This Membership Agreement (“Agreement”) is made by and between and TelePsycRX, LLC, a Nevada limited liability company (“TelePsycRX”, “We”, “Us” or “Our”) and You (“Patient”,  “You” “Your” or “I”) and it consists of the terms and conditions below, as well as the online Terms and Conditions of Use and Privacy Policy on Our website.  This Agreement It is effective on the date You sign up for Our services on our website or mobile app.  You are agreeing to the following:

Services
 

TelePsycRX is not a medical group and does not provide medical care or treatment.  We provide a on-line platform to connect patients and mental health providers, conduct telehealth consults and therapy sessions, and send prescriptions to Your pharmacy.  Any telehealth consults obtained through our website and/or App are provided by independently contracted medical practitioners.  The details of this arrangement are fully set forth in the Terms and Conditions of Use on Our website.
 

Relationship of the Parties
 

Nothing in this Agreement is intended to be construed to suggest that Patient and TelePsycRX are partners or engaged in joint venture.  We are acting solely as an independent contractor acting under Our own direction and control in providing the Service to You.  Neither We, nor Our employees or contract personnel are Your employees.  We shall be responsible for all taxes incurred while performing the Service, including all applicable taxes required to be paid by an employer.  We shall not hold Ourselves out as Your agent and We do not have any right, power or authority to create any contractual obligation on behalf of or binding upon You.

 
MEMBERSHIP SERVICES

Member Access Pages

To secure the right to access and use the membership pages of the Website or the App, and to maintain Your User Account in good standing and receive the Services, You must be a member of TelePsycRX’s paid Services (“Membership”). With the exception of any free trial periods, We will charge You a recurring membership fee in exchange for Your right to access and use the membership pages of the Website or the App in accordance with this Agreement (“Membership Fee”).  We will charge the Membership Fee to Your credit card or debit card on file with Us, as identified in Your User Account; the payment transaction will be facilitated through an online payment processing application that is provided by a third-party vendor(s) and accessible through the Website and/or the App, and You will receive a receipt through Your User Account.  As a Member, You hereby agree to abide by Our policies and applicable laws.  Any breach of such policies or these Terms may result in cancellation of Your Membership.

Membership Fees
 

The amount of each Membership Fee will be set by TelePsycRX in its sole discretion. By accepting the terms and conditions of this Terms of Use, You understand and acknowledge that We reserves the right, but not the obligation, to increase its Membership Fee rate amounts at any time and as We see fit in its sole discretion. 

Discounts 

TelePsycRX may periodically offer discounts to its Membership Services in the form of free trial periods or discounted Membership Fees. Upon the expiration of any such discount, You further agree to the terms and conditions of this Terms of Use and pay the applicable Membership Fees in order to continue to receive Our paid Services.
 

Automatic Renewals
 

Your Membership will automatically renew on a monthly basis at the end of an existing subscription period. TelePsycRX will bill You for the subsequent membership period on a monthly basis. You are responsible for paying for this. Should You cancel Your Membership (see below) before the end of the current billing cycle, then access to the Membership Services will be removed, but You will continue to have access to the membership pages as they may contain personal health information.
 

PAYMENTS
 

Third-Party Payment Processing Vendor
 

All credit card, debit card and other monetary transactions on or through the Website and the App occur through an online payment processing application that is provided by a third-party vendor(s). This information is accessible through the Website and the App. Such arrangements are contractual in nature and is not under the direct control of TelePsycRX.
 

Payment Authorization and Obligations 
 

By providing TelePsycRX with Your payment information, You hereby authorize Us to do the following: (a) share Your payment information with Us and any of Our subsidiaries; (b) share Your payment information with the third-party payment processing vendor(s) (see above); and (c) obtain Your updated payment information from Your payment issuer, the third-party payment processing vendor(s), and/or applicable third-party providers. You agree that You are responsible for all amounts that accrue under Your account(s) with Us or Our subsidiaries, the third-party payment processing vendor(s), and/or other third parties on or through the Website and the App. This includes, but is not limited to, Your subscription fees, unpaid invoices, overdraft charges, penalty fees, as well as payment validation fees (which consists of a temporary hold of $0.01 when updating payment information in order to facilitate the transaction and verify the validity of Your payment method).
 

Recurring Billing
 

Your subscription payment is a monthly recurring charge, and the billing period begins from the time of registration, as defined by when You enter Your payment method.  You represent and warrant that (i) any credit / debit card information You supply is true, correct and complete, (ii) charges incurred by You will be honored by Your credit/debit card company, (iii) You will pay the charges incurred in the amounts posted, including any applicable taxes, and (iv) You are the person in whose name the credit/debit card was issued and You is authorized to make a purchase or other transaction with the relevant credit/debit card and information.

You agree and authorize the payment method to be billed automatically for the entire subscription length, according to the published pricing on Our website, which is subject to change at any time.

