WellVia Subscription Agreement

This Subscription Agreement (the “Agreement”) is made between you and Wellspring Telehealth, LLC dba WellVia (“WellVia”). You agree to pay to WellVia the fee of the plan you selected for a subscription to services provided by WellVia. In exchange for the subscription fee, WellVia facilitates access for you (“Primary Member”), and up to six (6) of your qualified dependents, to remote medical consultations provided by Wellspring Physician P.A/P.C (“Remote Consultations”) via telephone and/or secure video, when available (collectively, the “Services”). WellVia is the provider of certain administrative services to the Wellspring Physician P.A/P.C and does not provide professional medical services itself. Primary Member and any other qualified dependent under Primary Member’s account will be responsible for Fees for Remote Consultations that will be charged for each Remote Consult requested by Member in addition to the subscription fee for the WellVia provided Services.

  1. Electronic Agreement. You acknowledge and agree that you have read this Agreement, the WellVia Terms of Use, the WellVia Privacy and Security Policy (the "Privacy Policy"), the WellVia HIPAA Policy (the "HIPAA Policy"), the WellVia Prescription Policy and any notices on the Website carefully, all of which are incorporated in, and made a part of, this Agreement. By using the Services (including by clicking checking the "I accept" button associated with this Agreement), you accept this Agreement and agree to the terms, conditions, and notices contained or referenced herein. This Agreement may be modified by WellVia from time to time, at its sole discretion, with such modifications to be effective upon posting by WellVia on the Website or via the Services or providing you with notice of the modification. It is important that you review such modifications because if you continue to use the Services after we have posted the modifications, you indicate that you agree to be bound by this Agreement, as modified.
  2. Consent to Electronic Disclosures. You agree that WellVia may send the following to you by email or posting them on the Website: this Agreement, including legal disclosures; future changes to this Agreement, WellVia’s Terms of Use, WellVia’s Site Privacy and Security Policy; WellVia’s HIPAA Policy; and other notices, legal communications or disclosures and information related to the Services (the "Communications"). You consent to receive these Communications electronically. You agree to notify us promptly if your email address changes. Your consent to conduct actions electronically and our agreement to do so covers all actions you conduct through the Services.
  3. Withdrawing Your Consent. If you later decide that you do not want to receive future Communications electronically, please send an email to support@mywellvia.com or a letter to INSERT ADDRESS. Your withdrawal of consent shall be effective within a reasonable time after we receive your withdrawal notice described above. Your withdrawal of consent will not affect the legal validity or enforceability of this Agreement provided to, and electronically signed by, you prior to the effective date of your withdrawal. However, if you withdraw your consent to receive Communications electronically, we may terminate your use of the Services.
  4. Site Content. None of the Site content should be considered medical advice or an endorsement, representation or warranty that any particular medication or treatment is safe, appropriate, or effective for you.
  5. Fees and Payments. The different payment options for subscription fee to the Services will be published on the relevant Website or at the time a subscription is offered or renewed. Any terms and conditions applying to such subscriptions or other services are incorporated into this Agreement. You must be 18 years of age or older to purchase a subscription to the Services. You agree to pay the subscription fees and any other charges incurred in connection with your account for the Services (including any applicable taxes) at the rates in effect when the charges were incurred. We will bill all charges automatically to your credit card. Subscription fees will be billed at the beginning of your subscription and any renewal. As a general matter, all fees and charges are non-refundable. We reserve the right to issue refunds or credits at our sole discretion. If we do issue a refund or credit, we are under no obligation to issue the same or similar refund in the future. Please contact our Customer Center at support@mywellvia.com for more details about our refund policies. We may change the fees and charges then in effect, or add new fees or charges, by giving you notice in advance and an opportunity to cancel. Price changes for paid subscriptions will take effect at the start of the next subscription period following the date of the price change. As permitted by local law, you accept the new price by continuing to use the Services after the price change takes effect. If you do not agree with the price changes, you have the right to reject the change by unsubscribing from the Services prior to the price change going into effect. Please therefore make sure you read any such notification of price changes carefully. If you need to update your credit card details or you want to use a different credit card, you can do so through your member online portal or by calling 877-872-0370. If you believe someone has accessed a Services using your user name and password without your authorization, please immediately notify us by calling Customer Service at 877-872-0370 or contacting us at support@mywellvia.com. You are responsible for any fees or charges incurred to access the Services through an Internet access provider or other Third Party service.
  6. Term; Cancellation and Renewal. Unless otherwise prohibited by applicable law, your subscription for the Services is set to automatically renew and your credit card will be charged the then-current monthly or annual (as elected) subscription fee, plus applicable tax, to the payment method provided by you, until you cancel your subscription. The day that you register for and purchase or activate your Subscription for the Services is the first day of your billing cycle. This Agreement shall remain in full force and effect while you use the Services. Your subscription will renew automatically until it is cancelled in accordance with this Section. For annual subscriptions, we will notify you of the pending renewal of your subscription at least 15 days prior to the date your subscription renews, except as otherwise required by law. For all subscriptions, you must cancel your subscription before it renews in order to avoid billing of subscription fees for the renewal term to your credit card. You may cancel subscription by submitting a written cancellation request to support@mywellvia.com or by calling Customer Care at 877-872-0370.
  7. Termination by WellVia. WellVia may terminate this Agreement or suspend your access to the Services at any time, including in the event of your actual or suspected unauthorized use of the Services, or non-compliance with this Agreement, or other WellVia policies. If you or WellVia terminate this Agreement, or if WellVia suspends your access to the Services, you agree that WellVia shall have no liability or responsibility to you and WellVia will not refund any amounts that you have already paid, to the fullest extent permitted under applicable law.
  8. Codes and other pre-paid offers. If you have purchased or received a code, gift card, pre-paid offer or other offer provided or sold by or on behalf of WellVia for access to a Paid Subscription (“Code”), separate terms and conditions presented to you along with the Code may also apply to your access to the Services and you agree to comply with any such terms and conditions.
  9. Trials. From time to time, we or others on our behalf may offer trials of Paid Subscriptions for a specified period without payment or at a reduced rate (a “Trial”). WellVia reserves the right, in its absolute discretion, to determine your eligibility for a Trial, and, subject to applicable laws, to withdraw or to modify a Trial at any time without prior notice and with no liability, to the greatest extent permitted under the law. For some Trials, we’ll require you to provide your payment details to start the Trial. AT THE END OF SUCH TRIALS, WE MAY AUTOMATICALLY START TO CHARGE YOU FOR THE APPLICABLE PAID SUBSCRIPTION ON THE FIRST DAY FOLLOWING THE END OF THE TRIAL, ON A RECURRING MONTHLY BASIS. BY PROVIDING YOUR PAYMENT DETAILS IN CONJUNCTION WITH THE TRIAL, YOU AGREE TO THIS CHARGE USING SUCH PAYMENT DETAILS. IF YOU DO NOT WANT THIS CHARGE, YOU MUST CANCEL THE APPLICABLE PAID SUBSCRIPTION BEFORE THE END OF THE TRIAL. IF YOU DO NOT WANT TO CONTINUE TO BE CHARGED ON A RECURRING MONTHLY BASIS, YOU MUST CANCEL THE APPLICABLE PAID SUBSCRIPTION BEFORE THE END OF THE RECURRING MONTHLY PERIOD. PAID SUBSCRIPTIONS CANNOT BE TERMINATED BEFORE THE END OF THE PERIOD FOR WHICH YOU HAVE ALREADY PAID, AND EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, WELLVIA WILL NOT REFUND ANY FEES THAT YOU HAVE ALREADY PAID.
  10. Customer Support. For customer support with account-related and payment-related questions (“Customer Support Queries”), please email support@mywellvia.com. We will use reasonable endeavors to respond to all Customer Support Queries within a reasonable time frame but we make no guarantees or warranties of any kind that any Customer Support Queries will be responded to within any particular time frame and/or that we will be able to satisfactorily answer any such queries.
  11. Warranty and disclaimer. YOU UNDERSTAND AND AGREE THAT THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE”, WITHOUT EXPRESS OR IMPLIED WARRANTY OR CONDITION OF ANY KIND. YOU USE THE SERVICES AT YOUR OWN RISK. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WELLVIA MAKES NO REPRESENTATIONS AND DISCLAIM ANY WARRANTIES OR CONDITIONS OF SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT WITH RESPECT TO THE SERVICES. IN ADDITION, WELLVIA MAKES NO REPRESENTATION NOR DOES IT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY THIRD PARTY APPLICATIONS (OR THE CONTENT THEREOF), USER CONTENT, OR ANY OTHER PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY ON OR THROUGH THE SERVICES OR ANY HYPERLINKED WEBSITE, OR FEATURED IN ANY BANNER OR OTHER ADVERTISING. YOU UNDERSTAND AND AGREE THAT WELLVIA IS NOT RESPONSIBLE OR LIABLE FOR ANY TRANSACTION BETWEEN YOU AND THIRD PARTY PROVIDERS OF THIRD PARTY APPLICATIONS OR PRODUCTS OR SERVICES ADVERTISED ON OR THROUGH THE SERVICES. AS WITH ANY PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE. NO ADVICE OR INFORMATION WHETHER ORAL OR IN WRITING OBTAINED BY YOU FROM WELLVIA SHALL CREATE ANY WARRANTY ON BEHALF OF WELLVIA IN THIS REGARD. SOME ASPECTS OF THIS SECTION MAY NOT APPLY IN SOME JURISDICTIONS IF PROHIBITED BY APPLICABLE LAW. THIS DOES NOT AFFECT YOUR STATUTORY RIGHTS AS A CONSUMER.
  12. Force Majeure. WellVia shall not be liable for any failure or inability to perform the Services under this Agreement due to any cause beyond the reasonable control of WellVia, including, without limitation, acts of God, regulations of laws of any government, acts of war or terrorism, acts of civil or military authority, fires, floods, accidents, epidemics, quarantine restrictions, unusually severe weather, explosions, earthquakes, strikes, labor disputes, loss or interruption of electrical power or other public utility, freight embargoes or delays in transportation, or any similar cause beyond its reasonable control.
  13. Governing Law/Jurisdiction. You agree that the laws of the state of Texas without regard to principles of conflict of laws, will govern this agreement and any dispute that might arise between you and WellVia. You agree and expressly consent to the exercise of personal jurisdiction in the courts of Tarrant County, Texas, in connection with any claim involving the Services or the Website.
  14. CLASS ACTION WAIVER. WHERE PERMITTED UNDER THE APPLICABLE LAW, YOU AND WELLVIA AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. Unless both you and WellVia agree, no arbitrator or judge may consolidate more than one person’s claims or otherwise preside over any form of a representative or class proceeding.
  15. Arbitration. If you are located in a jurisdiction in which this Section 15 is enforceable, the following mandatory arbitration provisions apply to you: