IMPORTANT — PLEASE READ CAREFULLY. THESE TERMS CONTAIN A BINDING ARBITRATION AGREEMENT, A CLASS ACTION WAIVER, A JURY TRIAL WAIVER, A LIMITATION OF LIABILITY, AN ASSUMPTION OF RISK, A SHORTENED ONE-YEAR LIMITATIONS PERIOD, AND AN INDEMNIFICATION OBLIGATION. THEY AFFECT YOUR LEGAL RIGHTS. SECTION 16 EXPLAINS HOW YOU CAN OPT OUT OF ARBITRATION.
MEDSPARK IS NOT A MEDICAL DEVICE, NOT A SUBSTITUTE FOR MEDICAL ADVICE, AND DOES NOT VERIFY THE IDENTITY, DOSAGE, OR APPROPRIATENESS OF ANY MEDICATION. YOU USE IT AT YOUR OWN RISK. IF YOU ARE EXPERIENCING A MEDICAL EMERGENCY, CALL YOUR LOCAL EMERGENCY NUMBER IMMEDIATELY.
BY TAPPING "I AGREE," CREATING AN ACCOUNT, OR USING THE SERVICE, YOU EXPRESSLY ACKNOWLEDGE AND CONFIRM THAT YOU HAVE READ AND UNDERSTAND: (I) THE SERVICE CANNOT RELIABLY PREVENT MISSED, LATE, OR INCORRECT MEDICATION DOSES; (II) YOU WILL INDEPENDENTLY VERIFY EVERY MEDICATION, DOSE, AND SCHEDULE AGAINST YOUR PRESCRIPTION AND YOUR HEALTHCARE PROVIDER'S INSTRUCTIONS; (III) YOU WILL NOT RELY ON THE SERVICE AS YOUR SOLE OR PRIMARY REMINDER, ESPECIALLY FOR CRITICAL OR TIME-SENSITIVE MEDICATIONS; (IV) THE VISUAL CHECK FEATURE DOES NOT IDENTIFY MEDICATIONS, VERIFY DOSES, OR CONFIRM INGESTION; AND (V) YOU ASSUME ALL RISK OF PERSONAL INJURY, ILLNESS, OR DEATH ARISING FROM YOUR USE OR RELIANCE ON THE SERVICE.
1. Acceptance of These Terms
These Terms of Service ("Terms") form a legally binding agreement between you ("you," "your," or "User") and MedSpark, Inc., a Delaware corporation ("MedSpark," "we," "us," or "our"), governing your access to and use of the MedSpark mobile application, any related websites, APIs, content, features, and services (collectively, the "Service").
By downloading, installing, accessing, or using the Service, by tapping "I agree," by creating an account, or by otherwise indicating acceptance, you acknowledge that you have read, understood, and agreed to be bound by these Terms and by our Privacy Policy, which is incorporated by reference. If you do not agree, do not download, install, access, or use the Service, and uninstall it from your device.
If you are accepting these Terms on behalf of another person, entity, or organization, you represent and warrant that you have full legal authority to bind that person, entity, or organization to these Terms.
2. Nature of the Service — What MedSpark Is and Is Not
2.1 What the Service Is. The Service is a general-wellness, consumer-facing reminder and habit-tracking application. It allows you to record medications, supplements, and other items you choose to track; receive time-based reminders that you configure; log that you have taken an item; and, as a gamified engagement feature, accumulate points and unlock AI-generated artwork.
2.2 What the Service Is Not. The Service is NOT, and is not intended to be:
A medical device under the U.S. Food, Drug, and Cosmetic Act, EU Regulation 2017/745 (MDR), UK Medical Devices Regulations 2002, or any similar law in any jurisdiction;
A clinical decision support tool;
A pharmacy, pharmacist, prescriber, healthcare provider, or healthcare institution;
A substitute for professional medical advice, diagnosis, or treatment;
A verification system for medication identity, authenticity, strength, dosage, or suitability;
An emergency service or a means of contacting a healthcare provider;
A record of your prescriptions or a pharmacy record;
Compliant with any specific regulatory regime (including but not limited to HIPAA, FDA 21 CFR Part 11, GxP, GCP, or EMA guidelines) unless expressly stated in writing by MedSpark for a particular deployment.
The Service is intended as a general-wellness tool within the meaning of FDA guidance titled "General Wellness: Policy for Low Risk Devices" and equivalent global frameworks. It does not diagnose, cure, mitigate, treat, or prevent any disease or condition.
2.3 No Professional Relationship. Your use of the Service does not create a doctor-patient, pharmacist-patient, provider-patient, fiduciary, or any other professional relationship between you and MedSpark.
2.4 Always Consult Your Healthcare Provider. Any decision about medication — including what to take, when to take it, how much to take, whether to start, continue, or stop any treatment — must be made in consultation with a licensed healthcare professional who knows your medical history. Never disregard, avoid, or delay seeking medical advice because of anything displayed by the Service. The Service does not replace your prescription label, your pharmacist's instructions, or your provider's directions.
2.5 Where MedSpark Operates. MedSpark currently offers the Service in the United States and in Brazil. These Terms apply to users in both jurisdictions, as supplemented by the jurisdiction-specific provisions in Sections 17 and 22. If you are a consumer resident in Brazil, you benefit from non-waivable protections of the Brazilian Consumer Defense Code (Law No. 8,078/1990, "CDC") and the Brazilian General Data Protection Law (Law No. 13,709/2018, "LGPD"). Nothing in these Terms limits those rights, and any provision of these Terms that conflicts with a non-waivable CDC or LGPD protection is not enforceable against you to the extent of that conflict.
3. User Responsibility for All Data and Decisions
3.1 Accuracy of Your Entries. You are solely and exclusively responsible for all information you enter into, select within, or configure in the Service, including without limitation: medication names, dosages, quantities, forms (pill, liquid, injection, etc.), schedules, times, frequencies, days of the week, start and end dates, and any other parameters. MedSpark does not validate, verify, cross-check, interpret, or correct any information you enter. The Service will reproduce whatever you enter and will generate reminders based solely on what you entered — even if what you entered is incorrect, incomplete, outdated, unsafe, or inconsistent with your prescription.
3.2 You Verify Against Your Prescription. Before relying on any reminder, schedule, or entry in the Service, you must independently verify it against the official, current prescription label, the instructions from your prescriber, and the directions from your pharmacist. If there is any conflict between the Service and your prescription, label, prescriber, or pharmacist, you must follow your prescription, label, prescriber, or pharmacist — NOT the Service.
3.3 No Dosage, Interaction, or Safety Checking. The Service does not check for drug interactions, allergies, contraindications, duplicate therapies, dangerous or lethal doses, pediatric or geriatric appropriateness, pregnancy or lactation compatibility, renal or hepatic adjustments, therapeutic ranges, or any other clinical concern. If you enter an incorrect or unsafe dosage, frequency, or combination, the Service will generate reminders that match your entry without warning you.
3.4 Your Decision to Act. A reminder is a prompt, not a direction. The decision to take, not take, delay, adjust, or skip any medication is always yours and yours alone, made in light of your prescription, your provider's guidance, how you feel, and all other relevant factors. You assume all risk for every action and inaction related to your medications.
3.5 Keep Your Information Current. You agree to promptly update entries whenever your prescription or regimen changes. If you do not update the Service, it will continue to remind you based on outdated information, and you accept full responsibility for that outcome.
4. Notifications and Reminders — No Guarantee of Delivery
4.1 Best-Effort Delivery. Reminders are delivered as push notifications, local notifications, or in-app prompts. Delivery depends on many factors outside MedSpark's control, including: your device's operating system, notification permissions, "Do Not Disturb" / Focus / silent modes, battery-optimization settings, "Low Power Mode," background app refresh settings, app-kill behavior on Android original equipment manufacturers (Xiaomi, Huawei, Samsung, OnePlus, Oppo, Vivo, and others that aggressively kill background apps), storage constraints, the Apple Push Notification service (APNs), Google's Firebase Cloud Messaging (FCM), carrier and Wi-Fi connectivity, device clock settings, time-zone changes, daylight-saving transitions, OS updates, and MedSpark's own servers.
4.2 No Guarantee. MedSpark does NOT guarantee that any reminder will be delivered, delivered on time, delivered audibly, delivered with the intended sound or vibration, delivered to the lock screen, delivered at all, or received by you. Reminders may be delayed, duplicated, dropped, muted, or displayed incorrectly. You must not rely on the Service as your only or primary means of remembering any medication or dose. You are responsible for maintaining an independent, non-app method of remembering critical medications.
4.3 Critical and Time-Sensitive Medications. The Service is not designed or suitable for medications where a missed, delayed, or mistimed dose could result in serious harm, hospitalization, or death, including but not limited to: insulin, anticoagulants, anti-rejection drugs, antiepileptics, cardiac medications, chemotherapy, controlled substances, HIV antiretrovirals, and any medication with a narrow therapeutic index. Do not use the Service as the sole reminder for any such medication. Discuss appropriate tools with your healthcare provider.
5. The AI Visual Check Feature — Limited and Non-Diagnostic
5.1 What the Feature Does. The Service includes an optional visual check feature in which you may photograph your hand holding an object. An automated system attempts to detect whether the photograph appears to contain a small, pill-shaped object in the visible hand. That is all the feature does.
5.2 What the Feature Does NOT Do. The visual check feature does NOT:
Identify any specific medication, brand, generic, tablet, capsule, or substance;
Read, parse, interpret, or verify any imprint, marking, shape-identifier, color-identifier, score line, or engraving;
Confirm that the object photographed is in fact a pharmaceutical product, a dietary supplement, or anything consumable;
Confirm that the object photographed is the medication you entered into the Service, the medication you were prescribed, the medication you intend to take, or any particular medication at all;
Confirm the strength, dose, dosage form, purity, authenticity, integrity, manufacturer, expiration, or safety of the object photographed;
Confirm that you have ingested, swallowed, injected, or otherwise consumed the object;
Confirm that the photograph was taken at the time it was submitted, by you, or of your own hand;
Detect counterfeit, adulterated, substituted, expired, damaged, or recalled medications;
Constitute "proof of dose" for any medical, clinical, legal, insurance, regulatory, occupational, custodial, judicial, or employment purpose.
5.3 Failure Modes. The visual check is probabilistic and imperfect. It may return false positives (accepting something that is not a pill) and false negatives (rejecting something that is a pill). Accuracy depends on lighting, angle, focus, skin tone, hand position, background contrast, the size and color of the object, the camera, and countless other factors. A successful check means only that the automated system, at that moment, believed the image plausibly contained a pill-shaped object. It means nothing more.
5.4 No Reliance. You must not rely on the visual check feature as verification of anything. It is an engagement feature, not a safety mechanism, not a clinical tool, not a compliance tool, and not a legal record. Any use of it or its outputs for any such purpose is outside the scope of these Terms, and MedSpark disclaims all liability for such use to the maximum extent permitted by law.
5.5 AI Limitations Generally. Any artificial-intelligence, machine-learning, computer-vision, or algorithmic feature within the Service — including without limitation the visual check and the AI-generated artwork — is provided on an "as-is" basis, may produce inaccurate, unexpected, or nonsensical output, and may change, degrade, or be removed at any time. The underlying models may be operated by third parties subject to their own terms. You may not use outputs from the Service to train competing models.
6. Eligibility, Accounts, and Your Warranties
6.1 Minimum Age. You must be at least eighteen (18) years old, or the age of majority and of digital consent in your jurisdiction, whichever is higher, to use the Service on your own behalf. The Service is not directed to children under sixteen (16), and we do not knowingly collect personal information from children under sixteen (16). If you are between the relevant minimum age and the age of majority, you may use the Service only with the supervision and consent of a parent or legal guardian who has accepted these Terms on your behalf.
6.2 Jurisdictional Restrictions. You represent and warrant that your use of the Service is not prohibited by the laws of your country, state, province, or territory of residence; that you are not located in a jurisdiction subject to a U.S. Government embargo or designated by the U.S. Government as a "terrorist supporting" country; and that you are not on any U.S. Government list of prohibited or restricted parties, the EU Consolidated List, the UK Sanctions List, or any equivalent list.
6.3 Account Security. You are responsible for safeguarding your credentials, for all activity under your account, and for promptly notifying MedSpark of any unauthorized access. We are not liable for any loss arising from unauthorized use of your account.
6.4 Accurate Information. You represent and warrant that all information you provide is accurate, current, and complete, and that you will keep it so.
6.5 One User Per Account. Accounts are for a single individual's use. Do not share an account, log multiple people's medications in one account, or use the Service to track someone else's medications unless you are their legally authorized caregiver or representative. If you are acting as a caregiver, you represent that you have the legal authority to do so, and you assume full responsibility for the entries and decisions made under the account.
7. Acceptable Use
You agree not to, and not to attempt to, permit any third party to:
(a) use the Service for any unlawful, fraudulent, harmful, deceptive, or abusive purpose; (b) use the Service to violate any applicable law, regulation, court order, or third-party right; (c) use the Service for any clinical trial, regulatory submission, pharmacovigilance, audit, forensic, insurance-claim, custody, occupational, employment, judicial, parole, or compliance purpose, unless MedSpark has agreed to such use in a separate written agreement with the applicable sponsor or institution; (d) interfere with, disrupt, or impose an unreasonable load on the Service, its servers, networks, or third-party services; (e) reverse engineer, decompile, disassemble, derive source code from, or attempt to extract trade secrets from the Service, except to the limited extent expressly permitted by non-waivable applicable law; (f) use any scraper, crawler, bot, data-miner, or automated means to access the Service, other than standard app-store and search-engine indexing; (g) bypass, circumvent, or attempt to bypass any access control, rate limit, security mechanism, in-app purchase, subscription gate, or feature flag; (h) introduce any virus, worm, trojan, rootkit, or other malicious code; (i) submit information about any identified or identifiable individual other than yourself without that person's informed, documented consent; (j) submit images that contain nudity, sexual content, hate speech, violence, images of minors in any sensitive context, copyrighted material you do not own, or any other material that is illegal or violates third-party rights; (k) resell, sublicense, lease, rent, or redistribute the Service, or use it on a service-bureau basis; (l) use the Service or its outputs to train, fine-tune, evaluate, or develop any artificial-intelligence or machine-learning model; (m) use the Service to diagnose, treat, cure, mitigate, or prevent any disease, or to make any medical decision on behalf of another person; (n) misrepresent your identity, age, capacity, or authority; (o) use the Service, or rely on any data, reminder, log, or visual check, as evidence or proof of medication compliance, adherence, or ingestion in any proceeding or context, including: court proceedings of any kind (criminal, civil, family, probate, or immigration), probation or parole supervision, child custody or visitation matters, disability benefits determinations, workers' compensation, life or health insurance underwriting or claims, employment decisions or occupational fitness evaluations, school or university conduct proceedings, or competitive-sport anti-doping programs. The Service is not designed, validated, or suitable for any such purpose, and MedSpark expressly disclaims any obligation to provide data or testimony in support of any such use.
7A. No Reliance on Outside Statements
You acknowledge and agree that you have not relied, and are not relying, on any statement, representation, warranty, advertisement, product description, social-media post, app-store listing, review, video, article, marketing material, verbal statement, or communication made by MedSpark or any other party outside these Terms, regardless of when or how made. The only terms that bind MedSpark are those expressly stated in these Terms and the Privacy Policy. Any such outside statement is provided for informational purposes only and does not create any warranty, promise, or contractual obligation.
8. Purchases, Subscriptions, and In-App Purchases
8.1 Store Billing. Paid features, subscriptions, or virtual items ("Paid Offerings") may be offered through the Apple App Store, Google Play Store, or other authorized distribution channels ("Stores"). All payments for Paid Offerings are collected and processed by the applicable Store under its own terms (for example, the Apple Media Services Terms and the Google Play Terms of Service), not by MedSpark directly. MedSpark does not receive, store, or have access to your payment instrument details.
8.2 Auto-Renewal. Subscriptions auto-renew unless cancelled at least 24 hours before the end of the current period, through your Store account settings. MedSpark cannot cancel a Store-managed subscription on your behalf.
8.3 Refunds. Refund requests are handled by the applicable Store under its policies. Except where required by non-waivable applicable law (including, where applicable, EU/UK consumer withdrawal rights for digital content, with the acknowledgment that you expressly request immediate performance and thereby lose the withdrawal right where law so provides), all sales are final and non-refundable. Virtual items, points, tokens, badges, and artwork have no cash value and are not redeemable for money.
8.4 Price and Feature Changes. We may change prices, features, and the composition of Paid Offerings at any time. Price changes to existing auto-renewing subscriptions will be communicated through the applicable Store and will take effect on the next renewal, subject to your ability to cancel before that date.
8.5 Taxes. Prices may exclude applicable taxes, duties, VAT, GST, or similar charges, which are your responsibility except where we are required by law to collect them.
9. Intellectual Property
9.1 Our Rights. The Service — including all code, designs, graphics, logos, icons, artwork prompts, the "MedSpark" name and mark, model architectures, interfaces, and documentation — is owned by MedSpark or its licensors and is protected by copyright, trademark, trade secret, and other intellectual-property laws.
9.2 Limited License to You. Subject to your compliance with these Terms, MedSpark grants you a personal, non-transferable, non-sublicensable, non-exclusive, revocable license to download and use a single copy of the Service on devices you own or control, for your personal, non-commercial use.
9.3 Your Content. "User Content" means any data, images, text, or other material you submit to the Service. You retain ownership of your User Content. You grant MedSpark a worldwide, royalty-free, sublicensable license to host, store, reproduce, transmit, process, adapt, and display your User Content solely to operate, provide, secure, maintain, improve, and develop the Service, and to comply with law. You represent and warrant that you have all rights necessary to grant this license and that your User Content does not violate these Terms or any third-party right.
9.4 Generated Artwork. The AI-generated artwork produced within the Service is made available to you under a worldwide, royalty-free, non-exclusive, non-sublicensable license for personal, non-commercial use. To the extent any rights arise in the output, we grant them to you on that basis; to the extent no rights arise under applicable copyright law, no implication of ownership is made. MedSpark makes no representation that the artwork is unique, copyrightable, non-infringing, or original, and you use it at your own risk.
9.5 Feedback. If you send us feedback, suggestions, or ideas, you grant MedSpark a perpetual, irrevocable, worldwide, royalty-free license to use them without attribution or compensation.
10. Privacy
Your use of the Service is also governed by our Privacy Policy, which explains what we collect, why, how we use it, with whom we share it, and the rights you have. Please read it carefully.
11. Third-Party Services and Store Terms
11.1 Third Parties. The Service relies on third-party infrastructure and services, including (without limitation) cloud hosting, analytics, crash reporting, push notification services, and AI model providers. Their availability, policies, and performance are outside our control. We are not responsible for third-party services, and their terms and privacy policies may apply to portions of your experience.
11.2 Apple-Specific Terms. If you obtained the Service from the Apple App Store, the following applies and supplements these Terms:
(a) These Terms are concluded between you and MedSpark only, and not with Apple, Inc. ("Apple"). Apple is not responsible for the Service or its content. (b) The license granted in Section 9.2 is limited to use on any Apple-branded product that you own or control and as permitted by the Apple Media Services Terms, except that the Service may also be accessed by other accounts associated with you via Family Sharing or volume purchasing. (c) Apple has no obligation to furnish any maintenance or support services for the Service. (d) If the Service fails to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price (if any) for the Service. To the maximum extent permitted by applicable law, Apple has no other warranty obligation. (e) MedSpark, not Apple, is responsible for addressing any User or third-party claims relating to the Service or your use of it, including product liability claims, claims that the Service fails to conform to any legal or regulatory requirement, and claims arising under consumer protection or similar legislation. (f) MedSpark, not Apple, is responsible for the investigation, defense, settlement, and discharge of any third-party intellectual property infringement claim relating to the Service. (g) You represent and warrant that you are not located in a country subject to a U.S. Government embargo and are not listed on any U.S. Government restricted-party list. (h) Apple and its subsidiaries are third-party beneficiaries of these Terms and, upon your acceptance, will have the right to enforce these Terms against you.
11.3 Google-Specific Terms. If you obtained the Service from Google Play, your use is also subject to the Google Play Terms of Service. In the event of any conflict, the Google Play Terms apply only with respect to the distribution and billing relationship between you and Google.
12. Disclaimer of Warranties
12.1 AS-IS AND AS-AVAILABLE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE AND ALL CONTENT, FEATURES, NOTIFICATIONS, AI OUTPUTS, AND DATA PROVIDED BY OR THROUGH IT ARE PROVIDED "AS IS," "AS AVAILABLE," AND "WITH ALL FAULTS." MEDSPARK AND ITS AFFILIATES, LICENSORS, AND SUPPLIERS DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, RELIABILITY, AVAILABILITY, SECURITY, TIMELINESS OF DELIVERY, FREEDOM FROM ERRORS OR MALICIOUS CODE, AND QUIET ENJOYMENT.
12.2 No Medical Warranty. WITHOUT LIMITING THE FOREGOING, MEDSPARK SPECIFICALLY DISCLAIMS ANY WARRANTY THAT THE SERVICE WILL: (A) CORRECTLY, TIMELY, OR RELIABLY REMIND YOU TO TAKE ANY MEDICATION; (B) ACCURATELY REPRODUCE ANY DOSAGE OR SCHEDULE; (C) DETECT, IDENTIFY, OR VERIFY ANY MEDICATION; (D) MEET ANY CLINICAL, SAFETY, ACCURACY, OR REGULATORY STANDARD; (E) IMPROVE YOUR HEALTH, ADHERENCE, OR ANY OUTCOME; OR (F) BE SUITABLE FOR ANY SPECIFIC MEDICATION, CONDITION, OR USE.
12.3 Jurisdictional Carve-Outs. Some jurisdictions do not allow the exclusion of implied warranties or of certain consumer guarantees. In those jurisdictions, the exclusions in this Section apply only to the maximum extent permitted, and you may have additional statutory rights that these Terms cannot displace. In Australia, nothing in these Terms excludes, restricts, or modifies any consumer guarantee under the Australian Consumer Law where to do so would be unlawful; where permitted, our liability for breach of a non-excludable consumer guarantee is limited, at our option, to the re-supply of the Service or payment of the cost of re-supply.
13. Limitation of Liability
13.1 Excluded Damages. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL MEDSPARK, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR SUPPLIERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, ENHANCED, PUNITIVE, OR MULTIPLE DAMAGES; FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, SAVINGS, OPPORTUNITY, USE, DATA, OR CONTENT; FOR COST OF SUBSTITUTE GOODS OR SERVICES; OR FOR ANY LOSS OR INJURY RELATED TO: INCORRECT, MISSED, LATE, DUPLICATE, OR UNWANTED REMINDERS; INCORRECT OR UNSAFE DOSAGE ENTRIES; DRUG INTERACTIONS, ADVERSE EVENTS, OVERDOSE, UNDERDOSE, OR COUNTERFEIT MEDICATIONS; RELIANCE ON THE VISUAL CHECK OR ANY AI OUTPUT; EMOTIONAL DISTRESS; OR DIAGNOSIS OR TREATMENT DECISIONS — in each case arising out of or related to the Service, these Terms, or your use of or inability to use the Service, and regardless of the theory of liability (contract, tort, strict liability, product liability, statute, or otherwise) and whether or not MedSpark has been advised of the possibility of such damages, and even if a limited remedy fails of its essential purpose.
13.2 General Liability Cap. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND EXCEPT AS PROVIDED IN SECTION 13.4, THE TOTAL CUMULATIVE LIABILITY OF MEDSPARK AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, AND SUPPLIERS ARISING OUT OF OR RELATED TO THE SERVICE OR THESE TERMS, FOR ALL CLAIMS IN THE AGGREGATE, WILL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNTS YOU ACTUALLY PAID TO MEDSPARK FOR THE SERVICE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS (US $100.00).
13.3 Basis of the Bargain. You acknowledge that the disclaimers, assumptions of risk, and limitations in Sections 3, 4, 5, 12, 13, and 15 are a fundamental, bargained-for basis of the economic relationship between you and MedSpark, that MedSpark would not make the Service available on a consumer, free, or freemium basis without them, that the price (including a price of zero) reflects this allocation of risk, and that they apply even if a remedy fails of its essential purpose.
13.4 Non-Waivable Exceptions. Nothing in these Terms excludes or limits liability that cannot lawfully be excluded or limited, including: (i) liability for death or personal injury caused by MedSpark's gross negligence, recklessness, or willful misconduct (or, where law so requires, ordinary negligence); (ii) liability for fraud or fraudulent misrepresentation; (iii) liability under non-waivable consumer-protection laws, including in the European Economic Area, the United Kingdom, Australia, New Zealand, Canada, and Brazil; and (iv) liability under mandatory product-liability regimes. In those cases, the exclusions and cap above do not apply, and MedSpark's liability will be determined by the applicable non-waivable law. The inclusion of these exceptions does not constitute an admission that any such liability exists.
13.5 Certain Jurisdictions. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, or the exclusion of implied warranties. In those jurisdictions, the exclusions and limitations in Sections 12 and 13 apply only to the maximum extent permitted.
13.6 Aggregate Limit. The limitations in this Section apply in the aggregate to all claims by you and anyone claiming through you (including your estate, heirs, successors, or assigns), and multiple claims do not enlarge the cap.
14. Indemnification
To the maximum extent permitted by applicable law, you will defend, indemnify, and hold harmless MedSpark and its affiliates, officers, directors, employees, agents, licensors, and suppliers from and against any third-party claims, demands, suits, proceedings, losses, damages, liabilities, settlements, judgments, fines, penalties, costs, and expenses (including reasonable attorneys' fees and court costs) that arise out of or relate to: (a) your breach of these Terms or your violation of any applicable law; (b) your negligent, reckless, or intentionally wrongful use of the Service; (c) your submission of incorrect, unlawful, or infringing information or images to the Service; (d) your violation of another person's rights (including privacy, publicity, intellectual-property, or safety rights); or (e) any use of your account by a third party who accessed it through your credentials or device where such access resulted from your negligence or breach. This Section does not require you to indemnify MedSpark for claims caused by MedSpark's own gross negligence or willful misconduct, or for matters non-waivable under consumer-protection law. MedSpark may, at its own expense, assume the exclusive defense and control of any matter otherwise subject to indemnification, in which event you will cooperate in asserting defenses. This Section survives termination.
15. Assumption of Risk and Release
You expressly acknowledge, agree, and assume all risk that: (a) reminders may not be delivered, may be delivered late, or may be delivered incorrectly; (b) information you enter may be incorrect; (c) the visual check may accept or reject incorrectly; (d) you may take the wrong medication, wrong dose, at the wrong time, or may miss a dose; (e) any such event may result in minor, serious, or fatal harm; and (f) the Service is not a safeguard against any of the foregoing. To the maximum extent permitted by applicable law, you hereby release MedSpark and its affiliates, officers, directors, employees, agents, licensors, and suppliers from any and all claims, known or unknown, arising from or relating to the foregoing. If you are a resident of California, you expressly waive the protections of California Civil Code § 1542, which provides: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party." You waive any similar provision in any other jurisdiction.
