Terms of use New

1. Acceptance of Terms

These Terms of Use (the "Terms") constitute a legally binding agreement between you ("User," "you," or "your") and MentalHappy, Inc., a California corporation ("MentalHappy," "we," "us," or "our"), governing your access to and use of the MentalHappy website located at www.mentalhappy.com and all related mobile applications, software, and services (collectively, the "Platform" or "Service").
By creating an account, accessing, or using the Platform, you represent that:
(a) you have read and understood these Terms;
(b) you have the legal capacity to enter into a binding contract; and
(c) you agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference.
If you are using the Platform on behalf of an organization, you represent that you have authority to bind that organization to these Terms.
We reserve the right to update or modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on the Platform with a revised effective date. Your continued use of the Platform after any such update constitutes your acceptance of the revised Terms.

2. Description of the Service

MentalHappy is a software-as-a-service (SaaS) platform that enables mental health and wellness professionals, coaches, counselors, social workers, peer support specialists, and other practitioners ("Group Leaders") to create, promote, and facilitate virtual psychoeducational support groups, and enables individuals ("Members") to discover and join those groups.

IMPORTANT — NOT A CLINICAL OR MEDICAL SERVICE: MentalHappy is not a healthcare provider, medical practice, or clinical mental health service. The Platform does not provide therapy, psychotherapy, psychiatric services, medical advice, diagnosis, or treatment. Use of the Platform does not create a therapist-client, counselor-client, physician-patient, or any other licensed professional-client relationship between MentalHappy and any User. The Platform is not a crisis service. If you are experiencing a mental health emergency, please contact 988 (Suicide & Crisis Lifeline), call 911, or go to your nearest emergency room.

MentalHappy is not a HIPAA-covered entity or business associate. Group Leaders who are licensed healthcare providers are solely responsible for ensuring their use of the Platform complies with all applicable laws, regulations, and professional ethical obligations, including any obligations under HIPAA, state telehealth laws, and professional licensing requirements.
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3. eligibility

To use the Platform, you must:

Be at least 18 years of age. Individuals under 18 are not permitted to use the Platform.
Have the legal capacity to enter into a binding contract under applicable law.
Not be prohibited from using the Platform under applicable law.
Provide accurate, current, and complete registration information.

Group Leaders who hold themselves out as licensed professionals represent and warrant that they hold all licenses, certifications, and credentials required by applicable law to provide the services they offer through the Platform. MentalHappy does not independently verify professional credentials and is not responsible for any misrepresentation by Group Leaders.

4. Account Registration and Security

To access most features of the Platform, you must register for an account. When registering, you agree to:

Provide accurate, complete, and current information.
Maintain and promptly update your account information to keep it accurate and current.
Keep your password confidential and not share it with any third party.
Notify us immediately at Support@MentalHappy.com if you suspect unauthorized access to your account.
Accept responsibility for all activity that occurs under your account.

You may not create more than one account per individual. You may not create an account on behalf of another person without their express authorization. MentalHappy reserves the right to suspend or terminate accounts that violate these Terms or that contain false, inaccurate, or misleading information.

5. Group Leader Terms and Responsibilities

5.1 Group Leader Role — Platform Users, Not Contractors or Employees
‍Group Leaders are users of the MentalHappy Platform who independently create and facilitate psychoeducational support groups for other users (Members). Group Leaders are not employees, agents, franchisees, joint venturers, or partners of MentalHappy in any capacity, and nothing in these Terms shall be construed to create any such relationship.

MentalHappy operates solely as a platform that enables Group Leaders to offer, and Members to access, psychoeducational support groups. This relationship is analogous to that between a marketplace platform and its users — similar to the relationship between a hosting platform and its hosts, or a creator platform and its creators. MentalHappy does not direct, supervise, employ, or control Group Leaders or their activities. Group Leaders set their own schedules, pricing, group formats, and content independently and at their own discretion.

MentalHappy does not withhold taxes, provide benefits, issue employment or contractor income forms, or exercise any degree of control over Group Leaders' services that would be consistent with an employment or contractor relationship. Group Leaders are solely responsible for all aspects of their group facilitation services and for complying with all applicable laws governing their practice.
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5.2 Group Leader Representations and Warranties
‍By registering as a Group Leader, you represent and warrant that:

All information you provide about your credentials, experience, and qualifications is accurate and complete.
You hold all licenses, permits, and certifications required by applicable law to offer the support group services you advertise on the Platform.
Your services do not constitute the unlicensed practice of medicine, psychotherapy, or any other regulated profession without appropriate licensure.
You will comply with all applicable professional ethics codes and standards of practice applicable to your profession.
You will not use the Platform to provide clinical diagnosis, prescribe medications, or offer services that exceed the scope of your licensure or training.
You will maintain appropriate professional boundaries with Members at all times.
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5.3 Group Leader Responsibilities

‍Group Leaders are solely responsible for:

The content, quality, and delivery of their support group services.
Setting and communicating clear group expectations and confidentiality guidelines to Members.
Handling any required informed consent processes with Members.
You will comply with all applicable professional ethics codes and standards of practice applicable to your profession.
You will not use the Platform to provide clinical diagnosis, prescribe medications, or offer services that exceed the scope of your licensure or training.
You will maintain appropriate professional boundaries with Members at all times.

5.4 Group Leader Content

‍Group Leaders are solely responsible for all content they post, upload, or make available through the Platform, including group descriptions, materials, session content, and communications with Members. MentalHappy does not review or endorse Group Leader content and assumes no liability for it.

5.5 Credential Verification Disclaimer

‍MentalHappy may make reasonable efforts to verify professional credentials or licensure information submitted by Group Leaders during registration or as part of profile completion. However:

MentalHappy does not guarantee the accuracy, completeness, currency, or validity of any credential, license, certification, or professional designation displayed on any Group Leader's profile.
MentalHappy is not responsible for verifying whether a Group Leader's licensure is active, in good standing, or applicable in the jurisdiction in which a Member is located.
The presence of any credential, title, or professional designation on the Platform is not an endorsement by MentalHappy of that Group Leader's qualifications, competence, or suitability for any particular user's needs.
Members are encouraged to independently verify the credentials of any Group Leader before participating in a group.

5.6 Professional Liability Insurance

‍Group Leaders who hold professional licenses or certifications are strongly encouraged to maintain current professional liability (errors and omissions) insurance coverage appropriate to the nature of the services they offer through the Platform. MentalHappy does not require proof of insurance as a condition of registration but strongly recommends it. MentalHappy assumes no liability for claims arising from a Group Leader's uninsured professional conduct.

5.7 Permitted Group Types and Content Standards

‍MentalHappy is a platform dedicated exclusively to wellness, health, life events, and emotional support. Group Leaders may only create and facilitate groups that fall within the following permitted categories:

Mental health and emotional wellness: e.g., anxiety, depression, grief, stress management, burnout, trauma recovery, self-esteem.
Health and chronic illness: e.g., chronic pain, caregiving, cancer support, disability, addiction recovery, eating and body image.
Life events and transitions: e.g., divorce, parenting, pregnancy loss, job loss, bereavement, aging, relationship transitions.
Peer and community support: e.g., LGBTQ+ support, cultural identity, survivors' support, neurodiversity, sobriety.

‍The following types of groups are expressly prohibited on the Platform:

Business, entrepreneurship, networking, or professional development groups..
Sports, fitness, or hobby groups that are not tied to mental health or wellness.
Political, religious, or ideological groups.
Groups that promote, glorify, or normalize self-harm, eating disorders, substance abuse, or any other harmful behavior.
Groups that function as recruitment channels for other platforms, products, services, or organizations.
Any group that MentalHappy determines, in its sole discretion, falls outside the wellness, health, life events, or emotional support mission of the Platform.

‍MentalHappy reserves the right to remove any group that violates these content standards at any time and without prior notice, and to suspend or terminate the account of any Group Leader whose groups repeatedly or egregiously violate this policy.

