Effective Date: June 19th, 2019
THE WEBSITE SERVICES ARE NOT FOR USE IN MEDICAL EMERGENCIES OR OTHER URGENT SITUATIONS. IF YOU THINK YOU MAY HAVE A MEDICAL EMERGENCY, CALL YOUR DOCTOR OR 911 IMMEDIATELY.
TheraWIDE provides a technology platform via the Website that allows participating health care professionals (“Providers”) to offer internet-based video sessions to their clients (“Clients”) and may from time to time provide certain related services. TheraWIDE is not itself a provider of health care services, and Providers are not acting as employees or agents of TheraWIDE.
The Website makes certain services available to its users, including, without limitation, the following services (collectively, the “Website Services”), as from time to time offered by the Website:
(a) the facilitation of internet-based video communications between and among Clients and Providers; and
(b) such other services as are from time to time described and/or offered on the Website.
Not a Healthcare Provider; No Medical Advice.
While we enable Clients and Providers to communicate with one another, we are not responsible for monitoring such information and communications, and we are not a party to transactions that may occur between Clients and Providers. In addition, we are not responsible for and we expressly disclaim all liability that may result from information made available by Clients or Providers and the conduct of Clients and Providers, whether online or offline. TheraWIDE does not sponsor, endorse, recommend or approve of any Provider, nor do we make any representations or warranties about the quality, timing or legality of the products or services they provide. Additionally, we cannot and do not represent or warrant that any Provider is licensed, qualified, insured or capable of performing any product or service, and we make no representations or warranties about the suitability, reliability or accuracy of the products and services they provide.
THERAWIDE IS NOT A HEALTHCARE PROVIDER, AND THE WEBSITE SERVICES DO NOT INCLUDE THE PROVISION OF MEDICAL CARE, HEALTH CARE SERVICES, OR OTHER PROFESSIONAL SERVICES BY THERAWIDE. While the Website Services may allow Providers to communicate with Clients, the Website Services cannot and are not intended to provide medical advice. Always seek the advice of a physician or other qualified healthcare provider with any questions regarding your personal health or medical conditions. If you have or suspect that you have a medical problem or condition, please contact a qualified healthcare professional immediately.
If any medical advice is provided to you by a Provider through the Website Services, such medical advice is not provided by TheraWIDE but is provided by your Provider.
In order to access the Website Services, a Client must enter a unique access code provided by his or her Provider for each session. You must be at least 18 years of age to access or use our Website Services. If you are accessing or using our Website Services on behalf of another person or entity, you represent that you are authorized to accept these Terms on that person or entity’s behalf and that the person or entity agrees to be responsible to us if you or the other person or entity violates these Terms.
Additional Terms Applicable to Providers.
In addition to the other provisions of these Terms, the following provisions apply specifically and solely to Providers:
If you provide your health care services through, or on behalf of a legal entity, you represent, warrant and covenant that (i) you have the authority to bind such entity to these Terms, and (ii) such entity will comply with these Terms. Each individual health care provider employed or engaged by such entity must separately register with us as a Provider. No individual, other than the individual Provider registering as a Provider, may use the Website Services under Provider’s account information.
(b) Qualifications. You further represent, warrant and covenant that, at the time of registration and on an ongoing basis, that you (i) satisfy all professional licensing requirements applicable to the professional services you are providing via the Website, (ii) hold all valid and current licenses required to provide such services, (iii) are in good standing with each licensure board or other authority issuing such licenses or otherwise having regulatory authority over you, and (iv) have not received any notice of cancellation, probation, suspension, revocation or non-renewal of any licenses required to provide such services. If and for so long as you fail to satisfy the provisions of this paragraph, you will cease all use of the Website Services. You will, at our request, cooperate with us in confirming your professional credentials and compliance with the foregoing representations and warranties.
(c) Business Associate Agreement. To the extent required by HIPAA (defined below), Provider hereby agrees to the terms and conditions set forth in the Business Associate Agreement, hereby incorporated by reference.
(d) Independent Contractor. You acknowledge that you are an independent contractor, and that no agency, partnership, joint venture or employee-employer relationship is intended or created by these Terms or any relationship between you and TheraWIDE. You shall be responsible for the supervision, direction, control, compensation, benefits, and withholdings of all of your employees.
