BY CLICKING “I ACCEPT” OR OTHERWISE ACCESSING OR USING THE SITES OR ANY OF THE SERVICES YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREED TO BE BOUND BY THE TERMS. By clicking “I ACCEPT” or otherwise accessing or using the Sites or any Services you also represent that you have the legal authority to accept the Terms on behalf of yourself and any party you represent in connection with your use of any Services. If you are an individual who is entering into these Terms on behalf of an entity, you represent and warrant that you have the power to bind that entity, and you hereby agree on that entity's behalf to be bound by these Terms, with the terms “you,” and “your” applying to you, that entity, and other users accessing the Sites or Services on behalf of that entity. If you do not wish to be bound by any of these Terms of Use, you may not use the Sites or the Services.

Zuri Health provides Sites enabling its members access health information, engage Healthcare Providers, purchase medication, book lab and diagnostic tests and obtain other medical/healthcare services within the Authorized Jurisdictions.

The Sites may contain general information relating to various medical conditions and their treatment. Such information is provided for informational purposes only. This Content is not intended to be a substitute for professional medical advice, diagnosis, or treatment. The Content relating to medical conditions and their treatment is not meant to be a substitute for advice provided by a doctor or other qualified Healthcare Providers. You should not disregard or delay seeking medical advice based on anything that appears on the Sites. YOU SHOULD NOT CONSTRUE THIS CONTENT AS ANY WARRANTY OR RECOMMENDATION OF TREATMENT.

Some Content (including posts by Healthcare Providers on third-party sites or personal social media pages) may not be reviewed or certified by Zuri Health. We cannot guarantee that the Content will help you achieve any specific goals or results. Content regarding dietary supplements or other treatments or regimens have not been evaluated by the relevant food and drug administration authority and is not intended to diagnose, treat, cure, or prevent any disease.

Zuri Health provides mental health and wellness screening tools. For the avoidance of doubt, the tools are not diagnostic or clinical tools and the results produced by those screening tools (the “Results”) do not constitute any form of advice, including but not limited to medical, clinical, and pharmaceutical or other forms of health advice, nor do the screening tools constitute medical devices. The Results are for informational purposes only and should not be interpreted as a recommendation or guidance for making health or lifestyle decisions. The Results are not a substitute for medical advice from a licensed Healthcare Provider nor should they be used in the event of a medical emergency. Any decisions made or based on the Results are your sole responsibility and Zuri Health will not be held liable for any losses or damages arising from the Results

IF YOU ARE EXPERIENCING A MEDICAL EMERGENCY, YOU SHOULD DIAL “999”, OR CALL YOUR LOCAL EMERGENCY HOTLINE OR MEDICAL DOCTOR IMMEDIATELY.

Zuri Health encourages Healthcare Providers to provide the Services and use the Sites responsibly and lawfully. Zuri Health shall make all reasonable efforts to ensure the Healthcare Providers' availability.

External  Healthcare Providers

Zuri Health may contract External Healthcare Providers to provide the Services. The External Healthcare Providers who deliver Services through the Sites are independent professionals practicing within independently owned professional practices. Neither Zuri Health nor any third parties who promote the Services or provide you with a link to the Services shall be liable for any professional advice you obtain from an External Healthcare Provider via the Services.

Registration: Where required, you must complete the registration process by providing the Company with the information as prompted by the applicable registration form. In registering, you agree to provide accurate, current, and complete information, and to keep it up to date at all times. You will also choose a username and password. Please 5 do not choose a username or email address that is indecent or offensive, or otherwise violates this Agreement or any Applicable Law Responsibility for Account: You are entirely responsible for maintaining the confidentiality of your password and account. Furthermore, you are entirely responsible for any and all activities that occur under your account. You agree to notify the Company immediately of any unauthorized use of your account or any other breach of security.

Sharing: You may have the ability to share your log in information with anyone of your choosing. If you decide to share your log in information, we will send the recipient instructions on how to access your account. You understand and agree that you decide with whom to share your log in information and that you will have no remedies against us for how any recipient uses, shares, or otherwise processes your log in information or the data stored in your account. You agree and authorize us to share your log in information with whomever you have selected.

Liability for Account Misuse: The Company will not be liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. You could be held liable for losses incurred by the Company or another party due to someone else using your account or password. Use of Other Accounts: You may not use anyone else's account at any time, without the permission of the account holder.

Risk: You agree that you will evaluate and bear all risk related to the use, or any activities associated with, or any of the data or Patient Health Information contained in your account. The results of any actions you take based on your data or Patient Health Information contained in your account are solely your responsibility. Under no circumstances will we be liable in any way for your data or Patient Health Information contained in your account or for any loss or damage of any kind incurred as a result of the use of any of your data or Patient Health Information contained in your account made available on or through the Sites or Services. We make no representations or warranties that your data or Patient Health Information contained in your account will be available to you when you need it or that we will retain your data or Patient Health Information for any specified period of time. You agree that you will have no remedy against us for incomplete, inaccurate, or missing Content.

