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Terms of Service

Welcome to Med2Lab! The Med2Lab website and services are provided by Med2Lab, Inc. (“Med2Lab”, or “us” or “we”). These terms of service (“Terms of Service”) govern your (you, together with the entity you represent, if applicable, “you” or “your”) access to and use of the services and features available on Med2Lab’s website located at www.med2lab.com and all related sub-domains, tools and services or through downloadable mobile or other applications that Med2Lab makes available to you from time to time (collectively, the “Website”), including without limitation Med2Lab’s healthcare training and engagement platform (the “Platform” and together with the Website, the “Services”). These Terms of Service incorporate by reference the Med2Lab Privacy Policy (the “Privacy Policy”), as referenced in the Website. Access to the Website and use of the Services are subject to these Terms of Service and the Privacy Policy.

BEFORE YOU ACCESS OR USE THIS WEBSITE OR THE SERVICES AVAILABLE HEREIN, CAREFULLY READ THESE TERMS OF SERVICE. BY USING THE WEBSITE OR SERVICES, YOU, AND IF YOU REPRESENT A BUSINESS, THE BUSINESS ENTITY THAT YOU REPRESENT, ARE AGREEING TO BE BOUND BY AND ARE BECOMING A PARTY TO THESE TERMS OF SERVICE. YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO ENTER INTO THESE TERMS OF SERVICE ON BEHALF OF YOURSELF OR THE BUSINESS ENTITY THAT YOU REPRESENT.

PLEASE READ THESE TERMS OF SERVICE CAREFULLY, AS THEY CREATE A BINDING CONTRACT BETWEEN YOU AND MED2LAB. FURTHER, THESE TERMS OF SERVICE CONTAIN AN AGREEMENT TO ARBITRATE, WHICH REQUIRES THAT YOU AND MED2LAB ARBITRATE CERTAIN CLAIMS BY BINDING, INDIVIDUAL ARBITRATION INSTEAD OF GOING TO COURT AND LIMITS CLASS ACTION CLAIMS UNLESS YOU OPT OUT OF THE AGREEMENT TO ARBITRATE AS DESCRIBED IN THE AGREEMENT TO ARBITRATE (SEE SECTION 15 “AGREEMENT TO ARBITRATE”).

1. Overview

CognitusAI is a cloud-based learning platform developed by Med2Lab that uses generative AI to assist medical instructors (“Instructors”) in assessing and providing feedback on learners’ (“Learners”) critical – both hard and soft – skills. If you represent an Instructor, certain of the Services may be provided to you pursuant to a separate agreement between Med2Lab and the Instructor you represent. A “User” means any individual or entity that uses any aspect of the Website or Services, including but not limited to Instructors and Learners.

2. No Medical Advice; User’s Medical Judgment

Med2Lab and our Services do not provide medical review, assessment, advice, opinions, treatment, diagnoses or assessments of outcomes. The Content (as defined below) made available by us, including as generated by you or another User via the Services is for informational purposes only, should not be considered medical advice, and is not intended to replace consultation with a qualified medical professional.

3. Acceptance of Terms

These Terms of Service are effective as of the date you first agree to or accept these Terms of Service, or that you otherwise first access and use the Website or Services following the date these Terms of Service are first made available on the Website (“Effective Date”). Your use of the Website after the Effective Date constitutes your unconditional agreement to the Terms of Service and Privacy Policy regarding the Services provided by Med2Lab and use of the Website. Med2Lab reserves the right to update or modify these Terms of Service at any time by providing notice on the Website, and your use of this Website following any such change constitutes your agreement to the revised Terms of Service from and after that date. You agree and acknowledge that these Terms of Service do not create any offer of employment.All hiring decisions are made solely by third party Instructors.

4. Scope of Services; Fees

  1.  Scope; Availability; Changes. Med2Lab maintains the Platform and Website as a service to Users, subject to these Terms of Service. You are responsible for obtaining any equipment and Internet service necessary to access the Website and for paying any fees for the equipment and services you select. Med2Lab may alter, suspend or discontinue this Website or the Services provided herein, in whole or in part, at any time and for any reason, without providing notice to you. The Website may also periodically become unavailable due to maintenance or malfunction of the Internet, computer equipment, or for other reasons. Med2Lab may provide access to third party services and products, or to Med2Lab’s products or services, from time to time, through the Website. You acknowledge that the Website is evolving and that the form and nature of the Website, including the Platform and other Services accessible via the Website, may change from time to time without notice to you.
  2. Fees; Related Taxes. You may be required to agree to certain fees in order to register for our Services or to utilize certain features or functionality of our Services, including to purchase “coins” which may be exchanged for certain Services (collectively, “Fees”).All Fees will be set forth in your order, which may be made via our Website or other ordering mechanism we make available from time to time (each, an “Order”) and the coins required for any Services will be clearly indicated within the Platform. Except as otherwise agreed by you and Med2Lab, all Orders are non-refundable. Med2Lab may use a third party payment processor in connection with fees charged through the Website; your interaction with such payment processor is subject in all respects to the terms and conditions between you and such payment processor and the privacy policy of such payment processor. You shall be responsible for all taxes on all amounts paid or payable by you under this Agreement, other than taxes on Med2Lab’s net income.
  3. Third Party Services. Med2Lab Website and Services may include features or functionalities, or may rely on features or functionalities, that interoperate with services operated or provided by third parties, which may be pursuant to a generally available application programming interface or platform made available by such a third party, or pursuant to an agreement that Med2Lab has with such a third party. User Content may be stored by third parties using such third party services. Med2Lab has no control over any features or functionalities offered by any third party and those features or functionalities may be modified, suspended or terminated at any time with no notice. You hereby acknowledge and agree that all of Med2Lab’s licensors, suppliers or other third parties: (i) are not parties to these Terms of Service; (ii) have no obligation whatsoever to furnish any maintenance or support services with respect to Med2Lab; (iii) are not responsible for addressing claims by you or any third party relating to our Website or Services, including without limitation any product liability claims, claims under consumer protection laws or claims under any applicable law; and (iv) have no responsibility to investigate, defend, settle or discharge any claim that Med2Lab’s Website or Services or use thereof infringes any third party intellectual property rights.

5. Access and Use Terms

  1. Personally Identifiable Information. You may use the publicly available portions of this Website as a member of the general public User that is not a Learner or an Instructor without volunteering personally identifiable information. If you are a Learner or an Instructor, you are required to disclose certain personally identifiable information in order to register with Med2Lab. The information that you must disclose in order to register may include, without limitation, your name, email address, phone number, address and education information (e.g., college) and such other information as determined by Med2Lab from time to time (“User Information”), which will be stored under your account page (“Account”). You represent and warrant that you will provide accurate, complete, and up to date information as requested on the screens that collect such User Information from you. Please refer to the Privacy Policy for additional information on Med2Lab’s practices for handling personally identifiable information.
  2. Login Credentials. You are required to establish login credentials for access to the Website and Services, or we may permit you to login via a third party application (your username and password for us or any third party application are your “Login Credentials”) based on the type of access applicable to your use of the Website (namely, whether you are a Learner or an Instructor). You are solely responsible for protecting your Login Credentials from unauthorized use, maintaining the confidentiality of your Account and password and you agree to accept responsibility for all activities that occur under your Login Credentials. You agree to notify us immediately if you believe that your Login Credentials have been or may be used without your permission so that appropriate action may be taken. You may not: (i) create more than one account to access the Website; (ii) share your Login Credentials with any third party; or (iii) transfer your account to any third party. Med2Lab is not responsible for any loss or damage caused by, or expense incurred by you, as a result of your failure to safeguard your Login Credentials.
  3. Age Restrictions. Med2Lab’s Services are available only to, and may only be used by, individuals who can form legally binding contracts under applicable law (“applicable law” as used herein shall mean any and all federal, state, local and/or international laws, statutes, regulations and ordinances that may apply to a User). It is solely each User’s obligation to determine what law may be applicable to such User. Individuals under the age of 18 can use the Services only in conjunction with and under the supervision of a parent or legal guardian. In such a case, the adult is the User and is responsible for any and all activities of the minor. Individuals under age 13 may not use the Services.

6. Intellectual Property Rights; Restrictions

  1. Our Content. All text, media and other information (collectively, “Content”) that we make available through Services (other than your Content), and all intellectual property rights therein, are the sole and exclusive property of Med2Lab and our licensors. The service marks and trademarks of Med2Lab are service marks owned by Med2Lab. Any other trademarks, service marks, logos and/or trade names of third parties appearing via the Services are the property of their respective owners. You may not copy or use any of these marks, logos or trade names without the express prior written consent of the owner.
  2. Output. The Services are designed to generate output (“Output”) including through the use input, information and other content that Users upload to or otherwise make provide to the Services (“Input”). Your Content includes your Input.
  3. User Content. As between you and Med2Lab, you are the sole and exclusive owner of all of your Content.

    i. As a Learner, Your Content includes your Input.

    ii. As an Instructor, Your Content includes your Input and the Output generated from your Input, except for any intellectual property rights of Med2Lab that are incorporated into or otherwise embodied by the Output.

  4. Services License. Subject to these Terms of Service and any other agreement between you and Med2Lab, we hereby grant to you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services (including to generate Output), solely for your personal use and not for the benefit of any other person or entity (except in the case that you have agreed to these Terms of Service on behalf of the entity you represent), in each case, solely in the manner enabled by us.
  5. Limitations; Revocation. We reserve the right at any time with or without notice, in our sole discretion and without liability, to suspend, terminate or restrict your access to the Website and any Services. Your license to use our Services is automatically revoked if you violate these Terms of Service.
  6. No Implied Licenses. Nothing contained on our Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use our Website or Services or any of our Content except: (a) as expressly permitted by these Terms; or (b) with our prior written permission or the written permission of the third party that may own the trademark or copyright of material displayed on our Services.
  7. Your Responsibility for Your Content. You are solely responsible for all of your Content. You represent and warrant that you own all your Content or you have all rights that are necessary (including licenses under copyrights to which any Input is subject) to provide us your Content and grant us the necessary rights to your Content to provide the Services. You further represent and warrant that the Content you provide or otherwise make available to us, nor any use of your Content by Med2Lab on or through our Services, will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
  8. License to Your Content. You grant to Med2Lab a royalty-free, nonexclusive, irrevocable, limited right and license to copy, modify, translate, prepare derivative works of, publicly perform, publicly display, reformat and otherwise use your Content: (a) in order to provide the Services; (b) in the case of Instructors, to make your Output available to you and to Learners; (c) to analyze and improve the Services and any other portion of the Services; (d) to compile, use and disclose aggregate or de-identified data, statistics, measurements or other metrics derived from your Content (including in combination with the aggregate or de-identified customer data of other Users) for its own purposes such that the aggregate or de-identified data does not identify you or any other individual; and (e) without limiting the foregoing (a)-(d), to improve our Services through the application of machine learning, tuning or any enhancement, modification, derivative or other improvement to the Services in connection with the provision of any Service (“AI Improvements”) and to exploit such AI Improvements without limitation. You agree Med2Lab may extract and retain patterns from your Content processed in connection with your use of the Services which do not identify you and do not enable reconstruction of your Content (“Patterns”) and use, copy, prepare derivative works of or otherwise exploit any such Pattern to continue to improve our Services in perpetuity. Any AI Improvement arising from the Services shall be the sole and exclusive property of Med2Lab.
  9. Limited Feedback License. You hereby grant to Med2Lab, at no charge, a non-exclusive, royalty-free, worldwide, transferable, sublicensable (through one or more tiers), perpetual, irrevocable license in and to suggestions, comments and other forms of feedback (“Feedback”) regarding the Website or other Services, including Feedback regarding satisfaction with Output, features, usability and use, and bug reports, to reproduce, perform, display, create derivative works of the Feedback and distribute such Feedback and/or derivative works in the Services or any other products or services. Feedback is provided by you “as is” without warranty of any kind by you.
  10. General Use Restrictions. You may not perform or engage in any of the following with respect to the Website and Services: (i) reverse engineering or similar practices, in any manner, including to enable the discovery of the construction of any of the Services; (ii) removing any copyright, trademark or other proprietary notices from any of our Content or the Output; (iii) pledging, renting, leasing, sharing, distributing, selling of the Website or Services; (iv) using any of the Services to support any illegal activity; (v) using the Services by, or submitting to, any artificial intelligence (including generative artificial intelligence or large language model), machine learning, or similar system not provided by Med2Lab, including, for the purposes of analyzing any Content, analyzing the construction of the Services or any other User’s Content, evaluating how the Services or any other User’s Content are constructed, or generating any alternative to the Services; or (vi) attempt any of the foregoing.
  11. AI Terms; Output. Certain of the Services include functionality and features, including generation of Output, powered by generative AI. You acknowledge and agree that generative AI sometimes produces output that is unpredictable, random, incorrect or inapplicable (“AI Hallucinations”) and such output may include biases. Med2Lab employs commercially reasonable measures designed to reduce the risk of AI Hallucinations and bias. Notwithstanding the foregoing, you are solely responsible for ensuring, and Med2Lab will have no liability related to, the accuracy, quality, or useability of any output of any generative AI element of the Website or Services.
  12. Copyright Infringement; Notice and Take Down Procedures. If you believe that any Content on this Website infringes your copyright, you may request that such Content be removed. This request must bear a signature (or electronic equivalent) of the copyright holder or an authorized representative and must include the following information:

i. identification of the copyrighted work that you believe to be infringed, including a description of the work and, where possible, a copy or the location of an authorized version of the work;

ii. identification of the Content that you believe to be infringing and its location, including a description of the Content, and its Website location or other pertinent information that will help Med2Lab to locate such Content;

iii. your name, address, telephone number and email address;

iv. a statement that you have a good faith belief that the complained of use of the material is not authorized by the copyright owner, its agent or the law;

v. a statement that the information in your claim is accurate; and

vi. a statement that “under penalty of perjury,” you declare that you are the lawful copyright owner or are authorized to act on the owner’s behalf.

Med2Lab’s agent for copyright issues relating to this Website is: Bao D Truong and at 3410 Montgomery Drive #414 Santa Clara CA 95054. In an effort to protect the rights of copyright owners, Med2Lab maintains a policy for the termination, in appropriate circumstances, of Users of this Website who are repeat infringers.

7. Prohibited Conduct

  1. No Interference with the Website. You shall not disturb or interfere with the operation of the Website in any manner including without limitation by imposing an unreasonable or disproportionate burden on the network, software or hardware infrastructure of the Website.
  2. No Manipulation. You are prohibited from manipulating, by any means, the information available through the Website and Services (including without limitation through the use of an alias or decoys or by placing false qualifications or offers). Furthermore, you shall not disrupt or otherwise interfere in any way with another User’s participation on the Website.
  3. No Unauthorized Conduct. By accessing the Website, your Account or any other Service provided through the Website, you shall abide by the following standards of conduct. You shall not, and shall not authorize or facilitate any attempt by another person to, use the Website to:

i. transmit any Content that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, offensive, obscene, pornographic, lewd, lascivious or otherwise objectionable, as determined by Med2Lab;

ii. provide information which is incorrect or misleading;

iii. submit false, inaccurate, misleading, defamatory or libelous Content (including without limitation personal information);

iv. submit hateful or racially or ethnically objectionable Content;

v. submit Content which infringes another’s copyright, trademark, trade secret or other intellectual property rights or other rights of any entity or person;

vi. submit unsolicited advertising, unlawfully promote products or services, solicit funds or sponsors or use the Website for any commercial solicitation purposes;

vii. collect, interfere with, distribute or disclose any part of the Website or Services or User Information, including through any automated or non-automated “scraping” whether by robots, spiders, scripts, scrapers, crawlers or any other automated or manual equivalent;

viii. use or provide software (except general purpose web browsers and email clients) or services that interact or interoperate with Med2Lab for downloading, uploading, creating an Account, accessing an Account, using an Account, posting, searching or mobile use, except as expressly permitted under these Terms of Service or though a separate agreement between you or the company you represent and Med2Lab; or

ix. introduce viruses, worms, Trojan horses and/or harmful code into the Website.

8. Taxes

You are responsible to pay all applicable sales (unless you provide us with an exemption certificate), use and value-added taxes (except for taxes imposed on Med2Lab’s net income) with respect to these Terms of Service or furnish Med2Lab with evidence acceptable to the taxing authority to sustain an exemption therefrom. All payments under these Terms of Service will be made free and clear of (and without deduction for or grossed up for, as applicable) any withholding or other taxes levied by any country or jurisdiction on payments to be made pursuant to these Terms that applicable law requires you to withhold.

9. Disclaimer

  1. Service Disruptions. Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by Med2Lab or by third-party providers, or because of other causes beyond Med2Lab’s reasonable control, but Med2Lab shall use reasonable efforts to provide advance notice in writing or by e-mail of any scheduled service disruption.
  2. Disclaimer. MED2LAB DOES NOT WARRANT THAT THE SERVICES OR OUTPUT WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES MED2LAB MAKE ANY WARRANTY AS TO THE PLATFORM, OUTPUT OR OTHER RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES. THE PLATFORM AND SERVICES ARE PROVIDED “AS IS” AND MED2LAB DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, CONTENT, INTERFERENCE WITH ENJOYMENT, NON-INFRINGEMENT OR THAT THE SERVICES ARE FREE FROM DEFECTS OR THAT ANY DEFECTS WILL BE CORRECTED.

10. Indemnification

To the maximum extent permitted by law, you will indemnify and hold harmless, and at Med2Lab’s request defend, Med2Lab and our affiliates, licensors, successors and assigns (and our and their officers, directors, employees, contractors, customers, customers and agents) from and against any and all claims, losses, liabilities, damages, settlements, expenses and costs (including, without limitation, attorneys’ fees and court costs) which arise out of or relate to: (a) any third party claim or threat thereof that your Content (and the exercise of the rights by Med2Lab granted herein with respect thereto) infringes, misappropriates or violates any third party’s intellectual property rights; (b) your use or alleged use of the Services or the Platform (other than claims arising from Med2Lab’s breach of these Terms of Service); or (c) any breach or alleged breach by you of any of your covenants, representations or warranties set forth in these Terms of Service. Med2Lab will notify you promptly of any claim or liability for which indemnification is sought, provided, however, that the failure to give such notice will not relieve you of your obligations hereunder except to the extent that you were actually and materially prejudiced by such failure. You may not settle any claim for which indemnification is sought under this Section 10 without the prior written approval of Med2Lab, which approval will not be unreasonably withheld or delayed.

11. Limitation of Liability

  1. Direct Damages Limitation. MED2LAB AND ITS LICENSORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY DAMAGES FOR LOST DATA, BUSINESS INTERRUPTION, LOST PROFITS, LOST REVENUE OR LOST BUSINESS, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, EVEN IF MED2LAB OR ITS LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING WITHOUT LIMITATION, ANY SUCH DAMAGES ARISING OUT OF THE LICENSING, PROVISION OR USE OF THE PLATFORM, SERVICES, OUTPUT OR RESULTS THEREOF. MED2LAB WILL NOT BE LIABLE FOR THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES.
  2. Limits on Liability. MED2LAB AND ITS LICENSORS WILL NOT BE LIABLE FOR CUMULATIVE, AGGREGATE DAMAGES GREATER THAN THE SUM OF THE AMOUNTS HAVING THEN ACTUALLY BEEN PAID BY YOU TO MED2LAB UNDER THESE TERMS DURING THE SIX (6) MONTH PERIOD PRECEDING THE DATE THE CLAIM AROSE, MINUS, IN ALL CIRCUMSTANCES, ANY AMOUNTS PREVIOUSLY PAID (AS OF THE DATE OF SATISFACTION OF SUCH LIABILITY) BY MED2LAB TO YOU IN SATISFACTION OF ANY LIABILITY FOR DAMAGES UNDER THESE TERMS. YOU RELEASE MED2LAB AND ITS LICENSORS FROM ALL OBLIGATIONS, LIABILITY, CLAIMS, OR DEMANDS RELATING TO THE PLATFORM, SERVICES OR ANCILLARY SERVICES, AND THESE TERMS IN EXCESS OF THE LIMITATION PROVIDED FOR IN THIS SECTION 11(b).
  3. Exclusions. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS IN THIS SECTION 11 MAY NOT APPLY TO YOU.

12. Third party Websites, Products, or Services

This Website may contain links to non-Med2Lab websites that are provided to you as a convenience. Any outside website accessed from the Website is independent from Med2Lab, and Med2Lab has no control over the content of such websites. Med2Lab is not responsible for the content of any linked website or for any loss or damage incurred in connection with your use of such links or dealings with the operators of such non-Med2Lab websites.

13. Termination

  1. Termination or Suspension by Med2Lab: Med2Lab may terminate your Account at any time at its sole discretion and with no liability to you. This includes a policy to terminate Users who violate these Terms of Service, as deemed appropriate in Med2Lab’s discretion. You agree that Med2Lab is not liable for any termination of your access to the Website or the Services.
  2. Med2Lab may also suspend, deny, or terminate your access to any or all Services if it determines, in its sole discretion, that you have violated any terms of these Terms of Service, provided false or misleading information, or are required to do so by law, legal process, or law enforcement. If your Account is suspended or terminated, you may not use the Website or Services under a different Account or by re-registering without prior written consent.
  3. Termination by You: You may terminate your Account at any time via your Account settings within the Platform. After terminating your Account, unless you request deletion of your Input, your Input will be retained within the Platform for the purposes set forth in these Terms of Service.
  4. Survival: In addition to accrued obligations, the following sections will survive the termination or expiration of these Terms of Service: Sections 2 (No Medical Advice; User’s Medical Judgment), 6 (Intellectual Property Rights; Restrictions), 7 (Prohibited Conduct), 8 (Taxes), 9 (Disclaimer of Warranty), 10 (Indemnification), 11 (Limitation of Liability), 13(c) (Survival), 14 (Governing Law), 15 (Agreement to Arbitrate), and 16 (Miscellaneous).

14. Governing Law

These Terms of Service shall be governed and interpreted pursuant to the laws of the State of Delaware, USA, excluding its conflicts of laws principles, except that the Federal Arbitration Act shall govern the interpretation and enforcement of the arbitration provisions set forth below. In the event that Section 15 is found not to apply to you or to a particular claim or dispute, whether because you elected to opt out or as a result of a decision by the arbitrator or a court order, you agree that any claim or dispute that has arisen or may arise between you and us must be resolved exclusively by a state or federal court located in the State of Delaware, USA.

15. Agreement to Arbitrate

  1. Mandatory Arbitration of Disputes; Arbitration Procedures. Except if you opt-out, you agree that all disputes between you and Med2Lab (whether or not such dispute involves a third party) arising out of or relating to these Terms of Services, including without limitation the Website, Services, and Privacy Policy, shall be finally resolved by arbitration before a single arbitrator conducted in the English language in the State of Delaware and with a seat in such location, under the Commercial Arbitration Rules of the American Arbitration Association (“AAA”). You and Med2Lab shall appoint as sole arbitrator a person mutually agreed by you and us or, if you and Med2Lab cannot agree within thirty (30) days of either Party’s request for arbitration, such single arbitrator shall be selected by the AAA upon the request of either Party. The Parties shall bear equally the cost of the arbitration (except that the prevailing Party shall be entitled to an award of reasonable attorneys’ fees incurred in connection with the arbitration in such an amount as may be determined by the arbitrator). All decisions of the arbitrator shall be final and binding on both Parties and enforceable in any court of competent jurisdiction. Notwithstanding the foregoing, application may be made to any court for a judicial acceptance of the award or order of enforcement. Under no circumstances shall the arbitrator be authorized to award damages, remedies or awards that conflict with these Terms of Service.
  2. Class Action Waiver. Any claims brought by you or Med2Lab must be brought in such Party’s individual capacity and not as a plaintiff or class member in any purported class or representative proceeding. You agree and acknowledge that neither you nor Med2Lab will participate in a class action or class-wide arbitration for any claims covered by these Terms of Service. You hereby waive any and all rights to bring any claims related to these Terms of Service and/or the Privacy Policy as a plaintiff or class member in any purported class or representative proceeding. You understand and agree that you may bring claims only on your own behalf.
  3. Opt-Out. You may opt out of this Agreement to Arbitrate. If you do so, neither you nor we can require the other to participate in an arbitration proceeding. To opt out, you must notify Med2Lab in writing within thirty (30) days of the date that you first became subject to this arbitration provision. The opt-out notice must state that you do not agree to the Agreement to Arbitrate and must include your name, address, phone number, your Account to which the opt-out applies and a clear statement that you want to opt out of this Agreement to Arbitrate. You must sign the opt-out notice for it to be effective. This procedure is the only way you can opt out of the Agreement to Arbitrate. You must use this address to opt out:
  4. Med2Lab, Inc., ATTN: Arbitration Opt-Out, email ArbitrationOptOut@med2lab.com
  5. Effect of Changes on Arbitration. Notwithstanding any provision in these Terms of Service to the contrary, you and Med2Lab agree that if Med2Lab make any change to the arbitration procedures (other than a change to any notice address or Website link provided herein) in the future, that change shall not apply to any claim that was filed in a legal proceeding against Med2Lab prior to the effective date of the change. Moreover, if Med2Lab seek to terminate the arbitration procedures set forth in this Section 15 from these Terms of Service, such termination shall not be effective until thirty (30) days after the version of these Terms of Service not containing the Arbitration Procedures is posted to the Website and shall not be effective as to any claim that was filed in a legal proceeding against Med2Lab prior to the effective date of removal.
  6. Survival. This Section 15 shall survive the termination of your relationship with Med2Lab.

16. Miscellaneous

  1. Jurisdictional Issues

    Med2Lab makes no representations that information on this Website or through the Services is appropriate or available for use outside the United States. If you choose to access this Website or the Services from outside the United States, you do so on your own initiative and at your own risk and you agree and acknowledge that you are responsible for complying with all applicable United States laws as well as your local laws and regulations. If you transact business through this Website or the Services with a party that is located outside the United States, you agree and acknowledge that you do so voluntarily, that you are responsible for complying with all applicable United States laws as well as any local laws and regulations that may impact your transaction and you understand that Med2Lab disclaims all responsibility related to such transaction.

  2. Severability

    If any part of these Terms of Service is held to be unlawful, void or unenforceable, that part will be deemed severable and shall not affect the validity and enforceability of the remaining provisions.

  3. Entire Agreement

    These Terms of Service constitute the entire agreement between, or, as appropriate, among, the Parties relating to the subject matter herein. Med2Lab may, at Med2Lab’s sole discretion, revise these Terms of Service at any time by updating this posting and providing reasonable notice to you.

  4. Assignment; Relationship

    You may not assign or delegate any of your rights or obligations hereunder without Med2Lab’s prior written consent, and any such attempt is void. Med2Lab may freely assign or delegate its rights and obligations hereunder without notice to you. Additionally, Med2Lab may assign any agreement between you and Med2Lab to any related Med2Lab entity by informing you of such assignment. Med2Lab and you are not legal partners or agents, but are independent contractors.

  5. Additional Information

    If you have any questions about these Terms of Service, our Website, or our Services, please contact us at contact@med2lab.com.