(e) Electronic Communications. By creating an account, you consent to receive communications from TheraWIDE (e.g., via email, and other electronic communications, or by posting notices to the website). These communications may include notices about your account (e.g., password changes and other transactional information), as well as communications provided as part of the Website Services or for marketing purposes, and are part of your relationship with us. You consent to being provided with any notices, disclosures, information, and other materials in electronic form (collectively “Electronic Records”), rather than in paper form in accordance with The Electronic Signatures in Global and National Commerce Act (“E-Sign”). Your consent to receive Electronic Records applies to all notices, disclosures, documents, records or other materials of any kind that TheraWIDE may be required to provide to you. You agree that any notices, agreements, disclosures or other communications that we send to you electronically will satisfy any legal communication requirements, including, but not limited to, that such communications be in writing. You further understand that checking a box, clicking “accept” on our Website, or responding via telephone keypress constitutes your signature. You should maintain copies of electronic communications from us by printing a paper copy or saving an electronic copy. You may wish to print out all Electronic Records and keep them for your records. If you have any trouble printing out, downloading, and/or accessing any Electronic Records, you may contact us at the information provided in Section 19. In order for you to access and retain Electronic Records sent by TheraWIDE, you must have the following hardware and software: a computer capable of reading html and text files, a modem or other means of accessing the Internet, and a browser capable of accessing and displaying the TheraWIDE Website. To print the Electronic Records, you will also need a printer. You may withdraw your consent by contacting us at TheraWIDE. However, the services provided by TheraWIDE are only available if you agree to receive Electronic Records, and you understand that withdrawing such consent may result in your account being closed.
(f) Confidentiality. To the extent you receive any confidential information of TheraWIDE in connection with your use of the Website Services, including but not limited to information concerning fees, marketing plans, financial results, Clients, Providers, pricing schedules, product lines, product plans, proprietary technology, research information, practices, trade secrets, and any and all other information as deemed confidential by TheraWIDE which is not generally known to the public, you agree to protect such information against any unauthorized use or disclosure and to use such information solely for the purposes for which it was disclosed to you. For purposes of clarification and not limitation, you are not permitted to disclose information about Clients or Providers that you collect through the Website Services to any third party without the express written consent of TheraWIDE.
Using Website Services.
Each registered Provider is authorized to invite and use the Website Services for videoconferences with his or her Clients, trainees for whom he or she has supervisory responsibility, other Providers registered with TheraWIDE, and other persons, if any, authorized from time to time by TheraWIDE. Use of the videoconference services by any other person or for any other purpose is prohibited. Each Provider represents, warrants and covenants that Provider’s use of the Website and the Website Services will at all times (a) be in the course of Provider’s professional responsibilities as a health care professional, (b) comply with these Terms, (c) comply with the licensing requirements and professional standards applicable to Provider , and (d) comply with applicable state and federal laws, including but not limited to the Health Insurance Portability and Accountability Act of 1996, as codified at 42 U.S.C. §1320 through d-8 (“HIPAA”).You agree to be responsible for any telephone charges and/or Internet service fees you incur in accessing the Website Services.You may only use the Website Services within the United States, unless otherwise permitted by applicable law.
Responsibility for Your Care; Provider Credentials.
Client’s health care is solely the responsibility of each Provider and his or her Client(s).
Providers are the exclusive providers of any health advice and services provided through the Website Services. TheraWIDE supports Providers by providing them with certain rights to access and use the Website and the Website Services. However, under the Website Services, Providers have the exclusive control and responsibility for the delivery of health care services. Each Provider, and not TheraWIDE, is responsible for, and represents and warrants that it obtained the informed consent from his or her Clients to any diagnosis or treatment, including without limitation, consent to use telehealth in the course of any services provided through the Website Services, to the extent such consent is required by any applicable law or agreement. TheraWIDE is not responsible for credentialing Providers, makes no representation regarding the accuracy of Providers’ credentials or qualifications, and expressly disclaims any liability for fraudulent credentials or claims by Providers. We recommend that each Client separately confirm that his or her Provider is qualified and in good standing with his or her respective licensing board(s).
Each Provider, and not TheraWIDE, is responsible for setting, billing and collecting fees, if any, from the Provider’s Clients.
User Supplied Material.
Our Website may allow you to upload, store and share content, including messages, text, photos and other materials (collectively, “User Content”). Except for the license you grant below, as between you and TheraWIDE, you retain all rights in and to your User Content.
