Terms ofservice

‍

PLEASE READ THESE TERMS OF USE CAREFULLY. IT AFFECTS YOUR RIGHTS, INCLUDINGYOUR RIGHT TO FILE A LAWSUIT IN COURT. THERE IS NO JUDGE OR JURY INARBITRATION, AND DISCOVERY PROCEDURES AND APPELLATE RIGHTS ARE MORE LIMITEDTHAN IN COURT. 

I. OVERVIEW

RxION Inc. and/or its subsidiaries and affiliates (“We” or “Us”) owns andoperates the websites located at joinrxion.com, that We maymake available to you now or in the future (collectively, the “Site”). We offerthe Site, including all information and content therewith (collectively, the“Content”), products available for purchase (the “Products”) and variousservices (the “Services”) to you, the user (including, without limitation,browsers, vendors, customers, merchants, and/ or contributors of content)conditioned upon your acceptance of all terms, conditions, policies and noticesstated or referenced herein (the “Terms of Service”) and compliance with allapplicable laws and regulations. Your use of certain features or components ofour Site, access to certain Services or your ability to purchase Products maybe limited to those users that have registered an account with us.
‍
Please read these Terms of Service carefully before accessing or using ourSite. Your acceptance of, and compliance with, these Terms of Service is acondition to your use of the Site, Services and purchase of Products. By accessingor using any part of the Site, you acknowledge that you have read, understand,and accept all terms and conditions contained within these Terms of Service andour Privacy Policy. If you do not agree to all the terms and conditions ofthese Terms of Service, then you may not use or access the Site (including theContent) or purchase any Services or Products. If these Terms of Service areconsidered an offer, acceptance is expressly limited to these Terms of Service.
‍
Any new features, tools or services which are added to the current Site shallalso be subject to these Terms of Service. You can review the most currentversion of the Terms of Service at any time on our Site. We reserve the rightto update, change or replace any part of these Terms of Service by postingupdates and/or changes to our Site. Any such changes will be effective as ofthe date of posting. It is your responsibility to check this page periodicallyfor changes. Your continued use of or access to the Site (including theContent) or purchase of any Services or Products following the posting of anychanges constitutes your acceptance of those changes. If you do not agree withany of the changes, then you may not use or access the Site (including theContent) or purchase any Services or Products. Your sole remedy for anydisagreements or issues with the Terms of Service is to immediately discontinueyour use of the Site (including the Content, Services and Products). 

IF YOU THINK YOU MAY HAVE A MEDICAL EMERGENCY, CALL YOUR DOCTOR, GO TO THEEMERGENCY ROOM, OR CALL 911 IMMEDIATELY. 

II. PRIVACY 

You agree that information provided by or collected from you in connection withthe Services and the Site shall be governed by Our Privacy Policy,available here, including but notlimited to our use of cookies and similar technologies, local shared objects(or any other successor tracker technology), Software Development Kits, andpixel tags. Our Privacy Policy expressly forms part of these Terms ofService. 
‍
III. SERVICES
‍
We do not provide any medical advice or medical care. We offer certainProducts, Services and Content to you through our Site. In particular, you may(a) access prescription fulfillment services for certain prescription drugs and(b) access telehealth and telemedicine services. Our Services are currentlyavailable only to individuals who are at least eighteen (18) years of age orolder (or at least the age of majority in their jurisdiction of residence).Please contact us at hello@joinrxion.com ifyou are a parent or legal guardian of an individual under the age of eighteen(18) who you believe has used the Services without your consent.
‍
We and the healthcare providers accessible through our Services operate subjectto state and federal regulations, and the Services may not be available in yourstate. You represent that you are not a person barred from enrolling for and/orreceiving the Services under the laws of the United States or other applicablejurisdictions in which you may be located. Access to and use of the Site and/orthe Services is limited exclusively to users located in States within theUnited States where the Services are available. Services are not available tousers located outside the United States. Accessing the Site or Services fromjurisdictions where content is illegal, or where we do not offer Services, isprohibited.
‍
a. Prescription Fulfillment Services
‍
We may provide access to prescription fulfillment services offered bythird-party pharmacy network providers. 
‍
Bask Health, Inc.
555 Madison Avenue, Suite 1202
New York NY 10022
‍
By accepting these Terms of Service, you acknowledge and accept that We are nota prescription fulfillment warehouse. When you use these Services, youunderstand that we are simply connecting you to the pharmacies that are a partof third-party pharmacy network providers. We do not recommend or endorse anyspecific prescription drug or pharmacy that may be mentioned in relation to theServices. WE MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE SUITABILITY,RELIABILITY, OR TIMELINESS OF THE PHARMACIES OR THE PRESCRIPTION PRODUCTS ANDIS NOT RESPONSIBLE FOR ANY OF THE SERVICES PROVIDED BY THE PHARMACIES ORPHARMACY NETWORK PROVIDERS.
‍
b. Healthcare Services
‍
We do not engage in the practice of medicine and does not provide anyhealthcare services; however, we may make certain Services for telehealth andtelemedicine available to you by facilitating your access to third-partymedical providers. By using these Services, you understand and agree that youare not establishing a doctor-patient relationship with us (or any othersimilar provider-patient relationship with us) by using the Service.
‍
In select states, you may have access to healthcare professionals (each, a“Provider” and collectively, the “Providers”) through one or more licensedmedical practices managed by or otherwise contractually affiliated with Us. Youunderstand that telehealth and telemedicine services may not be a substitutefor in-person care, in all cases.
‍
By using the Services, you acknowledge the potential risks associated withtelehealth services. These include but are not limited to the following:information transmitted may not be sufficient (e.g. poor resolution of images)to allow for appropriate medical or health care decision making by theProvider; delays in evaluation or treatment could occur due to failures ofelectronic equipment; a lack of access to your medical records may result inadverse drug interactions or allergic reactions or other judgment errors;although the electronic systems we use incorporate network and softwaresecurity protocols to protect the privacy and security of health information,those protocols could fail causing a breach of privacy of your healthinformation.
‍
Before receiving telehealth or telemedicine services, you will be required toreview and provide informed consent in order to use such Services. You agreethat We are a third-party beneficiary of such consent and have the right toenforce it against you.
‍
Through the Site, the Providers may provide you with medical advice and/orprescribe medication. You understand and agree that the Providers are solelyresponsible for the medical care and treatment that they provide to you. Anyadvice or Services you receive from such Provider(s) may be subject toadditional terms that you will agree to from such Provider(s). We are notresponsible for the Providers’ acts, omissions or for any content of thecommunications made by them. In certain cases, a Provider may determine thatyour treatment requires an in-person visit with a healthcare provider orhealthcare services that are not offered by the Providers, in which case, youwill be notified accordingly and you will not be able to use the Services forfurther treatment for that medical issue.
‍
If you wish to be connected with a Provider through the Site, you understandand agree that you are providing your personal health information to, andreceiving advice and prescriptions from such Provider, and not Us. Pleasereview our Privacy Policy tolearn more about our practices regarding information we collect, disclose, or maintainabout you. The Providers may be governed by federal or applicable state privacyrules that may not be applicable to Us. The Providers may provide a separatenotice to you that describes how they may use and disclose your personal healthinformation. You understand that the Providers’ notice applies solely to theProviders, and not Us.
‍
Even though you may be able to communicate with certain Providers through theSite, you understand that communications may not be real-time. The Site doesnot provide any medical services, including but not limited to emergency orurgent medical services.
‍
By accepting these Terms of Service, you acknowledge and agree that theProviders may send you electronic messages through the Site containing results,reports, instructions, and/or advice related to your diagnosis and/ortreatment. You further understand that the Providers may contact you directlyvia email or text with such information as well. You are responsible forchecking and responding to these messages. You may not hold Us or any Providerliable for any injury, loss, or claims resulting from your failure to read orrespond to these messages or comply with the advice or instructions containedin a message from a Provider.
‍
WE MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE ACCURACY, SUITABILITY,RELIABILITY OR TIMELINESS OF THE DIAGNOSIS AND/OR TREATMENT PROVIDED BY THEPROVIDERS.
‍
IV. PRODUCTS
‍
a. Products Generally
‍
We may offer certain Products, including prescription products, andnon-prescription products such as over-the-counter medications, vitamins,dietary supplements, and wellness products for purchase on the Site. TheProducts displayed on the Site can be ordered and delivered only within theU.S. All prices are in U.S. Dollars and are valid and effective only in theU.S. Any reference on the Site to any Products or other information by tradename, trademark, manufacturer, supplier or otherwise, does not constitute orimply our endorsement, sponsorship or recommendation of such Product. All Productsare non-refundable.
‍
You understand and agree that all Products (and any associated information)should be used strictly in accordance with their instructions, precautions andguidelines and in accordance with applicable laws in your jurisdiction (includingbut not limited to copyright laws). Unless expressly provided by themanufacturer, the statements made about the Products by their manufacturershave not been evaluated by any government agency and the results reported, ifany, may not necessarily occur in all individuals.
‍
You should always check the list of ingredients for the Products to avoidallergic reactions. If any minor uses any Product, it should be only after thelegal or parental guardian has discussed the Product with the minor’s doctor.Use of the Content related to a Product is not meant to serve as a substitutefor professional medical advice. Please consult with your Provider, your ownphysician or another healthcare practitioner regarding the use of any Productbefore using them. Your Provider, physician or other healthcare practitioner isavailable to address any and all medical questions, concerns and decisionsregarding the possible treatment of any medical condition. We do not give orintend to give any answers to medical-related questions and the Site does notreplace any medical professional or medical resource. We do not representourselves as a physician nor is this implied. 
‍
The Products available on the Site are for your personal use only.  Amongother remedies, we reserve the right to terminate the account of, or Siteaccess to, anyone who we have reason to believe may be purchasing Products onthe Site for commercial use of distribution.  You understand that theprices for our Products may change without notice.  
‍
b. Prescription Products
‍
Certain Products require a valid prescription by a licensed healthcare provider(“Prescription Products”). You may not purchase a Prescription Product unlessand until you have completed a medical consultation with one of the Providersand such Provider has provided a written prescription. If a Provider prescribesa medication, he/she will limit supply based upon state regulations and willonly prescribe a medication determined in his/her own discretion andprofessional judgment. There is no guarantee a prescription will be written.Providers reserve the right to deny care for actual or potential misuse of theServices.
‍
Some prescriptions can be filled by a pharmacy through our pharmacy networkproviders by using the Site. However, some prescriptions may not be availablethrough the Pharmacies and must be filled by a pharmacy of your choice,including prescriptions used for many common primary care conditions. Prescriptions fulfilled by a pharmacy through the pharmacy network provider maynot use child-resistant packaging and Prescription Products may not bedispensed in child-resistant containers.  If you fill a prescription witha pharmacy other than one of the pharmacies this is a part of the pharmacynetwork of our pharmacy network provider, we will send the prescription to yourselected pharmacy, but you will be responsible for picking up or otherwiseobtaining the Prescription Product and paying the pharmacy directly for thecost of the Prescription Product.
‍
V. SITE CONTENT
‍
Our Site may also contain Content, which includes, but is not limited to,information regarding our Products and Services and other information (whetherin text, audio, graphics, and/or video) provided by Us, third parties, or otherusers. You may access and use the Content on the Site only as permitted underthese Terms of Service and the Privacy Policy. You agree that you will not use,copy or distribute any of the Content other than as expressly provided herein.You understand that by using the Site, you may be exposed to Content that maybe offensive, indecent or objectionable, and you agree that We shall not beliable for any such Content and that the risk of harm or damage from theforegoing rests entirely with you.
‍
a. Our Content
‍
All Content presented by Us is intended to be used for personal, educational orinformational purposes only. Any reliance on the Content is at your own risk.You agree and understand that We are not responsible if any Content madeavailable on the Site, or as part of a Product or Service, is not accurate,complete or current. We reserve the right to modify the Content at any time,but we have no obligation to update any of the Content. You agree that it isyour responsibility to monitor any changes to the Content. 
‍
b. User-Generated Content
‍
As part of our Services, we provide various social media and interaction toolssuch as forums and posting comments and reviews. These Terms of Service governyour participation in such social media tools. You understand that we are not liablefor any statements, representations, or Content provided by our users in anyforum on the Site (such Content shall be referred to as “User-GeneratedContent”) or any Third-Party Site (defined below). User-Generated Content, ifdisplayed, is displayed for entertainment and informational purposes only. Wecannot and do not guarantee the accuracy, integrity or quality ofUser-Generated Content. You will not hold us liable in any way for (i) anyerrors or omissions in any User-Generated Content; or (ii) any loss or damage(including, without limitation, personal injury or property damage) of any kindincurred as a result of the use of any User-Generated Content.
‍
VI. YOUR OBLIGATIONS; YOUR REPRESENTATIONS AND WARRANTIES
‍
In addition to any other obligations set forth in these Terms of Service, youunderstand and agree that you are solely responsible for maintaining thesecurity of your account. You are also solely and fully responsible for allactivities that occur under your username and any other actions taken inconnection with your account. You agree to immediately notify Us in writing ofany unauthorized use of this Site or any other breaches of security. Youacknowledge and agree that we will not be liable for any acts or omissions byyou, including any loss or damage of any kind incurred as a result of such actsor omissions.
‍
You are solely responsible for providing and maintaining at your own expense,appropriate technological capabilities to use the Site, and access the Servicesor purchase Products, including but not limited to, a device with a videocamera and Internet access. You shall submit only truthful, complete, andaccurate information through the Site. We reserve the right to change theaccess configuration, including any software, hardware or other requirements atany time and without prior notice.
‍
In addition to other prohibitions as set forth in the Terms of Service, you areprohibited from using the Site, or its Content: (a) for any unlawful purpose;(b) to solicit others to perform or participate in any unlawful acts; (c) toviolate any international, federal, provincial or state regulations, rules,laws, or local ordinances; (d) to infringe upon or violate our intellectualproperty rights or the intellectual property rights of others; (e) to harass,abuse, insult, harm, defame, slander, disparage, intimidate, or discriminatebased on gender, sexual orientation, religion, ethnicity, race, age, nationalorigin, or disability; (f) to submit false or misleading information; (g) toupload or transmit viruses or any other type of malicious code that will or maybe used in any way that will affect the functionality or operation of the Siteor of any related website, other websites, or the Internet; (h) to collect ortrack the personal information of others; (i) to spam, phish, pharm, pretext,spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) tointerfere with or circumvent the security features of the Site or any relatedwebsite, other websites, or the Internet. We reserve the right to terminateyour use of the Site (and any Service) for violating any of the prohibiteduses.
‍
By submitting any Content via the Site (such Content shall be referred to as“Your Content”), you further represent and warrant that:
‍
· You are the sole author and owner of the intellectual property and otherrights thereto (or have the necessary licenses, rights, consents andpermissions in Your Content to permit use of Your Content in the mannercontemplated by these Terms of Service);
· Your Content does not infringe any copyright, patent, trademark, trade secretor other proprietary rights or rights of publicity or privacy of any person orentity;
· All “moral rights” that you may have in Your Content have been voluntarilywaived by you;
· To the extent applicable, you shall comply with the Federal TradeCommission’s Guides on the Use of Endorsements and Testimonials in Advertising;
· Your Content is accurate and not deceptive or misleading;
· You are at least 13 years old and, if you are a minor, that you have obtainedthe consent of your parent or legal guardian to use the Site to submit YourContent and their agreement to these Terms of Service;
· Your Content does not cause injury to any person or entity or violate anyobligations you may have with a third party;
· Your Content is not, or would not reasonably be considered to be, unlawful,harmful, defamatory, trolling, bullying, libelous, vulgar, obscene, invasive ofanother’s privacy, hateful, racially or religiously biased or offensive, abusive,tortious, threatening or harassing to any individual, partnership orcorporation;
· Your Content does not contain any computer viruses, worms or otherpotentially damaging computer programs or files;
· Your Content is not a form of phishing and does not contain unsolicited orunauthorized advertising, promotional materials, “junk mail,” “spam,” “chainletters,” “pyramid schemes,” or any other form of solicitation; and
· You Content does not violate these Terms of Service, the Privacy Policy orany applicable law, rules or regulations.
‍
You understand that We may, but have no obligation to, monitor, edit or removecontent that We determine in our sole discretion is unlawful, offensive,threatening, libelous, defamatory, pornographic, obscene or otherwiseobjectionable or violates any party’s intellectual property or these Terms ofService. Except as otherwise provided in these Terms of Service, you understandand agree that Your Content will be treated as non-confidential andnon-proprietary information.
‍
VII. BILLING
‍
You agree to provide current, complete and accurate purchase and accountinformation for all purchases made through the Site. You agree to promptlyupdate your account and other information, including your email address andcredit card numbers and expiration dates, so that we can complete yourtransactions and contact you as needed. You will be responsible for anyapplicable sales, use, duty, customs or other governmental taxes, levies orfees due with respect to your purchase of Products or Services. You also agreeto pay for the shipping and handling charges, if any, shown at the time youmake a purchase.
‍
In the event that a Product or Service is listed at an incorrect price due totypographical error or error in pricing information received from a thirdparty, we shall have the right to refuse or cancel any orders placed for theProducts and/or Service(s) listed at the incorrect price. We shall have theright to refuse or cancel any such orders whether or not the order has beenconfirmed and your credit or debit card charged. If your credit or debit cardhas already been charged for the purchase and your order is canceled, we willpromptly issue a credit to your credit or debit card account in the amount ofthe charge.
‍
a. Subscription Policy
‍
Rxion Health offers extended treatment memberships at discounted rates,providing patients with ongoing access to services and prescribed medications,if eligible, and continued healthcare provider support over the selectedduration. These memberships are offered at reduced pricing in exchange for afirm commitment to the full duration of the program. By enrolling in amembership plan, you acknowledge and consent that these programs arenon-refundable once medication has been dispensed, even partially.
‍
Medications may be dispensed in one or three-month increments, depending onyour prescription, pharmacy availability, dosage requirements, and applicableregulations. Once a prescription has been filled, compounded, or shipped, itcannot be returned, restocked, or reused due to medical and regulatoryrestrictions, and therefore is not eligible for refund or cancellation. Aconsultation with your healthcare provider is required prior to dispensing anyprescription medications. Only after a healthcare provider determines you areeligible for a prescription medication will one be written, filled, compounded,or shipped.
‍
Your dosing and dispensing schedule will be visible through your patientdashboard, where you may also request a dosage adjustment from your healthcareprovider to discuss whether a dosage adjustment is appropriate. By checking theacknowledgement box at checkout, you confirm that no portion or months of yourtreatment plan may be cancelled or refunded once fulfillment has begun. Becausefulfillment begins immediately upon receipt of your prescription, Rxion Healthincurs costs at that time, and refunds cannot be issued after compounding orshipment has occurred.
‍
You may request to cancel future renewals of your membership at any time bysending an email to hello@joinrxion.com with your name, email address, andsubscription information, or by submitting a cancellation request directlythrough your patient dashboard. To ensure your account is not charged again,all cancellation requests must be received at least fifteen (15) days beforeyour next billing date. Cancellation requests received after that period may beprocessed for the following billing cycle. Any treatment already filled,processed, or shipped prior to cancellation remains non-refundable and willcontinue through the remainder of the paid term.
‍
Rxion Health’s membership programs are structured to provide discounted pricingin exchange for a multi-month commitment. This pricing model, paired withpharmacy dispensing timelines, requires that all members review and acceptthese terms prior to completing checkout. By proceeding with your enrollment,you acknowledge that you have read, understood, and agreed to these ExtendedMembership Terms and Cancellation Policy, and that no refunds or partialcancellations will be issued once any portion of your treatment has beendispensed.
‍
If we are unable to provide you with a prescription for the ordered Servicesdue to being medically inappropriate for you, we will refund your initialpayment back to your original method of payment. Additionally, by purchasingsubscription-based Products and/or Services on Site, you agree that we incurcertain costs which begin immediately upon your completed order. Therefore, youagree that the duration of any bulk plans are charged at the time of purchaseand are non-refundable unless our Providers deem it is not medicallyappropriate to prescribe you the ordered Products and/or Services.Additionally, you agree that you will not dispute our charges with your creditcard company if we have performed our duties under your Products and/orServices agreement. False credit card disputes will be aggressively defendedand customers who attempt to dispute charges to circumvent the 3-monthcommitment will be sent to collections and/or have further legal actionpursued.
‍
We are not enrolled with or otherwise acting as a participating provider in anyfederal or state healthcare programs (i.e., Medicare, Medicaid) or in any otherhealth plan or third-party payor program. The Providers may be enrolled with ormay be participating providers in such federal or state healthcare programsand/or certain health plans or other third-party payor programs for theprovision of any healthcare services provided by them. To the extent the Siteindicates that the Providers are enrolled in such programs and the Services orProducts they provide to you through the Site are “covered services” under suchprograms, then you will be required to pay any co-pay or deductible amount as requiredby such programs and We will facilitate collection of such covered amounts onbehalf of the Providers.
‍
By agreeing to use the Site, you acknowledge and agree that you have thefinancial responsibility for all Services and Products provided to you unless:(1) the Site indicates that your Provider is a participating provider inMedicare, Medicaid or other third-party payment program in which you areenrolled; (2) the Product or Service provided to you by such Provider is a“covered service” under such program; and (3) the Site indicates that yourProvider will submit the claim for reimbursement to Medicare, Medicaid or thethird-party payment program in which you are enrolled for the costs of theServices and Products provided to you.
‍
We reserve the right to refuse any order you place with us or limit or cancelquantities in our sole discretion. If we make a change to or cancel an order,we may attempt to notify you by contacting you through your account or at thee-mail and/or billing address and/or phone number provided at the time theorder was made. We reserve the right to limit or prohibit orders that, in oursole judgment, appear to be placed by dealers, resellers or distributors.
‍
We accept payment from accounts using credit or debit cards commonly associatedwith these types of accounts. We make no warranty, expressed or implied, thatyour payment will be accepted by your administrator as a valid expense for theaccount, depending on restrictions that may exist on your own account. 
‍
VIII. THIRD PARTIES; THIRD-PARTY LINKS
‍
You acknowledge and understand that certain of our shareholders, directors,officers, employees, contractors or agents may have a financial interest in oneor more third parties providing the Services or Products and may profit fromyour use and/or the sale of such Services and Products.
‍
Further, certain Content, Products and Services available on the Site mayinclude materials from third parties. You understand and agree that We have noresponsibility for the accuracy, suitability or reliability of such third-partyContent.
‍
Third-party links on the Site may direct you to a third-party website that isnot affiliated with us (“Third-Party Site”). We are not responsible forexamining or evaluating the content or accuracy of the information available onThird-Party Sites, and we do not warrant and will not have any liability orresponsibility for any third-party materials or information contained on aThird-Party Site, or for any other materials, products, or services of thirdparties.
‍
You understand and agree that we will not be liable for any harm or damagesrelated to the purchase or use of goods, services, resources, content, or anyother transactions made in connection with any third party. Please carefullyreview the third party’s policies and practices and make sure you understandthem before you engage in any transaction. Complaints, claims, concerns orquestions regarding third-party products should be directed to the applicablethird party.
‍
IX. INTELLECTUAL PROPERTY; LICENSES
‍
a. Intellectual Property
‍
This Site, including all of the software and code comprising or used to operatethis Site, and all of the text, photographs, images, illustrations, graphics,sound recordings, video and audio-video clips, and other materials available onthis Site, is protected under applicable intellectual property and other laws,including, without limitation, the laws of the United States and othercountries. All Content and intellectual property rights therein are theproperty of Us, or the material is included with the permission of the rightsowner and is protected pursuant to applicable copyright and trademark laws.
‍
The presence of any Content on this Site does not constitute a waiver of anyright in such Content. You do not acquire ownership rights to any such Contentviewed through this Site. Except as otherwise provided herein, none of thisContent may be used, copied, reproduced, distributed, republished, downloaded,modified, displayed, posted or transmitted in any form or by any means,including, but not limited to, electronic, mechanical, photocopying, recording,or otherwise, without our express prior written permission.
‍
Permission is hereby granted to the extent necessary to lawfully access and usethis Site and to display, download, or print portions of this Site on atemporary basis and for your personal, educational, noncommercial use only,provided that you: (i) do not modify the Content; (ii) you retain any and allcopyright and other proprietary notices contained in the Content; and (iii) youdo not copy or post the Content on any network computer or broadcast theContent in any media.
‍
Our name and logo, all Service names, all graphics, all button icons, and alltrademarks, service marks and logos appearing within this Site, unlessotherwise noted, are trademarks (whether registered or not), service marksand/or trade dress of Us (“Our Marks”). All other trademarks, product names,company names, logos, service marks and/or trade dress mentioned, displayed, citedor otherwise indicated within this Site are the property of their respectiveowners. You are not authorized to display or use Our Marks in any mannerwithout our prior written permission. You are not authorized to display or usetrademarks, product names, company names, logos, service marks and/or tradedress of other owners featured within this Site without the prior writtenpermission of such owners. The use or misuse of Our Marks or other trademarks,product names, company names, logos, service marks and/or trade dress or anyother materials contained herein, except as permitted herein, is expresslyprohibited.
‍
b. Your Content and Feedback
‍
You grant us a worldwide, perpetual, non-exclusive, irrevocable, royalty-free,sublicensable and transferable right and license to Your Content to use,reproduce, communicate, distribute, share, copy, modify, delete in itsentirety, edit, adapt, publish, translate, publicly display, publicly perform,use, create derivative works from and/or sell and/or distribute Your Contentand/or incorporate Your Content into any form, medium or technology throughoutthe world without compensation to you. This license will survive thetermination of these Terms of Service.
‍
You understand and agree that any ideas, suggestions, knowhow, improvements,comments, or other feedback (collectively, “Feedback”) that you submit to us,whether by posting Your Content on our Site or through any other communicationor means, will be our exclusive property. To the extent you own any rights inthe Feedback, you agree to assign and hereby do assign to us all right, titleand interest in and to the Feedback. You agree to perform all acts reasonablyrequested by us to perfect and enforce such rights.
‍
X. TERMINATION
‍
We may terminate you access to the Site or any of the Services at any time andfor any reason, including, without limitation, your breach of any of the Termsof Service. Upon termination, your access to the Site and the terminatedServices will immediately cease but you will remain liable for all amounts dueup to and including the date of termination (including amounts due for Productspurchased prior to such termination). The disclaimers, limitations ofliabilities, releases and waivers set forth in these Terms of Service shall surviveany such termination.
‍
XI. DISCLAIMER OF WARRANTIES
‍
ALL PRODUCTS AND SERVICES, THE SITE AND CONTENT ARE PROVIDED “AS IS,” “ASAVAILABLE,” AND “WITH ALL FAULTS.” WE, INCLUDING THE PROVIDERS, THE PHARMACYNETWORK PROVIDERS AND THE PHARMACIES, DISCLAIM ALL WARRANTIES AND CONDITIONS OFANY KIND, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUTLIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULARPURPOSE, DURABILITY, TITLE, OR NON-INFRINGEMENT. WE DO NOT WARRANT OR GUARANTEETHAT THE CONTENT, PRODUCTS, SERVICES OR THE SITE ARE OR WILL BE ACCURATE,COMPLETE, RELIABLE, CURRENT OR ERROR-FREE, OR THAT THIS SITE, OR ANY OTHERSOFTWARE, TECHNOLOGY OR SERVERS USED IN THE DELIVERY OF THE SITE (AND ITSCONTENT), THE PRODUCTS OR THE SERVICES ARE FREE OF ANY VIRUSES OR OTHER HARMFULCOMPONENTS.
‍
YOU AGREE THAT WHEN YOU VIEW, DOWNLOAD OR OTHERWISE OBTAIN CONTENT FROM ORTHROUGH THE SITE, OR BY USING THE SERVICES OR A PRODUCT, YOU DO SO AT YOUR OWNRISK, AND THAT YOU WILL BE WHOLLY RESPONSIBLE FOR YOUR USE OF THE FOREGOING ANDANY LOSS OF DATA, DAMAGES TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE, OR ANYOTHER HARM THAT MAY RESULT FROM SUCH USE. FURTHER, YOU UNDERSTAND THAT THECONTENT AND OTHER INFORMATION AVAILABLE TO YOU AND THE TECHNOLOGY USED TOFORMULATE AND DELIVER SUCH CONTENT AND INFORMATION, MAY CONTAIN ERRORS, BUGS,PROBLEMS OR OTHER LIMITATIONS, AND THAT YOUR USE OF SUCH INFORMATION ANDCONTENT IS AT YOUR OWN RISK AND SHOULD NOT RELY UPON IT WITHOUT VERIFICATION.
‍
XII. LIMITATION OF LIABILITY
‍
WE, INCLUDING OUR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR REPRESENTATIVES,(COLLECTIVELY, “OUR PARTIES”) WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KINDARISING OUT OF OR IN CONNECTION WITH THE USE OF THE SITE, THE CONTENT, OR ANYOF THE SERVICES OR PRODUCTS. TO THE FULLEST EXTENT PERMITTED BY LAW, OURPARTIES SHALL NOT HAVE ANY LIABILITY, ON ANY LEGAL BASIS WHATSOEVER, TO YOU ORANY THIRD PERSON FOR ANY INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL ORCONSEQUENTIAL DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, USE, DATA OROTHER INTANGIBLES, ARISING OUT OF OR RELATING TO YOUR USE OF THE SITE, CONTENT,PRODUCTS AND SERVICES, EVEN IF OUR PARTIES WERE ADVISED OF OR WERE AWARE OF THEPOSSIBILITY OF SUCH DAMAGES. OUR PARTIES’ LIABILITY SHALL NOT EXCEED THE AMOUNTYOU HAVE PAID FOR PRODUCTS AND SERVICES IN THE SIX (6) MONTHS PRECEDING THEDATE OF THE EVENT THAT IS THE BASIS FOR THE CLAIM. Some jurisdictions do notallow certain limitations or exclusions of damages, so some of the foregoingdisclaimers and limitations may not apply to you.
‍
YOU AGREE THAT YOU MUST BRING ANY CLAIMS ARISING IN CONNECTION WITH YOUR USE OFTHE SITE OR CONTENT WITHIN ONE (1) YEAR OF THE DATE OF THE EVENT GIVING RISE TOSUCH ACTION OCCURRED OR ELSE YOU WAIVE YOUR RIGHT TO BRING SUCHCLAIMS.  
‍
XIII. INDEMNIFICATION
‍
You agree to indemnify, defend and hold harmless Us, the pharmacy networkproviders and the Providers, from any and all third party 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 useof the Site, or your breach of these Terms of Service (including any referencedpolicies of notices), or your violation of any law or the rights of a thirdparty. We reserve the right to defend any such claim, and in such case youshall provide us with such reasonable cooperation and information as we mayrequest.
‍
XIV. INTENTIONALLY OMITTED
‍
XV. ELECTRONIC COMMUNICATIONS
‍
In connection with your access or use of the Services, including the Site, youhereby consent to receive electronic communications from us, the Providers, thePharmacy Network Provider and the pharmacies, whether through email or throughthe Site, or other electronic means. You hereby agree that such electroniccommunications will satisfy any legal requirement that such communications bein writing and are deemed to be given on the date transmitted to you.
‍
XVI. DISPUTE RESOLUTION; ARBITRATION AGREEMENT
‍
Binding Individual Arbitration; No Class Actions
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS, INCLUDING YOURRIGHT TO FILE A LAWSUIT IN COURT. THERE IS NO JUDGE OR JURY IN ARBITRATION, ANDDISCOVERY PROCEDURES AND APPELLATE RIGHTS ARE MORE LIMITED THAN IN COURT. 

1. Disputes that Must Be     Arbitrated 

Thisagreement applies to any “Dispute” between you and Rxion Health (in thissection, “Company”). “Dispute” means any dispute, claim, or controversy(excluding those exceptions listed below) between you and Company that ariseout of your use of the Site, Content, Products, or Services, whether based incontract, tort, statute, fraud, misrepresentation, or any other legal theory,for which either of us seeks legal recourse, including the validity,enforceability, or scope of this agreement to arbitrate or any portion of it.
‍
The exceptions to this arbitration requirement are: (i) claims that can bebrought as individual actions in small-claims court; (ii) pursuit ofenforcement actions through a government agency if the law allows; (iii) anaction to compel or uphold any prior arbitration decision; (iv) your orCompany’s right to seek injunctive relief in a court of law to preserve thestatus quo while an arbitration proceeds; (v) claims of intellectual propertyinfringement; (vi) claims that are the subject of a proposed class orcollective action settlement in any court; (vii) the enforceability of therequirement that arbitrations must be conducted on an individual rather than aclass basis; and (viii) certain roles expressly specified for courts in theterms below.

1. Informal Resolution 

If you havea Dispute against Company or if Company has a dispute against you, Company willattempt to resolve the Dispute informally before an arbitration is filed inorder to resolve the Dispute faster and reduce costs for both parties. You andCompany will make a good-faith effort to negotiate the resolution of anyDispute for at least 30 days (“Informal Resolution”) from the day you orCompany receive a written notice of a dispute from the other party (a “Noticeof Dispute”) in accordance with these Terms of Service. 
You must send any Notice of Dispute by email or via U.S. mail to one of thefollowing addresses: 
hello@joinrxion.com
or 
RxION Inc.
Attention: Legal Department
5310 Warren Rd.
Cortland, OH 44410
Company will send any Notice of Dispute to your registered email address andATTN: NOTICE OF DISPUTE to the email address and any address you have providedCompany. The Notice of Dispute sent by either party must include the sender’sname, address, and other contact information, a description of the Dispute(including any relevant account names), and what resolution to the Dispute isbeing sought. 
The Notice requirement is designed to allow Company (or you, in the case of adispute Company asserts against you) to make a fair, fact-based offer ofsettlement if Company or you choose to do so. You and Company cannot proceed toarbitration unless this information has been provided. If you or Companyproceed to arbitration without providing a compliant Notice of Dispute, thesufficiency of a Notice of Dispute is an issue to be decided by a court. Acourt may enjoin the filing of an arbitration demand that has not been precededby a compliant Notice of Dispute and may order a party that has filed anarbitration demand without having provided a compliant Notice of Dispute toreimburse the other party for any arbitration fees and costs alreadyincurred. 

1. Small-Claims Court 

You andCompany agree that notwithstanding the obligation to arbitrate Disputes,Disputes that qualify for small-claims court in either the county where youlive or in Trumbull County, Ohio may be brought as individual actions in suchsmall-claims courts.  Company hopes you’ll try Informal Resolution first,and you must do so before commencing an arbitration, but you don’t have tocomplete the Informal Resolution process before going to small-claims court.

1. Binding Individual     Arbitration 

THEARBITRATION PROCEEDINGS IN THIS SECTION WILL BE CONDUCTED ON AN INDIVIDUALBASIS ONLY. Under no circumstances does Company consent to have any Disputesarbitrated using class action procedures, even if the arbitration provider hasrules permitting class arbitrations. 
You and Company agree that Disputes will be settled by binding individualarbitration conducted by the American Arbitration Association (“AAA”)according to the U.S. Federal Arbitration Act (“FAA”) and federal arbitrationlaw and according to the Consumer Arbitration Rules of the American ArbitrationAssociation, as modified by these Terms of Service.  These Terms ofService affect interstate commerce, and the enforceability of this Section willbe substantively and procedurally governed by the FAA, 9 U.S.C. § 1, et seq.,to the extent permitted by law. 
“Arbitration” means that Disputes between you and Company will be resolved by aneutral arbitrator instead of in a court by a judge or jury. 
“Individual” means that the arbitrator may award the same remedies to you or toCompany as a court could, but only to satisfy your or Company’s individualclaims. To the fullest extent allowed by applicable law, the arbitrator may notaward money or other relief for the benefit of any person other than you or usas part of the resolution of any Dispute. 
“Binding” means that both you and Company will have to live with thearbitrator’s decision, except to the limited extent appeals to a court arepermitted under the FAA. As limited by the FAA, these Terms of Service, and therules applicable to the arbitration, the arbitrator will have exclusive authorityto make all procedural and substantive decisions regarding any Dispute and togrant any remedy that would otherwise be available in court, including thepower to determine the question of arbitrability. The arbitrator will haveauthority to award temporary, interim, or permanent injunctive relief or reliefproviding for specific performance of these Terms of Service, but (as providedabove) only to the extent necessary to provide relief to a party in arbitrationwarranted by the individual claim before the arbitrator. The award rendered bythe arbitrator may be confirmed and enforced in any court havingjurisdiction. 

1. Arbitration Procedure and     Location 

You orCompany may initiate arbitration of any Disputes not resolved by InformalResolution by filing a Demand for Arbitration with JAMS in accordance with theJAMS Streamlined Arbitration Rules & Procedures. Instructions for filing aDemand for Arbitration are available at https://www.jamsadr.com/rules-streamlined-arbitration/ orby contacting JAMS here: https://www.jamsadr.com/contact. You will send a copy of any Demand for Arbitration by email or via U.S. mail tothe following address: 
hello@joinrxion.com
or 
RxION Inc.
Attention: Legal Department
5310 Warren Rd.
Cortland, OH 44410
Company will send any Demand for Arbitration to the email address and to anyaddress you have provided Company. 
The arbitration will be conducted by a single arbitrator. You and Company bothagree that the arbitration will be conducted in the English language and thatthe arbitrator will be bound by these Terms of Service. 
For Disputes in which the claimant seeks less than $10,000, the arbitrator willdecide the matter solely on the basis of written submissions, without a formalhearing, unless the arbitrator decides that a formal hearing is necessary. Formatters in which the claimant seeks $10,000 or more, or smaller matters inwhich the arbitrator determines a hearing to be necessary, hearings shall beconducted by video or telephone, unless the arbitrator determines an in-personhearing to be necessary. If an in-person hearing is required, and you reside inthe United States, the hearing will take place in Trumbull County,Ohio unless the arbitrator determines that this would pose a hardship forthe claimant, in which case the in-person hearing may be conducted in theclaimant’s state and county of residence. If you reside outside the UnitedStates, the site of any in-person hearing will be determined by the applicableRules. 
You agree that dispositive motions, including without limitation, motions todismiss and motions for summary judgment, will be allowed in the arbitration,including to decide the interpretation, applicability, enforceability orformation of this agreement to arbitrate, and any claim that this agreement toarbitrate is void or voidable, as well as threshold issues such as whether thedispute arises out of your use of the Site, Content, Products, or Services, orwhether these Terms of Service or the agreement to arbitrate is applicable,unconscionable, or illusory and any defense to arbitration, including waiver(actual or implied through litigation conduct), delay, laches, or estoppel. Ifthere is a dispute about whether this agreement to arbitrate can be enforced orapplied to a dispute, you and we agree that the arbitrator will decide thatissue.
The arbitrator (not a judge or jury) will resolve the Dispute. Unless you andCompany agree otherwise, any decision or award will include a written statementstating the decision of each claim and the basis for the award, including thearbitrator’s essential factual and legal findings and conclusions. 
To the fullest extent allowed by applicable law, the arbitrator may only awardlegal or equitable remedies that are Individual to you or Company to satisfyone of our individual claims (that the arbitrator determines are supported bycredible relevant evidence). 
An arbitration award, and any judgment confirming it, apply only to thatspecific case; it cannot be used or offered as precedent in any other caseexcept to enforce the award itself. 
Any decision or award may be enforced as a final judgment by any court ofcompetent jurisdiction or, if applicable, application may be made to such courtfor judicial confirmation of any award and an order of enforcement. 

1. Consumer Arbitration Fees 

Payment ofall filing, administration, and arbitrator costs and expenses imposed by theAAA will be governed by the Consumer Arbitration Rules, except if you areinitiating an arbitration against Company and the value of the relief sought is$10,000 or less, then Company will advance all filing, administrative andarbitration costs and expenses imposed by the AAA (subject to reimbursement ifthe arbitrator finds the arbitration to be frivolous or asserted for animproper purpose). 
Even if the Dispute involves a claim of damages of more than USD $10,000,Company may still help you with your fees if you demonstrate that arbitrationcosts will be prohibitive compared to litigation costs, Company will pay asmuch of your arbitration costs as the arbitrator finds is necessary to preventarbitration from being cost-prohibitive (as compared to the cost oflitigation).
Notwithstanding Company’s agreement to pay all of the arbitration costs if theDispute involves a claim of damages of USD $10,000 or less, Company will notpay a claimant’s share of fees if (1) the claimant is represented by the samecommon or coordinated counsel as other claimants with similar claims unless thetotal aggregated claim of damages is USD $10,000 or less for all claimants; or(2) you comply in good-faith with the Informal Resolution provision of thissection. 
You and Company agree not to seek any attorneys’ fees and expert witness costsunless the arbitrator finds that a claim or defense was frivolous or assertedfor an improper purpose. Applicable law may allow the arbitrator to awardattorneys’ fees and costs to the prevailing party.
You are responsible for all other additional costs that you may incur in thearbitration, including attorney's fees and expert witness costs, unless Companyis otherwise specifically required to pay such fees under applicable law. 
Arbitration costs do not include your attorneys’ fees and expenses if youchoose to be represented by an attorney. If you choose to be represented by anattorney, you will pay your own attorneys’ fees and costs unless the applicablelaw provides otherwise. 
If Company starts an arbitration against you, Company will pay all filingfees. 

1. Coordinated Filings 

If 25 ormore Disputes are initiated with the arbitrator that raise similar claims, andcounsel for the claimants are the same or coordinated, these will be considered“Coordinated Cases.” Company will pay only its share of arbitration fees forCoordinated Cases; the claimants will be responsible for their share of thosefees as set by the Rules and the AAA’s fee schedule for massarbitrations. Applicable statutes of limitations will be tolled for allclaimants who have provided compliant Notices of Dispute to Company but demandsfor arbitration in Coordinated Cases shall only be filed with the arbitrationprovider as permitted by the bellwether process set forth below, and Companyshall not be required to pay any fees associated with cases that this agreementdoes not allow to be filed. 
Once all Notices of Dispute have been provided to Company for CoordinatedCases, counsel for claimants and counsel for Company shall confer in good faithregarding the number of cases that should proceed as bellwethers, to allow eachside to test the merits of its arguments, before the remainder of claims may befiled with the arbitration provider. Any number chosen must be an even numberso as to allow each side to designate its half of the cases selected forbellwether trials. If counsel for claimants and for Company do not agree on thenumber of bellwethers, the number shall be chosen by the arbitration provideras an administrative matter (or, in the arbitration provider’s discretion, by aprocess arbitrator). Factors that the arbitration provider may consider inmaking this decision include the complexity of the dispute and differences infacts or applicable laws among various claims. Once the number of bellwethersis fixed, by agreement or by the arbitration provider, each side shall selecthalf that number from among the claimants who have provided compliant Noticesof Dispute, and only those chosen claims may be filed with the arbitrationprovider. You agree that if your case is among Coordinated Cases filed againstCompany, resolution of your personal claim might be delayed by this bellwetherprocess. Nothing in this paragraph shall be construed to delay the resolutionof uncoordinated Disputes based on similar claims to Coordinated Cases filedagainst Company.  
A single arbitrator shall preside over each Coordinated Case chosen for abellwether proceeding, and only one Coordinated Case may be assigned to eacharbitrator as part of a bellwether process unless the parties agreeotherwise. 
Once all bellwether trials have concluded (or sooner if the counsel for theclaimants in the Coordinate Cases and Company agree), the parties must make agood-faith effort to resolve all remaining cases that were not chosen for abellwether proceeding by engaging in a single mediation of all remaining cases.Each side shall pay half the applicable mediation fee. Counsel for claimants inthe Coordinated Cases and for Company must agree on a mediator within 30 daysafter the conclusion of the last bellwether trial. If counsel for claimants inthe Coordinated Cases and for Company cannot agree on a mediator within 30days, the arbitration provider will appoint a mediator as an administrativematter. Counsel for the claimants in the Coordinated Cases and for Company willcooperate for the purpose of ensuring that the mediation is scheduled asquickly as practicable after the mediator is appointed. 
If the mediation does not yield a global resolution, then claimants inCoordinated Cases who provided compliant Notices of Dispute but whose claimswere not resolved in bellwether proceedings shall no longer have the right toarbitrate their Dispute. Instead, outstanding claims from such cases may befiled only in the state courts in Trumbull County, Ohio or if federaljurisdiction exists, in the United States District Court for the NorthernDistrict of Ohio, and you consent as part of these Terms of Service to venuesuch cases exclusively in these courts. Nothing in this paragraph shall beconstrued as prohibiting either you or Company from removing a case from stateto federal court if removal is allowed under applicable law. To the extent youare asserting the same claims as other persons and are represented by common orcoordinated counsel, you agree to waive any objection that the joinder of allsuch persons is impracticable. If a formerly arbitrable Dispute is brought incourt, claimants may seek class treatment, but to the fullest extent allowed byapplicable law, the classes sought may comprise only the claimants in theCoordinated Cases who provided compliant Notices of Dispute, and Companyreserves the right to contest class certification at any stage of thelitigation and on any available basis. 
A court shall have authority to enforce this bellwether process and may enjointhe filing of lawsuits or arbitration demands not made in compliance withit. 

1. Continuation in Effect 

The disputeresolution process set forth in this agreement survives the termination of anyother agreement between you and Company. 

1. Future Terms Changes 

AlthoughCompany may revise these dispute resolution terms in its discretion, Companydoes not have the right to alter this agreement, or the arbitration rulesspecified herein, with respect to any Dispute once that Dispute arises if suchchange would make arbitration procedures materially less favorable to theclaimant.  The question of whether a change is materially less favorableto the claimant shall be decided by the arbitration provider as a processmatter.

1. Class Action Waiver 

To themaximum extent permitted by applicable law, disputes, claims, and controversiesnot subject to the requirement to arbitrate (including, but not limited to,claims filed in small claims court and claims that are deemed not subject tothe requirement to arbitrate) may not be aggregated together in a class action,except that (as set forth above in Coordinated Filings provision) if a formerlyarbitrable Dispute is brought in court, claimants may seek class treatment, butto the fullest extent allowed by applicable law, the classes sought maycomprise only the claimants in the Coordinated Cases who provided compliantNotices of Dispute, and Company reserves the right to contest classcertification at any stage of the litigation and on any available basis. Accordingly, to the maximum extent permitted by applicable law, you and Companywill only bring disputes, claims, or controversies between Company in anindividual capacity only and shall not:

• seek to bring, join, or     participate in any class or representative action, collective or     class-wide arbitration, or any other action where another individual or     entity acts in a representative capacity (like private attorney general     actions); or
• consolidate or combine     individual proceedings or permit another to do so without the express     consent of all parties to these Terms of Service. 

1. Severability 

If all orany provision of this agreement is found invalid, unenforceable, or illegal,then you and Company agree that the provision will be severed, and the rest ofthese terms shall remain in effect and be construed as if any severed provisionhad not been included. The sole exception is that if the prohibition on classarbitrations is found invalid, unenforceable, or illegal, you and Company agreethat this entire agreement to arbitrate (but not the separate class actionwaiver) will be void and unenforceable and any dispute will be resolved incourt subject to the venue and choice of law clauses specified herein.

1. Your 30-Day Right to Opt Out

You have theright to opt out of and not to be bound by the Binding Individual Arbitrationprovisions set forth in these Terms of Service (except for the class actionwaiver, which is not subject to an opt-out). To exercise this right, you mustsend written notice of your decision by email or via U.S. mail to one of thefollowing addresses: 
hello@joinrxion.com
or 
RxION Inc.
Attention: Legal Department
5310 Warren Rd.
Cortland, OH 44410
Your notice must include your name, mailing address, and email addressassociated with your account with Company, and state that you do not wish to bebound by the Binding Individual Arbitration provisions set forth in these Termsof Service. TO BE EFFECTIVE, THIS NOTICE MUST BE EMAILED, POSTMARKED ORDEPOSITED WITHIN 30 DAYS OF THE DATE ON WHICH YOU FIRST ACCEPTED THESE TERMS OFSERVICE UNLESS A LONGER PERIOD IS REQUIRED BY APPLICABLE LAW; OTHERWISE, YOUWILL BE BOUND TO ARBITRATE DISPUTES IN ACCORDANCE WITH THIS SECTION. You areresponsible for ensuring that Company receives your opt-out notice, so you maywish to send it by a means that provides for a delivery receipt. If you opt outof these provisions, Company will not be bound by them with respect to disputeswith you.
‍
XVII. GOVERNING LAW
‍
These Terms of Service shall be governed by and construed in accordance withthe laws of the State of Ohio without regard to its conflicts of lawprovisions. 
‍
XVIII. THIRD-PARTY BENEFICIARIES
‍
Any use of third-party software (or associated third-party products orservices) shall be governed by the applicable party’s license or terms of use,and not by these Terms of Service. In addition to this Agreement, your use ofthe Service and the Site (and the Content) must comply with all applicablethird-party terms of use.
‍
Except as expressly set forth herein (e.g., with respect to disclaimers andindemnification in favor of Our Parties and the Providers), the parties agreethat there are no third-party beneficiaries of these Terms of Service.
‍
XIX. GENERAL TERMS
‍

1. The headings used in this     agreement are included for convenience only and will not limit or     otherwise affect these Terms of Service.

‍

1. These Terms of Service     (together with the other polices posted on our Site and/or additional Site     terms applicable to you) contain the entire understanding and agreement     between you and Us with respect to this Site and supersede all previous     communications, negotiations, and agreements, whether oral, written, or     electronic, between you and Us with respect to this Site and your use of     this Site.

‍

1. In the event that any provision     of these Terms of Service is determined to be unlawful, void or     unenforceable, such provision shall nonetheless be enforceable to the     fullest extent permitted by applicable law, and the unenforceable portion     shall be deemed to be severed from these Terms of Service, such     determination shall not affect the validity and enforceability of any     other remaining provisions.

‍
d.     We will not be deemed to be in breach of these terms or liablefor any breach of these Terms of Use or our Privacy Policy due to any event oroccurrence beyond our reasonable control, including without limitation, acts ofGod, terrorism, war, invasion, failures of any public networks, electricalshortages, riots, embargoes, acts of civil or military authorities, shortagesof transportation facilities, fuel, energy, labor, or materials, pandemic,accidents, earthquakes or floods, civil disorder, strikes, fire, or otherdisaster.
‍

1. Our failure to exercise or     enforce any right or provision of these Terms of Service shall not     constitute a waiver of such right or provision.

‍

1. These Terms of Service shall     not create any partnership, joint venture, employment, or other agency     relationship between you and Us, the Providers, the pharmacy network     providers or the pharmacies.

‍

1. These Terms of Service and any     policies or operating rules referenced or posted by us on the Site     constitutes the entire agreement and understanding between you and us and     supersedes any prior or contemporaneous agreements, communications and     proposals, whether oral or written, between you and us (including, but not     limited to, any prior versions of the Terms of Service).

‍

1. We may, in our sole discretion,     transfer our contractual rights and obligations set forth in these Terms     of Service to any affiliate of Us or to another third party in the event     that some or all of the our business is transferred to a third party by     way of merger, sale of its assets or otherwise. You may not assign any of     your rights hereunder, and any such attempt by you will be deemed null and     void.

‍
XX. DIGITAL MILLENNIUM COPYRIGHT ACT
‍
If you are a copyright owner or an agent thereof and believe that any contentinfringes upon your copyrights, you may submit a notification pursuant to theDigital Millennium Copyright Act (“DMCA”) by providing us with the followinginformation in writing (see 17 U.S.C § 512(c)(3) for further detail):
‍
· A physical or electronic signature of a person authorized to act on behalf ofthe owner of an exclusive right that is allegedly infringed;
‍
· Identification of the copyrighted work claimed to have been infringed, or, ifmultiple copyrighted works at a single online site are covered by a singlenotification, a representative list of such works at that site;
‍
· Identification of the material that is claimed to be infringing or to be thesubject of infringing activity and that is to be removed or access to which isto be disabled and information reasonably sufficient to permit Us to locate thematerial;
‍
· Information reasonably sufficient to permit Us to contact you, such as anaddress, telephone number, and, if available, an electronic mail;
‍
· A statement that you have a good faith belief that use of the material in themanner complained of is not authorized by the copyright owner, its agent, orthe law; and
‍
· A statement that the information in the notification is accurate, and underpenalty of perjury, that you are authorized to act on behalf of the owner of anexclusive right that is allegedly infringed.
‍
You may direct copyright infringement notifications to us at:
‍
Email: hello@joinrxion.com
Phone: (833) 482-6464
‍
You acknowledge that if you fail to comply with all of the requirements of thissection, your DMCA notice may not be valid.
‍
XXI. CONTACT INFORMATION
‍
Questions about the Terms of Service should be sent to us at hello@joinrxion.com orby mail at RxION Inc., 5310 Warren Rd, Cortland OH 44410.

‍