LAC Health Toolkit Terms of Agreement

Introduction and Acceptance

1.1 Agreement to Terms: These Comprehensive Toolkit Terms of Agreement (“Toolkit Terms”) govern your access to and use of the LAC Health Toolkit, which includes but is not limited to the Symptom Checker, Lab Document Analyzer, Drug Interaction Checker, and Health Report tools (collectively, the “Toolkit”) available on lac.us (the “Website”). The Toolkit is owned and operated by LAC Health LLC (“LAC Health,” “we,” “us,” or “our”), a limited liability company organized under the laws of the Commonwealth of Virginia.

1.2 Binding Contract: By accessing, browsing, or using any part of the Toolkit, you (“you,” “your,” or “User”) acknowledge that you have read, understood, and agree to be bound by these Toolkit Terms, which constitute a legally binding contract between you and LAC Health. If you do not agree to all the terms and conditions of this agreement, you may not access or use the Toolkit in any manner.

1.3 Capacity to Accept Terms: You represent and warrant that you are at least 18 years old and have the legal capacity to enter into these Toolkit Terms. If you are accessing or using the Toolkit on behalf of a business entity, you represent and warrant that you have the authority to bind that entity to these Toolkit Terms.

1.4 Modifications to Terms: We reserve the right, at our sole discretion, to modify, amend, or replace these Toolkit Terms at any time. The most current version of these Toolkit Terms will be posted on the Website with the “Last Updated” date. Your continued use of the Toolkit after any such changes constitutes your acceptance of the new Toolkit Terms. It is your responsibility to check these Toolkit Terms periodically for changes.

1.5 Additional Terms: These Toolkit Terms should be read in conjunction with our Website’s general Terms of Service, Privacy Policy, and Cookie Policy, which are incorporated by reference. In the event of any conflict between these Toolkit Terms and the general Terms of Service, these Toolkit Terms shall prevail with respect to your use of the Toolkit.

1.6 Definitions: For the purposes of these Toolkit Terms, the following definitions apply:

a) “Artificial Intelligence” or “AI” refers to computer systems able to perform tasks that normally require human intelligence, such as visual perception, speech recognition, decision-making, and language translation.
b) “Machine Learning” or “ML” refers to a subset of AI that involves computer algorithms that improve automatically through experience and by the use of data.
c) “Protected Health Information” or “PHI” has the meaning set forth in the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and its implementing regulations.
d) “De-identified Information” means information that does not identify an individual and with respect to which there is no reasonable basis to believe that the information can be used to identify an individual.

2. Nature of the Toolkit

2.1 Educational and Informational Purpose: The Toolkit is provided strictly for educational, informational, and research purposes. It is designed for use by medical professionals, students, researchers, and health enthusiasts to enhance their understanding of medical concepts, processes, and data analysis. The Toolkit is not intended to replace professional medical judgment, diagnosis, or treatment.

2.2 Not Medical Advice: The Toolkit, including all its components, features, and outputs, does not provide medical advice, diagnosis, or treatment recommendations. It should never be used as a substitute for professional medical advice, diagnosis, or treatment. The information provided by the Toolkit is not intended to be a substitute for consultation with a qualified healthcare professional.

2.3 No Doctor-Patient Relationship: Use of the Toolkit does not create a doctor-patient relationship between you and LAC Health LLC, its affiliates, employees, contractors, or any other individuals involved in the development, maintenance, or operation of the Toolkit. Users should always consult with their healthcare providers regarding any medical conditions, treatments, or health-related decisions.

2.4 AI and Machine Learning Disclosure: The Toolkit incorporates artificial intelligence and machine learning technologies to analyze data and generate outputs. These technologies are continuously evolving and may produce results that are not always accurate or complete. Users must exercise caution and professional judgment when interpreting and applying any information or suggestions provided by the Toolkit.

