A "Registered User" means a person who registers on Univfy's website and interacts directly with Univfy independent of a healthcare provider. Before you may purchase a Service, you will create a Registered User account, including password and other account designations. You are responsible for maintaining the confidentiality of the password and account, and are fully responsible for all activities that occur under your password or account. If you allow third parties to access Univfy's website through your username and password, you will defend and indemnify Univfy and its affiliates against any liability, costs, or damages, including attorney fees, arising out of claims or suits by such third parties based upon or relating to such access and use.
You agree to (a) immediately notify Univfy of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. Univfy cannot and will not be liable for any loss or damage arising from your failure to comply with these requirements.
You may not register as a Registered User or use the Services if (i) you are under the age of 18, (ii) you are an insurance company, an employer, or a healthcare provider attempting to obtain information about an insured person, an employee, or patient, or attempting to obtain data for non-personal use, (iii) you are a person barred from receiving the Services under the laws of the jurisdiction in which you are resident or from which you use the Services, or (iv) you are a man, as we do not currently have products or policies for a male user.
"Personal Information": information that can be used alone or in combination with other information to identify you.
"Registration Information": name, email, phone number, address, password and other information used to open your Registered User account.
Subject to the limitations set forth herein, the purposes of the Services are intended to assist you in personalized fertility prognostics testing solely for your own personal use. "Service" or "Services" means Univfy's registration process, fertility prediction and other tests, data input process, analytics, test report output, storage of test data and output form, payment module, software, customer support communications and technical help, and website content (including but not limited to text, graphics, images, video, audio, and other material and information) that may be accessed from time to time by a Registered User. The term Services specifically excludes any services provided by Univfy under a separate agreement or via your healthcare provider. Univfy may offer other services from time to time that are governed by different terms of service.
The Services include access to the Univfy public website, personalized fertility prognostics testing, including the collection and analysis of your Self-Reported Information. Unless explicitly stated otherwise, each new prediction test or feature that is added to the current Services shall be subject to this Agreement.
You acknowledge and agree that the Services are provided "AS-IS" and are based on Univfy's current state of predictive technologies, and anonymized data and outcomes that were available to the development of prediction tests, at the time of the purchase of the applicable Service, test submission and test report generation.
As Univfy's own research and research reported by the scientific community progress and our state of scientific knowledge and technology evolve, Univfy is continuing to innovate to provide personalized fertility prognostics of the highest quality and validation possible. You acknowledge that there may be unavoidable time lags from the time when a new prediction model or new knowledge is available to the implementation of a new Service that uses such new knowledge. Implementation of a new product requires the collection and analysis of data, development and validation of a new or updated prediction model, and the integration of the new prediction model into our online platform.
Univfy's Services are designed to provide evidence-based, validated and quantifiable prognostic information as an educational and informational supplement to standard counseling that is provided by healthcare providers, including primary care, general obstetricians and gynecologists, fertility specialists, urologists, fertility counselors, and clinical psychologists, to Registered Users who are undergoing evaluation, diagnostics or therapy for difficulty conceiving, pregnancy losses, or other reproductive health concerns or diseases.
When you obtain laboratory or diagnostic tests with a healthcare provider or directly with a clinical laboratory, you may receive test results that you do not expect, or are not as positive as expected or hoped. Similarly, when you use certain Services, such as the Univfy PreIVFTM test, you may receive test results that are not as positive as expected or hoped, or you may learn information about yourself that you do not anticipate. Personalized information, while valued and important, may evoke strong emotions and has the potential to impact decisions that you make regarding your attitude or approach to pursuing fertility and family planning. This personalized information may or may not be modifiable by any action on your part.
The Services are for information purposes only. The Services are not intended to be a substitute for professional medical advice, diagnosis, or treatment. Always seek the advice of your physician or other qualified healthcare provider with any questions you may have regarding a medical condition. Reliance on the Services or any information provided by Univfy, Univfy personnel, others appearing on the website at the invitation of Univfy, or other users of this website is solely at your own risk.
