
* - GEMB Patients has been acquired by US Tele-Medicine

1. Parties
1.1. US TELE-MEDICINE. (Interchangeably referred to as "USTM," "we", "us", and applicable possessive pronouns), and the website at www.ustelemedicine.com ("the Website"). “USTM” includes the company's owners, members, employees, officers, directors, shareholders, partners, affiliates, parent and subsidiary companies, representatives, attorneys, heirs, successors and assigns. The Services are provided to you (also "Customer") under the terms and conditions of this Agreement and any modifications to it that we may make from time to time and all other terms, conditions, rules of operation or policies that we may make from time to time.
1.2. As used in this Agreement, the term "Customer" means Customer, or you, as well as all users of the Services through your account, including through the use of sub-accounts that you have created, allowed to be created by other users, or otherwise have reason to know exist within your account (each, a "User"). You represent and warrant that you have authority to bind to this User Agreement other Users in your account as if such Users were the legal person referred to as "Customer" and "you" herein, and that you will indemnify us against any claims by such Users that are premised on assertions they are not bound by the User Agreement. You represent and warrant that you are the authorized User and (if applicable) signatory to the payment mechanism used to open and maintain your account, you agree that you are responsible for any use, activity, and charges incurred by you and Users under your account, and you authorize us to charge your payment mechanism for all charges incurred by you and any and all Users.
2. License
2.1 USTM hereby grants you a non-exclusive, non-transferable, worldwide right to use the Services, solely for your own internal business purposes, subject to the terms and conditions of this Agreement. All rights not expressly granted to you are reserved by USTM and its licensors. You are considered a Member of US Tele-Medicine and as such can process medical claims if you are a Licensed Medical Doctor, Chiropractor, Naturopath, Acupuncturists, Nutritionist, using the facilities of the Member Service.
2.2 You may not access the Services if you are a direct competitor of USTM, except with USTM's prior written consent. In addition, you may not access the Services for purposes of monitoring its availability, performance or functionality, or for any other benchmarking or competitive purposes.
2.3 You shall not (i) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Services in any way; (ii) modify or make derivative works based upon the Service; (iii) create Internet "links" to the Services or "frame" or "mirror" any Content on any other server or wireless or Internet-based device; or (iv) reverse engineer or access the Services in order to (a) build a competitive product or service, (b) build a product using similar ideas, features, functions or graphics of the Services, or (c) copy any ideas, features, functions or graphics of the Services. User licenses cannot be shared or used by more than one individual User but may be reassigned from time to time to new Users who are replacing former Users who have terminated employment or otherwise changed job status or function and no longer use the Services.
2.4. Notice of Claims. You will promptly notify us in writing if any third party makes any claim of infringement of any copyright, trademark or patent.
3. Compliance with Agreement.
3.1. This Agreement governs your use of the Services and Web sites. We reserve the right, from time to time, with or without notice to you, to change this Agreement in our sole and absolute discretion, effective upon posting of an updated version of this Agreement on the Service, an email to your account on record. By continuing the use of the Services, you agree to be bound by the modifications or amendments to this Agreement, including any materials available on our website that are incorporated by reference herein, including but not limited to our privacy and security policies. If any change is found to be invalid, void, or for any reason unenforceable, that change is severable and does not affect the validity and enforceability of any other changes or the remainder of these terms and conditions. We reserve the right to subcontract any of our rights or obligations under these Terms and Conditions
4. Term and Termination.
4.1. The Initial Term will be as you elect during the online subscription process or as otherwise mutually agreed upon in a separate agreement, commencing on the date you agree to pay for the Services by completing the online subscription form, or on the start date of the separate agreement. Upon the expiration of the Initial Term, this Agreement will automatically renew for successive renewal terms equal in duration to the Initial Term (or one year, if the Initial Term is greater than one year) at USTM's then-current fees for the Services package you ordered at the start of the Initial Term. Notwithstanding the foregoing, we may terminate this Agreement in our sole discretion.
