TERMS AND CONDITIONS
Revised November 20,2020

Your acceptance of, and compliance with, these Terms of Use is a condition to your use of the Site and Services. By using our Services and this website you acknowledge that you have read, understand, and accept all terms and conditions contained within these Terms of Use, the Notice of Privacy Practices which shall be provided to you by ADL Health. If you do not agree to be bound by these terms, you are not authorized to access or use this Site or Services; promptly exit this Site.

Binding Arbitration. These Terms of Use provide that all disputes between you and ADL Health or any of the ADL Health practices that in any way relate to these Terms of Use or your use of the Site will be resolved by BINDING ARBITRATION in the State of Texas. ACCORDINGLY, YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT (INCLUDING IN A CLASS ACTION PROCEEDING) to assert or defend your rights under these Terms of Use. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury and your claims cannot be brought as a class action. Please review the Section below entitled Dispute Resolution Arbitration Agreement for the details regarding your agreement to arbitrate any disputes with ADL Health or the ADL Health service practices.

ADL Health’s website, located at www.ADLHealth.com and, ADL Health’s mobile applications, and other Services are owned and operated by ADL Health. (and collectively with its subsidiaries, affiliates, successors, and assigns, “ADL Health”, “we,” or “us”). Please read these terms of use (“Terms of Use”) carefully because they set forth the important terms you will need to know about the Services. In these Terms of Use, the terms “you” and “yours” refer to the person using the Services. Use of the Services is governed by these Terms of Use, and by using the Services you agree to abide by these Terms of Use as well as all applicable laws and regulations. If you do not accept and agree to be bound by any of these Terms of Use, you are not authorized to access or otherwise use the Services or any information or Content contained on the Services, as defined in these Terms of Use. Your access to and use of the Services constitutes your acceptance of and agreement to abide by each of these terms and conditions set forth below. If you do not agree with these Terms of Use, do not use the Services.

1. Privacy Practices

You agree that information provided by you in connection with the Services and Site shall be governed by the ADL Health Privacy Policy, which is hereby incorporated and made a part of these Terms of Use.

2. Services Provided – No Medical Care or Advice by ADL Health

We offer an online platform for individuals to coordinate access to Services. ADL Health does not provide medical advice or care. ADL Health contracts with a network of independent United States based Providers who provide clinical services. The Providers are independent of ADL Health and are merely using the Site as a way to coordinate access for you. Any information or advice received from a Provider comes from them alone, and not from ADL Health. Your interactions with the providers are not intended to take the place of your relationship with any other of your health care practitioners or primary care physician. Neither ADL Health, nor any of its subsidiaries or affiliates or any third party who may promote the Site or Service, shall be liable for any professional advice obtained from a Provider, nor any information obtained on the Site. ADL Health does not recommend or endorse any specific Providers, tests, physicians, medications, products, or procedures. You acknowledge that your reliance on any Providers or information delivered by the Providers is solely at your own risk and you assume full responsibility for all risks associated herewith. ADL Health does not make any representations or warranties about the training or skill of any Providers who deliver clinical services. You are ultimately responsible for choosing your particular Provider. The content of the Site and the Services, including without limitation, text, copy, audio, video, photographs, illustrations, graphics and other visuals, is for informational purposes only and does not constitute professional medical advice, diagnosis, treatment, or recommendations of any kind by ADL Health. You should always seek the advice of your qualified health care professionals with any questions or concerns you may have regarding your individual needs and any medical conditions. All information provided by ADL Health, is intended to be for general information purposes only, and is in no way intended to create a provider-patient relationship as defined by state or federal law. ADL Health does not provide medical services, and the doctor-patient relationship is between you and the Provider you ultimately select.

Not for Emergencies

IF YOU ARE EXPERIENCING A MEDICAL EMERGENCY, YOU SHOULD DIAL “911” IMMEDIATELY.

ADL Health’s Site and Services are not for medical emergencies or urgent situations. You should not disregard or delay to seek medical advice based on anything that appears or does not appear on the Site. If you believe you have an emergency, call 9-1-1 immediately. You should seek emergency help or follow up care when recommended by a Provider or when otherwise needed. You should continue to consult with your primary provider and other healthcare professionals as recommended. Always seek the advice of a physician or other qualified healthcare provider concerning questions you have regarding a medical condition and before stopping, starting, or modifying any treatment or modification.

Receipt of In-Person Care

I understand that if I receive in-person care from Providers as a result of using the Site, at the time of such care, the risks and benefits of treatment will be explained to me and I should have the opportunity to ask my health care provider (who is not affiliated with ADL Health) questions about such risks and benefits of treatment and anything I do not understand about the treatment.

