Terms of service
Last updated: August 25, 2020
IF YOU ARE EXPERIENCING A MEDICAL EMERGENCY, YOU SHOULD DIAL “911” IMMEDIATELY.
ACCEPTANCE OF THESE TERMS
By using the Platform, you agree to the terms of this Agreement and to any additional rules and guidelines we may enact. We may make changes to this Agreement from time to time and notify you of such changes by any reasonable means, including by posting the revised version of this Agreement on the Platform. It is your responsibility to review the Agreement and remain informed about any changes to it. Please refer to the “Last updated” legend above. Use of the Platform after changes are made to this Agreement constitutes express consent to those changes. This version of the Agreement supersedes all earlier versions and comprises the entire agreement between you and WeHealth regarding the Platform. We may, at any time, modify or discontinue all or part of the Platform; refuse to provide any user with access to the Platform; charge, modify, or waive fees required to use the Platform; or offer opportunities to some or all Platform users. If you do not agree to any provision of this Agreement, you should not use the Platform.
Description of Services. We provide users of the Platform with non-public facing remote access to health care professionals (“Providers”), information about the services these professionals provide, and information about WeHealth, including WeHealth’s blog and our subscription-based services (such information and services, collectively, the “Services”).
WE DO NOT PROVIDE HEALTH CARE, BUT MERELY FACILITATE TELEHEALTH SERVICES BY AN INDEPENDENT HEALTHCARE PROVIDER OF YOUR CHOOSING. THE CONTENT OF THE PLATFORM AND THE SERVICES, INCLUDING WITHOUT LIMITATION, TEXT, COPY, AUDIO,VIDEO, PHOTOGRAPHS, ILLUSTRATIONS, GRAPHICS AND OTHER VISUALS, IS FOR INFORMATIONAL PURPOSES ONLY AND DOES NOT CONSTITUTE PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, TREATMENT OR RECOMMENDATIONS OF ANY KIND. YOU SHOULD ALWAYS SEEK THE ADVICE OF YOUR QUALIFIED HEATH CARE PROFESSIONALS WITH ANY QUESTIONS OR CONCERNS YOU MAY HAVE REGARDING YOUR INDIVIDUAL NEEDS AND ANY MEDICAL CONDITIONS. ALL INFORMATION PROVIDED BY WEHEALTH IS INTENDED TO BE FOR GENERAL INFORMATIONAL PURPOSES ONLY. WEHEALTH IS A COMMUNICATIONS TOOL FOR USER INTERACTIONS WITH PHYSICIANS. WEHEALTH DOES NOT PROVIDE MEDICAL SERVICES. ANY DOCTOR-PATIENT RELATIONSHIP IS BETWEEN YOU AND THE HEALTHCARE PROVIDER YOU SELECT. ALL HEALTHCARE PROVIDERS IDENTIFIED OR ACCESSIBLE ON THE PLATFORM ARE INDEPENDENT PROVIDERS AND ARE NOT EMPLOYED BY OR AFFILIATED WITH WEHEALTH.
INFORMATION FROM PROVIDERS
All of the Providers are independent of WeHealth and use the Platform as a way to communicate with you. Any information or advice received from a Provider comes from them alone, and not from WeHealth. Your interactions with the Providers via the Platform are not intended to take the place of your relationship with your regular health care practitioners. Neither WeHealth, nor any of its subsidiaries or affiliates or any third party who may promote the Platform or provide a link to the Platform, shall be liable for any professional advice obtained from a Provider or for any other information obtained through the Platform. WeHealth does not endorse any specific tests, physicians, medications, products or procedures that are recommended by Providers that may use WeHealth to communicate with you. You acknowledge that your reliance on any healthcare providers or information provided by the providers via the Platform is solely at your own risk and you assume full responsibility for all risk associated herewith.
WeHealth does not make any representations or warranties about the training or skill of any provider who provides services through the Platform. You are ultimately responsible for choosing your particular healthcare provider.
LIMITATION OF LIABILITY
WEHEALTH AND ANY THIRD PARTIES MENTIONED ON THE PLATFORM ARE NEITHER RESPONSIBLE NOR LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION) ARISING OUT OF OR RELATING IN ANY WAY TO THE PLATFORM AND/OR ANY LINKED WEBSITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WEHEALTH IS NOT A HEALTHCARE PROVIDER, AND SHALL HAVE NO LIABILITY OR RESPONSIBILITY FOR THE ACTS OR OMISSIONS OF THE HEALTHCARE PROVIDER(S) THAT YOU CHOOSE. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE PLATFORM, RELATED SERVICES, AND/OR LINKED WEBSITES IS TO STOP USING THE PLATFORM AND/OR THOSE SERVICES. TO THE EXTENT ANY ASPECTS OF THE FOREGOING LIMITATIONS OF LIABILITY ARE NOT ENFORCEABLE, THE MAXIMUM LIABILITY OF WEHEALTH TO YOU WITH RESPECT TO YOUR USE OF OUR PLATFORM IS FIVE HUNDRED DOLLARS ($500 USD).
LEGAL COMPLIANCEUnited States. The Platform is controlled and/or operated from the United States and is not intended to subject us to non-U.S. jurisdiction or laws. The Platform may not be appropriate or available for use in some jurisdictions outside of the United States. If you access the Platform, you do so at your own risk, and you are responsible for complying with all local laws, rules, and regulations. We may, but have no obligation to, limit the Platform’s availability, in whole or in part, to any person, geographic area, or jurisdiction we choose, at any time and in our sole discretion.
Compliance. You agree to comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of the Platform, including all applicable laws, statutes, ordinances and regulations regarding the transmission of technical data exported from the United States or the country in which you reside.
Health Care Providers. Telehealth rules and regulations vary state to state. If you are a health care provider (or a business associate of a “covered entity” under the Health Insurance Portability and Accountability Act) using the Platform, you are responsible for meeting the state’s guidelines where your patient is receiving care (e.g., reimbursement policies, clinician licensure). We are not responsible for your legal obligations in any manner. Please consult an attorney before utilizing the Platform if you have questions or concerns regarding legal compliance.
Eligibility. The Platform is not available to individuals under the age of 18 without the supervision of a parent or legal guardian. If you register as the parent or legal guardian on behalf of a minor, you will be fully responsible for complying with these Terms. Our Platform is not available to any temporarily or indefinitely suspended Platform users. By registering to use the Platform, you represent and warrant that you are at least 18 years of age. We have the right, in our sole discretion, to suspend or terminate your use of the Platform and refuse any and all current or future use of all or any portion of the Platform. You may not authorize third parties to use your account. You may not assign or otherwise transfer your account to any other person or entity.
Access and Security. When you register, you agree to complete the registration process by providing current, complete, and accurate information as required by WeHealth. You are responsible for all activities that occur under your account. You will create a password that will enable you to access the Platform. We may reject, or require that you change, any user name, password, or other information that you provide to us during the registration process. You agree to maintain the confidentiality of your password and are fully responsible for all liability and damages resulting from your failure to maintain that confidentiality and all activities that occur through the use of your password. You agree to immediately notify us of any unauthorized use of your password or any other breach of security. YOU AGREE TO DEFEND, INDEMNIFY AND HOLD WEHEALTH HARMLESS FROM AND AGAINST ALL THIRD PARTY CLAIMS, DAMAGES AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES) AGAINST OR INCURRED BY WEHEALTH ARISING OUT OF YOUR BREACH OF THESE TERMS OR VIOLATION OF APPLICABLE LAW, YOUR USE OR ACCESS OF THE PLATFORM, OR ACCESS BY ANYONE ACCESSING THE PLATFORM USING YOUR USER ID AND PASSWORD.
You agree to defend, indemnify and hold WeHealth and its Providers harmless from and against all third party claims, damages and expenses (including reasonable attorneys’ fees) against or incurred by WeHealth arising out of any User Information you upload to or transmit through the Platform.
RULES OF CONDUCT
We expect users of the Platform to respect the rights and dignity of others. Your use of the Platform is conditioned on your compliance with the rules of conduct set forth in this section. Failure to comply may result in termination of your access to the Platform pursuant to section 15 below. You hereby agree that you shall not:
Use or attempt to use the Platform for any fraudulent or unlawful purpose;
Use or attempt to use the Platform to defame, abuse, harass, stalk, threaten or otherwise violate the legal rights of others, including without limitation others’ privacy rights or rights of publicity, or collect personally identifiable information about other Platform users;
Impersonate any person or entity, falsely state or otherwise misrepresent your affiliation with any person or entity in connection with the Platform; or express or imply that we endorse any statement you make;
Interfere or attempt to interfere with or disrupt the operation of the Platform or the servers or networks used to make the Platform available; or violate any requirements, procedures, policies or regulations of such networks; or violating or attempting to violate the security of the Platform, including, without limitation, (a) accessing data not intended for such user or logging onto a server or an account which the user is not authorized to access; or (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; or (c) accessing or using the Platform or any portion thereof without authorization, in violation of these Terms or in violation of applicable law.
Transmit or otherwise make available in connection with the Platform any virus, worm, Trojan horse, Easter egg, time bomb, cancelbots, spyware, or other computer code, file, or program that is harmful or invasive or may or is intended to damage or hijack the operation of, or to monitor the use of, any hardware, software, or equipment;
Reproduce, duplicate, copy, sell, resell, or otherwise exploit for any commercial purposes, any portion of, use of, or access to the Platform; or infringe, remove or modify any third party’s copyright, patent, trademark, trade secret or other proprietary rights included in the Platform;
Modify, adapt, translate, reverse engineer, decompile, or disassemble any portion of the Platform;
Frame or mirror any part of the Platform without our express prior written consent.
Collect and store Platform content;
Encourage others to violate this Agreement;
Refuse to comply with our instruction or direction;
While we prohibit conduct and content that violates this Agreement, you understand and agree that you nonetheless may be exposed to such conduct or content and that you use the Platform at your own risk. Without limiting the foregoing, WeHealth shall have the right to remove any material that violates this Agreement or is otherwise objectionable. In addition, we reserve the right to change these Rules of Conduct at any time, in our sole discretion, with or without notice.
FEES AND PAYMENT
Fees. Access to the App and use of selected features on the Platform are subject to the Membership Agreement. We may charge fees for various premium features and services that we offer. We will notify you of those charges at the time premium features or services are offered. We may, in our sole discretion, and by notifying you in the Platform, change this policy and begin charging for access to the Platform and other features and services, and we may, in our sole discretion, add, remove, or change the features and services we offer or the fees (including the amount or the type of fees) we charge at any time. If we notify you of new fees or change the fees for an existing service, you agree to pay all fees and charges specified and all applicable taxes for your continued use of the applicable service. We are not responsible for any charges or expenses you incur resulting from being billed in accordance with these Terms (e.g., overdrawn accounts, exceeding account limits, etc.).
Facilitation of payments. All payments are facilitated through a third party payment processing company. WeHealth may replace its third party payment processing company without notice to you. Payments shall only be made through the Platform.
Promotions. WeHealth, at its sole discretion, may make available promotions with different features to any of our users or prospective users of the Platform. These promotions, unless made to you, shall have no bearing whatsoever on your Agreement or relationship with WeHealth.
Credit card authorization. To pay for Services through Platform, you must provide WeHealth with payment information. By submitting your payment information to us, you represent that you are the card holder (or are acting with the card holder’s permission) and authorize us to charge the applicable payment method at our convenience but within thirty (30) days of your making the payment. WeHealth may seek authorization of your credit card to validate your ability to pay the applicable charges. The authorization is not a charge; however, the authorization may reduce your available credit by the authorization amount until your bank’s next processing cycle. Should the amount of our authorization exceed the total funds on deposit in your account or available credit, you may be subject to overdraft or NSF charges by the bank issuing your debit or check card. We cannot be held responsible for these charges and are unable to assist you in recovering them from your issuing bank.
Bank fees. Some banks and credit cards impose fees for international transactions. If you are making a payment from outside of the United States on a US credit card, your bank may convert the payment amount to your local currency and charge you a conversion fee. This means the amount listed on your credit or bank card statement may be in your local currency. In addition, a foreign transaction fee may be assessed if the bank that issued your credit card is located outside of the United States. The currency exchange rate and foreign transaction fee is determined solely by your bank on the day that they process the transaction. If you have any questions about these fees or the exchange rate applied to you, please contact your bank.
When you use any WeHealth Service, or send e-mails, text messages, and other communications from your desktop or mobile device to us, you are communicating with us electronically. You consent to receive communications from us electronically. You agree that (a) all agreements and consents can be signed electronically and (b) all notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such notices and other communications be in writing.
LINKS TO OTHER SITES
The Platform may provide links to other apps, websites, and online resources (collectively, “outside site”). When you access an outside site, please understand that it is independent from WeHealth, and that we have no control over the content on that website. In addition, a link to an outside site on the Platform does not mean that WeHealth endorses or accepts any responsibility for the content, or the use, of the outside site. It is up to you to take precautions to ensure that whatever you select for your use or download is free of such items as viruses, worms, Trojan horses, and other items of a destructive nature. If you decide to access any outside site linked to the Platform, you do this entirely at your own risk.
MARKETING PARTNERS AND THIRD PARTIESYour correspondence or business dealings with, or participation in promotions of, marketing partners or other third parties found on our Platform, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such marketing partner or other third party. You agree that WeHealth shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such marketing partners or other third parties in the Platform.
YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE OBTAIN MATERIAL OR DATA THROUGH THE PLATFORM AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL OR DATA. THE PLATFORM AND ALL GOODS, SERVICES, INFORMATION, AND MATERIALS MADE AVAILABLE THROUGH THE PLATFORM ARE PROVIDED TO YOU “AS IS” WITHOUT ANY EXPRESS REPRESENTATIONS OR WARRANTIES OF ANY KIND, AND WE DISCLAIM ALL STATUTORY OR IMPLIED REPRESENTATIONS, WARRANTIES, TERMS, AND CONDITIONS WITH RESPECT TO THE PLATFORM AND ALL SERVICES, INFORMATION, AND MATERIALS MADE AVAILABLE THROUGH THE PLATFORM, INCLUDING THE REPRESENTATIONS AND WARRANTIES OF SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON- INFRINGEMENT, AND TITLE. WE MAKE NO REPRESENTATION OR WARRANTY THAT THE PLATFORM (OR ANY PART THEREOF) WILL BE ACCURATE, COMPLETE, UNINTERRUPTED OR ERROR-FREE, NOR THAT ANY PARTICULAR SOFTWARE OR HARDWARE, WILL BE COMPATIBLE WITH THE PLATFORM, AND YOU HEREBY AGREE THAT IT IS YOUR SOLE RESPONSIBILITY TO (A) OBTAIN AND PAY FOR ANY SOFTWARE, HARDWARE AND SERVICES (INCLUDING INTERNET CONNECTIVITY) NEEDED TO ACCESS AND USE THE PLATFORM AND
(B) ENSURE THAT ANY SOFTWARE, HARDWARE, AND SERVICES THAT YOU USE WILL FUNCTION CORRECTLY WITH THE PLATFORM. YOU AGREE THAT YOU MUST EVALUATE, AND THAT YOU BEAR ALL RISKS ASSOCIATED WITH, THE USE OF THE PLATFORM, INCLUDING ANY RELIANCE ON THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY INFORMATION OR MATERIALS MADE AVAILABLE THROUGH THE PLATFORM. WE DISCLAIM ANY WARRANTIES REGARDING THE SECURITY, RELIABILITY, TIMELINESS, AND PERFORMANCE OF THE PLATFORM. WE DISCLAIM ANY WARRANTIES FOR ANY INFORMATION OR ADVICE OBTAINED THROUGH THE PLATFORM. WE DISCLAIM ANY WARRANTIES FOR SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED IN THE PLATFORM OR RECEIVED THROUGH ANY LINKS PROVIDED BY THE PLATFORM, AS WELL AS FOR ANY INFORMATION OR ADVICE RECEIVED THROUGH ANY LINKS PROVIDED THROUGH THE PLATFORM. IN ADDITION, NO ADVICE OR INFORMATION (ORAL OR WRITTEN) OBTAINED BY YOU FROM US SHALL CREATE ANY WARRANTY.
YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THIS PLATFORM, PLATFORM-RELATED SERVICES, AND OUTSIDE SITES. WEHEALTH DOES NOT WARRANT THAT FILES AVAILABLE FOR DOWNLOAD WILL BE FREE OF VIRUSES, WORMS, TROJAN HORSES OR OTHER DESTRUCTIVE PROGRAMMING. YOU ARE RESPONSIBLE FOR IMPLEMENTING PROCEDURES SUFFICIENT TO SATISFY YOUR NEEDS FOR DATA BACK UP AND SECURITY.
Process. The parties will attempt in good faith to resolve through negotiation any dispute, claim, or controversy arising out of or relating to this Agreement. In the event that the dispute, claim or controversy is not resolved by these negotiations, the matter will be submitted for mediation to Judicial Arbitration and Mediation Services, Inc. (a.k.a. “JAMS”), or its successor, in accordance with section 14.3, and if the matter is not resolved through mediation, then it shall be submitted for final and binding arbitration to JAMS, or its successor, in accordance with section 14.4. Nonetheless, WeHealth retains sole discretion whether to submit any legal claim to mediation or arbitration and in no event shall WeHealth be obliged to do so.
Negotiation. Either party may initiate negotiations by providing written notice in letter form to the other party, setting forth the subject of the dispute and the relief requested. The recipient of such notice will respond in writing within fifteen (15) business days with a statement of its position on and recommended solution to the dispute. If the dispute is not resolved by this exchange of correspondence, then representatives of each party with full settlement authority will meet in person or otherwise at a mutually agreeable time and place within thirty (30) business days of the date of the initial notice in order to exchange relevant information and perspectives, and to attempt to resolve the dispute.
Mediation. Either party may commence mediation by providing to JAMS and the other party a written request for mediation, setting forth the subject of the dispute and the relief requested. The parties will cooperate with JAMS and with one another in selecting a mediator from JAMS’ panel of neutrals, and in scheduling the mediation proceedings. The parties agree that they will participate in the mediation in good faith, and that they will share equally in its costs. All offers, promises, conduct and statements, whether oral or written, made in the course of the mediation by any of the parties, their agents, employees, experts and attorneys, and by the mediator or any JAMS employees, are confidential, privileged and inadmissible for any purpose, including impeachment, in any arbitration or other proceeding involving the parties, provided that evidence that is otherwise admissible or discoverable shall not be rendered inadmissible or non-discoverable as a result of its use in the mediation. Either party may initiate arbitration with respect to the matters submitted to mediation by filing a written demand for arbitration at any time following the initial mediation session or forty-five (45) days after the date of filing the written request for mediation, whichever occurs first. The mediation may continue after the commencement of arbitration if the parties so desire. Unless otherwise agreed by the parties, the mediator shall be disqualified from serving as arbitrator in the case.
Arbitration. The parties agree that any and all disputes, claims or controversies arising out of or relating to this Agreement that are not resolved by their mutual agreement by negotiation or mediation under Sections 14.2 and 14.3 shall be submitted to final and binding arbitration before JAMS, or its successor, pursuant to the United States Arbitration Act, 9 U.S.C. Sec. 1 et seq. Either party may commence the arbitration process called for in this Agreement by filing a written demand for arbitration with JAMS, with a copy to the other party. The arbitration will be conducted in accordance with the provisions of JAMS’ Streamlined Arbitration Rules and Procedures in effect at the time of filing of the demand for arbitration. The parties will cooperate with JAMS and with one another in selecting an arbitrator from JAMS’ panel of neutrals, and in scheduling the arbitration proceedings. The parties covenant that they will participate in the arbitration in good faith, and that they will share equally in its costs.
Enforcement. The provisions of Sections 14.3 and 14.4 may be enforced by any Court of competent jurisdiction, and the party seeking enforcement shall be entitled to an award of all costs, fees and expenses, including attorneys’ fees, to be paid by the party against whom enforcement is ordered.
Notice; Waiver. You agree that, except as otherwise specified in Section 14.1, all disputes, claims or controversies arising out of or relating to this Agreement shall be decided by negotiation, neutral mediation and/or neutral arbitration. Also, by agreeing to this Agreement you are giving up your judicial rights to discovery and appeal except to the extent that they are specifically provided for under this Agreement. If you refuse to submit to arbitration after agreeing to this provision, you may be compelled to arbitrate under federal or state law. Your agreement to this arbitration provision is voluntary.
Dispute between you and third party. If you have a dispute with third party resulting from or arising out of or in connection with your use of the Platform, you release us (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.
Waiver of Jury Trial and Class Action. YOU ACKNOWLEDGE AND AGREE TO WAIVE CERTAIN RIGHTS TO LITIGATE DISPUTES IN COURT, TO RECEIVE A JURY TRIAL OR TO PARTICIPATE AS A PLAINTIFF OR AS A CLASS MEMBER IN ANY CLAIM ON A CLASS OR CONSOLIDATED BASIS OR IN A REPRESENTATIVE CAPACITY. YOU AGREE THAT ANY ARBITRATION WILL BE CONDUCTED ON AN INDIVIDUAL BASIS AND NOT A CONSOLIDATED, CLASS-WIDE OR REPRESENTATIVE BASIS AND THE ARBITRATOR SHALL HAVE NO AUTHORITY TO PROCEED WITH AN ARBITRATION ON A CLASS OR REPRESENTATIVE BASIS. THE ARBITRATOR MAY AWARD INJUNCTIVE RELIEF ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF WARRANTED BY THAT PARTY’S INDIVIDUAL CLAIM. IF FOR ANY REASON THE ARBITRATION CLAUSE SET FORTH IN THESE TERMS IS DEEMED INAPPLICABLE OR INVALID, OR TO THE EXTENT THE ARBITRATION CLAUSE ALLOWS FOR LITIGATION OF DISPUTES IN COURT, YOU AND WEHEALTH BOTH WAIVE, TO THE FULLEST EXTENT ALLOWED BY LAW, ANY RIGHT TO PURSUE OR TO PARTICIPATE AS A PLAINTIFF OR AS A CLASS MEMBER IN ANY CLAIM ON A CLASS OR CONSOLIDATED BASIS OR IN A REPRESENTATIVE CAPACITY.
This Agreement is effective until terminated. We may, at any time and for any reason, temporarily suspend, remove content or information you have posted or terminate your access to or use of: (a) the Platform, (b) your user name and password or (c) any files or information associated with your user name and password. You agree that any termination of your account or access to all or any portion of the Platform under any provision of this Agreement may be effected without prior notice, and you acknowledge and agree that we may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Platform. If we terminate your access to the Platform, you will not have the right to bring claims against us or our affiliates with respect to such termination. We and our affiliates shall not be liable for any termination of your access to the Platform or to any such information or files, and (except as may be required under mandatory applicable law) shall not be required to make such information or files available to you after any such termination. We may take steps that we believe are appropriate to enforce or verify compliance with any part of this Agreement (including our right to cooperate with any legal process relating to your use of the Platform or any third-party claim that your use of the Platform is unlawful or infringes such third party’s rights). Sections 6.2, 7, 13, 14 and 20.3 shall survive any expiration or termination of this Agreement.
TRADEMARKS; COPYRIGHTS; PROPRIETARY RIGHTS
The Platform’s trademarks, service marks, and other Platform’s logos, products and service names, are trademarks of WeHealth (“Proprietary Rights”). Except as otherwise permitted by law, you agree not to display or use in any manner the Proprietary Rights without Platform’s prior written consent. All trademarks and service marks in the Platform not owned by us are the property of their respective owners. You acknowledge and agree that content contained in sponsor advertisements or information presented to you through the Platform or advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. You may not use Platform’s Proprietary Rights in connection with any product or service that is not ours, or in any manner that is likely to cause confusion. Except as expressly authorized in advance by us, you agree not to reproduce, modify, rent, lease, loan, sell, distribute or create derivative works based on, all or any part of the Platform or any information or materials made available through the Platform.
Please note that unauthorized use of the Platform may subject you to civil and criminal penalties (including, without limitation, possible monetary damages), including, without limitation, for copyright infringement.
ACCESS AND LICENSE
Subject to your compliance with these Terms and your payment of any applicable fees, WeHealth or its content providers grant you a limited, non-exclusive, non-transferable, non-sublicensable license to access and make personal and non-commercial use of the Platform. This license does not include any resale or commercial use of any WeHealth Service, or its contents; any collection and use of any service listings, descriptions, or prices; any derivative use of any WeHealth Service or its contents; any downloading, copying, or other use of account information for the benefit of any third party; or any use of data mining, robots, or similar data gathering and extraction tools. All rights not expressly granted to you in these Terms or Membership Agreement are reserved and retained by WeHealth or its licensors, suppliers, publishers, rightsholders, or other content providers. No part of the Platform, may be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of WeHealth. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of WeHealth without express written consent. You may not use any meta tags or any other “hidden text” utilizing WeHealth’s name or trademarks without the express written consent of WeHealth. You may not misuse the WeHealth Services. You may use the Platform only as permitted by law. You may not use the WeHealth Services for purposes other than intended, including chat or communications unrelated to healthcare. The licenses granted by WeHealth terminate if you do not comply with these Terms.COPYRIGHT INFRINGEMENT
We disclaim any responsibility or liability for copyrighted materials posted on our Platform. If you believe that your work has been copied in a manner that constitutes copyright infringement, please follow the procedures set forth below.
WeHealth respects the intellectual property rights of others and expects its users to do the same. In accordance with the Digital Millennium Copyright Act (“DMCA“), we will respond promptly to notices of alleged infringement that are reported to WeHealth’s Designated Copyright Agent, identified below.
Notices of Alleged Infringement for Content Made Available on the Platform
If you are a copyright owner, authorized to act on behalf of one, or authorized to act under any exclusive right under copyright, please report alleged copyright infringements taking place on or through our Platform by sending us a notice (“Notice”) complying with the following requirements.
Identify the copyrighted works that you claim have been infringed.
Identify the material or link you claim is infringing (or the subject of infringing activity) and that access to which is to be disabled, including at a minimum, if applicable, the URL of the link shown on the Platform where such material may be found.
Provide your mailing address, telephone number, and, if available, email address.
Include both of the following statements in the body of the Notice:
“I hereby state that I have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law (e.g., as a fair use).”
“I hereby state that the information in this Notice is accurate and, under penalty of perjury, that I am the owner, or authorized to act on behalf of the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed.”
Provide your full legal name and your electronic or physical signature.
Deliver this Notice, with all items completed, to our Copyright Agent: WeHealth
Attn: Compliance Officer
2071 Flatbush Ave.
Brooklyn, NY 11234.
Except as otherwise stated in this Agreement or as expressly required by local law, any notice to us shall be given by certified postal mail to WeHealth, Attn: Compliance Officer, 2071 FlatbushAve, Brooklyn, NY 11234, and any notice to you shall be given to the email address that you provided us during the registration process. Notice shall be considered given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Notice given by postal mail shall be considered given three (3) days after the date of mailing. Notices to you may be made via posting to the Platform, by email, or by regular mail, in our discretion.
Relationship. No agency, partnership, joint venture, employee-employer or franchiser- franchisee relationship between you and the Platform is intended or created by this Agreement.
Governing Law. You hereby agree that this Agreement (and any claim or dispute arising in connection with this Agreement or your use of the Platform) is governed by and shall be construed in accordance with the laws of the State of New York, without regard to its principles of conflicts of law, and you consent to the exclusive jurisdiction of the federal and state courts located in State of New York, and waive any jurisdictional, venue, or inconvenient forum objections thereto.
Assignment. You agree that this Agreement, all rights herein, and all incorporated agreements may be automatically assigned by the Platform, in our sole discretion, to one or more third parties in the event of a merger, acquisition, corporate reorganization, sale of all or substantially all of Platform’s assets, or similar transaction. You may not assign, transfer, or sublicense any or all of your rights or obligations under this Agreement without WeHealth’s express prior written consent.
No Waiver. WeHealth’s failure to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision and does not waive our right to act with respect to subsequent or similar breaches.
Severance. If any provision of this Agreement is found to be invalid by a court of competent jurisdiction, you and the Platform nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and that the other provisions of this Agreement will remain in full force and effect so long as our rights are not frustrated.
Limitation. You and the Platform each agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the use of the Platform or this Agreement must be filed within one (1) year after the cause of action arose or be forever barred.
Titles. The section titles in this Agreement are for convenience only and have no legal or contractual effect.
Information or Complaints. If you have a question or a complaint regarding the Platform, please feel free to contact us at WeHealth, Attn: Compliance Officer, 2071 Flatbush Ave, Brooklyn, NY 11234, or by calling us at 1-800-WeHealth.
ADA Compliance, Disabilities, Accessibility. WeHealth attempts to make its information accessible to all individuals. If you use special adaptive equipment and encounter problems when using our Platform, please report them using the following contact information: 1-800-WeHealth. We will let you know if the information is available in an alternate format. We strive to meet World Wide Web Consortium (W3C) Recommendations and other web industry standards, specifically conforming to HTML 5, CSS Level 3, WAI-ARIA, and the U.S. Access Board’s Section 508 guidelines.
WeHealth is committed to making its Platform available to as many people as possible and makes every effort to ensure its communications are accessible to those with special needs, including those with visual, hearing, cognitive and motor impairments.
If you come across a page you find difficult to use, please contact us at 1-800-WeHealth.
All materials © 2022 WeHealth unless otherwise noted. All rights reserved.