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Terms of Use

Last Updated: November 28. 2025

 

WELCOME TO GEMINI

These Terms of Use ("Terms") govern your access to and use of the GEMINI™ platform ("Platform"), including our website and any associated mobile applications, provided by BrightOutcome Inc. ("BrightOutcome," "we," "us," or "our").

 

WHO THESE TERMS APPLY TO

Study Participants: If you are participating in a research study that uses the GEMINI Platform, these Terms govern your use of the participant portal and related features.

Researchers and Institutional Users: If you are accessing GEMINI as a researcher or on behalf of an academic or healthcare institution, your use is governed by the Master License and Service Agreement (MLSA) executed between your institution and BrightOutcome, in addition to these Terms where applicable. In the event of any conflict between these Terms and your MLSA, the MLSA shall control.

 

BY ACCESSING OR USING THE GEMINI PLATFORM, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE, DO NOT USE THE PLATFORM.

1. DEFINITIONS

"Research Entity" means the academic institution, healthcare organization, or research group conducting the study in which you are participating.

"Course Content" means the educational materials, curriculum, exercises, and other content developed by the Research Entity or BrightOutcome for delivery through the Platform.

"User Content" means any information, data, text, messages, or other materials you submit through the Platform.

"Protected Health Information" or "PHI" has the meaning set forth in the Health Insurance Portability and Accountability Act of 1996 (HIPAA).

2. ELIGIBILITY AND ACCOUNT REQUIREMENTS

Age Requirement: You must be at least 18 years old to create an account. If you are under 18, your parent or legal guardian must create your account and provide consent for your participation.

Account Security: You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. Notify us immediately of any unauthorized use.

Accurate Information: You agree to provide accurate, current, and complete information when creating your account and to update such information as necessary.

3. PERMITTED USE OF THE PLATFORM

License Grant: Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform solely for participation in your designated research study or course.

Restrictions: You may not:

  • Use the Platform for any purpose other than your authorized research study participation
  • Share your account credentials with others
  • Access or attempt to access other users' accounts or data
  • Reverse engineer, decompile, or disassemble any component of the Platform
  • Use automated systems (bots, scrapers, etc.) to access the Platform
  • Remove, alter, or obscure any copyright, trademark, or other proprietary notices

4. YOUR INFORMATION AND PRIVACY

Personal Information: Your use of the Platform is also governed by our Privacy Policy, which is incorporated into these Terms by reference. Please review our Privacy Policy to understand our practices.

Research Data: Information you provide as part of your research study participation will be handled in accordance with: (a) the informed consent documents you signed with your Research Entity, (b) applicable data protection laws and regulations, (c) our Privacy Policy, and (d) for institutional users, your executed MLSA.

Data Ownership: You retain all rights to your personal information. The Research Entity retains rights to research data collected as part of the study protocol, subject to applicable law and your informed consent.

5. HIPAA AND PROTECTED HEALTH INFORMATION

HIPAA Compliance: If your research study involves PHI, BrightOutcome and your Research Entity will protect your PHI in accordance with HIPAA regulations. A Business Associate Agreement will be in place as required by law.

Prohibition on Posting PHI: Unless specifically required by your research study protocol and you have provided all necessary consents, you must NOT post or share PHI in any community forum, discussion board, or group session feature of the Platform.

Non-HIPAA Studies: If your research study does not involve PHI, you are prohibited from submitting any health information that could be used to identify you. BrightOutcome disclaims all liability for any PHI you submit in violation of this restriction.

6. GROUP SESSIONS AND COMMUNITY FORUMS

Optional Features: Some research studies include group sessions, community forums, or discussion features where you can interact with other study participants.

Your Submissions: Any content you post in group sessions or forums ("Submissions") will be visible to other participants in your study group and to your Research Entity. By posting, you grant us permission to facilitate sharing of your Submissions with other authorized participants.