Not an Insurance Product

ADL Health is not an insurer. The Services are not insurance products, and the amounts you pay to ADL Health are not insurance premiums. If you desire any type of health or other insurance, you will need to purchase such insurance separately. ADL Health provides Direct Access testing and does not bill claims to insurance companies for reimbursement of any Service provided on ADLHealth.com.

3. Availability of Services
ADL Health operates subject to state and federal regulations, and the Services may not be available in your state. You represent that you are not a person barred from enrolling for and/or receiving the Services under the laws of the United States or other applicable jurisdictions in which you may be located. Access to and use of the Site and/or the Services is limited exclusively to users located in States within the United States where the Services are available. Services are not available to users located outside the United States. Accessing the Site or Services from jurisdictions where content is illegal, or where we do not offer Services, is prohibited.

4. Account Creation and Payment

Account Creation

Your desire to initiate Services does not necessarily ensure that we will accept your initiation of Services. We may require additional information regarding your initiation of Services if you have not provided all the information required by us to be completed. Once a properly completed initiation of Services and authorization of your form of payment is received, your initiation of Services will be processed. If, for some reason, it is determined that your initiation of Services cannot be consummated, we will cancel your account, and advise you of such action. We do not accept initiation of Services from dealers, wholesalers or other customers who intend to initiate Services for others.

Typographical Errors and Incorrect Pricing

In the event any services provided by a ADL Health are listed at an incorrect price due to typographical error or error in pricing information received from a third party, we, shall have the right to refuse or cancel the provision of any services not yet rendered by ADL Health and listed at the incorrect price and the initiation of Services if applicable. We shall have the right to refuse or cancel any such initiation of Services whether or not the Services have been confirmed and your credit or debit card charged. If your credit or debit card has already been charged for the purchase and we cancel your order, we will promptly issue a credit to your credit or debit card account in the amount of the charge.

Return Policy

Returns of consummated Services provided by ADL Health are not accepted.

Payments and Recurring Payments

You understand that ADL Health does not provide health care services; and except as otherwise explicitly stated herein, ADL Health will collect and remit all payment amounts (including any recurring payments) you are charged for the services rendered by ADL Health.

You understand by providing your payment information on the Site, including but not limited to any credit card information or credit card hold information for current or future payments, you authorize ADL Health to charge or facilitate the charge of the credit card or other payment method, including for automatic recurring payments, for all items and/or services you receive or are scheduled to receive from ADL Health. You understand that ADL Health reserves the right to discontinue service if you are delinquent on any payments, for which you are responsible. ADL Health may use third-party merchant services for the purpose of facilitating payment and the completion of the purchases for services, rendered by ADL Health. By submitting your payment information, you grant ADL Health the right to provide information to these third parties.

You represent and warrant that that (a) any credit card, debit card and bank account information you supply is true, correct, and complete, (b) charges incurred by you will be honored by your credit/debit card company or bank, (c) you will pay the charges incurred by you in the amounts posted, including, without limitation, any applicable taxes, and (d) you are the person in whose name the card was issued and you are authorized to make a purchase or other transaction with the relevant credit card and credit card information.

5. Eligibility; Site Access Security and Restrictions; Passwords

In order to access the Site and the Services, you represent and warrant that you are older than 18 years old. You agree to fully, accurately, and truthfully create your ADL Health Account (“Account”), including but not limited to your name, mailing address, phone number, email address, and password, which become your ADL Health ID and credentials. The ADL Health ID and/or credentials are personal to you, and you are solely responsible for maintaining the confidentiality of your ADL Health ID and/or credentials, and for all activities that occur under such ADL Health ID and/or credentials. You agree to prohibit anyone else from using your ADL Health ID and/or credentials and agree to immediately notify ADL Health of any actual or suspected unauthorized use of your ADL Health ID and/or credentials or other security concerns of which you become aware. Your access to the Site may be revoked by ADL Health at any time with or without cause.

You are prohibited from violating or attempting to violate the security of the Site, including, without limitation: (a) accessing data not intended for such user or logging onto a server or an account which the user is not authorized to access; (b) attempting to probe, scan, or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; or (c) accessing or using the Site or any portion thereof without authorization, in violation of these Terms of Use or in violation of applicable law.

You may not use any scraper, crawler, spider, robot, or other automated means of any kind to access or copy data on the Site, deep-link to any feature or content on the Site, bypass our robot exclusion headers, or other measures we may use to prevent or restrict access to the Site. Violations of system or network security may result in civil or criminal liability. ADL Health will investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations. You agree not to use any device, software, or routine to interfere or attempt to interfere with the proper working of this Site or any activity being conducted on this Site.

6. Electronic Communications

When you use the Site or Services, or send e-mails, messages, and other communications from your desktop or mobile device to us, you are communicating with us electronically. ADL Health does not provide health care services and you acknowledge and agree that any such electronic communications shall not be for medical purposes or receipt of medical care. You consent to receive communications from us electronically. You agree that (a) all agreements and consents can be signed electronically and (b) all notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such notices and other communications be in writing. ADL Health may contact you by telephone, mail, or email to verify your Account information. ADL Health may request further information from you, and you agree to provide such further information to ensure that you have not fraudulently created your Account. If you do not provide this information in the manner requested within fourteen (14) days of the request, we reserve the right to suspend, discontinue, or deny your access to and use of the Site and the Services until you provide the information to us as requested.

7. Consent to Receive Calls

By providing your phone number, you are agreeing to be contacted by or on behalf of ADL Health at the number you have provided, including calls and text messages, to receive informational, Services related (e.g., progress tracking, appointment reminders, etc.) and marketing communications relating to the Site and Services. You can opt-out of receiving further calls and text messages from us by sending an email with the subject line “Opt Out” to [email protected]. Please include your full name in the body of this email. Please note, that by withdrawing your consent, some Site features and certain Services may no longer be available to you.

8. Ownership of The Site And Related Materials; Additional Restrictions

All pages within this Site and any material made available for download are the property of Advanced Diagnostic Laboratory LLC, or its licensors or suppliers, as applicable. The Site is protected by United States and international copyright and trademark laws.

Subject to these Terms of Use and the payment of all applicable fees, ADL Health grants you a revocable, nontransferable (except as provided below), personal, nonexclusive license to use the object code version of the Site. All rights not expressly granted to you in these Terms of Use are reserved and retained by ADL Health or its licensors, suppliers, publishers, rights holders, or other content providers. Neither the Site and Services, nor any part of the Site and Services, may be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of ADL Health. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of ADL Health without express written consent. You may not use any meta tags or any other “hidden text” utilizing ADL Health’s name or trademarks without the express written consent of ADL Health. You may not misuse the Site or Services. You may use the Site and Services only as permitted by law. The content of the Site, including without limitation the files, documents, text, photographs, images, audio, and video, and any materials accessed through or made available for use or download through this Site may not be copied, distributed, modified, reproduced, published, or used, in whole or in part, except for purposes authorized or approved in writing by ADL Health. You may not frame or utilize framing techniques to enclose, or deep linking to, any name, trademarks, service marks, logo, content, or other proprietary information (including, without limitation, images, text, page layout, or form) of ADL Health without our express written consent.

9. No Users Under 18 Years Old

The Site and the Services are only for users of the age of 18 or older. If you are under the age of 18, please do not attempt to register with us at this Site or provide any personal information about yourself to us at any time. If we learn that we have collected personal information from someone under the age of 18, we will promptly delete that information. If you believe we have collected personal information from someone under the age of 18, please Contact Us.

10. Accuracy of Information; Functionality

Although ADL Health attempts to ensure the integrity and accurateness of the Site and Service descriptions, it makes no representations, warranties or guarantees whatsoever as to the correctness or accuracy of the Site, Service descriptions and other content on the Site. It is possible that the Site could include typographical errors, inaccuracies or other errors, and that unauthorized additions, deletions and alterations could be made to the Site by third parties. If an inaccuracy arises, please inform ADL Health so that it can be corrected. Information contained on the Site may be changed or updated without notice. Additionally, ADL Health shall have no responsibility or liability for information or content posted to the Site from any non-ADL Health affiliated third party. ADL reserves complete and sole discretion with respect to the operation of the Site and the Services. We may withdraw, suspend, or discontinue any functionality or feature of the Site or the Services among other things. We are not responsible for transmission errors, corruption, or compromise of information carried over local or interchange telecommunications carrier. We are not responsible for maintaining information arising from use of the Site or with respect to the Services. We reserve the right to maintain, delete, or destroy all communications or information posted or uploaded to the Site or the Services in accordance with our internal record retention and/or destruction policies.

11. Links to Other Sites

ADL Health makes no representations whatsoever about any other website that you may access through this Site. When you access a non-ADL Health site, please understand that it is independent from ADL Health, and that ADL Health has no control over the content on that website. In addition, a link to a non-ADL Health website does not mean that ADL Health endorses or accepts any responsibility for the content, or the use, of the linked site. It is up to you to take precautions to ensure that whatever you select for your use or download is free of such items as viruses, worms, Trojan horses, and other items of a destructive nature. If you decide to access any of the third-party sites linked to this Site, you do this entirely at your own risk.

