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This Terms of Use was last updated on April 23, 2024.
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IF THIS IS A MEDICAL EMERGENCY OR CRISIS SITUATION, DIAL 9-1-1 IMMEDIATELY
OhMD, Inc.
Terms of Use
Carefully read these terms and conditions of use (“Terms of Use”) as they govern your
access to and use OhMD, Inc.’s (“OhMD,” “we,” “us,” and “our”) Platform. Your
acceptance of, and compliance with, these Terms of Use is a condition to your use of the
following:
• www.OhMD.com (our “Website”);
• OhMD, our mobile application (our “App”);
• The services (“Services”) made available through our Website and/or App.
The Website, App, and Services are collectively referred to as our “Platform.”
By clicking “Accept,” you acknowledge that you have read in its entirety, understand, and
fully accept all terms and conditions contained in these Terms of Use and our Privacy
Policy. If you do not agree to be bound by these Terms of Use and our Privacy Policy, you
are not authorized to access or use our Platform and/or the Services; PROMPTLY EXIT
THIS PLATFORM.
Binding Arbitration. These Terms of Use provide that all disputes between you and OhMD that
in any way relate to these Terms of Use, the Platform, and/or the Services will be resolved by
BINDING ARBITRATION. ACCORDINGLY, YOU AGREE TO GIVE UP YOUR RIGHT TO GO
TO COURT (INCLUDING IN A CLASS ACTION PROCEEDING) to assert or defend your rights
under these Terms of Use. Your rights will be determined by a NEUTRAL ARBITRATOR and
NOT a judge or jury and your claims cannot be brought as a class action. Please review Dispute
Resolution; Arbitration Agreement for the details regarding your agreement to arbitrate any
disputes with OhMD.

SERVICES PROVIDED – NO MEDICAL CARE OR ADVICE
OhMD is a provider of patient communication software that allows medical practices and other
health care providers (“Providers”) to communicate directly with patients. OhMD is not a medical
group and does not provide medical advice, care, and/or treatment. Control over the care provided
is the sole responsibility of the independent medical practices and the Providers they employ.
Patients should contact the Providers directly for all questions concerning their medical care.
By using the Services, you acknowledge the Services may not be as effective as an in person
office visit or direct phone call between a physician and patient. Accordingly, the Services are not
intended to substitute for such appointments or calls. In addition, you acknowledge the potential
risks associated with the Services including but not limited to the following: information transmitted
may not be sufficient to allow for appropriate medical or health care decision making by the
Provider; delays in evaluation or treatment could occur due to failures of electronic equipment;
although the electronic systems we use incorporate network and software security protocols to
protect the privacy and security of health information, those protocols could fail causing a breach
of privacy of your health information.
NOT FOR EMERGENCIES
Our Platform and the Services are not for medical emergencies or urgent situations. You should
not disregard or delay seeking medical advice based on anything that appears or does not appear
on our Platform. If you believe you are experiencing an emergency, call 9-1-1 immediately.
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PRIVACY POLICY
You agree that information provided by you in connection with the Platform and the Services shall
be governed by the Privacy Policy, which is hereby incorporated and made part of these Terms
of Use.
NO USERS UNDER 18 YEARS OLD
In order to access the Platform and the Services, you represent and warrant that you are 18 years
old or older. If you are under the age of 18, please do not attempt to register with us on the
Platform or provide any personal information about yourself to us. If we learn that we have
collected personal information from someone under the age of 18, we will promptly delete that
information. If you believe we have collected personal information from someone under the age
of 18, please Contact Us.
AVAILABILITY OF SERVICES AND PLATFORM
OhMD operates subject to state and federal regulations, and the Platform may not be available in
your state. You represent that you are not a person barred from enrolling for or receiving the
Platform under the laws of the United States or other applicable jurisdictions in which you may be
located. Access to and use of the Platform is limited exclusively to users located in states within
the United States where the Platform is available. Services are not available to users located
outside the United States. Accessing the Platform from jurisdictions where content is illegal, or
where we do not offer the Platform, is prohibited.
ACCURACY AND INTEGRITY OF INFORMATION
Although we attempt to ensure the integrity and accuracy of the Platform, we make no
representations, warranties, or guarantees whatsoever as to the correctness or accuracy of the
Platform and Content thereon. It is possible that the Platform could include typographical errors,
inaccuracies, or other errors, and that unauthorized additions, deletions, and alterations could be
made to the Platform by third parties. In the event that an inaccuracy arises, please inform us so
that it can be corrected. We reserve the right to unilaterally correct any inaccuracies on the
Platform without notice. Information contained on the Platform may be changed or updated
without notice. Additionally, OhMD shall have no responsibility or liability for information or
Content posted to the Platform from any unaffiliated third party.
OWNERSHIP OF THE PLATFORM
The Platform contains confidential and proprietary information, materials, data, databases,
contents, processes, methodologies, know-how, software, text, displays, images, video, audio,
trademarks, logos, service marks, features and functionality, and the design, selection and
arrangement thereof, are owned by OhMD, its licensors or other providers of such material and
are protected by United States and international copyright, trademark, patent, trade dress, trade
secret and other intellectual property or proprietary rights laws (collectively, the “Content”).
These Terms of Use permit you to use the Platform for your personal, non-commercial use only.
You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly
perform, republish, download, store or transmit any of the material on our Platform, including but
not limited to Content, except: (a) your computer or mobile device may temporarily store copies
of such materials in RAM incidental to your accessing and viewing those materials; (b) you may
store files that are automatically cached by your Web browser for display enhancement purposes;
and (c) you may print or download one copy of a reasonable number of pages of the Platform for
your own personal, non-commercial use and not for further reproduction, publication or
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distribution. You must not: (a) modify copies of any materials from the Platform or received
through the Services; (b) use any illustrations, photographs, video or audio sequences or any
graphics separately from the accompanying text; or (c) delete or alter any copyright, trademark
or other proprietary rights notices from copies of materials from the Platform.
You may not frame or utilize framing techniques to enclose, or deep linking to, any name,
trademarks, service marks, logo, content, or other proprietary information (including, without
limitation, images, text, page layout, or form) of OhMD without our express written consent.
You must not access or use any part of the Platform or any services or materials available through
the Platform for outsourcing for others or as part of a service bureau business so otherwise for
the benefit of unaffiliated third parties who pay directly for its benefit or for other similar commercial
purposes, or otherwise exploited for any commercial purpose without express written consent of
OhMD.
If you print, copy, modify, download or otherwise use or provide any other person with access to
any part of the Platform in breach of the Terms of Use, your right to use the Platform will cease
immediately and you must, at our option, return or destroy any copies of the materials you have
made. No right, title or interest in or to the Platform or any content on the Platform is transferred
to you, and all rights not expressly granted are reserved by OhMD. Any use of the Platform not
expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate
copyright, trademark and other laws.
YOUR ACCOUNT; ACCESS TO PLATFORM, SECURITY, AND RESTRICTIONS; PASSWORDS
You agree to: (a) provide true, accurate, current, and complete information when registering to
use the Platform and establishing your account (“Registration Information”) and (b) maintain
and promptly update the Registration Information to keep it true, accurate, current, and complete.
If you provide any information that is untrue, inaccurate, not current, or incomplete, or we have
reasonable grounds to suspect that such information is untrue, inaccurate, not current, or
incomplete, we may suspend or terminate your account. You are entirely responsible for
maintaining the confidentiality of any passwords and any usage and activities that occur in
connection with your account. You agree not to allow others to access your account or utilize your
password. Doing so will compromise the security of your account.
You are prohibited from violating or attempting to violate the security of the Platform, including,
without limitation, (a) accessing data not intended for such user or logging onto a server or an
account which the user is not authorized to access; or (b) attempting to probe, scan, or test the
vulnerability of a system or network or to breach security or authentication measures without
proper authorization; or (c) accessing or using the Platform or any portion thereof without
authorization, in violation of these Terms of Use or in violation of applicable law.
Except for ADA accessibility purposes, you may not use any scraper, crawler, spider, robot or
other automated means of any kind to access or copy data on the Platform, deep-link to any
feature or content on the Platform, bypass our robot exclusion headers or other measures we
may use to prevent or restrict access to the Platform. The Platform has several accessibility
options to enable use of our Platform for everyone regardless of their circumstances. In the event
our ADA accessibility options are not sufficient and your particular circumstances require using
Automated Action on the Platform, please contact us through email at privacy@ohmd.com or
through phone at 888-221-5320 for an accommodation.
Violations of system or network security may result in civil or criminal liability. OhMD will
investigate occurrences that may involve such violations and may involve, and cooperate with,
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law enforcement authorities in prosecuting users who are involved in such violations. You agree
not to use any device, software, or routine to interfere or attempt to interfere with the proper
working order or manner of the Platform or any activity being conducted on the Platform.
In the event access to the Platform or a portion thereof is limited requiring a user ID and password
(“Protected Areas”), you agree to access Protected Areas using only your user ID and password
as provided to you by us. You agree to protect the confidentiality of your user ID and password,
and not to share or disclose your user ID or password to any third party. You agree that you are
fully responsible for all activity occurring under your user ID. Your access to the Platform may be
revoked by OhMD at any time with or without cause. You agree to defend, indemnify, and hold
OhMD harmless from and against all third party claims, damages, and expenses (including
reasonable attorneys’ fees) against or incurred by arising out of your breach of these Terms of
Use or violation of applicable law, your use or access of the Platform, or access by anyone
accessing the Platform using your user ID and password.
If you submit, upload, post, or transmit any health information, medical history, conditions,
problems, symptoms, personal information, consent forms, agreements, requests, comments,
ideas, suggestions, information, files, videos, images, or other materials to us or our Platform
(“User Information”), you agree not to provide any User Information that (a) is false, inaccurate,
defamatory, abusive, libelous, unlawful, obscene, threatening, harassing, fraudulent,
pornographic, or harmful, or that could encourage criminal or unethical behavior, (b) violates or
infringes the privacy, copyright, trademark, trade dress, trade secrets, or intellectual property
rights of any person or entity, or (c) contains or transmits a virus or any other harmful component.
You agree not to contact other Platform users through unsolicited e-mail, telephone calls,
mailings, or any other method of communication. You represent and warrant to OhMD that you
have the legal right and authorization to provide all User Information to OhMD for use as set forth
herein and required by OhMD.
OhMD may de-identify your information such that it is no longer considered protected health
information or personally identifiable information. OhMD may use, aggregate, sell, or otherwise
disclose such de-identified information to third parties for analytics, research, or any other purpose
permitted by applicable law.
LICENSE TO USE OUR APP
OhMD grants to you a non-transferable license to use the App on your mobile device that you
own or control. OhMD reserves all rights in and to the App not expressly granted to you under
these Terms of Use. The terms of these Terms of Use will govern any content, materials, or
services accessible from or purchased within the App as well as upgrades provided by OhMD
that replace or supplement the original App, unless such upgrade is accompanied by a new or
revised Terms. You may not transfer, redistribute or sublicense the App and, if you sell your
mobile device to a third party, you must remove the App from the mobile device before doing so.
You may not copy (except as permitted by this license), reverse-engineer, disassemble, attempt
to derive the source code of, modify, or create derivative works of the App, any updates, or any
part thereof (except as and only to the extent that any foregoing restriction is prohibited by
applicable law or to the extent as may be permitted by the licensing terms governing use of any
open-sourced components included with the App).
The license to use our App is restricted as follows:
a. Limitations on Copying and Distribution. You may not copy or distribute the App except to
the extent that copying is necessary to use the App for purposes set forth herein.
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b. Limitations on Reverse Engineering and Modification. You may not reverse engineer,
decompile, disassemble, modify or create works derivative of the App, except to the extent
expressly permitted by applicable law.
c. Sublicense, Rental and Third Party Use. You may not assign, sublicense, rent, timeshare,
loan, lease or otherwise transfer the App, or directly or indirectly permit any third party to
copy and install the App on a mobile device not owned and controlled by you.
d. Proprietary Notices. You may not remove any proprietary notices (e.g., copyright and
trademark notices) from the App or its documentation.
e. Use in Accordance with Documentation. All use of the App must be in accordance with its
then current documentation, if any, provided with the App or made available on OhMD’s
Platform.
f. Confidentiality. You must hold the App and any related documentation in strict confidence
for your own use only.
g. Compliance with Applicable Law. You are solely responsible for ensuring your use of the
App is in compliance with all applicable foreign, federal, state and local laws, and rules
and regulations.
EHR INTEGRATION SERVICES
If you participate in OhMD’s EHR Integration Services, you represent and warrant that (i) you will
provide OhMD and any third parties with whom OhMD has contracted with access to the EHR as
necessary for OhMD to provide the EHR Integration Services; and (ii) OhMD and its contracted
third party’s access to the EHR, and use and disclosure of the information in the EHR to provide
the Services, is permitted in your agreement with the EHR software and service provider(s).
EXTERNAL SERVICES
The Platform may enable access to OhMD’s and/or third-party services and websites (collectively
and individually, "External Services"). You agree to use the External Services at your sole risk.
We are not responsible for examining or evaluating the content or accuracy of any third-party
External Services, and shall not be liable for any such third-party External Services. A link to a
non-OhMD website does not mean that we endorse or accept any responsibility for the content,
or the use, of the linked website. It is up to you to take precautions to ensure that whatever you
select for your use or download is free of such items as viruses, worms, Trojan horses, and other
items of a destructive nature. Data displayed by the Platform or External Service, including but
not limited to financial, medical, and location information, is for general informational purposes
only and is not guaranteed by OhMD or its agents. You will not use the External Services in any
manner that is inconsistent with the terms of these Terms of Use or that infringes the intellectual
property rights of OhMD or any third party. You agree not to use the External Services to harass,
abuse, stalk, threaten, or defame any person or entity, and that we are not responsible for any
such use. External Services may not be available in all languages and may not be appropriate or
available for use in any particular location. To the extent you choose to use such External
Services, you are solely responsible for compliance with any applicable laws. We reserve the right
to change, suspend, remove, disable or impose access restrictions or limits on any External
Services at any time without notice or liability to you.
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ELECTRONIC COMMUNICATIONS
When you use the Platform, or send e-mails, messages, and other communications from your
desktop or mobile device to us, you are communicating with us electronically. You consent to
receive communications from us electronically. You agree that (a) all agreements and consents
can be signed electronically and (b) all notices, disclosures, and other communications that we
provide to you electronically satisfy any legal requirement that such notices and other
communications be in writing. OhMD may contact you by telephone, mail, or e-mail to verify your
information. OhMD may request further information from you and you agree to provide such
further information to ensure that you have not fraudulently used the Platform. If you do not
provide this information in the manner requested within fourteen (14) days of the request, we
reserve the right to suspend, discontinue, or deny your access to and use of our Platform until
you provide the information to us as requested.
CONSENT TO RECEIVE CALLS, TEXT MESSAGES, AND AUDIO
OhMD is committed to being compliant with the Controlling the Assault of Non-Solicited
Pornography and Marketing Act (“CAN-SPAM Act”) and the Telephone Consumer Protection Act
(“TCPA”). You consent to receive text messages from us as set forth in the above section,
Consent to Receive Calls, Text Messages, and Audio and/or Video Recording. E-mails,
newsletters, and text messages received from us are intended to fully comply with the CAN-SPAM
Act and the TCPA. In the event you receive an e-mail or text message from us which you do not
believe is fully compliant with the CAN-SPAM Act or the TCPA, please Contact Us.
By providing your mobile number, you are agreeing to be contacted by or on behalf of OhMD at
the mobile number you have provided, including calls and text (SMS) messages, to receive
informational, service related (e.g., reminders, etc.), and commercial/marketing messages and
communications relating to the Platform. Message and data rates may apply. To stop receiving
text messages text a reply to us with the word STOP. We may confirm your opt out by text
message. If you subscribe to multiple types of text messages from us, we may unsubscribe you
from the service that most recently sent you a message or respond to your STOP message by
texting you a request to identify services you wish to stop. Please note, that by withdrawing your
consent, some of the functions provided by the Platform may no longer be available to you. Keep
in mind that if you stop receiving text messages from us you may not receive important and helpful
information and reminders about your services.
SUPPLEMENTAL TERMS APPLICABLE TO PROVIDERS
These supplemental terms apply to Providers in addition to the other provisions of these Terms
of Use. In the event of a conflict between the supplemental terms and any other terms herein, the
supplemental terms shall prevail.
To be a healthcare provider using the Platform (for purposes of this Section, “Provider” or “you”),
you must be a licensed physician, nurse practitioner, or healthcare professional contracted or
employed by a medical practice or other health care provider that has contracted with OhMD for
the Services, and must agree to comply with all laws, medical board rules, and other rules and
regulations applicable to you as a Provider or otherwise. Your relationship with the OhMD users
(including, but not limited to, your Provider patients) is directly between you and the patient. The
patient will never have a physician-patient relationship with OhMD. OhMD does not practice
medicine and offers no medical services. As set forth more fully below, Provider is solely
responsible for all agreements, consents, notices, and other interactions with patients and other
consumers. Without limiting the generality of the foregoing, Provider and OhMD are each
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responsible for all billings and collections from patients and other consumers, and OhMD shall
have no liability whatsoever to Provider with respect to any amounts owed by any patient or other
consumer to Provider.
We do not provide any medical advice, legal advice, or representations in any way regarding any
legal or medical issues associated with Provider, goods, or services offered by Provider, including
but not limited to any compliance obligations or steps necessary to comply with any state or
federal laws and regulations. Provider should seek legal counsel regarding any legal and
compliance issues and should not rely on any materials or content associated with the Platform
in determining Provider’s compliance obligations under the law. Provider and OhMD agree that
OhMD is not providing to customers, patients, or anyone else, medical advice, or legal advice.
THE PLATFORM IS NOT MEANT TO SUBSTITUTE OR MODIFY YOUR PROFESSIONAL
JUDGMENT IN ANY WAY.
Provider will use the Platform only in accordance with applicable standards of good medical
practice. While software products such as the Platform can facilitate and improve the quality of
service that Provider can offer patients, many factors, including but not limited to the
provider/patient relationship, can affect a patient’s outcome, and with intricate and interdependent
technologies and complex decision-making, it is often difficult or impossible to accurately
determine what the factors were and in what proportion they affected an outcome. Provider will
advise patients, when reasonably necessary, that Services provided through the Platform may
not be a complete or adequate substitute for in-person assessments by the Provider. Provider
shall be solely responsible for its use of the Platform and the provision of medical services to
Provider’s patients. In this regard, Provider releases OhMD and waives any and all potential
claims against OhMD as a result of Provider’s use of the Platform and the provision of Services
to Provider’s patients.
As a result of the complexities and uncertainties inherent in the patient care process, Provider
agrees to defend, indemnify, and hold OhMD harmless from any claim by or on behalf of any
patient of Provider, or by or on behalf of any other third party or person claiming damage by virtue
of a familial or financial relationship with such a patient, which is brought against OhMD,
regardless of the cause if such claim arises for any reason whatsoever, out of Provider’s use or
operation of the Platform. To the extent applicable, Provider will obtain OhMD’s prior written
consent to any settlement or judgment in which Provider agrees to any finding of fault of OhMD
or defect in the Platform. OhMD will promptly notify Provider in writing of any claim subject to this
indemnification, promptly provide Provider with the information reasonably required for the
defense of the same, and grant to Provider exclusive control over its defense and settlement.
If you submit, upload, transmit, or post any consents, notices, advice, recommendations,
comments, files, videos, images, or other materials to us or our Platform (“Provider Content”) or
provide any Provider Content to patients or other consumers, you agree not to provide any
Provider Content that (a) is defamatory, abusive, libelous, unlawful, obscene, threatening,
harassing, fraudulent, pornographic, or harmful, or that could encourage criminal or unethical
behavior, (b) violates or infringes the privacy, copyright, trademark, trade dress, trade secrets, or
intellectual property rights of any person or entity, or (c) contains or transmits a virus or any other
harmful component. Provider is solely responsible for obtaining all necessary agreements and
consents from, and providing all required notices to, patients and other consumers. You agree
not to contact other users through unsolicited e-mails, telephone calls, mailings, or any other
method of communication. You represent and warrant to OhMD that you have the legal right and
authorization to upload all Provider Content to the Platform. OhMD shall have a royalty-free,
irrevocable, transferable right, and license to use the Provider Content however OhMD desires,
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including without limitation, to copy, modify, delete in its entirety, adapt, publish, translate, create
derivative works from or sell or distribute such Provider Content or incorporate such Provider
Content into any form, medium, or technology throughout the world. OhMD is and shall be under
no obligation: (i) to maintain any Provider Content in confidence; (ii) to pay to you any
compensation for any Provider Content; or (iii) to respond to any Provider Content.
OhMD does not regularly review Provider Content, but does reserve the right (but not the
obligation) to monitor and edit or remove any Provider Content submitted to the Platform. You
grant OhMD the right to use the name that you submit in connection with any Provider Content.
You agree not to use a false e-mail address, impersonate any person or entity, or otherwise
mislead as to the origin of any Provider Content. You are and shall remain solely responsible for
the content of any Provider Content you post to the Platform or provide to patients or other
consumers. OhMD and its affiliates take no responsibility and assume no liability for any Provider
Content submitted by you or any third party.
NO THIRD PARTY RIGHTS
Unless expressly stated in these Terms of Use, nothing herein is intended to confer any rights,
obligations, duties, or remedies, on any person other than you and OhMD. Nothing in the Terms
of Use is intended to relieve or discharge the obligation or liability of any third persons to you and
OhMD, nor shall any provision give any third parties any right of subrogation or action over against
you or OhMD. The Platform is only provided for your benefit and may not be relied on by any third
party.
DISPUTE RESOLUTION; ARBITRATION AGREEMENT
We will try to work in good faith to resolve any issue you have with the Platform, including Services
ordered or purchased through the Platform, if you bring that issue to the attention of our customer
service department. However, we realize that there may be rare cases where we may not be able
to resolve an issue to a customer's satisfaction.
You and OhMD agree that any dispute, claim, or controversy arising out of or relating in any way
to these Terms of Use or your use of the Platform, including Services ordered or purchased
through the Platform, shall be determined by binding arbitration instead of in courts of general
jurisdiction. Arbitration is more informal than bringing a lawsuit in court. Arbitration uses a neutral
arbitrator instead of a judge or jury, and is subject to very limited review by courts. Arbitration
allows for more limited discovery than in court, however, we agree to cooperate with each other
to agree to reasonable discovery in light of the issues involved and amount of the claim. Arbitrators
can award the same damages and relief that a court can award, but in so doing, the arbitrator
shall apply substantive law regarding damages as if the matter had been brought in court,
including without limitation, the law on punitive damages as applied by the United States Supreme
Court. You agree that, by agreeing to these Terms of Use, the U.S. Federal Arbitration Act
governs the interpretation and enforcement of this provision, and that you and OhMD are each
waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall
survive termination of these Terms of Use and any other contractual relationship between you
and OhMD.
If you desire to assert a claim against OhMD, and you therefore elect to seek arbitration, you must
first send to OhMD, by certified mail, a written notice of your claim ("Notice"). The Notice to OhMD
should be addressed to: OhMD, Inc. Attn: LEGAL NOTICE, PO Box 8022, Burlington, Vermont
05402 ("Notice Address"). If OhMD desires to assert a claim against you and therefore elects to
seek arbitration, it will send, by certified mail, a written Notice to the most recent address we have
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on file or otherwise in our records for you. A Notice, whether sent by you or by OhMD, must (a)
describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought
("Demand"). If OhMD and you do not reach an agreement to resolve the claim within 30 days
after the Notice is received, you or OhMD may commence an arbitration proceeding or file a claim
in small claims court. During the arbitration, the amount of any settlement offer made by OhMD
or you shall not be disclosed to the arbitrator. You may download or copy a form Notice and a
form to initiate arbitration from the American Arbitration Association at www.adr.org. If you are
required to pay a filing fee, after OhMD receives notice at the Notice Address that you have
commenced arbitration, it will promptly reimburse you for your payment of the filing fee, unless
your claim is for more than US $10,000. The arbitration will be governed by the Commercial
Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes
(collectively, "AAA Rules") of the American Arbitration Association ("AAA"), as modified by these
Terms of Use, and will be administered by the AAA. The AAA Rules and Forms are available
online at www.adr.org, by calling the AAA at 1-800-778-7879, or by requesting them from us by
writing to us at the Notice Address. The arbitrator is bound by the terms of these Terms of Use.
All issues are for the arbitrator to decide, including issues relating to the scope and enforceability
of these Terms of Use, including this arbitration agreement. Unless OhMD and you agree
otherwise, any arbitration hearings will take place in the county (or parish) of your billing address.
(If you reside outside of the United States, any arbitration hearings will take place in your country
of residence at a location reasonably convenient to you, but will remain subject to the AAA Rules
including the AAA rules regarding the selection of an arbitrator). If your claim is for US $10,000
or less, we agree that you may choose whether the arbitration will be conducted solely on the
basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person
hearing as established by the AAA Rules. If your claim exceeds US $10,000, the right to a hearing
will be determined by the AAA Rules. Regardless of the manner in which the arbitration is
conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential
findings and conclusions on which the award is based. If the arbitrator issues you an award that
is greater than the value of OhMD’s last written settlement offer made before an arbitrator was
selected (or if OhMD did not make a settlement offer before an arbitrator was selected), then
OhMD will pay you the amount of the award or US $1,000, whichever is greater. Except as
expressly set forth herein, the payment of all filing, administration and arbitrator fees will be
governed by the AAA Rules. Each party shall pay for its own costs and attorneys' fees, if any.
However, if any party prevails on a statutory claim that affords the prevailing party attorneys' fees,
or if there is a written agreement providing for payment or recovery attorneys’ fees, the arbitrator
may award reasonable fees to the prevailing party, under the standards for fee shifting provided
by law.
YOU AND OHMD AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN
YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN
ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you
and OhMD agree otherwise, the arbitrator may not consolidate more than one person's claims
with your claims, and may not otherwise preside over any form of a representative or class
proceeding. The arbitrator may award declaratory or injunctive relief only in favor of the individual
party seeking relief and only to the extent necessary to provide relief warranted by that party's
individual claim.
If this Agreement to Arbitrate provision is found to be unenforceable, then (a) the entirety of this
arbitration provision shall be null and void, but the remaining provisions of these Terms of Use
shall remain in full force and effect; and (b) exclusive jurisdiction and venue for any claims will be
in state or federal courts located in and for Chittenden County, Vermont. Both OhMD and you
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agree to waive any and all rights to a jury trial in the event this agreement to arbitrate is found to
be unenforceable.
INDEMNIFICATION
You agree to defend, indemnify, and hold OhMD and any affiliates harmless from and against any
and all rights, demands, losses, liabilities, damages, claims, causes of action, actions, and suits
(no matter whether at law or equity), fees, costs, and attorney’s fees of any kind whatsoever
arising directly or indirectly out of or in connection with: (i) your use or misuse of the Platform,
Services, or any information posted on the Platform; (ii) your breach of the Terms of Use or
Privacy Policy; (iii) the content or subject matter of any information you provide to OhMD; or (iv)
any negligent or wrongful act or omission by you in your use or misuse of the Platform, Services,
or any information on the Platform, including without limitation, infringement of third party
intellectual property rights, privacy rights, or negligent or wrongful conduct.
DISCLAIMER OF WARRANTIES
OHMD DOES NOT WARRANT THAT ACCESS TO OR USE OF THE PLATFORM WILL BE
UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS IN THE PLATFORM WILL BE
CORRECTED. THE PLATFORM, INCLUDING ANY CONTENT OR INFORMATION
CONTAINED WITHIN IT OR ANY SERVICE RELATED TO THE PLATFORM, IS PROVIDED "AS
IS," WITH ALL FAULTS, WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND,
EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED
WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY
OF INFORMATION, QUIET ENJOYMENT, AND TITLE/NON-INFRINGEMENT. OHMD DOES
NOT WARRANT THE ACCURACY, COMPLETENESS, OR TIMELINESS OF THE
INFORMATION OBTAINED THROUGH THE PLATFORM.
YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THE PLATFORM,
PLATFORM-RELATED SERVICES, SERVICES, AND LINKED WEBSITES. OHMD DOES NOT
WARRANT THAT FILES AVAILABLE FOR DOWNLOAD WILL BE FREE OF VIRUSES,
WORMS, TROJAN HORSES, OR OTHER DESTRUCTIVE PROGRAMMING. YOU ARE
RESPONSIBLE FOR IMPLEMENTING PROCEDURES SUFFICIENT TO SATISFY YOUR
NEEDS FOR DATA BACK UP AND SECURITY.
WARRANTIES RELATING TO SERVICES OFFERED, SOLD, AND DISTRIBUTED BY OHMD
ARE SUBJECT TO SEPARATE WARRANTY TERMS AND CONDITIONS, IF ANY, PROVIDED
WITH OR IN CONNECTION WITH THE APPLICABLE SERVICES.
LIMITATION OF LIABILITY REGARDING USE OF PLATFORM AND SERVICES
OHMD AND ANY THIRD PARTIES MENTIONED ON THIS PLATFORM ARE NEITHER
RESPONSIBLE NOR LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL,
CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES
WHATSOEVER (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST
PROFITS, LOST DATA, OR BUSINESS INTERRUPTION) ARISING OUT OF OR RELATING IN
ANY WAY TO THE PLATFORM, PLATFORM-RELATED SERVICES, SERVICE, CONTENT, OR
INFORMATION CONTAINED WITHIN THE PLATFORM, AND/OR ANY LINKED WEBSITE,
WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY
AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE
REMEDY FOR DISSATISFACTION WITH THE PLATFORM, PLATFORM-RELATED
SERVICES, SERVICES, AND/OR LINKED WEBSITES IS TO STOP USING THE PLATFORM
AND/OR THOSE SERVICES. TO THE EXTENT ANY ASPECTS OF THE FOREGOING
4873-7112-8703.5
LIMITATIONS OF LIABILITY ARE NOT ENFORCEABLE, THE MAXIMUM AGGREGATE
LIABILITY OF OHMD TO YOU WITH RESPECT TO YOUR USE OF THE PLATFORM AND
SERVICES IS $500 (FIVE HUNDRED DOLLARS).
FORCE MAJEURE
We will not be deemed to be in breach of these terms or liable or deemed to have defaulted for
any breach of these Terms of Use or our Privacy Policy for any failure or delay in fulfilling or
performing any term of these Terms of Use, when and to the extent such failure or delay is caused
by or results from acts beyond our reasonable control, including, without limitation, the following
force majeure events (“Force Majeure Event(s)”): (a) acts of God; (b) flood, fire, earthquake,
explosion, pandemic, or epidemic; (c) war, invasion, hostilities (whether war is declared or not),
terrorist threats or acts, riot or other civil unrest; (d) government order, law, or actions; (e)
embargoes or blockades in effect on or after the date of this Agreement; (f) national or regional
emergency; and (g) other events beyond the reasonable control of OhMD. We will do our best to
communicate with you and to provide notice within thirty (30) days of the Force Majeure Event,
stating the period of time the occurrence is expected to continue. We shall use diligent efforts to
end the failure or delay and ensure the effects of such Force Majeure Event are minimized. OhMD
shall resume the performance of its obligations as soon as reasonably practicable after the
removal of the cause.
COPYRIGHT & TRADEMARK INFORMATION
Copyright ©2023 OhMD, Inc. All rights reserved. All trademarks, logos, and service marks
(“Marks”) displayed on the Site are our property or the property of other third parties. You are not
permitted to use these Marks without our prior written consent or the consent of such third party
which may own the Marks.
REVISIONS; GENERAL
OhMD reserves the right, in its sole discretion, to terminate your access to all or part of the
Platform, with or without cause, and with or without notice. In the event that any of the Terms of
Use are held by a court or other tribunal of competent jurisdiction to be unenforceable, such
provisions shall be limited or eliminated to the minimum extent necessary so that these Terms of
Use shall otherwise remain in full force and effect. These Terms of Use constitute the entire
agreement between OhMD and you pertaining to the subject matter hereof. In its sole discretion,
OhMD may from time-to-time revise these Terms of Use by updating this posting. You should,
therefore, periodically visit this page to review the current Terms of Use, so you are aware of any
such revisions to which you are bound. Your continued use of the Platform after revisions to these
Terms of Use shall constitute your agreement to the revised Terms of Use. Certain provisions of
these Terms of Use may be superseded by expressly designated legal notices or terms located
on particular pages within the Platform.
CONTACT US
OhMD, Inc.
PO Box 8022
Burlington, Vermont 05402
Telephone: 888-221-5320
E-mail: privacy@ohmd.com