Terms & Conditions

MANTRA HEALTH TERMS OF USE FOR USERS

Last revised August 10, 2022

These terms and conditions of use (“Terms of Use”) govern your use of our online interfaces and properties (e.g., websites and mobile applications) owned and controlled by Mantra Health, Inc., including the www.mantrahealth.com and www.getmantra.co websites (collectively, the “Site”), as well as the services and products available to university students (“Student Users”) and direct-pay users (“Direct-Pay Users”) through the Site. Mantra Health, Inc. (collectively referred to as “Mantra”, “we,” “us,” and “our”) contracts with Wellround Provider Group, P.A., Wellround Medical Group, Wellround Provider Group of New Jersey, P.A., and Wellround Provider Group of California, P.C. collectively, and Wellround of Kansas, P.A. (“Wellround”) to provide online telemental health consultations to Student Users and Direct-Pay Users, who are collectively referred to as “Users”.  Student Users access this site by virtue of an agreement between Mantra, Wellround and the Student User’s school for the provision of the Services. Eligible Student Users receive treatment from Wellround physicians, nurse practitioners, and therapists (“Wellround Providers”) through the Mantra platform. The professional telemental health services (which are provided by Wellround Providers) and the non-clinical Site services (which are provided by Mantra) are collectively referred to in this Terms of Use as the “Services.” A Direct-Pay User receives the same Services as the Student User, accesses this site without the benefit of a school or sponsor in agreement with Mantra and Wellround and is individually responsible for payment of all fees that may be charged to the Direct-Pay User for the Services and Products.  The terms “you” and “your” means you and any other person accessing your Mantra Account. 

Your acceptance of, and compliance with, these Terms of Use is a condition to your use of the Site and Services and purchase of Products. By clicking “accept”, you acknowledge that you have read, understand, and accept all terms and conditions contained within these Terms of Use, provided to you by Wellround, as well as our Notice of Privacy Practices and Telehealth Consent. If you do not agree to be bound by these terms, you are not authorized to access or use this Site or Services; promptly exit this Site.

Binding Arbitration. These Terms of Use provide that all disputes between you and Mantra that in any way relate to these Terms of Use or your use of the Site will be resolved by BINDING ARBITRATION. ACCORDINGLY, YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT (INCLUDING IN A CLASS ACTION PROCEEDING) to assert or defend your rights under these Terms of Use. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury and your claims cannot be brought as a class action. Please review the Section below entitled Dispute Resolution; Arbitration Agreement for the details regarding your agreement to arbitrate any disputes with Mantra.

  1. Privacy Practices

You agree that information provided by you (or, in the case of Student Users, your University Provider) in connection with the Services and Site shall be governed by the Notice of Privacy Practices and Telehealth Consent, which is hereby incorporated and made a part of this Agreement.

  1. No Medical Care or Advice on the Site

We offer an online communication platform for Providers and their patients to connect via the Site through the use of synchronous and asynchronous telecommunications technologies. The Site facilitates communication between Users and Providers relating to your care including, but not limited to, treatment plans.

Mantra does not provide any medical advice, legal advice, or representations in any way regarding any legal or medical issues associated with your care by the Wellround Providers. All care and treatment issues are between you and your Wellround Provider.  Users should seek legal counsel regarding any legal and compliance issues and should not rely on any materials or content associated with the Services in determining any compliance obligations under law. Wellround Providers and Mantra agree that Mantra is not providing, to Users, or anyone else, medical advice or legal advice.

Mantra contracts with Wellround, an independent, physician-owned medical group with a network of United States based Providers who provide clinical telemental health services. Wellround Providers deliver clinical services via the Mantra platform to Users. Providers are independently contracted or employed by Wellround. If you are a User,  the Providers, and not Mantra, are responsible for the quality and appropriateness of the care they render to You.You will never have a provider-patient relationship with Mantra. Mantra does not practice medicine and offers no medical services. As set forth more fully below, Wellround Providers are solely responsible for all agreements, consents, notices, and other interactions with Users

The Wellround Providers’ interactions with the Users via the Site are not intended to take the place of other clinicians who may have a relationship with you. Neither Mantra, nor any of its subsidiaries or affiliates or any third party who may promote the Site or Service or provide a link to the Service, shall be liable for any professional advice rendered by a Wellround Provider via the Site or Service, nor any information obtained on the Site. Mantra does not recommend or endorse any specific tests, medications, products, treatments, therapies, or procedures. You acknowledge that Mantra assumes no responsibility for the risks associated with a User’s reliance on any information delivered by you via the Site or Service. 

