UJAT Care Mobile Device Applications Insider Program Terms

Artificial Intelligence Powered GPS Electronic Visit Verification, Tracking and Reporting Application

Insider EVV Program Agreement Effective: January 1 st , 2020

IF YOU LIVE IN (OR YOUR PRINCIPAL PLACE OF BUSINESS IS IN) THE UNITED STATES, PLEASE READ THE BINDING ARBITRATION CLAUSE AND CLASS ACTION WAIVER IN SECTION 15. IT AFFECTS HOW DISPUTES ARE RESOLVED.

UJAT Care Inc., www.ujatcare.com , here in after “UJAT Care” “UJAT” is a Florida startup technology company that develops, among other things, artificial intelligence software tools, cloud data services and other real time solutions to empower healthcare organizations to better market, and manage their company and employees, and to monitor remote in home caregivers to deliver the best quality of services and care to patients.

The UJAT Insider Program Agreement provides you access to the www.ujatcare.com SaaS platfrom, and the UJAT CARE EndorseMe and AI powered EVV mobile applications. These mobile applications are intended only for UJAT Care users under the terms of this agreement and provide access to smarter and lower-cost solutions for, among other things, web and social media video marketing and training, and a real time caregiver monitoring, notification, video telemedicine recording and secure communication with remote workers, caregivers and patients while in the home.

Welcome to the UJAT CARE Insider Program (“Program”)

Our Program gives Insiders the opportunity to test-drive experimental and pre-release UJAT tools and software and to participate in the Program – for free.

We welcome your feedback to help us improve and make UJAT CARE an even better product for everyone.

Before proceeding future, please carefully review all the UJAT CARE Insider Program terms which create a legal agreement between you and UJAT Care Inc. (or, based on where you live, or if a business, where your principal place of business is located, one of its affiliates) and governs your participation in the Program that, once accepted by you, applies to you. If you specify a company name when signing-up for the Program, this means you are entering into this Agreement on behalf of that organization or company. If you are entering this Agreement on behalf of an entity, such as your employer, you represent that you have the legal authority to bind that entity.

By signing-up to participate in the UJAT CARE Program, you represent you are the legal age of “majority” where you live and agree to be bound by the terms of this Agreement which is required for you to participate in the Program.

• 1. Program Participation.

  You are volunteering to participate in the Program with the knowledge that the purpose of this Program is to make experimental, preview or other early pre-release software (“Software”) available to you, including related documentation, materials, and information such as Program webpages, emails, forums, content, feedback and other services (“Program Services”), for the purpose of providing UJAT Care Inc. with useful information about your experience with the Software and Program Services.

  1. You understand that using experimental and early pre-release software means you may experience occasional crashes and data loss. By participating, you agree to frequently backup your data.

  2. Your Program participation is voluntary and free, there is no compensation for your participation. Your participation does not create a legal partnership, agency, or employment relationship between you and UJAT Care Inc.

  3. Your Program participation does not obligate UJAT Care Inc. to provide you with Software or Program Services.

  4. You agree not to decompile, reverse engineer, disassemble, decrypt, or otherwise attempt to derive the source code of any Software except and only to the extent that the foregoing restriction is (a) permitted by applicable law; (b) permitted by licensing terms governing the use of open-source components that may be included with the software; or (c) required to debug changes to any libraries licensed under the GNU Lesser General Public License which are included with and linked to by the software.

• 2. WIP Services

  The term work-in-progress (WIP) is a production and supply-chain management term describing partially finished goods awaiting completion. ... WIP is a component of the inventory asset account on the balance sheet. These costs are subsequently transferred to the finished goods account and eventually to the cost of sales.

  The term “WIP Services” includes “Program Services” and “Software.” The WIP Services may be substantially different from the commercially released versions. Because the Software may contain more errors or inaccuracies, you should back-up your data routinely.

  1. Prerelease and Experimental Software and Services. The WIP Services may have not included, reduced, or different security, privacy, accessibility, availability, and reliability standards relative to commercially provided services and software. We may change or discontinue the WIP Services at any time without notice.

  2. Recovery. To recover, you may have to reinstall your apps, the operating system, or re-flash your device. In some instances, you may not be able to go back to your prior version of Software.

  3. Automatic Update. The WIP Services update automatically, for example, through UJAT CARE Update. Automatic updating cannot be turned off. Some features may be removed or may stop working after a predetermined time period or at the end of an evaluation cycle once enough data has been collected.

  4. Support. Limited or no support may be provided for the WIP Services.

  5. Data and Internet Charges. Some WIP Services may require your device to access the Internet. Your access and usage (including charges) may be subject to the terms of your cellular or Internet provider agreement. You are always responsible for (i) understanding and complying with the terms of your own plans and agreements, and (ii) any issues arising from using or accessing networks, including public/open networks.

  6. Device Warranty. By installing Software on your device, you may void or impact your device warranty and may not be entitled to support from the manufacturer of your device or network operator, if applicable.

• 3. Feedback

  We provide WIP Services to you so you can tell us more about what you like, what you don’t like, and what changes you would like to see in the WIP Services. When you provide us comments, suggestions or other feedback about the WIP Services (“Feedback”), you grant UJAT and its partners rights to use the Feedback in any way and for any purpose.

  1. You acknowledge that UJAT CARE will be collecting, using, storing, processing and analyzing diagnostic, technical, error reports, crash dumps, usage and other related data from your devices that are running Software as part of this Program to help UJAT CARE improve our products and services. If location services are enabled, the real-time geographic location of your device and location search queries may be collected as well.

  2. You also acknowledge that your Feedback may be viewed by other Program participants.

• 4. Data Collection.

  The WIP Services may automatically collect and provide data to UJAT CARE, which may include your personal information. We use this information to communicate with you, as described below. We may also share certain data collected in connection with the Program with third parties. For example, we may share data about the performance of a particular hardware or software component on your device with the manufacturer of that component to enable them to improve how their component works with UJAT CARE products and services. The UJAT CARE Privacy Policy as incorporated herein, and this paragraph, applies to the WIP Services and your participation in the Program.

• 5. Communications with You.

  UJAT CARE may use your contact information (i) to communicate with you about your use of the WIP Services, and (ii) to provide you with additional information, about the WIP Services and other UJAT CARE products or services. This contact may be by email, SMS, instant message, web chat, phone, in the user interface, or other means, and may include offers. You can always choose whether you wish to receive promotional email, SMS messages, telephone calls and postal mail from UJAT CARE.

• 6. Non-Transferable.

  You may not transfer or share the Software or related documentation or materials you receive from UJAT CARE as part of your participation in the Program, unless otherwise agreed or permitted by UJAT CARE, or except if the laws where you live (or, if a business, where your principal place of business is located) permit this, even if our Agreement does not.

• 7. Opt-Out.

  If you change your mind about participating in the Program, you may voluntarily opt-out at any time. Just stop using the Program Services, and un-install and delete all copies of any Software.

• 8. Termination.

  UJAT CARE reserves the right to terminate your access to any or all of the WIP Services at any time, without notice, for any reason whatsoever. Termination of your use of, or your access to, the WIP Services; or the termination of this Agreement terminates your right to possess or use any WIP Services, and you must delete all copies of the Software, Content and other materials provided as part of the WIP Services. Sections 9, 10, 11, 12, 14 and 15 survive termination of this Agreement.

• 9. Additional Terms.

  The following additional terms also apply to the WIP Services. To the extent any additional terms conflict with this Agreement, this Agreement will control.

  1. UJAT CARE Software License Terms for other UJAT CARE Software products (LEGAL) apply to any UJAT CARE software (including any UJAT CARE app that is included with and a part of Windows) or UJAT CARE product that you receive as part of the WIP Services.

  2. UJAT CARE Services Agreement. With the exception of the UJAT CARE software products in the above paragraph the UJAT CARE Services Agreement (Terms and Conditions) applies to any other Program Services and your participation in the Program.

  3. Other UJAT CARE applications. WIP Services may include other UJAT CARE software applications that may be accompanied by their own software license terms, in which case, those license terms will apply.

  4. Third Party Programs. The Software may include third-party programs that UJAT CARE, not the third party, licenses to you under this Agreement. Notices, if any, for the third-party program are included for your information only.

• 10. Reservation of Rights.

  UJAT CARE may have patents, patent applications, trademarks, copyrights, or other intellectual property rights covering subject matter in the WIP Services. Except as expressly provided in any written license agreement from UJAT CARE, the furnishing of the WIP Services does not give you any license to these patents, trademarks, copyrights, or other intellectual property. UJAT CARE reserves all rights not expressly granted under this Agreement, and no other rights are granted under this Agreement by implication or estoppel or otherwise.

• 11. Warranty.

  UJAT CARE, and our affiliates, resellers, distributors, vendors and partners, make no warranties, express or implied, guarantees or conditions with respect to the WIP Program Services or your participation in the Program. You understand that use of the WIP Services is at your own risk and that we provide the WIP Services on an “as is” basis “with all faults” and “as available.” You bear the entire risk of using the WIP Services. To the extent permitted under your local law, we exclude any implied warranties, including for merchantability, satisfactory quality, fitness for a particular purpose, workmanlike effort, and non-infringement. You may have certain rights under your local law. Nothing in this Agreement is intended to affect those rights, if they apply.

• 12. Damages.

  If you have any basis for recovering damages related to the Program or WIP Services, you agree that your exclusive remedy is to recover, from UJAT CARE or any affiliates, resellers, distributors, third-party app and service providers, partners, and vendors, direct damages up to the amount that you paid for the WIP Services (or up to $10.00 USD if you acquired the WIP Services for no charge). You cannot recover any other damages or losses, including direct, consequential, lost profits, special, indirect, incidental or punitive damages. These limitations and exclusions apply even if this remedy does not fully compensate you for any losses or fails of its essential purpose or if we knew or should have known about the possibility of the damages. To the maximum extent permitted by law, these limitations and exclusions apply to anything or any claims related to the WIP Services or your participation in the Program.

• 13. Updates to Agreement.

