Service Not For Emergencies
This Service is not appropriate for emergency care or urgent care. If you have a medical emergency or in need of urgent care, seek in-person emergency or urgent care immediately or dial 911.
Your Agreement with Our Terms and Conditions
BY CLICKING “I AGREE,” CLICKING ANOTHER BOX TO INDICATE YOUR AGREEMENT, USING ANY OTHER ACCEPTANCE METHOD OFFERED BY THE SERVICE (AS DEFINED BELOW) OR OTHERWISE ACCEPTING THESE TERMS AND CONDITIONS, YOU ACKNOWLEDGE THAT YOU HAVE READ, ACCEPTED, AND AGREED TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, PLEASE DO NOT CREATE AN ACCOUNT OR USE THE SERVICE. YOU AGREE THAT ANY PERSON WHO CLICKS ON THE “I AGREE” BUTTON OR OTHERWISE INDICATES ACCEPTANCE TO THESE TERMS AND CONDITIONS ON YOUR BEHALF IS YOUR AGENT.
This Agreement Includes a Binding Arbitration Clause
AS EXPLAINED FURTHER HEREIN, BY USING THIS SERVICE YOU AGREE THAT DISPUTES BETWEEN YOU AND US OR YOU AND THE MEDICAL GROUPS OR PROVIDERS ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICE OR THESE TERMS AND CONDITIONS WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION, AND YOU WAIVE YOUR RIGHTS TO A JURY TRIAL AND ANY RIGHTS TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION. WE EXPLAIN SOME EXCEPTIONS AND HOW YOU CAN OPT OUT OF ARBITRATION HEREIN.
The Company, The Service, and Terms and Conditions
Wellcore and/or its affiliates (collectively, the “Company,” “we,” or “us”) owns and operates the website located at teamwellcore.com (the “Website”). Your access and use of the Website, any part thereof, or anything associated therewith, including its content (“Content”), any products or services provided through the Website or otherwise by the Company, and any affiliated website, software or application owned or operated by the Company (collectively, including the Website and the Content, the “Service”) are governed by these Terms and Conditions (“Terms and Conditions” or “Agreement”).Please read these Terms and Conditions carefully. They include important terms you need to understand about the Service. In this Agreement, the terms “you” and “yours” refer to the person using the Service. You hereby represent and warrant that User is at least 21 years old and otherwise legally competent in all respects to accept and be bound by these Terms and Conditions.
Acceptance of Terms and ConditionsYour access to and use of the Service is governed and limited by this Agreement, as well as all applicable laws and regulations. If you do not accept and agree to be bound by this Agreement in its entirety, you are strictly prohibited from visiting, accessing, registering with and/or using the Service or any information or Content provided through the Service, except as necessary to review this Agreement. We may change the Service from time to time, and we reserve the right to revise or remove any part of this Agreement or the Service in our sole discretion at any time and without prior notice to you. Any changes to this Agreement are effective upon posting to the Website. Unless otherwise indicated, any new Content added to the Service is also subject to this Agreement upon posting to the Website. If you disagree with this Agreement or any terms or conditions herein, your sole remedy is to discontinue your use of the Service. Your continued use after a change to this Agreement has been posted constitutes your acceptance of this Agreement as modified by the changes.
Your Relationship with the Company
We make available to individuals who register as users of the Service (“Users”) certain products and services sold or offered by the Company. We may also provide you with access to one or more of the following healthcare professionals who provide healthcare items or services through the Website (the “Healthcare Professionals”): physician assistants and advance registered nurse practitioners. These healthcare professionals employ or contract with physicians, physician assistants, nurse practitioners, and/or other health professionals (“Providers”). who offer certain healthcare services through the Website.
We also make available to certain Users access to a pharmacy or laboratory with which we contract (the “Pharmacies” and “Labs”) when necessary to furnish the User with certain prescription products or lab tests.
By accepting this Agreement, you acknowledge and agree that any services you receive from any Healthcare Professionals, Providers, Pharmacies, Labs or other parties through the Website or as a result of using the Service are also governed by this Agreement, and that the Healthcare Professionals, Providers, Pharmacies, and Labs are third-party beneficiaries of this Agreement.The Company does not control or interfere with the practice of medicine or the offering of other healthcare items or services by the Healthcare Professionals, Providers, Pharmacies or Labs, each of whom is solely responsible for directing the healthcare items or services and/or care they provide to you. By accepting this Agreement, you acknowledge and agree that the Company is not a healthcare provider and that by using the Service, you are not entering into a doctor-patient or other healthcare provider-patient relationship with the Company. By using the Service, you may, however, be entering into a doctor-patient or other health care provider-patient relationship with the Medical Group and/or one or more Providers, the Pharmacies or the Labs.
By accepting this Agreement, you acknowledge and agree that the Healthcare Professionals and/or Providers may send you messages, reports, and emails via the Service regarding your diagnosis and/or treatment. You understand and agree that the Company is not responsible for the security or privacy of communications services you use to receive the aforementioned messages, reports, and emails sent via the Service. You also understand and agree that it is your sole responsibility to monitor and respond to these messages, reports, and emails and that neither the Company nor the Medical Group nor any Provider will be responsible in any way and you will not hold the Company, the Medical Group or any Provider liable for any loss, injury, or claims of any kind resulting from your failure to read or respond to these messages or for your failure to comply with any treatment recommendations or instructions from the Medical Group or your Provider(s).
Consent to Use of Telehealth Services
The Service involves the use of telehealth. Telehealth involves the delivery of healthcare services using electronic communications, information technology or other means between a healthcare provider or other health professional and a patient who are not in the same physical location at the same time. Telehealth services are not a substitute for in-person care in all cases. In order to use the Service, you will be required to review and agree to an informed consent regarding the use of telehealth (the “Telehealth Consent”) that will be provided to you via the Service. You agree that the Company, the Healthcare Professionals, and the Providers are third-party beneficiaries of the Telehealth Consent and have the right to enforce it against you.
Certain products available through the Service require a valid prescription by an appropriately licensed healthcare provider. You will not be able to obtain a prescription product unless you have completed a consultation with one of the Providers, the Provider has determined the prescription product is clinically appropriate for you, and the Provider has written a valid prescription. The Providers are solely responsible for making those clinical determinations in their own professional judgment.
If a Provider determines a prescription product is appropriate for you and writes a prescription, you will receive information about your options for filling the prescription. Prescriptions will be filled through a pharmacy with which the Company has a relationship, and the prescription will be filled from a pharmacy of the Company’s choosing based on geographic location and prescription availability during your use of the Service. Prescriptions filled by the Pharmacies may not use child-resistant packaging and prescription products may not be dispensed in child-resistant containers. You are responsible for keeping such products in a safe and secure location away from children and others.If you complete a consultation with a Provider and fill a prescription through one of the Pharmacies, the prescription product will be shipped to you by the applicable Pharmacy and the costs associated with the prescription are included in the total charged to you by the Service. If you fill a prescription with a pharmacy other than the Pharmacies, the Service will send the prescription to your selected pharmacy, but you will be responsible for picking up or otherwise obtaining the prescription product and paying the pharmacy directly for the cost of the prescription product. Prescription products available through the Website are “Third-Party Goods and Services” as described in the Third-Party Goods and Services section of this Agreement.
Laboratory Products and Services
Certain laboratory products and services available through the Website, including at-home testing kits and services, require a valid prescription or order by a licensed healthcare provider. You will not be able to obtain such laboratory services through the Service unless you have completed a consultation with one of the Providers, the Provider has determined the laboratory product and/or service is appropriate for you and the Provider has prescribed or ordered the laboratory product and/or service. If you receive laboratory products and/or services from a Lab through the Website, the applicable testing materials will be shipped to you by the applicable Lab, and the costs associated with the laboratory products and services are included in the total charged to you by the Service. You acknowledge and agree that to use the Lab products and services only on yourself and to return to the Lab only your specimens. You understand that your failure to adhere to this requirement could subject you to criminal and/or civil penalties.Laboratory products and services available through the Website are “Third-Party Goods and Services” as described in the Third-Party Goods and Services section of this Agreement.
Laboratory Products and Services
If you register and are approved for an at-home blood testing kit through the Service, the
applicable testing materials will be shipped to you, and the costs associated with the laboratory products and services will be included in the total amount the Service charges you.
You agree to use the Lab products and services only on yourself and to return to the Lab only your own blood specimens. You understand that your failure to adhere to this requirement could subject you to criminal and/or civil penalties.
Laboratory products and services available through the Website are “Third-Party Goods and Services” as described in the Third-Party Goods and Services section of this Agreement.
Your Financial ResponsibilityThe Company and the Healthcare Professionals are not enrolled with, and are not participating providers with, any federal or state healthcare programs (e.g., Medicare, Medicaid) for the provision of any healthcare services or supplies and, as such, neither you nor the Company or the Healthcare Professionals (or their Providers) may receive payment from such programs for the services or items provided to you by the Company or the Healthcare Professionals. Further, to the extent that any of the Providers, Pharmacies or Labs may be enrolled in federal or state healthcare programs, the means through which the services and products are provided or made accessible through the Service typically precludes such services and products from being covered benefits under these government programs. By choosing to use the Service, you are specifically choosing to obtain all services and items on a self-pay basis outside of any federal or state healthcare program. Accordingly, you are solely responsible for the costs of any service or item provided to you.
By agreeing to use the Service, you acknowledge and agree that (1) you are explicitly choosing to obtain services and items on a cash basis outside of any federal or state healthcare program and you have sole financial responsibility for all services or products provided to you by or through the Service, and (2) neither you nor the Company, the Healthcare Professionals, the Providers, the Pharmacies or Labs will submit a claim for reimbursement to any federal or state healthcare program for the costs of the services and items provided to you through the Service.
Restrictions on Use of the Service
Our Service is available only to individuals who are located in states in which we offer the Service, are at least eighteen (18) years of age or older (or at least the age of majority in their jurisdiction of residence, if higher than eighteen (18)), and who have accepted this Agreement. By visiting, accessing, registering with or using the Service, you are (a) representing and warranting to us that you are at least eighteen (18) years of age or older or at least the age of majority in your jurisdiction of residence (if higher than eighteen (18)), (b) representing and warranting to us that when you use the Service to consult with a Provider, you are located in the same state as the shipping address you provide in your account at the time that you conduct such consultation, (c) agreeing to comply with all applicable laws in visiting, accessing, registering with our using the service, and (d) agreeing that you will only use the Service for lawful purposes. Our Service is subject to state regulations and may change from time to time due to changes in applicable regulatory requirements.
Certain products available through the Service are subject to additional age restrictions, and not all products or services are available to all ages.
In some cases, the Service may not be the most appropriate way for you to provide information to, communicate with or seek medical or other healthcare services or products from a healthcare Provider or health professional. For example, certain medical conditions may require an in-person procedure or a healthcare provider other than your Provider, or your Provider may determine that your diagnosis and/or treatment requires an in-person office visit or are otherwise not appropriately addressed through use of the Service. In such a case, you may receive notification that you will be unable to use the Service for the particular issue you submitted with additional information regarding next steps.
Duty to Provide Information, Access, and Connectivity
You are responsible for providing and maintaining, at your own risk, choice and expense, appropriate software and hardware capabilities (consistent with any technical, quality or other requirements described in the Service) to enable use of the Service, including but not limited to, a computer or mobile device with a video camera and Internet access. You are solely responsible for any fees, including Internet connection or mobile fees, that you incur when accessing the Service. You also have a duty to provide truthful, accurate and complete information in any forms or other communications you submit to or through the Service. We reserve the right to change the access configuration, including any software, hardware or other requirements of the Service at any time without prior notice.
Protected Health Information
Registration, User Accounts, Passwords, and Security
You must register and set up an account in the Website in order to access the Service, and the Service is available only to Users who have registered and have been granted accounts with usernames and passwords. Information you provide to the Company in order to register and set up an account on the Website, including name, username, email address, shipping address and phone number, are not considered Protected Information for purposes of the Protected Health Information section above. You agree to accurately maintain and update any information about yourself that you have provided to the Company, a Medical Group or its Providers, the Labs or the Pharmacies. If you do not keep such information current, or fail to submit truthful, accurate and complete information, or we have reasonable grounds to suspect as much, we have the right to suspend or terminate your account and your use of the Service. You also agree to immediately notify the Company of any unauthorized use of your username, password or any other breach of security that you become aware of involving or relating to the Service by emailing the Company at email@example.com. Also, you agree to keep confidential your username and password and to properly terminate the end of each session by fully exiting from your User account and closing your internet browser. The Company disclaims liability for any and all losses and damages arising from your failure to comply with this section. You understand and agree that you may not use anyone else’s account at any time.
When establishing an account, you will be required to provide a username and password that will be used as your login for your account. To help protect the privacy of data you transmit through the Service, where personally identifiable information is requested, we also use technology designed to encrypt the information that you input before it is sent to us using encryption technology. We also take steps to protect the User data we collect against unauthorized access. However, you should keep in mind that the Service and our services are run on software, hardware, and networks, any component of which may, from time to time, require maintenance or experience problems or breaches of security beyond our control. In addition, persons with access to your computer, phone, or other mobile or other devices may be able to access the Service and information about you, including medical information, contained in the Service. It is your responsibility to affirmatively logout from your account when you are not actively using it. It is also your responsibility to secure and prevent unauthorized physical access to your computer, phone and other devices, and to protect the confidentiality of your username and password.
You are prohibited from violating, or attempting to violate, the security of the Service. Any such violations may result in criminal and/or civil penalties against you. The Company may investigate any alleged or suspected violations and if a criminal violation is suspected, the Company may cooperate with law enforcement agencies in their investigations. You also must use good judgment and take care when using the Service to guard against persons who may seek to steal your user credentials or otherwise gain access to the Service through your use. Any failure on your part could make you liable for damages and penalties.
Use and Ownership of the Service
Subject to this Agreement, the Company grants you a limited, non-transferable, revocable license to access and use the Service for your personal use solely for the intended purposes of the Service. Unless otherwise specified by the Company in a separate license, your right to use any of the Service or the Content is subject to this Agreement and all rights in the Service and Content are reserved by the Company. You agree that the Company and its suppliers own all rights, title and interest in the Service (including but not limited to, any computer code, themes, objects, concepts, photographs, product descriptions, blog posts, artwork, animations, sounds, musical compositions, audiovisual effects, methods of operation, moral rights, and documentation). You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Service. The Company’s stylized name and other related graphics, logos, service marks and trade names used on or in connection with the Service are the trademarks of the Company and may not be used without permission, including in connection with any third-party products or services. Other trademarks, service marks and trade names that may appear on or in the Service are the property of their respective owners.
License to Information You Submit
Subject to any limitations described herein, any information you transmit to the Company via the Service, whether by direct entry, submission, email or otherwise (collectively, “Submissions”), will, to the extent permitted under applicable law, be treated as non-confidential and non-proprietary. Subject to any applicable account settings that you select, you grant the Company a fully paid, royalty-free, perpetual, irrevocable, worldwide, royalty-free, non-exclusive and fully sublicensable right (including any moral rights) and license to use, license, distribute, reproduce, modify, adapt, publicly perform, and publicly display, Submissions (in whole or in part) for the purposes of operating and providing the Service to you and to our other Users. You warrant that the holder of any worldwide intellectual property right, including moral rights, in Submissions has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above. You agree that you, not the Company, are responsible for all of Submissions that you provide to the Service. In addition to the foregoing, the Company shall have the right, in its sole discretion, to edit, duplicate, or alter the Submission in any manner for any purpose that the Company deems necessary or desirable, and you irrevocably waive any and all so-called moral rights you may have in the Submission. You further agree that you shall have no right of approval and no claim to compensation in connection with the Submission. If a Submission you make contains Protected Information, the Company’ rights under this section with respect to the use or disclosure of such Protected Information will be limited as and to the extent required under applicable law.
Prohibited UseYou are prohibited from using or attempting to use the Service (i) for any unlawful, unauthorized, fraudulent or malicious purpose, (ii) in any manner that could damage, disable, overburden, or impair any server, or the network(s) connected to any server, (iii) in any manner that could interfere with any other party’s use and enjoyment of the Service, (iv) to gain unauthorized access to any other accounts, computer systems, or networks connected to any server or systems through hacking, password mining or any other means, (v) to access systems, data, or information not intended by the Company to be made accessible to a user, (vi) to obtain any materials, or information through any means not intentionally made available by the Company, (vii) to reverse engineer, disassemble or decompile any section or technology on the Service, or (viii) for any use other than the business purpose for which it was intended.
In addition, in connection with your use of the Service, you agree you will not: (a) create a false identity or duplicative accounts for the purpose of misleading others or impersonate any person or entity, including, without limitation, any the Company representative, or falsely state or otherwise misrepresent your affiliation with a person or entity; (b) upload or transmit any material that you do not have a right to reproduce, display or transmit under any law or under contractual or fiduciary relationships (such as nondisclosure agreements); (c) upload files that contain malicious code, viruses, trojan horses, worms, time bombs, cancel-bots, corrupted files, spyware or any other similar software, code, script, or programs, or malware or any kind that may damage the operation of another’s computer or property of another; (d) use the Service’s communication features in a manner that adversely affects the availability of its resources to other users; (e) upload or transmit any unsolicited advertising, promotional materials, “junk mail,” “spam,” “phishing” or any other form of solicitation, commercial or otherwise; (f) violate any applicable local, state, national or international law; (g) upload or transmit any material that infringes any patent, trademark, service mark, trade secret, copyright or other proprietary rights of any party; (h) delete or revise any material posted by any other person or entity; (i) manipulate or otherwise display the Service; (j) probe, scan, test the vulnerability of or breach the authentication measures of, the Service or any related networks or systems; (k) register, subscribe, attempt to register, attempt to subscribe, unsubscribe, or attempt to unsubscribe, any party for any services or any contests, promotions or sweepstakes if you are not expressly authorized by such party to do so; (l) harvest or otherwise collect information about others, including email addresses; (m) use any robot, spider, scraper, or other automated or manual means to access the Service, or copy, download, distribute or reproduce any content or information on the Service; or (n) assist or permit any person in engaging in any of these activities.
The Company reserves the right to take whatever lawful actions it may deem appropriate in response to actual or suspected violations of the foregoing, including, without limitation, the suspension or termination of a User's access and/or account. the Company may cooperate with legal authorities and/or third parties in the investigation of any suspected or alleged crime or civil wrong.
Right to Monitor
The Company reserves the right to monitor general use of the Service at any time as it deems appropriate and to remove any materials that, in the Company’ sole discretion, may be illegal, may subject the Company to liability, may violate this Agreement, or are, in the sole discretion of the Company, inconsistent with the Company’ purpose for the Service.
Third-Party Goods and Services
Parties other than the Company, including Labs, Pharmacies, Healthcare Professionals and Providers, provide services or sell products through the Service (collectively, “Third-Parties”), and the Company may also make available to you for purchase certain services, devices, items or products manufactured, distributed or sold by Third-Parties (“Third-Party Goods and Services”). Your use of any Third-Party Goods and any interactions with Third-Parties, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such use or interactions, are solely between you and such Third-Parties. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction involving Third-Parties or any Third-Party Goods and Services. You are solely responsible for, and shall exercise caution, discretion, common sense and judgment in, using the Service and disclosing personal information.
You agree that the Company shall not be responsible or liable for any loss or damage of any sort incurred as the result of your use of the Service, including any Third-Party Goods and Services or your interactions with any Third-Parties. In the event of any dispute between you and any Third-Party, any other User or any other entity or individual, you understand and agree that the Company is under no obligation to become involved in such dispute, and you hereby release and indemnify the Company, and its corporate parents, subsidiaries, and affiliates, and all of its respective contractors, directors, officers, employees, representatives, proprietors, partners, shareholders, servants, principals, agents, predecessors, successors, assigns, accountants, and attorneys (collectively, “the Company Parties”) from any and all claims, demands and/or damages (actual or consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes or the Service or the features and services therein.
Certain of the Company’ shareholders, directors, officers, employees, contractors or agents (collectively, “the Company Owners and Personnel”) may have a financial interest in one or more Third-Parties and may profit from your use of the Third-Parties and/or the sale of Third-Party Goods and Services to you.
Terms of Sale
All products offered for sale by the Company are subject to availability and we reserve the right to impose quantity limits on any order or reject all or any part of an order without prior notice. In the event of an error, we reserve the right to correct the error and revise your order accordingly (which includes charging the correct price) or to cancel the order and refund any amount charged. Prices for products are subject to change at any time. You are responsible for any applicable sales, use, duty, customs or other governmental taxes, levies or fees (“Taxes”) due with respect to your purchase of products or services through our Service. We will collect applicable Taxes if we determine we have a duty to collect Taxes. We will present an estimate of Taxes we collect at checkout, except where we have clearly stated in writing that a price includes Taxes. The actual Taxes charged may be adjusted from the amount shown at checkout. Several factors may cause this, such as variances between processor programs and changes in tax rates. We are not required to, and do not, collect Taxes in all states. You may have a duty to directly report and pay Taxes if we do not collect such Taxes.
Only valid payment methods acceptable to us may be used to complete a purchase via the Service. You represent and warrant that you are authorized to use your designated payment method. You authorize us to charge your designated payment method for the total amount of your order (including any applicable taxes and shipping and handling charges). If your designated payment method is declined, we will attempt to process your charge until the transaction is approved. We and our third-party payment service providers may request, and may receive, updated payment card information from your payment card issuer, such as updated card numbers and expiration date information when your credit card has expired. If such updated information is provided to us and our third-party payment service providers, you agree we may update your account information accordingly, and will use such updated information to process payments for your future purchases and applicable subscription charges (including any applicable taxes, shipping and handling charges). Your payment card issuer may give you the right to opt out of providing vendors and third-party payment service providers with your updated card information. If you wish to opt out of your payment card’s updating service, you should contact your card issuer. We are not responsible for any fees or charges that your bank or payment card issuer may apply. If your bank or card issuer reverses a charge to your payment card, we may bill your account directly and seek payment by another method including a mailed statement.
We reserve the right to remedy User issues and concerns on a case by case basis. We reserve the right, in our sole discretion, to resolve customer issues and concerns based on the facts and circumstances of each User.
The Company may terminate your use of the Service or any of our features or services at any time and for any reason without notice, including, for example, for conduct violating this Agreement, if our agreement with the Healthcare Professionals, Providers Pharmacies or Labs terminate or if we discontinue the Service. The provisions of this Agreement concerning Service security, prohibited activities, copyrights, trademarks, user submissions, disclaimers, limitation of liability, arbitration and resolution of Disputes, indemnity and jurisdictional issues shall survive any such termination or any other termination of this Agreement or your relationship with the Company. You agree that if your use of the Service is terminated pursuant to this Agreement, you will not attempt to use the Service under any name, real or assumed, and further agree that if you violate this restriction after being terminated, you will indemnify and hold all the Company Parties harmless from any and all liability that any such the Company Parties may incur with respect thereto.
Content and other information contained on the Service is provided by the Company as a convenience. Users relying on Content or other information from the Service do so at their own risk.
THE SERVICE IS PROVIDED ON AN “AS IS” OR “AS AVAILABLE” BASIS. ANY ACCESS TO OR USE OF THE SERVICE IS VOLUNTARY AND AT THE SOLE RISK OF THE USER. THE COMPANY AND EACH THIRD-PARTY OFFERING PRODUCTS OR SERVICES THROUGH THE SERVICE, INCLUDING THE MEDICAL GROUPS, THE PROVIDERS, THE PHARMACIES, AND THE LABS TO THE FULLEST EXTENT PERMITTED BY LAW, DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, SATISFACTORY QUALITY AND FITNESS FOR PARTICULAR PURPOSE WITH REGARD TO THE SERVICE, AND WITH RESPECT TO ANY INFORMATION, CONTENT, PRODUCT, SERVICE, MERCHANDISE OR OTHER MATERIAL PROVIDED ON OR THROUGH THE SERVICE OR THE WEBSITE. THE COMPANY DOES NOT WARRANT OR GUARANTEE THE ACCURACY, COMPLETENESS, RELIABILITY, TIMELINESS OR USEFULNESS OF THE SERVICE. THE COMPANY DOES NOT WARRANT THAT THE SERVICE WILL FUNCTION WITHOUT DELAYS, DISRUPTIONS, INTERFERENCES, IMPERFECTIONS, CORRUPTION, CYBER ATTACK, VIRUSES, MALWARE, OR ANY ADVERSE INCIDENT.
Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY SHALL NOT BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY INCIDENTAL, INDIRECT, SPECIAL, EXEMPLARY AND CONSEQUENTIAL DAMAGES, PERSONAL OR BODILY INJURY, EMOTIONAL DISTRESS, OR WRONGFUL DEATH, LOSS OF DATA, LOST PROFITS, OR DAMAGES RESULTING FROM THE USE OF OR INABILITY TO USE THE SERVICE, INCLUDING ANY INFORMATION AND CONTENT MADE AVAILABLE THROUGH THE SERVICE OR ANY SERVICES PERFORMED OR PRODUCTS OFFERED BY THIRD-PARTIES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY HAS BEEN NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES. THE COMPANY SHALL BE LIABLE ONLY TO THE EXTENT OF ACTUAL DAMAGES INCURRED BY YOU, NOT TO EXCEED U.S. $1,000.
ANY CLAIMS ARISING IN CONNECTION WITH YOUR USE OF THE SERVICE OR CONTENT MUST BE BROUGHT WITHIN ONE (1) YEAR OF THE DATE OF THE EVENT GIVING RISE TO SUCH ACTION OCCURRED. YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICE OR CONTENT IS PREDICATED UPON YOUR WAIVER OF ANY RIGHT TO PARTICIPATE IN A CLASS ACTION SUIT FOR ANY LOSSES OR DAMAGES RESULTING FROM YOUR USE OF THE WEBSITE, SERVICE OR CONTENT.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. TO THE EXTENT THAT WE MAY NOT DISCLAIM ANY IMPLIED WARRANTY OR LIMIT ITS LIABILITIES, THE SCOPE AND DURATION OF SUCH WARRANTY AND THE EXTENT OF OUR LIABILITY WILL BE THE MINIMUM PERMITTED UNDER APPLICABLE LAW.
You agree to defend, indemnify, and hold the Company Parties and any Third Parties offering products or services through the Service, including the Healthcare Professionals, Providers, Pharmacies, and Labs harmless from and against any and all suits, actions, claims, proceedings, damages, settlements, judgments, injuries, liabilities, obligations, losses, risks, costs, and expenses (including, without limitation, attorneys’ fees and litigation expenses) relating to or arising from your use of the Service, your fraud, violation of law, or willful misconduct, any breach by you of this Agreement or your violation of any rights of any other person or entity. We reserve the right to control the defense of any claim by a third-party for which we are entitled to indemnification, and you agree to provide us with such cooperation as is reasonably requested by us.
Any notices to you from the Company regarding the Service or this Agreement may be made by email, a posted notice on the Service, or regular mail, in the sole discretion of the Company.
When you access or use the Service or send emails or SMS messages to us, any Medical Group or its Providers, you are communicating with us, the Medical Group and its Providers electronically. Please be aware that your use of these electronic communications methods creates a risk of unintended disclosure of information to third parties, especially if you are not careful to ensure that you are communicating with the correct person or entity. You consent to receive communications from us, the Medical Group and its Providers electronically. We will communicate with you via email, SMS messaging or through the Service. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. You further agree that any notices provided by us electronically are deemed to be given and received on the date we transmit any such electronic communication as described in this Agreement.
This Agreement and any other agreements the Company may post on the Service or that you and the Company may execute from to time constitute the entire agreement between the Company and you in connection with your use of the Service and supersede any prior agreements between the Company and you regarding use of the Service, including prior versions of this Agreement.
Binding Arbitration / Class Waiver
YOU AND WE EXPRESSLY AGREE THAT ANY LEGAL CLAIM, DISPUTE OR OTHER CONTROVERSY BETWEEN YOU AND US OR ANY OF THE COMPANY PARTIES, ANY MEDICAL GROUPS, PROVIDERS, PHARMACIES OR LABS ARISING OUT OF OR OTHERWISE RELATING IN ANY WAY TO THE COMPANY PARTIES, THE WEBSITE, THE CONTENT OR THE SERVICE, OR ANY OTHER GOODS, SERVICES OR ADVERTISING BY THE COMPANY OR ANY OF THE COMPANY PARTIES, MEDICAL GROUPS, PROVIDERS, PHARMACIES, OR LABS INCLUDING CONTROVERSIES RELATING TO THE APPLICABILITY, ENFORCEABILITY OR VALIDITY OF ANY PROVISION OF THIS AGREEMENT (COLLECTIVELY “DISPUTES”), SHALL BE RESOLVED IN CONFIDENTIAL BINDING ARBITRATION CONDUCTED BEFORE ONE COMMERCIAL ARBITRATOR FROM THE AMERICAN ARBITRATION ASSOCIATION (“AAA”), RATHER THAN IN A COURT, AS DESCRIBED HEREIN. THE ARBITRATION WILL BE GOVERNED BY THE AAA'S COMMERCIAL ARBITRATION RULES AND, IF THE ARBITRATOR DEEMS THEM APPLICABLE, THE SUPPLEMENTARY PROCEDURES FOR CONSUMER RELATED DISPUTES (COLLECTIVELY “RULES AND PROCEDURES”). YOU ACKNOWLEDGE THAT YOU ARE VOLUNTARILY AND KNOWINGLY FORFEITING YOUR RIGHT TO A TRIAL BY JURY AND TO OTHERWISE PROCEED IN A LAWSUIT IN STATE OR FEDERAL COURT, EXCEPT AS EXPRESSLY PROVIDED HEREIN.
Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, and court review of an arbitration award is very limited. However, an arbitrator can award the same damages and relief on an individual basis that a court can award to an individual. Payment of arbitration costs will be governed by the AAA’s fee schedule, unless you are able to show that your portion will be prohibitive as compared to litigation costs, in which case the applicable Company Party will pay as much of your arbitration costs as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive as compared to litigation costs. The Company also reserves the right in its sole and exclusive discretion to assume responsibility for all arbitration costs imposed by the AAA. Each party agrees to pay its own attorneys’ fees and expenses unless there is a governing statutory provision that requires the prevailing party to be paid attorneys’ fees and expenses. Notwithstanding the foregoing sentence, the Company Parties will not seek to recover attorneys’ fees or costs incurred in arbitration from you if you are a consumer.
The arbitration shall be conducted in Dallas, Texas, except that, in the event Dallas, Texas is not within 100 miles of your residence, the arbitration may be conducted within 100 miles of your residence, unless the parties agree otherwise in writing. The arbitrator’s award shall be final and binding on all parties and may be entered as a judgment in any court of competent jurisdiction.
For more information on AAA, its Rules and Procedures, and how to file an arbitration claim, you may call AAA at 800-778-7879 or visit the AAA website at https://www.adr.org.
Notwithstanding anything to the contrary herein, to the extent the Dispute arises from: (a) a violation of either party’s intellectual property rights in any manner; and/or (b) any claim related to, or arising from, allegations of theft, piracy, unauthorized use or a violation of the Computer Fraud and Abuse Act; then you and the applicable the Company Party agree that a party may seek injunctive remedies (or an equivalent type of urgent legal relief) in a state or federal court in Austin, Texas [Dallas, Texas], and both parties agree to submit to the personal jurisdiction of such courts in connection with such proceedings. In addition to the foregoing, either party may assert an individual action in small claims court for Disputes that are within the scope of such court’s jurisdiction in lieu of arbitration as long as such action remains in such court and advances only on an individual (non-class, non-representative) basis.
