Effective Date: May 4, 2016
Last Updated: May 12, 2020
Acceptance of Terms
These terms are an agreement between you and us. When you use the services, you acknowledge that you have read, understand and agree to the terms. If you do not accept the terms, you may not use the services. This agreement applies to any and all of your uses of the services, and survives any termination of your access to any one or more of the services.
Creating a b.well Account
Under the terms, “you” means anyone who accesses the services through a b.well account that has been authorized for your personal, non-business use, and is accessed by you as an authenticated user (in each case, a “b.well accountholder”). In general, b.well accountholders include:
- Patients (including their personal representative(s) and legal representatives) of enterprise sponsors that are health care providers;
- Plan members (including their personal representative(s) and legal representatives) of enterprise sponsors that issue health insurance or administer health benefits, for themselves or on behalf of a commercial organization or government program;
- Employees and family members that receive health insurance benefits through a health benefit plan sponsored by an enterprise sponsor that is also a self-insured employer
If you are unsure whether you have a registered b.well account, we can help you. Contact us by emailing email@example.com.
The Services Covered By These Terms
The Services that link to these terms include:
Right of Access – Enterprise Sponsor. Your b.well account facilitates your right to access medical information from the enterprise sponsor of your account so you can begin to build your personal health record and family history. If your b.well account is sponsored by a health care provider, this information includes medical and billing records relating to your care and any other health-related information about you that is created, gathered, managed and consulted by authorized health care clinicians and staff. If your b.well account is sponsored by a health plan, this information includes enrollment, premium, out-of-pocket payments, and adjudicated claims information. If your b.well account is sponsored by a self-insured employer, this information includes the enrollment, premium, out-of-pocket payments and adjudicated claims information from the plan administrator, who is separate from your employer to protect your privacy.
Right of Access – Other Health Care Providers and Health Plans. b.well includes features that help you request access, receive and maintain medical and plan benefit information from other healthcare providers and health plans, if they are not a b.well enterprise sponsor. Through your b.well account, you can add these pieces of your medical or plan benefit information to your personal health record.
Special Note for Employees and Dependents of Self-Funded Employers. If the enterprise sponsor of your b.well account is an employer, the plan benefit information we collect for you originates with the employer’s plan administrator, rather than from our enterprise sponsor. We implement and maintain technical, physical and administrative measures to safeguard the privacy of the medical and plan benefit information in your b.well account so that it cannot be used or disclosed by the enterprise sponsor for underwriting or employment-related actions or decisions or in connection with any other benefit or employee benefit plan that they sponsor.Please contact us if you have questions.
Sharing between b.well Accounts. Under Health Tribe account settings, other b.well account holders can authorize you to view information in their b.well account or to exercise proxy privileges with respect to their b.well account. You accept full responsibility for the actions you take in connection with the information they share with you and for the actions you take in their name.
Conversely, Health Tribe account settings allow you to authorize other b.well account holders to view information in your b.well account, or exercise proxy privileges with respect to your b.well account. You should only grant these authorizations to individuals you know and trust. You accept full responsibility for their subsequent use and redisclosure of your b.well information, and for any actions that they subsequently take in your name within the service.
Changing Your Data Sharing Settings. You have the ability to change account access and data sharing settings at any time, either by visiting Data Sharing Settings in your b.well account or by contacting us. We will honor changes requested by logged-in users, subject to our identity verification procedures and to the extent that we have not already acted upon your earlier access settings.
If authorized by the enterprise sponsor of your b.well account, our services include an encrypted system connection that facilitates electronic messaging between you and members of your health care team (who may or may not be affiliated with your b.well account’s enterprise sponsor). Messages you exchange with members of your health care team may be made part of your permanent medical record at the discretion of the health care professional with whom you interact. If and to the extent that it is made part of your health record, it will be maintained in the medical records system of the organization with which your health care team is affiliated, consistent with its HIPAA Notice of Privacy Practices. Depending on the nature of b.well’s contractual arrangements, our ability to retrieve and store that record may be delayed or require you to affirmatively request access under your HIPAA right of access. We are available to help you in these circumstances. Please contact us through your b.well account, or by emailing or calling us.
We may distribute content, which may include code, video, images, information, data, text, software, music, sound, photographs, graphics, messages or other materials (collectively, “content”) and enable features that support your interaction with that content, by linking to or integrating with websites, mobile applications or information systems that are operated by third party content creators, producers or distributors (collectively, “content distributors”). Content distributors may include our enterprise sponsors and other third parties.
Be advised. The content we distribute is solely for informational purposes, and should not be relied upon as medical advice. b.well may, but is under no obligation to, pre-screen content. Under no circumstances will we be liable in any way for any content or materials of any third parties, including for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content. For more information, see our Service Disclaimer. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.
Enterprise Service Providers
We link to or integrate with the websites, mobile applications or information systems of vendors of our enterprise sponsors that deliver one or more services through the b.well platform (“enterprise service providers”).
b.well allows you to link your b.well account with accounts that you have created in consumer health, wellness and fitness apps (“consumer apps”) available to you through third party mobile app distribution platforms (like the Apple App Store or Google Play Store). These APIs allow you to link your b.well account with accounts that you have created in your consumer apps, and sync information that you maintain in both accounts.
Conditions of Use
To access our services, you will need access to the internet, an Apple iOS-compatible or Google Android-compatible mobile device (tablet or smartphone) and a b.well account. To access additional services that an enterprise sponsor makes available to you, you must maintain an active registration with that enterprise sponsor. You understand that you must, at your own expense, provide all internet, telephone and other equipment and services necessary to access and use our services. We are not responsible for services provided by unrelated third parties (including consumer app developers) that operate websites or applications that link to our services, unless they are b.well’s third party service providers.
You agree not to do – or attempt to do – any of the following:
- Probe, scan, or test the vulnerability of any system or network, or breach any security or authentication measures that are implemented to deliver the services;
- Access, tamper with, or use non-public areas of the services, or the computer systems, or the technical delivery systems of our third party service providers, enterprise sponsors, content distributors of enterprise service providers;
- Decipher, decompile, disassemble or reverse engineer any of the software used to provide applications or services through the b.well platform;
- Interfere with, or attempt to interfere with, the access of any user, host or network, including sending a virus, overloading, flooding, spamming, or mail-bombing the services;
- Access or search the systems or services or download any intellectual property from the systems or services used to deliver the services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than our publicly supported interfaces;
- Plant malware or use any of the services or products to distribute malware;
- Send any unsolicited communications, promotions, advertisements or spam;
- Send altered, deceptive or false source-identifying information, including “spoofing” or “phishing”;
- Post or transmit anything that is fraudulent or misleading, or that infringes on others’ rights;
- Impersonate or misrepresent your affiliation with any person or entity;
- Violate the privacy of others;
- Violate any applicable law or regulation; or
- Encourage or enable any other individual to do any of the above.
Although we’re not obligated to monitor access to or use of the services or your content, or to review or edit any of your content or the intellectual property of other b.well users, we have the right to do so for the purpose of operating our b.well service platform, or any of the other products and services made available to you by us or through the services, to ensure compliance with the terms, or to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable your b.well account or access to any of your content, at any time and without notice, including, but not limited to when we, at our sole discretion, consider any of your content to be objectionable or in violation of the terms. We have the right to investigate violations of the terms or conduct that negatively affects the services or any of our other products or services. We may also consult and cooperate with law enforcement authorities to prosecute users whom we believe may be violating the law.
Protecting Your b.well Security Credentials
It is extremely important that you keep completely confidential the password and identification numbers that you use to access the services. Anyone with access to your password and identification number will be able to view your medical information, access the accounts linked with your b.well account, and potentially communicate with your health care team as if that person were you. It is your responsibility to prevent disclosure of your password and identification number, and to change your password and/or identification number if you feel that their security has been compromised. You can change your password by logging into your b.well account, or use your b.well account to reset your password.
To help maintain the security of your personal information, please notify us immediately of any unauthorized access or use of your b.well account, or if you lose your account security credentials (e.g., user name, or password).
Reservation of Intellectual Property Rights
b.well and its licensors exclusively own all right, title and interest in and to b.well and its affiliated marks (including b.engaged, and b.connected; collectively, “marks”) as well as all associated copyrights, trademarks, patents, trade secrets and any other intellectual property rights and proprietary rights therein (“proprietary rights”). You acknowledge that the marks and proprietary rights are protected by copyright, trademark, and other laws of the United States and other foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights or notices incorporated in or accompanying the marks.
Without limiting the foregoing,
Look and Feel. You acknowledge and agree that the aforementioned intellectual property rights include the services’ “look and feel”, meaning its structure, sequence and layout of its digital, audiovisual components as perceived by you, including, but not limited to, the color combinations, button shapes, and all other graphical and navigational elements, the design for which was dictated by artistic and aesthetic considerations and not by utilitarian or mechanical ones.
AACC Licensed Content. Descriptions of clinical laboratory tests were originally prepared for use on Lab Tests Online, an award-winning patient education website on clinical laboratory testing. Lab Tests Online is produced by the American Association for Clinical Chemistry (AACC), a global scientific and medical professional organization dedicated to clinical laboratory science and its application to healthcare. The Lab Tests Online web site (https://labtestsonline.org) is developed in collaboration with other laboratory professional societies and is funded in part through corporate sponsorships.
KidsHealth Licensed Content. The KidsHealth CONTENT licensed hereunder is licensed from the Nemours Foundation “as is” without any warranties, express or implied. The KidsHealth CONTENT offers general information and not specific medical advice. You agree that your access and use of the KidsHealth CONTENT is at their own risk. You should contact your physicians for medical advice specific to your cases.
The Nemours Foundation retains all rights in and to the KidsHealth Content, including, without limitation, all copyright and other intellectual property rights in and to the KidsHealth Content. By accepting this Agreement, you acknowledge The Nemours Foundation’s rights in the KidsHealth Content, and agree not to construe this Agreement to grant you any right, title or interest in or to any derivative work that includes any portion of the KidsHealth Content.
We may suspend b.well or terminate your access to and use of one or more services, at our sole discretion, at any time and without notice to you. For example, we may suspend or terminate your use if you are not complying with these terms, or use services in any way that would cause us legal liability or disrupt others’ use of the services. If we suspend or terminate your use, we will try to let you know in advance and help you retrieve data, though there may be some cases (for example, repeatedly or flagrantly violating these terms, a court order, or danger to other users) where we may suspend your account immediately.
IMPORTANT. Your activity on b.well is not monitored by health care professionals. If you have an urgent or specific health care need, call 911 or your regular health care provider, or go to an emergency department near you.
Neither we nor any of our enterprise sponsors or third party service providers makes any warranty as to the reliability, accuracy, timeliness, usefulness or completeness of any material, content or information appearing in the services. We do not recommend or endorse any specific tests, physicians, products, procedures, opinions, or other information that may be mentioned on the services. THE SERVICES, INCLUDING ALL OF THE MATERIAL, CONTENT AND INFORMATION MADE AVAILABLE THROUGH THE SERVICES, ARE FOR INFORMATIONAL PURPOSES ONLY AND DO NOT CONSTITUTE PROFESSIONAL MEDICAL ADVICE OR TREATMENT. Always seek the advice of your physician or other qualified health provider with any questions you may have regarding your health. You should never disregard medical advice or delay seeking it because of something you read when accessing the services. The services are not a substitute for professional medical advice.
Other than expressly stated herein or required by law, all products and services offered through b.well are provided “as is” and “as available” without any warranty whatsoever, including, without limitation, any (A) warranty of merchantability, (B) warranty of fitness for a particular purpose, or (C) warranty against infringement of intellectual property rights of a third party; whether implied by law, course of dealing, course of performance, usage of trade, or otherwise.
WITHOUT LIMITING THE FOREGOING, WE EXPRESSLY DISCLAIM, AND YOU ACKNOWLEDGE, THAT THE INFORMATION COLLECTED, RECEIVED OR MAINTAINED IN YOUR b.WELL ACCOUNT IS NOT GUARANTEED TO BE EXACT, COMPLETE, ACCURATE OR FREE FROM ERRORS. ACCESS TO INFORMATION THROUGH b.WELL IS PROVIDED FOR INFORMATION PURPOSES ONLY, AND SHOULD NOT BE RELIED UPON FOR DECISIONS THAT COULD RESULT IN HARM TO YOURSELF OR THIRD PARTIES. YOU ARE SOLELY RESPONSIBLE FOR RELYING UPON THE INFORMATION YOU RECEIVE FROM OUR PRODUCTS OR SERVICES.
Some jurisdictions limit or do not allow the disclaimer of implied or other warranties so the above disclaimer may not apply to you.
By entering into the terms and using the services, you agree to indemnify and hold b.well and its affiliates and their respective officers, employees, directors, licensors and agents (collectively, “Indemnitees”) harmless from any and all losses, damages, liability and expenses (including reasonable attorneys’ fees), rights, claims, costs, actions of any kind and injury arising out of or in connection with: (a) your violation or breach of any term of the terms or any applicable law or regulation; (b) your violation of any rights of any third party; (c) any unauthorized use of the services; (d) your content, or (e) your negligence or willful misconduct.
Limitation of Liability
You further agree that the Indemnitees will not be liable for any consequential, indirect, incidental, special, exemplary, punitive or enhanced damages, including lost profits or revenues, diminution in value arising out of, or relating to, and/or in connection with any breach of these Terms, loss of data, privacy or goodwill, service interruption, computer damage or system failure, or the cost of substitute services arising out of or in connection with these terms or from the use of or inability to use our or our licensors’ intellectual property, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not we have informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to you.
In no event will the Indemnitees’ total liability arising out of or in connection with these terms or from the use of or inability to use the services or to access your personal information exceed the amounts you have paid to b.well for use of the services, or twenty dollars ($20), if you have not had any payment obligations to us or our licensors, as applicable. The limitations of damages set forth above are fundamental elements of the basis of the bargain for granting you a license to access and use the services.
The limitation of liability set forth above shall only apply to the extent permitted by applicable law.
Dispute Resolution By Binding Arbitration.
PLEASE READ THIS SECTION CAREFULLY AS IT INCLUDES IMPORTANT INFORMATION ABOUT YOUR LEGAL RIGHTS.
Agreement to Arbitrate
This Dispute Resolution by Binding Arbitration section is referred to in these terms as the “Arbitration Agreement”. You agree that any and all disputes or claims that have arisen or may arise between you and b.well, whether arising out of or relating to the terms (including any alleged breach thereof), the services, any advertising, any aspect of the relationship or transactions between us, shall be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement, except that you may assert individual claims in small claims court, if your claims qualify. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into the terms, you and b.well are each waiving the right to a trial by jury or to participate in a class action. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.
prohibition of class and representative actions and non-individualized relief
YOU AND b.WELL AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND b.WELL AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S), EXCEPT THAT YOU MAY PURSUE A CLAIM FOR AND THE ARBITRATOR MAY AWARD PUBLIC INJUNCTIVE RELIEF UNDER APPLICABLE LAW TO THE EXTENT REQUIRED FOR THE ENFORCEABILITY OF THIS PROVISION.
Pre-Arbitration Dispute Resolution
You agree that in the event of any dispute between you and b.well, you will first contact the b.well support team and make a good faith sustained effort to resolve the dispute before resorting to more formal means of resolution, including without limitation, any legal or administrative proceeding. b.well is always interested in resolving disputes amicably and efficiently, and most user concerns can be resolved quickly and to the user’s satisfaction by contacting b.well support. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“notice”). The notice to b.well should be sent to: b.Well Connected Health Inc., Attn: Privacy Officer, 875 Hollins Street, Suite 102, Baltimore MD 21201 (“notice address”). The notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought. If we and you do not resolve the claim within sixty (60) calendar days after the notice is received, you or b.well may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by us or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or b.well is entitled.
After the informal dispute resolution process, any remaining dispute, controversy, or claim (collectively, “claim”) relating in any way to your use of our services and/or products, including he services, will be resolved by arbitration. You and b.well agree that any claim will be settled by final and binding arbitration, using the English language, administered by JAMS under its Comprehensive Arbitration Rules and Procedures (the “JAMS Rules”) then in effect (those rules are deemed to be incorporated by reference into this section, and as of the date of these terms). Arbitration will be handled by a sole arbitrator in accordance with the JAMS Rules. Judgment on the arbitration award may be entered in any court that has jurisdiction. Any arbitration under the terms will take place on an individual basis – class arbitrations and class actions are not permitted. You understand that by agreeing to the terms, you and b.well are each waiving the right to trial by jury or to participate in a class action or class arbitration. Notwithstanding the foregoing, you and b.well will have the right to bring an action in a court of proper jurisdiction for injunctive or other equitable or conservatory relief, pending a final decision by the arbitrator. You may instead assert your claim in “small claims” court, but only if your claim qualifies, your claim remains in such court and your claim remains on an individual, non-representative and non-class basis. An arbitrator shall not be bound by rulings in prior arbitrations involving different users, but is bound by rulings in prior arbitrations involving the same user to the extent required by applicable law.
Costs of Arbitration
Payment for any and all reasonable JAMS filing, administrative and arbitrator fees will be in accordance with the JAMS Rules. If the value of your claim does not exceed $75,000, b.well will pay for the reasonable filing, administrative and arbitrator fees associated with the arbitration, unless the arbitrator finds that either the substance of your claim or the relief sought was frivolous or brought for an improper purpose.
All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.
If a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than the section under the heading “Prohibition of Class and Representative Actions and Non-Individualized Relief”, above) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified. If a court or the arbitrator decides that any of the provisions under the heading “Prohibition of Class and Representative Actions and Non-Individualized Relief” are invalid or unenforceable, then the entirety of this Arbitration Agreement shall be null and void, unless such provisions are deemed to be invalid or unenforceable solely with respect to claims for public injunctive relief. The remainder of these terms will continue to apply.
You have the right to opt-out and not be bound by the arbitration provisions set forth in these terms by sending written notice of your decision to opt-out to the b.well Privacy Officer at the Notice Address. The notice must be received by the b.well Privacy Officer within thirty (30) days of your registering to use the services or agreeing to these terms, otherwise you shall be bound to arbitrate disputes in accordance with these terms. If you opt-out of these arbitration provisions, b.well also will not be bound by them.
Future Changes to Arbitration Agreement
Notwithstanding any provision in these terms to the contrary, b.well agrees that if it makes any future change to this Arbitration Agreement (other than a change to the notice address) while you are a user of the services, you may reject any such change by sending written notice to that effect in accordance with the procedures described under the heading “Opt Out” above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this Arbitration Agreement as of the date you first accepted these terms (or accepted any subsequent changes to these terms).
These terms and any action related thereto will be governed by and construed in accordance with the laws of the State of Maryland, without giving effect to any of its conflicts of laws principles. Except as otherwise expressly provided in these terms, all arbitration and other litigation of any dispute between you and b.well related to these terms shall be located in Baltimore County, Maryland. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the service or these terms must be filed within one (1) year after such claim or cause of action arose or be forever barred. You agree that a breach of these Terms will cause irreparable injury to b.well for which monetary damages would not be an adequate remedy and b.well shall be entitled to equitable relief in addition to any remedies it may have hereunder or at law without a bond, other security or proof of damages.
The unenforceability or invalidity of any clause in these terms shall not have an impact on the enforceability or validity of any other clause. Any unenforceable or invalid clause shall be regarded as removed from these terms to the extent of its unenforceability and invalidity. Under such circumstances, the terms shall be interpreted and enforced as if they did not contain the removed clause to the extent of its unenforceability and invalidity.
Updates to the Terms
We may modify these terms at any time by posting revised terms to any website or application that delivers one or more of the services. You can determine when these terms were last revised by referring to the Effective Date at the top of these terms. Any modifications will be effective immediately upon such posting. Your use of or access to any of the services after these modifications are posted will signify your acceptance of the modifications and your agreement to be bound by them for all of the services. At our sole discretion, we may attempt to inform you of these modifications by other means: for example, by email, a print mailing through the postal service, or “banner” in our website or mobile application.
Our failure to enforce any right or provision of these terms will not be considered a waiver of those rights. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of b.well and, if applicable, by the licensor for the relevant service. Except as expressly set forth in these terms, the exercise by either party of any of its remedies under these terms will be without prejudice to its other remedies under these terms or otherwise.
Neither b.well nor its licensors shall be liable for any failure to deliver the services as a result of its compliance with any applicable law, ruling, regulation, ordinance, order or other governmental action or arising out of acts of God, fire, flood, war, sabotage, accidents, labor disputes, shortages, or interruptions in service by telecommunications suppliers or their respective third party service providers, or any other circumstance beyond their control.
These terms constitute the entire and exclusive understanding and agreement between b.well and you regarding the services, and these terms supersede and replace any and all prior oral or written understandings or agreements between b.well and you. Your right to access and use the services of our enterprise sponsors, enterprise service providers and content distributors whose services are accessed through your b.well account shall be governed by such third parties’ terms and conditions. The terms and conditions of consumer app developers are not incorporated into these terms.
If you have any support needs or questions about these terms, please contact us at:
b.well Support Team