MSK Direct Application Terms and Conditions

Last Updated: June 19, 2023

DO NOT USE THE MSK DIRECT APP FOR EMERGENCY MEDICAL NEEDS. FOR ALL MEDICAL EMERGENCIES, PLEASE CALL YOUR DOCTOR OR IMMEDIATELY DIAL 911.

These terms and conditions ("Terms") are a contract between users ("you") and Memorial Sloan Kettering Cancer Center ("MSK", “we", "our" or "us") and apply to MSK's digital oncology application, the MSK Direct App, located as a website or application at MSK Direct App, and to any of our other websites, mobile applications and interfaces that link to these Terms (collectively, the "MSK Direct App").

Please read and review these Terms carefully before using the MSK Direct App. By accepting these Terms you agree to be bound by these Terms.  If you do not agree to these Terms, you may not use the MSK Direct App.

1. Using the MSK Direct App

1.1 For All MSK Direct App Users

The MSK Direct App provides users with access to information and educational resources from MSK and Jasper Health, a digital oncology platform (“Jasper Health”), and allows for communications with MSK and Jasper Health employees. MSK has contracted with Jasper Health to provide the MSK Direct App services to you under these Terms. However, your legal relationship with respect to the MSK Direct App services is with MSK, and MSK is responsible to ensure that Jasper Health complies with the Terms of this Agreement that applies to MSK. Your use of the MSK Direct App does not create a patient relationship between you and MSK. The MSK Direct App is not a substitute for a medical consultation or medical advice, nor is the MSK Direct App intended to provide medical care or act as a replacement for visits with a healthcare provider. You should not rely on the MSK Direct App for managing your health. If you need medical care, contact your healthcare provider. MSK does not assume any responsibility or risk for the use of anything on, or related to, the app.

Communications within the MSK Direct App are not in “real-time” and should not be used for urgent or emergency situations. MSK and Jasper Health will make best efforts to provide a timely response to electronic inquiries. MSK and Jasper Health are only able to respond to communications based on the information provided by you. If there is insufficient, or inaccurate, information provided we will be unable to provide an accurate response.

1.2 Age Requirement

The MSK Direct App is available only to persons who can form legally binding contracts under applicable law. You must be at least 18 years of age to use the MSK Direct App. The MSK Direct App may not be used by any person younger than 18 years. By accepting these Terms you represent and warrant to MSK that you are at least 18 years old and that you have the legal right and ability to accept these Terms.

2. Changes to the Terms and to the MSK Direct App

We may change these Terms at any time. Any changes that we make will become a part of our agreement with you and are effective and binding when they are posted to our MSK Direct App. If we make material changes, we will post the amended Terms to our MSK Direct App and update the "Last Updated" date above. We may also notify you by sending an email notification to the address associated with your account or providing notice through our MSK Direct App. By your continued use of the MSK Direct App after publication of revised Terms, you accept and agree to the terms and conditions of the revised Terms.

You acknowledge and agree that the MSK Direct App is offered as a convenience to users. We reserve the right to make additions, deletions, or changes to the MSK Direct App. We may add or remove features and we may suspend or stop the MSK Direct App altogether at our sole discretion. We may take any of these actions at any time, and when we do, we may not provide you with any notice beforehand.

3. Acceptable Use and Restrictions on Use

Only personal use of the MSK Direct App in accordance with these Terms is permitted. Personal use of the MSK Direct App expressly excludes, without limitation:

• any reproduction, duplication, sale, resale or other commercial use of the MSK Direct App;
   
• making any derivative of all or any part of the MSK Direct App;
   
• the collection and use of user email addresses; or
   
• the collection and use of other user information, including, without limitation, health information or any data extraction or data mining whatsoever.

You agree only to use the MSK Direct App for the purposes for which they have been designed. You will comply with these Terms and all applicable local, state, national and international laws, rules and regulations and will not encourage or promote any activity that violates these Terms.

Additional Restrictions

You understand that you are solely responsible for any content that you intentionally or unintentionally communicate to others using the MSK Direct App.

