TERMS OF USE

Effective Date: 8/29/23

Welcome to UMBHealth! By using our website (www.umbhealth.com) and accessing our services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Use. UMBHealth is a platform for sharing information about health and wellness and acts as an online marketplace where lifestyle and health experts offer consultation services and health-related products. Please review these Terms carefully before using our website and services.

1. Use of the UMBHealth Website and Services:

1.1. In connection with using or accessing the UMBHealth website and services, you agree that you will not:

- Post, list, or upload content or items that UMBHealth determines to be inappropriate;

- Violate any laws, third-party rights, policies, or changes to your account status;

- Use the services if you are suspended from using the UMBHealth website;

- Fail to deliver services or products sold by you;

- Post false, inaccurate, misleading, defamatory, or libelous content;

- Take any action that may undermine our feedback or ratings systems;

- Transfer your account and user ID to another party without the consent of UMBHealth;

- Distribute or post spam, unsolicited or bulk emails, chain letters, or pyramid schemes;

- Distribute or fail to take appropriate safeguards to prevent viruses or other harmful technologies.

1.2. In case we discover or believe that you are wrongfully using UMBHealth, we reserve the right, at our sole discretion, to take appropriate measures, including but not limited to limiting, suspending, or terminating your user account(s) and access to our services. We may remove hosted content and any special status associated with your account(s), and we may also take technical and/or legal steps to prevent you from using our services. Additionally, we reserve the right to refuse or terminate our services to anyone for any reason at our discretion.

1. Disclosure of Information:

2.1. UMBHealth reserves the right to report any activity that we suspect violates any law or regulation to appropriate law enforcement, regulators, or other third parties. We may access and disclose any information we consider necessary or appropriate, including but not limited to user contact details, IP address, traffic information, usage history, and posted content.

1. Listing Conditions:

3.1. As a user, you are responsible for the accuracy of the information provided on your profile. It is your responsibility to keep accurate information on your profile.

1. Password Security:

4.1. Your password is for your personal use only and should be used to access UMBHealth and review and sign your transactions. You are solely responsible for maintaining the security of your password and may not disclose it to any third party. If your password is compromised, you must immediately change it.

1. Content:

5.1. When providing UMBHealth with content or posting content using our services, you grant UMBHealth a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to exercise any and all copyright, publicity, trademarks, database rights, and other intellectual property rights you have in the content. You represent and warrant that you own or control all the rights to the content you submit to UMBHealth and that the use of such materials by UMBHealth will not infringe upon or violate the rights of any third party.

1. Authorization to Contact You; Recording Calls:

6.1. By using UMBHealth's services, you agree to receive calls, including autodialed and/or pre-recorded message calls, and SMS or other text messages, from UMBHealth at any of the telephone numbers you have provided or that we have obtained from third parties. Standard telephone minute and text charges may apply. UMBHealth may contact you for reasons relating to your account or your use of our services or for marketing and promotional reasons.

1. Refunds:

7.1. UMBHealth suggests that you adopt a non-refund policy for the services provided on our platform. In case payment is processed, but services are not provided or completed for any reason, UMBHealth will arrange a refund to the patient customer account. Each store on our site may have its own return policy, but generally, we encourage a full refund for items that do not match the specifications in the e-store.

1. Indemnification:

8.1. You agree to indemnify, defend, and hold harmless UMBHealth and its officers, directors, members, managers, shareholders, employees, successors, and assigns from and against all losses, liabilities, claims, demands, causes of action, damages, costs, including reasonable attorney’s fees, and expenses arising out of any act, omission, negligence, or fault of UMBHealth, its agents, or employees in connection with this Agreement. Your obligation to indemnify UMBHealth shall survive the termination of this Agreement.

1. Disclaimer of Warranties; Limitation of Liability:

9.1. While we strive to keep our services safe, secure, and functioning properly, you agree that you are using our services at your own risk, and they are provided to you on an "AS IS" basis. To the fullest extent permitted by applicable law, we exclude all express or implied warranties, terms, and conditions, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement. Additionally, to the fullest extent permitted by applicable law, we (including our parent, subsidiaries, affiliates, officers, directors, members, managers, agents, and employees) are not liable and you agree not to hold us responsible for any damages or losses resulting directly or indirectly from your use of our services.

1. General Release:

10.1. If a dispute arises between you and another party as a result of a transaction involving UMBHealth, you agree to release and indemnify UMBHealth from all claims, demands, and damages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.

1. Limitation of Liability:

11.1. UMBHealth will not be liable for any damages of any kind, including without limitation direct, indirect, incidental, punitive, and consequential damages, arising out of or in connection with all of the Marketplace Terms of Use, UMBHealth, the services, the transaction processing service, or the inability to use the services.

1. Applicable Law:

12.1. The laws of the Commonwealth of Pennsylvania govern these Terms of Use and all of the terms and conditions contained herein.

1. Entire Agreement:

13.1. These Terms of Use constitute the entire agreement of the parties with respect to the subject matter hereof.

1. No Agency; Third-Party Beneficiary:

14.1. Nothing in this document creates any partnership, joint venture, agency, franchise, sales representative, or employment relationship between us. Nothing expressed or mentioned in or implied from this document is intended or shall be construed to give any person other than the parties hereto any legal or equitable right, remedy, or claim under or in respect to these Terms of Use.

1. Severability:

15.1. If any provision of these Terms of Use shall be deemed unlawful, void, or unenforceable, then that provision shall be deemed severable from these terms and conditions and shall not affect the validity and enforceability of any remaining provisions.

Agreement to be Bound:

By clicking “Agree,” you acknowledge that you have read and understand these Terms of Use and you agree to be bound by them.

Thank you for reviewing our Terms of Use. If you have any questions or concerns, please contact us at admin@umbhealth.com.