Date of Last Revision: 5/25/2024
Nexa Vitality's services facilitate communication and coordination with a healthcare provider, but they do not replace your relationship with any physician. These services may not be suitable for all medical conditions. In case of a medical emergency, call your doctor or dial 911 immediately.
Please read these Terms of Use carefully, as they outline important information about the services provided by Nexa Vitality.
By accessing or using the Sites or Services, you acknowledge that you have read, understood, and agree to be legally bound by these Terms of Use. If you do not agree with any part of these Terms, you may not use the Sites or Services.
The Terms of Use may change, as provided herein.
Nexa Vitality LLC and its affiliates (collectively, "Nexa Vitality," "we," "us," or "our") own and operate the website located at www.nexavitality.com and any linked websites (collectively, the "Websites"), and any affiliated mobile application ("App"), collectively referred to as the "Sites." The Sites facilitate the provision of Services to registered users. The "Services" may include:
1. Providing individuals with information on weight loss, healthcare, and wellness ("Content");
2. Providing access to licensed healthcare providers and pharmacy services focused on weight loss;
3. Developing and gathering healthcare records and information for use in healthcare provider appointments, communications, and pharmacy services;
4. Administrative support for scheduling, payment for healthcare provider services, and payment for pharmacy services;
5. Telecommunications support for direct access to healthcare providers provided by Beluga Health, P.A., and similar affiliated entities for communication, consultations, assessments, and treatment.
These Terms of Use describe your rights and responsibilities concerning the Nexa Vitality Sites used to receive Services. Your access and use of the Sites are subject to these Terms of Use, our Privacy Policy, and all applicable laws and regulations. The terms "you" and "yours" refer to the person using the Services. These Terms of Use are between you and Nexa Vitality, even if you accessed the Sites through a third-party website or application controlled by an affiliate of Nexa Vitality.
If you do not accept these Terms of Use, you are not authorized to access or use the Sites, Services, or any information or Content provided through them. The Sites and Services are continually under development, and Nexa Vitality reserves the right to review or remove any part of these Terms of Use at its sole discretion at any time and without prior notice. You should periodically check these Terms of Use to see if any changes have been made. Any changes are effective upon posting to the Sites. If you disagree with any changes, your sole remedy is to discontinue your use of the Sites and Services. Continued use of the Sites after changes are posted constitutes acceptance of the changes.
By using these services, you also accept the use of Bask Health Inc’s platform and its applicable privacy policy located on the Bask Health website (bask.health, bask.bio).
**Nexa Vitality DOES NOT PROVIDE MEDICAL SERVICES.**
Except for specific communications received from Beluga Health, P.A., or affiliated healthcare organizations and providers, none of the Content you receive through the Nexa Vitality Site should be considered medical advice.
Nexa Vitality does not provide any medical services, including through the Sites and Services. Rather, Nexa Vitality provides a technology platform to access healthcare providers employed by or contracted with Beluga Health, P.A., or similar affiliated professional entities, and access additional information, which you may choose to utilize in planning your healthcare and wellness. The health and wellness resources available through our Services are not a substitute for direct in-person healthcare services in all cases. The decision to focus on diagnosis, treatment recommendations, or both rests with you and the healthcare provider. You understand that by coordinating and, in some cases, consulting with a Beluga Health, P.A., or one of its affiliate healthcare providers through the Services, you are not entering into a provider-patient relationship with Nexa Vitality. Additionally, the Beluga Health, P.A., healthcare providers you utilize are not acting as your primary care providers or physicians and are providing a limited scope medical service focused on weight loss.
By accepting the Terms of Use, you agree and consent to Nexa Vitality, Nexa Vitality affiliates, or healthcare providers sending you disclosures, notices, messages, reports, and other communications. It is your responsibility to monitor these communications. You acknowledge and agree that you will not hold us or any Nexa Vitality affiliate liable for any loss, injury, or claim resulting from your failure to read these communications or comply with any treatment recommendations contained in them.
Certain Services are currently only available to individuals located in certain states.
To use the Services, you must meet the following criteria:
- You are 18 years of age or older.
- You are located in a state where we operate (depending on the type of Services).
- You agree to be legally bound by and comply with these Terms of Use.
Meeting these requirements does not guarantee you will receive Services through Nexa Vitality. Nexa Vitality and certain affiliated professional entities reserve the right to change or include new requirements as deemed appropriate in their sole discretion without prior notice.
You must have compatible computing and/or mobile devices, access to the Internet, and necessary software to use the Sites. Fees and charges may apply to your use of mobile services and the Internet.
All medical services received through Nexa Vitality’s platform are virtual and via telehealth. You must agree to a separate telehealth consent to receive these services through the Nexa Vitality platform.
Telehealth involves the delivery of healthcare services using electronic communications, information technology, or other means between a healthcare provider and a patient who are not in the same physical location. Telehealth may be used for diagnosis, treatment, follow-up, and/or related patient education and may include, but is not limited to:
- Electronic transmission of medical records, photo images, personal health information, or other data between a patient and healthcare provider;
- Interactions between a patient and healthcare provider via audio, video, and/or data communications; and
- Use of output data from medical devices, sound, and video files.
The electronic systems used in the Services incorporate network and software security protocols to protect the privacy and security of health information and imaging data and include measures to safeguard data integrity against intentional or unintentional corruption.
Please see our Consent to Telehealth available for a description of the risks and benefits of telehealth. The Consent to Telehealth is hereby incorporated into these Terms of Use by reference and constitutes a part of these Terms of Use.
A healthcare provider consulting with you through the Services may not have the benefit of information obtained by examining you in person and observing your physical condition in each instance. Therefore, the healthcare provider may not be aware of facts or information that may affect their opinion regarding a potential diagnosis or treatment recommendation. To reduce the risk to you of this limitation, Nexa Vitality strongly encourages you to provide all relevant information and discuss any diagnosis and treatment options with a local healthcare provider. Additionally, a healthcare provider utilizing Nexa Vitality may be limited by state law in prescribing certain medications to you without first conducting an in-person physical examination. By engaging the Services, you acknowledge and agree that you are aware of these limitations and assume the risk of these limitations. Furthermore, you agree and accept that:
- Any diagnosis you receive is limited and, in some cases, provisional;
- The health care services are not intended, in all cases, to replace a full medical evaluation or an in-person visit with a healthcare provider;
- A healthcare provider acting through the Services may not have important information that is usually obtained through a “hands-on” physical examination;
- The absence of a physical examination may affect the healthcare provider’s ability to diagnose any potential condition, disease, or injury.
Nexa Vitality understands the importance of confidentiality and privacy regarding your health information. Please see: (1) our Privacy Policy available on the Site for a description of how we may collect and use your personal information, and (2) the Nexa Vitality Professionals Notice of Privacy Practices applicable to Beluga Health, P.A., and similar affiliated professional entities for a description of how these entities may use and disclose your medical information and how you may access that information, which is available at the end of the Nexa Vitality Privacy Policy document. The Privacy Policy and Nexa Vitality Professionals Notice of Privacy Practices are hereby incorporated into these Terms of Use by reference and constitute a part of these Terms of Use.
This section describes additional terms and conditions applicable to your participation in the weight loss monthly subscription programs (the “Program”) offered through Nexa Vitality by the affiliated professional entities that provide services on the Nexa Vitality platform. The Program is designed to provide access to weight loss management utilizing semaglutide and tirzepatide medications. The Program is a monthly subscription-based service through which eligible patients can obtain limited medical care via telehealth, including monthly refills of medication (at the discretion of the patient’s Nexa Vitality-affiliated medical provider), pharmacy services, and secure messaging with their Nexa Vitality-affiliated healthcare provider for a recurring monthly payment. The Program is not health insurance or a substitute for health insurance, does not meet any individual health insurance mandate under federal or state law, and cannot replace your in-person provider relationships. You should keep your existing health insurance coverage while participating in the Program or obtain health insurance coverage if you do not currently have it.
Each monthly subscription includes:
- 30-day medication refill as determined by the patient’s Nexa Vitality-affiliated healthcare provider.
- Secure messaging with your Nexa Vitality-affiliated healthcare provider.
- Fulfillment of prescription medication of Semaglutide or Tirzepatide (as prescribed), if you choose to have your prescription filled by the Nexa Vitality Pharmacy Network (as defined below), with free two-day shipping.
To participate in the Program, you must be evaluated by a licensed medical provider on the Nexa Vitality platform and meet the clinical criteria for
participation in the professional judgment of such healthcare provider. To be evaluated for participation, you must complete an initial onboarding telehealth medical assessment (the “Diagnosis Online Visit”) with a doctor or nurse practitioner. If, following the Diagnosis Online Visit, your healthcare provider determines that you are a good candidate for treatment through the Program, they may initiate such treatment by writing you a prescription.