Univfy's Services are not substitutes for any standard clinical care, and do not constitute a medical opinion or advice. Univfy's test results are not medical care, treatment, treatment recommendation or a diagnosis.
No Univfy personnel will provide any user with a diagnosis of any disease or health condition, or any advice regarding current or future treatment decisions. Communications with customer support or healthcare professionals employed by Univfy about Services or specific test reports do not establish a physician-patient relationship and do not constitute medical advice, opinion or diagnosis.
We strongly recommend that you seek consultation from healthcare providers to help you to understand Univfy's test results in the context of your past and current medical history, and other relevant medical, socio-economical, and psychological factors and other factors that Univfy's prediction model is not currently designed to consider.
You also acknowledge that healthcare providers may differ in their opinions about your personalized prognosis with a given fertility treatment. They may agree or disagree with Univfy's test results, or they may provide additional insight or interpretation of your prognosis.
Univfy's prediction test results are given based on the best available Self-Reporting Information at the time of testing, and that with the passage of time and/or additional diagnostic tests or seeing response of various therapies, your prognosis may change or be further refined and personalized. For example, prior to starting your first in vitro fertilization (IVF) treatment, your Self-Reporting Information would not contain information about your embryos, and a prediction test performed at that time will be limited to other types of data. However, after you have your first IVF treatment, your Self-Reporting Information would now comprise information about your embryos, which may have an impact on your prognosis, causing it to be different from what was provided to you prior to your first IVF cycle.
We do not offer any advice for potential reimbursement by your insurance company.
Univfy's Services cannot inform a Registered User or a Registered User's healthcare provider whether such Registered User will or will not have a live birth as a result of a certain treatment. Only a probability of live birth and an error range can be provided.
Univfy generates its prediction models from historical data sets with updates based on availability and feasibility. It is not possible to develop prediction tests based on data from the current year, because live birth outcomes for the current year typically would not be available until one year after the last treatment date for that year. Therefore, Services cannot account for new factors affecting the fertility field that have only arisen after the time period represented by the data that was used to generate and validate the prediction model.
Since prediction tests are built and validated by using anonymized data sets from certain healthcare clinics, the applicability may be affected depending on differences in patients' profiles within each population, treatment protocols, or insurance reimbursement practices that are specific to a certain geographical region, hospital, clinic, or health insurance plans. Univfy makes its best effort to maximize the applicability of its tests and welcomes any healthcare provider or clinic to have anonymized data tested against our prediction models to confirm applicability, but we cannot force any healthcare entity to provide data to us, even if it may help them serve their patients. Therefore, there is a risk that Univfy's Services may not apply to a specific user, users who reside in a certain geographical area, or users who share a certain set of attributes.
Univfy does not recommend or endorse any specific course of action, resources, tests, physician or other healthcare providers, drugs, biologics, medical devices or other products, procedures, opinions, or other information that may be mentioned on our website. Univfy's Services do not diagnose any diseases or health conditions and have not been cleared or approved by the U.S. Food and Drug Administration.
You acknowledge that Univfy limits each Registered User to purchase one test per 30-day period, and that each incomplete or completed test will be available to such Registered User via such Registered User's account/dashboard for at least 90 days. Univfy does not commit to making incomplete or completed tests via Registered User's account/dashboard available for more than 90 days.
You acknowledge and agree that Univfy has no responsibility or liability for the deletion of or failure to store any messages, other communications, or other content maintained or transmitted by the Services; or for the loss of Self-Reported Information due to malfunction or destruction of data servers or other catastrophic events. That means if you expect to have a record of any Self-Reported Information - whether the test data have been entered completely or incompletely, Service Information, or acknowledgement of payment - you take full responsibility to print out the materials and to store these printouts.
You further acknowledge that Univfy reserves the right to change these general practices and limits in its sole discretion.
By using Univfy's Services, you agree to, acknowledge, and represent and warrant as follows:
You understand that information you learn from Univfy is not designed to diagnose, prevent, or treat any condition or disease or to ascertain the state of your health and that you understand that Univfy's Services are informational and educational and intended to supplement, not replace, standard consultation with your healthcare provider.
