Terms of Service

Effective Date: September 9, 2025

These Terms of Service (this "Agreement") set out the terms on which MyLÚA Health, including its subsidiaries, affiliates, agents, designees, vendors, contractors, and subcontractors (collectively, "Company," "we," or "us") will provide access to our websites, mobile application, technology, and services (collectively, the "Services") to you ("you" or "User"). By indicating acceptance of this Agreement or by otherwise using the Services, you are entering into a legally binding agreement with us.

THIS AGREEMENT CREATES A BINDING LEGAL AGREEMENT BETWEEN YOU AND COMPANY AND INCLUDES AN ARBITRATION CLAUSE UNDER WHICH CERTAIN CLAIMS MAY NOT BE BROUGHT IN COURT OR DECIDED BY A JURY. PLEASE READ THIS AGREEMENT CAREFULLY.

1. Use of Services

1.1 Intended Use

Company's Services promote general women's wellness by providing personalized, AI-driven health education and support.

1.1.1 Personal Users. The Services may be used by an individual to better understand various aspects of reproductive, hormonal, and general well-being through conversational, interactive guidance. The Services offer dynamic health insights, wellness tracking tools, and tailored educational resources to support users at different life stages, including pregnancy, postpartum recovery, perimenopause, nutrition, fitness, and emotional wellness.

1.1.2 Professional Users. The Services may also be used by professionals including doulas and care coordinators. These professionals can utilize the Services to engage with client-shared wellness data, schedule non-clinical wellness sessions, and access educational and engagement tools to support clients in a non-diagnostic, lifestyle-focused capacity.

1.1.3 Employer and Healthcare Organizational Users. Employers and healthcare organizations may leverage the Services to review aggregated, anonymized data in connection with employee wellness programs or to obtain population-level wellness insights. Where an individual has provided express written authorization, employers and healthcare organizations may also access individual-provided data for use and further disclosure as directed by the individual.

1.2 Artificial Intelligence

The Services are intended only for informational and educational purposes. By using the Services, you acknowledge and agree that Company leverages conversational AI, natural language processing (NLP), and data-driven analytics to provide a personalized, interactive wellness experience. Key components include: (i) AI Chatbot & Conversational Guidance; (ii) Personalized Wellness Support; (iii) Dynamic Health & Lifestyle Tracking; (iv) Content Personalization & Learning Algorithms; and (v) Organizational Wellness Insights.

We generally apply data minimization techniques when we use AI to process information you share through the Services. We also monitor our AI technology for accuracy and bias.

1.3 Compliance with Agreement

In accessing the Services, you must comply with this Agreement and any other terms, rules, and policies we publish from time to time on our website or mobile application.

1.4 Medical Disclaimer

The Services are not in themselves a health care service. Your use of the Services does not establish a clinician-patient relationship between you and Company. No contents or information posted on the Services should be interpreted as medical advice or guidance or as a substitute for the medical advice or guidance of a health care professional. If you are located in the United States and think you or someone else is having a medical emergency, call 9-1-1 immediately.

1.5 Prohibited Activity

By accessing the Services, you agree that you will not: (i) use the Services for any deceptive, harassing, abusive, illegal, threatening, or otherwise objectionable purpose; (ii) violate or encourage others to violate intellectual property rights; (iii) interfere with security- or privacy-related features; (iv) upload viruses or malicious code; (v) access or copy any content using automated means without our express written permission; (vi) perform any fraudulent activity including impersonating any person; (vii) distribute content obtained through the Services to any third-party without authorization; or (viii) use the Services without authorization for a commercial purpose competitive with the Services.

1.6 Adult Use

For personal use of the Services, you must be at least 13 years old and permitted to make decisions regarding your own reproductive health pursuant to applicable laws in your jurisdiction. Company will not knowingly collect Personal Information from you if you do not meet these criteria.

1.7 SMS and Text Message Communications

If you provide your mobile phone number and affirmatively opt in during registration or onboarding, you expressly consent to receive SMS text messages from MyLÚA Health at the number you provide. Messages may include appointment reminders, wellness check-ins, educational resources, care navigation updates, and other service-related notifications.

Message frequency varies based on your engagement with the Services. Standard message and data rates may apply. SMS consent is not a condition of accessing or using the Services.

To stop receiving messages, reply STOP to any message you receive from us. For help, reply HELP or contact us at letsconnect@myluahealth.com. No mobile information will be shared with third parties or affiliates for marketing or promotional purposes. Information sharing with subcontractors supporting our SMS services (such as messaging platform providers) is permitted solely to deliver the messages you have consented to receive. Carriers are not liable for delayed or undelivered messages.

2. Protection of Personal Information

2.1 Standards for Certain Users

If you are a professional user or employer/healthcare organizational user and you upload or access the Personal Information of another individual through the Services, you agree: (i) you are solely responsible for obtaining written authorization from the individual; (ii) you will only use and further disclose the Personal Information for authorized purposes; (iii) you will upload or access only the minimum necessary amount; (iv) you will implement appropriate administrative, physical, and technical safeguards; and (v) you will immediately notify both Company and the affected individual in the event of any unauthorized use or disclosure.

2.2 Compliance with Applicable Law

If any applicable data privacy or security law establishes standards more restrictive than those in Section 2.1, you agree to comply with the more restrictive standards.

2.3 Liability

Company will not, under any circumstances, be held responsible for your unauthorized, improper, or illegal use or disclosure of Personal Information obtained through the Services.