Your enrollment in the Program, including your ability to access the medication subscription Services and your obligation to pay monthly subscription fees (each as defined below), will commence when your healthcare provider communicates your care plan, risks, and benefits of treatment, and you acknowledge such and elect to proceed with participation in the Program.
In certain cases, you or your healthcare provider may request that you complete services (e.g., medical consults with a primary care physician or other specialist, laboratory tests) in excess of the Services offered by Nexa Vitality. In such cases, it is your responsibility to complete such tests or have consults with such specialists.
If you receive a prescription as a result of the Services, you may select one of our partner pharmacies (collectively, the “Nexa Vitality Pharmacy Network”) to ship your prescription. You consent to us sending and disclosing to the Nexa Vitality Pharmacy Network all information provided by you, healthcare records, and other applicable healthcare information and personal information (such as your name, location, and demographic information) so that you may receive pharmacy services.
If you select to use the Nexa Vitality Pharmacy Network to fulfill any prescriptions provided by healthcare providers through the Services, you acknowledge that your medication, if approved, will not be shipped in child-resistant packaging and that you must keep it out of the reach of children.
Unfortunately, we cannot accept returns of prescription products for reuse or resale, and all sales are final. However, if you feel there has been an error in filling your prescription, please contact us at [email protected].
You will have an opportunity to review and agree to the cost of Monthly Subscription (the “Subscription Fee”) during the checkout process that is part of the Diagnosis Online Visit. You may also view the costs associated with Monthly Subscription on the Program webpage. Once you begin participation in the Program, your Subscription Fee will be automatically charged to your payment card or PayPal account on file on a recurring, monthly basis (approximately every 28-30 days) until your Subscription is canceled. The initial payment must be made the day your Subscription commences. Once paid, your Subscription Fee is non-refundable. You may cancel your Subscription at any time by emailing us at [email protected] or logging into your Secure User account.
If you choose to have your prescription filled at a local pharmacy, your Subscription Fee will not include the cost of medication and pharmacy fulfillment. If you transfer your prescription from a local pharmacy to the Nexa Vitality Pharmacy Network, the cost of medication and pharmacy fulfillment will be added to your Subscription Fee at the beginning of the next billing cycle. You may transfer your prescription to a local pharmacy or the Nexa Vitality Pharmacy Network at any time by emailing us at [email protected].
You agree to pay all fees due for services requested. You will see a prompt for your payment details, such as your credit card information and any promotional codes you may have. By entering your payment information and submitting your request, you authorize us, our affiliates, or our third-party payment processors to charge the amount due.
You understand and agree that you are responsible for all fees due to receive healthcare services and pharmacy services, including any fees charged by the healthcare organization(s) or provider(s). Your payments to Nexa Vitality may include fees charged by healthcare organization(s) or provider(s) for healthcare services and/or pharmacy services, which Nexa Vitality collects on their behalf. Any healthcare services or pharmacy services not made available through the Services are not included in the payments collected by Nexa Vitality, and you may be separately charged by the applicable healthcare providers for such services. In the event that your credit card expires or Nexa Vitality, our affiliates, or our third-party payment processors are unable to process your payment, you may receive notice to provide an alternative payment method. Nexa Vitality and/or the healthcare organization(s) and/or provider(s) have no obligation to provide any healthcare services or pharmacy services unless and until full payment has been received and/or verified.
You understand and agree that the affiliated professional entities, the healthcare professionals practicing on the Nexa Vitality platform, and the pharmacies in the Nexa Vitality Pharmacy Network will not bill your health insurance benefits plan for the healthcare and pharmacy services and products you receive as part of the Program and that such healthcare and pharmacy services and products may not be eligible for reimbursement. You understand and agree that you are responsible for all fees due to receive healthcare and pharmacy services and products consistent with the “Payment” and “Special Notice to Medicare and Medicaid Beneficiaries” sections below.
Federal and state healthcare programs, such as Medicare and Medicaid, do not pay for all healthcare costs, even for some healthcare services and products that you or your healthcare provider have good reason to think you need. If you are a beneficiary of a federal or state healthcare program, and such a program does not pay for certain services or products rendered to you, you may have to pay for these services and products. As we understand it, neither federal nor state healthcare programs currently pay for any of the medical services or products made available through the Services performed by affiliated healthcare organizations or providers, at least not in the way such services or products are provided (i.e., using telemedicine and bundled treatment offerings). By agreeing to use the Services, you acknowledge and agree that:
1. You will pay directly for any medical services and products provided to you.
2. Neither Nexa Vitality nor any Nexa Vitality affiliated healthcare organization or provider will bill any federal or state healthcare program for such medical services or products.
You may cancel your Subscription at any time by emailing us at [email protected] or logging into your Secure User account. Any Subscription Fees paid before the cancellation date are non-refundable.
If you wish to delay your billing date for any reason, you may do so by logging into your Secure User account or emailing us at [email protected]. You can learn more about how to initiate a delay through your Secure User account in the FAQs located here. When you delay, you will not be charged a Subscription Fee until the end of the delay period you have selected. During this period, you will not be eligible to receive any Subscription Services, except you may still message your Nexa Vitality-affiliated healthcare professional through Nexa Vitality’s secure messaging application at any time. Delaying could impact your ability to adhere to your treatment plan. As a result, at your Nexa Vitality-affiliated healthcare provider’s discretion, you may need to be re-evaluated before continuing with treatment (a “Continuation Visit”) at the end of a delay period. If you delay for a cumulative period of eight (8) consecutive weeks or more without scheduling a Continuation Visit, your Subscription may be canceled without notice.
If you wish to pause your Subscription by turning off auto-payments (going “On-demand”) for any reason, you may do so by logging into your Secure User account or emailing us at [email protected]. You can learn more about how to go On-demand through your Secure User account in the FAQs located here. When you go On-demand, you will not be charged any additional monthly Subscription Fee payments until you initiate a charge by ordering a refill of your medication or turning auto-payments back on. You will receive Subscription Services through the last day of the monthly billing cycle for which you have paid the monthly Subscription Fee. After that, other than messaging your Nexa Vitality-affiliated healthcare professional through Nexa Vitality’s secure messaging application, you will not be eligible to receive any Subscription Services until you initiate another charge as described above. Going On-demand could impact your ability to adhere to your treatment plan. As a result, at your Nexa Vitality-affiliated healthcare provider’s discretion, you may need to undergo a Continuation Visit before continuing with treatment at the end of an On-demand period. If you remain On-demand for a cumulative period of eight (8) consecutive weeks or more without scheduling a Continuation Visit, your Subscription may be canceled without notice.
Shipping Policy & Returns Policy
Nexa Vitality's Shipping and Returns policy can be found here: https://nexavitality.com/policies/shipping-and-returns-policy/
NEITHER Nexa Vitality NOR THE AFFILIATED PROFESSIONAL ENTITIES MAKE ANY REPRESENTATIONS, WARRANTIES, OR GUARANTEES REGARDING THE CONTINUED AVAILABILITY OF THE PROGRAM. THE PROGRAM MAY BE DIS
CONTINUED AT ANY TIME AT THE SOLE DISCRETION OF Nexa Vitality AND/OR THE AFFILIATED PROFESSIONAL ENTITIES. YOU WILL BE GIVEN 30 DAYS’ NOTICE OF ANY SUCH DISCONTINUATION SO THAT YOU MAY FIND A LOCAL PROVIDER TO CONTINUE TREATMENT.
By opting in to receive text (SMS) messages from Nexa Vitality or by sending Nexa Vitality an initial text message (an “SMS Enrollment”), you consent to receiving text messages regarding your Nexa Vitality account and use of the Sites and Services. These text messages may include order confirmations, shipping notifications, messages from your healthcare provider, and other transactional messages, as well as promotional and marketing notifications, to the extent you have opted in to receive such messages from Nexa Vitality.
With your SMS Enrollment, you represent and understand that:
1. You are the owner or authorized user of the mobile device you used to initiate the SMS Enrollment.
2. You are authorized to approve any applicable charges in connection with the text messages you send to and receive from Nexa Vitality.
3. You will be responsible for all messaging and other data charges that may apply for any text messages sent to you from Nexa Vitality, or from Nexa Vitality to you.
4. Neither Nexa Vitality, nor your or Nexa Vitality’s mobile carriers, will be liable for delayed or undelivered messages.
Note that access to the Services and the Sites is not conditioned upon your consent to receive marketing or promotional text messages from Nexa Vitality, and you can opt out of any of Nexa Vitality’s SMS services at any time by texting “STOP” to the message received from the mobile device that is subscribed to receive the SMS messages. After you send the text message “STOP” to us, we may send you one final text message to confirm that you have been unsubscribed. If you have opted in to receive more than one type of text message from Nexa Vitality, you will need to opt out of each Nexa Vitality SMS service to which you are subscribed. Until you have done so, you may continue to receive the types of text messages from Nexa Vitality that you have opted in to receive but have not unsubscribed from.
You also understand that while Nexa Vitality takes your privacy and the security of your health and other sensitive information very seriously, the transmission of information over the Internet and mobile networks is not 100% secure. Text messages and emails that you send to or receive from Nexa Vitality are not encrypted, meaning they may be 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. By initiating an SMS Enrollment, you consent to sending text messages to Nexa Vitality and receiving text messages from Nexa Vitality that are not encrypted. Likewise, by emailing Nexa Vitality or giving Nexa Vitality your email, you consent to receiving unencrypted email messages from Nexa Vitality.
If you are experiencing any issues with Nexa Vitality’s text messaging or email services, or if you have concerns about sending or receiving sensitive information through text or email, please contact us directly at [email protected]. If you have questions specific to your text or data plan, please contact your wireless provider.
Although certain parts of the Sites are accessible to any individual, you must register with Nexa Vitality to access the Services. The Services are available only to users who have registered with Nexa Vitality and to other persons affiliated with Nexa Vitality who have been granted accounts with usernames and passwords (“Secure Users”). If you are a Secure User, you agree to provide accurate, complete, and correct information and to maintain and update any information about yourself that you have provided to Nexa Vitality. If you do not maintain such information, or Nexa Vitality has reasonable grounds to suspect as much, Nexa Vitality has the right to suspend or terminate your account and your use of the Services. You also agree to notify Nexa Vitality immediately of any unauthorized use of your username, password, or any other breach of security that you become aware of involving or relating to the Services by emailing Nexa Vitality at [email protected]. Nexa Vitality may take any and all actions it deems necessary or reasonable to maintain the security of the Sites, Services, and your Secure User account.
You agree to keep confidential your username and password and to exit from your Secure User account at the end of each session. You are responsible for all activities that occur under your account and for maintaining the confidentiality of your password. You are responsible for changing your password promptly if you think it has been compromised. You may not transfer or share your password with anyone or create more than one account. You may not use anyone else’s account at any time. Nexa Vitality explicitly disclaims liability for any and all losses and damages arising from your failure to comply with this section. You acknowledge and agree that:
1. All or any part of the Sites may not be accessible at any time, for any period, or for any reason.
2. Nexa Vitality will not be liable if, for any reason, all or any part of the Sites are unavailable at any time or for any period.
The App is intended for use only on a mobile phone that runs an unmodified manufacturer-approved operating system. Using the App on a mobile phone with a modified operating system may undermine security features intended to protect your protected health information from unauthorized or unintended disclosure. As a result, you may compromise your protected health information if you use the App on a mobile phone that has been modified. Use of the App on a mobile phone with a modified operating system is a material breach of these Terms of Use.
Subject to your compliance with these Terms of Use, we grant you a personal, limited, revocable, non-exclusive, and non-transferable right to view, download, access, and use the Sites in the United States and to use the Services solely for your personal and non-commercial use, only as permitted under these Terms of Use, the Consent to Telehealth, and the Privacy Policy. No other right, title, or interest in or to the Sites is transferred to you, and all rights not expressly granted are reserved by Nexa Vitality or its licensors. We reserve the right, in our sole discretion, to deny or suspend the use of the Sites or Services to anyone for any reason. You agree not to, and will not attempt to:
Except for any personal data or information you submit, maintained in accordance with our Privacy Policy (which may be governed by 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”) or related state-specific privacy laws and regulations), you understand and agree that any information you provide to Nexa Vitality on or through the Sites or Services, whether by direct entry, submission, email, or otherwise, including, but not limited to, data, questions, comments, forum communications, or suggestions, will be treated as non-confidential and non-proprietary and will become the property of Nexa Vitality and/or (i) Beluga Health, P.A., (ii) similar affiliated professional entities, or (iii) individual health providers utilizing the Services.
Such information may be used for any purpose, including, without limitation, reproduction, solicitation, disclosure, transmission, publication, broadcast, and posting.
Nexa Vitality shall be free to use any ideas, concepts, know-how, or techniques contained in any communication you send to Nexa Vitality via the Services or by any other means for any purpose whatsoever, including, without limitation, developing and marketing products using such information.
For any personal data or information subject to the foregoing exception, and to the extent permitted by law, you:
1. Understand and agree that any such information provided by you may be used, copied, or displayed by Nexa Vitality, Nexa Vitality may create derivative works of any such data, and Nexa Vitality may provide such data to our service providers, successors and assigns, Beluga Health, P.A., and affiliated healthcare providers, and their affiliated professional entities, in the performance of their services;
2. Grant Nexa Vitality, our service providers, successors and assigns, Beluga Health, P.A., and affiliated healthcare providers, and their affiliated professional entities, the fully transferable and sublicenseable right and license to use, reproduce, modify, analyze, perform, display, distribute, and otherwise disclose to third parties any data or information you submit on or through the Sites for the purposes of providing services to you; conducting research or analyses of such data; and designing, developing, implementing, modifying, and/or improving new, current, or future features, products, and services of Nexa Vitality using such data.
As between Nexa Vitality and you, Nexa Vitality is the sole and exclusive owner of all right, title, and interest in and to the Sites and their content, features, and functionality (including, without limitation, all information, software, text, displays, images, video, audio, design, selection, arrangement, and look and feel), other Content, and all intellectual property rights therein, and any suggestions, ideas, or other feedback provided by you. You are not permitted to reproduce, publish, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, transmit, sell or participate in any sale of, or exploit in any way, in whole or in part, any of the material on our Sites, except as generally and ordinarily permitted through the Sites according to these Terms of Use. Any copy, modification, revision, enhancement, adaptation, translation, or derivative work of the Sites or Content shall be owned solely and exclusively by Nexa Vitality or its licensors, including all intellectual property rights therein. You may not access or use for any commercial purposes any part of the Sites or Content.
Nexa Vitality reserves the right to remove any content or any other material or information available on or through our Sites at any time for any reason. Nexa Vitality otherwise complies with the provisions of the Digital Millennium Copyright Act (“DMCA”) applicable to Internet service providers (17 U.S.C. § 512, as amended) and responds to clear notices of alleged copyright infringement. This section describes the procedure that should be followed to file a notification of alleged copyright infringement with Nexa Vitality.
**Notification of Claimed Copyright Infringement:** If you have objections to copyrighted content or material made available on or through our Sites, you may submit a notification to our Designated Agent at: [email protected]. Any notification to Nexa Vitality under 17 U.S.C. § 512(c) alleging copyright infringement must include the following information:
- An electronic or physical signature of the person authorized to act on behalf of the owner of the exclusive right being infringed;
- An identification of the copyrighted work or other intellectual property that you claim has been infringed or, if multiple copyrighted works are covered by a single notification, a representative list of such works;
- An identification of the content or material that you claim is infringing and where it is located on our Sites;
- Information sufficient for Nexa Vitality to contact you, such as your address, telephone number, and/or email address;
- A statement by you that you have a good-faith belief that the use of the content or material of which you are complaining is not authorized by the copyright owner, its agent, or the law; and
- A signed statement by you that the above information in your notice is accurate and that, under penalty of perjury, you are the copyright owner or authorized to act on the copyright owner’s behalf.
Certain names, logos, and other materials displayed in and through the Sites may constitute trademarks, trade names, service marks, or logos (“Marks”) of Nexa Vitality or its affiliates. You are not authorized to use any such Marks without the express written permission of Nexa Vitality. Ownership of all such Marks and the goodwill associated therewith remains with us or our affiliates.
The Sites may contain hyperlinks or references to other websites (“Linked Sites”) operated by third parties. The Linked Sites may not be under our control; therefore, we are not responsible for the information, products, or services described thereon, or for the content of any Linked Site, including, without limitation, any link contained in a Linked Site or any changes or updates to a Linked Site. We are providing these Linked Sites to you only as a convenience, and the inclusion of any link does not necessarily imply endorsement of the Linked Site or any association with its operators. Your use of these Linked Sites is at your own risk, and we are not liable to you in any way, either directly or indirectly, for any content, errors, damage, or loss caused by or in connection with the use of or reliance on information contained in or provided to Linked Sites.
You may have arrived at the Sites through a Linked Site, including a Linked Site controlled by a parent, subsidiary, or affiliate of Nexa Vitality. You understand and agree that we are not responsible for the information, products, or services described on those Linked Sites, and only these Terms of Use will apply to your use of or access to the Sites.
The Terms of Use will remain in full force and effect as long as you continue to access or use the Sites or Services. You may terminate the Terms of Use at any time by discontinuing use of the Sites. Your permission to use the Sites automatically terminates if you violate these Terms of Use.
Nexa Vitality may terminate or suspend any of the rights granted by these Terms of Use and your access to and use of the Sites or Services with or without prior notice, for any reason, and at any time. The following provisions survive the expiration or termination of these Terms of Use for any reason whatsoever: Disclaimer of Warranties; Limitation of Liability; Indemnification; Governing Law, Dispute Resolution, Arbitration, Venue, Severability of Provisions; No Waiver; and Assignment.
Subject to applicable law, Nexa Vitality reserves the right to maintain, delete, or destroy all communications and materials posted or uploaded to the Sites pursuant to its internal record retention and/or content destruction policies. After such termination, Nexa Vitality will have no further obligation to provide the Services, except to the extent an affiliated professional entity is obligated to provide you access to your health records or is required to provide you with continuing care under applicable legal, ethical, and professional obligations. You agree that if your use of the Services is terminated pursuant to these Terms of Use, you will not attempt to use the Services in any way, and further agree that if you violate this restriction after such termination, you will indemnify and hold Nexa Vitality harmless from any and all liability that Nexa Vitality may incur, therefore.
YOU EXPRESSLY AGREE THAT USE OF THE SITES IS AT YOUR SOLE RISK. YOU ACKNOWLEDGE AND AGREE THAT THE SITES AND ANY SERVICES PROVIDED THROUGH THE SITES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. Nexa Vitality AND ITS AFFILIATES, INCLUDING WITHOUT LIMITATION ALL AFFILIATED PROFESSIONAL ENTITIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, MANAGERS, PARTNERS, MEMBERS, EMPLOYEES, AND AGENTS (COLLECTIVELY “RELATED PERSONS”) MAKE NO REPRESENTATIONS OR WARRANTIES AND EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, WITH RESPECT TO THE SITES AND SERVICES, INCLUDING, BUT NOT LIMITED TO, ANY REPRESENTATIONS OR WARRANTIES WITH RESPECT TO MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, NONINFRINGEMENT, TITLE, AVAILABILITY, SECURITY, OPERABILITY, CONDITION, QUIET ENJOYMENT, VALUE, ACCURACY OF DATA, FREEDOM FROM VIRUSES OR MALWARE, COMPLETENESS, TIMELINESS, FUNCTIONALITY, RELIABILITY, SEQUENCING OR SPEED OF DELIVERY OR SYSTEM INTEGRATION. WE MAKE NO WARRANTIES OR REPRESENTATIONS THAT YOUR USE OF THE SITES OR SERVICES WILL NOT INFRINGE THE RIGHTS OF THIRD PARTIES.
TO THE FULLEST EXTENT OF APPLICABLE LAW, NEITHER Nexa Vitality NOR ITS RELATED PERSONS WILL BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON INFORMATION OBTAINED THROUGH THE SITES. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS, TIMELINESS, RELIABILITY, OR USEFULNESS OF THE SITES. FURTHERMORE, Nexa Vitality DOES NOT GUARANTEE THAT THE SITES WILL BE UNINTERRUPTED OR FREE FROM ERROR, DEFECT, LOSS, DELAY IN OPERATION, CORRUPTION, CYBER ATTACK, VIRUSES, INTERFERENCE, HACKING, MALWARE, OR OTHER SECURITY INTRUSION, AND Nexa Vitality DISCLAIMS ANY LIABILITY RELATING THERETO.
YOU UNDERSTAND AND AGREE THAT ANY CONTENT, MATERIAL, AND/OR INFORMATION OBTAINED THROUGH THE USE OF THE SITES IS USED AT YOUR SOLE RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER OR MOBILE PHONE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH CONTENT, MATERIAL, AND/OR INFORMATION.
YOU UNDERSTAND THAT TO THE EXTENT
PERMITTED UNDER APPLICABLE LAW AND EXCEPT AS SET FORTH IN THIS SECTION, IN NO EVENT WILL Nexa Vitality, ITS RELATED PERSONS, OR LICENSORS BE LIABLE TO YOU OR ANY PARTY FOR ANY CLAIMS, LIABILITIES, LOSSES, COSTS, OR DAMAGES UNDER ANY LEGAL OR EQUITABLE THEORY, WHETHER IN TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), CONTRACT, WARRANTY, STATUTE, OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF REVENUES, PROFITS, GOODWILL, USE OR DATA, SERVICE INTERRUPTION, COMPUTER OR MOBILE PHONE DAMAGE, OR SYSTEM FAILURE, OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS, INCLUDING DEATH, ARISING OUT OF OR IN CONNECTION WITH ANY ACCESS, USE OF (OR INABILITY TO USE) THE SITES OR ANY SERVICES PROVIDED THROUGH THE SITES, OR OTHER INTANGIBLE LOSSES ARISING OUT OF OR RELATED TO YOUR USE OF THE SITES. THIS IS TRUE EVEN IF Nexa Vitality OR RELATED PERSONS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES.
To the extent that we may not, as a matter of applicable law, disclaim any implied warranty or limit liabilities, the scope and duration of such warranty and the extent of our liability will be the minimum permitted under such applicable law.
You agree to indemnify, defend, and hold harmless Nexa Vitality, its affiliates (including without limitation all affiliated professional entities), subsidiaries, and their directors, officers, employees, contractors, licensors, suppliers, representatives, proprietors, partners, shareholders, servants, principals, agents, predecessors, successors, assigns, accountants, and attorneys harmless from and against any and all third-party suits, actions, claims, proceedings, damages, settlements, judgments, injuries, liabilities, obligations, losses, risks, costs, and expenses (including, without limitation, reasonable attorneys’ fees, litigation expenses, and accounting fees), relating to or arising from, or alleged to arise from, your use of materials or features available on the Sites in an unauthorized manner, fraud, violation of law, willful misconduct, or any breach by you of these Terms of Use.
Nexa Vitality reserves the right at any time and for any reason to modify or temporarily or permanently discontinue the Sites or Services or any portion thereof, with or without notice. You agree that Nexa Vitality shall not be liable to you or any third party for any modification, suspension, or discontinuance of the Sites or Services.
PLEASE READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES YOU AND Nexa Vitality TO RESOLVE ALL DISPUTES BETWEEN US THROUGH BINDING INDIVIDUAL ARBITRATION AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM Nexa Vitality.
These Terms of Use and your use of the Sites shall be governed by the laws of the State of Delaware, without giving effect to the principles of conflict of laws. Any dispute arising under or relating in any way to these Terms of Use will be resolved exclusively by final and binding arbitration in New York, New York, under the rules of the American Arbitration Association, except that either party may bring a claim related to intellectual property rights or seek temporary and preliminary specific performance and injunctive relief in any court of competent jurisdiction. The parties agree that the courts located in New York, New York shall have exclusive personal jurisdiction, subject matter jurisdiction, and venue for any such claim.
All parts of these Terms of Use apply to the maximum extent permitted by law. Nexa Vitality and you both agree that if we cannot enforce a part of this contract as written, then that part will be replaced with terms that most closely match the intent of the part we cannot enforce, to the extent permitted by law. The invalidity of part of these Terms of Use will not affect the validity and enforceability of the remaining provisions. The section headings are for convenience only and do not have any force or effect.
No waiver by Nexa Vitality of any term or condition set forth in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure by Nexa Vitality to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.
Neither these Terms of Use, nor any Content, materials, or features of the Services create any partnership, joint venture, employment, or other agency relationship between us and you. You may not enter into any contract on our behalf or bind us in any way.
You agree that any violation, or threatened violation, by you of these Terms of Use constitutes an unlawful and unfair business practice that will cause us irreparable and unquantifiable harm. You also agree that monetary damages would be inadequate for such harm and consent to our obtaining any injunctive or equitable relief that we deem necessary or appropriate. These remedies are in addition to any other remedies we may have at law or in equity.
You may not assign any of your rights under these Terms of Use, and any such attempt will be null and void. Nexa Vitality, Beluga Health, P.A., and their respective affiliates may, in their individual discretion, transfer, without further consent or notification, all contractual rights and obligations pursuant to these Terms of Use if some or all of their respective businesses are transferred to another entity by way of merger, sale of assets, or otherwise.
If you have any questions about these terms, please contact [email protected].
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