You understand that Univfy urges you to seek the advice of your physician or other healthcare provider whether you have questions or concerns arising from your test result or use of Services.
You give permission to Univfy, its contractors, successors and assignees to perform fertility prediction testing based on Self-Reported Information requested.
You agree to: (a) provide true, accurate, current, and complete Registration Information about yourself as prompted by the Service; and (b) maintain and promptly update the Registration Information to keep it true, accurate, current, and complete.
You have sole responsibility for the accuracy, quality, integrity, legality, reliability of your Self-Reported Information.
The Self-Reported Information is yours and not fictitious, or another person's.
You are aware and accept that some of the information you receive as a result of the Services may provoke strong emotion.
You are responsible for all possible consequences resulting from your sharing with others access to your Self-Reported Information and Service Information.
You understand that by providing any information, including Self-Reported Information, you acquire no rights in any research or commercial products that may be developed by Univfy, its research collaborators, or collaborating partners.
You specifically understand that you will not receive compensation for any research or commercial products that include or result from the use of your Self-Reported Information.
Unless otherwise agreed in a separate agreement between you and Univfy, you agree not to display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, exploit, transfer, or transmit for any commercial purposes, all or any portion of the Service, use of the Service, or access to the Service.
You will not interfere with or disrupt the integrity or performance of the Service or the data contained therein or attempt to gain unauthorized access to the Service or its related systems or networks.
You will not decompile, disassemble or otherwise reverse engineer the Service or Univfy Materials, or any portion thereof, or techniques used or embodied in the Service or any Univfy Materials, or any portion thereof or determine functionality or develop any benchmarking data for competitive purposes.
You agree that you have the authority, under the laws of the state or jurisdiction in which you reside, to provide these agreements, acknowledgments, representations and/or warranties.
In case of breach of any one of the above agreements, acknowledgments, representations and/or warranties, Univfy has the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof) and you will defend and indemnify Univfy and its affiliates against any liability, costs, or damages arising out of such breach.
In order to use the Services, you must obtain internet access, either directly or through devices that access web-based content, and pay any service fees associated with such access. You are solely responsible for paying such fees. In addition, you must provide all equipment necessary to make such Internet connection, including a computer and modem or other access device. You are solely responsible for providing such equipment. You acknowledge and agree that while your access to the Services may be affected or temporarily interrupted by problems that are beyond the control of Univfy, such as disruption of Univfy's Service functions or online traffic to Univfy's website that are greater than expected.
Except as specifically set forth in this Agreement, as against you, Univfy and its licensors and third-party service providers, if applicable, own all right, title, and interest including, without limitation, all related intellectual property rights in and to the Service and Univfy Materials, any technology embodied or implemented in the Service and Univfy Materials, and any suggestions, ideas, enhancement requests, feedback, recommendations, or other information provided by you or any other party relating to the Service.
Univfy reserves the right to modify its service fees and charges and to introduce new fees and charges at any time. All pricing terms not otherwise disclosed by Univfy are confidential, and you agree not to disclose them to any third party. Univfy's fees and charges are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you are responsible for payment of all such taxes, levies, or duties, excluding only United States (federal or state) taxes based solely on Univfy's income. Univfy reserves the right to modify its policy regarding the collection of such taxes, levies or duties imposed by taxing authorities.
You may stop using the Services at any time. You do not need to specifically inform Univfy when you stop using the Services unless you are requesting closure of your account.
Univfy reserves the right to suspend or terminate your access to Services if you violate any term of this Agreement.
Univfy has the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).
You agree to defend, indemnify and hold harmless Univfy, its officers, directors, shareholders and its independent contractors, service providers and consultants, and their respective directors, employees and agents, from and against any third party claim, damages, costs and expenses (including, but not limited to, reasonable attorneys' fees) arising out of your use of the Service or breach of this Agreement. You agree to pay any judgment or reasonable settlement offer resulting from any such suit, demand or claim.