5. US Tele-Medicine and Related Services.
5.1.Becoming a Member designates you as a licensee of the USTM systems. "Licenseeā means the entity that has rights to access web sites, submit medical claims if the entity is a Licensed Medical Doctor, Chiropractor, Naturopath, Acupuncturists, or Nutritionist.
5.1.1 USTM offers refund programs to E-Patients that use alternative modalities or certain alternative medicines, formulas or remedies and these products are often distributed by multi-level-marketers, direct marketers, internet sellers, health food shops, manufacturers, vitamin retailers and others.
5.1.2 The purveyor of alternative modalities as listed in 5.1.1. of this document may become an “Affiliate” member by joining and registering their brand and product lines at no cost. Thereafter they will be given facility to track the claims presented by E-Patients using their branded products.
5.2 No Agency. You agree and acknowledge that you and USTM have an independent business relationship. Nothing about your membership or provided for in these Rules shall be deemed to create a partnership, franchise, joint venture or agency, and neither party is the other's partner, franchisee, employee, agent or representative. You will not state, imply or hold yourself out to anyone as being associated, affiliated with or endorsed by USTM, and have no right to obligate or bind USTM in any manner whatsoever.
6. Customer Account.
6.1. When registering for a new account with us, you will enter a confidential password for use in accessing your account via an online web interface. Other individuals under your account will also receive passwords. You shall maintain the security and confidentiality of all passwords provided. You agree to notify us immediately if you have reason to suspect unauthorized use of your account.
6.2. Upon registration for the Services, you must provide the name, addresses and contact information for you.
6.3. Note that because the Services are a hosted, online application, we may occasionally need to notify all users of the Services of important announcements regarding the operation of the Service, including notifications of scheduled downtime for maintenance and upgrade.
7. Service Pricing for Medical Members
7.1. We provide the Services under this Agreement pursuant to prices published on the Website, including at www.ustelemedicine.com which is incorporated into this Agreement by reference, or as provided to you in a customized pricing schedule (as applicable to you, "Service Pricing"). You hereby subscribe to Services under the Service Pricing chosen by you. If you are a Licensed Medical Doctor, Chiropractor, Naturopath, Acupuncturists, or Nutritionist, you acknowledge that you have been provided with a schedule detailing the annual fees (currently $50.00) and all other fees applicable to all Services. All fees charged pursuant to this Agreement are subject to change by us without prior notice. You agree to pay all claim submission fees (currently $25.00 per claim) upon entry into our system.
8. Termination.
8.1 You agree and acknowledge that we may at our sole option cancel the Services and terminate this Agreement for any cause at any time and without notice. Any notice we choose to give may be provided in written, e-mail, or other electronic form. Notwithstanding the above, we may terminate this Agreement immediately for good cause. You agree that for purposes of this Agreement that the actions or failure to act of any User in your account will be attributed to you. Good cause shall include but is not limited to:
8.1.1 We determine that the payment mechanism provided by you is likely being or will be used in a fraudulent manner; or
8.1.2 You violate any provision of this Agreement or any other terms and conditions posted by us, or breach any representations or warranties made hereunder.
8.2. Termination by You. Termination of your account by you will not be final until you have, to our satisfaction, confirmed your identity and authorization to terminate the account in question.
8.3. Re-opening of Account. In the event we re-open your account after termination and closure, you will be liable to pay a reactivation fee set by us.
9. Compliance With Laws; Your Information.
9.1. We comply with valid legal process, such as search warrants, court orders, or subpoenas seeking personal information. We will notify you of any pending legal process unless we are prohibited from doing so by law. These same processes apply to all law-abiding companies. As has always been the case, the primary protections you have against intrusions by the government are the laws that apply to where you live. We may share information in order to investigate, prevent, or take action regarding illegal activities, suspected fraud, situations involving potential threats to the physical safety of any person, violations of our terms of use, or as otherwise required by law.
9.2 The member´s name or any identification does not appear on any insurance company or medical service companies´ records or lists. Your claim process is anonymous and is facilitated only by your membership in the association.
10. Hold Harmless.
10.1. You agree to protect, include USTM as a named insured by endorsement on your liability insurance policy, to defend, indemnify and hold us harmless from, causes of action, liabilities, judgments, penalties, losses, costs, damages and expenses (including attorneys' fees and all related costs and expenses of litigation at arbitration, or at trial or on appeal, if any, whether or not litigation or arbitration is instituted) suffered or incurred by us, including, without limitation, any claim for personal injury or property damage, arising from: (i) this Agreement; (ii) the Services provided to you by us; (iii) your use or possession of the Services including without limitation any Privacy infringement claims that could arise and (iv) any violation by you of any federal, state or local laws, statutes, rules or regulations. For purposes of this Agreement, the indemnified parties shall include US Tele-Medicine and its owners, affiliates, subsidiaries, parents, shareholders, members, successors, assigns, representatives, franchisees, officers, directors, agents, attorneys and employees.
11. YOU AGREE AND ACKNOWLEDGE THAT WE ARE NOT LIABLE FOR ANY CLAIMS SUBMITTED BY YOU OR YOUR PATIENT. YOU AGREE THAT THE SERVICES ARE PROVIDED ON AN "AS IS" BASIS WITHOUT ANY WARRANTIES (WHETHER EXPRESSED OR IMPLIED). ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF FITNESS, MERCHANTABILITY, CORRECTNESS, MEDICAL COMPETENCY, COMPLETENESS, CURRENCY, OR OTHERWISE ARE DISCLAIMED. ALL SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING FROM THIS AGREEMENT OR THE SERVICES ARE HEREBY EXCLUDED, TO THE FULL EXTENT PERMITTED BY LAW. WE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, WHETHER IN AN ACTION FOR OR ARISING OUT OF BREACH OF CONTRACT, TORT OR ANY OTHER CAUSE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WE DO NOT REPRESENT OR WARRANT THAT THE SERVICES WILL MEET ANY OF YOUR EXPECTATIONS OR REQUIREMENTS OR THAT THE SERVICES ARE PROVIDED WITHOUT ERRORS. THE SERVICES ARE PROVIDED ON AN "AS AVAILABLE" BASIS AND WE MAKE NO WARRANTIES THAT THE SERVICES WILL BE TIMELY, AVAILABLE AT ALL TIMES, OR FOR A PARTICULAR PERIOD OF TIME WITHOUT INTERRUPTIONS. CUSTOMER USE AND OPERATION OF THE SERVICES OR THE WEBSITE OWNED OR CONTROLLED BY US IS AT CUSTOMER'S SOLE DISCRETION AND RISK. WE WILL NOT BE RESPONSIBLE FOR ANY DAMAGE RESULTING TO CUSTOMER OR ITS COMPUTER SYSTEMS THAT RESULTS FROM THE USE OF THE WEBSITE.
12. WE SHALL NOT BE LIABLE TO CUSTOMER OR ANYONE ELSE FOR ANY LOSS ARISING OUT OF OR CAUSED, IN WHOLE OR IN PART, BY YOUR NEGLIGENT ACTS OR OMISSIONS IN COMPILING, COLLECTING, PROCESSING, COMMUNICATING OR DELIVERING THE INSURANCE CLAIM, DIRECTLY OR INDIRECTLY. WE SHALL NOT BE LIABLE FOR ANY LOSS, CLAIM, DAMAGE OR INJURY ARISING OUT OF, RELATED TO, OR IN ANY CONNECTED WITH THIS AGREEMENT OR THE PROVISION OF ANY SERVICES PURSUANT TO THIS AGREEMENT.
13. Privacy Policy and Use of Customer Information.
13.1. You acknowledge and agree to the terms of the Privacy Policy, which is incorporated into and part of this Agreement, as it may be updated from time to time.
13.2 You understand and agree that USTM is prohibited from and will not share medical and patient information with the member.
