Terms of Use

1. Acceptance of Terms

DO NOT USE THE SITE FOR EMERGENCY MEDICAL NEEDS. IF YOU EXPERIENCE A MEDICAL EMERGENCY CALL 911.

By accessing and using OutFox Health’s Services, you agree to comply with the terms and conditions outlined in this Agreement. If you do not agree with these terms, you should refrain from using the Services.

These OutFox Health Terms and Conditions of Use (“Agreement”) govern your use of our Services. You accept this Agreement either by using the Services, by indicating your acceptance on our website, or by executing a Services Agreement. This Agreement is effective as of the date you first access or use the Site or Services (the “Effective Date”). This Agreement applies whether you are a casual visitor to the Site, a physician or medical provider who subscribes to the Services in order to appear on the Site (a “Provider”), a third party company purchasing ads on the Site (an “Advertiser” or “Educator”), or a patient who utilizes the Services to purchase medical vouchers (a “Consumer”).

You may not access the Services: (a) if you do not agree to these terms and conditions; (b) if you are our direct competitor; or (c) for purposes of monitoring their availability, performance or functionality. The Site and Services are not intended for children under the age of eighteen (18). IF YOU ARE UNDER EIGHTEEN (18) YEARS OF AGE, YOU MUST NOT USE OR ACCESS THE SITE OR SERVICES AT ANY TIME OR IN ANY MANNER.

The Services and the Site are evolving and are continually under development. If you are dissatisfied with the Services in any way, we ask you to tell us by sending an email to info@outfoxhealth.com. We may make changes to this Agreement from time to time. When these changes are made, we will make a new copy of the Agreement available to you through the Site. You are responsible for ensuring that you periodically visit our Site and this Agreement to check for any changes, and your use of the Services after the date on which the updated Agreement is made available to you through the Site constitutes your acceptance of the updated Agreement. If you disagree with changes to the Services or updates to the Agreement, your exclusive remedy is: (i) if you are a casual visitor, to stop visiting the Site; (ii) if you are a Provider, to provide us notice of your intention not to renew your subscription through the link in your Account; or (iii) if you are a Consumer, to cancel your Account.

2. Definitions

2.1. “Account” means the particular instance of the Site authorized for use by you and your Users (as applicable) under your specific login.
2.2. “Documentation” means the specifications and materials located at the Site about the Services.
2.3. “Services” means all services you order from us and made available by us via the Site and/or other locations designated by us.
2.4. “Site” means https://outfoxhealth.com. “App” or “Apps” means the OutFox Health mobile applications available for free via the Apple or Google Play store. “Platform” includes both the Site and Apps and are collectively referred to as any of “Platform”, “Site”, or “Apps”.
2.5. “We,” “Us” or “Our” means the brand OutFox Health and our parent company Docosan Inc.
2.6. “You” or “Your” means yourself individually or the company or other legal entity for which you are accepting this Agreement. As used in this Agreement, “you” or “your” may encompass casual browsers, Providers and Consumers, as applicable.
2.7. “User” means an authorized user of the Services.
2.8. “User Data” means all electronic data or information submitted by you and your Users (as applicable).

3. Service Modifications

OutFox Health may update, suspend, or discontinue any aspect of the Services at any time. OutFox Health is not liable for any such modifications.

4. Content and Services

The content provided by OutFox Health is for informational purposes only and should not be considered medical advice. Using OutFox Health does not create a doctor-patient relationship.

5. Disclosures/Healthcare Regulatory Information.

5.1. Information You Share. If you choose to post a review of OutFox Health on the website, please note that your name and city/state will be published on the OutFox Health site publicly. If you do not wish to have your real name published on the site, you should use a pseudonym for your username rather than your real name (i.e., use “shibainu22” instead of “TonyLiu”). WE ARE NOT RESPONSIBLE FOR THE DISCLOSURE OR PUBLICATION OF ANY PRIVATE INFORMATION THAT YOU SHARE PUBLICLY ON THE SITE. We consider health information to be private information, and recommend against disclosing your identity publicly on the Site. See Section 18, together with our Privacy Policy, for more information on our confidentiality obligations.
5.2. No Medical Advice. WE DO NOT PROVIDE MEDICAL ADVICE, NOR DO WE PROVIDE ANY GUIDANCE OR SUGGESTED TREATMENT FOR YOUR PARTICULAR SITUATION OR ANY OTHER FORM OF MEDICAL TREATMENT. We never recommend or endorse any specific tests, physicians, products, procedures, opinions, or other medical information. We have not evaluated the education, training, experience or credentials of any doctors or health care providers, nor have we evaluated the acceptability, health, or suitability of any patient for any particular procedure. Reliance on any information provided by the Site, whether you are a receiver or provider of healthcare services is solely at your own risk. We simply offer a marketplace platform that allows healthcare providers to advertise and provide information about their services to potential patients. You should always seek the advice of a medical professional regarding your health and wellness. We are not responsible for any services provided/not provided by medical professionals who treat you as a result of the Site and Services or your use thereof.
5.3. HIPAA. OutFox Health is not a “covered entity,” “health insurance issuer,” “health care clearinghouse” or “health care provider” and is therefore not required to comply with the privacy rules and security rules implemented under the Health Insurance Portability and Accountability Act of 1996 (HIPAA). You are strongly encouraged to discuss your provider’s health information privacy policies and procedures with your provider.
5.4. Email Communication. By utilizing our services or replying to our emails, you acknowledge that you are aware that email is not a secure method of communication, and that you agree to the risks. If you would prefer not to exchange personal health information via email, please notify us at info@outfoxhealth.com.

6. Healthcare Provider Choices

You are responsible for selecting your healthcare provider. OutFox Health may help by providing lists or profiles of providers, but the ultimate decision and responsibility lie with you.

7. Informational and Educational Resources

OutFox Health provides informational resources but does not guarantee the accuracy, timeliness, or completeness of the content provided.

8. Medical Information

If you submit medical information on the Services, it should be accurate and you authorize its use in accordance with our Privacy Policy.

9. Account Credentials

You are responsible for maintaining the confidentiality of your account information and for all activities under your account.

10. User Responsibilities

You are responsible for your healthcare expenses and for ensuring the accuracy of information you provide to OutFox Health. OutFox Health provides cost estimates for informational purposes only. You must confirm service pricing, insurance coverage, and other financial information with your healthcare provider and insurance company. You must use the Services legally and responsibly.

11. Healthcare Providers and Industry Professionals

Healthcare providers and others in the medical industry using the Services must adhere to specific guidelines, avoiding any misuse of the platform for unfair practices.

12. Dispute Resolution

In case of disputes with other users or third parties, OutFox Health is not obligated to become involved and you release OutFox Health from liability related to such disputes.

13. Telemedicine Services

For telemedicine services offered, OutFox Health is not responsible for the actions or omissions of healthcare providers.

14. Third-Party Links and Services

OutFox Health is not liable for any third-party websites or services linked through its platform. Use of third-party software through OutFox Health is subject to the terms provided by those software providers. When accessing OutFox Health services through third-party applications, you must comply with their terms and conditions.

14.1. Additional Third Party Terms. You may access and subscribe to third-party products or services as add-ons or additional modules to provide specific functionality to the Services, including, without limitation, specialized industry information and other services. All third-party products and services are provided subject to all restrictions required by us at the time of your subscription to such third-party products or services.
14.2. Integration with Third-Party Services. The Services may contain features designed to interoperate with third-party applications (e.g., Google, Facebook or Twitter applications). To use such features, you must have an account with such applications. If the provider of any such third-party application ceases to allow us to integrate on reasonable terms, we may cease providing such Services features without entitling you to any refund, credit, or other compensation.
14.3. Links to Third Party Sites; Third Party Contact Information. The Services may contain links to other websites and services on the Internet, which are not maintained by us. These links and this contact information are for your convenience only. If you use these links or contact information, you will be outside of the Service. When you leave the Service, you do so at your own risk; we are not responsible for the availability, content or services provided by these third parties. In addition, these links and this contact information are not an endorsement or approval of these third parties. The services of these third parties will be provided under terms determined solely between you and them.
14.4. User Data You Submit to Public Forums. The Services may include features that facilitate your use of third-party publicity applications (e.g., Google, Facebook or Twitter) and/or public forums within the Services (“Public Forums”). The Services will tell you when your User Data is being submitted in a manner that will be posted to a Public Forum. When you submit User Data using these features of the Service, we and such Public Forums only grant you the right to use the Services on a through-to-the-audience basis. Neither we nor such Public Forums shall have any liability to you or any third party for such User Data uploaded to, transmitted or publicly performed through the Services and made publicly available through such a Public Forum.
14.5. Rights in Posted Content. By posting any content to any public area of the Site, you grant, and you represent and warrant that you have the right to grant, to us, and our affiliates, licensees and successors, an irrevocable, perpetual, non-exclusive, fully paid, worldwide license to use, copy, perform, display, reproduce, adapt, modify and distribute such information and content and to prepare derivative works of, or incorporate into other works, such information and content, and to grant and authorize sublicenses of the foregoing. You further represent and warrant that public posting and use of your content by us will not infringe or violate the rights of any third party.

15. Payment and Transaction Processing

You are responsible for payments made through OutFox Health, and we process these payments in line with our Privacy Policy.

16. User-Generated Content

You are accountable for the content you submit on the Services, and by posting, you grant OutFox Health certain rights to that content.

Content provided by OutFox Health is for personal, non-commercial use only. Intellectual property rights are retained by OutFox Health and its licensors.

17. Confidentiality

17.1. Definition. The term “Confidential Information” means the provisions of a Services Agreement, and any and all information, written or oral, provided or made available by or on behalf of one party or its affiliates, contractors, or vendors to the other party or its affiliates, contractors, or vendors in connection with this Agreement or the parties’ relationship hereunder, whether or not designated as confidential. Information of a third party to whom a party owes a duty of confidentiality will be treated as Confidential Information of that party if it meets the description above. However, Confidential Information does not include information that: (a) was or is publicly available other than as a result of breach of this Agreement by Recipient (as defined below); (b) was or is lawfully received by the Recipient free of any obligation of confidentiality; or (c) is independently developed by or on behalf of the Recipient without use of the Discloser’s Confidential Information.
17.2. Obligations. Each party (“Recipient”) will not access or use Confidential Information of the other party (“Discloser”) for any purposes other than performance of its obligations or receipt of benefits hereunder and shall maintain such information in the strictest confidence, except for disclosures expressly authorized hereunder. Recipient may disclose the Discloser’s Confidential Information to Recipient’s employees, attorneys, advisors, and contractors who have a legitimate “need to know,” provided that Recipient ensures that all such entities and persons are obligated to and do comply with confidentiality obligations consistent with (and no less restrictive than) this Section 18 (Confidentiality), but in no event may you disclose any of our Confidential Information to any of our competitors (or any of their affiliates) or any employees or contractors of any such competitors. Recipients may additionally disclose the Discloser’s Confidential Information to the extent such disclosure is necessary in connection with the enforcement of this Agreement.
17.3. Compelled Disclosure. The Recipient may disclose Confidential Information of the Disclosure if it is compelled by law to do so, provided the Recipient gives the Disclosure prior notice of such compelled disclosure (to the extent legally permitted) and reasonable assistance, at the Discloser’s cost, if the Disclosure wishes to contest the disclosure. If the Recipient is compelled by law to disclose the Discloser’s Confidential Information as part of a civil proceeding to which the Disclosure is a party, and the Disclosure is not contesting the disclosure, the Disclosure will reimburse the Recipient for its reasonable costs of compiling and providing secure access to such Confidential Information.
17.4. Privacy and User Information. For information about our data protection practices, please read our privacy policy, located at . This policy explains how we treat User Data and protect your privacy when you use the Services. By accessing or using the Site or Services, and/or by providing any User Data to us, you agree to the use of User Data in accordance with our privacy policy.
17.5. User Data. As described more fully in our privacy policy, you grant us broad rights to use and exploit de-identified data, including de-identified User Data collected by us through your use of the Services, whose rights continue even after this Agreement ends. Except for our limited rights to use the User Data set forth throughout this Section 18 and in our privacy policy, we acquire no right, title or interest from you or your Users under this Agreement in or to User Data, including any intellectual property rights therein.

18. Disclaimer of Warranties

OutFox Health offers its Services “as is” and does not make any express or implied warranties about the Services or Content.

18.1. Your Warranties. You warrant that: (a) you have validly entered into this Agreement and have the legal power to do so; (b) you will abide by the restrictions on use of the Services contained herein; and (c) all information or User Data that you provide is truthful, accurate, not misleading, offered in good faith, and that you and your Users have all rights, licenses, permissions and authorizations necessary to upload and transmit such User Data to us. Furthermore, if you are acting on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that entity to this Agreement.
18.2. DISCLAIMER. NOTWITHSTANDING ANYTHING TO THE CONTRARY, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SERVICES, INFORMATION AND MATERIALS ARE PROVIDED “AS IS”, AND WE EXPRESSLY DISCLAIM ANY AND ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION: (A) ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE (WHETHER OR NOT WE KNOW, HAVE REASON TO KNOW, OR HAVE BEEN ADVISED OF ANY SUCH PURPOSE); (B) ANY WARRANTY REGARDING RESULTS OBTAINABLE OR TO BE OBTAINED BY USERS AS A RESULT OF PROVISION OR USE OF THE SERVICES AND MATERIALS PROVIDED HEREUNDER; AND (C) ANY WARRANTY OF UNINTERRUPTED, TIMELY, OR ERROR-FREE OPERATION OF ANY SERVICES. NO ADVICE OR INFORMATION, WHETHER WRITTEN, ORAL OR MULTIMEDIA, OBTAINED BY YOU FROM THE SERVICES SHALL CREATE ANY ADDITIONAL WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT. OUTFOX HEALTH DOES NOT ENDORSE ANY PROVIDER OR ADVERTISER. FURTHER, OUTFOX HEALTH DISCLAIMS ALL WARRANTIES AND LIABILITIES RELATED TO THE PROVIDERS AND ADVERTISERS, ANY ACTS OR OMISSIONS THEREOF, AND ANY CONTENT OR SERVICES MADE AVAILABLE THEREBY, WHETHER THROUGH THE SITE OR OTHERWISE, INCLUDING WITHOUT LIMITATION, VOUCHERS OBTAINED THROUGH THE SITE AND ANY MEDICAL PROCEDURES OBTAINED BY A CONSUMER THROUGH THE USE OF SUCH VOUCHERS. IT IS YOUR RESPONSIBILITY TO EVALUATE THE APPROPRIATENESS, ACCURACY, COMPLETENESS, AND RELIABILITY OF ANY INFORMATION, OPINIONS, ADVICE, OR OTHER CONTENT MADE AVAILABLE BY THE PROVIDERS, WHETHER THROUGH THE SITE OR OTHERWISE, AND OUTFOX HEALTH HEREBY DISCLAIMS ANY WARRANTIES AND LIABILITIES RELATED TO SUCH CONTENT.
18.3. RISK OF INACCURACY OF INFORMATION. YOU ACKNOWLEDGE THAT MANY FEATURES PROVIDED BY THE SITE ARE INTENDED TO AGGREGATE AND MANAGE THIRD PARTY DATA AND INFORMATION FROM NUMEROUS SOURCES. WE ARE NOT RESPONSIBLE FOR THE ACCURACY, INTEGRITY, QUALITY, LEGALITY, USEFULNESS, OR SAFETY OF SUCH INFORMATION. YOU WAIVE ANY CLAIMS YOU MAY OTHERWISE HAVE, AND YOU AGREE THAT WE WILL NOT BE LIABLE FOR ANY DAMAGES OR INCONVENIENCES YOU MAY SUFFER AS A RESULT OF INACCURATE OR INCOMPLETE DATA OR INFORMATION PROVIDED TO YOU OR YOUR USERS BY THE SERVICE.
18.4. Beta Services. From time to time we may invite you to try, at no charge, our products or services that are not generally available to our customers (“Beta Services”). You may accept or decline any such trial in your sole discretion. Any Beta Services will be clearly designated as Beta, pilot, limited release, developer preview, non-production, or by a description of similar import. Beta Services are provided for evaluation purposes and not for production use, are not supported under our support plan, may contain bugs or errors, and may be subject to additional terms. BETA SERVICES ARE NOT CONSIDERED “SERVICES” HEREUNDER AND ARE PROVIDED “AS IS” WITH NO EXPRESS OR IMPLIED WARRANTY. We may discontinue Beta Services at any time in our sole discretion.

19. Limitation of Liability

OutFox Health’s liability is limited in various ways, including a cap on possible damages and the exclusion of certain types of damages.

19.1. LIMITATIONS. NOTWITHSTANDING ANYTHING TO THE CONTRARY, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER WE NOR OUR LICENSORS SHALL BE LIABLE WITH RESPECT TO ANY SERVICES AND/OR UNDER CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER LEGAL OR EQUITABLE THEORY FOR: ANY AMOUNTS IN EXCESS OF THE APPLICABLE FEES PAID DURING THE THREE (3) MONTH PERIOD IMMEDIATELY PRECEDING THE FIRST EVENT, ACTION, OR OMISSION GIVING RISE TO THE CLAIM FOR WHICH ANY CREDITS OR DAMAGES ARE PAID OR HELD RECOVERABLE HEREUNDER. FOR CLARIFICATION, ANY SERVICE CREDITS PAID BY US SHALL REDUCE OUR LIABILITY CAP ON A DOLLAR-FOR-DOLLAR BASIS AND SHALL NOT BE DEEMED OR TREATED AS AN ADMISSION OF LIABILITY. ALL OF THE FOREGOING LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. YOU MAY ONLY BRING A CLAIM AGAINST US WITHIN SIX (6) MONTHS FROM THE DATE THE PARTICULAR CLAIM ACCRUED OR THE APPLICABLE CAUSE OF ACTION IS PERMANENTLY BARRED. If you are a resident of California, you specifically waive California Civil Code §1542, which states, “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”
19.2. EXCLUSION OF CONSEQUENTIAL AND RELATED DAMAGES. IN NO EVENT SHALL WE HAVE ANY LIABILITY TO YOU FOR ANY BUSINESS INTERRUPTION, LOST PROFITS OR REVENUES OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER OR PUNITIVE DAMAGES HOWEVER CAUSED, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING DISCLAIMERS SHALL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW. HOWEVER, IN SUCH EVENT, YOU AGREE THAT SUCH LIMITATIONS OF LIABILITY ARE REASONABLE, AND ARE FUNDAMENTAL ELEMENTS FOR THE SCOPE OF THE SERVICES AND THE FEES CHARGED TO YOU. YOU UNDERSTAND AND ACKNOWLEDGE THAT WE WOULD NOT BE ABLE TO OFFER THE SERVICES TO YOU WITHOUT THESE LIMITATIONS.

20. Termination of Use

OutFox Health reserves the right to terminate or suspend your access to the Services for any breach of this Agreement or other policies, or for reasons such as inactivity.

20.1. Term. This Agreement commences on the Effective Date and continues until all User subscriptions granted in accordance with this Agreement and/or a Services Agreement have expired or been terminated or, if you do not have a subscription, until you discontinue use of the Site and Services.
20.2. Term of Provider Subscriptions. Provider subscriptions commence on the start date specified in the applicable Services Agreement and continue for the Subscription Period specified therein. User subscriptions shall automatically renew in accordance with the Services Agreement. The pricing during any such renewal term shall be the same as that during the prior term unless otherwise indicated in the Services Agreement.
20.3. Termination. A party may terminate this Agreement for cause: (a) upon thirty (30) days’ written notice to the other party of a material breach if such breach remains uncured at the expiration of such period; or (b) if the other party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. We may also terminate this Agreement for any reason upon thirty (30) days written notice to you.
20.4. Payment upon Termination. In no event shall any termination relieve you of the obligation to pay any fees payable to us for the period prior to the effective date of termination.
20.5. Surviving Provisions. Section 7 (Fees and Payment), 8 (Ownership), 9 (Confidentiality), 10.3 (Disclaimer), 11 (Indemnification), 12 (Limitation of Liability), 13.4 (Refund or Payment upon Termination), and 15 (Miscellaneous) shall survive any termination or expiration of this Agreement.

21. Indemnification

You agree to indemnify and hold harmless OutFox Health from any claims arising from your use of the Services, violation of this Agreement, or unauthorized use of your credentials.

21.1. Indemnification. You shall indemnify, defend, and hold harmless OutFox Health, our licensors and affiliates, and our and their respective directors, officers, employees, contractors, agents, and representatives, from and against any and all claims, demands, suits, causes of action, proceedings, liabilities, losses, costs, or expenses (including, but not limited to, reasonable attorneys’ and expert fees and costs of investigation): (a) arising out of, in connection with, or resulting from your access to or use of the Site or Services, your violation of any provision of this Agreement, or any activity related to your accessing the Site or Services, including without limitation, negligent or wrongful conduct; (b) arising out of the receipt or provision of professional or medical services offered, sold, purchased, or arranged via the OutFox Health platform; (c) alleging that User Data or your use of the Services infringes or misappropriates the intellectual property rights of a third party; (d) alleging that User Data or your use of the Services violates applicable law; (e) arising from any data or security breach caused by you; and/or (f) related to a dispute between you and such third party (whether you are a provider or a patient) (an “Indemnified Claim”), and you shall indemnify us for any damages, attorney fees and costs as a result of, or for any amounts paid by us in respect of an Indemnified Claim. We reserve the right, at your expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.
21.2. Scope of Indemnification. For purposes of clarity, these indemnification obligations apply to your use of the Site, along with your use of the Site’s content and Services, other than as expressly authorized in this Terms, and your use of any information obtained from the Site or any information you provide to the Site.

22. Arbitration and Dispute Resolution

Disputes arising under these Terms must be resolved through arbitration in Delaware, unless specific exceptions apply.

22.1. Notices. You agree that we may provide you with notice, including changes to this Agreement, by email, regular mail or postings in your Account.
22.2. Governing Law; Forum. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, disregarding any conflict-of-laws rules which may direct the application of the laws of another jurisdiction. You agree that the venue for all actions relating in any manner to this Agreement, shall be in a federal or state court of competent jurisdiction located in Delaware. Each party to these terms waives any objection based on forum non conveniens and waives any objection to the venue of any action instituted to the extent that an action is brought in the courts identified above.
22.3. Export Compliance. The Services, other technology we make available, and derivatives thereof may be subject to export laws and regulations of the United States and other jurisdictions. Each party represents that it is not named on any U.S. government denied-party list. You shall not permit Users to access or use Services in a U.S.-embargoed country (including, without limitation, Cuba, Iran, North Korea, Sudan or Syria) or in violation of any U.S. export law or regulation.
22.4. Relationship of the Parties. The parties are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the parties.
22.5. No Third-Party Beneficiaries. There are no third-party beneficiaries to this Agreement.
22.6. Severability and Waiver. If any provision hereof is declared invalid by a court of competent jurisdiction, such provision shall be ineffective only to the extent of such invalidity so that the remainder of that provision and all remaining provisions will continue in full force and effect. The failure of OutFox Health to enforce any right or provision in the Agreement will not constitute a waiver of such right or provision unless acknowledged and agreed to by OutFox Health in writing. No waiver by us of any term or condition set forth herein shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of us to assert a right or provision shall not constitute a waiver of such right or provision.
22.7. Attorney Fees. You shall pay on demand all of our reasonable attorney fees and other costs incurred by us to enforce any rights under this Agreement, including without limitation, to collect any fees or charges due us under this Agreement following your breach of Sections 6.1 or 6.2 (Payment).
22.8. Assignment. You may not any of your rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of OutFox Health (not to be unreasonably withheld), except in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of your assets not involving a direct competitor of OutFoxHealth. Any attempted assignment in contravention of this Section shall be null and void. Subject to the foregoing, this Agreement shall bind and inure to the benefit of the parties, their respective successors and permitted assigns.
22.9. Interpretation. No provision shall be construed against a party by reason of the fact that such party or its legal counsel drafted that provision, notwithstanding any rule of law or any legal decision to the contrary. For purposes of interpreting this Agreement: (a) the terms “herein,” “hereof,” “hereto,” “herewith”, “hereunder,” “hereinafter,” and similar terms shall refer to this Agreement as a whole; (b) the terms “includes” and “including” shall mean “include[ing], without limitation”; (c) references to Sections in any particular Attachment shall refer to Sections in that same Attachment, unless otherwise specified therein; and (d) headings contained herein are for convenience of reference only and shall not affect the interpretation of this Agreement. For purposes of this Agreement, whenever the context requires, the singular number will include the plural, and vice versa.
22.10. Entire Agreement. This Agreement, including all exhibits and addenda hereto and all Services Agreements, constitutes the entire agreement between the parties and supersedes all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter. No modification, amendment, or waiver of any provision of this Agreement shall be effective unless in writing and either signed or accepted electronically by the party against whom the modification, amendment or waiver is to be asserted. However, to the extent of any conflict or inconsistency between the provisions in the body of this Agreement and any exhibit or addendum hereto or any Services Agreement, the terms of such exhibit, addendum or Services Agreement shall prevail. Notwithstanding any language to the contrary therein, no terms or conditions stated in Your Services Agreement shall be incorporated into or form any part of this Agreement, and all such terms or conditions shall be null and void.

23. Electronic Contracting and Communications

Your use of the Services constitutes an electronic signature to this Agreement. You consent to receive communications from OutFox Health through various means, including SMS/text messages.

24. General Provisions

This section includes provisions on the limitation of claims, severability, governing law, the entire agreement, and eligibility requirements.

Last updated: January 2026