12. User Information

If you submit, upload, post, or transmit any personal information, consent forms, agreements, requests, comments, ideas, suggestions, information, files, videos, images, or other materials to us or our Site (“User Information”), you agree not to provide any User Information that (a) is false, inaccurate, defamatory, abusive, libelous, unlawful, obscene, threatening, harassing, fraudulent, pornographic, or harmful, or that could encourage criminal or unethical behavior, (b) violates or infringes the privacy, copyright, trademark, trade dress, trade secrets, or intellectual property rights of any person or entity, or (c) contains or transmits a virus or any other harmful component. You agree not to contact other Site users through unsolicited e-mail, telephone calls, mailings, or any other method of communication. You represent and warrant to ADL Health that you have the legal right and authorization to provide all User Information to ADL Health for use as set forth herein and required by ADL Health.

ADL Health may de-identify your information such that it is no longer considered protected health information or personally identifiable information. ADL Health may disclose, aggregate, sell, or otherwise use such de-identified information to third parties for analytics, research, or other purposes.

You agree not to: (i) access the Site or use the Services in any unlawful way or for any unlawful purpose; (ii) post or transmit (1) a message under a false name, or (2) any data, materials, content, or information (including, without limitation, advice, and recommendations) (collectively “Information”) which is (a) libelous, defamatory, obscene, fraudulent, false, or contrary to the ownership or intellectual property rights of any other person, or (b) contains or promotes any virus, worm, Trojan horse, time bomb, malware, or other computer programing or code that is designed or intended to damage, destroy, intercept, download, interfere, manipulate, or otherwise interrupt or expropriate the Site or the Services, personal information, software, equipment, servers, or Information or facilitate or promote hacking or similar conduct; (iii) impersonate or misrepresent your identity or falsely state or misrepresent your affiliation with a person or entity; (iv) tamper, hack, spoof, copy, modify, or otherwise corrupt the administration, security, or proper function of the Site or the Services; (v) use robots or scripts with the Site; (vi) attempt to reverse engineer, reverse assemble, reverse compile, decompile, disassemble, translate, or otherwise alter, defraud, or create false results from any executable code, information on, or received by this Site; (vii) to have any antivirus or antispyware software running that is set to override the internet browser’s cookies setting; (viii) incorrectly identify the sender of any message transmitted to ADL Health; (ix) alter the attribution or origin of electronic mail, messages, or posting; (x) harvest or collect personal health information about any other individual who uses the Site or the Services; and (xi) infringe or facilitate infringement on any copyright, patent, trademark, trade secret, or other proprietary, publicity, or privacy rights of any party, including, but not limited to, such rights of third parties.

You agree to defend, indemnify, and hold harmless ADL Health, from and against all third party claims, damages, and expenses (including, but not limited to, reasonable attorneys’ fees) against or incurred by us arising out of any User Information you upload to or transmit through the Site or any breach of these Terms of Use.

13. Claims of Copyright Infringement
We disclaim any responsibility or liability for copyrighted materials posted on our Site. If you believe that your work has been copied in a manner that constitutes copyright infringement, please follow the procedures set forth below.

ADL Health respects the intellectual property rights of others and expects its users to do the same. In accordance with the Digital Millennium Copyright Act (“DMCA”), we will respond promptly to notices of alleged infringement that are reported to ADL Health’s Designated Copyright Agent, identified below.

Notices of Alleged Infringement for Content Made Available on the Site

If you are a copyright owner, authorized to act on behalf of one, or authorized to act under any exclusive right under copyright, please report alleged copyright infringements taking place on or through our Site by sending us a notice (“Copyright Notice”) complying with the following requirements:

Identify the copyrighted works that you claim have been infringed.

Identify the material or link you claim is infringing (or the subject of infringing activity) and that access to which is to be disabled, including at a minimum, if applicable, the URL of the link shown on the Site where such material may be found.

Provide your mailing address, telephone number, and, if available, email address.

Provide your full legal name and your electronic or physical signature.

Include both of the following statements in the body of the Copyright Notice:

“I hereby state that I have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law (e.g., as a fair use).”

“I hereby state that the information in this Copyright Notice is accurate and, under penalty of perjury, that I am the owner, or authorized to act on behalf of the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed.”

Deliver this Copyright Notice, with all items completed, to our Copyright Agent:

ADL Health
Legal Department
1077 Central Parkway South
Suite 200
San Antonio, Texas 78232
Telephone: (210) 982-4000
Email: [email protected]

14. Intellectual Property

With the exception of your electronic medical record, ADL Health, as applicable, retains all right, title, and interest in and to the Site, the Services and any information, documentation, software, or other materials on the Site, and any patent, copyright, trade secret, trademark, service mark, or other intellectual property, or proprietary right in any of the foregoing, except for information on the Site licensed by ADL Health (in that case, the license provider retains all right, title, and interest therein). The information available through the Site and the Services is the property of ADL Health, as applicable. You agree not to store, copy, modify, reproduce, retransmit, distribute, disseminate, rent, lease, loan, sell, publish, broadcast, display, or circulate such information to anyone. Use, reproduction, copying, or redistribution of ADL Health trademarks, service marks, and logos are strictly prohibited without the prior written permission of ADL Health, as applicable. The immediately foregoing sentence also applies to any third-party trademarks, service marks, and logos posted on the Site. Nothing contained on the Site should be construed as granting, by implication, estoppel, waiver or otherwise, any license or right to use any trademarks, service marks, or logos displayed on the Site without the written grant thereof by ADL Health, or the third party owner of such trademarks, service marks, and/or logos. The Site may contain other proprietary notices and copyright information, the terms of which you agree to follow.