THE SERVICES ARE PROVIDED "AS IS" BASIS, AS AVAILABLE. UNIVFY HEREBY DISCLAIMS ALL OTHER REPRESENTATIONS, WARRANTIES, OR CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO THE SERVICES, OR THE UNIVFY MATERIALS INCLUDING, WITHOUT LIMITATION, ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE SERVICE, AND NONINFRINGEMENT, AND ALL WARRANTIES THAT MAY ARISE FROM A COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE PRACTICE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, UNIVFY DOES NOT REPRESENT OR WARRANT THAT (A) THE USE OF THE SERVICE WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR WILL OPERATE IN COMBINATION WITH ANY HARDWARE, SOFTWARE, SYSTEM, OR DATA, (B) THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (C) ERRORS OR DEFECTS WILL BE CORRECTED, OR (D) THE SERVICE OR THE SERVER(S) THAT MAKE THE SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. UNIVFY DISCLAIMS ANY WARRANTY TO ANY THIRD PARTY, INCLUDING, WITHOUT LIMITATION, ANY THIRD PARTY BENEFICIARY.
UNIVFY'S SERVICES MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. UNIVFY IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM ANY SUCH EVENTS.
UNIVFY ASSUMES NO RESPONSIBILITY FOR THE USE OF SERVICES OUTSIDE THE TERMS OF THIS AGREEMENT OR OTHER APPLICABLE TERMS.
IN NO EVENT SHALL UNIVFY OR ITS OFFICERS, DIRECTORS, SHAREHOLDERS OR EMPLOYEES BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SERVICES OR THE UNIVFY MATERIALS, INCLUDING WITHOUT LIMITATION ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE BY USER ON ANY INFORMATION OBTAINED FROM UNIVFY, ITS SERVICES OR MATERIALS, OR THAT RESULTS FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR E-MAIL, ERROR, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO UNIVFY'S RECORDS, PROGRAMS OR SERVICES.
IN NO EVENT SHALL THE AGGREGATE LIABILITY OF UNIVFY (WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY) ARISING OUT OF OR RELATING TO THE USE OF UNIVFY'S WEBSITE EXCEED ANY COMPENSATION YOU PAY, IF ANY, TO UNIVFY FOR ACCESS TO OR USE OF THE SERVICES.
If any provision of this Agreement shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions. The failure of Univfy to insist upon or enforce strict performance of any of the provisions of this Agreement or to exercise any rights or remedies under this Agreement will not be construed as a waiver or relinquishment to any extent of Univfy's right to assert or rely upon any such provisions, rights, or remedies in that or any other instance; rather, the same will be and remain in full force and effect.
The laws of the State of California will govern and construe this Agreement without giving effect to any conflict of laws provisions to the contrary. By use of the Services, you irrevocably consent, for any and all disputes with Univfy, to the jurisdiction of and the venue in the federal district court for the Northern District of California and in the courts of the State of California in Santa Clara County, California. If you use the Services from outside the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Services or this Agreement 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 shall 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.
Notwithstanding the discontinuance or termination of the Services or this Agreement, those rights and obligations which are stated to survive pursuant to this Agreement or which by their nature are intended to survive such discontinuance or termination shall so survive.
The headings of this Agreement are for convenience only and are not to be considered in construing this Agreement. The language of this Agreement shall be construed according to its fair meaning and not strictly for or against any party.
The Services are for your personal use only and this Agreement may not be assigned by you without the prior written approval of Univfy, which may be withheld by Univfy in the exercise of its sole discretion. No change in control of Univfy, however effectuated, will constitute an assignment under this Agreement.
This Agreement comprises the entire agreement between you and Univfy regarding the Services and supersedes all prior or contemporaneous negotiations, discussions, or agreements, whether written or oral, between the parties regarding the subject matter contained herein. In the event of any conflict between any policies of Univfy and this Agreement, the provisions of this Agreement shall prevail.
All legal notices should be mailed by certified or registered mail to Legal Notices, UNIVFY Inc., 1 First Street, Suite #16, Los Altos, CA 94022.