You hereby grant TheraWIDE a nonexclusive, royalty-free, worldwide, fully-paid, and sub-licensable license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display your User Content in all media formats and channels now known or later developed without compensation to you. If you supply or transmit any User Content via the Website, you represent and warrant to us that you have the legal right necessary to grant us the license described above, and that such material will not violate any law or the rights of any person or entity (including without limitation copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity).
Appropriate Use of the Website.
You agree to use the Website and the Website Services in accordance with all applicable local, state, national and foreign laws, treaties and regulations. You will not violate any contract, intellectual property or other third-party right or commit a tort, and you are solely responsible for your conduct while accessing or using our Website Services.In addition, without limitation, you will not, directly or indirectly, do any of the following while using or accessing the Website Services:use the Website Services to collect or store personal data about other users without their express permission, except that this prohibition will not restrict Providers from entering Client information for use in accordance with these Terms; use or attempt to use another user’s account without authorization from that user and TheraWIDE;
engage in any harassing, threatening, intimidating, predatory or stalking conduct;
use our Services in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying our Website or Website Services or that could damage, disable, overburden or impair the functioning of our Website or Website Services in any manner;
upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, “pyramid schemes” or any other form of solicitation;
circumvent, disable, or otherwise interfere with security-related features of the Website or features that prevent or restrict access to any party of our Website or Website Services;
attempt to probe, scan or test the vulnerability of any TheraWIDE system or network or breach or impair or circumvent any security or authentication measures protecting the Website or the information of other users or attempt to use the Website to disseminate viruses or other computer code that may interrupt, destroy, limit the functionality of the Website Services, or interfere with the access of any other user to the Website Services;attempt to decipher, decompile, disassemble, reverse engineer, or otherwise attempt to discover or determine the source code of any software or any proprietary algorithm used to provide the Website Services; use the Website Services in order to solicit or recruit Providers for a business that competes with TheraWIDE; or use our Website or Website Services for any illegal or unauthorized purpose, or engage in, encourage or promote any activity that violates these Terms.
You may also only upload or otherwise share User Content that you have all necessary rights to disclose. You may not upload, store or share any User Content that: is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory or fraudulent; would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party or otherwise create liability or violate any local, state, national or international law; may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party;contains or depicts any statements, remarks or claims that do not reflect your honest views and experiences;impersonates, or misrepresents your affiliation with, any person or entity; contains any private or personal information of a third party without such third party’s consent; contains any viruses, corrupted data or other harmful, disruptive or destructive files or content; or is, in our sole judgment, objectionable or that restricts or inhibits any other person from using or enjoying our Website or Website Services, or that may expose TheraWIDE or others to any harm or liability of any type.In addition, although we have no obligation to screen, edit or monitor User Content, we may delete or remove User Content at any time and for any reason.
We may change the Website, the Website Services, and the TheraWIDE Content (defined below) at any time. We may discontinue offering our Website Services or Website, and we may suspend or terminate your right to use our Website Services or Website at any time, in the event that you breach these Terms, for any other reason, or for no reason at all, in our sole discretion, and without prior notice to you.
All licenses and other rights granted to you by these Terms will immediately terminate upon termination of your right to use our Website Services or Website or our termination of the Website Services or Website.
Each Provider may terminate his or her account at any time and for any reason by sending us notice. Once we process a termination request, the terminated account will no longer be accessible. Any cancellation request will be handled within 30 days of receipt of such a request by TheraWIDE. These Terms will survive and continue to apply after any suspension, termination, or cancellation, except that your access rights and other rights as a user will be suspendecanceledated or canceled, respectively.
1. Non-delivery of the product or service: such as, for example, due to some mailing issues you do not receive a delivery e-mail from us
2. Download issues: it may happen that you are having problems while downloading the product or receiving a service
3. Irreparable defects or grave difficulties with the product or service: although all the products and services are thoroughly tested before release, unexpected errors may occur. This reason should be submitted to our Support Team for approval
4. Product or services not-as-described: a request based on this reason is satisfied on a case by case basis with ALG Associates reserving full discretion to make the determination whether a refund is appropriate.
Intellectual Property; Limited License.
The Website and Website Services, and the text, graphics, images, photographs, videos, illustrations, trademarks, trade names, service marks, logos, slogans and other content contained therein (collectively, the “TheraWIDE Content”) are owned by or licensed to TheraWIDE and are protected under both United States and foreign laws. Except as explicitly stated in these Terms, TheraWIDE and our licensors reserve all rights in and to our Website, Website Services and the TheraWIDE Content. TheraWIDE hereby grants you a limited, nonexclusive, nontransferable, non-sublicensable, revocable license to access and use our Website, Website Services and the TheraWIDE Content; provided, however, that such license is subject to these Terms and does not include any right to (a) sell, resell our Website, Website Services and the TheraWIDE Content; (b) copy, reproduce, distribute, publicly perform or publicly display TheraWIDE Content, except as expressly permitted by us or our licensors; (c) modify the TheraWIDE Content, remove any proprietary rights notices or markings, or otherwise make any derivative uses of our Website, Website Services and the TheraWIDE Content; (d) use any data mining, robots or similar data gathering or extraction methods; and (e) use our Website, Website Services and the TheraWIDE Content other than for their intended purposes. Any use of our Website, Website Services and the TheraWIDE Content other than as specifically authorized herein, without our prior written permission, is strictly prohibited and will terminate the license granted herein.
Links to Third Parties.
The Website and the Website Services may include links to third-party websites, resources and advertisements (collectively, “Third Party Sites”). We are not responsible or liable for the availability or accuracy of, and TheraWIDE does not endorse, sponsor, or recommend any Third Party Sites or the content, products, or services on or available from such Third Party Sites. YOUR ANY USE OF THIRD PARTY SITES IS AT YOUR OWN RISK, AND THERAWIDE AND ITS AFFILIATES WILL NOT BE LIABLE FOR ANY OF LOSSES ARISING OUT OF OR RELATING TO THIRD PARTY SITES.
Disclaimer of Warranties.
WHILE WE ENABLE CLIENTS AND PROVIDERS TO COMMUNICATE WITH ONE ANOTHER, WE ARE NOT RESPONSIBLE FOR MONITORING SUCH INFORMATION AND COMMUNICATIONS, AND WE ARE NOT A PARTY TO TRANSACTIONS OR INTERACTIONS THAT MAY OCCUR BETWEEN CLIENTS AND PROVIDERS, WHETHER ONLINE OR OFFLINE. IN ADDITION, WE ARE NOT RESPONSIBLE FOR AND WE EXPRESSLY DISCLAIM ALL LIABILITY THAT MAY RESULT FROM INFORMATION MADE AVAILABLE BY CLIENTS AND PROVIDERS AND THE CONDUCT OF CLIENTS AND PROVIDERS, WHETHER ONLINE OR OFFLINE. THERAWIDE DOES NOT SPONSOR, ENDORSE, RECOMMEND OR APPROVE OF ANY PROVIDERS. ADDITIONALLY, WE CANNOT AND DO NOT REPRESENT OR WARRANT THAT ANY PROVIDER IS LICENSED, QUALIFIED, INSURED OR CAPABLE OF PERFORMING ANY PRODUCT OR SERVICE, AND WE MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE EXPERTISE, PROFESSIONAL QUALIFICATIONS, OR QUALITY OF WORK OF ANY PROVIDER, OR THE SUITABILITY, RELIABILITY OR ACCURACY OF THE PRODUCTS AND SERVICES THEY PROVIDE.YOUR USE OF THE WEBSITE, WEBSITE SERVICES AND THERAWIDE CONTENT IS AT YOUR SOLE DISCRETION AND RISK. THE WEBSITE, WEBSITE SERVICES AND THERAWIDE CONTENT, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND.THERAWIDE AND ITS LICENSORS AND AFFILIATES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY, RELATING TO THE WEBSITE SERVICES AND THERAWIDE CONTENT, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, COURSE OF DEALING, OR COURSE OF PERFORMANCE.