6. Member Terms and Responsibilities

6.1 Nature of Support Groups
‍Support groups available on the Platform are psychoeducational and peer-support oriented in nature. Participation in a support group on MentalHappy is not a substitute for individual therapy, clinical counseling, psychiatric care, or any other licensed mental health service. MentalHappy does not guarantee that any support group or Group Leader will meet your particular needs.
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6.2 Member Conduct
‍As a Member, you agree to:

Treat all group participants, Group Leaders, and MentalHappy staff with respect and dignity.
Maintain the confidentiality of information shared by other Members within support groups. You may not share, disclose, or distribute identifying information about other participants outside of the group context.
Not record, screenshot, or otherwise capture group session content without the express written consent of all participants and the Group Leader.
Not engage in harassment, bullying, hate speech, or any conduct that demeans or harms other participants.
Acknowledge that your participation in any support group is voluntary and that you may leave at any time.

6.3 Member Acknowledgment

‍By joining a support group through the Platform, you acknowledge and agree that:

Group discussions are not confidential communications protected by privilege and may be subject to disclosure if required by law.
MentalHappy is not a party to the therapeutic or support relationship between you and a Group Leader.
You are responsible for assessing whether any group is appropriate for your needs and circumstances.

6.4 Mental Health Crisis and Emergency Protocol

‍MentalHappy is not a crisis service and is not equipped to respond to mental health emergencies. If you or someone you know is experiencing a mental health crisis, please contact emergency services immediately:

911: For immediate life-threatening emergencies.
988 Suicide & Crisis Lifeline: Call or text 988 (available 24/7 in the U.S.).
Crisis Text Line: Text HOME to 741741.
Nearest Emergency Room: Go to your nearest hospital emergency department.

MENTALHAPPY IS NOT RESPONSIBLE FOR AND EXPRESSLY DISCLAIMS ANY OBLIGATION TO: MONITOR GROUP SESSIONS FOR CRISIS SITUATIONS; CONTACT EMERGENCY SERVICES ON BEHALF OF ANY USER; ENSURE THAT ANY USER IN CRISIS RECEIVES ASSISTANCE; OR TAKE ANY ACTION IN RESPONSE TO A CRISIS DISCLOSURE MADE WITHIN THE PLATFORM. CRISIS RESPONSE IS SOLELY THE RESPONSIBILITY OF THE INDIVIDUAL USER AND, WHERE APPLICABLE, THE GROUP LEADER IN ACCORDANCE WITH THEIR PROFESSIONAL OBLIGATIONS.

7. Payments, Billing, and Subscriptions

7.1 MentalHappy Platform Fees
‍MentalHappy charges Group Leaders subscription and/or transaction fees for use of the Platform. Fee schedules are set forth on the Platform and may be updated with advance notice. By subscribing, you authorize MentalHappy to charge your payment method on a recurring basis at the applicable rate.
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7.2 Stripe Connect and Group Leader Payment Accounts
‍MentalHappy uses Stripe Connect, a service provided by Stripe, Inc. ("Stripe"), to enable Group Leaders to collect payments directly from Members. Under this model:

Group Leaders are the merchant of record for all fees they charge to Members. Payments from Members flow directly into the Group Leader's own connected Stripe account, not into MentalHappy's Stripe account.
MentalHappy's role is limited to enabling and facilitating the payment connection between Members and Group Leaders through the Stripe Connect infrastructure. MentalHappy does not receive, hold, or control Member payments made to Group Leaders.
Group Leaders must maintain a valid Stripe account and agree to Stripe's Connected Account Agreement and Stripe's Terms of Service, available at https://stripe.com/legal, as a condition of accepting payments through the Platform.
Group Leaders are solely responsible for all payment operations within their own Stripe account, including configuring pricing, issuing refunds, managing disputes, and handling chargebacks arising from Member transactions.

7.3 Member Payments to Group Leaders

‍When a Member pays a Group Leader through the Platform, that payment is a transaction solely between the Member and the Group Leader. MentalHappy is not a party to that transaction and makes no representations or guarantees regarding the Group Leader's services, pricing, or refund practices. Members should review the Group Leader's stated refund and cancellation policy before making any payment.

7.4 Refunds, Disputes, and Chargebacks

‍Because Member payments to Group Leaders are processed through the Group Leader's own Stripe connected account, the following applies:

Refunds for Group Leader services are governed solely by the individual Group Leader's refund policy and processed through the Group Leader's Stripe account. MentalHappy has no obligation to issue or facilitate refunds for Group Leader fees.
Payment disputes and chargebacks between Members and Group Leaders are handled through the Group Leader's Stripe account and are subject to Stripe's dispute resolution process. MentalHappy is not a party to such disputes and bears no liability for their outcome.
MentalHappy Platform subscription fees paid by Group Leaders directly to MentalHappy are non-refundable except as expressly stated in our refund policy or as required by applicable law.
If you have a billing issue related to a MentalHappy Platform subscription charge, contact Support@MentalHappy.com. For disputes about Group Leader fees, contact the Group Leader directly.

7.5 No Liability for Group Leader Payment Operations

MENTALHAPPY IS NOT RESPONSIBLE FOR AND EXPRESSLY DISCLAIMS ALL LIABILITY ARISING FROM: (A) ANY PAYMENT DISPUTE, CHARGEBACK, FRAUD, OR FAILED TRANSACTION BETWEEN A MEMBER AND A GROUP LEADER; (B) A GROUP LEADER'S FAILURE TO ISSUE A REFUND; (C) ERRORS OR FAILURES IN A GROUP LEADER'S STRIPE ACCOUNT; OR (D) ANY FEES, PENALTIES, OR LOSSES INCURRED BY A GROUP LEADER IN CONNECTION WITH THEIR STRIPE ACCOUNT OR PAYMENT OPERATIONS.
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7.6 Taxes

‍You are responsible for all applicable taxes associated with your use of the Platform. Group Leaders are solely responsible for determining and fulfilling any tax reporting, withholding, or remittance obligations arising from payments received through their Stripe connected accounts. MentalHappy does not provide tax advice and is not responsible for any tax obligations of Group Leaders or Members.
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7.7 Group Inactivity Policy and Automatic Refunds

‍To protect Members who have paid to join a group, MentalHappy enforces the following group activity policy:

30-Day Activity Requirement: Once a group has at least one paying Member, the Group Leader is required to conduct at least one session or send at least one group message within 30 calendar days.
Automatic Refund: If a Group Leader does not conduct a session or send a message within 30 days of a group's first paying Member joining, MentalHappy will automatically issue a full refund to all paying Members of that group.
Group Status Reversion: Upon triggering this policy, the group will automatically be reverted from "Active Group" status to "Group Listing" status. The group will no longer be accessible to Members until the Group Leader takes action to reactivate it.
No MentalHappy Liability: MentalHappy's automatic refund in this circumstance is a user protection measure and does not constitute an admission of fault or liability on the part of MentalHappy. MentalHappy is not responsible for any losses, damages, or inconvenience suffered by a Member as a result of a Group Leader's inactivity beyond the refund of the applicable group fee.
Group Leader Notification: MentalHappy will make reasonable efforts to notify Group Leaders before the 30-day deadline. However, failure to send or receive such a notification does not excuse a Group Leader from compliance with this policy.

8. Prohibited Conduct

You agree not to use the Platform to:

Violate any applicable local, state, national, or international law or regulation.
Impersonate any person or entity, or falsely represent your credentials, qualifications, or affiliation.
Provide clinical diagnosis, prescribe medications, or practice any licensed profession without appropriate licensure.
Harass, abuse, threaten, stalk, or harm any person.
Post, upload, or distribute content that is defamatory, obscene, hateful, discriminatory, or that infringes any third-party intellectual property or privacy rights.
Record, screenshot, or otherwise capture any support group session without the express written consent of all participants.
Collect or store personal information about other users without their consent.
Solicit, exchange, or attempt to obtain private contact information (including email addresses, phone numbers, social media handles, or other personal identifiers) from any other user through the Platform.
Initiate or attempt to initiate any private, one-on-one communication with another user outside of designated group session features on the Platform.
Use the Platform to establish, suggest, or imply any individual care, treatment, or clinical relationship between a Group Leader and a Member.
Post or share any link, URL, QR code, or other redirect that MentalHappy determines, in its sole discretion, is intended to facilitate private communication or the sharing of personal contact information between users.
Use automated tools, bots, scrapers, or other non-human means to access or interact with the Platform.
Attempt to gain unauthorized access to the Platform, its systems, or other users' accounts.
Interfere with or disrupt the integrity or performance of the Platform.
Engage in any commercial solicitation or advertising to Members outside of permitted Group Leader functionality.
Use the Platform to facilitate illegal activities of any kind.

MentalHappy reserves the right to investigate violations of these provisions and to take any action it deems appropriate, including removal of content, suspension, or termination of accounts, and referral to law enforcement.

9. Confidentiality and No-Recording Policy

To protect the safety and privacy of all participants, the following rules apply to all support group interactions on the Platform:

No Recording: No audio, video, screenshot, or other recording of any support group session is permitted without the prior written consent of all participants and the Group Leader. Violation of this policy is grounds for immediate account termination and may give rise to legal liability.
No Distribution: Content shared within a support group (including personal disclosures, discussions, and materials) may not be distributed, shared, or republished outside the group without the express consent of the individuals involved.
Member Confidentiality: Members agree not to share identifying information about other participants learned in the course of group participation.
Limits of Confidentiality: Group communications on the Platform are not legally privileged. MentalHappy may be required to disclose information pursuant to a valid legal process. Group Leaders who are licensed professionals may have independent mandatory reporting obligations.

10. No Private Communication Policy

MentalHappy is designed exclusively as a group-based support and psychoeducational platform. To protect the privacy and safety of all users and to preserve the group nature of the services offered, the following policy applies:

No Private Messaging on the Platform: The Platform does not offer, support, or permit direct messaging, private chat, or any other form of one-on-one communication between Group Leaders and Members, or between Members themselves, outside of scheduled group sessions.
No Sharing of Personal Contact Information: MentalHappy does not share, display, or make available the personal contact information of any user (including email addresses, phone numbers, or social media handles) to other users on the Platform. Users are prohibited from requesting or distributing such information through the Platform.
All Communication Through Group Sessions Only: All interaction between Group Leaders and Members must occur within the designated group session features of the Platform. Any attempt to move communications off-platform or into a private channel is a violation of these Terms.
No Individual Care Relationships: This policy exists in part to prevent the formation of individual therapeutic, clinical, or caregiver relationships between Group Leaders and Members through the Platform. Private or direct communication between a Group Leader and a Member could imply the existence of an individual care relationship, which is outside the scope of services offered on MentalHappy and which MentalHappy expressly does not support or endorse.
No Links or Redirects to Private Communication: Users may not post, share, or embed any link, URL, QR code, or other redirect within the Platform that is intended to — or could reasonably be used to — facilitate private communication, share personal contact information, or move users off-platform to a direct messaging, email, or phone channel.

10.1 MentalHappy's Right to Remove Content

MentalHappy reserves the right, but not the obligation, to monitor, review, and remove any content, communications, links, or materials posted or shared on the Platform that MentalHappy determines, in its sole discretion, violates this No Private Communication Policy or any other provision of these Terms. This includes but is not limited to:

Direct or implied sharing of personal contact information such as email addresses, phone numbers, social media handles, or personal website URLs.
Links, URLs, QR codes, or redirect tools that MentalHappy reasonably determines are being used to route users to off-platform private communication channels.
Any content that MentalHappy determines, in its sole discretion, is designed to circumvent the group-only communication model of the Platform.
Any content that could reasonably be interpreted as establishing or soliciting an individual care, clinical, or caregiver relationship between a Group Leader and a Member.

MentalHappy may take down such content immediately and without prior notice. Repeated violations or egregious violations of this policy may result in suspension or permanent termination of a user's account. MentalHappy's decision to remove or not remove any particular content does not constitute an endorsement of that content or a waiver of MentalHappy's rights under these Terms.

MENTALHAPPY IS NOT RESPONSIBLE FOR AND EXPRESSLY DISCLAIMS ALL LIABILITY ARISING FROM ANY PRIVATE OR OFF-PLATFORM COMMUNICATION BETWEEN A GROUP LEADER AND A MEMBER, INCLUDING ANY CLAIM THAT SUCH COMMUNICATION ESTABLISHED AN INDIVIDUAL CLINICAL, THERAPEUTIC, OR CAREGIVER RELATIONSHIP. GROUP LEADERS WHO ENGAGE IN PRIVATE COMMUNICATION WITH MEMBERS DO SO SOLELY AT THEIR OWN RISK AND IN VIOLATION OF THESE TERMS.

11. Intellectual Property

11.1 MentalHappy Platform IP

The Platform, including all software, code, design, text, graphics, logos, trademarks, and other content created or owned by MentalHappy, is protected by copyright, trademark, and other intellectual property laws. You may not copy, modify, distribute, sell, sublicense, or create derivative works from any MentalHappy IP without our prior written consent.

11.2 User Content License

By submitting, posting, or uploading content to the Platform ("User Content"), you grant MentalHappy a non-exclusive, worldwide, royalty-free, sublicensable license to use, reproduce, modify, adapt, publish, translate, distribute, and display your User Content solely to the extent necessary to operate, provide, and improve the Platform.

With respect to use of User Content for marketing or promotional purposes, MentalHappy will seek your prior consent before using content in a manner that identifies you personally. Aggregated, anonymized, or de-identified data derived from Platform usage may be used by MentalHappy for business purposes without restriction.

11.3 Your Ownership

You You retain ownership of any original content you create and submit to the Platform. The license granted to MentalHappy does not transfer ownership of your content. You represent and warrant that you own or have the necessary rights to grant the license described in Section 10.2.

11.4 Feedback

If you provide MentalHappy with suggestions, ideas, or feedback about the Platform ("Feedback"), you grant us the right to use such Feedback without restriction or compensation to you.

12. Privacy

Your use of the Platform is also governed by our Privacy Policy, located at www.mentalhappy.com/privacy-policy, which is incorporated into these Terms by reference. By using the Platform, you consent to the collection, use, and sharing of your information as described in the Privacy Policy.
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13. Third-Party Services and Links

13.1 General Third-Party Services

The Platform integrates with and may contain links to third-party websites, applications, and services, including payment processing (Stripe) and video session infrastructure (described in Section 13.2 below). MentalHappy does not control, endorse, or assume responsibility for any third-party services. Your use of any third-party service is governed solely by that service's own terms of use and privacy policy. MentalHappy is not liable for any harm, data loss, interruption, or failure arising from your use of third-party services accessed through or in connection with the Platform.

13.2 Video Session Technology

Virtual support group sessions on the Platform are facilitated using a third-party video software development kit ("Video SDK") provided by an independent third-party video infrastructure provider (the "Video Provider"). The Video Provider supplies the underlying video technology that powers live sessions on MentalHappy. By participating in a video session on the Platform, you acknowledge and agree to the following:By submitting, posting, or uploading content to the Platform ("User Content"), you grant MentalHappy a non-exclusive, worldwide, royalty-free, sublicensable license to use, reproduce, modify, adapt, publish, translate, distribute, and display your User Content solely to the extent necessary to operate, provide, and improve the Platform.
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Third-Party Infrastructure: Video sessions are transmitted through the Video Provider's infrastructure, which is separate from MentalHappy's servers. MentalHappy does not control, operate, or maintain the Video Provider's systems and is not responsible for the performance, availability, or security of the video session technology.
No User Data Shared with the Video Provider: MentalHappy does not share your personal account information (including your name, email address, or payment information) with the Video Provider. The Video Provider is used solely to facilitate the live video connection and is not provided with your MentalHappy profile data.
Technical Session Data: The Video Provider may collect limited technical data necessary to operate the video connection, such as IP addresses, device type, and connection quality metrics, solely in its capacity as a technical infrastructure provider. This data is governed by the Video Provider's own privacy policy.
Video Provider Terms: Your use of video sessions on the Platform is also subject to the Video Provider's terms of service and privacy policy. We encourage you to review those policies.
No Guarantee of Availability: MentalHappy does not warrant that video sessions will be uninterrupted, error-free, or available at all times. Outages, disruptions, or degraded performance caused by the Video Provider or by network conditions are outside MentalHappy's control and do not constitute a breach of these Terms by MentalHappy.
No Unauthorized Recording via the Video SDK: MentalHappy does not enable or authorize the Video Provider to record sessions on MentalHappy's behalf. The no-recording policy set forth in Section 9 applies to all video sessions. Any recording functionality that may exist within the Video Provider's platform is not authorized for use on MentalHappy.

13.3 Prohibited External Video Tools

To maintain a consistent, safe, and policy-compliant session environment, users are prohibited from sharing or posting links to external video conferencing platforms — including but not limited to Zoom, Google Meet, Microsoft Teams, FaceTime, or any similar service — within the Platform for the purpose of conducting, redirecting, or supplementing group sessions. All virtual sessions must be conducted exclusively through the Platform's built-in video session feature.

Sharing external video links on the Platform may also constitute a violation of the No Private Communication Policy in Section 10, and MentalHappy reserves the right to remove such links and take enforcement action in accordance with Section 10.1.

14. Disclaimers of Warranties

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, MENTALHAPPY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

MENTALHAPPY DOES NOT WARRANT THAT: (A) THE PLATFORM WILL MEET YOUR REQUIREMENTS; (B) THE PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (C) THE RESULTS OBTAINED FROM USE OF THE PLATFORM WILL BE ACCURATE OR RELIABLE; OR (D) ANY ERRORS IN THE PLATFORM WILL BE CORRECTED.

MENTALHAPPY DOES NOT ENDORSE, RECOMMEND, OR MAKE ANY REPRESENTATIONS ABOUT ANY GROUP LEADER OR THE QUALITY OF THEIR SERVICES. MENTALHAPPY IS NOT RESPONSIBLE FOR THE CONDUCT, ADVICE, OR ACTIONS OF ANY GROUP LEADER OR MEMBER.

15. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL MENTALHAPPY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR SUPPLIERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, DATA, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE PLATFORM, EVEN IF MENTALHAPPY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
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IN NO EVENT SHALL MENTALHAPPY'S AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE PLATFORM EXCEED THE GREATER OF: (A) THE TOTAL FEES PAID BY YOU TO MENTALHAPPY IN THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED DOLLARS ($100.00).

Some jurisdictions do not allow the exclusion or limitation of certain warranties or liability. In those jurisdictions, MentalHappy's liability is limited to the greatest extent permitted by applicable law.

16. Indemnification

You agree to defend, indemnify, and hold harmless MentalHappy, its affiliates, officers, directors, employees, contractors, agents, licensors, and suppliers from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, and fees (including reasonable attorneys' fees) arising out of or relating to:
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Your use of or access to the Platform.
Your violation of these Terms.
Your violation of any applicable law or regulation.
Your User Content.
Your services as a Group Leader, including any claims by Members arising from your group facilitation.
Any misrepresentation of your credentials, qualifications, or professional status.
Your infringement of any third-party right, including intellectual property or privacy rights.

17. Telehealth and Professional Compliance

Group Leaders who are licensed healthcare or mental health professionals acknowledge the following with respect to virtual service delivery:You agree to defend, indemnify, and hold harmless MentalHappy, its affiliates, officers, directors, employees, contractors, agents, licensors, and suppliers from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, and fees (including reasonable attorneys' fees) arising out of or relating to:
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Jurisdictional Requirements: Telehealth and online services are subject to state-specific licensing laws. Group Leaders are solely responsible for ensuring compliance with all licensure, telehealth, and practice requirements in the jurisdictions in which they offer services and in which their Members are located.
Platform Is Not a Telehealth Platform: MentalHappy is a group support facilitation platform. It is not designed, certified, or represented to be a HIPAA-compliant telehealth platform. Group Leaders who require HIPAA-compliant tools must use appropriate platforms for any clinical services they provide outside of this Platform.
Informed Consent: Licensed Group Leaders are solely responsible for obtaining any informed consent required by their professional obligations or applicable law before providing services to Members.
Duty to Refer: Group Leaders are responsible for identifying when a Member's needs exceed the scope of peer or psychoeducational support and for directing such Members to appropriate clinical resources.

18. Termination

18.1 Termination by You

You may terminate your account at any time by contacting us at Support@MentalHappy.com. Termination does not entitle you to a refund of any prepaid fees, except as required by applicable law.

18.2 Termination by MentalHappy

MentalHappy may suspend or terminate your access to the Platform at any time, with or without notice, for any reason, including but not limited to:
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Violation of these Terms or any applicable law.
Conduct that MentalHappy determines, in its sole discretion, is harmful to other users, third parties, or the Platform.
Failure to pay applicable fees.
Requests from law enforcement or government agencies.

18.3 Effect of Termination

Upon termination: (a) your right to access and use the Platform immediately ceases; (b) MentalHappy may delete your account and associated data in accordance with our Privacy Policy; (c) Sections 11 (Intellectual Property), 14 (Disclaimers), 15 (Limitation of Liability), 16 (Indemnification), 20 (Governing Law), 21 (Dispute Resolution), and any other provisions that by their nature should survive, shall survive termination.

19. Modifications to the Platform

MentalHappy reserves the right to modify, suspend, or discontinue the Platform (or any part thereof) at any time, with or without notice. MentalHappy shall not be liable to you or any third party for any modification, suspension, or discontinuation of the Platform. We will make reasonable efforts to provide advance notice of material changes.

20. Governing Law

These Terms and any dispute arising out of or related to them or the Platform shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law provisions. To the extent that any claim is not subject to the arbitration agreement in Section 20, you consent to the exclusive jurisdiction of the state and federal courts located in San Francisco County, California.

21. Dispute Resolution and Arbitration

21.1 Informal Resolution

Before initiating any formal dispute process, you agree to first contact MentalHappy at Support@MentalHappy.com and provide a written description of the dispute, including the relief sought. We will attempt to resolve the dispute informally within 30 days of receiving your notice.

21.2 Binding Arbitration

If we cannot resolve the dispute informally, you and MentalHappy agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Platform (including questions of arbitrability) shall be resolved by final and binding individual arbitration administered by JAMS under its Streamlined Arbitration Rules and Procedures, except as modified herein. The arbitration shall take place in San Francisco, California, or, at your option, via video conference. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.
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21.3 Class Action Waiver

YOU AND MENTALHAPPY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS AND MAY NOT PRESIDE OVER ANY CLASS OR REPRESENTATIVE PROCEEDING.

21.4 Exceptions

Notwithstanding Section 20.2, either party may seek: (a) emergency injunctive or other equitable relief from a court of competent jurisdiction to prevent actual or threatened infringement of intellectual property rights or other irreparable harm; or (b) relief in small claims court for disputes within that court's jurisdiction.

21.5 Opt-Out

You may opt out of the arbitration agreement within 30 days of first agreeing to these Terms by sending written notice to: MentalHappy, Inc., 2193 Fillmore Street, San Francisco, CA 94109, Attn: Legal. Your notice must include your name, account email address, and a clear statement that you are opting out of arbitration. If you opt out, disputes will be resolved in court as set forth in Section 19.

22. Accessibility

MentalHappy is committed to making its Platform accessible to individuals with disabilities. If you experience accessibility barriers, please contact us at Support@MentalHappy.com and we will work to provide reasonable accommodations.

23. General Provisions

23.1 Entire Agreement
‍These Terms, together with our Privacy Policy and any additional terms applicable to specific features or services, constitute the entire agreement between you and MentalHappy regarding the Platform and supersede all prior agreements, understandings, and representations.

23.2 Severability
‍If any provision of these Terms is found to be unlawful, void, or unenforceable, that provision shall be deemed severable and shall not affect the validity and enforceability of the remaining provisions.

‍23.3 Waiver
‍MentalHappy's failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.

‍23.4 Assignment
‍You may not assign or transfer any rights or obligations under these Terms without MentalHappy's prior written consent. MentalHappy may freely assign these Terms in connection with a merger, acquisition, or sale of assets.

‍23.5 Force Majeure
‍MentalHappy shall not be liable for any failure or delay in performance resulting from causes beyond our reasonable control, including natural disasters, pandemics, acts of government, power outages, internet disruptions, or third-party service failures.

‍23.6 No Third-Party Beneficiaries
‍These Terms do not confer any rights or remedies on any third parties. They are solely for the benefit of you and MentalHappy.

24. Contact Us:

For questions or concerns about these Terms, please contact us:
MentalHappy, Inc.
2193 Fillmore Street
San Francisco, CA 94109
Email: Support@MentalHappy.com
‍Website: www.mentalhappy.com