Account Security: The Company cares about the integrity and security of your personal information. However, the Company cannot guarantee that unauthorized third parties will never be able to defeat the Site's security measures or use any personal information you provide to us for improper purposes. You acknowledge that you provide your personal information at your own risk.

Subject to the terms and conditions of this Agreement and your payment of any required fees (if applicable), Zuri Health hereby grants to you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access the Services and otherwise view and use the Services to the extent permitted by its intended functionality, for your own individual, non-commercial purposes and not for the sublicense to or use by third parties. You may only access and/or use the Services through the certified applications or intended methods that Zuri Health or its licensed partners make available to you. Any access or use of our Services through an application, service, or method provided by a party other than Zuri Health or one of its licensed partners is strictly prohibited, outside the scope of the license granted herein, and may subject your account to termination and other legal action. Any other use not authorized herein, or by Zuri Health in writing, is strictly prohibited and a violation of this Terms of Use. Zuri Health may revoke and/or terminate the foregoing license with respect to any aspect of the Services at any time, for any or no reason.

The Zuri Health privacy policy explains the data we collect, use, store, and process while you use and access our Services. By using our Services, you have read, understood, and have agreed to the terms of our privacy policy, and you agree that we may use such data in accordance with the terms of our privacy policy. If you have any questions regarding our privacy policy, please contact  Support@zuri.health.

Zuri Health encourages contributions to its Site. You may submit service descriptions, comments, postings, advice, and recommendations through the features available on the Sites (collectively “ User Generated Content”). You are solely responsible for any User Generated Content produced or provided by you, and you hereby agree not to provide any information that you know or reasonably should know to be false or materially misleading, libellous, defamatory, obscene, or that invades another person's privacy, infringes the intellectual property rights of another, or violates any applicable laws or regulations.

By providing User Generated Content to Zuri Health, you grant Zuri Health a perpetual, non-exclusive, royalty free license to use such content in association with the provision of its Services and the Sites.

Zuri Health reserves the right, in its sole discretion, to reject, refuse to publish or remove any User Generated Content.

Zuri Health is not responsible for and does not endorse statements, comments, or other information contained in User Generated Content provided by other users, and any reliance by you on such information will be at your sole risk. User Generated Content provided by you or other users may contain links to other websites. Zuri Health does not monitor or verify in any way the content of any websites linked to the Sites and is not responsible for the accuracy of such content or for any of the opinions expressed thereon. Inclusion of any linked website on the Sites does not imply approval or endorsement of the linked website by Zuri Health. When you access these third-party sites, you do so at your own risk.

Your contract with your mobile network provider (“Mobile Provider”) will continue to apply when accessing or using the Sites or Services on your mobile or handheld device (“Mobile Device” ). You understand that your mobile provider may charge you fees for your use of its network connection while accessing or using the Services, for data downloading, e-mail, text messages, for roaming, and other mobile provider or third- party charges. You understand that the Sites or Services are provided over the internet and mobile networks, so the quality and availability of the Sites or Services may be affected by factors outside our control. We do not guarantee that the Sites or Services will be compatible or operate with your Mobile Provider's service plans, with any particular Mobile Device, or other piece of hardware, software, equipment, or device you install on or use with your Mobile Device. We are not responsible if the Services are unavailable or if you cannot download or access the Sites, Services or Content, for any compatibility or interoperability issues, or for any communication system failure which may result in the app being unavailable.

Zuri Health makes the Services available in Nigeria, Nigeria, Ghana, and Zambia, (each, an "Authorized Jurisdiction", and collectively, the "Authorized Jurisdictions"). We may add or remove countries and/or territories from the list of Authorized Jurisdictions at any time and without any notice, liability, or obligation to you with respect to each such territory. Use of the Services outside of the Authorized Jurisdictions is strictly prohibited, outside the scope of the license granted herein, and may subject your account to termination and other legal action.

You agree to defend (at our option), hold harmless, and indemnify the Company, their professionals, officers, directors, employees, agents, subsidiaries, affiliates, licensors and suppliers from and against all (including reasonable attorney’s fees) third party claims and all liabilities, assessments, losses, costs, damages or settlements resulting from or arising out of (a) your alleged or actual breach of this Agreement, including your express representations and warranties; (b) your use or misuse of the Services; and (c) your alleged or actual infringement or violation of the rights of a third party, including without limitation any intellectual property rights, rights of publicity, and rights of privacy.

We provide the Service “as is” and we make no representations or warranties, whether express or implied, regarding its use or that the Services will be error free. To the maximum extent allowed under Applicable law, we make no representations or warranties of merchantability or fitness for a particular purpose, or that the use of the Services or any information relating thereto or contained therein will not infringe any intellectual property rights of any third person. We make no representations concerning the suitability, performance, completeness, accuracy, or operation of the Services. We will not assume any liability that may arise out of your use or possession of the Services. You expressly agree that your use of, or inability to use, the Services or any Content, data, or other information found in the Services, is at your sole risk. Your sole and exclusive remedy for dissatisfaction with the Services will be to discontinue your use of the Services.y.

