Terms of Service | Author Health

These Terms of Service (“Terms”) govern your access to and use of the services provided by AuthorHealth, LLC (“Author Health”) through the website located at authorhealth.com and other relatedwebsites and platforms (collectively, the “Site”), as well as the services provided by Edge Health, P.C.(“Medical Group”; and collectively with Author Health, “Author”, “we”, “us”, “our”) that include personalhealthcare services and (collectively, the “Services”).

Please read these Terms carefully before using the Site or the Services. By accessing or using the Site,you agree to be bound by these Terms. If you are accepting these Terms for another person (“FamilyMember”) as such Family Member’s lawful guardian, conservator, or custodian, you agree to the terms,conditions, and notices contained or referenced herein on behalf of such Family Member. For purposesof these Terms, “you” means you on behalf of yourself and your Family Members.

Services

Author Health provides administrative services to Medical Group, which operates according to the lawsof the states/regions in which Medical Group provides healthcare and related services. Medical Groupprovides behavioral health services via telehealth and at-home through its engaged clinicians andsupport staff. Author Health does not practice medicine or any licensed profession and does not interferewith the practice of medicine or any other licensed profession by Medical Practice or other third parties.

You agree that these Terms govern your access to, and use of the Site and the Services offered by AuthorHealth and Medical Group. If you and/or your Family Member uses medical services provided by MedicalGroup, you understand and agree that you, and your Family Member, are bound by and subject to the Clinical Services and Practice Policy Agreement before electing to use the services of Medical Group.Please refer to our Privacy Policy and Notice of Privacy Practices to learn how we use, share, and protectyour personal information and health information.

You understand that providing you or Your Family Member’s information and/or requesting to ConnectWith Us on this Site does not automatically render you a patient of Medical Group.

Use of the Services by Children

Children (under 18 years of age) are not authorized to become Members and shall not use the Services.

Availability of the Services

At this time, the Services are available only to enrollees of our contracted health plans in Florida. Thesehealth plans are Humana Medicare Advantage and other health plans which are coming soon.

Updates to the Terms

We may modify these Terms from time to time. We will notify you of material changes by posting theamended terms on our website at least fifteen (15) days before the effective date of the changes. If wehave your email on file, we may also notify you of material changes to the Terms by email at least fifteen(15) days before the effective date of the changes. Please make sure we have your current email addressso that you will receive notice of any material changes. If you do not agree with the proposed changes,you agree to discontinue your use of the Site before the effective date of the changes. If you continueusing the Site after the effective date, you will be bound by the updated Terms.

Personal and Non-Commercial Use

You may use the Site only for your own personal, non-commercial use. If you are accepting these Termsfor a Family Member as such Family Member’s lawful guardian, conservator, or custodian, you agree tothe terms, conditions, and notices contained or referenced herein on behalf of such Family Member. Ifyou are registering on behalf of your Family Member, your Family Member may only use the Site for theirown personal, non-commercial use.

Service Use Termination

You may terminate these Terms by ceasing to access and use the Site. We may terminate your use ofthe Site at any time by sending notice to you at the address or email you provided or otherwisecontacting you or posting a notice on the Site. If we terminate your use of the Site because you havebreached these Terms or any other agreement you have entered into with us, you will not be entitled toany refunds of services provided. We are not required to provide you with notice prior to terminatingyour use of the Site or a reason for such termination. In order to protect the integrity of the Site, we may,at any time in our sole discretion, block users from certain IP addresses from accessing the Site.

Use of the Services

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable,non-sublicensable license to use the Site solely for your personal and non-commercial purposes. Youruse of the Site must be in accordance with all applicable laws. You acknowledge that you do not acquireany ownership rights in the Site.

The following is a list of the type of actions that you may not engage in with respect to the Site or Services:

You will not promote, encourage, or engage in defamatory, abusive, libelous, obscene, threatening,harassing, hateful or otherwise objectionable behavior.
You will not use any robot, spider, site search/retrieval application, or other manual or automaticdevice or process to download, access, retrieve, index, "data mine", or in any way reproduce orcircumvent, avoid, bypass, remove, or deactivate the navigational structure or technical measures orpresentation of the Services or its contents;
You will not interfere, access, tamper with or disrupt the Site or the servers or networks connectedto the Services;
You will not attempt to probe, scan or test the vulnerability of the Site or any of our systems ornetwork or breach any security or authentication measures;
You will not use any meta tags or other hidden text or metadata utilizing our trademarks, logos, URLsor product names without our express written consent;
You will not use the Site or content, or any portion thereof, for any commercial purpose or for thebenefit of any third party or in any manner not permitted by these Terms;
You will not use the Site or content, or any portion thereof, if you are a past, present, or imminentcompetitor of us and/or using the Site or such content on their behalf.
You will not post, distribute, or reproduce in any way any content that infringes third party intellectualproperty rights or violates third party rights of privacy or rights of publicity;
You will not use, display, "frame" or "mirror" any part of the Site, our names, any of our trademarks,logos or other proprietary information, or the layout and design of any page or form contained on apage, without prior written authorization from us;
You will not collect or store any personal information, including personally identifiable information,from users without their express permission;
You will not provide any inaccurate, incomplete, false or misleading information, including regardingyour identity or medical condition, when using the Site;
You will not record in any way the Site and/or the Services without our express written consent;
You will not allow any other person to use your account, username or password to access the Site,unless otherwise permitted herein; and
You will not assist or permit any person to engage in any of the activities described in this Section.

Consent to Electronic Communications

You agree that we may send the following to you by email or by posting them on the Site: legaldisclosures; these Terms; Privacy Policy; future changes to any of the foregoing; and other notices,policies, communications or disclosures and information related to the Services. You agree that we maycontact you via email regarding prospective Services. Emails are not always secure because they travelover networks that we do not own or control. You consent to receive such communicationselectronically. You agree to update your contact information to ensure accuracy. Your consent toconduct actions electronically covers all interactions between you and Author. You may ask us to stopsending you marketing emails at any time by clicking unsubscribe at the bottom of the email orcontacting contact@authorhealth.com. Your withdrawal of consent will be effective within a reasonabletime after we receive notice of your withdrawal.

We will need to send you certain communications electronically regarding the Services. You will not beable to opt out of those communications – e.g., communications regarding updates to the Terms orinformation about billing. Your withdrawal of consent will not affect the legal validity or enforceability ofthe Terms provided to and accepted by you. If you withdraw your consent to receive communicationselectronically, certain Services may become unavailable to you.

Intellectual Property Rights

Author and our licensors retain all ownership rights, title and interest (including all intellectual propertyrights) worldwide to the Site and the Services, including to all software and content. No rights are grantedto you other than as expressly set forth in these Terms. All trademarks, service marks and trade namesare owned by Author or other respective owners.

DMCA Notice

The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners whobelieve that material appearing on the Internet infringes their rights under U.S. copyright law. If you believein good faith that materials appearing on the Site infringe your copyright, you (or your agent) may sendus a notice requesting that the material be removed, or access to it blocked. In addition, if you believe ingood faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permitsyou to send us a counter-notice. Notices and counter-notices must meet statutory requirementsimposed by the DMCA. One place to find more information is the U.S. Copyright Office Website, currentlylocated at https://www.copyright.gov. In accordance with the DMCA, Author has designated an agent toreceive notification of alleged copyright infringement in accordance with the DMCA. Any writtenNotification of Claimed infringement should comply with Title 17, United States Code, Section 512(c)(3)(A)and should be provided in writing to contact@authorhealth.com.

Links to Third Party Websites

The Site may contain links to other sites that are owned and operated by third parties. We are notresponsible for the privacy and security practices or the content, advertising, products, services or othermaterials made available on or through any such linked sites. We provide these links to you only as aconvenience, and the inclusion of any link does not imply endorsement of any kind by us.

No Endorsements

Reference to any product, recording, event, process, publication, service, or offering of any third party byname, trade name, trademark, service mark, company name or otherwise does not constitute or implythe endorsement or recommendation of such by Author.

Geographic Restrictions

Author makes no representation that all products, services and/or material described on the Site, or theServices available through the Site, are appropriate or available for use in locations outside the UnitedStates or all states and territories within the United States.

No Warranty

ACCESS TO THE SITE AND THE INFORMATION CONTAINED THEREIN IS PROVIDED “AS IS” AND “ASAVAILABLE” WITHOUT ANY WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. AUTHOR DOES NOT WARRANTTHE ACCURACY, COMPLETENESS OR TIMELINESS OF THE MATERIALS ON THIS SITE AND TO THE FULLESTEXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, AUTHOR DISCLAIMS ALL WARRANTIES OF ANYKIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF TITLE,MERCHANTIBILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, WITH RESPECT TOANY INFORMATION OBTAINED THROUGH THE SITE. WITHOUT LIMITING THE FOREGOING, AUTHOR DOESNOT WARRANT THAT ACCESS TO THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS,IF ANY, WILL BE CORRECTED; NOR DOES AUTHOR MAKE ANY REPRESENTATIONS ABOUT THE ACCURACY,RELIABILITY, CURRENCY, QUALITY, COMPLETENESS, USEFULNESS, PERFORMANCE, SECURITY, LEGALITYOR SUITABILITY OF THE SITE OR ANY OF THE INFORMATION CONTAINED THEREIN. YOU EXPRESSLY AGREETHAT YOUR USE OF THE SITE AND YOUR RELIANCE UPON ANY OF ITS CONTENTS IS AT YOUR SOLE RISK.

Limitation of Liability

IN NO EVENT SHALL AUTHOR BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL,EXEMPLARY, OR CONSEQUENTIAL DAMAGES, OR ANY DAMAGES WHATSOEVER RESULTING FROM ANYLOSS OF USE, LOSS OF PROFITS, LITIGATION, OR ANY OTHER PECUNIARY LOSS, WHETHER BASED ONBREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR OTHERWISE, ARISINGOUT OF OR IN ANY WAY CONNECTED WITH THE SITE OR THE PROVISION OF OR FAILURE TO MAKEAVAILABLE ANY PRODUCTS, GOODS, OR SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCHDAMAGES. AUTHOR’S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS IS LIMITED TO THEGREATER OF (1) $200 OR (2) THE FEES PAID TO USE THE RELEVANT SERVICES IN THE 12 MONTHS BEFORETHE DISPUTE.

Indemnity

To the extent allowed by applicable law, you will indemnify Author and its directors, officers, employees,and contractors for any third-party legal proceedings (including actions by government authorities)arising out of or relating to your unlawful use of the Services or violation of these Terms. This indemnitycovers any liability or expense arising from claims, losses, damages, judgments, fines, litigation costs, andlegal fees.

Choice of Law and Jurisdiction

These Terms are governed by the laws of Delaware. The parties irrevocably submit to the exclusivejurisdiction of the courts of Charlotte, North Carolina, in respect of all matters and disputes arisinghereunder and waive any defense of lack of personal jurisdiction in that jurisdiction. If any provision ofthese Terms is found to be invalid by any court having competent jurisdiction, the invalidity of suchprovision shall not affect the validity of the remaining provisions of these Terms, which shall remain in fullforce and effect.

General Provisions

These Terms make up the entire agreement relating to your use of the Services and supersede all prioragreements relating to the subject matter hereof. We may change, suspend, or discontinue any of theServices at any time. We will not be liable to you or to any third party for any modification, suspension ordiscontinuance of the Site. These Terms do not confer any third-party beneficiary rights. You may nottransfer any of your rights or obligations under these Terms to anyone else without our consent. Authormay assign our rights in connection with a merger, acquisition, or sale of assets, or by operation of law orotherwise. No delay or omission by Author to exercise any right or power it has under these Terms shallimpair any such right or power or be construed as a waiver of any succeeding breach. Any waivers byAuthor must be in writing and signed by an authorized representative of Author.

This electronic document, and all other electronic documents referred to or incorporated herein, will be:(a) deemed for all purposes to be a “writing” or “in writing”, and to comply with all statutory, contractual,and other legal requirements for a writing; and (b) legally enforceable as a signed agreement. A printedversion of these Terms and any notice given in electronic form shall be admissible in judicial proceedingsor administrative proceedings based upon or relating to these Terms to the same extent and subject tothe same conditions as other business documents and records originally generated and maintained inprinted form.

We appreciate your feedback, suggestions, and other communications (collectively, “Feedback”) aboutthe Site and the Services. You should know that we can, but are not obligated to, use your Feedbackwithout restriction or any obligation to compensate you, and aside from the laws governing theconfidentiality of healthcare information, we have no obligation to keep them confidential.

Even after termination, these Terms will remain in effect such that all terms that by their nature maysurvive termination will be deemed to survive such termination.

You represent that no promise, inducement, or agreement not expressed herein has been made to meto sign this agreement.

If you have any questions about these Terms, please contact us via email at contact@authorhealth.com.