Breakthrough and Breakthrough One (“BT1”) is a service and destination website managed and administered by Healthcare Innovation and Technology Lab, Inc. (“HITLAB”) that allows digital health professionals to browse, learn, network and participate in digital health and digital health research and other topics relating to healthcare and technology through BT1 and HITLAB, and learn more about experiences or other services offered by HITLAB. As used in this Terms of Service document, “BT1” means the destination located at Breakthrough website for BT1 and/or its subdomains [(together with any mobile versions, and any successor sites), regardless of how accessed], together with all features and functionalities, user interfaces, as well as all content and software associated with such. 

The BT1 website is built on a digital website platform and is operated by HITLAB as Administrator. 

By using, engaging with, browsing on, purchasing items/making bookings via the BT1 website or the affiliated websites (such as when auto-enrolled in events through the event website such as eventbrite.com) , you agree to these Terms of Service, which govern your use of the BT1 website. Please read them carefully. They include important information about your legal rights, remedies, and obligations. If you do not agree to any portion of these Terms of Service, you should not access or website via the BT1 website.  HITLAB as Administrator and BT1 reserves the right to modify or update these terms and conditions and any membership benefits at any time with reasonable notice. 

To the extent permitted under the laws governing where you are, you agree to the arbitration language of Section 10 below to resolve any disputes with the HITLAB and Breakthrough Entities (except for matters that may be taken to small claims court). 

For more information, please visit our FAQ section here. 

1. User Account and Membership

You must be a member to have a user account on the BT1 website.  Membership enables you to enjoy the benefits of your level of membership as detailed in your membership tier.  Each membership tier has a specified annual membership fee subject to change at any time.   Each membership tier offers you a different experience in BT1.   Your membership tier helps us recognize you and retain your preferences and enables you to manage your benefits and your user account allows you to manage your account settings.  Take good care of your user name and password!  

In creating and using your user account for use on the BT1 website, you agree to: (i) provide true, accurate, current and complete information about yourself on any registration form required for the account (such information being the “Registration Data”); and (ii) maintain and promptly update the Registration Data to keep it true, accurate, current and complete (iii) pay the agreed upon membership fee and all associated taxes or fees; and (iv) agree to all terms and conditions for the duration of your membership. If you discover that you’ve inputted information incorrectly or incompletely, please reach out  BREAKTHROUGH CONTACT INFORMATION. 

Membership Duration and Auto Renewal   

Your Membership is valid for one year from the date of enrollment and will automatically renew on a yearly basis unless you cancel your membership prior to the date of the auto-renewal.  By signing up for membership, you authorize HITLAB and BT1 to automatically renew your membership on the anniversary of your membership date.  Auto-renewal will be processed using the payment method provided during enrollment, unless updated by the member before the renewal date. 

Membership Fees:    

The annual Membership fee will be clearly stated at the time of enrollment. Payment for the Membership is due in full at the time of enrollment and will be automatically charged for subsequent renewals unless canceled. 

Upgrading Membership:  You may upgrade your membership at any time simply by paying the pro-rata amount of the difference between your membership tier and the new membership tier membership fees.  If you choose to upgrade your annual membership to a higher tier within three (3) months of your membership anniversary, and pay that higher membership fee at the time of your request to upgrade, your membership for the remaining time shall be upgraded at no-charge.  

Cancellation and Refund Policy:  Members have the right to cancel their Membership at any time. To cancel, members must provide written notice to BT1 before the renewal date.  Membership fees are non-refundable once the membership period has commenced. Cancellation requests received after the renewal date will be effective for the following year. 

Payment Updates and Account Information:  Members are responsible for ensuring that their payment information is accurate and up-to-date to facilitate the auto-renewal process.  BT1 is not responsible for any issues arising from outdated or incorrect payment information. 

Membership Termination:   BT1 or Administrator reserves the right to terminate a Membership for any violation of these terms and conditions or for any conduct that the Company deems inappropriate or harmful to the organization or to any members in its sole discretion. 

2. Use of Site.

While we take all reasonable steps so that the BT1 website is available 24 hours every day, 365 days per year, the website may sometimes encounter downtime due to server and other technical issues.  We will not be liable if the website is unavailable at any time. The website may be temporarily unavailable due to issues such as system failure, maintenance or repair, or for reasons beyond our control. Where possible, we will try to give our users advance warning of maintenance issues, but shall not be obliged to do so. 

Harassment in any manner or form on the site or at any affiliated events or educational experiences, including via e-mail, chat, or by use of obscene or abusive language, is strictly forbidden. Impersonation of others, including HITLAB or Breakthrough Entities and/or other vendor, employee, host, or representative, as well as other members or visitors on the site is prohibited. You may not upload to, distribute, or otherwise publish through the website any content which is libelous, defamatory, obscene, threatening, invasive of privacy or publicity rights, abusive, illegal, or otherwise objectionable which may constitute or encourage a criminal offense, violate the rights of any party or which may otherwise give rise to liability or violate any law. You may not upload commercial content on the Website or use the site to solicit others to join or become members of any other commercial online service or other organization. 