16. Binding Arbitration and Class Action Waiver (U.S. Users Only)
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS RIGHTS THAT YOU WOULD OTHERWISE HAVE AND REQUIRES YOU TO RESOLVE DISPUTES WITH MEDSPARK THROUGH BINDING INDIVIDUAL ARBITRATION. THIS SECTION 16 APPLIES ONLY TO USERS RESIDENT IN THE UNITED STATES. IF YOU ARE A CONSUMER RESIDENT IN BRAZIL, THIS SECTION DOES NOT APPLY TO YOU AND SECTION 22 GOVERNS YOUR DISPUTES. IF YOU LIVE ELSEWHERE, SEE SECTION 17.
16.1 Agreement to Arbitrate. You and MedSpark agree that any dispute, claim, or controversy arising out of or relating to these Terms, the Privacy Policy, or the Service (a "Dispute") will be resolved exclusively by final and binding individual arbitration, except as set forth below. This agreement is governed by the Federal Arbitration Act, 9 U.S.C. §§ 1 et seq.
16.2 Exceptions. The following are not subject to arbitration: (a) individual claims in small-claims court, so long as they remain in that court; (b) requests for public injunctive relief to the extent such waiver is prohibited by applicable law; (c) claims of intellectual-property infringement; and (d) disputes the parties agree in writing to resolve outside arbitration.
16.3 Informal Resolution Required First. Before commencing arbitration, you and MedSpark will attempt in good faith to resolve the Dispute informally. You must send a written notice describing the Dispute and requested relief to: team@medspark.app. We will send ours to the email on your account. The parties will confer for at least sixty (60) days. Any statute of limitations will be tolled during this period.
16.4 Administrator and Rules. Arbitration will be administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules, and, where twenty-five (25) or more similar demands are filed by or with the coordination of the same law firm or organized group within a sixty (60)-day window, the AAA Mass Arbitration Supplementary Rules, each as in effect on the date the arbitration is commenced and available at www.adr.org, as modified by these Terms. If the AAA is unavailable or declines to administer, the parties will agree on a substitute administrator, and failing agreement a court of competent jurisdiction will appoint JAMS or another reputable neutral administrator, which will apply equivalent consumer rules.
16.4A Batch Arbitration Protocol. If twenty-five (25) or more similar arbitration demands are filed against MedSpark by or with the assistance of the same counsel or coordinated group within a sixty (60)-day period, the parties agree that the demands will proceed in sequential batches of no more than fifty (50) cases at a time, with each batch resolved before the next begins. This protocol is intended to manage mass-arbitration proceedings efficiently and fairly for both parties. Tolling applies during the pendency of the batching.
16.5 Arbitrator's Authority. A single, neutral arbitrator will decide the Dispute. The arbitrator has exclusive authority to resolve all threshold issues, including arbitrability, scope, and enforceability of this arbitration agreement, except that a court will decide whether Section 16.6 (Class Action Waiver) is enforceable.
16.6 Class Action Waiver. YOU AND MEDSPARK AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, PRIVATE ATTORNEY GENERAL, OR REPRESENTATIVE ACTION. The arbitrator may not consolidate claims or preside over any form of representative or class proceeding. If a court or arbitrator finds this Class Action Waiver unenforceable as to a particular claim or remedy, then that claim or remedy (and only that claim or remedy) will be severed from arbitration and proceed in the courts identified in Section 17; the remaining claims will proceed in arbitration. If this Class Action Waiver is found wholly unenforceable, then the entirety of Section 16 (Arbitration) is null and void as to the affected Dispute, and the courts identified in Section 17 will have exclusive jurisdiction; the remainder of these Terms (including the jury trial waiver in Section 16.7 to the extent independently enforceable, and the class waiver itself to the extent possible) survives.
16.7 Jury Trial Waiver. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AND MEDSPARK WAIVE THE RIGHT TO A JURY TRIAL.
16.8 Location, Language, and Fees. Arbitration will proceed on documents only where permitted by AAA rules. In-person hearings, if requested, will take place in the U.S. county of your residence or by videoconference at your election. Proceedings will be in English. Each party will bear its own attorneys' fees except where a statute or rule permits fee-shifting; MedSpark will pay arbitration filing and administrative fees to the extent required by AAA consumer rules or applicable law.
16.9 Opt-Out Right. You may opt out of this Section 16 by sending a written notice, within thirty (30) days of first accepting these Terms, to team@medspark.app, stating your name, account email, and a clear statement that you opt out of arbitration. Opting out will not affect any other provision of these Terms.
16.10 Changes. If MedSpark makes a material change to this Section 16 after you accept these Terms, you may reject the change within thirty (30) days of posting by written notice as above. In that case, the version you previously accepted remains in force.
17. Governing Law; Courts (Non-Arbitration Matters and Non-U.S. Users)
17.1 U. S. Users. Except as provided in Section 16, these Terms and any Dispute are governed by the laws of the State of Massachusetts, without regard to conflict-of-laws principles. The exclusive venue for matters not subject to arbitration is the state and federal courts located in Middlesex County, Massachusetts, and you consent to their personal jurisdiction. The U.N. Convention on Contracts for the International Sale of Goods does not apply.
17.2 EU/EEA, UK, and Swiss Consumers. If you are a consumer resident in the European Economic Area, the United Kingdom, or Switzerland, you benefit from the mandatory consumer-protection provisions of the law of your country of residence. Nothing in these Terms restricts those rights. You may bring proceedings in the courts of your country of residence. MedSpark may bring proceedings only in the courts of your country of residence. The European Commission provides an Online Dispute Resolution platform at https://ec.europa.eu/consumers/odr.
17.3 Brazil Consumers. If you are a consumer resident in Brazil, the Brazilian Consumer Protection Code (Código de Defesa do Consumidor, Law No. 8,078/1990, "CDC") and the Marco Civil da Internet (Law No. 12,965/2014) apply to your use of the Service and grant you rights that cannot be waived by contract. Nothing in these Terms limits or restricts those rights. Without limiting the foregoing: (i) the limitations of liability and warranty disclaimers in Sections 12 and 13 do not apply to the extent prohibited by the CDC; (ii) you may bring proceedings in the courts of your city of domicile, including in the Juizado Especial Cível where applicable; (iii) the binding arbitration provision in Section 16 is enforceable against you only if you, as the consumer, affirmatively elect arbitration as permitted by Art. 51(VII) of the CDC, and otherwise is inapplicable to you; (iv) the governing law provision in Section 17.1 does not displace the application of Brazilian consumer-protection law; and (v) MedSpark's strict liability for product defects under Art. 12 of the CDC, where applicable, is not disclaimed.
17.4 Australia, New Zealand, Canada, and Other Jurisdictions. Where local consumer-protection or mandatory law provides rights that cannot be waived by contract, those rights apply to you and prevail over any conflicting provision of these Terms.
17.5 Export and Sanctions. You agree to comply with all applicable U.S., EU, UK, Brazilian, and other export control and sanctions laws.
17.6 Shortened Limitations Period (U. S. Users Only). To the maximum extent permitted by applicable law, and solely with respect to U.S. users, any claim or cause of action you have arising out of or related to the Service or these Terms must be filed (in arbitration or, where permitted, in court) within ONE (1) YEAR after the claim or cause of action first accrues, or it is permanently barred. This provision does not apply to Brazilian consumers, who retain the limitations periods provided by Brazilian law (including the five-year limitation under Article 27 of the CDC for consumer claims relating to defective services), nor to any user where non-waivable law provides a longer minimum limitations period for consumer claims (including certain personal-injury claims).
18. Modification of These Terms
We may modify these Terms from time to time. The updated Terms will be posted in the Service and at https://medspark.app/terms, with the "Last Updated" date revised. Material changes will be notified to you through the Service or by email at least thirty (30) days before they take effect, except where a shorter period is required by law, security, or regulatory reasons. Your continued use of the Service after the effective date constitutes acceptance. If you do not agree, stop using the Service and delete your account.
19. Termination and Suspension
19.1 By You. You may stop using the Service at any time and delete your account via the in-app settings or by contacting team@medspark.app.
19.2 By Us. We may suspend or terminate your access to the Service, in whole or in part, at any time, with or without notice, for any reason, including violation of these Terms, suspected fraud, security risk, legal obligation, or discontinuation of the Service.
19.3 Effect. Upon termination, your license to use the Service ends immediately. Sections that by their nature should survive (including Sections 3, 4, 5, 7, 9.3, 9.4, 9.5, 10, 12, 13, 14, 15, 16, 17, 19.3, and 20) will survive.
20. General
20.1 Entire Agreement. These Terms, together with the Privacy Policy and any additional terms you accept, constitute the entire agreement between you and MedSpark regarding the Service and supersede all prior agreements.
20.2 Severability. If any provision is found unenforceable, it will be enforced to the maximum extent permitted and the remaining provisions will remain in full force and effect.
20.3 No Waiver. A failure to enforce a provision is not a waiver.
20.4 Assignment. You may not assign or transfer these Terms or any rights under them without MedSpark's prior written consent. MedSpark may freely assign these Terms, including to a successor by merger, acquisition, or sale of assets.
20.5 Force Majeure. MedSpark will not be liable for any delay or failure in performance due to causes beyond its reasonable control, including acts of God, natural disasters, war, terrorism, riots, civil unrest, strikes, pandemics, governmental action, utility or telecommunications failures, internet service provider failures, third-party platform outages (including the Apple App Store, Google Play, APNs, and FCM), and similar events.
20.6 Notices. We may give notice by posting in the Service, by email to the address on your account, or by push notification. You may give notice to: team@medspark.app.
20.7 Relationship. Nothing in these Terms creates any agency, partnership, joint venture, franchise, or employment relationship.
20.8 No Third-Party Beneficiaries. Except as expressly set out in Section 11.2(h) (Apple), these Terms have no third-party beneficiaries.
20.9 Headings. Headings are for convenience only and do not affect interpretation.
20.10 Language. These Terms are drafted in English. Where a translation is provided, the English version controls except where local law requires otherwise.
20.11 Contact. MedSpark, Inc., 257 Highland Ave Apt 2, Somerville, MA 02143. Email: team@medspark.app.
21. Jurisdiction-Specific Addendum — United States
21.1 Apple and Google Store Compliance. Sections 11.2 and 11.3 apply to all U.S. users who obtained the Service through the Apple App Store or Google Play Store, respectively.
21.2 State-Specific Consumer Protections. Nothing in these Terms limits any non-waivable right you have under the laws of your state of residence, including California's Consumer Legal Remedies Act, the Song-Beverly Consumer Warranty Act, the California Privacy Rights Act, the Washington My Health My Data Act, and similar statutes. Where a conflict exists between these Terms and a non-waivable state-law protection, the state-law protection prevails.
