Terms & Conditions

TERMS AND CONDITIONS OF USE

Last Updated on December 25th, 2014

These Terms and Conditions of Use and Membership (“Terms of Use”) govern your use of the Spotlight Health website located at www.spotlighthealth.com and any associated online and mobile websites and interactive applications, as well as the products and services available therein (collectively, the “Site”) (unless a different policy is provided on a particular site, application, or service, in which case such different policy shall govern and control). The Site is operated by Online Schedules LLC and/or its subsidiaries and affiliates (collectively, “Spotlight Health,” “us,” or “we”). Your use of the Site is also governed by the Privacy Policy, located at http://spotlighthealth.com/privacy-policy (the “Privacy Policy”), which is incorporated herein by reference.

The Terms of Use and Privacy Policy set forth the legal terms and conditions governing your use of the Site. Your use of the Site confirms your unconditional agreement to be bound by the Terms of Use and Privacy Policy. If you do not agree to be bound, please do not use the Site. Please read the Terms of Use and Privacy Policy carefully as they contain important information, including how any disputes between you and Spotlight Health must be resolved through arbitration or small claims court.

1. Disclaimer

Nothing contained or offered by, on or through this website should be construed as medical advice or relied upon for medical diagnosis or treatment. Spotlight Health does not recommend or endorse any particular healthcare provider whose information or ratings appear on this website. Spotlight Health does not evaluate whether any healthcare provider accessible through this Site possesses the education, experience, licensing requirements or competency to provide healthcare required to meet your needs. Never disregard medical advice or delay in seeking it because of something you have read on Spotlight Health.

Your use of the Site does not create in any way a physician/patient, confidential, or privileged relationship, or any other relationship that would give rise to any duties on our part.

The information contained on this website is provided for informational use only. Data related to costs is not to be construed as fact or representation by Spotlight Health as to the actual price of any services or procedures. Actual costs may vary from any costs reported or otherwise available on this website. Information as to how we get our estimated and recorded pricing can be found here: http://spotlighthealth.com/how-it-works. Patients should not exclusively rely on information contained within this website for making their healthcare purchasing decisions.

Spotlight Health and its parents, affiliates, subsidiaries, licensors and assigns, and each of their respective employees, officers and directors, disclaim any and all responsibility and liability in connection with choosing any healthcare provider, whether or not you obtained information concerning such healthcare provider on or through this Site. Further, Spotlight Health its parents, affiliates, subsidiaries, licensors and assigns, and each of their respective employees, officers and directors, disclaim all responsibility or liability of any kind for any advice, treatment, or other services rendered by any healthcare provider, or for any malpractice claims and other claims that may arise directly or indirectly from any such advice, treatment, or other services. Additionally, Spotlight Health and its licensors, suppliers, and affiliates, and directors, officers, agents, and representatives of each expressly disclaim any and all responsibility and liability with respect to separate agreements you may make with healthcare providers or with third parties who offer products or services on or through this Site, and you will look solely to such healthcare providers and third parties with respect to any and all claims arising out of such agreements and/or such products or services.

2. Eligibility

The Site is intended solely for users eighteen (18) years of age and older. By using this Site, you represent and warrant that you are eighteen (18) years of age or older. If you are under eighteen (18) years of age, please stop using this Site.

The Site is designed for and intended for United States residents using the Site within the fifty states and the District of Columbia. Accessing the Site from territories where the content is illegal is prohibited.

3. User License

The Site and all of the content it contains, or may in the future contain, including but not limited to text, video, pictures, graphics, designs, information, applications, software, music, audio files, articles, directories, guides, photographs as well as the trademarks, service marks, trade names, trade dress, copyrights, logos, domain names, code, patents and/or any other form of intellectual property (collectively, the “Material”) that relates to the Site are owned by or licensed by Spotlight Health or other third parties and are protected from any unauthorized use, copying and dissemination by copyright, trademark and other intellectual property and non-intellectual property laws and by international treaties. Except as expressly permitted in writing by Spotlight Health, you shall not capture, reproduce, perform, transfer, sell, license, modify, create derivative works from or based upon, republish, reverse engineer, upload, edit, post, transmit, publicly display, frame, link, distribute or exploit, in whole or in part, any of the Material. Nothing contained in this Agreement or on the Site should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Material in any manner without the prior written consent of Spotlight Health or such third party that may own the Material or intellectual property displayed on the Site. UNAUTHORIZED USE, COPYING, REPRODUCTION, MODIFICATION, PUBLICATION, REPUBLICATION, UPLOADING, FRAMING, DOWNLOADING, POSTING, TRANSMITTING, DISTRIBUTING, DUPLICATING OR ANY OTHER MISUSE OF ANY OF THE MATERIAL IS STRICTLY PROHIBITED. Any use of the Material other than as permitted by this Agreement will violate this Agreement and may infringe upon our rights or the rights of the third party that owns the affected Material. You agree to report any violation of this Agreement by others that you become aware of. You are advised that Spotlight Health will aggressively enforce its rights to the fullest extent of the law. Spotlight Health may add, change, discontinue, remove or suspend any of the Material at any time, without notice and without liability.

Spotlight Health grants you a non-exclusive, non-transferable, limited right and license to access, use and privately display the Site and the materials thereon for your personal use only, provided that you comply fully with the Terms of Use. You shall not interfere (or permit the use of your membership by a third party to interfere) or attempt to interfere with the operation or use of Site by other members in any way through any means or device including, but not limited to, spamming, hacking, uploading computer viruses or time bombs, or any other means expressly prohibited by any provision of the Terms of Use.

4. User Registration

The personal information you submit to the Site is governed by the Privacy Policy, available at http://spotlighthealth.com/privacy-policy. To the extent that there is an inconsistency between the Terms of Use and the Privacy Policy, the Terms of Use shall govern.

Certain parts or features of the Site may require registration or may otherwise ask you to provide information to participate in certain features or to access certain content. The decision to provide this information is purely voluntary and optional; however, if you elect not to provide such information, you may not be able to access certain content or participate in certain parts or features of the Site. You agree that you will not provide any false personal information to the Site, or create an account for anyone other than yourself without permission. You will also not create more than one personal profile, and if you select a username for your account, we reserve the right to remove or reclaim it if we believe appropriate (such as if a trademark owner complains about a username). If you register with the Site, you are responsible for maintaining the confidentiality of your password, if any, and for restricting access to your computer so that others may not access the password protected portion of the Site. You accept responsibility for all activities that occur under your account, email or password, if any, and agree you will not sell, transfer or assign your membership or any membership rights. Spotlight Health may, in its sole discretion, and at any time, with or without notice, terminate your password and membership, for any reason or no reason at all. If we disable your account, you agree that you will not create another one without our permission.

5. User Submissions

Any and all materials (other than information given in connection with registration, which shall be treated as set forth in other provisions of the Terms of Use), including without limitation patient surveys, physician or any other healthcare provider-related information, suggestions, feedback, ideas, concepts, comments, illustrations and other materials that you disclose or offer to us on or in connection with this Site (“Submissions”) are submitted by you without any restrictions or expectations of confidentiality. You hereby assign to us without additional consideration or further obligation, all rights now known or hereafter existing to use, allow others to use, or assign the right to use, the Submissions. By posting or uploading Submissions to the Site, or otherwise submitting Submissions to Spotlight Health, you automatically grant (or warrant that the owner of such rights has expressly granted) Spotlight Health a perpetual, worldwide, royalty-free, irrevocable, non-exclusive right and license to reproduce, modify, adapt, publish, publicly perform, translate, sub-license, create derivative works from, exploit, distribute and otherwise use such materials or incorporate such Submission in or in connection with the Site or by or in any other media or technology now known or later developed throughout the universe in perpetuity.

You acknowledge that, with respect to any claim you may have relating to or arising out of Spotlight Health’s actual or alleged exploitation or use of any Submissions, the damage, if any, thereby caused will not be irreparable or otherwise sufficient to entitle you to injunctive or other equitable relief or to in any way enjoin the exploitation or other use of any Spotlight Health platform, product or service based on or allegedly based on the Submission, and your rights and remedies in any such event shall be strictly limited to the right to recover damages, if any, in an action at law (or arbitration as set forth below).

You acknowledge that you are responsible for any content you may submit through the Site, including the legality, reliability, appropriateness, originality, and copyright of any such content. You may not upload to, distribute, or otherwise publish through this Site any content that:

a. is confidential, proprietary, invasive of privacy or publicity rights, infringing on intellectual property rights, unlawful, harmful, threatening, false, fraudulent, libelous, defamatory, obscene, vulgar, profane, abusive, harassing, hateful, racially, ethnically or otherwise objectionable, including, but not limited to any content that encourages conduct that would constitute a criminal offense, violates the rights of any party or otherwise gives rise to civil liability or otherwise violates applicable U.S. or foreign laws, including without limitation any law or regulation governing advertising or testimonials;

b. contains advertisements or solicitations of any kind, or other commercial content, except where we expressly permit healthcare providers to do so;

c. is designed to impersonate others;

d. contains personal information of you or anyone else (such as phone numbers, social security numbers, payment card numbers, account numbers, addresses, or any patient-related or otherwise protected healthcare-related information), except where we expressly ask you to provide your personal information;

e. contains messages that offer unauthorized downloads of any copyrighted, confidential, or private information;

f. contains multiple messages placed within individual folders by the same user restating the same point;

g. contains identical (or substantially similar) messages to multiple recipients advertising any product or service, expressing a political or other similar message, or any other type of unsolicited commercial message; and

h. contains material that Spotlight Health deems, in its sole discretion, objectionable or inappropriate for the Site.

Spotlight Health does not and cannot review every Submission posted by users, and is not responsible for the content of these messages or the views or opinions expressed by the users. Spotlight Health reserves the right, but not the obligation, to delete, move or edit Submissions, in whole or in part for any reason in Spotlight Health’s sole discretion. In addition, Spotlight Health may delete, move, edit or disclose Submissions when it is required to do so by law or in a good faith belief that such action is necessary to protect and defend the rights and property of Spotlight Health or to protect the safety of our users or the public. In no event does Spotlight Health assume any obligation to monitor user Submissions or remove any specific material.

6. Linked Sites

The Site may contain links to third party websites or resources, which may or may not be obvious (“Third Party Sites”) as well as software, text, graphics, articles, photographs, pictures, designs, sound, video, music, information, software applications and other content originating from third parties (collectively, “Third Party Applications, Software or Content”). Our provision of links to Third Party Sites is not an endorsement of any information, product or service that is offered on or reached through such Third Party Site or Third Party Application, Software or Content. Such Third Party Sites and Third Party Applications, Software or Content are not monitored or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for the content or performance of any Third Party Sites accessed through the Site or any Third Party Applications, Software or Content posted on, available through or installed from the Site, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third Party Sites or the Third Party Applications, Software or Content. If you decide to leave the Site and access the Third Party Sites or to use or install any Third Party Applications, Software or Content, you do so at your own risk and you should be aware that our terms and policies no longer govern.

YOU AGREE THAT YOUR USE OF THIRD-PARTY SITES OR THIRD PARTY APPLICATIONS, SOFTWARE OR CONTENT, INCLUDING, WITHOUT LIMITATION, YOUR USE OF ANY CONTENT, INFORMATION, DATA, ADVERTISING, PRODUCTS, OR OTHER MATERIALS ON OR AVAILABLE THROUGH SUCH WEBSITES AND RESOURCES, IS AT YOUR OWN RISK AND IS SUBJECT TO THE TERMS AND CONDITIONS OF USE APPLICABLE TO SUCH SITES AND RESOURCES.

7. Linking Policy

If you link to the Site, we require that you follow these guidelines. The link to this Site must be in plain text, unless otherwise approved in writing by an authorized representative of Spotlight Health. The link to this Site must not damage, dilute or tarnish the goodwill associated with any Spotlight Health names and/or intellectual property, nor may the link create the false appearance that your website and/or organization is sponsored, endorsed by, affiliated and/or associated with Spotlight Health. You may not “frame” the Site or alter its intellectual property or Material in any other way. You may not link to the Site from a site that is unlawful, abusive, indecent or obscene, that promotes violence or illegal acts, that contains expressions of racism, that is libelous, defamatory, scandalous, or inflammatory or is otherwise deemed inappropriate, as determined by Spotlight Health in its sole discretion. Spotlight Health reserves the right, in its sole discretion, to terminate a link with any website for any reason or no reason at all, including without limitation any website that Spotlight Health deems to be inappropriate or inconsistent with or antithetical to the Site and/or these Terms.

Spotlight Health is not responsible for the content or performance of any portion of the Internet including other websites to which this Site may be linked or from which this Site may be accessed.

8. Other Disclaimers

THE SITE, THE MATERIALS, AND THE SOFTWARE, IF APPLICABLE, ARE PROVIDED “AS IS” “WITH ALL FAULTS” AND “AS AVAILABLE” AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR THOSE ARISING BY STATUTE OR OTHERWISE IN LAW FROM A COURSE OF DEALING OR USAGE OF TRADE. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW. SPOTLIGHT HEALTH DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. SPOTLIGHT HEALTH DOES NOT WARRANT THAT THE AVAILABILITY OF OR THE FUNCTIONS CONTAINED IN THE SITE, THE MATERIALS, THE SUBMISSIONS OR THE SOFTWARE, WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVER THAT MAKES IT AVAILABLE OR THE SOFTWARE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE SITE, MATERIALS, SOFTWARE OR SERVER DO NOT VIOLATE ANY PATENT OR OTHER INTELLECTUAL PROPERTY RIGHTS OF ANY PERSON OR ENTITY. SPOTLIGHT HEALTH DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SITE, THE MATERIALS, THE SUBMISSIONS, OR THE SOFTWARE, IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. YOU (AND NOT SPOTLIGHT HEALTH) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT FULLY APPLY TO YOU.

ADDITIONALLY, SPOTLIGHT HEALTH ASSUMES NO RESPONSIBILITY FOR ANY DELAYS, INTERRUPTIONS, ERRORS, DEFECTS, OMISSIONS, OR DELETIONS, RELATED TO THE COMMUNICATIONS LINE FAILURE, OPERATION OR TRANSMISSION, OR ALTERATION OF, OR THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, SUBMISSIONS. SPOTLIGHT HEALTH IS NOT RESPONSIBLE FOR ANY TECHNICAL OR NON-TECHNICAL MALFUNCTION OR OTHER PROBLEMS OF ANY HOSTING SERVICES, COMPUTER SYSTEMS, SERVERS OR PROVIDERS, TELEPHONE NETWORKS OR TELEPHONE SERVICES, COMPUTER OR MOBILE PHONE EQUIPMENT, SOFTWARE, FAILURE OF E-MAIL ON ACCOUNT OF TECHNICAL PROBLEMS OR TRAFFIC CONGESTION ON THE INTERNET OR IN CONNECTION WITH THE SITE, INCLUDING INJURY OR DAMAGE TO A USER’S OR TO ANY OTHER PERSON'S COMPUTER, MOBILE PHONE, OR OTHER HARDWARE OR SOFTWARE, RELATED TO OR RESULTING FROM USING OR DOWNLOADING MATERIALS IN CONNECTION WITH THE WEB AND/OR IN CONNECTION WITH THE SITE. IF YOU DOWNLOAD ANY CONTENT FROM THIS SITE, YOU DO SO AT YOUR OWN DISCRETION AND RISK.

9. Limitation of Liability

YOU AGREE THAT SPOTLIGHT HEALTH AND ITS PARENTS, AFFILIATES, SUBSIDIARIES, LICENSORS AND ASSIGNS, AND EACH OF THEIR RESPECTIVE EMPLOYEES, OFFICERS AND DIRECTORS (COLLECTIVELY, THE “RELEASED PARTIES”) ARE NOT LIABLE TO YOU OR ANY THIRD PARTY FOR DAMAGES OF ANY KIND, WHETHER BASED IN TORT, CONTRACT, STRICT LIABILITY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING FOR ANY LOST PROFITS OR LOST DATA ARISING OUT OF OR RESULTING IN ANY WAY FROM OR IN CONNECTION WITH THE SITE, THE MATERIAL, THE SUBMISSIONS, ANY LISTING OR ANY ERRORS OR OMISSIONS IN THE TECHNICAL OPERATION OF THE SITE, EVEN IF SPOTLIGHT HEALTH IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, MALPRACTICE, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, THEFT OR DESTRUCTION OF, OR UNAUTHORIZED ACCESS TO THE SITE (COLLECTIVELY, THE “RELEASED MATTERS”). NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, SPOTLIGHT HEALTH’S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO $1000. BY ACCESSING THE SITE, YOU UNDERSTAND THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED, AND IN ACCORDANCE WITH SUCH WAIVER, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND, AND HEREBY EXPRESSLY WAIVE, THE BENEFITS OF SECTION 1542 OF THE CIVIL CODE OF CALIFORNIA, AND ANY SIMILAR LAW OF ANY STATE OR TERRITORY, WHICH PROVIDES AS FOLLOWS:

“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”

You hereby waive any and all rights you have or may have under California Civil Code Section 1542, and/or any similar provision of law or successor statute to it, with respect to the Released Matters. In connection with this waiver and release, you acknowledge that you are aware that you may hereafter discover claims presently unknown or unsuspected, or facts in addition to or different from those which you now know or believe to be true. Nevertheless, you intend by this Terms of Use to release fully, finally and forever all Released Matters under this Agreement. In furtherance of such intention, the releases set forth in this Agreement shall be and shall remain in effect as full and complete releases notwithstanding the discovery or existence of any such additional or different claims or facts relevant hereto.

10. Indemnification

BY USING THE SITE YOU AGREE TO INDEMNIFY, DEFEND AND HOLD THE RELEASED PARTIES HARMLESS FROM AND AGAINST ANY THIRD PARTY CLAIMS, ALLEGED CLAIMS, DEMANDS, CAUSES OF ACTION, JUDGMENTS, DAMAGES, LOSSES, LIABILITIES, AND ALL COSTS AND EXPENSES OF DEFENSE, INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS' AND EXPERT FEES, ARISING OUT OF OR RELATING TO: YOUR REPRESENTATIONS, WARRANTIES, COVENANTS OR AGREEMENTS HEREUNDER; YOUR VIOLATION OF THE TERMS OF USE OR PRIVACY POLICY OR ANY LAW; YOUR USE OF THIS SITE AND/OR THE MATERIAL IN VIOLATION OF THE TERMS OF SERVICE OR PRIVACY POLICY; INFORMATION OR MATERIAL POSTED OR TRANSMITTED THROUGH YOUR COMPUTER OR MEMBERSHIP ACCOUNT, EVEN IF NOT SUBMITTED BY YOU, THAT INFRINGES ANY COPYRIGHT, TRADEMARK, TRADE SECRET, TRADE DRESS, PATENT, PUBLICITY, PRIVACY OR OTHER RIGHT OF ANY PERSON OR DEFAMES ANY PERSON; ANY MISREPRESENTATION MADE BY YOU; AND/OR SPOTLIGHT HEALTH’S USE OF YOUR INFORMATION. YOU WILL COOPERATE AS FULLY AND AS REASONABLY REQUIRED IN SPOTLIGHT HEALTH’S DEFENSE OF ANY CLAIM. SPOTLIGHT HEALTH RESERVES THE RIGHT, AT ITS OWN EXPENSE, TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU, AND YOU SHALL NOT IN ANY EVENT SETTLE ANY SUCH MATTER WITHOUT THE WRITTEN CONSENT OF SPOTLIGHT HEALTH.

11. Claims of Intellectual Property Infringement

Spotlight Health respects the intellectual property of others, and we ask our suppliers and those posting to the Site to do the same. If you believe that your copyrighted work has been copied and is accessible on the Site in a way that constitutes copyright infringement, please forward the following information to the Copyright Agent named below:

1. Your name, address, telephone number, and email address;
2. A description of the copyrighted work that you claim has been infringed;
3. The exact URL or a description of where the alleged infringing material is located;
4. A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
5. An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; and 
6. A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.

Copyright Agent

Spotlight Health
_____________________

_____________________

Attn: __________________

E-Mail: ____________________

By this filing, Spotlight Health seeks to preserve any and all exemptions from liability that may be available under the copyright law, but does not necessarily stipulate that it is a service provider as defined in 17 U.S.C § 512(c) or elsewhere in the law.

12. Governing Law

The Terms of Use and Privacy Policy, and the relationship between you and Spotlight Health shall be governed and construed in accordance with the laws of the State of Texas applicable to contracts entered into and fully performed in Texas (without regard to its conflicts of law principles that would cause the application of any other jurisdiction's laws). With respect to any disputes or claims not subject to arbitration, you agree not to commence or prosecute any action in connection therewith other than in the state and federal courts located in Austin, Texas, and you hereby consent to personal jurisdiction, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to venue and jurisdiction, in the state and federal courts therein.

13. Arbitration & Class Action Waiver

By using the Site in any way, you unconditionally consent and agree that: (1) any claim, dispute, or controversy (whether in contract, tort, or otherwise) you may have against the officers, directors and employees of Spotlight Health and its parent, subsidiaries, affiliates (all such individuals and entities collectively referred to herein as the “Company Entities”) arising out of, relating to, or connected in any way with the Site or the determination of the scope or applicability of this agreement to arbitrate, will be resolved exclusively by final and binding arbitration administered by JAMS and conducted before a sole arbitrator in accordance with the rules of JAMS; (2) this arbitration agreement is made pursuant to a transaction involving interstate commerce, and shall be governed by the Federal Arbitration Act (“FAA”), 9 U.S.C. §§ 1-16; (3) the arbitrator’s decision shall be controlled by the Terms of Use and any of the other agreements referenced herein that the applicable user may have entered into in connection with the Site; (4) the arbitrator shall apply Texas law consistent with the FAA and applicable statutes of limitations, and shall honor claims of privilege recognized at law; (5) there shall be no authority for any claims to be arbitrated on a class or representative basis; arbitration can decide only your and/or the applicable Company Entity’s individual claims; the arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated; (6) 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 without affecting other individuals; (7) the arbitrator shall not have the power to award punitive damages against you or any Company Entity; (8) in the event that the administrative fees and deposits that must be paid to initiate arbitration against any Company Entity exceed $125 USD, and your are unable (or not required under the rules of JAMS) to pay any fees and deposits that exceed this amount, Spotlight Health agrees to pay them and/or forward them on your behalf, subject to ultimate allocation by the arbitrator. In addition, if you are able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, Spotlight Health will pay as much of your filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive; and (9) with the exception of subpart (5) above, if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the rules of JAMS, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, subpart (5) is found to be invalid, unenforceable or illegal, then the entirety of this Arbitration Provision shall be null and void, and neither you nor the Company Entities shall be entitled to arbitrate their dispute. For more information on JAMS and/or the rules of JAMS, visit their website at www.jamsadr.com.

ACCORDINGLY, YOU ACKNOWLEDGE THAT YOU MAY NOT HAVE ACCESS TO A COURT, TO CLASS OR REPRESENTATIVE PROCEDURES, OR TO A JURY TRIAL. Notwithstanding any other provision of the Terms of Use or Privacy Policy, the Company Entities may resort to court action for injunctive relief at any time.

14. Changes to the Site and/or Terms of Use

You acknowledge and agree that Spotlight Health may, in its sole discretion, modify, add or remove any portion of these Terms of Use at any time and in any manner. The current version of these Terms of Use is available at http://spotlighthealth.com/terms-and-conditions. If a revision, in our sole discretion, is material, Spotlight Health will notify you. No changes to these Terms of Use occurring after a dispute between you and Spotlight Health arises will apply retroactively. It is your responsibility to check periodically for any changes we make to the Terms of Use. Your continued use of this Site after any changes to the Terms of Use means you accept the changes.

15. Termination

You understand and agree that Spotlight Health may, in its sole discretion and at any time, terminate your password and/or account, and discard and remove any of your Submissions, and/or prohibit you from accessing the Site, in whole or in part, for any reason or no reason at all, with or without notice. You understand and agree that Spotlight Health may take any one or more of these actions without prior notice to you. Should Spotlight Health take any of these actions, it may, in its sole discretion, immediately deactivate and/or delete any or all information about and concerning your account, including your registration information and Submissions. You understand and agree that Spotlight Health shall not have any liability to you or any other person for any termination of your access to the Site and/or the removal of information concerning your account. Spotlight Health will determine your compliance with the Terms of Use in its sole discretion and its decision shall be final and binding and not subject to challenge or appeal. Any violation of the Terms of Use may result in restrictions on your access to all or part of the Site and may be referred to law enforcement authorities.

No changes to or waiver of any part of the Terms of Use shall be of any force or effect unless formally posted or made in writing and signed by a duly authorized officer of Spotlight Health. Upon termination of your membership or access to the Site, or upon demand by Spotlight Health, you must destroy all materials obtained from the Site and all related documentation and all copies and installations thereof. You are advised that Spotlight Health will aggressively enforce its rights to the fullest extent of the law. 

16. Assignment

We may assign this contract at any time as part of the sale to, merger with, or other transfer of our company to another entity. We will post a notice on the Site regarding any change of ownership so that you have the opportunity to discontinue your use of the Site if you do not wish to continue to use the Site under new ownership. You may not assign this contract to anyone else.

17. Miscellaneous

The Terms of Use and incorporated Privacy Policy constitute the entire agreement of the parties with respect to the subject matter hereof and supersede all prior or contemporaneous written or oral agreements between the parties with respect to the subject matter hereof. This Terms of Use may not be amended, nor any obligation waived, without Spotlight Health’s written authorization.

Any failure to enforce any provision of the Terms of Use shall not constitute a waiver thereof or of any other provision thereof.

Except as otherwise provided, if any provision of the Terms of Use or Privacy Policy shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from the Terms of Use or Privacy Policy and shall not affect the validity and enforceability of any remaining provisions.

Notwithstanding any other provisions of the Terms of Use, or any general legal principles to the contrary, any provision of the Terms of Use that imposes or contemplates continuing obligations on a party will survive the expiration or termination of the Terms of Use.

For any questions, suggestions, or concerns related to the Terms of Use or Privacy Policy, please send us a message using the “Contact Us” page.

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