YOU UNDERSTAND THAT TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL THE COMPANY, ITS PROFESSIONALS OR THEIR OFFICERS, EMPLOYEES, DIRECTORS, SUBSIDIARIES, AFFILIATES, AGENTS OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF REVENUES, PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES ARISING OUT OF OR RELATED TO YOUR USE OF THE SITES OR THE SERVICES, REGARDLESS OF WHETHER SUCH DAMAGES ARE BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), WARRANTY, STATUTE OR OTHERWISE.

To the extent that we may not, as a matter of Applicable Law, disclaim any implied warranty or limit its liabilities, the scope and duration of such warranty and the extent of our liability will be the minimum permitted under such applicable law.

The Company may assign this Agreement or delegate any of our rights or obligations hereunder, or any part thereof, to any third party, including our successor in interest, without requiring your written consent. You may not assign this Agreement in whole or in part, for any reason. This Agreement will be binding upon and will inure to the benefit of the parties and their heirs, executors, administrators, successors, and assigns.

We may suspend, disable, or close your account or otherwise stop providing the Services to you in whole or in part at any time and for any reason. We will make reasonable attempts to notify you through the email address or phone number you used to register your account if we ever have a need to suspend, disable, or close your account. We will have no liability to you or any third party if we suspend, disable, or close your account. You will not be able to access any Content or the Services once your access has been suspended or terminated or if the Services have been shut down.

You may deactivate your account and end your registration at any time using the deactivation procedure provided in the Sites. At the time of such deactivation, you are solely responsible for obtaining any data contained in your account or Patient Health Information you may have submitted, or which has been stored on the Sites for your future use. Subject to Applicable Law, the Company reserves the right to maintain, delete or destroy all communications and materials posted or uploaded to the Sites pursuant to its internal record retention and/or content destruction policies. After such termination, Zuri Health will have no further obligation to provide the Services to you. All Sections shall survive any termination or expiration of these Terms of Use.

(a) Governing Law. This Terms of Use, including all claims relating to or arising hereof or breach thereof, whether in contract, tort, or otherwise, will be governed and construed in accordance with the laws of the Laws of Nigeria.

(b) Right to seek court relief. If the Company reasonably believes that you have in any manner acted or failed to act in any manner that may cause harm to us or any third party, we may seek injunctive or other appropriate relief in any court of competent jurisdiction;

(c) Informal Resolution. If you have any dispute with us or any related third party, arising out of, relating to, or connected with this Terms of Use or the Services, you agree to contact us directly and provide a brief, written description of the dispute and your contact information (including your username, if your dispute relates to an account); and give us Twenty-One (21) days from the date of submitting your written description with us within which to resolve the dispute to your reasonable satisfaction. If Zuri Health does not resolve the dispute through good faith negotiations under this informal process, you may pursue the dispute in accordance with the arbitration agreement below.

(d) Arbitration Agreement. Any claims by Zuri Health, or claims by you that are not resolved by the Informal Resolution procedure described in clause (c) above, arising out of, relating to, or connected with this Terms of Use must be asserted individually in binding arbitration administered by the Chartered Institute of Arbitrators (Nigerian Chapter) in accordance with its Commercial Arbitration Rules for Consumer-Related Disputes (including utilizing desk, phone, or video conference proceedings where appropriate and permitted to mitigate costs of travel). The Nigerian Arbitration Laws will apply in all cases and govern the interpretation and enforcement of the arbitration rules and arbitration proceedings. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. In addition to and notwithstanding the terms stated above, the following will apply to your disputes: (1) the arbitrator will have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this Terms of Use including any claim that all or any part of this Terms of Use is void or voidable.

The arbitration proceedings and the outcome thereof will be kept confidential by each party and not used for any purpose other than a party exercising its rights and fulfilling its obligations with respect to the other party; provided, however that either party may disclose the existence and results of the proceeding: (1) as required by law, rule, or regulation; (2) to its accountants, attorneys, and other fiduciaries; and (3) to an arbitrator or third party who has exercised its rights under this clause for use as persuasive authority in other proceedings brought pursuant to this clause.

These Terms of Use supersedes all prior agreements concerning the subject matter herein. If any provision in this Terms of Use is deemed invalid by a court with competent jurisdiction or by an arbitrator having conduct of such matter, such provision or portion thereof will be deemed omitted.

No term or provision in this Agreement will be deemed waived and no breach excused unless such waiver or consent is in writing and signed by us. Our waiver or failure to exercise in any respect any right provided herein will not be deemed a waiver or any further right hereunder.

Nothing in this Terms of Use will create or confer upon any party that is not Zuri Health or you any legal or equitable rights, remedies, liabilities, or claims with respect to this Terms of Use.

We may post notices to you within the Sites or Services. We may also send you notices about products and services to the email address you provided us. You hereby consent to receive notice from us through the foregoing means, and you are deemed to have received such notices at the latest within two (2) business days from us posting or sending a notice. You are responsible for keeping your account information, including your email address, up to date.

Zuri Health assumes no liability nor any responsibility for any consequences resulting from your provision or use of outdated, incomplete, or inaccurate information in connection with the Services. Except as otherwise provided for herein, any notices required to be delivered to Zuri Health under this Terms of Use may be delivered via contact information provided below.