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vitaCare™ Terms of Use

These Terms of Use constitute a legal contract between you and vitaCare Prescription Services, Inc. (“vitaCare”) and, together with the Privacy Policy (collectively, these “Terms”), govern your access to and use of vitaCare’s website and mobile applications (the “Services”).

Please read these Terms carefully before accessing or using the Services. By accessing or using the Services, you agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the Services.

vitaCare may revise these Terms from time to time in its sole discretion. If vitaCare revises these Terms, vitaCare will post such revised Terms to its website, and such revised Terms shall be effective immediately upon such posting. By accessing or using the Services after vitaCare posts such revised Terms, you agree to be bound by such revised Terms.

General Terms

Eligibility

The Services are available to users who are 13 years of age or older. By accessing or using the Services, you represent and warrant that you are 13 years of age or older.

The Services are for personal, non-commercial use only.

The Services are available for use only by persons located in the United States. vitaCare makes no claims that the Services or any of the Services Content (as described below) are accessible or appropriate outside of the United States. Access to the Services may not be legal by certain persons or in certain countries. If you access the Services from outside the United States, you do so at your own risk and are responsible for compliance with applicable laws.

Termination

vitaCare may terminate or suspend your access to or use of all or part of the Services at any time, for any or no reason, including, without limitation, for any violation of these Terms.

Clinical Information

Any clinical information residing on the Services is intended solely for your educational and informational purposes. Such information is not intended as a substitute for a consultation with your physician, and should not be used to diagnose or treat a health problem without consulting your physician. In no event shall vitaCare be liable for any decision made or action taken in reliance on the information contained on the Services, and you shall not directly or indirectly make any claim against vitaCare, its affiliates, its licensors, its service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns (the “vitaCare Related Parties”) with respect thereto.

Access to the Services

Subject to the terms and conditions of these Terms, you may access and use the Services for your personal, noncommercial use.

vitaCare reserves the right to withdraw or amend the Services or any portion thereof, in its sole discretion without notice. vitaCare shall not be liable if for any reason all or any portion of the Services are unavailable at any time or for any period. From time to time, vitaCare may restrict access to some or all of the Services.

To access the Services, you may be asked to provide certain registration details or other information. It is a condition of your access to or use of the Services that all information you provide to vitaCare is correct, current, and complete.

If you choose, or are provided with, a user name, password, or any login or access credentials (your “Credentials”), you must treat such information as confidential, and you must not disclose your Credentials to any other individual or entity. You acknowledge that your account is personal to you and agree not to provide your Credentials to any other person. You agree to notify vitaCare immediately of any unauthorized use of your Credentials or any other breach of security. You agree to ensure that you exit from your account at the end of each session.

Intellectual Property

Ownership

Except as otherwise expressly stated, all content, features, and functionality included in or accessible through the Services (including, without limitation, all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) (collectively, the “Services Content”) are owned by vitaCare, its licensors, or other third-party content providers, and such Services Content is protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. All rights not expressly granted in these Terms of Services are expressly reserved.

Trademarks

“vitaCare Prescription Services™”, vitaCare’s logos, and all related names, logos, product and service names, designs, and slogans are trademarks of vitaCare or its affiliates or licensors. You may not use any of the foregoing without vitaCare’s prior written permission. All other names, logos, product and service names, designs, and slogans on the Services are the trademarks of their respective owners.

Acceptable Use

Except as otherwise expressly stated herein, you may not alter, modify, copy, distribute (for compensation or otherwise), transmit, publicly display, publicly perform, reproduce, reuse, post, republish, license, frame, download, store for subsequent use, create derivative works of, transfer, or sell any of the Services Content, in whole or in part, without vitaCare’s prior written authorization. Any unauthorized use of the Services Content is a breach of these Terms and may violate United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. If you use any of the Services Content without authorization, or beyond the scope of your authorization, your right to access and use the Services shall immediately terminate.

Copyright and DMCA Policy

vitaCare takes claims of copyright infringement seriously. vitaCare will respond to notices of alleged copyright infringement if such notices comply with applicable law. If you believe any materials accessible through the Services infringe your copyright, you may request removal of such materials from the Services by submitting written notification to vitaCare as described in the “Contact vitaCare” section below.

Notices that fail to comply with all of the requirements of Section 512(c)(3) of the Digital Millennium Copyright Act (17 U.S.C. § 512; the “DMCA”) may not be honored by vitaCare.

If you knowingly and materially misrepresent that material on the Services is infringing your copyright, you may be held liable for damages (including costs and attorneys’ fees) under Section 512(f) of the DMCA.

vitaCare will terminate these Terms and your access to the Services if you repeatedly post material that infringes on third parties’ copyrights.

Links to and from the Services

Links from the Services

If the Services contain links to websites and resources provided by third parties (including, without limitation, links contained in advertisements, including banner advertisements, and sponsored links), such links are provided for your convenience only. vitaCare has no control over the contents of such third-party websites or resources, and accepts no responsibility for such third-party websites or resources or for any loss or damage that may arise from your use of them. If you decide to access any third-party websites or resources linked to from the Services, you do so entirely at your own risk and subject to the terms and conditions of use for such websites or resources.

Linking to the Services

You may link to the homepage of the Services, provided you do so in a way that is fair and legal and does not damage vitaCare’s reputation. You may not establish a link to the Services in such a way as to suggest any form of association, approval, or endorsement on vitaCare’s part. You agree to cooperate with vitaCare in preventing or ceasing any unauthorized framing or linking. vitaCare reserves the right to withdraw linking permission without notice.

Disclaimer of Warranties

Services Provided “As Is”

Your use of the Services is at your own risk. EXCEPT AS PROHIBITED BY APPLICABLE LAW, THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR THAT THE SERVICES (AND YOUR ACCESS TO OR USE OF THE SERVICES) IS OR WILL BE SECURE, PRIVATE, ERROR-FREE, UNINTERRUPTED, NON-INFRINGING, COMPLIANT WITH LAW, FREE OF HARMFUL OR OFFENSIVE CONTENT OR COMPONENTS, OR INTEROPERABLE WITH ANY THIRD-PARTY DEVICE, CONTENT, OR SERVICE. VITACARE EXPRESSLY DISCLAIMS LIABILITY FOR CLAIMS RELATED TO ANY OF THE FOREGOING CIRCUMSTANCES. YOU ASSUME ALL RESPONSIBILITY FOR THE ACCURACY, APPROPRIATENESS, AND LEGALITY OF ANY INFORMATION YOU SUPPLY VITACARE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Non-Reliance on Information

The information presented on or through the Services is made available solely for general information purposes. vitaCare does not represent, warrant, or covenant to the accuracy, completeness, or usefulness of such information. Any reliance you place on such information is strictly at your own risk. vitaCare disclaims all liability or responsibility arising from your reliance on such materials.

The Services may include content provided by third parties, including materials provided by other users, third-party licensors, syndicators, aggregators, or reporting services. All statements or opinions expressed in such content are solely the opinions and the responsibility of the third party providing such materials. Such materials do not necessarily reflect the opinion of vitaCare. vitaCare is not responsible or liable to you or any third party for the content or accuracy of any materials provided by any third parties.

Limitation of Liability; Indemnification

Limitation of Liability

THE VITACARE RELATED PARTIES SHALL NOT BE LIABLE FOR ANY ERRORS IN THE SERVICES OR ANY SERVICES CONTENT, OR FOR ANY ACTION TAKEN IN RELIANCE THEREON. FURTHERMORE, THE VITACARE RELATED PARTIES SHALL NOT BE LIABLE TO YOU FOR ANY INTERCEPTION OF ONLINE COMMUNICATIONS, SOFTWARE OR HARDWARE PROBLEMS (INCLUDING, WITHOUT LIMITATION, VIRUSES, LOSS OF DATA, OR COMPATIBILITY CONFLICTS), OR OTHER CONSEQUENCE BEYOND THE REASONABLE CONTROL OF VITACARE. ANY LIABILITY OF THE VITACARE RELATED PARTIES TO YOU FOR DAMAGES, INJURIES, LOSSES, AND CAUSES OF ACTION, OF ANY KIND OR NATURE, WHETHER IN CONTRACT, TORT, NEGLIGENCE, OR OTHERWISE, EITHER JOINTLY OR SEVERALLY, SHALL BE STRICTLY LIMITED TO THE AGGREGATE DOLLAR AMOUNT PAID BY YOU TO VITACARE IN YOUR MOST RECENT USE OF THE SERVICES IMMEDIATELY PRIOR TO THE CLAIMED INJURY, LOSS, OR DAMAGE.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF CERTAIN LIABILITIES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Indemnification

You agree to defend, indemnify, and hold harmless the vitaCare Related Parties from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms or your use of the Services, including, without limitation, your User Contributions and any use of the Services Content, in each case other than as expressly authorized in these Terms.

Miscellaneous

Privacy

All information vitaCare collects through the Services is subject to vitaCare’s Privacy Policy. By using the Services, you consent to all actions taken by vitaCare with respect to your information in compliance with vitaCare’s Privacy Policy.

Arbitration

You and vitaCare agree that any disputes between you and vitaCare will be resolved through binding and final arbitration instead of through court proceedings. All controversies, claims, counterclaims, or other disputes arising between you and vitaCare relating to these Terms or the Service, (each a “Claim”) shall be submitted for binding arbitration in accordance with the Rules of the American Arbitration Association (“AAA Rules”). The arbitration will be heard and determined by a single arbitrator. The arbitrator’s decision in any such arbitration will be final and binding upon the parties and may be enforced in any court of competent jurisdiction. You and vitaCare agree that the arbitration will be kept confidential and that the existence of the proceeding and all elements of it (including, without limitation, any pleadings, briefs or other documents submitted or exchanged, and any testimony or other oral submissions and awards) will not be disclosed beyond the arbitration proceedings, except as may lawfully be required in judicial proceedings relating to the arbitration or by applicable disclosure rules and regulations of securities regulatory authorities or other governmental agencies. You and vitaCare hereby waive any right to a jury trial of any Claim.

Payment of all filing, administration, and arbitrator fees will be governed by the AAA Rules. If you demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, vitaCare will pay as much of the administrative costs and arbitrator’s fees required for the arbitration as the arbitrator deems necessary to prevent the cost of the arbitration from being prohibitive. In the final award, the arbitrator may apportion the costs of arbitration and the compensation of the arbitrator among the parties in such amounts as the arbitrator deems appropriate.

This arbitration agreement does not preclude you or vitaCare from seeking action by federal, state, or local government agencies. You and vitaCare also have the right to bring qualifying claims in small claims court. In addition, you and vitaCare retain the right to apply to any court of competent jurisdiction for provisional relief, including pre-arbitral attachments or preliminary injunctions, and any such request shall not be deemed incompatible with these Terms, nor a waiver of the right to have disputes submitted to arbitration as provided in these Terms.

Neither you nor vitaCare may act as a class representative or private attorney general, nor participate as a member of a class of claimants, with respect to any Claim. Claims may not be arbitrated on a class or representative basis. The arbitrator can decide only your and/or vitaCare’s individual Claims. The arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated.

This “Arbitration” section of these Terms will survive the termination of your relationship with vitaCare.

vitaCare’s affiliates and third-party providers are third-party beneficiaries to these Terms (and may enforce any of the provisions and protections hereof, including, without limitation, the foregoing arbitration provision).

THIS “ARBITRATION” SECTION LIMITS CERTAIN RIGHTS, INCLUDING THE RIGHT TO MAINTAIN A COURT ACTION, THE RIGHT TO A JURY TRIAL, THE RIGHT TO PARTICIPATE IN ANY FORM OF CLASS OR REPRESENTATIVE CLAIM, THE RIGHT TO ENGAGE IN DISCOVERY EXCEPT AS PROVIDED IN AAA RULES, AND THE RIGHT TO CERTAIN REMEDIES AND FORMS OF RELIEF. OTHER RIGHTS THAT YOU OR VITACARE WOULD HAVE IN COURT ALSO MAY NOT BE AVAILABLE IN ARBITRATION.

Governing Law and Jurisdiction

By accessing or using the Services, you agree that all matters relating to your access to and use of the Services (including non-contractual disputes or claims) shall be governed by the laws of the State of Florida, without regard to the conflict of laws principles thereof. You and vitaCare specifically disclaim the U.N. Convention on Contracts for the International Sale of Goods. Any legal action or proceeding arising out of or related to your access to or use of the Service or these Terms, except where such legal action or proceeding is submitted to arbitration as described in the “Arbitration” section above, shall be instituted exclusively in the applicable state or federal courts of the State of Florida, and you agree and hereby submit to the exclusive personal jurisdiction and venue thereof.

Time to File Claims

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR ACCESS TO OR USE OF THE SERVICES MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. AFTER SUCH PERIOD, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

Waiver

No waiver by vitaCare of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of vitaCare to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

Severability

If any of the terms or conditions of these Terms are determined to be void, unlawful, or unenforceable, the validity and enforceability of the remaining terms and conditions shall not thereby be affected or impaired.

Entire Agreement

These Terms constitute the sole and entire agreement between you and vitaCare with respect to the Services and supersede all prior and contemporaneous understandings, agreements, representations, warranties, and covenants, both written and oral, with respect to the Services.

Contact vitaCare

If you have any questions or concerns about these Terms, please email vitaCare at customerservice@vitacarerx.com or call vitaCare toll-free at 1-800-350-3819, Monday through Friday between 8:00am and 9:00pm EST, or Saturday between 9:00am and 3:00pm EST.

You may also contact vitaCare Customer Service at the following address:

vitaCare Customer Service
6800 Broken Sound Parkway NW
Suite 100
Boca Raton, FL 33487

All notices of copyright infringement must be sent to vitaCare’s copyright agent at:

Legal Department
TherapeuticsMD
6800 Broken Sound Parkway NW, 3rd Floor
Boca Raton, FL 33847
561-961-1900
Legal@therapeuticsmd.com

In accordance with the Online Copyright Infringement Liability Limitation Act of the DMCA, such notices must include the following information:

x

VitaCare Prescription Services: HIPAA Notice of Privacy Practices

THIS NOTICE DESCRIBES HOW MEDICAL INFORMATION ABOUT YOU MAY BE USED AND DISCLOSED AND HOW YOU CAN GET ACCESS TO THIS INFORMATION. PLEASE REVIEW IT CAREFULLY.

VitaCare Prescription Services (“VPS” or “we”) is required to provide you with this Notice of Privacy Practices (“Notice”), which explains our legal duties and privacy practices with respect to protected health information (“PHI”). We are also required, as described below, to maintain the privacy of your PHI, abide by the terms of this Notice (as currently in effect), and notify you following a breach of unsecured PHI.

This Notice describes, in accordance with the Health Insurance Portability and Accountability Act (“HIPAA”) Privacy Rule, how VPS may use and disclose your PHI to carry out treatment, payment or health care operations and for other specific purposes that are permitted or required by law. The Notice also describes your rights with respect to your PHI.

Uses and Disclosures of PHI for Treatment, Payment and Health Care Operations Purposes

We are permitted to make certain types of uses and disclosures of your PHI, without your authorization, for treatment, payment, and health care operations purposes.

Other Uses and Disclosures that are Permitted or Required by the HIPAA Privacy Rule

We may disclose to one of your family members, to a relative, to a close personal friend, or to any other person identified by you, PHI that is directly relevant to the person's involvement with your care or payment related to your care. You have the right to agree or object to such disclosure. In addition, we may use or disclose the PHI to notify a member of your family, your personal representative, another person responsible for your care, or certain disaster relief agencies of your location, general condition, or death. However, if you are incapacitated, there is an emergency, or you otherwise do not have the opportunity to agree to or object to this use or disclosure, we will do what in our judgment is in your best interest regarding such disclosure and will disclose only the information that is directly relevant to the person's involvement with your health care.

We may enter into contracts with some entities known as Business Associates that perform services for us. We may disclose PHI to our Business Associates so that they can perform their services and we require them by contract to limit disclosures of PHI and appropriately safeguard PHI.

In addition, we may use or disclose your PHI without your authorization as required or permitted by federal or state law, including uses and disclosures that are:

Uses and Disclosures of PHI with Your Written Authorization

Certain uses and disclosures of PHI require your authorization, such as any use or disclosure of psychotherapy notes, the use or disclosure of PHI for marketing purposes, and the sale of PHI. Other uses and disclosures not described in this Notice will be made only with your written authorization, and you may revoke your authorization in writing at any time. Upon receipt of the written revocation, we will stop using or disclosing PHI about you, except to the extent that we have already taken action in reliance on the authorization.

More Stringent Laws

We also may be subject to state health information privacy laws that are more stringent than the federal requirements. If your state has a more stringent law, we are required to follow that law, and will do so.

Your Rights

You have the following rights with respect to your PHI:

  1. Request a Restriction. You have the right to request that we restrict uses and disclosures of your PHI to carry out treatment, payment, or health care operations, or restrict uses and disclosures to family members, relatives, friends, or other persons identified by you who are involved in your care or payment for your care. While you are permitted to make this request, we are not required to agree to such requests and therefore do not do so, with one exception. Specifically, if you request the restriction of a disclosure to a health plan that is (i) made for the purpose of carrying out payment or health care operations, and is not otherwise required by law and (ii) the PHI relates solely to a health care item or service for which you have paid out of pocket in full, then we will honor your affirmative request not to disclose that information to a health plan;
  2. Confidential Communications. You have the right to request, in writing, that you receive your PHI by alternative means or at an alternative location. We will accommodate reasonable requests;
  3. Access PHI. You have the right to inspect and copy your PHI. We may charge you a reasonable, cost-based fee for the labor and supplies associated with making the copy, whether on paper or in electronic form;
  4. Amend PHI. You have the right to amend and correct inaccurate PHI;
  5. Accounting of Disclosures. You have the right to receive an accounting of certain disclosures of your PHI (you are not entitled to an accounting of disclosures made for treatment, payment or health care operations, or disclosures made pursuant to your written authorization);
  6. Electronic Copy. You have the right to receive a paper copy of this Notice upon request, even if you agreed to receive the Notice electronically.

Updates to this Notice

We reserve the right to change the terms of this Notice and to make the new Notice provisions effective for all PHI we maintain. When we make changes in our Notice, copies of the revised Notice will be available on written request and will also be available on our web site.

Contacting Us

If you would like to exercise your rights described in this Notice or if you have questions or would like additional information about our privacy practices, you may contact us at:

VitaCare Prescription Services
6800 Broken Sound Parkway NW
Suite 100
Boca Raton, FL 33487
PrivacyPolicy@vitaCarerx.com
1-800-350-3819

Complaints

If you believe that your privacy rights have been violated, you may complain to us in writing (using the contact information set forth above) or to the Department of Health and Human Services’ Office for Civil Rights at the appropriate regional address or at their website at: https://ocrportal.hhs.gov/ocr/smartscreen/main.jsf. You will not be retaliated against for filing a complaint.



Effective date of Notice: 3/13/2017