You agree that you will not:

• submit any information, ideas, or concepts that you wish to keep private or proprietary;
   
• use the MSK Direct App for any unlawful purpose or to promote illegal activities;
   
• try to interfere in any way with the MSK Direct App's networks or network security or try to use the MSK Direct App to gain unauthorized access to any other computer system, or other user's account;
   
• interfere or try to interfere with the proper functioning of the MSK Direct App, or damage any data or information associated with the MSK Direct App;
   
• transmit any harmful, malicious, or unauthorized software such as: viruses, time bombs, Trojan horses, worms, surveillance codes, other computer programming routines;
   
• make any automated use of the MSK Direct App, or take any action that we deem to impose or to potentially impose an unreasonable or disproportionately large load on our servers or network infrastructure;
   
• bypass any measures we take to restrict access to the MSK Direct App or use any software, technology or device to scrape, spider or crawl the MSK Direct App or harvest or manipulate data, or access any other user's information (unless explicitly granted permission);
   
• post any third party’s personally identifiable information (any information that can be used, either alone or combined with other information, to identify a person directly or indirectly) unless you have obtained express prior written approval and consent of that third party;
   
• post or link to any malicious content or offensive material; or
• send harassing, discriminatory, disparaging, defamatory or inappropriate messages through the MSK Direct App.

If we determine that you have violated any of the above restrictions or any other term or condition of these Terms, we reserve the right, in our sole discretion, to discontinue your use of the MSK Direct App.

4. Privacy Policy

For information about how we handle your information when you use the MSK Direct App, please read our Privacy Policy

5. Accounts, Passwords, and Security

To access the MSK Direct App services, you must first set up an account, including a username and password. To set up an account you will be required to provide MSK and Jasper Health with certain information about you. In setting up an account, you agree, represent, and warrant that such information is accurate and complete. You acknowledge that you are entirely responsible for remembering and maintaining the confidentiality of your account, including your username and password, and for any and all activity that occurs under your account. You agree that you will not do anything that might jeopardize the security of your account. If you feel that your security has been compromised, you can change your password at any time by following the instructions in the MSK Direct App. MSK recommends that you change your password regularly.

6. User Information

In these Terms, your "User Information" means any material that you submit to us through your use of the MSK Direct App for whatever purpose. You agree only to provide User Information that is accurate, and you agree to keep your User Information current, including your email address.

By submitting or uploading User Information to the MSK Direct App, you grant MSK and Jasper Health a non-exclusive, transferable, sublicensable, royalty-free, worldwide license to reproduce, distribute, perform, display, digitally transmit, and use the Content and IP on and in connection with the MSK Direct App (“License”) to use your User Information in any manner that complies with the MSK Direct App Privacy Policy and applicable law, including the regulations issued under the Health Insurance Portability and Accountability Act of 1996 (HIPAA) where applicable. You also grant MSK the right to sub-license these rights through multiple tiers. Although we have no obligation to screen, edit, or monitor your User Information, we may, in our sole discretion, delete or remove your User Information at any time and for any reason. If you do not, or cannot, agree to grant this License for any submitted User Information, you agree not to use the MSK Direct App.

7. MSK's Ownership Rights

The MSK Direct App, and all text, photographs, graphics, icon buttons, images, screen layouts, designs, artwork, names, logos, trademarks, service marks and data (collectively "Content") are owned by MSK or any of its subsidiaries, affiliates, partners, directors, officers, employees, agents, contractors, successors, licensees or assignees (collectively, the “MSK Protected Parties”), and are protected by U.S. and international copyright, trademark and other intellectual property law and conventions. The MSK Direct App may include both Content owned or controlled by MSK and Third Party Content (defined below) owned and controlled by third parties and licensed to MSK. Your right to access and make use of the MSK Direct App and Content is governed by this Agreement. The Content may be accessed, downloaded, or printed for your personal non-commercial use only. You agree not to sell, license, copy, reproduce, modify, republish, transmit, edit, adapt, create derivative works from, distribute or otherwise make unauthorized use of any of the MSK Direct App or Content, or intellectual property rights in the MSK Direct App or Content, in whole or in part by any means without our express written consent.

All trademarks, trade names and logos appearing on or through the MSK Direct App are property of the MSK Protected Parties. The "Memorial Sloan Kettering Cancer Center" name and logo and all other MSK names, marks, logos and other identifiers are trademarks and service marks of MSK. Names, marks, logos and other identifiers of third parties, including third party health care providers, are trademarks and service marks of their respective owners. You may not use or display any MSK trademarks, trade names, or logos without our prior written permission. We reserve all rights not expressly granted in this Agreement.

