Last revised 3 May 2022
These TERMS AND CONDITIONS OF USE (“Terms and Conditions”) apply to the use of the getcerebral.co.uk website (“Website”) and mobile software application (“App”), as well as those Services (as defined below) provided on, through or in relation to the Website and/or the App.
These Terms and Conditions are entered into by and between you and Get Cerebral Limited (“Cerebral”, “we”, “our” or “us”). You and Cerebral are sometimes referred to herein each as a “Party” and together as the “Parties.” The terms “you” and “your” means you, your dependents if any, and any other person accessing your User Account (as defined below).
These Terms and Conditions contain the following sections:
1. Scope of Terms
2. Contact and Notice Information
3. Overview of the Services
4. Your Use of the Website, App and Services
5. User Account
6. Membership Services.
8. Prescription Policy
9. Intellectual Property
10. Consent to Electronic Communications
11. Limitation of Liability
12. Disclaimer of Warranties
13. General Legal Terms
Annex: Additional Third Party Terms
Cerebral may supplement, amend or otherwise modify these Terms and Conditions at any time. These changes will be posted on this or a similar page of the Website or the App, as applicable, emailed to the email address associated with your User Account or posted to your User Account. We will always give you as much notice as we reasonably can of any significant changes on the understanding that you have the option of accepting them or cancelling your Membership Services without penalty, in which case, you should notify us that you wish to cancel your Membership Services (see Section 6.5 (Cancellations)). If you do not cancel your Membership Services before the date on which the changes come into effect (which we will notify to you), this will mean that you have accepted them.
2. Contact and Notice Information.
Please direct any questions you may have about the Website, App, Services or these Terms and Conditions to any one of the following:
- By mail: Get Cerebral Limited, 71-91 Aldwych House, London WC2B 4HN
- By email: email@example.com
If you have specific questions concerning GP and Pharmacy Services provided by Truepill, you may also direct questions to any one of the following:
- By calling: 0800 802 1512
- By mail: Truepill Limited, Unit 1, Fifth Street, Trafford Park, Manchester, M17 1JX
- By email: firstname.lastname@example.org
Unless otherwise expressly stated in these Terms and Conditions, Cerebral may give or deliver all other notices to you by means of a general notice posted on this or a similar page of the Website or the App, as applicable, by email to the email address associated with your User Account or by posting to your User Account, and such notices shall be deemed effective as of their stated effective dates.
3. Overview of the Services.
3.1. GP Prescription and Pharmacy Services are provided through Truepill. Cerebral is not itself a healthcare provider or a pharmacy. All regulated medical and pharmacy services available through our Website and/or App, including consultations with general practitioners (“GPs”) and other regulated healthcare professionals, as well as the prescription, dispensing and delivery of medicines (the “GP and Pharmacy Services”), are provided by Truepill, an independent third party provider. Cerebral does not own or have an ownership interest in Truepill and Truepill does not own or have an ownership interest in Cerebral.
Truepill is registered with the Care Quality Commission (“CQC”), the regulator of NHS and private medical providers in England & Wales, to provide treatment of disease, disorder or injury. Truepill follows strict safety standards and is subject to regular checks by the CQC. All GPs and pharmacists involved in the provision of the GP and Pharmacy Services on behalf of Truepill (“Regulated Providers”) are registered with the appropriate regulatory body. Its team of GPs are registered with and regulated by the General Medical Council and as such comply with the Good Medical Practice Guidelines. They are trained in providing remote consultations and issuing prescription medicine online and prescribe from the UK under Truepill’s CQC registration in line with English healthcare laws and regulations. The GPs are individually responsible for the Services they provide and the prescriptions they issue.
In addition, Truepill’s pharmacists are all registered with the General Pharmaceutical Council (“GPhC”) and operate from Truepill’s GPhC-registered pharmacy premises at:
GPhC Registration Number: 9011171
Unit 1, Fifth Street, Trafford Park, Manchester, England, M17 1JX
The details of Truepill’s current registered Superintendent Pharmacist is:
Dennis Ouko, MRPharmS
GPhC Registration Number: 2205052
By clicking on the GPhC registration numbers above, you can verify Truepill’s pharmacy registration and its Superintendent Pharmacist’s information.
If you select GP and Pharmacy Services as part of your Membership Services, they will be provided to you by Truepill’s Regulated Providers via the Cerebral Website and/or App. All Regulated Providers are independently contracted or employed by Truepill, not by Cerebral. Truepill and the Regulated Providers, and not Cerebral, are responsible for meeting any regulatory requirements for the quality and appropriateness of the care they render to you. Any information or advice received from Truepill or any Regulated Providers comes from them alone, and not from Cerebral.
3.2. Counselling and Therapy Services are provided through Independent Providers. All healthcare and wellness services available through our Website and/or App that are not GP and Pharmacy Services, including counselling and therapy sessions with registered therapists using Cognitive Behaviour Therapy (CBT) and other evidence-based therapeutic techniques, as well as care coordination (“Counselling and Therapy Services”), are provided by independent, qualified professional providers (the “Non-Regulated Providers”).
If you select Counselling and Therapy Services as part of your Membership Services, they will be provided to you by Non-Regulated Providers via the Cerebral Website and/or App. All Non-Regulated Providers are independently contracted by Cerebral. Cerebral does not directly employ the Non-Regulated Providers and the Non-Regulated Providers are individually responsible for the quality and appropriateness of the care they render to you. Any information or advice received from any Non-Regulated Providers comes from them alone, and not from Cerebral.
The Regulated Providers (who are independently contracted or employed by Truepill) and Non-Regulated Providers (who are independently contracted by Cerebral) are collectively referred to in these Terms and Conditions as the “Providers”.
3.3. Cerebral Website and App. Cerebral operates the Website and App, our technology platform through which Providers can communicate with and render telehealth services to you (the “Cerebral Services”). Cerebral also supports Truepill and Providers in connection with administrative, scheduling, billing and other non-clinical services. Cerebral does not provide medical or healthcare services or directly employ Providers matched through its Website and App, nor does it interfere, validate or control any Provider’s treatment. Cerebral only works with independent, qualified professional Providers with the necessary licensing to render the Service you select.
Cerebral does not make any representations or warranties about the training or skill of any Providers who deliver Services via the Website and App. The medical services, treatment, and care you receive may vary depending on the Provider you interact with. You will be matched with available Providers based solely on the information you submit to the Website and App and you will always have the option to switch Providers. Please contact your Provider directly for any questions regarding your care or medical treatment.
Your interactions with Truepill and any Provider via the Website and App are not intended to take the place of your relationship with your regular healthcare practitioners or primary care physician. Cerebral does not recommend or endorse any specific Providers, tests, medications, products, or procedures and shall not in any way be liable for any Service or advice provided to you by Truepill or any Provider via the Website and App.
The GP and Pharmacy Services (which are provided by Truepill and the Regulated Providers), the Counselling and Therapy Services (which are provided by the Non-Regulated Providers) and the Cerebral Services are collectively referred to in these Terms and Conditions as the “Services”.
3.4. Telehealth Services. The GP and Pharmacy Services and Counselling and Therapy Services are telehealth services provided through the Website and/or App. Telehealth involves the delivery of healthcare and wellness services using electronic communications, information technology or other means between a healthcare and wellness provider and a patient who are not in the same physical location. While the provision of healthcare and wellness services using telehealth may offer certain potential benefits, there are also potential risks associated with the use of telehealth. The telehealth services are not a substitute for in-person healthcare in all cases.
3.5. The Services are not for emergencies.
DO NOT USE THIS SERVICE FOR EMERGENCY MEDICAL NEEDS. IF YOU ARE EXPERIENCING A MEDICAL EMERGENCY, YOU SHOULD DIAL “999” IMMEDIATELY.
The Website, App and Services are not for medical emergencies or urgent situations. You should not disregard or delay to seek medical advice based on anything that appears or does not appear on the Website and App. If you believe you have an emergency, call 999 immediately.
You should seek emergency help or follow up care when recommended by a Provider or Truepill, or when otherwise needed. You should continue to consult with your primary care physician and other healthcare professionals as recommended.
Always seek the advice of a physician or other qualified healthcare provider concerning questions you have regarding a medical condition and before stopping, starting, or modifying any treatment or modification. Please be aware the Services, including the delivery of any medicines prescribed or recommended through the Services, will stop being provided if you end your Membership Services (see Section 6 (Membership Services) below).
3.6. The Services are not an insurance product. Neither Cerebral nor Truepill are insurers. The Services are not insurance products, and the amounts you pay to Cerebral or Truepill are not insurance premiums. If you desire any type of health or other insurance, you will need to purchase such insurance separately.
4. Your Use of the Website, App and Services.
4.1. Website and App Content. The content of the Website and App provided as part of the Cerebral Services, including without limitation, text, copy, audio, video, photographs, illustrations, graphics, and other visuals, is for informational purposes only and does not constitute professional medical advice, diagnosis, treatment, or recommendations of any kind by Cerebral. All information provided by Cerebral, or in connection with any communications supported by Cerebral (including resources from the iCBT exercise library, articles and blog posts published on Cerebral’s website and other general healthcare-related information), is intended to be for general informational purposes only, and is in no way intended to create a doctor-patient relationship. Any information or advice received from any Providers through the Website or App comes from them alone and any Provider-patient relationship is solely between you and the Provider.
4.2. Prohibited User Activities.
Except to the extent expressly permitted by law, you are prohibited from violating or attempting to violate the security of the Website or the App, including, without limitation:
· impersonating or misrepresenting your identity or your affiliation with a person or entity;
· accessing the Website and App or using the Services in any unlawful way or for any unlawful purpose;
· infringing or otherwise violating, or facilitating the infringement or violation of, the intellectual property, privacy or publicity rights of any person or entity (including, without limitation, the copyrights, trademarks, patents, and trade secrets held by Cerebral or its licensors with respect to the Website or the App);
· reproducing or publishing the Website, the App or any data or content found thereon or therein, in whole or in part, or creating any derivatives works of the foregoing (unless expressly authorised by Cerebral under these Terms and Conditions);
· using any software, program, process, device, application or routine (e.g. robots, scripts, scrapers, spiders, viruses, spyware, and malware) to monitor, copy, disrupt, damage, injure, decrypt, interfere, tamper, hack, spoof, modify or otherwise corrupt the administration, security or proper function of the Website, the App or any servers which may host the Website or the App;
· accessing data not intended for you or logging onto a server or an account which you are not authorised to access;
· posting or transmitting any data, materials, content, or information (including, without limitation, advice, and recommendations) (collectively “Information”) which is libelous, defamatory, obscene, fraudulent, false, or contains or promotes any virus, worm, Trojan horse, time bomb, malware, or other computer programming or code that is designed or intended to damage, destroy, intercept, download, interfere, manipulate, or otherwise interrupt or expropriate the Website, the App or the Services, personal information, software, equipment, servers, or Information or facilitate or promote hacking or similar conduct;
· except to the extent expressly permitted by law, attempting to reverse engineer, reverse assemble, reverse compile, decompile, disassemble, translate, or otherwise alter, defraud, or create false results from any executable code, information on, or received by this Website or App;
· running any antivirus or antispyware software that is set to override the internet browser’s cookies setting;
· incorrectly identifying the sender of any message transmitted to Cerebral or alter the attribution or origin of electronic mail, messages, or posting; and
· harvesting or collecting personal health information about any other individual who uses the Website, the App or the Services.
Violations of system or network security may result in civil or criminal liability. Cerebral may investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations.
4.3. Accuracy of Information. Although Cerebral attempts to ensure the integrity and accurateness of the Website, the App and the Service descriptions, it makes no representations, warranties, or guarantees whatsoever as to the correctness or accuracy of the Website or App, Service descriptions and other content on the Website or App. It is possible that the Website and App could include typographical errors, inaccuracies or other errors, and that unauthorised additions, deletions, and alterations could be made to the Website, App and Services by third parties. In the event that you notice an inaccuracy, please inform Cerebral as soon as possible so that it can be corrected. Additionally, Cerebral shall have no responsibility for information or content posted to the Website and App by any third party (including the Providers).
4.4. Your Device Functionality. You are responsible for obtaining and maintaining your device, software, operating system, carrier and network access necessary to properly access and use the Services. Cerebral does not guarantee that the Website, the App or any portions thereof will function on or in connection with any particular device, software, operating system, carrier, or network. To the extent permitted by applicable law, Cerebral will have no liability for errors, unreliable operation, or other issues resulting from use of the Website and App on or in connection with rooted or jail broken devices or use on any mobile device that is not in conformance with the manufacturer’s original specifications, including, but not limited to, use of modified versions of the operating system. All rate and data fees of your device’s carrier apply. Cerebral is in no way responsible for your carrier rates and data fees, where applicable.
4.5. Termination or Suspension of Service. Cerebral has the right, where required by law or due to security or welfare concerns, to suspend or terminate the function or existence of all or any part of the Website, the App and/or your User Account at any time without notice as it deems advisable. To the extent permitted by applicable law, Cerebral shall not be liable to you or any third party(s) for any loss or damage that is caused by or arises from or in connection with any such suspensions or terminations. We are not responsible for transmission errors, corruption, or compromise of information carried over local or interchange telecommunications carrier.
4.6. Changes to the Website, App and Services. All information contained on the Website and App, including descriptions, images, references, features, content, specifications, products, and prices of any products or Services offered by Cerebral, Truepill or its related third parties on or through the Website or the App, are subject to change at any time and without notice to you (but you are at all times entitled to your rights under Sections 6.2 (Membership Fees) and 6.5 (Cancellations) if you are unhappy with such changes). We reserve the right to maintain, delete, or destroy all communications or information posted or uploaded to the Website and App or provided through the Services in accordance with our internal record retention or destruction policies, provided that doing so is always in accordance with applicable laws and your consumer rights and data protection laws.
4.7. Third-Party Platform Providers. Certain third-party platform providers with whose devices and/or operating systems the Website and App has/have been designed to be compatible oblige us to include certain additional provisions in these Terms and Conditions. These are set out at the end of these terms under Additional Third Party Terms. These provisions come from the relevant third-party platform providers, not us. You must comply with all applicable terms of service, rules and policies applying to any third party. We are not responsible for the content of any website or app provided by any third party and do not guarantee they will be continuously available.
5. User Account.
5.1. Registration. To use the membership pages of the Website or the App, you must first create a personal user account with Cerebral through the Website or the App (“User Account”). This process will involve you expressly re-acknowledging your acceptance of and agreement to these Terms and Conditions. You may be required to satisfy certain conditions precedent imposed by Cerebral (including, for example, providing additional information to Cerebral, and entering into additional agreements with Cerebral or Truepill), but you will be advised of this at the time if it is applicable to you. You may only have one (1) User Account. A User Account is not transferable between individuals.
5.2. No Users Under 18 Years Old. The Website, the App and Services are offered only to users 18 years of age or older and who have accepted these Terms and Conditions. By visiting, accessing, registering with or using the Website or the App, or by purchasing or using any Services or products through the Website or the App, you confirm to Cerebral that you are a natural person and of 18 years of age or older. If you are under the age of 18, please do not attempt to register with us at this Website and App or provide any personal information about yourself to us. If we learn that we have collected personal information from someone under the age of 18, subject to appliable laws, we will promptly delete that information. If you believe we have collected personal information from someone under the age of 18, please contact us at email@example.com.
5.3. United Kingdom Users Only. Cerebral and Truepill operate subject to applicable laws and regulations. You represent that you are not a person barred from enrolling for or receiving the Services under the laws of the England and Wales. Access to and use of the Website and App or the Services is limited exclusively to users located in the United Kingdom where the Services are available. Services are not available to users located outside the United Kingdom. Accessing the Website and App or Services from jurisdictions where the content is illegal, or where we do not offer Services, is prohibited.
5.4. User Account Activity and Responsibility. You agree to fully, accurately and truthfully create your User Account, including but not limited to your name, date of birth, phone number, address, email address, and password, which become your Cerebral ID and credentials. The Cerebral ID or credentials are personal to you, you are solely responsible for maintaining the confidentiality of your Cerebral ID or credentials, and you are responsible for all activity that occurs under your User Account. You may not allow another individual or third party to access, use, or modify your User Account. You are responsible for maintaining the security of your User Account by way of keeping your login credentials secret to only yourself. You are also responsible for maintaining the completeness and accuracy of the contents of your User Account. Please contact firstname.lastname@example.org if you suspect that another individual or third party has gained access to your User Account.
5.5. Refusal of Services on Fraud. Cerebral and/or Truepill may request further information from you in order to provide the Services and you agree to provide such further information to ensure that you have not fraudulently created your User Account. If you do not provide this information in the manner requested within 14 days of the request, we reserve the right to suspend, discontinue, or deny your access to and use of the Website, App and the Services until you provide the information to us as requested. Cerebral has the right to refuse to provide its Services on suspicion of fraudulent or illegal activity associated with your User Account. This includes, but is not limited to, stolen payment information or falsified medical information resulting in a prescription and subsequent supply of medication by Truepill.
