IMPORTANT TERMS AS OF 11/01/22
NOTICE TO PURCHASER: DO NOT SIGN THIS AGREEMENT UNTIL YOU READ IT.
By signing this Agreement, you are committing to an obligation period as stated on the Your Order Summary page which you cannot cancel early, except for the limited reasons listed in Section 3.1 and Section 3.2 of this Agreement.
Monthly memberships will automatically renew for the same obligation period at the end of the obligation period, unless canceled under Section 3 of this Agreement. Paid-in-full memberships automatically expire unless renewed. See Section 1.3 of this Agreement for more information.
Please read this Agreement carefully, as it contains important information regarding your legal rights, including without limitation mandatory arbitration and your waiver of class relief.
You have a right to cancel this Agreement by midnight of the third (3rd) business day after the day you sign this Agreement if no items have been claimed. See Section 3.1 of this Agreement for more information. You also have certain rights to cancel this Agreement if the Treatment Provider goes out of business or relocates or if you die or become totally and permanently disabled. See Section 3.2 of this Agreement for more information.
By signing below, I am acknowledging that I have received and read and understand this Agreement and the following membership terms, and I am hereby agreeing to all terms and conditions of this Agreement, including without limitation, my compliance with this Agreement and the Treatment Provider’s policies described in this Agreement.
MEMBERSHIP TERMS
YOUR MEMBERSHIP
Overview: This Agreement sets forth the terms and conditions that apply to your membership (“Membership”) to Treatment Provider. You are responsible for complying with this Agreement. A copy or your Agreement is available at memberships@repeatmd.com.
Minimum Commitment: Your Membership Minimum Commitment Period is stated on the Your Order Form page during checkout (the “Initial Period”) and, except for those limited cancellation rights expressly set forth in Section 3.1 and 3.2 below, you may not cancel your Membership or otherwise terminate this Agreement during the Initial Period.
Renewals: Your Membership and this Agreement will automatically renew at the end of the Initial Period and continue for the same obligation period until your Membership is cancelled by you or the Treatment Provider, as described in Section 3. You have fourteen (14) days after the annual billing cycle begins to cancel Your membership. Email: memberships@repeatmd.com if you wish to cancel within the fourteen (14) day period after the annual billing cycle begins.
Membership Freezes: You have certain rights to temporarily suspend or “freeze” your account for up to three (3) months, or longer for medically-necessitated freezes. Non-medical freezes are subject to an additional fee. In addition, if you are a military service member called into active duty, you may have certain rights under Texas law to suspend or terminate your Membership. Contact Membership Administration to do so at memberships@repeatmd.com
Non-Transferable: Your Membership is personal to you and is non-transferable and non-descendible. Only you may use your Membership, and you may not permit any other individual to access and use your Membership.
Treatment Provider: Your “Treatment Provider” is where your Membership was purchased. “Treatment Provider” is defined as a person or facility where You receive Treatments.
Treatment Provider Facility: “Treatment Provider Facility” is where your Treatments will be performed.
Treatment: “Treatment” is any service performed by a Treatment Provider at a Treatment Provider Facility.
Treatment Provider Facility Closures: During your Membership, Treatment Provider may, in its discretion, temporarily close or suspend or limit your access to certain Treatment Provider Facilities or areas, features or amenities, for purposes of renovation, special events or otherwise, at any time and in its sole discretion.
PAYMENT POLICIES
Membership Dues: During the Initial Period, your monthly (or, for paid-in-full memberships, annual) membership dues (“Membership Dues”) will not change. Membership Dues are not based on or related to actual usage of Treatments provided by Treatment Provider and, unless you have frozen your Membership in accordance with Treatment Provider Policies, you are responsible for the payment of your Membership Dues in full regardless of your use of, or failure to use Treatment Provider.
Ancillary Charges: You are responsible for paying all amounts you incur during your Membership, including, without limitation, fees for other ancillary services, as well as purchases of retail or other items (collectively, “Ancillary Charges”). Payment for Ancillary Charges is due in full at the time of purchase, and Treatment Provider has no obligation to provide you with any ancillary service or good until it has received such payment. Pricing for all Ancillary Charges is in Treatment Provider’s discretion and may be prospectively modified by Treatment Provider at any time, with or without notice to you.
Non-Refundable: Your initiation fee, Membership Dues and Ancillary Charges are non-refundable and, unless otherwise expressly set forth in Section 3, you will not receive a refund of any initiation fee, Membership Dues or Ancillary Charges as a result of Membership cancellation or otherwise. From time to time Treatment Provider may provide you with certain complimentary or promotional items. Complimentary items have no cash value and you are not entitled to any refund or other amount for any complimentary item.
Good Standing: You are required to keep your Membership in good standing by ensuring all Membership Dues and any Ancillary Charges are paid on time. You are responsible for promptly notifying Treatment Provider of any changes to your credit card, checking account or other payment account information (“Payment Information”)
Separate Buyer: If another individual (a “Buyer”) purchased your Membership on your behalf and agreed to have their Payment Information retained on-file with Treatment Provider, you, not Buyer, are ultimately liable for all Membership Dues and Ancillary Charges payable hereunder and you agree to make all payments hereunder in the event Buyer fails to do so. This Agreement does not provide Buyer with any rights of Membership and Buyer may not access and use Treatment Provider under your Membership.
Past-Due Balances: Treatment Provider reserves the right to take any lawful action in response to any past-due Membership Dues and/or Ancillary Charges, including, without limitation: (1) charging the Payment Information then on-file with Treatment Provider; (2) cancelling your Membership or otherwise suspending your access to Treatment Provider until all past-due amounts are paid; (3) charging you interest on past-due amounts; and/or (4) providing your information, including without limitation name and contact information, to a collections agency who will attempt to collect your past-due amounts on behalf of Treatment Provider. You will be responsible for any collection and/or legal costs incurred by Treatment Provider in collecting any past-due amounts associated with your Membership. Treatment Provider may charge you a $20 fee for each credit card charge or ACH transfer that is dishonored or rejected as invalid. Please note that cancellation of your Membership will not relieve you of your obligation to pay any past-due or outstanding amounts.
CANCELLATION RIGHTS
Cancellation of Contract for Full Refund: IF YOU DECIDE YOU DO NOT WISH TO REMAIN A MEMBER OF TREATMENT PROVIDER, YOU MAY CANCEL THIS AGREEMENT BY EMAILING BILLING@REPEATMD BY MIDNIGHT OF THE THIRD (3RD) BUSINESS DAY AFTER THE DAY YOU SIGN THIS AGREEMENT A NOTICE STATING YOUR DESIRE TO CANCEL THIS AGREEMENT.
ADDITIONAL RIGHTS TO CANCELLATION: You may also cancel your Membership and this Agreement, at any time during or after the Initial Period, for either of the following reasons:
(1) IF YOUR TREATMENT PROVIDER GOES OUT OF BUSINESS OR IF TREATMENT PROVIDER MOVES MORE THAN TEN (10) MILES FROM THE PRECEDING LOCATION, YOU MAY CANCEL THIS AGREEMENT BY EMAIL STATING YOUR DESIRE TO CANCEL THIS AGREEMENT, ACCOMPANIED BY PROOF OF PAYMENT ON YOUR AGREEMENT TO: MEMBERSHIPS@REPEATMD.COM
(2) IF YOU DIE OR BECOME TOTALLY AND PERMANENTLY DISABLED AFTER THE DATE THIS AGREEMENT TAKES EFFECT, YOU OR YOUR ESTATE MAY CANCEL THIS AGREEMENT AND RECEIVE A PARTIAL REFUND OF YOUR UNUSED MEMBERSHIP FEE BY EMAILING A NOTICE TO TREATMENT PROVIDER STATING YOUR DESIRE TO CANCEL THIS AGREEMENT. TREATMENT PROVIDER MAY REQUIRE PROOF OF DISABILITY OR DEATH. THE WRITTEN NOTICE MUST BE EMAIL TO THE FOLLOWING ADDRESS: MEMBERSHIPS@REPEATMD.COM
Treatment Provider may require you or your estate to provide reasonable proof of your disability or death, such as a signed letter from your doctor or a copy of your death certificate. Notice should be accompanied by a receipt or other proof of payment made under this Agreement, as well as any membership cards or fobs or other membership documentation given to you by Treatment Provider. Within thirty (30) days after Treatment Provider receives notice of such cancellation, it will refund, using the Payment Information on-file, any unearned payments. Unearned payments will be calculated by (1) rounding, as applicable, the date of closure or relocation or your notice of death or disability is received and the Agreement’s expiration date to the nearest full month; (2) subtracting that rounded date of closure, relocation or receipt of notification from that rounded expiration date, with the result expressed in whole months and representing the number of months remaining on the Agreement; (3) computing the gross monthly payment by adding all Membership Dues under the Agreement, including any initiation fees, and dividing the result amount by the total number of months in the term of the Agreement; and (4) multiplying the number of months remaining on the contract (determined under clause (2)) by the gross monthly payment (determined under clause (3)).Cancellation after Initial Period: If you do not wish to continue your Membership after the Initial Period, you may cancel your Membership and this Agreement thirty (30) days prior to the end of the Initial Period with a notice to MEMBERSHIPS@REPEATMD.COM. For clarity, your cancellation will go into effect thirty (30) days after your cancellation notice is received; however, if you provide cancellation notice more than thirty (30) days before the end of the Initial Period, your cancellation will not go into effect until the last day of the Initial Period. You are required to pay all Membership Dues for the Initial Period even if you submit a cancellation notice more than thirty (30) days before the Initial Period ends. Please note you will not receive a refund of any charges, including but not limited to unused Treatments at the time your cancellation goes into effect. To cancel your membership after the Initial Period, you must provide notice of cancellation by emailing MEMBERSHIPS@REPEATMD.COM.Record of Cancellation: You are responsible for retaining (and presenting, if necessary) all records relating to your cancellation of Membership. In the event of a dispute as to whether and when notice of cancellation was received, Treatment Provider’s records will control.
Revocation of Membership: Treatment Provider may, in its discretion, revoke or suspend your Membership, or limit your right to access certain Treatment Provider Facilities or participate in certain Treatment Provider offerings or ancillary services, upon notice to you provided at any time and for any reason, including without limitation failure to pay Membership Dues or Ancillary Charges or failure to comply with Treatment Provider Policies (as defined in Section 5.1). In some cases, notice of revocation or suspension may be provided orally by a Manager, Membership Administration or Treatment Provider management. If Treatment Provider revokes your Membership, it will promptly refund, using the Payment Information on-file with Treatment Provider, any prepaid unused Membership Dues and any prepaid unused Ancillary Charges, less any outstanding amounts which may be owed to Treatment Provider hereunder. Revocation or suspension of Membership will be without limitation to any other rights or remedies which Treatment Provider may have at law or in equity, and Treatment Provider reserves the right to, in its discretion, prohibit you from rejoining Treatment Provider in the future.
YOUR HEALTH
Health Warranty: By signing this Agreement and using Treatment Provider, you are representing and warranting to Treatment Provider that you are in good health and have no injury, impairment, disability, disease, ailment or condition that prevents you from safely engaging in Treatments or that increases your risk of injury or adverse health consequences as a result of engaging in Treatments. We encourage you to see your doctor on a regular basis and seek their advice prior to engaging in any new or modified treatment regimen or if you have any questions or concerns regarding your treatment regimen or the diagnosis of any medical conditions.
Responsibility to Notify: You are responsible for notifying Treatment Provider before any Treatment of any limitation to your ability to participate, including without limitation if you have any pre-existing or current injuries, impairments, disabilities, diseases, ailments or conditions that may prevent or effect your participation. You are also responsible for immediately informing your Treatment Provider if you experience any pain or discomfort and/or if you cannot or do not wish to continue your Treatment. IF YOU EXPERIENCE ANY PAIN, DIFFICULTY, DIZZINESS, ILLNESS OR DISCOMFORT WHEN ENGAGING IN ANY SESSION, ACTIVITY OR OTHERWISE, STOP AND CONSULT YOUR DOCTOR OR SEEK EMERGENCY MEDICAL ATTENTION IMMEDIATELY. You hereby consent to receive any medical treatment which may be deemed advisable by Treatment Provider and/or any emergency professionals in the event of injury, accident, illness and/or other incapacitation while at any Treatment Provider Facilities.
CCovenant of Due Care: By agreeing to this Patient Membership Agreement and using Treatment Provider, you are also acknowledging that the activities you may engage in at the Treatment Provider Facilities, including without limitation when participating in any Treatment involves risks and danger inherent in engaging in such Treatments. Specific risks vary from one Treatment to another, and range from minor injuries to major injuries, including death. In consideration of the Membership privileges provided to you hereunder and on behalf of your heirs, beneficiaries, distributees, legal representatives, successors, assigns and guests, you hereby voluntarily and knowingly acknowledge and assume all risks when undergoing any Treatments by any Treatment Provider and you hereby agree to indemnify, defend, and hold harmless Treatment Provider, its parents, subsidiaries and other affiliates, and their respective officers, directors, employees, contractors, agents, representatives, successors and assigns, technology and payment processor, RepeatMD, (collectively “Treatment Provider Parties”) from any and all liability, damages, losses, suits, demands, causes of action or other claims of any nature whatsoever, including without limitation any property damage, personal injury, injury to others or death, to the extent any of the foregoing arise out of or relate in any way to your negligence, intentional acts and/or failure to exercise reasonable care when receiving Treatments in Treatment Provider’s Facilities. Further, you acknowledge that Treatment Provider does not manufacture the equipment and machines used in its Treatment Provider Facilities and agree that Treatment Provider is providing Treatments and may not be held liable for defective products.
Waiver and Release: IN CONSIDERATION OF THE MEMBERSHIP PRIVILEGES PROVIDED TO YOU HEREUNDER, AND ON BEHALF OF YOUR HEIRS, BENEFICIARIES, DISTRIBUTEES, LEGAL REPRESENTATIVES, SUCCESSORS, ASSIGNS AND GUESTS, YOU HEREBY VOLUNTARILY AND KNOWINGLY, FOREVER WAIVE, RELEASE, COVENANT NOT TO SUE, DISCHARGE AND HOLD HARMLESS REPEATMD AND THE TREATMENT PROVIDER PARTIES (AS DEFINED ABOVE) FROM, AND SUCH REPEATMD AND TREATMENT PROVIDER PARTIES WILL NOT BE LIABLE TO YOU OR ANY OTHER PERSON FOR, ANY LOSSES OR DAMAGES, WHETHER DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY, INCLUDING WITHOUT LIMITATION FOR ANY PROPERTY LOSS OR DAMAGE, LOSS OF EARNINGS OR EARNING CAPACITY, PERSONAL INJURY, ILLNESS OR IMPAIRMENT, PHYSICAL PAIN, MENTAL ANGUISH, PARALYSIS, HEART ATTACK OR DEATH, ARISING OUT OF, IN CONNECTION WITH OR RELATED TO THIS AGREEMENT, YOUR MEMBERSHIP, THE USE OR NON-USE OF ANY SERVICE, PRODUCT OR EQUIPMENT PROVIDED OR OFFERED HEREUNDER, WHETHER RELATED TO TREATMENT OR NOT AND REGARDLESS OF LEGAL THEORY OR WHETHER ARISING IN OR BY STATUTE, TORT, CONTRACT, STRICT LIABILITY, BREACH OF WARRANTY OR OTHERWISE, INCLUDING THOSE LOSSES OR DAMAGES RESULTING FROM OR CAUSED BY, IN WHOLE OR IN PART, THE NEGLIGENCE OR GROSS NEGLIGENCE OF ANY TREATMENT PROVIDER PARTY AND REGARDLESS OF WHETHER SUCH LOSSES OR DAMAGES ARE KNOWN OR UNKNOWN TO YOU OR ANY OTHER PERSON; PROVIDED THAT THE FOREGOING RELEASE AND WAIVER OF LIABILITY SHALL NOT APPLY TO ANY LOSSES OR DAMAGES TO THE EXTENT PROHIBITED BY LAW. NONETHELESS, THIS RELEASE IS INTENDED BY BOTH PARTIES TO BE AS BROAD IN EFFECT AS ALLOWED BY LAW AND SHALL OVER OR INCLUDE ANY CLAIM OR DEMAND YOU HAVE, HAD OR EVER WILL HAVE.
YOU ACKNOWLEDGE AND AGREE THAT REPEATMD HAS MADE NO WARRANTIES REGARDING THE SERVICES OR TREATMENTS PROVIDED BY ANY TREATMENT PROVIDER. ADDITIONALLY YOU ACKNOWLEDGE AND AGREE THAT YOU RELEASE, INDEMNIFY, AND HOLD HARMLESS REPEATMD, AND ITS AFFILIATES AND THEIR OFFICERS, EMPLOYEES, DIRECTORS, ATTORNEYS, SHAREHOLDERS, MEMBERS, PARTNERS, AND AGENTS FROM AND AGAINST ANY AND ALL LIABILITY, LOSSES, DAMAGES, EXPENSES, INCLUDING ATTORNEY’S FEES, RIGHTS, CLAIMS ACTIONS OF ANY KIND AND INJURY (INCLUDING DEATH) ARISING OUT OF OR RELATING TO YOUR USE OF A TREATMENT PROVIDER, INFORMATION PROVIDED TO REPEATMD, INFORMATION PROVIDED TO A TREATMENT PROVIDER, THIS AGREEMENT, AND/OR ANY CLAIMS BY A TREATMENT PROVIDER AGAINST YOU. FURTHER, YOU RECOGNIZE, ACKNOWLEDGE, AND AGREE THAT REPEATMD IS ONLY A TECHNOLOGY PROVIDER FOR TREATMENT PROVIDER AND A PAYMENT PROCESSOR WITH NO CONTROL OVER YOU, YOUR HEALTH, TREATMENTS, TREATMENT SAFETY, TREATMENT PROVIDER, TREATMENT PROVIDER FACILITIES, OR TREATMENT PROVIDER EQUIPMENT.
YOU UNDERSTAND AND AGREE THAT REPEATMD IS NOT ENGAGED IN THE PRACTICE OF MEDICINE AND THAT OUR SERVICES ARE NOT A SUBSTITUTE FOR COMPETENT MEDICAL ADVICE AND THE PROFESSIONAL JUDGMENT OF YOUR TREATMENT PROVIDERS.
MEMBERSHIP POLICIES
Treatment Provider Policies: Treatments will be available to You as long as You are in compliance with this Agreement. Any unused Treatments pursuant to this Agreement shall not expire as long as all payments by You under this Agreement are paid in full and paid timely. However, any Treatments that are unused at the time of an event of Cancellation or this Agreement terminating shall terminate any right to the unused Treatments.
Your Information: Treatment Provider and Treatment Provider Parties may collect, use, and disclose your personal information but shall not disclose protected health information in compliance with the Health Insurance Portability and Accountability Act of 1996 (HIPAA) if Treatment Provider is deemed a covered entity under HIPAA. If Treatment Provider is a covered entity under HIPAA, it shall implement compliance procedures in accordance with the HIPAA Security Rule.
NOTICES
Your notice of cancellation must be provided in accordance with Section 3 above. Treatment Provider and Treatment Provider Parties has the right to communicate with you regarding your Membership, this Agreement or otherwise by any lawful method, including without limitation by mail, courier, telephone, email, and text message, and may communicate with you using any contact information you have provided to Treatment Provider. Treatment Provider and Treatment Provider Parties may also provide general member-facing or Treatment Provider location-facing communications or notices (if provided), including without limitation changes to Treatment Provider Policies and notices regarding inclement weather or change to operating hours on the Treatment Provider website and/or Treatment Provider mobile app. Notices will be deemed given by Treatment Provider or Treatment Provider Parties on the date deposited in the mail or given to a courier, the date a phone call is made or an email or text is sent, or the date posted in Treatment Provider location, online or in-app. You are responsible for providing accurate, current contact information and must promptly notify Treatment Provider and Treatment Provider Parties if any of your contact information changes. Treatment Provider and Treatment Provider Parties will not be responsible for your failure to receive any communication or notice as a result of your failure to provide accurate and current contact information or as a result of any e-mail filtering by your ISP or email provider, insufficient space in your email account or any errors or losses of any postal or delivery service. You hereby consent and give Treatment Provide rand Treatment Provider Parties permission to use (or have a third-party provider use on Treatment Provider’s behalf) an automated telephone dialing system and/or artificial or prerecorded voice (where applicable) to call or text you, including on or to any telephone number you provide to Treatment Provider, including your mobile phone.
ARBITRATION AGREEMENT AND CLASS ACTION WAIVER
Informal Dispute Resolution: Our goal is to do our best to ensure that every experience you have with Treatment Provider exceeds your expectations. If that doesn’t happen, we hope you will give us the opportunity to try to address any problem or concern. To do so, please contact us at LEGAL@REPEATMD.COM. When contacting us, we ask that you include your name, address, phone number and email address, a description of your problem or concern and any specific relief you seek.
Arbitration: You agree to submit any and all Disputes (as defined in Section 7.4) to binding arbitration pursuant to the Federal Arbitration Act (Title 9 of the United States Code), which will govern the interpretation and enforcement of this arbitration agreement (“Arbitration Agreement”). Arbitration will be before either (1) JAMS (formerly known as Judicial Arbitration and Mediation Services), http://www.jamsadr.com, or (2) the American Arbitration Association (“AAA”), http://www.adr.org. If you initiate arbitration, you may choose between these two arbitration forums; if Treatment Provider initiates arbitration, it will have the choice as between these two arbitration forums.
YOU AND TREATMENT PROVIDER AGREE THAT, EXCEPT AS PROVIDED IN SECTION 7.4, ANY AND ALL DISPUTES WHICH ARISE AFTER YOU ENTER INTO THIS AGREEMENT WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION RATHER THAN IN COURT BY A JUDGE OR JURY, IN ACCORDANCE WITH THIS ARBITRATION AGREEMENT. YOU HEREBY WAIVE YOUR RIGHT TO TRIAL BY JURY.Class Action Waiver: You agree that the arbitration of any Dispute will be conducted on an individual, not a class-wide, basis, and that no arbitration proceeding may be consolidated with any other arbitration or other legal proceeding involving Treatment Provider or any other person. You further agree that you, and anyone asserting a claim through you, will not be a class representative, class member, or otherwise participate in a class, representative, or consolidated proceeding against Treatment Provider, and that the arbitrator of any Dispute between you and Treatment Provider may not consolidate more than one person’s claims, and may not otherwise preside over any form of a class or representative proceeding or claim (such as a class action, representative action, consolidated action or private attorney general action). If the foregoing class action waiver (“Class Action Waiver”) or any portion thereof is found to be invalid, illegal, unenforceable, unconscionable, void or voidable, then the Arbitration Agreement will be unenforceable and the Dispute will be decided by a court of competent jurisdiction. Any claim that all or part of the Class Action Waiver is invalid, illegal, unenforceable, unconscionable, void or voidable may be determined only by a court of competent jurisdiction and not by an arbitrator.
Definition of “Dispute”: Subject to the following exclusions, “Dispute” means any dispute, claim, or controversy between you and Treatment Provider regarding any aspect of your relationship with Treatment Provider, whether based in contract, statute, regulation, ordinance, tort (including without limitation fraud, misrepresentation, fraudulent inducement, negligence, gross negligence or reckless behavior), or any other legal, statutory or equitable theory, and includes without limitation the validity, enforceability or scope of the Agreement (except for the scope, enforceability and interpretation of the Arbitration Agreement and Class Action Waiver). However, “Dispute” will not include (1) personal injury claims or claims for lost, stolen, or damaged property; (2) claims that all or part of the Class Action Waiver is invalid, unenforceable, unconscionable, void or voidable; and (3) any claim for public injunctive relief, i.e., injunctive relief that has the primary purpose and effect of prohibiting alleged unlawful acts that threaten future injury to the general public. Such claims may be determined only by a court of competent jurisdiction and not by an arbitrator.
Arbitration Procedures and Location: Either you or Treatment Provider may initiate arbitration proceedings. Arbitration will be conducted before a single arbitrator. If you or Treatment Provider initiate arbitration, you and we have a choice of doing so before JAMS or the AAA:
(1) For arbitration before JAMS, the JAMS Comprehensive Arbitration Rules & Procedures and the JAMS Recommended Arbitration Discovery Protocols for Domestic, Commercial Cases will apply. The JAMS rules are available at http://www.jamsadr.com or by calling 1-800-352-5267.
(2) Which particular rules apply in AAA arbitration will depend on how much money is at issue. For less than $75,000, the AAA’s Supplementary Procedures for Consumer-Related Disputes/Consumer Arbitration Rules will apply; for Disputes involving $75,000 or more, the AAA’s Commercial Arbitration Rules will apply. The AAA rules are available at http://www.adr.org or by calling 1-800-778-7879.
If required for the enforceability of the Arbitration Agreement under the Federal Arbitration Act, Treatment Provider will pay all arbitrator’s costs and expenses. If not, those costs will be paid as specified in the above-referenced rules. The arbitrator shall be instructed, and the parties shall cooperate, with completing the arbitration with a ruling, if possible, in writing on each issue in dispute within 120 days of the arbitrator’s appointment by the JAMS or AAA. The arbitrator shall have the power to award damages, equitable relief, reasonable attorney’s fees and expenses, and the fees and Procedure 54(d) or successor Rule. The arbitrator’s rulings and awards shall be final and binding upon the parties and judgment thereon may be entered in any court having competent jurisdiction. The fees and expenses of the arbitrator and of the JAMS or AAA shall be awarded by the arbitrator. You and Treatment Provider both agree to bring the arbitration in Harris County, Texas. As set forth in Section 8.5 below, the arbitrator will apply Texas law.GENERAL TERMS
Entire Agreement: This Agreement, together with the Treatment Provider Policies, constitutes the entire and exclusive agreement between you and Treatment Provider relating to your Membership and supersedes any prior or contemporaneous representations, inducements, promises, understandings or agreements, whether oral, written or otherwise.
Modifications: No provision of this Agreement, or the enforcement thereof, may be modified or waived, except as may be stated in a writing signed by Treatment Provider or corporate management. Notwithstanding the foregoing or anything to the contrary herein, Treatment Provider may, in its discretion, modify this Agreement at any time (subject to Section 2.1), upon at least thirty (30) days’ notice to you.
Interpretation: If any provision or portion of this Agreement, or the application thereof to any person, party or circumstances, is be deemed invalid or unenforceable by a court or arbitrator of competent jurisdiction, (1) that invalidity or unenforceability will not affect the remainder of this Agreement and (2) Treatment Provider may, in its discretion, modify such provision or portion in order to render it valid and enforceable.
Assignment: Treatment Provider may assign or transfer this Agreement and your Membership, whether by operation of law or otherwise, to an affiliate of Treatment Provider or to a third party in the event of any merger, acquisition, sale of assets, change of control or other corporate transaction between Treatment Provider (or one of its affiliates) and such third party (or one of its affiliates), in each case without notice to you, and you hereby consent to any such assignment or transfer. You acknowledge that this Agreement is personal to you and that you have no rights to transfer or assign this Agreement to any other individual or entity.
Governing Law: This Agreement, your Membership, and any claims, disputes and matters arising hereunder, will be governed by and construed in accordance with the laws of the State of Texas, without reference to its conflicts of law principles. Except for Disputes that you or Treatment Provider submit to binding arbitration pursuant to the Arbitration Agreement, all claims, disputes and matters arising hereunder will be submitted exclusively to the jurisdiction of the federal and state courts of competent jurisdiction located in Harris County, Texas or Travis County, Texas or the county where your Treatment Provider is located, and you and Treatment Provider each hereby irrevocably consent to the jurisdiction of such courts and waive all objections thereto.
Anti-Kickback Laws. RepeatMD, your Treatment Providers, and You acknowledge that the Federal Healthcare Programs Anti–Kickback Law, 42 U.S.C. § 1320a-7b, prohibits, among other things, giving or receiving remuneration in return for (or to induce) referrals, purchases, or recommendations of goods or services for which payment may be made in whole or in part by Medicare or Medicaid. It is the intention of the parties that this Agreement shall comply with the regulatory “safe harbor” under the Anti-Kickback Law for Personal Services, set forth in 42 C.F.R. § 1001.952(d). If any portion of this Agreement is found by any court or agency with jurisdiction over the subject matter hereof not to be in compliance with applicable laws, rules, or regulations, that portion of the Agreement shall be deemed to be retroactively amended and reformed as necessary to comply with such laws, rules, or regulations, and the parties shall cooperate in taking whatever steps are necessary to ensure such compliance.
