Last Updated: 12/1/2023

ARBITRATION CLAUSE BELOW; SEE THE SECTION ENTITLED “BINDING ARBITRATION/CLASS WAIVER” FOR DETAILS.

This Membership Agreement (this “Agreement”) forms a legal contract between you (“you” or your”) and the following entity: 

(1) Acute Care OnCall, PLLC., a Tennessee professional limited liability corporation (“ACOC”); 

Upon your payment of the fees (the “Fees”) for access to the clinical and wellness services described herein (the “Services”), which include the Telehealth Services further described below, you shall be entitled to a subscription that provides access to the Services in accordance with this Agreement (a “Subscription”). Without a Subscription, we may permit you, in our sole discretion, to access limited aspects of the Services for purposes of our demonstration of the Services to you.

DO NOT USE THIS SERVICE, INCLUDING THE TELEHEALTH SERVICE, IF YOU ARE EXPERIENCING A MEDICAL EMERGENCY. 

In an emergency situation, you should: 

(i) call 911; 

(ii) go to the nearest emergency room or urgent care center; 

(iii) contact your local crisis center; 

(iv) if applicable, call the National Suicide Prevention Lifeline (1-800-272-8255); and/or 

(v) if applicable, contact the Crisis Text Line (text “GO” to 741-741).

ACOC charges an annual membership fee (the “Annual Membership Fee”) for access to certain features of the Services. 

The Annual Membership Fee may be modified by ACOC from time to time. 

Certain members may have access to the Services through their employers, professional affiliations, partnerships, health programs, or other organizations, and as a result, the Annual Membership Fee will not apply to such members.

The Annual Membership Fee covers costs associated with personal services that enhance your healthcare experience, tools to facilitate access to healthcare services, and certain on-demand telehealth services, but are typically not covered by or billed to insurance. 

Membership services include higher-touch personal services such as insurance and billing navigation, advice on provider selection, specialist booking and referral management, 24/7 connection to our services team, digital tools for easy access to ACOC Medical services, including telehealth services, as well as lifestyle and wellness offerings. 

PAYMENT OF THE ANNUAL MEMBERSHIP FEE TO ACOC IS NOT A REQUIREMENT TO RECEIVE MEDICAL SERVICES AT ACOC. 

There are options for accessing medical services, excluding app and video-based telehealth services, with ACOC without payment of this fee, such as requesting a financial needs-based waiver or requesting limited access to ACOC's providers without the benefits of ACOC's value-added membership services or digital tools facilitating access to Services and care. 

For more information about these alternatives, please see our Membership Fee Alternatives page. 

To learn more about the Annual Membership Fee, contact us at Membership@AcuteCareOnCall.com

The Annual Membership Fee is not a covered benefit under most health insurance plans or other healthcare benefit plans such as the Health Saving Account or Flexible Spending Account. 

As a result, you acknowledge that you may not be able to submit the Annual Membership Fee for coverage under your insurance or benefit plan, and as such, you will be responsible for the cost of such Annual Membership Fee.

For members that have purchased their annual  membership directly from us, ACOC will charge your Membership Fee to your designated billing account with the two (2) month discount included.

For members that elect a monthly billing plan, ACOC will charge your monthly Membership fee on or about the 1st of each month for an additional eleven (11) times. You agree to make the payment using your chosen payment method. You further agree to maintain your billing information as up-to-date and accuratethroughout the duration of your one (1) year agreement. 

IF YOUR ACCOUNT IS SUBJECT TO THE ANNUAL MEMBERSHIP FEE, YOU AUTHORIZE US TO CHARGE YOUR CHOSEN PAYMENT METHOD THE ANNUAL MEMBERSHIP FEE AT THE TIME OF INITIAL PAYMENT AND EACH ANNUAL RENEWAL, UNTIL YOU CANCEL. 

YOU MUST CANCEL YOUR MEMBERSHIP BEFORE IT RENEWS TO AVOID BEING CHARGED THE ANNUAL MEMBERSHIP FEE FOR THE NEXT YEAR. 

YOU CAN CANCEL YOUR MEMBERSHIP AT ANY TIME BY LOGGING INTO YOUR ACOC  ACCOUNT VIA OPTIMANTRA AND SELECT “CANCEL MEMBERSHIP” OR CONTACTING US AT CANCEL@ACUTECAREONCALL.COM. 

IF YOU CANCEL YOUR MEMBERSHIP AND YOUR SUBSCRIPTION TERM HAS NOT EXPIRED, YOU MAY CONTINUE TO USE THE SERVICES UNTIL THE END OF YOUR THEN-CURRENT MEMBERSHIP TERM AND YOUR MEMBERSHIP WILL NOT BE RENEWED AFTER YOUR THEN-CURRENT TERM EXPIRES. HOWEVER, YOU WON'T BE ELIGIBLE FOR A PRORATED REFUND OF ANY PORTION OF THE ANNUAL MEMBERSHIP FEE PAID FOR THE THEN-CURRENT MEMBERSHIP PERIOD.

If the amount to be charged to you varies from the amount you preauthorized (other than due to the imposition or change in the amount of state sales taxes), for example, due to an increase in the Annual Membership Fee, you have the right to receive, and we will provide, notice of the amount to be charged and the date of the charge at least 30 days before the scheduled date of the transaction. If you do not agree with the new amount in the notice, you may cancel the transaction.

In order to use the Services and the Platform, you must be at least eighteen (18) years of age. ACOC may ask you for identification or other information to verify your age and identity. ACOC reserves the right to refuse to provide Services and/or access to the Platform to you if you are unwilling to provide such identification or information.

This Agreement is not the only agreement that governs your use of the Service or the Platform. The Terms of Use, Privacy Policy, Notice of Privacy Practices and Additional Telehealth and Other State-Specific Consents (together, the “Consents”) also apply to use of the Services or the Platform. We encourage you to read this Agreement and the Consents carefully.

By signing or indicating your acceptance of this Agreement electronically, you are agreeing that you: 

(a) have read and agree to all of the terms and conditions contained in this Agreement and the Consents without any amendment or modification; 

(b) consent to the receipt of Services from ACOC, including Telehealth Services, at your home, and via the Platform and other technology used to deliver the Services; 

(c) are at least eighteen (18) years of age; and 

(d) have the legal capacity and authority to provide this consent.

ACOC may provide Services to you in-person or virtually. In-person services may be rendered at various locations, including without limitation, an in-person clinic, a mobile or temporary care location or at your home. 

ACOC will likely provide the Services to you virtually. 

You acknowledge and agree that you have requested to receive the Services from ACOC and its healthcare providers through our Platform, and you consent to the rendering of medical treatment and services as considered necessary and appropriate by such providers at the time of the visit. You have the right to decline treatment and services at any time. You also acknowledge that no assurances or guarantees have been made to you by concerning the outcome and/or results of any medical treatment or services.

ACOC will ask you to verify your residence address and/or physical location to ensure compliance with applicable law relating to the licensure of our clinicians. You acknowledge that you may not be able to access the Services without providing us with your residence address or physical location when requested by us. You further agree to notify us of your updated address if you move your residence. 

ACOC reserves the right to refuse to provide Services to you if you are located in a jurisdiction which ACOC does not serve.

Currently, services are limited to residents of Tennessee, Virginia, and Connecticut.

ACOC is not an insurer and the Subscription does NOT provide comprehensive health insurance coverage. 

It provides only the health care services specifically described. The amounts you pay to ACOC for the Subscription are NOT insurance premiums. 

If you desire any type of health or other insurance, you will need to purchase such insurance separately. The Subscription is NOT a health insurance plan, a Medicare Insurance Supplement, a health discount plan, or a prescription discount plan. 

We do not meet any individual health insurance mandate that may be required by federal law. 

The Fees for the Subscription shall only cover the rendering of medical care by ACOC and related healthcare providers that fall within the definition of the Services, and, unless otherwise specified by ACOC in writing, shall not cover the cost of anything else, such as medications, diagnostics, medical devices, specialty medical care rendered by any third party, or any other referral made by ACOC to a third party.

ACOC will not file any claims against your health insurance policy or plan for reimbursement of any health care services covered by the Subscription. We will upon your request, provide you with a masterbill for you to seek reimbursement if you choose. 

The Subscription does not qualify as minimum essential coverage to satisfy the individual shared responsibility provision of the Patient Protection and Affordable Care Act, 26 U.S.C. Section 5000A. The Subscription is not workers’ compensation insurance and does not replace an employer’s obligations under Chapter 440.

ACOC may offer different types of memberships with different prices and baskets of services. As a Subscriber, you are entitled to access Services in accordance with your Subscription, subject to your payment of the Fees.

Services included in each Subscription are listed on the Platform, and are subject to change at any time at ACOC's sole discretion. ACOC is constantly seeking to improve and expand upon its service offerings and will describe additional offerings, which will be covered by this Agreement, as they are made available to you. 

The benefits of the Subscription may be enhanced or modified at any time without prior notice.

(i) any ancillary services; 

(ii) unless otherwise specified by Forward in writing, any services provided by third parties; 

(iii) hospital services, emergency room visits, or urgent care facility visits; 

(iv) appointments with other providers or specialists you are referred to (whether by Forward or otherwise); 

(v) radiology; 

(vi) unless otherwise specified by ACOC in writing, lab tests by outside companies; 

(vii) durable medical equipment; 

(viii) unless otherwise specified by ACOC in writing, prescription medications; or 

(ix) any services not expressly listed as included in your applicable Subscription (collectively, “Excluded Items”).

You acknowledge that ACOC is not responsible for any medical bills incurred for any of the services excluded from your Subscription, including the Excluded Services, even if ACOC has referred you for such services. 

You agree to be responsible for any amounts billed to you for any Excluded Service(s). 

Your Subscription is non-assignable, non-transferable and cannot be resold.

Once you subscribe to a ACOC membership, your Subscription will start the day you submit your initial subscription payment and will automatically renew as provided in the terms presented during your enrollment unless terminated in accordance with this Agreement.

Once your Subscription becomes active, ACOC will charge you the Fees in advance and on an ongoing basis for the duration of the Subscription. 

The amount of the Fees and the frequency of payment of the Fees you will be charged will be outlined on the Platform or otherwise provided to you at the time of purchase. 

Fees are subject to change at any time according to the sole discretion of ACOC.

You authorize us or a third party company appointed by us to charge your payment source the applicable Fees in accordance with your chosen Subscription. Fees do not include applicable taxes, which are determined according to your billing address.

You may cancel your Subscription at any time. 

PLEASE NOTE THAT ALL SALES ARE FINAL. SUBJECT TO THE THREE (3) DAY INITIAL CANCELLATION PROVISION SET FORTH BELOW, YOU WILL NOT RECEIVE A REFUND OF ANY PORTION OF THE FEE PAID FOR THE THEN-CURRENT SUBSCRIPTION PERIOD AT THE TIME OF CANCELLATION. 

However, if you cancel a Subscription, we will allow you to continue to visit the Providers (as defined below) or access the Service until the most recently paid-up Subscription period ends.

To cancel, you can email us at [cancel@AcuteCareOnCall.com] and follow the instructions, if any, we provide to you in response to your cancellation request. 

You will be responsible for all Fees (plus any applicable taxes and other charges) incurred for the then current Subscription period.

Notwithstanding the foregoing, in the first three (3) days after agreeing to a Subscription, provided you have not received any Services from Forward during such three (3) day period, you may cancel this agreement and receive a full refund of your Fees by notifying us through the methods described in the paragraph above.

ACOC may provide certain Telehealth (defined below) services to you (the "Telehealth Services"). You consent to receive emails or other electronic communications from Forward pertaining to your care and your health, which may include PHI (as defined in our Notice of Privacy Practices). 

You understand that virtual encounters via phone, email, video, or otherwise, could involve, and you hereby consent to the use of, automated tools for diagnosis, care, treatment or communication pertaining to healthcare matters. 

You also acknowledge that such virtual encounters may involve care by a variety of Providers, including physicians, nurses and other support or medical personnel.

You give permission to ACOC and such Providers to record and process your personal details and medical data. You may withdraw these permissions at any time by no longer seeking Telehealth Services from ACOC.

"Telehealth" is the delivery of healthcare services using technology when the healthcare provider and patient are not in the same physical location, and/or the virtual delivery of healthcare services, including by a medical provider or via digital or automated tools, including without limitation tools for medical or health-related diagnosis and treatment. 

The Telehealth Services may be used for diagnosis, treatment, care, follow-up and/or patient education, and may include, without limitation, the following: electronic transmission of patient medical records, medical images, and/or other patient data or information; synchronous (i.e., "real time") and asynchronous (i.e., non-"real time") interactions via audio, video, text, and/or data or other electronic communications; automated, electronic or digital tools or services for diagnosis, care, treatment and/or communication pertaining to healthcare or medical matters; and output, transmission or exchange of data from medical devices, sound and video files. There are various benefits associated with Telehealth Services, including improved access to care by enabling you to remain in your home while the Provider consults with you, more efficient care evaluation and management, and obtaining expertise of a specialist as appropriate. Possible risks include delays in evaluation and treatment could occur due to deficiencies or failures of the equipment and technologies. Further, you understand that it may be possible that your condition cannot be treated via the Telehealth Services, or that information transmitted through the Telehealth Services may not be sufficient or of too poor of image quality, or insufficient information or data to allow for appropriate medical decision making, thus necessitating a rescheduled telehealth consult or a meeting with your local primary care doctor. 

Accordingly, you may be required to seek additional in-person medical care, alternative healthcare or emergency services. 

If your health or medical problem or condition persists after use of Telehealth Services, you will immediately contact your medical services provider and seek appropriate additional in-person medical care or emergency care, as appropriate.

The state in which you reside may also require us to provide additional notices to you or obtain additional consents from you regarding our Telehealth Services. Please click on this Additional Telehealth and Other State-Specific Consents to review the provisions applicable to your state, if any. These notifications and consents are incorporated into this Agreement.

As a patient of ACOC, you may be consulting with or receiving medical treatment or services from ACOC healthcare providers, including physicians, nurse practitioners, nurses, and other health professionals (“Providers”). 

We may have ACOC employees and/or contractors who act as “scribes” for your conversations with your Provider(s) during your appointments in order to ensure that the information you give to your Provider(s) is effectively captured and included in our records. These scribes are located remotely and cannot see you, but they can hear your conversation with your Provider(s) and they input the information you tell your Provider(s) into your medical record. 

Your conversation may be recorded, and the scribes will be able to hear your conversation with your Provider(s). We believe that using these scribes allows your Provider(s) to focus on you while also ensuring your information is captured in your records.

Due to the integral role our scribes play in the way our practice and technology operate, if you do not agree to the use of a scribe, you will not be able to use ACOC's services or meet with our Providers. By meeting with any Provider or failing to inform ACOC of your objection to the use of a scribe, you are agreeing to the use of a scribe as described in this Agreement.

ACOC may provide you with access to certain components of your medical records through the Platform, including lab and genetic test results and other health data gathered by ACOC and/or provided by you. 

You acknowledge and agree that ACOC may make your medical record accessible through the Platform, and that it is your responsibility to keep secure your computer, phone and other devices you use to access the Service.

You acknowledge that you have received a copy of the Forward Notice of Privacy Practices.

You agree and consent to our use and disclosure of your information as described in the ACOC Notice of Privacy Practices. 

Without limiting the generality of the foregoing, you specifically agree and consent to ACOC using, disclosing, and/or releasing your information, including your “sensitive health information”, for purposes of treatment, payment, or health care operations, such as with your other health care providers in connection with your treatment, with contractors and/or affiliates of ACOC for scheduling, billing and other administrative purposes, with any person or entity liable for payment on your behalf in order to verify coverage or payment questions, or for any other purpose related to benefit coverage and payment, or with your employer’s designee if the services delivered are related to a claim under worker’s compensation. 

“Sensitive health information” includes information about: 

(a) maternity records (including medical records of new mothers and newborns) or infertility or fertility assistance, IVF or artificial insemination; 

(b) psychiatric treatment, mental health or illness, or developmental or intellectual disability; 

(c) HIV/AIDS testing or treatment or status, or other communicable, sexually transmitted or blood borne diseases; 

(d) substance use disorder treatment; 

(e) genetic information or test results; 

(f) substance use disorder treatment; 

(g) child or domestic abuse and neglect or abuse of an adult with a disability; 

(h) sexual assault; and 

(i) any other type of information that is given special privacy protection under state or federal laws.

You agree that you will not engage in any misconduct during your use of the Service or Platform. 

Misconduct includes, but is not limited to, violent acts, derogatory verbal remarks, sexual advances, trespassing on ACOC property, and discrimination based on race, color, national origin, disability, or sexual identity. 

Misconduct also includes failure to comply with any member policies published by ACOC from time to time. 

You agree to not cancel visits on less than 4 hours prior notice unless you have an emergency.

Unless you have received our express written consent from ACOC in advance of any such recording, recording your interactions with a ACOC Provider or other care team member or recording or taking pictures of any ACOC facility is strictly prohibited.

We may, in our sole discretion, refuse to provide Services to you and/or to terminate your Subscription based on any non-compliance with this Agreement or for any other reason in accordance with applicable law. 

If required by law in the state in which you are located, we will make sure you are provided such required notice prior to termination of your Subscription. We may ask you to provide different types of proof of identity documents and contact you by telephone, mail, or email to verify certain information, confirm certain actions and generally take measures to prevent fraud.

As we understand it, Medicare may or may not pay for some, any or all of the medical services or products made available through the Services as performed by ACOC. 

By agreeing to use of the Services, you acknowledge and agree that: 

(1) your Subscription Fee, for which you are solely responsible, is the only payment obligation for all medical services and products provided to you by ACOC, and 

(2) ACOC will not bill any federal or state health care program for such medical services or products. 

ACOC may, from time to time, make available to you for purchase or provide in connection with your Subscription certain services devices, items or products, including genetic testing (“Third-Party Goods and Services”) manufactured, distributed or sold by parties other than Forward or GoForward (“Third-Parties”). ACOC nor respective affiliates, Providers, employees, contractors, officers, equity holders, directors or agents (collectively, the “ACOC Parties”) will have any responsibility or liability for your use of any Third-Party Goods and Services, your interactions with Third-Parties or any failures or defects of any Third-Party Goods and Services. 

You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction involving Third-Parties or using any Third-Party Goods and Services.

ANY TECHNOLOGY USED IN THE DELIVERY OF CARE, INCLUDING THE SERVICE, OR ANY THIRD-PARTY GOODS AND SERVICES SOLD OR OTHERWISE MADE AVAILABLE TO YOU BY ACOC IS PROVIDED ON AN “AS IS” OR “AS AVAILABLE” BASIS. ANY ACCESS TO OR USE OF SUCH TECHNOLOGY OR THIRD-PARTY GOODS AND SERVICES IS VOLUNTARY AND AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, FORWARD AND GOFORWARD DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE.

ACOC may work with one or more third-party genetic testing companies to make available certain genetic testing for you. 

To participate in such genetic testing, you may be required to agree to a separate Informed Consent for Genetic Testing, which will be considered part of this Agreement, and the terms and conditions of this Agreement will apply to any genetic testing performed for you.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, EXCEPT IN CASE OF NEGLIGENCE OR WILLFUL MISCONDUCT, IN NO EVENT WILL ACOC BE RESPONSIBLE FOR ANY LOSS OR DAMAGE, INCLUDING PERSONAL INJURY OR DEATH, RESULTING FROM YOUR USE OF OR INABILITY TO USE ANY SERVICES OR ANY TECHNOLOGY, INCLUDING THE PLATFORM, OR ANY THIRD-PARTY GOODS AND SERVICES. 

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL ACOC BE LIABLE FOR ANY CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION THOSE RELATING TO LOST PROFITS OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE ANY SERVICES OR ANY TECHNOLOGY, INCLUDING THE PLATFORM, OR ANY THIRD-PARTY GOODS AND SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT YOU WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

YOU AND ACOC AGREE THAT ALL DISPUTES, CONTROVERSIES AND CLAIMS RELATED TO THIS AGREEMENT, THE SERVICES OR ANY OTHER MEDICAL CARE OR TREATMENT PROVIDED BY FORWARD OR ITS HEALTHCARE PROVIDERS, OR ANY TECHNOLOGY, INCLUDING THE PLATFORM, OR OTHER ITEMS OR SERVICES PROVIDED TO YOU BY OR ON BEHALF OF ANY ACOC PARTY (EACH, A “CLAIM”), SHALL BE FINALLY AND EXCLUSIVELY RESOLVED BY CONFIDENTIAL BINDING ARBITRATION AS DESCRIBED IN THIS SECTION, WHICH MAY BE INITIATED BY ANY PARTY BY SENDING A WRITTEN NOTICE REQUESTING ARBITRATION TO EACH OTHER PARTY. 

ANY ELECTION TO ARBITRATE BY ONE PARTY SHALL BE FINAL AND BINDING ON THE OTHER PARTIES.

YOU EXPRESSLY AGREE THAT ANY CLAIM SHALL BE RESOLVED IN CONFIDENTIAL BINDING ARBITRATION CONDUCTED BEFORE ONE COMMERCIAL ARBITRATOR FROM THE AMERICAN ARBITRATION ASSOCIATION (“AAA”), RATHER THAN IN A COURT, AS DESCRIBED HEREIN. 

THE ARBITRATION WILL BE GOVERNED BY THE AAA'S COMMERCIAL ARBITRATION RULES AND, IF THE ARBITRATOR DEEMS THEM APPLICABLE, THE SUPPLEMENTARY PROCEDURES FOR CONSUMER RELATED DISPUTES (COLLECTIVELY, THE “RULES AND PROCEDURES”). 

YOU ACKNOWLEDGE THAT YOU ARE VOLUNTARILY AND KNOWINGLY FORFEITING YOUR RIGHT TO A TRIAL BY JURY AND TO OTHERWISE PROCEED IN A LAWSUIT IN STATE OR FEDERAL COURT. 

THE ARBITRATOR MAY AWARD ANY RELIEF AVAILABLE IN A COURT OF LAW.

The arbitration shall be conducted in Davidson County, Tennessee, except that, in the event Davidson County, Tennessee is not within 250 miles of your residence, the arbitration may be conducted within 250 miles of your residence, unless the parties agree otherwise in writing. The arbitrator’s award shall be final and binding on all parties and may be entered as a judgment in any court of competent jurisdiction.

For more information on AAA, its Rules and Procedures, and how to file an arbitration claim, you may call AAA at 800-778-7879 or visit the AAA website at [www.adr.org].

Payment of arbitration costs will be governed by the AAA’s fee schedule, unless you are able to show that your portion will be prohibitive as compared to litigation costs, in which case ACOC, as applicable, will pay as much of your arbitration costs as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive as compared to litigation costs. 

ACOC also each reserves the right in its sole and exclusive discretion to assume responsibility for all arbitration costs imposed by the AAA. Each party agrees to pay its own attorneys’ fees and expenses unless there is a governing statutory provision that requires the prevailing party to be paid attorneys’ fees and expenses.

Notwithstanding anything to the contrary herein, to the extent the Claim arises from: 

(a) a violation of any party’s intellectual property rights in any manner; 

(b) any claim related to, or arising from, allegations of theft, piracy, unauthorized use or a violation of the Computer Fraud and Abuse Act; and/or 

(c) any claim for equitable relief; 

then you and ACOC agree that any party may seek injunctive remedies (or an equivalent type of urgent legal relief) with respect to such Claim in a state or federal court in Davidson County,  Tennessee, and the parties consent to exclusive jurisdiction and venue in such courts. 

In addition to the foregoing, any party may assert an individual action in small claims court for Claims that are within the scope of such court’s jurisdiction in lieu of arbitration.

ANY CLAIMS ARISING IN CONNECTION WITH YOUR USE OF THE SERVICES OR ANY TECHNOLOGY, INCLUDING THE PLATFORM, OR ANY THIRD-PARTY GOODS AND SERVICES MUST BE BROUGHT WITHIN ONE (1) YEAR OF THE DATE ON WHICH THE EVENT GIVING RISE TO SUCH ACTION OCCURRED.

To the fullest extent permitted by law, all Claims shall be resolved by binding confidential arbitration on an individual basis. You expressly agree that no other Claim shall be consolidated or joined with your Claim, whether through class arbitration proceedings or otherwise.

YOU AND ACOC AGREE THAT THERE IS NO RIGHT OR AUTHORITY FOR ANY CLAIM TO BE ARBITRATED ON A CLASS-ACTION BASIS OR TO UTILIZE CLASS ACTION PROCEDURES, THERE IS NO RIGHT OR AUTHORITY FOR ANY CLAIM TO BE BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY OR AS A PRIVATE ATTORNEY GENERAL, AND NO ARBITRATION SHALL BE JOINED WITH ANY OTHER ARBITRATION.

If a decision is issued stating that applicable law precludes enforcement of any limitations set forth in this Agreement on the right to arbitrate claims on a class or representative basis, or as part of a consolidated proceeding, as to a given claim for relief, then that claim (and only that claim) must be severed from the arbitration and brought in a state or federal court located in Davidson County, Tennessee, and the parties consent to exclusive jurisdiction and venue in such courts.

By clicking “Agree” or signing this Agreement, you are consenting to receive communications from ACOC and its healthcare providers electronically and to have ACOC and its healthcare providers communicate with you via email or through the Service. 

You agree that all agreements, notices, disclosures and other communications that ACOC or any of its healthcare providers provide to you electronically satisfy any legal requirement that such communications be in writing. 

You further agree that any notices provided by ACOC or any of its healthcare providers electronically are deemed to be given and received on the date ACOC or any of its healthcare providers transmits any such electronic communication as described in this paragraph.

You acknowledge and agree that ACOC is a direct beneficiary of this Agreement and has the right to enforce it against you. Other than ACOC, this Agreement is not intended to and shall not be deemed to create any rights for or on behalf of any individual or entity other than the parties to this Agreement.

The state in which you reside may also require us to provide additional notices to you or obtain additional consents from you regarding our Services. Please click on this Additional Telehealth and Other State-Specific Consents to review the provisions applicable to your state, if any. These notifications and consents are incorporated into this Agreement.

You agree to defend, indemnify, and hold the ACOC Parties harmless from and against any and all suits, actions, claims, proceedings, damages, settlements, judgments, injuries, liabilities, obligations, losses, risks, costs, and expenses (including, without limitation, attorneys’ fees and litigation expenses) relating to or arising from your fraud, violation of law, gross negligence or willful misconduct, any breach by you of this Agreement or your violation of any rights of any other person or entity. 

We reserve the right to control the defense of any claim by a third-party for which we are entitled to indemnification, and you agree to provide us with such cooperation as is reasonably requested by us.

All parts of this Agreement apply to the maximum extent permitted by law. 

Our failure to enforce any provision of this Agreement will not constitute a waiver of such right. 

You and We agree that if we cannot enforce a part of this Agreement as written, then that part will be replaced with terms that most closely match the intent of the part we cannot enforce to the extent permitted by law. 

The invalidity of part of this Agreement will not affect the validity and enforceability of the remaining provisions. 

The section headings are for convenience and do not have any force or effect.

Neither this Agreement, nor any features of the Services create any partnership, joint venture, employment, or other agency relationship between us and you. You may not enter into any contract on our behalf or bind us in any way.

You may not assign any of your rights under this Agreement, and any such attempt will be null and void. 

ACOC may, in its sole discretion, transfer, without further consent or notification, all contractual rights and obligations pursuant to this Agreement to any affiliate of ACOC or to another third party in the event that some or all of the business of ACOC is transferred to such other third party by way of merger, sale of its assets or otherwise.

This Agreement contains all the terms and conditions of your Subscription and no terms, representations, inducements, promises, or agreements concerning the Subscription not included in this Agreement shall be effective or enforceable, except for the Terms of Use, Privacy Policy, Notice of Privacy Practices, Additional Telehealth Consent and Other State-Specific Consents, and Authorization for Disclosure of Health Information and, to the extent applicable to you, the Informed Consent for Genetic Testing. 

If any term of this Agreement shall become invalid or unenforceable, the remaining terms shall remain in full force and effect. 

We reserve the right to modify this Agreement periodically, for any reason, and without notice.