Last Updated: December 6, 2022
IF YOU ARE EXPERIENCING A MEDICAL EMERGENCY, THINKING ABOUT HARMING YOURSELF OR OTHERS, YOU SHOULD DIAL “911” OR YOUR LOCAL EMERGENCY NUMBER IMMEDIATELY.
Possible Health does not provide medical or behavioral health services or advice. Possible Health does not make any representations or warranties about the training or skill of any Providers who provide services via the Services. You are ultimately responsible for choosing your particular Provider, if any. All Providers are independent of Possible Health. Any information or advice received from a Provider comes from the Provider alone, and not from Possible Health. Possible Health is not responsible or liable for any advice obtained from a Provider or any other user of the Services. You acknowledge that your reliance on any information provided by any Provider or any other user via the Services is solely at your own risk. No doctor-patient relationship is created by use of the Services. Information you receive via the Services is not a substitute for a formal diagnosis or physical examination, and should not be used to treat a medical condition. Do not ignore or delay obtaining professional medical advice because of information you obtain through the Services.
Providers. We are a technology company that facilitates your ability to obtain products and services sold, offered or furnished by third-party medical and behavioral health providers or facilities (“Providers”). The Services may permit you to communicate with Providers through a variety of means, including video conferences, direct messaging and other synchronous and asynchronous technologies. When you connect with a Provider, the Provider may require that you sign consent forms to permit the Provider to communicate with you through the Services, or to permit the Provider to provide medical and behavioral health advice or services to you. We do not recommend any particular Provider and we do not guarantee that any particular Provider will contact or provide any services to you, even if you contact such Provider through the Services.
Communication Platform Only. We are a communication platform only: we do not control or take any responsibility for the practice of medicine or other licensed profession by any Provider, each of whom is solely responsible for the care and treatment they provide to you. We make no representations or warranties about the suitability, reliability, timeliness or accuracy of the care and treatment provided by any Provider. You acknowledge and agree that we are not a healthcare provider and you are not entering into a doctor-patient or other health care provider-patient relationship with us. Through the Service, you may enter into a doctor-patient or other health care provider-patient relationship with a Provider.
Eligibility to use the Services. You are not eligible to use the Services if (i) you do not live in one of the U.S. states in which we operate, as set forth on the Site from time to time, or (ii) you are under eighteen (18) years of age. You hereby represent and covenant to us that you satisfy these eligibility requirements, you are located in the same state as the shipping address you provide in your account, you will comply with all applicable laws in visiting, accessing, registering with our using the Services, and you will only use the Services for lawful purposes. Our Services are subject to state regulations and may change from time to time due to changes in applicable regulatory requirements.
Appointment of Personal Representative. You have the right to appoint a personal representative, who will then have the legal authority to act on your behalf in making decisions related to your health care. To appoint a personal representative, submit a request form (https://hipaa.jotform.com/203396771490058).
Third Party Components. The Services may leverage third party services (which may include third party video conferencing platforms, third party messaging apps, third party databases, calendars, and the like) (“Third Party Components”). Possible Health has no responsibility or liability for any act, omission, or occurrence that is at all associated with any Third Party Component, and your use of any Third Party Component shall be subject to the terms and conditions applicable thereto.
Prescription Policy. If a Provider determines a prescription product is appropriate for you and writes a prescription, you may request Alto or Honeybee Mail Order to fulfill it, or you have the option to instruct your Provider or to request Possible Health to fulfill the prescription at any pharmacy of your choice.
Hey Jane shall not mark up the cost of the medication to the patient or charge any fees to the price of the medication. For the avoidance of doubt, this arrangement does not constitute a sale of medication by Alto or Honeybee to Hey Jane. Hey Jane represents and warrants that no provider of Hey Jane shall send any prescriptions to Alto that are paid by a federal healthcare program.
Alto or Honeybee or any other fulfilling pharmacy may contact you for additional information in connection with your prescription, including information regarding drug allergies, concurrent medications, and such additional matters as the fulfilling pharmacy may see fit; you hereby provide to Possible Health consent and authorization to share with your fulfilling pharmacy such information pertaining to you and your prescription as may be reasonably required to enable the fulfilling pharmacy to fulfill your prescription. Prescriptions may not use child-resistant packaging and prescriptions may not be dispensed in child-resistant containers. You acknowledge that you must keep prescription medication safe, secure, and out of the reach of children.