2.5 No Guarantee of Accuracy or Completeness: While we strive to ensure the accuracy and completeness of the information provided through the Toolkit, we make no warranties or representations about the accuracy, reliability, completeness, or timeliness of the Toolkit’s content, software, text, graphics, links, or communications provided by or through the use of the Toolkit.

2.6 Continuous Development: The Toolkit is under continuous development and may contain errors, bugs, or inaccuracies. We reserve the right to change, modify, or remove any part of the Toolkit without notice.

3. Toolkit Description and Limitations

3.1 Symptom Checker
a) Purpose: The Symptom Checker provides probability estimates for potential conditions based on input symptoms. It uses AI and ML algorithms to analyze user-provided information and compare it against a database of medical knowledge.
b) Limitations: The probability estimates provided by the Symptom Checker are for educational purposes only and should not be considered diagnostic. The tool may not account for all possible conditions, comorbidities, or individual patient factors. The accuracy of the results depends on the accuracy and completeness of the information provided by the user.
c) AI/ML Disclosure: The Symptom Checker utilizes machine learning models trained on large datasets of medical information. These models are updated periodically but may not reflect the most recent medical discoveries or rare conditions.
d) No Diagnostic Claims: LAC Health makes no claims regarding the diagnostic accuracy or clinical validity of the Symptom Checker. It is not intended to be used for self-diagnosis or treatment selection.

3.2 Lab Document Analyzer
a) Purpose: This tool provides a summary and interpretation of findings from blood tests and other lab documents. It uses natural language processing and machine learning techniques to extract and analyze information from uploaded lab reports.
b) Limitations: The analysis is based on general medical knowledge and may not account for individual patient factors, rare conditions, or specific clinical contexts. The tool’s accuracy depends on the quality and completeness of the uploaded documents.
c) AI/ML Disclosure: The Lab Document Analyzer employs AI models trained on a diverse set of lab reports. However, it may not recognize or correctly interpret non-standard report formats or rare test results.
d) No Replacement for Professional Review: This tool is not a substitute for a healthcare professional’s review and interpretation of lab results. Users should always consult with their healthcare providers to understand their lab results in the context of their overall health.

3.3 Drug Interaction Checker
a) Purpose: This tool shows potential interactions between multiple drugs. It uses a comprehensive database of drug information and AI algorithms to identify and classify potential interactions.
b) Limitations: While comprehensive, the Drug Interaction Checker may not include all possible interactions, especially for newly approved drugs or rare combinations. It does not account for individual patient factors such as age, weight, gender, or medical history.
c) AI/ML Disclosure: The interaction checking algorithm uses machine learning to continuously update its knowledge base from scientific literature. However, there may be a lag between the publication of new drug interaction information and its incorporation into the tool.
d) Professional Consultation Required: The information provided by this tool should not replace consultation with a healthcare provider or pharmacist. Users should not make decisions about their medication regimen based solely on the output of this tool.

3.4 Health Report
a) Purpose: This tool generates a one-page summary of personal health information, including insurance details, previous medical conditions, allergies, emergency contact information, physical characteristics, and other relevant health data.
b) Limitations: The accuracy and completeness of the report depend entirely on the information input by the user. The tool does not verify the accuracy of the information provided.
c) AI/ML Disclosure: While the Health Report tool uses AI to organize and format the information, it does not generate or infer any health information beyond what is explicitly provided by the user.
d) Data Privacy: Users are strongly advised not to include sensitive personal information or PHI in their Health Report unless absolutely necessary. LAC Health cannot guarantee the privacy or security of information once it is downloaded or printed by the user.

3.5 General Toolkit Limitations
a) Internet Connectivity: The Toolkit requires a stable internet connection to function properly. LAC Health is not responsible for any errors, inaccuracies, or inability to use the Toolkit resulting from poor internet connectivity.
b) Browser Compatibility: The Toolkit is designed to work with modern web browsers. LAC Health does not guarantee compatibility with all browser versions or mobile devices.
c) Data Input Limitations: The accuracy and usefulness of the Toolkit’s outputs are directly dependent on the quality and accuracy of the data input by users. Incorrect or incomplete data may lead to inaccurate or misleading results.
d) Language Limitations: The Toolkit is primarily designed for English language inputs and outputs. It may not accurately process or interpret information in other languages.
e) Geographic Limitations: The medical information and drug data used in the Toolkit may be biased towards practices and medications common in the United States. Users from other countries should be aware that some information may not be applicable to their local healthcare systems or available treatments.

4. User Responsibilities and Conduct

4.1 Accuracy of Input: You are solely responsible for the accuracy, completeness, and appropriateness of any information you input into the Toolkit. Providing false, misleading, or inaccurate information may lead to incorrect or potentially harmful outputs from the Toolkit.

4.2 Appropriate Use: You agree to use the Toolkit only for its intended purposes as described in these Toolkit Terms. Any misuse, unauthorized use, or use for purposes other than those intended is strictly prohibited.

4.3 No Sensitive Personal Information: You agree not to input any sensitive personal information, including but not limited to social security numbers, financial information, or detailed medical histories, unless specifically requested by a tool and necessary for its function. LAC Health is not responsible for the protection of any sensitive personal information voluntarily submitted by users.

4.4 No Protected Health Information: If you are a healthcare provider or otherwise subject to HIPAA, you agree not to input any PHI into the Toolkit. The Toolkit is not designed to be HIPAA-compliant and should not be used for the storage, processing, or transmission of PHI.

4.5 Professional Judgment: If you are a healthcare professional using the Toolkit, you acknowledge that the Toolkit is a supplementary tool and agree to rely on your professional judgment and not solely on the information provided by the Toolkit when making clinical decisions.

4.6 No Emergency Use: You acknowledge and agree that the Toolkit is not designed for use in medical emergencies. In case of a medical emergency, you should immediately call your local emergency services.

4.7 Prohibited Conduct: You agree not to engage in any of the following prohibited activities:
a) Attempting to reverse engineer, decompile, disassemble, or hack the Toolkit or to defeat or overcome any encryption technology or security measures implemented by LAC Health with respect to the Toolkit and/or data transmitted, processed, or stored by LAC Health;
b) Attempting to probe, scan, or test the vulnerability of the Toolkit or any associated system or network, or to breach any security or authentication measures;
c) Attempting to access or search the Toolkit by any means other than through the published interfaces provided by LAC Health;
d) Sending any unsolicited or unauthorized advertising, promotional materials, spam, junk mail, chain letters, or any other form of solicitation through the Toolkit;
e) Impersonating or misrepresenting your affiliation with any person or entity;
f) Interfering with, disrupting, or creating an undue burden on the Toolkit or the networks or services connected to the Toolkit;
g) Using the Toolkit for any illegal purpose or in violation of any local, state, national, or international law;
h) Using the Toolkit to violate the legal rights (including the rights of publicity and privacy) of others or to violate the intellectual property rights of LAC Health or any third party;
i) Collecting or storing personal data about other users without their express permission;
j) Uploading or transmitting viruses, malware, or other types of malicious software, or links to such software, through the Toolkit;
k) Using the Toolkit in any manner that could disable, overburden, damage, or impair the Toolkit or interfere with any other party’s use and enjoyment of the Toolkit.

4.8 Reporting Issues: You agree to promptly report any errors, bugs, unauthorized access, or security issues you encounter while using the Toolkit to LAC Health.

4.9 Compliance with Laws: You agree to comply with all applicable local, state, national, and international laws, regulations, and rules in your use of the Toolkit.

4.10 Indemnification for Misuse: You agree to indemnify, defend, and hold harmless LAC Health and its affiliates, officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses arising out of or in any way connected with your violation of these User Responsibilities and Conduct provisions.

5. Intellectual Property Rights

5.1 Ownership: The Toolkit, including all of its components, features, functionality, and content (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof), are owned by LAC Health, 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.

5.2 License Grant: Subject to these Toolkit Terms, LAC Health grants you a limited, non-exclusive, non-transferable, and revocable license to access and use the Toolkit for its intended purposes. This license is personal to you and may not be resold, redistributed, or otherwise transferred to any other person or entity.

5.3 Restrictions: You may not:
a) Modify, adapt, translate, reverse engineer, decompile, disassemble, or create derivative works based on the Toolkit;
b) Copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products, or services obtained from the Toolkit;
c) Rent, lease, sublicense, distribute, transfer, copy, reproduce, publicly display, publish, adapt, modify, create derivative works of, or otherwise use the Toolkit in any way for any public or commercial purpose without the express written consent of LAC Health;
d) Use any robot, spider, site search/retrieval application, or other automated device, process, or means to access, retrieve, scrape, or index any portion of the Toolkit;
e) Reformat or frame any portion of the web pages that are part of the Toolkit;
f) Create user accounts by automated means or under false or fraudulent pretenses;
g) Remove or modify any copyright, trademark, or other proprietary rights notice that appears on any portion of the Toolkit or on any materials printed or copied from the Toolkit;
h) Record, process, or mine information about other users;
i) Access, retrieve, or index any portion of the Toolkit for purposes of constructing or populating a searchable database of health or medical information;
j) Use the Toolkit to create a product, service, or software that is, directly or indirectly, competitive with or in any way a substitute for the Toolkit or any services provided by LAC Health.

5.4 Feedback: Any feedback, comments, suggestions, ideas, or other information provided by you in the form of email or other submissions to LAC Health (collectively “Feedback”), are non-confidential and you hereby grant to LAC Health the right to use such Feedback at its discretion, including, but not limited to the incorporation of such suggested changes into the Toolkit. You agree that LAC Health may use your Feedback for any purpose and in any way, including in future modifications of the Toolkit, multimedia works, or advertising and promotional materials relating thereto. You grant LAC Health and its affiliates and sublicensees the perpetual and irrevocable right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material.

5.5 Trademarks: LAC Health, the LAC Health logo, and all related names, logos, product and service names, designs, and slogans are trademarks of LAC Health or its affiliates or licensors. You may not use such marks without the prior written permission of LAC Health. All other names, logos, product and service names, designs, and slogans on the Toolkit are the trademarks of their respective owners.

5.6 Copyright Infringement: If you believe that any content on the Toolkit violates your copyright, please see our Copyright Policy for instructions on sending us a

notice of copyright infringement. It is the policy of LAC Health to terminate the user accounts of repeat infringers.

6. Data Privacy and Security

6.1 No Data Storage: LAC Health LLC does not store any medical or personal data entered into the Toolkit on its servers. All data is processed in real-time and is automatically deleted within one hour of entry. However, users should be aware that internet transmissions are never completely private or secure.

6.2 Data Processing: While using the Toolkit, your data may be processed by our AI and machine learning algorithms. This processing occurs in real-time and does not involve long-term storage of your data.

6.3 De-identified Data: LAC Health may retain de-identified, aggregated data derived from users’ interactions with the Toolkit for the purposes of improving our services, conducting research, and enhancing our AI and machine learning models. This data cannot be used to identify any individual user.

6.4 Data Transmission: While we implement reasonable security measures, we cannot guarantee the security of data transmitted to or from our Toolkit. Any transmission is at your own risk. LAC Health is not responsible for circumvention of any privacy settings or security measures contained in the Toolkit.

6.5 Third-Party Access: LAC Health does not sell, rent, or lease its user lists to third parties. We do not share your personal information with third parties for their direct marketing purposes without your explicit consent.

6.6 Cookies and Tracking Technologies: The Toolkit may use cookies, web beacons, and other tracking technologies to enhance user experience and collect information about how the Toolkit is used. You can set your browser to refuse all or some browser cookies, or to alert you when cookies are being sent. If you disable or refuse cookies, please note that some parts of the Toolkit may then be inaccessible or not function properly.

