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Terms of Use

Effective Date: January 1st, 2022

Robyn Terms of Use

Last updated: September 15, 2022

Welcome to Robyn. Robyn provides its customers (together with the applicable Account Holder (as defined below), "you" or "your"), information, content, resources and access to services related to fertility, wellness, obstetric, gynecological and ancillary or related services (collectively, the "Women's Health Services"). The websites at https://wearerobyn.co/terms-of-service/ and https://www.parentbirth.com (together with any other websites that Robyn or any of its affiliates or partners makes available from time to time, including https://www.fertilityoutloud.com/ operated by Ferring Pharmaceuticals, collectively, the "Sites") and the various other related content, tools, services and other features, functions, software, applications and websites (together with the Women's Health Services and the Sites, collectively the "Robyn Services") are provided and operated, and are being made available to you and the other users of any of the Robyn Services (collectively, "Users") by Robyn Inc. ("Robyn", "us," "we" or "our"). All defined terms used herein shall have the meanings prescribed to these terms in these Terms of Use.

IMPORTANT! THESE TERMS OF USE ("TERMS") GOVERN YOUR ACCESS AND USE OF THE WOMEN'S HEALTH SERVICES, THE SITES AND THE OTHER ROBYN SERVICES. BY CLICKING "I AGREE", DOWNLOADING, USING, CONFIGURING OR ACCESSING THE WOMEN'S HEALTH SERVICES, THE SITES AND THE OTHER ROBYN SERVICES OR OTHERWISE SIGNIFYING YOUR ACCEPTANCE OF THESE TERMS, YOU REPRESENT AND WARRANT THAT (A) YOU (AND THE APPLICABLE ACCOUNT HOLDER) ARE AUTHORIZED TO ENTER THESE TERMS OF USE, AND ARE DOING SO, (B) YOU (AND THE APPLICABLE ACCOUNT HOLDER) CAN LEGALLY ENTER INTO THESE TERMS AND (C) YOU (AND THE APPLICABLE ACCOUNT HOLDER) HAVE READ AND UNDERSTAND AND AGREE THAT YOU SHALL BE BOUND BY THESE TERMS OF USE AND ROBYN'S PRIVACY POLICY (HTTPS://WEAREROBYN.CO/PRIVACY-POLICY) (AS MODIFIED, THE "PRIVACY POLICY") AND ALL MODIFICATIONS AND ADDITIONS PROVIDED FOR. IF YOU DO NOT AGREE TO THESE TERMS OF USE OR THE PRIVACY POLICY, PLEASE DO NOT ACCESS OR USE ANY OF THE WOMEN'S HEALTH SERVICES OR OTHER ROBYN SERVICES.

These Terms contain an Arbitration provision which will, with limited exception, require you to submit disputes you have against Robyn to binding and final arbitration. You will only be permitted to pursue claims against Robyn on an individual basis, not as a plaintiff or class member in any class or representative action or proceeding; and you will only be permitted to seek relief (including monetary, injunctive, and declaratory relief) on an individual basis.

  1. Eligibility

( a ) TO ACCESS AND USE THE WOMEN'S HEALTH SERVICES, THE SITES AND THE OTHER ROBYN SERVICES, YOU MUST BE AT LEAST 13 YEARS OF AGE. BY CLICKING "I AGREE," ACCESSING AND USING THE WOMEN'S HEALTH SERVICES OR ANY OF THE OTHER ROBYN SERVICES, YOU REPRESENT THAT:

( b ) YOU HAVE NEVER PREVIOUSLY BEEN SUSPENDED OR REMOVED FROM THE WOMEN'S HEALTH SERVICES, OR ANY OF THE OTHER ROBYN SERVICES;

( c ) YOU CONFIRM THAT YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT WITH ROBYN;

( e ) YOU WILL COMPLY WITH THESE TERMS AND ALL APPLICABLE LOCAL, STATE, NATIONAL AND INTERNATIONAL LAWS, RULES AND REGULATIONS; AND

( d ) YOU ARE NOT A COMPETITOR OF ROBYN AND DO NOT INTEND TO USE THE WOMEN'S HEALTH SERVICES, OR ANY OF THE OTHER ROBYN SERVICES FOR REASONS THAT ARE IN COMPETITION WITH THE ROBYN SERVICES OR OTHERWISE TO REPLICATE SOME OR ALL OF THE ROBYN SERVICES FOR ANY REASON.

  1. Privacy.

Your privacy is important to Robyn. Our goal is to make the Women's Health Services and the other Robyn Services as good, useful and rewarding for you as possible. In order to do that, Robyn may collect and process information from you when you use the Women's Health Services or any of the other Robyn Services. Robyn will collect certain personally identifiable information from you as set forth in more detail in our Privacy Policy. By accessing or using the Women's Health Services or any of the other Robyn Services, you agree that Robyn may collect, use and disclose, as set forth in the Privacy Policy, the information you provide when you access or use the Women's Health Services or any of the other Robyn Services, and in some cases, information that is provided by or through any of the Robyn Services.

  1. The Women's Health Services

3.1 Accessing and Using the Women's Health Services.

(a) To access and use certain of the Women's Health Services, you may need to register and create an account.

(b) When registering and creating an account (an "Account"), you agree to

(i) provide true, accurate, current, and complete information about yourself as prompted during the registration and Account creation process ("Registration Data"), and (ii) maintain and promptly update the Registration Data, including the information associated with your payment method, to keep it true, accurate, current and complete. You are responsible for all activities that occur under your Account. If you create an Account on behalf of another person (the "Account Holder"), you hereby represent and warrant that (i) the Account Holder is independently eligible to create and have an Account, as set forth herein and (ii) you have received express permission from the Account Holder to create (and, to the extent applicable, operate) the Account. If you provide any information that is untrue, inaccurate, not current, or incomplete, or Robyn has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Robyn has the right to suspend or terminate your Account and prohibit you from accessing and using the Women's Health Services and/or any of the other Robyn Services. You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself except as permitted under this Section 3.1(b). Each Account that you create must be associated with a different email address. You agree not to create an Account or to access and use the Women's Health Services or any of the other Robyn Services if you have been previously removed by Robyn or if you have been previously banned from accessing and using the Women's Health Services or any of the other Robyn Services.