 Without limiting the generality of the foregoing, Wellround Providers are solely responsible for all billings and collections from Users and Mantra shall have no liability whatsoever to Providers with respect to any amounts owed by any User for the Services.

The Wellround Providers are independent of Mantra and are using the Site as a way to communicate with you or with one another. Any information or advice received from a Wellround Provider comes from them alone, and not from Mantra. Your interactions with the Providers via the Site are not intended to take the place of your relationship with your regular health care practitioner or primary care physician. Neither Mantra, nor any of its subsidiaries or affiliates or any third party who may promote the Site or Service or provide a link to the Service, shall be liable for any professional advice obtained from a Wellround Provider via the Site or Service, nor any information obtained on the Site. Mantra does not recommend or endorse any specific tests, medications, products, treatments, therapies, or procedures. You acknowledge that your reliance on any Wellround Providers or information delivered by the Wellround Providers via the Site or Service is solely at your own risk and you assume full responsibility for all risks associated herewith. 

Mantra does not make any representations or warranties about the training or skill of any Wellround Providers who deliver services via the Site or Service. 

The content of the Site and the Services, including without limitation, text, copy, audio, video, photographs, illustrations, graphics, and other visuals, is for informational purposes only and does not constitute professional mental healthcare advice, diagnosis, treatment, or recommendations of any kind by Mantra. You may always seek the advice of your qualified health care professionals with any questions or concerns you may have regarding your individual needs and any medical conditions. All information provided by Mantra, or in connection with any communications supported by Mantra, is intended to be for general information purposes only, and is in no way intended to create a provider-patient relationship as defined by state or federal law. While Mantra facilitates your selection of, and communications with, Wellround Providers, Mantra does not provide mental healthcare services, and the provider-patient relationship is between the You and the Providers you select.

Not for Emergencies

IF YOU ARE EXPERIENCING A MEDICAL EMERGENCY, YOU SHOULD DIAL “911” IMMEDIATELY. 

Mantra’s Site and Services are not for medical emergencies or urgent situations. You should not disregard or delay to seek medical advice based on anything that appears or does not appear on the Site. If you believe you have an emergency, call 9-1-1 immediately. If you are experiencing suicidal or self-harm thoughts or tendencies, you should immediately call the National Suicide Hotline at 1-800-273-8255.

You should seek emergency help or follow-up care when recommended by a Wellround  Provider or when otherwise needed. You should continue to consult with your primary provider and other healthcare professionals as recommended. Always seek the advice of a physician or other qualified healthcare provider concerning questions you have regarding a medical condition and before stopping, starting, or modifying any treatment or modification.

Risks of Telepsychiatry and Telehealth Services

Wellround provides telemental health services to the public, specifically, for patients within a broad range of mental health diagnoses and disorders that are treatable through telemental health services and consistent with Wellround protocols for treatment. Not all mental health conditions are currently treatable by Teleheath Services. By using the Site, you acknowledge the potential risks associated with telehealth and telemental services. These include, but are not limited to, the following: information transmitted may not be sufficient (e.g. poor resolution of images) to allow for appropriate medical or mental healthcare decision making by the Provider; delays in evaluation or treatment could occur due to failures of electronic equipment; a lack of access to your medical records may result in adverse drug interactions or allergic reactions or other judgment errors; although the electronic systems we use incorporate network and software security protocols to protect the privacy and security of health information, those protocols could fail causing a breach of privacy of your health information.

Prescription Policy

Neither Mantra nor a Wellround Provider shall endorse any specific medication, pharmacy, or pharmacologic product. Wellround Providers do not provide or prescribe any DEA controlled substances or scheduled medications. Wellround Providers reserve the right to deny care for actual or potential misuse of the Services.

Not an Insurance Product

Mantra is not an insurer. The Services are not insurance products, and the amounts paid to Mantra or Providers by you or by your University on your behalf are not insurance premiums.

3.              Availability of Services

Mantra and the Providers operate subject to state and federal regulations. If you are a Student User and located off-campus and in another state, the Services may not be available to you. You represent that you are not a person barred from enrolling for and/or receiving the Services under the laws of the United States or other applicable jurisdictions in which you may be located. Accessing the Services from jurisdictions where content is illegal, or where we do not offer Services, is prohibited.

Access to and use of the Site and/or the Services is limited exclusively to Student Users who are: (1) enrolled at the universities with which Mantra has contracted; (2) located in a state where the Services are available at the time services are to be rendered; and (3). Services are not available to Student Users located outside the United States. Direct-Pay Users ability to use the Site and Services is limited to exclusively Direct-Pay Users who are (1) over the age of majority in the state where you are located (unusually 18 in most states); and (2) located in a State where we have licensed Providers. Accessing the Services from jurisdictions where content is illegal, or where we do not or are not licensed to the Services, is prohibited.

