Terms and Conditions (“Terms”)

Please read these Terms and Conditions of Service Agreement (“Terms”, “Terms and Conditions”, “Agreement”) carefully before using the website (the “Service”) as they govern your use.

Your access and use of the Service is conditioned on acceptance of and in compliance with these Terms. These Terms apply to all visitors, users, and others who access or use the Service.

By accessing and using the Service, you agree to be bound by these terms. If you do not agree to be bound to any Terms, you should not access this Service.

A. Definitions

An “Account” represents your legal relationship with Nara. A “User Account” represents an individual User’s authorization to log into and use the Service and serves as a User’s identity on Nara.

The “Agreement” refers, collectively, to all the terms, conditions, notices contained or referenced in this document (the “Terms”) and all other operating rules, policies (including the Nara Privacy Policy, available at nara.care/privacy-policy), and procedures that we may publish from time to time on the Website.

“Content” refers to content featured or displayed through the Website, including without limitation code, text, data, articles, images, photographs, graphics, software, applications, packages, designs, features, and other materials that are available on the Website or otherwise available through the Service. “Content” also includes Services. “User-Generated Content” is Content, written or otherwise, created or uploaded by our Users. “Your Content” is Content that you create or own.

“Nara,” “We,” and “Us” refer to PanGenomic Health Corp., as well as our affiliates, directors, subsidiaries, contractors, licensors, officers, agents, and employees.

The “Service” refers to the applications, software, and services provided by Nara.

“The User,” “You,” and “Your” refer to the individual person, company, or organization that has visited or is using the Website or Service; that accesses or uses any part of the Account; or that directs the use of the Account in the performance of its functions. A User must be at least 13 years of age. Special terms may apply for business or government Accounts (See Section B(5): Additional Terms).

The “Website” refers to Nara’s website located at nara.care, and all content, services, and products provided by Nara at or through the Website.

B. Account Terms

Account Controls

Users: Subject to these Terms, you retain ultimate administrative control over your User Account and the Content within it.

Required information: For us to provide you the Service, you must provide and maintain true, accurate, current, and complete information about you as prompted by Nara’s Account registration process. You must have an Account to use the full functionalities of the Service.

Personal information you provide to us is governed by our Privacy Policy and applicable laws related to personal information. Your use of the Service indicates your agreement with the terms of the Privacy Policy.

Account Requirements:

We have a few simple rules for User Accounts on Nara’s Service:

You must be a human to create an Account. Accounts registered by “bots” or other automated methods are not permitted.

One person or legal entity may maintain more than one User Account or Organization with the same email address.

You must be 13 or older. Nara does not target our Service to anyone under the age of 13, and we do not permit any Users under 13 on our Service. If we learn of any User under the age of 13, we will terminate that User’s Account immediately. If you are a resident of a country outside of Canada, your country’s minimum age may be older; in such a case, you are responsible for complying with your country’s laws.
Your login may only be used by one person — i.e., a single login may not be shared by multiple people.

User Account Security: You are responsible for keeping your Account secure while you use our Service. The content of your Account and its security are up to you.

You are responsible for all content posted and activity that occurs under your Account (even when content is posted by others who have Accounts under your Account).

You are responsible for maintaining the security of your Account and password. Nara cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.

You will promptly notify Nara if you become aware of any unauthorized use of, or access to, our Service through your Account, including any unauthorized use of your password or Account.

Additional Terms: In some situations, third parties’ terms may apply to your use of Nara. For example, you may download or configure an application that integrates with Nara. Please be aware that while these Terms are our full agreement with you, other parties’ terms govern their relationships with you. If you are a government User or otherwise accessing or using any Nara Service in a government capacity, this Government Amendment to Nara’s Terms and Conditions applies to you, and you agree to its provisions.

C. Acceptable Use

Your use of the Website and Service must not violate any applicable laws, including copyright or trademark laws, export control or sanctions laws, or other laws in your jurisdiction. You are responsible for making sure that your use of the Service is in compliance with laws and any applicable regulations.

You agree that you will not under any circumstances violate our Privacy Policy and this Agreement.

D. User-Generated Content

Responsibility for User-Generated ContentYou may create or upload User-Generated Content while using the Service. You are solely responsible for the content of, and for any harm resulting from, any User-Generated Content that you post, upload, link to or otherwise make available via the Service, regardless of the form of that Content. We are not responsible for any public display or misuse of your User-Generated Content.

Nara May Remove Content

We have the right to refuse or remove any User-Generated Content that, in our sole discretion, violates any laws of Nara’s Terms or Policies. User-Generated Content displayed on Nara for mobile may be subject to mobile apps’ additional terms.

Ownership of Content, Right to Post, and License Grants

You retain ownership of and responsibility for your Content. If you’re posting anything you did not create yourself or do not own the rights to, you agree that you are responsible for any Content you post; that you will only submit Content that you have the right to post; and that you will fully comply with any third-party licenses relating to Content you post. Because you retain ownership of and responsibility for your Content, we need you to grant us — and other Nara Users — certain legal permissions, listed in Sections D.4 — D.7. These license grants apply to your Content.

If you upload Content that already comes with a license granting Nara the permissions we need to run our Service, no additional license is required. You understand that you will not receive any payment for any of the rights granted in Sections D.4 — D.6

License Grant to Us

We need the legal right to do things like host your Content, publish it, and share it. You grant us and our legal successors the right to store, archive, parse, and display your Content, and make incidental copies, as necessary to provide the Service, including improving the Service over time. This license includes the right to do things like copy it to our database and make backups; show it to you and other users; parse it into a search index or otherwise analyze it on our servers; share it with other users. This license does not grant Nara the right to sell your Content. It also does not grant Nara the right to otherwise distribute or use your Content outside of our provision of the Service, except that as part of the right to archive your Content. Furthermore, Nara may permit our partners to store and archive your Content.

License Grant to Other Users

f you set your Line details page to be viewed publicly, you grant a license to each User of Nara, or external guests you invite, to use and display your Content through the Nara Service. If you are uploading Content you did not create or own, you are responsible for ensuring that the Content you upload is licensed under terms that grant these permissions to other Nara Users and external guests you share the Content with.

Moral Rights

You retain all moral rights to your Content that you upload, publish, or submit to any part of the Service, including the rights of integrity and attribution. However, you waive these rights and agree not to assert them against us, to enable us to reasonably exercise the rights granted in Section D.4, but not otherwise. To the extent this agreement is not enforceable by applicable law, you grant Nara the rights we need to use your Content without attribution and to make reasonable adaptations of your Content as necessary to render the Website and provide the Service.

E. Intellectual Property Notice

Nara’s Rights to ContentUnless otherwise indicated, Nara is our proprietary property and all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics on the website and the trademarks, and logos contained are owned or controlled by us or licensed to us and are protected by copyright and trademark laws and various other intellectual property rights and unfair competition laws of Canada and other countries, international copyright laws, and international conventions.Except as expressly provided in the Agreement, no part of the Service and no Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our prior written permission. All rights in them are reserved to Nara

Nara’s Trademarks and Logos

If you’d like to use Nara’s trademarks, you must request written permission from Nara.

F. API Terms

Abuse or excessively frequent requests to Nara via the API may result in the temporary or permanent suspension of your Account’s access to the API. Nara, in our sole discretion, will determine abuse or excessive usage of the API. We will make a reasonable attempt to warn you via email prior to suspension.

You may not share API tokens to exceed Nara’s rate limitations.

You may not use the API to download data or Content from Nara for spamming purposes, including for the purposes of selling Nara users’ personal information, such as to recruiters, headhunters, and job boards.

All use of the Nara API is subject to these Terms in the End-User Service Agreement and Privacy Policy.

G. Cancellation and Termination

Account CancellationIt is your responsibility to properly cancel your Account with Nara. You can cancel your Account at any time by requesting a cancellation to Nara’s Support email.

Upon Cancellation

We will retain and use your information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements, but barring legal requirements, we may delete your full profile and the Content (though some information may remain in encrypted backups). This information can not be recovered once your Account is cancelled.Upon request, we will make a reasonable effort to provide an Account owner with a copy of your lawful, non-infringing

Account contents after Account cancellation, termination, or downgrade.
You must make this request within 90 days of cancellation, termination, or downgrade.

Nara May Terminate

Nara has the right to suspend or terminate your access to all or any part of the Website at any time, with or without cause, with or without notice, effective immediately. Nara reserves the right to refuse service to anyone for any reason at any time.

Survival

All provisions of this Agreement which, by their nature, should survive even after termination of Accounts — including, without limitation: ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

H. Communications With Nara
Electronic Communication RequiredFor contractual purposes, you (1) consent to receive communications from us in an electronic form via the email address you have submitted or via the Service; and (2) agree that all End-User Services, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that those communications would satisfy if they were on paper. This section does not affect your non-waivable rights.

Legal Notice to Nara

Must be in writing communications made through email or Nara Support’s messaging system will not constitute legal notice to Nara or any of its officers, employees, agents or representatives in any situation where notice to Nara is required by contract or any law or regulation. Legal notice to Nara must be in writing and served on Nara’s legal agent.

No Phone Support

Nara only offers support via email, in-Service communications, and electronic messages. We do not offer telephone support.

I. Disclaimer of Warranties

Nara provides the Website and the Service “as is” and “as available,” without warranty of any kind. Without limiting this, we expressly disclaim all warranties, whether express, implied or statutory, regarding the Website and the Service including without limitation any warranty of merchantability, fitness for a particular purpose, title, security, accuracy, and non-infringement.

Nara does not warrant that the Service will meet your requirements; that the Service will be uninterrupted, timely, secure, or error-free; that the information provided through the Service is accurate, reliable or correct; that any defects or errors will be corrected; that the Service will be available at any particular time or location; or that the Service is free of viruses or other harmful components. You assume full responsibility and risk of loss resulting from your downloading and/or use of files, information, content or other material obtained from the Service.

J. Limitation of Liability

You understand and agree that we will not be liable to you or any third party for any loss of profits, use, goodwill, or data, or for any incidental, indirect, special, consequential, or exemplary damages, however arising, that result from the use, disclosure, or display of your User-Generated Content; your use or inability to use the Service; any modification, price change, suspension or discontinuance of the Service; the Service generally or the software or systems that make the Service available; unauthorized access to or alterations of your transmissions or data; statements or conduct of any third party on the Service; any other user interactions that you input or receive through your use of the Service; or any other matter relating to the Service.

Our liability is limited whether or not we have been informed of the possibility of such damages, and even if a remedy set forth in this Agreement is found to have failed of its essential purpose. We will have no liability for any failure or delay due to matters beyond our reasonable control.

K. Release and Indemnification

If you have a dispute with one or more Users, you agree to release Nara from any and all claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.
You agree to indemnify us, defend us, and hold us harmless from and against any and all claims, liabilities, and expenses, including attorneys’ fees, arising out of your use of the Website and the Service, including but not limited to your violation of this Agreement, provided that Nara (1) promptly gives you written notice of the claim, demand, suit or proceeding; (2) gives you sole control of the defense and settlement of the claim, demand, suit or proceeding (provided that you may not settle any claim, demand, suit or proceeding unless the settlement unconditionally releases Nara of all liability); and (3) provides to you all reasonable assistance, at your expense.

L. Changes to These Terms

We reserve the right, at our sole discretion, to amend the Terms and Conditions at any time and will update these Terms in the event of any such amendments. We will notify our Users of material changes to this Agreement, such as price increases, at least 30 days prior to the change taking effect by posting a notice on our Website or sending an email to the primary email address specified in your Nara account. Customer’s continued use of the Service after those 30 days constitutes agreement to those revisions of this Agreement. For any other modifications, your continued use of the Website constitutes agreement to our revisions of these Terms.

We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Website (or any part of it) with or without notice.

M. Miscellaneous Governing Law

Except to the extent applicable law provides otherwise, this Agreement between you and Nara and any access to or use of the Website or the Service are governed by the federal laws of Canada and the laws of British Columbia, without regard to conflict of law provisions. You and Nara agree to submit to the exclusive jurisdiction and venue of the courts located in Vancouver, British ColumbiaNon-Assignabilty Nara may assign or delegate these Terms/or the Nara Privacy Policy, in whole or in part, to any person or entity at any time with or without your consent, including the license grant in Section D.4. You may not assign or delegate any rights or obligations under the Terms and Conditions Agreement or Privacy Policy without our prior written consent, and any unauthorized assignment and delegation by you are void.

Section Headings and Summaries

Throughout this Agreement, each section includes titles and brief summaries of the following terms and conditions. These section titles and brief summaries are not legally binding.

Severability, No Waiver, and Survival

If any part of this Agreement is held invalid or unenforceable, that portion of the Agreement will be construed to reflect the parties’ original intent. The remaining portions will remain in full force and effect. Any failure on the part of Nara to enforce any provision of this Agreement will not be considered a waiver of our right to enforce such provision. Our rights under this Agreement will survive any termination of this Agreement.

Amendments; Complete Agreement

his Agreement may only be modified by a written amendment signed by an authorized representative of Nara, or by the posting by Nara of a revised version in accordance with Section M. Changes to these Terms.

These Terms of Service, together with the Nara Privacy Policy, represent the complete and exclusive statement of the agreement between you and us.

This Agreement supersedes any proposal or prior agreement oral or written, and any other communications between you and Nara relating to the subject matter of these terms including any confidentiality or nondisclosure agreements.

Questions regarding Nara’s Terms and Conditions should email info@nara.care.