First Opinion

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The Fine Print

FIRST OPINION TERMS OF USE

Last updated: February 15, 2016

First Opinion, Inc. (“we,” “us,” “our,” or “First Opinion”) is pleased to offer you a platform for communicating electronically about health issues.  PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE YOU PROCEED, BECAUSE WHEN YOU CLICK “I ACCEPT,” YOU ARE AGREEING THAT YOU WILL ONLY USE FIRST OPINION’S SERVICES, including its website www.firstopinionapp.com (“the Site”) and mobile application(s) (“App”) and all content, information and/or materials provided by or through First Opinion (collectively “Services”), IN ACCORDANCE WITH ALL OF THE TERMS AND CONDITIONS IN THESE TERMS OF USE AND THAT YOU WILL BE BOUND BY THEM.  You may not use the Services if you do not agree to all of the Terms and Conditions below, including without limitation, the arbitration and indemnity provisions. 

These Terms of Use cover two lines of service for which First Opinion provides support: (1) a service we call the “Local Doctors Service,” through which you may receive medical care and treatment from a physician who is licensed in your state; and (2)  a service we call the “Degreed Doctor’s Service” through which you may correspond via text message with a person who was trained as a medical doctor but who most likely is not licensed in your state or country.

Local Doctors Service

The Local Doctors Service is not intended to be used in medical emergencies or situations requiring a hands-on or immediate response or treatment.  Unless otherwise stated, the terms and conditions below apply to you each time you use the Local Doctors Service.  By using the Local Doctors Service and/or related services within or outside of the App, you FULLY ACKNOWLEDGE THE FOLLOWING:

    • You will only use the Local Doctors Service and/or the App in non-emergency situations;
    • The Local Doctors will not replace your regular physician;
    • You will not be able to use the Local Doctors Service without reviewing and agreeing to all terms of the user Authorization https://firstopinionapp.com/local-consent/ and acknowledging receipt of the Local Doctors Service’s Notice of Privacy Practices https://firstopinionapp.com/pc-privacy-policies/;
    • The Local Doctors Service is currently available only in
      Arizona, California, The District of Columbia, Florida, Georgia, Illinois, Maryland, Massachusetts, Michigan, New York, North Carolina, Ohio,Pennsylvania, Utah, Virginia, Washington, and Wisconsin; you will provide accurate information about the state in which you reside and the state where you are located when you seek to use the Local Doctors Service so that First Opinion can properly match you with a physician who is licensed in your state to serve as the Local Doctor;
    • The Local Doctors do not provide services to Medicare and/or Medicaid beneficiaries and do not accept Medicare and/or Medicaid patients at this time;
    • First Opinion and the Local Doctors do not take any form of private insurance at this time – you are responsible to pay for all services;
    • First Opinion provides administrative, technical, and clerical services to the Local Doctors, and does not practice medicine or provide advice of any kind and does not interfere with the practice by Local Doctors;
    • First Opinion does not receive remuneration from the Local Doctors for matching you to them – First Opinion merely provides the technology to enable you to connect with a Local Doctor who is licensed in one of the above-referenced states;
    • You and a Local Doctor will not have in-person encounters – Local Doctors will provide a diagnosis and/or treatment and/or prescribe medications based on their independent medical judgment under the circumstances and the information you provide, which may or may not include information they collect from your face-to-face video chats, and they will apply ordinary standards of medical care – not any heightened or extraordinary standards;
    • If a Local Doctor concludes that he or she has insufficient information to provide treatment, a diagnosis, or a prescription, the Local Doctor may either request additional information from you or decline to provide further services and assist you in providing relevant information to the health care provider from whom you seek in person care;
    • In fact, a Local Doctor may decline to provide services to you for any reason within their medical judgment and particularly for actual or potential misuse of services, and may decline to provide services for any or no reason if they have not previously established a relationship with you;
    • Local Doctors do not prescribe controlled substances and other drugs that may be abused;
    • Local Doctors practice together as part of a group, so there is no guarantee that you will be connected to a particular physician within the group or to a physician of your choosing – you may be connected to any available physician in the group;
    • Local Doctors Service is not an insurance product nor a prescription fulfillment warehouse;

Your Use of the Local Doctors Service is also subject to additional terms, disclaimers and limitations, as set forth in Section III (Additional Terms Applicable to All Services) below.

Degreed Doctors Service

The Degreed Doctors Service is only intended and available for informational purposes;  medical advice, treatment or other healthcare services are not available from the Degreed Doctors Service providers.  You may use the Local Doctors Service – not the Degreed Doctors Service – to seek medical advice, treatment or other healthcare services.  Unless otherwise stated, the terms and conditions below apply to you each time you use the Degreed Doctors Service.  By using the Degreed Doctors Service and/or related services within or outside of the App, you FULLY ACKNOWLEDGE THE FOLLOWING:

    • You are seeking the Degreed Doctor Services for informational/educational purposes only;
    • You will not seek any diagnosis, prognosis, treatment, prescription, product recommendation or medical advice of any kind from the Degreed Doctors;
    • All services are provided “as is” and without warranty or representation of any kind (whether statutory, implied, or otherwise);
    • You will not receive a diagnosis or prognosis and will not receive treatment or any prescriptions from a Degreed Doctor, but to the extent any text may be interpreted as treatment or a recommendation, it is at most an alternative course of action or complementary to healing arts services that are or may be licensed by the state in which you are located;
    • The Degreed Doctors Services provided are:
      • Conversation and social interaction with someone who may share their experiences with you, including their experiences raising their children and/or relating to their partners;
      • Convenient access to health education and information; and
      • Ideas and suggestions about homeopathic or other therapies that are alternatives to medicine.
    • These services will not be based on any particular theory of treatment, but, rather, may be loosely based on the experiences of Degreed Doctors or their family members or friends, their general education and training, and their medical education and experience.
    • By using the Degreed Doctors Service, you explicitly agree that any personal health information provided by you or generated through your use of the App is not considered Protected Health Information (PHI) under the Health Insurance Portability and Accountability Act of 1996 (HIPAA).  You further agree not to provide to us and/or the Degreed Doctors any health information and/or other information that you are not authorized to disclose.
    • Your Use of the Degreed Doctors Service is also subject to additional terms, disclaimers and limitations, as set forth in Section III (Additional Terms Applicable to All Services) below.

Terms Applicable to All Services

    1. Binding Agreement. The terms and conditions herein will form a binding agreement (“Agreement” or “Terms of Use”) between you and us when you click “I Accept” as part of becoming a “Registered User” of the Services.  If you are using the Services outside the United States, or on behalf of a company, legal entity, person, or persons, you are nonetheless individually bound by this Agreement even if one or more of these has a separate agreement with us.



    1. Acceptance. BY CLICKING “I ACCEPT,” AT THE END OF THESE TERMS YOU CONSENT TO USE ELECTRONIC SIGNATURES AND ACKNOWLEDGE YOUR CLICK OF THE “I ACCEPT” BUTTON AS SUCH A SIGNATURE, AND, SPECIFICALLY, YOU AGREE THAT CLICKING “I ACCEPT” IS YOUR WRITTEN ACKNOWLEDGEMENT THAT YOU WERE PROVIDED WITH THE INFORMATION IN THESE TERMS.  You should print a copy of these Terms of Use and maintain them.  First Opinion will maintain evidence of your written acknowledgement for six (6) years.



    1. Changes to Terms. We may, at our sole discretion, change, add, or delete portions of these Terms of Use at any time on a going-forward basis.  It is your responsibility to check the Terms of Use for changes prior to use of the Services.  We will notify you of any material changes by posting notice of the changes on the Site, in the App, or by sending an email to the address you have provided.  If you object to any of the changes, your sole recourse will be to stop using the Services.  Continued use of the Services after notice of any changes will constitute your agreement to be bound by the revised Terms of Use, inclusive of such changes.



    1. Other Agreements. Certain Services may have their own terms and conditions.  These Terms of Use do not alter in any way the terms or conditions of any written terms, conditions, rules or agreements you may have or will have with us (“Other Agreements”), including, without limitation, First Opinion’s Privacy Policy, available at http://firstopinionapp.com/privacy-policy/ the terms of which are hereby incorporated by this reference.  To the extent that there is any conflict between the Terms of Use and Other Agreements, the terms of the Other Agreements will govern.



    1. Eligibility to Use the Services. To use the Services, you must be the age of majority in your jurisdiction of residence and able to form a binding legal agreement.  Specifically, to be eligible to use the Services, including the App, you must meet the following criteria and represent and, by agreeing to these Terms of Use, warrant that you:  a) are at least the age of majority in your jurisdiction of residence; b) are not currently restricted from using the Services, or not otherwise prohibited from having a First Opinion account, c) are not a competitor of First Opinion or are not using the Services for reasons that are in competition with First Opinion; d) will only maintain one First Opinion account at any given time; e) have full power and legal authority to enter into this Agreement and doing so will not violate any other agreement to which you are a party; f) will not violate any rights of First Opinion other users or of third parties, including intellectual property rights and privacy rights; g) agree to provide at your cost all equipment, software, and internet access necessary to use the Services; and h) agree to use your first name and your email address when registering (although you may use a fictitious name or initials after registration when using the App).



    1. Services Provided. The Services provide a platform and mechanism for enabling you to connect and chat with providers of the Degreed Doctors Service and Local Doctors Service (“Providers”).  First Opinion does not participate in the interaction between you and  Providers  and does not have control over the quality, reliability, timing, legality, integrity, authenticity, accuracy, appropriateness, provision, or failure to provide, or responsiveness of the information provided by or to Providers, and does not monitor or control whether any participant, including registered users and/or visitors to the Site or the App, are who they claim to be.  First Opinion makes no representations about any of these and assumes no responsibility for any of them as more fully set forth below.  FIRST OPINION DOES NOT RECOMMEND OR ENDORSE ANY SPECIFIC DRUGS, TESTS, PHYSICIANS, PRODUCTS, PROCEDURES, OPINIONS, “OFF-LABEL” DRUG USES OR OTHER INFORMATION THAT MAY BE MENTIONED THROUGH SERVICES.



    1. User Access and Use. We invite you to use the Services for personal, and non-commercial purposes.  When you accept these Terms of Use, we grant you a limited, personal, non-exclusive, nontransferable, fully revocable license to access and to use the Services as permitted under these Terms of Use and any other agreements you may have entered into with us (“Access Rights”).  Your right to use and access the Services (including the Site and App) is conditioned upon your compliance with these Terms of Use.  You have no other rights in the Services or any materials available therein (the “Materials”), and you may not modify, edit, copy, reproduce, create derivative works of, reverse engineer, alter, enhance or in any way exploit any of the Services or Materials in any manner.  If you breach any of these Terms of Use, the above license will terminate automatically and you must immediately destroy any downloaded or printed Materials (and any copies thereof).  Without limiting any other statement or term herein, you also represent and/or agree that the following applies each time you access or use the Services:
      1. You will not access and/or use the Services in an emergency situation, but instead, will call 9-1-1 or your own physician or pediatrician if you suspect or have reason to believe an emergency exists;
      2. You consider the Services, including without limitation, the contents of the App, such as text, graphics, images, information obtained from First Opinion’s licensors, users, employees and other material (“Content”) to be for informational and educational purposes only, excepting only Local Doctors Services as described above, and that results are never guaranteed;
      3. You will not advise, diagnose, or treat any person at any time based on information and/or education or comments you receive through the Services and/or that is contained in the App and/or otherwise transmitted to you through the Services – you are solely responsible for your interactions with the Providers with whom you communicate while using the Services;
      4. First Opinion may limit the number of connections you may have with the Providers, may, in certain circumstances, prohibit you from contacting them through use of the Services, and/or may otherwise limit your use of the Services;
      5. You will not attempt to learn the identities and/or locations of the Degreed Doctors and you will not contact the Degreed Doctors other than through the App;
      6. You understand and acknowledge that the Providers may not be able to respond to your messages immediately or even within a short time (but if you have not heard from a Provider within 48 hours, you should contact First Opinion to find out why).
      7. If you believe that you are entitled or obligated to act contrary to these Terms of Use under any mandatory law, you will provide us with detailed and substantiated explanation of your reasons in writing at least 30 days before you take action that is contrary to these Terms of Use, to allow us to assess whether we may, at our sole discretion, provide an alternative remedy for the situation, though we are under no obligation to do so.
    2. User Account Responsibilities. To use or access certain Services, you must register for and be granted by us an account with First Opinion.  You agree to:  a) keep your password secure and confidential; b) not permit others to use your account; c) refrain from using other users’ accounts; d) refrain from selling, trading, or otherwise transferring your First Opinion account to another party; and e) refrain from charging anyone for access to the Services.  Further, you are responsible for anything that happens through your account until you close it down or prove that your account security was compromised through no fault of your own. You agree to be responsible for any act or omission of any users that access the Services under your Account or using your Password that, if undertaken by you, would be a violation of these Terms of Use, and that such act or omission shall be deemed a violation of these Terms of Use.
    3. User Information. You promise that all information you provide to us is true, accurate, current and complete, and you agree to maintain and promptly update such information to keep it true, accurate, current and complete.  If we have reasonable grounds to suspect that you violated any provision or aspect of these Terms of Use, we may deny or terminate your access to the Services (or any portion thereof).  By providing information to us, you represent and warrant that you are authorized or entitled to submit the information, that you are doing so voluntarily, that the information is accurate, not confidential and/or private, and not in violation of any contractual restrictions or third-party rights.

By providing information to us, you grant First Opinion, without any further consent, notice and/or compensation to you or to any third parties, a nonexclusive, irrevocable, worldwide, perpetual, unlimited, assignable, sub-licenseable, fully paid-up and royalty-free right to copy, prepare derivative works of, improve, distribute, publish, remove, retain, add, process, analyze, use and commercialize, in any way now known or in the future discovered, the information you provide, directly or indirectly to First Opinion, including, without limitation, user-generated content, ideas, concepts, techniques and/or data.  Any information you submit to us is at your own risk of loss.

In addition, by submitting reviews, comments, or ratings to First Opinion through the App, email, or our website, you expressly authorize us to publish such reviews, comments, or ratings  and to publish with them your full name and the state in which you reside, in our sole discretion.  Specifically, you agree that you have no privacy interest in any reviews, comments, or ratings you submit to First Opinion, and you automatically grant to First Opinion, or warrant that the owner of such content has expressly granted to First Opinion, the right to use that content, without obligation of any kind to you, for advertising, marketing, promotional and/or other purposes as set forth in these Terms of Use and you will not be entitled to any compensation for such use.  Confidential communications or communications you want to remain private may be made to First Opinion as described in paragraph 29 below.

    1. Mobile Apps. We may make available an App to access the Services via a mobile device.  To use our App you must have a mobile device that is compatible with the App.  We do not warrant that the App will be compatible with your mobile device.  We hereby grant to you a non-exclusive, non-transferable, revocable license to use an object code copy of the App for one registered account on one mobile device owned or leased solely by you, for your personal and non-commercial use.  You may not: (i) modify, disassemble, decompile or reverse engineer the App, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the App to any third-party or use the App to provide time sharing or similar services for any third-party; (iii) make any copies of the App; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the App, features that prevent or restrict use or copying of any content accessible through the App, or features that enforce limitations on use of the App; or (v) delete the copyright and other proprietary rights notices on the App.  You acknowledge that we may from time to time issue upgraded versions of the App, and may upgrade automatically to your mobile device the version of the App that you are using.  You consent to such automatic upgrading and agree that these Terms of Use will apply to all such upgrades.  The foregoing license grant is not a sale of the App or any copy thereof, and we and our third-party licensors or suppliers retain all rights, title, and interests in and to the App and any copy of the App.  Standard carrier data charges may apply to your use of the App.  We may elect to provide you with support or modifications for the App (“Support”), in our sole discretion, and we may change, reduce or terminate such Support at any time without notice to you.  We reserve the right to charge fees for Support.   Any use of third-party software provided in connection with the Services will be governed by such third parties’ licenses and not by these Terms of Use.
      1. Apple Devices. The following additional terms and conditions apply to any Mobile Application we provide to you for use on an Apple iOS-powered mobile device (“iOS App”):
        • You acknowledge that these Terms of Use apply to you and us only, and not Apple, Inc. (“Apple”).
        • Your use of our iOS App must comply with Apple’s then-current App Store Terms of Service.
        • We, and not Apple, are solely responsible for our iOS App and the Services and content available thereon. You acknowledge that Apple has no obligation to provide maintenance and support services with respect to our iOS App.  To the maximum extent permitted by applicable law, Apple will have no warranty obligation whatsoever with respect to our iOS App.
        • You agree that we, and not Apple, are responsible for addressing any claims by you or any third-party relating to our iOS App or your possession and/or use of our iOS App, including, but not limited to: (i) product liability claims; (ii) claims that the iOS App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. You acknowledge that all such claims are governed solely by these Terms of Use and any law applicable to us as provider of the iOS App.
        • You agree that we, and not Apple, are responsible, to the extent required by these Terms of Use, for the investigation, defense, settlement and discharge of any third party intellectual property infringement claim related to our iOS App or your possession and use of our iOS App.
        • You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
        • You agree to comply with all applicable third-party terms of agreement when using our iOS App (e.g., you must not be in violation of your wireless data service terms of agreement when using the iOS App).
        • We and you agree that Apple and Apple’s subsidiaries are third-party beneficiaries to these Terms of Use as they relate to your license of our iOS App. Upon your acceptance of these Terms of Use, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms of Use against you as they relate to your license of the iOS App.
      2. Android Devices. The following additional terms and conditions apply with respect to any Mobile Application that we provide to you designed for use on an Android-powered mobile device (an “Android App”):
        • You acknowledge that these Terms of Use apply to you and us only, and not Google, Inc. (“Google”).
        • Your use of our Android App must comply with Google’s then-current Android Market Terms of Service.
        • Google is only a provider of the Android Market where you obtained the Android App. We, and not Google, are solely responsible for our Android App and the Services and Content available thereon.  Google has no obligation or liability to you with respect to our Android App or these Terms of Use.
        • You acknowledge and agree that Google is a third-party beneficiary to these Terms of Use as they relate to our Android App.
    2. Geo-Location Terms. The Services include and make use of certain functionality and services provided by third-parties that allow us to include maps, geocoding, places and other content from Google as part of the Services (the “Geo-Location Services”).  Your use of the Geo-Location Services is subject to Google’s then current Terms of Use for Google Maps/Google Earth (http://www.google.com/intl/en_us/help/terms_maps.html) and by using the Geo-Location Services, you are agreeing to be bound by Google’s Terms of Use.
    3. Prohibited Uses. You agree not to use the Services for commercial or public purposes and/or to:  a) violate any local, state, national or international law; b) stalk, harass or harm another individual;  c) collect or store personal data about other users or persons; d) impersonate any person or entity, or otherwise misrepresent your affiliation with a person or entity; e) interfere with or disrupt the Services or servers or networks connected to the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Services; f) attempt to gain unauthorized access to any portion of the Services or any other accounts, computer systems, or networks connected to the Services, whether through hacking, password mining, or any other means; g) impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity; and/or h) stalk, harass, or harm another individual.  You further agree you will not:

        • reproduce, duplicate, copy, sell, resell or exploit any portion of the Services;
        • use the Services or access the Services for any purpose other than the purpose for which the Services are being provided to you;
        • use the Services in a manner that modifies, publicly displays, publicly performs, reproduces or distributes any of the Services;
        • reverse engineer, disassemble, decompile, or translate any components of the Services, attempt to derive the source code of any components of the Services, or authorize or assist any third party to do any of the foregoing;
        • allow, enable, or otherwise support the transmission of mass unsolicited, commercial advertising or solicitations (SPAM);
        • use any high volume, automated, or electronic means, including any data mining, robots, or similar data gathering or extraction methods in connection with the Services;
        • frame the App, place pop-up windows over its pages, or otherwise affect the display of its pages.

    1. Accuracy of Materials and Other Information. First Opinion does not warrant that any Materials and/or other information, pictures, graphic depictions, descriptions, or other content of the Services are accurate, complete, reliable, updated, current, and/or error‑free.  First Opinion is not responsible, and makes no representations or warranties for the delivery of any messages sent through First Opinion to anyone.  You agree to notify First Opinion immediately if you become aware of any errors or inconsistencies in the information or content provided through the App and to comply with any corrective action taken by First Opinion.  Further, you will not alter electronic messages, information, or postings received from First Opinion.
    2. Intellectual Property. You hereby expressly acknowledge that First Opinion or its licensors own all legal right, title and interest in the Services.  First Opinion reserves all rights not expressly granted in and to the Service.  “First Opinion” is a trademark that belongs to us.  Other trademarks, names and logos on the platform are the property of their respective owners.  Unless otherwise specified in these Terms of Use, all materials, including the arrangement of them on the platform are our sole property or the property of our licensors.  All rights not expressly granted herein are reserved.  Except as otherwise required or limited by applicable law, any reproduction, distribution, modification, retransmission, publication or other commercial use of any copyrighted material is strictly prohibited without our express written consent or the express written consent of the copyright owner or licensor.
    3. Intellectual Property Infringement. We respect the intellectual property rights of others and encourage you to do the same. Accordingly, we remove submissions that we believe may violate intellectual property rights of others and may suspend your access to the Services (or any portion thereof) and/or terminate your account if you use the Services in violation of someone’s intellectual property rights.

Pursuant to Title 17 of the United States Code, § 512, we have implemented procedures for receiving written notification of claimed copyright infringement and for processing such claims. If you believe your copyright or other intellectual property right is being infringed by a user of the Services, please provide written notice to our Agent for notice of claims of infringement as follows:

hello@firstopinionapp.com

Email:

To be sure the matter is handled immediately, your written notice must:

        • Contain your physical or electronic signature;
        • Identify the copyrighted work or other intellectual property alleged to have been infringed;
        • Identify the allegedly infringing material in a sufficiently precise manner to allow us to locate that material;
        • Contain adequate information by which we can contact you (including postal address, telephone number, and e-mail address);
        • Contain a statement that you have a good faith belief that use of the copyrighted material or other intellectual property is not authorized by the owner, the owner’s agent or the law;
        • Contain a statement that the information in the written notice is accurate; and
        • Contain statement, under penalty of perjury, that you are authorized to act on behalf of the copyright or other intellectual property right owner.

Unless the notice pertains to copyright or other intellectual property infringement, the Agent will be unable to address the listed concern.

Please also note that for copyright infringements under Section 512(f) of the Copyright Act, any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.

We will notify you that we have removed or disabled access to copyright-protected material that you provided, if such removal is pursuant to a validly received DMCA take-down notice. In response, you may provide our Agent with a written counter-notification that includes the following information:

        • Your physical or electronic signature;
        • Identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access to it was disabled;
        • A statement from you under the penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and
        • Your name, physical address and telephone number, and a statement that you consent to the jurisdiction of a court for the judicial district in which your physical address is located, or if your physical address is outside of the United States, for any judicial district in which we may be located, and that you will accept service of process from the person who provided notification of allegedly infringing material or an agent of such person.

We reserve the right, in our sole discretion, to terminate the account or access of any user of the Services who is the subject of repeated DMCA or other infringement notifications.

    1. Third Party Sites. We may provide links on the Services to third-party websites. We are not obligated to review any third-party websites that you link to from the Services, we do not control any of the third-party websites, and we are not responsible for any of the third-party websites (or the products, services, or content available through any of them). Thus, we do not endorse or make any representations about such third-party websites, any information, software, products, services, or materials found there or any results that may be obtained from using them. If you decide to access any of the third-party websites linked to from the Services, you do this entirely at your own risk and you must follow the privacy policies and terms and conditions for those third-party websites. Certain areas of the Services may allow you to interact and/or conduct transactions with one or more third-party websites, and, if applicable, allow you to configure your privacy settings in that third-party website account to permit Your activities on the Services to be shared with your contacts in your third-party site account.



    1. Indemnification.You agree to indemnify and hold harmless First Opinion, our owners, subsidiaries, affiliated companies, employees, shareholders, directors, licensors, co-branders, suppliers, and the officers, directors, employees, consultants, and agents of each, and other Registered Users and Visitors, for all damages, liabilities, fines, penalties, losses, expenses, fees,  and costs (including without limitation reasonable attorneys’ fees and costs) related to all claims, causes of action, charges, and investigations, caused by:  a) your failure to comply with this Agreement, including without limitation your unauthorized submission of content and/or of that violates third-party rights or applicable laws; b) any content you submit or transmit; c) any activity in which you engage through the Services; and d) any viruses, Trojan horses, worms, time bombs, cancelbots or other similar or deleterious programming routines input by you into the Services.
    2. Privacy.You must carefully read our full Privacy Policy, available at http://firstopinionapp.com/privacy-policy/ and incorporated by reference into these Terms of Use, .  As part of the login and registration process and your use of Services, you will be asked to provide certain personal information to us, which may include proof of identity, and you may choose to share other personal information as part of the Services.  Information you submit about yourself, your child, and/or any other party is subject to the Privacy Policy.  YOU ARE SOLELY RESPONSIBLE FOR ENSURING THAT YOU ARE AUTHORIZED TO DISCLOSE ALL PERSONAL, CONFIDENTIAL, AND/OR PROTECTED INFORMATION PRIOR TO MAKING SUCH INFORMATION AVAILABLE AND/OR TRANSMITTING IT. WE MAKE NO WARRANTEE, GUARANTEE, OR REPRESENTATIONS REGARDING THE PRIVACY AND SECURITY OF YOUR PERSONAL INFORMATION.
    3. Geographic Restrictions. First Opinion makes no representation that all products, Services, material, and/or the information provided through the Services, are appropriate for export and use in locations outside the United States or all territories within the United States.  Registered Users and Visitors access the Service on their own initiative and are responsible for compliance with all applicable laws, including local laws, and United States export laws including, without limitation, Export Administration Regulations maintained by the United States Department of Commerce and sanctions programs maintained by the Treasury Department’s Office of Foreign Assets Control.  By downloading or otherwise using or transferring any software, technology or other information from the Services in any manner whatsoever, you represent and warrant you may legally do so.  You may also have other rights applicable to this agreement outside the United States.  Certain companies affiliated with First Opinion may provide services and operate websites that may be linked from the App and Site and which are governed by their own terms of use, and may be subject to laws of other local or international jurisdictions.
    4. Feedback. Any submissions by you to us (e.g., comments, questions, suggestions, materials – collectively, “Feedback”) through any communication whatsoever (e.g., call, fax, email) will be treated as both non-confidential and non-proprietary.  You hereby assign all right, title, and interest in, and we are free to use, without any attribution or compensation to You, any ideas, know-how, concepts, techniques, or other intellectual property and proprietary rights contained in the Feedback, whether or not patentable, for any purpose whatsoever, including but not limited to, developing, manufacturing, having manufactured, licensing, marketing, and selling, directly or indirectly, products and services using such Feedback.  You understand and agree that we are not obligated to use, display, reproduce, or distribute any such ideas, know-how, concepts, or techniques contained in the Feedback, and you have no right to compel such use, display, reproduction, or distribution.
    5. Discontinuation or Modifications to the Services. We reserve the right, in our sole discretion, to deny or restrict the use of the Services to anyone for any reason.  We reserve the right to modify or discontinue the Services, or any portion of the Services, with or without notice to you.  We will not be liable to you or any third party should we exercise these rights.  If you object to any modification, your sole recourse will be to cease using the Services.  Continued use of the Services following a notice of any change will indicate your acknowledgment of such changes and satisfaction with the Services as modified.  First Opinion has no obligation to store, maintain or provide you a copy of any content that you, other users, or the Providers provide or transmit when using the Services.  We also reserve the right, but have no obligation, to monitor disputes between you and other members and to restrict, suspend, or close your account if we determine, in our sole discretion, that doing so is appropriate.
    6. Disclaimer Of Warranties. YOU EXPRESSLY AGREE THAT USE OF THE Services IS AT YOUR SOLE RISK.  BOTH THE Services ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.  FIRST OPINION EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, NON-INFRINGEMENT, TITLE, OPERABILITY, CONDITION, QUIET ENJOYMENT, VALUE, ACCURACY OF DATA AND SYSTEM INTEGRATION.  FIRST OPINION MAKES NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DOES FIRST OPINION MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE Services, OR THAT DEFECTS IN THE Services WILL BE CORRECTED.  YOU UNDERSTAND AND AGREE THAT ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE Services IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR INFORMATION.  NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM FIRST OPINION OR THROUGH THE Services WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

THE SERVICES ARE NOT INTENDED TO PROVIDE A SUBSTITUTE FOR YOUR OWN SOUND AND REASONABLY PRUDENT JUDGMENT, AND DEGREED DOCTORS SERVICES ARE NOT INTENDED TO BE FOR DIAGNOSIS OR TREATMENT. PERSONS USING THE SERVICES ASSUME FULL RESPONSIBILITY FOR THE USE OF THE SERVICES, MATERIALS AND OTHER INFORMATION PROVIDED AND AGREE THAT FIRST OPINION IS NOT RESPONSIBLE OR LIABLE FOR ANY CLAIM, LOSS, OR DAMAGE ARISING FROM THEIR USE. YOUR RELIANCE ON THE CONTENT OBTAINED OR USED BY YOU IS SOLELY AT YOUR OWN RISK EXCEPT AS PROVIDED BY LAW.

    1. Limitation Of Liability. YOU UNDERSTAND THAT, TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL FIRST OPINION OR ANY OF OUR OWNERS, SUBSIDIARIES, AFFILIATED COMPANIES, EMPLOYEES, SHAREHOLDERS, OR DIRECTORS (“FIRST OPINION AFFILIATES”) BE CUMULATIVELY LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF REVENUES, PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF SUCH PARTIES WERE ADVISED OF, KNEW OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY), ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICES, REGARDLESS OF WHETHER SUCH DAMAGES ARE BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), WARRANTY, STATUTE OR OTHERWISE. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICES, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICES. THE AGGREGATE LIABILITY OF FIRST OPINION TO YOU FOR ALL CLAIMS ARISING FROM OR RELATED TO THE SERVICES IS LIMITED TO FIVE (5) TIMES THE MOST RECENT MONTHLY FEE THAT YOU PAID FOR A FIRST OPINION CORPORATE NETWORK, IF ANY, OR U.S. $100, WHICHEVER IS GREATER.

Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages, and as a result some of the above disclaimers may not apply to you.  To the extent we may not, as a matter of applicable law, disclaim any implied warranty or limit its liabilities, the scope and duration of such warranty and the extent of our liability shall be the minimum permitted under applicable law.

    1. Mutual Rights of Termination. You may terminate this Agreement, for any or no reason, at any time, upon notice to First Opinion.  First Opinion may terminate or suspend your use of the Services, your account, and/or your registration without notice for any reason at any time.  You understand that termination of your agreement with First Opinion and your account will not entitle you to any refund and may involve deletion of your information and any content you uploaded using such Account.  YOU AGREE THAT WE WILL NOT BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY TERMINATION OF YOUR ACCESS TO THE SERVICES OR DELETION OF YOUR ACOUNT OR CONTENT UPLOADED BY YOU.  OTHER AGREEMENTS WITH FIRST OPINION MAY CONTAIN DIFFERENT TERMINATION PROVISIONS FOR A GIVEN SERVICE.  IN SUCH CASES, TERMINATION PROVISIONS WITHIN OTHER AGREEMENTS SHALL GOVERN THE TERMINATION OF THOSE SERVICES.
    2. Applicable Law. The validity, interpretation, construction, and performance of these Terms of Use and any claim, cause of action or dispute (“claim”) arising out of, or related to, this Agreement, and dispute resolution, shall be governed by the laws of the state of California without giving effect to the principles of conflict of laws.  Except for disputes subject to arbitration as described below, any disputes relating to these Terms of Use or the Services will be heard in the courts located in San Francisco, California.
    3. Dispute Resolution. YOU AND FIRST OPINION AGREE THAT ALL CLAIMS ARISING OUT OF, OR RELATED TO, THIS AGREEMENT MUST BE RESOLVED EXCLUSIVELY BY BINDING ARBITRATION LOCATED IN SAN FRANCISCO, CALIFORNIA, AS ADMINISTERED BY JAMS UNDER THE APPLICABLE RULES THEN IN EFFECT EXCEPT AS OTHERWISE AGREED BY THE PARTIES OR AS DESCRIBED BELOW.  THE PARTIES AGREE THAT THE FEDERAL ARBITRATION ACT WILL NOT APPLY TO DISPUTES ARISING OUT OF OR RELATED TO THIS AGREEMENT.  YOU AND FIRST OPINION AGREE TO SUBMIT TO THE PERSONAL JURISDICTION OF THE COURTS LOCATED WITHIN SAN FRANCISCO COUNTY, CALIFORNIA FOR THE PURPOSE OF LITIGATING ANY REFUSAL TO ARBITRATE.  NOTWITHSTANDING THE ABOVE, YOU AGREE THAT FIRST OPINION SHALL STILL BE ALLOWED TO APPLY FOR INJUNCTIVE REMEDIES (OR AN EQUIVALENT TYPE OF URGENT LEGAL RELIEF) IN ANY JURISDICTION.  IN NO EVENT SHALL YOU SEEK OR BE ENTITLED TO RESCISSION, INJUNCTIVE OR OTHER EQUITABLE RELIEF, OR TO ENJOIN OR RESTRAIN THE OPERATION OF THE SERVICE, EXPLOITATION OF ANY ADVERTISING OR OTHER MATERIALS ISSUED IN CONNECTION THEREWITH, OR EXPLOITATION OF THE SERVICES OR ANY CONTENT OR OTHER MATERIAL USED OR DISPLAYED THROUGH THE SERVICES.