ALL DISPUTES SUBJECT TO ARBITRATION UNDER THIS AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, COLLECTIVE OR REPRESENTATIVE BASIS. NO PARTY MAY BRING ANY CLAIM SUBJECT TO ARBITRATION PURSUANT TO THIS AGREEMENT AS A PRIVATE ATTORNEY GENERAL, IN A REPRESENTATIVE CAPACITY, OR AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS PROCEEDING. THE CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE JOINED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. NO ARBITRATION SHALL BE CONSOLIDATED OR JOINED WITH ANY OTHER ARBITRATION. 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 a decision is issued stating that applicable law precludes enforcement of any of this paragraph’s limitations as to a particular claim or request for relief, then such claim or request for relief (and only that claim or request for relief) shall be severed from the arbitration and may be brought exclusively in the state or federal courts located in [Austin, Texas], subject to the parties’ respective rights to appeal the decision. All other claims or requests for relief shall be arbitrated. The parties agree that any claims or requests for relief that are severed from an arbitration may not proceed in litigation and shall be stayed until all claims between the parties remaining in arbitration are finally resolved. The parties agree to submit to the personal jurisdiction of the federal and state courts located in Austin, Texas for purposes of resolving any claims or requests for relief severed from arbitration pursuant to this paragraph.
You can opt out of the provisions of this Agreement that require the arbitration of Disputes within 30 days of the date that you first agree to any version of this Agreement that requires arbitration of disputes with the Company or any of the Company Parties, Healthcare Professionals, Pharmacies or Labs. To opt out, you must send an email with your name, residence address, and email address together with a clear statement that you want to opt out of the requirement to arbitrate disputes with the applicable party to: Arbitration_Opt_Out@teamwellcore.com ATTN: Arbitration Opt-Out.
Before you commence arbitration of a Dispute, you must provide us with a written Notice of Dispute that includes your name, residence address, username (if applicable) and email address associated with your User account (if applicable), a detailed description of the Dispute, and the relief you seek. Before we commence arbitration of a Dispute against you, we will provide a written Notice of Dispute to you with a detailed description of the Dispute and the relief we seek. Any Notice of Dispute you send to us should be emailed to the Company at Dispute_Notices@teamwellcore.com ATTN: Dispute Notice. If we are unable to resolve a Dispute within 30 days after the applicable Notice of Dispute is received, either party may commence arbitration. Notwithstanding anything to the contrary in this Agreement, if we make any future material modification to any provisions of this Agreement that govern the arbitration or resolution of Disputes, such changes will not apply to any Dispute between you and us for which either party had previously provided a written Notice of Dispute to the other in accordance with this paragraph. Further, if we make any future material changes to the provisions of this Agreement that govern the arbitration or resolution of Disputes, you may reject such changes by sending a written notice of your rejection decision to us at Dispute_Notices@teamwellcore.com.
Governing Law; Venue; Severability of Provisions
This Service is controlled and operated by the Company from our offices within Texas. Those who choose to access the Service from other locations do so on their own initiative and are responsible for compliance with local laws, if and to the extent applicable. Access to the Service from jurisdictions where the contents of the Service are illegal or penalized is prohibited.
The validity, interpretation, construction and performance of this Agreement will be governed by the Federal Arbitration Act and the laws of the State of Texas, without regard to any conflicts of law provisions.
All parts of this Agreement apply to the maximum extent permitted by law. Our failure to enforce any provision of this Agreement will not constitute a waiver of such right. We both agree that if we cannot enforce a part of this Agreement as written, then that part will be replaced with terms that most closely match the intent of the unenforceable part to the extent permitted by law. Except as otherwise provided in this Agreement, the invalidity of part of this Agreement will not affect the validity and enforceability of the remaining provisions. The section headings are for convenience and do not have any force or effect.
No Agency Relationship
Neither this Agreement, nor any Content, materials or features of the Service create any partnership, joint venture, employment, or other agency relationship between you and the Company, the Healthcare Professionals, the Providers, the Pharmacies, or the Labs. You may not enter into any contract on our behalf or bind us in any way.
You may not assign any of your rights under this Agreement, and any such attempt will be null and void. the Company may, in its sole discretion, assign or transfer, without further consent or notification, this Agreement or any or all of the contractual rights and obligations pursuant to this Agreement, in whole or in part, to any affiliate of the Company or to a third party in the event that some or all of the business of the Company is transferred to such other third party by way of merger, sale of its assets or otherwise.
Third Party Beneficiaries
Except for the foregoing or as otherwise specifically set forth in this Agreement, including with respect to the indemnification obligations contained herein in favor of the Company, the Healthcare Professionals, the Pharmacies, the Labs, and the Providers and the agreement to arbitration, we hereby expressly agree that there is no intent by either party to create or establish third-party beneficiary status rights or their equivalent in any other referenced individual, subcontractor or third party, and, except as specifically set forth in this Agreement, that no third party shall have any right to enforce any right or enjoy any benefit that is created or established under this Agreement.
If you have any questions or concerns about this Agreement, please contact us by email at firstname.lastname@example.org. We will attempt to respond to your questions or concerns promptly after we receive them.