ADL Health may delete any information provided by you that it deems in its sole discretion fraudulent, abusive, defamatory, obscene, or in violation of copyright, trademark, or other intellectual property or ownership right of any other person or entity.

15. CAN-SPAM Act and Telephone Consumer Protection Act Compliance

ADL Health is committed to being compliant with the Controlling the Assault of Non-Solicited Pornography and Marketing Act (“CAM-SPAM ACT”) and the Telephone Consumer Protection Act (“TCPA”). You consent to receive text messages from us as set forth in Section 7, above (“Consent to Receive Calls and Text Messages”). Emails, newsletters, and text messages received from us are intended to fully comply with the CAM-SPAM ACT and the TCPA. In the event you receive an email or text message from us which you do not believe is fully compliant with the CAN-SPAM ACT or the TCPA, please contact us immediately at the address listed below under the section “How to Contact Us.” You shall not: (a) use or permit any of your employees, agents, or affiliates to market, promote, or solicit ADL Health Services in ways that would violate the CAN-SPAM ACT, the TCPA or any other laws. You shall not infringe on the rights of others; distribute chain letters or unsolicited bulk electronic mail (“spamming”); (b) propagate computer worms or viruses; (c) use a false identity; (d) attempt to gain unauthorized entry to any site or network; or (e) infringe copyrights, trademarks, or other intellectual property rights. You further agree to comply with U.S. export laws concerning the transmission of technical data and regulated materials via the Internet. You agree to indemnify and hold ADL Health and its affiliates harmless for any and all acts found or suspected to be in violation hereof. You shall indemnify and hold ADL Health and its affiliates harmless against and from losses, damages, costs, and reasonable attorney fees incurred in defending or resolving any suits brought against ADL Health or any of its affiliates by anyone arising out of any alleged violation of any anti-spamming rules, regulations, laws, statutes. Your Account will be terminated for any of the above infractions.

16. Disclaimer of Warranties

ADL HEALTH DOES NOT WARRANT THAT ACCESS TO OR USE OF THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS IN THE SITE WILL BE CORRECTED. THIS SITE, INCLUDING ANY CONTENT OR INFORMATION CONTAINED WITHIN IT OR ANY SITE-RELATED SERVICE, IS PROVIDED “AS IS,” WITH ALL FAULTS, WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY OF INFORMATION, QUIET ENJOYMENT, AND TITLE/NON-INFRINGEMENT. ADL HEALTH DOES NOT WARRANT THE ACCURACY, COMPLETENESS, OR TIMELINESS OF THE INFORMATION OBTAINED THROUGH THE SITE.

YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THIS SITE, SITE-RELATED SERVICES, AND LINKED WEBSITES. ADL HEALTH DOES NOT WARRANT THAT FILES AVAILABLE FOR DOWNLOAD WILL BE FREE OF VIRUSES, WORMS, TROJAN HORSES, OR OTHER DESTRUCTIVE PROGRAMMING. YOU ARE RESPONSIBLE FOR IMPLEMENTING PROCEDURES SUFFICIENT TO SATISFY YOUR NEEDS FOR DATA BACK UP AND SECURITY.

WARRANTIES RELATING TO SERVICES OFFERED AND SOLD BY ADL HEALTH ARE SUBJECT TO SEPARATE WARRANTY TERMS AND CONDITIONS, IF ANY, PROVIDED BY ADL HEALTH OR THIRD PARTIES WITH OR IN CONNECTION WITH THE APPLICABLE SERVICES. ADL HEALTH DOES NOT ACCEPT ANY LIABILITY FOR THE CONSEQUENCES ARISING FROM THE UTILIZATION OF THE SERVICES, INCLUDING ANY INJURY OR DAMAGE TO ANY PERSON OR PROPERTY AS A MATTER OF NEGLIGENCE, OR OTHERWISE, INCLUDING YOUR FAILURE TO COMPLY WITH ANY WARNING LABELS ATTACHED TO INSTRUCTIONS.

