IF THIS IS A MEDICAL EMERGENCY OR CRISIS SITUATION, DIAL 9-1-1 IMMEDIATELY

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Last Updated: 07/17/2026

Welcome, and thankyou for your interest in HeartBeam Technologies, Inc. (“HeartBeam”,“we,” or “us”) and the MyHeartBeam mobile app (the “MyHeartBeamApp”) and related web sites, networks, embeddable widgets, downloadablesoftware, mobile applications, tablet applications, and other services providedby us and on which a link to these Terms of Use is displayed (collectively,together with the MyHeartBeam App, our “Service”). These Terms of Use are alegally binding contract between you and HeartBeam regarding your use of theService.

PLEASE READ THEFOLLOWING TERMS OF USE CAREFULLY AS YOUR COMPLIANCE WITH THESE TERMS IS ACONDITION TO YOUR USE OF THE SERVICE. BY CLICKING “I ACCEPT,” DOWNLOADING,INSTALLING, OR OTHERWISE ACCESSING OR USING THE MyHeartBeam APP OR THESERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BEBOUND BY THE FOLLOWING TERMS AND CONDITIONS, INCLUDING THE MYHEARTBEAM PRIVACYPOLICY www.heartbeam.com/app-privacy(COLLECTIVELY, THESE “TERMS”). If you are not eligible to use the Serviceas set forth herein, or do not agree to these Terms, then you are notauthorized to access or use the Service; promptlyexit the Service.

For moreinformation on any such devices and services, please contact HeartBeam CustomerService at 1-844-443-2782 or support@heartbeam.com.

You acknowledgeand agree that, as provided in greater detail in the Terms:

• The MyHeartBeam App is licensed, not sold to you,     and you may use the Service only as set forth in these Terms.
• Your use of the Service may be subject to separate     third-party terms of service and fees, including, without limitation, the     terms of service and data, SMS, MMS, and other fees of your mobile network     operator (the “Carrier”), which are your sole responsibility.
• You consent to the collection and use of your     personally identifiable information in accordance with the HeartBeam     Privacy Policy www.heartbeam.com/app-privacy.
• The Service is provided “as is” without warranties     of any kind and HeartBeam’s liability to you is limited.
• PLEASE NOTE THAT WE DO NOT PROVIDE PROFESSIONAL     MEDICAL, DIAGNOSIS, OR TREATMENT ADVICE. There is no express or implied     physician-patient relationship between you and HeartBeam, its employees,     agents or consultants. The information generated by the Service is intended     to be interpreted by your designated health care provider. Always seek the     advice of a qualified health care provider regarding any medical condition     and with regard to all diagnoses and treatments. Never disregard     professional medical advice or delay seeking care because of information     provided by the Service.
• IF YOU NEED IMMEDIATE MEDICAL ATTENTION, PLEASE     CALL 9-1-1.
• Disputes arising hereunder will be resolved by     binding arbitration, AND BY ACCEPTING THESE TERMS, YOU HEREBY     KNOWINGLY AND VOLUNTARILY AGREE THAT, UNLESS OTHERWISE STATED, ALL     DISPUTES BETWEEN YOU AND HeartBeam WILL BE RESOLVED BY MANDATORY BINDING     ARBITRATION AND THAT YOU WAIVE THE RIGHT TO ASSERT ANY CLAIM ARISING OUT     OF OR RELATING TO THESE TERMS IN ANY COURT, EXCEPT AS EXPRESSLY PROVIDED     HEREIN. YOU ALSO KNOWINGLY AND VOLUNTARILY WAIVE THE RIGHT TO A TRIAL BY     JURY AND TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE     ARBITRATION. YOU FURTHER ACKNOWLEDGE THAT YOU ARE ENTERING INTO THESE     TERMS VOLUNTARILY AND NOT IN RELIANCE ON ANY PROMISES OR REPRESENTATION     WHATSOEVER EXCEPT THOSE CONTAINED IN THESE TERMS THEMSELVES. Please review     the Dispute Resolution Section below for the details regarding your     agreement to arbitrate any disputes with HeartBeam.

HeartBeam Service Overview:

HeartBeam is inthe business of designing, manufacturing, and distributing its Service tohealth care providers, who provide access to and use of the Service to theirpatients. The Service allows patients to take an ECG and documentsymptom-related information while using HeartBeam ECG card devices. Each HeartBeamECG card device is individually calibrated to the patient to whom it isprescribed by the patient’s designated health care provider and is intended foruse solely by that patient. Data collected via the MyHeartBeam App may beutilized in conjunction with such HeartBeam card devices and processed tocreate related clinical information that is relayed to a patient’s designated healthcare provider as described in the Privacy Policy (www.heartbeam.com/app-privacy). You should contactyour designated health care provider directly for all questions concerning yourmedical care, treatment, or diagnosis. HeartBeam is not a health care provider,and is not otherwise responsible for your medical care, treatment, ordiagnosis. Your health care provider is solely responsible for ultimatelydetermining whether the Service is clinically appropriate for you. HeartBeamwill not bill you for your use of the Service. Your designated health careprovider is responsible for coordinating payment with you for the Service.