Submissions are Non-Confidential: Treat all Submissions as non-confidential and non-proprietary. Do not include information that could identify you personally unless required by your study protocol.

Your Responsibilities: You agree to keep confidential any information you learn about other participants through group sessions.

Prohibited Content: You may not post Submissions that:

  • Contain PHI (unless specifically required by your study and you have provided all necessary consents)
  • Are defamatory, harassing, threatening, or invade another person's privacy
  • Are hateful, discriminatory, or offensive based on race, ethnicity, religion, gender, sexual orientation, disability, or other protected characteristics
  • Are violent, vulgar, obscene, or sexually explicit
  • Promote products, services, or illegal activities
  • Contain personal attacks, insults, or unsupported accusations
  • Violate any applicable law or regulation

Moderation: Your Research Entity may review and moderate Submissions. We reserve the right to remove any Submission that violates these Terms, though we have no obligation to monitor Submissions.

Mutual Respect Required: Professional and respectful communication is required in all group interactions.

7. INTELLECTUAL PROPERTY RIGHTS

Platform Ownership: The Platform, including all software, design, text, graphics, logos, and other content (excluding User Content and certain Course Content), is owned by BrightOutcome or our licensors and is protected by copyright, trademark, and other intellectual property laws.

Course Content: Course Content is owned by the Research Entity, BrightOutcome, or third-party providers, as applicable. You may access Course Content solely for your study participation.

Limited Permission to Use Materials: You may view, download, and print Course Content for your personal, non-commercial use in connection with your research study participation, provided you: (a) keep all downloaded materials confidential, (b) do not share materials with third parties (except parents/guardians for users under 18), (c) maintain all copyright and proprietary notices, and (d) do not modify, reproduce, or distribute the materials.

License from You: You grant BrightOutcome and your Research Entity a non-exclusive, worldwide license to use, copy, transmit, and display your User Content and Submissions as necessary to operate the Platform and conduct the research study. You represent that you have the right to grant this license.

8. THIRD-PARTY LINKS AND INTEGRATIONS

Third-Party Websites: The Platform may contain links to third-party websites or integrate with third-party services (e.g., video hosting platforms, teleconferencing tools). We do not control and are not responsible for the content, privacy practices, or terms of use of any third-party sites or services.

No Endorsement: The inclusion of any link does not imply our endorsement of the linked website or service.

Your Responsibility: You access third-party sites and services at your own risk. Review their terms and privacy policies before use.

9. DISCLAIMERS

Not Medical Advice: THE PLATFORM IS A RESEARCH TOOL AND DOES NOT PROVIDE MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. BrightOutcome is not a healthcare provider. Always consult qualified healthcare professionals for medical questions and concerns.

As-Is Basis: THE PLATFORM AND ALL CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

No Guarantees: We do not warrant that:

  • The Platform will be uninterrupted, timely, secure, or error-free
  • The results obtained from using the Platform will be accurate or reliable
  • Any errors in the Platform will be corrected
  • The Platform is free from viruses or other harmful components

Content Accuracy: We make no representations regarding the accuracy, completeness, or currentness of any information on the Platform. All specifications, content, and services are subject to change without notice.

Third-Party Content: Content provided by third parties has not been independently verified by BrightOutcome. We disclaim all liability for such content.

10. LIMITATION OF LIABILITY

Maximum Liability: TO THE MAXIMUM EXTENT PERMITTED BY LAW, BRIGHTOUTCOME'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE PLATFORM SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100).

Excluded Damages: IN NO EVENT SHALL BRIGHTOUTCOME BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Basis of the Bargain: Some jurisdictions do not allow the exclusion of certain warranties or limitation of liability for incidental or consequential damages. In such jurisdictions, our liability will be limited to the greatest extent permitted by law.

11. INDEMNIFICATION

Your Indemnification: You agree to indemnify, defend, and hold harmless BrightOutcome, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising from: (a) your violation of these Terms, (b) your violation of any law or regulation, (c) your violation of any third-party rights, including intellectual property, privacy, or publicity rights, (d) your User Content or Submissions, or (e) your use or misuse of the Platform.

Our Indemnification: BrightOutcome will defend you against any claim that your authorized use of the Platform infringes a third party's intellectual property rights, provided you: (a) promptly notify us in writing of the claim, (b) give us sole control of the defense and settlement, and (c) provide reasonable assistance in the defense.

This indemnification does not apply to claims arising from your unauthorized use of the Platform or combination of the Platform with other products or services.

12. TERM AND TERMINATION

Term: These Terms remain in effect while you access or use the Platform.

Termination by You: You may stop using the Platform at any time. If you wish to terminate your account, contact your Research Entity.

Termination by Us: We may suspend or terminate your access to the Platform at any time, with or without cause or notice, including if we reasonably believe you have violated these Terms.

Effect of Termination: Upon termination: (a) your license to use the Platform immediately ends, (b) you must cease all use of the Platform, and (c) sections of these Terms that by their nature should survive (including disclaimers, limitations of liability, and indemnification) will continue to apply.

Data Upon Termination: Consult with your Research Entity regarding data retention and retrieval after termination of your participation.

13. MODIFICATIONS TO THESE TERMS

Right to Modify: We reserve the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on the Platform and updating the "Last Updated" date.

Your Acceptance: Your continued use of the Platform after changes become effective constitutes your acceptance of the revised Terms.

Review Regularly: We encourage you to review these Terms periodically for any changes.

14. MODIFICATIONS TO THE PLATFORM

Changes to Features: We may modify, suspend, or discontinue any aspect of the Platform at any time, with or without notice, including the availability of any feature, functionality, database, or content.

No Liability: We will not be liable to you or any third party for any modification, suspension, or discontinuance of the Platform.

15. GOVERNING LAW AND DISPUTE RESOLUTION

Governing Law: These Terms are governed by the laws of the State of Delaware and applicable federal law, without regard to conflict of law principles.

Jurisdiction: You agree to submit to the personal and exclusive jurisdiction of the state and federal courts located in the State of Delaware for resolution of any disputes.

Arbitration: At BrightOutcome's request, any dispute, controversy, or claim arising out of or relating to these Terms may be resolved by binding arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, except for claims involving intellectual property rights, claims for injunctive or equitable relief, and claims that may be brought in small claims court.

Class Action Waiver: You agree that disputes will be resolved individually and waive any right to participate in class action lawsuits or class-wide arbitration.

Exception for Injunctive Relief: Nothing in this section limits BrightOutcome's right to seek injunctive or other equitable relief in court to protect its intellectual property or confidential information.

16. GENERAL PROVISIONS

Entire Agreement: These Terms, together with our Privacy Policy and any executed MLSA (for institutional users), constitute the entire agreement between you and BrightOutcome regarding the Platform and supersede all prior agreements and understandings.

Severability: If any provision of these Terms is found to be invalid or unenforceable, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect.

Waiver: Our failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision.

No Assignment by You: You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms without restriction.

No Agency: No joint venture, partnership, employment, or agency relationship exists between you and BrightOutcome as a result of these Terms or your use of the Platform.

Notices: We may provide notices to you via email to the address associated with your account or by posting to the Platform. You agree that such notices satisfy any legal communication requirements.

Attorneys' Fees: In any legal action to enforce these Terms, the prevailing party will be entitled to recover its reasonable attorneys' fees and costs.

Force Majeure: We will not be liable for any delay or failure to perform resulting from causes outside our reasonable control.

17. CONTACT INFORMATION

Questions about these Terms? Contact us at:

BrightOutcome Inc.

1110 Lake Cook Road, Suite 167

Buffalo Grove, IL 60089

Email: gemini@brightoutcome.com

For questions about your research study or account, please contact your Research Entity directly.

By using the GEMINI Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms of Use.