Terms of Service

1. Description of Services

Caeli is a smart shopping assistant designed to help you discover health benefit-eligible products (such as HSA/FSA eligible items), receive real-time eligibility alerts, and streamline your checkout experience on supported e-commerce sites.

To help you qualify certain purchases for health benefit reimbursement, Caeli also provides an optional, integrated portal that connects you to independent, licensed telemedicine clinicians to request a Letter of Medical Necessity (LMN).

2. License and Platform Terms

• License Grant: Subject to these Terms, Caeli grants you a personal, revocable, non-exclusive, non-transferable, and limited license to download, install, and use the Caeli browser extension solely for your personal, non-commercial use on compatible web browsers.
• Prohibited Actions: You agree not to copy, modify, reverse-engineer, decompile, or disassemble our extension; use the Services for any fraudulent, unauthorized, or illegal purpose; or attempt to interfere with the security or integrity of our network.
• Platform Terms of Service: Because Caeli is distributed through browser marketplaces, your download and use of the extension is also governed by, and you agree to comply with, the applicable terms of your browser platform. This includes the Google Chrome Web Store Terms of Service and/or the Apple App Store Terms of Service, depending on where you downloaded our extension.
• Ownership: All rights, title, and interest in and to the Services, including the extension software, design, logos, and backend technology, remain the exclusive property of Caeli, Inc. and its licensors.

3. Important Medical Disclaimers (No Medical Advice)

Please read this section carefully before using our optional LMN feature.

• Caeli is a Technology Company, Not a Healthcare Provider: Caeli is a technology facilitator. We do not practice medicine, provide medical advice, write prescriptions, diagnose conditions, or provide any clinical services.
• Our Clinical Partners:Any clinical evaluations, medical questionnaires, or consultations associated with obtaining an LMN are conducted exclusively by independent, licensed healthcare professionals through our designated third-party telemedicine network (our "Clinical Partners").
• No Doctor-Patient Relationship:Your use of Caeli's technology does not establish a doctor-patient relationship between you and Caeli. Any doctor-patient relationship is established strictly and solely between you and our Clinical Partners.
• Independent Clinical Judgment: Our Clinical Partners have absolute, independent clinical authority over your evaluation. Caeli has no control over, and does not interfere with, the clinical decisions or medical judgments made by the clinicians. There is no guarantee that a clinical evaluation will result in the issuance of an LMN.

4. FSA/HSA Eligibility and Reimbursement Disclaimers

• No Guarantee of Reimbursement:While Caeli uses highly accurate databases to identify products that are typically HSA/FSA eligible, final reimbursement decisions are determined solely by your employer's specific plan rules and your HSA/FSA administrator.
• Your Responsibility: Caeli does not guarantee that your benefit administrator will approve any transaction or accept any LMN generated through our platform. It is your sole responsibility to confirm eligibility requirements directly with your plan administrator.

5. Shopping and Affiliate Disclaimer

• Merchant Transactions: Caeli is not a merchant. When you buy a product recommended by Caeli, you are purchasing it directly from a third-party merchant. We do not control and are not responsible for merchant inventory, product quality, pricing accuracy, or shipping.
• Affiliate Commissions: Caeli is supported by affiliate partnerships. When you purchase a recommended product, the merchant may pay us a referral fee. This commercial relationship does not affect your purchase price and is completely independent of any clinical evaluations conducted by our Clinical Partners.

6. Secure Payments and Wallets

• Third-Party Processor: Caeli uses Stripe (a secure, PCI-DSS compliant service provider) to securely process payment transactions and manage your saved benefit cards.
• No Financial Storage: Caeli does not directly receive, process, or store your credit card, debit card, or HSA/FSA card numbers on our servers. By saving or using a card through Caeli, you authorize Stripe to process your credentials securely on our behalf.

7. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, CAELI, INC., ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AND PARTNERS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, DATA, USE, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH:

1. YOUR USE OF OR INABILITY TO USE THE SERVICES.
2. ANY ACTIONS, EVALUATIONS, OR CLINICAL DECISIONS MADE BY OUR CLINICAL PARTNERS OR THEIR CLINICIANS.
3. THE DENIAL OF ANY REIMBURSEMENT CLAIMS BY YOUR HSA/FSA ADMINISTRATOR.
4. ANY TRANSACTION OR DISPUTE BETWEEN YOU AND A THIRD-PARTY MERCHANT.

IN NO EVENT SHALL CAELI'S AGGREGATE LIABILITY EXCEED THE GREATER OF FIFTY US DOLLARS ($50.00) OR THE TOTAL FEES PAID BY YOU TO CAELI IN THE PAST TWELVE (12) MONTHS.

8. Dispute Resolution (Arbitration & Class-Action Waiver)

Please read this section carefully, as it limits how you can resolve disputes with Caeli.

• Mandatory Binding Arbitration: You and Caeli agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Services will be settled by final and binding individual arbitration, rather than in a court of law.
• Class Action Waiver: YOU AND CAELI AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

9. Governing Law

These Terms and any disputes arising hereunder shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law principles.

10. Changes to These Terms

We may update these Terms from time to time to reflect changes in our Services, platform requirements, or applicable laws. When we make updates, we will revise the "Last Updated" date at the top of this page. Your continued use of Caeli after updates are posted constitutes your acceptance of the revised Terms.

11. Contact Us

If you have any questions, feedback, or legal inquiries regarding these Terms, please contact us:

• Email: apps@getcaeli.com
• Address: Caeli, Inc., 809 Cuesta Dr Suite B PMB 1088, Mountain View, CA 94040