17. Limitation of Liability Regarding Use of Site

EXCEPT AS PROVIDED BY LAW, AND WITHOUT LIMITATION:

ADL HEALTH SHALL NOT BE LIABLE FOR ACTS OR OMISSIONS. ADL HEALTH AND ANY THIRD PARTIES MENTIONED ON THIS SITE ARE NEITHER RESPONSIBLE NOR LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION) ARISING OUT OF OR RELATING IN ANY WAY TO THE SITE, SITE-RELATED SERVICES, CONTENT OR INFORMATION CONTAINED WITHIN THE SITE, AND/OR ANY LINKED WEBSITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE, SITE-RELATED SERVICES, AND/OR LINKED WEBSITES IS TO STOP USING THE SITE AND/OR THOSE SERVICES. TO THE EXTENT ANY ASPECTS OF THE FOREGOING LIMITATIONS OF LIABILITY ARE NOT ENFORCEABLE, THE MAXIMUM LIABILITY OF ADL HEALTH TO YOU WITH RESPECT TO YOUR USE OF THIS SITE IS $500 (FIVE HUNDRED DOLLARS). YOU HEREBY AGREE TO WAIVE, TO THE FULLEST EXTENT PERMITTED BY LAW, ALL LAWS THAT LIMIT THE EFFICACY OF SUCH INDEMNIFICATIONS OR RELEASES.

18. No Third-Party Rights

Unless expressly stated in the Terms of Use to the contrary, nothing herein is intended to confer any rights or remedies on any persons other than you, ADL Health, and their affiliates. Nothing in the Terms of Use is intended to relieve or discharge the obligation or liability of any third persons to you, ADL Health, and its affiliates, nor shall any provision give any third parties any right of subrogation or action over against you, ADL Health, and its affiliates.

19. Assignment

You may not assign, transfer, or delegate the Terms of Use or any part thereof without ADL Health’s prior written consent. ADL Health may freely transfer, assign, or delegate all or any part of the Terms of Use, and any rights or duties hereunder or thereunder. The Terms of Use will be binding upon and inure to the benefit of the heirs, successors, and permitted assignees of the parties.

20. Supplemental Terms Applicable to Providers

These supplemental terms apply to Providers in addition the other provisions of these Terms of Use. In the event of a conflict between the supplemental terms and any other terms herein, the supplemental terms shall prevail.

To be a healthcare provider using the Site (for purposes of this Section 20, “Provider” or “you”) you must be a licensed physician, nurse practitioner, or healthcare professional contracted or employed by ADL Health, and must agree to comply with all laws, medical board rules and other rules and regulations applicable to you as a Provider or otherwise. Your relationship with the ADL Health users is directly between you and the patient. The patient will never have a physician-patient relationship with ADL Health. ADL Health does not practice medicine and offers no medical services. As set forth more fully below, Provider is solely responsible for all agreements, consents, notices and other interactions with patients and other consumers. Without limiting the generality of the foregoing, Provider is solely responsible for all billings and collections from patients and other consumers, except that ADL Health, may conduct billing and collections from patients and other consumers. ADL Health shall have no liability whatsoever to Provider with respect to any amounts owed by any patient or other consumer to Provider.

ADL Health does not provide any medical advice, legal advice, or representations in any way regarding any legal or medical issues associated with Provider, goods or services offered by Provider, including but not limited to any compliance obligations or steps necessary to comply with any state or federal laws and regulations. Provider should seek legal counsel regarding any legal and compliance issues, and should not rely on any materials or content associated with the Services in determining Provider’s compliance obligations under law. Provider and ADL Health agree that ADL Health is not providing, to customer or anyone else, medical advice or legal advice.

Provider will use the Site and Services only in accordance with applicable standards of good medical practice. While software products such as the Site and Services can facilitate and improve the quality of service that Provider can offer patients, many factors, including but not limited to the provider/patient relationship can affect a patient outcome, and with intricate and interdependent technologies and complex decision-making it is often difficult or impossible to accurately determine what the factors were and in what proportion they affected an outcome. Provider shall be solely responsible for its use of the Site and Services, and the provision of medical services to Provider’s patients. In this regard, Provider releases ADL Health and waives any and all potential claims against ADL Health as a result of Provider’s use of the Site and Services, and the provision of services to Provider’s patients.

As a result of the complexities and uncertainties inherent in the patient care process, Provider agrees to defend, indemnify and hold ADL Health harmless from any claim by or on behalf of any patient of Provider, or by or on behalf of any other third party or person claiming damage by virtue of a familial or financial relationship with such a patient, which is brought against ADL Health, regardless of the cause if such claim arises for any reason whatsoever, out of Provider’s use or operation of the Site and Services. To the extent applicable, Provider will obtain ADL Health’s prior written consent to any settlement or judgment in which Provider agrees to any finding of fault of ADL Health or defect in the Site or Services. ADL Health will promptly notify Provider in writing of any claim subject to this indemnification, promptly provide Provider with the information reasonably required for the defense of the same, and grant to Provider exclusive control over its defense and settlement.

If you submit, upload, transmit, or post any consents, notices, advice, recommendations, comments, files, videos, images or other materials to us or our Site (“Provider Content”), solely in an effort to improve the functioning of the Site for providers, you agree not to provide any Provider Content that (a) is defamatory, abusive, libelous, unlawful, obscene, threatening, harassing, fraudulent, pornographic, or harmful, or that could encourage criminal or unethical behavior, (b) violates or infringes the privacy, copyright, trademark, trade dress, trade secrets, or intellectual property rights of any person or entity, or (c) contains or transmits a virus or any other harmful component. Provider is solely responsible for obtaining all necessary agreements and consents from, and providing all required notices to, patients and other consumers in conjunction with in-person medical examination activities. You agree not to contact other users through unsolicited e-mail, telephone calls, mailings or any other method of communication. You represent and warrant to ADL Health that you have the legal right and authorization to upload all Provider Content at the Site. ADL Health shall have a royalty-free, irrevocable, transferable right and license to use the Provider Content however ADL Health desires, including without limitation, to copy, modify, delete in its entirety, adapt, publish, translate, create derivative works from and/or sell and/or distribute such Provider Content and/or incorporate such Provider Content into any form, medium or technology throughout the world. ADL Health is and shall be under no obligation: (i) to maintain any Provider Content in confidence; (ii) to pay to you any compensation for any Provider Content; or (iii) to respond to any Provider Content.

ADL Health does reserve the right (but not the obligation) to monitor and edit or remove any Provider Content submitted to the Site. You grant ADL Health the right to use the name that you submit in connection with any Provider Content. You agree not to use a false email address, impersonate any person or entity, or otherwise mislead as to the origin of any Provider Content. You are and shall remain solely responsible for the content of any Provider Content you post to the Site. ADL Health and its affiliates take no responsibility and assume no liability for any Provider Content submitted by you or any third party.

21. Dispute Resolution; Arbitration Agreement

We will try work in good faith to resolve any issue you have with Site, including without limitation, the Services, if you bring that issue to the attention of our customer service department. However, we realize that there may be rare cases where we may not be able to resolve an issue to a customer’s satisfaction.

You and ADL Health, agree that any dispute, claim, or controversy arising out of or relating in any way to these Terms of Use or your use of the Site, including, without limitation, the Services, shall be determined by binding arbitration instead of in courts of general jurisdiction. Arbitration is more informal than bringing a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury and is subject to very limited review by courts. Arbitration allows for more limited discovery than in court, however, we agree to cooperate with each other to agree to reasonable discovery considering the issues involved and amount of the claim. Arbitrators can award the same damages and relief that a court can award, but in so doing, the arbitrator shall apply substantive law regarding damages as if the matter had been brought in court, including without limitation, the law on punitive damages as applied by the United States Supreme Court. You agree that, by agreeing to these Terms of Use, the U.S. Federal Arbitration Act governs the interpretation and enforcement of this provision, and that you and ADL Health are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of these Terms of Use and any other contractual relationship between you and ADL Health.

If you desire to assert a claim against ADL Health, you therefore elect to seek arbitration, you must first send by certified mail, a written notice of your claim (“Notice”). The Notice should be addressed to: Advanced Diagnostic Laboratory LLC, 1077 Central Pkwy S., Ste. 200, San Antonio, TX, 78232 (“Notice Address”). If ADL Health desires to assert a claim against you and therefore elects to seek arbitration, it will send, by certified mail, a written Notice to the most recent address we have on file or otherwise in our or the practices records for you. A Notice, whether sent by you or by ADL Health, must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). If ADL Health and you do not reach an agreement to resolve the claim within thirty (30) days after the Notice is received, you or ADL Health may commence an arbitration proceeding or file a claim in small claims court. During the arbitration, the amount of any settlement offer made by ADL Health or you shall not be disclosed to the arbitrator. You may download or copy a form Notice and a form to initiate arbitration from the American Arbitration Association at www.adr.org.

