Terms of Service

End User License Agreement and Terms of Service for emWave®, Inner Balance™ Trainer and HeartCloud™

Thank you for using HeartMath(R) Products and Services.

These terms of service (the "Terms") govern your access to and use of emWave Software, InnerBalance Trainer and HeartCloud websites and services (the "Services"), so please carefully read them before using the Services.

The Services, including hardware, SOFTWARE and documentation is furnished under license and may only be used or copied in accordance with the terms of such license. The information in the documentation is furnished for informational use only, is subject to change without notice, and should not be construed as a commitment by Quantum Intech, Inc. (QI).

Except as permitted by such license, no part of this publication may be reproduced, stored in a retrieval system, or transmitted, in any form or by any means, electronic, mechanical, recording, or otherwise, without the prior written permission of QI.

Please remember that existing artwork or images may be protected under copyright law. The unauthorized incorporation of such artwork or images could be a violation of rights of the author(s). Please be sure to obtain any permission required from such authors.

For defense agencies: Restricted Rights Legend. Use, reproduction or disclosure is subject to restrictions set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at 252.227-7013. For civilian agencies: Restricted Rights Legend. Use reproduction or disclosure is subject to restrictions set forth in subparagraph (a) through (d) of the commercial Computer Software Restricted Rights clause at 52.227-19 and the limitations set forth in Quantum Intech's standard commercial agreement for this SOFTWARE. Unpublished rights reserved under the copyright laws of the United States.

By using the Services, you agree to be bound by these Terms. You may use the Services only in compliance with these Terms. You may use the Services only if you have the power to form a contract with QI and are not barred under any applicable laws from doing so. The Services may continue to change over time as we refine and add more features. We may stop, suspend, or modify the Services at any time without prior notice to you. We may also remove any content from our Services at our discretion.

If you are using the Services on behalf of an organization, You are agreeing to these Terms and promising that you have the authority to bind that organization to these terms. In that case, "you" and "your" will refer to that organization.

Your Data & Your Privacy: By using our Services, you provide us with information and files that you submit to our Web Servers (together, "your data"). You retain full ownership to your data. We don't claim any ownership to any of it. These Terms do not grant us any rights to your data or intellectual property except for the limited rights that are needed to run the Services, as explained below. You give us the permissions, we need, to do those things solely to provide the Services. This permission also extends to trusted third parties we work with to provide the Services.

Sharing Your Data. The Services may provide features that allow you to share your data with others or to make it public. There are many things that users may do with that data (for example, copy it, modify it, reshare it). Please consider carefully what you choose to share or make public. QI has no responsibility for that activity.

Your Responsibilities: Files and other content in the Services may be protected by intellectual property rights of others. Please do not copy, upload, download, or share files unless you have the right to do so. You, not QI, will be fully responsible and liable for what you copy, share, upload, download or otherwise use while using the Services. You must not upload spyware or any other malicious SOFTWARE to the Web Servers. You, and not QI, are responsible for maintaining and protecting all of your data. QI will not be liable for any loss or corruption of your data, or for any costs or expenses associated with backing up or restoring any of your data. If your contact information, or other information related to your account, changes, you must notify us promptly and keep your information current to continue to access your data. A version of the application is made available to you free of charge. If you choose to purchase the Connector and Pulse Sensor, HeartMath reserves the right to amend or charge for the application and its services provided to you. You acknowledge that the terms of agreement with your respective mobile network provider will continue to apply when using the Application. As a result, you may be charged by the Mobile Provider for access to network connection services for the duration of the connection while accessing the Application or any such third party charges as may arise. You accept responsibility for any such charges that arise. If you are not the bill payer for the mobile telephone or handheld device being used to access the Application, you will be assumed to have received permission from the bill payer for using the Application.

Account Security: You are responsible for safeguarding the password that you use to access the Services and you agree not to disclose your password to any third party. You are responsible for any activity using your account, whether or not you authorized that activity. You should immediately notify QI of any unauthorized use of your account. You acknowledge that if you wish to protect your transmission of data to our Web Servers, it is your responsibility to use a secure encrypted connection to communicate with the Services.

Software and Updates: Some use of our Service requires you to download a client SOFTWARE package ("Software"). QI hereby grants you a limited, nonexclusive, nontransferable, revocable license to use the Software, solely to access the Services. Your license to use the Software is automatically revoked if you violate these Terms in a manner that implicates our intellectual property rights. We hereby reserve all rights not expressly granted in these Terms. You must not reverse engineer or decompile the Software, nor attempt to do so, nor assist anyone else to do so. Our Services may update the Software on your device automatically when a new version is available.

HeartMath Property and Feedback: These terms do not grant you any right, title, or interest in the Services, Software, or the content in the Services. While we appreciate it when users send us feedback, please be aware that we may use any feedback, comments, or suggestions, you send us or post in our forums, without any obligation to you. The Software and other technology, we use to provide the Services, are protected by patent, copyright, trademark, and other laws of both the United States and foreign countries. These Terms do not grant you any rights to use the any of QI trademarks, logos, domain names, or other brand features.

Other Content in the Services may contain links to third-party websites or resources. QI does not endorse and is not responsible or liable for their availability, accuracy, the related content, products, or services. You are solely responsible for your use of any such websites or resources. Also, if we provide you with any SOFTWARE under an open source license, there may be provisions in those licenses that expressly conflict with these Terms, in which case the open source provisions will apply.

Limitation of Liability: To the maximum extent permitted by applicable law, in no event shall QI or their respective suppliers be liable for any damages whatsoever, including, without limitation, damages for loss of business profits, business interruption, loss of business information or other pecuniary loss arising out of the use or inability to use the SOFTWARE, device failure or malfunction, or any and all other commercial damages or losses, even if QI or any of such suppliers has been advised of the possibility of such damages. In such case, QI and their respective suppliers entire liability shall be limited to the amount paid by you for the SOFTWARE. Because some states/provinces/countries do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to you.

Patents: emWave(R) Software/Hardware U.S. 6,358,201; 7,117,032; 7,163,512; 7,462,151 and 8,066,637. European Union 1156851. Canada 2,365,032. Australia 770323. China ZL00807109.8. Hong Kong HK1042056. Japan 4410234. Korea 10-0616370

emWave(R) Personal Stress Reliever(R) U.S. D554266S; 08543197

emWave(R) and Coherence Coach(R) are registered trademarks of QI. Inner Balance Trainer is a trademark of QI. HeartMath(R) is a registered trademark of HeartMath Institute. Quick Coherence(R) is a registered trademark of Doc Childre. All other products or name brands are trademarks of their respective holders. Written and designed by Quantum Intech, Inc., 14700 West Park Avenue, Boulder Creek, CA 95006, phone: 831-338-8700; http://www.quantumintech.com; [email protected].

Modifications: We may revise these Terms from time to time. If a revision, in our sole discretion, is material, we may notify you (for example via email to the email address associated with your account). By continuing to access or use the Services after revisions become effective, you agree to be bound by the revised Terms. If you do not agree to the new terms, please stop using the Services.

Miscellaneous Legal Terms: THESE TERMS AND THE USE OF THE SERVICES AND SOFTWARE WILL BE GOVERNED BY CALIFORNIA LAW EXCEPT FOR ITS CONFLICTS OF LAWS PRINCIPLES. ALL CLAIMS, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES OR SOFTWARE, MUST BE LITIGATED EXCLUSIVELY IN THE FEDERAL OR STATE COURTS OF SANTA CLARA COUNTY, CALIFORNIA, AND BOTH PARTIES CONSENT TO VENUE AND PERSONAL JURISDICTION THERE. These Terms constitute the entire and exclusive agreement between you and QI with respect to the Services, and supersede and replace any other agreements, terms and conditions, applicable to the Services. These Terms create no third party beneficiary rights. QI's failure to enforce a provision is not a waiver of its right to do so later. If a provision is found unenforceable, the remaining provisions of the Agreement will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible. You may not assign any of your rights in these Terms, and any such attempt is void, but QI may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Services. QI and you are not legal partners or agents.

Last Modified: December 9, 2013