BT1 and Administrator will handle all personal information in accordance with its Privacy Policy. By enrolling in the Membership, you consent to the use of your data as outlined in the Privacy Policy. 

3. Membership Benefits including Event, Research or Product Descriptions.

The Membership entitles the member to specific benefits as outlined by BT1.  These benefits may include benefits provided by third parties and may include but are not limited to:  access to exclusive events, workshops, or webinars; discounts on products or services offered by the third parties; exclusive content or resources. As well as other services described in the membership tier that member has purchased. 

We attempt to be as accurate as possible with product or experience descriptions, the benefits associated with each membership tier and  other content on the Website. We don’t warrant that product/experience descriptions or other content on any of the Website is accurate, complete, reliable, current, or error-free. If a product or service offered on the Website itself is not as described, your sole remedy is to request a refund. As relates to experiences, if you have a compliant or consumer issue, please reach out to CONTACT ADDRESS to inquire about a refund. 

In the event that a product offered on the Website is mistakenly listed at an incorrect price, we  reserve the right to refuse or cancel any orders placed for product listed at the incorrect price. If your credit card has already been charged for the purchase and your order is cancelled, we shall issue a credit to your credit card account in the amount of the incorrect price. 

For products or services offered on the Website via a third party or one of our partners, the partner is solely responsible for the accuracy and completeness of the information provided about that item. Please see the section labeled third parties below for more information. 

4. Availability of Benefits.

Services, products or experience tickets offered via the Website may be available on a limited quantity basis. We make no guarantees that such will be available to you, as they are offered on a first come, first served basis. We will mark products or tickets that are limited in a clear manner. 

Information that is published on or through the Website may contain references or cross-references to products, programs or services of the HITLAB Entities and our respective partners, service providers, subsidiaries or affiliates that are not necessarily available in your area. Such references do not mean that we, or any of our partners, service providers, subsidiaries or affiliates will announce any of those products, programs or services in your area at any time in the future. You should contact us for information regarding the products, programs and services that may be available to you, if any. 

Third party links. To provide increased value to our visitors, we may link to sites operated by third parties. However, even if the third party is affiliated with us, we have no control over these linked sites, all of which have separate privacy and data collection practices, independent of us. These linked sites are only for your convenience and therefore you access them at your own risk. Nonetheless, we seek to protect the integrity of the Website and the links placed upon it. If you have feedback on the Website, or any links included on it, please contact us at BREAKTHROUGH CONTACT. This includes items we may make available with partners who have signed on as affiliates or sponsors.  

Communication with Website. When you use any of the Website, or send e-mails, text messages, and other communications from your desktop or mobile device to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you in a variety of ways, such as by e-mail, text, in-app push notices, or by posting  notices and messages on or through the Website. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. By submitting a telephone number to us you agree that one of our representatives can contact you at the number you provide, potentially using automated technology (including texts/SMS messaging) or a pre-recorded message. Your consent is not an obligation to receive any products and/or services. To opt out of such messaging, please follow prompts on the SMS/text. 

In an effort to enhance your website experience and give as many customers as possible the opportunity to purchase our merchandise or tickets, we may place limits on purchases, and we do not authorize the purchase of commercial quantities. We also may, among other things, restrict orders placed by or under the same customer account, the same credit card and/or orders that use the same billing and/or shipping address. We reserve the right to limit, cancel or prohibit orders that, in our judgment, appear to be placed in violation of this policy. We further reserve the right to cease doing business with customers who violate this policy. We may modify this policy at any time without prior notice. This policy applies to all purchases made through the Website, including, but not limited to, all purchases facilitated through our Marketplace service. 

5. Comments & Feedback.

 Comments, information or feedback submitted to us through email, text and/or the Website, will be subject to the Privacy Statement. If you have additional questions or  comments of any kind, or if you want to provide feedback on anything you see on the Website, please let us know by sending your comments or requests to yzehra@hitlab.org. 

6. User Generated Content. 

The Website might allow you to communicate, upload, or otherwise make available text, images, audio, video, or other content (“User Generated Content” or “UGC”), which might be accessible and/or viewable by the public. In submitting UGC, you: warrant that you hold any and all rights in the UGC or, where applicable, obtained third party consent for the use of the UGC and are entitled to submit the UGC to the Website; indemnify us and the HITLAB Entities against any and all claims from third parties that the UGC infringes any third party rights; represent that the UGC is in compliance with applicable laws and regulations and in particular not be obscene, defamatory, discriminatory, threatening, pornographic, libelous, harassing, hateful, racially or ethnically offensive or capable of encouraging conduct that would be considered a criminal offense; grant the HITLAB Entities a worldwide, non-exclusive, sub-licensable, royalty-free, irrevocable license in respect of all copyright and other intellectual property rights in and to your UGC to modify, adapt, publish, copy, display, repost, communicate to the public, or otherwise deal with such UGC as such entities see fit; agree to waive any and all of your personal rights (to the extent allowed under the applicable law) and have asked any third parties whose name or likeness has been used (if any) for their consent to such in the UGC; and agree to execute all such assignments or other documents and take such actions as may be reasonably required by the HITLAB Entities to give effect to the licensed and assignments contained in this paragraph.   

7. Intended use of the Website.

During your use of the Website, we grant you a limited, non-exclusive, non-transferable, license to access the Website content and activities. Except for the foregoing limited license, no right, title or interest shall be transferred to you. You agree not to use the Website for public performances. You are responsible for all Internet access charges. 

You agree not to archive, download (other than through caching necessary for personal use, to complete a product purchase or submit a customer service request), reproduce, distribute, modify, display, perform, publish, license, create derivative works from, offer for sale, or use content and information contained on or obtained from or through the Website without express written permission from HITLAB and its licensors. You also agree not to: circumvent, remove, alter, deactivate, degrade or thwart any of the content protections in the Website; use any robot, spider, scraper or other automated means to access the Website; decompile, reverse engineer or disassemble any software or other products or processes accessible through the Website; insert any code or product or manipulate the content of the Website in any way; or, use any data mining, data gathering or extraction method. In addition, you agree not to upload, post, email or otherwise send or transmit any material designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment associated with the Website, including any software viruses or any other computer code, files or programs.  We may suspend or terminate your access to this Website if you fail to comply with this Statement.  

8. Affiliated Sponsors.

The Website may, from time to time, offer items as part of a curated event or educational experience, where third party merchants and brands sell products, ticket sellers or services through the Website. If you purchase an item from our website through an affiliated sponsor or third party marketing on our website, that transaction (shipping, returns/exchanges, customer service) will be subject to the terms and conditions of each vendor’s policies. Please consult with the individual vendor’s terms and conditions prior to purchasing, or reach out to us for more details. 

9. Disclaimers. 

THE WEBSITE, ALL CONTENT SOFTWARE ASSOCIATED THEREWITH, OR ANY OTHER FEATURES OR FUNCTIONALITIES ASSOCIATED WITH THE WEBSITE, TOGETHER WITH ALL PRODUCTS OFFERED FOR SALE ON THE WEBSITE, ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. WE DO NOT GUARANTEE, REPRESENT, OR WARRANT THAT YOUR USE OF THE WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE. 

NEITHER WE NOR ANY HITLAB ENTITIES OR ANY PARTY ENGAGED OR INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE WEBSITE, IS LIABLE FOR ANY DIRECT, INCIDENTAL, CONSEQUENTIAL, INDIRECT, OR PUNITIVE DAMAGES OR LOSSES ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS TO, OR USE OF, THE WEBSITE, EVEN IF ADVISED IN ADVANCE OF SUCH DAMAGES OR LOSSES, TO THE EXTENT PERMITTED BY APPLICABLE LAW.  

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. THEREFORE, SOME OF THE ABOVE LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU. 

NOTHING IN THESE TERMS OF SERVICE SHALL AFFECT ANY NON-WAIVABLE STATUTORY RIGHTS THAT APPLY TO YOU. 

10. Intellectual Property.

Copyright & Trademark Notice. The Website, including all content provided on the Website, is protected by copyright, trade secret or other intellectual property laws and treaties. You may display and, subject to any expressly stated restrictions or limitations relating to specific material, download or print portions of the material from the different areas of the site solely to place an order with us or for customer service requests.  Any other use, including but not limited to the reproduction, distribution, display or transmission of the content of this site is strictly prohibited, unless we expressly authorize it.  

Reporting Alleged Infringements. If you believe your work has been reproduced or distributed in a way that constitutes a copyright infringement or are aware of any infringing material available through the Website, please notify us by completing the Copyright Infringement Claims form (www.HITLAB.com/copyrights).  

All trademarks, service marks and trade names of the Website Administrators are trademarks or registered trademarks of HITLAB Entities and Global-e, respectively. 

The HITLAB Entities are free to use any comments, information, ideas, concepts, reviews, or techniques or any other material contained in any communication you may send to us, including responses to questionnaires or through postings to the Website, worldwide and in perpetuity without further compensation, acknowledgement or payment to you for any purpose whatsoever including, but not limited to, developing, manufacturing and marketing products and creating, modifying or improving the Website. In addition, you agree not to enforce any “moral rights” in and to any materials you may provide to us and/or a HITLAB Entity, to the extent permitted by applicable law. 

