nicerx terms of use

NiceRx Terms of Use

NiceRx LLC

TERMS AND CONDITIONS OF USE

BY CLICKING “I AGREE,” CHECKING A RELATED BOX TO SIGNIFY YOUR ACCEPTANCE, USING ANY OTHER ACCEPTANCE PROTOCOL PRESENTED THROUGH THE SERVICE (AS DEFINED BELOW) OR OTHERWISE AFFIRMATIVELY ACCEPTING THESE TERMS AND CONDITIONS, YOU ACKNOWLEDGE THAT YOU HAVE READ, ACCEPTED, AND AGREED TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, DO NOT CREATE AN ACCOUNT OR USE THE SERVICE. YOU HEREBY GRANT AGENCY AUTHORITY TO ANY PARTY WHO CLICKS ON THE “I AGREE” BUTTON OR OTHERWISE INDICATES ACCEPTANCE TO THESE TERMS AND CONDITIONS ON YOUR BEHALF.

ARBITRATION NOTICE: THESE TERMS OF USE CONTAIN A MANDATORY ARBITRATION OF DISPUTES PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES IN CERTAIN CIRCUMSTANCES, RATHER THAN JURY TRIALS OR CLASS ACTION LAWSUITS. UNLESS YOU TIMELY OPT-OUT OF ARBITRATION, YOU AGREE THAT THE DISPUTES BETWEEN YOU AND US OR YOU AND THE AFFILIATED MEDICAL GROUPS OR PROVIDERS ARISING OUT OF OR RELATED TO THESE TERMS OF USE

IF YOU THINK YOU MAY HAVE A MEDICAL EMERGENCY, CALL 911 OR GO TO THE NEAREST EMERGENCY ROOM. DO NOT ACCESS THE SERVICES FOR EMERGENCY CARE.

Introduction

NiceRx LLC (“NiceRx,” “we,” “us,” and “our”), and its affiliates, operates the websites and domains located at www.NiceRx.com (collectively the “Platform” or “Websites”.) We refer to the websites, and other services provided or arranged for by NiceRx (together the “Service”). These Terms and Conditions of Use (“Terms of Use,” “Terms,” or “Agreement”) describe your rights and responsibilities with regard to the Services. Your access and use of the Platform, any part thereof, or anything associated therewith, including its content (“Content”), any products or services provided through the Platform or otherwise by NiceRx, and any affiliated website, software or application owned or operated by NiceRx (collectively, including the Platform and the Content, the “Service”) are governed by these Terms and Conditions (“Terms and Conditions” or “Agreement”).

Acceptance of Terms of Use

Please read this Agreement carefully because it sets forth the important terms you will need to know about the Service. In this Agreement, the terms “you” and “yours” refer to the person using the Service. Please see the “Limited Use and Availability” Section of this Agreement for more information regarding use of the Service by minors and applicable limitations on such use. Notwithstanding the foregoing, the Service is not intended for individuals under the age of eighteen (18) and individuals under this age are prohibited from using all or any part of the Service or entering into this Agreement, even if a parent or legal guardian would be willing to provide consent to use of the Service or this Agreement. Please contact us at [email protected] if you are a parent or legal guardian of an individual under the age of eighteen (18) who you believe has used the Service without your consent.

BY ACCESSING THE SITE OR USING OUR SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE LEGALLY BOUND AND COMPLY WITH THESE TERMS OF USE. IF YOU DO NOT OR CANNOT AGREE WITH ANY PART OF THESE TERMS OF USE, YOU MAY NOT USE THE SERVICES. THESE TERMS OF USE ARE SUBJECT TO CHANGE AS PROVIDED HEREIN. IF YOU DISAGREE WITH THIS AGREEMENT OR ANY TERMS OR CONDITIONS HEREIN, YOUR SOLE REMEDY IS TO DISCONTINUE YOUR USE OF THE SERVICE. YOUR CONTINUED USE AFTER A CHANGE TO THIS AGREEMENT HAS BEEN POSTED CONSTITUTES YOUR ACCEPTANCE OF THIS AGREEMENT AS MODIFIED BY SUCH CHANGES.

Your Relationship with NiceRx

NiceRx LLC, is not a medical group and does not provide medical advice, care, and/or treatment. NiceRx provides the Platform allowing individuals to connect with and access certain healthcare services from healthcare providers or pharmacies. NiceRx provides general health and wellness resources for informational purposes only through the Services, this information is not to be used or to be understood as the provision of medical advice. NiceRx licenses the “NiceRx” brand name to the Medical Groups and other affiliated medical practices that use our Platform to assist in the provision of Services. If prescribed a medication, you may choose to obtain your prescription fulfillment through one of the following pharmacies that provide services through our Platform: Southend Pharmacy (281-498-1450), Red Rock Pharmacy (801-839-5080), MFV Pharmacy (801-255-4567), Beaker Pharmacy (972-972-4700), OptioRx, PerfectRx Pharmacy (866-866-6806) and Rush Pharmacy (407-205-7336). NiceRx also provides administrative and management services to the independent, clinician-owned and operated Medical Groups: Nice Health P.A & Nice Health P.C., (“the Medical Groups”). Any telemedicine consults you participate in through our Platform are provided by licensed healthcare providers such as nurse practitioners and physicians. Each Medical Group engages a network of United States-based clinicians who provide clinical telehealth services. The Providers of the Medical Groups deliver clinical services via the Platform to their patients. NiceRx, Inc does not provide medical advice or care, own or operate the medical practices, employ or in any way supervise the clinicians providing medical care, and control over the care provided is the sole responsibility of the independent medical practices and the Providers the Medical Groups employ. Services and practices may vary across Providers, and patients should contact the Providers at the Medical Groups directly for all questions concerning their medical care.

We do not control or interfere with the practice of medicine by the Medical Groups or any Providers, each of whom is solely responsible for directing the medical care and/or treatment they provide to you. By accepting this Agreement, you acknowledge and agree that NiceRx is not a healthcare provider and that by using the Service, you are not entering into a doctor-patient or other health care provider-patient relationship with NiceRx. By using the Service, you may, however, be entering into a doctor-patient or other health care provider-patient relationship with the Medical Group and/or one or more Providers. Further, we do not control or interfere with any professional service provided by the Pharmacies, each of which is solely responsible for their provision of professional services rendered via the Service.

By accepting this Agreement, you acknowledge and agree that the Medical Group and/or Providers may send you messages, reports, and emails via the Service regarding your diagnosis and/or treatment. You understand and agree that NiceRx is not responsible for the security or privacy of communications services you use to receive the aforementioned messages, reports, and emails sent via the Service. You further understand and agree that it is your sole responsibility to monitor and respond to these messages, reports, and emails and that neither NiceRx nor the Medical Group nor any Provider will be responsible in any way and you will not hold NiceRx, the Medical Group or any Provider liable for any loss, injury, or claims of any kind resulting from your failure to read or respond to these messages or for your failure to comply with any treatment recommendations or instructions from the Medical Group or your Provider(s).

