Discovery Portal and SafelyYou Applications Terms
Updated August 12th, 2025
Thank you for visiting our site. Please review our terms of use.
These Terms and Conditions of Use (“Terms of Use”) will apply to and be binding upon all Clients and Authorized Users using the Covered Services of Vendor (as such terms are defined in Section 1 below).
These Terms of Use govern the provision of, access to, and use of the Covered Services. These Terms of Use are effective as of the first date the Covered Services are accessed by or made available to you. By using any of the Covered Services, you acknowledge that you have read, understood, and agreed to be bound by these Terms and Conditions, along with any and all applicable policies, terms and conditions, or agreements incorporated by reference, such as the Privacy Policy and all other Program Documents.
Vendor may revise these Terms of Use at any time. You should review the latest version of these Terms of Use periodically to determine if any changes have been made. Your continued use of the Covered Services after any changes have been made to the Terms of Use signifies and confirms your acceptance of any such changes or amendments.
1. Definitions
Capitalized terms used but not otherwise defined in these Terms of Use will have the meanings given to those terms under the applicable Master Service Agreement.
“Authorized User” means Client’s employees, consultants, contractors, and agents who are authorized by Client to access and use the Covered Services under any of the Program Documents.
“Client Data” means data processed or stored by Vendor on behalf of Client or Authorized Users by or through or in connection with the Covered Services, which includes, without limitation, video footage recorded onsite at Client’s facility.
“Client” means the purchaser or subscriber party to the applicable Master Service Agreement and any of its affiliates that enter into an Order Form thereunder.
“Confidential Information” means (A) all sensitive and proprietary information of Client or Authorized User disclosed to Vendor (including the Client Data), or (B) all sensitive and proprietary information of Vendor or its licensors disclosed to Client or Authorized User; in either case, whether disclosed orally or in writing, or whether disclosed purposefully or inadvertently, and whether designated as confidential or which reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Except in the event of the breach of an obligation owed hereunder (A) to Client or Authorized User, or (B) to Vendor or its licensors, Confidential Information does not include any information that: (i) is or becomes generally known to the public; (ii) was known to the disclosing party prior to its disclosure; or (iii) is received by the receiving party from, or otherwise disclosed by, a third party.
“Covered Services” means: (i) the Discovery Portal and all related or similar software, content, or web-based solutions hosted, owned, or provided by Vendor; and (ii) all Vendor Applications and related software, content, websites or service platforms hosted, owned, or provided by Vendor.
“Documentation” means all user manuals, handbooks, specifications, and written or on-line materials relating to the functionality of the Covered Services or Vendor systems that are generally supplied or made available by Vendor in connection with the Covered Services.
“Program Documents” means the applicable Master Service Agreement(s) (“MSA”), Order Forms, Documentation, and all other agreements, terms of use, or Vendor policies (including, without limitation, its Privacy Policy) governing the relationship between Client and Vendor.
“Vendor” means SafelyYou Inc., a Delaware corporation with its principal place of business at 36 Clyde St., San Francisco, CA 94107, its parent company, subsidiaries, or its affiliates, whether collectively or individually, as the case may be.
“Vendor Applications” means all mobile or web-based applications hosted, owned, or provided by or through Vendor.
2. How These Terms Of Use Relate To The Program Documents
2.1 Order of Precedence.
If there is a conflict or inconsistency among the Program Documents and these Terms of Use, the order of precedence is: (1) the MSA (including any incorporated Order Forms(s)); (2) these Terms of Use; and (3) the other applicable Program Documents.
2.2 Incorporated Terms.
Service levels, support obligations, training, and performance standards for the Covered Services are set forth in the Program Documents and are incorporated herein by reference. These Terms of Use do not expand or diminish any service levels or remedies specified in the Program Documents.
3. Access Rights, License, and Account Use
3.1 Access Grant.
Subject to ongoing compliance with these Terms of Use and the Program Documents, Vendor grants Client a non-exclusive, non-transferable (except as provided in Section 11.2), non-sublicensable right, during the Term stated in the Program Documents, to access and use the Covered Services and to designate Authorized Users, solely for Client’s internal business purposes and is subject at all times to the Program Documents and applicable law. An Authorized User’s right to use the Covered Services is based on the Client’s access rights, and any access or use is limited to those purposes.
3.2 Software and Documentation License.
Subject to the Program Documents and this Agreement, Vendor grants Client a non-exclusive, non-transferable (except as provided in Section 11.2), non-sublicensable license to access and use Vendor’s software (in object code form) and the Documentation solely for Client’s internal business purposes in connection with the Covered Services. An Authorized User’s right to access or use Vendor’s software or the Documentation is based on the Client’s access rights, and any access or use is limited to those purposes.
3.3 Suspension.
3.3.1 Violation of these Terms.
Vendor may suspend all or part of the Covered Services if Vendor reasonably determines that use by a Client or Authorized Users: (i) violates these Terms of Use or the Project Documents; (ii) presents a security risk to the Covered Services or other customers; (iii) is, has been, or is likely to constitute fraudulent, misleading, or unlawful activities relating to or in connection with any of the Covered Services, as reasonably believed or determined by Vendor in its sole and absolute discretion.
3.3.2 Other Bases for Suspension.
Vendor may also suspend all or part of the Covered Services if: (i) Vendor receives a judicial or other governmental demand, order, or subpoena, or any law enforcement request that expressly or by reasonable implication requires Vendor to do so; or (ii) a change in law or interpretation brings into question the legality of the Covered Services or would require additional licensing, authorizations, consents, or permissions to be obtained, after having provided notice concerning such change to Client as reasonably practicable under the circumstances.
3.3.3 Restoration.
Vendor will use commercially reasonable efforts to (i) notify Client of a suspension pursuant to this Section 3.3 and (ii) restore access after the issue is remedied. A suspension does not limit Vendor’s other remedies under these Terms of Use or applicable law.
3.4 Third-Party Services; Open-Source Components.
The Services may include or interoperate with third-party products, content, models, APIs, SDKs, data, or services (“Third-Party Services”). Third-Party Services are governed by their own terms; Client and Authorized Users must comply with any pass-through terms made available within or in connection with the Documentation or the Covered Services. The Covered Services may contain or reference open-source components. Any open-source components and applicable notices will be identified in the Documentation or within the Covered Services and are licensed under their applicable licenses. Client and Authorized Users are expected to review any Documentation made available by Vendor and to adhere to the acceptable use provisions listed therein.
4. Acceptable Use and Security
4.1 Acceptable Use.
Neither Client nor any of Authorized User will, directly or indirectly, do or attempt to do any of the following:
- Input, upload, transmit, or otherwise provide to or through the Covered Services any information or materials that are unlawful, harmful, or injurious (including offensive content) or that contain, transmit, or activate any virus, malware, or other harmful code.
- Copy, modify, or create derivative works or improvements of the Covered Services or Documentation.
- Disassemble, decompile, reverse engineer, or attempt to derive source code, models, or data sets (except to the extent such restriction is prohibited by applicable law) of the Covered Services or Documentation.
- Rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available any Covered Services or Documentation to any person or entity other than Authorized Users expressly permitted by Client.
- Bypass or breach any security device or protection used by, through, or in connection the Covered Services.
- Access or use the Covered Services for benchmarking or to develop or improve a competing product or service.
- Damage, destroy, disrupt, disable, impair, or otherwise harm in any manner the Documentation, Covered Services, or any other element of Vendor’s software, systems, or property, in whole or in part.
- Interfere with or disrupt the integrity or performance of the Covered Services or related software or systems.
- Exceed the authorized scope of access or use or attempt to access or use non-public areas or aspects of the Covered Services.
- Remove, delete, alter, or obscure any trademarks, copyright, patent, or other intellectual property or proprietary rights notices from the Covered Services or the Documentation, including any copy.
- Access or use the Covered Services or the Documentation in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property rights or other rights of any third party or that violates any applicable law.
- Access or use the Covered Services or the Documentation for purposes of competitive analysis of the Covered Services or related software or systems, the development, provision, or use of a competing software service or product, or any other purpose that is to Vendor’s detriment or commercial disadvantage.
- Access or use the Covered Services in, or in association with, the design, construction, maintenance, or operation of any hazardous environments, systems, or applications; any safety response systems or other safety-critical applications; or any other use or application in which the use or failure of the Covered Services could lead to personal injury or severe physical or property damage. For the purposes of these Terms of Use, the Covered Services, on their own or as part of a fall detection, alert, and response system, do not qualify as a “safety response system or “safety-critical application.”
- Otherwise access or use the Covered Services beyond the scope of the authorization granted under these Terms of Use.
