Partner Terms of Service

This Terms of Service Agreement (“Terms,” and together with any Supplemental Terms (including any Supplemental Terms, the “Agreement”) constitute a legally binding agreement between you and Lyv Health, Inc. DBA Altro Health (“Altro,” “we,” “us,” or “our”) governing your access to and use of the Altro platform, including our websites,  www.altrohealth.com and www.altroapp.com and its subdomains and other websites hosted, operated, or administered by us (collectively, “Websites”), mobile applications (“Application”), software, and any products, services, materials, data, information, and content available or enabled therethrough (collectively with Website and Application, the “Services”).

The Services may include, among other things:
Facilitation of telehealth communication with third-party groups who provide healthcare services through clinical staff and doctors
Facilitation of diagnostics and testing via third-party partner labs
Facilitation of prescription fulfillment services by third-party pharmacies
Symptom tracking and personalized insights and recommendations (including AI-generated insights)

PLEASE READ THIS AGREEMENT CAREFULLY. THIS AGREEMENT APPLIES TO ALL USERS VISITING OR ACCESSING THE SERVICES. BY ACCESSING OR USING THE SERVICES IN ANY WAY, ACCEPTING THIS AGREEMENT BY CLICKING ON THE “I SIGN UP” BUTTON, COMPLETING THE ACCOUNT REGISTRATION PROCESS, BROWSING THE WEBSITE OR DOWNLOADING THE APPLICATION, YOU REPRESENT THAT: (1) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THIS AGREEMENT, (2) YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT WITH Altro, (3) YOU ARE NOT BARRED FROM USING THE SERVICES UNDER THE LAWS OF THE UNITED STATES, YOUR PLACE OF RESIDENCE OR ANY OTHER APPLICABLE JURISDICTION; AND (4) YOU HAVE THE AUTHORITY TO ENTER INTO THIS AGREEMENT.  IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, YOU MAY NOT ACCESS OR USE THE SERVICES.

IF YOU HAVE A MEDICAL EMERGENCY, SEEK IN-PERSON EMERGENCY CARE IMMEDIATELY OR DIAL 911. THE SERVICES ARE NOT APPROPRIATE FOR ALL MEDICAL CONDITIONS OR CONCERNS.

IF YOU ORDER ANY PRODUCTS ON AN AUTOMATICALLY RENEWING BASIS (“PRODUCT SUBSCRIPTION”), ,THEN YOUR PAYMENT METHOD WILL BE AUTOMATICALLY CHARGED AT REGULAR INTERVALS AS DESCRIBED IN THE APPLICABLE PRODUCT DESCRIPTION UNTIL EITHER (1)YOU OPT OUT OF THE AUTOMATIC RENEWAL OF THE PRODUCT SUBSCRIPTION IN ACCORDANCE WITH SECTION 12.3.1 (AUTOMATIC RENEWAL) BELOW OR (2) IN THE CASE OF PRESCRIBED PRODUCTS, YOUR PRESCRIPTION EXPIRES AND IT IS NOT TIMELY RENEWED.

PLEASE BE AWARE THAT SECTION 16 CONTAINS PROVISIONS GOVERNING HOW TO RESOLVE DISPUTES BETWEEN YOU AND Altro. AMONG OTHER THINGS, SECTION 16 INCLUDES AN AGREEMENT TO ARBITRATE WHICH REQUIRES, WITH LIMITED EXCEPTIONS, THAT ALL DISPUTES BETWEEN YOU AND US WILL BE RESOLVED BY BINDING AND FINAL ARBITRATION.  SECTION 16 ALSO CONTAINS A CLASS ACTION AND JURY TRIAL WAIVER.  PLEASE READ SECTION 16 CAREFULLY.

UNLESS YOU OPT OUT OF THE AGREEMENT TO ARBITRATE WITHIN 30 DAYS: (1) YOU WILL ONLY BE PERMITTED TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF AGAINST US THROUGH BINDING, FINAL ARBITRATION, WITH LIMITED EXCEPTIONS, AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR OTHER REPRESENTATIVE PROCEEDING OR CLASS-WIDE ARBITRATION; AND (2) YOU ARE WAIVING YOUR RIGHT TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL.

ANY DISPUTE, CLAIM OR REQUEST FOR RELIEF RELATING IN ANY WAY TO YOUR USE OF THE SERVICE WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF DELAWARE, CONSISTENT WITH THE FEDERAL ARBITRATION ACT, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS EXPRESSLY EXCLUDED FROM THIS AGREEMENT.

THE AGREEMENT IS SUBJECT TO CHANGE BY Altro IN ITS SOLE DISCRETION AT ANY TIME AS SET FORTH IN SECTION 19.5.

1.   Supplemental Terms.  Your use of, and participation in, certain features and functionality of the Services may be subject to additional terms (“Supplemental Terms”).  Such Supplemental Terms will either be set forth in the applicable supplemental Service or will be presented to you for your acceptance when you sign up to use the supplemental Service.  If these Terms are inconsistent with the Supplemental Terms, then the Supplemental Terms control with respect to such supplemental Services.
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2.   Eligibility.
You must be at least 18 years of age, reside in a jurisdiction where our Services are legally offered, and have the legal capacity to enter into these Terms. Use of the Services by individuals under 18 is strictly prohibited. You may not use the Services on behalf of another person or entity without such party’s permission​.
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3.   ​ Services.
3.1     Generally. The Services and the information and content available on the Services are protected by applicable intellectual property (including copyright) laws. Unless subject to a separate license agreement between you and Altro, your right to access and use the Services, in whole or in part, is subject to this Agreement.

3.2     Application License. Subject to your compliance with this Agreement, Altro grants you a limited non-exclusive, non-transferable, non-sublicensable, revocable license to download, install and use a copy of the Application on a single device that you own or control and to run such copy of the Application solely for your own personal purposes.

3.3     Communications. By entering into these Terms or using the Services, you agree to receive communications from us and our service providers, which may include, without limitation, emails, push notifications, and SMS, MMS and other text messages (“Communications”). Text messages and emails may be directed to any telephone number or email address that you supply to us in connection with your creation of an account or use of the Services or that you otherwise agree we may use to communicate with you. Communications may include but are not limited to: informational, transactional, operational and customer service communications concerning your account, product orders, payments, appointments or use of the Services. YOU AGREE THAT TEXT MESSAGES MAY BE SENT USING AN AUTOMATIC TELEPHONE DIALING SYSTEM OR OTHER AUTOMATED TECHNOLOGY. Message frequency will vary. You also agree that carrier Message and Data Rates may apply to any text messages you receive in accordance with your carrier rate plan.  YOUR CONSENT TO RECEIVE AUTODIALED PROMOTIONAL TEXT MESSAGES IS NOT REQUIRED AS A CONDITION OF ANY PUCHASE. To opt out of promotional emails, follow the unsubscribe options in the promotional email itself. To opt out of text messages, you can reply with the word “STOP” to any text message you receive from us. However, you acknowledge that opting out of receiving text messages may impact your use of the Services.

3.4     Data Storage. Unless expressly agreed to by Altro in writing elsewhere, Altro has no obligation to store any of Your Content (as defined below).  Altro has no responsibility or liability for the deletion or accuracy of any content, including Your Content; the failure to store, transmit, or receive transmission of content; or the security, privacy, storage, or transmission of other communications originating with or involving use of the Services.  Certain features and functionality of the Services may enable you to specify the level at which the Services restricts access to Your Content.  In such cases, you are solely responsible for applying the appropriate level of access to Your Content.  If you do not choose a level of access, the system may default to its most permissive setting.  You agree that Altro retains the right to create reasonable limits on Altro’s use and storage of content, including Your Content, such as limits on file size, storage space, processing capacity, and similar limits described on the Service and as otherwise determined by Altro in its sole discretion.​

3.5     Registering Your Account.  In order to access certain features of the Services, you may be required to register an account on the Services (“Account”). In registering an account on the Service, you shall (i) provide true, accurate, current, and complete information about yourself as prompted by the registration form (the “Registration Data”), and (ii) maintain and promptly update the Registration Data to keep it true, accurate, current, and complete. You acknowledge and agree that you are responsible for all activities that occur under your Account. You shall monitor your Account to restrict use by minors, and you will accept full responsibility for any unauthorized use of the Services by minors. You may not share your Account or password with anyone, and you agree to notify Altro immediately of any unauthorized use of your password or any other breach of security. If you provide any information that is untrue, inaccurate, incomplete or not current, or Altro has reasonable grounds to suspect that any information you provide is untrue, inaccurate, incomplete or not current, Altro has the right to suspend or terminate your Account and refuse any and all current or future use of the Services (or any portion thereof). You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself. You shall not have more than one Account at any given time. You agree not to create an Account or use the Services if you have been previously removed by Altro, or if you have been previously banned from any of the Service.

