Membership Terms of Service

Last Updated: April 21, 2022

These Membership Terms of Service (“Terms”), which includes an agreement to arbitrate and consent to electronic communications, govern your access to and use of services provided by Synergy Physicians PLLC (“Synergy”, “we”, “us”, or “our”), including the Synergy Health 360 website located at www.synergyhealth360.com, any Synergy Health 360 mobile application, our membership services that include personal healthcare services, subscriptions to wellness programs, communication services, facilitation of access to telehealth services, including certain on-demand app and video-based telehealth services, and other technology-enabled or personal services provided by Synergy or its affiliates (collectively, the “Services”). Please read these Terms carefully before using the Services. By accessing or using the Services you agree to be bound by these Terms. If you are accepting these Terms for another person (“Family Member”) as such Family Member’s parent, guardian, conservator, or custodian, you agree to the terms, conditions, and notices contained or referenced herein on behalf of such Family Member.

Synergy Health 360 is one of the organizations operated and managed by Synergy Physicians, along with any affiliated Medical services providers, including providers of telehealth services. Synergy Health 360 provides Medical services, including telehealth services. These Terms govern your access to and use of the Services offered by Synergy Physicians. Our Medical Terms of Service govern our provision, and you and your Family Member’s use of healthcare services provided by Synergy Health 360 or its affiliated healthcare partners. Please read the Medical Terms of Services carefully before using Synergy Health 360’s Medical services.

Please refer to our Privacy Policy to learn about our privacy practices with respect to your personal information. Please refer to our Notice of HIPAA Privacy Practices to learn about our privacy practices with respect to your Protected Health Information.

YOU AGREE THAT DISPUTES BETWEEN YOU AND SYNERGY PHYSICIANS WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION UNLESS YOU OPT-OUT IN ACCORDANCE WITH THE DISPUTE RESOLUTION PROCESS DESCRIBED IN SECTION 12 BELOW. UNLESS YOU OPT-OUT OF ARBITRATION, YOU ARE WAIVING YOUR RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING. IF YOU WISH TO OPT OUT OF ARBITRATION, FOLLOWING THE OPT-OUT PROCEDURE SPECIFIED IN SECTION 12.

1. Updates to the Terms

Synergy Health 360 may modify these Membership Terms of Service from time to time. We will notify you of material changes by posting the updated terms on our website and the mobile application at least thirty (30) days before the effective date of the changes. If we have your email on file, we will also notify you of material changes to the Terms by email at least thirty (30) days before the effective date of the changes. Please make sure we have your current email address so that you will receive notice of any material changes. If you do not agree with the proposed changes, you should discontinue your use of the Services before the effective date of the changes. If you continue using the Services after the effective date, you will be bound by the updated Terms.

2. Account Registration and Security

You may use the Services only for your own personal, non-commercial use. If you are registering on behalf of your Family Member, your Family Member may only use the Services for their own personal, non-commercial use. To access certain features of the Services or to become a member, you will have to create an account via the website at www.synergyhealth360.com or the Synergy Health 360 mobile app. It is important that you provide us with accurate and complete information for your account and update your account information as needed. You are responsible for protecting your account username and password, and for all activities that occur under your account. You should immediately notify us of any unauthorized use of your account. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. We will not be responsible for any loss or damage due to your failure to protect your account or your personal information.

3. Acknowledgement of Membership

Membership to Synergy Health 360 is free. Any account information shared by you on the Synergy Health 360 platform is helpful for access to certain features of the Services and Wellness Programs sections. Certain members may have access to Services or Wellness Programs through their employers, professional affiliations, partnerships, health programs, or other organizations, and as a result, membership to the platform will still be required. Membership facilitate access to healthcare and telehealth services, but it does not cover costs associated with Medical services provided that are typically covered by or billed to insurance. Membership features include appointment scheduling, provider selection, specialist booking and referral management, 24/7 connection to our services team, digital tools for easy access to Synergy Health 360 services, including telehealth services, as well as lifestyle and wellness program offerings.

4. Acknowledgement of Subscriptions

Membership to Synergy Health 360 does facilitate access to Wellness Programs that are elective and not typically covered by or billed to insurance. These services can include cash pay options scheduled or structured and delivered as a subscription that can be reoccurring or over a fixed period of time, per your membership selection. Wellness Programs can be conducted both in person or via virtual or telehealth tools and communications.

PAYMENT OF WELLNESS PROGRAM SUBSCRIPTION FEES TO SYNERGY HEALTH 360 IS NOT A REQUIREMENT TO SCHEDULING AN APPOINTMENT AND RECEIVING MEDICAL SERVICES AT SYNERGY HEALTH 360. Wellness Program subscription fees are exclusively cash pay and subject to the description of the Wellness Program and its deliverables, including those programs covered by employers. The options for accessing Medical Services, excluding app and video-based telehealth services, with Synergy Health 360 will be covered by and billed to insurance. To learn more about Membership and the difference between Medical Services and Wellness Programs, contact us at support@synergyphysicians.org.

Wellness Programs are not typically covered as a benefit under most health insurance plans or other healthcare benefit plans such as the Health Saving Account or Flexible Spending Account. As a result, you acknowledge that you may not be able to submit Wellness Subscription fees for coverage under your insurance or benefit plan, and as such, you will be responsible for the cost of such Wellness Program fee.

For members with paid subscriptions, Synergy Health 360 will charge your subscription fee to your designated billing account. You agree to make the payment using your chosen payment method. IF THE SUBSCRIPTION IS A FIXED FEE, 100% OF THE COST OF THE WELLNESS PROGRAM WILL BE BILLED TO YOUR ACCOUNT AT THE TIME OF REGISTRATION OR PURCHASE. THERE ARE NO REFUNDS OR CANCELATION OF ANY WELLNESS PROGRAM WITH A FIXED SUBSCRIPTION FEE PAST THE DATE OF THE FIRST SCHEDULED CONSULTATION OR EVENT. IF YOUR ACCOUNT IS SUBJECT TO REOCURRING SUBSCRIPTION FEES, YOU AUTHORIZE US TO CHARGE YOUR CHOSEN PAYMENT METHOD THE SUBSCRIPTION FEE AT THE TIME OF INITIAL PAYMENT AND EACH MONTH AS AN ONGOING RENEWAL, UNTIL YOU CANCEL. YOU MUST CANCEL YOUR SUBSCRIPTION BEFORE IT RENEWS TO AVOID BEING CHARGED THE NEXT MONTHLY FEE. IF YOU CAN CANCEL YOUR MEMBERSHIP AT ANY TIME BY LOGGING INTO YOUR SYNERGY HEALTH 360 ACCOUNT AND SELECT “CANCEL MEMBERSHIP” OR CONTACT US AT TERMS@SYNERGYHEALTH360.COM. IF YOU CANCEL YOUR MEMBERSHIP AND YOUR SUBSCRIPTION TERM HAS NOT EXPIRED, YOU MAY CONTINUE TO USE THE SERVICES UNTIL THE END OF YOUR THEN-CURRENT WELLNESS PROGRAM AND YOUR SUBSCRIPTION WILL NOT BE RENEWED AFTER YOUR THEN-CURRENT TERM EXPIRES. HOWEVER, YOU WON’T BE ELIGIBLE FOR A PRORATED REFUND OF ANY PORTION OF THE SUBSCRIPTION FEE PAID FOR THE THEN-CURRENT CONCLUSION OF THE WELLNESS PROGRAM.

If the amount charged to you varies from the amount you preauthorized (other than due to the imposition or change in the amount of state sales taxes), for example, due to an increase in the Subscription Fee, you have the right to receive, and we will provide, notice of the amount to be charged and the date of the charge at least 30 days before the scheduled date of the transaction. If you do not agree with the new amount in the notice, you may cancel the transaction by logging into your account and selecting “cancel membership” or contacting us at terms@synergyhealth360.com.