Vendor may publish additional acceptable use guidance in the Documentation or within the Covered Services or related communications to Client and/or Authorized Users. Client and Authorized Users shall comply with such guidance provided such compliance does not materially diminish Client’s rights under the Program Documents or these Terms of Use.
4.2 Training.
Client and each Authorized User must complete initial training before using the Covered Services. Client and each Authorized User must also participate in ongoing training when required by Client or Vendor to remain in compliance with these Terms of Use.
4.3 Consent Management.
4.3.1 Consent Requirement.
Client’s and Authorized Users’ use of the Covered Services must, where applicable, be based on voluntary consent, authorization, notice, and/or participation by Client’s and/or Authorized User’s facility residents and other affected individuals, based on the specific circumstances, law, and contractual obligations applicable to Client’s and/or Authorized User’s facility (“Consent”).
4.3.2 Obtaining Consent.
Obtaining Consent from residents and affected individuals at Client’s and/or Authorized User’s facility is the responsibility of Client, and both Client and Authorized Users shall adhere to applicable law and all internal policies and procedures related to obtaining, confirming, or managing Consent. Any questions regarding how and from whom to obtain Consent, the sufficiency of existing Consent, or modifications to or termination of Consent previously given should be directed to Client’s executive director and not to Vendor.
4.3.3 No Services Without Consent.
Clients and Authorized Users shall not activate or use the Covered Services for any resident who has not provided Consent where consent is required (including, for purposes of illustration and without limitation, for installation of sensors, in-room video capture, and collection or disclosure of Client Data). Clients and Authorized Users shall administer on/off settings for all systems and equipment, including but not limited to the Covered Services, consistent with that Consent and Client’s internal policies and procedures.
4.4 Client Obligations.
At all times during the term of Client’s applicable Program Documents, Client will be obligated do the following:
- For itself and all of its Authorized Users, administer, monitor, and ensure compliance with these Terms of Use and the applicable Program Documents, including but not limited to compliance with the acceptable use, training, and Consent management obligations under this Section 4;
- Employ commercially reasonable physical, administrative, and technical controls necessary to securely administer access credentials and protect against unauthorized access to or use of the Covered Services and the Documentation; and
- As Vendor may require, provide all cooperation and assistance necessary to enable Vendor to perform its obligations pursuant to these Terms of Use, including, without limitation, on-ground support for minor technical or mechanical issues, such as, for purposes of illustration and without limitation, rebooting the Covered Services when needed.
Vendor is not responsible or liable for any delay or failure of Vendor’s performance to the extent caused by Client’s or Authorized User’s delay or failure in performing their respective obligations under these Terms of Use or the applicable Program Documents.
4.5 Client’s Legal Compliance Obligations.
Notwithstanding any provisions, representations, or warranties to the contrary, Vendor and Client acknowledge that Client’s use of the Covered Services may be subject to various laws, regulations, or governmental orders or decrees, including, without limitation, data and information privacy laws, and including all provincial, state, federal and international laws and regulations and provincial, state, federal, and national government agency orders and decrees to which Client or its Authorized Users may be subject (collectively, “Applicable Laws”), as well as certain restrictions imposed on personal data by facility residents, the data subjects, or other third-party data providers.
CLIENT AND VENDOR ACKNOWLEDGE AND AGREE THAT STATE AND LOCAL LAWS VARY FROM LOCATION TO LOCATION, INCLUDING THOSE RELATED TO PRIVACY AND DATA SECURITY, AND THAT IT IS CLIENT’S SOLE RESPONSIBILITY TO DETERMINE ITS OWN COMPLIANCE WITH ALL APPLICABLE LAWS IN CONNECTION WITH THE USE AND OPERATION OF THE COVERED SERVICES. SAFELYYOU MAKES NO REPRESENTATIONS OR WARRANTIES AS TO COMPLIANCE WITH APPLICABLE LAWS IN RELATION TO THE COVERED SERVICES. SAFELYYOU HAS NOT ASSESSED ITS SERVICES’ COMPLIANCE WITH ANY APPLICABLE LAWS AND WILL NOT BE LIABLE FOR ANY ALLEGED NON-COMPLIANCE WITH APPLICABLE LAWS ARISING FROM OR RELATING TO ACCESS OR USE OF THE COVERED SERVICES BY CLIENT OR AUTHORIZED USERS.
5. Collection and Use of Information
Vendor’s Privacy Policy (available at https://www.safely-you.com/privacy-policy) governs Vendor’s collection, use, disclosure, retention, and disposal of personal data, and is hereby incorporated into and made part of these Terms of Use, except that in the event of a conflict, the order of precedence set forth in Section 2.1 will apply.
Client acknowledges that Vendor may, directly or through Third-Party Services, collect and store information regarding the access and/or use of the Covered Services, pursuant to the Program Documents. By agreeing to these Terms of Use, Client agrees that Vendor may use such information related to any access or use of the Covered Services for any purpose permitted by the Program Documents. Client is responsible for providing notice to Authorized Users of the Vendor’s rights described herein and shall incorporate such notice, where possible, into any Authorized User training events or programs, including without limitation, Vendor’s Privacy Policy. Client is responsible for providing additional information concerning the data collected and used, for any reason and by any party, arising out of Authorized Users’ access or use of the Covered Services.
6. Clinical Disclaimers; No Medical Advice; Service Characteristics
IN NO EVENT DOES VENDOR’S PROVISION OF THE COVERED SERVICES CONSTITUTE HEALTH CARE SERVICES, OCCUPATIONAL THERAPY SERVICES, OR OTHER MEDICAL TREATMENT, RECOMMENDATIONS, OR ADVICE.
VENDOR’S PROVISION OF THE COVERED SERVICES IS NOT INTENDED TO CREATE A PHYSICIAN-PATIENT RELATIONSHIP, OCCUPATIONAL THERAPIST-PATIENT RELATIONSHIP, OR OTHER HEALTH CARE PROVIDER RELATIONSHIP OR TO REPLACE THE SERVICES OF A LICENSED, TRAINED PHYSICIAN, OCCUPATIONAL THERAPIST, OR OTHER HEALTH CARE PROFESSIONAL OR TO BE A SUBSTITUTE FOR MEDICAL ADVICE OF A PHYSICIAN, OCCUPATIONAL THERAPIST, OR TRAINED HEALTH CARE PROFESSIONAL LICENSED IN YOUR STATE.
Client, for itself and each of its Authorized Users, acknowledges and agrees that Client and its facility’s staff, including but not limited to Authorized Users, bear ultimate responsibility to care for residents of the facility, including review of alerts provided through the Covered Services and determining an appropriate course of action. Client acknowledges that the Covered Services are designed to supplement but cannot replace Client’s existing resident-monitoring or decision-making policies and procedures.
CLIENT AND AUTHORIZED USERS SHOULD NOT MAKE ANY MEDICAL DECISIONS BASED SOLELY ON THE COVERED SERVICES PROVIDED BY VENDOR OR EXPECT THE COVERED SERVICES TO PERFORM WITH 100% ACCURACY.
CLIENT SHALL FULLY INFORM AUTHORIZED USERS OF THIS SECTION 6 AND THE DISCLAIMERS AND LIMITATIONS ON USE PROVIDED FOR HEREIN.
Client, for itself and each of its Authorized Users, acknowledges and agrees acknowledges and agrees that:
- The Covered Services are not designed for, and will not be used for, constant, real-time monitoring of individuals.
- Alerts will only occur if and when an actual resident-on-the-ground incident has been confirmed by Vendor or a safety concern has been identified for facilities enrolled in Vendor’s Aware program.
- No notification will be sent if the Covered Services detect a potential resident-on-the-ground event that Vendor determines to be a false alarm.
- The Covered Services are not designed to capture, and Vendor does not provide, audio in connection with video recordings.
7. Intellectual Property; Feedback; Reports
7.1 Vendor IP.
Except for the limited rights expressly granted under these Terms of Use or the applicable Program Documents, Vendor and its licensors retain all rights, title, and interest in and to the Covered Services, the Documentation, and any associated software, systems, or intellectual property of Vendor or its licensors. Client acknowledges that neither Client nor Authorized Users acquire any ownership interest in any of the foregoing items under these Terms of Use.
7.2 Reports.
Client and Client’s Affiliates retain all rights in Reports generated by the Covered Services from Client Data and hold a perpetual, irrevocable, royalty-free license to use, reproduce, modify, display, distribute, and create derivative works of such Reports for any business purpose. Client and Authorized Users have rights to such Reports pursuant to the terms of the applicable MSA, or such other written agreement as may exist between Client and Vendor.
7.3 Feedback.
If Client or Authorized Users provide suggestions, enhancements, or other feedback about the Covered Services or the Documentation (“Feedback”), Vendor may use such Feedback without restriction, provided Vendor does not use Feedback in a manner that would disclose Confidential Information in violation of these Terms of Use or the applicable Program Documents.