  From time to time, we may change this Agreement. If we do, we will notify you, by posting a notice on the Program website, or through the following means: the user interface of the Software, in an email notification, instant message, or through other reasonable methods. Your use of the WIP Services after the date the change becomes effective will be your consent to the changed terms. If you do not agree to the changes, you must stop using the WIP Services. We recommend visiting your account on the Program Website www.ujatcare.com at least once every 30 days to check for potential notice of changes.

• 14. Applicable Law.

  The laws of the state Florida United States govern all claims and disputes concerning the Program Services, including Software, your participation in this Program and this Agreement, including breach of contract claims and claims under consumer protection laws, unfair competition laws, implied warranty laws, for unjust enrichment, and in tort, regardless of conflict of law principles. In the United States, the Federal Arbitration Act governs all provisions relating to arbitration.

• 15. Disputes.

  Binding Arbitration and Class Action Waiver If You Live In (or Are a Business with Your Principal Place of Business In) the United States. We hope we never have a dispute, but if we do, you and we agree to try for 60 days to resolve it informally. If we can’t, you and we agree to binding individual arbitration before the American Arbitration Association ("AAA") under the Federal Arbitration Act ("FAA"), and not to sue in court in front of a judge or jury. Instead, a neutral arbitrator will decide, and the arbitrator’s decision will be final except for a limited right of review under the FAA. Class action lawsuits, class-wide arbitrations, private attorney-general actions, and any other proceeding where someone acts in a representative capacity are not allowed. Nor is combining individual proceedings without the consent of all parties. "We," "our," and "us" includes UJAT CARE and its affiliates.

  15.1. Disputes Covered—Everything Except IP

  The term "dispute" is as broad as it can be. It includes any claim or controversy between you and us concerning this Agreement, the Program Services (including Software), any advertising, marketing, or communications, any Program Services offered or sold, or your participation in the Program, under any legal theory including contract, warranty, tort, statute, or regulation, except disputes relating to the enforcement or validity of your, your licensors’, our, or our licensors’ intellectual property rights.

  1. Mail a Notice of Dispute First. If you have a dispute and our customer service representatives can’t resolve it, send a Notice of Dispute by U.S. Mail to UJAT CARE Inc, ATTN: UJAT CARE Arbitration, U.S.A. 24301 Walden Center DR. Suite 300, Bonita Springs, FL 34134 USA. Tell us your name, address, how to contact you, what the problem is, and what you want. We will do the same if we have a dispute with you. After 60 days, you or we may start an arbitration if the dispute is unresolved.

  2. Small Claims Court Option. Instead of mailing a Notice of Dispute, and if you meet the court’s requirements, you may sue us in small claims court in our principal place of business – Lee County, Florida, U.S.A. if your dispute is with UJAT. We hope you’ll mail a Notice of Dispute and give us 60 days to try to work it out, but you don’t have to before going to small claims court.

  15.2. Arbitration Procedure.

  The AAA will conduct any arbitration under its Commercial Arbitration Rules (or if you are an individual and use the Program Services (including any software) for personal or household use, or if the value of the dispute is $75,000 USD or less whether or not you are an individual or how you use the Program Services or Software, its Consumer Arbitration Rules). For more information, see (www.adr.org). In a dispute involving $25,000 USD or less, any hearing will be telephonic unless the arbitrator finds good cause to hold an in-person hearing instead. Any in-person hearing will take place in our principal place of business – Lee County, Florida. The arbitrator may award the same damages to you individually as a court could. The arbitrator may award declaratory or injunctive relief only to you individually to satisfy your individual claim.

  15.3. Arbitration Fees and Payments. Disputes involving any amount.

  If any dispute arises under this Agreement, the prevailing party in any litigation will be entitled to recover its reasonable attorneys’ fees and court costs from the other party.

  15.4. Must File Within One Year.

  You and we must file in small claims court or arbitration any claim or dispute (except intellectual property disputes—see Section 15(a)) within one year from when it first could be filed. Otherwise, it's permanently barred.

  15.5. Severability.

  If the class action waiver is found to be illegal or unenforceable as to all or some parts of a dispute, those parts won’t be arbitrated but will proceed in court, with the rest proceeding in arbitration. If any other provision of Section 15 is found to be illegal or unenforceable, that provision will be severed but the rest of Section 15 still applies.

  15.6. Conflict with AAA Rules.

  This Agreement governs to the extent it conflicts with the AAA’s Commercial Arbitration Rules or Consumer Arbitration Rules.

• 16. By using a UJAT Care' service or solutions,

  the User expressly acknowledges that the User has read, understood, and taken steps to thoughtfully consider the consequences of this Agreement, and that the User agrees to be bound by the terms and conditions of the Agreement, and that User is legally competent to enter into this Agreement with UJAT Care. IF USER DOES NOT AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT, USER MAY NOT USE OR ACCESS UJAT Care Solutions. You, as a UJAT CARE user agree (1) to the terms and conditions of the UJAT CARE EVV and Endorse ME Insider Program Terms and Privacy Policy and (2) to demonstrate that agreement through an electronic signature. You understand that an electronic signature is as legally binding as an ink signature.