6. Membership Services.
6.1. Member Access Pages. Once you have registered and set up a User Account, you may access and use the membership pages of the Website or the App (“Membership”) and purchase Services and products (“Membership Services”). With the exception of any free trial periods, Cerebral will charge you a recurring membership fee (where the amounts and frequencies are as set out on the Website or App) in exchange for your right to access and use the Membership Services you select (“Membership Fee”). You can manage your Membership preferences, including changing or cancelling the Membership Services you selected at any time on your User Account.
6.2. Membership Fees. The amount of each Membership Fee will be as set out on the Website and App and there shall be no other fees unless we expressly set this out. We may increase our fees from time to time, but we will provide you with at least 30 days’ notice of any increase. If you do not wish to continue your Membership at the revised rates, you must let Cerebral know prior to the end of your then current Subscription Period in accordance with Section 6.5 (Cancellations) (so that at the end of that Subscription Period, your Membership will end), otherwise the increased rate will apply on and from the next Subscription Period.
6.3. Discounts. Cerebral may periodically offer discounts to its Membership Services in the form of free trial periods or discounted Membership Fees. The terms of those discounts will be clearly stated at the time you sign up or when you purchase a specific Service or product. Upon the expiration of any such discount, you will be charged the applicable Membership Fees in order to continue to receive the Membership Services.
6.4. Automatic Renewals with Subscription. Each Membership Service involves a subscription. The subscription gives you access to the Membership Service for one month, or the relevant period otherwise selected on the App or Website (“Subscription Period”). At the end of that Subscription Period, your Membership will automatically renew for a further Subscription Period and will continue to do so unless we are no longer offering that Service, in which case we will notify you, or you have already cancelled your Membership. Cerebral will bill you for the Membership Fees for each subsequent Subscription Period on a monthly basis or the relevant period otherwise selected on the App or Website. Should you cancel your Membership, your access to and use of the Membership Services shall continue to the end of your then current Subscription Period and thereafter end, but you will continue to have access to your User Account as they may contain personal health information.
6.5. Cancellations. Please email email@example.com no later than by 9am the business day before your scheduled Subscription Period renewal to end your Membership Services. If you do not cancel before this time, Cerebral reserves the right to charge you for the next Subscription Period and cancel your Membership Services in the following Subscription Period. Please note that all Services, including the delivery of any medicines prescribed or recommended through the Services, will end once cancelation takes effect.
6.6. Refunds. You have fourteen (14) days after the Membership Services commence to change your mind, cancel the services and claim a full refund. After the initial fourteen (14) day period, you acknowledge that you have elected to receive the Membership Services and, subject to applicable laws and Section 11 (Limitation of Liability), that you will no longer have any right to receive a refund for any previously paid Subscription Period. However, you retain the right to cancel your subscription for Membership Services at any time in accordance with Section 6.5 (Cancellations).
All medication orders are final once shipped by Truepill and the order cannot be returned or refunded. This is to protect the integrity of the medication and the health of the patient, as well as to comply with applicable laws. The full terms relating to the cancellation or refund of medication orders can be found in the Truepill Terms and Conditions. However, if you think you’ve received the wrong medication, have received an order in error, or have any other questions, please contact us at firstname.lastname@example.org.
If the Membership Services you order is defective (in other words, it does not comply with the requirements of the specifications on the Website or App or you cannot access it as you expect to), you may have one or more legal remedies available to you, depending on when you make us aware of the problem, in accordance with your legal rights. If you believe any Membership Service you purchase is defective, you should inform us as soon as possible, preferably in writing, giving your name, address and order reference. Nothing in these Terms and Conditions affects your legal rights.
7.1. Recurring Billing. Our subscription model involves a recurring Membership Fee. The billing period for your Membership Fees begins from the time of registration (or at the end of a free trial, if applicable), as defined by when you enter your payment method, and you will be billed again at the start of each subsequent Subscription Period. You are responsible for paying your Membership Fee each Subscription Period. By signing up for our Membership Services, you agree to pay all Membership Fees in full and authorise your payment method on file to be billed automatically each Subscription Period by Cerebral’s third-party payment processor for the entire length of time you are receiving the Membership Services, regardless of whether or not you have used the Membership Services during the Subscription Period, until your Membership ends or is cancelled.
7.2. Third-Party Payment Processor. All credit card, debit card and other monetary transactions on or through the Website and the App occur through an online payment processing application that is provided by a third-party payment processor(s). Cerebral itself does not collect or store payment card information. If our third-party payment processor is unable to secure funds from your payment method for Membership Fees that are due for any reason, including, but not limited to, insufficient funds or insufficient or inaccurate information provided when submitting electronic payment, Cerebral may undertake further collection action, including application of fees to the extent permitted by law, and reserves the right to suspend or terminate your User Account or Membership Services.
8. Prescription Policy. Certain medicines available through the Website and App require a valid prescription by a Regulated Provider. You will not be able to obtain a prescription medicine unless you have completed a consultation with a Regulated Provider through the Website or App, the Regulated Provider has determined the prescription medicine is appropriate for you and the Regulated Provider has written a prescription.
Cerebral does not endorse any specific medicine, pharmacy, or pharmacologic product. If a Regulated Provider prescribes a medicine, he/she will limit supply based upon applicable regulations and will only prescribe a medicine as determined in his/her own discretion and professional judgment. There is no guarantee a prescription will be written.
If a Regulated Provider determines a prescription medicine is appropriate for you and writes a prescription, you may choose to have it dispensed through a pharmacy operated by Truepill by using the Website or App. Cerebral and Truepill fully honour patient freedom of choice and, if you receive a prescription for a medicine, you always have the option to instruct your Regulated Provider to transmit that prescription to a different pharmacy of your choice or by emailing email@example.com. Otherwise, you hereby consent to using Truepill as your pharmacy. If you fill a prescription through Truepill, the prescription medicine will be shipped to your address by Truepill. Please note that the cost of medication is only included in your Membership Fee if your prescription is filled through Truepill and you may have to bear the cost of filling the prescription at a pharmacy other than Truepill.
You agree that any prescriptions that you acquire from a Regulated Provider will be solely for your personal use. All prescription medicines are provided subject to all warnings, limitations, and restrictions published or provided by the medicine’s manufacturer. You agree to fully and carefully read all provided product information and labels and to contact your Regulated Provider, or another physician or pharmacist if you have any questions regarding the prescription. You acknowledge and understand that the use or misuse of prescription medicines obtained through our Website, App or Services may result in undesirable or unexpected consequences. Cerebral does not accept any liability for the consequences arising from the application, use, or misuse of any prescription medicines made available through the Website, App or Services, including any injury or damage to any person or property as a matter of negligence, or otherwise, including your failure to comply with any warning labels attached to the prescription products.
Please consult the Truepill Terms and Conditions for full terms relating to the prescription, dispensing and shipping of your prescription medicines.
9. Intellectual Property.
9.1. Intellectual Property. With the exception of User Materials (as defined below), Cerebral and its licensors (including Truepill) retain all right, title, and interest in and to the Website, App and Services, and any information, content, products, documentation, software, or other materials available on or through the Website, App and Services, and any patent, copyright, trade secret, trademark, service mark, or other intellectual property, or proprietary right in any of the foregoing. For clarity, use, reproduction, copying, or redistribution of Cerebral or Truepill trademarks, service marks and logos is strictly prohibited without the prior written permission of Cerebral or Truepill. The Website and App may contain other proprietary notices and copyright information, the terms of which you agree to follow. Cerebral may delete any information provided by you that it deems in its sole discretion fraudulent, abusive, defamatory, obscene, or in violation of copyright, trademark, or other intellectual property or ownership right of any other person or entity.
So long as you comply with these Terms and Conditions (including paying any Membership Fees due), Cerebral grants you a limited non-exclusive, non-transferable and non-sublicensable right and licence to use the Service on the App and Website and in the case of Membership Services, a licence to use those Membership Services for the duration of your subscription. All rights not expressly granted to you in these Terms and Conditions are reserved and retained by Cerebral or its licensors, suppliers, publishers, rights holders, or other content providers. Other than User Content (which you own), neither the Website, the App and Services, nor any part of the Website, the App and Services, may be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of Cerebral. You may not frame or utilise framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Cerebral without express written consent. You may not use any meta tags or any other “hidden text” utilising Cerebral’s name or trademarks without the express written consent of Cerebral. You may use the Website, App, Services and medicines or other products available through the Website, App and Services only as permitted by law. The content of the Website and App, including without limitation the files, documents, text, photographs, images, audio, and video, and any materials accessed through or made available for use or download through this Website and App may not be copied, distributed, modified, reproduced, published, or used, in whole or in part, except for purposes authorised or approved in writing by Cerebral. Should there be unauthorised use of the Website, App or Services as determined by Cerebral, or any breach by you of this Terms and Conditions, we will let you know in writing, and cancel or end your Membership.
9.2. User Materials License. All names, photographs, information, communications and any other content that you submit to or publish on or through the Website or the App or via the Services, or that you submit to or publish on an online social media account (e.g., Facebook, Twitter, Instagram) that you own and link or otherwise associate with the Website, the App or your User Account, including any medical information you provide via the Website, App or Services, if any and as applicable, is hereinafter defined as the ”User Materials.” You own and are responsible for all User Materials and grant Cerebral and its related third parties involved in providing you the Services (including Truepill) a worldwide, transferable, sub-licensable, irrevocable, perpetual licence to use the User Materials, to the extent permitted by law, in order to provide the Service. You agree not to provide any User Materials that (a) is false, inaccurate, defamatory, abusive, unlawful, obscene, threatening, harassing, fraudulent, pornographic, or harmful, or that could encourage criminal or unethical behaviour, (b) violates or infringes the privacy, copyright, trademark, trade secrets, or intellectual property rights of any person or entity, or (c) contains or transmits a virus or any other harmful component. You confirm that you have the legal right and authorisation to provide all User Materials to Cerebral and, if relevant, its related third parties, so those entities can provide you with the Service. Cerebral may anonymise and aggregate your User Materials such that it is no longer considered personal information under applicable laws and use it for analytics or research purposes.
10. Consent to Electronic Communications. When you use the Website, App or Services, or send e-mails, messages, and other communications from your desktop or mobile device to us, you are communicating with us electronically. You agree that when you use or enter the Website or App or use the Services, you affirmatively consent to conduct business electronically with Cerebral and you agree that (a) all agreements and consents can be signed electronically and (b) all notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such notices and other communications be in writing.
11. Limitation of Liability.
11.1. Neither party’s liability for death or personal injury caused by its negligence, for fraudulent misrepresentation or for any other liability which may not, by law, be excluded or limited, is excluded or limited under these Terms and Conditions, even if any other term of these Terms and Conditions would otherwise suggest that this might be the case.
11.2. Cerebral shall not be liable for the acts of omissions of Truepill; however, you will have separate terms with Truepill under the Truepill Terms and Conditions that set out their liability to you in relation to any GP and Pharmacy Services.
11.3. Subject to Section 11.1 above, Cerebral is neither responsible nor liable for any indirect, incidental, consequential losses or damages including, without limitation, those resulting from lost profits, lost data, or business interruption caused by or arising from or in connection in any way to the Website, App, Services, products available through the Website, App or Services, and content or information contained within the Website and App, whether based on warranty, contract, tort, or any other legal theory and whether or not advised of the possibility of such damages.
11.4. Subject to Sections 11.1 and 11.3 above, the maximum liability of Cerebral to you with respect to your use of the Website, App, Services and products available through the Website, App or Services is, in respect of any 12 month period (the first of which shall be on the effective date of your Membership), the greater of: (i) the total amount of any Membership Fees paid by you in the relevant 12 months period; and (ii) £500 (five hundred pounds). For the purposes of this clause, if more than one claim arises from the same event or series of connected events, then all such claims shall be treated as having arisen on the date on which the first relevant claim arose.
11.5. The disclaimers and limitations set forth are not intended to limit liability or alter your rights as a consumer that cannot be limited or altered under applicable law.
12. Disclaimer of Warranties. Except as set out in these terms, we make or give no representation or warranty as to the accuracy, completeness, currency, correctness, reliability, integrity, quality, fitness for purpose or originality of any content of the Website, App or Services and, to the fullest extent permitted by law, all implied warranties, conditions or other terms of any kind are hereby excluded and we accept no liability for any loss or damage of any kind incurred as a result of you or anyone else relying on the content of the Website, App or Services.