If you choose to provide us with any comments, suggestions, ideas or other feedback ("Feedback"), you agree that we have an unrestricted right to use it, and you are not entitled to receive any compensation.

8. Third Party Content, Services, and Apps

The MSK Direct App may contain links to websites, products, services, or other content owned or operated by third parties, which may include references to information, documents, materials and/or services provided by other parties (the "Third Party Content"). You may also be able to access certain applications owned or operated by third parties through the MSK Direct (the “Third Party Applications”, together “Third Party Content and Applications”). The inclusion of Third Party Content and Applications does not imply any approval, sponsorship or endorsement of such Third Party Content and Applications or any association with the parties that own or operate the Third Party Content and Applications. You acknowledge that use of Third Party Content and Applications is strictly at your own risk including, but not limited to, any risks associated with destructive viruses, and that MSK makes no warranties, express, statutory or implied, with respect to such Third Party Content. These Terms do not govern your use of any Third Party Content and Applications and you are responsible for viewing and abiding by the terms and conditions of use and the privacy statements of the Third Party Content and Applications. We do not control Third Party Content and Applications and we are not responsible or liable for the content or performance of those sites, including but not limited to, any inaccuracies, errors or omission in any content, any intellectual property infringement with relation to the Third Party Content and Applications, or any loss or damage of any kind incurred as a result of the use of any Third Party Content and Applications linked in or otherwise made available via the MSK Direct App. If you choose to access Third Party Applications through the MSK Direct App you may be requested to log-in and sync your accounts with such Third Party Applications. You are in no way obligated to use any Third-Party Applications, your access and use is at your own risk and MSK is not responsible for the accuracy, availability, or reliability of any information made available by the Third Party Applications.

9. Notice of Copyright Infringement

The Digital Millennium Copyright Act of 1998 provides recourse for copyright owners who believe that material posted on Internet sites infringes their rights under U.S. copyright law. If you believe in good faith that items, information or other materials appearing on the MSK Direct App infringes your copyright, you may notify MSK's Designated Agent. For your complaint to be valid under the DMCA, you must furnish the following information when providing notice of the claimed copyright infringement: (i) a physical or electronic signature of a person authorized to act on behalf of the copyright owner; (ii) identification of the material that is claimed to be infringing or to be the subject of the infringing activity and that is to be removed or access to which is to be disabled as well as information reasonably sufficient to permit MSKCC to locate the material; (iii) information reasonably sufficient to permit MSKCC to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address; (iv) a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, by its agent, or by law; and (v) a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.  The above information must be submitted as a written notification to the following Designated Agent: Jorge Lopez, Jr., 1275 York Avenue, New York, NY 10065 (jlopez@mskcc.org).

10. Release

To the fullest extent permitted by applicable law, you release MSK and our owners, subsidiaries, affiliated companies, employees, shareholders, and directors (collectively, the "MSK Parties") from responsibility, liability, claims, demands, and/or damages (actual and consequential) of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to disputes between users and the acts or omissions of third parties. If you are a California resident, you hereby waive any rights you may have under California Civil Code Section 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." You also waive any rights you may have under any other statute or common law principles that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.

11. Disclaimers

To the maximum extent permitted by law, the MSK Direct App, and all content are provided on an "as is" and "as available" basis, without any representation or warranty of any kind, express or implied, or any guaranty or assurance that the MSK Direct App will be available for use or that all information, content, materials, products, features, functions or operations will be available, up-to-date, accurate, or perform as described. MSK does not warrant that any part of the MSK Direct App and or content will operate uninterrupted or error-free or that defects will be corrected. You expressly agree that your use of the MSK Direct App is at your sole risk, including but not limited to the risk of any unauthorized disclosure or intentional intrusion, or of any delay, failure, interruption or corruption of data or other information transmitted in connection with your use of the MSK Direct App.

MSK does not warrant that the information, content, materials, products or other services included on or otherwise made available to you through the MSK Direct App or electronic communications sent from the MSK Direct App are free of viruses, malicious code or other harmful components. MSK will not be liable for any damages of any kind arising from the use of the MSK Direct App, or from any information content, materials, apps, products or other services included on or otherwise made available to you through the MSK Direct App.

