Hormone Health Labs PARTICIPANT AGREEMENT

This Program Participant Agreement (“Agreement”) is between AURELIA HEALTH (dba HOLISTIC WOMEN’S CLE), an Ohio limited liability company (“AURELIA HEALTH”) and you, (the person signing below, referred to as “You”) is effective as of the date of Your signature below.

Background

AURELIA HEALTH specializes in functional medicine, targeted hormone support, therapeutic participant relationships, and cutting-edge testing and support. Services are provided by Emily Sadri, APRN, WHNP (“Sadri”), and her team. In exchange for certain fees paid by You, You and AURELIA HEALTH agree to the terms and conditions set forth in this Program Participant Agreement described herein.

1. Services. As used in this Agreement, the term Services shall mean the items included in the Program Package which are set forth in the Checkout page and incorporated herein. Service is only available for purchase in AZ, CO, CT, FL, MN, OH, ND, and WA.
2. Fees. In exchange for the services described herein, You will pay AURELIA HEALTH the amount as set forth in Appendix (“Program Fee”). The balance of the Program Fee must be paid as a lump sum on the day the service is purchased. If your payment is declined or unable to be processed for any reason, you will be contacted by phone or email. AURELIA HEALTH may, in its sole discretion permanently restrict Your ability to continue in the Program Package until the missing monthly payment is made and a new form of electronic payment is provided. 
3. Non-Participation in Insurance. You acknowledge that AURELIA HEALTH, its nurse practitioners, and its team of providers do not participate in any health insurance or HMO plans or panels. Nothing herein or verbally discussed is to be construed as a representation that any fees due under this Agreement for Services are covered by Your health insurance or other third-party payment plans applicable to You. You shall retain full and complete responsibility for payment of Services. As such, AURELIA HEALTH, or any of its practitioners, is not responsible for submitting paperwork to your insurance company. Additionally, AURELIA HEALTH does not guarantee that any of its Services will be covered by Your insurance plan. AURELIA HEALTH does not utilize insurance billing for payment of labs. Lab services are included in your program, or billed separately at cash prices. 
4. Not Insurance. You acknowledge and understand that this Agreement is not an insurance plan, and not a substitute for health insurance or other health plan coverage (such as membership in an HMO). It will not cover hospital services or any services not personally provided by AURELIA HEALTH. You acknowledge that AURELIA HEALTH has advised You to obtain or keep in full force your health insurance policy(ies) or plans that will cover You for general healthcare costs. You acknowledge that this Agreement is not a contract that provides health insurance, and this Agreement is not intended to replace any existing or future health insurance or health plan coverage that You may carry.
5. Term/Termination. This Agreement will commence on the date first set forth on the Date of purchase and will end after your 45-minute consultation to review your lab results is complete. All programs are term-based beginning on the purchase date and ending on the Termination Date (the day you complete your 45 minute consultation). All Services included in the Program Packages, including appointments and visits, must be completed within 90 days of purchase. Any Services not completed during the term are not required to be performed by AURELIA HEALTH and/or the medical team past the Termination Date. AURELIA HEALTH may terminate this Agreement and your participation in the Program for cause if you fail to pay in accordance with the Payment Terms set forth on the Appendix, if you are disruptive or abusive to AURELIA HEALTH staff and/or other group participants, fail to maintain the confidentiality of group participants, AURELIA HEALTH staff determines that your health care needs or medical condition are or have become too medically complicated for the Services provided or the Program in which you participate, or violate the law, in AURELIA HEALTH’s sole discretion. Termination of the Agreement and participation in programs by either You or AURELIA HEALTH does not result in termination of monthly payments. All programs You participate in must be paid in full regardless of completion of the programs or termination of the Agreement.
6. No Refunds. All program sales and services are final. AURELIA HEALTH does not offer any money-back guarantees. You recognize and agree that You shall not be entitled to a refund for any purchase under any circumstances.
7. Reimbursement for Services Rendered. You agree that no refunds will be offered for services rendered or not rendered by the AURELIA HEALTH team, pursuant to your program specifics. 
8. Communications. You acknowledge that communications with AURELIA HEALTH (including but not limited to Sadri and AURELIA HEALTH employees) including but not limited to e-mail, facsimile, and cell phone are not guaranteed to be secure or confidential methods of communication. As such, You expressly waive AURELIA HEALTH’s obligation to guarantee confidentiality with respect to correspondence using such means of communication. You acknowledge that all such communications may become a part of your medical records. Communication through AURELIA HEALTH’s Practice Better portal is secure and confidential. You agree to use AURELIA HEALTH’s Practice Better portal for communication if you become a patient of the practice by joining one of AURELIA HEALTH’S membership options. On-call messaging support is provided through Practice Better M-F with responses from Sadri or AURELIA HEALTH employees within 24 – 48 hours as set forth in the Appendix. AURELIA HEALTH provides emergency messaging and phone support on weekends as set forth in the Appendix. By providing Your e-mail address to AURELIA HEALTH, You authorize AURELIA HEALTH to communicate with You by e-mail regarding your “protected health information” (PHI) (as that term is defined in the Health Insurance Portability and Accountability Act (HIPAA) of 1996 and its implementing regulations). You acknowledge that:
9. E-mail is not a secure medium for sending or receiving PHI, and there is always a possibility that a third party may gain access;
