Client Terms and Conditions of Use

Welcome to ChicagoMinds.co! We are excited to provide you (referred to throughout as “Client”) with a platform to help you find a Provider (defined below) to fit your needs. Please read the Client Terms and Conditions of Use (the “Agreement” and “Conditions of Use”) carefully, as it sets forth some of the terms and conditions of your contract with Chicago Minds, LLC, an Illinois limited liability company (“Chicago Minds”).

This Agreement is a legal document. The terms and conditions discussed here apply to the use of the Chicago Minds website (“ChicagoMinds.co” or “Site”). Chicago Minds, LLC (“Chicago Minds,” “ChicagoMinds.co,” “us,” “our,” or “we”) owns and manages this Site. You may only use the Site if you can form a binding contract with us, and only if you comply with these Client Terms and Conditions of Use and all applicable local, state, national, and international laws, rules, and regulations.

We may alter these Client Terms and Conditions of Use without notice, and your continued use of the Site signifies that you agree to be bound by any future changes. You are encouraged to review these Conditions of Use at regular intervals to monitor for updates. If you do not agree, you should not use our Site. Please read these Client Terms and Conditions of Use carefully.

THIS IS A LEGAL DOCUMENT. YOU MUST AGREE TO BE BOUND TO THESE CLIENT TERMS AND CONDITIONS OF USE TO USE THE SITE. IF YOU DO NOT AGREE TO THESE CLIENT TERMS AND CONDITIONS OF USE, DO NOT USE THE SITE.

1 Acceptance and Agreement to Be Bound

(a) This Agreement forms a legally binding contract between you and Chicago Minds for your access to and use of the Service (defined below). You represent and warrant that you have the right and authority to bind yourself to this Agreement. You also represent and warrant that you at least 18 years of age. You further represent and warrant that you agree that all information you submit to Chicago Minds is true and accurate.

(b) By using the Chicago Minds Site, you agree to allow Chicago Minds to collect, use, and disclose your information under the terms explained in the privacy policy. Chicago Minds may change these Client Terms and Conditions of Use without notice, and your continued use of the website signifies that you agree to be bound by any changes.

(c) By using the Chicago Minds Site, you agree to allow Chicago Minds to collect, use, and disclose your information under the terms explained in the privacy policy. Chicago Minds may change these Conditions of Use without notice, and your continued use of the website signifies that you agree to be bound by any changes.

(d) These Conditions of Use govern your access to and use of the Chicago Minds Site. By accessing or using the Chicago Minds Site, you agree to be bound by these Client Terms and Conditions of Use and the privacy policy. You may use the Chicago Minds Site only if you can form a binding contract with us, and only in compliance with these Client Terms and Conditions of Use, as well as all applicable local, state, national, and international laws, rules and regulations.

2 The Chicago Minds Site is Not Intended for Children

(a) The Chicago Minds Site are not intended or designed to attract children under the age of 18. Chicago Minds does not collect personally identifiable information from any person known by Chicago Minds to be a child under the age of 18. Should we inadvertently come to possess personally identifiable information about a child under the age of 18, Chicago Minds will not knowingly disclose contact information relating to a child under the age of 18 to any third-party.

3 Providers May Treat Minors, As Appropriate

(a) Some Providers specialize in treating and providing therapy services to children and teens. If a Provider chooses to treat minors under the age of 18, the Provider is solely responsible for obtaining proper consent from the minor’s parents or legal guardian. Chicago Minds does not take any responsibility for the individual actions or inactions of any Providers. By agreeing to the terms and conditions detailed in this Agreement, the Client warrants that, if the Client is a minor, the Client shall obtain the proper consents for treatment and for use of the Site from the Client’s parent or legal guardian.

4 HIPPA Notice

(a) Chicago Minds respects the privacy of your personal information and makes every effort to keep Client information secure. However, Chicago Minds has concluded that it is not a covered entity under the Health Insurance Portability and Accountability Act of 1996, Public Law 104-191 (“HIPAA”) and that it is thus not subject to all HIPAA requirements. As such, Chicago Minds has no legal obligation to maintain HIPAA compliance for any Client PHI.

