Terms of Use

PLEASE READ THE FOLLOWING SECTIONS CAREFULLY BEFORE USING THE WEB SITE

Last modified: February 10, 2011

TheCarrot.com is an internet-based information service designed to help you better understand and manage your personal health fitness and well being. Trackers available on this web site can be used to record events such as your exercise by modality and duration, your use of medicines, or various health measures such as weight, caloric intake, heart rate, blood pressure, respiratory rate, and glucose levels.

Whatever factors you want to track, you can use the site to monitor and report on your health and fitness. However, use of this web site is governed by specific Terms and Conditions ("the Agreement"). Please read this Agreement carefully before accessing or using TheCarrot.com. If you do not agree to these Terms and Conditions, you may not use the site or its services.

Health Analytic Services, Inc. ("the Company") is a California-based corporation that has developed TheCarrot.com. The Company reserves the right to update or modify this Agreement at any time, and without prior notification to site users. Your use of the site, following such modifications or updates, indicates your acceptance of the revised Agreement. Therefore, you should regularly check when the Agreement was last modified (at the front of this section) and when changes occur, read through and review the Agreement.

Getting Started on the Web site

1. You are welcome to browse the web site. While you may use some of the functionality of the site, many of the specific tools, such as the use of trackers, require registration. If you use our web site without registering, the only information we will collect about you will be non-personal information through the use of cookies.

2. If you wish to fully use the site, we ask you to complete the registration form. At minimum, you must provide a user name and password. If you will be using an electronic device in conjunction with the tracker features on the web site, you may also need to provide your mobile phone number to authenticate the device.

• If you will be using the web site to record any personal information, we recommend that you create and use a fictitious non descriptinve user name.

• Please record the password for your own account in a safe place as it is your responsibility to maintain the security of the password. If at any time you feel that the security of a password has been compromised, you are free to change the password from Your Personal Preferences or login password support.

3. Health Analytic Services /TheCarrot.com makes no claims that the contents of the web site may be downloaded or used outside of the United States, as access to the content may not be legal in certain counties.

4. You must be at least 18 years of age and have the legal right to agree to the Terms and Conditions to register for this site. A parent or legal guardian, however, may establish an account for a minor. For each minor account, we require you to submit, at minimum, an e-mail address and to establish a password.

• Minors under age 13 may not use the web site.

• Minors ages 13-18 may use the web site and enter information, but their parent or guardian is responsible for supervising their use of the web site and for safeguarding registration information.

5. Please review the Terms and Conditions and the Privacy Policy carefully. If you agree, at the bottom of the section, click the "I Accept" button. If you do not agree to all these Terms and Conditions and/or the Privacy Policy, you are not authorized to use the site.

The Information We Collect

1. The intent of the site is to help you monitor your own health and fitness, using trackers available on the web site. Depending upon the trackers you choose, you may enter a variety of personal information, such as exercise, height, weight, age, sleep patterns, nutrition, use of medicines, and health conditions. Information entered using trackers is stored with encrypted user identifiers to protect your anonymity.

• TheCarrot.com has taken great efforts to protect secure your data across the network and at our facilities. Data security is a shared responsibility and we ask that you take reasonable precautions to protect whatever device you choose to access TheCarrot.com including personal computers and mobile devices. You are responsible for the physical security of any device you are using. If you feel that the security of a device has been compromised, you immediately change your password for any access to theCarrot.com.

2. This web site places "cookies" on your hard drive to maintain session connections and to provide anonymous information about your browser and about traffic to our site. These tools identify your browser and may include your web page request, internet protocol (IP) address, and the date and time of your request. We collect this information so that we can properly administer our system and gather aggregate information about how our site is being used, including the pages visitors are viewing, and the frequency with which they visit our site.

• Most browsers allow you to modify security settings so that you can approve or reject cookies on a case-by-case basis. Browsers typically offer instructions on how to reject cookies in the "Help" section of their toolbar. To work correctly, out site requires that cookies and JavaScript be enabled. If you reject our cookies, you will not be able to login to our site. ]

• When you view pages on our site, our affiliated advertisers and their Ad Servers may use cookies to collect nonpersonal information. We do not control these third parties' use of cookies or how they manage the information they collect. When clicking on advertisements on TheCarrot.com, please be aware that we are not responsible for the privacy practices of the sponsoring sites. You should read each advertiser's privacy policy to determine what information is being collected about you and how it is used.

3. In setting up your account(s), you grant Health Analytic Services, Inc./ TheCarrot.com and all persons or entities involved in the operation of the site the right to transmit, monitor, retrieve, store, and use the information you submit. By accessing this web site, you are agreeing to be bound by our Privacy Policy, which can be accessed on our Home Page.

Web Site Features

Once you have registered to use TheCarrot.com, you will have access to both the personalized services of the site and its community or public component. The personalized services are related to your use of pre-existing or customized trackers for monitoring your health and fitness. The community or public component of the web site consists of the content that you submit for public access by all viewers to the site as well as any search engines that may access the site. The public content may consist of blogs, forums, comments, photos, postings and uploads. How Health Analytic Services, Inc./TheCarrot.comhandle privacy and security are discussed in detail in the section on Privacy Policy.

GENERAL TERMS AND CONDITIONS

Limited License

The content of this site is protected by copyright under United States laws. Title to the content remains with Health Analytic Services, Inc/TheCarrot.com. Subject to the Terms and Conditions of this Agreement, you may access and use the Content on this web site via your computer or other hand-held electronic devices for your own personal, non-commercial use. You are restricted to downloading and/or printing single copies of the Content, provided you make no modifications of the Content and all copyright and other proprietary notices remain intact.

You are prohibited from publishing, licensing, creating derivative works from, transferring or selling any information, software, products or services obtained through TheCarrot.com web site. Permission to reprint or electronically reproduce any document, graphic, chart, or tracking device in whole or in part for any commercial purpose is expressly prohibited, unless prior written consent is obtained from the Company. Moreover, you agree that you will not copy, reverse engineer, reverse assemble or otherwise attempt to discover the source code used on the web site. By completing the registration process on the Site, you establish an account with us ("an Account") and you represent that the information you provide in the registration process is accurate and current and that you will abide by the Terms and Conditions set forth in this document. Any use of the Content not expressly permitted by these Terms and Conditions is a breach of these Terms and Conditions.

Trademarks: The trademarks, logos, service marks, and trade names (collectively the "Trademarks") shown on the web site or on content made available through the web site are registered and unregistered Trademarks of Health Analytic Services, Inc. and others. All Trademarks not owned by Health Analytic Services, Inc. are the property of their respective owners. All Trademarks, whether owned by Health Analytic Services, Inc. or others, may not be used in connection with any products or services that are not related to, associated with, or sponsored by their owners. Nothing contained on the web site should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Trademark displayed on the web site without the explicit written permission of Health Analytic Services, Inc. or the third party that may own the applicable Trademark. Any misuse of the Trademarks displayed on the web is strictly prohibited.

Termination of Services

If you violate the Terms and Conditions for use of this web site, we may, at our sole discretion, terminate your access to this site, in its entirety or any portion thereof. This action is in addition to and not in lieu or limitation of any other right or remedy we may have available at law. Further, we shall not be liable to you or any third party for any such termination or discontinuance.

The following provisions survive the expiration or termination of this Agreement for any reason whatsoever: Indemnity, Jurisdiction, Complete Agreement and Assignment, Liability of Health Analytic Services, Inc./TheCarrot.com and Disclaimers, User Submissions, and Proprietary Rights.

Indemnity

You agree to defend, indemnify and hold harmless Health Analytic Services, Inc./TheCarrot.com, its officers, directors, employees, agents, licensors, and suppliers, from and against any claims, actions or demands, losses, liabilities and settlements including without limitation, reasonable legal and accounting fees, resulting from or alleged to result from any breach or violation of these Terms and Conditions.

Jurisdiction

1. Conflict resolution. You agree that this Agreement is entered between you and Health Analytic Services, Inc./TheCarrot.com in the State of California, United States of America, and shall be construed and governed in all respects under the laws of the State of California. You expressly agree that exclusive jurisdiction for any dispute with Health Analytic Services/TheCarrot.com resides in the courts of the State of California and you further agree and expressly consent to the exercise of personal jurisdiction in the courts of the State of California in connection with any such dispute, including any claim involving Health Analytic Services, Inc.and TheCarrot.com or their affiliates, subsidiaries, employees, contractors, officers, directors, telecommunication providers, and content providers.

These Terms and Conditions are governed by the internal substantive laws of the State of California, without respect to its conflict of laws principles. If any provision of these Terms and Conditions is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms and Conditions, which shall remain in full force and effect. No waiver of any of these Terms and Conditions shall be deemed a further or continuing waiver of such term or condition or any other term or condition.

2. Use of web site outside the United States. Health Analytic Services, Inc./TheCarrot.com makes no claims that the web site and its contents are appropriate or may be downloaded outside of the United States. Access to the web site and/or its content may not be legal by certain persons or in certain countries. If you access the web site from outside the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction.

Complete Agreement and Assignment

Except as expressly provided in a particular "legal notice" posted on TheCarrot.com web site, the Terms and Conditions and the Privacy Policy constitute the entire agreement between you and Health Analytic Services, Inc./TheCarrot.com with respect to use of the web site and its content.

