Terms of Use

These Terms of Use (the "Terms" or this "Agreement") are a binding agreement between you and Self Personal Health, Inc. d/b/a Navi ("Navi," "we," or "us"). They govern your access to and use of our websites, applications, and related services that link to or reference these Terms (collectively, the "Services").

By accessing or using the Services, you agree to be bound by these Terms. If you do not agree, you may not use the Services.

As used in these Terms, "you" means any person who accesses or uses the Services, whether or not you create an account with us.

1. Who We Are and What We Do

Navi is a behavioral health navigation service. We help people understand their options and connect with mental and behavioral health providers, clinics, and programs (collectively, "Providers") who may be able to offer care.

We:

• Share information about Providers and services;
• Offer navigation calls or other non-clinical support to help you understand options; and
• When possible, help you schedule or request appointments with Providers or digital health platforms that we work with ("Partners").

We do not provide healthcare, therapy, psychiatry, crisis services, or prescription services, and we are not a healthcare provider, health plan, or insurance broker.

Your actual care — diagnosis, treatment, prescriptions, and clinical decisions — is solely between you and the Provider you choose.

2. Changes to These Terms

• We may update these Terms from time to time. When we make material changes, we will post the updated Terms and update the "Effective Date" above. We may also provide additional notice (for example, via email or in-product notice) where required.
• If you continue to use the Services after updated Terms take effect, you are agreeing to those changes. If you do not agree, you must stop using the Services.

3. Eligibility and Use by/for Minors

You may use the Services only if one of the following is true:

(a) you are at least 18 years old and capable of entering into a binding contract; or
(b) you are a parent, guardian, or other legally authorized representative using the Services on behalf of a minor; or

No one under 18 may directly use the Services or create an account. Navi does not knowingly allow children under 18 to use the Services.

If you use the Services for, or on behalf of, a child or any other individual (for example, as a parent, guardian, caregiver, or other legally authorized representative), you represent and warrant that:

(i) you are legally authorized to act for that person;
(ii) you have obtained any consents required to share their information with Navi; and
(iii) you will ensure that their use of the Services complies with these Terms.

The Services are designed for users located in the United States and focused on U.S.-based Providers, plans, and coverage. If you access or use the Services from outside the United States, you do so at your own risk and are responsible for complying with any local laws that apply to you.

4. Navi Does Not Provide Medical Care or Emergency Services

The Services and any information you receive from Navi, including during calls, messages, emails, or website content, are for informational and navigation purposes only:

• We do not provide medical advice, diagnosis, or treatment.
• We do not practice medicine, psychology, social work, or any other licensed profession.
• Nothing on or through the Services should be treated as a substitute for care from a licensed professional.
• Your use of the Services is at your own risk. You remain responsible for seeking appropriate professional care.

5. No Provider–Patient Relationship With Navi

• Using the Services — including speaking with a Navigator or completing any forms — does not create a doctor–patient, therapist–patient, or other clinical relationship with Navi or with any Navi staff.
• Any clinical relationship exists solely between you and the Provider who delivers care.
• Navi does not supervise, direct, or control Providers' clinical judgment, treatment decisions, or professional conduct.

6. Provider Information and Independence

Through the Services you may see information about Providers and Partners, including specialties, services, locations, availability, or insurance information ("Provider Content"). You understand and agree that:

• Provider Content is for general reference only and may be incomplete, outdated, or inaccurate.
• Some Provider Content is provided by Providers or third parties, and Navi does not guarantee its accuracy or completeness.
• Navi does not recommend, endorse, or guarantee any particular Provider, treatment, test, or service, even if the Provider or service appears in the Services or is discussed by a Navigator. Presenting a set or subset of options based on your preferences is not a recommendation or endorsement.

You are solely responsible for deciding which Provider or service, if any, is appropriate for you, including reviewing:

• Licenses, credentials, and experience;
• Areas of focus and modalities;
• Insurance participation and costs; and
• Any other factors that matter for your care.

You should verify key details directly with the Provider's office, your health plan, or relevant licensing boards.

7. Commercial Relationships and How Navi Is Paid

• Some Providers, clinics, and digital health platforms we work with ("Partners") enter into commercial agreements with Navi.
• Partners may pay Navi fees to use our Services, to receive navigation support, or to be marketed or listed through our Services.
• If you schedule an appointment, program, or subscription with a Partner through the Services, Navi may receive a fee from that Partner for marketing and/or navigation services related to that scheduled booking.

These fees:

• Are paid by Partners, not by you;
• Do not change what you owe for care; and
• Do not affect your health plan obligations (such as copays, coinsurance, deductibles), which are determined between you, your Provider, and your health plan.

However:

• We do not set, control, or receive payment based on the specific clinical services you receive or the amount of insurance reimbursement a Provider receives.
• Payment from Partners does not determine which options we present to you or the order in which we present them. The options you see are based on your preferences and the information you share.
• Our role is non-clinical and focused on navigation, marketing, and access.

You should not rely solely on Navi's listings or suggestions and should use your own judgment and independent research in choosing a Provider.

8. Your Responsibilities and Acceptable Use

When you use the Services, you agree to:

• Provide accurate and current information (including contact, insurance, and preference information);
• Use the Services only for lawful purposes and for your own (or your authorized family member's) navigation and scheduling;
• Keep your account credentials (if any) secure and not share them with others; and
• Notify us promptly if you believe your account or information has been accessed without authorization.

You agree not to:

• Use the Services in any way that violates any applicable law or regulation;
• Infringe, misappropriate, or violate the intellectual property, privacy, or other rights of any person or entity;
• Scrape, harvest, or systematically collect data from the Services without our written permission;
• Attempt to gain unauthorized access to any systems or data, or interfere with or disrupt the security or operation of the Services;
• Misrepresent your identity or authority (for example, pretending to be someone else);
• Use the Services to harass, abuse, or harm others;
• Use the Services to send spam, promotional messages, or illegal content; or
• Reverse engineer or attempt to derive the source code of any part of the Services, except where permitted by law.

We may suspend or terminate your access to the Services if we believe you have violated these Terms, applicable law, or are otherwise using the Services in a way that could harm Navi, our partners, or other users.

9. Accounts and Security

Certain features of the Services may require you to create an account. You agree to:

• Provide accurate, complete registration information and to keep it updated;
• Be responsible for all activity that occurs under your account; and
• Notify us promptly at support@withnavi.co if you believe your account has been compromised.

We reserve the right to refuse, disable, or reclaim usernames where appropriate (for example, if they infringe intellectual property or are misleading).

10. User Content, Reviews, and Feedback

You may be able to submit or upload content through the Services, including reviews, comments, survey responses, or other information ("User Content").

By submitting User Content, you represent and warrant that:

• You have the right to share it;
• It is truthful, accurate to your knowledge, and not misleading; and
• It does not violate the rights of any third party or applicable law.

You agree not to submit User Content that is:

• False or fraudulent;
• Harassing, hateful, discriminatory, or threatening;
• Pornographic or otherwise inappropriate;
• Promotional or spam; or
• Infringing on any intellectual property or privacy rights.

You retain ownership of your User Content, but you grant Navi a non-exclusive, worldwide, royalty-free, irrevocable, sublicensable, and transferable license to use, reproduce, modify, publish, translate, distribute, display, and create derivative works from your User Content in connection with operating, improving, and marketing the Services. This license survives termination of these Terms.

You also agree that:

• Navi may moderate, edit, or remove User Content at our discretion, but we are not obligated to do so; and
• User Content posted by others reflects their views, not Navi's, and we are not responsible for it.

If you send us ideas, suggestions, or feedback about the Services ("Feedback"), you agree that Navi may use that Feedback without restriction or compensation.

11. Communications; Email and Text Messages

By providing your email address and/or phone number to Navi or using the Services, you agree that we may contact you using those channels for:

• Transactional and operational purposes (e.g., navigation follow-up, appointment coordination, reminders, surveys); and
• Service-related updates and administrative messages.

11.1 SMS Terms of Service

By opting into SMS from a web form or other medium, you are agreeing to receive SMS messages from Navi. This includes SMS messages for customer care, such as appointment reminders, navigation follow-up, account notifications, and other service-related updates. Message frequency varies. Message and data rates may apply.

• To opt out at any time, text STOP.
• For assistance, text HELP or visit our website at https://www.withnavi.co/.
• Visit https://withnavi.co/privacypolicy for our privacy policy and https://withnavi.co/TermsOfService for these Terms of Service.

You can opt out of certain non-essential communications (such as marketing emails) by following the unsubscribe instructions in those communications. You may not be able to opt out of some important transactional or administrative messages while you continue using the Services.

12. Intellectual Property and License to Use the Services

• The Services and all content, features, and functionality (including text, graphics, logos, icons, images, software, and compilations) are owned by Navi or our licensors and are protected by intellectual property laws.
• We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services solely for your personal, non-commercial use in accordance with these Terms.

You may not:

• Reproduce, distribute, or publicly display the Services or any content (except for your personal use);
• Use the Services to build a competing product or service; or
• Remove or alter any proprietary notices or marks.
• All rights not expressly granted to you are reserved by Navi and our licensors.

13. Disclaimers

The Services, and all information and content made available through them (including Provider Content and any guidance from Navigators), are provided "as is" and "as available" without warranties of any kind, express or implied. To the fullest extent permitted by law, Navi and our officers, directors, employees, contractors, and agents disclaim all warranties, express or implied, including:

• Warranties of accuracy, completeness, reliability, or timeliness;
• Warranties of merchantability, fitness for a particular purpose, and non-infringement;
• Any warranty that the Services will be uninterrupted, secure, or error-free;
• We do not warrant or guarantee any clinical outcomes, treatment results, or availability of appointments;
• We do not warrant that Provider Content, insurance details, or other third-party information is accurate or up to date;
• We do not control or assume responsibility for any services provided by Providers, Partners, or other third parties; and
• You are solely responsible for your decisions and actions in relying on any information obtained through the Services.