13. General Legal Terms.
13.1. Force Majeure. You understand and acknowledge that the Website and/or the App may be subject to limitations, delays and other problems inherent in the use of third-party communication networks and facilities that are outside of Cerebral’s control, and thus Cerebral will not be responsible for any delays, failures, or damages associated with the Website and the App which result from any system delays, downtimes, interruptions or other failures of or problems with the Website and/or the App which are outside of Cerebral’s control. We will not be deemed to be in breach of these Terms and Conditions due to any event or occurrence beyond our reasonable control, including without limitation, acts of God, terrorism, war, invasion, epidemic, pandemic, failures of any public networks, electrical shortages, earthquakes or floods, civil disorder, strikes, fire, or other disaster provided that you will be entitled to end your Membership Services immediately if these circumstances go on for longer than 30 days (and receive a refund for any unused portion of Subscription Periods that were impacted during this period).
13.2. Severability. If any part, provision or section of these Terms and Conditions is held by a court or other tribunal of competent jurisdiction to be unenforceable, such part, provision or section shall be limited or eliminated to the minimum extent necessary so that these Terms and Conditions shall otherwise remain in full force and effect.
13.3. Assignment. You may not assign, transfer, or delegate these Terms and Conditions or any part thereof without Cerebral’s prior written consent, not to be unreasonably withheld, conditioned or delayed. Cerebral may freely transfer, assign, or delegate all or any part of the Terms and Conditions. Where such assignment is made, Cerebral will notify you in writing promptly following the assignment. In accordance with these Terms and Conditions, you have the right to choose whether to continue Membership Services or whether to terminate. The Terms and Conditions will be binding upon and inure to the benefit of the heirs, successors, and permitted assignees of the Parties.
13.4. No Third Party Rights. Unless expressly stated in these Terms and Conditions to the contrary, nothing herein is intended to confer any rights or remedies on any persons other than you and Cerebral and its affiliates. Nothing in the Terms and Conditions is intended to relieve or discharge the obligation or liability of any third parties to you or Cerebral or its affiliates, nor shall any provision give any third parties any right of subrogation or action over against you or Cerebral or its affiliates.
13.5. Dispute Resolution. Subject to the next paragraph, you agree that we will try to resolve any dispute between us internally and if we cannot, any dispute between you and us regarding these Terms and Conditions will only be dealt with by the English courts, except that if you live in Scotland or Northern Ireland, you can choose to bring legal proceedings either in your country or in England, but if we bring legal proceedings, we may only do so in your country.
13.6. Governing law. These terms shall be governed by English law, except that if you live in Scotland or Northern Ireland, there may be certain mandatory applicable laws which apply for your benefit and protection in addition to or instead of certain provisions of English law.
13.7. Entire agreement. These terms and any document expressly referred to in them represent the entire agreement between you and us in relation to the subject matter. Each party acknowledges that it has not relied on any representation, statement or assumption not expressly set out in these Terms and Conditions.
Annex: Additional Third Party Terms
If the App that you download, access and/or use is downloaded from the App Store operated by Apple Inc. (“Apple”):
· your licence to use the App is limited to a non-transferable licence to use the App on an Apple-branded device owned or controlled by you and as permitted by Apple’s usage rules published in its App Store terms of service, except that the App may be accessed, acquired and used by other accounts associated with you via Family Sharing or volume purchasing;
· you acknowledge and agree that:
· you represent and warrant that:
· you must comply with any applicable third party terms of agreement when using the App, such as your mobile phone provider's data usage agreement.
If the App that you download, access and/or use is downloaded from Google Play:
You are allowed unlimited reinstalls of the App without any additional fee, provided that if the App is removed from Google Pay due to (a) an allegation of infringement, or actual infringement, of any third party Intellectual Property Right; (b) an allegation of, or actual violation of, third party rights; or (c) an allegation or determination that such Product does not comply with applicable law (collectively “Legal Takedowns”) then the App will be removed from all portions of Google Play and you will no longer have a right or ability to reinstall the App.
You may also be able to claim a refund from Google for purchases made in the App if you qualify under the Google Play refund policy at https://support.google.com/googleplay/answer/2479637?p=play_refund.
We grant to the User a nonexclusive, worldwide, and perpetual license to perform, display, and use the App. The "User" means you and may also include, but is not limited to, a family group and family members whose accounts are joined together for the purpose of creating a family group. Family groups on Google Play will be subject to reasonable limits designed to prevent abuse of family sharing features.
If you are in emotional distress, here are some resources for immediate help: