Terms of Use

Effective Date: May 3rd, 2024

These Terms of Use apply when you access, use or visit the website located at https://www.babsondx.com (the “Site”) that are provided by Babson Diagnostics™ referred to in these Terms of Use as the “Company,” “we”, “us”, and “our”, and the services, content and other materials made available through the Site (these services, content, and materials, together with the Site, are referred to in these Terms of Use as the “Service”).

PLEASE READ THESE TERMS OF USE CAREFULLY. BY ACCESSING OR OTHERWISE USING THE SERVICE, OR PURCHASING A PRODUCT THROUGH THE SERVICE, YOU AGREE TO THESE TERMS OF SERVICE. IF AT ANY TIME YOU DO NOT ACCEPT THE TERMS AND CONDITIONS SET FORTH IN THESE TERMS OF USE, YOU MUST IMMEDIATELY STOP USING THE SERVICE AND MY NOT PURCHASE ANY PRODUCTS THROUGH THE SERVICE.

Notice regarding arbitration and dispute resolution: YOU AND THE COMPANY AGREE THAT ANY FUTURE DISPUTES BETWEEN YOU AND THE COMPANY WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION, UNLESS YOU OPT-OUT IN ACCORDANCE WITH SECTION 11.6. UNLESS YOU OPT-OUT OF ARBITRATION, YOU ARE WAIVING YOUR RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, CLASS ARBITRATION, OR REPRESENTATIVE PROCEEDING, AND YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS. IF YOU WISH TO OPT OUT OF ARBITRATION, FOLLOW THE OPT-OUT PROCEDURE SPECIFIED IN SECTION 11.6 BELOW.

1. Updates to these Terms of Use

We may change, modify or amend these Terms of Use from time to time. We will notify you of material changes to these Terms of Use by posting the amended terms on the Service at least thirty (30) days before the effective date of the changes. If you have provided us with your email address, we will notify you of material changes to these Terms of Use by sending an email at least thirty (30) days before the effective date of the changes. It is therefore important that you ensure that your email and account information is up to date. If you do not agree with the proposed changes, you should discontinue your use of the Service prior to the time the new Terms of Use take effect. If you continue using the Service after the new Terms of Use take effect, you will be bound by the modified Terms of Use.

2. Privacy Policy

In connection with your use of the Service, please review our Privacy Policy, located at https://www.betterway.com/privacy-policy, to understand how we use information we collect from you when you access, visit, or use the Service. The Privacy Policy is part of and is governed by these Terms of Use and by agreeing to these Terms of Use, you agree to be bound by the terms of the Privacy Policy and agree that we may use information collected from you in accordance with its terms.

3. Affirmative Representations Regarding Your Use of the Service

When you use the Service, you represent that: (A) the information you submit to the Service is truthful and accurate; (B) your use of the Service does not violate any applicable laws or regulations; and (C) you are of sufficient legal age or otherwise have legal capacity to legally enter into these Terms of Use.

4. Registration and Accounts

4.1. Account Registration. You may have the option of creating an account that will allow you to manage your orders and lab reports (a “User Account”). If you sign up to become a registered user of the Service, you agree: (A) to provide true, accurate, current and complete information about yourself as prompted by the Service’s registration process (the “Registration Data”); and (B) to maintain and promptly update the Registration Data to keep it true, accurate, current and complete.

4.2. Accounts. When you create a User Account on the Service you will be required to create a user I.D. and password that will be associated with your User Account. You may only create one user I.D. that will be associated with your User Account. You may not: (A) select or use as a user I.D. a name of another person with the intent to impersonate that person; (B) use as a user I.D. a name subject to any rights of a person other than you without appropriate authorization; or (C) use as a user I.D. a name that is otherwise offensive, vulgar or obscene. We reserve the right to refuse registration of, or to cancel, a user I.D., in our sole discretion. You will be responsible for maintaining the confidentiality of your user I.D. and password, and for any and all activities that occur under your User Account.

4.3. License to Use the Service. Subject to your compliance with these Terms of Use, the Company grants you a limited, revocable, non-exclusive, non-transferable right to receive, access and use the Service for your personal, non-commercial purposes.