14. Limitation of Liability

To the fullest extent permitted by law:

• Navi and our officers, directors, employees, contractors, and agents will not be liable for any indirect, incidental, consequential, special, punitive, or exemplary damages arising out of or related to your use of (or inability to use) the Services, even if we have been advised of the possibility of such damages.
• If we are found liable to you for any claim arising out of or related to the Services, our total aggregate liability to you for all claims of every kind will not exceed the greater of: (a) One hundred U.S. dollars (US $100), or (b) The total amount, if any, you have paid to Navi for Services in the six (6) months prior to the event giving rise to the claim.
• These limitations apply to all claims, whether based on warranty, contract, tort, statute, or any other legal theory.
• Some jurisdictions do not allow certain limitations of liability, so some of the above may not apply to you. In those cases, our liability will be limited to the maximum extent permitted by applicable law.

15. Indemnification

You agree to indemnify, defend, and hold harmless Navi and our officers, directors, employees, contractors, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use of the Services;
• Your violation of these Terms or any applicable law;
• Your User Content or any information you provide to us; or
• This obligation does not apply to claims caused by Navi's gross negligence or intentional misconduct.

16. Termination and Suspension

We may suspend or terminate your access to the Services, or any part of them, at any time, with or without notice, if we believe:

• You have violated these Terms or applicable law;
• Your use poses a security, legal, or reputational risk; or
• We choose to discontinue the Services or a portion of them.

You may stop using the Services at any time.

Upon termination:

• Your right to use the Services will cease immediately; and
• Sections of these Terms that by their nature should survive (including, without limitation, Sections 4–7 and 9–18) will remain in effect.

17. Governing Law and Dispute Resolution; Arbitration and Class Action Waiver

17.1 Governing Law

These Terms and any dispute arising out of or relating to them or the Services are governed by:

• The Federal Arbitration Act (for arbitration issues); and
• The laws of the State of Delaware, without regard to its conflict-of-laws principles.

17.2 Informal Resolution First

Before either of us initiates arbitration or a lawsuit, we agree to try to resolve the dispute informally:

• You agree to email us at support@withnavi.co with a description of your concern and any relevant details.
• We will attempt to respond and work with you in good faith for at least 30 days to try to resolve the issue.
• If we cannot resolve the dispute informally within 30 days, either of us may initiate arbitration as described below.

17.3 Binding Arbitration (Except for Small Claims)

Any dispute, claim, or controversy arising out of or relating to these Terms or your use of the Services (a "Dispute"), that cannot be resolved informally, will be resolved exclusively by binding individual arbitration, except that:

• Either party may pursue a Dispute in small claims court if it qualifies; and
• Either party may seek injunctive or other equitable relief in court to prevent actual or threatened misuse of intellectual property or confidential information.

Arbitration will be administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules then in effect, except as modified by these Terms. If the AAA is unavailable, the parties will agree on another neutral arbitration provider.

• The arbitration will be conducted by a single arbitrator.
• The arbitration may be conducted remotely, by video, or based on written submissions, unless the arbitrator determines an in-person hearing is necessary.
• The arbitrator will apply these Terms and applicable law and will have the authority to grant all relief that a court could grant, consistent with these Terms.
• You and Navi agree that the arbitrator's decision will be final and binding, and may be entered as a judgment in any court of competent jurisdiction.

17.4 Class Action Waiver

To the fullest extent permitted by law:

• All Disputes will be resolved on an individual basis.
• You and Navi agree not to bring or participate in any class, collective, consolidated, or representative action or proceeding, in arbitration or in court.
• The arbitrator may not consolidate claims of different individuals or preside over any form of class or representative proceeding.

If a court holds that this class action waiver is unenforceable as to a particular claim, then that claim (and only that claim) must be brought in court, not in arbitration.

17.5 Opt-Out of Arbitration

You may opt out of this arbitration agreement (but not other provisions of these Terms) by sending a written notice to:

Your opt-out notice must:

• Be postmarked within 30 days of the date you first accept these Terms;
• Include your full name and any email address associated with your use of the Services; and
• State clearly that you wish to opt out of the arbitration agreement.

If you opt out, you agree that any Dispute will be resolved exclusively in the state or federal courts located in New Jersey, and you consent to their personal jurisdiction.

18. Changes to the Services

• We may add, modify, or discontinue any part of the Services at any time, including features, content, or functionalities.
• We are not liable to you or any third party for any modification, suspension, or discontinuation of any part of the Services.

19. Miscellaneous

Entire Agreement

• These Terms, together with our Privacy Policy and any other policies or terms referenced in the Services, constitute the entire agreement between you and Navi regarding your use of the Services.

Severability

• If any provision of these Terms is held invalid or unenforceable, the remaining provisions will remain in full force and effect.

No Waiver

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

Assignment

• You may not assign or transfer these Terms without our prior written consent. We may assign these Terms as part of a merger, acquisition, financing, or sale of assets, or by operation of law.

Headings

• Section headings are for convenience only and do not affect interpretation.

Limitation Period

• Any claim arising out of or relating to the Services or these Terms must be brought within one (1) year after the claim arises, or it is permanently barred, to the fullest extent permitted by law.

20. Contact Us

If you have questions about these Terms or the Services, you may contact us at: