Last Updated: October 28, 2021
Welcome to Wellth, an electronic communication and incentive delivery platform for Healthcare Entities (as defined below) and their patients/members, operated by Wellth, Inc. (“Wellth”, “us”, “our”, and “we”). Wellth provides a website located at www.wellthapp.com (the “Site”), mobile applications (“Mobile Apps”), and services provided through the Mobile Apps (“Services”). These terms of use (the “Terms of Use”), together with our Privacy Policy (which is incorporated herein by reference, and jointly forms this “Agreement”) govern your use of the Site, Mobile Apps and Services, whether or not you have created an account.
By using or otherwise accessing the Site, Mobile Apps and/or Services (collectively, the “Platform”), and/or by creating an account with us, you agree to the terms of this Agreement, and you represent and warrant that you have the right, authority, and capacity to enter into this Agreement. IF YOU DO NOT AGREE WITH THIS AGREEMENT, YOU CANNOT USE THE SERVICES. Please note that we offer the Services “AS IS” and without warranties, whether express or implied. If you create an account or use the Services on behalf of an individual or entity other than yourself, you represent that you are authorized by such individual or entity to accept this Agreement on such individual’s or entity’s behalf. You may not access or use the Services or accept the Agreement if you are not at least 18 years old.
I. WE ARE NOT A HEALTHCARE ENTITY AND WE DO NOT PROVIDE MEDICAL ADVICE
a) Any information or content that you obtain or receive from us, our employees, contractors, partners, sponsors, advertisers, licensors or otherwise through the Services, is for informational, scheduling and redemption purposes only. All medically related information, including, without limitation, information shared via the Platform, emails and text messages, comes from independent healthcare professionals and organizations and is for informational purposes only.
b) WELLTH DOES NOT PRACTICE MEDICINE. WHILE WE HOPE OUR SERVICE IS USEFUL TO YOU, IT IS NOT INTENDED AS A SUBSTITUTE FOR, NOR DOES IT REPLACE, PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. DO NOT DISREGARD, AVOID, OR DELAY OBTAINING MEDICAL ADVICE FROM A QUALIFIED HEALTHCARE ENTITY UNDER ANY CIRCUMSTANCE. DO NOT USE THE SERVICES FOR EMERGENCY MEDICAL NEEDS OR SITUATIONS REQUIRING A HANDS-ON OR IMMEDIATE RESPONSE OR TREATMENT. IF YOU EXPERIENCE A MEDICAL EMERGENCY, IMMEDIATELY CALL A HEALTHCARE PROFESSIONAL AND 911. YOUR USE OF THE CONTENT IS SOLELY AT YOUR OWN RISK. NOTHING STATED OR POSTED ON THE SITE OR AVAILABLE THROUGH ANY SERVICES IS INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF MEDICINE, DENTISTRY, NURSING, OR OTHER PROFESSIONAL HEALTHCARE ADVICE, OR THE PROVISION OF MEDICAL CARE.
c) All of the physicians, nurses, medical facilities, other health and wellness practitioners or practices, including health maintenance organizations (HMOs), preferred provider organizations (PPOs), group practices, nursing facilities, rehabilitation centers, hospices, renal dialysis centers, free-standing ambulatory care and surgical service centers, patient centered medical homes (PCMHs), accountable care organizations (ACOs), and other healthcare delivery models, health insurers, life insurers, medical device manufacturers, administrative service providers, third-party administrators, consultants, and subcontractors (“Healthcare Entities”) who provide information and assistance to you through Wellth are independent professionals solely responsible for the information and assistance they provide to you. The Healthcare Entities are not employees or contractors of Wellth. Wellth is a vendor/service provider that Healthcare Entities use to provide more efficient communications with their patients/members, and incentives for patients/members to follow the plan of care that the Healthcare Entities have prescribed.
d) Your Healthcare Entity is responsible for your medical treatment and compliance with the requirements applicable to his or her profession and license. Neither Wellth nor any third parties who promote the Services or provide you with a link to the Services will be liable for any professional advice you obtain from a Healthcare Entity via the Services. Wellth does not endorse any Healthcare Entity using our Services.
II. OUR SERVICES
a) The Platform provides and allows for an online communication and incentive delivery platform for sHealthcare Entities and their patients/members (“Patient Users”, and together with Healthcare Entities, “Users”). Healthcare Entities can provide Patient Users access to the Platform and Patient Users can then use the Platform to demonstrate adherence to various care plan elements, to communicate with their sHealthcare Entities, and to view, earn, and redeem incentive rewards.
b) Your Healthcare Entity must have a separate agreement and entity-patient/member relationship with you and Wellth is not a party to such agreement or entity-patient/member relationship. Healthcare Entities are solely responsible for all healthcare provided to you whether through the Platform or otherwise, including recommendations and reminders, as well as ensuring that their licenses and insurance are up to date.
c) Reminder, the Platform is designed solely to help you and your Healthcare Entity share information with each other and to incentivize you for following through on yours and your Healthcare Entity’s plan for your health. It is not a service for the diagnosis, management or treatment of any illness, medical condition or disease. It provides reminders and alerts but these are not substitutes for remembering to take medications or obtaining a diagnosis directly from your Healthcare Entity. Wellth makes no representation or warranty as to the promptness or timeliness of any reminder or alert; you understand that the Platform or Services may fail to function properly. If you have any concerns whatsoever about your health, you should consult your Healthcare Entity immediately. In addition, Wellth is not responsible for ensuring that Healthcare Entities’ licenses and insurance are up to date.
d) The information on Healthcare Entities may include profiles, reviews, comments, etc. that is made available by Wellth or by the Healthcare Entities themselves. Wellth has taken commercially reasonable steps to ensure the correctness of this information, but does not recommend or endorse any particular Healthcare Entity. We are not responsible for any services, advice, acts or omissions of Healthcare Entities. Patient Users are solely responsible for making decisions regarding the choice and use of Healthcare Entities for their personal healthcare needs.
III. ACCOUNTS
a) Account Creation. In order to use certain features of the Platform and the Services in particular, you must register for an account (“Account”) with us. When creating or updating an Account, you are required to provide certain personal information as prompted by the registration form, which may include (but is not limited to) personal information such as name, birth date, phone number and email address, and, in some cases, may include payment information (“Account Information”). Account Information will be held and used in accordance with the Privacy Policy. You represent and warrant that you will provide accurate and complete Account Information, and that you will update such information when and as it changes.
b) Login Information. During the Account creation process, you will be required to provide a mobile telephone number capable of receiving one-time-use login links via SMS (“Credentials”). The following rules govern the security of your Login Information:
i. You shall not share your Account or Credentials, nor let anyone else access your Account or do anything else that might jeopardize the security of your Account;
ii. In the event you become aware of, or reasonably suspect, any breach of security, including without limitation any loss, theft or unauthorized disclosure of your Credentials, you must immediately notify us by sending an email to help@wellthapp.com;
iii. You are solely responsible for maintaining control of your Credentials and you will be responsible for all uses of your Credentials, including the redemption of Wellthpoints, whether or not authorized by you; and
iv. You are responsible for anything that happens through your Account.
c) Account Termination. You may disable your Account at any time, for any reason, by following the instructions provided in the Mobile App or by email to help@wellthapp.com. We may terminate your Account in accordance with this Agreement. You may reopen your Account or request access to Account Information at any time. Wellth will maintain your Account Information for seven (7) years from your last log-in.
IV. RIGHTS, LICENSE AND RESTRICTIONS
a) License Grant. Subject to your agreement to, and continuing compliance with, these Terms and any other relevant Wellth policies, Wellth grants you a non-exclusive, non-transferable, revocable limited right and license to access and use the Platform for your personal use.
b) Mobile App Specific Terms.
i. You may agree to be bound by other terms regarding use or installation of the Mobile Apps and such terms continue to apply regardless of you agreeing to be bound by these Terms except to the extent such other terms conflict with any of these Terms, these Terms shall apply. To use our Mobile App you must have a mobile device that is compatible with the Mobile App. We do not warrant that the Mobile App will be compatible with your mobile device. We grant to you a non-exclusive, non-transferable, revocable license to use an object code copy of the Mobile App for one registered account owned solely by you, for your personal and non-commercial use. You agree not to distribute or modify the Mobile Apps. You agree to always only use the latest available version of the Mobile Apps and acknowledge that any use of an older version of the Mobile Apps may result in some or all parts of the Service to not be available or to function properly. You agree not to reverse engineer, decompile or otherwise attempt to view the source code for the Mobile Apps.
ii. You acknowledge that we may from time to time issue upgraded versions of the Mobile App, and may upgrade automatically to your mobile device the version of the Mobile App that you are using. You consent to such automatic upgrading and agree that this Agreement will apply to all such upgrades. We may elect to provide you with support or modifications for the Mobile App (“Support”), in our sole discretion, and we may change, reduce or terminate such Support at any time without notice to you. We reserve the right to charge fees for Support. Any use of third-party software provided in connection with the Services will be governed by such third parties’ licenses and not by this Agreement.
iii. You acknowledge and agree that the availability of the Mobile Apps is dependent on the third-party websites from which you download the Mobile Apps, e.g., the App Store from Apple or the Android app market from Google (each an “App Store”). You acknowledge that this Agreement is between you and Wellth and not with an App Store or provider of the App Store. Each App Store may have its own terms and conditions to which you must agree before downloading Mobile Apps from it. You agree to comply with, and your license to use the Mobile Apps is conditioned upon your compliance with, such App Store terms and conditions. To the extent such other terms and conditions from such App Store are less restrictive than, or otherwise conflict with, the terms and conditions of this Agreement, the more restrictive or conflicting terms and conditions in this Agreement apply.
c) Minimum Age Requirement. An individual must be at least 18 years of age to use the Services. However, the Services are available for use on behalf of children, but the Patient User for all patients/members under the age of 18 must be the patient/member’s parent or legal guardian. If you register as the parent or legal guardian on behalf of a minor, you will be fully responsible for complying with this Agreement.
d) Use of Platform as Caregiver. If you are responsible for managing someone else’s healthcare, A Patient User may grant you “Caregiver” level access so that you may receive and respond to texts from Wellth. Caregivers must have permission from the Patient User, or permission from someone acting on the Patient User’s behalf, such as a home health worker. HIPAA specifically permits covered entities such as your Healthcare Entity to share information that is directly relevant to the involvement of a spouse, family members, friends, or other persons identified by a patient/member, in the patient/member’s care or payment for health care. The only exception is if the patient/member objects. Patient Users may remove a Caregiver’s access at any time by following the instructions provided in the Mobile App or by email to help@wellthapp.com
e) Accounts and Access. You must register for an Account in order to use the Services. You may only register for one Account.
f) Use of the Services: The following restrictions apply to the use of the Services:
i. You accept full responsibility for any unauthorized use of the Services by parties not authorized to use your Account;
ii. You shall not create an Account using a false identity or false information, or on behalf of someone other than yourself;
iii. You shall not register for an Account or in any way use the Platform if Wellth has removed, suspended, or otherwise terminated any Account registered by you or on behalf of you or if Wellth has notified you that you may not use the Services;
iv. You shall not use your Account to advertise, solicit or transmit any commercial advertisements, including chain letters, junk email or repetitive messages to anyone;
v. You shall not use the Platform to engage in any illegal conduct;
vi. You shall not rent, lease, sell, trade, gift, bequeath or otherwise transfer your Account to anyone;
vii. You shall not reproduce, distribute or publicly display any content you access through the Services.
iv. You shall not use your Account to advertise, solicit or transmit any commercial advertisements, including chain letters, junk email or repetitive messages to anyone;
g) License and Account Limitations and Prohibitions.
i. Violations. Any use of the Platform in violation of this Agreement is strictly prohibited and can result in the immediate revocation of your license to utilize the Services. We may restrict or prevent use of the Services by anyone who we reasonably believe has or may violate any applicable law when using the Platform. Violations of system or network security may result in civil or criminal liability. We may report to law enforcement any actions that may be illegal, and any reports we receive of such conduct. When legally required or at our discretion, we will cooperate with law enforcement agencies in any investigation of alleged illegal activity on the Platform.
ii. Prohibitions. You agree that you will not, under any circumstances:
1. Engage in any act that is in conflict with the spirit or intent of the Services, including but not limited to circumventing or manipulating this Agreement;
2. Use the Platform in connection with any violation of any applicable law or regulation, or do anything that promotes the violation of any applicable law or regulation;
3. Modify or cause to be modified any files or content that are used to offer the Services;
4. Disrupt, overburden, or aid or assist in the disruption or overburdening of any computer or server used to offer or support the Service (each a “Server”);
5. Negatively impact the use or enjoyment of the Services by any other person;
6. Institute, assist or become involved in any type of attack, including without limitation distribution of a virus, denial of service attacks upon the Platform, or other attempts to disrupt the Services or any other person’s use or enjoyment of the Services;
6. Institute, assist or become involved in any type of attack, including without limitation distribution of a virus, denial of service attacks upon the Platform, or other attempts to disrupt the Services or any other person’s use or enjoyment of the Services;
7. Gain, or attempt to gain, unauthorized access to the Platform, Accounts, Servers or networks connected to the Services by any means (including, but not limited to, circumventing or modifying, or encouraging or assisting any other person to circumvent or modify, any security, technology, device or software that is part of the Platform);
8. Harass, abuse, harm, or advocate or incite harassment, abuse or harm of another person or group of persons, including our employees or customer service representatives;
9. Remove any copyright, trademark or other proprietary rights notices contained in or on the Platform;
10. Transmit unauthorized communications through the Services, including junk mail, chain letters, spam and any materials that promote malware, spyware and downloadable items;
11. Interfere or attempt to interfere with the proper functioning of the Services or connect to or use the Services in any way not expressly permitted by this Agreement;
12. Intercept, examine or otherwise observe any proprietary communications protocol used by a client, a Server or the Platform, whether through the use of a network analyzer, packet sniffer or other device;
13. Make any automated use of the Services or take any action that imposes or may impose an unreasonable or disproportionately large load on our infrastructure, as we determine in our sole discretion;
14. Bypass any robot exclusion headers or other measures we take to restrict access to the Services or use any software, technology or device to send content or messages, scrape, spider or crawl the Platform, or harvest or manipulate data from, through, or relating to the Services;
15. Use, facilitate, create or maintain any unauthorized connection to the Platform, including without limitation (1) any connection to any unauthorized server that emulates, or attempts to emulate, any part of the Platform or (2) any connection using programs, tools or software not expressly approved by us in writing;
16. Copy, modify or distribute rights or content from the Platform, including but not limited to content that contains or is protected by our copyrights or trademarks or use any method to copy or distribute the content of the Platform, except as specifically allowed in this Agreement;
17. Solicit or attempt to solicit personal information from other Users, other than from Healthcare Entities with whom you have an existing healthcare-related relationship and only in connection with a purpose for which the Services are intended;
18. Collect, harvest or post anyone’s private information, including personally identifiable information (whether in text, image, video, or other form), identification documents or financial information through the Services; or
19. Upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including, without limitation clear graphics interchange formats (“gifs”), 1x1 pixels, web bugs, cookies or other similar devices (sometimes referred to as “spyware,” “passive collection mechanisms” or “pcms”).
V. NEUTRAL VENUE
The Platform functions solely as a neutral venue. We are not involved in or a party to any actual interactions between Healthcare Entities and Patient Users. We are absolutely not responsible for the actions or inactions of Healthcare Entities and/or Patient Users. Any disputes between Healthcare Entities and the Patient Users will be dealt with by the applicable parties themselves. Wellth will not be responsible for resolving and will not get involved in such disputes. Patient User agrees to release Wellth of all/any claims between you and your Healthcare Entities and/or any other third-party.
VI. REDEMPTION PROCESS
a) As a reward for successfully completing your required tasks via the Wellth Platform, Patient Users can earn various types of rewards. In most cases, rewards are achieved through the accumulation and redemption of “Wellthpoints” as defined in sections b), c), and d) below. However, there are certain Programs where Wellthpoints are not applicable. These exceptions and variations will be communicated clearly to each Patient User through the Platform and/or onboarding process before the start of the Patient User’s program.
b) Earning Wellthpoints. “Wellthpoints” means unit of value which can be earned for completing certain Qualifying Activities within the Services and redeemed for virtual gift cards or reloadable reward cards (“Rewards”). Patient Users earn and redeem Wellthpoints pursuant to the terms and conditions set forth below:
i. You can view your Account Balance, a description of available rewards, and the number of Wellthpoints required to obtain each reward at any time by logging into your Account. “Account Balance” means the number of Wellthpoints you have earned for use that have not yet been redeemed.
ii. “Qualifying Activity” means a health-conscious decision or activity that qualifies to earn Wellthpoints, which may include certain healthy living activities and habits, using healthcare and wellness services, purchasing healthy things and responding to certain promotions that may be offered through the Services. Qualifying Activities are determined by Healthcare Entities and Wellth and may change from time to time without notice.
iii. Wellthpoints earned or accumulated shall at all times remain the property of Wellth. Wellthpoints have no cash equivalent or similar value except to redeem for rewards through the Platform. Wellthpoints may not be redeemed for cash.
iv. Wellthpoints should appear in a Patient User’s Account Balance within five (5) business days after they are earned. Wellthpoints may only be redeemed for a Reward after they appear in a Patient User’s Account Balance.
c) Redeeming Wellthpoints. When you redeem your Wellthpoints for a Reward, the number of Wellthpoints in your Account will be reduced by the number of Wellthpoints used to redeem the Reward.
i. Wellthpoints may only be redeemed by following the appropriate redemption process for each Reward outlined within the Platform. Although certain Partners may offer merchandise or services as Rewards, such Partners cannot directly redeem your Wellthpoints. “Partners” means all partners and providers who are part of our Platform and who may grant and/or redeem Wellthpoints. Participating Providers may change from time to time without prior notice and will be removed or added to the Platform accordingly.
ii. Unredeemed Wellthpoints will expire eighteen (18) months after the date on which they first appear in a Patient User’s Account Balance.
iii. Wellth reserves the right to change the available Rewards without notice, and we do not guarantee the availability of any particular Reward. We also reserve the right to change at any time and without notice the number of Wellthpoints required to redeem a particular Reward.
iv. You may be required to provide additional information (such as your name, address, mobile telephone number, or other information) in order to redeem a Reward, and your receipt of the Reward is contingent upon your providing us with the information we request. We may also require that you takes steps to verify your Account, such as by sending you a text message to which you must respond, or otherwise, before redeeming a Reward.
v. A particular Reward may be subject to specific terms and conditions, such as an expiration date of the Reward, shipping and handling fees, additional purchases or other requirements to use or deliver the Reward, any return policy requirements and any warranties for the Reward, or any other limitations or restrictions on obtaining, retaining or using the Reward. Neither we nor the partner providing the Reward will be liable if a Reward expires prior to redemption or use. You and the partner providing the Reward are responsible for compliance with all laws related to redeeming and receiving the Reward, including the payment and collection of any applicable federal, state, or local taxes. Unless stated otherwise in the redemption instructions for a particular Reward, Wellthpoints cannot be used to pay such taxes. In addition, in order to redeem a particular Reward, you may have to accept a particular Partner’s terms and conditions.
vi. All redemptions of Wellthpoints for Rewards are final. All non-merchandise Rewards, such as service, gift cards and travel certificates, cannot be returned. Rewards of merchandise may not be exchanged or refunded after they have been delivered unless such a Reward is defective or has been damaged in transit. Partners and not Wellth, are ultimately responsible for replacing any defective or damaged Rewards. Refunds, exchanges and other issues relating to the Reward are governed by the Partner’s terms and conditions applicable to the purchase. Redeemed Rewards are not refundable, exchangeable, or transferable for cash, credit, other Rewards or Wellthpoints. Neither Wellth nor our participating Partners are responsible for replacing lost, stolen, or mutilated Rewards, including retail or travel certificates, gift certificates, gift cards, or merchandise. You may not redeem Wellthpoints for Rewards if your Account has been suspended or terminated for any reason.
d) Miscellaneous.
i. We reserve the right to terminate any Account that does not earn a Wellthpoint during any period of eighteen (18) consecutive months.
ii. Wellthpoints may be deducted from a Member’s Account Balance as the result of a return of purchased merchandise, a request for a refund for services, or an unresolved dispute with a Partner over the completion of a Qualifying Activity.
iii. We reserve the right to grant Wellthpoints to select Patient Users or to all Patient Users, according to criteria established by us in our sole discretion, as part of our periodic marketing activities and promotions.
VII. PRIVACY
a) Protecting your privacy and keeping your information secure are among our biggest priorities. Details about how we handle personal information can be found in our Privacy Policy, located at https://www.wellthapp.com/legal/policies.html#privacy. When you access or use the Platform, you expressly acknowledge that you have read and understood and agree with our Privacy Policy. The Health Insurance Portability and Accountability Act of 1996 (“HIPAA”) is a federal law designed to protect sensitive health care information and reduce the administrative burden for health care entities. For more information regarding your rights under HIPAA, see http://www.hhs.gov/ocr/privacy/. You acknowledge and agree that Wellth is not a “Covered Entity” as such term is defined by HIPAA. You hereby agree to allow Healthcare Entities to share information about your achievement of Qualifying Activities with Wellth for the purpose of allowing Wellth to credit Wellthpoints to your Account Balance. And so that you may redeem your Wellthpoints for Rewards, you hereby agree to allow Wellth to share applicable Account Information (i.e. name, email, mailing address) with our Partners
b) Third-Party Access. You may be able to enable Caregivers to independently access and receive reminders and alerts relating to your care or other information that is collected by your use of the Services. You may also terminate a Caregiver’s access at any time. Every Patient User is responsible for ensuring that each Caregiver understands and complies with this Agreement and has read the Privacy Policy. You are responsible for ensuring that the Caregiver maintains the confidentiality of your information and you are responsible for all activities that occur as a result of their access. You agree that Wellth will not be liable for any loss or damage arising from your failure to comply with these requirements. Wellth reserves the right to terminate access of any Caregiver for any reason in its sole discretion.
VIII. USER CONTENT
a) “User Content” means any and all information and content that a Patient User submits to or posts on the Platform or on social networking sites where we have a page or presence. While you will own your User Content, you agree that any User Content provided by you in connection with the Platform or social networking sites is provided on a non-proprietary and non-confidential basis, except for your personal healthcare and medical information. Wellth agrees to use any personally identifiable information contained in any of your User Content only in accordance with its Privacy Policy. You are solely responsible for the User Content that you post, upload, link to or otherwise make available via the Services. We reserve the right to remove any User Content from the Platform or social networking sites at our discretion.
b) The following rules pertain to User Content. By transmitting and submitting any User Content, you agree as follows:
i. You are solely responsible for your Account and the activity that occurs while signed in to or while using your Account;
ii. You will not submit content that is copyrighted or subject to third-party proprietary rights, including privacy, publicity, trade secret, etc., unless you are the owner of such rights or have the appropriate permission from their rightful owner to specifically submit such content;
iii. You affirm we have the right to determine whether any of your User Content submissions are appropriate and comply with this Agreement, remove any and/or all of your submissions, and terminate your Account with or without prior notice.
iv. You understand and agree that any liability, loss or damage that occurs as a result of the use of any User Content that you make available or access through your use of the Platform is solely your responsibility. We do not, and cannot, pre-screen or monitor all User Content. However, at our discretion, we, or technology we employ, may monitor and/or record your interactions with the Services within the scope of our Privacy Policy and HIPAA privacy practices. These prohibitions do not require Wellth to monitor, police or remove any User Content or other information submitted by you or any other User.
v. You agree that you will not under any circumstances:
1. Post any information that is abusive, threatening, obscene, defamatory, libelous or racially, sexually, religiously or otherwise objectionable or offensive;
2. Post any information that contains nudity, excessive violence or offensive subject matter or that contains a link to such content;
3. Post, distribute or make available through the Services any material or information that infringes any copyright, trademark, patent, trade secret, right of privacy, right of publicity or other right of any person or entity or impersonates any other person;
c) This list of prohibitions provides examples and is not complete or exclusive. Wellth reserves the right to (a) terminate access to your account, your ability to post to the Platform, or use the Services and (b) refuse, delete or remove any User Content; with or without cause and with or without notice, for any reason or no reason, or for any action that Wellth determines is inappropriate or disruptive to the Platform or to any other User.
d) You hereby grant to Wellth a non-exclusive, perpetual, irrevocable, royalty-free, fully paid-up, worldwide license to your User Content, but not including any identifiable personal health or medical information, (including the right to sublicense through multiple tiers) to use, reproduce, process, adapt, publicly perform, publicly display, modify, prepare derivative works, publish, transmit and distribute your User Content, or any portion thereof, for any lawful purposes, including marketing, advertising and other commercial purposes, in any form, medium or distribution method now known or hereafter existing, known or developed, and authorize others to use your User Content. We may modify or adapt your User Content in order to transmit, display or distribute them over computer networks and in various media and/or make changes to your User Content as necessary to conform and adapt them to any requirements or limitations of any networks, devices, services or media. You agree to irrevocably waive (and cause to be waived) any claims and assertions of moral rights or attribution with respect to your User Content.
e) Feedback. If you provide us any feedback or suggestions regarding the Services (“Feedback”), you assign to us all rights in the Feedback and agree that we will have the right to use the Feedback and related information in any manner we deem appropriate. We will treat any Feedback you provide to us as non-confidential and non-proprietary. You agree that you will not submit to us any information or ideas that you consider to be confidential or proprietary.
IX. DMCA COPYRIGHT POLICY
a) We respect the intellectual property of others and ask that Users of our Platform do the same. In connection with our Platform, we have adopted and implemented a policy respecting copyright laws that provides for the removal of any infringing materials and for the termination, in appropriate circumstances, of the Accounts of Users of our Services who are repeat infringers of intellectual property rights, including copyrights. If you believe that one of our Users is, through the use of our Services, unlawfully infringing the copyright(s) in a work, and wish to have the allegedly infringing material removed, the following information in the form of a written notification (pursuant to 17 U.S.C. § 512(c)) must be provided to our designated Copyright Agent:
i. your physical or electronic signature;
ii. identification of the copyrighted work(s) that you claim to have been infringed;
iii. identification of the material on our Services that you claim is infringing and that you request us to remove;
iv. sufficient information to permit us to locate such material;
v. your address, telephone number, and e-mail address;
vi. a statement that you have a good faith belief that use of the objectionable material is not authorized by the copyright owner, its agent, or under the law; and
vii. a statement that the information in the notification is accurate, and under penalty of perjury, that you are either the owner of the copyright that has allegedly been infringed or that you are authorized to act on behalf of the copyright owner.
b) Please note that, pursuant to 17 U.S.C. § 512(f), any misrepresentation of material fact (falsities) in a written notification automatically subjects the complaining party to liability for any damages, costs and attorney’s fees incurred by us in connection with the written notification and allegation of copyright infringement.
c) Our designated Copyright Agent may be reached at:
Wellth, Inc.
Attn: Alec Zopf
12211 W Washington Blvd #102
Los Angeles, CA 90066
d) Submitting a DMCA Counter-Notification. We will notify you that we have removed or disabled access to copyright-protected material that you provided, if such removal is pursuant to a valid DMCA take-down notice that we have received. If you receive such notice from us, you may provide us with a counter-notification in writing to our designated Copyright Agent that includes all of the following information:
i. Your physical or electronic signature;
ii. Identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access to it was disabled;
iii. A statement from you under the penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and
iv. Your name, physical address and telephone number, and a statement that you consent to the jurisdiction of a court for the judicial district in which your physical address is located, or if your physical address is outside of the United States, for any judicial district in which Wellth may be located, and that you will accept service of process from the person who provided notification of allegedly infringing material or an agent of such person.
X. LINKS TO OTHER WEBSITES
As part of the Services, we may provide you with convenient links to third-party website(s) (“Third-Party Sites”) as well as content or items belonging to or originating from third parties (the “Third-Party Applications, Software or Content”). These links are provided as a courtesy; they do not imply endorsement of these linked Third-Party Sites or Third-Party Applications, Software or Content. We have no control over Third-Party Sites and Third-Party Applications, Software or Content or the promotions, materials, information, goods or services available on these Third-Party Sites or Third-Party Applications, Software or Content. If you decide to leave the Platform and access the Third-Party Sites or to use or install any Third-Party Applications, Software or Content, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Platform.
XI. DISCLAIMERS
a) We created Wellth to improve patients/members’ healthcare experience, and we want your experience with our Platform to be exceptional. While we work hard to make that happen, you acknowledge that we have no control over, and no duty to take any action regarding: (a) your Healthcare Entities and their provision to you of health-related services, (b) what Services or content you access, (c) what effects the Services or content may have on you, (d) how you may interpret or use the Services or content, or (e) what actions you may take as a result of having been exposed to the Services or content. You release us from all liability for you having acquired, you having not acquired, or your use of the Services and content. We make no representations or warranties regarding suggestions or recommendations of services or products offered or redeemed through the Platform and/or the Services. We have no special relationship with or fiduciary duty to you.
b) THE PLATFORM IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. USE OF THE PLATFORM IS AT YOUR OWN RISK. YOU ARE SOLELY RESPONSIBLE FOR ANY AND ALL ACTS OR OMISSIONS TAKEN OR MADE IN RELIANCE ON THE PLATFORM OR THE INFORMATION CONTAINED THEREIN, INCLUDING INACCURATE OR INCOMPLETE INFORMATION. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WELLTH, ITS SUBSIDIARIES, ITS AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICES WILL MEET YOUR REQUIREMENTS; THAT THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICE.
c) WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD-PARTY THROUGH THE PLATFORM OR ANY HYPERLINKED WEBSITE OR SERVICE.
d) WE MAY ALTER, SUSPEND, ADD TO, OR DISCONTINUE THE SERVICES IN WHOLE OR IN PART AT ANY TIME FOR ANY REASON, WITHOUT NOTICE OR COST. WE ASSUME NO RESPONSIBILITY FOR YOUR ABILITY TO OBTAIN ACCESS TO THE SERVICES. WE DO NOT ASSUME ANY LIABILITY FOR THE FAILURE TO STORE OR MAINTAIN ANY PATIENT USER MATERIALS, COMMUNICATIONS, ACCOUNT INFORMATION, USER CONTENT OR PERSONAL SETTINGS. THE SERVICES MAY BECOME UNAVAILABLE DUE TO MAINTENANCE OR MALFUNCTION OF COMPUTER EQUIPMENT, SERVERS, OR OTHER REASONS.
e) FURTHERMORE AND WITHOUT LIMITATION, WE DO NOT WARRANT THAT THE USE OF THE PLATFORM WILL RESULT IN ANY PARTICULAR RESULTS AND/OR THAT YOUR HEALTH WILL IMPROVE AS A RESULT OF YOUR USE OF THE SERVICE.
f) YOU agree that WE HAVE made no agreements, representations or warranties other than those expressly set forth in this Agreement. THE DISCLAIMERS AND EXCLUSIONS UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
XII. LIMITATION OF LIABILITY
a. IF YOU ARE DISSATISFIED WITH THE SERVICES, OR ANY MATERIALS, OR PRODUCTS THEREIN, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SERVICES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WELLTH, ITS AFFILIATES, AGENTS, DIRECTORS OR EMPLOYEES (“WELLTH PARTIES”), BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, whether a claim for any such liability or damages is premised upon breach of contract, breach of warranty, negligence, strict liability, or any other theory of liability, even if WE HAVE been apprised of the possibility or likelihood of such damages occurring.
b. YOU FURTHER SPECIFICALLY ACKNOWLEDGE THAT THE WELLTH PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD THE WELLTH PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING PARTNERS, HEALTHCARE ENTITIES, OTHER USERS OF THE SERVICE AND OPERATORS OF EXTERNAL SITES, AND THAT THE RISK OF THE SERVICE AND EXTERNAL SITES AND OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU. WELLTH SHALL HAVE NO LIABILITY FOR ANY MEDICAL SERVICES, MEDICAL SUPPLIES, OR HEALTHCARE SERVICES YOU ELECT TO RECEIVE AND WELLTH SHALL HAVE NO LIABILITY FOR YOUR REDEMPTION OF A REWARD.
c. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF THE PLATFORM; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD-PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE; AND/OR (VII) THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD-PARTY. IN NO EVENT SHALL WELLTH PARTIES BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING $100.00.
d. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
e. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE YOUR RIGHTS WITH RESPECT TO CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”
XIII. INDEMNIFICATION
You agree to indemnify and hold the Wellth Parties harmless, including costs and attorneys’ fees, from any claim or demand made by any third-party due to or arising out of (a) your use of the Platform, (b) your User Content, (c) your violation of this Agreement; or (d) your violation of applicable laws or regulations. We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any matter without our prior written consent. We will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
XIV. RELEASE
You release and forever discharge us (and our officers, employees, agents, successors, and assigns) from, and waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injury, death, and property damage), known or unknown, that relates to or has arisen or arises directly or indirectly out of, or relates directly or indirectly to, any interactions with, or act or omission of, other Service users, including Caregivers, or Third-Party Sites & Ads, including your acts or omissions based on use of the Mobile App, including without limitation any reliance on reminders or alerts or interactions with your Healthcare Entity, Caregiver, or other third-party.
XV. TERMINATION
a. If you’re not using the Service appropriately, we’ll want to work with you to set things straight. But we reserve the right, if we determine it is best, to terminate, suspend and/or deactivate your Account immediately, without notice, if there has been a violation of this Agreement or other policies and terms posted on the Platform. Upon termination of this Agreement, your Account and right to access and use the Services will terminate immediately. We will not have any liability whatsoever to you for any termination of this Agreement, including for termination of your Account. Upon termination of this Agreement, all of the provisions will terminate except those that by their nature are intended to survive.
b. Cancellation of Account. You may disable your Account at any time, for any reason, by following the instructions provided in the Mobile App or by email to help@wellthapp.com.
c. Effects of Termination. In the event your account is terminated or cancelled, you will forfeit all earned and unredeemed Wellthpoints in your Account Balance.
XVI. MISCELLANEOUS
a. Electronic Communications. You consent to receive communications from us electronically. You agree that all agreements can be entered into and signed electronically in accordance with applicable law, and all notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such notice or other communications be in writing.
b. Entire Agreement. This Agreement and any supplemental terms, policies, rules, and guidelines posted through the Services, each of which are incorporated herein by reference, constitute the entire agreement between you and us and supersede all previous written or oral agreements. If any part of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.
c. No Waiver. The failure of either party to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. The express waiver by Wellth of any provision, condition or requirement of this Agreement shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement.
d. Changes to These Terms of Use. We may change these Terms of Use and the other documents that are part of the Agreement at any time, as we reasonably deem appropriate. Upon any such change, we will post the amended terms on the Platform; we may also attempt to notify you in some other way including by email to the email address listed in your Account. Your continued use of the Platform and/or the Services following such posting shall constitute your affirmative acknowledgement of the applicable Agreement document, as amended. Any significant changes to this Agreement will be effective 30 days after posting such notice. IF AT ANY TIME YOU CHOOSE NOT TO ACCEPT ANY TERMS OF THIS AGREEMENT, INCLUDING FOLLOWING ANY SUCH MODIFICATIONS HERETO, THEN YOU MUST STOP USING THE PLATFORM AND THE SERVICES.
e. Legal Disputes. PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS AND WILL HAVE A SUBSTANTIAL IMPACT ON HOW CLAIMS YOU AND WELLTH HAVE AGAINST EACH OTHER ARE RESOLVED.
i. You and Wellth agree that any claim or dispute that has or may arise between us will be resolved in accordance with the provisions set forth in this Legal Disputes Section.
ii. Choice of Law. This Agreement is made under and will be governed by and construed in accordance with the laws of the State of Delaware, without giving effect to any principles that provide for the application of the law of another jurisdiction.
iii. Agreement to Arbitrate
1. We strongly encourage you to first contact us directly to seek a resolution of any dispute or claim by emailing help@wellthapp.com. You and Wellth agree that any and all disputes or claims that have or may arise between you and Wellth shall be resolved exclusively through final and binding arbitration, rather than in court. Alternatively, you may assert your claims in small claims court in New Castle County, Delaware if your claims qualify and so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis. The Federal Arbitration Act governs the interpretation and enforcement of this Agreement to Arbitrate.
2. The arbitration will be conducted on a confidential basis pursuant to the Commercial Arbitration Rules of the American Arbitration Association, as modified by this Agreement to Arbitrate. The arbitration will be conducted before one commercial arbitrator with substantial experience in resolving commercial contract disputes. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. Arbitrator decisions are as enforceable as any court order and are subject to very limited review by the court.
3. You and Wellth must abide by the following rules:
a. ANY CLAIMS BROUGHT BY YOU OR US MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING;
b. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, AND MAY NOT AWARD CLASS-WIDE RELIEF;
c. the arbitrator will honor claims of privilege and privacy recognized at law;
d. the arbitration will be confidential, and neither you nor we may disclose the existence, content or results of any arbitration, except as may be required by law or for purposes of enforcement of the arbitration award;
d. the arbitration will be confidential, and neither you nor we may disclose the existence, content or results of any arbitration, except as may be required by law or for purposes of enforcement of the arbitration award;
e. the arbitrator may award any individual relief or individual remedies that are permitted by applicable law; and
f. each side pays its own attorneys’ fees and expenses unless there is a statutory provision that requires the prevailing party to be paid its fees and litigation expenses, and then in such instance, the fees and costs awarded will be determined by applicable law.
iv. If any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, then the balance of this arbitration provision will remain in effect and will be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If for any reason a claim proceeds in court rather than in arbitration, the dispute will be exclusively brought in state or federal court in Wilmington, Delaware.
v. Exclusions from Arbitration/Right to Opt Out
1. Notwithstanding the above, you or Wellth may choose to pursue a claim or dispute in court and not by arbitration if
a. the claim or dispute qualifies, it may be initiated in small claims court; or
b. YOU OPT-OUT OF THESE ARBITRATION PROCEDURES WITHIN 30 DAYS FROM THE DATE THAT YOU FIRST CONSENT TO THIS AGREEMENT (the “Opt-Out Deadline”). You may opt out by mailing written notification to Wellth, Inc., 12211 W Washington Blvd #102, Los Angeles, CA 90066, or help@wellthapp.com. Your written notification must include (1) your name, (2) your address, and (3) a clear statement that you do not wish to resolve disputes with Wellth through arbitration. Your decision to opt-out of this Arbitration Provision will have no adverse effect on your relationship with Wellth. Any opt-out request received after the Opt-Out Deadline will not be valid and you must pursue your claim or dispute in arbitration or small claims court.
vi. Jury Waiver. You understand and agree that by entering into this Agreement you and Wellth are each waiving the right to a jury trial or a trial before a judge in a public court. In the absence of this Section, you and Wellth might otherwise have had a right or opportunity to bring claims or disputes in a court, before a judge or jury, and/or to participate or be represented in a case filed in court by others (including class actions). Except as otherwise provided herein, those rights are waived. Other rights that you would have if you went to court, such as the right to appeal and to certain types of discovery, may be more limited or may also be waived.
vii. Continuation. This Section shall survive the termination of this Agreement. However, notwithstanding any provision in this Agreement to the contrary, if Wellth makes any change to this Section (other than a change to the notice address) after the time in which you create your Account, you may reject any such change and require Wellth to adhere to the language in this Section as of the date your Account was created.
f. Headings. The headings of the sections of this Agreement are for convenience only, do not form a part hereof, and in no way limit, define, describe, modify, interpret or construe the meaning, scope or intent of this Agreement or any terms or conditions therein.
g. Assignment. We may assign any of our rights or delegate any of our obligations under this Agreement, in whole or in part, to any person or entity at any time without your consent. We may assign this Agreement at any time, including, without limitation, to any parent, subsidiary, or any affiliated company, or as part of the sale to, merger with, or other transfer of our company to another entity. You may not assign, transfer or sublicense this Agreement to anyone else and any attempt to do so in violation of this section shall be null and void.
h. Eligibility. You must be 18 years of age or over, or the legal age to form a binding contract in your jurisdiction if that age is greater than 18 years of age, to create an account with us or use the Services. However, if you are between the ages of 13 and 18 or the applicable legal age in your jurisdiction, the Services are available for use on your behalf, but the Patient User for your Account must be the patient/member’s parent or legal guardian who has agreed to the terms of this Agreement. Those under the age of 13 may not use the Services. If you are using the Services on behalf of a minor child, you represent and warrant that you are the parent or legal guardian of such child, and that all references in this Agreement to “you” shall refer to such child or such other individual on whose behalf you have authorization to enter into this Agreement and you in your capacity as the parent or legal guardian of such child or as the authorized party of such individual.
i. Fees and Purchase Terms. You agree to pay any and all fees and applicable taxes incurred by you or anyone using an Account registered to you. Any required fees will be specified as part of the Service or when you register your Account. Wellth reserves the right to charge fees for any parts of the Services that may have previously been offered without a fee. You agree that Wellth in the future may offer premium services as part of the Services that may require fees or additional fees. Wellth may revise the pricing for the goods and services offered through the Service at any time. YOU ACKNOWLEDGE THAT WELLTH IS NOT REQUIRED TO PROVIDE A REFUND FOR ANY REASON, AND THAT YOU WILL NOT RECEIVE MONEY OR OTHER COMPENSATION FOR UNUSED SERVICES AND WELLTHPOINTS WHEN YOUR ACCOUNT IS CLOSED, WHETHER SUCH CLOSURE WAS VOLUNTARY OR INVOLUNTARY.
j. SMS/Text/Email Communications. We may send communications to you on your mobile telephone by SMS or text message, as well as by email. Message and data rates from your mobile telephone service provider may apply and are subject to the terms and conditions imposed by your provider.
k. Third-Party Software. We may incorporate third-party software as part of certain of the Services, including without limitation open source third-party software. Your use of such third-party software is subject to any and all applicable additional terms and conditions governing such use provided by the third-party software provider. Where applicable, additional notices relating to the third-party software may be provided by us, which for example may contain attribution and disclaimer notices applicable to the third-party software.
l. Severability. If any provision of this Agreement is found invalid, illegal, or unenforceable, in whole or in part, by any court of competent jurisdiction, such provision will, as to such jurisdiction, be ineffective solely to the extent of such determination of invalidity, illegality, or unenforceability without affecting the validity, legality, or enforceability thereof in any other manner or jurisdiction and without affecting the remaining provisions of the Agreement, which will continue to be in full force and effect.
m. Supplemental Policies. We may publish additional policies related to specific services such as forums, contests, or loyalty programs. Your use, if any, of such services is subject to such specific policies and this Agreement.
n. Force Majeure. We shall not be liable for any delay or failure to perform resulting from causes outside of our reasonable control, including without limitation any failure to perform hereunder due to unforeseen circumstances, such as acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, shortages of transportation facilities, fuel, energy, labor or materials.
o. No Support or Maintenance. You acknowledge and agree that we will have no obligation to provide you with any support or maintenance in connection with the Services or the Mobile App.
p. Ownership of the Services. Excluding your User Content, you acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Platform, including the Services, Site and Mobile App, are owned by us or our licensors. The provision of the Services does not transfer to you or any third-party any rights, title or interest in or to the intellectual property rights. We reserve all rights not granted in this Agreement.
q. Geographical Restrictions. Wellth makes no representation that all products, services and/or material described or available through the Platform are appropriate or available for use in locations outside the United States or all territories within the United States.
Contact Information: Wellth, Inc.
Address: 13160 Mindanao Way, Suite 100C. Marina Del Rey, CA 90292
Email: support@wellthapp.com
LAST UPDATED: May 14th, 2021
i. INTRODUCTION
Wellth, Inc. (collectively referred to herein as “we,” “us,” “our,” or “Wellth”), respects your privacy and the importance of the information you entrust to us. With this in mind, we provide you this privacy policy (the “Policy”) to help you understand the kinds of information we may gather about you when you use the Platform or any of our Services, how we may use and disclose the information, and how you can control, correct and/or update the information. By accessing or using the Platform or Services, you are accepting the policies and practices described in this Policy. Each time you visit or use the Platform or Services, you agree and expressly consent to our collection, use and disclosure of the information that you provide as described in this Policy. Any capitalized terms not defined herein shall have the meaning as set forth in the Terms of Use.
Please note that this Policy does not apply to your use of third-party sites, services, or applications you may access through the Platform. We encourage you to review the privacy policies of those third parties for more information regarding their privacy practices.
We may make changes to this Policy from time to time. Your continued use of the Platform or Services after we make changes is deemed to be acceptance of those changes, so please check this Policy periodically for updates.
ii. CHILDREN UNDER THE AGE OF 18
Our Service is not intended for use by anyone under 18 years of age. No one under age 18 may provide any information to or on the Service. And no one providing information on behalf of another person may provide such information for anyone under the age of 13. We do not knowingly collect personal information from children under 18 or about children under 13. If you are under 18, do not use or provide any information on this Service or on or through any of its features. If we learn we have collected or received personal information from a child under 18 without verification of parental consent or about a child under 13, we will delete that information. If you believe we might have any information from a child under 18 or about a child under 13, please contact us at help@wellthapp.com.
iii. INFORMATION WE MAY COLLECT
When you use the Platform or Services, we may collect information about you or your use of the Platform or Services. Some of the Services require us to learn more about you so that we can best meet your needs. When you access the Services, we may ask you to voluntarily provide us certain information that personally identifies you or could be used to personally identify you (“Personal Information”). Personal Information includes (but is not limited to) the following categories of information:
(1) contact data (such as your e-mail address and phone number);
(2) demographic data (such as your gender, your date of birth and your zip code);
(3) medical data (your Healthcare Entities, your dates of medical visits, your medical history, and other medical and health information you choose to share with us); and
(4) other identifying information that you voluntarily choose to provide to us, including without limitation unique identifiers such as passwords, and Personal Information in emails or letters that you send to us
We may also collect additional information, which may be Personal Information, as otherwise described to you at the point of collection or pursuant to your consent. You may still access and use some of the Platform if you choose not to provide us with any Personal Information, but features of the Services that require your Personal Information will not be accessible to you.
Other information we may collect includes (but is not limited to):
- information regarding your mobile devices, including their locations, your mobile devices on which you have installed the Mobile App, and other information related to your use of the Services;
- information that is about you but individually does not identify you;
- information about your wireless or mobile internet connection, the equipment you use to access our Services and usage details;
- information about your uses of services within the Platform, including Partners you visit, and any of your Healthcare Entities;
- information about your device, such as the type and model, manufacturer, operating system (e.g. iOS or Android), carrier name, IP address, mobile browser (e.g. Chrome, Safari), and identifiers assigned to your device, such as its iOS Identifier for Advertising (IDFA), Android Advertising ID, or unique device identifier (a number uniquely allocated to your device by your device manufacturer);
- log information, including the apps or websites visited, the time and your time zone, network connection type (e.g., WiFi, cellular), and cookie information;
- the geo-location of your device (using GPS or other geo-location data), when location services have been enabled for the Mobile App or browser accessing our Platform or Services;
INFORMATION WE COLLECT DIRECTLY
We collect this information directly from you when you provide it to us, or as we process your transactions, for example:
- information that you provide by filling in forms on our Platform or Services, including information provided at the time of registering to use our Service, setting up your Account, receiving care from a Healthcare Entity, redeeming Wellthpoints, or requesting further services relating to the Platform or your use of the Services;
- records and copies of your correspondence (including email addresses), if you contact us;
- your responses to surveys that we might ask you to complete for research purposes; and
- your use histories within the Platform, including the Healthcare Entity where you have received healthcare or wellness service and the date of each interaction.
INFORMATION WE COLLECT THROUGH AUTOMATIC DATA COLLECTION TECHNOLOGIES
As you interact with our Platform or Services, we may use automatic data collection technologies to collect certain information about your equipment, browsing actions and patterns, including:
- details of your use of our Service, including traffic data, location data, logs and other communication data and the resources that you access and use on the Platform or Service; and
- information about your device and Internet connection.
- The information we collect automatically is statistical data and does not include personal information. It helps us to improve our Platform or Service and to deliver a better and more personalized service, including by enabling us to:
- estimate our audience size and usage patterns;
- store information about your preferences, allowing us to customize our Service according to your individual interests; and
- recognize you each time you use the Service.
We may use third-party analytics services to provide us with analytic data collection and reporting. We will not provide any personally identifiable information to such third parties.
IV. HIPAA AND PHI
Under a federal law called the Health Insurance Portability and Accountability Act (“HIPAA”), some demographic, health and/or health-related information that we collect as part of providing the Services may be considered “protected health information” or “PHI.” Specifically, when we receive identifiable information about you from or on behalf of your Healthcare Entities, this information is considered PHI.
HIPAA provides specific protections for the privacy and security of PHI and restricts how PHI is used and disclosed. Wellth may only use and disclose your PHI in the ways permitted by your Healthcare Entity(s). In addition, you may be asked to sign the Wellth authorization form (the “Wellth Authorization”). Your decision to sign the Wellth Authorization is entirely voluntary. If you choose to sign the Wellth Authorization, you agree that Wellth may use and disclose your PHI in the same way it uses and discloses your Personal Information that is not PHI. These uses and disclosures are described in this Privacy Policy.
To the extent any provision in the Wellth Authorization is inconsistent with this Privacy Policy or other provisions of the Agreement, then the provision in the Wellth Authorization only controls with respect to your PHI. If you do not sign the Wellth Authorization, then your Personal Information that is not PHI is governed by this Privacy Policy and your Personal Information that is PHI is used and disclosed only as permitted by your Healthcare Entity(s).
V. USE OF INFORMATION
We use the information we collect to provide and improve our Platform and our Services. For example, we use such information to process your electronic signatures and account for electronic delivery of documents, and to optimize and improve our technologies and delivery of our Services. We use information that we collect about you or that you provide to us, including any Personal Information or PHI:
- to present our Services and its contents to you;
- to provide you with information, products or services that you request from us;
- to fulfill any other purpose for which you provide it;
- to carry out our obligations and enforce our rights arising from any agreements entered into between you and us, including for billing and collection;
- to notify you about changes to our Services or any products or services we offer or provide though it;
- to communicate with Healthcare Entities and Partners regarding the Wellthpoints you have earned;
- to communicate with Partners and facilitate the redemption of Wellthpoints;
- to allow you to participate in interactive features on our Platform or Services;
- to show you ads for Wellth or our advertising partners that are more relevant to your interests. These interest-based ads may be presented to you while you are browsing our site or third-party sites not owned by Wellth. We belong to ad networks that may use your browsing history across participating websites to show you interest-based advertisements on those websites. Currently, our Site does not recognize if your browser sends a “do not track” signal or similar mechanism to indicate you do not wish to be tracked or receive interest-based ads. To learn more about interest-based advertisements and your opt-out rights and options, visit the Digital Advertising Alliance and the Network Advertising Initiative websites (www.aboutads.info and www.networkadvertising.org). Please note that if you choose to opt out, you will continue to see ads on our Site, but they will not be based on how you browse and shop;
- in any other way we may describe when you provide the information;
- for any other purpose with your consent.
This policy is not intended to place any limits on what we do with data that is aggregated and/or de-identified so it is no longer associated with any particular Patient User of the Platform or Services. For example, we may use Patient User data to generate, among other things, statistics about Patient Users, common health concerns, or the demographic distribution of Patient Users.
VI. SHARING OF INFORMATION
We may share or transfer information about you as follows or as otherwise described in this Privacy Policy:
- With your Healthcare Entities in connection with providing the Services;
- With Partners, and other service providers who need access to such information to carry out aspects of the Services on our behalf (including but not limited to hosting, billing, fulfillment, data storage, security, Website analytics, ad serving, mobile communications) and/or who make certain services, features or functionality available to our users;
- In response to a request for information if we believe disclosure is in accordance with any applicable law, regulation, or legal process, or as otherwise required by any applicable law, rule, or regulation;
- If we believe your actions are inconsistent with the spirit or language of our user agreements or policies, or to protect the rights, property, and safety of you, us, or others;
- In connection with, or during negotiations of, any merger, sale of our assets, financing, or acquisition of all or a portion of our business to another company (should one of these events occur, we will make reasonable efforts to notify you before your information becomes subject to different privacy and security policies and practices);
- With your consent or at your direction, including if we notify you through the Platform that certain information you provide will be shared in a particular manner and you provide this information.
We may also use or share aggregated or de-identified information, which cannot reasonably be used to identify you.
VII. ANALYTICS SERVICES
We may allow others to provide analytics services in connection with the Services. These entities may use cookies, web beacons, and other technologies to collect information about your use of the Platform or Services, including your IP address, web browser, pages viewed, time spent on pages, links clicked, and conversion information. We and others may use this information to, among other things, analyze and track data, determine the popularity of certain content, personalize the User experience, and better understand your activity. Cookies may store unique identifiers, user preferences and other information. You can reset your browser to refuse all cookies or to indicate when a cookie is being sent. However, some Platform features or Services may not function properly without cookies. We use cookies to improve the quality of our service, including for storing user preferences, tracking user trends and providing relevant advertising to you. Also, we use Google Analytics, a web analytics service provided by Google, Inc. (“Google”) to collect certain information relating to your use of the Platform. Google Analytics uses “cookies”, which are text files placed on your computer, to help the Platform analyze how Users use and interact with the Platform. You can find out more about how Google uses data when you visit our Platform by visiting “How Google uses data when you use our partners’ sites or apps”, (located at www.google.com/policies/privacy/partners/).
VIII. SECURITY
We work hard to protect your information and take appropriate, industry standard physical, electronic, and other security measures to help safeguard personal information from loss, unauthorized access, alteration, or disclosure. Our security practices include: encrypting many of our services using SSL; two-step verification for account access; and frequent review of information collection, storage and processing practices, including physical security measures, to guard against unauthorized access to systems. Although we make good faith efforts to store Personal Information and PHI in a secure operating environment that is not open to the public, we do not and cannot guarantee the security of your Personal Information and PHI. Any transmission of personal information is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the Service. The safety and security of your information also depends on you. Where we have given you (or where you have chosen) a password for access to certain parts of our Service, you are responsible for keeping this password confidential. We ask you not to share your password with anyone. Please note that e-mails and other communications you send to us through our “Contact Us” form are not encrypted, and we strongly advise you not to communicate any confidential information through these means.
IX. OTHER WEBSITES
This Privacy Policy applies only to information we collect at and through our Platform. The Platform or Services may contain links to or embedded content from third-party websites. A link to or embedded content from a non-Wellth site does not mean that we endorse that site, the quality or accuracy of information presented on the non-Wellth site or the persons or entities associated with the non-Wellth site. If you decide to visit a third-party site, you are subject to the privacy policy of the third-party site as applicable and we are not responsible for the policies and practices of the third-party site. We encourage you to ask questions before you disclose your information to others.
X. ACCESS TO YOUR INFORMATION AND CHOICES
You can access and update certain information we have relating to your Account through the profile settings on the Mobile App. If you have questions about Personal Information we have about you or need to update your information, you can Contact Us, or email our support team at help@wellthapp.com. You can opt-out of receiving marketing and promotional e-mails from us by using the opt-out or unsubscribe feature contained in the e-mails. You can close your online account by going to the Settings tab in the Wellth app. If you close your account, we will no longer use your online account information or share it with third parties. We may, however, retain a copy of the information for archival purposes, and to avoid identity theft or fraud.
XII. CALIFORNIA PRIVACY RIGHTS
California Civil Code Section 1798.83 permits Patient Users of the Platform that are California residents to request certain information regarding our disclosure of personal information to third parties for their direct marketing purposes. To make such a request, please send an email to help@wellthapp.com.
XIII. QUESTIONS AND HOW TO CONTACT US
If you have any questions, concerns, complaints or suggestions regarding our Privacy Policy or otherwise need to contact us, please Contact Us or contact us by US postal mail at the following address:
Wellth, Inc.
ATTN: Wellth Privacy Officer
13160 Mindanao Way
Suite 100C
Marina Del Rey, CA 90292
