TERMS OF SERVICE

LATEST UPDATE: FEB 20, 2018

OUR POLICY

All sections of these Terms of Use that, by their nature, should survive termination will survive termination, including, without limitation, the sections entitled User Content, Indemnity, Disclaimer of Warranty and Limitation of Liability, and General.

INTRODUCTION

The MindFi.co website and MindFi mobile application is an online mechanism for tracking, managing, and sharing all of your meditation, or mindfulness, activities. It is provided to you by Jaedye Labs Pte. Ltd. ("us" or "we" or "our" or "MindFi"), in connection with our partners, service providers, sponsors, or other affiliates. So that we may safely and responsibly manage this site for all of our users, your use of this site is subject to certain terms and conditions. The terms and conditions set forth below ("Terms of Use"), as well as the privacy policy set forth at www.mindfi.co/privacy, apply to your use of the services and functionality provided on or through the MindFi.co site and mobile application (the "Services").

By accessing and using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Use and the Privacy Policy. If you do not accept these Terms of Use and the Privacy Policy, you are not authorized to use the Services. We may modify these Terms of Use and the Privacy Policy at any time and such modification will be effective upon posting to the Services.

USE OF THE SERVICES

The Services allow for the delivery of software, text, graphics, images, video, audio, data and other material (collectively referred to as the "Content"). The Content may be owned by us or may be provided through an arrangement we have with others, including other users of the Services, or our partners, sponsors, or affiliates. The Content is protected by copyright under Singapore laws. Unauthorized use of the Content may violate copyright, trademark, and other laws. You have no rights in or to the Content, and you may not use the Content except as permitted under these Terms of Use. No other use is permitted without prior written consent from us or the owner of the Content. You must retain all copyright and other proprietary notices contained in the original Content on any copy you make of the Content. You may not sell, transfer, assign, license, sublicense, or modify the Content or reproduce, display, publicly perform, make a derivative version of, distribute, or otherwise use the Content in any way for any public or commercial purpose, except to utilize features of the Services that, by their nature, involve publishing or sharing of Content with the public. If you violate any part of these Terms of Use, your permission to access and/or use the Content and Services automatically terminates and you must immediately destroy any copies you have made of the Content.

Various company, product, and service names displayed on the Services may be trademarks or service marks owned by others (the "Third-Party Trademarks"). Your use of the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Third-Party Trademark displayed on this Services. The Third-Party Trademarks may not be used to disparage any applicable third-party, any of their products or services, or in any manner in which, in our reasonable judgment, may damage any goodwill in the Third-Party Trademarks.

The Services include access to links to, and content and data from, third-party websites ("External Services"). These links, content, and data are provided solely as a convenience to you and not as an endorsement by us of the content on such External Services. The content of such External Services is developed and provided by others. In addition, the Services permit access to content posted, stored, or displayed at the direction of users of the Services, for which we cannot accept any responsibility or liability.

The Services are for personal use only and may not be used in connection with any commercial endeavors except those that are specifically approved by us. The following activities are expressly prohibited: (i) collecting usernames and/or email addresses of other users by electronic or other means for the purpose of sending unsolicited email or other communications, (ii) any use of the Services, which in our sole judgment, degrades the reliability, speed, or operation of the Services or any underlying hardware or software thereof, (iii) use of web scraping, web harvesting, or web data extraction methods from MindFi even if the MindFi account owner gives permission; and (iv) any use of the Services which is unlawful or in violation of these Terms of Use.

By using the Services, you represent and warrant that you are 18 years of age or older. Your account may be terminated without warning, if we believe that you are under 18 years of age.

Your use of the Services is subject, in our sole discretion, to termination at any time.

SUBSCRIPTIONS

We offer several types of subscriptions for our Services, including a monthly subscription, an annual subscription, and an unlimited access (“Lifetime”) subscription. By selecting one of these subscriptions, you agree to pay in advance the applicable subscription fee, if any, as posted in the Services, plus any applicable taxes and other fees that may accrue in relation to your use of the Services. All fees are non-refundable and non-transferable unless otherwise provided in these Terms of Use. All fees and applicable taxes, if any, are payable in United States dollars or your local country’s currency.

General. Whether you are purchasing a one-time gift subscription for another person or a subscription for yourself (each, a "Transaction"), you expressly authorize us (or our third-party payment processor) to charge you for such Transaction. We may ask you to supply additional information relevant to your Transaction, including your credit card number, the expiration date of your credit card and your email and postal addresses for billing and notification (such information, “Payment Information”). You represent and warrant that you have the legal right to use all payment method(s) represented by any such Payment Information. When you initiate a Transaction, you authorize us to provide your Payment Information to third parties so we can complete your Transaction and to charge your payment method for the type of Transaction you have selected (plus any applicable taxes and other charges). You may need to provide additional information to verify your identity before completing your Transaction (such information is included within the definition of Payment Information).

Advance Payment of Subscription Fees. If you purchase a subscription, the subscription fee (plus any applicable taxes and other charges) will be charged to you at the beginning of the paying portion of your subscription. Monthly, and annual subscriptions will be charged to you at the beginning of your subscription and each month or year (as applicable) thereafter at the then-current rate. Unlimited access subscriptions, if available, will be charged in one advance payment at the beginning of your subscription at the then-current rate; such subscriptions will give you access to the Services without further payment for as long as we provide the Services. For monthly and annual subscriptions, you will be automatically charged each month or year, as applicable, on the calendar day corresponding to the date of commencement of your subscription. If your monthly subscription began on a day not contained in a given month, we may charge you on such other day in the applicable month as we deem appropriate. For example, if your subscription started on January 31st, your next payment date is likely to be February 28th and you will be billed on that date. Weekly, monthly and annual subscription fees auto-renew as set forth below.

Recurring Payment. By entering into these Terms and selecting a monthly, or annual subscription, you acknowledge that your subscription has a recurring payment feature and you accept responsibility for all recurring payment obligations prior to cancellation of your subscription by you or MindFi. Your monthly, annual, or unlimited access subscription continues until cancelled by you or we terminate access to or use of the Services in accordance with these Terms.

Cancellation of Subscription. You may cancel your subscription at any time. All payments are non-refundable and non-transferable. You will not receive a refund of any portion of the subscription fee paid for the then-current subscription period at the time of cancellation. If you cancel, you can continue to enjoy your subscription through the end of your current month, or year, as applicable to your subscription. To cancel, you can email us at help@mindfi.co . You can also cancel through your app store operator. For example, if you have an iPhone, go to Settings, tap App and iTunes Stores, tap your Apple ID, tap View Apple ID, sign in if requested, then tap Manage under Subscriptions. Please follow the instructions, if any, that we provide to you in response to your cancellation request. Google subscriptions can be managed in the Google Play Store; search for MindFi and select "Manage Subscriptions".

Termination of Subscriptions. We may terminate access to or use of the Services, at our sole discretion, at any time and without prior notice. All fees are non-refundable. For monthly, and annual subscriptions, if we terminate your subscription, you may continue to use the Services for the remainder of your current subscription period, after such time the paid subscription Services will not be available to you. For unlimited access subscriptions, your access to the Services will only be cancelled if you violate these Terms or we discontinue offering the Services. If MindFi or its assets are acquired by a third party as a result of a transaction such as a merger, acquisition or asset sale, or if we go out of business or enter bankruptcy, we may discontinue offering the Services and will not be required to provide any refunds for unlimited access subscriptions.

In the event of any failure of the Services to conform to any applicable warranty, you may notify MindFi, and MindFi will refund the purchase price for the Services to you (if applicable) and, to the maximum extent permitted by applicable law, MindFi will have no other warranty obligation whatsoever with respect to the Services . Any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of MindFi.

Subscription Price Changes. The price of subscriptions is subject to change at any time without notice. We reserve the right at any time to correct any inadvertent pricing errors, to change or revoke any limited-time offer, and to correct any errors, inaccuracies, or omissions on the Site or in the App, including after you have been charged your subscription fee. If we change the price of your monthly or annual subscription, you have the option to cancel at any time before the new price is applied. Please see above for further information about cancellation.

USER CONTENT

The Services may now or in the future include functionality to permit the submission of Content at the direction of users of the Services ("User Content") and the hosting, sharing, and/or publishing of such User Content. You understand that whether or not such User Content is published, we do not guarantee any confidentiality with respect to any submissions.

 

The Services may provide you with the option of making certain User Content that you submit to the Services as private or available only to select users of the Services. If, upon submission of User Content to the Services, you initially elect to mark such User Content as private or available for a limited group of users, MindFi will maintain the privacy of such User Content in accordance with your election. However, if you do not elect to mark your User Content as private or available for a limited group of users, or later change such designation to allow such User Content to be made generally available, MindFi can not and does not guarantee the privacy of such User Content.

The Services function as a venue to connect members in a virtual information place. As a neutral facilitator, MindFi is not directly involved in the actual transactions between members of the Services. As a result, MindFi has no control over the truth, accuracy, quality, legality, or safety of postings made by users of the Services. MindFi shall have no responsibility to confirm the identity of members. MindFi shall also have no responsibility to confirm or verify the qualifications, background, or abilities of users of the Services. You shall at all time exercise common sense and good judgment when dealing with any user of the Services.

You shall be solely responsible for User Content you submit and the consequences of our posting or publishing such User Content. In connection with any User Content you submit, you affirm, represent, and/or warrant that: (i) you own or have the necessary licenses, rights, consents, and permissions to use and authorize us to use all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all User Content to enable inclusion and use of the User Content in the manner contemplated by the Services and these Terms of Use; and (ii) you have the express consent, release, and/or permission of each and every identifiable individual person in the User Content to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of the User Content in the manner contemplated by the Services and these Terms of Use. By submitting the User Content to us, you hereby grant us a perpetual, worldwide, non-exclusive, royalty-free, sublicensable and transferable license to use, reproduce, distribute, prepare derivative works of, modify, display, and perform all or any portion of the User Content in connection with our provision of the Services and our (and our successors') business, including without limitation for promoting and redistributing part or all of the Services (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each user of the Services a non-exclusive license to access your User Content through the Services, if you have permitted such access through your account settings, and to use, reproduce, distribute, prepare derivative works of, display and perform such User Content as permitted through the functionality of the Services and under these Terms of Use. We may maintain copies of any User Content for purposes of backup, security, or maintenance, or as required by law.

In connection with User Content, you further agree that you will not: (i) submit material that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post the material and to grant us all of the license rights granted herein; (ii) publish falsehoods or misrepresentations that could damage us or any third party; (iii) submit material that is unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate; (iv) post advertisements or solicitations of business; or (v) impersonate another person. We do not endorse any User Content or any opinion, recommendation, or advice expressed therein, and we expressly disclaim any and all liability in connection with any User Content. We do not permit copyright infringing activities and infringement of intellectual property rights in connection with the Services, and we will remove all Content and User Content if properly notified that such Content or User Content infringes on another's intellectual property rights. We may remove any Content and User Content without prior notice. We may also terminate your access to the Services, if you are determined to be a repeat infringer. A repeat infringer is anyone who has been notified of infringing activity more than once and/or has had any User Content removed from the Services more than twice. We also reserve the right to decide whether Content or User Content is appropriate and complies with these Terms of Use for violations other than copyright infringement and violations of intellectual property law, such as, but not limited to, pornography, obscene or defamatory material, or excessive length. We may remove such User Content and/or terminate your access for uploading such material in violation of these Terms of Use at any time, without prior notice and at its sole discretion.

INDEMNITY

You agree to defend, indemnify, and hold us harmless from and against any claims, actions or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from your breach of these Terms of Use or your uploading of, access to, or use or misuse of the Content or the Services. We shall provide notice to you of any such claim, suit, or proceeding and shall assist you, at your expense, in defending any such claim, suit or proceeding. We reserve the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting our defense of such matter.

DISCLAIMER OF WARRANTY AND LIMITATION OF LIABILITY

WE, OUR AFFILIATES, OUR PARTNERS, AND OUR AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS, MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE CONTENT (INCLUDING THE USER CONTENT), INCLUDING BUT NOT LIMITED TO ITS ACCURACY, RELIABILITY, COMPLETENESS, TIMELINESS, OR RELIABILITY.

NEITHER WE NOR OUR AFFILIATES OR PARTNERS SHALL BE SUBJECT TO LIABILITY FOR TRUTH, ACCURACY, OR COMPLETENESS OF ANY INFORMATION CONVEYED TO USERS OF THE SERVICES OR FOR ERRORS, MISTAKES OR OMISSIONS THEREIN OR FOR ANY DELAYS OR INTERRUPTIONS OF THE DATA OR INFORMATION STREAM FROM WHATEVER CAUSE. YOU AGREE THAT YOU USE THE SERVICES AND THE CONTENT AT YOUR OWN RISK.

WE MAKE NO WARRANTY THAT THE SERVICES WILL BE AVAILABLE ERROR FREE OR THAT THE SERVICES OR THE CONTENT ARE FREE OF COMPUTER VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES. IF YOUR USE OF THE SERVICES OR THE CONTENT RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, WE SHALL NOT BE RESPONSIBLE FOR THOSE COSTS.

THE SERVICES AND CONTENT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY WARRANTIES OF ANY KIND. WE HEREBY DISCLAIM ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE WARRANTY OF TITLE, MERCHANTABILITY, NON INFRINGEMENT OF THIRD PARTIES' RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE.

IN NO EVENT SHALL WE BE LIABLE FOR ANY DAMAGES (INCLUDING, WITHOUT LIMITATION, INCIDENTAL AND CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM THE USE OR INABILITY TO USE THE SERVICES AND THE CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, IN EXCESS OF ONE HUNDRED DOLLARS, EVEN IF A WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Some states or countries do not allow exclusion of implied warranties or limitation of liability for incidental or consequential damages, so the above limitations or exclusions may not apply to you. IN SUCH STATES OR COUNTRIES, OUR LIABILITY SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

NO MEDICAL ADVICE

MindFi is a provider of Services related to online and mobile meditation content in the health & wellness space. THE SERVICES DO NOT CONTAIN OR CONSTITUTE, AND SHOULD NOT BE INTERPRETED AS, MEDICAL ADVICE OR OPINION. While there is third party evidence from research that meditation can assist in the prevention and recovery process for a wide array of conditions as well as in improving some performance and relationship issues, MindFi makes no claims, representations or guarantees that the Services provide a therapeutic benefit. There have been rare reports where people with certain psychiatric problems like anxiety and depression have experienced worsening conditions in conjunction with intensive meditation practice. People with existing mental health conditions should speak with their health care providers before starting a meditation practice.

Any health information and links on the Services, whether provided by MindFi or by contract from outside providers, is provided simply for your convenience. Any advice or other materials in the Services are intended for general information purposes only. They are not intended to be relied upon and are not a substitute for professional medical advice based on your individual condition and circumstances. The advice and other materials we make available are intended to support the relationship between you and your healthcare providers and not replace it. We are not liable or responsible for any consequences of your having read or been told about such advice or other materials as you assume full responsibility for your decisions and actions. In particular, to the fullest extent permitted by law, we make no representation or warranties about the accuracy, completeness, or suitability for any purpose of the advice, other materials and information published as part of the Services.

We are not licensed medical professionals, and we are not in the business of providing medical advice. You should always consult a qualified and licensed medical professional prior to beginning or modifying any diet or exercise program. YOUR USE OF THE WEBSITE OR THE MOBILE APPLICATION DOES NOT CREATE A DOCTOR-PATIENT RELATIONSHIP BETWEEN YOU AND MINDFI.

GENERAL

These Terms of Use, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction.

These Terms of Use are governed by the internal substantive laws of the Republic of Singapore, without respect to its conflict of law provisions. You expressly agree to submit to the exclusive personal jurisdiction of the Republic of Singapore. If any provision of these Terms of Use is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of the Terms of Use, which shall remain in full force and effect. Failure by us to act on or enforce any provision of the Terms of Use shall not be construed as a waiver of that provision or any other provision in these Terms of Use. No waiver shall be effective against us unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance. Except as expressly agreed by us and you, these Terms of Use constitute the entire agreement between you and us with respect to the subject matter, and supersede all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. The section headings are provided merely for convenience and shall not be given any legal import. These Terms of Use will inure to the benefit of our successors, assigns, licensees, and sublicensees.

For additional questions, please contact help@mindfi.co