A.  Website Standard Terms and Conditions

1. Introduction

This Website’s ( www.virtualpsychiatriccare.com) Standard Terms And Conditions (these “Terms” or these “Website Standard Terms And Conditions”) contained herein on this webpage, shall govern your use of this website, including all pages within this website (collectively referred to herein below as this “Website”). These Terms apply in full force and effect to your use of this Website and by using this Website, you expressly accept all terms and conditions contained herein in full. You must not use this Website, if you have any objection to any of these Website Standard Terms And Conditions.

This Website is not for use by any minors (defined as those who are not at least 18 years of age), and you must not use this Website if you are a minor, unless a parent or guardian is physically present for all telehealth visits.

2. Intellectual Property Rights

Unless otherwise indicated, the Website is the proprietary property of Virtual Psychiatric Care ("us", "we", "VPC"), a subsidiary of MiamiPsych Concierge, LLC, and all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics on the Site (collectively, the “Content”) and the trademarks, service marks, and logos contained therein (the “Marks”) are owned or controlled by us or licensed to us, and are protected by copyright and trademark laws and various other intellectual property rights and unfair competition laws of the United States, foreign jurisdictions, and international conventions.

The Content and the Marks are provided on the Site “AS IS” for your information and personal use only. Except as expressly provided in these Terms and Conditions, no part of the  and no Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.

Provided that you are eligible to use the Website, you are granted a limited license to access and use the Website and to download or print a copy of any portion of the Content to which you have properly gained access solely for your personal, non-commercial use. We reserve all rights not expressly granted to you in and to the Website, the Content and the Marks.

3. Restrictions

You are expressly and emphatically restricted from all of the following:

1. publishing any Website material in any media;

2. selling, sublicensing and/or otherwise commercializing any Website material;

3. publicly performing and/or showing any Website material;

4. using this Website in any way that is, or may be, damaging to this Website;

5. using this Website in any way that impacts user access to this Website;

6. using this Website contrary to applicable laws and regulations, or in a way that causes, or may cause, harm to the Website, or to any person or business entity;

7. engaging in any data mining, data harvesting, data extracting or any other similar activity in relation to this Website, or while using this Website;

8. using this Website to engage in any advertising or marketing;

Certain areas of this Website are restricted from access by you and Virtual Psychiatric Care may further restrict access by you to any areas of this Website, at any time, in its sole and absolute discretion. Any user ID and password you may have for this Website are confidential and you must maintain confidentiality of such information.

4. Your Content

In these Website Standard Terms And Conditions, “Your Content” shall mean any audio, video, text, images or other material you choose to display on this Website. With respect to Your Content, by displaying it, you grant Virtual Psychiatric Care a non-exclusive, worldwide, irrevocable, royalty-free, sublicensable license to use, reproduce, adapt, publish, translate and distribute it in any and all media.

Your Content must be your own and must not be infringing on any third party’s rights. Virtual Psychiatric Care reserves the right to remove any of Your Content from this Website at any time, and for any reason, without notice.

5. No warranties

This Website is provided “as is,” with all faults, and Virtual Psychiatric Care makes no express or implied representations or warranties, of any kind related to this Website or the materials contained on this Website. Additionally, nothing contained on this Website shall be construed as providing consult or advice to you.

6. Limitation of liability

In no event shall Virtual Psychiatric Care , nor any of its officers, directors and employees, be liable to you for anything arising out of or in any way connected with your use of this Website, whether such liability is under contract, tort or otherwise, and VPC, including its officers, directors and employees shall not be liable for any indirect, consequential or special liability arising out of or in any way related to your use of this Website.

7. Indemnification

You hereby indemnify to the fullest extent Virtual Psychiatric Care from and against any and all liabilities, costs, demands, causes of action, damages and expenses (including reasonable attorney’s fees) arising out of or in any way related to your breach of any of the provisions of these Terms.

8. Severability

If any provision of these Terms is found to be unenforceable or invalid under any applicable law, such unenforceability or invalidity shall not render these Terms unenforceable or invalid as a whole, and such provisions shall be deleted without affecting the remaining provisions herein.

9. Variation of Terms

Virtual Psychiatric Care is permitted to revise these Terms at any time as it sees fit, and by using this Website you are expected to review such Terms on a regular basis to ensure you understand all terms and conditions governing use of this Website.