Fees. Possible Health may charge fees in connection with your use of the Services (“Fees”), which shall be due and payable in such amounts and at such times as are described in the Services from time to time. A given Fee may be billed as a single amount, but that Fee may be an aggregate of our Services access fee, fees payable to an applicable Provider (for whom we act as a collection agent), and purchase price for prescription medications you obtain through use of the Services. Possible Health may use a third party payment service to process your payment of Fees. By submitting your payment account information, you grant us the right to store and process your information with the third party payment service and to charge your payment method for subsequent fees or charges that you incur with us, including Subscriptions (as discussed below).The processing of payments will be subject to the terms, conditions and privacy policies of such third party payment service in addition to this Agreement.
Subscriptions. We may offer certain Services through a subscription model (“Subscription”). The duration of the Subscription period, the applicable Fees, and other related payment terms are reflected in the terms presented at the time you enroll in a Subscription, and are subject to change by Possible Health from time to time. Except as required by law, Subscription purchases are final and non-refundable.
By signing up for a Subscription, your subscription will automatically renew on the first day following the end of such Subscription period indicated at your time of enrollment and continue for 30 day periods, at our then-applicable price for such Subscription. You agree that your account will be subject to automatic renewal unless you cancel your Subscription. You can cancel at any time by securely messaging your care team in Spruce (https://spruce.care/HeyJanePerinatal) up until two business days prior to the start of your next Subscription period begins to prevent renewal Fees but you will not receive a refund for the remainder of your then-current Subscription period.
By subscribing, you authorize us to charge your payment method for the Fees for your initial Subscription period, and again at the beginning of any subsequent Subscription renewal period at the then-applicable price for such Subscription. Your charges may change if we change our pricing, with notice to you. If you choose to cancel your Subscription in accordance with the above, your Subscription will no longer renew and we will not charge your payment method for the subsequent Subscription period. Upon renewal of your Subscription, if we do not receive payment from your payment method, (a) you agree to pay all amounts due on your account upon demand, including by providing an alternate form of payment and/or (b) you agree that Possible Health may either terminate or suspend your Subscription and continue to attempt to charge your payment method until payment is received (upon receipt of payment, your Subscription will be activated and for purposes of automatic renewal, your new Subscription period will begin as of the day payment was received).
Subscriptions may be subject to additional or different terms, conditions, or policies, as made available and updated by Possible Health from time to time. In the event of any conflict between any such terms, conditions, or policies, and these Terms, such terms, conditions, or policies will control with respect to the applicable Subscription.
The Services may be covered by insurance. You should contact your health plan’s member representative for additional information about your coverage including whether your health plan requires a co-pay or cost-sharing or may require you to meet a deductible. If we submit claims for the Services to your health plan, you agree to assign or otherwise authorize payment to us for the Services provided to you. If we are not contracted with your insurer or if your insurer does not cover the Services, you are personally responsible for all financial obligations you may incur through your use of the Services, including any payments for prescription medications you may purchase or obtain from a Provider as facilitated by the Services. If you obtain a prescription medication and the pharmacy is billing insurance, the co-pay will be collected by the pharmacy.
Certain Restrictions. You shall not (i) impersonate any person or entity, or use or provide any fraudulent, misleading or inaccurate information; (ii) harass or threaten any person; (iii) access or use another user's account without permission, or solicit another user's login information; (iv) “frame” or “mirror” any portion of the Services; (v) use any robot, spider, site search/retrieval application or other manual or automatic device or process to retrieve, index, “data mine” or in any way reproduce or circumvent any aspect of the Services; (vi) harvest or collect information about or from Providers or other users of the Services; or (vii) use the Services on behalf or for the benefit of any third party.
User Information. You may provide to Possible Health or to Providers information about yourself in connection with your use of the Services (collectively the “User Information”).You acknowledge and agree that you are free to share-or not share-User Information in connection with your use of the Services, and that to the extent you choose to provide User Information to us or to Providers, you do so with full understanding of (i) our rights to use such information under this Agreement and (ii) the fact that we do not control Providers.
Communication Acknowledgement. By providing User Information, you acknowledge and agree that you may receive emails, phone calls, text messages, push notifications, or other communications from us or from Providers regarding the Services or about your use of our Services, and you may also receive marketing materials from us. You agree that any notices, agreements, disclosures or other communications that we send to you electronically shall be deemed to satisfy any legal communication requirements to the extent permitted under applicable law. These communications may contain User Information or information from Providers. To opt out of receiving any marketing communications from us, please follow the unsubscribe link in the applicable correspondence. Note that you may continue to receive communications related to the Services. Contact email@example.com to request modified or alternate means of communications.
Confidentiality. Possible Health agrees to keep the User Information confidential and not to disclose it to any third party (other than Providers and certain third party vendors that support our ability to provide the Services, to the extent such disclosure is necessary or reasonably useful to provide the Services), except to the extent the User Information is or becomes generally available to the public through no act or omission of Possible Health; was in Possible Health' lawful possession prior to the disclosure; is lawfully disclosed to Possible Health by a third party without restriction on disclosure; or is disclosed by operation of law. Possible Health has the right to use for any purpose (other than sale to a third party) any aggregated, anonymized information that it derives from the combination of your User Information with the information from other users (provided that, for clarity, such information cannot be used to identify any User and cannot be connected to any User).
Use of Information. You hereby grant to Possible Health a perpetual, irrevocable, royalty-free, worldwide right and license to copy, display, make derivative works of and otherwise use your User Information to provide the Service and to develop or improve any Possible Health product or service (subject in all respects to Possible Health's confidentiality obligations in Section 2.5, and to Possible Health's obligation under applicable law with respect to any Protected Information).
Materials. The Services are owned and operated by Possible Health. All content and all other elements (whether written or otherwise) of the Services (collectively, the “Materials”), as well as their selection and arrangement, and all intellectual property and other rights relating to Materials, are the property of Possible Health. You agree not to directly or indirectly sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials.
Feedback. You may provide feedback, ideas and suggestions to Possible Health (collectively, “Suggestions”). If you provide any Suggestions, you agree that: (i) your Suggestion(s) become our property and you are not owed any compensation in exchange; (ii) none of the Suggestion(s) contain confidential or proprietary information of any third party; (iii) we may use or redistribute Suggestion(s) for any purpose and in any way; (iv) there is no obligation for us to review your Suggestion(s); and (v) we have no obligation to keep any Suggestions confidential.
SUSPENSION; VIOLATIONS; TERMINATION. You agree that Possible Health may suspend or terminate your use of any Services or any portion thereof at any time, for any or no reason, and you agree that Possible Health will not be liable to you or any third party for any such termination. You acknowledge and agree that Possible Health has invested in finding and engaging Providers as part of the Services, and therefore that use of the Providers outside of the Services (or other contact with the Providers that is intended to, or has the effect of, avoiding Fees that would otherwise be payable) will cause substantial harm to Possible Health for which monetary damages may be assessed, but for which monetary damages alone may not be sufficient. Any suspected inappropriate, fraudulent, abusive or illegal activity may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies Possible Health may have at law or in equity.
DISCLAIMERS; NO WARRANTIES. THE SERVICES ARE MADE AVAILABLE “AS IS”, “AS AVAILABLE”, AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. POSSIBLE HEALTH DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. POSSIBLE HEALTH DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
INDEMNIFICATION. You agree to indemnify, defend, and hold Possible Health (and its affiliated companies, contractors, employees, director, officers, and agents) harmless from any and all claims, suits, actions, losses, costs, damages, and any other liabilities, including attorneys' fees, brought by a third party arising out of or related to (i) your use or misuse of the Services generally; (ii) any violation of the rights of any other person or entity by you; (iii) any breach or violation by you of this Agreement. Possible Health reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims.
Limitation. YOU ACKNOWLEDGE AND AGREE THAT UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, WILL POSSIBLE HEALTH (OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, DIRECTORS, OFFICERS, OR AGENTS) BE LIABLE TO YOU FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, RELIANCE, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, EVEN IF POSSIBLE HEALTH OR A POSSIBLE HEALTH AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU AGREE THAT THE LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION 7 WILL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT AND WILL APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. IN NO EVENT SHALL POSSIBLE HEALTH (OR ITS AFFILIATES', CONTRACTORS', EMPLOYEES', DIRECTORS, OFFICERS, OR AGENTS') TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE), WARRANTY OR OTHERWISE) EXCEED THE GREATER OF (I) THE FEES PAID BY YOU TO US UNDER THIS AGREEMENT DURING THE SIX (6) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY AND (II) ONE HUNDRED U.S. DOLLARS ($100).
Exceptions. APPLICABLE LAW IN YOUR STATE MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, YOU AGREE THAT POSSIBLE HEALTH'S LIABILITY WILL BE LIMITED TO THE EXTENT PERMITTED BY APPLICABLE LAW IN YOUR STATE.
RELEASE. You hereby release and forever discharge us (and our directors, officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or relates directly or indirectly to: (i) any interactions with, or act or omission of the Services; or (ii) any Third Party Component. IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”
BENEFIT OF THE BARGAIN. YOU ACKNOWLEDGE AND AGREE THAT POSSIBLE HEALTH HAS OFFERED THE SERVICES ENTERED INTO THIS AGREEMENT IN RELIANCE UPON THE WARRANTY DISCLAIMERS, THE LIMITATIONS OF LIABILITY, AND THE RELEASE SET FORTH ABOVE. YOU FURTHER ACKNOWLEDGE AND AGREE THAT THE WARRANTY DISCLAIMERS, THE LIMITATIONS OF LIABILITY AND THE RELEASE SET FORTH IN THIS AGREEMENT REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND POSSIBLE HEALTH, AND THAT THE FOREGOING FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND POSSIBLE HEALTH. POSSIBLE HEALTH WOULD NOT BE ABLE TO PROVIDE THE SERVICES TO YOU ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THE FOREGOING.
Applicable Law. This Agreement, and any dispute between you and us, shall be governed by the laws of the State of New York without regard to principles of conflicts of law that would result in the application of the law of any other jurisdiction, except that the Federal Arbitration Act shall govern the interpretation and enforcement of the arbitration provisions set forth below. Unless you and we agree otherwise, in the event that Section 10 is found not to apply to you or to a particular claim or dispute you agree that any claim or dispute that has arisen or may arise between you and us must be resolved exclusively by a state court located in New York County, NY or a federal court located in New York County, NY, except that you or we are permitted (i) to bring small claims actions in state court in the county in which you reside if such court has a small claims procedure; (ii) to bring claims for injunctive relief in any court having jurisdiction over the parties; or (iii) to seek enforcement of a judgment in any court having jurisdiction over the parties. To the extent permitted by law, you and we agree to waive trial by jury in any court proceeding.
Changes to Arbitration Procedures. Notwithstanding any provision in this Agreement to the contrary, you and we agree that if we make any change to the arbitration procedures (other than a change to any notice address or link provided herein) in the future, that change shall not apply to any claim that was filed in a legal proceeding against us prior to the effective date of the change. Moreover, if we seek to remove the arbitration procedures from this Agreement, such removal shall not be effective until thirty (30) days after the version of this Agreement not containing the arbitration procedures is posted to our Site, and shall not be effective as to any claim that was filed in a legal proceeding against us prior to the effective date of removal. This agreement to arbitrate will survive the termination of your relationship with us.
Severability, Waiver. If any provision of this Agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions. A provision of this Agreement may be waived only by a written instrument executed by the party entitled to the benefit of such provision. The failure of any party at any time to require performance of any provision of this Agreement shall in no manner affect such party's right at a later time to enforce the same. A waiver of any breach of any provision of this Agreement shall not be construed as a continuing waiver of other breaches of the same or other provisions of this Agreement.
Notices. Possible Health may provide you with notices, including those regarding changes to this Agreement, by email, regular mail or postings provided through any Services. You must provide notice to Possible Health by email or regular mail using the information on the Site.
Assignment. This Agreement and any rights and licenses granted hereunder may not be transferred or assigned by you. Possible Health may at any time, for any reason and without restriction, transfer or assign this Agreement and the obligations contained in this Agreement to a third party. You hereby acknowledge and agree that if another company acquires Possible Health or substantially all of our assets (by sale, merger, or otherwise), that transaction may include a sale or transfer of your User Information and you agree to such transfer without further action or confirmation.
Survival. Any and all provisions related to or regarding limitation of liability, disclaimers, and indemnification, as well as any other provisions which by their nature are intended to survive expiration or termination of this Agreement, do and hereby survive any expiration or termination of this Agreement or any termination of your use of access to any Services.
Headings; Entire Agreement. The heading references herein are for convenience purposes only, do not constitute a part of this Agreement, and shall not be deemed to limit or affect any of the provisions hereof. The word “including” means “including without limitation”. This is the entire agreement between us relating to the subject matter herein and shall not be modified except in writing, signed by both you and Possible Health, or by a change to this Agreement.
Claims. YOU AND Possible Health AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO ANY SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
Modification. We may change, modify, add or remove portions of this Agreement (each, an “Update”) at any time and in our sole discretion upon notice to you, and such Updates will be effective immediately. If we make Updates to this Agreement, we will change the “Last Updated” date above, which shall constitute notice to you. Your continued use of the Services is deemed to confirm your acceptance of the Update. We encourage you to frequently review this Agreement to ensure you understand the latest terms and conditions associated with use of the Services. If you do not agree to the Update, you must discontinue using the Services.