Wheel Legal

Privacy Policy

Last updated and effective as of June 5, 2020

The Services are not intended for use in the event of an emergency or other urgent situations. If you believe you may have a medical emergency, call 911 or your local emergency medical system immediately.

This Privacy Policy explains how information about you is collected, used and disclosed by Wheel Health, Inc. (“Wheel Health”) and our corporate affiliates, including without limitation any subsidiaries, and our professional entities that employ or engage healthcare providers (collectively, “Wheel”, “we”, “us” or “our”). This Privacy Policy applies to information we collect when you use our (a) website located at www.wheel.com (the “Website”); (b) our application programming interface, access tokens, HTML scripts, code snippets, tools, instructions, documentation, and other materials made available by Wheel (collectively, the “Wheel API”); (c) the Wheel Dashboard located at app.wheel.com; and (d) any other services owned or operated by Wheel which link to this Privacy Policy (collectively, the “Services”).

This Privacy Policy does not apply to information that is protected health information (“PHI”) under the Health Insurance Portability and Accountability Act (“HIPAA”). Any collected information that constitutes PHI is governed by, and will be used and disclosed solely as permitted under, the business associate agreement between Wheel Health and your healthcare provider (each, a “Provider”), as required by law, to safeguard PHI. For more information about the privacy of PHI, please contact your Provider. Any information provided directly to a Provider is treated in accordance with that Provider’s notice of privacy practices, and we encourage you to ask the Provider for information about their practices before providing any information to them.

We may change this Privacy Policy from time to time. If we make changes, we will notify you by revising the date at the top of the policy and, in some cases, we may provide you with additional notice (such as adding a statement to our homepage or sending you a notification). We encourage you to review the Privacy Policy whenever you access the Services or otherwise interact with us to stay informed of our information practices and the ways you can help protect your privacy.

By accessing or using the Services, you consent to our collection, use, and sharing of your information in accordance with this Privacy Policy. This Privacy Policy is not a contract and does not create any contractual rights or obligations.

Please use the links below to jump to the sections of our Privacy Policy to learn more:

Collection of Information

As used in this Privacy Policy, “Personal Information” means any information that can be used to individually identify a person or household, and may include, but is not limited to, name, email address, postal or other physical address, title, and other information reasonably linkable to an individual or household with or without other identifying information in our possession. Personal Information also includes information relating to a person’s professional background, and may include, but is not limited to, resume, educational history, professional specialty, professional licenses and/or certifications, geographic areas of professional practice, legal claims relating to professional background, and years of professional experience.

Information You Provide to Us

We collect information you provide directly to us. For example, we collect information when you create an account, participate in any interactive features of the Services, fill out a form, request customer support, apply for a job with us, or otherwise communicate with us.

The types of information we may collect from you include:

Account Information: When you register for an account on our Services, you will need to provide us with certain Personal Information to complete the registration, including information that can be used to contact or identify you, which may include your name, email address, username, password, and phone number.
- If you use the Services as a client user (“Client”), we may collect information about your mode of virtual care delivery, the types of Providers you are seeking, current telehealth capabilities, quantity of patient visits per month, and any other information you choose to provide.
- If you use the Services as a Provider, we may collect information about your practice, including, but not limited to, your name, address, email address, phone number, areas of expertise, years of experience, NPI number, whether you have a collaborative agreement with a supervising physician in any states, referral information, license information, malpractice details, resume information, communications you have with other users through the Services, and any other information you choose to provide.

Health Information: This includes details of your exchanges with Providers and their responses, suggestions, and guidance, and interactions with our digital services. Any PHI will be collected, used and disclosed in accordance with the business associate agreement that we have entered into with the Provider.

Other Information You Choose to Provide: We may collect additional information that you provide, such as when you request technical or customer support, communicate with us, or apply for a job with us.

Information We Collect When You Use the Services

When you access or use our Services, we automatically collect information about you, including:

Usage Information: We collect information about your activity on our Services. For example, we may collect information about how Providers use the Wheel Dashboard. We also collect information about onboarding trainings taken, earnings to date, and rates per consult.

Log Information: We may collect log information about your use of the Services, including the type of browser you use, access times, pages viewed and visited, and your IP address.
Information Collected by Cookies and Other Tracking Technologies: We and our service providers may use various technologies to collect information, including cookies and web beacons. Cookies are small data files stored on your hard drive or in device memory that help us improve our Services and your experience, see which areas and features of our Services are popular, and count visits. Web beacons are electronic images that may be used on our Services or emails to help deliver cookies, count visits, and understand usage and campaign effectiveness. For more information about cookies, and how to disable them, please see “Your Choices” below.

Information We Collect from Other Sources

We may obtain information from other sources and use it as contemplated herein, including to provide the Services to and otherwise communicate with you.

Use of Information

We may use information about you for various purposes, including to:

Provide, maintain and improve our Services;
Provide and deliver the products and services you request, and send you related information;
Send you technical notices, updates, security alerts, and support and administrative messages;
Inform you of job opportunities and evaluate your suitability for a job;
Respond to your comments, questions, and requests, and provide customer service;
Communicate with you about products, services, offers, promotions, rewards, and events offered by Wheel and others, and provide information we think will be of interest to you;
Monitor and analyze trends, usage, and activities in connection with our Services;
Detect, investigate, and prevent fraudulent transactions and other illegal activities and protect the rights and property of Wheel and others; and
Carry out any other purpose for which the information was collected.

We also may use aggregated or de-identified information, which cannot reasonably be used to identify you, for various purposes, including, for example, to improve our automation and improve care. Once aggregated or de-identified, the data does not personally identify you, is no longer personal information, and is not subject to this Privacy Policy.

Sharing of Information

We may share information about you as follows or as otherwise described in this Privacy Policy:

With vendors, consultants and other service providers, including, but not limited to, hosting providers and payment processors, who need access to such information to carry out work on our behalf;
In response to a request for information if we believe disclosure is in accordance with, or required by, any applicable law, regulation or legal process;
With other users of the Services;
If we believe your actions are inconsistent with our user agreements or policies, or to protect the rights, property and safety of Wheel or others;
In connection with, or during negotiations of, any merger, sale of company assets, financing, or acquisition of all or a portion of our business by another company;
To prevent, investigate, or take action against violation of the Terms of Use;
Between and among Wheel and its current and future parents, affiliates, subsidiaries and other companies under common control and ownership; and
With your consent or at your direction.

We may also sell or share aggregated or de-identified information, which cannot reasonably be used to identify you.

Third-Party Analytics

From time to time, we may partner with certain third parties, such as Google Analytics, to collect, analyze, and use some of the information described above. For example, we may allow third parties to set cookies or use web beacons on the Services or in email communications from Wheel. The information collected by third parties using these technologies may be used to engage in analysis and reporting. These third parties may set and access cookies on your computer or other device and may collect information about your online activities across different websites or services over time, including on websites and mobile applications that are not owned or operated by Wheel. You may review Google Analytics’ security and privacy principles by clicking here and opt out of the use of cookies in web browsers by Google Analytics by clicking here.

Links to Third Party Sites

Our Services may contain links to other web sites. Other web sites may also reference or link to our Services. These other web sites are not controlled by Wheel. We encourage our users to be aware when they leave our Services to read the privacy policies of each and every web site that collects personally identifiable information. We do not endorse, screen, or approve, and are not responsible for, the privacy practices or content of such other web sites or mobile applications. Visiting these other web sites is at your own risk.

Security

While Wheel takes reasonable measures to help protect information about you from loss, theft, misuse and unauthorized access, disclosure, alteration, and destruction, please be advised that when information is transmitted over the internet, it cannot be guaranteed to be completely secure.

How We Respond to "Do Not Track" Signals

Some web browsers have “Do Not Track” or similar features that allow you to tell each website you visit that you do not want your activities on that website tracked. At present, our Services do not respond to “Do Not Track” signals and consequently, the Services will continue to collect information about you even if your browser’s “Do Not Track” feature is activated.

Note to International Users

The Services are intended for use in the United States of America only. If you access our Services or contact us from outside of the United States of America, please be advised that (i) any information you provide to us or that we automatically collect will be transferred to the United States of America; and (ii) that by accessing our Services or submitting information, you explicitly authorize its transfer to and subsequent processing in the United States of America in accordance with this Privacy Policy.

Your Choices

Account Information

You may update, correct, or delete information about you at any time by logging into your account or by emailing us at [email protected]. If you wish to deactivate your account, you may do so by logging into your account and selecting that option under Account Settings, but note that we may retain certain information as required by law or for legitimate business purposes. We may also retain cached or archived copies of information about you for a certain period of time.

Promotional Communications

You may opt out of receiving promotional communications from us by following the instructions in those communications or by emailing us at [email protected]. If you opt out, we may still send you non-promotional communications, such as those about your account or our ongoing business relations.

Cookies

Most web browsers are set to accept cookies by default. If you prefer, you can usually choose to set your browser to remove or reject browser cookies. Please note that if you choose to remove or reject cookies, this could affect the availability and functionality of the Services.

API Terms of Use

Effective: January 28, 2020

These API Terms of Use (the “API Terms”), are made and entered into by and between Wheel Health, Inc., a Delaware corporation and its affiliates (“Wheel” or “we”), and you (“Developer” or “you”). Wheel and Developer are sometimes referred to in the API Terms individually as a “Party” and collectively as the “Parties”. Wheel and Developer hereby agree as follows:

1. Agreement to the API Terms.

By registering a software application, website, or product you create or service that you offer (a “Developer Application”), you agree to be bound by the API Terms. You must read, agree to, and accept all of the terms and conditions contained in the API Terms in order to use the Wheel API. Additionally, you agree to and accept the Wheel Terms of Service. If you disagree with any of the terms of the API Terms or the Wheel Terms of Use, Wheel does not grant you a license to use the Wheel API. If you are using the Wheel API on behalf of a company or any other entity, you represent and warrant that you have full legal authority to register a Developer Application on behalf of that entity and bind it to the API Terms and the Wheel Terms of Service. If you are not authorized, you may not accept the API Terms or register a Developer Application for someone else.

2. Definitions.

Capitalized terms not defined in the API Terms have the meanings given to them in the Wheel Terms of Service.

Wheel API. A set of web-based services providing programmatic access to Wheel systems and data, together with all updates, revisions, and copies thereof. This also includes any associated tools and documentation that Wheel makes available under the API Terms.
Wheel Content. Any data, content, or executables of or associated with the Wheel API or Site Services (as defined in the Wheel Terms of Service). This includes all Wheel User Data.
Wheel User Data. Any content, information, and other data about persons who use the Wheel services received or collected by Developer through any instance of the Developer Application, the Wheel API, or otherwise in connection with the API Terms.

3. Developer’s Use of the Wheel API.

Developer wishes to use and access the Wheel API in connection with the development and distribution of a Developer Application and agrees to the additional requirements herein. Developer and Wheel hereby agree as follows:

Developer Registration. Before using the Wheel API, Developer must provide accurate information identifying its organization and the individual representative who will serve as a point of contact for Wheel. The registration may be completed and accepted by Wheel on the Site. Upon successful registration, Wheel shall make Access Credentials available to Developer.
“Access Credentials” means the necessary security keys, secrets, tokens, and other credentials to access the Wheel API. All activities that occur using your Access Credentials are your responsibility. Access Credentials are specific to you and are confidential information. Keep them secret. You must not sell, transfer, or sublicense the Access Credentials. Do not try to circumvent them and do not require your users, employees, contractors, or agents to obtain their own Access Credentials to build, maintain, or use the Developer Application. Developer itself must request any Access Credentials to be used by any employee, contractor, or agent of Developer.
Development of the Developer Application. Subject to the terms of these Terms of Use, Developer will develop one or more Developer Applications. Developer will ensure that all Developer Applications are and remain in compliance with the API Terms and the Wheel Terms of Service.
Permitted Uses of the Wheel API. Your use of the Wheel API is limited to the purpose of facilitating your own or your Users’ use of the Wheel Site and Site Services. Some examples of permitted uses of the Wheel API would be to create Applications that: * Allow Wheel Users to search for and browse Wheel job postings with a customized interface; * Allow Wheel Users to manage active contracts; * Allow Wheel Users to apply to jobs on Wheel; or * Allow Wheel Users to manage invoices, billing, and communications on Wheel.
Prohibited Uses of the Wheel API. Developer must never do any of the following: * Use the Wheel API in any Developer Application that includes adult content, promotes gambling, involves the sale of tobacco or alcohol to persons under 21 years of age, promotes or offers malicious code, or violates any applicable law or regulation. * Use the Wheel API to retrieve Wheel Content that is then aggregated with third-party search results in such a way that a user cannot attribute the Wheel Content to Wheel (such as aggregated search results). * Distribute or allow access to the Wheel API to anyone other than the entity on whose behalf Developer agreed to these Terms, or create an application programming interface that enables access to Wheel Content
Prohibited Uses/Functions of Developer Application. Developer and the Developer Application must not do the following: * Implement features or business practices that unlawfully harm the professional reputation or relationships of Wheel or Wheel users. * Use Wheel Content received from the Wheel API in any manner that facilitates bias, discrimination, or data “redlining,” whether intentional or inadvertent, based on sensitive or protected categories or characteristics. * Impersonate Wheel or a Wheel user or intentionally misrepresent Wheel or any Wheel user or other third party when requesting or publishing information. * Obfuscate or hide any Wheel buttons, sign-in functionality, or consent or authorization flows from your users. * Proxy, request, or use Wheel account user names or passwords in any fashion for any reason. * Request from the Wheel API more than the minimum data fields and application permissions the Developer Application needs. * Try to exceed or circumvent limitations on calls and use. This includes creating multiple Developer Applications for identical, or largely similar, purposes. * Download, scrape, post, or transmit, in any form or by any means, any part of the Site or Site Services, including data retrieved by web browser plugins. * Copy, reformat, reverse-engineer, or otherwise modify the Wheel API, Access Credentials, the Site, the Site Services, or any Wheel Content. * Promote or operate any product or service that competes with the Wheel Site Services. * Interfere with or disrupt Wheel services, Wheel servers or networks connected to Wheel services, or disobey any requirements, procedures, policies or regulations of networks connected to the Wheel Site or Site Services. * Engage in any conduct that fails to comply with, or is otherwise inconsistent with, any agreement between Developer and Wheel or any written instructions provided by Wheel.

4. API License.

Using the Wheel API. As part of the API Terms, Wheel grants you a non-exclusive, non-transferable, and non-sublicensable (except as expressly permitted herein) license to use the Wheel API solely to do the following and subject to the restrictions set forth in the API Terms:
- Enable your Application to interact with Wheel's databases to retrieve information necessary to facilitate your own or Your Users’ use of the Site and Site Services through your Application;
- Make limited intermediate copies of Wheel Content only as necessary to perform activity permitted under the API Terms. You must delete all intermediate copies when they are no longer required for the purpose for which they were created;
- Rearrange or reorganize Wheel Content within your Application; and
- Display in your Application Wheel Content consistent with this Agreement.
Access Credentials. Wheel will provide you with Access Credentials that permit you to access the Wheel API. The Access Credentials are the property of Wheel and may be revoked if you share them with any third party (other than as allowed in the API Terms), if they are compromised, if you violate the API Terms or the Wheel Terms of Service, or if Wheel terminates the API Terms.
API Call Limitations. The number of API calls you will permitted to make during any given time period may be limited. Wheel will determine call limits based on various factors, including the ways your Application may be used or the anticipated volume of use associated with your Application. Wheel may, in its sole discretion, charge you for API calls that exceed the call limits or terminate your access to the Wheel API in accordance with Section 17 (Suspension and Termination). Unused calls will not roll over to the next day or month, as applicable.

5. Certification.

At its discretion, Wheel may require or offer Certification for certain Applications. Certification will consist of confirmation by Wheel or a third party it designates that your Application’s technology complies with the API Terms and the Wheel Terms of Service. You will be responsible for all costs associated with certification and any modifications necessary to meet the certification requirements and you may not be permitted to access the Wheel API in certain cases until certification is complete. At Wheel discretion, future modifications of your Application or use or display of Wheel Content may be subject to re-certification. If Wheel requires certification, your failure to maintain certification is cause for immediate termination of the API Terms.

6. Data Use.

Obligations to Wheel. Developer may only use, disclose, and otherwise process Wheel User Data in accordance with the written instructions of Wheel and applicable laws, rules and regulations.
Prohibited Uses. Developer will not:
- Use Wheel Content for any purpose except to the extent necessary for (1) the purpose of processing and supporting a specific transaction for the applicable Wheel user or (2) the purpose of providing services to Wheel. *Use Wheel Content for any research or publication purpose without prior written consent and a license from Wheel to research or publish, as applicable, Wheel Content.
- Use Wheel Content for any other purpose (e.g., for Developer’s own benefit or for the benefit of any other entity or person).
- Use Wheel Content for user profiling purposes or for advertising purposes.
- Sell, lease, sublicense, or otherwise transfer, directly or indirectly, Wheel Content to any third party.
- Augment, commingle, or supplement Wheel Content with personally identifiable or confidential information (including any mobile device identifier or other unique identifier that identifies any particular user, browser, computer or device) from any third-party source.
- Use the user identification or authentication codes connected to any Wheel user to disclose information related to that user to any third party.

7. Data Storage.

Except as provided in the API Terms, Developer may not copy or store any Wheel Content, or any information expressed by or representing Wheel Content (such as hashed or otherwise transformed data).

* Authentication Tokens. Developer may store any Developer Application-specific alphanumeric user identification codes that Wheel provides to Developer for identifying individual users of the Developer Application or any tokens that Wheel provides to Developer when a Wheel user authenticates the Developer Application for the Wheel user’s account.

* Cached Content. Solely for the purpose of improving user experience, Developer may cache Wheel Content for no more than twenty-four (24) hours.

*Deletion. Developer must promptly and securely delete all Wheel User Data collected from Wheel users upon request of the Wheel user, when the Wheel user deactivates or uninstalls the Developer Application, when the Wheel user closes their account with Developer, and before, when possible, or promptly upon termination of the API Terms. Developer will promptly and securely delete all Wheel Content after completion of all activities reasonably necessary to operate or maintain the Developer Application and upon termination of the API Terms.

8. User Consent and Agreement.

User Agreement and Privacy Policy. The Developer Application must include your own user agreement and privacy policy. Your user agreement and privacy policy must be prominently identified or located where members download or access the Development Application. Your privacy policy must meet applicable legal standards and accurately describe the collection, use, storage and sharing of data. You must promptly notify us of any breaches of your user agreement or privacy policy that impact or may impact Wheel users.
User Consent. Before obtaining information from Wheel users, you must obtain their informed consent by telling them what information you collect and how it will be used, stored or shared, and by taking any additional steps required by law or regulation.

9. Data Safeguards.

Developer will protect Wheel User Data in accordance with all applicable laws. Your network, operating system, and software of your web servers, databases, and computer systems (collectively “Systems”) must be properly configured to securely operate the Developer Application and Wheel User Data. The Developer Application must use reasonable security measures to protect any Wheel User Data and any elements or components of the Wheel API. You shall not architect, design, or select Systems in a manner to avoid these obligations. You must promptly report to Wheel at [email protected] any security deficiencies in, or intrusions into, your Systems that you discover to Wheel. You will work with Wheel to correct any security deficiency and disconnect any intrusions or intruders as soon as practicable upon discovery of any such deficiency or intrusion. In the event of any security deficiency or intrusion involving the Developer Application or Wheel User Data, you will make no public statements without prior written and express permission from Wheel in each instance, unless otherwise required by law.

10. Access to the Wheel API.

Subject to the API Terms, Wheel may, in its sole discretion, make specific instances or versions of the Wheel API available to Developer for use in connection with Developer Applications. Wheel may terminate such access to the Wheel API, in whole or certain features, functions, or services thereof, for convenience, at any time. The Wheel API will be deemed to be a part of the Site Services as set forth in the Wheel Terms of Service.

11. Wheel API Support and Changes.

Wheel may provide technical support, upgrades, or modifications of the Wheel API in Wheel’s sole discretion. Wheel may cease providing technical support, upgrades, or modifications of the Wheel API at any time and for any reason without notice or liability to Developer. Wheel may release new versions of the Wheel API and require Developer to use the new version of the Wheel API. Developer’s use of new releases or versions of the Wheel API will be acceptance of all modifications of the Wheel API.