We may assign this contract at any time in our sole discretion to a subsidiary, an affiliated company, or as part of the sale, merger or transfer of the Company to another entity. We will post a notice on the web site regarding any change of ownership so that may discontinue using the site or cancel your registration if you do not wish to continue accessing its services under new ownership.

Liability of Health Analytic Services, Inc/TheCarrot.com and Disclaimers

1. The site does not provide advice regarding medical diagnosis and treatment or appropriate health and fitness activities. The contents of this web site, whether text, graphics, statistical measures, and images, must be used for informational purposes only. The material on this web site is not intended as a substitute for advice and treatment by health professionals. You should not use this web site to diagnose or treat a health or fitness problem or disease. Setting of health goals should always be done with the advice of a health professional, who can determine what is safe and effective for you. Your use of this site does not create a doctor/patient relationship. Moreover, never disregard the medical advice of a physician or health professional or delay in seeking such advice because of something you read on this site. While this site endeavors to provide correct information, we cannot guarantee that it is always accurate and up-to-date and most importantly, appropriate for you, the user.

2. The site does not warrant or guarantee any information, products, services, or merchandise we mention. The content on the web site is provided on an "as is" basis without any warranty, either express or implied, as to the accuracy, reliability, completeness, and timeliness of the content, software, text, graphics, or communications on the web site or through use of the web site and its links.

• The site makes no representations or warranties about the satisfaction of any government regulations requiring disclosure of information on prescription drug products or compliance of any software tools with regard to the content contained on TheCarrot.com.

3. Use of this site is at your own risk. Health Analytic Services, Inc./TheCarrot.com does not guarantee continuous, uninterrupted, or secure access to our services. Therefore, the Company assumes no liability for lost data or problems relating to the delay, interruption or corruption of any transmitted data associated with use of the web site. We do not warrant or guarantee that files available for downloading through the web site will be free of viruses, infections, worms, or other damaging or destructive code.

• Questions or comments regarding this web site, including any reports of non-functioning trackers or links, should be directed to by e-mail via our online web form. We will try to answer every e-mail but may not always be able to do so on a timely basis.

4. There is no liability for damages. In no event shall Health Analytic Services, Inc./TheCarrot.com be liable for damages (including, but not limited to, personal injury, wrongful death, lost revenue or profits, or damages from lost data or business interruption) as the result of your use of or inability to use the web site. The sole and exclusive remedy for dissatisfaction with the services of this site will be to stop using TheCarrot.com.

• Health Analytic Services, Inc./TheCarrot.com is not liable for any personal injury, including death, caused by your use or misuse of this site, its content, or its public areas. We recommend that you consult your physician, nutritionist, or other health professional to set health and fitness goals and to determine how best to use this web site. Should you become ill or have a medical emergency, contact your physician immediately and/or call 911.

5. Health Analytic Services, Inc./TheCarrot.com provides links to third-party web sites. Depending upon your search terms, the web site may select certain sites as priority responses and may allow advertisements or sponsored content from third parties. However, Health Analytic Services, Inc./TheCarrot.com does not endorse the content on any third-party web site nor make any representations regarding their content or accuracy. Your use of third-party web sites is at your own risk and subject to the terms and conditions for use of such sites. We also encourage you to look for and review the privacy policy for each web site that you visit from a link or advertisement on TheCarrot.com.

User Submissions

You agree and acknowledge that you are solely responsible for the accuracy and content of any and all material (text and media) you submit to the web site. You acknowledge that Health Analytic Services, Inc./TheCarrot.com does not assume any liability for any information you or your family submit or your use of information or tools available on or downloaded from its web site. Furthermore, you agree to indemnify Health Analytic Services, Inc./TheCarrot.com and its affiliates, directors, officers and employees and to hold them harmless from any and all claims and expenses, including attorneys' fees, arising from the materials/media you submit and/or your failure to comply with our Terms and Conditions.

1. Minors: The parent or guardian must enter all information on behalf of minors under the age of 13. Minors, ages 13 and up, may enter information into the accounts established for them by their parent or guardian. However, you, as the parent or guardian, are still responsible for supervising each minor's use of the web site and for safeguarding registration information. For each minor, you also assume full responsibility for overseeing the accuracy of entered data, the use of trackers, the generation of reports, and the submission of any video images, photos, blogs, or text to the web site.

2. All Users: Health Analytic Services, Inc./TheCarrot.com reserves the right to remove from the web site at its discretion any controversial, defamatory and copyright infringing material or to edit or modify material flagged by other users as inappropriate, inaccurate, or not for public disclosure (e.g., unpublished research findings). To use the web site, you must agree to comply with all user responsibilities and obligations stated in these Terms of Service, as follows:

• You agree that you will not submit any media that contains personally identifiable information, such as name, phone number, e-mail address or web site URL, for you, your family members, or any one else.