WE DO NOT CONTROL, ENDORSE OR TAKE RESPONSIBILITY FOR ANY USER CONTENT OR THIRD-PARTY CONTENT AVAILABLE ON OR LINKED TO BY OUR WEBSITE OR WEBSITE SERVICES. THERAWIDE MAKES NO WARRANTY, REPRESENTATION OR GUARANTEE WITH RESPECT TO PRODUCTS AND SERVICES OFFERED BY PROVIDERS, AND THERAWIDE SPECIFICALLY DISCLAIMS ANY WARRANTY, REPRESENTATION OR GUARANTEE WITH RESPECT TO THE QUALITY, SAFETY, LEGALITY OR OTHER CHARACTERISTICS OF SUCH PRODUCTS AND SERVICES, OR WITH RESPECT TO THE CONDUCT OF ANY PROVIDER IN CONNECTION WITH SUCH SERVICES.WE MAKE NO REPRESENTATIONS CONCERNING, AND DO NOT GUARANTEE, (A) THE SECURITY, ACCURACY, RELIABILITY, TIMELINESS AND PERFORMANCE OF THE WEBSITE OR WEBSITE SERVICES, INCLUDING, BUT NOT LIMITED TO, ANY THERAWIDE CONTENT OR ITS APPLICABILITY TO YOUR INDIVIDUAL CIRCUMSTANCES, OR (B) THAT THE WEBSITE OR WEBSITE SERVICES WILL BE ERROR FREE OR THAT ANY ERRORS WILL BE CORRECTED.. OUR WEBSITE AND WEBSITE SERVICES AND THERAWIDE CONTENT ARE DEVELOPED FOR USE IN THE UNITED STATES AND THERAWIDE AND ITS LICENSORS AND AFFILIATES MAKE NO REPRESENTATION OR WARRANTY CONCERNING THE WEBSITE SERVICES OR SITE CONTENT WHEN THEY ARE USED IN ANY OTHER COUNTRY. NO ADVICE OR INFORMATION PROVIDED TO YOU BY THERAWIDE WILL CREATE ANY WARRANTY THAT IS NOT EXPRESSLY STATED IN THESE TERMS. SOME JURISDICTIONS DO NOT PERMIT US TO EXCLUDE WARRANTIES IN THESE WAYS, SO IT IS POSSIBLE THAT THESE EXCLUSIONS WILL NOT APPLY TO OUR AGREEMENT WITH YOU. IN SUCH EVENT THE EXCLUSIONS WILL APPLY TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW.
Limitation of Liability. IN NO EVENT WILL THERAWIDE, THERAWIDE’S LICENSORS, AFFILIATES, AND OUR RESPECTIVE OWNERS, DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS, AGENTS AND REPRESENTATIVES, (COLLECTIVELY, “THERAWIDE PARTIES”) BE LIABLE TO YOU FOR ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF DATA OR LOST PROFITS, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE ON INFORMATION OBTAINED THROUGH THE SERVICES OR FROM THE CONDUCT OF YOU OR ANYONE ELSE (INCLUDING BUT NOT LIMITED TO BODILY INJURY, DEATH OR PROPERTY DAMAGE), WHETHER ONLINE OR OFFLINE, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE WEBSITE SERVICES, THE WEBSITE, OR THE THERAWIDE CONTENT, WHETHER THE DAMAGES ARE FORESEEABLE AND WHETHER OR NOT THERAWIDE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE. IF YOU ARE DISSATISFIED WITH THE WEBSITE SERVICES, THE WEBSITE OR THE THERAWIDE CONTENT, OR THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE WEBSITE. IF THE FOREGOING IS NOT ENFORCEABLE AGAINST YOU, IN NO EVENT WILL THE CUMULATIVE LIABILITY OF THE THERAWIDE PARTIES TO YOU, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EXCEED $50. IN NO EVENT WILL THE THERAWIDE PARTIES BE LIABLE FOR THE DISCLOSURE OF YOUR CONFIDENTIAL INFORMATION BY A PROVIDER FROM WHOM YOU RECEIVE HEALTH CARE SERVICES. THERAWIDE IS NOT LIABLE TO ANY PERSON OR USER FOR ANY HARM CAUSED BY THE NEGLIGENCE OR MISCONDUCT OF A PROVIDER PROVIDING HEALTH CARE SERVICES. SOME JURISDICTIONS DO NOT PERMIT US TO LIMIT OUR LIABILITY IN THESE WAYS, SO IT IS POSSIBLE THAT THESE LIMITATIONS WILL NOT APPLY TO OUR AGREEMENT WITH YOU. IN SUCH EVENT THE LIMITATIONS WILL APPLY TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW.
You will indemnify, defend, and hold harmless the TheraWIDE Parties from and against any and all claims, causes of action, demands, liabilities, losses, costs or expenses (including, but not limited to, reasonable attorneys’ fees and expenses) arising out of or relating to any of the following matters:
(a) your access to or use of the Website Services, the Website, or the TheraWIDE Content;
(b) your User Content;
(c) your violation of any of the provisions of these Terms;
(d) any activity related to your registration by you or any other person accessing the Website or Website Services through your account, including, without limitation, negligent or wrongful conduct;
(e) your conduct in connection with our Website or Website Services; or
(f) your violation of any third party right, including, without limitation, any intellectual property right, publicity, confidentiality, property or privacy right.
TheraWIDE reserves the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.
To the fullest extent permitted by applicable law, you release TheraWIDE and the other TheraWIDE Parties from responsibility, liability, claims, demands, and/or damages (actual and consequential) of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to disputes between users and the acts or omissions of third parties. YOU EXPRESSLY WAIVE ANY RIGHTS YOU MAY HAVE UNDER CALIFORNIA CIVIL CODE § 1542 AS WELL AS ANY OTHER STATUTE OR COMMON LAW PRINCIPLES THAT WOULD OTHERWISE LIMIT THE COVERAGE OF THIS RELEASE TO INCLUDE ONLY THOSE CLAIMS WHICH YOU MAY KNOW OR SUSPECT TO EXIST IN YOUR FAVOR AT THE TIME OF AGREEING TO THIS RELEASE.
Dispute Resolution; Binding Arbitration
PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH THERAWIDE AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.
No Class Arbitrations, Class Actions or Representative Actions
You and TheraWIDE agree that any Dispute arising out of or related to these Terms or the Website or Website Services is personal to you and TheraWIDE, and that such Dispute will be resolved solely through individual arbitration and will not be brought as a class arbitration, class action or any other type of representative proceeding. You and TheraWIDE agree that there will be no class arbitration or arbitration in which an individual attempts to resolve a Dispute as a representative of another individual or group of individuals. Further, you and TheraWIDE agree that a Dispute cannot be brought as a class or other type of representative action, whether within or outside of arbitration, or on behalf of any other individual or group of individuals. The arbitrator does not have the power to vary these class action waiver provisions.
Federal Arbitration Act
You and TheraWIDE agree that these Terms affect interstate commerce and that the enforceability of this Section 16 shall be both substantively and procedurally governed by and construed and enforced in accordance with the Federal Arbitration Act, 9 U.S.C. § 1 et seq. (the “FAA”), to the maximum extent permitted by applicable law.
Notice; Informal Dispute Resolution
You and TheraWIDE agree that each party will notify the other party in writing of any arbitrable or small claims Dispute within thirty (30) days of the date it arises, so that the parties can attempt in good faith to resolve the Dispute informally. Notice to TheraWIDE shall be sent by certified mail or courier to 4525 North Ravenswood Avenue, Suite 201, Chicago, IL 60640. Your notice must include (a) your name, postal address, telephone number, the email address you use or used for your TheraWIDE account and, if different, an email address at which you can be contacted, (b) a description in reasonable detail of the nature or basis of the Dispute, and (c) the specific relief that you are seeking. Our notice to you will be sent electronically in accordance with Section 4, and will include (x) our name, postal address, telephone number and an email address at which we can be contacted with respect to the Dispute, (y) a description in reasonable detail of the nature or basis of the Dispute, and (z) the specific relief that we are seeking. If you and TheraWIDE cannot agree how to resolve the Dispute within thirty (30) days after the date notice is received by the applicable party, then either you or TheraWIDE may, as appropriate and in accordance with this Section 16, commence an arbitration proceeding or, to the extent specifically provided for in Section 16.1, file a claim in court.
EXCEPT FOR DISPUTES ARISING OUT OF OR RELATED TO A VIOLATION OF SECTION 10 OR DISPUTES IN WHICH EITHER PARTY SEEKS TO BRING AN INDIVIDUAL ACTION IN SMALL CLAIMS COURT OR SEEKS INJUNCTIVE OR OTHER EQUITABLE RELIEF FOR THE ALLEGED UNLAWFUL USE OF INTELLECTUAL PROPERTY, INCLUDING, WITHOUT LIMITATION, COPYRIGHTS, TRADEMARKS, TRADE NAMES, LOGOS, TRADE SECRETS OR PATENTS, YOU AND THERAWIDE AGREE THAT ANY DISPUTE MUST BE COMMENCED OR FILED BY YOU OR TheraWIDE WITHIN ONE (1) YEAR OF THE DATE THE DISPUTE AROSE, OTHERWISE THE UNDERLYING CLAIM IS PERMANENTLY BARRED (WHICH MEANS THAT YOU AND THERAWIDE WILL NO LONGER HAVE THE RIGHT TO ASSERT SUCH CLAIM REGARDING THE DISPUTE). You and TheraWIDE agree that (a) any arbitration will occur in the State of Illinois, Cook County, or in the county in which you reside, (b) arbitration will be conducted confidentially by a single arbitrator in accordance with the rules of the Judicial Arbitration and Mediation Services (“JAMS”), which are hereby incorporated by reference, and (c) that the state or federal courts of the State of Illinois and the United States, respectively, sitting in the State of Illinois, Cook County, have exclusive jurisdiction over any appeals and the enforcement of an arbitration award. You may also litigate a Dispute in the small claims court located in the county of your billing address if the Dispute meets the requirements to be heard in small claims court.
Authority of Arbitrator
As limited by the FAA, these Terms and the applicable JAMS rules, the arbitrator will have (a) the exclusive authority and jurisdiction to make all procedural and substantive decisions regarding a Dispute, including the determination of whether a Dispute is arbitrable, and (b) the authority to grant any remedy that would otherwise be available in court; provided, however, that the arbitrator does not have the authority to conduct a class arbitration or a representative action, which is prohibited by these Terms. The arbitrator may only conduct an individual arbitration and may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual. Notwithstanding any other provision of this Section 16, any and all issues relating to the scope, interpretation and enforceability of the class action waiver provisions contained in this Section 16, are to be decided only by a court of competent jurisdiction, and not by the arbitrator.
Rules of JAMS
The rules of JAMS and additional information about JAMS are available on the JAMS website. By agreeing to be bound by these Terms, you either (a) acknowledge and agree that you have read and understand the rules of JAMS, or (b) waive your opportunity to read the rules of JAMS and any claim that the rules of JAMS are unfair or should not apply for any reason.
If any term, clause or provision of this Section 16 is held invalid or unenforceable, it will be so held to the minimum extent required by law, and all other terms, clauses and provisions of this Section 16 will remain valid and enforceable. Further, the waivers set forth in Section 16.2 are severable from the other provisions of these Terms and will remain valid and enforceable, except as prohibited by applicable law.
You have the right to opt out of binding arbitration within thirty (30) days of the date you first accepted the terms of this Section 16 by writing to: (1) E-mail address: email@example.com. In order to be effective, the opt out notice must include your full name and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve Disputes in accordance with Section 17.
Governing Law; Venue.
The Website may contain typographical errors or other inaccuracies and may not be complete or current. TheraWIDE reserves the right, but does not have the obligation, to correct any errors, inaccuracies, or omissions and to change or update information at any time without prior notice to you. TheraWIDE may refuse to provide Website Services that are based on inaccurate or erroneous information on the Website, including, without limitation, incorrect or out-of-date information regarding pricing, payment terms, or for any other lawful reason.
These Terms, along with any additional terms and conditions incorporated herein, constitute the entire agreement between you and us relating to our Website Services, the Website, and the TheraWIDE Content, replacing any prior or contemporaneous agreements, whether written or oral, unless you have signed a separate written agreement with us relating to our Website Services, the Website, or the TheraWIDE Content. If there is any conflict between the Terms and a separate signed written agreement between you and us relating to our Website Services, the Website, or the TheraWIDE Content, the signed written agreement will control. We reserve the right to change our Terms at any time. Any changes that we make will become a part of our agreement with you when they are posted to our Website. Your continued use of our Website Services or the Website will constitute your agreement to the changes we have made. The last date these Terms were revised is set forth at the top of this document. The failure by you or us to enforce any provision of the Terms will not constitute a waiver. If any court of law, having the jurisdiction to decide the matter, rules that any provision of the Terms is invalid or unenforceable, then the invalid or unenforceable provision will be removed from the Terms or reformed by the court and given effect so as to best accomplish the essential purpose of the invalid or unenforceable provision, and all of the other provisions of the Terms will continue to be valid and enforceable. Nothing contained in these Terms will limit the ability of a party to seek an injunction or other equitable relief without posting any bond. The titles of the Sections of these Terms are for convenience only and will have no legal or contractual effect.