(b) Clients shall not send, submit, email, or otherwise disclose your PHI to Chicago Minds through the Site or any other means. Clients should always exercise caution when disclosing their PHI with Providers (as that term is defined below).

5 Prohibited Countries

(a) The Service that Chicago Minds provides is not open to Clients who live in countries that are prohibited by law, regulation, treaty, or administrative act from entering into trade relations with the United States.

6 Chicago Minds Service and Professional Services

(a) The Chicago Minds Site offers a digital platform that aims to connect Clients to Providers offering professional, licensed mental health services (the “Service”).

(b) After you are connected to these Providers, the Provider will use their professional judgement to determine if you are a candidate for receiving professional remote mental health services (“Professional Services”) from appropriately trained and licensed Providers (the “Provider(s)”).

(c) The Chicago Minds Site does not provide or render Professional Services. Instead, Chicago Minds offers a digital platform to connect users seeking to obtain Professional Services from such Providers. Chicago Minds is a conduit between Clients and Providers of Professional Services but does not itself engage in Professional Services.

(d) All Providers featured on the Chicago Minds Site subscribe to the Chicago Minds Site in order to be listed on the Site. These Providers have independently chosen to be listed on the Site and are licensees to Chicago Minds. The Providers are independently licensed and insured, and Clients should directly address any issue, warranty, or claim to the respective Provider.

7 Independence of Providers

(a) The advice of any Provider listed on the Chicago Minds Site is independently and exclusively the advice of the Provider. Any information or opinion expressed by any Provider listed on the Chicago Minds site is independently and exclusively the information or opinion of the Provider. Chicago Minds does not endorse any advice, opinion, course of treatment, products, medications, devices, or additional medical or wellness information that a Provider on the Chicago Minds Site may give or recommend. Chicago Minds is not providing any kind of medical or wellness advice or information.

(b) A Provider’s scope of practice indicates the specific area of professional healthcare services that the Provider can legally provide based on their state licensure. If a Provider is providing licensed healthcare services to Clients through the Site, the Provider shall adhere to their respective scope of practice and be responsible for following all applicable state and federal laws.

8 Remote Mental Health Services, Potential Disadvantages, and Appropriateness for Clients

(a) Remote mental health services are also known as telepractice, telehealth, text-based therapy, teletherapy, behavioral telehealth, and online therapy. Remote mental health services are based on the practice of providing a mental health service that is not conducted in person and occurs through the use of technology. The technology used may include, but is not limited to, telephone, email, internet, or videoconference technology.

(b) Remote mental health services are subject to all the same practice and ethical considerations as in-person treatment. Remote mental health services are also subject to the law, rules, and regulations governing licensed practice in the state of Illinois.

(c) While remote mental health services have many convenient advantages, there are also potential disadvantages. Disadvantages of remote mental health services may include: different time zones; cultural differences; language barriers; and strength of internet or phone connection, which may impact the delivery of Professional Services.

(d) A Provider, at their sole discretion, based upon their education, training, and experience, will determine whether a Client is a good candidate for remote mental health services. Chicago Minds exercises no control over a Provider’s independent professional judgment.

9 The Chicago Minds Site Does Not Provide Medical Advice

(a) The Site maintains and provides content for informational and educational purposes only. This includes the entirety of the website (including text, images, videos, and blogs), Chicago Minds social media (as it is defined in the Site’s privacy policy), and any information obtained from Chicago Minds licensors or third parties, and the logos, images, software, videos, text, graphics, photos, sounds, music, audiovisual combinations, interactive features, collections and other materials you may view on, access through, or contribute to the Service. This information is collectively referred to as the Site’s “Content.”

(b) If you have concerns about any medical condition, diagnosis, or treatment, you should personally consult with a licensed healthcare provider. If you experience a medical emergency (including suicidal or homicidal thoughts), you should immediately call 911 or visit your nearest emergency room.