• You will only post or upload text and media, including videos, photos, and audio files, that you have personally made or that you have all rights to transmit and license. You agree never to post a picture or video involving someone else (even when taken or made with you) without their prior, explicit permission. Uploading photos or video of other people without their permission is strictly prohibited.

• In submitting informational content, you represent that you have not violated the privacy rights, publicity rights, copyrights, contract rights, intellectual property, or other rights of any person. You agree to pay for all royalties, fees, and any other amounts due another person or entity by reason of any content posted by you through your account at TheCarrot.com.

• You agree that you will not submit any material that is unlawful, hateful, obscene, defamatory, threatening, libelous or contains offensive images, obscenity, pornography, sexually explicit behavior or any material that could give rise to civil or criminal liability under applicable law or regulations.

• You agree not to upload any material that contains software viruses, worms, Trojan horses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or the operations of this web site.

• You agree not to post advertisements, promotional materials, petitions for signatures, solicitations of business, chain letters or letters involving pyramid schemes.

• You may not use contact information provided by our users or harvest information about our users for the purpose of sending, or to facilitate the sending of unsolicited bulk communications, such as "SPAM" or "SPIM".

3. Limitation on Use of Automated Tools: You may not use any robot, spider, scraper or other automated means to access the Site or services for any purpose without our express written permission.

Proprietary Rights: If you submit any business idea, information, concept or invention to Health Analytic Services, Inc./TheCarrot.com via e-mail, mail, blog, or through the Public Area, you agree such submission is non-confidential for all purposes. You automatically grant – or warrant that the owner of such content or intellectual property has expressly granted – Health Analytic Services, Inc./TheCarrot.com a royalty-free, perpetual, irrevocable, world-wide, nonexclusive license to use, reproduce, modify, publish, edit, translate, distribute, perform and display the communication or content in any media or medium, any form, format, or forum now know or hereafter developed. Confidential information for which you wish to retain a proprietary interest should not be submitted directly to Health Analytic Services, Inc./TheCarrot.com.

Review of Member Postings and Uploads

Health Analytic Services, Inc./TheCarrot.com do not claim a copyright to the personal text, files, images, photos that you post on the web site. You are legally responsible for all content that is posted through your member account to TheCarrot.com web site. In posting this material, you represent that you own this posted content or otherwise have the right to post this content. After posting of such content, you shall continue to retain ownership of the member content. However, you must agree that any informational submission or communication is non-confidential and may be reproduced in part or whole and edited and modified at the discretion of Health Analytic Services, Inc./TheCarrot.com

1. Informational content is subject to copyright law and to our privacy policy. You must agree not to upload or transmit any content that may infringe upon or violate any rights of another party, including but not limited to copyrighted materials, trade secrets, unpublished research, and medical record information.

2. Health Analytic Services, Inc./TheCarrot.com assume no responsibility for monitoring of content posted by site users. The opinions posted in the public section of the web site are solely the opinions of the participants, and do not reflect the views of management or staff at Health Analytic Services, Inc. or any of its subsidiaries or affiliates. We do not and cannot review all content posted or uploaded to the site.

3. We do encourage you to report inaccurate, faulty, misleading, offensive, obscene, hateful, illegal, defamatory, and libelous content by flagging content as inappropriate. Health Analytic Services, Inc./TheCarrot.com reserves the right to remove at its discretion, to edit or modify material flagged by its members along with any controversial, defamatory, copyright infringing material identified by its staff.

• Health Analytic Services, Inc./TheCarrot.com may terminate a user's access to the blog feature upon any breach of its Terms and Conditions. Also, the Company reserves the right to edit or delete any communications posted on the blog feature, regardless of whether such communications violate these standards.

4. To protect the rights of copyright owners, Health Analytic Services, Inc./TheCarrot.com maintain a policy for the termination of registrants who are repeat infringers of copyright laws.

5. Materials posted and/or uploaded to the public section of the web site may be subject to size and other limitations. You are responsible for adhering to such limitations.

Notification of Possible Copyright Infringement

If you believe any materials on TheCarrot.com web site infringe your copyright, you may request removal of those materials by contacting Health Analytic Services, Inc. All notices must meet the current statutory requirements imposed by the Digital Millennium Copyright Act of 1998 (DMCA). At minimum, you must provide the following information:

1. Identification of the specific information that you believe should not be posted and its location on TheCarrot.com web site (with URL).

2. Detail on the original source of this information and its URL or other relevant detail, such as publication name/date/volume/page.

3. Your name, address, e-mail address, and telephone number.

4. A statement that the information you supplied is accurate and that you are the copyright owner or authorized agent for the owner. The statement must be signed or submitted with an electronic equivalent.

5. Send the statement to Health Analytic Services, Inc. at 145 Corte Madera Town Center #689, Corte Madera, CA 94925 .