4.              Ordering and Purchasing of Services or Products

Typographical Errors and Incorrect Pricing

In the event a Service is listed at an incorrect price due to typographical error or error in pricing information received from a third party, we shall have the right to refuse or cancel any orders placed for the Products and/or Service(s) listed at the incorrect price. We shall have the right to refuse or cancel any such orders whether or not the order has been confirmed and your credit or debit card charged. If your credit or debit card has already been charged for the purchase and your order is canceled, we will promptly issue a credit to your credit or debit card account in the amount of the charge.

Online Payments

You may be able to purchase Services and Products on the Site. To the extent that you are able to make such purchases, we accept credit and U.S. debit cards. If a credit card account is being used for a transaction, Mantra may obtain preapproval for an amount up to the amount of the payment. If you enroll to make recurring payments automatically, all charges and fees will be billed to the credit card you designate during the setup process.  If you want to designate a different credit card or if there is a change in your credit card, you must change your information online. This may temporarily delay your ability to make online payments while we verify your new payment information.

You represent and warrant that if you are making online payments that: (a) any credit card, debit card, and bank account information you supply is true, correct, and complete; (c) you have sufficient authorization to use any applicable credit card, debit card, or bank account to make online payments; (c) charges incurred by you will be honored by your credit/debit card company or bank; and (d) you will pay the charges incurred by you in the amounts posted, including, without limitation, any applicable taxes.

5.              Eligibility; Site Access, Security and Restrictions; Passwords

If you are a User, In order to access the Site and the Services, you represent and warrant that you are older than 18 years old or otherwise have adequate authority and capacity to consent to use the Site and the Services under applicable state laws, federal laws or the authorization of a parent or legal guardian who agrees to be bound by these Terms. If you are a User, you agree to fully, accurately, and truthfully create your Mantra Account (“Account”), including, but not limited to, your name, mailing address, phone number, email address, and password, which become your login credentials. The login credentials are personal to you, and you are solely responsible for maintaining the confidentiality of your login credentials, and for all activities that occur under such login credentials. You agree to prohibit anyone else from using your login credentials and agree to immediately notify Mantra at hi@mantrahealth.com of any actual or suspected unauthorized use of your login credentials or other security concerns of which you become aware. Your access to the Site may be revoked by Mantra at any time with or without cause.

You are prohibited from violating or attempting to violate the security of the Site, including, without limitation, (a) accessing data not intended for such User or logging onto a server or an account which the User is not authorized to access; (b) attempting to probe, scan, or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; or (c) accessing or using the Site or any portion thereof without authorization, in violation of these Terms of Use or in violation of applicable law.

You may not use any scraper, crawler, spider, robot, or other automated means of any kind to access or copy data on the Site, deep-link to any feature or content on the Site, bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Site. Violations of system or network security may result in civil or criminal liability. Mantra will investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting Users who are involved in such violations. You agree not to use any device, software, or routine to interfere or attempt to interfere with the proper working of this Site or any activity being conducted on this Site.

6.              Electronic Communications

When you use the Site or Services, or send e-mails, messages, and other communications from your desktop or mobile device to us, you are communicating with us electronically. You consent to receive communications from us electronically. You agree that: (a) all agreements and consents can be signed electronically; and (b) all notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such notices and other communications be in writing. Mantra or a Wellround Provider may contact you by telephone, mail, or email to verify your account information. Mantra or a Wellround Provider may request further information from you and, if you are a Student User, your University, and you agree to provide such information to ensure that you have not fraudulently created your Account. If you do not provide this information in the manner requested within fourteen (14) days of the request, we reserve the right to suspend, discontinue, or deny your access to and use of the Site and the Services until you provide the information to us as requested.

7.              Consent to Receive Calls and Text Messages

By providing your mobile number, you are agreeing to be contacted by or on behalf of Mantra at the mobile number you have provided, including calls and text messages, to receive informational, or Service related communications (e.g., progress tracking, reminders, etc.), and communications relating to the Site and Services. Message and data rates may apply. To stop receiving text messages, text the word STOP in response to the text message. We may confirm your opt out by text message. If you subscribe to multiple types of text messages from us, we may unsubscribe you from the service that most recently sent you a message or respond to your STOP message by texting you a request to identify services you wish to stop. Please note, that by withdrawing your consent, some Site features and certain Services may no longer be available to you. Keep in mind that if you stop receiving text messages from us you may not receive important and helpful information and reminders about your Services.

8.              Ownership of The Site and Related Materials; Additional Restrictions

All pages within this Site and any material made available for download are the property of Mantra, or its licensors or suppliers, as applicable. The Site is protected by United States and international copyright and trademark laws.

Subject to these Terms of Use, Mantra grants you a revocable, nontransferable (except as provided below), personal, nonexclusive license to use the Site.  All rights not expressly granted to you in these Terms of Use are reserved and retained by Mantra or its licensors, suppliers, publishers, rights holders, or other content providers. Neither the Site and Services, nor any part of the Site and Services, may be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without the express written consent of Mantra. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Mantra without express written consent. You may not use any meta tags or any other "hidden text" utilizing Mantra’s name or trademarks without the express written consent of Mantra. You may not misuse the Site or Services. You may use the Site and Services only as permitted by law. The content of the Site, including, without limitation, the files, documents, text, photographs, images, audio, and video, and any materials accessed through or made available for use or download through this Site may not be copied, distributed, modified, reproduced, published, or used, in whole or in part, except for purposes authorized or approved in writing by Mantra. You may not frame or utilize framing techniques to enclose, or deep linking to, any name, trademarks, service marks, logo, content or other proprietary information (including; images, text, page layout, or form) of Mantra without our express written consent.

You may provide suggestions, comments, or other feedback (collectively, “Feedback”) to Mantra with respect to its products and services, including the Services. Feedback is voluntary. Mantra may use Feedback for any purpose without obligation of any kind. To the extent a license is required under your intellectual property rights to make use of the Feedback, you grant Mantra an irrevocable, non-exclusive, perpetual, fully-paid-up, royalty-free license to use the Feedback in connection with Mantra’s business, including the enhancement of the Services.

9.              Accuracy of Information; Functionality

Although Mantra attempts to ensure the integrity and accuracy of the Site and Service descriptions, it makes no representations, warranties, or guarantees whatsoever as to the correctness or accuracy of the Site, Service descriptions, and other content on the Site. It is possible that the Site could include typographical errors, inaccuracies or other errors, and that unauthorized additions, deletions, and alterations could be made to the Site by third parties. In the event that an inaccuracy arises, please inform Mantra at hi@mantrahealth.com so that it can be corrected. Information contained on the Site may be changed or updated without notice. Additionally, Mantra shall have no responsibility or liability for information or content posted to the Site from any non-Mantra affiliated third party.

Mantra and Wellround each reserves complete and sole discretion with respect to the operation of the Site and the Services. We may withdraw, suspend, or discontinue any functionality or feature of the Site or the Services, among other things. We are not responsible for transmission errors, corruption, or compromise of information carried over local or interchange telecommunications carrier. We are not responsible for maintaining information arising from use of the Site or with respect to the Services. We reserve the right to maintain, delete, or destroy all communications or information posted or uploaded to the Site or the Services in accordance with our internal record retention and/or destruction policies.

10.           Links to Other Sites

Mantra makes no representations whatsoever about any other website that you may access through this Site. When you access a non-Mantra site, please understand that it is independent from Mantra, and that Mantra has no control over the content on that website. In addition, a link to a non-Mantra website does not mean that Mantra endorses or accepts any responsibility for the content, or the use, of the linked site. It is up to you to take precautions to ensure that whatever you select for your use or download is free of items such as viruses, worms, Trojan horses, and other items of a destructive nature. If you decide to access any of the third party sites linked to this Site, you do so entirely at your own risk.

11.           User Information

If you submit, upload, post, or transmit any health or psychiatric information, medical and psychiatric history, conditions, problems, symptoms, personal information, consent forms, agreements, requests, comments, ideas, suggestions, information, files, videos, images, or other materials to us or our Site (“ User Information”), you agree not to provide any User Information that: (1) is false, inaccurate, defamatory, abusive, libelous, unlawful, obscene, threatening, harassing, fraudulent, pornographic, or harmful, or that could encourage criminal or unethical behavior; (2) violates or infringes the privacy, copyright, trademark, trade dress, trade secrets, or intellectual property rights of any person or entity; or (3) contains or transmits a virus or any other harmful component. You agree not to contact other Site users through unsolicited e-mail, telephone calls, mailings, or any other method of communication. You represent and warrant to Mantra and the Providers that you have the legal right and authorization to provide all User Information to Mantra and the Providers for use as set forth herein and required by Mantra and the Providers.

“Patient Information” means information, data, and other content, including, but not limited to, clinical, laboratory data, or referral information provided by a User to Mantra and/or Wellround, in any form or medium, that is submitted, posted, or otherwise transmitted by or on behalf of a User through the Services. Patient Information remains the property of the User. You acknowledge that as a result of the Services to be provided hereunder, Mantra and Wellround will have access to and/or obtain protected health information (“PHI”) or personally identifiable information (“PII”), in written and/or electronic format, including, but not limited to, your medical and referral records. Mantra and Wellround may share that PHI or PII  with medical providers who are involved in your care, and if you are a Student User, relevant University providers or officials as may be applicable and consistent with any agreement that Mantra and Wellround have with your University.

If you are a User, in the event that Mantra and the Providers de-identifies and anonymizes your information such that it is no longer considered PHI or PII, and as such,  does not contain any reference to you as a User, it will no longer be considered Patient Information. In that instance, you give to Mantra and Wellround full rights to use modify, adapt, enhance, create derivative works and/or other improvements, transmit and distribute this de-identified and anonymized information and perform all acts with respect to said as may be necessary to provide the Services. Mantra may collect, compile and use this de-identified and anonymized information for purposes including but not limited to analytics, research, preparation of case studies and other educational and research related publication and usage. Mantra and the Wellround will neither sell nor commercially market this de-identified and anonymized information.

You agree not to: (i) access the Site or use the Services in any unlawful way or for any unlawful purpose; (ii) post or transmit (a) a message under a false name, or (b) any data, materials, content, or information (including, without limitation, advice, and recommendations) (collectively “Information”) which is (1) libelous, defamatory, obscene, fraudulent, false, or contrary to the ownership or intellectual property rights of any other person, or (2) contains or promotes any virus, worm, Trojan horse, time bomb, malware, or other computer programing or code that is designed or intended to damage, destroy, intercept, download, interfere, manipulate, or otherwise interrupt or expropriate the Site or the Services, personal information, software, equipment, servers, or Information or facilitate or promote hacking or similar conduct; (iii) impersonate or misrepresent your identity or falsely state or misrepresent your affiliation with a person or entity; (iv) tamper, hack, spoof, copy, modify, or otherwise corrupt the administration, security, or proper function of the Site or the Services; (v) use robots or scripts with the Site; (vi) attempt to reverse engine, reverse assemble, reverse compile, decompile, disassemble, translate, or otherwise alter, defraud, or create false results from any executable code, information on, or received by this Site; (vii) to have any antivirus or antispyware software running that is set to override the internet browser’s cookies setting; (viii) incorrectly identify the sender of any message transmitted to Mantra, including by altering the attribution or origin of electronic mail, messages, or posting; (ix) harvest or collect personal information about any other individual who uses the Site or the Services; (x) infringe or facilitate infringement on any copyright, patent, trademark, trade secret, or other proprietary, publicity, or privacy rights of any party, including such rights of third parties; and (xi) audio or video record any component of sessions with any Mantra employee or Wellround Provider, coach, or employee.

You agree to defend, indemnify, and hold harmless Mantra and the Wellround Providers from and against all third-party claims, damages, and expenses (including reasonable attorneys’ fees) against or incurred by us arising out of any User Information you upload to or transmit through the Site.

12.           Claims of Copyright Infringement

We disclaim any responsibility or liability for copyrighted materials posted on our Site. If you believe that your work has been copied in a manner that constitutes copyright infringement, please follow the procedures set forth below.

Mantra respects the intellectual property rights of others and expects its Users to do the same. In accordance with the Digital Millennium Copyright Act ("DMCA"), we will respond promptly to notices of alleged infringement that are reported to Mantra’s Designated Copyright Agent, identified below.

Notices of Alleged Infringement for Content Made Available on the Site

If you are a copyright owner, authorized to act on behalf of one, or authorized to act under any exclusive right under copyright, please report alleged copyright infringements taking place on or through our Site by sending us a notice ("Copyright Notice") complying with the following requirements.

1. Identify the copyrighted works that you claim have been infringed.

2. Identify the material or link you claim is infringing (or the subject of infringing activity) and that access to which is to be disabled, including at a minimum, if applicable, the URL of the link shown on the Site where such material may be found.

3. Provide your mailing address, telephone number, and, if available, email address.

4. Include both of the following statements in the body of the Copyright Notice:

"I hereby state that I have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law (e.g., as a fair use)."

"I hereby state that the information in this Copyright Notice is accurate and, under penalty of perjury, that I am the owner, or authorized to act on behalf of the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed."

5. Provide your full legal name and your electronic or physical signature.

Deliver this Copyright Notice, with all items completed, to our Copyright Agent:

Matthew Kennedy

Mantra Health, Inc.

