SITE TERMS OF USE

EXPERT OPINION MD, INC.

EFFECTIVE APRIL 1, 2019

CURRENTLY FOR USE ONLY BY CUSTOMERS RESIDING IN THE USA, CANADA AND MEXICO

1. Welcome to the Expert Opinion MD website (this “Site”). The terms and conditions set forth below, as they may be hereafter revised or updated from time-to-time by Expert Opinion (these “Terms”), govern use of this Site by you (“Customer”) and any or all related services provided by, through or in relation to this Site by Expert Opinion, Inc., a State of Delaware USA corporation with offices in the State of Washington USA (“Company”), and/or any of its independent medical service providers offering services by means of this Site (the “Service Providers”). Your use of any portion of this Site or any related services (the “Services”) accepts without limitation or qualification these Terms for such use and the Services, and creates a binding agreement with Company based on these Terms. Therefore, please read these Terms carefully:

2. NATURE OF THE SERVICES. This Site provides for medical record reviews and opinions by Company’s medical Service Providers for certain diagnoses described elsewhere on this Site. Biographies, qualifications and certifications for these Service Providers are also set forth elsewhere on this Site, and although each of these Service Providers may be a certified doctor or other medical specialist, this Site and the provision of Services hereunder shall NOT constitute the provision of online medical services, and use of this Site does NOT create a doctor-patient (or medical professional-patient) relationship of any type. This Site is designed to help customers understand their options in conjunction with their own community doctors by allowing a Service Provider on this Site to perform electronic record reviews and to provide online opinions for certain diagnoses addressed on this Site. This Site is designed to support a specific need of customers who seek to confirm or contest earlier diagnoses as set forth in customers’ own medical records provided by their own community doctors, but not replace the relationship that already exists between customers of this Site and those community doctors. Opinions provided hereunder do NOT constitute medical care or treatment, and such opinions must be reviewed and evaluated by both you and your own community doctor, as such doctor shall always be deemed to have full responsibility for your diagnosis and care.

This site provides for teleconferencing services. All users agree to comply with all laws, medical statutes, governing board rules, or other regulations applicable to you as a consumer or healthcare provider or other professional using the Website. Customer will never have a doctor-patient relationship with Company. Company does not practice medicine or any other licensed profession and offers no medical or other professional services. Service Provider is solely responsible for all agreements, consents, notices and any other interactions with its Customers or other consumers. Service Provider is solely responsible for all billing to and collections from Customers or other consumers for services provided. Company shall have no liability of any kind to Service Provider concerning any amounts owed by any Customer or other consumers to Service Provider.

Message frequency varies per user. Message and data rates may apply. Text HELP for help. Text STOP to unsubscribe. Carriers are not liable for delayed or undelivered messages.

3. USE AND PROVISION OF SERVICES. To use any of the Services provided by this Site, you must select a Service Provider on this Site for the diagnoses you wish to have reviewed, if such diagnoses are available. You must then register on this Site for such service, pay the compensation set forth for that Service Provider and diagnosis in one of the manners prescribed by this Site, and promptly arrange for (or help Company arrange for) the applicable medical review records to be transferred to the Company, for review, summarization and re-transmittal to the applicable Service Provider. By registering for the Services, Customer expressly agrees that such registration will constitute Customer’s agreement and authorization for Company to receive the applicable medical files from Customer’s own community doctor or clinic, and also agrees to promptly complete such necessary additional paperwork as Company may reasonably request. Company targets (but does not guarantee) a normal completion of the Services within TEN (10) business days after the date Company receives a complete, reviewable set of medical records in the English language, and Customer has made full payment hereunder. If for whatever reason your medical records are not in the English language, Company will endeavor to use medically accredited third party translators at Customer’s sole cost and risk, and Customer must pay for the cost of such translations prior to Company beginning any of the Services. The compensation payable hereunder is full and complete compensation, and is NOT subject to refund under any circumstances, unless Company terminates its agreement with you as set forth below, including because it or a Service Provider is unable at any time to perform or complete in a timely fashion the Services for any reason, or is unable to obtain your applicable medical records within THIRTY (30) business days of your registration, payment and receipt of the applicable medical records. In such case, Company and Customer will discuss alternative Service Providers on this Site, but if there is no agreement for an alternative provision of the Services, Customer’s payment already made will be fully refunded. It will be your responsibility to pursue any third-party insurance reimbursement at your expense without input or guidance from the Company. Company warrants that the Service Provider selected by you will be the person actually performing the Services, unless the parties agree otherwise should the selected Service Provider be unavailable. By registering for Services hereunder, you authorize Company, Service Providers, employees, contractors and agents to review, distill, summarize, discuss,copy and transmit your medical files, as Company deems appropriate. Opinions provided will be in accordance with Company’s customary guidelines from time-to-time, will be electronically signed by the Service Provider, and will be delivered by the Service Provider to Company for review and re-transmittal to Customer. As the Services are based on written medical record reviews hereunder, any other direct communications (written, verbal or otherwise) between Customer and the Service Provider will not be permitted, unless expressly approved by Company, in writing, on a case-by-case basis.

4. LIMITATIONS OF LIABILITY. TO THE MAXIMUM EXTENT PERMTTED BY APPLICABLE LAW, YOU AGREE TO RELEASE, INDEMNIFY AND HOLD HARMLESS COMPANY AND ITS SERVICE PROVIDERS, DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS AND AGENTS FROM ANY AND ALL LIABILITY RELATING TO THIS SITE AND THE PROVISION OF SERVICES HEREUNDER. COMPANY AND THE SERVICE PROVIDERS WILL NOT, UNDER ANY CIRCUMSTANCES, BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE, OR ANY DIRECT OR INDIRECT DAMAGES (INCLUDING DAMAGES FOR LOST PROFITS OR ANTICIPATED REVENUES, BUSINESS INTERRUPTION, OR LOSS OF BUSINESS INFORMATION OR LOSS OF USE) ARISING OUT OF OR RELATED TO THIS SITE OR THE SERVICES, OR FOR ANY DAMAGES WHATEVER ARISING OUT OF OR IN CONNECTION WITH ANY MALFUNCTIONS, FILE OR SERVICE DELAYS, LOSS OF DATA OR INTERRUPTION OF SERVICE HEREUNDER, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR IF SUCH POSSIBILITY WAS REASONABLY FORESEEABLE. UNDER NO CIRCUMSTANCES WILL THE TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS AND DAMAGES ARISING IN RELATION TO THE USE OF THIS SITE (OR THE SERVICES OF COMPANY OR ANY SERVICE PROVIDER(S) HEREUNDER), EXCEED THE GREATER OF $25 OR THE COMPENSATION YOU PAID TO COMPANY FOR THE SERVICES HEREUNDER. IF ANY JURISDICTIONS DO NOT ALLOW ANY SUCH LIMITATION OR EXCLUSION OF LIABILITY AS SET FORTH IN THESE TERMS, THE LIMITATION OR EXCLUSION HEREUNDER WILL BE UPHELD TO THE EXTENT PERMITTED BY APPLICABLE LAW.

DISCLAIMERS. COMPANY AND THE SERVICE PROVIDERS DO NOT WARRANT THE ACCURACY, COMPLETENESS OR TIMELINESS OF SERVICES PROVIDED OR TO BE PROVIDED HEREUNDER, AND (A) ALL FILES, OPINIONS OR OTHER DATA AND INFORMATION PROVIDED BY COMPANY OR ANY SERVICE PROVIDER HEREUNDER ARE PROVIDED “AS IS”, “WITH ALL FAULTS”, “AS AVAILABLE” AND WITHOUT WARRANTY OR COMMITMENT OF ANY KIND, AND (B) TO THE MAXIMUM EXTENT PERMITTED BY LAW, ANY AND ALL REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER (INCLUDING EXPRESS, IMPLIED OR STATUTORY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY OR SATISFACTORY QUALITY), WHETHER DEALING WITH DATA OR OTHERWISE BY COMPANY OR ANY SERVICE PROVIDER, ARE EXPRESSLY EXCLUDED. NO ORAL OR WRITTEN ADVICE OR INFORMATION PROVIDED BY COMPANY OR ANY SERVICE PROVIDER WILL CREATE A WARRANTY, AND CUSTOMER IS NOT ENTITLED TO RELY ON ANY SUCH ADVICE OR INFORMATION. THIS SITE AND THE SERVICES ARE NOT WARRANTED TO BE UNINTERRUPTED OR WITHOUT ERROR, AND THE INFORMATION AND SERVICES PROVIDED HEREUNDER BY COMPANY OR ANY SERVICE PROVIDER MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS FOR WHICH THEY WILL NOT BE RESPONSIBLE. ALL SERVICE PROVIDERS PROVIDING SERVICES HEREUNDER ARE INDEPENDENT OF COMPANY, AND ARE INDEPENDENT CONTRACTORS. THE SERVICE PROVIDERS ARE NOT EMPLOYEES, AGENTS, PARTNERS, CO-VENTURERS OR REPRESENTATIVES OF COMPANY, AND ARE NOT AUTHORIZED TO MAKE REPRESENTATIONS, NEGOTIATE OR MAKE CONTRACTS ON BEHALF OF COMPANY, OR IN ANY WAY ACT ON COMPANY’S BEHALF. COMPANY WILL NOT BE RESPONSIBLE FOR THE ACTS OR OMISSIONS OF ANY SERVICE PROVIDER UNDER ANY CIRCUMSTANCE. YOU UNDERSTAND AND ACCEPT ALL RISKS RELATED TO PROVIDING INFORMATION OR DEALING OVER THE INTERNET, AND AGREE THAT COMPANY AND ALL SERVICE PROVIDERS WILL HAVE NO LIABILITY WHATEVER FOR ANY BREACH OF INTERNET, DATA OR OTHER SECURITY, UNLESS DUE TO COMPANY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.

5. RIGHTS TO SITE CONTENT. Company retains all title and intellectual property rights (including all trademark rights and copyrights) in and to this Site, the Services and all related business activity, and all matters relating to them, including the name “Expert Opinion MD”, and any suggestions or improvements made to Company or any Service Provider by Customer hereunder. These Terms grant you no rights to any such intellectual property, except for the limited rights expressly granted herein. No information, data or content from this Site will be copied or distributed by Customer or other users of this Site by any means, except with the written consent of Company on a case-by-case basis or as expressly permitted by these Terms.

6. MODIFICATIONS. Company reserves the right, at its sole discretion, to create, maintain, expand and/or modify this Site or any portions thereof, and to otherwise modify at any time any or all procedures, forms or any provisions of this Site or these Terms (or referenced privacy or HIPAA terms or conditions) that may be necessary, in Company’s sole opinion. Company also reserves the right, at its sole discretion, to distill, summarize or otherwise modify Customer electronic records received, and to modify medical specialties or diagnoses encompassed by this Site. From time-to-time, Company reserves the right to change this Site and these Terms at its sole discretion. In the event of any such change, Company will inform you by posting the revised Terms on this Site, and setting out their effective date. Those changes will go into effect on the effective date set out near the top of the revised Terms. By continuing to use this Site or any of the Services, you accept unconditionally and agree to all such changes in the revised Terms. If you do not agree to such changes, you must discontinue use of this Site.

7. NO UNLAWFUL OR PROHIBITED USE. This Site is provided to you solely for use in obtaining the Services from Company and the Service Providers hereunder. As a condition to your use of this Site, you agree and warrant that you will not use this Site for any purpose that is unlawful or prohibited by these Terms. You will not use this Site in any manner that could damage, overburden, impair or disable this Site, interfere with any other person’s use of this Site, or violate or infringe upon any person’s intellectual property rights, privacy or other legal rights. You agree to not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through this Site, including by the use of robots or data mining, or similar gathering or extraction tools. You agree to indemnify Company and all Service Providers for all direct and indirect damages resulting from your failure to comply with these Terms, including those in this section.

8. TERMINATION RIGHTS. The Services to be provided by means of this Site may change from time-to-time, and Company reserves the right at any time to terminate any of the Services for which you may have registered by means of this Site for any or no reason by giving you notice of such termination to your email, and providing a refund of the sum paid by you for the terminated Service, if any. Company also reserves the right to terminate its agreement with you for the Services and provide such refund because it is unable at any time to perform or complete the Services for any reason, is unable to receive your applicable medical records within THIRTY (30) business days of your registration and payment, or if Company questions your credit card payment for any reason. The foregoing is full and final settlement for any such termination by Company.

9. PRIVACY. Company transmits and stores your data in accordance with all applicable laws, and is HIPAA-compliant. Company accepts only encrypted documents from customers, transmits data via SSL encryption, and stores data in a HIPAA-compliant fashion with a third party online service provider using encryption-at-rest. You agree to the use of your data in accordance with Company’s privacy policies (as they may exist from time-to-time), and – if you become aware of any authorized use of your password or of your account, you agree to notify Company immediately in writing. In order to help protect your data and privacy, you agree to not share your Site password with others, and to protect its use.

10. CONTACTS. As part of the registration you make on this Site, you may provide Company with an email address or other address, and in such event, you agree to receive communications from us at that email or other address, and also agree that Company’s email communications are deemed to be in writing. Any email communications to Company should be sent to the contact address set forth elsewhere on this Site.

11. LAW AND ARBITRATION. These Terms will be interpreted in accordance with the laws of the State of Washington USA, excluding conflict of laws provisions. Subject to applicable laws and to the provisions below dealing with equitable relief, any controversy, claim and/or dispute arising out of or relating to these Terms and/or the Services or the breach hereof or subject matter hereof (including any action in tort or any question as to the existence of these Terms) will be referred to and finally and exclusively settled by binding arbitration in Seattle, Washington USA in accordance with the then-existing Arbitration Rules of the American Arbitration Association (“AAA”), and judgment upon the award rendered by the AAA may be entered in any court having applicable jurisdiction. Written notice of demand for arbitration will be given to the other parties and to the AAA within ONE (1) year after the controversy, claim or dispute has arisen or been barred. All controversies, claims and/or disputes will be resolved on the basis of document submission alone by ONE (1) arbitrator selected by mutual agreement of the parties or, failing that agreement within 45 days after written notice demanding arbitration, by the AAA. All decisions hereunder will be in writing, and the arbitrator will provide reasons for the decision. If any arbitration or action at law or in equity is necessary to enforce or interpret the terms of these Terms or to protect the rights obtained under these Terms, the prevailing party will be entitled to such reasonable attorneys' fees and costs as the arbitrator may award. Customer acknowledges that a breach of the intellectual property or Site use provisions of these Terms would cause Company irreparable harm, and in the event of such a breach, Company will be entitled to injunctive and other equitable relief at any location or court, without posting bond or proving that damages would not be an adequate remedy. CUSTOMER HEREBY IRREVOCABLY WAIVES ANY RIGHT IT MAY HAVE TO A JURY TRIAL, AND TO JOIN CLAIMS WITH THOSE OF OTHERS IN THE FORM OF A CLASS ACTION OR SIMILAR PROCEEDING, AND AGREES THAT ALL CLAIMS ARISING IN RELATION TO THIS SITE, THE SERVICES OR THESE TERMS MUST BE INDIVIDUALLY ASSERTED BY MEANS OF THIS ARBITRATION. .

12. CONCLUDING PROVISIONS. As used in these Terms, except to the extent the context otherwise requires, (1) the meanings of defined terms will be equally applicable to both the singular and plural forms of the terms defined; (2) references to agreements and other documents will be deemed to include all subsequent amendments and other written modifications expressly provided for hereunder; (3) any titles or headings are for convenience of reference only, and will not affect the construction or interpretation of these Terms; (4) the words “hereof” and “hereunder” and the like refer to these Terms as a whole, and not merely to the specific section or clause in which the respective word appears; (5) the words “including” and “excluding” and the like will be deemed to always be followed by the words “without limitation”; (6) any reference to “days”, “months” or “quarters” will mean calendar days, months or quarters, unless otherwise expressly stated; (7) the words “will”, “must” and “shall” are used interchangeably herein, with the words “will” and “must” always meaning the obligatory “shall”; and (8) the words “you” and “your” refer to Customer. No provision of these Terms will be construed against or interpreted to the disadvantage of any of the parties by any court or other authority by reason of that party having drafted or proposed such provision. Company and Service Providers will NOT be deemed to be in default hereunder to the extent that any delay or failure in the performance of its obligations results from any of the following circumstances: Acts of God, acts of civil or military authority, labor disturbances, strikes, lockouts, fires or explosions, earthquakes, floods or bad weather, communication or computer failures or delays, illness or any other cause beyond its reasonable control. Customer represents and warrants that it has fully familiarized itself with these Terms; that the acceptance, agreement to, delivery and performance of these Terms by has been duly authorized, does not require any additional approvals, and that such signing does not violate any law or regulation, or result in a breach of, or constitute a default under, any material agreement; and that these Terms are (when accepted by Company) a legal, valid and binding obligation upon it, subject to applicable laws. Customer represents and warrants that it is of legal age to contract, and agrees to do all things reasonably necessary to effectuate the intent and purposes of these Terms, and to act in good faith. Each of the parties will perform their obligations hereunder as independent parties. These Terms will not create any agency, joint venture or partnership relationship, and neither party will have the authority to make representations, negotiate or enter into any contract for or on behalf of, or create any obligations for, the other party. There are no third party beneficiaries, except as expressly set forth in these Terms, and except for the Service Providers (who shall be third party beneficiaries of all limitations of liability, warranty disclaimers, indemnities and hold harmless provisions and the like referencing them). Any remedies in these Terms available to Company are cumulative and in addition to those provided by law, unless otherwise expressly provided. All waivers will be in writing. No failure or delay in exercising any right hereunder by Company will operate as a waiver, unless expressly provided otherwise, nor will any partial exercise thereof preclude any further exercise of rights hereunder by Company. If any provision of these Terms is held to be unenforceable to any extent, it will nonetheless be enforced to the fullest extent allowed by law, and the validity and force of the remainder of this Agreement will not be affected thereby. The provisions of these Terms dealing with liabilities, conflict resolution, governing law, proprietary rights, payments, confidentiality, arbitration and other similar types of clauses will survive the expiration or termination of these Terms, or any agreement between the parties. No variation or modification of these Terms will be valid unless it is in writing and signed by a corporate officer of the Company. Each provision of these Terms, including those that provide for a limitation of liability, disclaimer of warranties, or exclusion of damages is to allocate the risks between the parties. The provisions of these Terms will control all inconsistent terms in any business form hereafter supplied by a signatory or any Service Provider, and such business form will be null and void with respect to these Terms. This is the entire agreement of the parties, and supersedes all prior discussions, negotiations, agreements and understandings (verbal or written) with respect to the subject matter of these Terms and this Site.