TERMS OF USE

Effective Date: September 9, 2021

1. Introduction

Pasithea Therapeutics Corp. and its affiliates (“Pasithea”, “we” or “us”) are focused on the research and discovery of new and effective treatments for psychiatric and neurological disorders. We also provide management, administrative, and other business support services to affiliated physician organizations that provide anti-depression treatment services.

These Terms of Use (“Terms”) govern your access to and use of websites that Pasithea owns and operates and that link to these Terms (collectively, the “Sites”). Please read the entirety of these Terms carefully because they constitute a legal agreement between Pasithea and you.

THESE TERMS CONTAIN PROVISIONS THAT LIMIT OUR LIABILITY TO YOU AND, IF YOU ARE U.S. RESIDENT, REQUIRE YOU TO RESOLVE ANY DISPUTE WITH US THROUGH ARBITRATION AND WITHOUT A JURY TRIAL, ON AN INDIVIDUAL BASIS, AND NOT AS PART OF ANY CLASS OR REPRESENTATIVE ACTION.

BY ACCESSING OR USING ANY OF THE SITES, YOU AFFIRM THAT:

• YOU HAVE READ AND UNDERSTOOD THESE TERMS;
• YOU WILL COMPLY WITH THESE TERMS; AND
• YOU ARE AT LEAST 18 YEARS OLD AND OTHERWISE LEGALLY COMPETENT TO ENTER INTO CONTRACTS

IF YOU DO NOT AGREE WITH THESE TERMS OR QUALIFY TO USE THE SITES, PLEASE DO NOT ACCESS, BROWSE, OR USE ANY OF THE SITES.

Please also review our Privacy Policy at www.pasithea.com/privacy-policy to learn about our information collection, use, and privacy practices associated with the Sites.

2. Changes to these Terms; Site Modifications

We reserve the right, at our sole discretion, to modify or replace any part of these Terms at any time. It is your responsibility to check these Terms periodically for changes. Your continued use of or access to any of the Sites following the posting of any changes to this Agreement constitutes acceptance of those changes. By using the Sites, you agree to the changes.

In the future, we may make changes to the Sites or offer new services and/or features through the Sites (including, but not limited to, the release of new tools, services and resources). Such new features and/or services shall be considered part of the Sites and shall be subject to the terms and conditions of this Agreement.

3. Your Account

Some of our Sites or features on a Site may require an account and password for access. If you use such Site or feature, you are responsible for maintaining the confidentiality of your account and password, if any, and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. You agree that registration information you provide through the Sites will be accurate and complete. Pasithea reserves the right to refuse service, terminate accounts, or remove or edit content in its sole discretion.

4. Connecting you to Healthcare Professionals

Some of our Sites enable you to connect with a licensed healthcare professional for certain healthcare services near you. Using your IP address or the GPS receiver (from your mobile device) assists in detecting your location. You also have the ability to select your location. The Site identifies to you the healthcare professional who we have engaged to perform services. After your selection, the Site sends a message to the healthcare professional in your requested city that asks the healthcare professional whether he or she would like to provide you with the requested healthcare services. In the event a healthcare professional agrees to provide you with healthcare services, the Site schedules those services and bills you on behalf of the healthcare professional. We make no representation or warranty to you that any healthcare professional will be available to perform healthcare services.

PASITHEA IS NOT ENGAGED IN THE PRACTICE OF MEDICINE, DOES NOT PROVIDE HEALTHCARE SERVICES, AND IS NOT A HEALTHCARE PROVIDER. THE HEALTHCARE PROFESSIONAL WITH WHICH YOU ESTABLISH A TREATMENT RELATIONSHIP IS SOLELY RESPONSIBLE FOR PROVIDING YOU WITH HEALTHCARE SERVICES. WE ONLY ACT AS A TECHNOLOGY PLATFORM TO CONNECT YOU WITH HEALTH CARE PROFESSIONALS WHO MAY BE INTERESTED IN PROVIDING YOU WITH HEALTHCARE SERVICES. NO LICENSED HEALTHCARE PROFESSIONAL/PATIENT RELATIONSHIP IS CREATED WHEN YOU USE THE SITES.

OUR SITES ARE INTENDED TO BE FOR YOUR INFORMATIONAL AND EDUCATIONAL USE ONLY. WHILE WE HOPE OUR SITES ARE USEFUL, THEY ARE NOT INTENDED AS A SUBSTITUTE FOR, NOR DO THEY REPLACE, PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. DO NOT USE ANY OF THE SITES FOR EMERGENCY MEDICAL NEEDS. IF YOU EXPERIENCE A MEDICAL OR MENTAL HEALTH EMERGENCY, ARE THINKING ABOUT SUICIDE OR TAKING ACTIONS THAT MAY CAUSE HARM TO YOU OR TO OTHERS, IMMEDIATELY CALL A HEALTHCARE PROFESSIONAL AND/OR 911. YOUR USE OF THE SITES IS SOLELY AT YOUR OWN RISK. NOTHING STATED, POSTED, OR AVAILABLE THROUGH ANY OF THE SITES IS INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF MEDICINE, DENTISTRY, NURSING, PHARMACY, OR OTHER PROFESSIONAL HEALTHCARE ADVICE, OR THE PROVISION OF MEDICAL CARE.

5. Fees, Payment, and Refunds

Any healthcare services scheduled and/or purchased from Pasithea, through the Sites or otherwise, are provided by licensed healthcare professionals who have contracted with Pasithea.

By scheduling an appointment with Pasithea, through the Sites or otherwise, you agree to pay the fee indicated for the service that has been scheduled. Payments will be charged at the time of scheduling or at the time of service as indicated or directed. Pasithea REQUIRES AT LEAST 24 HOUR ADVANCED NOTICE OF CANCELLATION. You will be charged the full amount of the fee indicated for the service(s) scheduled if you cancel an appointment within 24 hours of its scheduled time. MISSED APPOINTMENTS ARE NOT REFUNDABLE. In the unusual event a healthcare professional is unable to provide the services to you because of availability, a CREDIT or a REFUND WILL BE PROVIDED. Credits or refunds will not be provided to customers who receive but are not satisfied with the services for any reason.

In the event that the healthcare professional engaged by Pasithea is unable to perform the portion of the scheduled service(s) that follows the insertion of the I.V. needle due to circumstances out of the healthcare professional’s control (e.g. the I.V. Ketamine infusion drip will not begin after the healthcare professional has made an attempt), we will reschedule your appointment. If rescheduling your appointment is not feasible, you will receive a credit or refund of the full amount of the services scheduled less any amounts charged for the psychiatric appointment that occurs prior to the scheduled visit.

In the event that you misrepresent yourself in any way, including, but not limited to, your age, or the information you provide regarding your medical history or the medications you take is not accurate (as determined by a healthcare professional engaged by Pasithea), or you are under the influence of drugs or alcohol at the time of the appointment, you will be charged for the full amount of the services scheduled BUT no services will be provided. For an additional consult charge with the treating psychiatrist, you may discuss rescheduling the appointment for a future date / time so long as you are no longer under the influence of drugs or alcohol in the determination of a healthcare professional engaged by Pasithea, which may include a urine or blood toxicology screening.

Upon your acceptance of these terms and submission of your purchase, you hereby agree that Pasithea has the right to automatically charge your credit card (or other payment method) for the applicable fees or charges, plus any applicable taxes that Pasithea is required to collect, and you authorize Pasithea to do so.

If you make a payment by credit card, your credit card information will be stored on https://www.stripe.com or the payment provider in place at the time of service, and will only be accessed by authorized agents on behalf of Pasithea for the purpose of obtaining payment. In the event that you elect to change the services scheduled and/or purchased from the healthcare professional engaged by Pasithea prior to the delivery of such services, Pasithea may, in Pasithea’s sole discretion, use your stored credit card information to charge you for the additional services provided or to provide a credit to you for services that are not provided, as the case may be, and you authorize Pasithea to do so. In the case of an applicable credit, such credit will be given to you approximately two (2) to three (3) business days after you have notified Pasithea or the healthcare professional of the respective change in the services to be provided, subject to the policies of the respective credit card companies. You acknowledge that it is your responsibility to ensure that payment is made in advance for all services scheduled and/or purchased from Pasithea and the healthcare professional, and to ensure that your credit cards or other payment instruments accepted by Pasithea continue to be valid and sufficient for such purposes.

6. Credits and Purchase Certificates

Credits and purchase certificates made available to you are non-refundable. Credits and purchase certificates are not exchangeable with cash or another voucher. Any additional cost exceeding the value of the credit(s) or purchase certificates will be paid by the redeemer. Credits and purchase certificates will not be replaced when lost or stolen.  A credit or purchase certificate entitles the bearer to redeem the product specified therein. Credits and purchase certificates are valid only at www.PasitheaClinics.com. Pasithea reserves the right to amend these terms and conditions without prior notice.

7. Intellectual Property

The Sites contain material, including but not limited to software, text, graphics and images (collectively referred to as the “Content”). We may own the Content or portions of the Content may be made available to us through arrangements that we have with third parties. The Content is protected by United States and foreign intellectual property laws. Unauthorized use of the Content may result in violation of copyright, trademark, and other laws.

Pasithea, the Pasithea domain, the Pasithea logo, and all other trademarks, wordmarks, service marks, graphics and logos used in connection with Pasithea or the Sites are trademarks or registered trademarks of Pasithea Therapeutics Corp. Other trademarks, service marks, graphics and logos used in connection with the Sites may be the trademarks of other third parties. Your use of the Sites does not grant you any right or license to reproduce or otherwise use any of Pasithea’s trademarks or third-party trademarks.

You should assume that all Content is copyrighted unless otherwise noted and may not be used without the express written permission of Pasithea. Except as expressly provided above, nothing contained herein shall be construed as conferring any license or right under any Pasithea or third-party copyright.

You expressly acknowledge and agree that, other than User Data (defined below), Pasithea and its affiliates, licensors and partners and their respective successors and assigns (collectively, “Pasithea and Related Parties”) retain sole and exclusive ownership of all worldwide right, title and interest, including all copyrights, patent rights, trade secret rights, and other intellectual property and proprietary rights, in and to the Sites, including all Content, data, information, reports, software, tools, links and resources comprised in the Sites or provided through the Sites, as well as all technologies used by Pasithea to provide and operate the Sites. Other than a limited license to use as provided in the “Use of the Sites; Grant of License” section below, you have and acquire no other right or license with respect to the Sites or any portion or component thereof. Unless expressly authorized by applicable law or in writing by Pasithea, you may not copy, reproduce, publicly perform or display, transmit, modify or otherwise create derivative works from, sell, distribute, or otherwise make unauthorized use of the Sites or any portion or component thereof. Any unauthorized use of the Sites or any portion or component thereof is strictly prohibited and may result in civil and/or criminal penalties. Pasithea and Related Parties reserve all rights not expressly granted herein. There are no implied rights or licenses granted to you under these Terms.

8. Use of the Sites; Grant of License

Subject to your compliance with these Terms and all applicable laws and regulations, Pasithea grants you a revocable, non-exclusive, non-transferable, non-sublicensable, limited personal license to access the Sites for your lawful personal and noncommercial uses. As a condition of your use of the Sites, you agree not to: (a) take any action that imposes an unreasonable load on the infrastructure of any Site, (b) use any device, software or routine to interfere or attempt to interfere with the proper working of the Sites or any activity being conducted on the Sites, (c) attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising or making up the Sites, (d) delete or alter any material posted on the Sites by Pasithea or any other person or entity, (e) frame or link to any of the materials or information available on the Sites, or (f) transmit any material that contains software viruses, worms, disabling code, or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment.

9. User Data

Subject to the license granted to you by Pasithea as described in the “Use of the Sites; Grant of License” section above, you retain ownership of any communications or other material that you email, post, or transmit through the Sites including, to the extent property interests exist, any data, questions, comments, suggestions, media inquiries, or the like (“User Data”). You grant Pasithea a non-exclusive, royalty-free, perpetual, worldwide, irrevocable license to reproduce, transmit, display, disclose, and otherwise use User Data in accordance with our Privacy Policy, available at www.pasithea.com/privacy-policy. 

10. Termination

Pasithea may terminate your access to all or any part of the Sites at any time, with or without cause, with or without notice, effective immediately. If you wish to terminate this Agreement, you may simply discontinue using the Sites. Pasithea can terminate the Sites immediately as part of a general shut down of our business or other lawful reason. Upon termination, all provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

11. Responsibility of Site Visitors

Pasithea disclaims any responsibility for any harm resulting from the use by visitors of the Sites, or from any downloading by such visitors of the Content on the Sites. Any user who finds Content that is offensive, indecent, or otherwise objectionable, or Content containing technical inaccuracies, typographical mistakes, or other errors has a responsibility to report such Content to Pasithea.

You represent and warrant that (i) your use of the Sites will be in strict accordance with these Terms and with all applicable laws and regulations (including without limitation any local laws or regulations in your country, state, city, or other governmental area, regarding online conduct and acceptable content, and including all applicable laws regarding the transmission of technical data exported from the country in which you reside) and (ii) your use of the Sites will not infringe or misappropriate the intellectual property rights of any third party.

12. Managing or Deleting Your Account with Pasithea

You may review, update, or modify your account information, including profile and contact information, at any time by logging into your account at Pasithea. You may delete your account on Pasithea through your account settings or by contacting us as indicated in the “Questions” section below.

13. General Disclaimer

You use our Sites at your own risk. Pasithea will not be liable to you or anyone else for any harm to you or others resulting from the use of the Sites and/or the treatments and products you are connected with through the Sites or otherwise.

14. No Representations or Warranties.

PASITHEA AND RELATED PARTIES MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE CONTENT, INCLUDING BUT NOT LIMITED TO ITS ACCURACY, RELIABILITY, COMPLETENESS, TIMELINESS OR RELIABILITY. Pasithea and Related Parties shall not be subject to liability for the truth, accuracy or completeness of the Content or any other information conveyed to the user or for errors, mistakes or omissions therein or for any delays or interruptions of the data or information stream from whatever cause. You agree that you use the Sites and the Content at your own risk. Pasithea and Related Parties do not warrant that the Sites will operate error free or that the Sites, their servers, or the Content are free of computer viruses or similar contamination or destructive features. If your use of the Sites or the Content results in the need for servicing or replacing equipment or data, no Pasithea party shall be responsible for those costs.

THE SITES AND CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND WITHOUT WARRANTIES OF ANY KIND, EXPRESSED OR IMPLIED. PASITHEA AND RELATED PARTIES HEREBY DISCLAIM ALL WARRANTIES, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY OR OTHER VIOLATION OF RIGHTS. FURTHER, PASITHEA DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS CONCERNING THE ACCURACY, LIKELY RESULTS, OR RELIABILITY OF (A) THE USE OF THE MATERIALS ON THE SITES OR OTHERWISE RELATING TO SUCH MATERIALS OR (B) ANY OTHER THIRD PARTY SITES LINKED TO OR ON THE SITES.

15. Limitation of Liability

IN NO EVENT WILL PASITHEA RELATED PARTIES BE LIABLE UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOST PROFITS, DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION, OR DAMAGES INCURRED ARISING FROM THE PURCHASE OR USE OF THIRD-PARTY SUPPLIED INFORMATION, PRODUCTS OR SERVICES, RESULTING FROM THE USE OR INABILITY TO USE THE SITES AND THE CONTENT. THE FOREGOING SHALL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW. IF YOU ARE A U.K. RESIDENT, ENGLISH LAW DOES NOT PERMIT THE EXCLUSION OF CERTAIN LIABILITIES, INCLUDING DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE WHEN ACTING WITH CONSUMERS.

16. Indemnification

You agree to defend, indemnify and hold harmless Pasithea, the healthcare professional, and Related Parties from and against any and all claims, damages, causes of action, judgments, liabilities, demands and expenses of any kind or nature whatsoever, including attorneys’ fees, arising out of your breach of these Terms or your access to, use or misuse of the Sites or Content. We reserve the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting our defense of such matter.

17. Agreement to Arbitrate for U.S. Residents

Please read the following section carefully because it requires you to arbitrate certain disputes and claims with Pasithea and limits the manner in which you can seek relief from us if you are a U.S. resident. This section is referred to herein as the “Arbitration Agreement.” The United States Federal Arbitration Act (9 U.S.C. §§ 1-16) governs the interpretation and enforcement of this Arbitration Agreement. You and Pasithea agree that any and all controversies, claims, and disputes arising out of or related to these Terms or the Sites or any information provided through the Sites, whether based in contract, tort, warranty, statute, or any other legal or equitable basis, including, without limitation, any dispute or claim relating to the formation, interpretation, or enforceability of any part of these Terms (including the scope and enforceability of this Arbitration Agreement) and any claim that all or any part of these Terms is void or voidable (collectively, “Claims” and individually, a “Claim”), shall be finally resolved by binding arbitration, rather than in court; except that you and we each retain the right: (i) to bring an individual action in small claims court (if the Claim in question qualifies for small claims court); and (ii) to seek injunctive or other equitable relief in court against actual or threatened infringement, misappropriation or violation of intellectual property rights. There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award on an individual basis the same damages and relief as a court.

A. Procedures. 
Arbitration will be conducted by a single and neutral arbitrator in accordance with the American Arbitration Association’s (“AAA“) Consumer Arbitration Rules and procedures (the “AAA Rules”), as modified by this Arbitration Agreement. If there is any inconsistency between the AAA Rules and this Arbitration Agreement, the terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. To learn more about arbitration through the AAA, visit http://www.adr.org.

Prior to initiating arbitration, you and we agree to first make reasonable efforts to try to resolve a Claim amicably through good-faith negotiations. If a Claim cannot be resolved amicably within 60 days after a party gives written notice (email sufficient) of the Claim to the other, then either party may initiate arbitration in accordance with this Arbitration Agreement.

To initiate arbitration, a party must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. If you initiate arbitration, please send your written Demand for Arbitration to:

Pasithea Therapeutics Corp.
Attn: Legal Dept
1111 Lincoln Road, Suite 500
Miami Beach, FL 33139
Email: legal@pasithea.com

If we initiate arbitration, we will send our written Demand for Arbitration to you at the email or mailing address you have provided to us.

In arbitration, the arbitrator will: (i) follow these Terms and apply the governing law set forth in the “Applicable Laws and Jurisdiction” section below, consistent with the United States Federal Arbitration Act and applicable statutes of limitations (or, to the extent (if any) that federal law prevails, will apply the applicable federal laws of the United States, irrespective of any conflict of law principles); (ii) entertain any motion to dismiss, motion to strike, motion for judgment on the pleadings, motion for complete or partial summary judgment, motion for summary adjudication, or any other dispositive motion consistent with the governing law set forth in the “Applicable Laws and Jurisdiction” section below or U.S. federal rules of procedure, as applicable; (iii) honor claims of privilege recognized at law; and (iv) have authority to award any form of legal or equitable relief consistent with applicable laws (except that the arbitrator may not award any punitive, incidental, indirect, special, or consequential damages). The decision of the arbitrator will be final and binding on both parties. Judgment on the arbitration award rendered may be entered in any court of competent jurisdiction.

B. Venue. 
The arbitration shall be held in the county in which you reside or at another mutually agreed location. If the value of the relief sought is $10,000 or less, you or Pasithea may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on each party, but subject to the arbitrator’s discretion to require an in-person hearing if the circumstances warrant. Attendance at any in-person hearing may be made by telephone by either or both parties unless the arbitrator requires otherwise.

C. Confidentiality. 
You and Pasithea agree that the entire arbitration proceeding will be conducted in a confidential manner and that the arbitrator’s decision and award will be kept confidential by both parties and, except as may be required by applicable law or a valid court order, will not be disclosed to any third party without the express prior written consent of both parties.

D. Costs of Arbitration. 
Payment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees”) will be governed by the AAA Rules. Each party will be responsible for all other fees it incurs in connection with the arbitration, including without limitation, all attorney fees.

E. Severability. 
If a court decides that any term or provision of this Arbitration Agreement (other than Section 19 of these Terms) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified.

18. Class Action And Jury Trial Waiver

YOU AND PASITHEA AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. IF YOU ARE A U.S. RESIDENT, UNLESS BOTH YOU AND PASITHEA AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS ARBITRATION PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S).