228 Park Ave S

PMB 70930

New York, New York 10003-1502 

13.           Intellectual Property

With the exception of your Student Patient Information and User information discussed above, Mantra and the Wellround Providers, as applicable, retain all right, title, and interest in and to the Site, the Services, and any information, products, documentation, software, or other materials on the Site, and any patent, copyright, trade secret, trademark, service mark, or other intellectual property, or proprietary right in any of the foregoing, except for information on the Site licensed by Mantra and the Wellround Providers (in that case, the license provider retains all right, title, and interest therein). The information available through the Site and the Services is the property of Mantra and the Wellround Providers, as applicable. You agree not to store, copy, modify, reproduce, retransmit, distribute, disseminate, rent, lease, loan, sell, publish, broadcast, display, or circulate such information to anyone. Use, reproduction, copying, or redistribution of Mantra’s and/or the Wellround Providers’ trademarks, service marks, and logos are strictly prohibited without the prior written permission of Mantra and/or the Wellround Providers, as applicable. The immediately foregoing sentence also applies to any third-party trademarks, service marks, and logos posted on the Site. Nothing contained on the Site should be construed as granting, by implication, estoppel, waiver or otherwise, any license or right to use any trademarks, service marks, or logos displayed on the Site without the written grant thereof by Mantra, the Wellround Providers, or the third-party owner of such trademarks, service marks, and/or logos. The Site may contain other proprietary notices and copyright information, the terms of which you agree to follow.

 Mantra may delete any information provided by you that it deems in its sole discretion fraudulent, abusive, defamatory, obscene, or in violation of copyright, trademark, or other intellectual property or ownership right of any other person or entity.

14.           CAN-SPAM Act and Telephone Consumer Protection Act Compliance

Mantra and the Providers are committed to being compliant with the Controlling the Assault of Non-Solicited Pornography and Marketing Act (“CAN-SPAM ACT”) and the Telephone Consumer Protection Act (“TCPA”). You consent to receive text messages from us as set forth in Section 7, above (“Consent to Receive Calls and Text Messages”). Emails, newsletters, and text messages received from us are intended to fully comply with the CAN-SPAM ACT and the TCPA. In the event you receive an email or text message from us which you do not believe is fully compliant with the CAN-SPAM ACT or the TCPA, please contact us immediately at hi@mantrahealth.com.

You shall not market, promote, or solicit Mantra products or services in ways that would violate the CAN-SPAM ACT, the TCPA, or any other laws. You shall not infringe on the rights of others; distribute chain letters or unsolicited bulk electronic mail (“spamming”); propagate computer worms or viruses; use a false identity; attempt to gain unauthorized entry to any site or network; or infringe copyrights, trademarks, or other intellectual property rights.

You further agree to comply with U.S. export laws concerning the transmission of technical data and regulated materials via the Internet.

15.           Disclaimer of Warranties

MANTRA DOES NOT WARRANT THAT ACCESS TO OR USE OF THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS IN THE SITE WILL BE CORRECTED. THIS SITE, INCLUDING ANY CONTENT OR INFORMATION CONTAINED WITHIN IT OR ANY SITE-RELATED SERVICE, IS PROVIDED "AS IS," WITH ALL FAULTS, WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY OF INFORMATION, QUIET ENJOYMENT, AND TITLE/NON-INFRINGEMENT. MANTRA DOES NOT WARRANT THE ACCURACY, COMPLETENESS, OR TIMELINESS OF THE INFORMATION OBTAINED THROUGH THE SITE.

YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THIS SITE, SITE-RELATED SERVICES, AND LINKED WEBSITES. MANTRA DOES NOT WARRANT THAT FILES AVAILABLE FOR DOWNLOAD WILL BE FREE OF VIRUSES, WORMS, TROJAN HORSES, OR OTHER DESTRUCTIVE PROGRAMMING. YOU ARE RESPONSIBLE FOR IMPLEMENTING PROCEDURES SUFFICIENT TO SATISFY YOUR NEEDS FOR DATA BACK UP AND SECURITY.

WARRANTIES RELATING TO PRODUCTS OR SERVICES OFFERED, SOLD, AND DISTRIBUTED BY MANTRA ARE SUBJECT TO SEPARATE WARRANTY TERMS AND CONDITIONS, IF ANY, PROVIDED BY MANTRA OR THIRD PARTIES WITH OR IN CONNECTION WITH THE APPLICABLE PRODUCTS OR SERVICES. MANTRA DOES NOT GUARANTEE THAT THROUGH USE OF OUR SERVICES ANY PRESCRIPTIONS WILL BE WRITTEN FOR YOU. PROVIDERS DO NOT PRESCRIBE DEA CONTROLLED SUBSTANCES, SUCH AS THOSE CONTAINING OPIOIDS OR AMPHETAMINES. YOU ACKNOWLEDGE AND UNDERSTAND THAT THE USE OR MISUSE OF THE PRODUCTS OBTAINED THROUGH OUR SITE MAY RESULT IN UNDESIRABLE OR UNEXPECTED CONSEQUENCES. MANTRA DOES NOT ACCEPT ANY LIABILITY FOR THE CONSEQUENCES ARISING FROM THE APPLICATION, USE, OR MISUSE OF ANY PRODUCTS OR SERVICES CONTAINED ON OR MADE AVAILABLE THROUGH THE SERVICE, INCLUDING ANY INJURY OR DAMAGE TO ANY PERSON OR PROPERTY AS A MATTER OF NEGLIGENCE, OR OTHERWISE, INCLUDING YOUR FAILURE TO COMPLY WITH ANY WARNING LABELS ATTACHED TO THE PRODUCTS.