1.        Not for Emergencies.The Service is not for medical emergencies or urgent situations. You should notdisregard or delay seeking medical advice based on anything that appears ordoes not appear on the Service. If you believe that you are experiencingan emergency, call 9-1-1 immediately. You should seek emergency help orfollow up care when recommended by your designated health care provider or whenotherwise needed. You should consult with your designated health care providerand other health care professionals as recommended. Always seek the advice of aphysician or other qualified health care provider concerning questions you haveregarding a medical condition and before stopping, starting, or modifying anytreatment.

2.        Eligibility.You must be at least eighteen (18) years of age to use the Service. By agreeingto these Terms, you represent and warrant to us: (i) that you are at leasteighteen (18) years of age; (ii) that you have not previously been suspended orremoved from the Service; and (iii) that your registration and your use of theService is in compliance with any and all applicable laws and regulations. Ifyou are using the Service on behalf of an entity, organization, or company, yourepresent and warrant that you have the authority to bind such organization tothese Terms and you agree to be bound by these Terms on behalf of suchorganization.

3.        Prescription Practices.The Service requires a valid prescription by a licensed health care provider.You will not be able to access or use the Service unless your designated healthcare provider has determined the Service is appropriate for you, and haswritten a prescription.

4.        Not an Insurance Product.HeartBeam is not an insurer, nor do we offer an insurance plan or product. Your designated healthcare provider is responsible for coordinating payment with you for the Service.

5.        Accounts and Registration.To access most features of the Service, you must register for an account. Whenyou register for an account, you may be required to provide us with someinformation about yourself (such as your e-mail address and other contactinformation). You agree that the information you provide to us is accurate andthat you will keep it accurate and up-to-date at all times; failure to do somay result in termination of your account or inability to access the Service.When you register, you will be asked to provide a password. Each time you useyour password or identification, you will be deemed to be authorized to accessand use the Service in a manner consistent with these Terms and we have noobligation to investigate the authorization or source of any such access or useof the Service. You agree that your account is for your personal,non-commercial use only. You may not authorize others to use your account, andyour account is not transferable or sublicensable to third parties. Doing sowill compromise the security of your account.

YOU WILL BE SOLELYRESPONSIBLE FOR ALL ACCESS TO AND USE OF THE SERVICE AND YOUR ACCOUNT BY ANYONEUSING YOUR PASSWORD AND IDENTIFICATION IN CONNECTION WITH YOUR ACCOUNT,INCLUDING WITHOUT LIMITATION, ALL COMMUNICATIONS AND TRANSMISSIONS AND ALLOBLIGATIONS (INCLUDING, WITHOUT LIMITATION, FINANCIAL OBLIGATIONS) INCURREDTHROUGH SUCH ACCESS OR USE. You represent and warrant that: (i) you will be theonly person accessing the Service through the account you create, (ii) you willkeep your account credentials, including password, confidential and secure, and(iii) if you have reason to believe that your account is nolonger secure, youwill immediately notify HeartBeam of any suspected breach of security relatedto the App or your account or of any unauthorized use of your accountat support@heartbeam.com.

We are not liable forany damages that result from unauthorized account access or use except whererequired by law. You are solely responsible for the use of your account, howyou use the Service and your interactions with third parties through your useof the Service. You acknowledge that HeartBeam is not liable for third-partyaccess to your account that results from theft or misappropriation of your username and password including any activities that occur using your account externalafter any improper access event, theft or misappropriation except whererequired by law.

6.        App Terms. Theterms of this Section 6 govern your acquisition and use of the MyHeartBeam App.We reserve the right to withdraw or amend the Service, in our sole discretionwithout notice. We will not be liable if for any reason all or any part of theService is unavailable at any time or for any period. From time to time, we mayrestrict access to some parts of, or the entire Service, to Users.

A.       Third Party Accounts. In order to download the App, youmay be required by the third party who is distributing or providing you accessto the App, such as Apple, Inc. (each, a “Distributor”), to create anaccount. You are solely responsible for maintaining the security of any logins,passwords, or other credentials that you select or that are provided to you toaccess your account with any Distributor. Your use of any account with aDistributor is subject to any terms, conditions, and policies, includingprivacy policies, of that Distributor. HeartBeam is not responsible for any actor omission of any Distributor.

B.       License to the App. Subject to your complete andongoing compliance with all the terms and conditions set forth in these Terms(including without limitation compliance with all license restrictions),HeartBeam grants you (1) a limited, non-exclusive, non-transferable, non-sublicensable,revocable license to use one copy of the MyHeartBeam App downloaded directlyfrom HeartBeam or from a legitimate marketplace (such as Apple's iTunes store),solely in object code format and solely for your personal use for lawfulpurposes, on compatible mobile devices that you own or control; and (2)permission to access and use the Service, only for your personal use, andsolely through the use of a licensed copy of the MyHeartBeam App. You may notreproduce, distribute, publicly display, or publicly perform the MyHeartBeamApp or any part of the Service. Except if, and solely to the extent that, sucha restriction is impermissible under applicable law, you may not (a) decompile,reverse engineer, or otherwise access or attempt to access the source code forthe MyHeartBeam App, or make or attempt to make any modification to orderivative work of the MyHeartBeam App; or (b) interfere with or circumvent anyfeature of the MyHeartBeam App, including without limitation any security oraccess control mechanism. You may not use the MyHeartBeam App or the Servicefor any purpose other than a purpose for which the MyHeartBeam App and theService are expressly designed. The term MyHeartBeam App, as used herein,includes any update or modification to the MyHeartBeam App made available toyou by HeartBeam (unless provided with separate terms). If you are prohibitedunder applicable law from using the MyHeartBeam App or the rest of the Service,you may not use them.