IF YOU ARE NOT A RESIDENT OF THE U.S., OR IF YOU ARE A U.S. RESIDENT AND FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN IN ARBITRATION, WE EACH WAIVE ANY RIGHT TO A JURY TRIAL.

19. Injunctive Relief

You hereby acknowledge that your breach of these Terms may result in immediate and irreparable harm to Pasithea. Accordingly, you hereby agree that, in the event of such a breach by you, Pasithea shall be entitled to equitable relief to compel you to cease and desist all unauthorized use, evaluation and/or disclosure of information obtained through the Sites, as well as any and all other remedies available at law or in equity.

20. Applicable Law and Jurisdiction

If you are a U.S. resident, you agree that any suit, action or proceeding between you and Pasithea in connection with or arising from these Terms (each, a “Judicial Action“) shall be governed by the laws of the state of Florida.  You consent to the jurisdiction of federal and state courts within Miami-Dade County, Florida for any Judicial Action brought against you in connection with breaches of these Terms. You consent to electronic service of process regarding any Judicial Action under this Agreement.

If you are a U.K. resident, you agree that any Judicial Action between you and Pasithea in connection with or arising from these Terms shall be governed by the laws of England. You consent to the jurisdiction of courts located in London, England for any Judicial Action brought against you in connection with breaches of these Terms. You consent to electronic service of process regarding any Judicial Action under this Agreement.

21. Limitation on Time to File Claims

YOU AGREE THAT ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE AGAINST PASITHEA ARISING OUT OF OR RELATED TO THESE TERMS OR THE SITES OR ANY INFORMATION PROVIDED THROUGH THE SITES, MUST BE BROUGHT WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION OR CLAIM ACCRUES, OR BE PERMANENTLY BARRED.

22. Severability

If any provision of these Terms is found to be unlawful, invalid or unenforceable by any court having competent jurisdiction, the invalidity or unenforceability of such provision shall not affect the validity of the remaining provisions of this Terms, which shall remain in full force and effect.

23. No Waiver

Failure of Pasithea to act on or enforce any provision of the Terms shall not be construed as a waiver of that provision or any other provision in these Terms. No waiver shall be effective against Pasithea unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance.

24. Entire Agreement

Except as expressly agreed by Pasithea and you, these Terms constitute the entire agreement between you and Pasithea with respect to the subject matter, and supersede all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. A printed version of these Terms and of any related notice given in electronic form shall be admissible in arbitral, judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

25. Successors and Assigns

Pasithea may assign its ownership, control, or other rights to any party at any time without notice to you. These Terms will inure to the benefit of our successors, assigns, licensees, and sublicensees.

26. Electronic Notices

You agree that, where applicable, we may send you notice via email to the email address you have provided, and we are not responsible for your failure to receive notice if email is quarantined by your email security system (e.g., “junk” or “spam” folder) or if you fail to update your email address. You also agree that we may send you notice through the Sites.

27. Section Headings

The section headings are provided merely for convenience and shall not be given any legal import.

28. Links to Other Sites / Third Party Content

The Sites may contain links to websites and content owned, maintained or operated by third parties.  Pasithea is providing these links to you only as a convenience. Pasithea is not responsible for and does not routinely screen, approve, review or endorse the contents of or use of any of the products or services that may be offered at these websites. The inclusion of any link does not imply that Pasithea endorses any third-party website, content or third-party company or product. You acknowledge that Pasithea does not have any control over the content of such third-party websites and assumes no responsibility whatsoever for the functionality of such websites or for the accuracy, integrity, quality, legality, usefulness or safety of any information presented at such other websites.  We have no obligation to monitor third party content, and we may, in our sole discretion, block or disable access to any third party content (in whole or part) via the Sites at any time.  You should take precautions when downloading files from all websites to protect your computer from viruses and other destructive programs.  If you decide to access other organizations’ websites, you do so at your own risk.

Questions

If you have any questions regarding the Sites or these Terms, you may contact us at legal@pasithea.com or Pasithea Therapeutics Corp., 1111 Lincoln Road, Suite 500, Miami Beach, FL 33139.