3.2 Marketplace Providers. The Women's Health Services may now or in the future include promotional content for providers of fertility, wellness, obstetric, gynecological and other ancillary or related services (each a "Marketplace Provider"). The Women's Health Services and other Robyn Services may also include functionality allowing you to communicate with, engage and pay Marketplace Providers. You (including any applicable Account Holder) are solely responsible for entering into relationships with any Marketplace Provider, including any agreements executed between you (and any applicable Account Holder) and such Marketplace Provider. As further set forth herein, Robyn does not make any representation or warranty pertaining to any Marketplace Provider and you enter into relationships with, and you rely upon the advice and services provided by, Marketplace Providers at your own risk. To the maximum extent allowable under law, you (and each applicable Account Holder) hereby irrevocably release Robyn from any and all liability arising from or related to your relationship with or reliance upon any Marketplace Provider. You acknowledge that Robyn has not conducted any independent investigation into the quality, history or background of any Marketplace Provider. The presence of information pertaining to any Marketplace Provider on the Women's Health Services is not an endorsement or approval by Robyn of such Marketplace Provider.

3.3 Virtual Doula Services.

(a) The Women's Health Services may now or in the future include virtual doula services and other ancillary or related services (collectively, the "Virtual Doula Services"). The Women's Health Services and other Robyn Services may also include functionality allowing you to engage a doula (each, a "Doula") and pay for the Virtual Doula Services. You (including any applicable Account Holder) are solely responsible for entering into relationships with a Doula, including any agreements executed between you (and any applicable Account Holder) and such Doula. As further set forth herein, Robyn does not make any representation or warranty pertaining to any Doula or Virtual Doula Services and you enter into relationships with, and you rely upon the advice and services provided by, such Doula at your own risk. To the maximum extent allowable under law, you (and each applicable Account Holder) hereby irrevocably release Robyn from any and all liability arising from or related to your relationship with or reliance upon any Doula or Virtual Doula Services. You acknowledge that Robyn has not conducted any independent investigation into the quality, history or background of any Doula or Virtual Doula Services. The presence of information pertaining any Doula or Virtual Doula Services on the Women's Health Services is not an endorsement or approval by Robyn of such any Doula or Virtual Doula Services.

  1. Fees, Payments and Refunds

4.1 Fees.

(a) Financial Transactions. If you make any financial transaction through or with the Women's Health Services or the other Robyn Services, including the purchase of goods or services (e.g., services from the Market Place, engaging a Doula, etc.) whether provided by Robyn or any third party, you will pay to Robyn the amounts listed by Robyn in connection with such applicable transaction, including all fees, taxes and other charges in connection therewith (collectively, the "Transaction Fees").

(b) Accounts. Robyn may now, or in the future, also charge you certain fees in connection with your creation, use or exploitation of your Account, including any transactions made through your Account (the "Robyn Fees" and together with the Transaction Fees, collectively, the "Fees"). If Robyn begins to charge any Robyn Fees in connection with any such Account that you create, then Robyn shall inform you of any such Robyn Fees.

4.2 Payment and Taxes.

(a) Payments. By paying the Fees by credit or debit card, you hereby authorize Robyn to automatically charge your credit or debit card through the Payment Processor (as defined below) for any Fees.

(b) Payment Terms. Robyn may provide additional provisions pertaining to any transactions, including the method and timing of payment of the Fees (as modified, "Payment Terms"). By agreeing to be bound by or continuing to access or use the Women's Health Services, you shall comply with all Payment Terms.

(c) Payment Processing. The Fes may be paid through a third-party payment processor directed by Robyn (e.g., Stripe, etc.) (any such third-party payment processor, the "Payment Processor"). Payment of the Fees are subject to the terms of use (or other agreement) of the applicable Payment Processor (as modified, the "Payment Processing Terms"). By agreeing to the applicable Payment Processing Terms or continuing to access or use the Women's Health Services, you agree to be bound by the Payment Processing Terms. As a condition of Robyn's enabling payment processing services through a Payment Processor, you agree to provide the Payment Processor accurate and complete information about you, your credit or debit card or bank account and such other information required by the Payment Processor, and you authorize Robyn to share any relevant transaction information to the Payment Processor.

(d) Failure to Comply. You acknowledge and agree that failure to strictly comply with the Payment Terms or the Payment Processing Terms in connection with your Account or the Fees may result in suspension or termination of your Account or you being banned from access to or use of the Women's Health Services and other Robyn Services.

(e) Collection and Interest. Robyn may charge you late fees for any Fees not paid by their due date. Such late fees will be the lesser of one and a half percent per month (1.5%) and the highest interest rate allowable under applicable law. You agree to, and will, pay Robyn its reasonable costs of collection (including legal fees and other related expenses) in connection with any Fees you owe. Robyn may refer late Fees to collections agencies as determined within Robyn's sole discretion.

(f) Future Services. In paying the Fees, you acknowledge and agree that you are not relying on future availability of the Women's Health Services or the other Fees beyond the period for which the Fees that you paid applies.

4.3 Changes in Fees and Payment Methods. Robyn reserves the right at any time to change the Fees (including to begin charging for services or accounts that it is currently providing free of charge or for new features or services) and billing methods, either immediately upon posting on the Sites or any of the other Robyn Services or by notifying you by email.

4.4 Refunds. ALL FEES ARE NON-REFUNDABLE, NON-CANCELLABLE AND NON-CREDITABLE UNLESS OTHERWISE REQUIRED BY LAW OR AGREED TO BY ROBYN IN ITS SOLE DISCRETION.

  1. Grant of Rights; Unauthorized Use.

5.1 Grant of Rights. Subject to your compliance with all the terms and conditions set out in these Terms, Robyn hereby grants to you a limited, non-exclusive, non-transferable, freely revocable right to access and use the Women's Health Services, the Site and the other Robyn Services, to the extent of, and in accordance with, these Terms.

5.2 Prevention of Unauthorized Use. Robyn reserves the right to exercise whatever lawful means it deems necessary to prevent the unauthorized access or use of the Women's Health Services, or the circumvention of the other Robyn Services, including, but not limited to, technological barriers, IP mapping, and directly contacting your Internet Service Provider (ISP) regarding such unauthorized use.

  1. Content.

(a) Definition. For purposes of these Terms, the term "Content" means all tangible works of authorship, including, without limitation, information, data, text, photographs, videos, audio clips, music, written posts and comments, software, scripts, graphics, and interactive features generated, provided, or otherwise made accessible on or through the Women's Health Services or other Robyn Services. Content also includes all User Content and each User's Service Content (both as defined below).

(b) User Content. All Content added, created, uploaded, submitted, distributed, or posted to the Women's Health Services or other Robyn Services by you or the other Users (collectively "User Content"), whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such User Content. You expressly represent and warrant that: (i) all User Content provided by you is accurate, complete, and up-to-date; (ii) all User Content provided by you is in compliance with all applicable laws, rules and regulations and does not violate or infringe on any third party's rights, including but not limited to privacy rights, rights of publicity, copyright, trademark, trade secret, patent and/or any other intellectual rights; (iii) you own or have obtained from third parties the necessary licenses, rights, consents, and/or permissions to publish the User Content that you submit in accordance with these Terms and the terms of the Privacy Policy and to grant Robyn a worldwide, perpetual, royalty free, fully-paid-up, transferrable, sublicensable, assignable, non-exclusive license in such User Content, as provided in Section 6(e) below; and (iv) that none of the User Content submitted by you violates any of the Prohibited Conduct provisions set forth in Section 11.

(c) Notices and Restrictions. The Women's Health Services and other Robyn Services, including but not limited to graphics, user interface, audio clips, video clips, editorial content, and the scripts and software used to implement the Women's Health Services and other Robyn Services contains Content specifically provided by us, our partners or our Users and such Content are protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. You shall abide by and maintain all copyright notices, information, and restrictions contained in any Content accessed through the Women's Health Services and the other Robyn Services. No portion of the Women's Health Services or other Robyn Services may be reproduced in any form or by any means, except as expressly permitted under these Terms. You acknowledge that your use of any Content, including but not limited to User Content, accessed by you while using the Women's Health Services and other Robyn Services is at your own risk and you will be solely responsible for any damage or loss to you or any other party resulting therefrom. We do not guarantee that any Content you access on or through the Women's Health Services or the other Robyn Services is or will continue to be accurate.

(d) Use License. Subject to these Terms, we grant you and the other Users of the Women's Health Services and other Robyn Services a worldwide, non-exclusive, non-sublicensable, non-assignable and non-transferable license to download and display locally Content (other than your own User Content) solely for personal, non-commercial use in connection with the Women's Health Services and other Robyn Services. Use, reproduction, public performance, modification, distribution or storage of any Content (other than your own User Content) for any reason other personal, non-commercial use in connection with the Women's Health Services and other Robyn Services is expressly prohibited without the prior written approval of Robyn. You shall not sell, license, rent, or otherwise use or exploit any Content for commercial use or in any way.

(e) License Grant. As between you and us, you own the User Content you submit through the Women's Health Services and/or the other Robyn Services. By submitting User Content through the Women's Health Services and other Robyn Services (or to Robyn by any other means), you hereby grant Robyn and its affiliates and partners a non-exclusive, perpetual, irrevocable, fully-paid, royalty-free, transferable, assignable, sublicensable, worldwide license to use, display, host, publish, reproduce, download, publicly perform, transmit, broadcast, adapt, modify (e.g., re-format), rearrange, prepare derivative works of, distribute, and otherwise exploit your User Content through any manner, mode of delivery, or media now known or developed in the future in connection with our business without compensation. Pursuant to this license, we have the right to use and display your User Content through the Women's Health Services or on our Sites as well as on third party websites or otherwise in connection with our business. You agree that we and our partners may identify you as the author of any of your User Content by name, email address or screen name as we see appropriate. You also hereby grant each User a non-exclusive license to access your User Content through the Women's Health Services and other Robyn Services, and to use, reproduce, distribute, display and perform such User Content as permitted through the Women's Health Services and other Robyn Services and under these Terms. This license will continue unless and until you remove your User Content from the Women's Health Services and other Robyn Services, in which case the license to any other Users will terminate within a commercially reasonable period of time, but your license to us will continue perpetually, as set forth herein. To remove your own User Content, please send a request to hello@wearerobyn.co and include a brief description of the item(s) to be removed along with a URL of the item(s) current location on the Sites. We may anonymize it, delete it or take other appropriate steps to remove your User Content. Notwithstanding the foregoing, User Content may persist in copies made for backup and business continuity purposes for additional time or as otherwise permitted by applicable law.

(f) Availability of Content. As a condition of use, you acknowledge that we are generally a passive host of user-generated content and we do not have any obligation to review or otherwise pre-screen Content, including but not limited to User Content. We do not guarantee that any Content will be made available on the Site or through the Women's Health Services and other Robyn Services. We reserve the right to, but do not have any obligation, to (i) pre-screen, refuse and/or remove any Content in our sole discretion, at any time, without notice to you and for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content or if we are concerned that you may have violated these Terms of Use), or for no reason at all and (ii) to remove or block any Content from the Women's Health Services and other Robyn Services. Furthermore, we reserve the right to restrict or prohibit your use of Services if we believe you are violating any of the terms of this Terms of Use and to remove, edit, or relocate any User Content as we see fit, whether for legal or other reasons.

(g) Use of Information. Subject to the terms of the Privacy Policy, you consent to Robyn's use and disclosure of information about your demographics and use of the Women's Health Services and other Robyn Services in any manner that does not reveal your personal identity. By participating in sweepstakes, promotions or giveaways, and/or requesting promotional information or product updates through the Women's Health Services or other Robyn Services, you hereby consent to Robyn's use of your personal information for marketing and promotional purposes, subject to the terms of the Privacy Policy.