While you are not establishing a doctor-patient or other health care provider-patient relationship with NiceRx, by using the Service, you are establishing a direct customer relationship with NiceRx to use the Service, including the purchase of any non-prescription products or non-medical services sold directly to you by NiceRx via the Service. In connection with this relationship, you may provide to us, or cause to be provided to us on your behalf, personal information, including health information, that is subject to use by us in accordance with our Privacy Policy. Please refer to the “Privacy Policy” section and the “Protected Information” section below for additional information.

Notice of Financial Responsibility

NiceRx and the Medical Groups are not enrolled with, and are not participating providers with, any federal or state healthcare programs (i.e., Medicare, Medicaid) for the provision of any health care services or supplies and, as such, neither you nor NiceRx or the Medical Groups may receive payment from such programs for the services or products provided to you by NiceRx or the Medical Groups. Further, to the extent that any of the Labs, Pharmacies, or Providers may be enrolled in federal or state healthcare programs, the means through which the services and products are provided or made accessible through the Service typically precludes such services and products from being covered benefits under these programs. By choosing to use the Service, you are specifically choosing to obtain products and services on a cash basis outside of any federal or state healthcare program. Thus, you are solely responsible for the costs of any service or product provided to you.

By agreeing to use the Service, you acknowledge and agree that (1) you are explicitly choosing to obtain products and services on a cash basis outside of any federal or state healthcare program; and (2) neither you nor NiceRx, the Pharmacies, the Medical Groups or the Providers will submit a claim for reimbursement to any federal or state healthcare program for the costs of the services and products provided to you through the Service.

Subscription Products & Memberships

Certain products and services available for purchase through the Service require that you purchase the product and/or service on an automatically renewing subscription basis. For subscription-based products and services, your payment method will be automatically charged at regular intervals as described for that product or service during the checkout process until you cancel your subscription. Your first renewal may be charged early to prevent any discontinuity in treatment. At times, your shipments may be charged and shipped up to ten days early to accommodate holidays or for other operational reasons to support continuity of treatment. We and/or the Providers may, but are not required to, perform outreach to you from time to time via the Service to request updates to your information and to facilitate ongoing subscriptions. You may cancel a subscription at any time by emailing [email protected] and directly requesting a pause or cancellation, or by calling 866-407-0777 to cancel, or by messaging us through your online account. Cancellation will take effect at the end of the current subscription period that you have elected. Unless you cancel at least two (2) days before the applicable renewal processing date of your subscription, your subscription will automatically renew for another period. We do not offer refunds for partially used subscription periods, although we may provide refunds on a case-by-case basis in our sole and absolute discretion. For certain subscriptions and services, we may also offer you the ability to pause your subscription for a specified period of time. If you do not cancel before the end of the pause period, charging to your payment device will resume automatically. We may change our subscription plans and prices from time to time; however, we will provide you advance notice of any price changes or changes to your subscription plans.

In order to simplify the user experience through the Service, you will only see and be required to pay a single “total” subscription price. However, if a subscription product you purchase required a consultation with a Provider and/or includes a prescription product that you fill through one of the Pharmacies, then the total price you pay includes the amounts charged for use of the Service, as well as amounts charged by the Pharmacy for the prescription drug and the amount charged by the Medical Group for the services of the Provider, as applicable, which amounts are collected on behalf of and paid to the Pharmacies and Medical Groups, respectively.

Prescription Products

Certain products available through the Platform require a valid prescription by a licensed healthcare provider. You will not be able to obtain a prescription product unless you have completed a consultation with one of the Medical Group Providers, the Provider has determined the prescription product is appropriate for you and the Provider has written a prescription.

If a Provider determines a prescription product is appropriate for you and writes a prescription, you will receive information about your options for filling the prescription. Certain prescriptions can be filled through one of the Pharmacies by using the Platform or you may fill the prescription at any pharmacy of your choice as prompted during your use of the Service or by emailing your request to [email protected]. Not all prescriptions fulfilled by the Pharmacies use child-resistant packaging and your prescription product may not be dispensed in a child-resistant container.

If you complete a consultation with a Provider and fill a prescription through one of the affiliated Pharmacies, the prescription product is shipped to you by the applicable Pharmacy and the costs associated with the prescription are included in the total charged to you by the Service. If you fill a prescription with a pharmacy other than the Pharmacies, the Service will send the prescription to your selected pharmacy, but you will be responsible for picking up or otherwise obtaining the prescription product and paying the pharmacy directly for the cost of the prescription product.

Prescription Transfers and Requests. By finishing the online signup process and adding your payment method, you give NiceRx consent to transfer your prescriptions from your existing pharmacy(s) and / or coordinate with your Providers(s) as to any new prescriptions they may wish to authorize after they consult directly with you. NiceRx is not a pharmacy, drug manufacturer, insurance company or medical provider.

More information on prescription products available through the Platform are “Third-Party Goods and Services” as described in the Third-Party Goods and Services section of this Agreement.

Limited Use and Availability

Our Service is currently only available to individuals who are located in states in which we offer the Service, are at least eighteen (18) years of age or older, or at least the age of majority in their jurisdiction of residence, if higher than eighteen (18), have an active NiceRx account in good standing and who have accepted this Agreement. By visiting, accessing, registering with or using the Service, you are (a) representing and warranting to us that you are at least eighteen (18) years of age or older or at least the age of majority in your jurisdiction of residence, if higher than eighteen (18); (b) representing and warranting to us that when you use the Service to consult with a Provider, you are located in the same state as the shipping address you provide in your account at the time that you conduct such consultation; (d) agreeing to comply with all applicable laws in visiting, accessing, registering with our using the service; and (e) agreeing that you will only use the Service for lawful purposes. Our Service is subject to state regulations and may change from time to time due to changes in applicable regulatory requirements.

In some cases, the Service may not be the most appropriate way for you to provide information to, communicate with or seek medical treatment from a healthcare provider. For example, certain medical conditions may require an in-person procedure or a healthcare provider other than your Provider, or your Provider may determine that your diagnosis and/or treatment requires an in-person office visit or are otherwise not appropriately addressed through use of the Service. In such a case, you may receive notification that you will be unable to use the Service for the particular issue you submitted with additional information regarding next steps.

Consent to use Telehealth Services

Telehealth involves the delivery of health care services remotely using electronic communication and technology. While it offers benefits, it also carries potential risks and is not a substitute for in-person care in all situations. To use the Service, you must review and agree to the Medical Groups Informed Consent to Telehealth, which is available through the platform and your account creation. You acknowledge that NiceRx is a third-party beneficiary of this Informed Consent to Telehealth and may enforce its terms.

Duty to Provide Information, Access, and Connectivity

You are solely responsible for providing and maintaining any hardware, software, and internet access needed to use the Service, including payment of any fees you incur using the Service. Requirements may include using a computer or mobile device that is capable of producing live two-way audio and visual communications. At all times, you are required to provide accurate, complete, and truthful information when using the Service. You also have a duty to provide truthful, accurate and complete information in any forms or other communications you submit to or through the Service. We reserve the right to change the access configuration, including any software, hardware or other requirements of the Service at any time without prior notice.

Privacy Policy

NiceRx understands the importance of confidentiality and privacy regarding your personal information. Please see our Privacy Policy for a description of how we may collect, use and disclose your personal information.

Protected Health Information

When you set up an account with NiceRx, you are creating a direct customer relationship with NiceRx that enables you to access and/or utilize the various functions of the Service as a user. As part of that relationship, you provide information to NiceRx, including but not limited to your name, email address, shipping address and phone number, that we may collect, use and disclose in accordance with our Privacy Policy, and that we do not consider to be “health” or “medical” information.

However, in using certain components of the Service, you may also provide certain medical information that may be protected under applicable laws. NiceRx is not a “covered entity” under the Health Insurance Portability and Accountability Act of 1996, Public Law 104-191, and its related regulations and amendments from time to time (collectively, “HIPAA”). One or more of the Pharmacies or Medical Groups may or may not be a “covered entity” or “business associate” under HIPAA, and NiceRx may in some cases be a “business associate” of a Pharmacy or Medical Group. It is important to remember that, while state-specific privacy laws may apply, HIPAA does not necessarily apply to an entity or person simply because there is health information involved, and HIPAA may not apply to your transactions or communications with NiceRx, the Medical Groups, the Providers, and or the Pharmacies. To the extent NiceRx is deemed a “business associate” however, and solely in its role as a business associate, NiceRx, may be subject to certain provisions of HIPAA with respect to “protected health information,” as defined under HIPAA, that you provide to the Labs, Pharmacies, or Medical Groups (“PHI”). In addition, any medical or health information that you provide that is subject to specific protections under applicable state laws (collectively, with PHI, “Protected Information”), will be used and disclosed only in accordance with such applicable laws. However, any information that does not constitute Protected Information under applicable laws may be used or disclosed in any manner permitted under our Privacy Policy. Protected Information does not include information that has been de-identified in accordance with HIPAA. The Medical Groups and Providers have adopted a Notice of Privacy Practices that describes how they use and disclose Protected Information. By accessing or using any part of the Service, you are acknowledging receipt of the Notice of Privacy Practices from your Medical Group and Providers. By using the Service, you are agreeing that even if HIPAA does apply to NiceRx, the Medical Groups, the Providers, or the Pharmacies, any information that you submit to NiceRx that is not intended and used solely for the provision of diagnosis and treatment by the Medical Group and Providers or prescription fulfillment by the Pharmacies or laboratory services by the Labs, is not considered Protected Information, and will only be subject to our Privacy Policy and any applicable state laws that govern the privacy and security of such information.

Account Registration & Security

You are obligated to register and set up an account in the Platform in order to access the Service, and the Service is available only to Users who have registered and have been granted accounts with usernames and passwords. The information you provide to NiceRx during registration—such as name, email, shipping address, and phone number—is not considered Protected Health Information as referenced to in our Privacy Policy.

You agree to provide accurate and complete information and to keep it updated. If your information is inaccurate or misleading, NiceRx may suspend or terminate your account at our sole discretion. You also agree to immediately notify NiceRx of any unauthorized use of your username, password or any other breach of security that you become aware of involving or relating to the Service by emailing NiceRx at [email protected]. In addition, you agree to keep confidential your username and password and to exit from your User account at the end of each session. NiceRx explicitly disclaims liability for any and all losses and damages arising from your failure to comply with this section. You may not use anyone else’s account at any time.

When establishing an account, you will be required to provide a username and password or leverage a one-time passcode sent to your email for multi-factor authentication that will be used to login to your account. To help protect the privacy of data you transmit through the Service, where personally identifiable information is requested, we also use technology designed to encrypt the information that you input before it is sent to us using Secure Sockets Layer (SSL) technology or similar encryption technology. In addition, we take steps to protect the User data we collect against unauthorized access. However, you should keep in mind that the Service and our services are run on software, hardware, and networks, any component of which may, from time to time, require maintenance or experience problems or breaches of security beyond our control. In addition, persons with access to your computer, phone, or other mobile or other devices may be able to access the Service and information about you, including medical information, contained in the Service. It is your responsibility to affirmatively logout from your account when you are not actively using it. It is also your responsibility to secure and prevent unauthorized physical access to your computer, phone and other devices, and to protect the confidentiality of your username and password.

You must use the Service responsibly and with good judgment. Do not try to access or tamper with the Service’s security in any way. Doing so may result in legal consequences. If NiceRx suspects a violation, we may investigate and work with law enforcement if necessary, and take legal action against you for your misuse.

Use and Ownership of the Service

The Service and the information and Content available through the Service are protected by copyright laws throughout the world. Subject to this Agreement, NiceRx grants you a limited, non-transferable, revocable license to access and use the Service for your personal use. Unless otherwise specified by NiceRx in a separate license, your right to use any of the Service or the Content is subject to this Agreement and all rights in the Service and Content are reserved by NiceRx. You agree thatNiceRx and its suppliers own all rights, title and interest in the Service (including but not limited to, any computer code, themes, objects, concepts, photographs, product descriptions, blog posts, artwork, animations, sounds, musical compositions, audiovisual effects, methods of operation, moral rights, and documentation). You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Service. NiceRx stylized name and other related graphics, logos, service marks and trade names used on or in connection with the Service are the trademarks of NiceRx and may not be used without permission, including in connection with any third-party products or services. Other trademarks, service marks and trade names that may appear on or in the Service are the property of their respective owners.

License to Information Submitted via the Service

Subject to any limitations on Protected Information described below, any information you transmit to NiceRx via the Service, whether by direct entry, submission, email or otherwise, including data, questions, comments, forum communications, or suggestions (collectively, “Submissions”), will, to the extent permitted under applicable law, be treated as non-confidential and non-proprietary. Subject to any applicable account settings that you select, you grant NiceRx a fully paid, royalty-free, perpetual, irrevocable, worldwide, royalty-free, non-exclusive and fully sublicensable right (including any moral rights) and license to use, license, distribute, reproduce, modify, adapt, publicly perform, and publicly display, Submissions (in whole or in part) for the purposes of operating and providing the Service to you and to our other users. You warrant that the holder of any worldwide intellectual property right, including moral rights, in Submissions has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above. You agree that you, not NiceRx, are responsible for all of the Submissions that you provide to the Service. In addition to the foregoing, NiceRx shall have the right, in its sole discretion, to edit, duplicate, or alter the Submission in any manner for any purpose that NiceRx deems necessary or desirable, and you irrevocably waive any and all so-called moral rights you may have in the Submission. You further agree that you shall have no right of approval and no claim to compensation in connection with the Submission.

If your Submission includes Protected Information, NiceRx’s rights to use or share that information will be limited as required by applicable law.

Prohibited Use

You are prohibited from using or attempting to use the Service: (i) for anything illegal, unauthorized, dishonest, or harmful; (ii) in a way that could harm, overload, or interfere with our servers or networks; (iii) in a way that disrupts other users from using and enjoying the Service; (iv) to try to access other people’s accounts or systems without permission (like by hacking or guessing passwords); (v) to access any systems, data, or information that you’re not supposed to see; (vi) to collect or download content or data not meant to be shared with you; (vii) to reverse engineer or tamper with any part of the technology behind the Service; or (viii) for anything other than the Service’s intended business purpose.

In addition, in connection with your use of the Service, you agree you will not: (a) upload or share anything illegal, harmful, threatening, abusive, harassing, offensive, obscene, or discriminatory, including anything that violates someone’s privacy; (b) pretend to be someone else, make fake accounts, or mislead others about who you are or your connection to any person or organization (including NiceRx); (c) upload or share anything you don’t have the legal right to share, like confidential information or content covered by contracts or NDAs; (d) upload files with viruses, spyware, malware, or anything else that could harm someone’s computer or data; (e) remove copyright notices, authorship credits, or other legal labels from anything you post; (f) misuse chat or communication tools in ways that interfere with others—like using ALL CAPS, spamming messages, or flooding the system; (g) send or post unwanted ads, spam, phishing scams, chain letters, or other promotional material; (h) break any laws (local, state, national, or international); (i) post anything that violates someone else’s rights, like copyrights, trademarks, or trade secrets; (j) alter or delete anything posted by another user; (k) manipulate the way the Service appears using framing, mirroring, or other tricks; (l) try to bypass or test the security of the Service or related systems without permission; (m) sign someone else up, or try to—for anything on the Service without their permission; (n) collect or “harvest” personal info about others, like email addresses, without consent; (o) use bots, scrapers, or other tools to copy or download information from the Service without permission; (p) help or encourage anyone else to do any of the above.

NiceRx reserves the right to take whatever lawful actions it may deem appropriate in response to actual or suspected violations of the foregoing, including, without limitation, the suspension or termination of a User’s access and/or account. NiceRx may cooperate with legal authorities and/or third parties in the investigation of any suspected or alleged crime or civil wrong.

Except as may be provided in the Privacy Policy or prohibited by applicable law, NiceRx reserves the right, at all times, to disclose any information as NiceRx deems necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in NiceRx’s sole discretion.

Right to Monitor

NiceRx reserves the right to monitor general use of the Service at any time as it deems appropriate and to remove any materials that, in NiceRx’s sole discretion, may be illegal, may subject NiceRx to liability, may violate this Agreement, or are, in the sole discretion of NiceRx, inconsistent with NiceRx purpose for the Service.

Third-Party Goods & Services

Parties other than NiceRx, including Pharmacies, Medical Groups and Providers, provide services or sell products through the Service (collectively, “Third Parties”), and NiceRx may also make available to you for purchase certain services, items or products manufactured, distributed or sold by Third Parties (“Third-Party Goods and Services”). Your use of any Third-Party Goods and Services and any interactions with Third Parties, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such use or interactions, are solely between you and such Third Parties. Before buying anything or interacting with third parties through the Service, you should do your own research to make sure you’re comfortable. You’re fully responsible for how you use the Service and for any personal information you choose to share and we encourage you to use caution and good judgment.

You agree that NiceRx shall not be responsible or liable for any loss or damage of any sort incurred as the result of your use of the Service, including any Third-Party Goods and Services or your interactions with any Third Parties. In the event of any dispute between you and any Third Party, any other User or any other entity or individual, you understand and agree that NiceRx is under no obligation to become involved in such dispute, and you hereby release and indemnify NiceRx, and its respective corporate parents, subsidiaries, and affiliates, and all of their respective contractors, directors, officers, employees, representatives, proprietors, partners, shareholders, servants, principals, agents, predecessors, successors, assigns, accountants, and attorneys (collectively, “NiceRx Parties”) from any and all claims, demands and/or damages (actual or consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes or the Service or the features and services therein. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”

Terms of Sale

All products offered for sale by NiceRx are subject to availability and NiceRx or its affiliated parties reserve the right to impose quantity limits on any order or reject all or any part of an order without prior notice. In the event of an error, we reserve the right to correct the error and revise your order accordingly (which includes charging the correct price) or to cancel the order and refund any amount charged. Prices for products are subject to change at any time. You are responsible for any applicable sales, use, duty, customs or other governmental taxes, levies or fees (“Taxes”) due with respect to your purchase of products or services through our Service. We will collect applicable Taxes if we determine we have a duty to collect Taxes. We will present an estimate of Taxes we collect at checkout, except where we have clearly stated in writing that a price includes Taxes. The actual Taxes charged may be adjusted from the amount shown at checkout. Several factors may cause this, such as variances between processor programs and changes in tax rates. We are not required to, and do not, collect Taxes in all states. You may have a duty to directly report and pay Taxes if we do not collect such Taxes.

Only valid payment methods acceptable to us may be used to complete a purchase via the Service. You represent and warrant that you are authorized to use your designated payment method. You authorize us to charge your designated payment method for the total amount of your order (including any applicable taxes and shipping and handling charges). If your designated payment method is declined, we will attempt to process your charge until the transaction is approved. We and our third-party payment service providers may request, and may receive, updated payment card information from your payment card issuer, such as updated card numbers and expiration date information when your credit card has expired. If such updated information is provided to us and our third-party payment service providers, you agree we may update your account information accordingly, and will use such updated information to process payments for your future purchases and applicable subscription charges (including any applicable taxes, shipping and handling charges). Your payment card issuer may give you the right to opt out of providing vendors and third-party payment service providers with your updated card information. If you wish to opt out of your payment card’s updating service, you should contact your card issuer. We are not responsible for any fees or charges that your bank or payment card issuer may apply. If your bank or card issuer reverses a charge to your payment card, we may bill your account directly and seek payment by another method including a mailed statement.

If any of the products in your order are unavailable, we will only charge the prices, Taxes and other applicable charges associated with the products that are included in the shipment. In connection with any purchase you make through the Service, you may be asked to supply certain information relevant to the transaction, including, without limitation, your payment card number and expiration date, your billing address, your shipping address, your phone number and/or your email address. By submitting such information, you grant NiceRx without charge the irrevocable, unencumbered, universe-wide and perpetual right to provide such information (and any updated information we receive) to third parties (e.g., payment processing companies, buyers on the Service, sellers on the Service) for the purpose of facilitating the transaction.

All credit card, debit card and other monetary transactions on or through the Service occur through an online payment processing applications accessible through the Service. This online payment processing application(s) is provided by NiceRx’s third-party online payment processing vendor, Network Merchants, LLC (dba NMI) (“NMI”) . Additional information about NMI, its privacy policy and its information security measures (collectively, the “NMI Policies”) should be available on the NMI website located at https://www.nmi.com/policy/privacy/ or by contacting NMI directly. Reference is made to the NMI Policies for informational purposes only and are in no way incorporated into or made a part of this Agreement. NiceRx’s relationship with NMI, if any, is merely contractual in nature, as NMI is nothing more than a third-party vendor to NiceRx and is in no way subject to NiceRx’s direction or control; thus, their relationship is not, and should not be construed as, one of fiduciaries, franchisors-franchisees, agents-principals, employers-employees, partners, joint venturers or the like. Please note: at times your financial institution may charge you a foreign transaction fee for purchases made through this Platform. In the event your institution charges a foreign transaction fee, you may request a refund of that fee by contacting customer service at: [email protected] and providing a copy of your statement that shows that the foreign transaction fee was charged when you were billed by NiceRx.

Please note that we do not access or store your payment information, such as your credit card number. Rather, we use third-party payment processors to securely process your payment information. Personal data collected by NiceRx LLC may be processed by NiceRx Inc., and personal data collected by NiceRx Inc. (a Canadian company) may be processed by NiceRx LLC, as necessary for providing and supporting the services we provide to you. Please be aware that personal data processing may occur in both the United States and Canada, and applicable legal frameworks in each jurisdiction will apply.

From time to time, individuals may be offered other payment options that include deferred payment arranged, integrated payment apps such Google Pay, or Apple Pay. Your use of those alternate payment methods is conditioned on your acceptance of the third-party payment vendor’s terms and conditions and privacy policy. NiceRx maintains only a contractual third-party relationship with these payment processors.

You may choose to use certain Flexible Spending Account or Health Savings Account (FSA/HSA) funds for payment of any of NiceRx’s services or for the products offered by the third-party pharmacies and providers. Please note that even if you are able to process payment through your FSA/HSA funds, NiceRx does not guarantee that any of the Services provided are FSA / HSA eligible. Before using your FSA / HSA funds, you should check with your plan administrator and documents to ensure eligibility.

You agree to pay any shipping and handling charges, if any, shown at the time you make a purchase. We reserve the right to increase, decrease, add or eliminate shipping and handling charges from time to time, but we will provide notice of the changes applicable to you before you make your purchase. Any delivery dates or times shown as part of the checkout process are estimates only and are not guaranteed. Unless we state otherwise in writing via the Service, risk of loss or damage to a product passes to you upon delivery of the product to our designated carrier.

We reserve the right to remedy User issues and concerns on a case-by-case basis. We reserve the right, in our sole discretion, to resolve customer issues and concerns based on the facts and circumstances of each User.

Termination

NiceRx may terminate your use of the Service or any of our features or services at any time and for any reason without notice, including, for example, for conduct violating this Agreement, if any or all of the agreements between NiceRx and the Medical Groups or Pharmacies terminate or if we discontinue the Service. The provisions of this Agreement concerning Service security, prohibited activities, copyrights, trademarks, user submissions, disclaimers, limitation of liability, arbitration and resolution of Disputes, indemnity and jurisdictional issues shall survive any such termination or any other termination of this Agreement or your relationship with NiceRx. You agree that if your use of the Service is terminated pursuant to this Agreement, you will not attempt to use the Service under any name, real or assumed, and further agree that if you violate this restriction after being terminated, you will indemnify and hold all NiceRx Parties harmless from any and all liability that any such NiceRx Parties may incur with respect thereto.

Except as otherwise provided in the Privacy Policy or as required by applicable law (including any obligation to provide access to health records), we have no obligation, whether before or after the termination of your use of the Service, to return or otherwise provide to you or any third party on your behalf any Content, any information you provide to us, any information your Providers provided to us about or relating to you, or any other information that we may have that relates to you.

Notices

Any notices to you from NiceRx regarding the Service or this Agreement may be made by email, a posted notice on the Service, or regular mail, in the sole discretion of NiceRx.

Electronic Communication, Emails, Text Messages, and Phone Calls

NiceRx uses various methods of telephone and electronic communications to provide you with the Services. When you use the Site to submit information, communicate with us via telephone, or otherwise agree to receive Services through NiceRx, you are agreeing to our use of email, phone calls, and “text messages” which include, but are not limited to, Short Message Service (“SMS”) and Multimedia Message Service (“MMS”) messages to receive some, or all, of the Services. To receive the full benefit of our Services, you must agree to these terms of NiceRx Text Message Program, which is hereby incorporated into these Terms of Use and detailed below.

  1. Electronic Notices & Email Communication. During enrollment, or through your use of the Services, you agree that we can send you any privacy or other notices, disclosures, consents, or communications regarding enrollment in the Services through electronic means that include, but are not limited to, emails and text messages, push notifications to your mobile device, or by posting on the Platform or Website. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. You agree that any notices provided by us electronically are deemed to be given and received on the date we transmit any such electronic communication as described in these Terms. The delivery of any communications from us is effective when sent by us, regardless of whether you read the communication when you receive it or whether you actually receive the delivery.
  2. Phone Calls. We will ask you to provide us with your phone number, which may be necessary to provide some of the Services, and for the Medical Groups to provide you with certain Telehealth Services, including, follow up calls in a healthcare provider’s discretion. By providing us with your telephone number, you are agreeing and consenting to us using your number to provide the Services, or as otherwise permitted in our Privacy Policy. You may always revoke your consent to receive certain phone call communications, or to update your phone call preferences by contacting us at [email protected].
  3. Security of Electronic Communications. Even though we take steps to protect the privacy and security of your information and communications, you understand that sending any information through the internet and mobile carriers cannot be 100% secure. Text messages and emails that you send to, or receive from, us are not encrypted, which means that it is possible the communications may be read or intercepted by third parties. If you choose to send or receive information about your health or any other sensitive information by text message or email, you do so at your own risk. You agree that by emailing us or giving us your email, you consent to receiving unencrypted emails messages. You may always change your communication preferences by emailing: [email protected] or by calling 866-407-0777.
  4. Charges for Phone, Message, and Data Usage. Phone, message and data rates may apply to your use of the Services. NiceRx does not charge a fee for phone calls or text messages, but wireless carrier charges may apply. To verify potential charges, please contact your wireless carrier. You are solely responsible for all charges you may incur by using the Services. Moreover, by opting-in to the NiceRx Text Program and using your mobile phone number to access the Services, you approve any such charges from your telecom or wireless carrier. Charges for text messages or data usage may appear on your mobile phone bill or be deducted from your prepaid balance by your wireless carrier.
    • Opting-In. Eligible NiceRx users over the age of 18, who are responsible for the mobile number submitted, may opt-in to participate in the NiceRx’s Text Message Program. You may opt-in when you create an account or otherwise visit our site, agree to these terms, and request certain Services. When you opt-in to the program, you consent to receiving certain transactional text messages regarding your Account and your use of the Services. These text messages may include, but are not limited to, appointment reminders, check in messages, communications from a Medical Group Provider, health and wellness information, updates on order or prescription status, refill reminders, and other messages relating to your care. TEXT MESSAGE SERVICES MAY NOT BE USED TO REPORT A MEDICAL EMERGENCY. The number of text messages you receive from us may vary. You may also receive marketing messages, to the extent you have opted-in to marketing communications from NiceRx.
    • Opting-Out. Access to the Services is not conditioned upon your consent to receive care and/or marketing-related text messages from NiceRx. You have the right to opt-out of any NiceRx text messages at any time by replying “STOP” to the message received, from the enrolled mobile device. After you send the text message “STOP” to us, we may send you one final text message to confirm that you have been unenrolled. If you have opted-in to receive more than one type of text message from us, you will need to opt-out of each specific text message type to which you are enrolled. Until you have done so, you may continue to receive the types of text messages from us that you have opted-in to receive, but have not unenrolled from. You may also opt-out of receiving text messages by contacting us at [email protected]. Keep in mind that if you stop receiving marketing text messages from us, you may not receive important and helpful information and reminders.
    • Message Success & Frequency. NiceRx does not guarantee the successful delivery of text messages by your wireless carrier. Text messages may not be delivered if the mobile device is not in range of a transmission site, or if sufficient network capacity is not available at a particular time. Even within a coverage area, factors beyond the control of wireless carriers may interfere with message delivery, including terrain, proximity to buildings, foliage, weather, and the text message recipient’s equipment/mobile device. The number of text messages you receive from the NiceRx Message Text Program may vary. By opting-in to the NiceRx Text Message Program, you consent to NiceRx sending you multiple and recurring text messages until you opt-out, in accordance with applicable law.NiceRx Text Message Program.

Disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NICERX REFRAINS FROM PROMISING THAT THIS WEBSITE OR ANY CONTENT, SERVICE OR FEATURE OF THIS WEBSITE WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT ANY DEFECTS WILL BE CORRECTED, OR THAT YOUR USE OF THIS WEBSITE WILL PROVIDE SPECIFIC RESULTS. THIS WEBSITE AND ITS CONTENT ARE DELIVERED ON AN “AS-IS” AND “AS-AVAILABLE” BASIS, WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND. NICERX CANNOT ENSURE THAT ANY FILES OR OTHER DATA YOU DOWNLOAD FROM THE WEBSITE WILL BE FREE OF VIRUSES OR CONTAMINATION OR DESTRUCTIVE FEATURES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NICERX DISCLAIMS ALL EXPRESS OR IMPLIED REPRESENTATIONS AND WARRANTIES REGARDING THE INFORMATION, SERVICES, PRODUCTS, MATERIALS AND ANY OTHER RESOURCES AVAILABLE ON OR ACCESSIBLE THROUGH THIS WEBSITE, INCLUDING ANY WARRANTIES OF ACCURACY, TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NICERX DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR USE OF THIS WEBSITE AND/OR ANY NICERX SERVICES. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THIS WEBSITE AND ANY LINKED SITES. YOUR SOLE REMEDY AGAINST NICERX FOR DISSATISFACTION WITH THIS WEBSITE OR ANY CONTENT IS TO STOP USING THIS WEBSITE OR ANY SUCH CONTENT. THIS LIMITATION OF RELIEF IS A PART OF THE BARGAIN BETWEEN THE PARTIES.

To the maximum extent permitted by applicable law, the above disclaimer applies to any damages, liability or injuries caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction of or unauthorized access to, alteration of or use, whether for breach of contract, tort, negligence or any other cause of action.

To the maximum extent permitted by applicable law, NiceRx reserves the right to do any of the following, at any time, without notice: (i) to modify, suspend or terminate operation of or access to this website, or any portion of this website, for any reason; (ii) to modify or change this website, or any portion of this website, and any applicable policies or terms; and (iii) to interrupt the operation of this website, or any portion of this website, as necessary to perform routine or non-routine maintenance, error correction or other changes.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL NICERX BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY INCIDENTAL, INDIRECT, SPECIAL, EXEMPLARY AND CONSEQUENTIAL DAMAGES, PERSONAL OR BODILY INJURY, EMOTIONAL DISTRESS, OR WRONGFUL DEATH, LOSS OF DATA, LOST PROFITS, OR DAMAGES RESULTING FROM THE USE OF OR INABILITY TO USE THE SERVICE, INCLUDING ANY INFORMATION AND CONTENT MADE AVAILABLE THROUGH THE SERVICE OR ANY SERVICES PERFORMED OR PRODUCTS OFFERED BY THIRD PARTIES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT NICERX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NICERX SHALL BE LIABLE ONLY TO THE EXTENT OF ACTUAL DAMAGES INCURRED BY YOU, NOT TO EXCEED U.S. $1,000.

ANY CLAIMS ARISING IN CONNECTION WITH YOUR USE OF THE SERVICE OR CONTENT MUST BE BROUGHT WITHIN ONE (1) YEAR OF THE DATE OF THE EVENT GIVING RISE TO SUCH ACTION OCCURRED.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. TO THE EXTENT THAT WE MAY NOT DISCLAIM ANY IMPLIED WARRANTY OR LIMIT ITS LIABILITIES, THE SCOPE AND DURATION OF SUCH WARRANTY AND THE EXTENT OF OUR LIABILITY WILL BE THE MINIMUM PERMITTED UNDER APPLICABLE LAW.

Indemnification

You agree to defend, indemnify, and hold NiceRx Parties and any Third Parties offering products or services through the Service, including the Medical Groups, Providers, Labs and Pharmacies, harmless from and against any and all suits, actions, claims, proceedings, damages, settlements, judgments, injuries, liabilities, obligations, losses, risks, costs, and expenses (including, without limitation, attorneys’ fees and litigation expenses) relating to or arising from your use of the Service, your fraud, violation of law, or willful misconduct, any breach by you of this Agreement or your violation of any rights of any other person or entity. We reserve the right to control the defense of any claim by a third party for which we are entitled to indemnification, and you agree to provide us with such cooperation as is reasonably requested by us.

Binding Arbitration / Class Waiver

YOU AND WE EXPRESSLY AGREE THAT ANY LEGAL CLAIM, DISPUTE OR OTHER CONTROVERSY BETWEEN YOU AND US OR ANY OF THE  NICERX PARTIES, ANY MEDICAL GROUPS, PROVIDERS, OR PHARMACIES ARISING OUT OF OR OTHERWISE RELATING IN ANY WAY TO THE  NICERX PARTIES, THE PLATFORM, THE CONTENT OR THE SERVICE, OR ANY OTHER GOODS, SERVICES OR ADVERTISING BY  NICERX OR ANY OF THE  NICERX PARTIES, PHARMACIES, MEDICAL GROUPS, OR PROVIDERS, INCLUDING CONTROVERSIES RELATING TO THE APPLICABILITY, ENFORCEABILITY OR VALIDITY OF ANY PROVISION OF THIS AGREEMENT (COLLECTIVELY, “DISPUTES”), THAT IS NOT RESOLVED BY AN INFORMAL DISPUTE RESOLUTION CONFERENCE (AS DEFINED AND DESCRIBED BELOW), SHALL BE RESOLVED IN CONFIDENTIAL BINDING ARBITRATION CONDUCTED BEFORE ONE COMMERCIAL ARBITRATOR FROM THE AMERICAN ARBITRATION ASSOCIATION (“AAA”), RATHER THAN IN A COURT, AS DESCRIBED HEREIN. THE ARBITRATION WILL BE GOVERNED BY THE AAA’S CONSUMER ARBITRATION RULES AND, IF THE ARBITRATOR DEEMS THEM APPLICABLE, THE SUPPLEMENTARY PROCEDURES FOR CONSUMER RELATED DISPUTES (COLLECTIVELY, “RULES AND PROCEDURES”). YOU ACKNOWLEDGE THAT YOU ARE VOLUNTARILY AND KNOWINGLY FORFEITING YOUR RIGHT TO A TRIAL BY JURY AND TO OTHERWISE PROCEED IN A LAWSUIT IN STATE OR FEDERAL COURT, EXCEPT AS EXPRESSLY PROVIDED HEREIN. FOR PURPOSES OF THIS ARBITRATION AGREEMENT, “DISPUTE” WILL ALSO INCLUDE DISPUTES THAT AROSE OR INVOLVE FACTS OCCURRING BEFORE THE EXISTENCE OF THIS OR ANY PRIOR VERSIONS OF THE TERMS AND CONDITIONS AS WELL AS CLAIMS THAT MAY ARISE AFTER THE TERMINATION OF THESE TERMS AND CONDITIONS.

In the event a Dispute arises between us, we are committed to working with you to reach a reasonable resolution. You and we agree that good faith informal efforts to resolve Disputes can result in a prompt, low‐cost and mutually beneficial outcome. You and we therefore agree that before either party commences arbitration against the other (or initiates an action in small claims court if a party so elects), we will personally meet and confer telephonically or via videoconference, in a good faith effort to resolve informally any Dispute covered by this Arbitration Agreement (“Informal Dispute Resolution Conference”). If you are represented by counsel, your counsel may participate in the conference, but you will also participate in the conference.

The party initiating a Dispute must give notice to the other party in writing of its intent to initiate an Informal Dispute Resolution Conference (“Notice”), which shall occur within forty-five (45) days after the other party receives such Notice, unless an extension is mutually agreed upon by the parties. Notice to us that you intend to initiate an Informal Dispute Resolution Conference should be sent by email to [email protected] or regular mail to: NiceRx LLC, 4834 NW 2nd Ave, Unit #427, Boca Raton, FL 33431. The Notice must include: (1) your name, telephone number, mailing address, e‐mail address associated with your account (if you have one); (2) the name, telephone number, mailing address and e‐mail address of your counsel, if any; and (3) a description of your Dispute. We will provide notice to your address on file. The Informal Dispute Resolution Conference shall be individualized such that a separate conference must be held each time either party initiates a Dispute, even if the same law firm or group of law firms represents multiple users in similar cases, unless all parties agree; multiple individuals initiating a Dispute cannot participate in the same Informal Dispute Resolution Conference unless all parties agree.

If you and we are unable to resolve a Dispute within thirty (30) days after the applicable Informal Dispute Resolution Conference, either party may commence arbitration. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, and court review of an arbitration award is very limited. However, an arbitrator can award the same damages and relief on an individual basis that a court can award to an individual.

Payment of arbitration costs will be governed by the AAA’s fee schedule. Each party agrees to pay its own attorneys’ fees and expenses unless there is a governing statutory provision that requires the prevailing party to be paid attorneys’ fees and expenses.

The arbitration shall be conducted in New Castle County, Delaware, except that, in the event New Castle County, Delaware is not within one hundred (100) miles of your residence, the arbitration may be conducted within one hundred (100) miles of your residence, unless the parties agree otherwise in writing. The arbitrator’s award shall be final and binding on all parties and may be entered as a judgment in any court of competent jurisdiction. These Terms and Conditions evidence a transaction involving interstate commerce; and notwithstanding any other provision herein with respect to the applicable substantive law, the Federal Arbitration Act, 9 U.S.C. § 1 et seq., will govern the interpretation and enforcement of this Arbitration Agreement and any arbitration proceedings.

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

Notwithstanding anything to the contrary herein, to the extent the Dispute arises from: (a) a violation of either party’s intellectual property rights in any manner; and/or (b) any claim related to, or arising from, allegations of theft, piracy, unauthorized use or a violation of the Computer Fraud and Abuse Act; then you and the applicable NiceRx Party agree that a party may seek injunctive remedies (or an equivalent type of urgent legal relief) in a state or federal court in New Castle County, Delaware, and both parties agree to submit to the personal jurisdiction of such courts in connection with such proceedings. In addition to the foregoing, either you or we may assert an individual action in small claims court for Disputes that are within the scope of such court’s jurisdiction in lieu of arbitration as long as such action remains in such court and advances only on an individual (non-class, non-representative) basis.

YOU AND WE HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and we are instead electing that all Disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified otherwise herein. There is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.

YOU AND WE AGREE THAT, EXCEPT AS SPECIFIED HEREIN, ALL DISPUTES SUBJECT TO ARBITRATION UNDER THIS AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, COLLECTIVE OR REPRESENTATIVE BASIS. NO PARTY MAY BRING ANY CLAIM SUBJECT TO ARBITRATION PURSUANT TO THIS AGREEMENT AS A PRIVATE ATTORNEY GENERAL, IN A REPRESENTATIVE CAPACITY, OR AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS PROCEEDING. THE CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE JOINED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. NO ARBITRATION SHALL BE CONSOLIDATED OR JOINED WITH ANY OTHER ARBITRATION EXCEPT AS SPECIFIED HEREIN. THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S). If a court decides by means of a final decision, not subject to any further appeal or recourse, that applicable law precludes enforcement of any of this paragraph’s limitations as to a particular claim or request for relief, then such claim or request for relief (and only that claim or request for relief) shall be severed from the arbitration and may be brought exclusively in the state or federal courts located in New Castle County, Delaware, subject to the parties’ respective rights to appeal the decision. All other claims or requests for relief shall be arbitrated. The parties agree that any claims or requests for relief that are severed from an arbitration may not proceed in litigation and shall be stayed until all claims between the parties remaining in arbitration are finally resolved. The parties agree to submit to the personal jurisdiction of the federal and state courts located in New Castle County, Delaware for purposes of resolving any claims or requests for relief severed from arbitration pursuant to this paragraph. This subsection does not prevent you or us from participating in a class-wide settlement of claims.

To increase the efficiency of administration and resolution of arbitrations, you and we agree that in the event that there are one hundred (100) or more individual arbitrations of a substantially similar nature filed against us by or with the assistance of the same law firm, group of law firms, or organizations, within a thirty (30) day period (or as soon as possible thereafter), the AAA shall (1) administer the arbitration demands in batches of one hundred (100) arbitrations per batch (plus, to the extent there are less than one hundred (100) arbitrations left over after the batching described above, a final batch consisting of the remaining arbitrations); (2) appoint one arbitrator for each batch; and (3) provide for the resolution of each batch as a single consolidated arbitration with one set of filing and administrative fees due per side per batch, one procedural calendar, one hearing (if any) in a place to be determined by the arbitrator, and one final award (“Batch Arbitration”).

All parties agree that arbitrations are of a “substantially similar nature” if they arise out of or relate to the same event, act, omission, practice or factual scenario and raise the same or similar legal issues and seek the same or similar relief. To the extent the parties disagree on the application of the Batch Arbitration process, the disagreeing party shall advise the AAA, and the AAA shall appoint a sole standing arbitrator to determine the applicability of the Batch Arbitration process (“Administrative Arbitrator”). In an effort to expedite resolution of any such dispute by the Administrative Arbitrator, the parties agree the Administrative Arbitrator may set forth such procedures as are necessary to resolve any disputes promptly. The Administrative Arbitrator’s fees shall be paid by us.

You and we agree to cooperate in good faith with the AAA to implement the Batch Arbitration process including the payment of single filing and administrative fees for batches of arbitrations, as well as any steps to minimize the time and costs of arbitration, which may include: (1) the appointment of a discovery special master to assist the arbitrator in the resolution of discovery disputes; and (2) the adoption of an expedited calendar of the arbitration proceedings. This Batch Arbitration provision shall in no way be interpreted as authorizing a class, collective and/or mass arbitration or action of any kind, or arbitration involving joint or consolidated claims under any circumstances, except as expressly set forth in this provision.

You can opt out of the provisions of this Arbitration agreement that require the arbitration of Disputes within thirty (30) days of the date that you first agree to any version of this Agreement that requires arbitration of disputes with NiceRx or any of the NiceRx Parties, Medical Groups, or Pharmacies. To opt out, you must send your name, residence address, and email address together with a clear statement that you want to opt out of the requirement to arbitrate disputes with the applicable party to: NiceRx LLC, 4834 NW 2nd Ave, Unit #427, Boca Raton, FL 33431, ATTN: Arbitration Opt-Out. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us or any other NiceRx Parties.

Before you commence arbitration of a Dispute, you must provide us with a written Notice of Dispute that includes your name, residence address, username (if applicable) and email address associated with your User account (if applicable), a detailed description of the Dispute, and the relief you seek. Before we commence arbitration of a Dispute against you, we will provide a written Notice of Dispute to you with a detailed description of the Dispute and the relief we seek. Any Notice of Dispute you send to us should be mailed to NiceRx LLC, 4834 NW 2nd Ave, Unit #427, Boca Raton, FL 33431, ATTN: Dispute Notice. Notwithstanding anything to the contrary in this Agreement, if we make any future material modification to any provisions of this Agreement that govern the arbitration or resolution of Disputes, such changes will not apply to any Dispute between you and us for which either party had previously provided a written Notice of Dispute to the other in accordance with this paragraph. Further, if we make any future material changes to the provisions of this Agreement that govern the arbitration or resolution of Disputes, you may reject such changes by sending a written notice of your rejection decision to us at NiceRx LLC, 4834 NW 2nd Ave, Unit #427, Boca Raton, FL 33431, ATTN: Arbitration Opt-Out within 30 days of the effective date of such modifications. Changes to this Arbitration Agreement do not provide you with a new opportunity to opt out of the Arbitration Agreement if you have previously agreed to a version of these Terms and Conditions and did not validly opt out of arbitration. If you reject any change or update to this Arbitration Agreement, and you were bound by an existing agreement to arbitrate Disputes, the provisions of this Arbitration Agreement as of the date you first accepted the Terms and Conditions (or accepted any subsequent changes to these Terms and Conditions) remain in full force and effect. We will continue to honor any valid opt outs of the Arbitration Agreement that you made to a prior version of these Terms and Conditions.

Except as provided above, if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect.

Changes to these Terms

NiceRx may change, modify, add or remove portions of these Terms and Conditions of Use at any time. You should periodically check these Terms of Use for changes. When required to inform you by law, we will do our best to inform you of the changes to these Terms. Your continued use of this website, request for the Services, or otherwise logging in to your account following the posting of any changes to these Terms of Use will mean that you accept and agree to such changes.

Miscellaneous Terms

Governing Law. The Terms, your use of the Services, and any action related thereto shall be governed by and construed in accordance with the laws of the State of Delaware consistent with the Federal Arbitration Act, without regard to the choice of law provisions of any jurisdiction.

Assignment. These Terms inure to the benefit of and will be binding upon our and your permitted successors and assigns. The Terms, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without NiceRx’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. NiceRx may, without further consent or notification, assign all contractual rights and obligations pursuant to these Terms if some or all of NiceRx is transferred to another entity by way of merger, sale of its assets, or otherwise.

Amendment. Except as provided for in these Terms and Conditions, this Agreement may not be amended unless in writing and signed by both Parties.

Waiver. Any failure or delay to exercise or enforce any right of the Terms, or failure to insist upon or enforce strict performance of any provision of these Terms, shall not constitute a waiver of such right or provision. Waivers shall be effective only if in writing and signed by NiceRx.

Entire Agreement and Severability. These Terms, together with any amendments and any additional agreements or consents you may have entered with us in connection with the Services, constitute the entire agreement between you and us concerning the Services. If any portion of these Terms is held invalid or unenforceable by a court of competent jurisdiction, that portion will be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions will remain in full force and effect.

No Agency Relationship. Neither this Agreement, nor any Content, materials or features of the Service create any partnership, joint venture, employment, or other agency relationship between you and NiceRx, the Medical Groups, the Providers, Labs or the Pharmacies. You may not enter into any contract on our behalf or bind us in any way.

Third Party Beneficiaries. Any use of third-party software, products, or services through the Service, your use will be subject to that third party’s terms or license (if one exists). If no separate terms apply, then this Agreement will govern. You’re also responsible for following any additional terms set by third parties when using the Service. Except where this Agreement specifically says otherwise, including indemnification or arbitration in favor of the NiceRx parties, this Agreement isn’t intended to give rights or benefits to anyone other than you and us. That means no other person, company, or third party can enforce or benefit from this Agreement unless it’s clearly provided for in the Agreement.

Copyright Infringement Complaints

NiceRx respects the intellectual property of others and asks that Users of our Services do the same.  In connection with our Services, we have adopted and implemented a policy respecting copyright law that provides for the removal of any infringing materials.  If you believe that your work has been duplicated in a way that constitutes copyright or other intellectual property infringement, the following information in the form of a written notification (pursuant to 17 U.S.C. § 512(c)) must be provided to our designated agent located at NiceRx LLC, 4834 NW 2nd Ave, Unit #427, Boca Raton, FL 33431  (ATTN: Legal Department) with a copy to: [email protected]

  • your physical or electronic signature;
  • identification of the copyrighted work(s) that you claim to have been infringed;
  • identification of the material on our services that you claim is infringing and that you request us to remove;
  • sufficient information to permit us to locate such material;
  • your address, telephone number, and e-mail address;
  • 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
  • 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.

Please note that, pursuant to 17 U.S.C. § 512(f), any misrepresentation of material fact 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.

Contact Us

If you have questions or concerns about these Terms, you may contact us by email: [email protected]. Customer Service Line: 866-407-0777

The information contained in this website is subject to change without notice. Copyright © NiceRx. All rights reserved.

Last updated on November 9, 2025

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