Last updated: July 31, 2016
Thank you for using Klara. Through www.klara.com (the “Site”), Klara Technologies, Inc. ("Klara", “We,” “Us" or “Our”) is dedicated to helping you easily connect with a board-certified physician, physician assistant, nurse, pharmacist, healthcare provider, or associated care team to assist with your care (together with the Site, the “Services”) through the use of the Klara portal of Klara’s website located at www.klara.com (the "Portal").
Your Use of Service
In order to access or use the Service, you may be required to provide current, accurate, identification, contact and other information, including images and past medical history. You are responsible for maintaining the accuracy and completeness of this information. You hereby certify that the information you provide is, to best of your knowledge, true and accurate. Neither Klara nor its providers shall have any liability for a diagnosis or opinion offered based on inaccurate information that you provide through the Site. Your use of the Service is not intended in any way to be a substitute for an in-person visit with a physician or other qualified health care provider.
You are also responsible for maintaining the confidentiality of your username and password. We encourage you to use “strong” passwords (passwords that use a combination of upper and lower case letters, numbers and symbols) with your account. You will be fully responsible for all activities that occur under your account, including activities of others to whom you have provided your username or password so please notify Klara immediately of any unauthorized use of your account or any other breach of security.
You must be 18 years of age to use this Service. If you are under 18 years of age, an appropriate legal guardian must act on your behalf for you to use this Service.
Description of Klara Services
Klara is messaging service that acts as a gateway portal to facilitate the exchange of health information between physician and patient, and among physicians and other medical service providers, including without limitation pharmacies, health care facilities, and medical staff within a facility or practice. Klara is not a medical provider or telehealth service as such terms may be defined under state or federal laws. KLARA DOES NOT PROVIDE MEDICAL ADVICE. DO NOT USE THE SITE FOR EMERGENCY MEDICAL NEEDS. IF YOU THINK YOU ARE HAVING A MEDICAL EMERGENCY, CALL 911 OR EMERGENCY MEDICAL SERVICES. The information on the Site provided by Klara does not constitute medical advice of any kind and it is not intended to be, and should not be, used to diagnose or identify treatment for a medical or mental health condition. Nothing on the Site should be construed as an attempt to offer or render a medical or mental health opinion or otherwise engage in the practice of medicine by Klara.
KLARA DOES NOT RECOMMEND, REFER, ENDORSE, VERIFY, EVALUATE OR GUARANTEE ANY ADVICE, INFORMATION, TREATMENT, INSTITUTION, PRODUCT, HEALTHCARE PROVIDER, OPINION OR OTHER INFORMATION OR SERVICES PROVIDED BY ANY PROVIDER USING THE SITE, AND NOTHING SHALL BE CONSIDERED AS A REFERRAL, ENDORSEMENT, RECOMMENDATION OR GUARANTEE OF ANY PROVIDER. KLARA DOES NOT WARRANT THE VALIDITY, ACCURACY, COMPLETENESS, SAFETY, LEGALITY, QUALITY, OR APPLICABILITY OF THE CONTENT OR ANYTHING SAID OR WRITTEN BY ANY PROVIDER OR ANY ADVICE PROVIDED. KLARA WILL NOT BE LIABLE FOR ANY DAMAGES SUSTAINED DUE TO RELIANCE BY THE USER ON SUCH INFORMATION OR ADVICE PROVIDED BY ANY PROVIDER. YOU AGREE THAT BY USING THIS SERVICE YOU ARE AT LEAST 18 YEARS OF AGE AND ARE LEGALLY ABLE TO ENTER INTO A BINDING CONTRACT.
User Submissions — Image, Video, Audio Files
You agree to only post or upload media (like photos, videos or audio) that you have taken yourself or that you have all rights to transmit and license and which do not violate trademark, copyright, privacy or any other rights of any other person. Photos or videos of celebrities and cartoon or comic images are usually copyrighted by the owner.