3.6     ​Conduct and Certain Restrictions. As a condition of use, you agree not to use the Services for any purpose that is prohibited by this Agreement or by applicable law. You shall not (and shall not permit any third party) to: (i) license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit the Services or any portion of the Services;  (ii) frame or utilize framing techniques to enclose any trademark or logo located on the Services or any other portion of the Services (including images, text, page layout or form);  (iii) use any metatags or other “hidden text” using Altro’s name or trademarks;  (iv) modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Services except to the extent the foregoing restrictions are expressly prohibited by applicable law;  (v) use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools, or the like) to “scrape” or download data from any web pages contained in the Services (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Services for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials);  (vi) remove or destroy any copyright notices or other proprietary markings contained on or in the Services; (vii) impersonate any person or entity, including any employee or representative of Altro; (viii) interfere with or attempts to interfere with the proper functioning of the Services or use the Services in any way not expressly permitted by this Agreement, including but not limited to violating or attempting to violate any security features of the Services, introducing viruses, worms, or similar harmful code into the Services, or interfering or attempting to interfere with use of the Services by any other user, host, or network, including by means of overloading, “flooding,” “spamming,” “mail bombing,” or “crashing” the Services; or (ix) take any action or make available any content on or through the Services that: (A) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, or profane; (B) constitutes unauthorized or unsolicited advertising, junk or bulk email; or (C) involves commercial activities and/or sales, such as contests, sweepstakes, barter, advertising, or pyramid schemes without Altro’s prior written consent.  The rights granted to you in this Agreement are subject to your compliance with the restrictions set forth in this Section. Any unauthorized use of the Services terminates the licenses granted by Altro pursuant to this Agreement.

4.   Wellness Partners.
4.1     Independent Relationship. The Services may be made available to you through health coaches, medical spas, wellness centers, or other wellness-focused businesses (each, a “Wellness Partner”) that have entered into a separate agreement with Altro to offer the Services to their clients (“Wellness Partner Agreement”). Wellness Partners are independent third parties and are not employees, agents, partners, joint venturers, or representatives of Altro. Altro does not control, supervise, or direct the activities, advice, recommendations, services, or conduct of any Wellness Partner.

4.2     No Endorsement. Altro does not recommend, endorse, certify, or guarantee any Wellness Partner, their qualifications, credentials, products, services, advice, or recommendations. The fact that a Wellness Partner has made the Services available to you does not constitute an endorsement by Altro of such Wellness Partner or any wellness program, regimen, or advice they may offer. Any wellness-related advice, services, or products you receive from a Wellness Partner are provided by that Wellness Partner independently of Altro, and your reliance on any such advice, services, or products is solely at your own risk.

4.3     No Liability for Wellness Partner Actions. Altro is not responsible or liable for any acts, omissions, representations, warranties, breaches, negligence, or misconduct of any Wellness Partner, or for any personal injury, death, property damage, loss, or other harm arising out of or related to any services, advice, or products provided by a Wellness Partner. In no event shall Altro be liable for any claims, damages, losses, or expenses (including attorneys’ fees) arising from or related to your interactions with or reliance on any Wellness Partner.

4.4     Wellness Partner Relationship with You. Your relationship with any Wellness Partner is solely between you and that Wellness Partner. Any disputes, claims, or issues arising from or related to the services provided by a Wellness Partner should be directed to that Wellness Partner. Altro expressly disclaims any obligation to mediate, resolve, or be liable for disputes between you and any Wellness Partner.

4.5     Scope of Practice. Wellness Partners, including health coaches, medical spas, and wellness centers, are not licensed healthcare providers and do not provide medical care, clinical diagnosis, or medical treatment through the Services. Any wellness advice, programs, or recommendations you receive from a Wellness Partner are not a substitute for care from a licensed physician or other qualified healthcare professional. If any advice or recommendation from a Wellness Partner conflicts with advice you have received from a licensed healthcare provider, you should consult your healthcare provider before acting on such advice. Altro shall not be responsible or liable for any harm resulting from your reliance on advice, programs, or recommendations provided by a Wellness Partner.

4.6     Sharing Your Data with Wellness Partners. You hereby agree and grant Altro the right to share any of your data made available through the Services, including without limitation your health reports, diagnostics, and test results (collectively, “Your Health Data”), with your Wellness Partner. You acknowledge and agree that Altro is not responsible for the use, misuse, or safeguarding of Your Health Data by any Wellness Partner once it has been shared with such party. You agree to complete any authorizations or consents necessary to allow Altro to share Your Health Data with Wellness Partners as needed to provide the Services.

5.   Telehealth and Lab Testing Services.
5.1     YOU ACKNOWLEDGE AND AGREE THAT Altro IS NOT A HEALTHCARE PROVIDER AND THAT BY USING THE SERVICES, YOU ARE NOT ENTERING INTO A DOCTOR-PATIENT OR OTHER HEALTHCARE PROVIDER-PATIENT RELATIONSHIP WITH Altro. YOU MAY, HOWEVER, BY ENTERING INTO A DOCTOR-PATIENT OR OTHER HEALTHCARE PROVIDER-PATIENT RELATIONSHIP WITH ONE OR MORE PROVIDERS.

Altro operates the technology platform through which you may connect with independent, licensed healthcare professionals (the “Providers”) who are engaged by independent clinical entities and labs which may include, but not limited to HINDS4HEALTH, PA and its contractual affiliates (“Hinds4Health”) and Adept Labs Inc. dba Junction and affiliate Openloop Healthcare Partners, PC (“Openloop”) to receive telehealth services and lab testing (collectively, the “Medical Groups”).

While Altro may facilitate such telehealth services (“Telehealth Services”) and laboratory testing (“Lab Testing,” together with Telehealth Services, the “Healthcare Services”) between you and a Provider, Altro does not offer such Healthcare Services itself. All Healthcare Services are rendered by the Providers. Providers use independent professional judgment in rendering Healthcare Services. The Providers, and not Altro, are responsible for the quality and appropriateness of the clinical treatment and care they render to you on, though, or off the Services, and any professional advice received from a Provider comes from the Provider alone; not from Altro.

Altro does not have any control over, and hereby disclaims any warranties as to, the quality, reliability, legality, integrity, authenticity, accuracy, appropriateness, provision, or failure to provide, or responsiveness of the information provided by the Providers. You may report any complaints relating to the care provided by a Provider by contacting the professional licensing board in the state where the care was received.

Altro may assist with facilitating a connection with available Providers based on the information you submit to the Services and Altro, acting on behalf of a Medical Group, reserves the right to replace any assigned Providers at any time. Altro does not recommend or endorse any specific Provider and shall not in any way be liable for any Healthcare Services provided to you by a Provider. Your reliance on any information delivered by the Provider is solely at your own risk and you assume full responsibility for all risks associated herewith.

5.2     OTHER THAN COMMUNICATIONS RECEIVED FROM A PROVIDER, THE SERVICES AND CONTENT THEREIN DO NOT OFFER YOU MEDICAL OR PROFESSIONAL HEALTHCARE ADVICE, DIAGNOSIS, MEDICAL TREATMENT, OR ANY FORM OF A MEDICAL OPINION. All material, information, data, and content provided through our Services, including without limitation any artificial intelligence or other machine learning (“AI”) created insights, is strictly for general information purposes and not intended as medical or professional healthcare advice, unless communicated directly from a Provider.

UNLESS OTHERWISE EXPRESSLY STATED BY Altro IN WRITING, THE SERVICES, INCLUDING WITHOUT LIMITATION ANY AI FEATURE OR BOT, ARE NOT A SUBSTITUTE FOR QUALIFIED PROFESSIONAL HEALTHCARE, QUALIFIED MEDICAL ADVICE, AND/OR A DETAILED DISCUSSION WITH YOUR OWN QUALIFIED HEALTHCARE PROFESSIONAL. NEVER DISREGARD PROFESSIONAL MEDICAL OR CLINICAL ADVICE OR DELAY IN SEEKING IT BECAUSE OF SOMETHING YOU HAVE READ OR BEEN TOLD THROUGH THE SERVICES. YOU ACKNOWLEDGE AND AGREE THAT Altro DOES NOT ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR THE ACCURACY, EFFICACY, TIMELINESS, VERACITY, COMPLETENESS, APPROPRIATENESS, OR SAFETY OF ANY INFORMATION OR RESOURCES RECEIVED OR PROVIDED OR MADE AVAILABLE THROUGH THE SERVICES.

We strongly recommend that you seek the advice of your own qualified healthcare professional to assist you in making decisions regarding any diagnosis, treatment, course, and/or care, including without limitation in relation to any data and/or information we or the Providers provide or make available, and you agree to follow this recommendation. You covenant that you will not delay in seeking care or otherwise ignore the advice or direction of a qualified healthcare professional based on your use of our Services, including without limitation any AI-generated insights or advice given in connection with the Healthcare Services. If you are concerned that you may be experiencing a medical emergency, please dial 9-1-1 immediately. The Services are not intended for emergency or life-threatening situations. If you believe you are experiencing a medical emergency, contact your local emergency services immediately. IF YOU ARE SUICIDAL OR ARE EXPERIENCING SUICIDAL THOUGHTS, IMMEDIATELY CALL THE NATIONAL SUICIDE PREVENTION LIFELINE AT 988. IF YOU ARE OUTSIDE OF THE UNITED STATES, PLEASE CONTACT YOUR LOCAL CRISIS LINE: WWW.IASP.INFO/CRISIS-CENTRES-HELPLINES/.

To the fullest extent permitted by applicable law, you agree that your use of the Services and reliance on the materials, data, content, and information you receive in connection with the Services is at your own risk. To the fullest extent permitted by applicable law, Altro disclaims all liability and responsibility arising out of and/or relating to any reliance placed by you and/or any other person on our Services, including without limitation any AI feature or bot, and/or any data and/or information you receive in connection with our Services.

5.3     You agree that the Services are not insurance products. The Services are not health insurance or a substitute for health insurance, and the amounts you pay (or an authorized third party pays on your behalf) for the Services are not insurance premiums. The Services do not meet any individual health insurance mandate under federal or state law. If you desire any type of health or other insurance coverage, you will need to acquire such insurance separately. To the extent Altro accepts payment via a health savings account (“HSA”) or flexible spending account (“FSA”) debit card, such acceptance does not constitute a representation or determination by Altro that any particular Service, product, or payment constitutes a “qualified medical expense” under Section 213(d) of the Internal Revenue Code. You are solely responsible for determining whether any purchase made through the Services qualifies as an eligible HSA or FSA expense under applicable law and the terms of your applicable benefit plan, and for any resulting tax consequences.