5. Prohibited Activities

You agree that, in connection with your use of the Service, you will not:

use the Service for any unauthorized purpose including collecting usernames and/or email addresses of other users by electronic or other means for the purpose of sending unsolicited email or other electronic communications, or engaging in unauthorized framing of, or linking to, the Service without our express written consent;
transmit chain letters, bulk or junk email or interfere with, disrupt, or create an undue burden on the Service or the networks or services connected to the Service, including without limitation, hacking into the Service;
transmit any virus, other computer instruction, or technological means intended to, or that may, disrupt, damage, or interfere with the use of computers or related systems;
impersonate any other person or entity, provide false or misleading identification or address information, or invade the privacy, or violate the personal or proprietary right, of any person or entity;
post advertisements or solicitations for jobs or employment on the Service, or otherwise use the Service to hire any person to perform work;
post on the Service any franchise, pyramid scheme, “club membership,” distributorship or sales representative agency arrangement or other business opportunity which requires an up-front or periodic payment, pays commissions, or requires recruitment of other members, sub-distributors or sub-agents;
violate our or any other person’s privacy rights, publicity rights, intellectual property rights (including without limitation copyrights) or contract rights;
engage in spidering or harvesting, or participate in the use of software, including spyware, designed to collect data from the Service, including from any user of our Service, or use any means to scrape or crawl any part of the Service;
participate in any fraudulent or illegal activity, including phishing, money laundering, or fraud;
access or use the Service for purposes of obtaining information to build a similar or competitive website, application or service;
decompile, disassemble, modify, translate, adapt, reverse engineer, create derivative works from or sublicense the Service, or any portion thereof; or
circumvent, disable or otherwise interfere with security related features of the Service or features that prevent or restrict use or copying of any Company Content (as defined in Section 8) or enforce limitations on use of the Service or the Company Content on the Service.

6. User Content

6.1 Rules Governing User Content. You are solely responsible for all information, data, text, graphics, messages or other materials (“User Content”) that you upload, submit, post, publish or display, email or otherwise provide in connection with the Service. With respect to the User Content you provide in connection with the Service, you represent and warrant that you will not provide any User Content that:

infringes any intellectual property or other proprietary rights of any party;
you do not have a right to provide under any applicable law or under contractual or fiduciary relationships;
contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
poses or creates a privacy or security risk to any person;
constitutes unsolicited or unauthorized advertising, promotional materials, commercial activities and/or sales, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” “contests,” “sweepstakes,” or any other form of solicitation;
is unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful racially, ethnically or otherwise objectionable; or
is objectionable or which restricts or inhibits any other person from using or enjoying the Service, or which may expose Service or its users to any harm or liability of any type.

6.2 Rights in User Content.

A. Ownership of User Content. We do not claim any ownership rights in the User Content that you post on or through the Service. After posting your User Content on or through the Service, you continue to retain any rights you may have in your User Content, including any intellectual property rights or other proprietary rights associated with your User Content, subject to the license you grant to us in Section 6.2(B) below.

B. License to User Content. By providing User Content in connection with the Service, you grant us a perpetual, non-exclusive, fully-paid, royalty-free, sublicensable, transferable and worldwide license to use, modify, create derivative works of, publicly perform, publicly display, reproduce, disseminate, market, distribute and otherwise exploit the User Content in connection with the Service, our products, our business, or the promotion of the Service, our products, or our business, in any media formats and through any media channels now known or subsequently created. The license granted under this Section 6.2(B) includes, without limitation, the right to share your User Content with other users of the Service.

C. Removal of User Content. You acknowledge that the Company does not pre-screen User Content that you or other users provide through the Service, but that the Company will have the right (but not the obligation) to refuse or remove any User Content that is provided through the Service. Without limiting the foregoing, the Company will have the right to remove any User Content that violates these Terms of Use or is deemed by the Company to be otherwise inaccurate or objectionable. You agree that you must evaluate, and bear all risks associated with providing User Content through the Service.

7. Third Party Content; No Independent Verification of Content

In addition to User Content, the Company may source information provided through the Service from third parties (“Third Party Content”). The Company does not independently verify the information provided as part of this Third Party Content or User Content, and the Third Party Content and User Content is provided to you for general informational purposes only. You acknowledge and agree that by providing the Third Party Content and User Content through the Service, the Company is not providing any recommendations, and you are solely responsible for any decisions you make in reliance on the Third Party Content and/or User Content made available through the Service.

