Terms of Use

XRHealth Terms of Use

Last updated on December 23rd, 2021.

Welcome and thank you for visiting XRHealth!

PLEASE READ THESE TERMS OF USE, INCLUDING THE TERMS SET FORTH IN THE PRIVACY POLICY(COLLECTIVELY, THE “AGREEMENT”), CAREFULLY TO UNDERSTAND YOUR RIGHTS AND OBLIGATIONS. BY ACCESSING AND USING OUR WEBSITE AT HTTPS://WWW.XR.HEALTH/, PLATFORM, PORTAL, OR MOBILE APPLICATION (COLLECTIVELY, THE “SITE”), THE HARDWARE WHICH WE MAY PROVIDE TO YOU IN CONNECTION WITH THE USE OF THE SITE (“HARDWARE”, AS FURTHER DEFINED BELOW) AND ANY ADDITIONAL FUNCTIONS, MATERIALS, CONTENT (DEFINED BELOW) AND SERVICES OFFERED OR RELATED THERETO (COLLECTIVELY, THE “SERVICES”, AND TOGETHER WITH THE SITE AND THE HARDWARE, THE “XRHEALTH PRODUCTS”)), YOU UNDERSTAND THAT THIS IS A LEGALLY BINDING INSTRUMENT BETWEEN YOU (SOMETIMES REFERRED TO AS “YOU” OR “YOUR”) AND XRHEALTH USA, INC., TOGETHER WITH ITS PARENT COMPANY, SUBSIDIARIES AND AFFILIATES AND OUR AND THEIR SUCCESSORS AND ASSIGNS, (COLLECTIVELY, “XRHEALTH”, “WE”, “US”, OR “OUR”), AND AGREE TO BE BOUND BY THE TERMS AND CONDITIONS SET FORTH HEREIN.

YOU CERTIFY THAT YOU ARE AT LEAST 18 YEARS OF AGE OR, IF YOU ARE LESS THAN 18 YEARS OF AGE, THAT YOU ARE USING THE XRHEALTH PRODUCTS WITH THE SUPERVISION OF YOUR PARENT OR LEGAL GUARDIAN WHO AGREES TO BE BOUND BY THETERMS OF THIS AGREEMENT. MAKE SURE TO REVIEW THESE TERMS OF SERVICE WITH YOUR PARENT OR GUARDIAN SO THAT YOU BOTH UNDERSTAND ALL OF YOUR RIGHTS AND OBLIGATIONS.

PLEASE READ THESE TERMS OF USE IN THEIR ENTIRETY. THIS AGREEMENT CONTAINS IMPORTANT TERMS AND CONDITIONS THAT AFFECT YOU AND YOUR USE OF THE XRHEALTH PRODUCTS, INCLUDING A PROVISION REGARDING BINDING ARBITRATION OF DISPUTES AND A WAIVER OF CERTAIN RIGHTS TO JURY TRIALS AND/OR CLASS ACTIONS. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT ACCESS OR OTHERWISE USE OUR XRHEALTH PRODUCTS.

  1. Our Services.

OUR SERVICES ARE INTENDED AS A SUPPORT TOOL FOR MEDICAL TREATMENT ONLY. THEY DO NOT CONSTITUTE RESCUE SERVICES AND / OR EMERGENCY MEDICINE, AND ARE NOT A SUBSTITUTE FOR RECEIVING MEDICAL ADVICE – PLEASE CONSULT WITH YOUR ATTENDING PHYSICIAN, BEFORE AND DURING USE OF THE SERVICES, REGARDING ANY QUESTIONS REGARDING DIAGNOSIS OR MEDICAL TREATMENT. YOU ACKNOWLEDGE AND AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR RECEIVING MEDICAL CONSULTATION PRIOR TO THE COMMENCEMENT OF THE USE OF THE SERVICES AND DURING THEIR USE, AND FOR ANY DECISIONS MADE OR ACTIONS TAKEN BY YOU AS A RESULT OF AND / OR IN CONNECTION WITH ANY USE OF THE SERVICES.

1.1       Subscription. XRHealth will provide you with access to the XRHealth Products in accordance with this Agreement, as purchased by you via an electronic order form. The Services may include certain telehealth services, provided by physical, occupational, and other healthcare professionals. You may be required to download and install certain software, as may be updated from time to time.

PREREQUISITES FOR USING OUR SERVICES. PLEASE NOTE: THE SERVICES ARE USED AS A SUPPORTIVE TOOL FOR MEDICAL TREATMENT AND THEREFORE, THEY ARE NOT SUITABLE FOR EVERYONE SEEKING TO USE THEM. THE USE OF THE SERVICES IS SUBJECT TO THE SUITABILITY ASSESSMENT PROCESS PERFORMED BY XRHEALTH AND THE DETERMINATION THAT YOU ARE SUITABLE FOR THE USE OF THE SERVICES, AT XRHEALTH’S SOLE DISCRETION.

1.2       Consent to Treatment.  XRHealth offers telehealth-based services provided by healthcare professionals, including physical and occupational therapists retained by XRHealth (the “Telehealth Professionals”).  Telehealth (or Telemedicine, often these terms are used interchangeably) involves the real-time evaluation, diagnosis, consultation, and treatment of a health condition using advanced telecommunication technology, which often includes the use of interactive audio, video, or other electronic media. The use of telehealth technology allows the XRHealth provider to see and communicate with you, the patient, in real-time from a remote or distant location. The services needed to support this treatment may include physical, occupational or other therapy. By using our Services, you confirm that : (i) you have had the opportunity to ask questions and have had these questions answered to your satisfaction; (ii) you have received an explanation and a copy of your rights and responsibilities as a patient of XRHealth’s and understand those rights and responsibilities; (iii)  you understand the benefits and risks of receiving treatment at home and hereby authorize XRHealth and its practitioners, associates, technical assistants and/or other professionals as XRHealth may deem necessary (the “Telehealth Providers”) to provide the treatment to you as set forth by and under the direction of your physician.  By agreeing to these Terms, you are giving your informed consent for the provision of telehealth services by XRHealth Telehealth Providers.

1.3       Benefits and Risks of Telehealth Services.  Telehealth provides access to care in circumstances where it may be difficult to provide otherwise. The benefits of telehealth services may include improved and easier access to health care by enabling patients to remain in their own locations and more efficient health care evaluation and management, often at a lower cost compared to other alternatives. Yet, as with any type of health care service, there are potential risks associated with the use of telehealth services and, hence, the Services provided via this Site. XRHealth Telehealth Providers: (a) may conduct their practice in a different location than the one where you may be physically present for such medical care; (b) may not have the opportunity to perform an in-person physical examination of me at the time your telehealth services are provided; and (c) may rely on information provided by me before and during our telehealth services encounter.

You understand that the XRHealth Telehealth Providers’ advice, recommendations, and/or decisions may be based on factors not within their control, such as incomplete or inaccurate data provided by me or distortions of diagnostic images or specimen that may result from electronic transmission issues. You understand that you must provide information about your medical history, condition(s), and current or previous medical care that is complete and accurate to the best of your knowledge and ability. You also understand that in the event the telehealth services are interrupted due to a technology problem or an equipment failure, alternative means of communication may be implemented and/or an in-person medical evaluation with yourhealth care provider may be necessary.

You understand that the level of care provided by XRHealth Telehealth Providers is to be the same level of care that is available to you through an in-person medical visit; provided, however, if XRHealth Telehealth Providers determine that the provision of telehealth services will not adequately address your medical needs, the treating XRHealth Telehealth Provider(s) may require you to schedule and attend an in-person medical examination with your health care provider.

If, after a telehealth services session, you experience any urgent medical symptoms or conditions, you should alert your treating physician or, in the case of an emergency, you will dial 911 or go directly to the nearest emergency room.

If required by law, XRHealth Telehealth Providers must share information regarding your telehealth services sessions with your primary care physician. You hereby authorize XRHealth and your XRHealth Telehealth Provider(s) to share such information, which may include but is not limited to copies of your medical records, a report containing an explanation of the telehealth services provided to me, and/or any evaluation, analysis, or diagnosis of your medical condition made by the XRHealth Telehealth Provider(s).

1.4       Primary Care Provider Relationship; No Medical Diagnosis. OUR SERVICES MAY INCLUDE MEDICAL AND/OR NON-MEDICAL APPLICATIONS. THE SERVICES YOU RECEIVE FROM HEALTH CARE PROFESSIONALS THROUGH THE SITE SHOULD NOT BE USED AS A REPLACEMENT FOR A PRIMARY CARE PROVIDER RELATIONSHIP. THE SERVICES YOU RECEIVE FROM HEALTH CARE PROFESSIONALS THROUGH THE SITE MAY NOT NECESSARILY GIVE RISE TO A PROVIDER-PATIENT RELATIONSHIP OR AN ONGOING TREATMENT RELATIONSHIP. YOU ARE EXPECTED TO SEEK FOLLOW-UP OR EMERGENCY CARE WHEN RECOMMENDED BY A HEALTH CARE PROFESSIONAL OR WHEN OTHERWISE NEEDED, AND YOU SHOULD CONTINUE TO CONSULT WITH YOUR PRIMARY CARE PROVIDER AND/OR ANY OTHER HEALTH CARE PROVIDERS AS NEEDED OR RECOMMENDED. ADDITIONALLY, THE HEALTH CARE PROFESSIONALS WHO PROVIDE SERVICES THROUGH THE SITE MAY MAKE RECOMMENDATIONS AND/OR ARRANGEMENTS FOR FOLLOW-UP CARE, AS APPROPRIATE, AND YOU ARE WELCOME TO ACCESS OUR SERVICES FOR THESE FOLLOW-UP VISITS.  OUR SERVICES ARE INTENDED TO PROVIDE YOU WITH A WIDE RANGE OF IMMERSIVE APPLICATIONS, GAMES AND CONTENT ENHANCING THE PHYSICAL AND COGNITIVE WELLBEING (WHICH INCLUDES THE USE OF ANY HARDWARE). THE DESIGN AND FUNCTION OF THE SERVICES AND ITS CONTENTS, SUCH AS INFORMATION, QUESTIONS, TEXT, GRAPHICS, IMAGES, AUDIO AND VIDEO FILES, USER HELP FILES, USER INTERFACE, LAYOUT AND PRESENTATION, AND DATA RELATING TO YOUR USE OF THE SERVICES, AND OTHER MATERIAL CONTAINED IN THE SERVICES (“CONTENT”) ARE NOT INTENDED TO FUNCTION AS MEDICAL DIAGNOSIS.  ALTHOUGH CERTAIN CONTENT HAS BEEN PREPARED IN CONSULTATION WITH HEALTHCARE PROFESSIONALS, THE CONTENT IS NOT INTENDED AS MEDICAL DIAGNOSIS OR TREATMENT IN LIEU OF CONSULTATION WITH A HEALTH CARE PROVIDER. PLEASE CONSULT YOUR HEALTH CARE PROVIDER REGARDING ANY SPECIFIC DIAGNOSIS, TREATMENT OR HEALTH QUESTIONS. IF YOU ARE EXPERIENCING AN URGENT MEDICAL CONDITION, IMMEDIATELY CALL 9-1-1.

1.5       Data and Your Privacy. While using the Services, data from you and your use of the Services is collected, analysed and quantified, using advanced algorithms and other analysis tools. Please refer to our Privacy Policy for more information about how we treat data, including how we collect, use and disclose your information. You have been provided a copy of XRHealth’s Notice of Privacy Practices.

In addition, certain third parties (such as developers of Third-Party Services (defined below)) may collect information about you when you use the XRHealth Products. These third parties have their own privacy policies and will treat the information they collect about you according to these policies. We encourage you to review these privacy policies before providing any information to third parties. We are not responsible for the accuracy of any third party’s privacy policy or for ensuring that third parties comply with their privacy policies.

1.6       Notifications. The Services may include the sending of push-notifications, messages, emails, alerts via various means of communication. You can deactivate the push-notifications at any time by changing the notification settings on your device. By using the Services, you acknowledge and agree that the Services may contain telephone communications and/or text messages, and you represent and warrant that you are the primary owner of the phone number provided to us. You consent to receive telephone communications and/or text messages, which may be sent from an automated system. You understand that message and data rates may apply.  Your consent to receive these types of communications is not required to use the Services, and you may unsubscribe from calls or texts at any time.

1.7       Service Changes. We reserve the right, but are not obligated, to modify, improve, make any other changes to, or discontinue, temporarily or permanently the Services without notice, at any time. If we choose to supply you with any updates, upgrades and any new versions of the XRHealth Products (“Updates”) according to its then current policies, it may include automatic updating or upgrading of the Services with or without any additional notice to you and this Agreement will govern any such Updates unless these are accompanied by a separate license agreement which will prevail, and all references herein to the Services shall include such Updates. IN NO EVENT WILL XRHEALTH BE LIABLE FOR THE REMOVAL OF OR DISABLING OF ACCESS TO ANY PORTION OR FEATURE OF THE XRHEALTH PRODUCTS.

1.8       Licensure.  XRHealth represents and warrants that each professional involved in providing the Services and XRHealth, as applicable, currently hold (and for the term of the Agreement shall continue to hold) the necessary license(s) as required to perform the Services under this Agreement. XRHealth shall require the professionals to render the any Services in accordance with the prevailing standard of care.  XRHealth shall cause its professionals to comply with all applicable governmental laws and regulations. Nothing in this Agreement shall be interpreted to interfere with a professional’s delivery of direct patient care, or independent judgment in the practice of their profession. XRHealth professionals shall have complete control over the diagnosis and treatment of patients and XRHealth shall not exercise any direct supervision or control over a professional’s treatment. No clause or provision in this Agreement shall be interpreted as providing XRHealth or its professionals any power or authority to act on behalf of you, or provide XRHealth or its professionals any rights, duties, discretions or responsibilities enabling XRHealth or its professionals to dictate your treatment.

  1. Revisions to This Agreement.

We may revise and update this Agreement from time to time without prior notice to you and will post the updated Agreement to the Site. ANY CHANGES TO THIS AGREEMENT WILL APPLY IMMEDIATELY UPON POSTING. Any changes to this Agreement will not apply retroactively to events that occurred prior to such changes.

  1. Your License to Access the Services and Content.

3.1       License. Subject to the terms and conditions of this Agreement, we grant you a limited, non-exclusive, revocable and non-transferable right to access the XRHealth Products during your subscription term, for your personal use. Any use of the XRHealth Products in excess of this license is strictly prohibited and constitutes a violation of this Agreement, which may result in the termination of your right to access and use the Services.

3.2       License Limitations. Except as expressly permitted by the terms of this Agreement, you shall not:

  1. copy, modify, adapt, translate, or otherwise create derivative works of the Services, our Content or intellectual property or any software, services, or other technology of the third-party vendor(s) or hosting partner(s) who provide the infrastructure, hardware, software, networking, storage, and related technology required to operate and provide the Services;
  2. store, distribute, post, upload or transmit any media through the Services that (i) is or is reasonably perceived to be unlawful, harmful, threatening, bullying, libelous, defamatory, obscene, harassing, racially or ethnically offensive, inciting hatred or invasive of a person’s privacy; (ii) that facilitates or promotes illegal activity, violence, discrimination based on race, gender, color, religious or philosophical belief, sexual orientation, disability or any other illegal activities; (iii) depicts or contains sexually explicit or pornographic images; and/or (iv) infringes the intellectual property rights of a third party;
  3. introduce any virus, worm, malware, spyware, Trojan horse or other harmful or malicious code to the Services;
  4. do anything which may negatively impact the Services IT system or environment or availability of the Services;
  5. attempt to duplicate, modify, copy, adapt, distribute, market, lease, create derivative works from or resell the Services (or any part of it including any of the software in or accessible through it);
  6. access and use the Services in order to build a product or service competitive with the Services;
  7. attempt to decompile, disassemble, reverse engineer or otherwise reduce to human-perceivable form any part of the Services (including any of the software in or accessible through it) or to discover or disclose the source code, methods and concepts embodied in the Services (including any of the software in or accessible through it) except as may be allowed by any applicable law notwithstanding contractual prohibition;
  8. alter, obscure, remove, conceal or otherwise interfere with any markings on or in the Services which refers to us or our licensors or includes any trademarks or logos;
  9. circumvent or manipulate any of the restrictions or security-related features within the Services; or
  10. engage in any deceptive, unfair or misleading practice and/or in violation of applicable law.

3.3       Acceptable Use of the Services. You are responsible for the way in which you access and use the Services and for any materials stored, posted or uploaded to, or distributed or transmitted through, the Services by or on behalf of you. You shall use commercially reasonable efforts to prevent any unauthorized access to or use of the Services and, in the event of any such unauthorized access or use, shall promptly notify us. You shall comply with all applicable laws, regulations, rules and codes with respect to your activities relating in any way to your use or exploitation of the Services. Your access to this Services is provided on a temporary basis with no guarantee for future availability.  We reserve the right to withdraw or modify any content or services we provide on the Services without notice.

  1. Your Obligations to XRHealth.

4.1       Your Representations. You represent and warrant to us that: (a) you have the legal capacity to understand and enter into this Agreement; (b) you are of at least 18 years of age; or you have permission from your parent(s) or legal guardian(s) to use the Services; and (c) all information you give us is valid and true and yours to provide to us.

4.2       Your Account. In order to use certain features of the Services, you may be required to provide log in information in order to create an account (“Account”). As part of the registration process and as a condition of your access to the Services, you may create one Account only and provide us with your current, complete and accurate information (“Account Information”). If your Account Information changes, you must promptly update your Account to reflect those changes.

Each Account is for the personal use of the registered user only. You may not share your log-in details or password (if required) with any other person. XRHealth does not allow multiple users (networked or otherwise) to access the Services through a single name and password. You may receive emails from us confirming the details of your registration and providing you with necessary information relating to your access and use of the Services and your Account.

If you wish to cancel and remove your Account, please send us a request using the XRHealth Patient Support Form. Your Account will terminate within reasonable time following your request, and from that date of termination you will no longer be able to access your Account. Note that you will be able to edit or remove, at any time, any information contained in your Account.

Cancelling your account may cause the loss of certain information you provided us and XRHealth does not accept any liability for such loss. Please note that we are legally obligated to keep health information even if your account has been terminated, and such information will be deleted only when and if allowed according to applicable laws.

We will use your Account Information and any other personal information provided by you to us in accordance with our Privacy Policy.

You agree that:

  1. you will use the Services only for purposes permitted by this Agreement;
  2. you are responsible for maintaining the confidentiality of your Account Information at all times;
  3. you are solely responsible for the use and maintenance of your Account;
  4. we may deny anyone access to an Account or the Services at any time and for any reason without notice;
  5. we are not obliged to confirm the identity of any Services users or Account holders; and
  6. in the event that we believe that you have breached a term of this Agreement or any other terms or policies referenced herein, or if you otherwise create risk or possible legal exposure for us, we may, at our sole discretion terminate or suspend your Account with us, and you will not be entitled to a refund of any Services provided for the period up to and including the date of suspension or termination of your Account resulting from a breach of this Agreement.
  1. Intellectual Property.

5.1       Ownership. You acknowledge and agree that, as between you and us, we own all intellectual property rights in the Sites, our Content and the Services. Nothing in this Agreement constitutes a transfer of any intellectual property rights from us to you. The Content and any material provided to you in conjunction with the Services may be subject to copyright and other intellectual property laws. You may not use or reproduce or allow anyone to use or reproduce any Content (including the “XRHealth” name and logo or other trade names appearing on the Sites) for any reason without prior written permission from us. The software that operates the Sites is proprietary software and you may not use it except as expressly allowed under this Agreement.

5.2       Restrictions of Use. You may retrieve and display the Services or Content from the Sites on a computer screen or mobile device, print individual pages on paper (but not photocopy them) and store such pages in electronic form on your computer or mobile device for your personal, non-commercial use. Except as expressly permitted by this clause, you may not reproduce, modify or in any way commercially exploit our Services or Content on the Sites. In particular, but without limiting the general application of the restrictions in the previous sentence, you may not do any of the following without prior written permission from XRHealth:

  1. reproduce or store in or transmit to any other website, newsgroup, mailing list, electronic bulletin board, server or other storage device connected to a network or regularly or systematically store in electronic or print form, all or any part of the Services or Content;
  2. publish, transmit, participate in the transfer or sale of, reproduce, create derivative works from, distribute, perform, display, or in any way exploit all or any part of the Services or Content (including as part of any library, archive or similar service); or
  3. remove the copyright or trademark notice from any copies of the Content made under this Agreement.
  1. Your Content. 

You are solely responsible for any material, opinion, content or data that you post, publish or otherwise transmit through the Services; or obtain through accessing or using the Services (collectively, “User Content”). By posting or adding any User Content to the Services, you grant us a perpetual, non-exclusive, royalty-free, irrevocable, worldwide and transferable licence and sub-licence to use that User Content in any way (including, without limitation, by reproducing, changing, translating, and communicating the User Content to the public) and permit us to authorize any other person to do the same thing. This licence will survive any termination of this Agreement. You represent and warrant to us that you have all necessary rights in respect of any User Content which you post or otherwise contribute to the Services to grant the licences and consents set out in this clause. You waive any moral rights that you may have in regard to your User Content, and if you add any User Content in which any third party has moral rights, you must also ensure that the third party also consents in the same manner.

You acknowledge that the views expressed in User Content provided by you and other users do not necessarily reflect the views of XRHealth, and we do not support or endorse any user content. You acknowledge that we have no obligation to pre-screen, monitor, review, or edit any content posted by you and other users on our Services. For the avoidance of doubt, we will not be taken to have uploaded, posted, transmitted or otherwise made User Content available on the Services simply by facilitating others to post, transmit or otherwise make the User Content available. Furthermore, we do not endorse any opinion, advice or statement made by any person other than us.

We reserve the right, but are not obligated, to: a) review, modify, reformat, reject or remove any User Content which you upload, post, transmit or otherwise make available (or attempt to upload, post, transmit or otherwise make available) that, in our opinion, violates this Agreement or otherwise has the potential to harm, endanger or violate the rights of any person; and b) monitor use of the Services, and store or disclose any information that we collect, including in order to investigate compliance with this Agreement or for the purposes of any police investigation or governmental request.

If you believe that any User Content infringes your legal rights, you should notify XRHealth immediately by contacting our customer service centre.

All data and information which you input into the Service, including data and information gathered and transmitted to the Service by your virtual reality headset or other hardware used with the Services (collectively, “User Data”) is stored in a private and secure fashion, and will not be used by XRHealth except as permitted herein. You hereby grant to XRHealth a limited, non-exclusive, non-transferable, royalty-free right to use, reproduce, manipulate, display, transmit and distribute the User Data solely in connection with providing the Services to Customer during the subscription term, and improving and developing the Services and XRHealth’s other products, software or services. XRHealth may analyze User Data, and data of other users, to create aggregated or anonymized statistics or data that do not identify you or any individual and may use and disclose such statistics or data in its sole discretion.  Except as specified otherwise in this Agreement, you shall be solely responsible for providing, updating, uploading and maintaining all User Data. XRHealth will implement and maintain administrative, physical and technical safeguards that reasonably and appropriately protect the confidentiality, integrity and availability of protected health information as required under applicable privacy law. The content of User Data shall be your sole responsibility.  XRHealth does not guarantee the accuracy, integrity or quality of User Data.  For clarity, User Data will only be accessible to you during the applicable subscription term.  You shall not: (a) upload or otherwise make available to XRHealth any User Data that is unlawful or that violates the rights of any third parties; (b) upload or otherwise make available to XRHealth any User Data that you do not have a right to transmit due to any law, rule, regulation or other obligation; (c) use, upload or otherwise transmit any User Data that infringes any intellectual property, other proprietary rights or other rights of any third party; or (d) except as permitted by and in compliance with applicable privacy related laws, upload or otherwise make available to XRHealth any Customer Data that constitutes protected health information under applicable privacy related laws

  1. Feedback.

Separate and apart from User Content, you may submit questions, comments, suggestions, ideas, plans, notes, drawings, original or creative materials or other information about us and our XRHealth Products (collectively, “Feedback”). You agree that XRHealth and its affiliates shall be able to use the Feedback in any way they may choose without any obligation to you.

  1. System Unavailability.

There may be times when the Services are unavailable due to technical errors or for maintenance and support activities. We do not represent, warrant, or guarantee that the Services will always be available or is completely free of human or technological errors.

  1. Errors.

The Services may contain typographical mistakes, inaccuracies, or omissions and some information may not be complete or current. We expressly reserve the right to correct any errors, inaccuracies, or omissions and to change or update information at any time without prior notice. We do not make any representation or warranty concerning errors, omissions, delays, or defects in the Services or any information supplied to you via the Services, or that files available through Services are free of viruses, worms, Trojan horses, or other code that include or manifest contaminating or destructive characteristics.

  1. Compatibility.

You must provide the equipment and Internet connections necessary to access the Services at your own expense. We do not guarantee that the Services will operate with your computer, Mobile Device, internet service plans, or Mobile Provider service plans or with any particular computer or other piece of hardware, software, equipment, or device you install on or used with your computer.

  1. Third Party Services.

XRHealth Products can be used to access software, applications, services, content, and virtual items (including, but not limited to, third-party digital content, additional or enhanced functionality, or media content purchased through XRHealth Products) provided by third parties (“Third-Party Services”). In some cases, we may distribute Third-Party Services to you on behalf of the third party. WE DO NOT MAKE ANY WARRANTIES ABOUT ANY THIRD-PARTY SERVICES. ANY WARRANTY, DAMAGES OR INDEMNITY CLAIMS AGAINST US IN RELATION TO SUCH THIRD-PARTY SERVICES ARE EXPRESSLY EXCLUDED.

Third-Party Services may be subject to additional terms, conditions, fees, and policies imposed by the third party (together, “Third-Party Terms”). In the event that Third-Party Terms conflict with the provisions of the terms of this Agreement, the terms of this Agreement will govern. You are responsible for complying with any applicable Third-Party Terms, and we recommend that you review any applicable Third-Party Terms before using Third-Party Services. Your use of Third-Party Services is at your own risk. We have no obligations or liability with respect to transactions you enter into with a third party, your access to or use of any Third-Party Services, or any content or functionality therein, your rights to which are solely provided pursuant to a license between you and the provider of such Third-Party Services.

In no event will XRHealth be considered the licensor of Third-Party Services, to have granted any rights to use Third-Party Services, to have assumed any obligations (including support obligations) with respect to the Third-Party Services, or to have made any representations or warranties with respect to the Third-Party Services. XRHealth and its affiliates have no liability for any information that you provide or authorize us to provide to a provider of a Third-Party Service, or for such third party’s collection, use and disclosure of such information. If you are not presented with an end user license agreement when you acquire Third-Party Services, the following license terms apply to your use of such Third-Party Services: (a) the third party providing the Third-Party Services (and not XRHealth or its affiliates) is the licensor of such Third-Party Services; (b) such third party grants you a limited, non-transferable license to access and use the Third-Party Services only for your personal and non-commercial purposes; and (c) you may not modify, decompile or disassemble the Third-Party Services in whole or in part, or create any derivative works from or sublicense any rights in or to the Third-Party Services, unless otherwise expressly authorized by the third party or as permitted under applicable law notwithstanding these restrictions. XRHealth and its affiliates are not parties to the license agreement between you and the provider of such Third-Party Services or other Third-Party Terms.

Third-Party Services may require access to XRHealth data and services, which is subject to agreements between the third parties that provide such Third-Party Services and us. We may disable this access for a Third-Party Service if the third party does not comply with these agreements, our policies, or applicable law, or if the agreements are otherwise terminated. This may adversely affect your use of such Third-Party Services, including by making such Third-Party Services partially or fully inoperable. We will not incur any liability to you if we remove or disable access to data and services by a third party for these reasons. This means, without limitation, that we will not provide you with any refunds for such Third-Party Services in these cases. Any rights, including refund claims, which you may have under your agreements with third parties remain unaffected.

YOU AGREE TO INDEMNIFY THE XRHEALTH INDEMNIFIED PARTIES FROM ANY AND ALL CLAIMS, DAMAGES, EXPENSES, FEES, LIABILITIES, AND LOSSES, INCLUDING ATTORNEYS’ FEES, ARISING FROM YOUR USE OF, OR INABILITY TO USE, ANY THIRD-PARTY SERVICES.

  1. Fees. 

Fees for the Services are set forth in the Services. All payments must be in U.S. dollars. Payments made via the Services may be processed via certain online payment service providers (“Online Payment Processors”). We may add or change the Online Payment Processors in our sole discretion. Online Payment Processors are Third Party Licensors and as such, we do not control and are not affiliated with such Online Payment Processors. By using the Online Payment Processor and its services, you agree to be bound by such Online Payment Processor’s additional terms and conditions and their privacy policy. You understand and agree that for any Services provided on an appointment basis, you may be responsible for a missed appointment fee according to the current fee schedule if you do not cancel a scheduled appointment at least twenty-four (24) hours in advance of the scheduled appointment time. If your insurance provider has arranged with XRHealth to pay the fees, you have assigned and transferred to XRHealth all insurance and other benefits and proceeds, including Medicare and Medicaid benefits and proceeds, to which you are or may become entitled as a result of XRHealth’s charges for products and services delivered to you or person named above for whom you are the legal guardian or authorized representative.  This transfer and assignment is made and shall be remade as of the dates on which each benefit becomes payable to me.  You authorize any holder of medical information about you to release to the Centers of Medicare & Medicaid Services or any other third-party payor who is responsible you’re your insurance benefits and their agents any information needed to determine these benefits payable for related products and services furnished by XRHealth.

  1. Hardware.

13.1     Hardware Lease. As part of the Services, you may use a device, unit, hardware or other physical technology that XRHealth or our lessors may lease, license, sell or otherwise make available to you under this Agreement or additional usage terms (“Hardware”). By using or leasing the Hardware, you agree to be bound by such Hardware provider’s additional terms and conditions and their privacy policy. Please read and follow the warnings and information pertaining to safe use of the Hardware carefully before using the Hardware. FAILURE TO FOLLOW SUCH SAFETY WARNINGS AND INSTRUCTIONS COULD RESULT IN SERIOUS PROPERTY DAMAGE, BODILY INJURY AND EVEN DEATH.

IN NO EVENT WILL THE XRHEALTH PARTIES (DEFINED BELOW) BE LIABLE TO YOU FOR YOUR USE, INABILITY TO USE, OR MISUSE OF THE HARDWARE.

13.2     Without derogating from the generality of the aforesaid, you undertake: (a) to maintain and protect the Hardware and its integrity, as long as it is in your possession; (b) take all reasonable measures to prevent loss or damage to the Hardware – note that you will be responsible for any loss and / or theft and / or damage caused to the Hardware (excluding malfunctions and normal wear and tear) and that we reserve the right to charge you with the cost of repairing the Hardware and / or the cost of the Hardware in the event that damage to the Hardware occurs as a result of negligence, loss, theft or improper use by you; (c) that you will not repair or attempt to repair the Hardware – any malfunction in the Hardware must be notified to XRHealth immediately; and (d) that you use the Hardware solely for the purpose of receiving the Services and in accordance with the law applicable to you. All repairs and upgrades of the unit will be made by XRHealth and / or the Hardware manufacturer.

13.3     Shipping & Delivery. We will use commercially reasonable efforts to deliver the Hardware to you within two (2)to fifteen (15) business days after a request to lease the Hardware is placed. However due to Hardware availability, processing, the delivery destination and other circumstances outside of our control, delays may occur. If you have not received the Hardware after two weeks, please contact us. If the Hardware arrives damaged, you must contact us immediately and we will arrange for the Hardware to be returned to us. In the instance that you provide an incorrect delivery address we will not be responsible or loss or damage suffered by you, if the Hardware is delivered to the incorrect address that you have supplied.

Prior to shipping any Hardware, XRHealth must collect valid credit card information as collateral for the Hardware. This credit card will also be used for Co-payments, Late Cancellation Fees, and No-Show Fees as described in the Financial Policy. You will receive email communication requesting your credit card information via a secured link that is HIPAA-compliant.

The Hardware is and shall remain the property of XRHealth. You shall not take, or attempt to take, any right, title, or interest therein or permit any third party to take any interest therein. You will not transfer, sell, assign, sublicense, pledge, or otherwise dispose of, encumber or suffer a lien or encumbrance upon or against the Hardware or any interest in the Hardware. You shall be responsible for any damage to the Hardware and shall contact XRHealth immediately if the Hardware is damaged upon arrival.

In the event that you complete the treatment plan or decides to cancel or suspend the enrollment, you shall return all Hardware to XRHealth USA Inc. within seven (7) business days from email receipt of the shipping label. In case that youdamage, lose, or otherwise do not return the Hardware after seven (7) business days from receipt of the shipping label, XRHealth USA Inc. is entitled to charge you an amount of $999 using your credit card on file. The charged amount shall be refunded if Hardware is subsequently returned within 30 days in the condition in which it was received.

13.4     Return. At the conclusion of your use of our Services, you must return the Hardware to us or any third-party we designate. The Hardware must be placed in the original box (or a different suitable shipping box) and properly sealed. We will provide you with a return label for shipping. If you have lost or cannot find the return label, please contact us.

  1. Disclaimers

THERE ARE IMPORTANT HEALTH AND SAFETY WARNINGS AND INSTRUCTIONS THAT YOU MUST READ BEFORE USING THE SERVICES, WHICH ARE AVAILABLE AT https://company.xr.health/warning-and-precautions/. BY USING THE XRHEALTH PRODUCTS, YOU REPRESENT AND WARRANT THAT YOU HAVE READ AND UNDERSTAND THESE WARNINGS AND INSTRUCTIONS. WE MAY UPDATE OR REVISE THESE WARNINGS AND INSTRUCTIONS, SO PLEASE REVIEW THEM PERIODICALLY. ADDITIONAL HEALTH AND SAFETY WARNINGS AND INSTRUCTIONS MAY BE PROVIDED BY DEVELOPERS IN RELATION TO SPECIFIC THIRD-PARTY SERVICES. YOU REPRESENT AND WARRANT THAT YOU WILL READ ALL HEALTH AND SAFETY WARNINGS AND INSTRUCTIONS BEFORE USING THE XRHEALTH PRODUCTS. IF YOU ALLOW OTHERS TO USE THE XRHEALTH PRODUCTS, YOU SHALL BE RESPONSIBLE FOR ENSURING THAT EVERY USER KNOWS AND FOLLOWS ALL SAFETY AND OPERATION INSTRUCTIONS. FAILURE TO FOLLOW THESE GUIDELINES MAY RESULT IN PROPRTY DAMAGE, PERSONAL INJURIES, AND EVEN DEATH.

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR ACCESS TO AND USE OF THE XRHEALTH PRODUCTS IS AT YOUR SOLE RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE XRHEALTH PRODUCTS ARE PROVIDED “AS IS” AND “AS AVAILABLE” BASIS, AND XRHEALTH EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS (EXPRESS OR IMPLIED, ORAL OR WRITTEN), INCLUDING ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. IN ADDITION, WE DO NOT REPRESENT OR WARRANT THAT (A) THE FUNCTIONS CONTAINED IN THE XRHEALTH PRODUCTS WILL BE ACCURATE OR MEET YOUR REQUIREMENTS, (B) THE OPERATION OF THE XRHEALTH PRODUCTS WILL BE SECURE, UNINTERRUPTED, ERROR-FREE OR VIRUS-FREE, OR (C) ANY DEFECTS IN THE XRHEALTH PRODUCTS WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION, GUIDELINES OR ADVICE GIVEN BY XRHEALTH OR ANYONE ON ITS BEHALF WILL CREATE A WARRANTY. THE FOREGOING DISCLAIMER OF WARRANTIES WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. MISDELIVERY, OR FAILURE TO STORE ANY COMMUNICATION, OR CONTENT. THE LAWS OF SOME STATES OR JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO SOME OR ALL OF THE DISCLAIMERS IN THIS SECTION MAY NOT APPLY TO YOU.

  1. Indemnification.

You agree to defend, indemnify and hold harmless XRHealth and our affiliates, independent contractors and service providers, and each of our respective directors, officers, employees and agents (collectively, “XRHealth Indemnified Parties”) from and against any and all third-party claims (including any and all liabilities, damages, losses, costs, expenses, and reasonable attorneys’ fees arising therefrom) caused by, arising out of or related to (i) your use of, or inability to use, the XRHealth Products; (ii) your violation of any applicable law or any rights of any third-party; (iii) any act or omission by you which is a breach of your obligations under this Agreement or any other applicable terms, policies, warnings or instructions provided by XRHealth or a third-party in relation to the XRHealth Products; (iv) your use of information or results obtained through the Services; and (v) any User Content or Feedback you provide.

  1. Limitation of Liability.

WE ARE NOT RESPONSIBLE FOR ANY DAMAGES TO YOU OR ANYONE FILING SUIT ON YOUR BEHALF FOR ANY REASON. THE XRHEALTH PARTIES WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES (INCLUDING PERSONAL INJURY AND DEATH), CLAIMS, DEMANDS, LOST PROFITS, OR CAUSES OF ACTION, WHETHER DIRECT OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE, ARISING FROM OR RELATING TO THIS AGREEMENT, YOUR USE OF, OR INABILITY TO USE, THE XRHEALTH PRODUCTS OR ANY INFORMATION AND ADVICE YOU OBTAIN ON IT, OR ANY OTHER INTERACTION WITH THE XRHEALTH PRODUCTS, EVEN IF AN XRHEALTH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU HEREBY VOLUNTARILY AND UNEQUIVOCALLY WAIVE ANY LIABILITY OF XRHEALTH. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SERVICES WILL BE TO STOP USING THE SERVICES.

IN ANY EVENT, THE MAXIMUM TOTAL LIABILITY OF THE XRHEALTH INDEMNIFIED PARTIES FOR ANY CLAIM WHATSOEVER ARISING FROM OR RELATING IN ANY WAY TO THIS AGREEMENT AND YOUR USE, OR INABILITY TO USE, THE XRHEALTH PRODUCTS, INCLUDING CLAIMS FOR BREACH OF CONTRACT, TORT (INCLUDING, NEGLIGENCE OR STRICT LIABILITY) OR OTHERWISE, AND YOUR SOLE REMEDY, SHALL BE AN AWARD FOR DIRECT, PROVABLE DAMAGES NOT TO EXCEED THE AMOUNT YOU PAID TO XRHEALTH TO USE AND ACCESS THE SERVICES.

THE FOREGOING DISCLAIMER OF CERTAIN DAMAGES AND LIMITATION OF LIABILITY WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. THE LAWS OF SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THE EXCLUSIONS AND LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, NOTHING IN THIS AGREEMENT EXCLUDES OR LIMITS OUR LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY CAUSED BY OUR NEGLIGENCE, OR IS INTENDED TO AFFECT YOUR NON-WAIVABLE STATUTORY RIGHTS

17.      Termination. 

If you object to any of the terms of this Agreement, as may be amended from time to time, or become dissatisfied with the Service, you may terminate this Agreement at any time by stopping your use of the Services and access to the Site. If you are in breach of this Agreement, or any ancillary terms (such as our Privacy Policy or Direct Debit Terms and Conditions or the Hardware Terms and Conditions), we may terminate the Services immediately. Upon termination of this Agreement:

a) the license and all other rights granted to you hereunder will automatically terminate;

b) you must comply with the Hardware Terms and Conditions, including returning the Hardware immediately; and

c) you must immediately cease all use of the Service, delete and destroy all copies of the Site in your possession or control and so certify to XRHealth if required by it.

We can suspend or terminate your Account if we believe, in our sole discretion, that one (or more) of the following events have occurred:

  1. there is risk to the security or privacy of your Account;
  2. there is a threat to the security or integrity of our network or our servers;
  3. suspension is needed to protect the rights, property or safety of XRHealth, its users or the public;
  4. there is a basis for termination of your Account;
  5. you have violated this Agreement; and/or
  6. we are required to by law.
  1. Agreement to Arbitrate; Class Action Waiver. 

PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO SUBMIT TO BINDING ARBITRATION (JURY TRIAL WAIVER) OF ANY AND ALL DISPUTES WITH XRHEALTH AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM XRHEALTH (NO CLASS ARBITRATIONS, CLASS ACTIONS OR REPRESENTATIVE ACTIONS OR ARBITRATIONS).

ALL DISPUTES, CLAIMS, AND CAUSES OF ACTION ARISING OUT OF OR RELATED TO THIS AGREEMENT OR ANY SERVICES PROVIDED BY XRHEALTH (EACH A “DISPUTE”) SHALL BE SETTLED BY ARBITRATION IN BOSTON, MASSACHUSETTS ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION IN ACCORDANCE WITH ITS CONSUMER ARBITRATION RULES. YOU HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVE ANY RIGHT THAT YOU MAY HAVE TO A TRIAL BY JURY REGARDING ANY DISPUTE. YOU UNDERSTAND THAT THIS AGREEMENT CONTAINS A BINDING ARBITRATION CLAUSE THAT WE OR YOU MAY ENFORCE. YOU HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVE ANY RIGHT THAT YOU MAY HAVE TO A SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES AWARD. ANY ARBITRATION AWARD SHALL BE LIMITED TO ACTUAL DAMAGES AND ATTORNEYS’ FEES.

YOU HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVE ANY RIGHT THAT YOU MAY HAVE TO ANY FORM OF CLASS ARBITRATION. YOUR DISPUTE SHALL BE RESOLVED INDIVIDUALLY AND SHALL NOT BE CONSOLIDATED WITH ANY OTHER CLAIM OF ANY OTHER PERSON OR ENTITY. YOU AGREE AND ACKNOWLEDGE THAT YOU MUST INITIATE ANY DISPUTE BY FILING A PROPER DEMAND FOR ARBITRATION WITHIN ONE YEAR OF THE DATE OF THE EVENT GIVING RISE TO YOUR DISPUTE AND THAT YOU CAN BRING NO DISPUTE AFTER THAT TIME.

JUDGMENT ON THE AWARD RENDERED BY THE ARBITRATOR(S) MAY BE ENTERED IN ANY COURT HAVING JURISDICTION. JURISDICTION FOR ANY APPEAL OF AN ARBITRATION AWARD IS APPROPRIATE ONLY IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF MASSACHUSETTS. YOU AGREE AND ACKNOWLEDGE THAT ANY DISPUTE, INCLUDING THE FACT AND OUTCOME OF ARBITRATION, IS STRICTLY CONFIDENTIAL. YOU ACKNOWLEDGE AND AGREE THAT XRHEALTH WOULD NOT ALLOW YOUR USE OF THE SERVCES ABSENT YOUR AGREEMENT TO ARBITRATE AND WAIVER OF YOUR RIGHT TO A TRIAL BY JURY.

  1. General.

If a provision of this Agreement is deemed invalid or unenforceable it is to be read down or severed to the extent necessary without affecting the validity or enforceability of the remaining provisions. Other than as expressly set out in this Agreement, no party has relied on any representation made by or on behalf of the other. Our failure to insist upon or enforce any provision in this Agreement shall not be construed as a waiver of any provision or right of XRHealth. The XRHealth Indemnified Parties will not be liable or deemed to be in default for any delay or failure in performance or interruption of the provision of any Services that may result directly or indirectly from any cause or circumstance beyond its or their reasonable control, including but not limited to failure of electronic or mechanical equipment or communication lines, telephone or other interconnect problems, transportation embargo, computer viruses, epidemics or pandemics, unauthorised access, theft, operator errors, severe weather, earthquakes or natural disasters, strikes or other labour problems, wars, or governmental restrictions. You may not transfer or assign this Agreement in whole or in part, by operation of law or otherwise, without the prior written consent of XRHealth. Any assignment or transfer, or attempt thereof, without such prior written consent will be void and have no effect. All terms and conditions contained herein will inure to the benefit of, and be binding upon, any successor and any permitted assignees of the parties. The terms and conditions in this Agreement that by their nature and context are intended to survive any termination or expiration of the term of this Agreement, including, but not limited to Sections 5, 6, 7, 8, 9, 10, 11, 13, 14, 15, and 16, will survive such termination or expiration of the term of this Agreement for any reason and will be fully enforceable thereafter.

  1. Contact.

If you have any questions (or comments) concerning this Agreement, you are welcome to send us an email atsupport@xr.health and we will make an effort to reply within a reasonable timeframe.

© 2021 XRHEALTH USA INC. ALL RIGHTS RESERVED.