C.       Access to the MyHeartBeam App; Third Party Fees. HeartBeamdoes not provide you with the equipment to use the MyHeartBeam App. You areresponsible for all fees charged by third parties to access and use theMyHeartBeam App (e.g., charges by mobile carriers). Without limiting theforegoing, you are solely responsible for the payment of all applicable feesassociated with any carrier service plan you use in connection with your use ofthe Service (such as voice, data, SMS, MMS, roaming, other applicable feescharged by the carrier). Accordingly, you should use care in selecting aservice plan offered by your carrier. If your device is lost or stolen, youmust notify HeartBeam immediately to suspend services.

D.       Device Restrictions. Each HeartBeam ECG card deviceprovided to you in connection with the Service is specifically calibrated toyou as an individual patient. Because of this individualized calibration, thedevice is intended for your exclusive personal use and may not be shared with,transferred to, or used by any other person. You agree that you will not: (i)share or otherwise permit any other individual to use your device; (ii) sell,resell, lease, sublicense, or otherwise transfer your device to any thirdparty; or (iii) tamper with, modify or attempt to recalibrate the device. HeartBeamshall have no liability for any claims, damages, or losses arising from orrelating to the use of a device by anyone other than the intended User. If yourdevice is damaged, lost, or no longer functioning, please contact us at 1-844-443-2782or support@heartbeam.comfor a replacement.

7.        Prohibited Conduct.BY USING THE SERVICE YOU AGREE NOT TO:

A.       use the Service for any illegal purpose, or inviolation of any local, state, national, or international law, including,without limitation, laws governing protected health information, intellectualproperty and other proprietary rights, and data protection and privacy;

B.       violate, or encourage others to violate, the rights ofthird parties, including by infringing or misappropriating third partyintellectual property rights;

C.       interfere with security-related features of theService, including without limitation by (i) disabling or circumventingfeatures that prevent or limit use or copying of any content, or (ii) reverseengineering or otherwise attempting to discover the source code of the Serviceor any part thereof except to the extent that such activity is expresslypermitted by applicable law;

D.       interfere with the operation of the Service or anyuser's enjoyment of the Service, including without limitation by (i) uploadingor otherwise disseminating viruses, adware, spyware, worms, or other maliciouscode, (ii) making unsolicited offers or advertisements to other users of theService, (iii) attempting to collect personal information about users or thirdparties without their consent, or (iv) interfering with or disrupting anynetworks, equipment, or servers connected to or used to provide the Service, orviolating the regulations, policies, or procedures of such networks, equipment,or servers;

E.       perform any fraudulent activity including impersonatingany person or entity, claiming false affiliations, accessing the Serviceaccounts of others without permission, or falsifying your age or date of birth;

F.        sell or otherwise transfer the access granted herein orany Materials (as defined in Section 14 below) or any right or ability to view,access, or use any Materials;

G.       attempt to do any of the foregoing in this Section 7,or assist or permit any persons in engaging in any of the activities describedin this Section 7;

H.       use any robot, spider, or other automatic device,process or means to access the Service for any purpose, including monitoring orcopying any of the material on the Service;

I.         use the Service in any manner that could disable,overburden, damage, or impair the Service or interfere with any other party’suse of the Service, including their ability to engage in real-time activitiesthrough the Service;

J.        introduce any viruses, trojan horses, logic bombs, orother material which is malicious or technologically harmful;

K.       attack the Service via a denial-of-service attack or adistributed denial-of-service attack; or

L.        share, sell, resell, lease, transfer, or otherwisepermit any third-party to use any device provided to you in connection with theService, or tamper with, modify, or attempt to recalibrate any device.

8.        Third-Party Services and LinkedWebsites. HeartBeam may provide tools through the Servicethat enable you to export information to third party services, includingthrough features that allow you to link your account on HeartBeam with anaccount on the third party service. By using one of these tools, you agree thatwe may transfer that information to the applicable third party service. Thirdparty services are not under our control, and we are not responsible for anythird party service's use of your exported information. The Service may alsocontain links to third party websites. Linked websites are not under ourcontrol, and we are not responsible for their content. You agree to use suchthird party services at your own risk. We are not responsible for examining orevaluating the content or accuracy of any third party services and shall not beliable for any such third party services. Data displayed by the Service or througha third party service, including, but not limited to financial, medical, andlocation information, is for general informational purposes only and is notguaranteed by HeartBeam or its agents. We reserve the right to change, suspend,remove, disable, or impose access restrictions or limits on any third partyservices at any time without notice or liability to you.