10 Conduct

(a) You expressly agree not to deceive, harass, stalk, harm, or exploit any other users; distribute spam; collect or record information about other users; or advertise or solicit others to purchase any product or service on the Site or on any other Chicago Minds product. Chicago Minds reserves the right but does not have an obligation to monitor all conduct on the Site.

11 License Grant and Permitted Use

(a) Unless otherwise expressly stated, Chicago Minds or its licensors owns all of the Chicago Minds Site and Site Content. The United States, worldwide copyright laws, and treaty provisions protect the Chicago Minds Site.

(b) So long as you comply with these Client Terms and Conditions of Use, and subject to the Conditions of Use and privacy policy, Chicago Minds hereby grants you a limited, personal, non-exclusive and non-transferable license to use the Chicago Minds Site for as long as you abide by these Terms and Conditions (collectively referred to as “License Grant”).

12 Acceptable Use

(a) You acknowledge and agree that Chicago Minds

(i) is the exclusive owner (or has the rights of an owner) of all worldwide right to, title to, and interest in the Chicago Minds Site, regardless of the format in which it is expressed; and

(ii) shall be the exclusive owner of all worldwide right to, title to, and interest in any and all modifications, customization, variations, or adaptations of the Chicago Minds Site based on or substantially similar to the Chicago Minds Site.

(b) You shall use reasonable means to ensure, through proper instructions and enforcement actions, that access to and use of the Chicago Minds Site by you will be in accordance with the terms of this Agreement and will be made and used solely for proper and legal purposes, and will be conducted in a manner that does not violate any law, rule or regulation, or the rights of any third party.

(c) Use of the Chicago Minds Site is subject to all terms and conditions of this Agreement, including Chicago Minds’ acceptable use policies. You shall not

(i) use, permit the use of, or permit access the Chicago Minds Site except in accordance with the terms of this Agreement;

(ii) modify, translate, reverse engineer, decompile, disassemble, or attempt to derive or alter any source code of the Chicago Minds Site;

(iii) engage in, permit or suffer to continue any unauthorized copying of the Chicago Minds Site;

(iv) distribute, sublicense, sell, assign, transfer, rent, lease, pledge, encumber, disclose to any unauthorized third party, or otherwise allow any unauthorized third party to view, the Chicago Minds Site, or make any attempt to do so; (v) alter, remove, obscure or hinder delivery of any copyright, disclaimer, or proprietary or intellectual property rights notices appearing in the Chicago Minds Site;

(vi) take any action compromising, or that has the possibility of compromising, the enjoyment and use the Chicago Minds Site by any other customer; or

(vii) take any action compromising, or that has the potential of compromising, Chicago Minds’ rights in the Chicago Minds Site.

13 Consent to Electronic Communications

(a) By providing Chicago Minds with your email address, you consent to receive unencrypted an unsecured email communication from us. You agree that any notices, agreements, disclosures, or other communications that Chicago Minds provides to you by email satisfy any legal communication requirements.

14 Security and Privacy

(a) Chicago Minds utilizes encryption for therapeutic exchanges and Secure Sockets Layer (SSL) protocol for financial transactions.

(b) The Chicago Minds Site incorporates a mechanism for verifying the identity of Clients by asking for a formal identification number such as date of birth, driver’s license, or other satisfactory evidence. Though Clients may choose to utilize a username for participation on the Site, they must offer, at minimum, their full first and last name, home address, and a phone number to confirm identity. Any and all sensitive information stored in the Chicago Minds database will be safe and protected by our platform. However, our Service is based on several factors that exist outside of the Chicago Minds Site, and as such, Chicago Minds cannot guarantee service will be uninterrupted, timely, or secure.

(c) Chicago Minds makes every effort to comply with all applicable laws that concern the privacy of online communications. By using the Chicago Minds Site, however, you acknowledge that the Internet is neither more nor less secure than other communications media, including mail, facsimile, and telephone services, all of which can be intercepted and otherwise compromised.

(d) As a matter of prudence, you are urged to assume that all internet communications are not secure. To learn more about how Chicago Minds maintains the privacy and security of its website visitors, please read the privacy policy.

(e) As a Client, you must exercise good judgment and caution in your use of the Service. You are strictly prohibited from violating or attempting to violate the security of the Service. Any violations may result in criminal, civil, or other penalties against you. We may investigate any suspected violations and cooperate with law enforcement agencies in their investigations of such violations. You represent and warrant that you shall not engage in activities that may infringe on the security of the Service.

15 Information You Provide

(a) Chicago Minds has the right, but not the duty, to monitor your use of the Chicago Minds Site, including any information you provide. Any information you send to Chicago Minds by email may be misdirected or intercepted by unintended recipients, and thus it may not constitute a confidential medium of communication. If you have confidentiality concerns, please consider using an alternative mode of communication and do not transmit any sensitive or confidential information to us via email.

(b) The Chicago Minds Site provides you the option to communicate with Chicago Minds through email. This option is provided solely for your convenience, and it may not be secure. By using it, you agree that Chicago Minds is not responsible for the privacy of any email messages. Chicago Minds does not warrant the confidentiality or security of any email transmission.

(c) You are responsible for all information you send through the Chicago Minds Site. This means that you agree not to transmit information that is illegal, threatening, libelous, defamatory, obscene, ethnically or racially offensive or discriminatory, profane, invades the privacy of another person, or any other information that violates any law or confidentiality agreement. Chicago Minds may edit, delete, modify, or ban such information, and take necessary legal action.

16 Submissions of Information

(a) Do not send Chicago Minds any ideas, suggestions, materials, concepts, or other information (collectively “Information”) relating to the website. If you violate this policy and do send Information to Chicago Minds, that Information will become the property of Chicago Minds. This means that Chicago Minds will have unrestricted use of it for its personal and commercial purposes. Chicago Minds will not compensate you and will not be liable to you or any other provider of the Information.

(b) If you send Information to Chicago Minds, you agree:

(i) to waive your rights in any Information;

(ii) to warrant that it is original to you;

(iii) that you have the right to submit it to Chicago Minds; and

(iv) that you have no recourse against Chicago Minds for any alleged or actual infringement or misappropriation of any proprietary right in any Information.

(c) Chicago Minds is not obligated to maintain the confidentiality of any Information submitted, and Chicago Minds disclaims any liability that may result from its disclosure of any Information submitted in violation of its policy.

(d) You further agree not to:

• Transmit any Information that contains any viruses or other computer programming routines that may damage, interfere with, intercept, or take any system, data, or personal information;

• Impose an unreasonably large amount of Information on the Site or otherwise interfere with or inhibit any other user from using or enjoying the Site;

• Transmit any advertisements, solicitations, chain letters, pyramid schemes, investment opportunities, or other unsolicited commercial communications;

• Access, use, or copy any portion of the Chicago Minds Site using automated mechanisms, such as bots, spiders, scrapers, web crawlers, or indexing agents; and/or

• Impersonate another person or allow any other person or entity to use your identification for interacting on Chicago Minds’ social media, as defined in its privacy policy.

17 Intellectual Property

(a) Except as provided in the License Grant, you may not copy, reproduce, modify, use, republish, upload, post, transmit, or distribute any of the Chicago Minds Site, including any trademarks, names, or logo, and you may not redeliver or present any of the pages, text, images, or the Content using “framing” technology, nor systematically retrieve data, information, or the Content to create a collection, compilation, database, or directory. Chicago Minds reserves all rights not expressly granted.

(b) Except as expressly set forth in this Agreement, you shall not do any of the following:

(i) modify, reformat, or translate the Content,

(ii) license, sell, rent, lease, transfer, assign, distribute, offer, or otherwise commercially exploit the Content, or any portion thereof;

(iii) use the Content in any manner that allows any person to access the Content other than as expressly provided for in this Agreement; or

(iv) continue to use any Content after the termination of this Agreement.

18 Operation of the Chicago Minds Site

(a) Chicago Minds makes all reasonable efforts to keep the Site operational and available for access on a 24-hour-a-day, seven-day-a-week basis. This is occasionally subject to scheduled downtime for maintenance purposes, unscheduled maintenance, and systems outages.