12. Intellectual Property.

Wheel Materials. Wheel owns all rights, title, and interest, including all intellectual property rights, in and to, the Wheel API; all elements, components, and executables of the Wheel API; and all elements, components, and executables of the Site Services (collectively, the “Wheel Materials”). The only exception to this is any information or Content which you as a Wheel user have licensed to Wheel under the Wheel Terms of Service. Except for the express licenses granted in the API Terms, Wheel does not grant you any right, title, or interest in the Wheel Materials. Developer agrees to take such actions as Wheel may reasonably request to perfect Wheel ’s rights to the Wheel Materials.
Developer Property. Except to the extent the Developer Application contains Wheel Materials, Wheel claims no ownership or control over your Developer Application. During the term of the API Terms you hereby grant Wheel a paid-up, royalty-free, non-exclusive, worldwide, irrevocable right and license, under all of your intellectual property rights, to: (1) use, perform, and display the Developer Application and its content for purposes of marketing, demonstrating, and making the Developer Application available to Wheel users; (2) link to and direct Wheel users to the Developer Application; and (3) sublicense the foregoing rights to our affiliates.
Feedback. Developer may, but is not required to, provide suggestions, comments, ideas, or know‐how, in any form, to Wheel related to Wheel products, services or technology (“Feedback”). To the extent Developer provides Feedback to Wheel, Developer grants Wheel the right to use such Feedback without any right to compensation from Wheel.

13. Independent Development by Wheel.

Developer understands and acknowledges that Wheel may be independently creating applications, content, and other products or services that may be similar to or competitive with the Developer Application. Nothing in the API Terms will be construed as restricting or preventing Wheel from creating and fully exploiting any applications, content, and other products or services, without any obligation to Developer. This paragraph will survive the termination or expiration of the API Terms.

14. Confidential Information.

Developer agrees that the content of the Wheel API, and any Wheel Content that by its nature should reasonably be known to be confidential, is deemed to be confidential information of Wheel and Developer will maintain the same in strict confidence and not disclose the same to any third party (other than employees, agents and contractors of Developer for the sole purpose of providing services to Developer to complete work permitted hereunder) or use the same for any purpose other than its performance under the Agreement. To the extent that you retain any Wheel Content after the termination or expiration of the API Terms, this paragraph will survive the termination or expiration of the API Terms.

15. Effect.

The provisions of the API Terms will control over any inconsistent provisions of the Wheel Terms of Service, and the Wheel Terms of Service, as modified and supplemented by the API Terms, will remain in full force and effect. Any “shrink wrap” or “click wrap” license agreement or any other terms and conditions associated with Developer’s Application is null and void, is not applicable hereunder, and is expressly excluded.

16. Fees.

Wheel currently provides the Wheel API without charge. However, Wheel reserves the right, at Wheel’s sole discretion, to charge fees for future use of or access to the Wheel API. Developer may not charge any fee to Wheel users for the Developer’s Application without the express written permission or agreement of Wheel.

17. Term and Termination.

Term. The term of the API Terms will commence on the date upon which you agree to the API Terms and will continue until terminated as set forth below.
Developer’s Termination Rights. Developer may terminate the API Terms by discontinuing use of the Wheel API and returning all Wheel Content, including Wheel User Data.
Suspension and Termination. Wheel may suspend or terminate Developer’s use of the Wheel API at any time if we believe you have violated the API Terms or Wheel Terms of Service, or if we believe the availability of the Wheel API in the Developer Application is not in our or our users’ best interests. Immediately upon termination of the API Terms, all licenses granted to Developer will cease and all data retrieved from the Wheel API or Site Services must be deleted.
Effect of Termination. Upon termination of these Terms:
- all rights and licenses granted to Developer will terminate immediately;
- Developer will promptly and securely destroy Wheel Content in your possession or control;
- neither party is liable to the other party solely because the API Terms have been terminated;
- unless we agree otherwise in writing or as stated explicitly in the API Terms, Developer must permanently delete all Wheel Content and Wheel User Data or other data which you stored pursuant to your use of the Wheel API. Wheel may require that you certify in writing your compliance with this section; and
- Wheel will make commercially reasonable efforts to remove all references and links to the Developer Application from the Site (Wheel has no other obligation to delete copies of, references to, or links to the Developer Application).

18. Warranties and Liabilities.

Disclaimer of Warranties. WHEEL PROVIDES THE WHEEL API, WHEEL CONTENT, AND ALL OTHER INFORMATION AND SERVICES ON AN “AS IS” AND “AS AVAILABLE” BASIS WITH NO WARRANTIES, EITHER EXPRESS OR IMPLIED, OF ANY KIND. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, WHEEL DISCLAIMS ANY AND ALL WARRANTIES AND REPRESENTATIONS, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY OF DATA, AND NONINFRINGEMENT. WHEEL DOES NOT GUARANTEE THAT THE WHEEL API WILL FUNCTION WITHOUT INTERRUPTION OR ERRORS IN FUNCTIONING. IN PARTICULAR, THE OPERATION OF THE WHEEL API MAY BE INTERRUPTED DUE TO MAINTENANCE, UPDATES, OR SYSTEM OR NETWORK FAILURES. WHEEL DISCLAIMS ALL LIABILITY FOR DAMAGES CAUSED BY ANY SUCH INTERRUPTION OR ERRORS IN FUNCTIONING. FURTHERMORE, WHEEL DISCLAIMS ALL LIABILITY FOR ANY MALFUNCTIONING, IMPOSSIBILITY OF ACCESS, OR POOR USE CONDITIONS OF THE WHEEL API DUE TO INAPPROPRIATE EQUIPMENT, DISTURBANCES RELATED TO INTERNET SERVICE PROVIDERS, TO THE SATURATION OF THE INTERNET NETWORK, AND FOR ANY OTHER REASON.
Limitations of Liability. WHEEL AND OUR EMPLOYEES, AGENTS, SHAREHOLDERS, OR DIRECTORS, SHALL NOT BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, OR CONSEQUENTIAL DAMAGES OR LOSS OF USE, PROFIT, REVENUE OR DATA TO YOU OR ANY THIRD PERSON ARISING FROM YOUR USE OF THE WHEEL API. THIS LIMITATION OF LIABILITY SHALL APPLY REGARDLESS OF WHETHER (i) YOU BASE YOUR CLAIM ON CONTRACT, TORT, STATUTE, OR ANY OTHER LEGAL THEORY, (ii) WE KNEW OR SHOULD HAVE KNOWN ABOUT THE POSSIBILITY OF SUCH DAMAGES, OR (iii) THE LIMITED REMEDIES PROVIDED IN THIS SECTION FAIL OF THEIR ESSENTIAL PURPOSE. THIS LIMITATION OF LIABILITY SHALL NOT APPLY TO ANY DAMAGE THAT WHEEL MAY CAUSE YOU INTENTIONALLY OR KNOWINGLY IN VIOLATION OF THE API TERMS OR APPLICABLE LAW.
Indemnification. You will defend, hold harmless, and indemnify Wheel (and our and their respective employees, agents, shareholders, and directors) from any claim or action brought by a third party, including all damages, liabilities, costs and expenses, including reasonable attorneys’ fees, to the extent resulting from, alleged to have resulted from, or in connection with: (i) your breach of your obligations herein; or (ii) the violation of any copyright, trademark, service mark, trade secret or United States patent by the Developer Application.

19. General.

Relationship of the Parties. The parties are agreeing to the API Terms as independent contractors, and the API Terms will not be construed to create a partnership, joint venture or employment relationship between them. Neither party is authorized to or will represent itself to be an employee or agent of the other or enter into any agreement on the other’s behalf of or in the other’s name.
Assignability. You may not assign the API Terms, nor any of your rights or obligations hereunder, without Wheel’s prior written consent. Wheel may freely assign the API Terms without your consent. Any attempted assignment or transfer in violation of this section will be null and void. Subject to the foregoing restrictions, the API Terms will inure to the benefit of successors and permitted assigns of the parties.
Severability. If and to the extent any provision of the API Terms is held illegal, invalid, or unenforceable in whole or in part under applicable law, such provision or such portion thereof shall be ineffective as to the jurisdiction in which it is illegal, invalid, or unenforceable to the extent of its illegality, invalidity, or unenforceability, and shall be deemed modified to the extent necessary to conform to applicable law so as to give the maximum effect to the intent of the parties. The illegality, invalidity, or enforceability of such provision in that jurisdiction shall not in any way affect the legality, validity, or enforceability of such provision in any other jurisdiction or of any other provision in any jurisdiction.
Choice of Law and Venue. The API Terms and any controversy, dispute or claim arising out of or relating to the API Terms shall be governed by and construed in accordance with the laws of the State of California without regard to its conflict of law provisions and excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG). With respect to any User located outside the United States, the User agrees that the California state courts of Santa Clara County (or, if there is federal jurisdiction, the United States District Court for the Northern District of California) will have jurisdiction and venue with respect to any claim arising out of or relating to the API Terms and consents to the personal jurisdiction and venue of those courts.
No Waiver. The failure or delay of either party to exercise or enforce any right or claim does not constitute a waiver of such right or claim and shall in no way affect that party’s right to later enforce or exercise it, unless such party issues an express written waiver, signed by a duly authorized representative of each party.
Miscellaneous. The API Terms set forth the entire agreement and understanding of the parties relating to their subject matter and cancel and supersede any prior or contemporaneous discussions, agreements, representations, warranties, and other communications between them. No modification or amendment to the API Terms shall be binding upon Wheel unless in a written instrument signed by a duly authorized representative of Wheel.

Wheel Provider Group Terms of Use

Effective: August 31, 2020

IF YOU HAVE A MEDICAL EMERGENCY, IMMEDIATELY CALL YOUR PRIMARY CARE PROVIDER OR DIAL 911.

Please read these Terms of Use (“Terms” or “Terms of Use”) carefully, as they constitute a binding contract between you, an individual user (“you”), and Wheel Health, Inc. on behalf of itself, its subsidiaries, corporate affiliates, and its affiliated professional entities (collectively, “Wheel,” “We,” “Our”, or “Us”). Note that Section 17 of these Terms contains a mandatory arbitration provision that requires the use of arbitration on an individual basis and limits the remedies available to you in the event of certain disputes.

By clicking “I accept”, or by accessing or using the Services, you acknowledge that you have read, understood, and agreed to be legally bound by these Terms. You are not permitted to use the Services if you do not agree to these Terms, including the mandatory arbitration provision in Section 17.

1. Introduction

These Terms govern your access to and use of the following, which are collectively referred to herein as the “Services”: (a) the health care services provided by health care providers contracted with Wheel Care, LLC or Wheel-affiliated professional entities (in either case, “Wheel-affiliated Providers”); (b) the website located at www.wheel.com (the “Website”); (c) Wheel’s application programming interface, access tokens, HTML scripts, code snippets, tools, instructions, documentation, and other materials made available by Wheel; (d) the Wheel Dashboard located at www.app.wheel.com; (e) any white-labeled version of our Services, and (f) any other services owned or operated by Wheel which link to these Terms.

The Services may include: (w) providing individuals with information on health care and wellness (“Content”); (x) administrative support in connection with scheduling or payment for health care services; and (y) telecommunications support for use of the Services as a means of direct access to health care providers contracted with Wheel-affiliated Providers for communications, consultations, assessments, and treatment by such health care organizations and providers.

These Terms describe your rights and responsibilities with regard to the Services that you may use for any reason. Your access to and use of the Services is subject to these Terms of Use and all applicable laws and regulations. Even though you may have arrived at the Services through a website or mobile application operated or controlled by a third party, you understand and agree that these Terms of Use are entered into between you and Wheel. The Services are continually under development, and Wheel reserves the right to change or modify these Terms at any time and in our sole discretion. If we make changes to these Terms, we will provide notice of such changes, such as by sending an email notification, providing notice through the Services or updating the “Last Updated” date at the beginning of these Terms. You should check the Terms from time to time when you use the Services to determine if any changes have been made. Any changes to these Terms of Use are effective upon posting to the Services. If you disagree with any of these Terms, your sole and exclusive remedy is to discontinue your use of the Services. Your continued use after a change has been posted constitutes your acceptance of the changes. If you do not agree to the revised Terms, you may not access or use the Services

2. Requirements for Use

You must have compatible computing and/or mobile devices, access to the Internet, and certain necessary software in order to use the Services. Fees and data charges may apply to your use of the mobile services and the Internet.

3. Privacy Policy

Federal and State law govern the confidentiality of medical information. Please read our privacy policy for information about how Wheel collects, uses, and discloses information through the Services. We reserve the right to modify our privacy policy from time to time.

4. Your Relationship with Wheel

The health and wellness resources made available through our Services are not a substitute for direct in-person health care services in all cases. The decision to follow treatment recommendations rests with you and your health care provider.

By accepting the Terms of Use, you agree and consent to Wheel sending you disclosures, notices, messages, reports, and other communications. It is your responsibility to monitor these communications. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including, but not limited to, that such communications be in writing. You should maintain copies of electronic communications from us by printing a paper copy or saving an electronic copy. You acknowledge and agree that you will not hold us or any Wheel affiliate liable for any loss, injury, or claim of any kind resulting from your failure to read these communications or for your failure to comply with any treatment recommendations contained in these communications.

5. Eligibility

In order to access or use the Services, you represent and warrant that:

You are age 18 or over, or if you are under the age of 18, you have obtained your parent’s or legal guardian’s consent to access and use the Services through their Account; and
You are located in a state where we operate (depending on the type of Services).

6. Accounts and Security

To access and use certain features of the Services, you might need to register for an account (“Account”) by creating a password and providing your name, email address, phone number and other information. If you register for an Account, you must provide accurate information and promptly update this information if it changes. You also must maintain the security of your Account and promptly notify us if you discover or suspect that someone has accessed your Account without your permission. If you permit others to use your Account credentials, you are responsible for the activities of such users that occur in connection with your Account. For example, if you are a parent or guardian that provides consent to your teenager’s use of the Services through your Account, you agree to be bound by these Terms in respect of such teenager’s use of the Services.

7. Additional Terms Associated with Remote Visits

All health professionals performing licensed clinical services on the Services hold the professional licenses issued by the professional licensing boards or agencies in the states where they practice. All physicians, psychologists, and nurse practitioners hold advanced degrees and have undergone postgraduate training. You can report a complaint relating to the care provided by a health care professional by contacting the professional licensing board in the state where the care was received. In a professional relationship, sexual intimacy is never appropriate and should be reported to the board or agency that licenses, registers, or certifies the licensee.

You can find the contact information for each of the state professional licensing boards governing medicine on the Federation of State Medical Boards website at https://www.fsmb.org/state-medical-boards/contacts and governing psychology on the Association of State and Provincial Psychology Boards website at http://www.asppb.net/?page=BdContactNewPG.

8. Access Rights and Prohibited Use

You agree that you will not, and will not attempt to: (a) impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity; (b) use the Services to violate any local, state, national or international law; (c) reverse engineer, disassemble, decompile, or translate any software or other components of the Services; (d) distribute, input, upload, transmit, or otherwise run or propagate any virus, application, Trojan horse, or any other harmful computer code that could damage or alter a computer, portable device, computer network, communication network, data, or our Services, or any other system, device, or property; (e) access or use the Services in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any third party; (f) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Services or related materials in any way; (g) use or access the Services to create or develop competing products or services or for any other purpose that is to Wheel’s detriment or commercial disadvantage; (h) take any action or use the Services in any manner which could damage, destroy, disrupt, disable, impair, overburden, interfere with, or otherwise impede or harm in any manner our Services or any content, in whole or in part; (i) disrupt, interfere with, violate the security of, or attempt to gain unauthorized access to our Services or any computer network; (j) bypass, breach, avoid, remove, deactivate, impair, descramble, or otherwise circumvent any security device, protection, or technological measure implemented by Wheel or any of our service providers to protect our Services; (k) remove, delete, alter, or obscure any trademarks, specifications, warranties, or disclaimers, or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from our Services or any content made available to you on or through our Services; (l) use any manual process or automated device to monitor or copy any content made available on or through our Services for any unauthorized purpose except as permitted by this section; (m) copy, duplicate, download, store in a retrieval system, publish, transmit or otherwise reproduce, transfer, distribute, store, disseminate, aggregate, use as a component of or as the basis for a database or otherwise use in any form or by any means any data, text, reports, or other materials related to Wheel or third-party content from the Services; (n) otherwise use the Services in any manner that exceeds the scope of use granted above; or (o) encourage or enable any other individual to do any of the foregoing.

9. Ownership of Site Content

As between Wheel and you, Wheel is the sole and exclusive owner of all right, title, and interest in and to the Services and Content, features and functionality (including, without limitation, all information, software, text, displays, images, video, audio, design, selection, arrangement, and look and feel), other content, and all intellectual property rights therein, and any suggestions, ideas, or other feedback provided by you. You are not permitted to reproduce, publish, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, transmit, sell or participate in any sale of, or exploit in any way, in whole or in part, any of the material on our Services except as generally and ordinarily permitted through the Services according to these Terms of Use. Any copy, modification, revision, enhancement, adaptation, translation, or derivative work of the Services shall be owned solely and exclusively by Wheel or its licensors, including all intellectual property rights therein. You may not access or use for any commercial purposes any part of the Services.

10. Trademarks

Certain names, logos, and other materials displayed in and through the Services may constitute trademarks, trade names, service marks or logos (“Marks”) of Wheel or its affiliates. You are not authorized to use any such Marks without the express written permission of Wheel. Ownership of all such Marks and the goodwill associated therewith remains with us or our affiliates.

11. Links to Third-Party Hyperlinks and Websites

The Services may contain hyperlinks or references to other websites and mobile applications (“Linked Sites”) operated by third parties. The Linked Sites may not be under our control, therefore, we are not responsible for the information, products or services described thereon, or for the content of any Linked Site, including, without limitation, any link contained in a Linked Site, or any changes or updates to a Linked Site. We are providing these Linked Sites to you only as a convenience, and the inclusion of any link does not necessarily imply endorsement, sponsorship, or recommendation of such Linked Site or the content, products, or services on or available from such of the Linked Site or any association with its operators. Your use of these Linked Sites is at your own risk, and we are not liable to you in any way, either directly or indirectly, for any content, errors, damage or loss caused by or in connection with use of or reliance on information contained in or provided to Linked Sites.

You may have arrived at the Services through a Linked Site, including a Linked Site controlled by a parent, subsidiary, or affiliate of Wheel. You understand and agree that we are not responsible for the information, products or services described on those Linked Sites and only these Terms of Use will apply to your use of or access to the Services.

12. Termination

Wheel may terminate or suspend any of the rights granted by these Terms of Use and your access to and use of the Services with or without prior notice, for any reason, and at any time. The following provisions survive the expiration or termination of these Terms of Use for any reason whatsoever: Disclaimer of Warranties / Limitation of Liability; Indemnification; Governing Law, Dispute Resolution, Arbitration, Venue, Severability of Provisions; No Waiver; and Assignment.

Subject to applicable law, Wheel reserves the right to maintain, delete or destroy all communications and materials posted or uploaded to the Services pursuant to its internal record retention and/or content destruction policies. After such termination, Wheel will have no further obligation to provide the Services.

13. Disclaimer of Warranties/Limitation of Liabilities

TO THE FULLEST EXTENT OF APPLICABLE LAW, NEITHER WHEEL NOR ITS RELATED PERSONS WILL BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON CONTENT OBTAINED THROUGH THE SERVICES. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS, TIMELINESS, RELIABILITY, OR USEFULNESS OF THE SERVICES. FURTHERMORE, WHEEL DOES NOT GUARANTEE THAT THE SERVICES WILL BE UNINTERRUPTED, OR FREE FROM ERROR, DEFECT, LOSS, DELAY IN OPERATION, CORRUPTION, CYBER ATTACK, VIRUSES, INTERFERENCE, HACKING, MALWARE, OR OTHER SECURITY INTRUSION, AND WHEEL DISCLAIMS ANY LIABILITY RELATING THERETO.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF WHEEL OR THE RELATED PERSONS (JOINTLY) ARISING OUT OF OR IN ANY WAY RELATED TO ACCESS OR USE OF THE SERVICES, EXCEED THE GREATER OF $50 OR THE AMOUNT YOU PAID TO US TO USE THE SERVICES IN THE ONE (1) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE ON WHICH YOUR CLAIM AROSE. THE FOREGOING LIMITATIONS SHALL APPLY EVEN IN THE EVENT THAT YOUR REMEDIES HEREUNDER FAIL OF THEIR ESSENTIAL PURPOSE, AND THE FOREGOING SHALL CONSTITUTE WHEEL AND ITS RELATED PERSONS’ SOLE LIABILITY AND OBLIGATION IN RESPECT HEREOF, REGARDLESS OF THE FORM OF ACTION, WHETHER BASED IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, SIMPLE NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), OR ANY OTHER LEGAL OR EQUITABLE THEORY

14. Indemnification

You agree to indemnify, defend, and hold harmless Wheel and its Related Persons from and against any and all third-party suits, actions, claims, proceedings, damages, settlements, judgments, injuries, liabilities, obligations, losses, risks, costs, and expenses (including, without limitation, reasonable attorneys’ fees, litigation expenses, and accounting fees), relating to or arising from, or alleged to arise from, your use of the Services in an unauthorized manner, fraud, violation of law, or willful misconduct, or any breach by you of these Terms of Use.

15. Release

To the fullest extent permitted by applicable law, you release Wheel and the other Related Persons from responsibility, liability, claims, demands, and/or damages (actual and consequential) of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to disputes between users and the acts or omissions of third parties. If you are a California resident, you hereby waive any rights you may have under California Civil Code § 1542 as well as any other statute or common law principles that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.

16. Modifications to the Services

Wheel reserves the right at any time and for any reason to modify, or temporarily or permanently discontinue, the Services or any portion thereof, with or without notice. You agree that Wheel shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Services.

17. Governing Law; Dispute Resolution; Arbitration; Venue; Severability of Provisions

PLEASE READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES YOU AND WHEEL TO RESOLVE ALL DISPUTES BETWEEN US THROUGH BINDING INDIVIDUAL ARBITRATION AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM WHEEL.

Except for any disputes, claims, suits, actions, causes of action, demands or proceedings (collectively, “Disputes”) in which either party seeks to bring an individual action in small claims court or seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, including, without limitation, copyrights, trademarks, trade names, logos, trade secrets or patents, YOU AND WHEEL AGREE (A) TO WAIVE YOUR AND WHEEL’S RESPECTIVE RIGHTS TO HAVE ANY AND ALL DISPUTES ARISING FROM OR RELATED TO THESE TERMS, OR THE SERVICES, RESOLVED IN A COURT, AND (B) TO WAIVE YOUR AND WHEEL’S RESPECTIVE RIGHTS TO A JURY TRIAL. Instead, you and Wheel agree to arbitrate Disputes through binding arbitration (which is the referral of a dispute to one or more persons charged with reviewing the dispute and making a final and binding determination to resolve it instead of having the dispute decided by a judge or jury in court) conducted by the American Arbitration Association (“AAA”) under the arbitration rules in effect at the time the arbitration is initiated (the “AAA Rules”) and under the rules set forth in these Terms. If there is a conflict between the AAA Rules and the rules set forth in these Terms, the rules set forth in these Terms will govern.

You and Wheel agree that these Terms affect interstate commerce and that the enforceability of this Section 14 shall be both substantively and procedurally governed by and construed and enforced in accordance with the Federal Arbitration Act, 9 U.S.C. § 1 et seq. (the “FAA”), to the maximum extent permitted by applicable law.

YOU AND WHEEL EACH AGREE TO RESOLVE ANY DISPUTES ON AN INDIVIDUAL BASIS AND WAIVE ANY RIGHT TO PURSUE ANY DISPUTES ON A CLASS OR CONSOLIDATED BASIS OR IN A REPRESENTATIVE CAPACITY.

YOU AGREE THAT REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY DISPUTE ARISING OUT OF OR RELATED TO THE SERVICES OR ANY CONTENT MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE, OR SUCH DISPUTE WILL BE FOREVER BARRED.

These Terms, and your access to and use of the Services shall be governed by and construed and enforced in accordance with the laws of the State of Texas, without regard to conflict of law rules or principles (whether of the State of Texas or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any Dispute between the parties that is not subject to arbitration or cannot be heard in small claims court, shall be resolved on an individual basis in the state or federal courts of the State of Texas and the United States, respectively, sitting in Travis County, Texas.

All parts of these Terms of Use apply to the maximum extent permitted by law. Wheel and you both agree that if we cannot enforce a part of this contract as written, then that part will be replaced with terms that most closely match the intent of the part we cannot enforce, to the extent permitted by law. The invalidity of part of these Terms of Use will not affect the validity and enforceability of the remaining provisions. The section headings are for convenience only and do not have any force or effect.

18. No Waiver

No waiver by Wheel of any term or condition set forth in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure by Wheel to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

19. No Agency Relationship

Neither these Terms of Use, nor any content, materials, or features of the Services create any partnership, joint venture, employment, or other agency relationship between us and you. You may not enter into any contract on our behalf or bind us in any way.

20. Remedies

You agree that any violation, or threatened violation, by you of these Terms of Use constitutes an unlawful and unfair business practice that will cause us irreparable and unquantifiable harm. You also agree that monetary damages would be inadequate for such harm and consent to our obtaining any injunctive or equitable relief that we deem necessary or appropriate. These remedies are in addition to any other remedies we may have at law or in equity.

21. Assignment

You may not assign any of your rights under these Terms of Use, and any such attempt will be null and void. Wheel-affiliated professional entities may, in their individual discretion, transfer, without further consent or notification, all contractual rights and obligations pursuant to these Terms of Use if some or all of the business of Wheel is transferred to another entity by way of merger, sale of its assets or otherwise.

22. Contacting Us

If you have any questions concerning our Terms, please contact us at [email protected]

Wheel Health, Inc. Terms of Use

Effective date: June 8, 2020

IF YOU HAVE A MEDICAL EMERGENCY, IMMEDIATELY CALL YOUR PRIMARY CARE PROVIDER OR DIAL 911.

Please read these Terms of Use (“Terms” or “Terms of Use”) carefully, as they constitute a binding contract between you, an individual user (“you”), and Wheel Health, Inc. and our corporate affiliates (collectively, “Wheel,” “We,” “Our”, or “Us”). Note that Section 15 of these Terms contains a mandatory arbitration provision that requires the use of arbitration on an individual basis and limits the remedies available to you in the event of certain disputes.

1. Introduction

These Terms govern Your access to and use of the following, which are collectively referred to herein as the “Services”: (a) the website located at www.wheel.com (the “Website”); (b) Wheel’s application programming interface, access tokens, HTML scripts, code snippets, tools, instructions, documentation, and other materials made available by Wheel (collectively, the “Wheel API”); (c) the Wheel Dashboard located at app.wheel.com; and (d) any other services owned or operated by Wheel which link to these Terms.

2. Requirements for Use

3. Privacy Policy

Wheel understands the importance of confidentiality and privacy regarding your information. Please see our Privacy Policy for a description of how we collect, use, and disclose your personal information when you access or use the Services.

4. Your Relationship with Wheel

Wheel Health, Inc. does not provide any medical services, including via the Services. The health and wellness resources made available through our Services are not a substitute for direct in-person health care services in all cases. The decision to follow treatment recommendations rests with you and your health care provider. You understand that by accessing or using the Services, you are not entering into a provider-patient relationship with Wheel Health, Inc.

5. Accounts and Security

To access and use certain features of the Services, you might need to register for an Account (“Account”) by creating a password and providing your name, email address, phone number and other information. If you register for an Account, you must provide accurate information and promptly update this information if it changes. You also must maintain the security of your Account and promptly notify us if you discover or suspect that someone has accessed your Account without your permission. If you permit others to use your Account credentials, you are responsible for the activities of such users that occur in connection with your Account.

6. Access Rights and Prohibited Use

Subject to your compliance with these Terms of Use, we hereby grant to you a personal, limited, revocable, non-exclusive, and nontransferable right to view, download, access, and use the Services in the United States solely for your personal and non-commercial use and only as permitted under these Terms of Use. No other right, title, or interest in or to the Services is transferred to you, and all rights not expressly granted are reserved by Wheel or its licensors. We reserve the right, in our sole discretion, to deny or suspend use of the Services to anyone for any reason. You agree that you will not, and will not attempt to: (a) impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity; (b) use the Services to violate any local, state, national or international law; (c) reverse engineer, disassemble, decompile, or translate any software or other components of the Services; (d) distribute, input, upload, transmit, or otherwise run or propagate any virus, application, Trojan horse, or any other harmful computer code that could damage or alter a computer, portable device, computer network, communication network, data, our Services, or any other system, device, or property; (e) access or use the Services in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any third party; (f) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Services or related materials in any way; (g) use or access the Services to create or develop competing products or services or for any other purpose that is to Wheel’s detriment or commercial disadvantage; (h) take any action or use the Services in any manner which could damage, destroy, disrupt, disable, impair, overburden, interfere with, or otherwise impede or harm in any manner our Services or any content, in whole or in part; (i) disrupt, interfere with, violate the security of, or attempt to gain unauthorized access to our Services or any computer network; (j) bypass, breach, avoid, remove, deactivate, impair, descramble, or otherwise circumvent any security device, protection, or technological measure implemented by Wheel or any of our service providers to protect our Services; (k) remove, delete, alter, or obscure any trademarks, specifications, warranties, or disclaimers, or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from our Services or any content made available to you on or through our Services; (l) use any manual process or automated device to monitor or copy any content made available on or through our Services for any unauthorized purpose except as permitted by this section; (m) copy, duplicate, download, store in a retrieval system, publish, transmit or otherwise reproduce, transfer, distribute, store, disseminate, aggregate, use as a component of or as the basis for a database or otherwise use in any form or by any means any data, text, reports, or other materials related to Wheel or third-party content from the Services; (n) otherwise use the Services in any manner that exceeds the scope of use granted above; or (o) encourage or enable any other individual to do any of the foregoing.

7. Ownership of Site Content

As between Wheel and you, Wheel is the sole and exclusive owner of all right, title, and interest in and to the Services and their content, features and functionality (including, without limitation, all information, software, text, displays, images, video, audio, design, selection, arrangement, and look and feel), other content, and all intellectual property rights therein, and any suggestions, ideas or other feedback provided by you. You are not permitted to reproduce, publish, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, transmit, sell or participate in any sale of, or exploit in any way, in whole or in part, any of the material on our Services except as generally and ordinarily permitted through the Services according to these Terms of Use. Any copy, modification, revision, enhancement, adaptation, translation, or derivative work of the Services shall be owned solely and exclusively by Wheel or its licensors, including all intellectual property rights therein. You may not access or use for any commercial purposes any part of the Services.

8. Trademarks

9. Links to Third-Party Hyperlinks and Websites

10. Termination

The Terms of Use will remain in full force and effect as long as you continue to access or use the Services. You may terminate the Terms of Use at any time by discontinuing use of the Services. Your permission to use the Services automatically terminates if you violate these Terms of Use.

Wheel may terminate or suspend any of the rights granted by these Terms of Use and your access to and use of the Services with or without prior notice, for any reason, and at any time. The following provisions survive the expiration or termination of these Terms of Use for any reason whatsoever: Disclaimer of Warranties / Limitation of Liability; Indemnification; Governing Law, Dispute Resolution, Arbitration, Venue, Severability of Provisions; No Waiver; and Assignment.

Subject to applicable law, Wheel reserves the right to maintain, delete or destroy all communications and materials posted or uploaded to the Services pursuant to its internal record retention and/or content destruction policies. After such termination, Wheel will have no further obligation to provide the Services.

11. Disclaimer of Warranties / Limitation of Liability

YOU EXPRESSLY AGREE THAT USE OF THE SERVICES AND CONTENT IS AT YOUR SOLE RISK. YOU ACKNOWLEDGE AND AGREE THAT THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WHEEL AND ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, MANAGERS, PARTNERS, MEMBERS, EMPLOYEES, AND AGENTS (COLLECTIVELY “RELATED PERSONS”) MAKE NO REPRESENTATIONS OR WARRANTIES AND EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, WITH RESPECT TO THE SERVICES INCLUDING, BUT NOT LIMITED TO, ANY REPRESENTATIONS OR WARRANTIES WITH RESPECT TO MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, NONINFRINGEMENT, TITLE, AVAILABILITY, SECURITY, OPERABILITY, CONDITION, QUIET ENJOYMENT, VALUE, ACCURACY OF DATA, FREEDOM FROM VIRUSES OR MALWARE, COMPLETENESS, TIMELINESS, FUNCTIONALITY, RELIABILITY, SEQUENCING OR SPEED OF DELIVERY OR SYSTEM INTEGRATION. WE MAKE NO WARRANTIES OR REPRESENTATIONS THAT YOUR USE OF THE SERVICES WILL NOT INFRINGE THE RIGHTS OF THIRD PARTIES.

TO THE FULLEST EXTENT OF APPLICABLE LAW, NEITHER WHEEL NOR ITS RELATED PERSONS WILL BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON CONTENT OBTAINED THROUGH THE SERVICES. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS, TIMELINESS, RELIABILITY OR USEFULNESS OF THE SERVICES. FURTHERMORE, WHEEL DOES NOT GUARANTEE THAT THE SERVICES WILL BE UNINTERRUPTED, OR FREE FROM ERROR, DEFECT, LOSS, DELAY IN OPERATION, CORRUPTION, CYBER ATTACK, VIRUSES, INTERFERENCE, HACKING, MALWARE, OR OTHER SECURITY INTRUSION, AND WHEEL DISCLAIMS ANY LIABILITY RELATING THERETO.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF WHEEL OR THE RELATED PERSONS (JOINTLY) ARISING OUT OF OR IN ANY WAY RELATED TO ACCESS OR USE OF THE SERVICES, EXCEED THE GREATER OF $50 OR THE AMOUNT YOU PAID TO US TO USE THE SERVICES IN THE ONE (1) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE ON WHICH YOUR CLAIM AROSE. THE FOREGOING LIMITATIONS SHALL APPLY EVEN IN THE EVENT YOUR REMEDIES HEREUNDER FAIL OF THEIR ESSENTIAL PURPOSE, AND THE FOREGOING SHALL CONSTITUTE WHEEL AND ITS RELATED PERSONS’ SOLE LIABILITY AND OBLIGATION IN RESPECT HEREOF, REGARDLESS OF THE FORM OF ACTION, WHETHER BASED IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, SIMPLE NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), OR ANY OTHER LEGAL OR EQUITABLE THEORY

12. Indemnification

13. Modifications to the Services

14. Governing Law; Dispute Resolution; Arbitration; Venue; Severability of Provisions

Except for any disputes, claims, suits, actions, causes of action, demands or proceedings (collectively, “Disputes”) in which either party seeks to bring an individual action in small claims court or seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, including, without limitation, copyrights, trademarks, trade names, logos, trade secrets or patents, YOU AND WHEEL AGREE (A) TO WAIVE YOUR AND WHEEL’S RESPECTIVE RIGHTS TO HAVE ANY AND ALL DISPUTES ARISING FROM OR RELATED TO THESE TERMS, OR THE SERVICES, RESOLVED IN A COURT, AND (B) TO WAIVE YOUR AND WHEEL’S RESPECTIVE RIGHTS TO A JURY TRIAL. Instead, you and Wheel agree to arbitrate Disputes through binding arbitration (which is the referral of a dispute to one or more persons charged with reviewing the dispute and making a final and binding determination to resolve it instead of having the dispute decided by a judge or jury in court) conducted by the American Arbitration Association (“AAA”) under the arbitration rules in effect at the time the arbitration is initiated (the “AAA Rules”) and under the rules set forth in these Terms. If there is a conflict between the AAA Rules and the rules set forth in these Terms, the rules set forth in these Terms will govern.

Unless the parties agree otherwise, the arbitration will be conducted in Travis County, Texas. Each party will be responsible for paying any filing, administrative and arbitrator fees in accordance with the AAA Rules. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. ARBITRATION MEANS THAT YOU WAIVE YOUR RIGHT TO A JURY TRIAL. YOU AGREE THAT, BY ENTERING INTO THESE TERMS, YOU ARE WAIVING THE RIGHT TO A TRIAL.

You and Wheel agree that these Terms affect interstate commerce and that the enforceability of this Section 14 shall be both substantively and procedurally governed by and construed and enforced in accordance with the Federal Arbitration Act, 9 U.S.C. § 1 et seq. (the “FAA”), to the maximum extent permitted by applicable law.

YOU AND WHEEL EACH AGREE TO RESOLVE ANY DISPUTES ON AN INDIVIDUAL BASIS AND WAIVE ANY RIGHT TO PURSUE ANY DISPUTES ON A CLASS OR CONSOLIDATED BASIS OR IN A REPRESENTATIVE CAPACITY.

YOU AGREE THAT REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY DISPUTE ARISING OUT OF OR RELATED TO THE SERVICES OR ANY CONTENT MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE, OR SUCH DISPUTE WILL BE FOREVER BARRED.

These Terms, and your access to and use of the Services shall be governed by and construed and enforced in accordance with the laws of the State of Texas, without regard to conflict of law rules or principles (whether of the State of Texas or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any Dispute between the parties that is not subject to arbitration or cannot be heard in small claims court, shall be resolved on an individual basis in the state or federal courts of the State of Texas and the United States, respectively, sitting in Travis County, Texas.

15. No Waiver

16. No Agency Relationship

17. Remedies

18. Assignment

Wheel Provider Group Notice of Privacy Practices

Effective date: August 31, 2020

I. Who We Are

This Notice describes the privacy practices of Wheel Provider Group (“we” or “us”), which is comprised of Wheel Medical, P.C. (NJ), Wheel Medical, P.C. (NY), Rafid Fadul Medical Corporation, P.C. (CA), Wheel Medical, P.A. (FL), Wheel Care, LLC, Wheel Medical of Illinois, P.C. (IL), and Wheel Medical of Washington, P.C. (WA), all of which provide healthcare services via telemedicine. The members of Wheel ACE will share protected health information with each other, as necessary to carry out treatment, payment, or health care operations relating to the organized health care arrangement. This Notice governs:

All healthcare professionals allowed to enter or access information in your medical
record
All employees and physicians and other health care professionals on the Medical
Staff when they provide services in our facilities with access to your medical or
billing records or health information about you (“Protected Health Information”).

II. Our Privacy Obligations

We understand that your health information is personal and we are committed to protecting your privacy. In addition, we are required by law to maintain the privacy of your Protected Health Information, to provide you with this Notice of our legal duties and privacy practices with respect to your Protected Health Information, and to notify you in the event of a breach of your unsecured Protected Health Information. When we use or disclose your Protected Health Information, we are required to abide by the terms of this Notice (or other notice in effect at the time of the use or disclosure).

III. Permissible Uses and Disclosures Without Your Written Authorization

In certain situations, which we will describe in Section IV below, we must obtain your
written authorization in order to use and/or disclose your Protected Health Information. However, unless the Protected Health Information is Highly Confidential Information (as defined in Section IV.B below) and the applicable law regulating such information imposes special restrictions on us, we may use and disclose your Protected Health Information without your written authorization for the following purposes:

A. Treatment. We use and disclose your Protected Health Information to provide
treatment and other services to you--for example, to provide primary care services or to
consult with your physician about your care. We may use your information to direct or
recommend alternative treatments, therapies, health care providers, or settings of care to you or to describe a health-related product or service. We may also disclose Protected
Health Information to other providers involved in your treatment.

B. Payment. We may use and disclose your Protected Health Information to obtain
payment for health care services that we provide to you--for example, disclosures to claim
and obtain payment from Medicare, Medicaid, your health insurer, HMO, or other
company or program that arranges or pays the cost of your health care (“Your Payor”) to
verify that Your Payor will pay for the health care. We may also disclose Protected Health
Information to your other health care providers when such Protected Health Information is
required for them to receive payment for services they render to you.

C. Health Care Operations. We may use and disclose your Protected Health
Information for our health care operations, which include internal administration and
planning and various activities that improve the quality and cost effectiveness of the care
that we deliver to you. For example, we may use Protected Health Information to evaluate
the quality and competence of our clinicians and other health care professionals. We may
disclose Protected Health Information to the Operations Teams of our Business Associates,
in order to resolve any complaints you may have and ensure that you are satisfied with our services.