21.3 Subrogation Waiver. You and any insurer or other party subrogated to your rights waive any right of subrogation against MedSpark for claims covered by this Agreement.
22. Jurisdiction-Specific Addendum — Brazil (Adendo Específico para o Brasil)
This Section 22 applies to consumers resident in Brazil ("Brazilian Consumers") and supplements and, where in conflict, overrides the other provisions of these Terms. Nothing in these Terms limits non-waivable rights you have under Brazilian law.
22.1 Applicable Law. Your use of the Service is governed by Brazilian federal law, including the Código de Defesa do Consumidor (Law No. 8,078/1990, "CDC"), the Marco Civil da Internet (Law No. 12,965/2014), the Lei Geral de Proteção de Dados (Law No. 13,709/2018, "LGPD"), and the Código Civil (Law No. 10,406/2002).
22.2 Venue. You may bring any claim relating to the Service in the court of your domicile in Brazil, including in the Juizado Especial Cível where applicable. MedSpark may bring claims against you only in the court of your domicile. The arbitration provisions in Section 16 do not apply to you and are void as to Brazilian Consumers unless you, after a Dispute has arisen, affirmatively and in writing elect arbitration as permitted by Art. 51(VII) of the CDC.
22.3 Non-Waivable Consumer Rights. The following provisions of these Terms do not apply to Brazilian Consumers to the extent they conflict with non-waivable CDC provisions: (a) the class action waiver in Section 16.6 does not apply; Brazilian Consumers retain the right to participate in collective actions ("ações coletivas") under Law No. 7,347/1985 and the CDC; (b) the general liability cap in Section 13.2 does not apply to claims for personal injury, damage to health, or death; (c) the exclusion of consequential damages in Section 13.1 does not apply to damages recoverable as a matter of public policy under Brazilian law; (d) the disclaimer of implied warranties in Section 12 does not displace the statutory guarantee of product and service quality under Arts. 18–26 of the CDC; and (e) the shortened limitations period in Section 17.6 does not apply; you retain the five-year limitation under Art. 27 of the CDC and any other applicable statutory period.
22.4 Strict Product Liability. Art. 12 and Art. 14 of the CDC impose strict liability ("responsabilidade objetiva") on suppliers for defects in products and services. To the extent those provisions apply to the Service, MedSpark does not disclaim such liability; however, MedSpark affirmatively invokes the defenses available under Arts. 12(§3) and 14(§3), including exclusive fault of the consumer or third party (for example, where harm results from the user's incorrect entry of medication data), as factual defenses to be determined on the merits.
22.5 Transparency and Pre-Contractual Information. In compliance with Art. 6(III) of the CDC, the following information is provided in clear, adequate, and accessible form:
Nature of the Service: A consumer mobile application for recording medications and receiving reminders, with optional gamified artwork features. The Service is not a medical device, does not verify medication accuracy, and does not identify specific medications through any visual-check feature.
Essential Risks: Reminders may not be delivered. Information you enter is not validated. The visual-check feature does not confirm that you have taken the correct medication, the correct dose, or any medication at all.
Price: The core Service is offered free of charge. Paid features, if any, are clearly disclosed before purchase and processed by the Apple App Store or Google Play Store under their respective terms.
Modifications: These Terms may be modified from time to time with at least thirty (30) days' notice to Brazilian Consumers via the Service or by email.
Withdrawal Right: Where you purchase a digital subscription or paid feature, you have a right of withdrawal ("direito de arrependimento") under Art. 49 of the CDC within seven (7) days of purchase, exercisable through the Apple App Store or Google Play Store purchase-management flows, unless you have expressly requested immediate access to the paid content and thereby waive the withdrawal right where Brazilian law so permits.
22.6 LGPD-Specific Provisions. The processing of your personal data is described in the MedSpark Privacy Policy and is conducted in compliance with the LGPD. For the purposes of the LGPD: (a) MedSpark acts as the controller ("controlador") of the personal data you submit to the Service; (b) MedSpark has designated a communication channel for data subjects in accordance with the exemption for small processing agents under ANPD Resolution CD/ANPD No. 2/2022, accessible at team@medspark.app; (c) you have the rights set forth in Art. 18 of the LGPD, including confirmation of processing, access, correction, anonymization, blocking or deletion, portability, information on sharing, and revocation of consent; (d) you may file a complaint with the Autoridade Nacional de Proteção de Dados (ANPD) at https://www.gov.br/anpd; and (e) MedSpark will notify you and the ANPD of security incidents affecting your personal data within the timeframes established by the LGPD and ANPD Resolution CD/ANPD No. 15/2024.
22.7 Language. These Terms are offered to Brazilian Consumers in Brazilian Portuguese and in English. In the event of any conflict, the Brazilian Portuguese version prevails for Brazilian Consumers.
22.8 Support. Brazilian Consumers may contact MedSpark's dedicated support channel at team@medspark.app in Portuguese, and may also use the Consumidor.gov.br platform (https://www.consumidor.gov.br) for consumer dispute resolution.
22.9 Contact Person in Brazil. For communications under the LGPD and the CDC, MedSpark may be contacted at: team@medspark.app (Portuguese and English). MedSpark qualifies as a small processing agent under ANPD Resolution CD/ANPD No. 2/2022 and is exempt from the obligation to appoint a DPO ("Encarregado"). This exemption may cease if MedSpark's processing activities change.
MedSpark™ is a trademark of MedSpark, Inc. All rights reserved.