(b) Chicago Minds, however, does not provide any assurance or warranty that:

(i) access will always be available;

(ii) service will be uninterrupted;

(iii) its operation will be error-free; (iv) defects will be corrected; or

(v) the servers that operate the website are free from viruses or other harmful components.

(c) You agree to assume the entire cost of all servicing, repair, or correction to your property arising from your use.

19 Limitation of Liability

(a) You acknowledge that no Provider is an employee of Chicago Minds and that Chicago Minds assumes no responsibility for any act or omission of any Provider. We encourage you to do your own research. You acknowledge that, though a Provider may be featured on the Chicago Minds Site, Chicago Minds cannot predict or asses the utility or effectiveness of services rendered by a Provider.

(b) Under no circumstances will Chicago Minds, its employees, members, managers, officers, directors, shareholders, or agents be held liable for any indirect, consequential, or punitive damages relative to the services provided by any of the Providers accessed through the Chicago Minds Site. All Providers featured on the Chicago Minds Site are independently licensed and insured, and any issue, warranty, or claim by a Client must directly address the respective Provider.

(c) ALL INFORMATION IN THIS SITE IS PROVIDED “AS IS.” ACCORDINGLY, CHICAGO MINDS MAKES NO REPRESENTATIONS, AND NO EXPRESS OR IMPLIED WARRANTIES OF ANY KIND, WITH RESPECT TO THE CONTENT OR OTHERWISE REGARDING THE SITE OR ANY LINKED WEBSITE. TO THE FULL EXTENT PERMITTED BY LAW, CHICAGO MINDS DISCLAIMS ALL WARRANTIES (EXPRESS OR IMPLIED), INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. CHICAGO MINDS GIVES NO WARRANTY AS TO THE ACCURACY, RELIABILITY, COMPLETENESS, CURRENTNESS, TIMELINESS, OR AVAILABILITY OF THE CHICAGO MINDS SITE OR THE CONTENT OR OF ANY LINKED WEBSITE.

(d) By using the Chicago Minds Site, you signify that you assume the risk of accessing and using the information it provides. We do not guarantee the accuracy of information provided on the Chicago Minds Site and are not responsible for any errors or omissions in the information provided.

(e) Chicago Minds is not responsible for visitors’ damage or loss. You agree that Chicago Minds is not responsible to you or others for any loss or damages that result from your use (or non-use) of the Chicago Minds Site or any linked third-party website. This loss or damage includes, but is not limited to, direct, indirect, special, consequential, compensatory damage, incidental damage, lost profits or data, damages to your computer resulting from viruses, loss of or damage to other property, claims of third parties, or copying or display of the Chicago Minds Site or its contents. Chicago Minds is not responsible, regardless of whether Chicago Minds has been advised or knew or should have known of the possibility of such damages or claims. Your sole and exclusive remedy against Chicago Minds is to stop using the Chicago Minds Site.

20 No Warranty or Guarantee of Outcome

(a) Chicago Minds has made efforts to provide accurate information on the Site, the Content, about the Service, and about Professional Services. But any testimonial or example on the Site or in the Content does not guarantee that you will receive similar results. Your results will depend on your background, effort, personal circumstances, and many other factors that are beyond the scope of the Site, the Content, or the Service.

(b) CHICAGO MINDS MAKES NO GUARANTEE AND NO WARRANTY THAT YOU WILL HAVE ANY SPECIFIC RESULT. FURTHER, CHICAGO MINDS MAKES NO GUARANTEE, AND NO WARRANTY THAT THE CHICAGO MINDS SITE WILL OPERATE UNINTERRUPTED AND ERROR-FREE.