10. Assignment

Virtual Psychiatric Care shall be permitted to assign, transfer, and subcontract its rights and/or obligations under these Terms without any notification or consent required. However, you shall not be permitted to assign, transfer, or subcontract any of your rights and/or obligations under these Terms.

11. Entire Agreement

These Terms, including any legal notices and disclaimers contained on this Website, constitute the entire agreement between Virtual Psychiatric Care and you in relation to your use of this Website, and supersede all prior agreements and understandings with respect to the same.

12. Governing Law & Jurisdiction

These Terms will be governed by and construed in accordance with the laws of the State of Florida, and you submit to the non-exclusive jurisdiction of the state and federal courts located in Miami-Dade County and the State of Florida for the resolution of any disputes.

B.  Integrated Platform Terms of Use

1. Introduction

The following “terms of use” describes the integrated online platform you will use to receive healthcare services. Virtual Psychiatric Care (“VPC”) and its subsidiaries (MiamiPsych Concierge, LLC), affiliates, representatives, and any third party (collectively, “VPC”)  facilitates access and communication between you and healthcare providers using the integrated telehealth platform (Services). VPC is not a healthcare provider and does not render medical treatment or health services. 

All Services received via the online telehealth platform are provided by independent healthcare providers ("Practitioners") and not VPC. Virtual Psychiatric Care (VPC) makes no warranties and shall not be held liable for advice, services, course of treatment or medications recommended by the providers who use the VPC telehealth platform to communicate with you. 

The Practitioners will require you to consent and authorize to the use of telemedicine (or telehealth) through VPC’s proprietary systems, methods and protocols to access, diagnose, consult, treat and educate you and those you are authorized to represent (the “Services”). The use of our telehealth platform is not intended for emergency services and treatment. 

2. Profile Set-Up

In order to use the platform Services, you as a User are required to enter an email address and create a password, which we refer to here as your VPC ID or credentials. After you create your VPC ID, you will use these same credentials to log into and utilize the Platform Services. This log-in process will allow you to manage your account, it will allow you to search a provider, make appointments, attend appointments, and utilize and enjoy all Platform Services. The first time you log in to VPC’s platform to utilize the Platform Services, you will be asked to create an account also known as your profile. To create an account, you must provide personal information such as name, address, telephone number, date of birth, e-mail address, gender, and other pertinent data that will be available for you to share with the Independent Professionals who are also registered on the VPC Platform. Please read our Privacy Policy attached to the website at www.virtualpsychiatriccare.com/privacy

for a description on how we handle your personal information. 

3.Telemedicine/Telehealth Consent

-You will be required to give consent, and authorize the independent healthcare providers including physicians, physician assistants, nurse practitioners or other licensed health care professionals in its care network (the “Practitioners”), to utilize telemedicine (or telehealth) through Virtual Psychiatric Care’s proprietary systems, methods and protocols to assess, diagnose, consult, treat and educate me and those I am authorized to represent (the “Services”).

-You acknowledge and consent to see a Practitioner via telemedicine/telehealth. You understand that your eligibility to receive a visit via telemedicine is based on the Practitioner’s professional judgment that it is appropriate and that the quality of care will not be diminished by the use of telehealth. You understand that a telehealth visit is distinct from an in-person visit because I will not be in the same room as the healthcare Practitioner, and instead, I will communicate with the Practitioner through advanced communication technology using live video and audio feed.

-You acknowledge that in order to protect your privacy,  you need to choose a private location to place your telemedicine or telehealth call. You understand that in order to provide the best call environment,  you should reduce background light from windows or light emanating from behind me. You understand that my camera should be placed on a secure, stable platform to avoid wobbling and shaking during the telemedicine session. To the extent possible, your  camera should be placed at the same elevation as my eyes with my face clearly visible to the other person. You understand that you will be informed of the presence of any third party, including those that may be present to assist with the audio or video equipment, and that I have the right to: (1) omit specific details of medical history or physical examination that are sensitive to me during such third party presence, (2) ask non-medical personnel to leave the telehealth examination room, and/or (3) terminate the consultation at any time by notifying the Practitioner or disconnecting from the telehealth portal.

-You understand the potential risks of receiving the Services via telehealth include: delays in medical evaluation due to technological equipment failure, a lack of access to all relevant information, or a security breach allowing unauthorized access to my confidential medical information. You understand that my Practitioner or you may terminate the telehealth visit at any time, including if the Practitioner or you feel that an in-person visit is necessary for any reason. You have had the Services and alternatives to telehealth for your

Services explained to me and you choose to and continue with a telemedicine visit.

You understand that any complaint may be filed with the Secretary of the Department of Health and Human Services.

You have read and understood the written information provided above. You agree that the information provided above adequately explains the Services, along with the risks and benefits to me of said Services. I\You have had the opportunity to ask questions about this information – if  you had any questions, all of my questions have been answered in full. By electronically signing this form, I acknowledge and agree to all of the above, and certify that I have no questions and/or have had my questions answered in full.

By electronically signing the informed consent, You are  agreeing to conduct transactions electronically, and intend for your electronic signature to be a binding electronic signature on yourself  and those you are authorized to represent. 

You also agree that:

-You have read this Consent carefully, and understand the risks and benefits of the use of telehealth in your medical care and treatment. 

-You will be required to give informed consent to receive medical care and treatment by telehealth from Practitioners affiliated with VPC. You understand that certain procedures, such as prescribing controlled substances or ordering specific diagnostic tests, may require additional consent forms to be completed separately from this general telehealth consent. 

-You understand that the delivery of health care services via telehealth is an evolving field and that the use of telehealth in my medical care and treatment may include uses of technology not specifically described in this consent. 

-You understand that while the use of telehealth may provide potential benefits, as with any medical care service no such benefits or specific results can be guaranteed. Your condition may not be cured or improved, and in some cases, may get worse. 

-You understand that I have a duty to answer questions about my health and medical history honestly and accurately, and to keep all of my health care providers, including your Practitioner, up-to-date on any changes in my health, symptoms, treatments, or medications. 

-You understand that you have a responsibility to adhere to the treatment plans prescribed by your  Practitioner. This includes following medication regimens, attending scheduled follow-up appointments, and implementing any lifestyle changes or other recommendations made by my Practitioner. You acknowledge that failure to adhere to the prescribed treatment plan may negatively impact my health outcomes and the effectiveness of the telehealth services provided.

-You understand that withholding or providing inaccurate information about my health and medical history in order to obtain treatment may result in harm to me, including, in some cases, death. 

-You understand that your Practitioner may determine in his or her sole discretion that my condition is not suitable for treatment using telehealth, and that you may need to seek medical care and treatment in person or from an alternative source. 

-You understand that the Services enable coordination and communication with a Practitioner and do not replace your relationship with any existing health care provider. You acknowledge that you are responsible for scheduling any necessary follow-up appointments, whether with the Practitioner through the telehealth platform or with your existing health care providers. 

-You understand that you cannot obtain emergency care through the Services, and you should call 9-1-1 and seek immediate medical treatment if you are experiencing a medical emergency. You acknowledge that your location may be verified at the beginning of each telehealth session to ensure that the Services offered are in accordance with applicable State and Federal laws. 

-You understand that your  information, including my identified health information, will be collected, used, shared, and protected as described in the Privacy Policy. 

-You understand that I have access to all of your health and wellness information pertaining to your telehealth consultation with your Practitioner in accordance with applicable laws and regulations. 

-You understand that VPC and your Practitioner will share your telehealth record with my other health care providers only with your consent and at your request. You understand that you can have your telehealth record sent to your other healthcare providers by emailing virtualcaresupport@cmwl.com and providing your consent along with your health care provider’s name, address, and phone number. 

-You understand that a technical failure affecting the Services may result in the loss of my information and/or interrupt my online visit. In addition to any disclaimers that I agreed to by accepting the Terms of Use, I agree to hold VPC and its affiliated Practitioners harmless for any loss of information, delay in care, misinterpretation due to lack of physical examination, or other issues inherent to telehealth services resulting from a technical failure or the limitations of remote healthcare delivery. This limitation of liability does not apply to cases of gross negligence or willful misconduct by VPC or its affiliated Practitioners. The total liability of VPC and its affiliated Practitioners for any claims arising from or related to the Services shall not exceed the total amount paid by me for the Services in the 12 months preceding the claim.e scope of telehealth services covered under this limitation of liability includes all virtual consultations, remote diagnosis, treatment recommendations, and any other healthcare services provided through VPC's proprietary systems, methods, and protocols. This limitation of liability does not apply to cases of gross negligence or willful misconduct by VPC or its affiliated Practitioners. 

-In the event of a material breach of this agreement by either party, the non-breaching party may terminate this agreement immediately upon written notice to the breaching party. I understand that I can withhold or withdraw this consent at any time by emailing support@virtualpsychiatriccare.com with such instruction. Otherwise, this consent will be considered renewed upon each new telehealth consultation with a Practitioner. 

-You have read and understood the Privacy Notice. You agree and authorize VPC and my Practitioners to collect, use, and share my information, including your identified health information and other information regarding the telehealth exam, as described in the Privacy Notice and for any other purposes permitted by law, including for treatment, payment, and health care operations purposes. 

-You agree that this agreement shall be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of law provisions. Any disputes arising from or relating to this agreement, including those occurring post-termination, shall be resolved through mandatory mediation. If mediation is unsuccessful, the parties agree to submit to binding arbitration in accordance with the rules of the American Arbitration Association. The arbitration shall take place in Florida, and the decision of the arbitrator shall be final and binding on both parties.

Further, you understand and acknowledge that your will digitally receive a copy of the Agreement concurrently upon execution to print and/or retain a copy of this Agreement, and may also request a paper copy from VPC using the contact information below:

If you have any questions, please contact

support@virtualpsychiatriccare.com

 4.  Disclaimer: The use of telehealth or telemedicine through the VPC platform is not meant for emergencies or crisis intervention. If you are experiencing a medical or mental health emergency please dial 911 or visit the nearest hospital.

Integrated Platform Terms of Use

The following “terms of use” describes the integrated online platform you will use to receive healthcare services. Virtual Psychiatric Care (“VPC”) and its subsidiaries (MiamiPsych Concierge, LLC), affiliates, representatives, and any third party (collectively, “VPC”) facilitate access and communication between you and healthcare providers using the integrated telehealth platform (Services). VPC is not a healthcare provider and does not render medical treatment or health services.

All Services received via the online telehealth platform are provided by independent healthcare providers ("Practitioners") and not VPC. Virtual Psychiatric Care (VPC) makes no warranties and shall not be held liable for any advice, services, course of treatment, or medications recommended by the Practitioners who use the VPC telehealth platform to communicate with you.

The Practitioners require consent and authorization for use of telemedicine (or telehealth) through VPC’s proprietary systems, methods, and protocols to access, diagnose, consult, treat and educate you and those you are authorized to represent (the “Services”). I understand the use of this telehealth platform is not intended for emergency services or treatment.

5. Communication/Chats: The VPC platform allows the ability for you to send internal portal Chat messages to your Practitioner. Chat messaging and video calls are encrypted and HIPAA compliant. I understand Chat messages may include non-urgent questions or concerns about your treatment. I understand chat messages are not regularly monitored and shall not be used for urgent or emergency issues.

 IF YOU ARE EXPERIENCING A MEDICAL OR MENTAL HEALTH EMERGENCY, OR EXPERIENCING SERIOUS MEDICATION SIDE EFFECTS YOU WILL CALL 911 OR CONTACT YOUR NEAREST EMERGENCY MEDICAL PROVIDER.

I understand that any information contained in its Chats or in any other VPC resource should not take the place of medical intervention, diagnosis, treatment and/or advice rendered by your Practitioner during a regularly scheduled telemedicine visit.

By communicating through the use of VPC Chats, I agree to indemnify and hold harmless VPC, Practitioners, its agents and assigns with respect to any claim based upon transmission of your message(s).

I understand that I may also contact your Practitioner by calling 888-947-3888 OR send an email to support@virtualpsychiatriccare.com for assistance.

6. Cancellation / Refund Policy: You understand that you must reschedule or cancel my appointment outside the cancellation period to avoid a cancellation fee. You understand appointment cancellations made within 24 hours prior to appointment time will incur a cancellation fee equal to  50% of visit cost. “No Show” missed visits will be charged the Full Visit fee.  This Cancellation policy applies only to visits that are paid “out-of-pocket” and not through the use of your health insurance plan. If using insurance, you will be charged a $50 fee for missed visits or cancellations made 24 hours prior to appointment time.