5.4     Telehealth Services. The following Section applies if you are participating in any Telehealth Services through the Services.

5.4.1  Geographic Limitations. The availability of Telehealth Services and prescription Products through the Services is subject to applicable federal and state laws, including laws governing the practice of medicine, telemedicine, and the prescribing of medications via telehealth. Telehealth Services and certain prescription Products may not be available in all U.S. states or jurisdictions, and availability may change at any time without notice due to changes in applicable law or regulation. You represent and warrant that you are physically located in a jurisdiction where the Telehealth Services and/or Products you are requesting are legally available at the time you access such services or products. Accessing Telehealth Services from a jurisdiction where such services are unavailable or restricted does not create a valid Provider-patient relationship and does not obligate any Provider or Medical Group to render services to you. Altro reserves the right to restrict or suspend access to Telehealth Services or prescription Products in any jurisdiction at any time, without notice, in order to comply with applicable law.

5.4.2  You understand and agree that there are potential risks associated with the use of Telehealth Services and such services are not intended to take the place of your relationship with your regular in-person healthcare provider. In order to participate in Telehealth Services, you must agree to the applicable Provider’s and/or Medical Group’s consent form that provides a description of the risks and benefits of telehealth services and constitutes your voluntary authorization to the rendering of Telehealth Services by Provider, including Junction’s Telehealth Consent Form for Telehealth Services performed through Openloop and Hinds4Health’s Telehealth Informed Consent for Telehealth Services performed through Hinds4Health. You agree that Altro is a third-party beneficiary of each such consent form and has the right to enforce it against you.

You acknowledge agree that you will not hold Altro or any Medical Group or Provider liable for any loss, injury, or claim of any kind resulting from your failure to read any communications provided by Altro or any Medical Group or Provider, or your failure to comply with any treatment recommendations contained in communications from or any Medical Group or Provider, or any delay in the provision of Telehealth Services.

5.5     Lab Testing. Certain Lab Testing available through the Services requires an order from a licensed healthcare Provider. Where a Provider order is required, will only be able to participate in that Lab Testing service if a Provider has determined that the applicable Lab Testing service is appropriate for you and has submitted an order. Certain other Lab Testing services, including at-home hormonal and metabolic tests (such as DUTCH tests) and gut microbiome tests, may be ordered directly by you without a Provider order (“Direct-to-Consumer Tests”). Regardless of whether a provider order is required, if using an at-home collection kit, you are responsible for collecting and submitting samples in accordance with all notices and instructions included in the at-home collection kit. If you do not provide an adequate sample or do not return the sample within the timeframe set forth in the instructions, the Lab may not be able to process your sample.

5.6     Reimbursement Limitations. You acknowledge and agree that you are prohibited from submitting any purchase of services or products made available through the Services for reimbursement by any third-party insurance payor, employer-sponsored health plan, Medicare, Medicaid, or any other governmental or private healthcare benefit program (each, a “Third-Party Payor”).  By purchasing such Services or Products, you represent and warrant to Altro, the Medical Groups, Providers, and other providers of such products and services that you will not submit such purchases for reimbursement from any Third-Party Payor. For the avoidance of doubt, the foregoing prohibition does not restrict: (i) payment made directly at the time of purchase using a HSA or a FSA debit card where accepted by Altro; or (ii) your submission to your own HSA or FSA account administrator for reimbursement of purchases that constitute “qualified medical expenses” within the meaning of Section 213(d) of the Internal Revenue Code. You remain solely responsible for determining the eligibility of any purchase for HSA or FSA reimbursement and for all tax consequences, penalties, or excise taxes arising from any use of HSA or FSA funds for ineligible expenses. Altro’s acceptance of HSA or FSA payment or reimbursement does not constitute a determination that any Service or Product qualifies as a “qualified medical expense” under applicable law.

6.   ​​Product Orders.
6.1     General. You may use the Services to order certain prescription medications and peptides (“Products”) that may be manufactured, distributed and sold by third parties. Such Products may be shipped and fulfilled by third-party pharmacies and providers.

6.2     Prescription Products. Certain Products require a valid prescription from a licensed healthcare provider. You will not be able to obtain such Products unless you have completed an online medical consultation with one of the Providers through the Services and such Provider has determined the Product is appropriate for you and has issued a prescription.

6.3     Compound and Investigational Products. Certain Products available through the Services, including compounded medications and peptide products, are prepared by licensed compounding pharmacies and are not FDA-approved drug products. Compounded medications are not evaluated by the FDA for safety, efficacy, or quality in the same manner as commercially manufactured, FDA-approved pharmaceutical products. The long-term safety and efficacy of certain Products, including peptides, may not be established and may not be supported by large-scale clinical trials or peer-reviewed studies. YOU ACKNOWLEDGE THAT YOU ARE AWARE OF, AND ACCEPT, THE RISKS ASSOCIATED WITH THE USE OF COMPOUNDED AND NON-FDA-APPROVED PRODUCTS, AND YOU AGREE TO DISCUSS SUCH RISKS WITH YOUR PROVIDER BEFORE INITIATING OR CONTINUING USE OF ANY SUCH PRODUCT. Altro MAKES NO REPRESENTATION OR WARRANTY REGARDING THE SAFETY, EFFICACY, OR QUALITY OF ANY COMPOUNDED PRODUCT.

6.4     Drug Interactions and Contraindications. NEITHER Altro NOR ANY AI TOOL, INSIGHT, OR RECOMMENDATION MADE AVAILABLE THROUGH THE SERVICES IS DESIGNED TO IDENTIFY OR ACCOUNT FOR ALL POTENTIAL DRUG INTERACTIONS, ALLERGIES, OR INDIVIDUAL CONTRAINDICATIONS. YOU ARE SOLELY RESPONSIBLE FOR DISCLOSING YOUR COMPLETE MEDICAL HISTORY, CURRENT MEDICATIONS (INCLUDING OVER-THE-COUNTER MEDICATIONS, HERBAL SUPPLEMENTS, AND VITAMINS), AND KNOWN ALLERGIES TO YOUR PROVIDER PRIOR TO USING ANY HEALTHCARE SERVICES OR PRODUCTS AVAILABLE THROUGH THE SERVICES. THE SERVICES DO NOT SUBSTITUTE FOR A COMPREHENSIVE REVIEW OF YOUR MEDICATION PROFILE BY A LICENSED HEALTHCARE PROVIDER OR LICENSED PHARMACIST. IN NO EVENT SHALL Altro BE LIABLE FOR ANY ADVERSE DRUG EVENTS, ALLERGIC REACTIONS, OR OTHER HEALTH CONSEQUENCES ARISING OUT OF OR RELATED TO DRUG INTERACTIONS, CONTRAINDICATIONS, OR YOUR FAILURE TO DISCLOSE COMPLETE MEDICAL INFORMATION TO YOUR PROVIDER.

6.5     Pregnancy, Nursing, and Reproductive Health. CERTAIN PRODUCTS AND HEALTHCARE SERVICES AVAILABLE THROUGH THE SERVICES, INCLUDING WITHOUT LIMITATION PRESCRIPTION MEDICATIONS, COMPOUNDED PRODUCTS, AND PEPTIDES, MAY NOT BE APPROPRIATE FOR INDIVIDUALS WHO ARE PREGNANT, BREASTFEEDING, TRYING TO CONCEIVE, OR WHO MAY OTHERWISE BE AFFECTED BY PREGNANCY-RELATED OR REPRODUCTIVE HEALTH CONDITIONS. YOU MUST INFORM YOUR PROVIDER IF YOU ARE OR MAY BE PREGNANT, ARE BREASTFEEDING, OR ARE PLANNING A PREGNANCY BEFORE USING ANY PRODUCTS OR HEALTHCARE SERVICES AVAILABLE THROUGH THE SERVICES. Altro MAKES NO REPRESENTATION THAT ANY PRODUCT OR SERVICE AVAILABLE THROUGH THE PLATFORM IS SAFE OR APPROPRIATE FOR USE DURING PREGNANCY OR WHILE BREASTFEEDING, AND EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY FOR ADVERSE OUTCOMES ARISING FROM YOUR USE OF THE SERVICES OR PRODUCTS IN CONNECTION WITH PREGNANCY, BREASTFEEDING, OR REPRODUCTIVE HEALTH.

6.6     Order Acceptance.  Each part of any Product order that you submit to Altro constitutes an offer to purchase. If you do not receive a message from Altro confirming receipt of your order, please contact customer service at support@Altrocare.com before re-entering your order. Altro’s confirmation of receipt of your Product order does not constitute Altro’s acceptance of your order. Altro is only deemed to have accepted your Product order once the Product(s) you ordered have been shipped.

6.7     Order Issues.  Although we strive to accept all valid orders for Products (subject to Section 6.2), Altro reserves the right to deny any order for any reason, including if: (a) we discover an error in pricing and/or other information about the Product or receive insufficient or erroneous billing, payment, and/or shipping information, (b) we suspect an order has been placed using stolen payment card information or otherwise appears to be connected to fraud, (c) the ordered Product is unavailable due to discontinuance or otherwise. We may also refuse any order that is connected with a previous payment dispute, or (d) you have failed to timely obtain a valid prescription from a Provider through the Services or such prescription has not been verified.

6.8     No Returns. All orders for Products are final sale and may not be refunded for any reason. If the wrong Product has been shipped or a shipment is incomplete, please contact customer service at support@Altrocare.com.

6.9     Order Cancellation.  Once you place an Order for Products, it cannot be cancelled and all fees paid are non-refundable, unless the Order is rejected by Altro or denied by a Provider. If any Product is discontinued or otherwise becomes unavailable, Altro reserves the right to cancel your order and provide you with a refund for the amount paid for the Product.

6.10  Restrictions on Resale. To protect the intellectual property rights of Altro and its licensors and suppliers, any resale of Products for personal and/or business profit is strictly prohibited. Altro reserves the right to decline any order that we deem to possess characteristics of reselling.

6.11  Third-Party Provider. Altro uses a third-party service provider for fulfilling Product orders. By ordering any Product through the Services, you acknowledge that Altro has no responsibility or liability for any delays that may result from orders handled by such third-party service provider.

6.12  YOU ACKNOWLEDGE AND UNDERSTAND THAT THE INCLUSION OF ANY PRODUCTS ON THE SERVICES AT A PARTICULAR TIME DOES NOT IMPLY OR WARRANT THAT THESE PRODUCTS WILL BE AVAILABLE AT ANY TIME OR AT THE PRICES THEN LISTED.

7.   Exercise Caution When Using Services.
7.1     You acknowledge that your diagnostic results and personalized insights (“Results” and “Insights,” respectively) may contain distressing and/or life-altering information. You acknowledge that you should consult a qualified healthcare professional to address any uncertainties, questions, or concerns as you deem appropriate.

7.2     You acknowledge and agree that Lab Testing is not comprehensive and may omit tests that are relevant to you. You also acknowledge and agree the Results and Insights are based on the information you provide and may not be accurate or complete. You are solely responsible for verifying the accuracy and completeness of any health information you upload to the Services or otherwise provide a Provider. Neither Altro nor any Providers are able to verify the accuracy or completeness of any such information. In no event shall Altro or any of its service partners or providers be liable for any errors in such information, or any damages resulting therefrom.

7.3     Some Lab Testing will involve the provision of a blood sample. The risks associated with obtaining a blood sample include, without limitation, bruising, hematoma, lightheadedness, fainting, infection, and/or excessive bleeding. You may feel slight-to-moderate physical discomfort in connection with the blood draw. You should consult with third-party laboratory Provider about specific risks, questions, or other concerns you may have regarding providing a blood sample, including without limitation if you are at elevated risk of harm in connection with a blood draw.

7.4     Please use discretion in sharing Results and Insights. To the extent you disclose your Results, Insights, or any other personal information, with a healthcare Provider, such data and information may become part of your medical records and may be available to insurance companies and/or other healthcare providers, to the extent permissible under applicable law.

8.   Use of AI Chatbot and Other Uses of AI in the Services. As a part of the Services, Altro may make available a generative artificial intelligence-powered chatbot (“AI Chatbot”) to process prompts, inquiries, and inputs from you (each, an “Input” and collectively, the “Inputs”) to generate and return automated results, recommendations, reports, and outputs (each, an “Output” and collectively, “Outputs”). As between the parties, any such Outputs shall be owned by Altro. Your use of AI Chatbot is subject to all terms and conditions of the Agreement.

In addition, Altro may use artificial intelligence to generate insights presented to you within the Services.  You acknowledge that artificial intelligence can make errors and you are responsible for confirming the accuracy of any such insights.

8.1     AI Tools. The AI Chatbot leverages certain generative AI tools (including artificial intelligence and deep learning platforms, algorithms, tools, and models made available by third parties) (collectively, the “AI Tools”) to collect, analyze, and respond to Inputs by you. By using the AI Chatbot, you hereby consent, authorize, and direct Altro to share and otherwise disclose all Inputs you provide or otherwise make available to AI Chatbot with the AI Tools in order to complete your request, process, and respond to your Inputs, and as otherwise described in this Agreement. You consent to the monitoring, recording, and other processing of your AI Chatbot interactions.

8.2     Disclaimers. YOU ACKNOWLEDGE AND AGREE THAT AI CHATBOT IS NOT A HUMAN. AI CHATBOT IS AN AI-BASED TOOL AND IS NOT A REPLACEMENT FOR HUMAN INTERACTION AND/OR ADVICE, INCLUDING WITHOUT LIMITATION MEDICAL OR OTHER PROFESSIONAL ADVICE. YOU AGREE THAT YOU SHALL NOT USE THE AI CHATBOT TO ASK MEDICAL OR OTHER PROFESSIONAL ADVICE OR SHARE WITH THE AI CHATBOT ANY SENSITIVE DATA, INCLUDING HEALTH INFORMATION.

YOU ACKNOWLEDGE AND AGREE THAT Altro DOES NOT ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR THE ACCURACY, EFFICACY, VERACITY, COMPLETENESS, OR APPROPRIATENESS OF ANY INFORMATION OR RESOURCES RECEIVED, PROVIDED, OR MADE AVAILABLE THROUGH AI CHATBOT, INCLUDING ANY INPUTS OR OUTPUTS GENERATED. GENERATIVE AI TECHNOLOGY IS KNOWN TO HALLUCINATE OR OTHERWISE PROVIDE INCORRECT ANSWERS. YOU UNDERSTAND THIS IS A TOOL AND RESOURCE BUT IS INTENDED ONLY AS A SUPPLEMENT TO YOUR INDEPENDENT CONFIRMATION AND JUDGMENT. IT IS IMPORTANT THAT YOU PERFORM YOUR OWN RESEARCH AND USE YOUR OWN JUDGMENT WHEN EVALUATING ANY OUTPUTS PROVIDED BY AI CHATBOT. Altro DOES NOT RECOMMEND OR ENDORSE ANY SPECIFIC OPINIONS OR OTHER INFORMATION OR RESOURCES MADE AVAILABLE THROUGH AI CHATBOT.

8.3     YOU, AND NOT Altro, SHALL BE RESPONSIBLE FOR VERIFYING THE ACCURACY OF ALL INFORMATION CONTAINED WITHIN THE OUTPUTS, FOR MAKING DECISIONS, AND FOR COMPLYING WITH ALL LAWS AND APPLICABLE REGULATIONS, AND WILL RELEASE AND WAIVE ANY CLAIMS AGAINST Altro AND INDEMNIFY Altro FOR ANY CLAIMS, RELATED TO YOUR USE OR RELIANCE ON AI CHATBOT AND ANY OUTPUTS.

8.4     OUTPUTS AS-IS. YOU ACKNOWLEDGE THAT THE OUTPUTS ARE BASED ON YOUR INPUTS AND OTHER CONTENT YOU PROVIDE AI CHATBOT, AND THAT Altro HAS NO CONTROL OVER ANY SUCH CONTENT. ACCORDINGLY, ALL OUTPUTS ARE PROVIDED “AS IS” AND WITH “ALL FAULTS,” AND Altro MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND OR NATURE WITH RESPECT TO YOUR CONTENT OR THE OUTPUTS, INCLUDING ANY WARRANTIES OF ACCURACY, COMPLETENESS, TRUTHFULNESS, TIMELINESS OR SUITABILITY.

8.5     Not a Medical Device. THE AI CHATBOT AND ALL OTHER AI TOOLS ARE NOT A MEDICAL DEVICE AND HAVE NOT BEEN CLEARED, APPROVED, OR AUTHORIZED BY THE U.S. FOOD AND DRUG ADMINISTRATION (“FDA”) OR ANY OTHER REGULATORY AUTHORITY FOR ANY DIAGNOSTIC, THERAPEUTIC, OR OTHER MEDICAL PURPOSE. THE AI Tools ARE INTENDED SOLELY FOR GENERAL WELLNESS AND INFORMATIONAL PURPOSES AND ARE NOT DESIGNED, INTENDED, OR APPROPRIATE FOR USE IN THE DIAGNOSIS, CURE, MITIGATION, TREATMENT, OR PREVENTION OF ANY DISEASE OR MEDICAL CONDITION. YOU SHOULD NOT USE OR RELY ON THE AI Tools TO MAKE MEDICAL DECISIONS OR AS A SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. IF YOU HAVE QUESTIONS ABOUT A MEDICAL CONDITION OR SYMPTOMS, YOU SHOULD ALWAYS CONSULT YOUR PHYSICIAN OR OTHER QUALIFIED HEALTHCARE PROVIDER.

8.6     Symptom Tracking and AI Tools Limitations. The symptom tracking and AI-generated insights available through the Services are based solely on information you input, population-level data, and algorithmic analysis, and are subject to significant inherent limitations. You acknowledge that such insights: (i) may reflect algorithmic limitations or gaps in underlying training data; (ii) are generalized in nature and do not account for your individual health circumstances, genetics, complete medical history, or clinical presentation; (iii) may produce inaccurate, incomplete, or misleading outputs; and (iv) are not intended to constitute and should not be construed as a clinical evaluation or medical opinion. Altro MAKES NO WARRANTY AS TO THE ACCURACY, COMPLETENESS, OR CLINICAL VALIDITY OF ANY SYMPTOM TRACKING DATA OR AI-GENERATED INSIGHT, AND YOUR RELIANCE ON SUCH DATA OR INSIGHTS IS ENTIRELY AT YOUR OWN RISK.

8.7     Mental Health and Crisis Limitations. THE AI CHATBOT IS NOT DESIGNED, TRAINED, OR EQUIPPED TO HANDLE MENTAL HEALTH CRISES, PSYCHIATRIC EMERGENCIES, OR SITUATIONS INVOLVING RISK OF HARM TO YOURSELF OR OTHERS. IF YOU ARE EXPERIENCING A MENTAL HEALTH CRISIS, SUICIDAL IDEATION, THOUGHTS OF SELF-HARM, OR ANY PSYCHIATRIC EMERGENCY, DO NOT USE THE AI CHATBOT OR Altro; CALL OR TEXT 988 (SUICIDE AND CRISIS LIFELINE), CALL 911, OR GO TO YOUR NEAREST EMERGENCY ROOM IMMEDIATELY. THE AI CHATBOT MAY NOT RECOGNIZE OR RESPOND APPROPRIATELY TO CRISIS SITUATIONS, AND Altro EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY FOR HARM ARISING FROM YOUR USE OF THE AI CHATBOT IN CONNECTION WITH ANY MENTAL HEALTH CONDITION OR CRISIS.

9.   Your Health Data.
9.1     Consent to Use Your Health Data. By using the Services, you consent to the collection, use, and disclosure of your personal information (such as your name, email address, shipping address, and phone number) as described in our Privacy Policy. We do not consider such information to be Your Health Data as described above, or “health” or “medical information.” However, in using certain components of the Services, you may also provide certain “health” or “medical” information that may be provided specific protections under applicable laws.

A few things to know:

Altro will always safeguard Your Health Data in accordance with applicable law. However, Altro is not considered a “covered entity” or a “business associate” under the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”). HIPAA does not automatically apply just because health information is involved. It may not apply to your interactions with Altro, Medical Groups, Providers, or any pharmacy.
State law protections may also apply to certain health or medical information you provide. Any information protected under applicable state or federal law (together with PHI, “Protected Information”) will only be used and disclosed as those laws permit.
Information that is not Protected Information may be used or disclosed as described in our Privacy Policy.
De-identified information (as defined under HIPAA) is not considered Protected Information.

9.2     Use of De-Identified Data for AI Training. By using the Services, you acknowledge and agree that Altro may collect, process, and use data and information (i) provided by you in connection with your use of the Services, or (ii) provided by Wellness Partners or Providers regarding you, in each case on a de-identified basis (such that it does not identify you as an individual), to develop, train, validate, test, and improve Altro’s artificial intelligence and machine learning models, algorithms, and related technologies ("AI Models"). Altro will de-identify such data in accordance with applicable law, including, where applicable, the de-identification standards set forth under HIPAA. You will not receive any compensation for Altro’s use of de-identified data for AI training purposes. Altro retains all intellectual property rights in and to any AI Models developed using de-identified data.

9.3     HIPAA Authorization. You will be required to sign an authorization in accordance with HIPAA permitting the Medical Group, pharmacies, Lab, and/or other Provider that is considered a HIPAA covered entity or business associate, to share your PHI with Altro to enable Altro to provide you with the Services.

10.           Ownership.
10.1  The Services.  You agree that Altro and its suppliers or licensors own all rights, title and interest in the Services (including but not limited to, any computer code, concepts, artwork, audiovisual effects, methods of operation, moral rights, documentation, and Altro software). You shall not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying any of the Services.
10.2  Trademarks.  Altro Health and all related stylizations, graphics, logos, service marks and trade names used on or with the Services are the trademarks of Altro and may not be used without permission in connection with your, or any third-party’s, products or services.  Other trademarks, service marks and trade names that may appear on or in the Services are the property of their respective owners.
10.3  Feedback. You agree that submission of any ideas, suggestions, documents, and/or proposals to Altro through its suggestion, feedback, forum, or similar pages (“Feedback”) is at your own risk and that Altro has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback.  You represent and warrant that you have all rights necessary to submit the Feedback.  You hereby grant to Altro a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of the Services and/or Altro’s business.
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11.           Third-Party Services.
11.1  Third-Party Websites, Applications and Ads.   The Services may contain links to third-party websites (“Third-Party Websites”), applications (“Third-Party Applications”) and advertisements for third parties (“Third-Party Ads”) (collectively, the “Third-Party Services”).  When you click on a link to a Third-Party Service, we will not warn you that you have left the Service and you become subject to the terms and conditions (including privacy policies) of another website or destination.  Such Third-Party Services are not under the control of Altro. Altro is not responsible for any Third-Party Services. Altro provides these Third-Party Services only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Services, or any product or service provided in connection therewith.  You use all links in Third-Party Services at your own risk. When you leave our Services, this Agreement and our policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Services, and make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.

11.2  Third-Party Application Access.  With respect to any Application accessed through or downloaded from the Apple App Store (an “App Store Sourced Application”), you shall only use the App Store Sourced Application (i) on an Apple-branded product that runs the iOS (Apple’s proprietary operating system) and (ii) as permitted by the “Usage Rules” set forth in the Apple Media Terms of Service, except that such App Store Sourced Application may be accessed, acquired, and used by other accounts associated with the purchaser via Apple’s Family Sharing function, volume purchasing, or Legacy Contacts function. Notwithstanding the first sentence in this Section, with respect to any Application accessed through or downloaded from the Google Play store (a “Google Play Sourced Application”), you may have additional license rights with respect to use of the Application on a shared basis within your designated family group.

11.3  Accessing and Downloading the Application from the Apple App Store.   The following applies to any App Store Sourced Application accessed through or downloaded from the Apple App Store:

11.3.1  You acknowledge and agree that (i) this Agreement is concluded between you and Altro only, and not Apple, and (ii) Altro, not Apple, is solely responsible for the App Store Sourced Application and content thereof.  Your use of the App Store Sourced Application must comply with the App Store Terms of Service.
11.3.2  You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App Store Sourced Application.
11.3.3  In the event of any failure of the App Store Sourced Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App Store Sourced Application to you and to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App Store Sourced Application.  As between Altro and Apple, any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of Altro.
11.3.4  You and Altro acknowledge that, as between Altro and Apple, Apple is not responsible for addressing any claims you have or of any third party relating to the App Store Sourced Application or your possession and use of the App Store Sourced Application, including, but not limited to: (i) product liability claims; (ii) any claim that the App Store Sourced Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
11.3.5  You and Altro acknowledge that, in the event of any third-party claim that the App Store Sourced Application or your possession and use of that App Store Sourced Application infringes that third party’s intellectual property rights, as between Altro and Apple, Altro, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by this Agreement.
11.3.6  You and Altro acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of this Agreement as related to your license of the App Store Sourced Application, and that, upon your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement as related to your license of the App Store Sourced Application against you as a third-party beneficiary thereof.
11.3.7  Without limiting any other terms of this Agreement, you must comply with all applicable third-party terms of agreement when using the App Store Sourced Application.

12.           Payment Terms.
12.1  Payment.  You agree to pay for all orders made from your Account in accordance with the prices and billing terms in effect at the time an order is made from your Account. You also agree to pay all applicable taxes. To make an order through the Services, you must provide valid payment information, such as a credit card (Visa, MasterCard or any other issuer accepted by us), a PayPal account, or an HSA or FSA debit card. By providing your payment information, you agree that Altro is authorized to immediately invoice your Account for all fees and charges due and payable to Altro hereunder and that no additional notice or consent is required. You agree to immediately notify Altro of any change in your billing address, debit card, credit card, or PayPal account used for payment hereunder. Altro reserves the right to change its prices and billing methods at any time. Please contact support@Altrocare.com regarding any billing disputes.

12.2  Third-Party Service Provider.  Altro uses certain third-party service providers for payment services (e.g., card acceptance, merchant settlement, and related services) (“Third-Party Service Provider”). If you make a purchase on the Services, you will be required to provide your payment details and any additional information required to complete your order directly to our Third-Party Service Provider. You agree to be bound by such Third-Party Service Provider’s Terms of Service and Privacy Policy and hereby consent and authorize Altro and such Third-Party Service Providers to share with each other any information and payment instructions you provide with to the minimum extent required to complete your transactions. Please note that online payment transactions may be subject to validation checks by our Third-Party Service Provider and your card issuer, and we are not responsible if your card issuer declines to authorize payment for any reason. For your protection, our Third-Party Service Provider uses various fraud prevention protocols and industry standard verification systems to reduce fraud and you authorize it to verify and authenticate your payment information. Your card issuer may charge you an online handling fee or processing fee. We are not responsible for this. In some jurisdictions, our Third-Party Service Provider may use third parties under strict confidentiality and data protection requirements for the purposes of payment processing services.

12.3  Product Subscriptions.  If you purchase Product Subscription, the fee for such Product will be billed at the start of the Subscription (“Subscription Service Commencement Date”) and at regular intervals in accordance with your elections at the time of purchase. Altro reserves the right to change the timing of our billing. Altro reserves the right to change the Product Subscription pricing at any time in accordance with Section 17.5. If changes to the Product Subscription price occur that impact your Product Subscription, Altro will use commercially reasonable efforts to notify you, such as by sending an email to the email address associated with your account. If you do not agree with such changes, you may cancel your Product Subscription as set forth in Section 12.3.1(i).

12.3.1    Automatic Renewal.  If you elect to purchase a Product Subscription, your Product Subscription will continue at Altro’s then-current price for such Product Subscription until terminated in accordance with this Agreement. The frequency at which your Product Subscription renews (i.e., weekly, monthly, every 90-days, etc.) will be designated at the time you sign up for the Product Subscription. By subscribing, you authorize Altro to charge the payment method designated in your Account now, and again at the beginning of any subsequent Product Subscription period. Upon renewal of your Product Subscription, if Altro does not receive payment, (i) you shall pay all amounts due on your Account upon demand and/or (ii) you agree that Altro may either terminate or suspend your Product Subscription and continue to attempt to charge your designated payment method until payment is received (upon receipt of payment, your Product will be shipped, if it has not already been shipped).
12.3.2    Cancelling Subscriptions.  You may cancel your Product Subscription by logging into and going to the Order Page in the client portal or by contacting Altro through the Messaging feature in the client portal. Cancellations will take affect at the end of the current Product Subscription period. Altro does not offer refunds for partially used subscription periods. We may also offer you the ability to pause a Product Subscription for a specified period of time. If you fail to cancel your Product Subscription at the end of such pause period, we will charge your payment method on file and recurring payments will resume automatically.