21 Indemnification for Your Use of the Chicago Minds Site

(a) Neither Chicago Minds nor any licensors, affiliates, subsidiaries or parent companies, nor any respective officers, directors, employees, or agents will be liable for any damages including, but not limited to, indirect; incidental; consequential; special; exemplary; or punitive damages. In no event shall Chicago Minds nor any licensors, affiliates, subsidiaries or parent companies, nor any respective officers, directors, employees or agents will be liable for any special, indirect, or consequential damages, or damages whatsoever resulting from loss of use or data, whether in an action of contract, negligence, or other tortious action, arising out of or in connection with the use of The Chicago Minds Site. Your sole and exclusive remedy for dissatisfaction with the Service is to stop using the Chicago Minds Site and Service. Chicago Minds provides no indemnification of any kind.

(b) By using this Website, you agree to indemnify Chicago Minds from any suit or proceeding made or brought against Chicago Minds by a third-party for claims that relate to your use of any portion of the Chicago Minds Site or Service.

22 Links to Third-Party Websites

(a) Chicago Minds may provide links to third-party websites. The Site occasionally provides links to third-party websites. By clicking on these links, you agree that Chicago Minds is not responsible and does control any information on these websites. Third-party websites are unrelated to, and not maintained by, Chicago Minds.

(b) By clicking on such links, you agree that Chicago Minds is not responsible for their content, regardless of whether your access is provided by Chicago Minds or by another third-party. Chicago Minds does not warrant the accuracy, timeliness, or suitability of the content of any third-party website.

(c) By providing a link to a third-party website, Chicago Minds does not endorse the products or services of that linked websites, nor does it endorse the third-party website’s sponsoring organization. Your sole and exclusive remedy for claims arising from any such third-party products or services is against the third-party provider and not Chicago Minds.

(d) Third-party websites may provide links to Chicago Minds. Chicago Minds hereby grants third-party websites the limited right to link to its website. This limited license does not grant the right to “framing” of the Content or grant any other activity that could create a misimpression or confusion among users with respect to sponsorship or affiliation.

23 Affiliate Disclaimer

(a) Pursuant to the Federal Trade Commission’s Guides Concerning the Use of Endorsements and Testimonials in Advertising, 16 C.F.R. Part 255 Sections 255.0 through 255.5, some of the links are affiliated links. This means that Chicago Minds may receive payment if you purchase products or services through such links. Chicago Minds only utilizes affiliate links for products or services that its principals have personally used and believe will add value to its visitors and Clients.

24 No Assignment

(a) The Client Terms and Conditions of Use and licenses may not be transferred or assigned by you but may be assigned by us without restriction.

25 Applicable Law and Enforcement of Client Terms and Conditions of Use

(a) The laws of the state of Illinois, without giving effect to its principles of conflicts of law, govern all adversarial proceedings arising out of these Conditions of Use. If a website visitor or Client takes legal action against us relating to the website privacy policy or these Conditions of Use or relating to the visitor’s or Client’s interactions with or relationship to Chicago Minds relating to the Chicago Minds Site, that visitor or Client agrees to file such action only in the state and federal courts located in Illinois.

(b) By using the Chicago Minds Site, you agree that:

(i) if any provision of this agreement is held to be unenforceable, then that provision will be modified to the minimum extent necessary to make it enforceable, unless that modification is not permitted by law, in which case that provision will be disregarded;

(ii) that if an unenforceable provision is modified or disregarded in accordance with this paragraph, then the rest of these Client Terms and Conditions of Use will remain in effect as written; and

(iii) that any unenforceable provision will remain as written in any circumstances other than those in which the provision is held to be unenforceable.

(c) No waiver of any of the privacy policy or these Client Terms and Conditions of Use shall be effective unless it is in writing and signed by an authorized representative of Chicago Minds. No such waiver shall be deemed a further or continuing waiver of such term or any other term or condition of use.

(d) The privacy policy and these Client Terms and Conditions of Use constitute the entire agreement between you and Chicago Minds as it relates to your use of the Chicago Minds Site. It does not create any relationship between you and Chicago Minds that is not contemplated in these policies.

26 Amendments and Modifications

(a) Chicago Minds may amend or update the privacy policies, these Client Terms, and Conditions of Use, the Content, or the Service at any time without prior notice. If you use the Chicago Minds Site after any changes, you agree to be bound by the changes.