7. Use of “Walk-In” visit feature: You understand the cancellation charge does not apply to me if I choose to use the “Walk-In” visit feature of the platform and am unable to be seen by a provider. In this case all funds are automatically returned to my card upon exiting the platform. Also, by electronically agreeing to this consent I acknowledge there are absolutely no refunds for telehealth visits that have already started, regardless of length of visit, the treatment plan set forth, or whether medications are

prescribed, or for any other reason not listed, unless the Practitioner chooses to end visit for any reason without completing the evaluation.

8. Medication Refills:  Please ensure that you are adhering to your scheduled follow-up appointments to avoid gaps in care and for appropriate medication management. Medication refill requests will not be provided without a follow-up appointment or as agreed between you and your Practitioner. You, the patient, are responsible for scheduling your follow-up visit.

9. Consent to Obtain Patient Medication History

Patient medication history is a list of prescriptions that your healthcare providers have prescribed for you. A variety of sources, including pharmacies and health insurers, contribute to the collection of this history.

The collected information is stored in the practice electronic medical record system and becomes part of your personal medical record. Medication history is very important in helping providers treat your symptoms and/or illness properly and avoid potentially dangerous drug interactions.

It is very important that you and your provider discuss all your medications in order to ensure that your recorded medication history is 100% accurate. Some pharmacies do not make prescription history information available, and your medication history might not include drugs purchased without using your health insurance.

Also, over-the-counter drugs, supplements, or herbal remedies that you take on your own may not be included.

I give permission to allow my chosen Practitioner to obtain my medication history from my pharmacy, my health plans, electronically via prescription monitoring programs, and my other healthcare providers.

By electronically signing the consent form for telehealth services you are giving your healthcare provider permission to collect and share your pharmacy and your health insurer information about your prescriptions that have been filled at any pharmacy or covered by any health insurance plan. This includes prescription medicines to treat AIDS/HIV and medicines used to treat mental health issues such as depression. Your information will be collected and shared in compliance with applicable privacy laws and regulations, and appropriate safeguards will be in place to protect your information.

C. SMS Terms And Conditions

1. SMS Consent Communication:

The Phone Numbers obtained as part of the SMS consent process will not be shared with third parties for marketing purposes.

2. Types of SMS Communications:

If you have consented to receive text messages from Virtual Psychiatric Care, you may receive messages related to the following:

Appointment reminders

Follow-up messages

Billing/Insurance inquiries

Example: "Hello, this is a friendly reminder of your upcoming appointment with [Name of Provider] on [Date] at [Time].... Please complete the remaining documents prior to your appointment...Please text the pharmacy address to this number." Reply STOP to opt out of SMS messaging at any time."

3. Message Frequency:
Message frequency may vary depending on the type of communication. For example, you may receive up to 2 SMS messages per week related to pending documents, up to 2 SMS messages regarding your billing and insurance, and up to 2 or more regarding appointment reminders.

4. Potential Fees for SMS Messaging:

Please note that standard message and data rates may apply, depending on your carrier’s pricing plan. These fees may vary if the message is sent domestically or internationally.

5. Opt-In Method:

You may opt-in to receive SMS messages from Virtual Psychiatric Care in the following ways:

-Verbally, during a conversation or by calling 786-761-1155.

-By submitting our online contact us form

-Electronically agreeing to our telehealth service and privacy consents (for automated appointment reminders only).

6. Opt-Out Method:

You can opt out of receiving SMS messages at any time. To do so, simply reply "STOP" to any SMS message you receive. Alternatively, you can contact us directly several ways to request removal from our messaging list. a. Send an email to support@virtualpsychiatriccare.com, b. notify us verbally during a conversation or by calling 786-761-1155, or c. by submitting request on our online contact us form here

7. Help:

If you are experiencing any issues, you can reply with the keyword HELP. Or, you can get help directly from us by calling 786-761-1155.

Additional Options:

If you do not wish to receive SMS messages, you can choose not to check the SMS consent box on our forms.

8. Standard Messaging Disclosures:

Message and data rates may apply.

You can opt out at any time by texting "STOP."

For assistance, text "HELP" or visit our [Privacy Policy] and [Terms and Conditions] pages.

Message frequency may vary