12.4  Promotional Offers. Altro may offer additional promotions or discounts from time to time. Please read the details of those offers carefully, as any additional terms presented to you during the sign-up process will form part of the Agreement. Unless specified in writing, all discount offers that require payment are non-refundable. Any free trial or other promotion must be used within the specified time frame of the trial or promotion.

12.5  Cancellation of Telehealth Services. You may cancel your appointment for a Telehealth Service with a Medical Group at any time prior to such Telehealth Service being scheduled for a full refund. After your Telehealth Service has been scheduled, such appointment is non-cancellable and non-refundable.

12.6  HSA and FSA Substantiation.  Altro does not assume any obligation to provide itemized receipts, merchant category codes, eligibility codes, letters of medical necessity, or any other documentation for purposes of substantiating an HSA or FSA reimbursement claim with your account administrator or plan administrator. You are solely responsible for maintaining records sufficient to substantiate any HSA or FSA reimbursement claim under applicable law and the terms of your benefit plan. To the extent Altro issues standard purchase confirmations or order receipts through the Services, such documentation is provided solely as a record of your transaction with Altro. Such confirmations do not constitute a determination, certification, or representation by Altro that the applicable Service or product constitutes a “qualified medical expense” within the meaning of Section 213(d) of the Internal Revenue Code or that such purchase is otherwise eligible for HSA or FSA reimbursement. Notwithstanding the foregoing, Altro has partnered with float app, Inc. d/b/a Burst (“Burst”) to offer eligible users the opportunity to obtain a letter of medical necessity in connection with HSA or FSA reimbursement. Any letter of medical necessity or other substantiation documentation issued through Burst is provided by Burst independently of Altro and is subject to Burst’s own terms, conditions, and eligibility determinations. Altro makes no representation, warranty, or guarantee as to the accuracy, completeness, sufficiency, or acceptability of any documentation issued through Burst for HSA or FSA reimbursement purposes, and Altro shall have no liability if your plan administrator declines to accept such documentation.
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13.           No Warranty.
13.1  As Is.  YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE SERVICES, AS WELL AS THE HEALTHCARE SERVICES, ARE AT YOUR SOLE RISK, AND SUCH SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS.  THE Altro PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT ARISING FROM USE OF THE SERVICES AND THE HEALTHCARE SERVICES.
13.1.1    THE Altro PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) THE SERVICES WILL MEET YOUR REQUIREMENTS (SUCH AS THE QUALITY, EFFECTIVENESS, REPUTATION AND OTHER CHARACTERISTICS OF SERVICE); (2) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR (3) THE ADVICE, RESULTS, OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE.
13.1.2    ANY CONTENT DOWNLOADED FROM OR OTHERWISE ACCESSED THROUGH THE SERVICES IS ACCESSED AT YOUR OWN RISK, AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY, INCLUDING, BUT NOT LIMITED TO, YOUR COMPUTER SYSTEM AND/OR ANY DEVICE YOU USE TO ACCESS THE SERVICES, OR ANY OTHER LOSS THAT RESULTS FROM ACCESSING SUCH CONTENT.

13.2  No Liability for Conduct of Third Parties.  YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH ANY THIRD PARTIES ON THE SERVICES, INCLUDING THE PROVIDERS. YOU ACKNOWLEDGE AND AGREE THAT Altro IS NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD Altro LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OPERATORS OF EXTERNAL SITES, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU. Altro MAKES NO WARRANTY THAT THE PRODUCTS OR SERVICES PROVIDED BY THIRD PARTIES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS.  Altro MAKES NO WARRANTY REGARDING THE QUALITY OF ANY SUCH PRODUCTS OR SERVICE, OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY USER CONTENT OBTAINED THROUGH THE SERVICES.

13.3  Medical Disclaimer. THOUGH CERTAIN ASPECTS OF THE SERVICES, RESULTS, INSIGHTS, AND THIRD-PARTY SERVICES FACILITATED THROUGH Altro MAY BE PROVIDED BY HEALTHCARE PROFESSIONALS, NEITHER Altro NOR OUR AFFILIATES OFFERS YOU MEDICAL ADVICE, OPINION, GUIDANCE, DIAGNOSIS, TREATMENT, OR CARE, OR ANY OTHER HEALTHCARE SERVICES, IN THE COURSE OF PROVIDING SERVICES OR OTHERWISE. Altro DOES NOT INTERFERE WITH THE PRACTICE OF MEDICINE BY MEDICAL PROVIDERS OR THE PROVISION OF LABORATORY SERVICES BY LABORATORIES, EACH OF WHOM IS SOLELY RESPONSIBLE FOR MEDICAL CARE, LABORATORY SERVICES AND TREATMENTS PROVIDED TO YOU.
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14.           Limitation of Liability.
14.1  Disclaimer of Certain Damages.  YOU UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT SHALL THE Altro PARTIES  BE LIABLE FOR ANY LOSS OF PROFITS, REVENUE OR DATA, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR DAMAGES OR COSTS DUE TO LOSS OF PRODUCTION OR USE, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES,  IN EACH CASE WHETHER OR NOT ANY Altro PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, THE SERVICE, OR ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SERVICE OR THIRD PARTIES, ON ANY THEORY OF LIABILITY, INCLUDING TO THE EXTENT RESULTING FROM: (i) THE USE OR INABILITY TO USE THE SERVICE; (ii) ANY GOODS, DATA, INFORMATION OR SERVICE PURCHASED OR OBTAINED; OR MESSAGES RECEIVED FOR TRANSACTIONS ENTERED INTO THROUGH THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES; OR (v) ANY OTHER MATTER RELATED TO THE SERVICE, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY  OR ANY OTHER LEGAL THEORY.  THE FOREGOING LIMITATION OF LIABILITY DOES NOT APPLY TO LIABILITY OF A Altro PARTY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY A Altro PARTY’S NEGLIGENCE; OR FOR (A) ANY INJURY CAUSED BY A Altro PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION.

14.2  Cap on Liability.   TO THE FULLEST EXTENT PERMITTED BY LAW, THE Altro PARTIES SHALL NOT BE LIABLE TO YOU FOR MORE THAN THE GREATER OF (i) THE TOTAL AMOUNT PAID TO Altro BY YOU DURING THE THREE-MONTH PERIOD PRIOR TO THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY; (ii) $100;   OR (iii) IF APPLICABLE, THE STATUTORY REMEDY OR PENALTY IMPOSED BY THE STATUTE UNDER WHICH SUCH CLAIM ARISES.  THE FOREGOING CAP ON LIABILITY DOES NOT APPLY TO LIABILITY OF A Altro PARTY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY A Altro PARTY’S NEGLIGENCE; OR (B) ANY INJURY CAUSED BY A Altro PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION.

14.3  User Content.  Altro ASSUMES NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MIS-DELIVERY OR FAILURE TO STORE ANY CONTENT (INCLUDING, BUT NOT LIMITED TO, YOUR CONTENT AND USER CONTENT), USER COMMUNICATIONS OR PERSONALIZATION SETTINGS.

14.4  Exclusion of Damages.  CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES.  IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.

14.5  Basis of the Bargain.  THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN Altro AND YOU.

15.           Indemnification
You agree to indemnify, defend, and hold harmless Altro, the Providers, the Medical Groups, and any other provider of services or Products through the Services, as well as any of the foregoing’s affiliates, officers, employees, agents, and licensors (collectively, “Altro Parties”) from and against any claims, liabilities, damages, losses, or expenses  (including reasonable attorneys’ fees) arising out of:
Your use, or inability to use, or misuse of the Services;
Your violation of this Agreement;
Any false or misleading information provided by you;
Any breach of your representations or warranties; or
Your violation of any applicable laws, rules or regulations.
​Altro reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Altro in asserting any available defenses.  This provision does not require you to indemnify any of the Altro Parties for any unconscionable commercial practice by such party or for such party’s fraud, deception, false promise, misrepresentation or concealment, or suppression or omission of any material fact in connection with the Service provided hereunder.  You agree that the provisions in this Section will survive any termination of your Account, this Agreement and/or your access to the Service.
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16.           ARBITRATION AGREEMENT.  Please read this Section (the “Arbitration Agreement”) carefully.  It is part of your contract with Altro and affects your rights.  It contains procedures for MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.

16.1  Applicability of Arbitration Agreement. If you live in the U.S., subject to the terms of this Arbitration Agreement, you and Altro agree that any disagreement, controversy, or claim arising out of or relating in any way to your access to or use of the Service or these Terms of Use and prior versions of the Terms of Use (each, a “Dispute”) will be resolved by binding arbitration, rather than in court, except that: (a) you and Altro may assert claims or seek relief in small claims court if such claims qualify and remain in small claims court; and (b) you or Altro may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). For purposes of this Arbitration Agreement, “Dispute” will also include disputes that were not noticed or that involve facts occurring before the existence of this or any prior versions of the Terms of Use as well as claims that may arise after the termination of these Terms of Use.

16.2  Informal Dispute Resolution. There might be instances when a Dispute arises between you and Altro. If that occurs, Altro is committed to working with you to reach a prompt, low‐cost and mutually beneficial resolution. You and Altro agree to participate in good faith informal efforts to resolve Disputes before starting an arbitration or initiating an action in small claims court (“Informal Dispute Resolution”). You and Altro agree that as part of these efforts, either party has the option to ask the other to meet and confer telephonically (“Informal Dispute Resolution Conference”). If you are represented by counsel, your counsel may participate in the conference, but you must also personally participate.

To initiate Informal Dispute Resolution, a party must give notice in writing to the other party (“Notice”). Such Notice to Altro should be sent by email or regular mail to our offices located at the address listed in Section 20, Attn: Legal Department. The Notice must include: (a) your name, telephone number, mailing address, and e‐mail address associated with your Account (if you have one); (b) the name, telephone number, mailing address and e‐mail address of your counsel, if any; and (c) a description of the Dispute. Altro will send Notice, including a description of the Dispute, to your email address or regular address on file. It is your responsibility to ensure your email and regular address are correct and remain up to date.

The Informal Dispute Resolution process lasts forty-five (45) days and is a mandatory precondition to commencing arbitration. During this period, either party has the option to ask the other to participate in an Information Dispute Resolution Conference as part of a good faith effort to resolve the Dispute. The Informal Dispute Resolution Conference shall be individualized such that a separate conference must be held each time either party initiates a Dispute, even if the same law firm or group of law firms or organizations represents multiple users in similar cases, unless all parties agree; multiple individuals initiating a Dispute cannot participate in the same Informal Dispute Resolution Conference unless all parties agree.

The statute of limitations and any filing fee deadlines shall be tolled while the parties engage in Informal Dispute Resolution.

16.3  Waiver of Jury Trial. YOU AND Altro HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and Altro are instead electing that all Disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in the subsection entitled “Applicability of Arbitration Agreement” above. There is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.

16.4  Waiver of Class and Other Non-Individualized Relief. EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS, AND THE PARTIES HEREBY WAIVE ALL RIGHTS TO HAVE ANY DISPUTE BE BROUGHT, HEARD, ADMINISTERED, RESOLVED, OR ARBITRATED ON A CLASS, COLLECTIVE, OR REPRESENTATIVE BASIS. ONLY INDIVIDUAL RELIEF IS AVAILABLE. Subject to this Arbitration Agreement, the arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by the party’s individual claim. Nothing in this paragraph is intended to, nor shall affect the terms and conditions under the subsection 16.9 entitled “Batch Arbitration.” Notwithstanding anything to the contrary in this Arbitration Agreement, if a final decision, not subject to any further appeal or recourse, determines that the limitations of this subsection, “Waiver of Class and Other Non-Individualized Relief,” are invalid or unenforceable as to a particular claim or request for relief (such as a request for public injunctive relief), you and Altro agree that the particular claim or request for relief (and only that particular claim or request for relief) shall be severed from the arbitration and may be litigated in the state or federal courts located in the State of Delaware. All other Disputes shall be arbitrated or litigated in small claims court. This subsection does not prevent you or Altro from participating in a class-wide or mass settlement of claims.

16.5  Rules and Forum. The Terms of Use evidence a transaction involving interstate commerce; and notwithstanding any other provision herein with respect to the applicable substantive law, the Federal Arbitration Act, 9 U.S.C. § 1 et seq., will govern the interpretation and enforcement of this Arbitration Agreement, including the procedures governing Batch Arbitration, and any arbitration. If Informal Dispute Resolution does not resolve satisfactorily within forty-five (45) days after receipt of a Notice, you and Altro agree that either party shall have the right to finally resolve the Dispute through binding arbitration.

The arbitration will be administered by the National Arbitration & Mediation (“NAM”) in accordance with the NAM Comprehensive Dispute Resolution Rules and Procedure (the “NAM Rules”) in effect at the time of arbitration, except as supplemented, where applicable, by the NAM Mass Filing Supplemental Dispute Resolution Rules and Procedures, and as modified by this Arbitration Agreement. The NAM Rules are currently available at https://www.namadr.com/resources/rules-fees-forms/.

A party who wishes to initiate arbitration must provide the other party with a request for arbitration (the “Request”). The Request must include: (a) the name, telephone number, mailing address, e‐mail address of the party seeking arbitration, and the Account username (if applicable), as well as the email address associated with any applicable Account; (b) a statement of the legal claims being asserted and the factual bases of those claims; (c) a description of the remedy sought and an accurate, good‐faith calculation of the amount in controversy in United States Dollars; (d) a statement certifying completion of the Informal Dispute Resolution process as described above; and (e) evidence that the requesting party has paid any necessary filing fees in connection with such arbitration. Any Request you send to Altro should be sent by email to hello@Altrohealth.co. Altro will provide the Request to your email address on file.

If the party requesting arbitration is represented by counsel, the Request shall also include counsel’s name, telephone number, mailing address, and email address. Such counsel must also sign the Request. By signing the Request, counsel certifies to the best of counsel’s knowledge, information, and belief, formed after an inquiry reasonable under the circumstances, that, consistent with the standards set forth in Federal Rule of Civil Procedure 11(b): (i) the Request is not being presented for any improper purpose, such as to harass, cause unnecessary delay, or needlessly increase the cost of dispute resolution; (ii) the claims, defenses and other legal contentions are warranted by existing law or by a nonfrivolous argument for extending, modifying, or reversing existing law or for establishing new law; and (iii) the factual and damages contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery (“Counsel’s Certification”).

Unless you and Altro otherwise agree, or the Batch Arbitration process discussed in subsection 16.9 is triggered, the arbitration will be conducted in the county where you reside. Subject to the NAM Rules, the arbitrator may direct a limited and reasonable exchange of information between the parties, consistent with the expedited nature of arbitration. If NAM is not available to arbitrate, the parties will select an alternative arbitral forum. Your responsibility to pay any NAM fees and costs will be solely as set forth in the applicable NAM fee schedules (the “Fee Schedules”).

You and Altro agree that all materials and documents exchanged during the arbitration proceedings shall be kept confidential and shall not be shared with anyone except the parties’ attorneys, accountants, or business advisors, and then subject to the condition that they agree to keep all materials and documents exchanged during the arbitration proceedings confidential.

You and Altro agree that at least fourteen (14) days before the date set for an arbitration hearing, any party may serve an offer in writing upon the other party to allow judgment on specified terms. If the offer made by one party is not accepted by the other party, and the other party fails to obtain a more favorable award, the other party shall not recover any post-offer costs to which they otherwise would be entitled and shall pay the offering party’s costs from the time of the offer.

16.6  Arbitrator. The arbitrator will be either a retired judge or an attorney licensed to practice law in the State of Delaware and will be selected by the parties from NAM’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within thirty-five (35) days of delivery of the Request, then NAM will appoint the arbitrator in accordance with NAM Rules, provided that if the Batch Arbitration process under subsection 16.9 is triggered, NAM, without soliciting input or feedback from any party, will appoint the arbitrator for each batch.

16.7  Authority of Arbitrator. The arbitrator shall have exclusive authority to resolve any Dispute, including, without limitation, disputes regarding the interpretation or application of the Arbitration Agreement, including the enforceability, revocability, scope, or validity of the Arbitration Agreement or any portion of the Arbitration Agreement, except that all Disputes regarding the subsection entitled “Waiver of Class and Other Non-Individualized Relief,” including any claim that all or part of the subsection entitled “Waiver of Class and Other Non-Individualized Relief” is unenforceable, illegal, void or voidable, or that such subsection entitled “Waiver of Class and Other Non-Individualized Relief” has been breached, shall be decided by a court of competent jurisdiction and not by an arbitrator. The arbitrator shall have the authority to grant motions dispositive of all or part of any Dispute. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The award of the arbitrator is final and binding upon you and us. Judgment on the arbitration award may be entered in any court having jurisdiction.

16.8  Attorneys’ Fees and Costs. The parties shall bear their own attorneys’ fees and costs in arbitration unless the arbitrator finds that either the substance of the Dispute or the relief sought in the Request was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). To the extent, following a presentation on the merits, on its own motion or a party’s, and after affording a reasonable opportunity to respond, an arbitrator determines that a party who commenced arbitration did not bring its claim(s) consistent with Counsel’s Certification and the standards set forth in Federal Rule of Civil Procedure 11(b), the arbitrator shall, as part of its award, impose sanctions by ordering that the initiating party reimburse the responding party for all arbitration costs and arbitrators’ fees the responding party incurred under the Fee Schedules.

16.9  Batch Arbitration. To increase the efficiency of administration and resolution of arbitrations, you and Altro agree that in the event that there are twenty-five (25) or more individual Requests of a substantially similar nature filed against Altro by or with the assistance of the same law firm, group of law firms, or organizations (“Claimants’ Counsel”), within a ninety (90) day period, NAM shall (a) administer the arbitration demands in batches of 100 Requests per batch (or, if between twenty-five (25) and ninety-nine (99) individual Requests are filed, a single batch of all those Requests, and, to the extent there are fewer than 100 Requests remaining after the batching described above, a final batch consisting of the remaining Requests); (b) appoint one arbitrator for each batch; and (c) provide for the resolution of each batch on a consolidated basis with one set of filing and administrative fees due per side per batch, one procedural calendar, one hearing (if any) in a place to be selected by Claimants’ Counsel or, if Claimants’ Counsel does not have a preference, by the arbitrator, and one final award (“Batch Arbitration”). NAM shall administer all batches concurrently, to the extent possible.

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

You and Altro agree to cooperate in good faith with NAM to implement the Batch Arbitration process including the payment of single filing and administrative fees for batches of Requests, as well as any steps to minimize the time and costs of arbitration, which may include: (i) the appointment of a discovery special master to assist the arbitrator in the resolution of discovery disputes; and (ii) the adoption of an expedited calendar of the arbitration proceedings.

This Batch Arbitration provision shall in no way be interpreted as authorizing or creating a class, collective, and/or representative arbitration or action of any kind, except as expressly set forth in this provision, and nothing about the Batch Arbitration process will preclude any party from participating in any arbitration administered according to that process.

16.10      Invalidity, Expiration. Except as provided in the subsection entitled “Waiver of Class or Other Non-Individualized Relief,” if any part or parts of this Arbitration Agreement (other than Section 16.9) are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed, and the remainder of the Arbitration Agreement shall continue in full force and effect. However, if Section 16.9 of this Arbitration Agreement is found under the law to be invalid or unenforceable then, in that case, the entire Arbitration Agreement shall be void, and the parties agree that all Disputes will be heard in the state or federal courts located in Delaware. You further agree that any Dispute that you have with Altro as detailed in this Arbitration Agreement must be initiated within the applicable statute of limitation for that claim or controversy, or it will be forever time barred. Likewise, you agree that all applicable statutes of limitation will apply to such arbitration in the same manner as those statutes of limitation would apply in the applicable court of competent jurisdiction.

16.11      30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out by regular mail to the address listed in Section 20, Attn: Legal Department, within thirty (30) days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, the email address you used to set up your Account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of these Terms of Use will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any arbitration agreements that you may currently have with us, including any previous versions of this Arbitration Agreement to which you agreed, and has no effect on any arbitration agreements with us you may enter in the future.

16.12      Modification. You and we agree that Altro retains the right to modify this Arbitration Clause in the future. Any such changes will be posted on the Service and you should check for updates regularly. Notwithstanding any provision in these Terms of Use to the contrary, we agree that if Altro makes any future material change to this Arbitration Agreement, it will notify you. Your continued use of the Service, including the acceptance of services offered on the Service following the posting of changes to this Arbitration Agreement, constitutes your acceptance of any such changes. If you have previously agreed to a version of these Terms of Use with an arbitration agreement and you did not validly opt out of arbitration, changes to this Arbitration Agreement do not provide you with a new opportunity to opt out of arbitration. Altro will continue to honor any valid opt outs of the Arbitration Agreement that you made to a prior version of these Terms of Use.

16.13      Governing Courts. To the extent that the Dispute is not covered by any arbitration agreement between you and us, it shall proceed before the state or federal courts located in Delaware (except for small claims court actions which may be brought in the county where you reside).

17.           Term and Termination.
17.1  Term.  The term of this Agreement commences on the date when you accept this Agreement (as described in the preamble above) and continues in full force and effect while you use the Services, unless terminated earlier in accordance with this Agreement.

17.2  Termination of Service by Altro.  If you have materially breached any provision of this Agreement, or if Altro is required to do so by law (e.g., where the provision of the Services is, or becomes, unlawful), Altro has the right to, immediately and without notice, suspend or terminate any Services provided to you. Altro reserves the right to terminate this Agreement and/or your access to the Service at any time without cause upon notice to you. You agree that all terminations for cause are made in Altro’s sole discretion and that Altro shall not be liable to you or any third party for any termination of your Account.

17.3  Termination/Expiration of Wellness Partner Agreement. In the event the Wellness Partner Agreement is terminated or expires, you will be able to, for a period of ninety (90) days after such termination or expiration, finalize your order for Products that have already been prescribed by a Provider and complete any Lab Testing that had already been ordered by a Provider and access the Services until such Products have been delivered and Results have been delivered. After this time, your Account and access to the Services will be terminated.

17.4  Termination by You.  If you want to terminate this Agreement, you may do so by closing your account for the Services.

17.5  Effect of Termination.  Upon termination of the Services or the applicable feature or functionality thereof, your right to use the Services or the applicable feature or functionality thereof will automatically terminate, and we may delete Your Content associated therewith from our live databases. If we terminate your account for cause, we may also bar your further use or access to the Services.  We will not have any liability whatsoever to you for any suspension or termination, including for deletion of Your Content.  All provisions of this Agreement which by their nature should survive, will survive termination of Services, including without limitation, ownership provisions, warranty disclaimers, and limitations of liability.

17.6  No Subsequent Registration.  If this Agreement is terminated for cause by Altro or if your account or ability to access the Services is discontinued by Altro due to your violation of any portion of this Agreement or for conduct otherwise deemed inappropriate, then you agree that you shall not attempt to re-register with or access the Services through use of a different member name or otherwise.

18.           Procedure for Making Claims of Intellectual Property Right Infringement. It is Altro’s policy to terminate membership privileges of any user who repeatedly infringes copyright, trademark, or other intellectual property rights upon prompt notification to Altro by the respective intellectual property owner or their legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on the Services in a way that constitutes intellectual property rights infringement, please provide our designated intellectual property agent with the following information: (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright, trademark, or other intellectual property right; (ii) a description of the copyrighted work, trademark, or other intellectual property right that you claim has been infringed; (iii) a description of the location on the Services of the material that you claim is infringing; (iv) your address, telephone number, and email address; (v) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright, trademark, or other intellectual property right owner, its agent or the law; and (vi) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright, trademark, or other intellectual property right owner or authorized to act on the copyright, trademark, or other intellectual property right owner’s behalf. Contact information for Altro’s designated agent for notice of claims of infringement is as follows: hello@altrohealth.com

19.           General Provisions.
19.1  Electronic Communications.  The communications between you and Altro may take place via electronic means, whether you visit the Service or send Altro emails, or whether Altro posts notices on the Service or communicates with you via email.  For contractual purposes, you (i) consent to receive communications from Altro in an electronic form; and (ii) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Altro electronically provides to you satisfy any legal requirement that such communications would satisfy if it were to be in writing.  The foregoing does not affect your statutory rights, including but not limited to the Electronic Signatures in Global and National Commerce Act at 15 U.S.C. §7001 et seq. (“E-Sign”).
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19.2  Assignment.  The Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without Altro’s prior written consent.  Altro may, without your consent, freely assign and transfer this Agreement, including any of its rights, obligations, or licenses granted under this Agreement.  Any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.

19.3  Force Majeure.  Altro shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, pandemics, strikes or shortages of transportation facilities, fuel, energy, labor or materials.

19.4  Consumer Complaints.  In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Service of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.

19.5  Agreement Updates.  When changes are made, Altro will make a new copy of this Terms of Use and/or Supplemental Terms, as applicable, available on the Service, and we will also update the “Last Updated” date at the top of this Agreement.  If we make any material changes and you have registered an Account with us, we will also send an email with an updated copy of this Agreement to you at the email address associated with your Account.   Unless otherwise stated in such update, any changes to this Agreement will be effective immediately for users without an Account and thirty (30) days after posting for users with an Account.  Altro may require you to provide consent to the updated Agreement in a specified manner before further use of the Service is permitted.  IF YOU DO NOT AGREE TO ANY CHANGE(S) AFTER RECEIVING A NOTICE OF SUCH CHANGE(S), YOU SHALL STOP USING THE SERVICE.

19.6  Exclusive Venue.  To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and Altro agree that all claims and disputes arising out of or relating to this Agreement will be litigated exclusively in the state or federal courts located in Delaware.

19.7  Governing Law. THIS AGREEMENT AND ANY ACTION RELATED THERETO WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF DELAWARE, CONSISTENT WITH THE FEDERAL ARBITRATION ACT, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANOTHER JURISDICTION.  THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS DOES NOT APPLY TO THE AGREEMENT.

19.8  Notice.  Where Altro requires that you provide an email address, you are responsible for providing Altro with a valid and current email address.  In the event that the email address you provide to Altro is not valid, or for any reason is not capable of delivering to you any notices required by this Agreement, Altro’s dispatch of the email containing such notice will nonetheless constitute effective notice.

19.9  Waiver.  Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.

19.10      Severability.  If any portion of this Agreement is held invalid or unenforceable, that portion must be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions must remain in full force and effect.

19.11      Export Control.   You may not use, export, import, or transfer the Service except as authorized by U.S. law, the laws of the jurisdiction in which you obtained the Service, and any other applicable laws.  In particular, but without limitation, the Service may not be exported or re-exported (i) into any United States embargoed countries, or (ii) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. By using the Service, you represent and warrant that (A) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country and (B) you are not listed on any U.S. Government list of prohibited or restricted parties.   You also will not use the Service for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons.  You acknowledge and agree that products, services or technology provided by Altro are subject to the export control laws and regulations of the United States.  You shall comply with these laws and regulations and shall not, without prior U.S. government authorization, export, re-export, or transfer Altro products, services or technology, either directly or indirectly, to any country in violation of such laws and regulations.

19.12      Entire Agreement.  The Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.

19.13      International Users.   The Service may be accessed from countries around the world and may contain references to services and content that are not available in your country.  These references do not imply that Altro intends to announce such service or content in your country. The Services are controlled and offered by Altro from its facilities in the United States of America.  Altro makes no representations that the Services are appropriate or available for use in other locations. Those who access or use the Services from other countries do so at their own volition and are responsible for compliance with local law.

20.           Contact Us
For any questions about these Terms, the Agreement, or the Services, please contact:
Altro Health, Inc.
169 Madison Ave STE 33657 New York, NY 10016
Email: hello@altrohealth.com