  1. Additional Policies.

When accessing or using any of the Robyn Services, you may be subject to any additional posted policies, guidelines or rules applicable to the Women's Health Services, the Sites and the other Robyn Services which may be posted from time to time (as modified from time to time, the "Policies"). All such Policies are hereby incorporated by reference into these Terms.

  1. Respecting other People's Rights.

Robyn respects the rights of others and so should you. You shall treat all other Users with respect, including the other Customers.

  1. Modification of these Terms.

Robyn reserves the right, at its sole discretion, to change, modify, add, or remove portions of these Terms at any time by posting the amended Terms to the Sites, or any of the other Robyn Services. If Robyn updates these Terms, it will update the "last updated" date at the top of the Terms. Please check these Terms, including any Policies, periodically for changes. Your continued use of the Women's Health Services, or any of the other Robyn Services after the posting of changes constitutes your binding acceptance of such changes. In the event of a change to these Terms that materially modifies your rights or obligations (including applicable fees), Robyn will use commercially reasonable efforts to notify you of such change. Robyn may provide notice through a pop-up or banner within the Robyn Services, by sending an email to any address that we may have for you, or through other similar mechanisms. Additionally, if the changed Terms materially modify your rights or obligations, Robyn may require you to provide consent by accepting the changed Terms. If Robyn requires your acceptance of the changed Terms, changes are effective only after your acceptance. For all other changes, except as stated elsewhere by Robyn, such amended Terms or fees will automatically be effective, replacing the previously-effective Terms or fees, thirty (30) days after they are initially posted on any of the Robyn Services. IF AT ANY TIME YOU DO NOT AGREE TO THESE TERMS, PLEASE IMMEDIATELY TERMINATE YOUR USE OF ALL OF THE ROBYN SERVICES.

To the extent that any modifications to the Terms or Policies are not allowed under applicable laws, the prior most recent version of the Terms or Policies shall continue to apply.

  1. Digital Millennium Copyright Act.

It is Robyn's policy to respond to notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act. For more information, please go to Robyn' DMCA Notification Guidelines at https://wearerobyn.co/dmca-copyright-policy. If you file a notice with our copyright agent, it must comply with the requirements set forth in 17 U.S.C. §512(c)(3). Robyn reserves the right to terminate without notice any User's access to the Sites and the other Robyn Services if that User is determined by Robyn to be a "repeat infringer." In addition, Robyn accommodates and does not interfere with standard technical measures used by copyright owners to protect their materials.

  1. Prohibited Conduct.

BY ACCESSING OR USING ANY OF THE WOMEN'S HEALTH SERVICES OR OTHER ROBYN SERVICES, YOU AGREE NOT TO:

11.1 Access or use any of the Women's Health Services or other Robyn Services for the benefit of anyone other than yourself except in accordance with these Terms, including selling, reselling or distributing, in whole or in part, the Women's Health Services or other Robyn Services, or using the Women's Health Services as part of a service bureau or outsourcing offering;

11.2 Provide any services, directly or indirectly, that are similar to, or based on, the Women's Health Services or any of the other Robyn Services;

11.3 Copy, disclose, or distribute any data or other information available through the Women's Health Services, the Sites or any of the other Robyn Services, including any information, in any medium, including without limitation on the Sites, by any automated or non-automated "scraping;"

11.4 Interfere with, circumvent or disable any security or other technological features or measures of the Women's Health Services or attempt to gain unauthorized access to the Women's Health Services;

11.5 Use bots or other automated methods to: access the Robyn Services, download any information, send or redirect messages or perform any other activities through the Women's Health Services or any of the other Robyn Services;

11.6 Take any action that Robyn determines, in its sole discretion, imposes or may impose, an unreasonable or disproportionately large load on its infrastructure;

11.7 Upload invalid data, viruses, worms or other software agents through the Sites and/or any of the other Robyn Services;

11.8 Impersonate any person or entity, use a fictitious name, or misrepresent your affiliation with a person or entity;

11.9 Access and use the Women's Health Services or any of the other Robyn Services for any unlawful or inappropriate activities, such as gambling, obscenity, pornography, violence, transmission of deceptive messages, or harassment; or

11.10 Use any of the Robyn Services for any commercial solicitation purposes.

  1. Third-Party Sites.

The Women's Health Services, the Sites and/or any of the other Robyn Services may now or in the future include links or references to other web sites or services ("Third-Party Sites") solely as a convenience to our Users. These sites or services may include links to the information about fertility, wellness, obstetric, gynecological, doula and other ancillary or related services and other sites or services that we think may be of interest to our Users. Robyn does not endorse any such Third-Party Sites or the services, information, materials, products, or services contained on or accessible through Third-Party Sites. In addition, your correspondence or business dealings with, or participation in promotions of, advertisers found on or through any of the Women's Health Services are solely between you and such advertiser. Access and use of Third-Party Sites, including the information, materials, products, and services on or available through Third-Party Sites are solely at your own risk.

  1. Mobile and Data Services.

You are responsible for any mobile and data charges that you may incur in connection with the access and use the Women's Health Services or any of the other Robyn Services. If you're unsure what those charges may be, you should ask your service provider before using any of the Women's Health Services or other Robyn Services.

  1. Termination; Terms of Use Violations.

14.1 Robyn.

You agree that Robyn in its sole discretion, for any or no reason, your access and use of any of the Women's Health Services or other Robyn Services and remove and discard all or any part of your information, at any time. Robyn may also in its sole discretion and at any time discontinue providing access to the Women's Health Services or any of the other Robyn Services, or any part thereof, with or without notice. You agree that any termination of your access and use any of the Women's Health Services or other Robyn Services may be effected without prior notice, and you agree that Robyn will not be liable to you or any third party for any such termination. Robyn reserves the right to fully cooperate with any law enforcement authorities or court order requesting or directing Robyn to disclose the identity of anyone posting any e-mail messages, or publishing or otherwise making available any materials that are believed to violate these Terms. Any suspected fraudulent, abusive or illegal activity may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies that Robyn may have at law or in equity. As provided herein, Robyn does not permit copyright infringing activities on the Sites or any of the other Robyn Services, and Robyn shall be permitted to terminate access to any of the Women's Health Services or other Robyn Services. BY ACCEPTING THESE TERMS, YOU WAIVE AND SHALL HOLD ROBYN HARMLESS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ROBYN DURING OR AS A RESULT OF ITS INVESTIGATIONS AND/OR FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER ROBYN OR LAW ENFORCEMENT AUTHORITIES.

