Terms of Use

These Terms of Use (the "Terms") form a legally binding agreement between you and PrescriberNow LLC, a Florida limited liability company ("PrescriberNow," "we," "us," or "our"), governing your access to and use of the websites located at prescribernow.com and related subdomains, our mobile-web applications, and any other software, products, or services provided by PrescriberNow (collectively, the "Platform"). By accessing or using the Platform, by creating an account, by submitting an intake, by signing up as a Pharmacy or Provider, or by clicking any "I agree" or equivalent button, you accept these Terms in full. If you do not agree, do not use the Platform.

1. Acceptance & Eligibility

You must be at least 18 years old and have the legal capacity to enter a binding contract in your jurisdiction. If you use the Platform on behalf of an entity (for example, a Pharmacy or a medical practice), you represent and warrant that you have authority to bind that entity to these Terms, and "you" refers to both you individually and that entity.

The Platform is intended for use only within the United States. We do not offer services to individuals located outside the United States, and we make no representation that the Platform is appropriate or available for use in any other jurisdiction.

2. Nature of the Platform

PrescriberNow is a software and billing platform. We provide technology that allows independent, state-licensed healthcare providers ("Providers") and independent, state-licensed pharmacies ("Pharmacies") to deliver care to patients who request it ("Patients"). PrescriberNow's role is limited to:

• Hosting and operating the website and intake software through which Patients submit information.
• Routing intakes to qualified Providers and signed prescriptions to qualified Pharmacies.
• Verifying the credentials of Providers and Pharmacies who apply to join the Platform.
• Processing payments and providing billing infrastructure.
• Maintaining records and audit logs in compliance with HIPAA.
• Providing customer support relating to the operation of the Platform itself.

PrescriberNow is not a healthcare provider, medical practice, professional corporation, clinic, telemedicine company, pharmacy, drug wholesaler, drug manufacturer, insurance company, health plan, or pharmacy benefit manager. PrescriberNow does not employ Providers or Pharmacists. PrescriberNow does not direct or control the clinical decisions of any Provider or the dispensing decisions of any Pharmacy. PrescriberNow does not own or dispense any medication.

3. Not Medical Advice / No Provider Relationship with PrescriberNow

Information available on or through the Platform is for general informational purposes only and is not medical advice, diagnosis, or treatment. If you are a Patient, the medical care, advice, diagnosis, and prescriptions you receive through the Platform are provided by an independent licensed Provider, not by PrescriberNow.

No provider-patient relationship is created between you and PrescriberNow. A provider-patient relationship, when established, is between you and the individual licensed Provider who reviews your intake and writes any prescription. That Provider's clinical judgment is independent. PrescriberNow has no authority to direct, second-guess, override, or substitute its judgment for the Provider's clinical decision in any individual case.

Similarly, the act of filling and dispensing any prescription is performed by an independent licensed Pharmacy. PrescriberNow does not dispense, package, label, ship, or deliver any medication and does not exercise any independent professional judgment with respect to dispensing.

If you are experiencing a medical emergency, call 911 or go to the nearest emergency room. The Platform is not designed for emergency care.

4. Account Registration & Security

To use most features of the Platform, you must create an account. You agree to provide accurate, current, and complete information; to maintain and update it as necessary; and to safeguard your password. You are responsible for all activity that occurs under your account. Notify us immediately at team@prescribernow.com if you suspect unauthorized access.

We may suspend or terminate any account that we reasonably believe is being used in violation of these Terms, that is providing false or misleading information, that exposes us or our users to legal or security risk, or that has been compromised.

5. Acceptable Use

You agree not to, and not to permit any third party to:

• Use the Platform for any unlawful, fraudulent, or deceptive purpose.
• Submit false, inaccurate, or misleading information, including any false medical history.
• Impersonate any person or entity, including any Provider, Pharmacy, or PrescriberNow employee.
• Attempt to obtain prescriptions for any third party using your account or your identity.
• Reverse-engineer, decompile, scrape, copy, or create derivative works of the Platform or any software underlying it.
• Interfere with or disrupt the security, performance, or operation of the Platform, including by introducing malware, performing denial-of-service attacks, or accessing accounts that are not yours.
• Use the Platform to send spam, unsolicited marketing, or any communication that violates the CAN-SPAM Act, TCPA, or other applicable law.
• Use any robot, spider, or other automated means to access or use the Platform, except for publicly indexable web pages accessed by lawful search-engine crawlers.
• Resell, sublicense, or commercially exploit the Platform without our express written consent.

6. Fees & Payment

Some features of the Platform require payment. Fees are presented to you before you are charged. By submitting payment information you authorize us, our payment processors (currently Authorize.Net and/or Stripe), and any successor processors, to charge the payment method you provide.

Telehealth Evaluation Fee. Where applicable, the Platform charges a per-intake evaluation fee that covers the licensed Provider's review of your intake and clinical determination. This fee is for the Provider's professional review and is non-refundable once the Provider completes review, regardless of clinical outcome. If the Provider determines that prescription is not appropriate for you, you have still received the professional review for which the fee was charged.

Pharmacy fulfillment costs. Any cost for the medication itself, shipping, or other Pharmacy services is billed by the dispensing Pharmacy and is separate from the Telehealth Evaluation Fee. PrescriberNow does not set or guarantee Pharmacy prices.

All fees are stated in U.S. dollars. You are responsible for any taxes applicable to the fees.

7. Refunds & Cancellations

If a Provider determines that prescription is not appropriate for you (for example, because of a contraindication identified during safety screening), the Provider has still performed the professional review for which the fee was charged. The Telehealth Evaluation Fee is therefore non-refundable upon completion of clinical review.

If you cancel your intake before a Provider begins clinical review, you are entitled to a full refund of the Telehealth Evaluation Fee. Refunds are processed back to the original payment method within ten (10) business days of approval.

Disputes about Pharmacy charges must be raised directly with the dispensing Pharmacy.

8. Telehealth Consent

By submitting an intake you acknowledge and consent to receive telehealth services as defined under applicable state law. You understand that:

• Telehealth involves the use of electronic communications to enable a Provider at a different location to evaluate and treat you.
• The Provider may rely on the information you provide. Inaccurate or incomplete information may result in incorrect care decisions and is at your own risk.
• Not all conditions can be safely evaluated or treated via telehealth. If your situation requires in-person care, the Provider may decline to prescribe and refer you elsewhere.
• There are inherent risks to electronic communication, including delays, technical failures, and security risks despite our safeguards.
• You may withdraw consent for telehealth at any time, but doing so will end your participation in the Platform.

9. Electronic Signatures & Communications

You consent to do business with us electronically. You agree that all agreements, notices, disclosures, and other communications we provide to you electronically satisfy any legal requirement that such communications be in writing. Your typed name, click on an "I agree" button, or other affirmative act in connection with an agreement constitutes your binding electronic signature under the U.S. Electronic Signatures in Global and National Commerce Act (E-SIGN) and the Uniform Electronic Transactions Act (UETA).

You consent to receive transactional communications (such as account, intake-status, prescription-status, billing, security, and legal notices) by email, in-platform notification, or SMS. Marketing communications will be sent only if you opt in and you may opt out at any time.

10. Intellectual Property

The Platform, including its software, text, graphics, logos, trademarks, layouts, audio, video, and the selection and arrangement thereof, is owned by PrescriberNow or its licensors and is protected by United States and international intellectual property law. We grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Platform for its intended personal or business purposes. All rights not expressly granted are reserved.

"PrescriberNow," "Prescribing THIN," "THIN," "THIN-R," "THIN-ST," "Healthcare Open 24/7," and the PrescriberNow logos are trademarks of PrescriberNow LLC.

You may not use any PrescriberNow trademark without our prior written consent.

11. Third-Party Services

The Platform may contain links to or integrate with third-party websites, services, or content (including independent Providers and Pharmacies, payment processors, fax-transmission services, and Google Workspace). We do not control and are not responsible for third-party services. Your use of any third-party service is subject to that service's terms.

Specifically, the medical care, advice, diagnoses, and prescriptions provided by Providers, and the medications dispensed by Pharmacies, are services of those independent third parties. We do not guarantee the quality, accuracy, suitability, safety, or legality of any third-party service.

12. Disclaimers of Warranty

The Platform, including all content, features, and services, is provided on an "as is" and "as available" basis. To the maximum extent permitted by applicable law, PrescriberNow disclaims all warranties of any kind, whether express, implied, statutory, or otherwise, including all warranties of merchantability, fitness for a particular purpose, non-infringement, title, accuracy, security, reliability, completeness, quiet enjoyment, and any warranty arising from course of dealing or usage of trade.

PrescriberNow does not warrant that the Platform will be uninterrupted, error-free, or secure; that defects will be corrected; that the Platform is free of viruses or other harmful components; or that any information provided by Providers, Pharmacies, or third parties through the Platform is accurate, complete, or reliable. You assume all risk associated with use of the Platform and any reliance on information obtained through it.

13. Limitation of Liability

To the maximum extent permitted by applicable law, in no event will PrescriberNow, its affiliates, officers, directors, employees, agents, members, or licensors be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages of any kind, including loss of profits, loss of data, loss of goodwill, business interruption, personal injury, or emotional distress, arising out of or relating to these Terms or your use of the Platform, regardless of the cause of action and even if PrescriberNow has been advised of the possibility of such damages.

In no event will the total aggregate liability of PrescriberNow to you for all claims arising out of or relating to these Terms or your use of the Platform exceed the greater of (a) the total fees you have paid to PrescriberNow in the twelve (12) months immediately preceding the event giving rise to the claim, or (b) one hundred U.S. dollars ($100).

PrescriberNow is not liable for any act, omission, error, malpractice, or negligence of any Provider, Pharmacy, or other third party. Your sole recourse for any claim related to medical care, prescriptions, or pharmacy services is against the Provider or Pharmacy that rendered the care or dispensed the medication.

Some jurisdictions do not allow the exclusion or limitation of certain warranties or damages. The limitations and exclusions in this section apply to the maximum extent permitted by applicable law in your jurisdiction.

14. Indemnification

You agree to defend, indemnify, and hold harmless PrescriberNow, its affiliates, and its and their respective officers, directors, employees, members, agents, and licensors from and against any and all claims, demands, actions, suits, proceedings, losses, liabilities, judgments, settlements, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use or misuse of the Platform.
• Your violation of these Terms.
• Your violation of any applicable law or the rights of any third party.
• Any information, content, or materials you submit through the Platform, including any inaccurate or incomplete medical or identifying information.
• If you are a Provider or Pharmacy: any care you render to a Patient, any prescription you write or dispense, any breach of HIPAA by you, and any claim by a Patient or third party arising out of your professional services.

We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to your indemnification, in which event you will cooperate in asserting any available defenses.

15. Governing Law & Venue

These Terms are governed by the laws of the State of Florida, without regard to its conflicts-of-laws principles. Except for claims subject to arbitration under Section 16, you and PrescriberNow agree that any action arising out of or relating to these Terms will be brought exclusively in the state or federal courts located in Martin County, Florida, and you consent to the personal jurisdiction of those courts.

16. Arbitration & Class Waiver

16.1 Agreement to arbitrate. Any dispute, claim, or controversy arising out of or relating to these Terms, the Platform, or your relationship with PrescriberNow (a "Dispute"), other than a Dispute that qualifies for small-claims court or that involves a request for injunctive relief to protect intellectual property, will be resolved by final and binding arbitration administered by the American Health Lawyers Association ("AHLA") under its Rules of Procedure for Arbitration in effect at the time the arbitration is commenced, or, at the election of either party, by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules.

16.2 Seat and venue. The arbitration will be seated in Martin County, Florida, and the hearing, if any, will be held there or by videoconference at the option of the parties. The arbitrator will apply Florida law.

16.3 Class action waiver. You and PrescriberNow agree that each may bring claims against the other only in your or its individual capacity, and not as a plaintiff or class member in any purported class, consolidated, or representative action. The arbitrator may not consolidate more than one person's claims and may not preside over any form of representative or class proceeding.

16.4 Opt-out. You may opt out of this arbitration agreement by sending written notice to team@prescribernow.com within 30 days of first accepting these Terms, stating clearly that you are opting out of the arbitration clause in the PrescriberNow Terms of Use. Your opt-out will not affect any other provision of these Terms.

17. Termination

You may terminate your account at any time by emailing team@prescribernow.com. We may suspend or terminate your access to all or part of the Platform at any time, with or without cause and with or without notice, including for any violation of these Terms or any conduct that we determine in our sole discretion is harmful to other users, third parties, or our business. Upon termination, the provisions of these Terms that by their nature should survive termination (including Sections 10, 12, 13, 14, 15, 16, and 19) will survive.

18. Modifications

We may revise these Terms at any time. The revised Terms will be effective when posted on the Platform, and we will update the "Effective date" above. For material changes we will provide reasonable advance notice (for example, by email). Your continued use of the Platform after the effective date constitutes your acceptance of the revised Terms. If you do not agree, you must stop using the Platform.

19. Miscellaneous

Entire agreement. These Terms, together with the Privacy Policy and any other agreements expressly referenced (such as a signed Provider Services Agreement or Pharmacy Participation Agreement), constitute the entire agreement between you and PrescriberNow with respect to the Platform and supersede all prior or contemporaneous communications.

Severability. If any provision of these Terms is found unenforceable, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect.

No waiver. Our failure to enforce any provision is not a waiver of our right to do so later.

Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms freely, including in connection with a merger, acquisition, financing, or sale of all or a portion of our business.

Relationship. Nothing in these Terms creates any agency, partnership, joint venture, employer-employee, or franchisor-franchisee relationship between you and PrescriberNow.

Force majeure. Neither party will be liable for any failure or delay in performance caused by circumstances beyond its reasonable control, including acts of God, pandemic, war, terrorism, civil unrest, governmental action, internet failures, or labor disputes.

Notices to you may be made by email to the address you provide, by in-Platform notification, or by posting on the Platform. Notices to PrescriberNow must be sent to team@prescribernow.com and will be effective when received.

20. Contact