3. Fees and Orders

Access to certain features or Services may require payment of a subscription fee. MyLÚA currently offers Services on a monthly subscription basis, with pricing tiers that may vary by user type. From time to time, MyLÚA may also offer limited free access or promotional pricing for early users, ambassadors, or pilot participants. Company reserves the right to modify the fees it charges from time to time.

4. Intellectual Property

4.1 Our Intellectual Property

The Services and all content available through the Services, including text, graphics, logos, and software, are owned or licensed by Company and protected by applicable intellectual property laws. Nothing in this Agreement grants you any right, title, or interest in the Services or our intellectual property except as expressly set forth herein.

4.2 Your Data

You retain all ownership rights in the data and content you submit through the Services ("Your Data"). By submitting Your Data, you grant Company a non-exclusive, royalty-free, worldwide license to use, process, store, and display Your Data as necessary to provide and improve the Services, subject to our Privacy Policy.

5. Disclaimers

5.1 No Medical Advice

THE SERVICES ARE PROVIDED FOR INFORMATIONAL AND EDUCATIONAL PURPOSES ONLY. COMPANY DOES NOT PROVIDE MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. ALWAYS SEEK THE ADVICE OF A QUALIFIED HEALTHCARE PROVIDER WITH ANY QUESTIONS REGARDING A MEDICAL CONDITION.

5.2 As-Is Basis

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. COMPANY DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

6. Limitation of Liability

6.1 Cap on Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL COMPANY'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE SERVICES IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

6.2 Exclusion of Damages

NEITHER COMPANY NOR ITS VENDORS AND LICENSORS WILL HAVE ANY LIABILITY TO YOU OR ANY THIRD-PARTY FOR ANY LOSS OF PROFITS, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE OF ANY KIND RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

7. Indemnity

You will indemnify and hold us, and our licensors, providers, contractors, and agents, harmless against any and all claims, actions, proceedings, suits, liabilities, losses, damages, costs, and expenses (including attorneys' fees) arising out of or relating to: (i) your access to, use of, or reliance on the Services; (ii) your violation of any condition, obligation, or warranty in this Agreement; (iii) your violation of any third-party right; (iv) any medical malpractice or other actions or omissions in connection with patient treatment you provide; or (v) any disputes or issues between you and any third-party.

8. Cloud Services

You acknowledge that the Services are, or may from time to time be, hosted by third-party cloud providers ("Cloud Providers"), and that your use of the Services is subject to any applicable restrictions or requirements imposed by the Cloud Providers.

9. Other Third-Party Services

The Services may depend upon, interact with, or enable access to third-party information, services, websites, platforms, or mobile applications, each accompanied by separate terms of use. We are not responsible for the content or transmission of any Third-Party Service or for ensuring that Third-Party Services are error and/or virus free.

10. Privacy Policy

We operate the Services under our Privacy Policy, which is hereby incorporated into this Agreement. Each party shall comply with the Privacy Policy.

11. Suspension and Termination

You may terminate this Agreement at any time by ceasing to use the Services. We reserve the right to suspend your account and/or access to the Services at any time if we believe you are in breach of this Agreement, or to terminate this Agreement or cease to offer the Services at any time on written notice to you, for any reason or no reason. We have no obligation to return any of Your Data to you upon termination.

12. Modification of Services and Agreement

We reserve the right to modify, add, change, discontinue, or remove any portion or functionality of the Services at any time without notice. We encourage you to review this Agreement from time to time. Your continued use of the Services constitutes your ongoing agreement to the as-amended version of this Agreement in effect at the time you use the Services.

13. Dispute Resolution

Any disputes arising out of or relating to the Services or this Agreement shall be resolved exclusively by final and binding arbitration administered by the American Arbitration Association ("AAA"), conducted before a single arbitrator pursuant to the applicable Rules and Procedures established by the AAA. The arbitration shall be held in New York City, New York, unless the AAA determines that such venue is unreasonably burdensome. You or we may elect to bring an individual claim in a small claims court.

14. Governing Law and Jurisdiction

The Services are controlled by Company from its offices in Brooklyn, New York. This Agreement will be construed according to the laws of the State of New York, without reference to its choice of law provisions. Any disputes not resolved through arbitration shall be subject to the exclusive jurisdiction of the state and federal courts located in the State of New York.

15. Force Majeure

In no event will we be liable for any failure to comply with this Agreement to the extent that such failure arises from factors outside our reasonable control.

16. Compliance with Laws

Company provides the Services for use by persons located in the United States. You are solely responsible for reviewing and understanding the laws of the state or jurisdiction in which you are located and determining whether it is permissible for you to access the Services.

17. Miscellaneous Provisions

17.1 Waiver

No waiver of any of the covenants, conditions, or agreements to be performed by you will be construed to be a waiver of any succeeding breach thereof. No waiver will be binding on us unless made in an express writing signed by us.

17.2 Severability

If any provision of this Agreement is found by a court of competent jurisdiction to be invalid or unenforceable, this Agreement will remain in full force and effect and will be reformed to be valid and enforceable while reflecting the intent of the parties to the greatest extent permitted by law.

17.3 Entire Agreement

Except as otherwise expressly provided herein, this Agreement sets forth the entire agreement between us and you regarding its subject matter. Company is permitted to assign, transfer, and subcontract its rights and/or obligations under this Agreement without notification. Your rights and obligations hereunder are not assignable by you to any third-party without our prior written consent.

17.4 Binding Effect

This Agreement will be binding upon and inure to the benefit of the parties' successors and permitted assigns. This Agreement may be approved or executed electronically, and your electronic assent or use of the Services shall constitute approval or execution of this Agreement.

18. Questions

If you have any questions regarding this Agreement, please email us at letsconnect@myluahealth.com.

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