GENERAL TERMS OF USE FOR THE IHEALTH APPLICATION PROGRAMMING INTERFACE (API)

These General terms of use (hereinafter the “Terms”) are signed between the company IHEALTHLABS US (hereinafter “iHealth”) and any third-party developer (hereinafter the “Developer”) wishing to use the iHealth Application Programming Interface (hereinafter the “API”) in order to develop third party applications intended for users of the iHealth products and services (hereinafter the “Users”).

Use of the API is subject to strict compliance with these Terms, which the Developer must first have reviewed and accepted.

Use of the API implies the Developer’s unconditional acceptance of the applicable terms, which impose certain obligations as well as behaviour and usage constraints upon the Developer.

The Terms are completed by the "Partner Confidentiality Policy",which the Developers must also agree to.

ARTICLE 1. PURPOSE
These Terms define all of the terms and provisions for use of the API by any Developer. It is stipulated that browsing on the Internet site https://developer.ihealthlabs.com (hereinafter the "Internet site") is further governed by the
"General terms of use of the internet site" and the documents to which they formally refer.

Use of the iHealth products and services is also governed by the instructions relating to each of them.

ARTICLE 2. OPERATION OF THE API
By connecting to the API, each Developer accesses the data collected and stored on the iHealth Cloud and the Developer’s attention is formally directed to the specific precautions that must therefore be taken, nas listed in the aforementioned iHealth documents that accompany these Terms.

2.1 Provisions for access / creation of a "developer" account
To be able to fully use the resources of the API and notably in order to access User data, the Developer is invited to create a personal account for which s/he will be requested of provide certain data, some of which may be of a personal nature.

Developers undertake that the communicated data are accurate and current. iHealth can in no way be held liable in case of difficulties or harm resulting from the inaccuracy or obsolescence of the data provided by Developers. Nevertheless, in compliance with the law, Developers can at any time, by simple request, while providing proof of their identity and complying with the relevant iHealth procedures, obtain access to the data relating to their accounts for the purposes of modifying, correcting or rectifying the said data.

In case of serious doubts regarding the truthfulness of the conveyed information, iHealth can perform verifications thereof.

A Developer’s personal account must be created online. At that time, iHealth will provide the Developer with a Token key that the Developer will then use in order to register. This key is unique and specific to each natural or legal registered Developer account.

2.2 Identifiers
A username and password (hereinafter the "Identifiers") are assigned to the Developer, in order to provide access to his/her personal account.Identifiers are personal and confidential. They can only be changed at the User's request or on the initiative of iHealth. Developers are solely responsible for the security level of their Identifiers, and iHealth calls on the Developers to protect the access to their personal accounts from any third party. As such, Developers must be sure to log off from the API.

iHealth guarantees the security of its own storage, management and hosting system, that meets the applicable legal and regulatory requirements as well as high quality standards, but it cannot, barring proof of negligence that can be directly attributed to it, be held liable for the consequences of actions due to carelessness or failures on the part of the Developer that could result in fraudulent usage of the said Identifiers.

As of their first connection to the API, Developers can change their password online. For subsequent connections, Developers will therefore have to enter the original Identifiers chosen by them.

iHealth recommends that Developers should change their password on a regular basis.

If the password is lost or forgotten, the Developer in question must generate a new one that will be sent to his/her e-mail address.

The Developer must not authorise access by any third party. As such, in case of theft of the Identifiers or in case of established or suspected use of the said Identifiers by an unauthorised third party, the Developer in question must immediately contact iHealth by sending an e-mail to support: sales@ihealthlabs.com.

In case of suspected fraud, iHealth can suspend the Developer's access to his/her account.

The User alone is entirely responsible for the use of his/her Identifiers and undertakes to make every effort to ensure the secrecy thereof, while not disclosing them to anyone and in any form whatsoever. In case of loss or theft of his/her Identifiers, the User is responsible for any harmful consequence of this loss or theft, and must, as quickly as possible, use the procedure that will allow them to be changed.

ARTICLE 3. USE OF THE API
3.1 Cost of the service
The API is made available by iHealth to Developers at no cost, for a limited evaluation period of one (1) month.

After the evaluation period, service fees will apply.

Fees will be communicated to Developers upon request to sales@ihealthlabs.com.

3.2 Use of the iHealth trademark
Use of the API enables compatibility to be established between iHealth products and services and the application developed by a Developer. To enable the Developers of applications compatible with iHealth products and services to communicate their compatibility to the public and to their users, iHealth provides these Developers with a usage licence for the elements of the iHealth and/or iHealthLabs registered trademark.

Developers can use these trademarks with regard to logos, images, fonts, assemblies of color, and on any other medium made available to Developers, subject to a prior submission and formal approval provided by iHealth. All of the elements can be provided to Developers on simple request.

Use of the iHealth trademark elements is strictly limited to purposes of information and communication for the public regarding iHealth products and services.

The use by Developers of the elements provided by iHealth is subject to observance by Developers of the conditions of form and substance, without any exception.

Conditions of form:

Developers must follow and observe the instructions regarding presentation standards that are provided to them on request. iHealth therefore reminds the Developers that they must not alter the nature of the proposed elements, for example by trimming an image or adjusting its orientation, by not using the wording proposed by iHealth, by including incomplete quotations, etc.

iHealth reserves the right to order the automatic withdrawal of the elements provided by iHealth within a maximum of 24 hours, as of the withdrawal request communicated by iHealth to the Developer by any means and for any reason whatsoever.

Conditions of substance:

The use of the elements is intended only to inform the online public of the compatibility of the Publisher's applications with the iHealth products and services. No commercial link between iHealth and the Publisher can be suggested or implied, and no confusion must be created.

The elements made available by iHealth cannot be used by Developers for purposes other than illustrating compatibility with iHealth and can therefore not be used in any other part of the developed application, nor on any other media such as social networks, etc.

For all additional information regarding the use of the elements made available to Developers, the latter can contact iHealth at the following e-mail address: sales@ihealthlabs.com.

3.3 Use by iHealth of developer trademarks and partner products
iHealth can use trademarks and hypertext links leading to the Internet sites of the Developers for the purposes of informing Users with regard to the compatibility of the various products.

iHealth can use these trademarks and hypertext links at no cost, without any financial consideration.

ARTICLE 4. INTELLECTUAL PROPERTY
4.1 iHealth intellectual property rights
The API and all elements comprising it, including the domain name, any trademark, logo, software, tree structure, database, graphic charter, drawing and model, illustration, animation, image and text, are protected by intellectual property rights.

A personal, non-exclusive, non-assignable and non-transferable licence is granted by iHealth to the Developers who use the API. This licence is limited to a use that complies with these Terms, for the entire world and for a duration limited to the use of the API. iHealth can revoke this licence at any time.

iHealth is the exclusive or authorised owner of the intellectual property rights related to the API and to all of the elements comprising it. The licence does not authorise the Developer in any way to copy, reproduce, represent, adapt, alter, modify, disseminate without authorisation, in whole or in part, extract or reuse, on a repeated or systematic basis, including for private purposes, all or part of the API by any means whatsoever, that could constitute an infringement and/or an offence that could be subject to civil and/or criminal sanction.

Developers hold no rights to the API or to any other element made available by iHealth, other than any authorised and granted by iHealth.

4.2 Creation of hypertext links
Hypertext links to the API can only be created with the prior written authorisation of iHealth, which can be freely revoked at any time.

4.3 Usage guides
All elements of the API usage guides produced by iHealth belong to the latter.

Any copying, reproduction or use for any purpose whatsoever is prohibited and subject to sanction under the applicable laws.

ARTICLE 5. PROTECTION OF PERSONAL DATA
iHealth is required to collect personal data from Users (hereinafter the “Personal Data”) at the time of the use of the API, as part of the enrolment procedure or through the Internet site’s “Contact” section.

As part of the collection of the said Personal Data, the data subjects formally undertake to only provide iHealth with complete, accurate and up-to-date information that in no way harms the interests or rights of third parties.

iHealth is particularly attentive and protects the privacy of Users. It informs them that their personal data are processed in compliance with the “HIPAA” Rule


iHealth invites the User to review the Partner Personal Data Policy that provides details of the conditions and provisions for the processing of personal data, and of the conditions under which the User can access the said data.

ARTICLE 6. LIABILITY
6.1 Developer's liability
Every Developer undertakes to access and use the API in a fair and lawful manner, while strictly observing these Terms.

The Developer using the API undertakes not to perform any action that could limit, disturb, block or prohibit, in any manner, whether partially or totally and however temporarily, the normal operation of the API. The above provisions notably include but are not limited to the following: any spam, virus, worm or Trojan horse, or any impairment of the API or of the iHealth information system.

The Developer shall not extract, collect, download or exploit all or part of the API.

Developers will also refrain from inserting any data into the API and notably any identification data of which a health professional or similar establishment may learn.

The Developer undertakes not to attempt to bypass the means implemented by iHealth in order to guarantee the security and confidentiality of the data of Users and of other Developers.

The Developers guarantee iHealth against any recourse or action based on or originating with the data, information or elements contained in their personal accounts, that could be initiated against it in any capacity and for any reason whatsoever, by any third party.

iHealth reserves the right to temporarily or definitively suspend any Developer's access to the API, at its sole discretion, without notice or compensation, in case of a violation of any one of the provisions set out in these Terms or of the laws and regulations in effect within France, all without prejudice to any proceedings that could be initiated by iHealth, a User or another Developer.

6.2 iHealth liability
Relative to the use of the Internet network

iHealth cannot be held liable for any damages and interest, whether direct or indirect, possibly suffered by a User and resulting from the voluntary or involuntary temporary or definitive interruption of the API.

iHealth cannot be held liable for the constraints, risks and limits indicated above that are inherent to the use of the Internet network, in case of an IT bug, failure or blockage of telecommunications, denial of service, virus, damage to networks or information systems, nor for any other case that is independent of the control of iHealth.

Liability regarding the content of the API:

iHealth does not guarantee that the content of the API is complete, up-to-date, reliable, relevant or accurate. Where applicable, and subject to iHealth being notified of errors or omissions via the “contact” section, iHealth is only responsible for making necessary rectifications as soon as possible, and in consideration of existing technical and material constraints.

Developers are solely responsible for their correct and discerning usage of the content and information made available to them via the API.

Accordingly, iHealth cannot be held liable with regard to the content or information proposed via the API, nor for any direct or indirect damage of any nature whatsoever. The information, content and/or documents are used under the sole and entire responsibility of the Developer, who assumes any potentially resulting consequences. No recourse can be initiated against iHealth in this regard.

iHealth can also not be held liable in case of dissatisfaction or harm suffered subsequent to legal or other decisions regarding the said content, documents or information published via the API.

The content, information and/or documents available via the API are subject to change and/or update at any time.

ARTICLE 7. CONFIDENTIALITY
For the duration of their usage of the API and thereafter, Developers undertake not to disclose, communicate, nor allow the disclosure or communication of any information of which they may learn at the time of their usage of the API, or any information derived from it, to any party that is not a party hereto, without the formal prior authorisation of iHealth.

Developers also undertake not to directly or indirectly use any of the information for a purpose other than the one authorised by these Terms.

These obligations only apply to information that is not known to the public.

ARTICLE 8. MODIFICATION OF THE TERMS
iHealth reserves the right to freely modify these Terms at any time. Any modification to these Terms takes effect upon being placed online.Accordingly, the Developer is required to consult the Terms when accessing the API, and at the time of any subsequent use thereof, in order to review any modifications that may have been made.

These Terms constitute the latest version of the applicable Terms. As such, they prevail over any prior version and represent the entire agreement between iHealth and the Developer.

In case of disagreement with these Terms, the Developer must discontinue any access, navigation or use of the API for any purpose whatsoever.

ARTICLE 9. EVIDENCE RULE
The Developer agrees to use electronic messaging and/or other written telecommunication systems
(SMS, etc.) in order to transmit information relative to the services provided by iHealth or to the conclusion or fulfilment of their commercial relations.

Developers formally recognise that:

      -   The presence of an identification code validly identifies the author of a document or message and establishes the authenticity of the said document or message;
      -   An electronic document containing an identification code is equivalent to a written document signed by the issuing person;
      -   The parties can use the paper printout of an e-mail message from an e-mail software program as evidence of the content of their exchanges with regard to the fulfilment of these Terms.

ARTICLE 10. DISPUTE SETTLEMENT
These Terms are subject to California, the United States law.

Subject to contrary provisions contained in the Code of Civil Procedure, any dispute possibly arising with regard to the validity, interpretation or fulfilment hereof and that cannot be settled amicably between the parties hereto will be brought before the non-exclusive competence of the courts of California notwithstanding multiple defendants, activation of guarantees, and equally for emergency or protective procedures notably via ex parte motions, unless indicated otherwise or formal agreement of the parties. It is stipulated that consumers residing within the USA benefit from the mandatory provisions of the consumer law of their place of residence.


iHealthLabs – July 2019