You agree that any Personally Identifiable Information (like name, phone number, email address or web site URL) contained in any media that you submit belongs only to you and not to anyone else. Uploading media like images or video of other people without their permission is strictly prohibited. By uploading any media on the site, you warrant that you have permission from all persons appearing in your media for you to make this contribution and grant rights described herein.
You agree that you will not upload any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or this Web site.
Klara reserves the right to review all media prior to submission to the site and to remove any media for any reason, at any time, without prior notice, at our sole discretion.
Service Content, Software and Trademarks
The Service may contain content that is protected by copyright, patent, trademark, trade secret or other proprietary rights and laws (“Service Content”). Except as expressly authorized by Klara, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Service Content, in whole or in part. If you are eligible to use the Service, you are granted a limited license to access and use the Site and the Service Content and to download or print a copy of the Service Content you have provided or to which another user has properly granted you access solely for your personal, non-commercial use, provided that you keep all copyright or other proprietary notices intact. You are not permitted to use any data mining, robots, scraping or similar data gathering or extraction methods. Any use of the Site or the Service Content other than as authorized by these Terms is strictly prohibited and will terminate the license granted here. The technology and software underlying the Service is the property of Klara, our affiliates and our partners (the “Software”). You agree not to reverse engineer, reverse assemble or otherwise attempt to discover any source code version of the Software. We reserve all right, title and interest in and to the Software and Service Content, except for the limited rights expressly granted in these Terms.
The Klara name and logo are trademarks and service marks of Klara (collectively the “Klara Trademarks”). Other company, product, and service names and logos used and displayed via the Service may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to Klara. You may not use any of Klara Trademarks without our prior written permission.
Third Party Material
Klara will not be liable for any content posted by third parties, healthcare providers, or at the direction of users; you must evaluate the accuracy and usefulness of this content. Klara does not pre-screen content, but Klara and its designees will have the right (but not the obligation) to refuse or remove any content that is available via the Service, including the right to remove any content that violates the Terms or is deemed by Klara to be objectionable.
User Content Posted on the Site
You are solely responsible for the content and other materials you post on or through the Service or the Site or transmit to or share with other users or recipients (collectively, “User Content”). You may not post any content that you did not create or that you do not own. By posting User Content you hereby grant and will grant Klara and its affiliated companies a nonexclusive, worldwide, royalty free, fully paid up, transferable, sublicenseable, perpetual, irrevocable license to copy, display, transmit, distribute, store, modify and otherwise use your User Content in connection with the operation, advertising or marketing of the Service, in any form now known or later developed.
We welcome your comments, questions, suggestions and feedback about the Site or the Service (“Submissions”). But be aware that any comments or suggestions you make to Klara are non-confidential and become the property of Klara, which will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
Klara respects the intellectual property of others, and we ask our users to do the same. Klara will promptly process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act (“DMCA”) and other applicable intellectual property laws with respect to any alleged or actual infringement. If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, please provide our Copyright Agent with the following information:
- an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
- a description of the copyrighted work or other intellectual property that you claim has been infringed;
- a description of where the material that you claim is infringing is located on the Site, with enough detail that we may find it on the Site;
- your address, telephone number, and email address;
- a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law;
- a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.
Klara's Copyright Agent for Notice of claims of copyright or other intellectual property infringement can be reached as follows:
Repeat Infringer Policy
In accordance with the DMCA and other applicable law, Klara has adopted a policy of terminating, in appropriate circumstances and at Klara's sole discretion, members who are deemed to be repeat infringers. Klara may also at its sole discretion limit access to the Site and/or terminate the memberships of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
Third Party Links and Content
The Service, Healthcare Providers or third parties may provide content, links or otherwise direct users to other sites and resources on the Internet. Klara has no control over such sites and resources and is not responsible for and does not endorse such sites and resources. Klara will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any content, events, goods or services available on or through such site or resource. Information regarding healthcare providers, including biographical and contact information, is provided to Klara by the provider and Klara does not verify the accuracy of such information.
By using the Service you agree to release, discharge and hold harmless Klara and its subsidiaries and affiliates (the “Klara Entities”) from any and all losses, damages, rights, claims, actions of any kind and injury (including death) arising out of or relating to the Service or any act or omission by any person, including without limitation, any dispute between you and any other person or regarding any content posted on the Site. If you are a California resident, you waive California Civil Code §1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” This release includes, without limitation, any claim resulting from delay and the criminal acts of others.
Disclaimer of Warranties
YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. KLARA EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, KLARA MAKES NO WARRANTY THAT (I) THE SERVICE WILL BE EFFECTIVE, WILL FUNCTION WITHOUT DISRUPTIONS, DELAYS OR ERRORS, WILL BE RELIABLE OR ACCURATE, OR WILL MEET YOUR REQUIREMENTS, (II) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR ACCESSIBLE AT TIMES OR LOCATIONS OF YOUR CHOOSING, (III) THE RESULTS OR INFORMATION THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE, RELIABLE TIMELY, OR COMPLETE, (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, ADVICE, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS WILL BE CORRECTED. EXCEPT AS EXPRESSLY SET FORTH HEREIN, KLARA MAKES NO WARRANTIES ABOUT THE SOFTWARE AND FUNCTIONS MADE ACCESSIBLE THROUGH THE SITE OR ANY OTHER SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION.
YOU ACKNOWLDEGE THAT ACCESS TO THE PORTAL WILL BE PROVIDED OVER VARIOUS FACILITIES AND COMMUNICATIONS LINES, AND INFORMATION WILL BE TRANSMITTED OVER LOCAL EXCHANGE AND INTERNET BACKBONE CARRIER LINES AND THROUGH ROUTERS, SWITCHES, AND OTHER DEVICES (COLLECTIVELY, “CARRIER LINES”) OWNED, MAINTAINED, AND SERVICED BY THIRD-PARTY CARRIERS, UTILITIES, INTERNET SERVICE PROVIDERS, ALL OF WHICH ARE BEYOND KLARA’s CONTROL. KLARA ASSUMES NO LIABILITY FOR OR RELATING TO THE INTEGRITY, PRIVACY, SECURITY, CONFIDENTIALITY, OR USE OF ANY INFORMATION WHILE IT IS TRANSMITTED ON THE CARRIER LINES, OR ANY DELAY, FAILURE, INTERRUPTION, INTERCEPTION, LOSS, TRANSMISSION, OR CORRUPTION OF ANY DATA OR OTHER INFORMATION ATTRIBUTABLE TO TRANSMISSION ON THE CARRIER LINES. USE OF THE CARRIER LINES IS SOLELY AT YOUR RISK AND IS SUBJECT TO ALL APPLICABLE LOCAL, STATE, NATIONAL, AND INTERNATIONAL LAWS.
KLARA IS NOT RESPONSIBLE FOR UNAUTHORIZED ACCESS TO YOUR DATA, FACILITIES OR EQUIPMENT BY INDIVIDUALS OR ENTITIES USING THE PORTAL FOR UNAUTHORIZED ACCESS TO, ALTERATION, THEFT, CORRUPTION, LOSS OR DESTRUCTION OF YOUR DATA FILES, PROGRAMS, PROCEDURES, OR INFORMATION THROUGH THE SYSTEM, WHETHER BY ACCIDENT, FRAUDULENT MEANS OR DEVICES, OR ANY OTHER MEANS BY ANY AUTHORIZED USER, OR ANY OTHER PERSON, ENTITY, THIRD PARTY OR OTHER. YOU ARE SOLELY RESPONSIBLE FOR VALIDATING THE ACCURACY OF ALL OUTPUT AND REPORTS, AND FOR PROTECTING YOUR DATA AND PROGRAMS FROM LOSS BY IMPLEMENTING APPROPRIATE SECURITY MEASURES, INCLUDING ROUTINE BACKUP PROCEDURES. YOU HEREBY WAIVE ANY DAMAGES OCCASIONED BY LOST OR CORRUPT DATA, INCORRECT REPORTS, OR INCORRECT DATA FILES RESULTING FROM PROGRAMMING ERROR, OPERATOR ERROR, EQUIPMENT OR SOFTWARE MALFUNCTION, SECURITY VIOLATIONS, OR THE USE OF THIRD-PARTY SOFTWARE. KLARA IS NOT RESPONSIBLE FOR THE CONTENT OF ANY INFORMATION TRANSMITTED OR RECEIVED THROUGH OUR PROVISION OF THE PORTAL.
ALWAYS USE CAUTION WHEN GIVING OUT ANY PERSONALLY IDENTIFYING INFORMATION ABOUT YOURSELF OR YOUR CHILDREN.
Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT KLARA AND THE KLARA ENTITIES WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF KLARA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, RESULTING FROM: (I) THE USE OR INABILITY TO USE THE SERVICE; (II) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; OR (III) ANY OTHER MATTER RELATING TO THE SERVICE.
Klara is not assuming liability, and, therefore shall not be liable to the You for any claims, debts, liabilities, obligations, costs, expenses, actions, causes of action and claims for relief as a result of any claim, audit, investigation, litigation or arbitration, or any other cause, whatsoever, regardless of whether or not such loss or damage was caused by or contributed to by Klara’s negligent performance, or failure to perform any obligation. You hereby release Klara from any claims for contribution or indemnity. Notwithstanding the foregoing, Klara’s total liability for losses suffered by You or any of its affiliates under or related to this Agreement shall in no event exceed an amount equal to the greater of: (i) average monthly fee paid by You under this Agreement at time of loss or (ii) ONE HUNDRED DOLLARS ($100).
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICE.
IN THE EVENT YOU TRANSMIT, INTRODUCE, OR OTHERWISE CAUSE ANY TECHNICAL DISRUPTION OF THE PORTAL, YOU AGREE TO BE RESPONSIBLE FOR ANY AND ALL LIABILITIES AND COSTS AND EXPENSES (INCLUDING ATTORNEYS’ FEES AND EXPENSES) ARISING FROM ANY AND ALL CLAIMS BROUGHT BY THIRD PARTIES BASED UPON SUCH TECHNICAL DISRUPTIONS. "TECHNICAL DISRUPTION" MEANS DISTRIBUTION OF UNSOLICITED ADVERTISING OR CHAIN LETTERS, PROPAGATION OF COMPUTER WORMS, VIRUSES OR OTHER HARMFUL CODE, AND/OR USING THE SITE TO MAKE UNAUTHORIZED ENTRY TO ANY OTHER MACHINE ACCESSIBLE VIA THE SITE. YOU ARE FURTHER SOLELY RESPONSIBLE FOR THE CONTENT OF ANY TRANSMISSIONS USING THE SITE AND AGREE NOT TO UPLOAD, POST OR OTHERWISE MAKE AVAILABLE ON THE PORTAL ANY MATERIAL PROTECTED BY A PROPRIETARY RIGHT OF A THIRD PARTY WITHOUT FIRST OBTAINING THE EXPRESS PERMISSION OF THE OWNER OF SUCH PROPRIETARY RIGHT. YOU SHALL BE SOLELY LIABLE FOR ANY DAMAGES, LOSSES, COSTS OR EXPENSES (INCLUDING ATTORNEYS' FEES AND EXPENSES) ARISING OUT OF INFRINGEMENT OF PROPRIETARY RIGHTS OR ANY OTHER HARM ARISING FROM THE UPLOADING, POSTING OR OTHER SUBMISSION OF MATERIALS BY YOU.
YOU ACKNOWLEDGE AND AGREE THAT THE FEES AND OTHER CHARGES WHICH KLARA IS CHARGING UNDER THIS AGREEMENT DO NOT INCLUDE ANY CONSIDERATION FOR ASSUMPTION BY KLARA OF THE RISK OF YOUR'S DIRECT, INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES OR OF UNLIMITED DIRECT DAMAGES.
No Liability for Content
YOU AGREE THAT KLARA WILL NOT BE LIABLE FOR ANY CONTENT, INCLUDING BUT NOT LIMITED TO CONTENT THAT IS SENT, RECEIVED, HELD, RELEASED OR OTHERWISE CONNECTED IN ANY RESPECT TO THE PORTAL OR ITS RELATED SERVICES, CONTENT THAT IS UPLOADED OR DOWNLOADED BUT NOT RECEIVED, AND CONTENT SENT USING AND/OR INCLUDED IN THE SERVICES, INCLUDING WITHOUT LIMITATION ANY THREATENING, DEFAMATORY, OBSCENE, OFFENSIVE, OR ILLEGAL CONTENT; FURTHER, YOU AGREE THAT KLARA WILL NOT BE LIABLE FOR ANY ACCESS TO OR ALTERATION OF SUCH CONTENT OR FOR ANY INFRINGEMENT OF ANOTHER'S RIGHTS, INCLUDING PRIVACY, INTELLECTUAL PROPERTY, OR DATA PROTECTION RIGHTS ARISING FROM SUCH PROVIDER-GENERATED OR PATIENT USER-GENERATED CONTENT, OR FROM THE CONDUCT OF PHYSICIAN USERS, PATIENT USERS, OR THIRD PARTIES OTHER THAN WHICH MAY BE THE RESULT OF KLARA’S WILLFUL CONDUCT.
YOU AGREE THAT THE PORTAL IS PROVIDED ON “AS IS” AND “AS AVAILABLE” BASIS ONLY, WITHOUT WARRANTY OF ANY KIND, AND ALL EXPRESS, IMPLIED OR STATUTORY WARRANTIES, CONDITIONS, REPRESENTATIONS, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, TIMELINESS, COMPLETENESS, ADEQUACY AND NONINFRINGEMENT OR WARRANTY ARISING OUT OF COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE ARE EXCLUDED BY KLARA, AND KLARA DOES NOT WARRANT THAT THE PROGRAMS WILL MEET THE REQUIREMENTS OF ANY PERSON AND OPERATE ON AN UNINTERRUPTED OR ERROR-FREE BASIS. YOU ACKNOWLEDGE YOU ARE SOLELY RESPONSIBLE FOR ANY AND ALL ACTS OR OMISSIONS TAKEN OR MADE IN RELIANCE ON THE PORTAL, INCLUDING INACCURATE OR INCOMPLETE INFORMATION.
You agree that Klara, in its sole discretion, may suspend or terminate your account (or any part thereof) or use of the Service and remove and discard any content within the Service, for any reason. Furthermore, any healthcare provider may terminate their association with the Service or with you at any time and for any reason. If we suspect fraudulent, abusive or illegal activity, we may refer content or accounts to law enforcement authorities. Klara will not be liable to you or any third-party for any termination of your access to the Service.
Dispute Resolution by Binding Arbitration
PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS.
Most user concerns can be resolved quickly and to the user’s satisfaction by emailing user support at firstname.lastname@example.org. In the unlikely event that our user care team is unable to resolve a complaint you may have (or if Klara has not been able to resolve a dispute it has with you after attempting to do so informally), we each agree to resolve those disputes through binding arbitration, mediation, or small claims court instead of in courts of general jurisdiction. Arbitration, which is often cheaper, faster and less formal than a lawsuit in court, uses a neutral arbitrator instead of a judge or jury. Arbitrators can award the same damages and relief that a court can award. If you initiate an arbitration in which you seek more than $75,000 in damages, the payment of attorneys’ fees will be governed by the AAA Rules (as defined below). Any arbitration under this Agreement will take place on an individual basis; class arbitrations and class actions are not permitted.
Klara and you agree to arbitrate all disputes and claims between us. This agreement to arbitrate is intended to be broadly interpreted. It includes, but is not limited to:
- claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory;
- claims that arose before this or any prior agreements (including, but not limited to, claims relating to advertising);
- claims that are currently the subject of purported class action litigation in which you are not a member of a certified class; and
- claims that may arise after the termination of these Terms.