14.2 You.

Your only remedy with respect to any dissatisfaction with (i) the Women's Health Services, the Sites or any of the other Robyn Services, (ii) any term of these Terms or (iii) any policy or practice of Robyn in operating the Women's Health Services, the Sites or the other Robyn Services, is to terminate your use of the Women's Health Services and any other Robyn Services. You may terminate your use of any of the Women's Health Services at any time.

  1. Ownership; Proprietary Rights.

The Women's Health Services, the Sites and the other Robyn Services are owned and operated by Robyn. The visual interfaces, graphics, design, compilation, information, computer code (including source code or object code), products, software, services, and all other elements of the Women's Health Services and the other Robyn Services provided by Robyn (the "Materials") are protected by United States copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. All Materials contained on any of the Women's Health Services or the other Robyn Services are the property of Robyn or its subsidiaries or affiliated companies and/or third-party licensors or content providers. All trademarks, service marks, and trade names are proprietary to Robyn or its affiliates and/or third-party licensors. Except as expressly authorized by Robyn , you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials. Robyn reserves all rights not expressly granted in these Terms.

You hereby grant to Robyn a non-exclusive, worldwide, fully paid-up, royalty-fee, non-terminable, perpetual, irrevocable right and license to use, disclose, modify, reproduce, license, distribute, commercialize and otherwise freely exploit any feedback, comments, or suggestions that you provide with respect to the Women's Health Services, the Sites and/or the other Robyn Services and all related intellectual property (collectively, the "Feedback"), without restriction of any kind and without any right of accounting or compensation. You acknowledge and agree that Robyn is and shall be under no obligation to (a) to maintain any Feedback in confidence; (b) to respond to any comments or (c) to use any Feedback.

  1. Indemnification.

You agree to indemnify, defend, and hold Robyn its affiliated companies, contractors, employees, agents and its third-party suppliers, licensors, and partners harmless from any third-party claims, losses, damages, or liabilities, including legal fees and expenses, arising out of your use or misuse of the Women's Health Services, the Sites or any of the other Robyn Services, any violation by you of these Terms, or any breach of the representations, warranties, and covenants made by you herein. Robyn reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Robyn and you agree to cooperate with Robyn' defense of these claims. Robyn will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.

  1. No Warranties; Disclaimers.

17.1 No Warranties.

TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, ROBYN AND ITS AFFILIATES, CONTRACTORS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, THIRD-PARTY PARTNERS, LICENSORS AND SUPPLIERS (COLLECTIVELY, THE "ROBYN PARTIES") DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED WITH RESPECT TO THE WOMEN'S HEALTH SERVICES, THE SITES AND THE OTHER ROBYN SERVICES, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS AND WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, ROBYN PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, THAT THE WOMEN'S HEALTH SERVICES, THE SITES OR THE OTHER ROBYN SERVICES, WILL MEET YOUR REQUIREMENTS OR ACHIEVE ANY INTENDED RESULTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE ROBYN PARTIES OR THROUGH THE WOMEN'S HEALTH SERVICES, THE SITES OR THE OTHER ROBYN SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.

17.2 "As Is" and "As Available" and "With all Faults".

YOU EXPRESSLY AGREE THAT THE WOMEN'S HEALTH SERVICES, THE SITES AND THE OTHER ROBYN SERVICES, ANY DATA, ASSESSMENTS, RESULTS, INFORMATION, THIRD-PARTY SOFTWARE, CONTENT, THIRD-PARTY SITES, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH ANY OF THE WOMEN'S HEALTH SERVICES OR THE OTHER ROBYN SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE", "WITH ALL FAULTS" BASIS AND WITHOUT WARRANTIES OR REPRESENTATIONS OF ANY KIND EITHER EXPRESS OR IMPLIED.

17.3 PLATFORM OPERATION AND CONTENT.

THE ROBYN PARTIES DO NOT WARRANT THAT THE DATA, RESULTS, CONTENT, FUNCTIONS, OR ANY OTHER INFORMATION OFFERED ON OR THROUGH THE WOMEN'S HEALTH SERVICES, THE SITES OR ANY OF THE OTHER ROBYN SERVICES OR ANY THIRD-PARTY SITE WILL BE UNINTERRUPTED, OR FREE OF ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS AND DO NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED.

17.4 ACCURACY.

EXCEPT AS SPECIFICALLY PROVIDED IN WRITING BY ROBYN, THE ROBYN PARTIES DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE WOMEN'S HEALTH SERVICES OR ANY OF THE OTHER ROBYN SERVICES OR ANY THIRD-PARTY SITE IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.

17.5 Harm to your Mobile Devices.

YOU UNDERSTAND AND AGREE THAT YOU USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN TRAINING, INFORMATION, MATERIALS, RESULTS OR DATA THROUGH THE WOMEN'S HEALTH SERVICES, THE SITES OR ANY OF THE OTHER ROBYN SERVICES OR ANY THIRD-PARTY SITE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR MOBILE DEVICES) OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF SUCH MATERIAL OR DATA.

  1. Promotions and Giveaways. From time to time, we may offer sweepstakes, promotions or giveaways on behalf of third parties. Each promotion or giveaway will have its own rules that will disclose what information is gathered, how that information is used, and who that information is shared with. You must review and agree to be bound by such applicable information and rules prior to participating in any such sweepstakes, promotions or giveaways.

  2. Healthcare Disclaimers.

(a) THE WOMEN'S HEALTH SERVICES AND THE OTHER ROBYN SERVICES DO NOT PROVIDE PROFESSIONAL MEDICAL SERVICES OR ADVICE. ROBYN MAKES THE WOMEN'S HEALTH SERVICES AND OTHER ROBYN SERVICES AVAILABLE TO PROVIDE INFORMATION AND RESOURCES PERTAINING TO FERTILITY, WELLNESS, OBSTETRIC, GYNECOLOGICAL AND ANCILLARY OR RELATED SERVICES AND ARE INTENDED ONLY TO ASSIST USERS IN THEIR PERSONAL FERTILITY, HEALTH, WELLNESS AND FITNESS RELATED EFFORTS (COLLECTIVELY, A "FERTILITY JOURNEY"). ROBYN DOES NOT PROVIDE MEDICAL SERVICES OR RENDER MEDICAL ADVICE. NOTHING CONTAINED IN THE WOMEN'S HEALTH SERVICES OR ANY OF THE OTHER ROBYN SERVICES IS OR SHOULD BE CONSIDERED, OR USED AS A SUBSTITUTE FOR, MEDICAL ADVICE, DIAGNOSIS OR TREATMENT. ANY CONTENT OR INFORMATION CONTAINED IN WOMEN'S HEALTH SERVICES AND THE OTHER ROBYN SERVICES SHOULD NOT BE RELIED UPON AS THE BASIS OF ANY HEALTH-CARE DECISION.

(b) You acknowledge that while the Women's Health Services and other Robyn Services include content provided by independent practitioners such as the articles found in our "Fertility Resources" as well all other text, data, graphics, images, photographs, video, audio, information, suggestions, guidance, and other materials provided, made available or otherwise found through the Women's Health Services and other Robyn Services, including, without limitation, content provided in direct response to your questions or postings through the Women's Health Services, the Sites and/or the other Robyn Services (collectively, the "Service Content"), the provision of such Service Content does not create a doctor-patient, therapist-patient or other healthcare professional relationship between you and Robyn, and does not constitute an opinion, medical advice, or diagnosis or treatment, but is provided to assist you in choosing a doctor or other healthcare specialist, professional, provider, organization, or agents or affiliates thereof (collectively, a "Healthcare Provider"). Nothing contained on the Women's Health Services, the Sites and/or the other Robyn Services is or should be construed as advice or diagnosis. Any information or reports generated by us should not be interpreted as a substitute for physician consultation, evaluation, or treatment. You are urged and advised to seek the advice of a qualified Healthcare Provider before beginning any Fertility Journey. If you are a minor, or have any health conditions, you are specifically warned to seek professional medical advice prior to initiating any Fertility Journey. By using the Women's Health Services and/or the other Robyn Services, you agree, represent and warrant that you have consulted with your physician before engaging in activity based upon information available or services provided through the Women's Health Services and other Robyn Services. We do not recommend or endorse any specific tests or treatment regimen, Healthcare Providers, procedures, opinions, Service Content or other information that may appear through the Women's Health Services or other Robyn Services. Everyone's condition and abilities are different, and participating in the activities promoted by the Women's Health Services or the other Robyn Services and related Fertility Journey is at your own risk. If you choose to participate in any Fertility Journey in connection with the Women's Health Services or other Robyn Services, you do so of your own free will and accord, knowingly and voluntarily assuming all risks associated with such Fertility Journey, including any risks of property damage, bodily injury, or death even if caused in whole or part by the action, inaction, or negligence of Robyn or by the action, inaction, or negligence of others. Certain Fertility Journeys provided by the Women's Health Services and other Robyn Services may pose risks even to those who are currently in good health. Robyn encourages Healthcare Providers to use the Women's Health Services and the other Robyn Services responsibly and in accordance with these Terms, but we have no control over, and cannot guarantee the availability of, any Healthcare Provider at any particular time. You acknowledge and agree that Robyn will not be liable for cancelled or otherwise unfulfilled appointments, or any injury or loss resulting therefrom, or for any other injury or loss resulting or arising from, or related to, the use of the Women's Health Services and the other Robyn Services whatsoever. Success stories posted by Users or Robyn through the Women's Health Services, the Sites and/or the other Robyn Services may not represent typical or even accurate results obtained from any particular Fertility Journey. To the extent permitted by applicable law, Robyn has no and assumes no obligation or liability associated with the accuracy, reliability or effectiveness of any Fertility Journey recommendation contained in any success stories on the Women's Health Services and/or the other Robyn Services.

(d) Some of the Women's Health Services and other Robyn Services may be aimed at tracking your physical movements and sleep activity ("Activity Tracking Services"). These Activity Tracking Services rely on sensors and/or GPS functionality that track your movement or body at rest. The data and information provided by the Activity Tracking Services are intended to be a representation of your activity, but may not be completely accurate, including with respect to step, sleep, speed, distance, or calorie data. By using Activity Tracking Services, you acknowledge and agree that Robyn is not responsible or liable for any inaccuracy in such data.

(e) To the extent not prohibited by law and subject to the terms of the Privacy Policy, by using the Women's Health Services and/or any other Robyn Services, you consent to the disclosure of information you provide to Robyn (and as may be gathered by the Women's Health Services and other Robyn Services), including your name, address, email address, other contact information, other personally identifiable information, and any other information that is inputted manually into the Women's Health Services or the other Robyn Services or imported via mobile app or via linked device (i.e. Apple Watch, Apple Health, Samsung Health, Google Fit, etc.). This information may be used by Robyn to, among other things, evaluate the use of the Women's Health Services and the other Robyn Services, make enhancements to customer experience of the Women's Health Services and the other Robyn Services, or for any other purpose permitted by the terms of the Privacy Policy.

  1. Limitation of Liability and Damages.

20.1 Limitation of Liability. UNDER NO CIRCUMSTANCES, INCLUDING, NEGLIGENCE, WILL THE ROBYN PARTIES BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, RELIANCE, OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES ARISING FROM ANY UNSUCCESSFUL COURT ACTION OR LEGAL DISPUTE, LOST BUSINESS, LOST REVENUES OR LOSS OF ANTICIPATED PROFITS OR ANY OTHER PECUNIARY OR NON-PECUNIARY LOSS OR DAMAGE OF ANY NATURE WHATSOEVER) ARISING OUT OF OR RELATING TO THESE TERMS OR THAT RESULT FROM YOUR USE OR INABILITY TO USE THE WOMEN'S HEALTH SERVICES, YOUR USE OF THE SITES OR ANY OF THE OTHER ROBYN SERVICES OR ANY THIRD-PARTY SITE, OR ANY OTHER INTERACTIONS WITH ROBYN OR ANOTHER USER, EVEN IF ROBYN OR A ROBYN AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, ROBYN'S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

20.2 Limitation of Damages. IN NO EVENT WILL THE ROBYN PARTIES' TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO YOUR ACCESS AND USE OF THE WOMEN'S HEALTH SERVICES, THE SITES OR ANY OF THE OTHER ROBYN SERVICES OR THESE TERMS OR THE PRIVACY POLICY, OR YOUR INTERACTION WITH THE WOMEN'S HEALTH SERVICES OR OTHER USERS (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE), EXCEED THE GREATER OF (A) $500 AND (B) AN AMOUNT EQUAL TO THE SUBSCRIPTION FEES AND/OR THE TRAINING FEES (IF ANY) PAID BY YOU DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE DATE OF THE CLAIM.

20.3 Release for Disputes between Users. If you have a dispute with any other Users or other third parties, you hereby release Robyn and the other Robyn Parties from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code Section 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."

20.4 Third-party Sites. THESE LIMITATIONS OF LIABILITY ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY YOU BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED ON ANY THIRD-PARTY SITES OR OTHERWISE BY THIRD PARTIES OTHER THAN ROBYN AND RECEIVED THROUGH OR ADVERTISED ON ANY OF THE WOMEN'S HEALTH SERVICES OR OTHER ROBYN SERVICES OR RECEIVED THROUGH ANY THIRD-PARTY SITES.

20.5 Basis of the Bargain. YOU ACKNOWLEDGE AND AGREE THAT ROBYN HAS OFFERED THE WOMEN'S HEALTH SERVICES AND THE OTHER ROBYN SERVICES, SET ITS PRICES, AND ENTERED INTO THESE TERMS IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND ROBYN, AND THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND ROBYN. ROBYN WOULD NOT BE ABLE TO PROVIDE THE WOMEN'S HEALTH SERVICES OR ANY OF THE OTHER ROBYN SERVICES TO YOU ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THESE LIMITATIONS.

20.6 Limitations by Applicable Law. CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF YOU RESIDE IN SUCH A JURISDICTION, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. THE LIMITATIONS OR EXCLUSIONS OF WARRANTIES, REMEDIES OR LIABILITY CONTAINED IN THESE TERMS APPLY TO YOU TO THE FULLEST EXTENT SUCH LIMITATIONS OR EXCLUSIONS ARE PERMITTED UNDER THE LAWS OF THE JURISDICTION WHERE YOU ARE LOCATED.

  1. United States Export Controls.

You agree not to import, export, re-export, or transfer, directly or indirectly, any part of the Women's Health Services or the other Robyn Services or any underlying intellectual property, information or technology except with the prior written approval of Robyn and in full compliance with all United States, foreign and other applicable export control laws and regulations.

  1. Miscellaneous.

22.1 Notice. Robyn may provide you with notices, including those regarding changes to these Terms, by email or postings on any of the Women's Health Services. Notice will be deemed given twenty-four hours after the email is sent, unless Robyn is notified that the email address is invalid. Notices posted on any of the Sites or the other Robyn Services are deemed given 30 days following the initial posting.

22.2 Waiver. The failure of Robyn to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by Robyn.

22.3 Dispute Resolution.

If a dispute arises between you and Robyn, the goal is to provide you with a neutral and cost-effective method of resolving the dispute quickly. Accordingly, you and Robyn agree that any dispute, claim or controversy at law or equity that arises out of these Terms, the Women's Health Services, the Sites, or any of the Robyn other Services (a "Dispute") will be resolved in accordance with this Section 22.3 or as Robyn and you otherwise agree in writing. Before resorting to these dispute methods, Robyn strongly encourages you to first contact Robyn directly to seek a resolution.

(a) Choice of Law. These Terms shall be governed in all respects by the laws of the State of California, without regard to its conflict of law provisions. EACH PARTY IRREVOCABLY AND UNCONDITIONALLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL ACTION, PROCEEDING, CAUSE OF ACTION OR COUNTERCLAIM ARISING OUT OF OR RELATING TO ANY DISPUTE OR OTHERWISE IN CONNECTION WITH THESE TERMS OR ANY OF THE WOMEN'S HEALTH SERVICES.

(b) Arbitration and Class Action Waiver.

PLEASE REVIEW AS THIS AFFECTS YOUR LEGAL RIGHTS.

(i) ARBITRATION. YOU AGREE THAT ALL DISPUTES BETWEEN YOU AND ROBYN (WHETHER OR NOT SUCH DISPUTE INVOLVES A THIRD PARTY) IN CONNECTION WITH THESE TERMS OR ANY OF THE ROBYN SERVICES, INCLUDING WITHOUT LIMITATION YOUR RIGHTS OF PRIVACY WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION UNDER THE AMERICAN ARBITRATION ASSOCIATION''S RULES FOR ARBITRATION AND YOU AND ROBYN HEREBY EXPRESSLY WAIVE TRIAL BY JURY. ANY ARBITRATION SHALL BE IN ENGLISH AND THE PLACE OF ARBITRATION SHALL BE LOS ANGELES, CA. YOUR ARBITRATION FEES AND YOUR SHARE OF ARBITRATOR COMPENSATION SHALL BE GOVERNED BY SUCH RULES. DISCOVERY AND RIGHTS TO APPEAL IN ARBITRATION ARE GENERALLY MORE LIMITED THAN IN A LAWSUIT, AND OTHER RIGHTS THAT YOU AND ROBYN WOULD HAVE IN COURT MAY NOT BE AVAILABLE IN ARBITRATION. YOU MAY BRING DISPUTES ONLY ON YOUR OWN BEHALF.