The arbitration will be governed by the commercial arbitration rules and any supplementary rules and procedures for consumer related disputes (collectively, “JAMS Rules”) of Judicial Arbitration & Mediation Services, Inc. (“JAMS”), as modified by these Terms of Use, and will be administered by JAMS. The JAMS Rules and Forms are available online at www.jamsadr.com, by emailing JAMS at https://www.jamsadr.com/contact , or by requesting them from us by writing to us at the Notice Address. The arbitrator is bound by the terms of these Terms of Use. All issues are for the arbitrator to decide, including, but not limited to, issues relating to the scope and enforceability of these Terms of Use, including, but not limited to, this arbitration agreement. Unless ADL Health and you agree otherwise, any arbitration hearings will take place in San Antonio, TX. If your claim is for US $10,000 or less, we agree that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the JAMS Rules. If your claim exceeds US $10,000, the right to a hearing will be determined by the JAMS Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based. If the arbitrator issues you an award that is greater than the value of ADL Health’s last written settlement offer made before an arbitrator was selected (or if ADL Health did not make a settlement offer before an arbitrator was selected), then ADL Health will pay you the amount of the award or US $1,000, whichever is greater. The arbitrator shall not award punitive damages, except as prohibited by law. Except as expressly set forth herein, the payment of all filing, administration, and arbitrator fees will be governed by the JAMS Rules. Each party shall pay for its own costs and attorneys’ fees, if any. However, if any party prevails on a statutory claim that affords the prevailing party attorneys’ fees, or if there is a written agreement providing for payment or recovery attorneys’ fees, the arbitrator may award reasonable fees to the prevailing party, under the standards for fee shifting provided by law.

YOU AND ADL HEALTH AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and ADL Health agree otherwise, the arbitrator may not consolidate more than one person’s claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim.

If the arbitration terms and conditions of this Section 21 are found to be unenforceable, then (i) the entirety of this arbitration provision shall be null and void, but the remaining provisions of these Terms of Use shall remain in full force and effect, and (ii) exclusive jurisdiction and venue for any claims will be in state or federal courts located in and for San Antonio, TX.

22. Force Majeure

We will not be deemed to be in breach of these terms or liable for any breach of these terms or our privacy policy due to any event or occurrence beyond our reasonable control, including without limitation, acts of God, terrorism, war, invasion, failures of any public networks, electrical shortages, earthquakes or floods, civil disorder, strikes, fire, or other disaster.

23. Indemnification

You agree to defend, indemnify, and hold harmless ADL Health, and any affiliates from and against any and all rights, demands, losses, liabilities, damages, claims, causes of action, actions, and suits (no matter whether at law or equity), fees, costs, and attorney’s fees of any kind whatsoever arising directly or indirectly out of or in connection with: (i) your use or misuse of the Site, Services, or any information posted on the Site; (ii) your breach of the Terms of Use or Privacy Policy; (iii) the content or subject matter of any information you provide to ADL Health, or any Provider or customer service agent; and/or (iv) any negligent or wrongful act or omission by you in your use or misuse of the Site, Services, or any information on the Site, including without limitation, infringement of third party intellectual property rights, privacy rights, or negligent or wrongful conduct.

24. Revisions; General

ADL Health reserves the right, in its sole discretion, to terminate your access to all or part of this Site, with or without cause, and with or without notice. ADL Health reserves the right to modify these Terms of Use at any time, effective upon posting. Any use of this website after such changes will be deemed an acceptance of those changes. You agree to review the Terms of Use each time you access this website so that you may be aware of any changes to these Terms. In the event that any of the Terms of Use are held by a court or other tribunal of competent jurisdiction to be unenforceable, such provisions shall be limited or eliminated to the minimum extent necessary so that these Terms of Use shall otherwise remain in full force and effect. These Terms of Use constitute the entire agreement between ADL Health and you pertaining to the subject matter hereof. In its sole discretion, ADL Health may from time-to-time revise these Terms of Use by updating this posting. You should, therefore, periodically visit this page to review the current Terms of Use, so you are aware of any such revisions to which you are bound. Certain provisions of these Terms of Use may be superseded by expressly designated legal notices or terms located on particular pages within this Site.

Copyright/Trademark Information. Copyright ©2020 ADL Health. All rights reserved. All trademarks, logos, and service marks (“Marks”) displayed on the Site are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.

25. COVID-19 Testing

I understand and agree that: By completing the questions asked on this website and having a COVID-19 test kit ordered I understand and consent to having an ADL representative (for purposes of Section 25 of this Terms of Use only, the ADL Health aforementioned entities shall be referred to collectively as “ADL Health”) observe (if applicable) the collection of my nasal sample which will allow for processing of my sample and generation of testing results by Advanced Diagnostic Laboratory LLC (known as ADL Health), and is responsible for processing my COVID-19 test kit; ADL Health will let me know when my testing results are available; no guarantees have been made to me regarding the results of my COVID-19 test kit; the information I have provided on this website and any information I provide during my sample collection video call (if applicable) is truthful and complete to the best of my knowledge; Further, I understand and acknowledge that ADL Health cannot accept returns of any COVID-19 tests for resale, and that all sales of COVID-19 tests are final as set forth in the Return Policy on the ADL Health website. I have read, understand and agree to all of the above terms on this page and I agree to the payment terms.

How to Contact Us:
ADL Health
Attn: Customer Service Team
1077 Central Pkwy South, Suite 200
Telephone: (800) 834-3522
Email: [email protected]