THIS AGREEMENT GOVERNS YOUR ACQUISITION AND USE OF OUR SERVICES. IF YOU ACCEPT A FREE TRIAL FOR OUR SERVICES, THIS AGREEMENT WILL ALSO GOVERN THAT FREE TRIAL. BY ACCEPTING THIS AGREEMENT, EITHER BY CLICKING A BOX INDICATING YOUR ACCEPTANCE OR BY EXECUTING AN ORDER THAT REFERENCES THIS AGREEMENT, YOU AGREE TO THE TERMS OF THIS AGREEMENT. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY AND ITS AFFILIATES TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS "YOU" OR "YOUR" SHALL REFER TO SUCH ENTITY AND ITS AFFILIATES. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE THE SERVICES.
"Affiliate" means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity. "Control," for purposes of this definition, means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity.
"Agreement" means this Master Subscription Agreement.
"Authorized User" means an individual who is authorized by You to use the Services, for whom You have ordered the Service, and to whom You (or We at Your request) have supplied a user identification and password. Authorized Users may include, for example, Your employees, consultants, contractors and agents.
"Beta Services" means Our services that are not generally available to Our customers.
"End User" means an individual whose device contacts Your RepeatMD platform. End Users may include, for example, individuals who enter Your establishment with their phone or tablets and those who log onto the platform.
"End User Data" means the electronic data and information submitted by an End User or an End User's device that is collected and processed by Us in connection with provision of the Services.
"Licensee" means the entity listed in the Order as a licensee.
"Licensee Locations" means that business locations that will be provided the Services per the Services Order Form.
"Order" means an ordering document specifying the Services to be provided hereunder that is entered into between You and Us or any of Our Affiliates, including any addenda and supplements thereto.
"Patient" means the third party that is referred by Us to You for services provided by You.
"Platform Administrator" means the party that Approved the Purchased Services, or the party that signed the Services Order Form.
"Purchased Services" means Services that You purchase pursuant to an Order, as distinguished from those provided pursuant to a Trial Subscription.
"Services" means the products and services that are ordered by You under a Trial Subscription or an Order and made available online by Us, including associated offline components.
"Subscription Period" means the period from the Effective Date through the Subscription Expiration, as set forth in the Order.
"Trial Subscription" means products and services provided to You by Us on a free trial basis.
"Launch Date" means the first day of platform usage to start the free trial bases or billing period.
"Training Call" Where we train the client or clients team on how to use the platform. At this stage, the client platform is fully built and ready to use.
"You" , "Your" or “Client” means the Licensee.
"Your Data” means electronic data and information submitted by or for You to the Services or collected and processed by or for You using the Services.
"RepeatMD," "We," "Us" “Provider” or "Our" means RepeatMD, Inc., a Texas Corporation.
"Platform Buildout Cost" means the amount paid by the Licensee to RepeatMD to build your RepeatMD Platform.
PLEASE READ THIS SECTION 11 CAREFULLY - IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.
(1) Write a Demand for Arbitration. The demand must include a description of the Claim and the amount of damages sought to be recovered. You can find a copy of a Demand for Arbitration at www.jamsadr.com.
(2) Send one copy of the demand for arbitration to Us at the U.S. mailing address listed below.
Each of us will be entitled to get a copy of non-privileged relevant documents in the possession or control of the other party and to take a reasonable number of depositions. All such discovery will be in accordance with procedures approved by the arbitrator. This Section 11 does not alter in any way the statute of limitations that would apply to any claims or counterclaims asserted by either party.