16.           Limitation of Liability Regarding Use of Site

EXCEPT AS PROVIDED BY LAW, AND WITHOUT LIMITATION:

MANTRA AND WELLROUND (INCLUDING THE PROVIDERS) SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION) ARISING OUT OF OR RELATING IN ANY WAY TO THE SITE, SITE-RELATED SERVICES, CONTENT OR INFORMATION CONTAINED WITHIN THE SITE, AND/OR ANY LINKED WEBSITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE AND/OR LINKED WEBSITES IS TO STOP USING THE SITE AND/OR THOSE SERVICES. TO THE EXTENT ANY ASPECTS OF THE FOREGOING LIMITATIONS OF LIABILITY ARE NOT ENFORCEABLE, THE MAXIMUM LIABILITY OF MANTRA TO YOU WITH RESPECT TO YOUR USE OF THIS SITE IS $500 (FIVE HUNDRED DOLLARS). YOU HEREBY AGREE TO WAIVE, TO THE FULLEST EXTENT PERMITTED BY LAW, ALL LAWS THAT LIMIT THE EFFICACY OF SUCH INDEMNIFICATIONS OR RELEASES.

17.           No Third-Party Rights

Unless expressly stated in the Terms of Use to the contrary, nothing herein is intended to confer any rights or remedies on any persons other than you, Mantra, the Wellround Providers, and their affiliates. Nothing in the Terms of Use is intended to relieve or discharge the obligation or liability of any third persons to you, Mantra, the Providers, and its affiliates, nor shall any provision give any third parties any right of subrogation or action over against you, Mantra, the Providers, and its affiliates.

18.           Assignment

You may not assign, transfer, or delegate the Terms of Use or any part thereof without Mantra’s prior written consent. Mantra may freely transfer, assign, or delegate all or any part of the Terms of Use, and any rights or duties hereunder or thereunder. The Terms of Use will be binding upon and inure to the benefit of the heirs, successors, and permitted assignees of the parties.

19.           Dispute Resolution; Arbitration Agreement

We will try work in good faith to resolve any issue you have with Site, including Services ordered or purchased through the Site, if you bring that issue to the attention of our customer service department. However, we realize that there may be rare cases where we may not be able to resolve an issue to a customer's satisfaction.

You and Mantra agree that any dispute, claim, or controversy arising out of or relating in any way to these Terms of Use or your use of the Site, including Services ordered or purchased through the Site, shall be determined by binding arbitration instead of in courts of general jurisdiction. You agree that, by agreeing to these Terms of Use, the 

U.S. Federal Arbitration Act governs the interpretation and enforcement of this provision, and that you and Mantra are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of these Terms of Use and any other contractual relationship between you and Mantra.

If you desire to assert a claim against Mantra, and you therefore elect to seek arbitration, you must first send to Mantra, by certified mail, a written notice of your claim ("Notice"). The Notice to Mantra should be addressed to: Attn: Matthew Kennedy, 228 Park Ave S., PMB 70930 New York, New York 10003 ("Notice Address"). If Mantra desires to assert a claim against you and therefore elects to seek arbitration, it will send, by certified mail, a written Notice to the most recent address we have on file or otherwise in our records for you. A Notice, whether sent by you or by Mantra, must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought ("Demand"). If Mantra and you do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or Mantra may commence an arbitration proceeding or file a claim in small claims court. During the arbitration, the amount of any settlement offer made by Mantra or you shall not be disclosed to the arbitrator. You may download or copy a form Notice and a form to initiate arbitration from the American Arbitration Association at www.adr.org. If you are required to pay a filing fee, after Mantra receives notice at the Notice Address that you have commenced arbitration, it will promptly reimburse you for your payment of the filing fee, unless your claim is for more than US $10,000.

The arbitration will be governed by the laws of the state of New York, the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (collectively, "AAA Rules") of the American Arbitration Association ("AAA"), as modified by these Terms of Use, and will be administered by the AAA. The AAA Rules and Forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by requesting them from us by writing to us at the Notice Address. The arbitrator is bound by the terms of these Terms of Use. All issues are for the arbitrator to decide, including issues relating to the scope and enforceability of these Terms of Use, including this arbitration agreement. Unless Mantra and you agree otherwise, any arbitration hearings will take place in New York, New York (if you reside outside of the United States, any arbitration hearings will take place in your country of residence at a location reasonably convenient to you, but will remain subject to the AAA Rules including the AAA rules regarding the selection of an arbitrator). If your claim is for US $10,000 or less, we agree that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds US $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based. If the arbitrator issues you an award that is greater than the value of Mantra’s last written settlement offer made before an arbitrator was selected (or if Mantra did not make a settlement offer before an arbitrator was selected), then Mantra will pay you the amount of the award or US $1,000, whichever is greater. Except as expressly set forth herein, the payment of all filing, administration, and arbitrator fees will be governed by the AAA Rules. Each party shall pay for its own costs and attorneys' fees, if any. However, if any party prevails on a statutory claim that affords the prevailing party attorneys' fees, or if there is a written agreement providing for payment or recovery attorneys’ fees, the arbitrator may award reasonable fees to the prevailing party, under the standards for fee shifting provided by law.

YOU AND MANTRA AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Mantra agree otherwise, the arbitrator may not consolidate more than one person's claims with your claims and may not otherwise preside over any form of a representative or class proceeding. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim.

If this Agreement to Arbitrate provision is found to be unenforceable, then (a) the entirety of this arbitration provision shall be null and void, but the remaining provisions of these Terms of Use shall remain in full force and effect; and (b) exclusive jurisdiction and venue for any claims will be in state or federal courts located in and for New York, New York.

20.           Force Majeure

We will not be deemed to be in breach of these terms or liable for any breach of these terms or our privacy policy due to any event or occurrence beyond our reasonable control, including without limitation, acts of God, terrorism, war, invasion, failures of any public networks, electrical shortages, earthquakes or floods, civil disorder, strikes, fire, or other disaster.

21.           Indemnification

You agree to defend, indemnify, and hold harmless Mantra, Wellround and Providers, and any affiliates from and against any and all rights, demands, losses, liabilities, damages, claims, causes of action, actions, and suits (no matter whether at law or equity), fees, costs, and attorney’s fees of any kind whatsoever arising directly or indirectly out of or in connection with: (i) your use or misuse of the Site, Services or any information posted on the Site; (ii) your breach of the Terms of Use or Privacy Policy; (iii) the content or subject matter of any information you provide to Mantra or any Provider or customer service agent; and/or (iv) any negligent or wrongful act or omission by you in your use or misuse of the Site, Services, or any information on the Site, including without limitation, infringement of third party intellectual property rights, privacy rights, or negligent or wrongful conduct.

To the extent applicable, you will obtain Mantra’s prior written consent to any settlement or judgment in which you agree to any finding of fault of Mantra or defect in the Site or Services.  Mantra will promptly notify you in writing of any claim subject to this indemnification, promptly provide you with the information reasonably required for the defense of the same and grant you exclusive control over its defense and settlement.

 

22.           Revisions; General

Mantra reserves the right, in its sole discretion, to terminate your access to all or part of this Site, with or without cause, and with or without notice. Mantra reserves the right to modify these Terms of Use at any time, effective upon posting. Any use of this website after such changes will be deemed an acceptance of those changes. You agree to review the Terms of Use each time you access this website so that you may be aware of any changes to these Terms. In the event that any of the Terms of Use are held by a court or other tribunal of competent jurisdiction to be unenforceable, such provisions shall be limited or eliminated to the minimum extent necessary so that these Terms of Use shall otherwise remain in full force and effect. These Terms of Use constitute the entire agreement between Mantra and you pertaining to the subject matter hereof. In its sole discretion, Mantra may from time-to-time revise these Terms of Use by updating this posting. You should, therefore, periodically visit this page to review the current Terms of Use, so you are aware of any such revisions to which you are bound. Certain provisions of these Terms of Use may be superseded by expressly designated legal notices or terms located on particular pages within this Site.

Copyright/Trademark Information. Copyright ©2022 Mantra Health, Inc. All rights reserved. All trademarks, logos, and service marks (“Marks”) displayed on the Site are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.

How to Contact Us:

Mantra Health, Inc.

Attn: Matthew Kennedy

228 Park Ave S

PMB 70930

New York, New York 10003-1502

Telephone: +1 800 464-2083

Email: hi@mantrahealth.com