D. Disclosure to Relatives, Close Friends and Other Caregivers. We may use or
disclose your Protected Health Information to a family member, other relative, a close
personal friend or any other person identified by you when you are present for, or otherwise
available prior to, the disclosure, if: (1) we obtain your agreement or provide you with the
opportunity to object to the disclosure and you do not object; or (2) we reasonably infer
that you do not object to the disclosure.

If you are not present for or unavailable prior to a disclosure (e.g., when we receive a
telephone call from a family member or other caregiver), we may exercise our professional
judgment to determine whether a disclosure is in your best interests. If we disclose
information under such circumstances, we would disclose only information that is directly
relevant to the person’s involvement with your care.

E. As Required by Law. We may use and disclose your Protected Health Information
when required to do so by any applicable federal, state or local law.

F. Public Health Activities. We may disclose your Protected Health Information: (1)
to report health information to public health authorities for the purpose of preventing or
controlling disease, injury or disability; (2) to report child abuse and neglect to a
government authority authorized by law to receive such reports; (3) to report information
about products under the jurisdiction of the U.S. Food and Drug Administration; (4) to alert
a person who may have been exposed to a communicable disease or may otherwise be at
risk of contracting or spreading a disease or condition; and (5) to report information to your
employer as required under laws addressing work-related illnesses and injuries or
workplace medical surveillance.

G. Victims of Abuse, Neglect or Domestic Violence. We may disclose your Protected
Health Information if we reasonably believe you are a victim of abuse, neglect or domestic
violence to a government authority authorized by law to receive reports of such abuse,
neglect, or domestic violence.

H. Health Oversight Activities. We may disclose your Protected Health Information
to an agency that oversees the health care system and is charged with responsibility for
ensuring compliance with the rules of government health programs such as Medicare or
Medicaid.

I. Judicial and Administrative Proceedings. We may disclose your Protected Health
Information in the course of a judicial or administrative proceeding in response to a legal
order or other lawful process.

J. Law Enforcement Officials. We may disclose your Protected Health Information
to the police or other law enforcement officials as required by law or in compliance with a
court order.

K. Decedents. We may disclose your Protected Health Information to a coroner or
medical examiner as authorized by law.

L. Organ and Tissue Procurement. We may disclose your Protected Health
Information to organizations that facilitate organ, eye or tissue procurement, banking or
transplantation.

M. Clinical Trials and Other Research Activities. We may use and disclose your Protected Health Information for research purposes pursuant to a valid authorization from you or when an institutional review board or privacy board has waived the authorization requirement. Under certain circumstances, your Protected Health Information may be disclosed without your authorization to researchers preparing to conduct a research project, for research or decedents or as part of a data set that omits your name and other information that can directly identify you.

N. Health or Safety. We may use or disclose your Protected Health Information to
prevent or lessen a serious and imminent threat to a person’s or the public’s health or safety.

O. Specialized Government Functions. We may use and disclose your Protected
Health Information to units of the government with special functions, such as the U.S.
military or the U.S. Department of State under certain circumstances.

P. Workers’ Compensation. We may disclose your Protected Health Information as
authorized by and to the extent necessary to comply with state law relating to workers’
compensation or other similar programs.

IV. Uses and Disclosures Requiring Your Written Authorization

For any purpose other than the ones described above in Section III, we only use or disclose
your Protected Health Information when you give us your written authorization.

A. Marketing. We must obtain your written authorization prior to using your Protected Health Information for purposes that are marketing under the HIPAA privacy rules. For example, we will not accept any payments from other organizations or individuals in exchange for making communications to you about treatments, therapies, health care providers, settings of care, case management, care coordination, products or services unless you have given us your authorization to do so or the communication is permitted by law. We may provide refill reminders or communicate with you about a drug or biologic that is currently prescribed to you so long as any payment we receive for making the communication is reasonably related to our cost of making the communication. In addition, we may market to you in a face-to-face encounter and give you promotional gifts of nominal value without obtaining your written authorization.

B. Sale of Protected Health Information. We will not make any disclosure of Protected
Health Information that is a sale of Protected Health Information without your written
authorization.

C. Psychotherapy Notes. We will not use or disclose psychotherapy notes about you
without your authorization except for use by the mental health professional who created
the notes to provide treatment to you, for our mental health training programs or to defend
ourselves in a legal action or other proceeding brought by you.

D. Uses and Disclosures of Your Highly Confidential Information. Federal and state
law requires special privacy protections for certain health information about you (“Highly
Confidential Information”), including psychotherapy notes, Alcohol and Drug Abuse
Treatment Program records and other health information that is given special privacy
protection under state or federal laws other than HIPAA. However, in order for us to
disclose any Highly Confidential Information for a purpose other than those permitted by
law, we must obtain your authorization.

E. Revocation of Your Authorization. You may revoke your authorization, except to
the extent that we have taken action in reliance upon it, by delivering a written revocation
statement to the Privacy Office identified below.

V. Your Individual Rights

A. For Further Information; Complaints. If you desire further information about your privacy rights, are concerned that we have violated your privacy rights or disagree with a decision that we made about access to your Protected Health Information, you may contact our Privacy Office. You may also file written complaints with the Office for Civil Rights of the U.S. Department of Health and Human Services. Upon request, the Privacy Office will provide you with the correct address for the Director. We will not retaliate against you if you file a complaint with us or the Director.

B. Right to Request Additional Restrictions. You may request restrictions on our use and disclosure of your Protected Health Information (1) for treatment, payment and health care operations, (2) to individuals (such as a family member, other relative, close personal friend or any other person identified by you) involved with your care or with payment related to your care, or (3) to notify or assist in the notification of such individuals regarding your location and general condition. While we will consider all requests for additional restrictions carefully, we are not required to agree to a requested restriction unless the request is to restrict our disclosure to a health plan for purposes of carrying out payment or health care operations, the disclosure is not required by law and the information pertains solely to a health care item or service for which you (or someone on your behalf other than the health plan) have paid us out of pocket in full. If you wish to request additional restrictions, please obtain a request form from our Privacy Office and submit the completed form to the Privacy Office. We will send you a written response.

C. Right to Receive Communications by Alternative Means or at Alternative Locations. You may request, and we will accommodate, any reasonable written request for you to receive your Protected Health Information by alternative means of communication or at alternative locations.

D. Right to Inspect and Copy Your Health Information. You may request access to your medical record file and billing records maintained by us in order to inspect and request copies of the records. Under limited circumstances, we may deny you access to a portion of your records. If you desire access to your records, please obtain a record request form from the Privacy Office and submit the completed form to the Privacy Office. If you request copies, we may charge you a reasonable copy fee.

E. Right to Amend Your Records. You have the right to request that we amend your
Protected Health Information maintained in your medical record file or billing records. If
you desire to amend your records, please obtain an amendment request form from the
Privacy Office and submit the completed form to the Privacy Office. We will comply with
your request unless we believe that the information that would be amended is accurate and
complete or other special circumstances apply.

F. Right to Receive An Accounting of Disclosures. Upon request, you may obtain an
accounting of certain disclosures of your Protected Health Information made by us during
any period of time prior to the date of your request provided such period does not exceed
six years. If you request an accounting more than once during a twelve (12) month period,
we may charge you a reasonable fee for the accounting statement.
G. Right to Receive Paper Copy of this Notice. Upon request, you may obtain a paper
copy of this Notice, even if you agreed to receive such notice electronically.

VI. Effective Date and Duration of This Notice

A. Effective Date. This Notice is effective on July 6, 2020.

B. Right to Change Terms of this Notice. We may change the terms of this Notice at
any time. If we change this Notice, we may make the new notice terms effective for all
your Protected Health Information that we maintain, including any information created or
received prior to issuing the new notice. If we change this Notice, we will post the new
notice on our Internet site at www.wheel.com. You also may obtain any new notice by
contacting the Privacy Office.

VII. Privacy Office

You may contact the Privacy Office at:

Privacy Office
Wheel ACE
Cecily Harris, Associate General Counsel
[email protected]

Mobile Terms & Conditions

Program Description: Wheel Health, Inc. (“Wheel”) is offering a mobile alert program (the “Program”), subject to these Mobile Terms and Conditions (the “Terms”). If you do not wish to continue participating in the program or no longer agree to these Terms, you can reply “STOP” to any mobile message from Wheel in order to opt out of the Program.

User Opt In: The Program allows users to receive SMS/MMS mobile alerts that include alerts and information related to provision of telehealth services, by users affirmatively opting into the Program. By opting in to the Program, you agree that these Terms apply to your participation in the Program. By participating in the Program, you agree to receive autodialed mobile messages.

Cost and Frequency: Message and data rates may apply. The Program involves recurring mobile messages, and additional mobile messages may be sent based on your interaction with Wheel.

Contact Information: For support, email [email protected].

User Opt Out: To opt out (discontinue participation in Program), reply “STOP” to any Wheel mobile message from your mobile device. This is the easiest and preferred method to opt out of the Program. You may receive an additional mobile message confirming your decision to opt out. For additional support, email [email protected].

Wheel Warranty: Wheel will not be liable for losses or damages arising from delayed, misdirected or non-delivery of any mobile messages connected with this Program. Delivery of mobile messages is subject to effective transmission from your wireless service provider/network operator and is outside of Wheel’s control. It may also be possible that the full contents of the message may not be delivered to your phone.

Privacy Policy: Wheel will not use or share your information with third parties. Wheel DOES NOT SELL, RENT, LOAN, TRADE, LEASE OR OTHERWISE TRANSFER FOR PROFIT ANY PHONE NUMBERS OR CUSTOMER INFORMATION COLLECTED THROUGH THE PROGRAM TO ANY THIRD PARTY. Nonetheless, Wheel reserves the right at all times to disclose any information as necessary to satisfy any law, regulation or governmental request, to avoid liability, or to protect Wheel’s rights or property. When you complete forms online or otherwise provide Wheel information in connection with the Program, you agree to provide accurate, complete, and true information. You agree not to use a false or misleading name or a name that you are not authorized to use. If Wheel, in its sole discretion, believes that any such information is untrue, inaccurate, or incomplete, or you have opted into the Program for an ulterior purpose, Wheel may refuse you access to the Program and pursue any appropriate legal remedies.

This Privacy Policy is strictly limited to the Program and has no effect on any other privacy policy(ies) that may govern the relationship between you and Wheel or Wheel’s affiliates in other contexts.

Miscellaneous: You warrant and represent to Wheel that you have all necessary rights, power, and authority to agree to these Terms and perform your obligations hereunder, and nothing contained in this Agreement or in the performance of such obligations will place you in breach of any other contract or obligation. The failure of either party to exercise in any respect any right provided for herein will not be deemed a waiver of any further rights hereunder. If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable. Any new features, changes, updates or improvements of the Program shall be subject to these Terms unless explicitly stated otherwise in writing. Wheel reserves the right to change these Terms from time to time. Any material updates to these Terms shall be communicated to you. You acknowledge your responsibility to review these Terms from time to time and to be aware of any such changes. By continuing to participate in the Program after any such changes, you accept these Terms, as modified.

Wheel Provider Group Telehealth Informed Consent

Last Updated: July 15, 2021

This is a legal and binding document between you and Wheel Medical, P.A., a Florida professional association, on behalf of itself and its affiliated professional entities (collectively, “Wheel Provider Group,” “We,” “Our”, or “Us”). Read it carefully before clicking “I accept”.

By clicking “I accept”, you hereby consent to receive health care services from licensed health care providers contracted with Wheel Provider Group (“Wheel-affiliated Providers”) who are located at sites remote from you to provide consultative services to you. The receipt of health care services from a Wheel-affiliated Provider (the “Services”) is a type of “telemedicine” or “telehealth” service.

Wheel Health, Inc. does not provide the Services; it performs administrative, payment, and other supportive activities for Wheel Provider Group and Wheel-affiliated Providers.

Description of Services

Wheel-affiliated Providers may include behavioral health or primary care practitioners, nurse practitioners, physician’s assistants, specialists, and/or subspecialists. The name, credentials, and specialty or subspeciality of your Wheel-affiliated Provider will be disclosed to you before, during, or after the Services are provided. In some cases, telemedicine visits may not be the most appropriate way for you to seek medical care and treatment. For example, certain medical conditions may require an in-person procedure, more urgent attention, or a health care provider other than your health care provider using the Services.

We may ask you a series of initial questions to help you determine whether a telemedicine visit is appropriate for you. Based on your responses to these questions, we may determine that a telemedicine visit may not be appropriate for the particular issue for which you are seeking a telemedicine visit or for other reasons related to your health status. In such a case: (i) you will receive an alert notifying you that you will be unable to use the Services for the particular issue you submitted; (ii) your request for a telemedicine visit will not be submitted to your Wheel-affiliated Provider; (iii) your Wheel-affiliated Provider will not receive any of the information that you submitted; and (iv) you will need to seek any needed care in another way.

Your Wheel-affiliated Provider may, following submission of a telemedicine visit request, determine that your diagnosis or treatment requires an in-person office visit or is otherwise not appropriately addressed through use of the Services. In such a case, your Wheel-affiliated Provider may notify you that you will be unable to use the Services for the particular issue you submitted and provide additional information regarding next steps. Your Wheel-affiliated Provider is solely responsible for providing you any such notification, whether through the Services or by some other means.

We will use store-and-forward technology, audio-only consultations, and/or audio-video consultations to provide the Services. To ensure privacy and confidentiality of the Services, we use industry standard security measures. The Services may, but not necessarily will, result in a new prescription, refilling an existing prescription, patient education, non-prescriptive recommendations, or a recommendation to seek follow-up care in-person or through a different provider.

Wheel Provider Group will have no responsibility or liability for your Wheel-affiliated Provider’s delay or failure to respond to a telemedicine visit request, to notify you that your telemedicine visit cannot be completed, or to provide you with next steps or follow-up information, or for any care, medical advice or treatment provided by your Provider.

Benefits and Risks

Your use of the Services may have the following possible benefits:

Making it easier and more efficient for you to seek medical care and treatment for the conditions treated by the applicable health care provider;
Allowing you to seek medical care and treatment by your Wheel-affiliated Provider at times that are convenient for you; and
Enabling you to communicate with your Wheel-affiliated Provider without the necessity of an in-office appointment.

As with any medical procedure, there are potential risks associated with the use of telemedicine or telehealth services, which may include, without limitation, the following:

The information transmitted to your Wheel-affiliated Provider may not be sufficient (e.g., poor resolution of images) to allow your Wheel-affiliated Provider to make an appropriate medical decision;
Your Wheel-affiliated Provider’s inability to conduct certain tests or assess vital signs in-person may in some cases prevent the provider from providing a diagnosis or treatment or from identifying the need for emergency medical care or treatment for you;
Your Wheel-affiliated Provider may not be able to provide medical treatment for your particular condition and you may be required to seek alternative health care or emergency care services;
Delays in medical evaluation/treatment or a failure to obtain needed treatment could occur due to unavailability of your Wheel-affiliated Provider, deficiencies or failures of the technology or electronic equipment used, a transmission delay or failure, issues with the internet or other communications means, or for other reasons;
The electronic systems, public networks, or security protocols or safeguards used in the Services could fail, causing a breach of privacy of your medical or other information;
Your Wheel-affiliated Provider’s diagnosis and treatment options, especially pertaining to certain prescriptions, may be limited;
Lack of access to your medical records or ability to perform an in-person examination, which could result in negative health outcomes (e.g., adverse drug interactions, allergic reactions).

By clicking “I accept”, you also represent and warrant the following:

Your Wheel-affiliated Provider has discussed the use of telemedicine services with you, including the benefits and risks of such use and the alternatives to the use of the Services, and you have provided consent to your Wheel-affiliated Provider for the use of the Services.
You understand that you have the right to access your medical information created during use of the Services or to have the medical information forwarded to a third-party or alternative provider. Wheel will not forward any personally identifiable information to third-parties or other providers without your written consent.
You understand Wheel may use third-party vendors to provide the Services.
You understand that the use of the Services involves electronic communication of your personal medical information to your Wheel-affiliated Providers who may be located in other areas, including outside of the state in which you reside, and that the electronic systems, public networks, or security protocols or safeguards used in the Services could fail, causing a breach of privacy of your medical or other information. You agree to hold Wheel harmless for any information lost due to technical failures.
You understand that, despite the privacy risks associated with the Services, all federal and state laws, rules, and regulations regarding privacy and confidentiality will apply to the Services, including HIPAA.
You understand that it is your duty to provide your Wheel-affiliated Provider truthful, accurate, and complete information, including all relevant information regarding care that you may have received or may be receiving from other health care providers or outside of the Services. You also understand that if you are uncomfortable with receiving the Services or the method in which the Services are provided, you should inform your Wheel-affiliated Provider.
You understand that your Wheel-affiliated Provider may determine that your condition is not suitable for diagnosis or treatment using the Services, or may fail to respond promptly or ever to your request for a telemedicine service, and that you may need to seek medical care and treatment from your Wheel-affiliated Provider, a specialist, or other health care provider outside of the Services.
You understand that in the event of an emergency or an adverse reaction to treatment, you should dial 911 to receive appropriate follow-up care. In the event of technology failure or your Wheel-affiliated Provider determining you need see another provider or make an in-person appointment, he or she will provide you with next steps or follow-up information.
You understand the risks and benefits of the Services and its use in the medical care and treatment provided to you by your Wheel-affiliated Provider. You also understand that you may refuse or withdraw from care at any time, and that your refusal or withdrawal will not affect your ability to receive care in the future.
You understand that failure to comply with the terms of this document may result in the termination of your ability to use the Services.
No potential benefits from the use of the Services, care provided via the Services, or specific results can be guaranteed. Your condition may not be cured or improved, and in some cases, may get worse.

Additional State-Specific Consents:

The following consents apply to patients accessing the Services for the purposes of participating in a telehealth consultation within the states listed below, as required by state law:

Iowa: I have been informed that if I want to register a formal complaint about a provider, I should visit the medical board’s website, here.
Idaho: I have been informed that if I want to register a formal complaint about a provider, I should visit the medical board’s website, here.
Indiana: I have been informed that if I want to register a formal complaint about a provider, I should visit the medical board’s website, here.
Kentucky: I have been informed that if I want to register a formal complaint about a provider, I should visit the medical board’s website, here.
Maine: I have been informed that if I want to register a formal complaint about a provider, I should visit the medical board’s website, here.
Oklahoma: I have been informed that if I want to register a formal complaint about a provider, I should visit the medical board’s website, here; or, the Oklahoma Board of Osteopathic Examiners’ website, here.
Rhode Island: I have been informed that if I want to register a formal complaint about a provider, I should visit the medical board’s website, here.
Texas: I have been informed of the following notice:

NOTICE CONCERNING COMPLAINTS - Complaints about physicians, as well as other licensees and registrants of the Texas Medical Board, including physician assistants, acupuncturists, and surgical assistants may be reported for investigation at the following address: Texas Medical Board, Attention: Investigations, 333 Guadalupe, Tower 3, Suite 610, P.O. Box 2018, MC-263, Austin, Texas 78768-2018, Assistance in filing a complaint is available by calling the following telephone number: 1-800-201-9353, For more information, please visit our website at www.tmb.state.tx.us.

AVISO SOBRE LAS QUEJAS - Las quejas sobre médicos, asi como sobre otros profesionales acreditados e inscritos del Consejo Médico de Tejas, incluyendo asistentes de médicos, practicantes de acupuntura y asistentes de cirugia, se pueden presentar en la siguiente dirección para ser investigadas: Texas Medical Board, Attention: Investigations, 333 Guadalupe, Tower 3, Suite 610, P.O. Box 2018, MC-263, Austin, Texas 78768-2018, Si necesita ayuda para presentar una queja, llame al: 1-800-201-9353, Para obtener más información, visite nuestro sitio web enwww.tmb.state.tx.us.

Vermont: I have been informed that if I want to register a formal complaint about a provider, I should visit the medical board’s website, here; Or, the Vermont Board of Osteopathic Examiners’ website, here.

Acknowledgement

By clicking “I accept”, you (a) further certify that you are the patient, or that you are duly authorized by the patient as the patient’s representative or legal guardian, (b) acknowledge and accept the risks identified above and the terms associated with the receipt of clinical services via the Services, and (c) give your informed consent to receive clinical services under the terms described herein.