Terms of service

Last Updated and Effective: May 2025

IMPORTANT NOTICE: THESE TERMS CONTAIN A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER. THEY AFFECT YOUR LEGAL RIGHTS. PLEASE READ CAREFULLY.

TABLE OF CONTENTS

ACCEPTANCE OF TERMS
DEFINITIONS
DESCRIPTION OF SERVICES
ELIGIBILITY AND ACCOUNT REGISTRATION
MEDICAL DISCLAIMERS AND HEALTH WARNINGS
PRODUCT PURCHASES AND PAYMENT TERMS
REFUNDS AND CANCELLATIONS
INTELLECTUAL PROPERTY RIGHTS
USER CONTENT AND SUBMISSIONS
PRIVACY AND DATA PROTECTION
PROHIBITED USES
THIRD-PARTY SERVICES AND LINKS
DISCLAIMERS AND WARRANTIES
LIMITATION OF LIABILITY
INDEMNIFICATION
BINDING ARBITRATION AND CLASS ACTION WAIVER
GOVERNING LAW AND JURISDICTION
MODIFICATIONS TO TERMS
TERMINATION
GENERAL PROVISIONS
CONTACT INFORMATION

1. ACCEPTANCE OF TERMS

1.1 Agreement to Terms

These Terms of Service ("Terms," "Agreement") constitute a legally binding agreement between you ("you," "your," "User") and Sage Cerebrovascular Diagnostics Inc., a Delaware corporation ("Sage Cerebro," "Company," "we," "us," "our"), governing your access to and use of the https://sagecerebro.com website, any associated mobile applications, and all related services, products, and content (collectively, the "Service" or "Platform").

1.2 Binding Agreement

BY ACCESSING OR USING THE SERVICE, CREATING AN ACCOUNT, OR PURCHASING ANY PRODUCTS OR SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO ALL PROVISIONS OF THESE TERMS, YOU ARE PROHIBITED FROM USING THE SERVICE.

1.3 Additional Terms

Certain features of the Service may be subject to additional terms, guidelines, or rules, which will be posted on the Service in connection with such features. All such additional terms are incorporated by reference into these Terms.

1.4 Electronic Agreement

You agree that these Terms constitute an electronic record and your acceptance constitutes your electronic signature, which shall have the same legal effect as a handwritten signature.

2. DEFINITIONS

For purposes of these Terms, the following definitions apply:

"Biomarker Test" or "SageSignal": Our proprietary educational wellness test measuring neuroinflammatory biomarkers "Content": All text, graphics, images, music, software, audio, video, information, or other materials on the Service "Educational Information": Non-medical information about biomarkers provided for educational purposes only "Lab Services": Laboratory testing performed by Sage Cerebro or affiliated CLIA-certified laboratories "Personal Information": Information that identifies or could identify you as defined in our Privacy Policy "Products": All products offered through the Service, including but not limited to biomarker tests, supplements, and educational materials "User Account": Your registered account on the Platform "User Content": Any content you submit, upload, or transmit through the Service

3. DESCRIPTION OF SERVICES

3.1 Platform Services

Sage Cerebro provides a technology platform offering:

Educational biomarker testing services (SageSignal)
Access to educational information about neuroinflammation and biomarkers
User dashboards for viewing test results (when available)
E-commerce marketplace for health-related products
Educational content and resources
Future services as we may introduce

3.2 Nature of Services

IMPORTANT: The Service provides educational information only. We do not:

Provide medical advice, diagnosis, or treatment
Replace professional healthcare providers
Offer FDA-approved diagnostic tests
Create doctor-patient relationships
Provide emergency medical services

3.3 Service Availability

The Service is available only in the United States, excluding New York, New Jersey, and Rhode Island. We reserve the right to modify service availability at any time.

3.4 Third-Party Services

We may partner with third parties for:

Laboratory testing (including Cellum Labs)
Sample collection (including Tasso+)
Payment processing (Stripe)
Shipping and logistics
Analytics and performance monitoring

4. ELIGIBILITY AND ACCOUNT REGISTRATION

4.1 Age Requirement

You must be at least 18 years of age to use the Service. By using the Service, you represent and warrant that you meet this age requirement.

4.2 Accurate Information

You agree to provide accurate, current, and complete information during registration and to update such information to maintain its accuracy.

4.3 Account Security

You are responsible for:

Maintaining the confidentiality of your account credentials
All activities occurring under your account
Notifying us immediately of any unauthorized use
Ensuring you log out after each session

4.4 One Account Per Person

Each User may maintain only one account. Accounts are non-transferable.

4.5 Account Termination Rights

We reserve the right to suspend or terminate accounts that:

Violate these Terms
Provide false information
Engage in fraudulent activity
Remain inactive for extended periods

5. MEDICAL DISCLAIMERS AND HEALTH WARNINGS

5.1 Not Medical Advice

CRITICAL WARNING: THE SERVICE DOES NOT PROVIDE MEDICAL ADVICE. Information provided through the Service is for educational purposes only and should not be used for:

Medical diagnosis
Treatment decisions
Medication changes
Delaying or avoiding medical care

5.2 Healthcare Provider Consultation

Always consult qualified healthcare providers for medical advice, diagnosis, and treatment. The Service does not replace professional medical care.

5.3 Emergency Situations

IF YOU HAVE A MEDICAL EMERGENCY, CALL 911 IMMEDIATELY. The Service is not designed for medical emergencies.

5.4 No Healthcare Provider Relationship

Using the Service does not create a doctor-patient or healthcare provider-patient relationship with Sage Cerebro or any of its employees, contractors, or affiliates.

5.5 FDA Status

SageSignal and other biomarker tests offered are not FDA-approved, FDA-cleared, or FDA-regulated medical devices. They are educational tools only.

5.6 Risk Acknowledgment

By using the Service, you acknowledge and assume all risks associated with:

Blood sample collection
Receiving biomarker information
Potential emotional distress from results
Possible inaccuracies in testing
Misinterpretation of educational information

6. PRODUCT PURCHASES AND PAYMENT TERMS

6.1 Product Availability

All Products are subject to availability. We reserve the right to:

Limit quantities
Discontinue Products
Modify Product specifications
Change prices without notice

6.2 Pricing and Payment

All prices are in U.S. dollars
Prices exclude applicable taxes unless stated
Payment is due at time of purchase
We accept payment methods as displayed at checkout

6.3 Payment Processing

Payment processing is handled by third-party processors (including Stripe). By providing payment information, you:

Authorize us to charge your payment method
Represent you are authorized to use the payment method
Agree to the processor's terms of service

6.4 Taxes

You are responsible for all applicable sales, use, value-added, or similar taxes, except where we are legally required to collect such taxes.

6.5 Order Confirmation

Order placement does not guarantee acceptance. We may accept, decline, or limit orders at our discretion. You will receive confirmation when orders are accepted.

6.6 Subscription Services

For subscription products (when available):

Subscriptions automatically renew unless cancelled
Renewal charges occur at the interval selected
Cancellation must occur before renewal date
No refunds for partial subscription periods

6.7 HSA/FSA Payments

When available, HSA/FSA payments may be accepted for eligible products. Eligibility determination is your responsibility.

7. REFUNDS AND CANCELLATIONS

7.1 All Sales Final

ALL SALES ARE FINAL. We do not offer refunds, returns, or exchanges except as specifically provided in this section.

7.2 Limited Exceptions

We may, at our sole discretion, provide:

Replacement kits for laboratory processing failures
Replacements for defective products
Order cancellations before shipment

7.3 No Refunds For

We explicitly do not provide refunds for:

Change of mind
Failure to collect samples properly
Inability to understand results
Emotional distress from results
Medical provider recommendations
Shipping delays
Any other reasons

7.4 Cancellation Rights

We reserve the right to cancel orders for:

Suspected fraud
Pricing errors
Product unavailability
Violation of Terms

8. INTELLECTUAL PROPERTY RIGHTS

8.1 Sage Cerebro Property

All Content on the Service, including but not limited to:

Trademarks, logos, and brand features
Website design and functionality
Biomarker testing methodologies
Educational content and materials
Software and algorithms
Patents and patent applications

are owned by or licensed to Sage Cerebro and protected by intellectual property laws.

8.2 Limited License

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for personal, non-commercial purposes.

8.3 Restrictions

You may not:

Copy, modify, or distribute our Content
Reverse engineer any aspect of the Service
Remove proprietary notices
Use our trademarks without permission
Create derivative works
Commercially exploit the Service

8.4 Feedback

Any feedback, suggestions, or ideas you provide become our property without compensation to you.

9. USER CONTENT AND SUBMISSIONS

9.1 User Content License

By submitting User Content, you grant us a worldwide, perpetual, irrevocable, royalty-free, transferable license to use, reproduce, distribute, modify, display, and create derivative works from your User Content.

9.2 User Content Representations

You represent and warrant that:

You own or have rights to User Content
User Content does not infringe third-party rights
User Content complies with these Terms
User Content is accurate and not misleading

9.3 Prohibited Content

User Content must not:

Violate any laws or regulations
Infringe intellectual property rights
Contain harmful or malicious code
Be false, misleading, or fraudulent
Violate privacy rights
Be obscene, defamatory, or hateful

9.4 Removal Rights

We may remove User Content at any time for any reason without notice.

10. PRIVACY AND DATA PROTECTION

10.1 Privacy Policy

Your use of the Service is subject to our Privacy Policy, available at [URL], which is incorporated by reference into these Terms.

10.2 Data Collection and Use

By using the Service, you consent to:

Collection of Personal Information as described in our Privacy Policy
Use of anonymized data for research and improvement
Sharing data with service providers as necessary
Communication from us regarding your account and orders

10.3 Data Security

While we implement security measures, we cannot guarantee absolute security of data transmission or storage.

10.4 Research Use

De-identified data may be used for:

Scientific research
Publication in academic journals
Product development and improvement
Aggregate statistical analysis

10.5 Data Security Standards

We implement industry-standard security measures to protect your information. Your use of our Service is governed by our Privacy Policy, which describes our data handling practices in detail.

11. PROHIBITED USES

11.1 Prohibited Activities

You may not:

Use the Service for any illegal purpose
Violate any applicable laws or regulations
Impersonate any person or entity
Interfere with or disrupt the Service
Attempt unauthorized access to any systems
Transmit viruses or malicious code
Scrape or harvest data from the Service
Create multiple accounts
Use the Service for commercial purposes without authorization
Order Products for anyone other than yourself
Provide false identity information
Circumvent geographic restrictions

11.2 Enforcement

Violation of prohibited uses may result in:

Immediate termination of your account
Legal action
Reporting to law enforcement
Forfeiture of Products or Services

12. THIRD-PARTY SERVICES AND LINKS

12.1 Third-Party Services

The Service may contain links to or integrate with third-party websites, services, or applications. We are not responsible for:

Third-party content or practices
Products or services offered by third parties
Privacy policies of third parties
Any damages arising from third-party interactions

12.2 Third-Party Terms

Your use of third-party services is governed by their respective terms and policies.

12.3 No Endorsement

Links or integrations do not constitute our endorsement of third parties.

13. DISCLAIMERS AND WARRANTIES

13.1 "AS IS" BASIS

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED.

13.2 DISCLAIMER OF WARRANTIES

WE SPECIFICALLY DISCLAIM ALL WARRANTIES INCLUDING:

MERCHANTABILITY
FITNESS FOR A PARTICULAR PURPOSE
NON-INFRINGEMENT
ACCURACY OR RELIABILITY
UNINTERRUPTED OR ERROR-FREE SERVICE
RESULTS FROM USE OF THE SERVICE

13.3 BIOMARKER TEST DISCLAIMERS

WE DO NOT WARRANT:

Accuracy of test results
Suitability for medical purposes
Results will meet your expectations
Prevention of sample degradation
Specific turnaround times

13.4 User Assumption of Risk

You acknowledge that use of the Service is at your own risk.

14. LIMITATION OF LIABILITY

14.1 LIMITATION OF DAMAGES

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SAGE CEREBRO AND ITS OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AFFILIATES, AND AGENTS SHALL NOT BE LIABLE FOR:

INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES
LOST PROFITS OR REVENUES
LOSS OF DATA
EMOTIONAL DISTRESS
PERSONAL INJURY OR DEATH
PROPERTY DAMAGE

14.2 DAMAGE CAP

OUR TOTAL LIABILITY SHALL NOT EXCEED THE GREATER OF:

THE AMOUNT YOU PAID FOR THE SPECIFIC PRODUCT OR SERVICE
ONE HUNDRED DOLLARS ($100)

14.3 ESSENTIAL PURPOSE

THESE LIMITATIONS APPLY EVEN IF REMEDIES FAIL OF THEIR ESSENTIAL PURPOSE.

14.4 JURISDICTIONAL LIMITATIONS

SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS. IN SUCH JURISDICTIONS, OUR LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

15. INDEMNIFICATION

15.1 User Indemnification

You agree to defend, indemnify, and hold harmless Sage Cerebro and its officers, directors, employees, contractors, agents, affiliates, successors, and assigns from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising from:

Your use or misuse of the Service
Your violation of these Terms
Your violation of any rights of another
Your User Content
Your violation of applicable laws
Your fraudulent or deceptive acts
Your provision of false information
Third-party claims related to your use of the Service

15.2 Defense Control

We reserve the right to assume exclusive defense and control of any matter subject to indemnification, at your expense.

15.3 Cooperation

You agree to cooperate fully in the defense of any claim.

16. BINDING ARBITRATION AND CLASS ACTION WAIVER

16.1 AGREEMENT TO ARBITRATE

YOU AND SAGE CEREBRO AGREE THAT ALL DISPUTES ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE SHALL BE RESOLVED THROUGH BINDING INDIVIDUAL ARBITRATION RATHER THAN IN COURT, EXCEPT AS PROVIDED HEREIN.

16.2 ARBITRATION RULES

Arbitration shall be conducted by the American Arbitration Association (AAA) under its Consumer Arbitration Rules. The arbitration shall be held in Los Angeles County, California, or at your option, in the county where you reside.

16.3 ARBITRATION COSTS

Payment of arbitration fees shall be governed by AAA rules. We will pay arbitration fees for claims totaling less than $10,000 unless the arbitrator determines claims are frivolous.

16.4 CLASS ACTION WAIVER

YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION, CLASS ARBITRATION, OR REPRESENTATIVE ACTION. DISPUTES MUST BE BROUGHT INDIVIDUALLY.

16.5 EXCEPTIONS

The following are not subject to arbitration:

Small claims court actions
Injunctive relief for intellectual property violations
Disputes that cannot legally be arbitrated

16.6 OPT-OUT PROCEDURE

You may opt out of arbitration by sending written notice to legal@sagecerebro.com within 30 days of first accepting these Terms.

16.7 SEVERABILITY

If the class action waiver is found unenforceable, the entire arbitration agreement shall be null and void.

17. GOVERNING LAW AND JURISDICTION

17.1 Governing Law

These Terms are governed by the laws of the State of California, without regard to conflict of law principles.

17.2 Jurisdiction

For disputes not subject to arbitration, you consent to the exclusive jurisdiction of the state and federal courts located in Los Angeles County, California.

17.3 Compliance with Laws

You agree to comply with all applicable laws in your use of the Service.

18. MODIFICATIONS TO TERMS

18.1 Right to Modify

We reserve the right to modify these Terms at any time. Changes become effective when posted on the Service.

18.2 Notice of Changes

We will notify you of material changes by:

Posting notice on the Service
Sending email to registered users
Requiring acknowledgment upon next login

18.3 Continued Use

Your continued use of the Service after changes constitutes acceptance of modified Terms.

18.4 Dispute Resolution for Prior Terms

Disputes will be resolved under the Terms in effect at the time the dispute arose.

19. TERMINATION

19.1 Termination by You

You may terminate your account at any time by contacting legal@sagecerebro.com.

19.2 Termination by Us

We may terminate or suspend your account immediately, without notice, for:

Violation of these Terms
Fraudulent or illegal activity
Extended inactivity
Our discontinuation of the Service

19.3 Effect of Termination

Upon termination:

Your right to use the Service ceases immediately
We may delete your account and data
You remain liable for obligations incurred
Provisions that should survive will remain in effect

19.4 Surviving Provisions

The following sections survive termination: Intellectual Property, Indemnification, Disclaimers, Limitation of Liability, Arbitration, Governing Law, and General Provisions.

20. GENERAL PROVISIONS

20.1 Entire Agreement

These Terms, together with our Privacy Policy and any additional terms, constitute the entire agreement between you and Sage Cerebro.

20.2 Severability

If any provision is found unenforceable, the remaining provisions will continue in effect.

20.3 No Waiver

Our failure to enforce any provision is not a waiver of our right to do so later.

20.4 Assignment

We may assign these Terms at any time. You may not assign your rights without our written consent.

20.5 Force Majeure

We are not liable for delays or failures due to circumstances beyond our reasonable control.

20.6 Notices

Legal notices to us must be sent to legal@sagecerebro.com or:

Sage Cerebrovascular Diagnostics Inc.
Attn: Legal Department
4500 Park Granada Blvd, Suite 202
Calabasas, CA 91302

20.7 Interpretation

Section headings are for convenience only. "Including" means "including without limitation."

20.8 Electronic Communications

You consent to receive electronic communications from us and agree that electronic communications satisfy any legal requirements for written communications.

20.9 Export Compliance

You may not use the Service in violation of U.S. export laws and regulations.

20.10 California Residents

California residents may have additional rights under California law. See our Privacy Policy for details.

21. CONTACT INFORMATION

For questions about these Terms of Service, please contact us at:

Email: legal@sagecerebro.com
Address: 4500 Park Granada Blvd, Suite 202, Calabasas, CA 91302
Website: https://sagecerebro.com

BY USING THE SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE.