TERMS OF SERVICE AND NOTICE OF PRIVACY PRACTICES

Allied Virtual Care Terms of Service

Last Updated: 1/6/2022

Welcome, and thank you for your interest in Allied Virtual Care Incorporated (including its affiliates, subsidiaries and programs, “AVC”, “we”, “us”, “Company”) and our website at alliedvirtualcare.com, songbirdhealthprogram.com, along with any related websites or other online services provided by us (collectively, the “Service”). These Terms of Service are a legally binding contract between you and Allied Virtual Care regarding your use of the Service.

PLEASE READ THE FOLLOWING TERMS CAREFULLY.

1. ACCEPTANCE OF AGREEMENT. BY ACCESSING OR USING THE SERVICE, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND AGREE TO BE BOUND, BY THE FOLLOWING TERMS AND CONDITIONS, INCLUDING ALLIED VIRTUAL CARE’S PRIVACY POLICY (TOGETHER, THE “TERMS”). IF YOU ARE NOT ELIGIBLE, OR DO NOT AGREE TO THE TERMS, THEN YOU DO NOT HAVE OUR PERMISSION TO USE THE SERVICE.

2. Allied Virtual Care Service Overview. Allied Virtual Care provides a strong network of Providers for the purposes of treatment or therapy use, analyzing healthcare operations outcomes and coordination between providers. The Service provides users with information about Allied Virtual Care, its products, and its services.

3. Eligibility. You must be at least 13 years old to use the Service. By agreeing to these Terms, you represent and warrant to us that: (i) you are at least 13 years old; (ii) you have not previously been barred from using the Service; and (iii) your use of the Service is in compliance with any and all applicable laws and regulations. If you represent an entity, organization, or company, and you are accepting these Terms on behalf of such entity, then you represent and warrant that you have the authority to bind such entity to these Terms.

4. Registration. To use some features of the Service, for example, to register to receive additional information from us, you may be required to provide us with some information about yourself, such as your name, phone number, email address, zip code, or other contact information (together, “Personal Information”). You agree that the information you provide to us is accurate and that you will keep it accurate and up-to-date at all times.

5. Licenses. Subject to your complete and ongoing compliance with these Terms, Allied Virtual Care grants you permission to access and use the Service for your personal use. You may not: (i) reproduce, distribute, publicly display, or publicly perform the Service or any of its component parts; (ii) make modifications to the Service; or (iii) interfere with or circumvent any feature of the Service, including any security or access control mechanism. If you are prohibited under applicable law from using the Service, you may not use it. If you choose to provide input and suggestions regarding problems with or proposed modifications or improvements to the Service or Allied Virtual Care’s other products or services (“Feedback”), then you hereby grant Allied Virtual Care an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right to exploit such Feedback in any manner and for any purpose, including to improve the Service and create other products and services.

6. Ownership; Proprietary Rights. The Service is owned and operated by Allied Virtual Care. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), software, services, and all other elements of the Service (“Materials”) provided by Allied Virtual Care are protected by intellectual property and other laws. All Materials included in the Service are the property of Allied Virtual Care or our third-party licensors. Except as expressly authorized by Allied Virtual Care, you may not make use of the Materials. Allied Virtual Care reserves all rights to the Materials not granted expressly in these Terms.

7. Third-Party Terms Allied Virtual Care may provide tools through the Service that enable you to export information to third party services, including through our implementation of third party buttons (such as “like” or “share” buttons). By using one of these tools, you agree that we may transfer that information to the applicable third-party service. Third party services are not under our control, and we are not responsible for any third party service’s use of your exported information. The Service may also contain links to third-party websites. Linked websites are not under our control, and we are not responsible for their content. The Service may include or incorporate third-party software components that are generally available free of charge under licenses granting recipients broad rights to copy, modify, and distribute such components (“Open Source Components”). Although the Service is provided to you subject to these Terms, nothing in these Terms prevents, restricts, or is intended to prevent or restrict you from obtaining such Open Source Components under the applicable third-party licenses or to limit your use of such Open Source Components thereunder. When appropriate, Allied Virtual Care shall obtain reasonable written assurances and executed agreements with third parties for any sharing of information to third parties. See more below.

8. Prohibited Conduct. BY USING THE SERVICE YOU AGREE NOT TO:

· a. use the Service for any illegal purpose or in violation of any local, state, national, or international law;

· b. violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third party intellectual property right;

· c. interfere with security-related features of the Service, including by: (a) disabling or circumventing features that prevent or limit use or copying of any content; or (b) reverse engineering or otherwise attempting to discover the source code of any portion of the Service, except to the extent that such activity is expressly permitted by applicable law notwithstanding this restriction;

· d. interfere with the operation of the Service or any user’s enjoyment of the Service, including by: (a) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (b) making any unsolicited offer or advertisement to another user of the Service; (c) collecting personal information about another user or third party without consent; or (d) interfering with or disrupting any network, equipment, or server connected to or used to provide the Service;

· e. perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation, or falsifying your age, date of birth or other Personal Information;

· f. sell or otherwise transfer the access granted under these Terms or any Materials or any right or ability to view, access, or use any Materials; or

· g. attempt to do any of the acts described in this Section or assist or permit any person in engaging in any of the acts described in this Section.

9. Modification of these Terms. We reserve the right, at our discretion, to change these Terms on a going-forward basis at any time. Please check these Terms periodically for changes. If a change to these Terms materially modifies your rights or obligations, you will be required to accept the modified Terms in order to continue to use the Service. Material modifications are effective upon your acceptance of the modified Terms. Immaterial modifications are effective upon publication. Except as expressly permitted in this Section, these Terms may be amended only by a written agreement signed by authorized representatives of the parties to these Terms. Disputes arising under these Terms will be resolved in accordance with the version of these Terms that was in effect at the time the dispute arose.

10. Term, Termination and Modification of the Service These Terms are effective beginning when you accept the Terms, access or use the Service, and ending when terminated as set for in this Agreement. If you violate any provision of these Terms, these Terms automatically terminate. In addition, Allied Virtual Care may, at its sole discretion, terminate these Terms, or suspend or terminate your access to the Service at any time for any reason or no reason, with or without notice. You may terminate your account and these Terms at any time by contacting Allied Virtual Care customer service at info@alliedvirtualcare.com. Upon termination of these Terms your license rights will terminate and you must immediately cease all use of the Service. Allied Virtual Care reserves the right to modify or discontinue the Service at any time (including by limiting or discontinuing certain features of the Service), temporarily or permanently, without notice to you. We will have no liability whatsoever on account of any change to the Service or any suspension or termination of your access to or use of the Service.

11. Indemnity. You are responsible for your use of the Service, and you will defend and indemnify Allied Virtual Care and its officers, directors, employees, consultants, affiliates, subsidiaries and agents (together, the “Allied Virtual Care Entities”) from and against every claim, liability, damage, loss, and expense, including reasonable attorneys' fees and costs (“Claims”) brought by a third party arising out of or connected with: (a) your use of, or misuse of, the Service; (b) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (c) your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (d) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those Claims.

12. Disclaimers; No Warranties
THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. ALLIED VIRTUAL CARE DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, RELATING TO THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. ALLIED VIRTUAL CARE DOES NOT WARRANT THAT THE SERVICE OR ANY PORTION OF OR THE SERVICE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR ALLIED VIRTUAL CARE ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE WILL CREATE ANY WARRANTY REGARDING ANY OF THE ALLIED VIRTUAL CARE ENTITIES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM YOUR USE OF OR ACCESS TO THE SERVICE AND YOUR DEALING WITH ANY OTHER SERVICE USER. YOU UNDERSTAND AND AGREE THAT YOU USE THE SERVICE, AND ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN MATERIALS OR CONTENT THROUGH THE SERVICE AND ANY ASSOCIATED SITES OR SERVICES, AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE(S) USED IN CONNECTION WITH THE SERVICE), OR THE LOSS OF DATA THAT RESULTS FROM THE USE OF THE SERVICE OR THE DOWNLOAD OR USE OF THE MATERIALS OR CONTENT. NOTWITHSTANDING THE FORGOING, ALLIED VIRTUAL CARE DOES NOT DISCLAIM ANY WARRANTIES THAT ALLIED VIRTUAL CARE IS PROHIBITED FROM DISCLAIMING UNDER APPLICABLE LAW.

13. Medical and Professional Services Advice. Allied Virtual Care does not, through the Service, directly or indirectly render medical advice. Nothing contained on the Service is intended to constitute medical advice, instruction on medical diagnosis, or instruction for treatment. Information provided through the Service should not be considered complete, nor be relied on when making decisions regarding the personal, medical, technical, financial, or treatment decisions for a particular individual. The Service is not intended to be a substitute for the consultation or advice of a physician or other qualified healthcare provider.

14. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE ALLIED VIRTUAL CARE ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY ALLIED VIRTUAL CARE ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE. EXCEPT AS PROVIDED IN THIS AGREEMENT AND TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE ALLIED VIRTUAL CARE ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO $100. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

15. Dispute Resolution and Arbitration In the interest of resolving disputes between you and Allied Virtual Care in the most expedient and cost effective manner, you and Allied Virtual Care agree that every dispute arising in connection with these Terms will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND ALLIED VIRTUAL CARE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION. Despite the provisions of this Section, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law; or (d) to file suit in a court of law to address an intellectual property infringement claim. Any arbitration between you and Allied Virtual Care will be settled under the Federal Arbitration Act, and governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by these Terms, and will be administered by the AAA. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting Allied Virtual Care. A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if such other party has not provided a current physical address, then by electronic mail (“Notice”). Allied Virtual Care's address for Notice is: 574 PRAIRIE CENTER DR STE 135-514 EDEN PRAIRIE, MN 55344. The Notice must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice is received, you or Allied Virtual Care may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or Allied Virtual Care must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the dispute is finally resolved through arbitration in your favor, Allied Virtual Care will pay you the highest of the following: (i) the amount awarded by the arbitrator, if any; (ii) the last written settlement amount offered by Allied Virtual Care in settlement of the dispute prior to the arbitrator’s award; or (iii) $1,000. If you commence arbitration in accordance with these Terms, Allied Virtual Care will reimburse you for your payment of the filing fee, unless your claim is for more than $10,000, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in Minneapolis, Minnesota but if the claim is for $10,000 or less, you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a non-appearance based telephone hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse Allied Virtual Care for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits. YOU AND ALLIED VIRTUAL CARE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Allied Virtual Care agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding. If Allied Virtual Care makes any future change to this arbitration provision, other than a change to Allied Virtual Care's address for Notice, you may reject the change by sending us written notice within 30 days of the change to Allied Virtual Care's address for Notice, in which case your account with Allied Virtual Care will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive. If this Section is found to be unenforceable then the parties agree that the exclusive jurisdiction and venue described above will govern any action arising out of or related to these Terms.

16. General Terms. These Terms, together with the Privacy Policy and any other agreements expressly incorporated by reference into these Terms, are the entire and exclusive understanding and agreement between you and Allied Virtual Care regarding your use of the Service. You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms at any time without notice or consent. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of these Terms, or any provision of these Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. Use of section headers in these Terms is for convenience only and will not have any impact on the interpretation of any provision. Throughout these Terms the use of the word "including" means "including but not limited to". If any part of these Terms is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect.

17. Governing Law. These Terms are governed by the laws of the State of Minnesota without regard to conflict of law principles. You and Allied Virtual Care submit to the personal and exclusive jurisdiction of the state courts and federal courts serving Hennepin County, Minnesota for resolution of any lawsuit or court proceeding permitted under these Terms. We operate the Service from our offices in the United States, and we make no representation that Materials included in the Service are appropriate or available for use in other locations.

18. Privacy Policy. Please read the Allied Virtual Care Privacy Policy carefully for information relating to our collection, use, storage, disclosure of your personal information. The Allied Virtual Care Privacy Policy is incorporated by this reference into, and made a part of, these Terms.

19. Additional Terms. Your use of the Service is subject to all additional terms, policies, rules, or guidelines applicable to the Service or certain features of the Service that we may post on or link to from the Service (the “Additional Terms”). All Additional Terms are incorporated by this reference into, and made a part of, these Terms.

20. Consent to Electronic Communications. By using the Service, you consent to receiving certain electronic communications from us as further described in our Privacy Policy. Please read our Privacy Policy to learn more about our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.

21. Contact Information. The Service is offered by Allied Virtual Care Incorporated, 574 PRAIRIE CENTER DR STE 135 135-514 EDEN PRAIRIE, MN 55344. You may contact us by sending correspondence to that address or by emailing us at info@alliedvirtualcare.com.

22. Notice to California Residents. If you are a California resident, under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the Service or to receive further information regarding use of the Service.

Allied Virtual Care Privacy Policy – When Business Associate with Protected Health Information

Allied Virtual Care Incorporated (including its affiliates, subsidiaries and programs, “AVC”) respects the privacy of each and every person and is committed to protecting all of your personal and health information (“PHI”). This notice describes how your PHI may be used, how it may be disclosed and how you can obtain access to this information. This page will serve as a summary of your privacy rights. The law (45 CFR Part 160 and Part 164, Subparts A and E) requires that your PHI be kept private. We must give you this Notice about our privacy practices and follow the terms of this Notice while it is in effect.

This policy applies to (a) information we gather (i) on alliedvirtualcare.com, songbirdhealthprogram.com, or other associated pages and websites used for our Services (our “Website”), (ii) through email and other electronic messages between you and our Website, and (iii) through your interactions (both electronic and otherwise) with AVC employees.

Your use of AVC’s Services and Programs indicates your acceptance of the terms of this Notice.

1. INTRODUCTION

AVC is engaged in the business of providing information and resources to connect individuals with allied healthcare providers (“Providers”) and programs (“Programs”) for the treatment of patients through telehealth and virtual care therapies, as well as providing other types of administrative, data aggregation and outcomes analytics services (the “Services”). These services are referred to as the “Songbird Health Program”.

2. INFORMATION THAT MAY BE COLLECTED

In order to use the Services, you are asked to provide personal information, such as, e-mail address, date of birth, zip code, gender, phone number, mailing address and a selection of services of interest to you. We share this personal information with our Providers in order to coordinate your services.

We assist in providing you with initial log-on credentials (username and password) for accessing these services. These credentials are emailed to you via a secure email after you have registered as a member of the AVC “Songbird Health Program”. These credentials will need to be changed the first time you log-in.

AVC will use the e-mail address you provide when you create your account to send you e-mails about the Songbird Health Program and associated program providers and therapies. Your e-mail address may also be used by AVC to provide reminders, suggestions for other therapies that might be beneficial to you, as described in this Notice. AVC and our associated Providers will use your e-mail address as a means to communicate with you.

AVC creates an electronic medical record of the care and services you receive. An electronic medical record is created as a result of the information you provide and treatment that you receive. This electronic medical record is maintained in encrypted form on secure servers. Here are examples of the types of Personal Health Information we or our associated Providers gather:

· Information You Give Us – Examples of the types of information you may provide us include demographic Information, such as date of birth, gender, and zip code, and records and copies of your correspondence with us and information provided to us through interactive features on our Website.

· Automatic data collection technologies – As you interact with our Website, we may use automatic data collection technologies to collect certain information about your equipment, browsing actions, and patterns. Such information may include details of your visits to our Website (e.g., length, number and frequency; pages viewed; how you navigated to the Website) and information about your computer/device and internet connection, including your IP address, approximate geographic location, operating system and browser type. We may use this information to help us improve our Website by enabling us to, among other things, (a) estimate usage and usage patterns (i.e., Website metrics); (b) store information about your preferences, allowing us to customize our Website to your interests; and (c) recognize you when you return to our Website. We may also use this information for advertising purposes. The automatic data collection technologies we use may include:

o Cookies. Cookies are small files placed in your computer’s hard drive. You may select a browser setting to refuse to accept cookies, but doing so may make certain parts of our Website inaccessible to you. Our system may issue cookies when you visit our website unless you activate this setting on your web browser.

o Flash cookies. Certain Website features may use local stored objects (Flash cookies) to collect and store information about your preferences and navigation to, from and on our Website.

o Web beacons. Our Website pages and our emails may contain web beacons (also referred to as clear gifs, pixel tags, and single-pixel gifs) that permit us to track who visits specific pages or opens certain emails and other related Website statistics (e.g., the popularity of certain Website content).

· PHI – AVC may gather or receive PHI primarily in collaboration with Providers for the purposes of treatment or therapy use, analyzing healthcare operations outcomes and coordination between providers. We do not automatically collect Personal Information.

3. USES AND DISCLOSURES OF INFORMATION

AVC is permitted to use and disclose your PHI for purposes of (i) Treatment, (ii) Payment, and (iii) Health Care Operations as follows:

For Treatment. AVC may use or disclose your PHI to facilitate treatment or the provision of health care services to a Provider for purposes of a consultation or in connection with the provision of follow-up care or treatment. AVC may share your PHI with people not at AVC including, but not limited to, referring Providers and home health care nurses who are treating you or providing follow-up care.

For Payment. AVC may use and disclose your PHI with others who help pay for your care such as health insurers or health plans in connection with the processing and payments of claims and other charges.

For Health Care Operations. AVC may use and disclose your PHI for its health care operations. These uses and disclosures help us run our programs and make sure AVC’s patients receive quality care coordination. For example, AVC may use PHI to review outcomes measures related to the provision of services. AVC may use PHI to measure the performance of its staff or associated Providers and how they care for you. AVC may share PHI with third parties who AVC engages to provide various services for AVC and you such as doctors, therapists, and other health care workers for educational purposes. If any such third party requires access to your PHI in order to perform the agreed upon services, AVC will require that third party be bound to the terms outlined in this Privacy Notice.

Business Associates. AVC may contract with outside businesses to provide some services. For example, AVC may use the services of transcription, IT services, or collection agencies. Each contracted party must enter into a Business Associate agreement with AVC, which requires said third party businesses to protect PHI that is shared with them in accordance with the restrictions outlined in this Privacy Notice. Furthermore, PHI will only be provided to third party businesses for the limited scope of performing required services to help facilitate care coordination, treatment, payment, and health care operations to you.

Treatment Alternatives. AVC may use and disclose PHI to tell you about different types of treatment available to you. AVC may use and share PHI to tell you about other benefits and services related to your health.

Authorization. AVC is permitted to use and disclose your PHI upon your written authorization, submitted on our form which will be provided to you upon request, to the extent that such use or disclosure is consistent with your authorization. Be assured that any uses or disclosures not described in this notice will require your written authorization.

People Involved In Your Care. With your permission, AVC may share your PHI with a family member or friend who helps with your medical care.

Research. In support of telemedicine and ehealth initiatives, AVC may use and disclose your PHI for research. AVC will only use and disclose information for research if AVC receives your written consent, or if a review committee that meets Federal standards says AVC does not need your consent. AVC may use or disclose deidentified data related to your care in the Program and its associated Providers for the purposes of research or outcomes measures reporting.

As Required By Law. AVC may use and disclose your PHI when required to do so by federal, state or local law.

To Prevent A Serious Threat To Health Or Safety. AVC may use and disclose your PHI to prevent a serious threat to your health and safety and that of others. AVC will only disclose your PHI with persons who can help prevent the threat.

Testimonials. AVC may display personal testimonials of satisfied customers on our website in addition to other endorsements. With your consent we may post your testimonial along with your name.

How AVC May Use and Disclose PHI – Special Situations

Military. If you are in the U.S. or foreign armed services, AVC may share your PHI as required by the proper military authorities.

Workers’ Compensation. AVC may share your PHI for workers’ compensation or programs like it. AVC may do this to the extent required by law.

Public Health Risks. AVC may share your PHI for public health activities, as required by federal, state or local law.

For example, we may share your PHI:

· to prevent or control disease, injury or disability;

· to tell the proper government department if AVC believes a patient has been the victim of abuse, neglect or domestic violence. AVC will only share this information when ordered or required by law.

Lawsuits and Disputes. If you are in a lawsuit or a dispute, AVC may share your PHI in response to a court order, legal demand or other lawful process.

Law Enforcement. AVC may share PHI if asked to do so by a law enforcement official under limited circumstances to respond to a court order, subpoena, warrant, summons or similar process.

De-identified Information. AVC may use, disclose, and request PHI if the Health Information to be used or disclosed is de-identified pursuant to the procedures set forth in 45 CFR 145.514(a)-(c).

Health Oversight Activities and Registries. AVC may share your PHI with government agencies that oversee health care. AVC may do so for activities approved by law. These activities include, but are not limited to, audits, investigations, inspections and licensure surveys. AVC may share or sell deidentified, aggregated data to third parties.

We may disclose aggregated user information and information that does not identify any individual without restriction. We may disclose Personal Information that you provide as described in this privacy policy:

· To our subsidiaries and affiliates.

· To contractors, service providers and other third parties we use to support our business and who are contractually bound to keep Personal Information confidential and only use it for the purposes for which we disclose it to them (e.g., hearing health care providers with whom you make an appointment).

· To a buyer or other successor in the event of a merger, divestiture, restructuring, reorganization, dissolution or other sale or transfer of some or all of AVC’s assets in which Personal Information held by AVC is among the assets transferred.

· To fulfill the purpose for which you provide it.

· For any other purpose disclosed by us when you provide the information.

· With your consent.

· To comply with a court order, law or legal process, including in response to a governmental or regulatory request.

· To enforce our Terms of Use and other agreements.

· If we believe disclosure is necessary or appropriate to protect the rights, property or safety of AVC, our customers, or others.

Third Parties AVC has relationships with providers that provide therapies, technologies, applications and other methods of care as a part of the Songbird Health Program. Each contracted party must enter into a Business Associate agreement with AVC, which requires said third party businesses to protect personal information such as name, email, zip code, and programs of interest that is shared with them in accordance with the restrictions outlined in this Privacy Notice. Furthermore, this information will only be provided to third party businesses for the limited scope of performing required services to help facilitate care coordination, treatment, payment, and health care operations to you.

PRIVACY RIGHTS – PHI only

We are required by law to make sure that PHI that identifies you is kept private, give you this Notice of our legal duties and privacy practices concerning your PHI, and follow the terms of this Notice currently in effect.

You have the following rights regarding PHI AVC maintains about you:

Right to Inspect and To Receive Copies. You have the right to view and receive copies of the PHI and can download your assessment at any time.

Right to Amend. If you think that personal information AVC has about you is wrong or incomplete, you have the right to ask for an amendment to your record. To request deletion of any personal information or ask for a change to your record, you must make your request in writing and submit it to Customer Service. If we are not able to comply with your request, we will respond with an explanation. AVC may, under the following limited circumstances:

AVC may deny your request for an amendment to your record. AVC may Deny your request if it is not submitted in writing or does not include a reason to support the request. AVC may also deny your request if you ask AVC to amend information that:

· AVC did not create, unless the person or entity that created the information is no longer available to make the amendment;

· is not part of the records used to make decisions about you;

· is not part of the information which you are permitted to inspect and to receive a copy; or is accurate and complete.

We will retain your information for as long as your account is active or as needed to provide you services. We will retain and use your information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements.

Right to Request Restrictions. You have the right to ask for a restriction or limitation on the PHI AVC uses or discloses for treatment, payment or health care operations. You also have the right to ask for a limit on the PHI AVC discloses with someone who is involved in your care or in the payment for your care. Such a person may be a family member or friend. AVC is not required to comply with your request. If AVC does agree, we will fulfill your request unless the information is needed to provide you with emergency treatment or if otherwise required by law. To ask for restrictions, you must make your request in writing on a form that we will give you upon request. You must tell us: what information you want to limit, how you want us to limit the information, and to whom you want the limits to apply.

Right to Request Confidential Communications. You have the right to request confidential communications of your PHI or medical matters. You may request that AVC communicate with you through specific means or at a specific location. You must make your request in writing on a form that will be provided to you upon request. AVC will fulfill all reasonable requests.

Right to a Paper Copy of This Notice. You may ask AVC to give you a written copy of this Notice at any time. Even if you have agreed to get this Notice electronically, you still have a right to a paper copy of this Notice.

Allied Virtual Care Privacy Policy – When NOT Business Associate

AVC may collect your personal information for the purpose of assessing outcome measures, assessments and to otherwise advance the business of AVC when the information is not otherwise PHI.

AVC will use the e-mail address you provide when you create your account to send you e-mails about the Songbird Health Program and associated program providers and therapies. Your e-mail address may also be used by AVC to provide reminders, suggestions for other therapies that might be beneficial to you, as described in this Notice. AVC and our associated partners and affiliates will use your e-mail address as a means to communicate with you.

AVC creates a record of the services you receive. The record is maintained in encrypted form on secure servers. Here are examples of the types of information we or our associated partners and affiliates gather:

oCookies. Cookies are small files placed in your computer’s hard drive. You may select a browser setting to refuse to accept cookies, but doing so may make certain parts of our Website inaccessible to you. Our system may issue cookies when you visit our website unless you activate this setting on your web browser.

oFlash cookies. Certain Website features may use local stored objects (Flash cookies) to collect and store information about your preferences and navigation to, from and on our Website.

oWeb beacons. Our Website pages and our emails may contain web beacons (also referred to as clear gifs, pixel tags, and single-pixel gifs) that permit us to track who visits specific pages or opens certain emails and other related Website statistics (e.g., the popularity of certain Website content).

You have a right to request a copy of your non-PHI data set from AVC or to request that it be deleted.

General Privacy

1. HOW SECURITY IS HANDLED AT AVC

The importance of security for all personal information including, but not limited to, PHI associated with you is of utmost concern to us. Your information is not necessarily PHI, it depends on a legal analysis of the situation for how you are interacting with AVC. At AVC, we exercise state of the art care in providing secure transmission of your information from your PC or mobile device to our servers. Information collected by our web site is stored in secure operation environments that are not available or accessible to the public. Only those employees who need access to your information in order to do their jobs are allowed access to information. Any employee who violates our privacy or security policies is subject to disciplinary action, including possible termination and civil and/or criminal prosecution.

AVC is not only HIPAA compliant but additionally utilizes the latest technologies to ensure utmost security. AVC uses several layers of encryption to protect sensitive information and ensure the highest level of security which meets or exceeds the requirements promulgated under HIPAA.

AVC does not sell any customer lists, e-mail addresses, cookies or other data without your written authorization.

Age

This Website is not intended for children younger than 13 years old, and no one younger than 13 may provide any information to the Website. We do not knowingly collect Personal Information from children younger than 13 years old. If you are younger than 13, do not make any purchases through this Website or provide any information about yourself to us, including your name, address, telephone number, or email address. If we discover that we have received information from a child younger than 13 years old without parental consent, we will delete that information. If you believe that we may have information from or about a child under age 13, please contact us at info@alliedvirtualcare.com.

Cookies and Tracking Technologies

Cookies are text information files that your web browser places on your computer when you visit a website. Cookies assist in providing non-personal information from you as an online visitor. It can be used in the customization of your preferences when visiting our website. Most browsers accept cookies automatically, but can be configured not to accept them or to indicate when a cookie is being sent. AVC uses Google Analytics, a third-party tracking service, which uses cookies to track non-personal identifiable information about our visitors to our main site in the aggregate to capture usage and volume statistics. AVC has no access to or control over these cookies. This privacy policy covers the use of cookies by AVC only and does not cover the use of cookies by any third-party.

Security on our Website

Secure interaction. When you interact on our website, all of your PHI including, but not limited to, phone, date of birth and mailing address, is transmitted through the Internet using Transport Layer Security (TLS) technology, which is designed to prevent someone other than operators of our web site from capturing and viewing your personal information. AVC also takes the following measures to protect your PHI online:

Passwords. To provide you with an increased level of security, while AVC may provide you initial registration credentials with our associated Providers, including an initial password, you are required to change your password on our associated Provider sites upon initial log-in. We strongly recommend that you do not disclose your password to anyone. AVC will never ask you for your password in any unsolicited communication (including unsolicited correspondence such as letters, phone calls, or E-mail messages).

No data transmission over the Internet can be guaranteed to be 100% secure. While we strive to protect your PHI from unauthorized access, use or disclosure, AVC cannot ensure or warrant the security of any information you transmit to us on our web site. The safety and security of your information also depends on you. If you choose or are provided with a user name, password or any other piece of information as part of our security procedures, you must treat such information as confidential. Because the transmission of information via the internet is not completely secure, we cannot guarantee the security of the Personal Information you transmit through our Website. Any transmission of Personal Information is done at your own risk. We will not be responsible for any circumvention of the privacy settings or security measures of the Website or other AVC or associated Program applications.

2. REVISIONS TO THIS NOTICE

AVC is constantly innovating and implementing new features as part of its Services. As a result, our privacy practices may change. We may revise this Notice to reflect any changes in our privacy practices. We reserve the right to make the revised Notice effective for PHI we already have about you. It also will be effective for any information we receive in the future. We will post a current version of the Notice on this Site prior to the change becoming effective. The effective date of this Notice is on the first page, in the top, left-hand corner. If we make any material changes we will notify you by email (sent to the e-mail address specified in your account) or by means of a notice on this Site prior to the change becoming effective.

3. SOCIAL MEDIA WIDGETS

Our Website my include Social Media Features, such as a Facebook button and Widgets, such as the Share this button or interactive mini-programs. These Features may collect your IP address, which page you are visiting on our site, and may set a cookie to enable the Feature to function properly. Social Media Features and Widgets are either hosted by a third party or hosted directly on our Site. Your interactions with these Features are governed by the privacy policy of the company providing it.

4. COMPLAINTS

If you think your privacy rights have been violated, you may file a complaint with info@alliedvirtualcare.com. You may also file a complaint with the Secretary of the Department of Health and Human Services. You will not be penalized for filing a complaint.

5. ACCEPTANCE

By using this site and AVC’s Services, you acknowledge your acceptance of AVC’s privacy policy and agree to the terms described herein. If you do not agree with this policy, you should not use AVC’s Services. It is recommended that you read this privacy policy before use of Services to ensure that you have not missed any changes to the privacy policy. Your continued use of the Services following any changes to the privacy policy signifies your acceptance of those changes.

Published as of 1/6/2022

AVC does not provide Medical and Professional Services Advice.

AlliedVirtualCare does not, through the Service, directly or indirectly render medical advice. Nothing contained in the Service is intended to constitute medical advice, instruction on medical diagnosis, or instruction for treatment. Information provided through the Service should not be considered complete, nor be relied on when making decisions regarding the personal, medical, technical, financial, or treatment decisions for a particular individual. The Service is not intended to be a substitute for the consultation or advice of a physician or other qualified healthcare provider.

TERMS OF SERVICE AND NOTICE OF PRIVACY PRACTICES

AVC does not provide Medical and Professional Services Advice.

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