Neither you nor Robyn will participate in a class action or class-wide arbitration for any disputes covered by these Terms to arbitrate. YOU ARE GIVING UP YOUR RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER ON ANY CLASS CLAIM YOU MAY HAVE AGAINST ROBYN INCLUDING ANY RIGHT TO CLASS ARBITRATION OR ANY CONSOLIDATION OF INDIVIDUAL ARBITRATIONS. You also agree not to participate in claims brought in a private attorney general or representative capacity, or consolidated claims involving another Customer or other User or third party, if Robyn is a party to the proceeding.

This dispute resolution provision will be governed by the Federal Arbitration Act and not by any state law concerning arbitration. The arbitration may be conducted in person, through the submission of documents, by phone or online. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so. Judgment on the award rendered by the arbitrator may be entered in any court having competent jurisdiction. Any provision of applicable law notwithstanding, the arbitrator will not have authority to award damages, remedies or awards that conflict with these Terms.

(ii) Judicial Forum for Disputes. In the event that the agreement to arbitrate under Section 22.3(b) is found not to apply to you or your claim, you and Robyn agree that any judicial proceeding (other than small claims actions) must be brought solely and exclusively in, and will be subject to service of process and other applicable procedural rules of, the federal or state courts covering Los Angeles County, Ca. Both you and Robyn irrevocably consent to venue and personal jurisdiction there. Notwithstanding the foregoing, Robyn may bring a claim for equitable relief in any court with proper jurisdiction.

(iii) Survival. This arbitration agreement will survive the termination of your access or use any of the Women's Health Services or other Robyn Services or your relationship with Robyn.

(c) 30 Day Right to Opt-Out. You have the right to opt-out and not be bound by the arbitration provisions set forth in this Section 22.3 above by sending written notice of your decision to opt-out to hello@wearerobyn.co. The notice must be sent to Robyn within thirty (30) days of your use of any of the Robyn Services or agreeing to these Terms, 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.

(d) Improperly Filed Claims. All claims you bring against Robyn must be resolved in accordance with this Section 22.3. All claims filed or brought contrary to this Section 22.3 shall be considered improperly filed. Should you file a claim contrary to this Section 22.3, Robyn may recover attorneys' fees and costs up to $15,000, provided that Robyn has notified you in writing of the improperly filed claim, and you have failed to promptly withdraw the claim.

(e) Prevailing Party. In the event that either party institutes any arbitration, legal suit, action or proceeding against the other party arising out of or relating to these Terms, the Privacy Policy, the Women's Health Services or any of the other Robyn Services, the prevailing party in the arbitration, suit, action or proceeding shall be entitled to receive in addition to all other damages to which it may be entitled, the costs incurred by such party in conducting the suit, action or proceeding, including reasonable attorneys' fees and expenses and court costs.

(f) LIMITATION ON TIME TO FILE CLAIMS. ANY CAUSE OF ACTION OR DISPUTE YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS, THE PRIVACY POLICY, THE WOMEN'S HEALTH SERVICES OR ANY OF THE OTHER ROBYN SERVICES OR YOUR RELATIONSHIP WITH ROBYN MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR DISPUTE IS PERMANENTLY BARRED.

22.4 Severability.

If any provision of these Terms (including any Policies) is held to be unlawful, void, or for any reason unenforceable, then that provision will be limited or eliminated from these Terms to the minimum extent necessary and will not affect the validity and enforceability of any remaining provisions.

22.5 Relationship of the Parties. The parties agree that nothing in these Terms shall be construed as creating a joint venture, partnership, franchise, agency, employer/employee, or similar relationship between the parties, or as authorizing either party to act as the agent of the other. You are and will remain an independent contractor in your relationship to Robyn. Nothing in these Terms shall create any obligation between either party and a third party.

22.6 Assignment. These Terms and related Policies, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Robyn without restriction. Any assignment attempted to be made in violation of these Terms shall be void.

22.7 Survival. Upon termination of these Terms, your access and use of the Women's Health Services, the Sites or any of the other Robyn Services or your relationship with Robyn, any provision which, by its nature or express terms should survive, will survive such termination or expiration, including, but not limited to, Sections 1, 2, 4.4. 6 and 10 - 22.

22.8 Headings. The heading references herein are for convenience purposes only, do not constitute a part of these Terms, and will not be deemed to limit or affect any of the provisions hereof.

22.9 Entire Agreement. These Terms, together with the Privacy Policy and the Policies, are the entire agreement between you and Robyn relating to the subject matter herein and will not be modified except by a change to these Terms or Policies made by Robyn as set forth in Section 9.

22.10 Geographic Restrictions. Robyn is based in the state of California in the United States. Robyn makes no claims that accessing or using the Women's Health Services or any of the other Robyn Services or any of the tools or content is accessible or appropriate outside of the United States. Accessing or using the Women's Health Services, the Sites, or any of the other Robyn Services may not be legal by certain persons or in certain countries. If you access any of the Robyn Services from outside the United States, you do so on your own initiative and are responsible for compliance with local laws and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Robyn with respect thereto.

22.11 Electronic Communications. The communications between you and Robyn use electronic means, whether you visit any of the Sites or other Robyn Services or send Robyn e-mails, or whether Robyn posts notices on the Sites or other Robyn Services or communicates with you via e-mail. For contractual purposes, you (a) consent to receive communications from Robyn in an electronic form; and (b) agree that all terms, conditions, agreements, notices, disclosures, and other communications that Robyn provides to you electronically satisfy any legal requirement that such communications would satisfy if they were in writing. The foregoing does not affect your statutory rights.

22.12 Disclosures.

The Women's Health Services, the Sites and the other Robyn Services are offered by Robyn Inc., located at: 426 S. McCadden Place, Los Angeles, CA 90020 and email: hello@wearerobyn.co.

If you are a California resident, you may have this same information emailed to you by sending a letter to 426 S. McCadden Place, Los Angeles, CA 90020 with your email address and a request for this information.

California users are also entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.

(c) 2022 Robyn Inc.