other than the software or search agents provided by Osara Health;

9.5) interfere with security-related features of the Service, including by: (i) disabling or circumventing features that prevent or limit use, printing or copying of any content; or (ii) reverse engineering or otherwise attempting to discover the source code of any portion of the Service except to the extent that the activity is expressly permitted by applicable law;

9.6) interfere with the operation of the Service or any user’s enjoyment of the Service, including by: (i) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (ii) making any unsolicited offer or advertisement to another user of the Service; (iii) collecting personal information about another user or third party without consent; or (iv) interfering with or disrupting any network, equipment, or server connected to or used to provide the Service;

9.7) perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation or identity, accessing any other Service account without permission, or falsifying your age or date of birth;

9.8) sell or otherwise transfer the access granted under these Terms or any Materials (as defined in Section 5) or any right or ability to view, access, or use any Materials; or

9.9) attempt to do any of the acts described in this Section 9 or assist or permit any person in engaging in any of the acts described in this Section 9.

10) Intellectual Property Rights Protection

10.1) Respect of Third Party Rights. Osara Health respects the intellectual property rights of others, takes the protection of intellectual property rights very seriously, and asks users of the Service to do the same. Infringing activity will not be tolerated on or through the Service.

10.2) DMCA Notification. We comply with the provisions of the Digital Millennium Copyright Act applicable to Internet service providers (17 U.S.C. § 512, as amended). If you have an intellectual property rights-related complaint about any material on the Service, you may contact our Designated Agent at the following address:

10.3) Procedure for Reporting Claimed Infringement. If you believe that any content made available on or through the Service has been used or exploited in a manner that infringes an intellectual property right you own or control, then please promptly send a written “Notification of Claimed Infringement” to the Designated Agent identified above containing the following information:

Your Notification of Claimed Infringement may be shared by Osara Health with the user alleged to have infringed a right you own or control as well as with the operators of publicly available databases that track notifications of claimed infringement, and you consent to Osara Health making such disclosures. You should consult with your own lawyer or see 17 U.S.C. § 512 to confirm your obligations to provide a valid notice of claimed infringement.

10.4) Repeat Infringers. Osara Health’s policy is to: (a) remove or disable access to material that Osara Health believes in good faith, upon notice from an intellectual property rights owner or authorized agent, is infringing the intellectual property rights of a third party by being made available through the Service; and (b) in appropriate circumstances, to terminate the accounts of and block access to the Service by any user who repeatedly or egregiously infringes other people’s copyright or other intellectual property rights. Osara Health will terminate the accounts of users that are determined by Osara Health to be repeat infringers. Osara Health reserves the right, however, to suspend or terminate accounts of users in our sole discretion.

10.5) Counter Notification. If you receive a notification from Osara Health that material made available by you on or through the Service has been the subject of a Notification of Claimed Infringement, then you will have the right to provide Osara Health with what is called a “Counter Notification.” To be effective, a Counter Notification must be in writing, provided to Osara Health’s Designated Agent through one of the methods identified in Section 10.2, and include substantially the following information:

A party submitting a Counter Notification should consult a lawyer or see 17 U.S.C. § 512 to confirm the party’s obligations to provide a valid counter notification under the Copyright Act.

10.6) Reposting of Content Subject to a Counter Notification. If you submit a Counter Notification to Osara Health in response to a Notification of Claimed Infringement, then Osara Health will promptly provide the person who provided the Notification of Claimed Infringement with a copy of your Counter Notification and inform that person that Osara Health will replace the removed User Content or cease disabling access to it in 10 business days, and Osara Health will replace the removed User Content and cease disabling access to it not less than 10, nor more than 14, business days following receipt of the Counter Notification, unless Osara Health’s Designated Agent receives notice from the party that submitted the Notification of Claimed Infringement that such person has filed an action seeking a court order to restrain the user from engaging in infringing activity relating to the material on Osara Health’s system or network.

10.7) False Notifications of Claimed Infringement or Counter Notifications. The Copyright Act provides at 17 U.S.C. § 512(f) that: “[a]ny person who knowingly materially misrepresents under [Section 512 of the Copyright Act (17 U.S.C. § 512)] (1) that material or activity is infringing, or (2) that material or activity was removed or disabled by mistake or misidentification, will be liable for any damages, including costs and attorneys’ fees, incurred by the alleged infringer, by any copyright owner or copyright owner’s authorized licensee, or by a service provider, who is injured by such misrepresentation, as the result of Osara Health relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing, or in replacing the removed material or ceasing to disable access to it.” Osara Health reserves the right to seek damages from any party that submits a Notification of Claimed Infringement or Counter Notification in violation of the law.

11) Modification of Terms.

11.1) We may, from time to time, change these Terms. Please check these Terms periodically for changes. Revisions will be effective immediately except that, for existing users, material revisions will be effective 30 days after posting or notice to you of the revisions unless otherwise stated. We may require that you accept modified Terms in order to continue to use the Service. If you do not agree to the modified Terms, then you should remove your User Content and discontinue your use of the Service. Except as expressly permitted in this Section 11, these Terms may be amended only by a written agreement signed by authorized representatives of the parties to these Terms. Despite the foregoing, if you are an individual who is a consumer residing in the province of Quebec, we may amend these Terms only as follows: (1) if you agree to the amendment, or (2) by sending you a written amendment notice at least 30 days before the amendment comes into force. If we proceed by means of a notice, the notice will set out exclusively any new clauses or any amended clauses along with their former wording, the date on which the amendment will come into force, and indicate that you may refuse the amendment and terminate the contract without cost, penalty, or cancellation indemnity by notifying us to that effect no later than 30 days after the amendment comes into force, if the amendment entails an increase in your obligations or a reduction in ours.

12) Term, Termination, and Modification of the Service

12.1) Term. These Terms are effective beginning when you accept the Terms or first download, install, access, or use the Service, and ending when terminated as described in Section 12.2.

12.2) Termination. If you violate any provision of these Terms, then your authorization to access the Service and these Terms automatically terminate. In addition, Osara Health may, at its sole discretion, terminate these Terms or your account on the Service, or suspend or terminate your access to the Service, at any time for any reason or no reason, with or without notice, and without any liability to you arising from such termination. You may terminate your account and these Terms at any time contacting customer service at contact@osarahealth.com. Deleting the Osara Health App does not constitute termination of this Agreement, although the Company may terminate this Agreement in the event it determines in its reasonable discretion that the Osara Health App has been deleted and the User’s intention is to cancel or terminate their account and this Agreement. The User agrees and accepts that deletion of the Osara Health App may result in loss of data for which the Company is in no way liable.

12.3) Effect of Termination. Upon termination of these Terms: (a) your license rights will terminate and you must immediately cease all use of the Service; (b) you will no longer be authorized to access your account or the Service; (c) you must pay Osara Health any unpaid amount that was due prior to termination; and (d) all payment obligations accrued prior to termination, and Sections 4.3, 5, 7, 12.3, 13, 14, 15, 17, and 18 will survive. You are solely responsible for retaining copies of any User Content you Post to the Service since upon termination of your account, you may lose access rights to any User Content you Posted to the Service. If your account has been terminated for a breach of these Terms, then you are prohibited from creating a new account on the Service using a different name, email address or other forms of account verification.

12.4) Modification of the Service. Osara Health reserves the right to modify or discontinue all or any portion of the Service at any time (including by limiting or discontinuing certain features of the Service), temporarily or permanently, without notice to you. Osara Health will have no liability for any change to the Service, including any paid-for functionalities of the Service, or any suspension or termination of your access to or use of the Service. You should retain copies of any User Content you Post to the Service so that you have permanent copies in the event the Service is modified in such a way that you lose access to User Content you Posted to the Service. Despite the foregoing, if you are an individual consumer residing in the province of Quebec, we may only modify or discontinue all or any portion of the Service at any time in accordance with Section 11.1 of these Terms.

13) Indemnity

To the fullest extent permitted by law (and except for users who are individuals residing in the province of Quebec), you are responsible for your use of the Service and the App, and you agree to defend, indemnify, and hold harmless Osara Health, its companies, their affiliates, coaches, and their respective shareholders, directors, managers, members, officers, employees, consultants, and agents (together, the “Osara Health Entities”) from and against any and all claims brought by a third party, and any related liability, damage, loss, or expense (including reasonable attorneys’ fees and costs), arising out of or in connection with:

(a) your use of, inability to use, unauthorized use of, or misuse of the Service, the App, or any Content;

(b) any defect, error, omission, lack of functionality or suitability (including the absence of, or reduction in, any anticipated result, outcome, or benefit), inaccessibility of, interruption of, or outage affecting the App or Service, except as a result of Osara Health’s negligence;

(c) Content that is incorrect, incomplete, or out of date, except as a result of Osara Health’s negligence;

(d) any event or circumstance beyond Osara Health’s reasonable control;

(e) any interaction or dispute between you and any third party, including other users, whether in person or online;

(f) any injury, damage, or loss to any person or property;

(g) your violation or alleged violation of these Terms or any other Program Terms and Conditions, any representation, warranty, or agreement referenced in these Terms or any other Program Terms and Conditions, or any applicable law or regulation; or

(h) your violation of any third-party right, including intellectual property, confidentiality, publicity, or privacy rights.

To the maximum extent permitted by law, the Osara Health Entities and Coaches shall have no liability for the foregoing matters. Osara Health reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, without limiting your indemnification obligations, and you agree to reasonably cooperate with such defense.

14) Disclaimers; No Warranties by Osara Health

(Not applicable to individuals who are consumers residing in the province of Quebec)

14.1) THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. OSARA HEALTH DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING: (a) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (b) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. OSARA HEALTH DOES NOT WARRANT THAT THE SERVICE OR ANY PORTION OF THE SERVICE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND OSARA HEALTH DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.

14.2) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR OSARA HEALTH ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE WILL CREATE ANY WARRANTY REGARDING ANY OF THE OSARA HEALTH ENTITIES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM THE SERVICE AND YOUR DEALING WITH ANY OTHER SERVICE USER. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE SERVICE AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE) OR ANY LOSS OF DATA, INCLUDING USER CONTENT.

14.3) THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION 14 APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. Osara Health does not disclaim any warranty or other right that Osara Health is prohibited from disclaiming under applicable law.

14.4) Third Party Services.

a) The User acknowledges that the Osara Health App:

  i) Is dependent on third-party services, including but not limited to:

    1) Telecommunications services;

    2) Hosting services;

    3) Email services;

    4) Analytics services; and

    5) Banks, credit card providers, BPAY.

  ii) Provides links to third party websites containing (without limitation) Health Information.

b) The User agrees that the Company shall not be responsible or liable in any way for:

  i) Interruptions to the availability of the Osara Health App or delays in providing the Osara Health App due to third-party services; or

  ii) Information contained on any linked third party website.

15) Limitation of Liability

(Not applicable to individuals who are consumers residing in the province of Quebec)

15.1) TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE OSARA HEALTH ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY OSARA HEALTH ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.

15.2) EXCEPT AS PROVIDED IN SECTIONS 16.5 AND 16.6 AND TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE OSARA HEALTH ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF: (a) THE AMOUNT YOU HAVE PAID TO OSARA HEALTH FOR ACCESS TO AND USE OF THE SERVICE IN THE 12 MONTHS PRIOR TO THE EVENT OR CIRCUMSTANCE GIVING RISE TO THE CLAIM AND (b) US$100.

15.3) EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 15 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

15.4) If you are accessing or using the Services in Australia: Certain rights and remedies may be available under the Competition and Consumer Act 2010 (Cth) (the ACL) or similar legislation of other Australian states or territories and may not be permitted to be excluded, restricted or modified. Apart from those that cannot be excluded, we and our related entities exclude all conditions and express and implied warranties, and all material, work and Services are provided to you without warranties of any kind, either express or implied, whether in statute, at law or on any other basis. If the ACL applies to you as a consumer, nothing in this Agreement excludes your statutory rights as a consumer under the ACL. You agree that our liability for the Services and any related services provided to a consumer defined under the ACL is governed solely by the ACL and these Terms.

16) Dispute Resolution and Arbitration (applicable to you only if you are accessing or using the Services in the US)

16.1) Generally. If you are accessing or using the Services in the United States, except as described in Section 16.2 and 16.3, you and Osara Health agree that every dispute arising in connection with these Terms, the Service, or communications from us will be resolved through binding arbitration. Arbitration uses a neutral arbitrator instead of a judge or jury, is less formal than a court proceeding, may allow for more limited discovery than in court, and is subject to very limited review by courts. This agreement to arbitrate disputes includes all claims whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. Any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement will be resolved by the arbitrator.

IF YOU ARE ACCESSING OR USING THE SERVICES IN THE UNITED STATES, YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND OSARA HEALTH ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

16.2) Exceptions. If you are accessing or using the Services in the United States, although you and Osara Health are agreeing to arbitrate most disputes between you and Osara Health, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law in aid of arbitration; or (d) to file suit in a court of law to address an intellectual property infringement claim.

16.3) Opt-Out.

16.4) Arbitrator.

16.5) Commencing Arbitration.

16.6) Arbitration Proceedings.

16.7) Arbitration Relief.

16.8) No Class Actions.

16.9) Modifications to this Arbitration Provision.

16.10) Enforceability.

17) Miscellaneous

17.1) General Terms. These Terms, including the Privacy Policy and any other agreements expressly incorporated by reference into these Terms, are the entire and exclusive understanding and agreement between you and Osara Health regarding your use of the Service. You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms and all rights granted under these Terms, including with respect to your User Content, at any time without notice or consent. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of these Terms, or any provision of these Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. Use of Section headers in these Terms is for convenience only and will not have any impact on the interpretation of any provision. Throughout these Terms the use of the word “including” means “including but not limited to.” If any part of these Terms is held to be invalid or unenforceable, then the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect.

17.2) Governing Law. These Terms are governed by the laws of: (i) New South Wales, Australia, if you are accessing or using the Services in Australia, (ii) the State of Delaware, if you are accessing or using the Services in the United States, (iii) New Zealand, if you are accessing or using the Services in New Zealand, and (iv) Ontario, if you are accessing or using the Services in Canada, outside of Quebec, in each case (i)-(iv) without regard to conflict of law principles. You and Osara Health submit to the personal and exclusive jurisdiction of the courts located within: (v) New South Wales, Australia, if you are accessing or using the Services in Australia, (vi) the State of Delaware, if you are accessing or using the Services in the United States, (vii) New Zealand, if you are accessing or using the Services in New Zealand, (viii) Ontario, if you are accessing or using the services in Canada, outside of Quebec in each case (v)-(viii) for resolution of any lawsuit or court proceeding permitted under these Terms. We operate the Service from our offices in Australia, and we make no representation that Materials included in the Service are appropriate or available for use in other locations. Despite the foregoing, if you are an individual who is a consumer residing in the province of Quebec, these Terms are governed by the laws of the province of Quebec, if you are accessing or using the Services in the province of Quebec.

17.3) Privacy Policy. Please read the Osara Health Privacy Policy (the “Privacy Policy”) carefully for information relating to our collection, use, storage, and disclosure of your personal information. The Osara Health Privacy Policy is incorporated by this reference into, and made a part of, these Terms.

17.4) Additional Terms. Your use of the Service is subject to all additional terms, policies, rules, or guidelines applicable to the Service or certain features of the Service that we may post on or link to from the Service (the “Additional Terms”). All Additional Terms are incorporated by this reference into, and made a part of, these Terms.

17.5) Consent to Electronic Communications. By using the Service, you consent to receiving certain electronic communications from us as further described in our Privacy Policy. Please read our Privacy Policy to learn more about our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.

17.6) Contact Information.

17.7) Notice to California Residents. If you are a California resident, then under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at +1-800-952-5210 in order to resolve a complaint regarding the Service or to receive further information regarding use of the Service.

17.8) No Support. We are under no obligation to provide support for the Service. In instances where we may offer support, the support will be subject to published policies.

17.9) International Use. The Service is intended for users located within the United States, Canada, Australia and New Zealand. We make no representation that the Service is appropriate or available for use outside of these countries. Access to the Service from countries or territories or by individuals where such access is illegal is prohibited.

18) Notice Regarding Apple.

This Section 18 only applies to the extent you are using our mobile application on an iOS device. You acknowledge that these Terms are between you and Osara Health only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service or the content of it. Apple has no obligation to furnish any maintenance and support services with respect to the Service. If the Service fails to conform to any applicable warranty, you may notify Apple, and Apple will refund any applicable purchase price for the mobile application to you. To the maximum extent permitted by applicable law, Apple has no other warranty obligation with respect to the Service. Apple is not responsible for addressing any claims by you or any third party relating to the Service or your possession and/or use of the Service, including: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; or (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement, and discharge of any third-party claim that the Service and/or your possession and use of the Service infringe a third party’s intellectual property rights. You agree to comply with any applicable third-party terms when using the Service. Apple and Apple’s subsidiaries are third-party beneficiaries of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary of these Terms. You hereby represent and warrant that: (a) you are not located in a country that is subject to a U.S. Government embargo or that has been designated by the U.S. Government as a “terrorist supporting” country; and (b) you are not listed on any U.S. Government list of prohibited or restricted parties.