5. Free Trials and Other Promotions

ANY TRIAL, PROMOTION, OR TEMPORARY MEMBERSHIP (“TRIAL”) THAT PROVIDES FULL OR PARTIAL MEMBERSHIP ACCESS TO THE SERVICES IS MADE AVAILABLE ONLY TO INDIVIDUALS 18 YEARS OF AGE OR OVER, UNLESS OTHERWISE EXPLICITLY STATED, WITHIN THE SPECIFIED TIME PERIOD (“TRIAL PERIOD). TRIALS ARE ONLY FOR THE TRIAL MEMBERS’ PERSONAL USE, AND MAY NOT BE SHARED OR RESOLD. YOU MAY BE REQUIRED TO PROVIDE YOUR CREDIT CARD AND INSURANCE INFORMATION WHEN REGISTERING FOR THE TRIAL OR OTHERWISE DURING THE TRIAL. TRIALS DO NOT APPLY TO BILLABLE MEDICAL SERVICES. YOU UNDERSTAND AND AGREE THAT MEDICAL SERVICES SOUGHT DURING THE TRIAL (INCLUDING WITHOUT LIMITATION, IN-OFFICE CARE, REMOTE BILLABLE VISITS (E.G. “REMOTE VISITS”) AND THIRD PARTY SERVICE (E.G. FOR LABS OR PRESCRIPTIONS)) WILL REMAIN BILLABLE DURING THE TRIAL PERIOD, AND MAY BE BILLED TO YOU OR YOUR INSURANCE AS APPLICABLE. FOR TRIALS THAT CONVERT TO WELLNESS PROGRAM SUBSCRIPTIONS AT THE END OF THE TRIAL, IF YOU DO NOT WISH TO CONTINUE AS A WELLNESS PROGRAM SUBSCRIBER, YOU MUST CANCEL YOUR TRIAL MEMBERSHIP BEFORE THE END OF THE TRIAL PERIOD IN ORDER TO AVOID BEING CHARGED THE SUBSCRIPTION FEE. WE WILL SEND YOU A REMINDER, BUT YOU MAY CANCEL ANYTIME VIA THE “SETTINGS” PAGE IN YOUR ACCOUNT, UNDER “MEMBERSHIP AND BILLING”, OR YOU CAN CONTACT US AT TERMS@SYNERGYHEALTH360.COM. IF YOU CANCEL PRIOR TO THE END OF THE TRIAL PERIOD BUT ARE INADVERTENTLY CHARGED THE SUBSCRIPTION FEE, PLEASE CONTACT US AT TERMS@SYNERGYHEALTH360.COM FOR A REFUND. IF YOU ARE A RESIDENT OF A COUNTRY OTHER THAN THE UNITED STATES (U.S.), ANY TRIAL MAY BE USED ONLY WHILE YOU ARE PHYSICALLY LOCATED IN THE U.S. AND ITS TERRITORIES, AND SUCH TRIAL AUTOMATICALLY TERMINATES UPON YOUR DEPARTURE FROM THE U.S. AND ITS TERRITORIES. YOU UNDERSTAND AND AGREE THAT YOU ARE NOT AUTHORIZED TO ACCESS THE SERVICES FOLLOWING SUCH TERMINATION, AND THAT NON-U.S. RESIDENTS MAY NOT USE THE SERVICES OUTSIDE OF THE U.S. AND ITS TERRITORIES.

6. Service Use Termination

You may terminate your Membership use of the Services at any time by not using Medical Services. If you wish to terminate your membership, you can do so by logging into your account and selecting “cancel membership” or contacting us via email at terms@synergyhealth360.com. If you terminate your membership, your Wellness Program subscription will remain active until the end of your then-current or paid subscription period.

We may terminate your Membership or your use of Services at any time for any reason by sending notice to you at the email address you provided or otherwise contacting you or posting a notice on the Services. In order to protect the integrity of our Services, we may, at any time in our sole discretion, block users from certain IP addresses from accessing the Services. We are not required to provide you with notice prior to terminating or blocking your use of the Services or an associated reason. If we terminate your use of the Services because you have breached these Terms or any other agreement you have entered into with us, you will not be entitled to any refund for any Wellness Program or any paid Subscription Fee.

7. Use of Medical Services

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non- transferable, non-sublicensable right and license to use our Medical Services solely for your personal and non-commercial purposes. Your use of the Services must be in accordance with all applicable laws. You acknowledge that you do not acquire any other rights in the Services or any component thereof.

The following is a list of the type of actions that you may not engage in with respect to the Services:

• You will not use any robot, spider, site search/retrieval application, or other manual or automatic device or process to download, access, retrieve, index, “data mine”, or in any way reproduce or circumvent, avoid, bypass, remove, or deactivate the navigational structure or technical measures or presentation of the Services or its contents;
• You will not interfere, access, tamper with or disrupt the Services or the servers or networks connected to the Services;
• You will not attempt to probe, scan or test the vulnerability of the Services or any of our systems or network or breach any security or authentication measures;
• You will not use any meta tags or other hidden text or metadata utilizing our trademarks, logos, URLs or product names without our express written consent;
• You will not use the Services or content, or any portion thereof, for any commercial purpose or for the benefit of any third party or in any manner not permitted by these Terms;
• You will not post, distribute, or reproduce in any way any content that infringes third party intellectual property rights or violates third party rights of privacy or rights of publicity;
• You will not use, display, “frame” or “mirror” any part of the Services, our names, any of our trademarks, logos or other proprietary information, or the layout and design of any page or form contained on a page, without prior written authorization from us;
• You will not collect or store any personal information, including personally identifiable information, from others without their express permission;
• You will not provide any inaccurate, incomplete, false or misleading information about yourself when using the Services;
• You will not allow any other person to use your account, username or password to access the Services, and you will not use your account for any other person; and
• You will not assist or permit any person to engage in any of the activities described in this Section.

The Services are intended for use only within the United States and its territories. We make no representation that the Services are appropriate or available for use outside the U.S. and its territories. Those who choose to access and use our Services from outside the U.S. and its territories do so on their own initiative, at their own risk, and are responsible for compliance with applicable laws. IF YOU ARE A RESIDENT OF A COUNTRY OTHER THAN THE UNITED STATES (U.S.), YOU MAY USE THE SERVICES ONLY WHEN YOU ARE PHYSICALLY LOCATED IN THE U.S. AND ITS TERRITORIES. YOUR LICENSE AND RIGHT TO USE THE SERVICES AUTOMATICALLY TERMINATES UPON YOUR DEPARTURE FROM THE U.S. AND ITS TERRITORIES. YOU UNDERSTAND AND AGREE THAT NON-U.S. RESIDENTS MAY NOT USE THE SERVICES OUTSIDE OF THE U.S. AND ITS TERRITORIES.

8. Consent to Electronic Communications

You agree that Synergy Health 360 may send the following to you by email or SMS, or by posting them on your account via our website and mobile application: legal disclosures; these Terms; Privacy Policy; future changes to any of the foregoing; and other notices, policies, communications or disclosures and information related to the Services. You agree that Synergy may contact you via email, phone, text, or mail regarding your Synergy membership or the Services. You consent to receive such communications electronically. You agree to update your contact information to ensure accuracy. Your consent to conduct actions electronically covers all interactions between you and Synergy Physicians, and its affiliate providers. If you later decide that you do not want to receive certain future communications electronically, please send an email to terms@synergyhealth360.com. or a letter to Synergy Health 360, 9070 E Desert Cove Ave #A102 SCOTTSDALE, AZ 85260. You may also opt out of certain electronic communications through your account or by following the unsubscribe instructions in any communication you receive from Synergy Physicians, or its organizations and affiliations. Your withdrawal of consent will be effective within a reasonable time after we receive your withdrawal notice described above. Synergy Health 360 will need to send you certain communications electronically regarding the Services. You will not be able to opt out of those communications – e.g., communications regarding updates to the Terms or information about billing. Your withdrawal of consent will not affect the legal validity or enforceability of the Terms provided to and accepted by you. If you withdraw your consent to receive communications electronically, certain Services may become unavailable to you.

9. Intellectual Property Rights

Synergy Physicians and our licensors retain all ownership rights, title and interest (including all intellectual property rights) worldwide to Synergy Health 360, including to all software and content. No rights are granted to you other than as expressly set forth in these Terms. All trademarks, service marks and trade names are owned by Synergy Physicians.

10. Disclaimers

TO THE MAXIMUM EXTENT NOT PROHIBITED BY LAW, UNDER NO CIRCUMSTANCES WILL WE OR ANY OF OUR LICENSORS, AFFILIATES, EMPLOYEES, OFFICERS, DIRECTORS OR AGENTS BE RESPONSIBLE FOR ANY LOSS OR DAMAGE, INCLUDING PERSONAL INJURY OR DEATH, RESULTING FROM YOUR USE OF OR INABILITY TO USE THE SERVICES, OR RESULTING FROM ANY CONTENT POSTED ON THE SERVICES. TO THE MAXIMUM EXTENT NOT PROHIBITED BY LAW, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT ANY WARRANTIES OF ANY KIND, AND WE AND OUR LICENSORS DISCLAIM ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NONINFRINGEMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE AND USAGE OF TRADE. YOUR USE OF THE SERVICES IS SOLELY AT YOUR OWN RISK. FURTHERMORE, WE AND OUR LICENSORS DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED. WE DO NOT WARRANT THAT FILES AVAILABLE FOR DOWNLOAD WILL BE FREE OF VIRUSES, WORMS, TROJAN HORSES OR OTHER DESTRUCTIVE PROGRAMMING. ANY MATERIAL OBTAINED THROUGH THE USE OF THE SERVICES IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM ANY SUCH MATERIAL. WE MAKE NO WARRANTY REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT. Any general advice that may be posted via Medical Services is for informational purposes only and is not intended to replace or substitute for any Medical or other advice. To the maximum extent not prohibited by law, we make no representations or warranties and expressly disclaim any and all liability concerning any treatment of, action by, or effect on any person following the general information offered or provided within or through the Services. If you have specific concerns or a situation arises in which you require Medical advice, you should consult with an appropriately trained and qualified Medical services provider.

11. Limitation of Liability

TO THE MAXIMUM EXTENT NOT PROHIBITED BY LAW, IN NO EVENT WILL WE AND OUR AFFILIATES, LICENSORS, EMPLOYEES, OFFICERS, DIRECTORS OR AGENTS BE LIABLE FOR ANY CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, THOSE RELATING TO LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE, THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES, WHETHER BASED ON CONTRACT, WARRANTY, PRODUCT LIABILITY, TORT OR OTHER LEGAL THEORY AND EVEN IF WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE MAXIMUM EXTENT NOT PROHIBITED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU ARISING FROM THESE TERMS, OR THE USE OF OR INABILITY TO USE THE SERVICES WILL AT ALL TIMES BE LIMITED TO THE GREATER OF $100.00 OR THE AMOUNTS PAID BY YOU TO US FOR ACCESS TO AND USE OF SERVICES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.

12. Exclusive Remedy

If you are dissatisfied with Membership to Synergy Health 360 and its Medical Services or Wellness Programs, it is your sole and exclusive remedy to cancel your Membership, cancel any reoccurring Wellness Program subscription fees, and stop using our Medical Services (if applicable).

13. Dispute Resolution

Agreement to Arbitrate

You agree that any dispute, claim or controversy arising out of or relating to these Terms or the Services (collectively, “Disputes”) will be settled by binding arbitration, except that each party retains the right: (i) to bring an individual action in small claims court and (ii) to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights (the action described in the foregoing clause (ii), an “IP Protection Action”). You will also have the right to litigate any other Dispute if you provide us with written notice to opt out of arbitration (“Arbitration Opt-out Notice”) by email at terms@synergyhealth360.com or by regular mail to Synergy Physicians 9070 E Desert Cove Ave. #A102 Scottsdale, AZ 85260 within thirty (30) days following the date you first accept these Terms, or if you have not registered for an account, then within thirty (30) days following the date you first use our Services. If you don’t provide us with an Arbitration Opt-out Notice within the thirty (30) day period, you will be deemed to have knowingly and intentionally waived your right to litigate any Dispute except as expressly set forth in clauses (i) and (ii) above. The exclusive jurisdiction and venue of any IP Protection Action or, if you timely provide us with an Arbitration Opt-out Notice, will be the state and federal courts located in the State of Arizona and each of the parties hereto waives any objection to jurisdiction and venue in such courts. Unless you timely provide us with an Arbitration Opt-out Notice, you acknowledge and agree that you are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless you otherwise agree in writing, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of any class or representative proceeding. If a decision is issued stating that applicable law precludes enforcement of any limitations set forth in this Agreement to Arbitrate on the right to arbitrate claims on a class or representative basis, or as part of a consolidated proceeding, as to a given claim for relief, then that claim (and only that claim) must be severed from the arbitration and brought in the state or federal courts located in the State of Arizona. All other claims will be arbitrated. This “Dispute Resolution” section will survive any termination of these Terms.

Arbitration Rules

The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution” section. (The AAA Rules are available at https://www.adr.org/Rules or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this Section.

Arbitration Process

A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. AAA provides a general form for a Demand for Arbitration and a separate form for Demand for Arbitration for California residents. The arbitrator will be either a retired judge or an attorney licensed to practice law and will be selected by the parties from the AAA’s roster of arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules.

Arbitration Location and Procedure

Unless you agree with us otherwise, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of the documents that are submitted to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.

Arbitrator’s Decision

The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award of damages must be consistent with the terms of the “Limitation of Liability” section above as to the types and amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses to the extent provided under applicable law. We will not seek, and hereby waive all rights we may have under applicable law to recover, attorneys’ fees and expenses if we prevail in arbitration.

Fees

Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. However, if your claim for damages does not exceed $75,000, we will pay all such fees unless the arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).

Changes

Notwithstanding anything to the contrary in these Terms, if we change this “Dispute Resolution” section after the date you accepted these Terms or access our Services, you may reject any such change by sending us written notice (including by email to terms@synergyhealth360.com) within 30 days of the date such change became effective, as indicated in the “Effective Date” listed at the beginning of these Terms or in the date of our email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and us in accordance with the provisions of this “Dispute Resolution” section as of the date you accepted these Terms, or accessed our Services.

14. Links to Third Party Applications and Websites

The Services may allow you to connect your account to applications owned or operated by third parties, including device makers, or may link to other websites that are owned or operated by third parties. We are not responsible, and disclaim all liability, for the privacy, security, performance, and service practices of such third parties, nor are we responsible for any content, advertising, products, services or other materials made available on or through any such third- party applications or websites. We make the connections and links available to you only as a convenience, and it is your decision whether to connect to third party applications or access third party websites.

15. General Provisions

• These Terms make up the entire agreement relating to your Membership and use of our Services, and supersede all prior agreements relating to the subject matter hereof.
• These Terms will be governed by the laws of the State of Arizona without regard to its conflict of laws provisions.
• We may change, suspend, or discontinue any of the Services at any time. We will try to give you prior notice of any material changes to the Services, but we are not obligated to do so. We will not be liable to you or to any third party for any modification, suspension or discontinuance of the Services.
• These Terms do not confer any third-party beneficiary rights. You may not transfer any of your rights or obligations under these Terms to anyone else without our consent.
• We appreciate your feedback, suggestions, and other communications (collectively, “Feedback”) about the Services. You should know that we can, but are not obligated to, use your Feedback without restriction or any obligation to compensate you, and we have no obligation to keep them confidential.
• Even after termination, these Terms will remain in effect such that all terms that by their nature may survive termination will be deemed to survive such termination.
• If any provision of these Terms is found by a proper authority to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and remain valid and enforceable, and the invalid or unenforceable provision will be deemed modified to the maximum extent necessary to make it valid and enforceable or, if modification is not permitted by law, the provision will be disregarded.

If you have any questions about these Terms, please contact terms@synergyhealth360.com.