10. In the discretion of AURELIA HEALTH, e-mail communications may be made a part of Your permanent medical record;
11. You understand and agree that e-mail is not an appropriate means of communication regarding emergency or other time-sensitive issues or for inquiries regarding sensitive information. In the event of an emergency or a situation in which You could reasonably expect to develop into an emergency, You shall call 911 or go to the nearest emergency room and follow the directions of the emergency personnel. Response time to emails you send is not guaranteed. If You do not receive a response to an e-mail message within one day, You agree to use another means of communication to contact AURELIA HEALTH. AURELIA HEALTH will not be liable to You for any loss, cost, injury, or expense caused by, or resulting from, a delay in responding to You as a result of technical failures, including, but not limited to, (i) technical failures attributable to any internet service provider, (ii) power outages, failure of any electronic messaging software, or failure to properly address e-mail messages, (iii) failure of AURELIA HEALTH’s computers or computer network, or faulty telephone or cable data transmission, (iv) any interception of e-mail communications by a third party; or (v) Your failure to comply with the guidelines regarding use of e-mail communications set forth in this paragraph.
12. Confidentiality. If participation in group sessions is part of the Program Package set forth in the Appendix, You agree to keep other program participants’ personal information and sharing within the group sessions confidential. The program’s success is dependent upon a positive and supportive group environment. By Your signing of this Agreement, You agree to treat every participant member with respect and to honor their privacy. Failure to keep program participants’ personal information and group sharing confidential will result in immediate termination of the Agreement.
13. Cancellation Policy. You agree to provide 48 hours' notice if You need to reschedule an appointment for any reason other than emergency or illness. If you need to reschedule an appointment due to an emergency or illness, you may cancel and reschedule such appointment with less than 24 hours' notice, if you do not show up for a scheduled visit, for any reason, and fail to provide notice of cancellation (notice may be provided as late as five minutes past scheduled start time of appointment), you may not reschedule such missed appointment. If Sadri or any provider/employee of AURELIA HEALTH needs to reschedule your appointment, you will be provided 24 hours' notice of such cancellation, barring any emergency or illness.
14. Change of Law. If there is a change of any law, regulation, or rule, federal, state, or local, which affects this Agreement, which is incorporated by reference in the Agreement, or the activities of either party under the Agreement, or any change in the judicial or administrative interpretation of any such law, regulation or rule, and either party reasonably believes in good faith that the change will have a substantial adverse effect on that party’s rights, obligations or operations associated with the Agreement, then that party may, upon written notice, require the other party to enter into good faith negotiations to renegotiate the terms of the Agreement. If the parties are unable to reach an agreement concerning the modification of the Agreement within ten days after date of the effective date of change, then either party may immediately terminate the Agreement by written notice to the other party.
15. Severability. If for any reason any provision of this Agreement shall be deemed, by a court of competent jurisdiction, to be legally invalid or unenforceable in any jurisdiction to which it applies, the validity of the remainder of the Agreement shall not be affected, and that provision shall be deemed modified to the minimum extent necessary to make that provision consistent with applicable law and in its modified form, and that provision shall then be enforceable.
16. Amendment. No amendment of this Agreement shall be binding on a party unless it is made in writing and signed by all parties. Notwithstanding the foregoing, AURELIA HEALTH may unilaterally amend this Agreement to the extent required by federal, state, or local law or regulation (“Applicable Law”) by sending You 30 days’ advance written notice of any such change. Any such changes are incorporated by reference into this Agreement without the need for signature by the parties and are effective as of the date established by AURELIA HEALTH, except that You shall initial any such change at AURELIA HEALTH’s request. Moreover, if Applicable Law requires this Agreement to contain provisions that are not expressly set forth in this Agreement, then, to the extent necessary, such provisions shall be incorporated by reference into this Agreement and shall be deemed a part of this Agreement as though they had been expressly set forth in the Agreement.
17. Assignment. This Agreement, and any rights You may have under it, may not be assigned or transferred by You.
18. Legal Significance. You acknowledge that this Agreement is a legal document and creates certain rights and responsibilities. You also acknowledge having had a reasonable time to seek legal advice regarding the Agreement and have either chosen not to do so or have done so and are satisfied with the terms and conditions of the Agreement.
19. Miscellaneous. This Agreement shall be construed without regard to any presumptions or rules requiring construction against the party causing the instrument to be drafted. Captions in this Agreement are used for convenience only and shall not limit, broaden, or qualify the text.
20. Entire Agreement. This Agreement, along with the appendices, contains the entire agreement between the parties and supersedes all prior oral and written understandings and agreements regarding the subject matter of this Agreement.
21. Jurisdiction; Attorneys and Other Fees. This Agreement shall be governed and construed under the laws of the State of Ohio and all disputes arising out of this Agreement shall be settled in the court of proper venue and jurisdiction in Cuyahoga County, Ohio. In the event that a suit is filed against You for fees required herein or any other reason, you agree to pay for AURELIA HEALTH’s attorney’s fees and other costs related to the action if AURELIA HEALTH prevails.