Terms of Service

Effective Date: February 7, 2022

To review material modifications and their effective dates, scroll to the bottom of the page.

Darena Solutions LLC (“Darena” or “We,” or “Us”) owns the software, technology, and content that enables Darena’s MeldRx™, MyMeldRx™, and MyMipsScore™ Services, more particularly identified on the website that is accessible through a downloaded and installed application on a desktop or a mobile device, through a web browser or otherwise acquired application (collectively the “Apps” and “Services”).

The following terms and conditions, together with any documents incorporated by reference (collectively, the “Terms of Service”) govern your access to and use of the content, functionality, and services (collectively “Services”) that “Darena” “we” or “us) provides through the App or Services, effective as of the earlier of your first download of the App or use of the Services (the “Effective Date”) and continuing as long as you use the App or Services that may be provided by Darena hereunder.

By using Apps or Services by clicking to accept or agree to the Terms of Service when this option is made available to you, you accept and agree to be bound and abide by these Terms of Service. If you do not want to agree to these Terms of Service or the Privacy Policy, you must not access or use Apps or Services offered by Darena. Please note that the Apps or Services are not intended to be used, nor should they be used for emergency purposes. In the event of an emergency call 911 or go directly to an emergency provider.

These Apps or Services are only available for individuals aged 13 years or older. If you are 13 or older but under the age of 18, your parent or guardian must review the Privacy Policy, agree to its terms and conditions, and take full responsibility for its use. If you are under the age of 18, you may not use Apps or Services except with the permission of your parent or guardian, who has reviewed and agreed to abide by its terms and conditions.   

Modifications to the Terms of Service

We reserve the right to modify these Terms of Service at any time, and without prior notice, by posting an amended Terms of Service. All modifications to the Terms of Service may be accessed by following the link on the first screen when you open our Apps. YOUR CONTINUED USE OF THIS SITE FOLLOWING OUR POSTING OF A MODIFICATION NOTICE OR NEW TERMS OF SERVICE ON THIS SITE WILL CONSTITUTE BINDING ACCEPTANCE OF THE MODIFICATION OR NEW TERMS OF SERVICE. 

Monitoring 

We reserve the right, but not the obligation, to monitor your access and use of the Apps or Services without notification to you in a manner as set out in our Privacy Policy.  

Separate Agreements 

You may acquire products, services, and/or content from Darena. As a condition of your use and/or purchase of such products, services, and/or content, you will be bound by the terms and conditions of those products and services. 

Accessing the App

We will not be liable if, for any reason, all or any part of Apps or Services is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the App or Services or the entire App and Services. To access the Apps or Services, you may be asked to provide certain registration details or other information. It is a condition of your use of the Apps or Services that all the information you provide on the Apps or Services is correct, current, and complete. You agree that all information you provide to register for using Apps or Services. The use of any interactive and all included features of the Apps or Services are governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy. 

If you choose or are provided with a username, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Apps or Services or portions of these using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You also agree to ensure that you log out from your account at the end of each session. You should use caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

We have the right to disable any username, password, or another identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Service.

Intellectual Property Rights

The Apps and Services and their entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection, and arrangement thereof), are owned by Darena, its licensors or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

These Terms of Service permit you to use the Apps and Services for your authorized use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material through our Apps or Services.

If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Apps or Services, your actions would be considered a breach of the Terms of Service. Your right to use the Apps and Services will cease immediately. You must, at our option, return or destroy any copies of the Apps or Services you have made. No right, title, or interest in or to the Apps or Services or any content on the Apps or Services is ever transferred to you. All rights not expressly granted are reserved by Darena. Any use of the Apps or Services not expressly permitted by these Terms of Service is a breach of these Terms of Service and may violate copyright, trademark, and other laws. 

Trademarks

The Darena name, the terms, and Darena logo and all related names, logos, product and service names, designs, and slogans are trademarks of Darena or its affiliates or licensors. You must not use such marks without the prior written permission of Darena. All other names, logos, product and service names, designs, and slogans in the Apps or Services are the trademarks of their respective owners.

 

Prohibited Uses

You may use the Apps or Services only for lawful purposes and in accordance with these Terms of Service. You agree not to use the Apps or Services:

  • In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries) or the rights of other users.

  • To transmit or procure the sending of any advertising or promotional material, including any “junk mail”, “chain letter”, “spam” or any other similar solicitation.

  • To impersonate or attempt to impersonate Darena, a Darena employee, another user, or any other person or entity (including, without limitation, by using e-mail addresses associated with any of the foregoing).

  • To engage in any other conduct that restricts or inhibits anyone’s use of the Apps or Services or which we deem harmful to Darena or the users of Darena’s Apps or Services.

 

Additionally, you agree not to:

  • Use the Apps or Services in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Apps or Services, including their ability to engage in real-time activities through the Apps or Services.

  • Use any robot, spider, or other automatic devices, process, or means to access the Apps or Services for any purpose, including monitoring or copying any of the material or information included in the Apps or Services.

  • Use any manual process to monitor or copy any of the material included in the Apps or Services for any unauthorized purpose without our prior written consent.

  • Use any device, software, or routine that interferes with the proper working of the Apps or Services.

  • Introduce any viruses, trojan horses, worms, logic bombs, or other material which is malicious or technologically harmful.

  • Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Apps or Services or any server, computer, or database connected to the Apps or Services.

  • Attack any of the Apps or Services via a denial-of-service attack or a distributed denial-of-service attack.

  • Otherwise attempt to interfere with the proper working of the Apps or Services.

 

Enforcement & Termination

We have the right to:

  • Take any action with respect to any use of the Apps or Services that we deem necessary or appropriate in our sole discretion, including if we believe that such use violates the Terms of Service or Privacy Policy or may infringe any intellectual property right or other rights of any person or entity, threaten the personal safety of users of the Apps or Services or the public or create liability for Darena.

  • Take appropriate legal action, including without limitation, referral to law enforcement for any illegal or unauthorized use of the Apps or Services.

  • Terminate or suspend your access to all or part of the Apps or Services for any or no reason, including without limitation, any violation of these Terms of Service and/or the Privacy Policy

Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order, as required by law or regulations, requesting or directing us to disclose the identity or other information of anyone using the Apps or Services. YOU WAIVE AND HOLD HARMLESS DARENA FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY DARENA DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER DARENA OR LAW ENFORCEMENT AUTHORITIES.

 

Content Standards

These content standards apply to any and all of your communications and use of the Apps or Services. Without limiting the foregoing, your use of the Apps or Services and communications through these must not:

  • Contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable.

  • Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.

  • Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person.

  • Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Service and our Privacy Policy

  • Be likely to deceive any person.

  • Promote any illegal activity, or advocate, promote or assist any unlawful act.

  • Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person.

  • Impersonate any person, or misrepresent your identity or affiliation with any person or organization.

  • Give the impression that they emanate from or are endorsed by us or any other person or entity if this is not the case.

  

Reliance on Information Posted

The information presented on or through the Apps or Services is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or by anyone who may be informed of any of its contents.

These Apps and Services may include content provided by third parties. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content other than the content provided by Darena, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of Darena. We are not responsible or liable to you or any third party for the content or accuracy of any materials provided by any third parties.

 

Changes to the Apps or Services

We reserve the right to withdraw or amend the Apps or Services at our sole discretion without notice. Any of the material included in the Apps or Services may be out of date at any given time, and we are under no obligation to update such material.

 

Geographic Restrictions

We provide the Apps and Services for use only by persons located in the United States. We make no claims that the Apps and Services or any of the content included in these is accessible or appropriate outside of the United States. Access to the Apps and Services may not be legal by certain persons or in certain countries. If you access the Apps or Services from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

 

Disclaimer of Warranties

We do not guarantee that all functions of the Apps or Services will always be available, will perform as expected, or will be error-free at all times.

THE APPS AND SERVICES ARE PROVIDED TO YOU “AS IS” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, DARENA, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE APPS AND SERVICES, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, DARENA PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE APPS OR THE SERVICES WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS OR BE ERROR FREE OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER. SO, SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.

Limitation on Liability

1.       TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL DARENA OR ITS AFFILIATES, OR ANY OF DARENA’S OR ITS AFFILIATES’ RESPECTIVE LICENSORS OR SERVICE PROVIDERS, HAVE ANY LIABILITY ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE APPS AND SERVICES OR THE CONTENT FOR:

a) PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL OR PUNITIVE DAMAGES;

b) DIRECT DAMAGES IN AMOUNTS THAT IN THE AGGREGATE EXCEED THE AMOUNT ACTUALLY PAID BY YOU FOR THE APPS OR SERVICES.

THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR DARENA WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY. SO, SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.

BY CONSENTING TO THE TERMS OF THIS AGREEMENT AND USE OF THE APPS OR SERVICES, YOU EXPRESSLY CONSENT TO THE LIMITATION OF LIABILITY SET FORTH ABOVE IN THIS PROVISION AND ACKNOWLEDGE AND CONSENT TO THE FOLLOWING:

i.   These Apps and Services are not intended to be used, nor should they be used for emergency purposes. In the event of an emergency, you shall call 911 or go directly to an emergency provider.

ii.   Darena is not validating, affirming, providing, or issuing medical advice, and any communication received or transmitted by you through the Apps or Services should not be construed as such.  Furthermore, Darena is not responsible for your decision to seek or not seek medical care or choice of specific treatment based on your use of the Apps or Services.

iii.   Delay, interruption, or failure may occur in communication through the use of the Apps or Services. You shall not hold Darena liable for any injury resulting from such delay or failure, for whatever reason, and expressly assume such risk through your use of the Apps and Services.

iv.   You assume full responsibility and risk for your use and reliance on the Apps and Services.

Indemnification

You agree to indemnify, defend and hold harmless Darena and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys’ fees, arising from or relating to your use or misuse of the Apps and Services or your breach of this Agreement. Furthermore, you agree that Darena assumes no responsibility for the content you submit or make available through these Apps and Services.

 

Limitation of Time to File Claims

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS AGREEMENT, OR THE APPS AND SERVICES, MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

 

Arbitration

Except for actions to protect intellectual property rights and to enforce an arbitrator's decision hereunder, all disputes, controversies, or claims arising out of or relating to this Agreement or a breach thereof shall be submitted to and finally resolved by arbitration under the rules of the American Arbitration Association ("AAA") then in effect. There shall be one arbitrator, and such arbitrator shall be chosen by mutual agreement of the parties in accordance with AAA rules. The arbitration shall take place in St. Louis, Missouri, USA, and may be conducted by telephone or online. The arbitrator shall apply the laws of the State of Missouri, USA to all issues in dispute. The controversy or claim shall be arbitrated on an individual basis and shall not be consolidated in any arbitration with any claim or controversy of any other party. The findings of the arbitrator shall be final and binding on the parties and may be entered in any court of competent jurisdiction for enforcement. Enforcements of any award or judgment shall be governed by the United Nations Convention on the Recognition and Enforcement of Foreign Arbitral Awards.   

Jurisdiction and Venue.  The state courts located in the State of Missouri, USA, and the nearest U.S. District Court in the State of Missouri shall be the exclusive jurisdiction and venue for all legal proceedings that are not arbitrated under these Terms of Service.

Controlling Law.  This Agreement shall be construed under the laws of the State of Missouri, USA, excluding rules regarding conflicts of law. The application of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded. 

Severability 

If any provision of these terms is declared invalid or unenforceable, such provision shall be deemed modified to the extent necessary and possible to render it valid and enforceable. In any event, the unenforceability or invalidity of any provision shall not affect any other provision of these terms, and these terms shall continue in full force and effect and be construed and enforced as if such provision had not been included or had been modified as above provided, as the case may be.

 

Material Modifications Since February 7, 2022:  None