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Terms of Use

These Terms were last updated on July 27, 2022.

Contractual Relationship

These Terms of Use (“Terms”) govern your access or use, of the applications, websites, content, products, and services (the “Services,” as more fully defined below in Section 3) made available by flipMD, Inc. and its parents, affiliates, officers, directors and representatives (collectively, “flipMD”, “us” or “we”). PLEASE READ THESE TERMS CAREFULLY, AS THEY CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND FLIPMD. By accessing or using the Services, you confirm your agreement to be bound by these Terms and our Privacy Policy, located here.

IMPORTANT: PLEASE REVIEW THE ARBITRATION AGREEMENT SET FORTH BELOW, AS IT WILL REQUIRE YOU TO RESOLVE DISPUTES WITH flipMD ON AN INDIVIDUAL BASIS THROUGH FINAL AND BINDING ARBITRATION. BY ENTERING THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND ALL OF THE TERMS OF THIS AGREEMENT AND HAVE TAKEN TIME TO CONSIDER THE CONSEQUENCES OF THIS IMPORTANT DECISION.

If you do not agree to these Terms or our Privacy Policy, do not access or use the Services. These Terms expressly supersede prior agreements or arrangements with you. flipMD may immediately terminate these Terms or any Services with respect to you, or generally cease offering or deny access to the Services or any portion thereof, at any time for any reason, except where prohibited.

If your use of the Services is terminated for any reason, then: (a) these Terms will continue to apply and be binding upon you in respect of your prior use of the Services (and any unauthorized further use of the Services), including your indemnification obligations; and (b) any rights or licenses granted to us under these Terms will survive such termination.

FlipMD may amend the Terms from time to time. Amendments will be effective upon flipMD's posting of such updated Terms at this location or in the amended policies or supplemental terms on the applicable Service(s). Your continued access or use of the Services after such posting confirms your consent to be bound by the Terms, as amended.

FlipMD’s collection and use of personal information in connection with the Services is described in flipMD’s Privacy Policy located here.

Arbitration Agreement

By agreeing to the Terms, you agree that you are required to resolve any claim that you may have against flipMD on an individual basis in arbitration, as set forth in this Arbitration Agreement. This will preclude you from bringing any class, collective, or representative action against flipMD, and also preclude you from participating in or recovering relief under any current or future class, collective, consolidated, or representative action brought against flipMD by someone else.

Agreement to Binding Arbitration Between You and flipMD.

You and flipMD agree that any dispute, claim or controversy arising out of or relating to (a) these Terms or the existence, breach, termination, enforcement, interpretation or validity thereof, or (b) your access to or use of the Services at any time will be settled by binding arbitration between you and flipMD, and not in a court of law. For the avoidance of doubt, the scope of arbitration includes federal and state statutory and common law claims, including under the consumer protection laws and principles.

You acknowledge and agree that you and flipMD are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Unless both you and flipMD otherwise agree in writing, any arbitration will be conducted only on an individual basis and not in a class, collective, consolidated, or representative proceeding. However, you and flipMD each retain the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents or other intellectual property rights.

Rules and Governing Law.

The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the AAA’s Consumer Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this Arbitration Agreement. The AAA Rules are available at www.adr.org or by calling the AAA at 1-800-778-7879.

The parties agree that the arbitrator (“Arbitrator”), and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability or formation of this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or voidable. The Arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether the Terms are unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel.

Notwithstanding any choice of law or other provision in the Terms, the parties agree and acknowledge that this Arbitration Agreement evidences a transaction involving interstate commerce and that the Federal Arbitration Act, 9 U.S.C. § 1 et seq. (“FAA”), will govern its interpretation and enforcement and proceedings pursuant thereto. It is the intent of the parties that the FAA and AAA Rules shall preempt all state laws to the fullest extent permitted by law. If the FAA and AAA Rules are found to not apply to any issue that arises under this Arbitration Agreement or the enforcement thereof, then that issue shall be resolved under the laws of the state of California.

Process.

A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. (The AAA provides a form Demand for Arbitration - Consumer Arbitration Rules at www.adr.org or by calling the AAA at 1-800-778-7879). The Arbitration will be conducted in English and the Arbitrator will be either (1) a retired judge or (2) an attorney specifically licensed to practice law in the state of California and will be selected by the parties from the AAA's roster of consumer dispute arbitrators. If the parties are unable to agree upon an Arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the Arbitrator in accordance with the AAA Rules.

Location and Procedure.

Unless you and flipMD otherwise agree, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and flipMD submit to the Arbitrator, unless you request a hearing or the Arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the Arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.

Arbitrator's Decision.

The Arbitrator will render an award within the time frame specified in the AAA Rules. Judgment on the arbitration award may be entered in any court having competent jurisdiction to do so. The Arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant's individual claim. An Arbitrator’s decision shall be final and binding on all parties. If you prevail in arbitration you will be entitled to an award of attorneys' fees and expenses, to the extent provided under applicable law.

Fees.

Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. However, if your claim for damages does not exceed $75,000, flipMD will pay all such fees, unless the Arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).

Severability and Survival.

If any portion of this Arbitration Agreement is found to be unenforceable or unlawful for any reason, (1) the unenforceable or unlawful provision shall be severed from these Terms; (2) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of the Arbitration Agreement or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to the Arbitration Agreement; and (3) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration.

The Services

FlipMD provides a digital platform connecting physicians based in the United States (“Consultants”) to businesses or individuals (“Clients”) seeking freelance or project-based services (“Consulting Services”) or to companies or organizations (“Employers”) looking to hire Consultants for available employment opportunities (“Jobs”). Clients and Employers can post requests for Consulting Services and Jobs, respectively, on our website, to which Consultants can respond with proposals. Consultants may only offer their services to Clients and Employers for the specific Consulting Services and Job categories listed on the Services.

FlipMD does not provide medical services. We are a neutral venue and the Clients, Employers, and Consultants listed on flipMD are not under the direction or control of flipMD and Consultants determine at their own discretion how to provide the requested services. FlipMD does not employ, recommend, or endorse Clients, Employers or Consultants, and we do not screen any party except as explicitly provided herein. FlipMD does not set or determine the hourly rates or pricing of Jobs or Consulting Services nor is it responsible for ensuring timely payment. Consultants, on the one hand, and Clients and Employers, on the other, must agree upon the appropriate rates or fees.

Consultants are not contracted or employed by flipMD. Consultants, and not flipMD, are responsible for the quality and timeliness of the services they render to Clients and Employers. Any information or advice received from a Consultant comes from them alone, and not from flipMD. FlipMD does not set deadlines by which work must be completed by Consultants, control the manner in which it is performed, or provide equipment or tools to either party.

FlipMD does not represent that the Services are appropriate or available for those outside of the United States. Access or use of the Services in countries other than the United States is at your own risk. You are responsible for complying with all applicable foreign, United States, state, and local laws while using the Services.

FlipMD reserves the right to change the fees set forth herein at any time.

Users agree:

  • FlipMD provides the Services only. FlipMD has no liability for any other aspect of service delivery or interaction between Clients, on the one hand, and Consultants or Employers, on the other;
  • You may not disclose any personal information in any posting for Consulting Services or Jobs or messaging through the Services;
  • FlipMD may share the location information that you provide to us with other users to help you find specific opportunities; and
  • You acknowledge that payments or other transfers of value in exchange for Consulting Services may trigger reporting obligations under federal and state laws and regulations, including 42 C.F.R. § 403.904, and that you are responsible for complying with any such applicable reporting obligations.

Consulting Services.

When a Client accepts a proposal from a Consultant, Client agrees to pay for, and the Consultant agrees to deliver, the Consulting Services. It is completely up to the Client and Consultant to evaluate and determine if the project is suitable for the Consultant. It is up to the Clients to vet the Consultants, and vice versa, prior to the Consultant accepting the Consulting Contract. FlipMD does not verify that Consultant’s abilities or representations stated in their profiles are accurate. FlipMD does not monitor, control, or evaluate Consulting Services and is not responsible for any project or work delivered.

Expert Witness Services (defined below) are not governed by this Section.

Funds. There are two types of Consulting Contracts that can be funded within the Services: fixed-rate contracts (with or without milestones) and hourly rate contracts. Clients must log on to the Services and click “Accept and Pay” to release funds to the Consultant. The initial payment can take up to fifteen (15) days from when Client releases funds to the Consultant.

  • Fixed-rate contracts. Consultants submit their proposed bid and may suggest milestones. Consultants and Clients can further negotiate the price and milestones and milestone payments (if any) during the interview stage. Once a Client accepts a proposal, Client must fund the agreed upon fees for the first milestone (if applicable), or the entire Consulting Services (if there are no milestones) to our Billing Service Provider (defined below). No interest is paid while money is held by our Billing Service Provider. When a milestone (if applicable) or all the work on a Consulting Contract is complete, the Client clicks to “Accept and Pay,” which initiates transfer of funds from the Billing Service Provider to the Consultant. The Client may then fund the next milestone through the Billing Service Provider which will trigger a notification to the Consultant to begin work on the next milestone. Upon completion of the Consulting Services or a milestone (if applicable), Clients must log on to the Services and click “Accept and Pay” to release funds to the Consultant.
  • Hourly rate contracts. Consultants include their hourly rates when submitting a proposal. Consultants and Clients can negotiate hourly rates before entering into a Consulting Contract. Once a Client accepts a proposal, Consultants log hours as they work throughout the week. Clients can see the daily hours worked and discuss with Consultant if the hours logged do not meet Client expectations. Consultants may not bill more than the number of weekly hours set by the Client in the Consulting Contract. If needed, the Client and Consultant can agree to change the terms of the Consulting Contract. Hourly contract funds will be released weekly for the previous week’s logged hours. Clients must log on to the Services and click “Accept and Pay” to release funds to the Consultant. If Client does not pay for hours submitted by Consultant within fourteen (14) days of Consultant’s submission, the funds will be automatically released to the Consultant.

Fees.

For Clients:

  • Posting Fee: Clients will be charged a $500 posting fee (“Posting Fee”) for each listing for Consulting Services that it posts on the Services. This Posting Fee recurs every 45 days at the Client’s request by renewing the listing for Consulting Services. Clients are not required to renew a listing. After 45 days, the listing will expire until the Client chooses to renew it, which will subsequently make the listing live again and incur a new Posting Fee for a 45-day period. There is no limit to the number of times a listing can be renewed.
  • Processing Fee: In addition, a 10% processing fee (“Processing Fee”) will be added to the amount funded for each milestone (if applicable), hourly log or upon completion of the Consulting Services if there are no milestones.
  • Membership: Clients who sign up for our membership program (the “Membership”) and pay a membership fee of $1,500 per month (the “Membership Fee”) will not be charged a Posting Fee or Processing Fees. Your Membership will automatically renew and continue for one (1) month periods (each, a “Membership Cycle”) unless and until you cancel your Membership or we terminate your Membership. If you cancel your Membership at least one (1) day before the next Membership Fee is due, your Membership will terminate on the day your next Membership Fee is due. Otherwise, we will bill you for an additional Membership Fee, and your Membership shall expire one month after your last paid Membership Fee. You may cancel your Membership, view your Membership Cycle details, and update your billing details by logging into your account and visiting Billing Details > Membership.

For Consultants: A 20% platform service fee will be taken from the amount funded for the first $1,000 with each Client. Thereafter, a 10% platform service fee will be taken from the amount funded greater than $1,001 for each Consulting Contract for the duration of the Consultant-Client relationship for the contracted Services.

Refunds

For hourly contracts: the Client or the Consultant can cancel the Consulting Contract at any time by clicking “End Contract.” If Consultant has a payment dispute regarding a canceled Consulting Contract, Consultant must follow the dispute resolution process outlined in the “Disputes” section below.