You agree and authorize the payment method to be billed beginning on the date of registration and subsequently on a monthly basis regardless of whether the assessment has been completed or services have been rendered by (including, but not limited to, Prescribing Provider visits, Therapy or Counseling visits, or Care Counselor visits).

If We are unable to secure funds from Your debit / credit card(s) for any reason, including, but not limited to, insufficient funds in the debit / credit card or insufficient or inaccurate information provided by You when submitting electronic payment, We may undertake further collection action, including application of fees to the extent permitted by law.

Our Care Team at _______@telepsycrx.com is always available to resolve any concerns or confusion regarding payment. You acknowledge and agree that You will not dispute the payment with the credit/debit card company, provided the transactions correspond to the terms indicated in this authorization form.

Warranty of Payment Information 

You represent and warrant to Us that (a) any provided payment information to Us is true, complete and accurate, (b) charges incurred by You will be honored by Your credit/debit card company or bank, (c) You will pay the charges incurred by You in the amounts posted, including, without limitation, any applicable taxes, and (d) You are the person in whose name the card was issued and You are authorized to make a purchase or other transaction with the relevant credit card and credit card information. If We are unable to secure funds from the payment method You provide for any reason, including insufficient funds in the payment method or insufficient or inaccurate information provided by You when submitting electronic payment, We may undertake further collection action, including application of fees to the extent permitted by law. You acknowledge and agree that You will not dispute the charges from Us with the payment method company, provided the transactions correspond to the terms indicated in these Terms of Use. You will promptly notify Us if Your payment information has changed (e.g. a change in address or expiration date), if Your payment method has been cancelled, or if You become aware of a breach of security.
 

Refunds 
 

Except as required by applicable law, there are no refunds regardless of whether Services were utilized (including, but not limited to, Prescribing Provider visits, Therapist visits, and Care Counselor visits). 

Insurance
 

We don’t accept insurance as a form of payment for our services. 
 

REFUSAL OF PRODUCTS AND SERVICES ON FRAUD

TelePsycRX has the right to refuse its Products and Services (including, without limitation, the Website, the Apps, and any Products and Services offered by Us) on suspicion of fraudulent or illegal activity associated with Your User Account. This includes, but is not limited to, stolen payment information or falsified medical information resulting in a prescription and subsequent medication by Prescriptive Providers.

WAIVER OF CLAIMS AND UNAUTHORIZED PAYMENTS 

You agree to waive all claims against Us related to any unauthorized payments made on or through Your account(s) with Us, Our third-party payment processing vendor(s), any other third parties and/or any other person or entity, regardless of whether such payments are authorized or unauthorized. However, You may submit a claim of the unauthorized payment to Us so that We can conduct a reasonable investigation as it sees fit under the circumstances. If appropriate, We will assist in correcting the alleged unauthorized payment, provided that such claim ("Unauthorized Payment Claim") is received by Us within thirty (30) days of the subject charge or payment.

PRESCRIPTION POLICY
 

You will not be able to obtain any medication unless You have completed a consultation with one of the Prescribing Providers through the Website or App, the Prescribing Provider has determined the prescription Product is appropriate for You and the Prescribing Provider has written a prescription. 

TelePsycRX does not endorse any specific medication, pharmacy, or pharmacologic product. If a Prescribing Provider prescribes a medication, he/she will limit supply based upon state regulations and will only prescribe a medication as determined in his/her own discretion and professional judgment. There is no guarantee a prescription will be written. Prescribing Providers may not prescribe DEA controlled substances or scheduled medications, or certain other drugs which may be harmful because of their potential for abuse. Prescribing Providers reserve the right to deny care for actual or potential misuse of the Services.

You agree that any prescriptions that You acquire from a Prescribing Provider will be solely for Your personal use. You agree to fully and carefully read all provided product information and labels and to contact a physician or pharmacist if You have any questions regarding the prescription. TelePsycRX and Our Prescriptive Providers fully honor patient freedom of choice and, if You receive a prescription for a medication, You have the option to instruct Your Prescribing Provider to transmit that prescription to the pharmacy of Your choice.

CONTROLLED SUBSTANCES CONTRACT - PATIENT AGREEMENT

If necessary, it may be appropriate for the provider to prescribe a controlled substance as part of Your treatment plan. In general, these medications are highly addictive.

Please note that We are unable to consider prescribing controlled medications to Our clients located in the below states:
 

• Ohio 

• Utah

• Minnesota

• Alaska

• New Hampshire

• Idaho

• Missouri

• Oklahoma

• Vermont

• Alabama

• Louisiana

• Wyoming

• Rhode Island

• Maine

• South Carolina

• Indiana

• North Dakota

• Arkansas

• Montana

By checking the checkbox for this agreement, You are also agreeing to the following:

I understand that if I am prescribed a controlled substance, it will be a short-term add on to my treatment plan. The medication will be a temporary bridge to help manage my symptoms until my long-term medication takes full effect. The medication will only be taken on an as needed basis, so it will not be automatically refilled.

I understand that if I am prescribed a controlled medication, it will not be used as a monotherapy, and will be paired with a non-controlled medication option for long-term care.

I understand that my TelePsycRX prescribing provider can only consider prescribing a controlled medication during an initial visit if I have proof of a prescription from the last six months. I must show proof of this prescription, such as a pill bottle with a clear prescription, medical records from a past doctor, or confirmation from the state medical registry. If I do not have a prescription from the past six months, I will need to trial an as-needed non-controlled option for at least two months before being considered for a controlled option. My medication plan is up to the discretion of my provider, and there is no guarantee that any medication will be prescribed.

I understand that if I am currently taking Suboxone or Methadone, I will not be considered for a benzodiazepine prescription.

I will keep (and be on time for) all my scheduled appointments with the prescribing provider and other members of the treatment team.
 

I will participate in all other types of treatment that I am asked to participate in.
 

I will keep the medicine safe, secure, and out of the reach of children. If the medicine is lost or stolen, I understand it will not be replaced until my next appointment and may not be replaced at all.
 

I will take my medication as instructed and not change the way I take it without first talking to the prescribing provider or other members of the treatment team.
 

I will not call between appointments, or at night or on the weekends looking for refills. I understand that prescriptions will be filled only during scheduled visits with the treatment team.
 

I will make sure I have an appointment for refills. If I am having trouble making an appointment, I will tell a member of the treatment team immediately.
 

I will treat the staff respectfully at all times. I understand that if I am disrespectful to staff or disrupt the care of other patients my treatment will be stopped.
 

I will not sell this medicine or share it with others. I understand that if I do, my treatment will be stopped.
 

I will sign a release form to let the prescribing provider speak to all other prescribing providers or prescribing providers that I see.
 

I will use only one pharmacy to get all controlled substances medications.
 

I will tell the prescribing provider all the other medications that I take and let him/her know right away if I have a prescription for a new medicine.
 

I will not get any controlled substances or other medications that can be addictive such as benzodiazepines (Klonopin, Xanax, Valium) or stimulants (Ritalin, amphetamine) without telling a member of the treatment team before I fill that prescription. I understand that the only exception to this is if I need pain medicine for an emergency at night or on the weekends.
 

I will not use illegal drugs such as heroin, cocaine, marijuana, or amphetamines. I understand that if I do, my treatment may be stopped.
 

I will keep up to date with any bills and tell the prescribing provider or member of the treatment team immediately if I can't pay for treatment anymore.
 

I understand that I may lose my right to treatment if I break any part of this agreement.
 

INTELLECTUAL PROPERTY

All intellectual property related to Our Website/Mobile App and the Services, including images, design, content, copyrights, trademarks and patents is the sole and exclusive property of the TelePsycRX (“TelePsycRX’s IP”).   None of the TelePsycRX’s IP may be used, transferred, copied or reproduced in whole or in part in any manner without express written consent of Us.     
 

TERM AND TERMINATION  
 

Your Membership details will be confirmed in writing by Us via e-mail transmission.  This Agreement will remain in effect until the expiration, termination or renewal of Your Subscription, whichever is earliest. You have the right to cancel Your membership and revoke Your recurring payment authorization by contacting Us via email by 9am PT one business day prior to the scheduled payment date and following the cancellation process until one of our Coordinators confirms the cancellation. You understand and acknowledge that services may be cancelled or withheld if You revokes this authorization, and You are still responsible for all charges incurred by You or otherwise owed to Us. TelePsycRX reserves the right not to refund any prepaid amounts due to cancellations.

REPRESENTATIONS AND WARRANTIES
 

Each of the Parties represents, warrants and covenants on its own behalf as follows: (a) the Party has all necessary rights, power and authority to enter into this Agreement without violating any other agreement or commitment of any sort; (b)  the Party does not have any outstanding agreements or understandings, written or oral, that would prevent the Party from effectively carrying out the terms of this Agreement; (c) no consents or approvals are required in order to permit the Party to consummate the transactions contemplated herein; and (d) any information and content, including domain name, branding, logo and/or design elements provided to the other Party does not infringe upon the intellectual property rights of any third party.

LIMITATION OF LIABILITY

NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR ANY PERFORMANCE HEREUNDER, EVEN IF SUCH PARTY HAS ADVANCE NOTICE OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER BASED ON A THEORY OF CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE.  The foregoing limitation of liability and exclusion of certain damages shall apply regardless of the failure of the essential purpose of any remedies available to either party.  IN NO EVENT WILL THE AGGREGATE LIABILITY OF EITHER PARTY EXCEED THE SUBSCRIPTION FEE FOR THE CURRENT TERM.
 

GOVERNING  LAW
 

This Agreement will be governed by and construed in accordance with the laws of the State of Nevada.  The Parties agree that any dispute arising out of this Agreement will be resolved by a court of applicable jurisdiction in Carson City, Nevada.