6.7 Children’s Privacy: The Toolkit is not intended for children under 13 years of age, and we do not knowingly collect personal information from children under 13. If we learn we have collected or received personal information from a child under 13 without verification of parental consent, we will delete that information.

6.8 Data Subject Rights: Depending on your jurisdiction, you may have certain rights regarding your personal data, such as the right to access, correct, or delete your personal information. Please contact us if you wish to exercise any of these rights.

6.9 International Data Transfers: Your information, including personal data, may be transferred to — and maintained on — computers located outside of your state, province, country or other governmental jurisdiction where the data protection laws may differ from those in your jurisdiction. If you are located outside the United States and choose to provide information to us, please note that we transfer the data, including personal data, to the United States and process it there.

6.10 Data Breach Procedures: In the event of a data breach, we will notify affected users and relevant authorities as required by applicable laws and regulations.

7. AI and Machine Learning Specific Provisions

7.1 AI/ML Technologies: The Toolkit incorporates advanced artificial intelligence and machine learning technologies. These technologies are used to analyze data, generate insights, and provide recommendations based on the information input by users and our continuously updated medical knowledge base.

7.2 Limitations of AI/ML: Users acknowledge that AI and ML technologies have inherent limitations and may produce results that are not always accurate, complete, or applicable to individual circumstances. The Toolkit’s AI/ML components are designed to assist and supplement, not replace, professional medical judgment.

7.3 Ongoing Development: Our AI/ML models are continuously evolving and being updated. As such, results may change over time as our models improve and incorporate new information.

7.4 No Medical Diagnosis: Despite the advanced nature of our AI/ML technologies, the Toolkit is not capable of making medical diagnoses. Any output from the Toolkit should be considered as informational and educational only, not as a substitute for professional medical advice, diagnosis, or treatment.

7.5 Bias and Fairness: We strive to minimize bias in our AI/ML models and to ensure fairness in their outputs. However, users should be aware that these models may reflect biases present in their training data or in the broader healthcare system.

7.6 Transparency: Upon request, we will provide general information about the AI/ML methodologies used in the Toolkit, including types of algorithms used and data sources, to the extent that such disclosure does not compromise our intellectual property rights or the integrity of our systems.

7.7 Human Oversight: While many processes within the Toolkit are automated, LAC Health maintains human oversight of its AI/ML systems to monitor performance, address errors, and continuously improve the Toolkit.

7.8 AI Ethics: LAC Health is committed to the ethical development and use of AI in healthcare. We adhere to principles of transparency, fairness, privacy, and accountability in our AI development and deployment processes.

7.9 Third-Party AI: If any components of the Toolkit use AI technologies provided by third parties, we will make reasonable efforts to ensure these technologies adhere to similar standards of quality and ethical use as our own.

8. Disclaimer of Warranties

8.1 “As Is” Basis: The Toolkit is provided on an “as is” and “as available” basis, without any warranties of any kind, either express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, or non-infringement.

8.2 No Guarantee of Accuracy: While we strive for accuracy, we do not warrant that the information provided by the Toolkit, including any AI-generated content, is accurate, complete, reliable, current, or error-free. Any reliance you place on such information is strictly at your own risk.

8.3 No Guarantee of Availability: We do not guarantee that the Toolkit will always be available, accessible, uninterrupted, timely, secure, accurate, complete, or error-free. We may suspend or withdraw or restrict the availability of all or any part of our Toolkit for business and operational reasons.

8.4 No Professional Advice Warranty: LAC Health does not warrant that the Toolkit, or any content generated by it, constitutes or is a substitute for professional medical, legal, financial, or any other type of professional advice. Users should always seek the advice of qualified professionals regarding any medical condition or treatment.

8.5 No Liability for User Content: LAC Health is not responsible for any user-generated content, including the accuracy, completeness, appropriateness, or legality of any information input by users into the Toolkit.

8.6 No Warranty Against Interference or Impersonation: LAC Health does not warrant that the Toolkit is free from viruses or other components that may damage or interfere with your computer system or data. We also do not warrant protection against impersonation or social engineering attacks that may compromise your use of the Toolkit.

8.7 Third-Party Content Disclaimer: The Toolkit may contain links to third-party websites or resources. LAC Health does not endorse and is not responsible or liable for their availability, accuracy, content, products, or services.

8.8 Healthcare System Variations: LAC Health does not warrant that the information or recommendations provided by the Toolkit are applicable or appropriate for all healthcare systems or jurisdictions.

8.9 AI Limitations: LAC Health makes no warranties regarding the accuracy, reliability, or appropriateness of any AI-generated content or recommendations. Users acknowledge that AI systems have limitations and may produce errors or biased results.

8.10 Research and Development Stage: Users acknowledge that some features of the Toolkit may be in a research or development stage and not be fully tested. LAC Health makes no warranties regarding the performance or reliability of such features.

9. Limitation of Liability

9.1 Exclusion of Damages: To the fullest extent permitted by applicable law, in no event shall LAC Health, its affiliates, licensors, service providers, employees, agents, officers, or directors be liable for any direct, indirect, special, incidental, consequential, or punitive damages, including but not limited to personal injury, pain and suffering, emotional distress, loss of revenue, loss of profits, loss of business or anticipated savings, loss of use, loss of goodwill, loss of data, or any other damages of any kind, under any legal theory, arising out of or in connection with your use, or inability to use, the Toolkit, any websites linked to it, any content on the Toolkit or such other websites, including any AI-generated content, even if foreseeable and even if LAC Health has been advised of the possibility of such damages.

9.2 Cap on Liability: If, notwithstanding the other provisions of these Toolkit Terms, LAC Health is found to be liable to you for any damage or loss which arises out of or is in any way connected with your use of the Toolkit or any of its content, LAC Health’s liability shall in no event exceed $500.00.

9.3 Basis of the Bargain: The limitations of damages set forth above are fundamental elements of the basis of the bargain between LAC Health and you. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to you.

9.4 Essential Purpose: You agree that the limitations of liability set out in this section will survive and apply even if any limited remedy specified in these terms is found to have failed of its essential purpose.

9.5 AI-Related Liabilities: LAC Health shall not be liable for any damages or losses resulting from errors, inaccuracies, or biases in AI-generated content or recommendations provided through the Toolkit.

9.6 Medical Outcomes: LAC Health is not liable for any medical outcomes or decisions made based on information provided by the Toolkit. Users are solely responsible for verifying any information or recommendations with qualified healthcare professionals before making medical decisions.

9.7 Data Loss: LAC Health is not liable for any loss of data resulting from the use of the Toolkit, including data entered by users or generated through use of the Toolkit’s features.

9.8 Third-Party Actions: LAC Health is not liable for any damages resulting from the actions of third parties, including but not limited to hackers, other users, or linked websites.

9.9 Force Majeure: LAC Health is not liable for any failure to perform its obligations hereunder where such failure results from any cause beyond LAC Health’s reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation.

9.10 Indemnification: You agree to defend, indemnify and hold harmless LAC Health, its affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Toolkit Terms or your use of the Toolkit, including, but not limited to, any use of the Toolkit’s content, services and products other than as expressly authorized in these Toolkit Terms.

10. Term and Termination

10.1 Term: These Toolkit Terms shall remain in full force and effect while you use the Toolkit.

10.2 Termination by User: You may terminate your use of the Toolkit at any time by discontinuing use of the Toolkit.

10.3 Termination by LAC Health: We may suspend or terminate your access to all or part of the Toolkit, without notice, for any conduct that we, in our sole discretion, believe is in violation of any applicable law, is harmful to the interests of another user, us, or our affiliates, or is in violation of these Toolkit Terms.

