Introduction and Acceptance of Terms

Please read these Terms of Service ("Terms") carefully. These Terms govern your access and use of the website ("Site"), online communication platform ("Platform"), the BrightChoice Materials (as defined below), and other features, functionality and services provided through the Site and Platform (collectively, the "Service") made available at https://www.brightchoice.com by BrightChoice Holdings LLC or its subsidiaries (collectively, "BrightChoice", "we", "our", or "us"). The terms "you", "your," and "yourself" refer to the individual user of the Service.

If you do not agree to be bound by the terms and conditions of this Agreement, do not access or use the Services. As discussed below, we reserve the right, at our sole discretion, to change or modify portions of these Terms at any time. Your continued use of the Service after the date any such changes become effective constitutes your acceptance of the new Terms of Service.

THESE TERMS CONTAIN AN AGREEMENT BY YOU TO RESOLVE DISPUTES THROUGH BINDING ARBITRATION ON AN INDIVIDUAL BASIS. PLEASE REVIEW THE ARBITRATION SECTION BELOW SINCE YOU ARE GIVING UP CERTAIN RIGHTS, SUCH AS THE RIGHT TO A JURY TRIAL AND THE RIGHT TO SUE BRIGHTCHOICE IN A CLASS ACTION LAWSUIT.

Modifications to these Terms

We may modify these Terms at any time. Material changes will be conspicuously posted through the Services or otherwise communicated to you, including through your Account. By accessing or using the Services after changes are posted, you agree to those changes.

Privacy Policy

For information regarding our collection and use of personal information, please review our Privacy Policy.

Services Description

Our Services assist individuals in connecting with therapy service providers ("Therapists") and to receive therapy and schedule appointments through our Platform. The scope of the Services made available via the Site and Platform may change from time to time. The Services are not intended to be used during emergencies. If you're experiencing a mental health emergency, please contact emergency services immediately.

Registering an Account

You may be required to register an account ("Account") with us in order to access and use certain features of the Services. If you choose to register for the Services, you agree to provide and maintain true, accurate, current, and complete information about yourself as prompted by the Service's registration form. Registration data, any data about your mental health that you may upload to the Service and certain other information about you are governed by our Privacy Policy.

You must use your Account solely in accordance with these Terms to access the Platform and Services as made available by BrightChoice. You acknowledge that your ability to access and use the Platform, and our ability to provide the Platform to you, is conditioned upon the truthfulness and accuracy of the Account information you provide. You agree that you will not create more than one Account or create an Account for anyone other than yourself. You may not impersonate anyone in providing Account registration information.

If you provide any information that is untrue, inaccurate, not current, or incomplete, or BrightChoice has reasonable grounds to suspect that such Account information is untrue, inaccurate, not current, or incomplete, BrightChoice reserves the right in its sole discretion to terminate or deactivate the Account and refuse any future request(s) to use the Platform or our Services. You remain responsible at all times for maintaining the confidentiality of your Account, login credentials, and any other security information related to your Account. You must immediately notify us, using the contact information set forth below, if you become aware of any unauthorized use of your Account. BrightChoice will not be liable for any loss that you incur as a result of someone else accessing and using your Account, either with or without your knowledge. If you are under 18 years of age, you may not create an account and you are not authorized to use the Services.

Phone Number Verification and Security Measures. BrightChoice will send you text messages, including verification codes and security-related notifications, to ensure the integrity of your account and enhance overall security, such as through two-factor authentication (2FA). By providing us with your mobile phone number, you consent to receive these communications. Standard messaging and data rates may apply based on your mobile carrier and plan.

Payment

You agree to pay all fees and charges associated with your Account and use of the Services on a timely basis. After each session, BrightChoice will charge the full session fee to the payment method you have on file, based on the duration and type of appointment. BrightChoice will submit any insurance claims to your PPO plan on your behalf; however, you remain fully responsible for the session fees and for any reimbursement arrangements directly with your insurance carrier. In other words, any insurance reimbursement, if applicable, is solely between you and your insurance company.

BrightChoice may also charge no-show or late cancellation fees in accordance with our policies. By providing BrightChoice with payment information, you authorize us to bill and charge your credit card, debit card, or other accepted payment method for all fees, including session fees and any additional charges (such as missed appointment fees).

BrightChoice Materials and Intellectual Property Rights

All materials uploaded, downloaded, or otherwise made available through the Services, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, information (collectively, the "BrightChoice Materials"), and all intellectual property rights related thereto, are the exclusive property of BrightChoice and its licensors. Except as explicitly provided in Section 7, nothing in these Terms shall be deemed to create a license in or under any such intellectual property rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, or create derivative works from any BrightChoice Materials. Any unauthorized use of any BrightChoice Materials or any other intellectual property belonging to BrightChoice is strictly prohibited and may be prosecuted to the fullest extent of the law.

License

Subject to your compliance with these Terms, BrightChoice grants to you a limited, non-exclusive, non-transferable, non-sublicensable license, during the term of these Terms (described below), to access and use the Services solely for the purposes for which it is made available to you by us. No other access or use of the Services is permitted.

Informational Purposes

We provide the information through the Services for general, informational purposes. We do not guarantee it is accurate, up-to-date, or applicable to you. BrightChoice in no way guarantees the accuracy or completeness of information of the Services.

Copyright Policy

We respect the intellectual property rights of others, and we ask that you do the same. We strive to expeditiously remove any infringing material from the Services if we become aware of it.

Modifications to the Services

BRIGHTCHOICE MAY MODIFY THE SERVICES AT ANY TIME, WITH OR WITHOUT NOTICE TO YOU.

BrightChoice may release updates and upgrades to the Services in its sole discretion; however, BrightChoice does not guarantee that the Services will be kept up to date. Such changes, updates and upgrades may be accompanied by additional terms and conditions which will be provided to you at such time.

Restrictions on Your Use of the Services

The following actions are prohibited and are violations of these Terms:

You may not copy, duplicate, sell, publish, post, license, rent, distribute, modify, translate, adapt, reverse-engineer, or create derivative works of the Services without BrightChoice's prior written consent. Without limiting the foregoing, you may not copy, or use a copy of, the Services, including any feature or functionality of the Services, without our prior written consent. You may not build a website or application of your own, or on behalf of a third party, that copies or uses BrightChoice Materials from our Services.

You may not distribute or make the Services available over a network where it could be used by multiple devices at the same time.

You may not use the Services for unlawful purposes.

You may not submit inaccurate, incomplete, or out-of-date information via the Services, commit fraud or falsify information in connection with your use of the Services.

You may not engage in data mining or similar data gathering or extraction activities from the Services. You may not use the Services to harvest email addresses, names, or other information of the users of the Services or to spam other users of the Services.

You may not access, use, or copy any portion of the Services through the use of indexing agents, spiders, scrapers, bots, web crawlers, or other automated devices or mechanisms.

You may not use the Services to post, transmit, input, upload, or otherwise provide any information or material that contains any viruses or malware.

You may not engage in activities that aim to render the Services inoperable or to make their use more difficult.

You may not frame, mirror, or circumvent the navigational structure of any part of the Services.

You may not upload, distribute, transmit, or post anything to or through the Services that: (i) is fraudulent, libelous, obscene, pornographic, indecent, violent, offensive, hate speech, harassing, threatening, defamatory, harms another person, or the like; (ii) invades the privacy of another or includes the confidential or proprietary information of another without their written consent, or (iii) is protected by intellectual property rights without the express prior written consent of the owner of such intellectual property rights.

You may not engage in any conduct while using the Services that BrightChoice considers inappropriate, unauthorized, or contrary to the intended purpose of the Services.

You may not access or use the Services for the purpose of creating a competing product or service, or that is in any way to BrightChoice's detriment.

You may not misrepresent your identity in any way or intercept messages without our permission.

Compliance with Laws

In connection with your access to and use of the Site, you are responsible for complying with all applicable laws, regulations, and rules of all relevant jurisdictions, including all applicable rules regarding online conduct.

Feedback

You may choose to submit comments or ideas about the Site, Platform, or Services including without limitation, how to improve any of the foregoing and Therapist reviews ("Feedback"). By submitting any Feedback, you acknowledge and agree that BrightChoice is free to use the Feedback without any attribution or compensation to you. BrightChoice is under no obligation to use any Feedback at any time and will do so solely in its discretion. You further acknowledge that BrightChoice does not waive any rights to use similar or related ideas previously known to BrightChoice, or developed by its employees or affiliates, or obtained from sources other than you.

WARRANTY DISCLAIMER

THE SERVICES, INCLUDING WITHOUT LIMITATION THE SITE, PLATFORM, AND BRIGHTCHOICE MATERIALS, ARE PROVIDED "AS IS," "AS AVAILABLE," AND "WITH ALL FAULTS." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, BRIGHTCHOICE EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS OF ANY KIND WITH RESPECT TO THE SERVICES, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND THOSE ARISING FROM STATUTE, COURSE OF DEALING OR USAGE IN TRADE. NEITHER ACCURACY NOR RELIABILITY ARE GUARANTEED.

BRIGHTCHOICE DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT THE INFORMATION (INCLUDING ANY INSTRUCTIONS) ON THE SITE OR PLATFORM IS ACCURATE, COMPLETE, OR USEFUL. BRIGHTCHOICE DOES NOT WARRANT OR GUARANTEE THE QUALITY, COMPLETENESS, TIMELINESS, OR AVAILABILITY OF THE SERVICES. BRIGHTCHOICE DOES NOT WARRANT OR GUARANTEE THAT SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT ANY DEFECTS IN THE SERVICES WILL BE CORRECTED, OR THAT THE SERVERS THAT MAKE THE SERVICES AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL CONDITIONS OR COMPONENTS.

THE LAWS OF CERTAIN JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF WARRANTIES OR CONDITIONS. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS.

LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL BRIGHTCHOICE OR ITS OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, AGENTS OR PROFESSIONAL ADVISORS (COLLECTIVELY, THE "BRIGHTCHOICE PARTIES") BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL LOSS OR DAMAGE, ARISING OUT OF OR IN CONNECTION WITH THE SERVICES, OR YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE THE SERVICES, REGARDLESS OF THE FORM OF ACTION, WHETHER THE CLAIM IS BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, WARRANTY, OR OTHERWISE, AND EVEN IF A BRIGHTCHOICE PARTY HAS EXPRESS KNOWLEDGE OF THE POSSIBILITY OF THE LOSS OR DAMAGE. YOUR SOLE AND EXCLUSIVE REMEDY IS TO STOP ACCESSING AND USING THE SERVICES.

WITHOUT LIMITING THE FOREGOING, IN NO EVENT WILL THE BRIGHTCHOICE PARTIES' AGGREGATE LIABILITY TO YOU ARISING OUT OF OR IN CONNECTION WITH THE SERVICES, OR YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE SERVICES, EXCEED $50 U.S.D., EVEN IF ANY REMEDY PROVIDED FAILS OF ITS ESSENTIAL PURPOSE.

THE LAWS OF CERTAIN JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OF CERTAIN DAMAGES OR LIMITATIONS OF LIABILITY. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS.

INDEMNIFICATION

YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS THE BRIGHTCHOICE PARTIES FROM AND AGAINST ALL LOSSES, CLAIMS, LIABILITIES, DEMANDS, COMPLAINTS, ACTIONS, DAMAGES, JUDGMENTS, SETTLEMENTS, FINES, PENALTIES, EXPENSES, AND COSTS (INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS' FEES) THAT ARISE OUT OF OR IN CONNECTION WITH (A) YOUR VIOLATION OF APPLICABLE LAWS, (B) YOUR USE OF THE SERVICES, (C) YOUR BREACH OF THESE TERMS OR ANY OTHER TERMS AND CONDITIONS MADE AVAILABLE TO YOU ON OR THROUGH THE SERVICES, AND (D) YOUR INFRINGEMENT OR MISAPPROPRIATION OF ANY INTELLECTUAL PROPERTY RIGHTS. WE RESERVE, AND YOU GRANT TO US, THE EXCLUSIVE RIGHT TO ASSUME THE DEFENSE AND CONTROL OF ANY MATTER, SUBJECT TO INDEMNIFICATION BY YOU.

Third-Party Websites and Content

The Services may link to third-party websites or contain third-party content. We provide links and such content as a convenience to our users. We are not responsible for examining or evaluating the content or accuracy of third-party websites linked through the Services or any third-party services. BrightChoice does not warrant or endorse any third-party website, service, or content. When leaving the Services, it is the applicable third-party's terms and privacy policy that govern your use of such third-party site or application (and such third-party's use of your personal information), not these Terms.

Use in the United States

The Services are intended for use in the United States only. We do not guarantee that the Services will be available or permitted in any location other than the United States. If you choose to access the Services from a location other than the United States, you do so at your own risk. THE EXISTENCE OF THE SERVICES SHALL NOT BE CONSTRUED AS BRIGHTCHOICE OFFERING THE SERVICES TO PERSONS IN JURISDICTIONS WHERE THE PROVISION OF SUCH IS PROHIBITED BY LAW.

Term and Termination

If you violate applicable laws or these Terms, you are immediately prohibited from further use of the Services, and we may restrict your access to the Services. Notwithstanding the foregoing, BrightChoice may cease to make the Services available, in whole or in part, at any time in its sole discretion for any reason. BrightChoice will not be liable to you or anyone else for any damages arising from or related to BrightChoice's suspension or termination of your access to the Services, or in the event BrightChoice modifies, discontinues, or restricts the availability of the Services (in whole or in part).

Cooperation with Law Enforcement

BRIGHTCHOICE WILL COOPERATE WITH LAW ENFORCEMENT IF YOU ARE SUSPECTED OF HAVING VIOLATED APPLICABLE LAWS. YOU WAIVE AND HOLD THE BRIGHTCHOICE PARTIES HARMLESS FOR ANY COOPERATION WITH, OR DISCLOSURE OF YOUR INFORMATION TO, LAW ENFORCEMENT RELATING TO YOUR SUSPECTED VIOLATION OF APPLICABLE LAWS.

Assignment

Neither these Terms, nor any rights hereunder, may be assigned by operation of law or otherwise, in whole or in part, by you without the prior, written permission of BrightChoice. Any purported assignment without such permission is void.

Waiver

BrightChoice's waiver of any rights or obligations under these Terms must be in a signed writing to be effective.

DISPUTE RESOLUTION – ARBITRATION

You agree to resolve any disputes arising under these Terms or relating to the Services through binding arbitration, on an individual basis, as set forth below.

WAIVER. YOU UNDERSTAND THAT BY AGREEING TO BINDING ARBITRATION, YOU ARE GIVING UP YOUR RIGHT TO A TRIAL BY JURY. YOU UNDERSTAND AND AGREE THAT BY AGREEING TO BINDING ARBITRATION ON AN INDIVIDUAL BASIS, YOU MAY NOT BRING A CLAIM AGAINST BRIGHTCHOICE IN A CLASS ACTION LAWSUIT, AND THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN ONE OR MORE PERSON'S OR PARTY'S CLAIMS IN A CLASS OR PROCEEDING.

In the event a court determines that the foregoing is unenforceable, then such claim must be severed from the arbitration and brought in court, subject to BrightChoice's right to appeal.

Good Faith Discussions. You and BrightChoice must first attempt to resolve any dispute by good faith discussions or email. If the parties cannot resolve a dispute with good faith discussions, then either party may submit the dispute to binding arbitration as set forth in these Terms.

Rules. You agree that arbitration will be conducted by the American Arbitration Association ("AAA") in accordance with its Consumer Arbitration Rules, then in effect and as amended herein ("Rules"). The Rules can be found at: https://www.adr.org/Rules. You and BrightChoice agree that this agreement to arbitrate involves a transaction of interstate commerce and therefore the Federal Arbitration Act will govern the interpretation and enforceability of this agreement to arbitrate.

Initiating a Claim. The party desiring to initiate arbitration must provide the other party a Demand for Arbitration in accordance with the Rules and the parties will thereafter mutually agree upon the arbitrator. If the parties cannot agree upon the arbitrator within ten (10) days, an arbitrator will be appointed in accordance with the Rules.

Arbitrator. Arbitration will be before one (1) arbitrator who will have exclusive authority to resolve any disputes arising under these Terms or with regard to the Services, including as to the enforceability and/or formation of this agreement to arbitrate made between you and BrightChoice.

Location. You agree that arbitration will take place exclusively in Marion County, Indiana. However, where the disclosed claims or counterclaims do not exceed $25,000, the dispute may be resolved by the submission of documents only/desk arbitration (see the Rules for more details). Either party may, however, ask for a hearing, or the arbitrator may decide a hearing is necessary.

Time Limit. Any claim by you arising in connection with these Terms or the Services must be commenced by you within one (1) year of the dispute giving rise to the claim.

Confidentiality. The parties will not make any comments or announcements to the public about the subject matter or outcome of any arbitration.

The Arbitrator's Decision. The arbitrator's decisions and judgment will be final and binding on the parties but will have no precedential effect. The arbitrator will not have the authority to award damages outside of those set forth in these Terms.

Costs and Expenses. Each party will pay their own expenses and fees, including their own attorneys' fees, arising from arbitration, unless the arbitrator determines that your claims were improper or frivolous, in which case the arbitrator may require you to reimburse us for certain fees and expenses in accordance with the Rules.

Exceptions. Notwithstanding anything to the contrary in this Section, you and BrightChoice each retain the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party's intellectual property rights.

Governing Law

Unless expressly prohibited by the law of your place of residence, these Terms, and your access to and use of Services, are governed by the laws of Indiana, without regard to its conflict of laws principles. Venue is exclusively in the state or federal courts, as applicable, located in Marion County, Indiana. The parties expressly agree to the exclusive jurisdiction and venue of those courts.

Entire Agreement

These Terms, together with the Privacy Policy, contain the entire agreement between you and BrightChoice with respect to your access to and use of the Services.

Severability

If any provision of these Terms is held invalid, void, or unenforceable, that provision will be severed from the remaining provisions and the remaining provisions will remain in full force and effect. The headings in these Terms are for convenience only and do not affect the interpretation of these Terms.

Contact Us

Please direct any questions and concerns regarding these Terms by emailing us at: contact@brightchoice.com or calling: (888) 462-5203.