Without limiting the foregoing, we are not responsible or liable for the accuracy, usefulness, timeliness or availability of any information transmitted or made available via the MSK Direct App and are not responsible or liable for any error or omissions in that information. You understand, acknowledge and agree that you are assuming the entire risk as to the quality, accuracy, performance, timeliness, adequacy, completeness, correctness, authenticity, security and validity of any and all content, features, and functions of the MSK Direct App. No advice or information, whether oral or written, obtained by you from MSK or through the MSK Direct App or Content will create any warranty not expressly made herein.

Some states may not allow the exclusion of implied warranties, so the above exclusion may not apply to you. But, to the extent permitted by applicable law, we exclude all warranties.

12. Limitation of Liability

You agree that you assume full responsibility for your use of the MSK Direct App. To the maximum extent permitted by law, under no circumstances will MSK and the MSK Parties be liable for any consequential, indirect, special, punitive or incidental damages or lost profits, whether foreseeable or unforeseeable, based on claims arising out of or related to the MSK Direct App (including, but not limited to, unauthorized access, damage, or theft of your data, claims for loss of goodwill, claims for loss of data, use of or reliance on the service, stoppage of other work or damage caused to equipment or programs from any virus or other harmful application), arising out of breach or failure of express or implied warranty, breach of contract, misrepresentation, negligence, strict liability in tort or otherwise. In the event of any problem with the MSK Direct App, you agree that your sole and exclusive remedy is to cease using the MSK Direct App.

13. Indemnity

YOU AGREE TO INDEMNIFY AND HOLD HARMLESS THE MSK PROTECTED PARTIES FROM ANY CLAIM OR DEMAND, INCLUDING REASONABLE ATTORNEYS’ FEES AND COSTS ASSOCIATED WITH REGULATORY INVESTIGATIONS, MADE BY ANY THIRD PARTY DUE TO OR ARISING OUT OF (1) YOUR CONTENT AND ANY RELATED INFORMATION; (2) YOUR USE OF AND ACCESS TO THE APP; (3) YOUR VIOLATION OF THESE TERMS AND CONDITIONS; (4) YOUR VIOLATION OF ANY RIGHTS OF A THIRD PARTY, INCLUDING BUT NOT LIMITED TO CLAIMS OF INFRINGEMENT OF THIRD-PARTY INTELLECTUAL PROPERTY RIGHTS OR RIGHTS OF PRIVACY OR PUBLICITY, OR CLAIMS OF DEFAMATION; AS WELL AS (5) YOUR VIOLATION OF ANY APPLICABLE LAWS OR REGULATIONS, INCLUDING BUT NOT LIMITED TO HIPAA TO THE EXTENT IT APPLIES.

14. Choice of Law and Venue

These Terms, and any and all disputes, claims and controversies ("Disputes") arising out of or relating to your access to, or use of the MSK Direct App shall be governed and construed exclusively in accordance with the laws of the State of New York, exclusive of its choice of law or conflict of laws provisions. In any Dispute by you arising under these Terms or related to the MSK Direct App, you irrevocably agree to submit, on an individual basis, to the exclusive personal jurisdiction of the state or federal courts located in or serving New York, New York. You waive any jurisdictional, venue or inconvenient forum objections to such court.

15. Termination

These Terms are effective unless and until terminated by either you or MSK. You may terminate these Terms at any time, provided that you discontinue any further access or use of the MSK Direct App. We also may terminate these Terms, in our sole discretion, at any time and may do so immediately and without notice, and accordingly deny you access to the MSK Direct App.

16. Miscellaneous

These Terms constitute the entire agreement between you and MSK regarding your access to, and use of the MSK Direct App. If a portion of these Terms is determined to be unlawful, void or unenforceable, it will not affect the enforceability of the remaining provisions, and the remaining provisions will continue in full force and effect. The following provisions survive the expiration or termination of these Terms: all definitions; MSK's Ownership Rights; User Information; Third Party Content; Limitation of Liability; Indemnity; Choice of Law and Venue; and Miscellaneous.

17. How to Contact Us

If you have any questions or comments about these Terms, or to close your MSK Direct App account, you may contact support at (855)222-1851 or support@hellojasper.com