8. Our Intellectual Property Rights

Except with respect to your User Content and the User Content of other users of the Service, and Third Party Content, we own (and you acknowledge that we own) all right, title, and interest in and to: (A) the Service and all related intellectual property, including the “look and feel” of the Service and all software, ideas, processes, data, text, media, and other content available on the Service (individually and collectively, “Company Content”); and (B) our trademarks, logos, and brand elements (“Marks”). The Service, Company Content, and Marks are each protected under U.S. and international laws. You may not duplicate, copy, or reuse any portion of Company Content or use the Marks without our prior express written consent. We reserve all rights in and to the Service, the Company Content and the Marks.

9. Our Management of the Service; User Misconduct

9.1. Our Right to Manage the Service. We reserve the right, but do not undertake the obligation to: (A) monitor or review the Service for violations of these Terms of Use and for compliance with our policies; (B) report to law enforcement authorities and/or take legal action against anyone who violates these Terms of Use; (C) refuse, restrict access to or the availability of, or remove, delete, edit or disable (to the extent technologically feasible) any User Content or any portion thereof; (D) manage the Service in a manner designed to protect our, our users’, and third parties’ rights and property or to facilitate the proper functioning of the Service; and/or (E) terminate or block you your use of the Service for violating these Terms of Use.

9.2. Our Right to Terminate Users. WITHOUT LIMITING ANY OTHER PROVISION OF THESE TERMS OF USE OR ANY REMEDY WE MAY HAVE UNDER LAW OR IN EQUITY, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION, AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF USER CONTENT OR THE SERVICE TO ANY PERSON FOR ANY REASON OR FOR NO REASON AT ALL, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY OR COVENANT CONTAINED IN THESE TERMS OF USE, OR VIOLATION OF ANY APPLICABLE LAW OR REGULATION.

10. Third Party Sites

The Service may contain links to websites operated by third parties, such as third party social media services (“Third Party Sites”); however, we do not own or operate the Third Party Sites, and we have not reviewed, and cannot review, all of the material, including products or services, made available through Third Party Sites. The availability of these links on the Service does not represent, warrant or imply that we endorse any Third Party Sites or any materials, opinions, products or services available on them. Third party materials accessed through or used by means of the Third Party Sites may also be protected by copyright and other intellectual property laws. THESE TERMS OF SERVICE DO NOT APPLY TO THIRD PARTY SITES. BEFORE VISITING A THIRD PARTY SITE THROUGH LINKS OR OTHER MEANS PROVIDED ON OR THROUGH THE SERVICE, YOU SHOULD REVIEW THE THIRD PARTY SITE’S TERMS AND CONDITIONS AND PRIVACY POLICY, AND INFORM YOURSELF OF THE REGULATIONS, POLICIES AND PRACTICES OF THESE THIRD PARTY SITES.

11. Legal Disputes and Arbitration Agreement

Please Read This Following Clause Carefully – It May Significantly Affect Your Legal Rights, Including Your Right to File a Lawsuit in Court

11.1. Initial Dispute Resolution. We are available by email at customersupport@betterway.com to address any concerns you may have regarding your use of the Service or Products. Most concerns may be quickly resolved in this manner. Each of you and we agree to use best efforts to settle any dispute, claim, question, or disagreement directly through consultation and good faith negotiations which shall be a precondition to either party initiating a lawsuit or arbitration.

11.2. Agreement to Binding Arbitration. If we do not reach an agreed upon solution within a period of thirty (30) days from the time informal dispute resolution is pursued pursuant to Section 11.1 above, then either party may initiate binding arbitration. All claims arising out of or relating to these Terms of Use (including their formation, performance and breach) or our Products, or the parties’ relationship with each other and/or your use of the Service or Products, shall be finally settled by binding arbitration administered by JAMS, in accordance with the JAMS Streamlined Arbitration Rules and Procedures, excluding any rules or procedures governing or permitting class actions. Each party will have the right to use legal counsel in connection with arbitration at its own expense. The parties shall select a single neutral arbitrator in accordance with the JAMS Streamlined Arbitration Rules and Procedures. The arbitrator, and not any federal, state or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability or formation of these Terms of Use, including, but not limited to, any claim that all or any part of these Terms of Use is void or voidable. You or we may elect to appear at the arbitration by phone or, if you and we both agree, to conduct it online, in lieu of appearing live. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award shall be in writing and provide a statement of the essential findings and conclusions, shall be binding on the parties, and may be entered as a judgment in any court of competent jurisdiction. The interpretation and enforcement of these Terms of Use shall be subject to the Federal Arbitration Act.