FOR ANY CLAIM (EXCLUDING CLAIMS FOR INJUNCTIVE OR OTHER EQUITABLE RELIEF) WHERE THE TOTAL AMOUNT OF THE AWARD SOUGHT IS LESS THAN $10,000, THE PARTY REQUESTING RELIEF MAY ELECT TO RESOLVE THE DISPUTE IN A COST‑EFFECTIVE MANNER THROUGH BINDING NON-APPEARANCE-BASED ARBITRATION, IN WHICH CASE THE ADR PROVIDER AND THE PARTIES MUST COMPLY WITH THE FOLLOWING RULES: (A) THE ARBITRATION SHALL BE CONDUCTED BY TELEPHONE, ONLINE AND/OR BE SOLELY BASED ON WRITTEN SUBMISSIONS, THE SPECIFIC MANNER SHALL BE CHOSEN BY THE PARTY INITIATING THE ARBITRATION; (B) THE ARBITRATION SHALL NOT INVOLVE ANY PERSONAL APPEARANCE BY THE PARTIES OR WITNESSES UNLESS OTHERWISE MUTUALLY AGREED BY THE PARTIES; AND (C) ANY JUDGMENT ON THE AWARD RENDERED BY THE ARBITRATOR SHALL BE FINAL AND MAY BE ENTERED IN ANY COURT OF COMPETENT JURISDICTION.

YOU AGREE THAT YOU AND FIRST OPINION ARE EACH WAIVING ANY RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING. Further, unless otherwise agreed, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding.

    1. Severability. If any provision of this Agreement is found by a court of competent jurisdiction or arbitrator to be invalid, the parties nevertheless agree that the court should endeavor to give the effect to the parties’ intentions as reflected in the provision, and that the other provisions of these Terms of Use remain in full force and effect.
    2. Language. Where First Opinion has provided you with a translation of the English language version of this Agreement, the Privacy Policy, and/or any other documentation, you agree that the translation is provided for your convenience only and that the English language versions of this Agreement, the Privacy Policy, and any other documentation, including additional terms of service for Premium Services, will govern your relationship with First Opinion.
    3. Notices and Service of Process.In addition to Section “Notices and Service Messages,” we may notify you via postings on www.firstopinionapp.com.  You may contact us here, or via mail or courier at:

First Opinionhello@firstopinionapp.com156 Ellis Street, Floor Two, San Francisco, CA  94102www.firstopinionapp.com

Additionally, First Opinion accepts service of process at this address.  Any notices that you provide without compliance with this section on Notices shall have no legal effect.

  1. Electronic Communications. By using the Services, you consent to receiving electronic communications from First Opinion.  These electronic communications may include notices about applicable fees and charges, transactional information and other information concerning or related to the Services.  These electronic communications are part of your relationship with First Opinion.  You agree that any notices, agreements, disclosures or other communications that we send you electronically will satisfy any legal communication requirements, including that such communications be in writing. 
  2. Entire Agreement. You agree that this Agreement constitutes the entire, complete and exclusive agreement between you and us regarding the Services and supersedes all prior agreements and understandings related to these Terms of Use.  You also may be subject to additional terms and conditions that may apply when you use or purchase certain other First Opinion Services, third-party content or third‑party software.
  3. No informal waivers, agreements or representations. Our failure to act with respect to a breach of this Agreement by you or others does not waive our right to act with respect to that breach or subsequent similar or other breaches.  Except as expressly and specifically contemplated by the Agreement, no representations, statements, consents, waivers or other acts or omissions by any First Opinion Affiliate shall be deemed legally binding on any First Opinion Affiliate, unless documented in a physical writing hand‑signed by a duly appointed officer of First Opinion.
  4. No Agency. Notwithstanding any term herein, the Providers are not agents of First Opinion, and you may not interpret any communications or transmissions to or from the Providers. to create an agency relationship and they may not be deemed at any time to be acting as an agent of First Opinion.
  5. Limited Time to Bring Claim. Where permitted by law, you and First Opinion agree that any cause of action arising out of or related to the Services must be commenced within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred.
  6. Beneficiaries. Entities other than First Opinion are not parties, and you acknowledge and agree that there are no third‑party beneficiaries of this Agreement.
  7. Assignment and Delegation. You may not assign or delegate any rights or responsibilities under the Agreement.  Any purported assignment and delegation shall be ineffective.  We may freely assign or delegate all rights and responsibilities under the Agreement, fully or partially without notice to you.  We may also substitute, by way of unilateral notation, effective upon notice to you, First Opinion Corporation for any third party that assumes our rights and responsibilities under this Agreement.
  8. Survival. The terms of this Terms of Use and any other limitations on liability explicitly set forth herein will survive the expiration or earlier termination of this Agreement for any reason.  Our (and our licensor’s) proprietary rights (including intellectual property rights) in and to our Content, our technology, the App, the Site, and/or other Services will survive the expiration or earlier termination of these Terms of Use.

Please contact us at hello@firstopinionapp.com with any questions regarding this Terms of Use. To the extent the California Electronic Commerce Act of 1984 applies, California users are advised that the technology, App, and Site are provided by First Opinion, Inc., 156 Ellis Street, Floor Two, San Francisco, CA 94102. If you have a question or complaint regarding the technology, App, or Site, please contact us as described above. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by post at 1625 North Market Blvd., Sacramento, CA 95834 or by telephone at (916) 445-1254 or (800) 952-5210 or Hearing Impaired at TDD (800) 326-2297 or TDD (916) 322-1700.