For fixed rate contracts:

  • If Consultant cancels the Consulting Contract by clicking “End Contract”, the funds held by the Billing Service Provider will be released back to the Client.
  • If Client cancels the Consulting Contract by clicking “End Contract”, the following steps apply: (1) the Client has thirty days from the Consulting Contract End Date to file a dispute via the form on the Services and request to a refund of unused funds; (2) the Consultant will be notified of the end of the Consulting Contract and can agree or dispute the cancellation within thirty days of such notification; (3) if the Consultant agrees, or does not respond within seven days of the Consulting Contract End Date, then the funds being held by flipMD are released back to the Client; (4) if the Consultant does not agree, then the users may follow the dispute resolution process outlined below.
  • If funds exceed the work billed and there remains money within the Billing Service Provider, the following steps apply: (1) the Client has thirty days from the Consulting Contract End Date to file a dispute via the form on the Services and request to refund unused funds; and (2) FlipMD reviews and determines the release of funds.

Disputes. FlipMD provides a dispute resolution process to resolve payment issues between Consultants and Clients at the point of Consulting Contract completion. From the End Contract date (the date that either user clicks “End Contract”) the Client or Consultant has 30 days to file a dispute via the form on the Services and begin the dispute resolution process. FlipMD will not help resolve any disputes involving the quality of the Consultant’s work.

Expert Witness Services. FlipMD will support Clients seeking expert witness services in connection with legal proceedings (“Expert Witness Services”) on the Services.

Posting Fee. Clients will be charged a $500 posting fee for each listing for Expert Witness Services that it posts on the Services. This fee recurs every 45 days at the Client’s request by renewing the listing for Expert Witness Services. Clients are not required to renew a listing. After 45 days, the listing will expire until the Client chooses to renew it, which will subsequently make the listing live again and incur a new posting fee for a 45-day period. There is no limit to the number of times a listing can be renewed.

Placement fee. In addition, when a Consultant is chosen to provide the Expert Witness Services, the Client will be charged a one-time $1,500 placement fee.

After a Client accepts a proposal from a Consultant for Expert Witness Services, the parties will need to negotiate payments separately outside of the Services. It is completely up to Client and Consultant to evaluate and determine if the Expert Witness Services are suitable for the Consultant to perform. Clients and Consultants are solely in charge of creating and negotiating all terms for services and fees which shall occur outside of the Services.

Jobs.

FlipMD will support Employers in the Consultant recruitment process. When an Employer accepts a proposal from a Consultant, all payments between the parties will be negotiated separately. It is completely up to the Employer and Consultant to evaluate and determine if the Job is suitable for the Consultant. flipMD does not verify that Consultant’s abilities or representations stated in their profiles are accurate. flipMD does not monitor, control, or evaluate services provided with respect to a Job. Employers and Consultants are solely in charge of creating and negotiating all terms of employment, wages, benefits, etc., which shall occur outside of the Services. Unlike Consulting Contracts, payments between Employers and Consultants for Employment Contracts are handled completely outside of the Services.

Placement fee. When a Job is successfully awarded to a Consultant via the Services, the Employer will be charged a placement fee as listed in the current Fees. This placement fee occurs one time when the Job is awarded, and may be charged in one or more payment cycles.

VAT and Other Taxes

The flipMD fees and other amounts payable pursuant to this Terms of Use are exclusive of all taxes. flipMD may be required by applicable law to collect certain taxes or levies, including but not limited to local sales tax or VAT (which in some jurisdictions it is referred to as GST). These tax collection requirements and rates will be based on the tax residency address on file and the applicable tax laws. Any tax amounts flipMD is required to collect or withhold for the fees shall be collected in addition to the fees owed to flipMD under the Terms of Use.

Special Terms for Consultants

Location. Consultants must verify when they register for the Services that they are physically located in the United States and have a bank account based in the United States.

Identity Verification. Consultant authorizes us, directly or through third parties, to validate your identity as a medical professional. We may request a video interview with Consultant to validate your information and identity. We may terminate, suspend, or limit access to the Services and/or Consultant’s Account if we can’t obtain or verify Consultant information to our satisfaction. If Consultant is not verified, Consultant may not be able to be hired via the Services and other restrictions may apply. Disbursements via the Services may only be made to the outside financial account matching Consultant provided identity documents and account information.

Licensure. Consultants who identify themselves as licensed physicians on the Services represent and warrant that they are actually licensed as physicians in at least one jurisdiction in the United States. Upon the lapse or termination of any such license, Consultant must update your profile to show that you are no longer licensed. flipMD may immediately terminate access to the Services and your Account for any Consultant who falsely claims to be licensed.

Taxes. Consultants are solely responsible for complying with all applicable tax laws and paying all tax liabilities which may be applicable to payments received pursuant to the Terms of Use. FlipMD does not collect or withhold any taxes from payments to the Consultant. If flipMD is audited, Consultant agrees to cooperate and provide copies of their tax returns and other documents as requested for the purposes of the audit.

Consultants who receive payments in excess of $600 per year via the Services will receive a Form 1099-K reporting the payments which will also be filed with the IRS and other state and local authorities, as required by law. Payments include amounts that Consultant may have refunded to Clients or paid to flipMD as fees.

Reporting. You acknowledge that payments or other transfers of value in exchange for Consulting Services may trigger reporting obligations under federal and state laws and regulations, including 42 C.F.R. § 403.904, and that you are responsible for complying with any such applicable reporting obligations.

Special Terms for Clients

By posting on the Services, Clients represent and warrant to us that they are posting positions for Consulting Services for which they have a direct contract or that they represent directly. Clients may not post positions on behalf of a consortium, job network, data aggregation service, search engine, or other entity not directly responsible for the position in question. Clients have obtained all necessary consents from all business entities to post data regarding the specific position. Clients also represent and warrant that any position that they post will include information regarding how to contact them to rectify any inappropriate or incorrect information. Any Client violating this policy will be banned from this Services and/or have their IP address banned.

Special Terms for Employers

By posting on the Services, Employers represent and warrant to us that they are posting Job data for positions that they have a direct contract for or that they represent directly. Employers are not allowed to post Job data on behalf of a consortium, job network, data aggregation service, search engine, or other entity not directly responsible for the position in question. Employers have obtained consent from any/all business entities to post data regarding their specific Job. By posting information Employers also represent and warrant that they have informed any third party of how to contact them to rectify any inappropriate or incorrect information. Any Employer violating this policy will be banned from our Services and/or have their IP address banned.

Payment Terms

Clients must make payments for Consulting Services through the Services and pay appropriate platform fees. Clients agree to pay any Consultant hired via the Services only through the Services for two years from the date the Client first accepts a proposal from the Consultant. Users agree to notify flipMD if they encounter anyone trying to circumvent payment rules. Users attempting to circumvent payment rules will be removed from the Services without warning.

Users may opt-out of using the Services for communications and projects by paying an Opt-Out Fee. The Opt-Out Fee is calculated as the minimum of a Contractor’s estimated earnings for 12 months (defined as 2000 hours [50 weeks x 40 hours per week]) at the maximum hourly rate charged by the Contractor multiplied by 12% (e.g., $200/hr x 2000 x 0.12 = $48,000). If it’s determined the Client has circumvented the payment system within the Services, we may at our sole discretion charge the Client’s payment method the Opt-Out Fee or send an invoice to the Client for the Opt-Out Fee, which must be paid within 30 days. We may also close the Client’s Account and invoice the Client for any costs and expenses of collection, such as attorney fees. To inquire about or pay the Opt-Out Fee, send an email to [email protected].

We reserve the right to change any fees set forth herein at any time. If we change our fees, we will provide notice of the change through the Services at least 14 days before the change is to take effect. Your continued use of the Services after the fee change becomes effective constitutes your agreement to pay the changed amount.

All fees are collected via third parties who act as our agent to accept or make payments from or to users on our behalf (our "Billing Service Provider"). Our current Billing Service Provider is Stripe, which has its own legal terms. All fees are non-refundable except as set forth herein.

FlipMD is not involved with chargebacks. All disputes regarding transactions once funded, are handled by our Billing Service Provider.

The withdrawal process is managed and enacted by our Billing Service Provider. All settings for payout schedules are created by the users when they set up their payment methods. Payout schedule options are daily, weekly, and monthly. See Stripe’s legal terms for more details.

Payments are made through your Account. We may suspend a withdrawal request or fee payment from an Account if the source of the funds is suspected to be fraudulent. You will be required to provide us and/or our Billing Service Provider with information regarding your credit card or other payment methods. You represent and warrant that such information is true and that you are authorized to use the payment method. You will promptly update your Account information with any changes (for example, a change in your billing address or credit card expiration date).

If we become aware that any funds received by us results from a fraudulent transaction, the transaction will be reversed. If such funds have already been released to a user, the user must repay the funds to flipMD or flipMD may suspend, limit, or cancel user’s Account, or take other legal action to recover such funds.

FlipMD may limit or refuse the deposit or withdrawal of funds in its discretion, including if:

  1. we believe there may be an unacceptable level of risk, including the risk of reversal or chargeback;
  2. we believe that the beneficiary of the payment is someone other than a verified user;
  3. we believe that the payment is being made to a country where we don’t offer the Services; or
  4. we’re legally required to do so.

If you’re involved in a dispute, we may (but are not required to) place a temporary limit on your Account. If the dispute is resolved in your favor, we will release the funds to you. If the dispute is not resolved in your favor, we may remove the funds from your Account and refund them to the other user(s) involved. We may also limit your Account if we suspect fraud or other illegal acts.

Chargebacks

FlipMD is not involved with chargebacks. All disputes regarding transactions once funded, are handled by our Billing Service Provider, Stripe.

Communications via the Services.

Communications with other users must be conducted only through the communication channels provided on the Services. You may not post your email address, phone number, Skype ID, or any other contact information except in the email field of the sign-up form.

To monitor compliance with these Terms, we may read all content and messages posted to the Services and access all messages sent via the Services. You understand that you have no expectation of privacy in such communications.

Any links to websites posted on the Services, including in a listing or the message board, must relate to a Consulting Service being performed via the Services.

Referral Program.

For applicable Consulting Services and Jobs, a Consultant may refer a limited amount of physician consultants, to be determined by flipMD in its sole discretion (each a “Referred Consultant”), to a posting for Consulting Services or Jobs through the Services. If a Referred Consultant does not have an Account at the time of the referral, provides a proposal to the applicable Client or Employer who posted the Consulting Service or Job, as applicable, and such proposal is ultimately accepted by the Client or Employer, then the Consultant shall be eligible for a referral bonus (a “Bonus”). The Bonus amount will be determined by flipMD based on the type of services to be provided. Consultant must comply with income tax provisions and pay any taxes which may apply to the Bonus.

Restrictions on Use

No personal medical history, treatment, diagnosis or any other patient-physician relationship or discussion is allowed.

You agree not to use the Services in a way that is, in flipMD's discretion, harmful to minors in any way or violates any applicable law, regulation, obligation or other similar restrictions imposed by a government. You also agree not to violate any community requirements posted by flipMD from time to time, remove any copyright, trademark or other proprietary notices from any portion of the Services, cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Services or Attempt to gain unauthorized access to or impair any aspect of the Services or its related systems or networks (or to other computer systems or networks connected to or used together with the Services), whether through password mining or any other means. You shall promptly notify flipMD if you learn of any security breach related to the Services.

You are prohibited from violating or attempting to violate the security of the Services, including, without limitation, (a) accessing data not intended for such user or logging onto a server or an account which the user is not authorized to access; or (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; or (c) accessing or using the Services or any portion thereof without authorization, in violation of these Terms or in violation of applicable law.

You may not use any scraper, crawler, spider, robot, or other automated means of any kind to access or copy data on the Services, deep-link to any feature or content on the Services, bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Services. Violations of system or network security may result in civil or criminal liability. We will investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations. You agree not to use any device, software, or routine to interfere or attempt to interfere with the proper working of this Services or any activity being conducted on this Services.

You shall not use or permit any of your employees, agents, or affiliates to market, promote, or solicit Services in ways that would violate the CAN-SPAM ACT, the TCPA or any other laws. You shall not infringe on the rights of others; distribute chain letters or unsolicited bulk electronic mail (“spamming”); propagate computer worms or viruses; use a false identity; attempt to gain unauthorized entry to any site or network; or infringe copyrights, trademarks, or other intellectual property rights.

You further agree to comply with U.S. export laws concerning the transmission of technical data and regulated materials via the Internet.

Although flipMD is not obligated to monitor access to or use of the Services or to review or edit any User Content, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms, and to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to the Services or any User Content, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider any User Content to be objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.

Your Account or access to Services may be terminated at any time and for any reason, including any violation of these Terms. Some reasons that we may terminate your use of the Services include:

  1. You have violated these Terms;
  2. You attempted to circumvent the payment system within the Services without paying the Opt-Out Fee;
  3. You have infringed third party legal rights, including infringing intellectual property rights;
  4. you have engaged in fraudulent or illegal activities;
  5. you fail to respond to Account verification requests or provide incomplete or fraudulent documentation;
  6. you do not complete the Account verification process within three months of the date of request;
  7. you are the subject or citizen of a regime with which we are legally precluded from doing business;
  8. to manage any risk of loss to us, other users, or any third party.

Upon termination of your Account, you will no longer have access to the Services or your Account. Upon Account termination, under our sole discretion, we may retain some or all of your Account information. Upon termination of your Account, you remain responsible for any activity or payment prior to termination. Upon Account termination, flipMD reserves the right, where allowed by law, to notify other users that you have worked with through the Services about your Account status and a summary of the reasons for your Account termination.

The Services are “As Is”

YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE FULLEST EXTENT OF LAW, YOUR USE OF THE SERVICES IS ENTIRELY AT YOUR OWN RISK. CHANGES ARE PERIODICALLY MADE TO THE SERVICES AND MAY BE MADE AT ANY TIME WITHOUT NOTICE TO YOU. THE SERVICES ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. flipMD MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS OR TIMELINESS OF THE CONTENT MADE AVAILABLE THROUGH THE SERVICES, OR THE SERVICES, SOFTWARE, TEXT, GRAPHICS OR LINKS. flipMD DOES NOT WARRANT THAT THE SERVICES WILL OPERATE ERROR-FREE OR THAT THE SOFTWARE OR SERVICES ARE FREE OF COMPUTER VIRUSES AND OTHER HARMFUL MALWARE. IF YOUR USE OF THE SOFTWARE OR SERVICES RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, flipMD SHALL NOT BE RESPONSIBLE FOR THOSE ECONOMIC COSTS. YOU ASSUME ALL RISKS AND ALL COSTS ASSOCIATED WITH YOUR USE OF THE SERVICE, INCLUDING, WITHOUT LIMITATION, ANY INTERNET ACCESS FEES, BACK-UP EXPENSES, COSTS INCURRED FOR THE USE OF YOUR DEVICE AND PERIPHERALS, AND ANY DAMAGE TO ANY EQUIPMENT, SOFTWARE, INFORMATION OR DATA.

flipMD is not obligated to provide any maintenance, technical or other support for the Services.

Network Access and Devices.

You are responsible for obtaining the data network access necessary to use the Services. Your mobile network's data and messaging rates and fees may apply if you access or use the Services from your device. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Services and any updates thereto. flipMD does not guarantee that the Services, or any portion thereof, will function on any particular hardware or devices. In addition, the Services may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications.

Eligible Users

The Services are offered and available to users who are 18 years of age or older. By using the Services, you represent and warrant that you are of legal age to form a binding contract with flipMD and meet all of the foregoing eligibility requirements. The Services are offered and available to users who reside in the United States or any of its territories or possessions. If you do not meet all of these requirements, you must not access or use the Services.

Third Party Services and Content.

The Services may link you to other websites and services on the Internet or otherwise include references to information, documents, software, materials and/or services provided by other third parties. These websites and services may contain information or material that some people may find inappropriate or offensive. These other websites, services and parties are not under flipMD's control, and you acknowledge that flipMD and its affiliates are not responsible for the accuracy, copyright compliance, legality, decency, or any other aspect of the materials or substance of such websites and services, nor are flipMD or its affiliates responsible for errors or omissions in any references to other parties or their products and services. The inclusion of such a link or reference is provided merely as a convenience and does not imply endorsement of, or association with, the website or party by us, or any warranty of any kind, either express or implied.

The Services may be made available or accessed in connection with third party services and content, including advertising. You acknowledge that different terms of use and privacy policies may apply to your use of such third-party services and content. flipMD does not endorse such third party services and content and in no event shall flipMD be responsible or liable for any products or services of such third party providers, including pharmaceutical products or medical care (“Third Party Providers”).

Ownership.

The Services and all rights therein are and shall remain flipMD's property or the property of flipMD's licensors. Neither these Terms nor your use of the Services convey or grant to you any rights to use or reference in any manner flipMD's flipMD names, logos, product and service names, trademarks or services marks or those of flipMD's licensors.

You may not: (i) remove any copyright, trademark or other proprietary notices from any portion of the Services; (ii) reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services except as expressly permitted by flipMD; (iii) decompile, reverse engineer or disassemble the Services except as may be permitted by applicable law; (iv) link to, mirror or frame any portion of the Services; (v) cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Services or unduly burdening or hindering the operation and/or functionality of any aspect of the Services; or (vi) attempt to gain unauthorized access to or impair any aspect of the Services or its related systems or networks.

User Accounts

In order to use the Services, you must register for and maintain one or more accounts (“Accounts”). Account registration requires you to submit to flipMD certain personal information, such as your name, city and state, email address and phone number. Consultants will be asked to provide job history and taxpayer identification information and will be required to upload copies of their government identification, medical diplomas, and/or medical licenses to confirm their identities. You agree to maintain accurate, complete, and up-to-date information in your Account. Your failure to maintain accurate, complete, and up-to-date Account information, may result in your inability to access or use the Services.

We reserve the right to decline to register a Consultant, Employer or Client for any lawful reason, or for reasons of supply and demand, data maintenance costs, or other business considerations. We reserve the right to deactivate or close the Accounts of users who have not logged in within 60 days.

FlipMD may contact you by telephone, mail, or email to verify your Account information. FlipMD may request further information from you and you agree to provide such further information to ensure that you have not fraudulently created your Account. If you do not provide this information in the manner requested, we reserve the right to suspend, discontinue, or deny your access to and use of the Services until you provide the information to us as requested.

You are responsible for all activity that occurs under your Account, and you agree to maintain the security and secrecy of your Account username and password at all times. Therefore, you must take steps to ensure that others do not gain access to your password and Account. Our personnel will never ask you for your password. You may not transfer or share your Account with anyone, and we reserve the right to immediately terminate your Account if you do transfer or share your Account. Unless otherwise permitted by flipMD in writing, you may only possess one Account. You may not authorize third parties to use your Account. You may not assign or otherwise transfer your Account to any other person or entity. You agree to comply with all applicable laws when accessing or using the Services, and you may only access or use the Services for lawful purposes (e.g., no transport of unlawful or hazardous materials).

You may not in your access or use of the Services cause nuisance, annoyance, inconvenience, or property damage. In certain instances you may be asked to provide proof of identity or other method of identity verification to access or use the Services, and you agree that you may be denied access to or use of the Services if you refuse to provide proof of identity or other method of identity verification.

User Provided Content

FlipMD may, in flipMD's sole discretion, permit you from time to time to submit, upload, publish or otherwise make available to flipMD through the Services textual, audio, and/or visual content and information, including commentary, testimonials and feedback related to the Services, initiation of support requests, and submission of entries for competitions and promotions (“User Content”). You may also submit User Content via surveys, customer service communications and social media channels. You grant flipMD a worldwide, perpetual, irrevocable, transferable, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works of, distribute, publicly display, publicly perform, and otherwise exploit in any manner such User Content, including in edited and partial form, together with your name, location, and any other personal information you provide in all formats and distribution channels now known or hereafter devised (including in connection with the Services and flipMD's business and on third-party sites and services), without further notice to or consent from you, and without the requirement of payment to you or any other person or entity. You represent and warrant that: (i) you either are the sole and exclusive owner of all User Content or you have all rights, licenses, consents and releases necessary to grant flipMD the license to the User Content as set forth above; and (ii) neither the User Content, nor your submission, uploading, publishing or otherwise making available of such User Content, nor flipMD's use of the User Content as permitted herein will infringe, misappropriate or violate a third party's intellectual property or proprietary rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

You agree to not provide User Content that is defamatory, libelous, hateful, violent, obscene, pornographic, unlawful, or otherwise offensive, as determined by flipMD in its sole discretion, whether or not such material may be protected by law. You also agree not to provide any personally identifiable information of any third party in your public profile page, including but not limited to personally identifiable information of past clients or patients. flipMD may, but shall not be obligated to, review, monitor, or remove User Content, at flipMD's sole discretion and at any time and for any reason, without notice to you, except where prohibited.

Disclaimers; Limitation of Liability; Indemnity

Nothing in these Terms of Service will be construed as making any party the employer, agent, joint venturer, partner, or representative of the other.


DISCLAIMER.

ALL CONTENT AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” flipMD DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, NOT EXPRESSLY SET OUT IN THESE TERMS, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. IN ADDITION, flipMD MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, ACCURACY, TIMELINESS, QUALITY, SECURITY, SUITABILITY, OR AVAILABILITY OF THE SERVICES OR ANY SERVICES OR GOODS REQUESTED THROUGH THE USE OF THE SERVICES, OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. flipMD DOES NOT GUARANTEE THE QUALITY, SUITABILITY, SAFETY OR ABILITY OF THIRD PARTY PROVIDERS, INCLUDING THE MEDICAL GROUP OR PROVIDERS. YOU AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SERVICES, AND ANY SERVICE OR GOOD REQUESTED IN CONNECTION THEREWITH, REMAINS SOLELY WITH YOU, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW.

INFORMATION AVAILABLE THROUGH THE SERVICES COULD INCLUDE TECHNICAL OR OTHER MISTAKES, INACCURACIES OR TYPOGRAPHICAL ERRORS. WE MAY MAKE CHANGES TO THE CONTENT AND SERVICES, INCLUDING THE PRICES AND DESCRIPTIONS OF ANY PRODUCTS LISTED THEREIN TO STOP PROVIDING MAIL DELIVERY SERVICES, AND TO SWITCH OUR ASSOCIATED THIRD PARTY CONTRACTORS AND VENDORS, AT ANY TIME WITHOUT NOTICE. THE MATERIALS OR SERVICES AT THIS SITE MAY BE OUT OF DATE, AND WE MAKE NO COMMITMENT TO UPDATE SUCH MATERIALS OR SERVICES.

THE USE OF THE SERVICES OR THE DOWNLOADING OR OTHER ACQUISITION OF ANY MATERIALS THROUGH THE SERVICES OR THIS SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND WITH YOUR AGREEMENT THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM SUCH ACTIVITIES.

Through your use of the Services, you may have the opportunities to engage in commercial transactions with other users and vendors. You acknowledge that all transactions relating to any merchandise or services offered by any party, including, but not limited to the purchase terms, payment terms, warranties, guarantees, maintenance and delivery terms relating to such transactions, are agreed to solely between the seller or purchaser of such merchandise and services and you. FLIPMD MAKES NO WARRANTY REGARDING ANY TRANSACTIONS EXECUTED THROUGH, OR IN CONNECTION WITH THE SERVICES, AND YOU UNDERSTAND AND AGREE THAT SUCH TRANSACTIONS ARE CONDUCTED ENTIRELY AT YOUR OWN RISK. ANY WARRANTY THAT IS PROVIDED IN CONNECTION WITH ANY PRODUCTS, SERVICES, CONTENT, MATERIALS, OR INFORMATION AVAILABLE ON OR THROUGH THE SERVICES OR THIS SITE FROM A THIRD PARTY IS PROVIDED SOLELY BY SUCH THIRD PARTY, AND NOT BY flipMD OR ITS AFFILIATES.

Content available through the Services often represents the opinions and judgments of an information provider, site user, or other person or entity not connected with flipMD. flipMD does not endorse, nor is it responsible for the accuracy or reliability of, any opinion, advice, or statement made by anyone other than an authorized flipMD, Inc. spokesperson speaking in his/her official capacity. Please refer to the specific editorial policies posted on various sections of this site for further information, which policies are incorporated by reference into these Terms.

You understand and agree that temporary interruptions of the Services may occur as normal events. You further understand and agree that we have no control over third party networks you may access in the course of the use of this site, and therefore, delays and disruption of other network transmissions are completely beyond our control.

You understand and agree that the Services are provided “AS IS” and that we assume no responsibility for the timeliness, deletion, mis-delivery or failure to store any user communications or personalization settings.

WARRANTIES RELATING TO PRODUCTS OR SERVICES OFFERED, SOLD, AND DISTRIBUTED BY THE PHARMACIES LISTED ON THE SITE MAY BE SUBJECT TO SEPARATE WARRANTY TERMS AND CONDITIONS, IF ANY, PROVIDED BY THE PHARMACY OR THIRD PARTIES WITH OR IN CONNECTION WITH THE APPLICABLE PRODUCTS OR SERVICES. YOU ACKNOWLEDGE AND UNDERSTAND THAT THE USE OR MISUSE OF THE PRODUCTS OBTAINED THROUGH OUR SITE MAY RESULT IN UNDESIRABLE OR UNEXPECTED CONSEQUENCES. flipMD DOES NOT ACCEPT ANY LIABILITY FOR THE CONSEQUENCES ARISING FROM THE APPLICATION, USE, OR MISUSE OF ANY PRODUCTS OR SERVICES CONTAINED ON OR MADE AVAILABLE THROUGH THE SITE, INCLUDING ANY INJURY OR DAMAGE TO ANY PERSON OR PROPERTY AS A MATTER OF NEGLIGENCE, OR OTHERWISE, INCLUDING YOUR FAILURE TO COMPLY WITH ANY WARNING LABELS ATTACHED TO THE PRODUCTS.

SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

LIMITATION OF LIABILITY.

In addition to any excuse provided by applicable law, we shall be excused from liability for non-delivery or delay in delivery of products and services available through our site arising from any event beyond our reasonable control, whether or not foreseeable by either party, including but not limited to, labor disturbance, war, fire, accident, adverse weather, inability to secure transportation, governmental act or regulation, and other causes or events beyond our reasonable control, whether or not similar to those which are enumerated above.

flipMD SHALL NOT BE LIABLE FOR THE ACTS OR OMISSIONS OF THE MEDICAL GROUP OR PROVIDERS. flipMD SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST DATA, PERSONAL INJURY, OR PROPERTY DAMAGE RELATED TO, IN CONNECTION WITH, OR OTHERWISE RESULTING FROM ANY USE OF THE SERVICES, REGARDLESS OF THE NEGLIGENCE (EITHER ACTIVE, AFFIRMATIVE, SOLE, OR CONCURRENT) OF flipMD, EVEN IF flipMD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

flipMD SHALL NOT BE LIABLE FOR ANY DAMAGES, LIABILITY OR LOSSES ARISING OUT OF: (i) YOUR USE OF OR RELIANCE ON THE SERVICES OR YOUR INABILITY TO ACCESS OR USE THE SERVICES; OR (ii) ANY TRANSACTION OR RELATIONSHIP BETWEEN YOU AND ANY THIRD PARTY PROVIDER, EVEN IF flipMD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. flipMD SHALL NOT BE LIABLE FOR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND flipMD'S REASONABLE CONTROL.

THE SERVICES MAY BE USED BY YOU TO ACCESS SERVICES WITH THIRD PARTY PROVIDERS, BUT YOU AGREE THAT flipMD HAS NO RESPONSIBILITY OR LIABILITY TO YOU RELATED TO ANY ACTS OR OMISSIONS OF THIRD PARTY PROVIDERS. FURTHER, flipMD SHALL NOT BE LIABLE IN ANY WAY FOR ASSISTANCE IN CONDUCTING COMMERCIAL TRANSACTIONS THROUGH THIS SITE, INCLUDING WITHOUT LIMITATION THE PROCESSING OF MEMBERSHIP FEES

YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SERVICES OR LINKED WEBSITES IS TO STOP USING THE SITE OR THOSE SERVICES OR PRODUCTS.

THE LIMITATIONS AND DISCLAIMER IN THIS SECTION DO NOT PURPORT TO LIMIT LIABILITY OR ALTER YOUR RIGHTS AS A CONSUMER THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, flipMD’S LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. THIS PROVISION SHALL HAVE NO EFFECT ON flipMD’S CHOICE OF LAW PROVISION SET FORTH BELOW. TO THE EXTENT ANY ASPECTS OF THE FOREGOING LIMITATIONS OF LIABILITY ARE NOT ENFORCEABLE, THE MAXIMUM LIABILITY OF flipMD TO YOU WITH RESPECT TO YOUR USE OF THE SERVICES IS $50 (FIFTY DOLLARS). YOU HEREBY AGREE TO WAIVE, TO THE FULLEST EXTENT PERMITTED BY LAW, ALL LAWS THAT LIMIT THE EFFICACY OF SUCH INDEMNIFICATIONS OR RELEASES.

Indemnity.

You agree to indemnify and hold flipMD and its affiliates and their officers, directors, employees, and agents harmless from any and all claims, demands, losses, liabilities, and expenses (including attorneys' fees related to defending or resolving any suits), arising out of or in connection with:
(i) your use of the Services or services or goods obtained through your use of the Services;
(ii) your breach or violation of any of these Terms;
(iii) flipMD's use of your User Content;
(iv) your violation of the rights of any third party, including Third Party Providers or
(v) your violation or alleged violations of applicable laws or regulations, including anti-spamming rules, regulations, laws, statutes. flipMD reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with flipMD in asserting any available defenses.

User Consent to Receive Communications in Electronic Form.

When you use the Services or send e-mails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on the Services. You
(a) consent to receive emails via the email address you have submitted when you sign up on the Services; and
(b) agree that all Terms, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy if it were in writing. The foregoing does not affect your non-waivable rights.

We may also use your email address to send you other messages, including information about us, the Services and special offers. You may opt-out of such emails by changing your account settings or sending an email to [email protected].

Other Provisions

Choice of Law.

These Terms are governed by and construed in accordance with the laws of the State of California, U.S.A., without giving effect to any conflict of law principles, except as may be otherwise provided in the Arbitration Agreement above or in supplemental terms applicable to your region. However, the choice of law provision regarding the interpretation of these Terms is not intended to create any other substantive right to non-Californians to assert claims under California law whether that be by statute, common law, or otherwise. These provisions, and except as otherwise provided in Section 2 of these Terms, are only intended to specify the use of California law to interpret these Terms and the forum for disputes asserting a breach of these Terms, and these provisions shall not be interpreted as generally extending California law to you if you do not otherwise reside in California. The foregoing choice of law and forum selection provisions do not apply to the arbitration clause in Section 2 or to any arbitrable disputes as defined therein. Instead, as described in Section 2, the Federal Arbitration Act shall apply to any such disputes.

Claims of Copyright Infringement.

The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe their rights under US copyright law have been infringed. If you believe in good faith that materials hosted by us infringe your copyright (for example, materials posted by a user on one of our forums), you or your agent can send us a notice requesting that the material be removed or access to it blocked. In the event the site allows you to upload copyrighted material, these Terms apply.

If you believe your copyright-protected work has been posted on the site or in conjunction with Service in a way that constitutes copyright infringement (please consult an attorney to better understand your rights and obligations under Section 512(c) of the Copyright Act and other laws), please contact our DMCA Agent with a notice containing the following information:

  • Reasonably sufficient details to enable us to identify the work claimed to be infringed (e.g., title, author, any registration or tracking number, URL) or, in the case of multiple works, a representative list of such works;
  • Reasonably sufficient details to enable us to identify and locate the material claimed to be infringing (e.g., a link to the page that contains the material);
  • Your name, address, telephone number, and, if available, email address;
  • A statement that you have a good faith belief that the use of the material identified above is not authorized by the copyright owner, its agent, or the law;
  • A written statement, under penalty of perjury, that the information in your notice is accurate and that you are authorized to act on behalf of the owner of the exclusive right that is alleged to be infringed; and
  • Your physical or electronic signature.

If you believe material that you have posted to the Services has been improperly taken down, you may file a written counter-notice with our DMCA Agent. Please include the following details:

  • Identification of the material that has been removed or to which access has been disabled and the location at which it appeared before it was removed or disabled;
  • A statement, under penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification;
  • Your name, address, telephone number, and, if available, email address;
  • A statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located or, if your address is outside the US, for any judicial district in which flipMD may be found, and that you will accept service of process from the person who submitted a notice in compliance with Section (c)(1)(C) of the DMCA, as described above; and
  • Your physical or electronic signature.

DMCA notices must meet current statutory requirements imposed by the DMCA.

Please send DMCA notices to our DMCA Agent at the following address or by email (subject line “DMCA Communication”): DMCA Agent, flipMD, Inc., 2701 Olympic Blvd., Santa Monica CA 90404.

Email: [email protected]

Please note that under Section 512(f) of the Copyright Act, any person who knowingly materially misrepresents that material or activity is infringing, or that material or activity was removed or disabled by mistake, may be subject to liability. Please also be advised that we enforce a policy of terminating the Accounts of repeat infringers (i.e., users who have made two or more postings for which we receive a notice of infringement).

flipMD’s DMCA Agent should be contacted only for the purposes set forth in this Section. NON-DMCA INQUIRIES DIRECTED TO flipMD’S DMCA AGENT WILL NOT BE ANSWERED. MISUSE OF THE DMCA CAN SUBJECT YOU TO LIABILITY.

Notice.

flipMD may give notice by means of a general notice on the Services, electronic mail to your email address in your Account, telephone or text message to any phone number provided in connection with your Account, or by written communication sent by first class mail or pre-paid post to any address connected with your Account. Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by first class mail or pre-paid post) or 12 hours after sending (if sent by email or telephone). You may give notice to flipMD, with such notice deemed given when received by flipMD, at any time by first class mail or pre-paid post to flipMD, Inc., 2701 Olympic Blvd., Santa Monica CA 90404 or by email sent to the attention of Customer Service at [email protected].

Entire Agreement.

Except as expressly provided herein, these Terms, any supplemental terms, and the Privacy Policies referenced herein constitute the entire agreement between you and flipMD with respect to the use of the site and Services.

General.

You may not assign these Terms without flipMD's prior written approval. flipMD may assign these Terms without your consent to: (i) a subsidiary or affiliate; (ii) an acquirer of flipMD's equity, business or assets; or (iii) a successor by merger. Any purported assignment in violation of this section shall be void. No joint venture, partnership, employment, or agency relationship exists between you, flipMD or any Third Party Provider as a result of this Agreement or use of the Services. Additionally, you agree that you are not an employee of flipMD and therefore not eligible for employment benefits, whatsoever. If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law. flipMD's failure to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by flipMD in writing. This provision shall not affect the Severability and Survivability section of the Arbitration Agreement of these Terms. Please contact us at [email protected] with any questions regarding these Terms.