References to ‘Klara’, ‘you’, and ‘us’ include our respective subsidiaries, affiliates, agents, employees, predecessors in interest, successors, and assigns, as well as all authorized or unauthorized users or beneficiaries of services or devices under this or prior agreements between us. Notwithstanding the foregoing, either party may bring an individual action in small claims court. This arbitration agreement does not preclude you from bringing issues to the attention of federal, state or local agencies, including, for example, the Federal Communications Commission. Such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into these Terms, you and Klara are each waiving the right to a trial by jury or to participate in a class action. These Terms evidence a transaction in the interstate commerce, and thus the Federal Arbitration Act governs the interpretation and enforcement of this provision. This arbitration provision shall survive termination of these Terms.
A party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (‘Notice’). The Notice to Klara should be addressed to Klara at 460 Cervantes Road, Portola Valley, CA, 94028 (‘Arbitration Notice Address’). The Notice must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (‘Demand’). If Klara and you do not reach an agreement to resolve the claim within sixty (60) calendar days after the Notice is received, you or Klara may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by Klara or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Klara is entitled.
The arbitration will be governed by the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (collectively, ‘AAA Rules’) of the American Arbitration Association (‘AAA’), as modified by these Terms, and will be administered by the AAA. The AAA Rules are available online at adr.org, by calling the AAA at 1-800-778-7879, or by writing to the Arbitration Notice Address. The arbitrator is bound by the terms of these Terms. All issues are for the arbitrator to decide, including, but not limited to, issues relating to the scope, enforceability, and arbitrability of the arbitration provision. Unless Klara and you agree otherwise, any arbitration hearings will take place in a reasonably convenient location for both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, the determination shall be made by AAA. If your claim is for $10,000 or less, we agree that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based. Klara will pay all AAA filing, administration, and arbitrator fees for any arbitration initiated in accordance with the AAA Rules. However, if you initiate an arbitration in which you seek more than $75,000 in damages, the payment of these fees will be governed by the AAA Rules.
The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees and expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator's ruling on the merits.
The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim. YOU AND KLARA AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Klara agree otherwise, 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. If this specific provision is found to be unenforceable, then the entirety of this arbitration provision shall be null and void.
Notwithstanding any provision in these Terms to the contrary, we agree that if Klara makes any future change to this arbitration provision (other than a change to the Arbitration Notice Address) while you are a user of the Service, you may reject any such change by sending us written notice within thirty (30) calendar days of the change to the Arbitration Notice Address provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this provision.
The Terms constitute the entire agreement between you and Klara and govern your use of the Service, superseding any prior agreements between you and Klara with respect to the Service. You also may be subject to additional terms and conditions that may apply when you use affiliate services, third-party content or third-party software. The Terms will be governed by the laws of the State of New York without regard to its conflict of law provisions. You and Klara agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within New York County, New York. EACH OF THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING BUT NOT LIMITED TO ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT. FURTHER, EACH PARTY HERETO CERTIFIES THAT NO REPRESENTATIVE OR AGENT OF EITHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH PARTY WOULD NOT IN THE EVENT OF SUCH LITIGATION, SEEK TO ENFORCE THIS WAIVER OF RIGHT TO JURY TRIAL PROVISION. Any claim or cause of action arising out of or related to use of the Service or the Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred. A printed version of this agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
Klara has no liability to You if the Portal is inaccessible or data destroyed by fire, strike, theft, acts of God, or any other cause. In the event of system malfunction, for whatever reasons, or inability to access the Portal, Klara shall not be liable for damage to or loss of any of Your data and You acknowledge that You have been advised that You are responsible for maintaining Your own data by use of regular backup procedures. You agree to hold Klara harmless from any liability resulting from violations of local, state or federal regulation relating to the inaccessibility to the Portal for reasons set forth in this Section. You agree to indemnify and hold Klara harmless from costs associated with the defense of Klara, including attorney’s fees, in any such local state or federal proceeding.