Indemnification. You agree to indemnify, defend, and hold harmless the HITLAB Entities, and our respective officers, directors, employees, agents, licensors and suppliers (collectively the “Service Providers”) from and against all losses, expenses, damages and costs, including reasonable attorneys’ fees, resulting from any violation of these terms and conditions or any activity related to your account (including negligent or wrongful conduct) by you or any other person accessing the site using your Internet account. 

Termination. Your account or right to access to secured portions of the Website may be terminated at any time, without notice, for conduct that is believed to violate these Terms of Service and/or believed to be harmful to other users of the Website, the HITLAB Entities, to our respective partners or Service Providers, to the business of our Internet service provider, or to other information providers. If you violate any of these Terms of Service, your permission to use the Content pursuant to these Terms of Service automatically terminates and you must immediately destroy any copies you have made of any portion of the Content. 

11. ARBITRATION.

Where permitted by law, you accept that any dispute arising from these terms of service may be resolved by binding arbitration, which replaces the right to go to court. If your local laws do not allow for you to be bound by arbitration in this fashion, alternative dispute resolution mechanisms may be available to you.

You and the Website Administrators (entities may vary depending on your location) agree that any dispute, claim or controversy arising out of or relating in any way to the Website (including relating to products purchased), these Terms of Service and this Arbitration Agreement, shall be determined by binding arbitration or in small claims court. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award and nothing in this Arbitration Agreement shall be interpreted as limiting any non-waivable statutory rights. You agree that, by agreeing to these Terms of Service, the U.S. Federal Arbitration Act governs the interpretation and enforcement of this provision, and that you and the Website Administrators (entities may vary depending on your location) are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of this Agreement. 

 The arbitration will be governed by the Commercial Arbitration Rules (the “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by this Agreement, and will be administered by the AAA. The AAA Rules and Forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by writing to the Notice Address. The arbitrator is bound by the terms of this Agreement. All issues are for the arbitrator to decide, including issues relating to the scope and enforceability of this arbitration agreement. Unless you and the applicable Website Administrator(s) agree otherwise, any arbitration hearings will take place in the county (or parish) of your residence. The arbitrator’s award shall be final and binding on all parties, except (i) for judicial review expressly permitted by law or (ii) if the arbitrator’s award includes an award of injunctive relief against a party, in which case that party shall have the right to seek judicial review of the injunctive relief in a court of competent jurisdiction that shall not be bound by the arbitrator’s application or conclusions of law. 

If your claim is for US$10,000 or less, we agree that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds US$10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision explaining the essential findings and conclusions on which the award is based. If the arbitrator issues you an award that is greater than the value of our last written settlement offer made before an arbitrator was selected (or if we did not make a settlement offer before an arbitrator was selected), then we will pay you the amount of the award or US$5,000, whichever is greater. Except as expressly set forth herein, the payment of all filing, administration and arbitrator fees will be governed by the AAA Rules. 

YOU AND WEBSITE ADMINISTRATORS (entities may vary depending on where you are located) AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and the Website Administrators (entities may vary depending on where you are located) agree otherwise, the arbitrator may not consolidate more than one person’s claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this arbitration provision shall be null and void. 

12. Privacy.

Please review the Privacy Statement, which also governs your use of the Website, to  understand our practices. Our Privacy Statement also contains specific information for California residents related to their rights under the California Consumer Privacy Protection Act.  

13. Miscellaneous.

Governing Law. These Terms of Service shall be governed by and construed in accordance with the laws of the state of New York, U.S.A. without regard to conflict of laws provisions, and not by the 1980 U.N. Convention on contracts for the international sale of goods. These Terms of Service will not limit any consumer protection rights that you may be entitled to under the mandatory laws of your state of residence. 

Unsolicited Materials. The HITLAB Entities do not accept unsolicited materials or ideas for HITLAB content, and is not responsible for the similarity of any of its content or programming in any media to materials or ideas transmitted to the HITLAB Entities. Should you send any unsolicited materials or ideas, you do so with the understanding that no additional consideration of any sort will be provided to you, and you are waiving any claim against the HITLAB Entities and its affiliates regarding the use of such materials and ideas, even if material or an idea is used that is substantially similar to the material or idea you sent. 

Survival. If any provision or provisions of these Terms of Service shall be held to be invalid, illegal, or unenforceable, the validity, legality and enforceability of the remaining provisions shall remain in full force and effect. 

Changes to Terms of Service and Assignment. We may, from time to time, change these Terms of Service. Such revisions shall be effective immediately; provided however, for existing members, such revisions shall, unless otherwise stated, be effective 30 days after posting. We may assign our agreement with you to any affiliated company, to any other HITLAB Entity, or to any entity that succeeds to all or substantially all of our business or assets related to the Website.