The JAMS rules governing the arbitration may be accessed at https://www.jamsadr.com/adr-rules-procedures. If you initiate arbitration, to the extent the filing fee for the arbitration exceeds Two Hundred and Fifty U.S. Dollars ($250.00), we will pay the additional cost. f we are required to pay the additional cost of the filing fees, you should submit a request for payment of fees to JAMS along with your form for initiating the arbitration, and we will make arrangements to pay all necessary fees directly to JAMS. We will also be responsible for paying all other arbitration costs arising in connection with the arbitration, other than costs incurred by you for legal counsel, travel and other out-of-pocket costs and expenses not constituting fees or amounts payable to JAMS. You will not be required to pay fees and costs incurred by us if you do not prevail in arbitration. We will also pay JAMS to reimburse you for any portion of the $250 filing fee that is more than what you would otherwise have to pay to file suit in a court of law.

The parties understand that, absent this mandatory provision, they would have the right to sue in court and have a jury trial. They further understand that the right to discovery may be more limited in arbitration than in court.

11.3. Class Action and Class Arbitration Waiver. You and Company each further agree that any arbitration shall be conducted in our respective individual capacities only and not as a class action, class arbitration, or other representative action, and you and Company each expressly waive our respective right to file a class action or class arbitration or seek relief on a class basis. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provision set forth above in Section 11.2 shall be deemed null and void in its entirety and the parties shall be deemed to have not agreed to arbitrate disputes.

11.4. Exception - Small Claims Court Claims. Notwithstanding the parties’ agreement to resolve all disputes through arbitration, either party may seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction.

11.5. Exception – California Private Attorneys General Act (PAGA) Action. Notwithstanding the parties’ agreement to resolve all disputes through arbitration, either party may seek relief in a court of law for a claim arising under California’s Private Attorneys General Act.

11.6. 30 Day Right to Opt-Out. You have the right to opt-out and not be bound by the arbitration and class action waiver provisions set forth in Sections 11.2 and 11.3 by sending written notice of your decision to opt-out to customersupport@betterway.com. The notice must be sent within thirty (30) days of your first use of the Service, otherwise you shall be bound to arbitrate disputes in accordance with the terms of those sections. If you opt-out of these arbitration provisions, we also will not be bound by them.

11.7. Exclusive Venue for Litigation. To the extent that the arbitration provisions set forth in Section 11.2 do not apply, of if you want to pursue any legal remedies to which you would otherwise be entitled but that are not available to you pursuant to this Section 11, the parties agree that any litigation between them shall be filed exclusively in state or federal courts located in Idaho (except for small claims court actions which may be brought in the county where you reside). The parties expressly consent to exclusive jurisdiction in Idaho for any litigation other than small claims court actions.  In the event of litigation relating to these Terms of Service, the Service, or the Products, the parties agree to waive, to the maximum extent permitted by law, any right to a jury trial.

11.8 Disclaimer of Warranties

A. TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE, THE COMPANY CONTENT, USER CONTENT, THIRD PARTY CONTENT, AND/OR ANY OTHER CONTENT, MATERIAL OR ITEMS PROVIDED THROUGH THE SERVICE, AND THE PRODUCTS, ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTY OR CONDITIONS OF ANY KIND. BY OPERATING THE SERVICE, WE DO NOT REPRESENT OR IMPLY THAT WE ENDORSE ANY CONTENT, MATERIAL OR ITEMS AVAILABLE ON OR LINKED TO BY THE SERVICE, INCLUDING WITHOUT LIMITATION, CONTENT HOSTED ON THIRD PARTY SITES, OR THAT WE BELIEVE THE COMPANY CONTENT, USER CONTENT, THIRD PARTY CONTENT, AND/OR OR ANY OTHER CONTENT, MATERIAL OR ITEMS TO BE ACCURATE, USEFUL OR NON-HARMFUL. WE CANNOT GUARANTEE AND DO NOT PROMISE ANY SPECIFIC RESULTS FROM USE OF THE SERVICE OR THE PRODUCTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS OF SERVICE. TO THE FULLEST EXTENT PERMITTED BY LAW, WE AND EACH OF OUR AFFILIATES, ADVERTISERS, LICENSORS, SUPPLIERS, OFFICERS, DIRECTORS, INVESTORS, EMPLOYEES, AGENTS, SERVICE PROVIDERS AND OTHER CONTRACTORS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICE, THE PRODUCTS, AND YOUR USE THEREOF.