10.4 Effect of Termination: Upon termination of your access to the Toolkit, all provisions of these Toolkit Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

10.5 No Data Retention: Upon termination, LAC Health will not retain any of your data or information input into the Toolkit. It is your responsibility to retain copies of any information or data you wish to preserve.

11. Governing Law and Jurisdiction

11.1 Governing Law: These Toolkit Terms and any disputes or claims arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the Commonwealth of Virginia, without giving effect to any choice or conflict of law provision or rule.

11.2 Jurisdiction: Any legal suit, action, or proceeding arising out of, or related to, these Toolkit Terms or the Toolkit shall be instituted exclusively in the federal courts of the United States or the courts of the Commonwealth of Virginia, in each case located in Fairfax County, although we retain the right to bring any suit, action, or proceeding against you for breach of these Toolkit Terms in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

11.3 Class Action Waiver: Any proceedings to resolve or litigate any dispute in any forum will be conducted solely on an individual basis. Neither you nor LAC Health will seek to have any dispute heard as a class action or in any other proceeding in which either party acts or proposes to act in a representative capacity. No proceeding will be combined with another without the prior written consent of all parties to all affected proceedings.

11.4 Limitation on Time to File Claims: Any cause of action or claim you may have arising out of or relating to these Toolkit Terms or the Toolkit must be commenced within one (1) year after the cause of action accrues, otherwise, such cause of action or claim is permanently barred.

12. Miscellaneous

12.1 Entire Agreement: These Toolkit Terms, our Privacy Policy, and any other legal notices published by us on the Toolkit, shall constitute the entire agreement between you and LAC Health concerning the Toolkit.

12.2 Severability: If any provision of these Toolkit Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.

12.3 Waiver: No waiver of any term of these Toolkit Terms shall be deemed a further or continuing waiver of such term or any other term, and LAC Health’s failure to assert any right or provision under these Toolkit Terms shall not constitute a waiver of such right or provision.

12.4 Assignment: LAC Health may assign or transfer these Toolkit Terms, in whole or in part, without restriction. You may not assign or transfer any rights to use the Toolkit or any of your rights or obligations under these Toolkit Terms without the prior written consent of LAC Health.

12.5 Notices: Any notices or other communications permitted or required hereunder, including those regarding modifications to these Toolkit Terms, will be in writing and given by LAC Health: (i) via email (in each case to the address that you provide); or (ii) by posting to the Website. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.

12.6 No Third-Party Beneficiaries: These Toolkit Terms do not and are not intended to confer any rights or remedies upon any person other than the parties.

12.7 Relationship of the Parties: Nothing in these Toolkit Terms shall be construed as creating a partnership, joint venture, agency, or employment relationship between you and LAC Health.

12.8 Force Majeure: LAC Health shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.

12.9 Export Control: The Toolkit may be subject to U.S. export control laws and may be subject to export or import regulations in other countries. You agree not to export, reexport, or transfer, directly or indirectly, any U.S. technical data acquired from LAC Health, or any products utilizing such data, in violation of the United States export laws or regulations.

12.10 U.S. Government Rights: The Toolkit is commercial computer software. If you are an agency, department, or other entity of the United States Government, the use, duplication, reproduction, release, modification, disclosure, or transfer of the Toolkit, or any related documentation of any kind, including technical data and manuals, is restricted by these Toolkit Terms in accordance with Federal Acquisition Regulation 12.212 for civilian purposes and Defense Federal Acquisition Regulation Supplement 227.7202 for military purposes. The Toolkit was developed fully at private expense. All other use is prohibited.

13. Contact Information

If you have any questions about these Toolkit Terms, please contact us at:

LA Consilium LLC
10304 Eaton Pl Suite 100
Fairfax, VA 22030
Email: legal@lac.us

Last Updated: 8/8/2024

By using the LAC Health Toolkit, you acknowledge that you have read, understood, and agree to be bound by these Comprehensive Toolkit Terms of Agreement.