9.        Termination of Use;Discontinuation and Modification of the Service. Ifyou violate any provision of these Terms, your permission to use the Servicewill terminate automatically. Additionally, HeartBeam, in its sole discretion,may terminate your user account on the Service or suspend or terminate youraccess to the Service at any time, with or without notice. We also reserve theright to modify or discontinue the Service at any time (including, withoutlimitation, by limiting or discontinuing certain features of the Service)without notice to you. We will have no liability whatsoever on account of anychange to the Service or any suspension or termination of your access to or useof the Service. You may terminate your account at any time by contactingcustomer service at support@heartbeam.com.Without limiting the foregoing, we have the right to fully cooperate with anylaw enforcement authorities or court order requesting or directing us todisclose the identity or other information of anyone violating these Terms. YOUWAIVE AND HOLD HARMLESS HeartBeam AND ITS LICENSEES AND SERVICE PROVIDERS FROMANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIESDURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS ACONSEQUENCE OF INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENTAUTHORITIES.

10.      Accuracyand Integrity of Information. Although weattempt to ensure the integrity and accuracy of the Service, we make norepresentations, warranties, or guarantees whatsoever as to the correctness oraccuracy of the Service and content therein. It is possible that the Servicecould include typographical inaccuracies or other errors, and that unauthorizedadditions, deletions, and alterations could be made to the Service by thirdparties. In the event that an inaccuracy arises, please inform us so that itcan be corrected. We reserve the right to unilaterally correct any inaccuracieson the Service without notice. Information contained on the Service may bechanged or updated without notice. Additionally, HeartBeam shall have noresponsibility or liability for information or content posted on the Servicefrom any unaffiliated third party.

11.      Feedback. Ifyou provide feedback to HeartBeam regarding the Service (“Feedback”), youacknowledge that the Feedback is not confidential and you authorize HeartBeamto use that Feedback without restriction and without payment to you.Accordingly, you hereby grant to HeartBeam a nonexclusive, royalty-free,fully-paid, perpetual, irrevocable, transferable, and fully sublicensable rightto use the Feedback in any manner and for any purpose.

12.      PrivacyPolicy; Additional Terms

A.       Privacy Policy. Please read the MyHeartBeamPrivacy Policy carefully for information relating to our collection, use,storage and disclosure of your personal information. You consent to all actionswe take with respect to your information consistent with the HeartBeam PrivacyPolicy. The HeartBeam Privacy Policy (www.heartbeam.com/app-privacy)is hereby incorporated by reference into, and made a part of, these Terms. Youacknowledge that any information provided by you to your health care provider inconnection with the Service shall be governed by your designated health careprovider’s notice of privacy practices.

B.       Additional Terms. Your use of the Service is subject toany and all additional terms, policies, rules, or guidelines applicable to theService or certain features of the Service that we may post on or link to onthe Service (the "Additional Terms"), such as end-user licenseagreements for any downloadable applications that we may offer, or rulesapplicable to particular features or content on the Service, subject to Section17 below. All such Additional Terms are hereby incorporated by reference into,and made a part of, these Terms.

13.     Changes to the Terms.These Terms were published on the date “Last Updated” above. We reserve theright, at our discretion, to change these Terms on a going-forward basis at anytime by posting the amended terms on our website. Please check these Termsperiodically for changes. In the event that a change to these Terms materiallymodifies your rights or obligations, we will make reasonable efforts to notifyyou of such change. We may provide notice through a pop-up or banner within theService, by sending an email to any address you may have used to register foran account, or through other similar mechanisms. Any use of the Service afterpublication of any such changes shall constitute your acceptance of the Termsas modified. However, any dispute that arose before the modification shall begoverned by the Terms (including the binding individual arbitration clause) inplace at the time the dispute arose. HeartBeam also reserves the right to post,from time to time, additional rules of usage that apply to specific parts ofHeartBeam’s services, which may be posted in the relevant parts of the Serviceand will be clearly identified. Your continued use of the Service constitutesyour agreement to comply with these additional rules.

14.      Ownership;Proprietary Rights. The Service is owned and operated by HeartBeam. Thevisual interfaces, graphics, design, compilation, information, data, computercode (including source code or object code), products, software, services, andall other elements of the Service (the “Materials”) provided by HeartBeamare protected by all relevant intellectual property and proprietary rights andapplicable laws. All Materials contained in the Service are the property ofHeartBeam or our third-party licensors. These Terms permit you to use theService for your personal, non-commercial use only. Except as expresslyauthorized by HeartBeam, you may not reproduce, distribute, modify, createderivative works of, publicly display, publicly perform, republish, download,store, or transmit any of the Materials. HeartBeam reserves all rights to theMaterials not granted expressly in these Terms.

Youmust not:

·          Modify copies of any materials from the App or receivedthrough the Service;

·          Use any illustrations, photographs, video or audiosequences or any graphics separately from the accompanying text; or

·          Delete or alter any copyright, trademark or otherproprietary rights notices from copies of materials from the Service.

Youmay not frame or utilize framing techniques to enclose, or deep link to, anyname, trademarks, service marks, logo, Materials, or other proprietaryinformation (including images, text, page layout or form) of HeartBeam withoutour express written consent.

Youmust not access or use any part of the Service or content available through theService for the benefit of third parties or for any commercial purposes withoutexpress written consent of HeartBeam.

Ifyou print, copy, modify, download or otherwise use or provide any other personwith access to any part of the Service in breach of the Terms, your right touse the Service will cease immediately. No right, title or interest in or tothe Service or any Materials or content on the Service is transferred to you,and all rights not expressly granted are reserved by HeartBeam. Any use of theService not expressly permitted by these Terms is a breach of these Terms andmay violate copyright, trademark, and other laws.

15.      Trademarks.The HeartBeam names, logos, product and service names, designs and slogans aretrademarks of HeartBeam or its licensors. You must not use such marks withoutprior written permission of HeartBeam. All other names, logos, product andservice names, designs and slogans on the Service are the trademarks of theirrespective owners.

16.      Indemnity. Youagree that you will be responsible for your access and use of the Service, and byaccessing and using the Service, you agree to defend, indemnify, and holdharmless HeartBeam and its officers, directors, employees, consultants,affiliates, subsidiaries and agents (collectively, the "HeartBeamEntities") from and against any and all claims, liabilities, damages,losses, and expenses, including reasonable attorneys' fees and costs, arisingout of or in any way connected with (i) your access to, use of, or alleged useof the Service; (ii) your violation of these Terms or any representation,warranty, or agreements referenced herein, or any applicable law or regulation;(iii) your violation of any third-party right, including, without limitation,any intellectual property right, publicity, confidentiality, property orprivacy right; or (iv) any disputes or issues between you and any third party.We reserve the right, at our own expense, to assume the exclusive defense andcontrol of any matter otherwise subject to indemnification by you (and withoutlimiting your indemnification obligations with respect to such matter), and insuch case, you agree to cooperate with our defense of such claim.

17.      Disclaimers;No Warranties

THESERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE AREPROVIDED "AS IS" AND ON AN "AS AVAILABLE" BASIS, WITHOUTWARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED. THE HEARTBEAMENTITIES SPECIFICALLY (BUT WITHOUT LIMITATION) DISCLAIM ALL WARRANTIES OF ANYKIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS ANDCONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING BUT NOT LIMITED TO (i) ANYIMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE,QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (ii) ANY WARRANTIES ARISING OUT OFCOURSE OF DEALING, USAGE, OR TRADE. THE HEARTBEAM ENTITIES DO NOT WARRANT THATTHE SERVICE OR ANY PART THEREOF, OR ANY MATERIALS OR CONTENT OFFERED THROUGHTHE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OROTHER HARMFUL COMPONENTS, AND DO NOT WARRANT THAT ANY OF THE FOREGOING WILL BECORRECTED.

NOADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THESERVICE OR ANY MATERIALS OR CONTENT AVAILABLE ON OR THROUGH THE SERVICE WILLCREATE ANY WARRANTY REGARDING ANY OF THE HEARTBEAM ENTITIES OR THE SERVICE THATIS NOT EXPRESSLY STATED IN THESE TERMS. YOU ASSUME ALL RISK FOR ALL DAMAGESTHAT MAY RESULT FROM YOUR USE OF OR ACCESS TO THE SERVICE AND ANY MATERIALS ORCONTENT AVAILABLE THROUGH THE SERVICE. YOU UNDERSTAND AND AGREE THAT YOU USETHE SERVICE AND USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN MATERIALS OR CONTENTTHROUGH THE SERVICE AND ANY ASSOCIATED SITES OR SERVICES AT YOUR OWN DISCRETIONAND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY(INCLUDING YOUR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE) OR LOSS OFDATA THAT RESULTS FROM THE USE OF THE SERVICE OR THE DOWNLOAD OR USE OF SUCHMATERIALS OR CONTENT.

SOMEJURISDICTIONS MAY PROHIBIT A DISCLAIMER OF WARRANTIES AND YOU MAY HAVE OTHERRIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION.

TheService provides, among other things, information and readings to you based onyour symptom entry into the Service. HEARTBEAM DOES NOT PROVIDE MEDICAL ADVICEOR DIAGNOSIS AND YOUR ACCESS TO OR USE OF THE SERVICE DOES NOT CREATE APHYSICIAN-PATIENT RELATIONSHIP BETWEEN YOU AND HEARTBEAM. YOU AGREE THATHEARTBEAM CANNOT VERIFY THAT YOU HAVE CORRECTLY COMPLETED SYMPTOM ENTRY ACTIONSON THE MYHEARTBEAM APP, OR THAT ANY INFORMATION OBTAINED THROUGH THE SERVICE ISACCURATE, AND HEARTBEAM EXPRESSLY DISCLAIMS, ANY OBLIGATION OR LIABILITY INCONNECTION WITH ANY MEDICAL AND HEALTH CARE DECISIONS, INCLUDING, BUT NOTLIMITED TO, DIAGNOSES, TREATMENT PLANNING, AND OTHER CLINICAL OR OPERATIONALDETERMINATION OR ANY ACTION OR INACTION RESULTING FROM YOUR USE OF THE SERVICE.YOU SHOULD NOT RELY ON THIS INFORMATION AS A SUBSTITUTE FOR, NOR DOES ITREPLACE, PROFESSIONAL MEDICAL ADVICE. YOU ACKNOWLEDGE THAT YOUR DESIGNATEDHEALTH CARE PROVIDER IS SOLELY RESPONSIBLE FOR VERIFYING AND ENSURING THEACCURACY AND APPROPRIATENESS OF ALL INFORMATION INPUTTED INTO THE SERVICE, ANDTHE APPLICATION OF SUCH OUTPUT TO YOUR DIAGNOSIS, TREATMENT, OR OTHER MEDICALOR HEALTH CARE DECISIONS. IF YOU HAVE ANY CONCERNS OR QUESTIONS ABOUT YOURHEALTH OR THE CONTENT ON THE SERVICE, YOU SHOULD ALWAYS CONSULT WITH APHYSICIAN OR OTHER HEALTH-CARE PROFESSIONAL. DO NOT DISREGARD, AVOID OR DELAYOBTAINING MEDICAL, HEALTH OR CLAIMS MANAGEMENT RELATED ADVICE FROM YOUR HEALTH-CAREPROFESSIONAL BECAUSE OF SOMETHING YOU MAY HAVE READ ON OR THROUGH THE SERVICE.THE USE OF ANY INFORMATION PROVIDED ON OR THROUGH THE SERVICE IS SOLELY AT YOUROWN RISK.

Nothingstated or posted on the MyHeartBeam App or available through any Service isintended to be, and must not be taken to be, the practice of medicine orcounseling care. Your access or use of the MyHeartBeam App and the Service doesnot create in any way a physician/patient, confidential, or privilegedrelationship, or any other relationship that would give rise to any duties onour part or the part of our licensors.

18.      Limitationof Liability

INNO EVENT WILL THE HEARTBEAM ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT,INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING, WITHOUTLIMITATION, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHERINTANGIBLE LOSSES) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, ORYOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THESERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE),STATUTE OR ANY OTHER LEGAL THEORY, WHETHER OR NOT THE HEARTBEAM ENTITIES HAVEBEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.

YOUAGREE THAT THE AGGREGATE LIABILITY OF THE HEARTBEAM ENTITIES TO YOU FOR ANY ANDALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE THESERVICE (INCLUDING ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE) OROTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, ISLIMITED TO $100. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SERVICE IS TOSTOP USING THE SERVICE.

SOMEJURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FORCONSEQUENTIAL OR INCIDENTAL DAMAGES. ACCORDINGLY, THE ABOVE LIMITATION MAY NOTAPPLY TO YOU.

EACHPROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY,DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS TO ALLOCATE THE RISKSUNDER THESE TERMS BETWEEN THE PARTIES. THIS ALLOCATION IS AN ESSENTIAL ELEMENTOF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS ISSEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THELIMITATIONS IN THIS SECTION 18 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OFITS ESSENTIAL PURPOSE.

19.      SpecialConsiderations for International Use. WhileHeartBeam has designed the Service for users in the United States, we recognizethe global nature of the Internet. As a condition of using the Service, youagree to comply with all local rules regarding online conduct. Specifically,you agree to comply with all applicable laws regarding the transmission ofprotected health information, including clinical and personal data, exportedfrom the United States or the country in which you reside. You further agreethat you are not a person barred from enrolling for or receiving the Serviceunder the laws of the United States or other applicable jurisdictions in whichyou may be located.

20.      GoverningLaw. These Terms shall be governed by the laws of theState of California without regard to conflict of law principles. To the extentthat any lawsuit or court proceeding is permitted hereunder, you and HeartBeamagree to submit to the personal and exclusive jurisdiction of the state courtsand federal courts located within Santa Clara County, California for the purposeof litigating all such disputes.[RG1] 

21.      General. TheseTerms, together with the Privacy Policy and any other agreements expresslyincorporated by reference herein, constitute the entire and exclusiveunderstanding and agreement between you and HeartBeam regarding your use of andaccess to the Service, and except as expressly permitted above may be amendedonly by a written agreement signed by authorized representatives of all partiesto these Terms. You may not assign or transfer these Terms or your rightshereunder, in whole or in part, by operation of law or otherwise. We may assignthese Terms at any time without notice. The failure to require performance ofany provision will not affect our right to require performance at any timethereafter, nor shall a waiver of any breach or default of these Terms or anyprovision of these Terms constitute a waiver of any subsequent breach ordefault or a waiver of the provision itself. Use of section headers in theseTerms is for convenience only and shall not have any impact on theinterpretation of particular provisions. In the event that any part of theseTerms is held to be invalid or unenforceable, the unenforceable part shall begiven effect to the greatest extent possible and the remaining parts willremain in full force and effect.

22.      DisputeResolution and Arbitration

A.       Generally. In the interest of resolving disputesbetween you and HeartBeam in the most expedient and cost-effective manner, youand HeartBeam agree that any and all disputes arising in connection with theseTerms shall be resolved by binding arbitration. Arbitration is more informalthan a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judgeor jury, may allow for more limited discovery than in court, and can be subjectto very limited review by courts. Arbitrators can award the same damages andrelief that a court can award. Our agreement to arbitrate disputes includes,but is not limited to all claims arising out of or relating to any aspect ofthese Terms, whether based in contract, tort, statute, fraud, misrepresentation,or any other legal theory, and regardless of whether the claims arise during orafter the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BYENTERING INTO THESE TERMS, YOU AND HEARTBEAM ARE EACH WAIVING THE RIGHT TO ATRIAL BY JURY AND TO PARTICIPATE IN A CLASS ACTION.

B.       Exceptions. Notwithstanding Subsection 22(A), weboth agree that nothing herein will be deemed to waive, preclude, or otherwiselimit either of our rights to (i) bring an individual action in small claimscourt, (ii) pursue enforcement actions through applicable federal, state, orlocal agencies where such actions are available, (iii) seek injunctive reliefin a court of law, or (iv) to file suit in a court of law to addressintellectual property infringement claims.

C.       Arbitrator. Any arbitration between you andHeartBeam will be governed by the Commercial Dispute Resolution Procedures andthe Supplementary Procedures for Consumer Related Disputes(collectively, "AAA Rules") of the American ArbitrationAssociation ("AAA"), as modified by these Terms, and will beadministered by the AAA. The AAA Rules and filing forms are available onlineat www.adr.org,by calling the AAA at 1-800-778-7879, or by contactingHeartBeam.

D.       Notice; Process. A party who intends to seekarbitration must first send a written notice of the dispute to the other, bycertified mail or Federal Express (signature required), or in the event that wedo not have a physical address on file for you, by electronic mail("Notice"). HeartBeam's address for Notice is: HeartBeamTechnologies, Inc., 2118 Walsh Avenue, Suite 110, Santa Clara, CA 95010. ATTN:CFO. The Notice must (i) describe the nature and basis of the claim or dispute;and (ii) set forth the specific relief sought ("Demand"). We agree touse good faith efforts to resolve the claim directly, but if we do not reach anagreement to do so within 30 days after the Notice is received, you orHeartBeam may commence an arbitration proceeding. During the arbitration, theamount of any settlement offer made by you or HeartBeam shall not be disclosedto the arbitrator until after the arbitrator makes a final decision and award,if any. In the event our dispute is finally resolved through arbitration inyour favor, HeartBeam shall pay you (i) the amount awarded by the arbitrator,if any, (ii) the last written settlement amount offered by HeartBeam insettlement of the dispute prior to the arbitrator's award; or (iii) $1,000.00,whichever is greater.

E.       Fees. In the event that you commence arbitrationin accordance with these Terms, HeartBeam will reimburse you for your paymentof the filing fee, unless your claim is for greater than $10,000, in which casethe payment of any fees shall be decided by the AAA Rules. Any arbitrationhearings will take place at a location to be agreed upon in Santa Clara County,California, provided that if the claim is for $10,000 or less, you may choosewhether the arbitration will be conducted (i) solely on the basis of documentssubmitted to the arbitrator; (ii) through a non-appearance based telephonichearing; or (iii) by an in-person hearing as established by the AAA Rules inthe county (or parish) of your billing address. If the arbitrator finds thateither the substance of your claim or the relief sought in the Demand isfrivolous or brought for an improper purpose (as measured by the standards setforth in Federal Rule of Civil Procedure 11(b)), then the payment of all feeswill be governed by the AAA Rules. In such case, you agree to reimburseHeartBeam for all monies previously disbursed by it that are otherwise yourobligation to pay under the AAA Rules. Regardless of the manner in which thearbitration is conducted, the arbitrator shall issue a reasoned writtendecision sufficient to explain the essential findings and conclusions on whichthe decision and award, if any, are based. The arbitrator may make rulings andresolve disputes as to the payment and reimbursement of fees or expenses at anytime during the proceeding and upon request from either party made within 14days of the arbitrator's ruling on the merits.

F.        No Class Actions. YOU AND HEARTBEAM AGREE THATEACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITYAND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVEPROCEEDING. Further, unless both you and HeartBeam agree otherwise, thearbitrator may not consolidate more than one person's claims, and may nototherwise preside over any form of a representative or class proceeding.

G.       Modifications. In the event that HeartBeam makesany future change to this arbitration provision (other than a change toHeartBeam's address for Notice), you may reject any such change by sending uswritten notice within 30 days of the change to HeartBeam's address for Notice,in which case your account with HeartBeam shall be immediately terminated andthis arbitration provision, as in effect immediately prior to the amendmentsyou reject, shall survive.

H.       Enforceability. If this agreement to arbitrate isfound to be unenforceable or if the entirety of this Section 22 is found to beunenforceable, then the entirety of this Section 22 shall be null and void and,in such case, the parties agree that the exclusive jurisdiction and venuedescribed in Section 20 shall govern any action arising out of or related tothese Terms.

23.      Limitationon Time to File Claims. Any cause of action or claimyou may have arising out of or relating to these Terms or the Service must becommenced within one (1) year after the cause of action accrues, otherwise,such cause of action or claim is permanently barred.

24.      NoThird Party Rights. Unless expressly stated in these Terms, nothingherein is intended to confer any rights, obligations, duties, or remedies, onany person other than you and HeartBeam. Nothing in these Terms is intended torelieve or discharge the obligation or liability of any third persons to youand HeartBeam, nor shall any provision give any third parties any right ofsubrogation or action against you and HeartBeam. The Service is only providedfor your benefit and may not be relied on by any third party.

25.      Consentto Electronic Communications. By usingthe Service, you consent to receiving certain electronic communications from usas further described in our Privacy Policy. Please read our Privacy Policy tolearn more about your choices regarding our electronic communicationspractices. You agree that any notices, agreements, disclosures, or othercommunications that we send to you electronically will satisfy any legalcommunication requirements, including that such communications be in writing.When you use the Service, or send e-mails, messages, and other communicationsfrom your device to us, you are communicating with us electronically. Youconsent to receive communications from us electronically. You agree that (i)all agreements and consents can be signed electronically, and (ii) all notices,disclosures, and other communications that we provide to you electronicallysatisfy any legal requirement that such notices and other communications be inwriting.

26.      Qualityand Accuracy Testing. In order to better improve the Service, we mayoffer you the opportunity to help us test the accuracy and quality of theService. If you choose to participate in such tests, we may correspond with youand provide you information about your use of the Service for you to verify. Inorder to ensure the quality of these tests, some of the information that wewill provide may be randomized or incorrect.

27.      Noticeto California Residents. If you are a Californiaresident, you may have these Terms mailed to you electronically by sending aletter to the foregoing address with your electronic mail address and a requestfor these Terms. In addition, under California Civil Code Section 1789.3, youmay contact the Complaint Assistance Unit of the Division of Consumer Servicesof the California Department of Consumer Affairs in writing at 1625 N. MarketBlvd., Suite S-202, Sacramento, California 95834, or by telephone at (800)952-5210 in order to resolve a complaint regarding the service or to receivefurther information regarding use of the service.

28.      SpecialTerms Regarding Apple. To the extent that you are using our mobileapplications on an iOS device, you further acknowledge and agree to the termsof this Section 28. You acknowledge that these Terms are between you andHeartBeam only, not with Apple, and Apple is not responsible for the Serviceand the content thereof. Apple has no obligation whatsoever to furnish anymaintenance and support services with respect to the Service. In the event ofany failure of the Service to conform to any applicable warranty, you maynotify Apple and Apple will refund any applicable purchase price for the mobileapplication to you; and, to the maximum extent permitted by applicable law,Apple has no other warranty obligation whatsoever with respect to the Service.Apple is not responsible for addressing any claims by you or any third partyrelating to the Service or your possession and/or use of the Service,including, but not limited to: (i) product liability claims; (ii) any claimthat the Service fails to conform to any applicable legal or regulatoryrequirement; and (iii) claims arising under consumer protection or similarlegislation. Apple is not responsible for the investigation, defense,settlement and discharge of any third party claim that the Service and/or yourpossession and use of the mobile application infringe that third party'sintellectual property rights. You agree to comply with any applicable thirdparty terms when using the Service. Apple and Apple's subsidiaries are thirdparty beneficiaries of these Terms, and upon your acceptance of these Terms,Apple will have the right (and will be deemed to have accepted the right) toenforce these Terms against you as a third party beneficiary of these Terms.You hereby represent and warrant that (i) you are not located in a country thatis subject to a U.S. Government embargo, or that has been designated by theU.S. Government as a “terrorist supporting” country; and (ii) you are notlisted on any U.S. Government list of prohibited or restricted parties.

29.      ForceMajeure. We will not be deemed to be in breach of these Termsor liable or deemed to have defaulted for any breach of these Terms or ourPrivacy Policy due to any failure or delay in fulfilling or performing anyterms of these Terms, when and to the extent such failure or delay is caused byor results from an event or occurrence beyond our reasonable control, includingwithout limitation, the following force majeure events (“Force MajeureEvent(s)”): acts of God, terrorism, war, invasion, hostilities (whether war isdeclared or not), failures of any public networks, electrical shortages,earthquakes or floods, civil disorder, government order, law, or othergovernment actions, pandemics, strikes, fire, or other disaster or eventsbeyond the reasonable control of HeartBeam. We will do our best to communicatewith you and to provide notice within thirty (30) days of the Force MajeureEvent, stating the period of time the occurrence is expected to continue. Weshall use diligent efforts to end the failure or delay and ensure the effectsof such Force Majeure Event are minimized. HeartBeam shall resume theperformance of its obligations as soon as reasonably practicable after theremoval of the cause.

30.      EntireAgreement. These Terms constitute the entire agreement betweenHeartBeam and you pertaining to the subject matter hereof.

31.      ContactInformation. The Service is offered by HeartBeamTechnologies, Inc., located at 2118 Walsh Avenue, Suite 110, Santa Clara, CA95010. If you have any questions, concerns, complaints, or suggestionsregarding our Terms or otherwise need to contact us, you may contact us bysending correspondence to the foregoing address or by emailing us at support@heartbeam.com.