B. TO THE EXTENT PERMITTED BY APPLICABLE LAW, WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY, RELIABILITY, TIMELINESS OR COMPLETENESS OF THE SERVICE, THE COMPANY CONTENT, USER CONTENT, THIRD PARTY CONTENT, AND/OR ANY OTHER CONTENT, MATERIAL OR ITEMS ON THE SERVICE OR LINKED TO BY THE SERVICE. WE ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES OR INACCURACIES OF CONTENT, MATERIAL OR ITEMS (FOR CLARITY, ON OR OFF THE SERVICE), (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICE OR PRODUCTS, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED ON OUR SERVICE, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE, (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICE BY ANY THIRD PARTY, AND/OR (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT, MATERIAL OR ITEMS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT, MATERIAL OR ITEMS (INCLUDING WITHOUT LIMITATION COMPANY CONTENT) POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE.

C. Limited Liability. TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST PROFIT DAMAGES, ARISING FROM YOUR USE OF THE SERVICE, COMPANY CONTENT, USER CONTENT, THIRD PARTY CONTENT, AND/OR NY OTHER CONTENT, MATERIAL OR ITEMS ON THE SERVICE, OR ANY PRODUCTS. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE TERMS OF SERVICE, OUR LIABILITY TO YOU IN RESPECT OF ANY LOSS OR DAMAGE SUFFERED BY YOU AND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE OR THE PRODUCTS, WHETHER IN CONTRACT, TORT OR FOR BREACH OF STATUTORY DUTY OR IN ANY OTHER WAY SHALL NOT EXCEED $50.

D. Exceptions. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN CATEGORIES OF DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH STATES, OUR LIABILITY AND THE LIABILITY OF OUR SUBSIDIARY AND PARENT COMPANIES OR AFFILIATES IS LIMITED TO THE FULLEST EXTENT PERMITTED BY SUCH STATE LAW.

12. Indemnity

You agree to indemnify and hold us and our affiliates and each of our and their respective licensors, suppliers, officers, directors, investors, employees, agents, service providers and other contractors harmless from any claim or demand including, without limitation, reasonable legal fees, arising out of or in connection with your User Content, your interactions with any other user of the Service, your violation of these Terms of Use and/or your negligence or willful misconduct. You will not be required to indemnify and hold us or any other indemnified party harmless from and against any applicable claims or demands to the extent resulting from the Company’s own negligent conduct.

13. Notice to California Users

Under California Civil Code Section 1789.3, users located in California are entitled to the following consumer rights notice: If a user has a question or complaint regarding the Service, please send an email to customersupport@betterway.com. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at +1 (916) 445-1254 or +1 (800) 952-5210.

14. Independent Contractors

Nothing in these Terms of Use shall be deemed to create an agency, partnership, joint venture, employer-employee or franchisor-franchisee relationship of any kind between us and any user.

15. Non-Waiver

Our failure to exercise or enforce any right or provision of these Terms of Use shall not operate as a waiver of the applicable right or provision.

16. Severability

These Terms of Use operate to the fullest extent permissible by law. If any provision or part of a provision of these Terms of Use is unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions.

17. Assignment

We may assign our rights under these Terms of Use without your approval and with or without notice to you.

18. No Modifications by Our Employees

If any of our employees offers to modify the terms of these Terms of Use, he or she is not acting as an agent for us or speaking on our behalf. You may not rely, and should not act in reliance on, any statement or communication from our employees or anyone else purporting to act on our behalf.

19. Contact Information

If you have any questions about these Terms of Use or the Service, please contact us at customersupport@betterway.com.