14. Representations and Warranties.
14.1. Each party represents and warrants that it has the legal power and authority to enter into this Agreement. USTM represents and warrants that it will provide the Services in a manner consistent with general industry standards reasonably applicable to the provision thereof and that the Services will perform substantially in accordance with the online help documentation under normal use and circumstances. You represent and warrant that you have not falsely identified yourself nor provided any false information to gain access to the Services and that your billing information is correct, and that you are not accessing and have not accessed the Services to commit illegal acts. You acknowledge that your breach of these representations and warranties shall entitle us to injunctive relief (monetary damages not being sufficient remedy), as well as available monetary damages and our attorneys´ fees and costs.
15. Third-Party Interactions.
15.1. We may make known to you from time to time, on our Website, via emails sent to you in the normal course of your use of the service, upon your log-in, certain products and services, of our own or of third parties, that we deem to be reasonably relevant to you. During use of the Services, you may enter into correspondence with, purchase goods and/or services from, or participate in promotions of advertisers or sponsors showing their goods and/or services through the Services. Any such activity, and any terms, conditions, warranties or representations associated with such activity, is solely between you and the applicable third-party. USTM and its licensors shall have no liability, obligation or responsibility for any such correspondence, purchase or promotion between you and any such third-party. USTM does not endorse any sites on the Internet that are linked through the Services. USTM provides these links to you only as a matter of convenience, and in no event shall USTM or its licensors be responsible for any content, products, or other materials on or available from such sites. USTM provides the Services to you pursuant to the terms and conditions of this Agreement. You recognize, however, that certain third-party providers of ancillary software, hardware or services may require your agreement to additional or different license or other terms prior to your use of or access to such software, hardware or services.
16. Governing Law, Jurisdiction.
16.1. This Agreement and the Privacy Policy will be governed by, and construed, in accordance with the laws of the State of Nevada, which are intended to supersede any choice of laws or rules, which might otherwise be applicable. You consent to the venue and jurisdiction of the courts of the State of Nevada, whether Federal, state, or local with respect to any actions that may arise out of, or relate to, this Agreement or the Services. You acknowledge and agree that you are establishing minimum contacts with the state of Nevada for purposes of asserting personal jurisdiction over you for any claims arising from this Agreement, the Services, or the relationship created between you and us by this Agreement.
17. Communications and Notice.
17.1. By using the Services, you consent to receiving electronic communications from us. These communications will include notices about your account or other transactional information and information concerning or related to our service. These communications are part of your relationship with us and you receive them as part of your usage of the Services. You agree that any notice, agreements, disclosure or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing.
17.2. Notice shall be deemed given when delivered (if sent by electronic mail, facsimile, or delivery service). Electronic mail notices to you shall be sent to the e-mail address provided in your profile, or as updated by you with appropriate notice, including through your profile on the applicable Website(s). It shall be your responsibility to ensure that we have a current e-mail address for you and we shall not be responsible for failure to provide notice if the e-mail addresses provided by you is not valid or functioning.
18. Severability.
18.1. In the event that any provision or modification of this Agreement shall be deemed to be illegal, invalid or otherwise unenforceable, such provision shall be considered deleted from this Agreement, but all other provisions of this Agreement and the remaining portion of any provision which is deemed to be illegal, invalid or unenforceable in part shall continue in full force and effect.
19. Non-Waiver
19.1. If any party to this Agreement fails to enforce any provision of this Agreement, or fails to exercise any right at any time, such failure shall not operate as a waiver thereof.
20. Entire Agreement. This Agreement and the pages referred to herein contain the entire agreement relative to the protection of information to be exchanged hereunder, and supersede all prior or contemporaneous oral or written understandings or agreements regarding this issue. This Agreement shall not be modified or amended, except as expressly provided herein or in a written instrument executed by the parties
By joining the USTM Medical Group as a Licensed Medical Doctor, Chiropractor, Naturopath, Acupuncturists, or Nutritionist, I agree to the terms and conditions herein cited and my electronic signature is validated by the first use of my credit card in the payment of my membership fees.
Electronically done..
BY: US Tele-Medicine