8. Confidentiality
Client acknowledges that Client’s and Authorized Users’ use of the Services may result in being exposed to, given access to, or provided information that is protected as Confidential Information. Client and Authorized Users agree to use commercially reasonable best practices to safeguard any such information from misuse, theft, unauthorized access, or disclosure, but in any event no less than to the same degree that Client protects its own internal sensitive and proprietary information.
9. Warranties Disclaimed
IN NO EVENT WILL VENDOR OR ANY OF ITS LICENSORS OR THIRD-PARTY SERVICE PROVIDERS BE LIABLE TO CLIENT OR AUTHORIZED USERS FOR ANY USE, INTERRUPTION, DELAY, OR INABILITY TO USE THE COVERED SERVICES. AUTHORIZED USERS ARE PROVIDED ACCESS SOLELY FOR THE BENEFIT OF CLIENT AND AT CLIENT’S DISCRETION. AUTHORIZED USERS HAVE NO RIGHTS UNDER THE PROGRAM DOCUMENTS INCLUDING ANY RIGHTS TO ENFORCE ANY TERMS. ANY OBLIGATION OR LIABILITY VENDOR OR ANY OF ITS LICENSORS OR THIRD-PARTY SERVICE PROVIDERS MAY HAVE WITH RESPECT TO ANY AUTHORIZED USERS’ ACCESS, USE OF, OR INABILITY TO ACCESS OR USE THE COVERED SERVICES WILL BE SOLELY THAT OF CLIENT, PURSUANT TO THE PROGRAM DOCUMENTS AND SUBJECT TO ALL LIMITATIONS OF LIABILITY SET FORTH THEREIN.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAWS, THE COVERED SERVICES ARE PROVIDED “AS IS.”.
10. Term; Termination
These Terms of Use become effective on the earlier of Client’s or Authorized Users’ acceptance or first access to the Covered Services and continue in effect, and as may be amended or restated from time to time by Vendor, until terminated pursuant to the Program Documents.
11. General Terms
11.1 Entire Agreement; Amendments.
These Terms of Use, together with the Program Documents, constitute the entire agreement regarding Client’s and Authorized Users’ access to the Covered Services and supersedes all prior or contemporaneous terms on that subject. Any amendment must be in writing and signed by authorized representatives of the parties, except where these Terms of Use or the Program Documents permit change by notice.
11.2 Assignment.
Assignment is governed by the Program Documents. Client may not assign or transfer any rights or obligations under these Terms of Use except as may be expressly permitted in the Program Documents. Any attempted or purported transfer in violation thereof will be null and void and of no effect.
11.3 Severability; Waiver.
If any provision of these Terms of Use is held unenforceable, it will be modified to reflect the parties’ intent, and the remaining provisions will remain in effect. No waiver is effective unless in writing and signed by the waiving party.
11.1 Entire Agreement; Amendments.
These Terms of Use, together with the Program Documents, constitute the entire agreement regarding Client’s and Authorized Users’ access to the Covered Services and supersedes all prior or contemporaneous terms on that subject. Any amendment must be in writing and signed by authorized representatives of the parties, except where these Terms of Use or the Program Documents permit change by notice.
11.2 Assignment.
Assignment is governed by the Program Documents. Client may not assign or transfer any rights or obligations under these Terms of Use except as may be expressly permitted in the Program Documents. Any attempted or purported transfer in violation thereof will be null and void and of no effect.
11.3 Severability; Waiver.
If any provision of these Terms of Use is held unenforceable, it will be modified to reflect the parties’ intent, and the remaining provisions will remain in effect. No waiver is effective unless in writing and signed by the waiving party.
12. Clarifying the Order of Documents; No Expansion of Obligations
For clarity, these Terms of Use may address access and use of elements not directly addressed by the Program Documents. Nothing in these Terms of Use expands Vendor’s obligations, service levels, warranties, indemnities, liability caps, or remedies beyond those expressly set forth in the Program Documents. In the event of conflict, the order of precedence set forth in Section 2.1 will apply.
13. Contact Information
If you have any questions regarding this Terms of Use, please contact us at:
SafelyYou, Inc.
Attention: George Netscher
36 Clyde Street
San Francisco, CA 94107
Phone: (415)579-3630
Email: [email protected]
