Terms and Conditions

ACKNOWLEDGEMENT & ACCEPTANCE OF TERMS
Welcome to the Center for Medical Weight Loss (“CMWL”) website. Our goal is to make your experience with CMWL as satisfying as possible. It is important that You are fully aware of both of our respective legal rights and obligations. For that reason, CMWL has created these Terms Of Use (“TOS”). Please carefully review these TOS, as it forms a binding agreement between You and CMWL.

As used herein, “You” means anyone who visits the CMWL Website (“Website”) and/or registers for a Virtual Care Center (“VCC”) account. A “VCC User” is someone who uses the VCC. A “Local Provider” is a participating medical provider who delivers the CMWL program in person. A “Virtual Provider” is a participating medical provider who delivers the CMWL program remotely and solely via telemedicine.

By using this Website, You agree to these Terms of Service (“TOS”). If you do not agree with the TOS, you should not use this Website. If you choose to use the VCC, you must agree to the Terms Of Use of the VCC (“VCC TOS”). If you do not agree to the VCC TOS, as defined below, you will not be permitted to use the VCC.

DISCLAIMER – THE CMWL WEBSITE DOES NOT PROVIDE MEDICAL ADVICE
The Website is designed to provide access to practical and useful information in relation to the CMWL Weight Loss Program (the “Program”). The Website is provided with the clear understanding that CMWL as a corporate entity and the Website are NOT medical organizations and are NOT engaged in rendering medical advice or diagnosis. If medical advice or other expert assistance is required, the services of competent, qualified professional(s) should be sought. CMWL and the Website are NOT a substitute for communications with a properly trained physician or medical provider who can provide qualified diagnosis and treatment.

CMWL PUBLIC SITE

You may visit some pages on the CMWL Website without submitting personally identifiable information (“PII”) through a registration process. The Website, inclusive of the VCC, does use Cookies to collect non-personally identifiable information in order to enable specific Website features and functionality.
See more about the purpose and use of Cookies in the CMWL Privacy Policy.

THE VIRTUAL CARE CENTER (“VCC”)
CMWL is the operator of the VCC. The VCC provides secure access to web-based services (“VCC Services”) designed to provide remote access to the digital tools used in conjunction with the CMWL Weight Loss Program via a Local Provider, Virtual Provider, or a hybrid combination of the two. This can include a progress chart, the CMWL Behavioral Counseling System, and other Program content. CMWL reserves the right to modify the content, features, and functionality of the VCC at any time.

ELIGIBILITY

CMWL takes the privacy of children very seriously. You cannot register for the VCC or use any VCC Services if You are under the age of 13. You cannot follow the Program and/or use the VCC Services supporting the Program if you are under the age of 18.
Pregnant and breastfeeding individuals are not eligible to follow the Program or use the VCC Services.
Individuals who have a Body Mass Index (BMI) under 18.5 are not eligible to follow the Program or use the VCC Services.
Individuals who are actively breastfeeding are not eligible to follow the Program or use the VCC Services.

REGISTRATION & PROGRAM VALIDATION
To access VCC Services, you are required to register a unique account on the Website using a valid email address and password. You may access VCC Services that support Your personalized Program only through the assignment of Your unique CMWL ID Number. Only You may use the account You create. Use of your account by another user is strictly prohibited.

PROGRAM FEES
Providing You are eligible, The VCC enables you to use the VCC Services to follow the Program either in conjunction with a Local Provider, Virtual Provider, or a combination of the two. Program fees vary depending on how you choose to follow the Program.

If you choose to follow the Program with a Local Provider, Program Fees are exclusively set by each provider.

Program Fees with a Virtual Provider are published on the Website and at the point of purchase when booking virtual visits. These purchases require You to enter valid credit card information that You authorize to be charged for the Program.

If you choose to follow the Program using a Local Provider and Virtual Provider, the Program fees will be a combination as described above.

VISIT CANCELLATION AND REFUND POLICIES
All visit cancellation and refund policies vary by location if you choose to follow the Program with a Local Provider.

If you opt to follow the Program with a Virtual Provider, you choose to prepurchase a bundle of virtual visits and CMWL Products for the defined Program period. Program fees for the Virtual Provider Program are non-refundable.

If you schedule an Initial Consultation visit with a Virtual Provider, twenty-four (24) hours advanced notice is required for cancellation in order to receive a full refund for that visit.

PRIVACY PROTECTION
CMWL is committed to protecting your privacy online. Please read the information below to learn about the terms and conditions regarding Your use of this site. You acknowledge that these TOS are part of our website’s Privacy Policy, and by accessing or using our Website, whether as a registered user or an unregistered visiting user, You agree to be bound by all of its terms and conditions. If You do not agree to these terms, please do not access or use this Website.

By registering to use the VCC Services, CMWL will collect personally identifiable information (“PII”), including Your name and email address, as well as information about Your weight loss progress as it relates to Your health, such as mechanical scale or Body Composition Analysis (“BCA”) scale data, medications, health conditions and behavioral counseling modules. You understand that You authorize CMWL to access information and data related to Your participation in the Program collected upon registration and enrollment in order to operate the VCC Services. You also understand that You authorize the sharing of PII and Program information You enter into the website via VCC Services with Your chosen Local Provider and/or Virtual Provider, where applicable, as a part of your participation in the Program. CMWL will provide the necessary and required protocols to ensure the privacy and protection of Your PII, Program, and health information as part of Your use of the VCC Services.

You understand and authorize the use of Your non-identifiable information for the purposes of measuring the effectiveness of the Program in clinical research studies. Your non-identifiable information will be shared with independent third party research partners using necessary and required protocols to protect Your PII.

MEASURES YOU MUST TAKE TO PROTECT YOUR OWN PRIVACY
Please be careful and responsible whenever You are using the VCC Services regardless of device through which the VCC Services are accessed. For example, make sure You sign out or close Your computer’s browser once You have finished your session on the VCC, as this will help prevent others from accessing Your PII. If You share a computer or mobile device with someone or are using a computer or mobile device in a public/semi-public environment such as an internet cafe, educational institution, library, etc., You are responsible for the security of and access to Your computer or mobile device and therefore Your account and its information, including your unique CMWL ID. Finally, remember that You are responsible for protecting Your username and password and any other account information.

LIABILITY
The use of the VCC Services and its contents is at your own risk. When using the VCC Services, information will be transmitted over a medium that may be beyond the control and jurisdiction of CMWL. Accordingly, CMWL assumes no liability for or relating to the delay, failure, interruption, or corruption of any data or other information transmitted in connection with use of the VCC Services. You also accept that use of any CMWL Products purchased via www.cmwldirect.com, whether used as part of a structured Program or not, is at your own risk.

The VCC Services and the content are provided on an “as is” basis. CMWL, TO THE FULLEST EXTENT PERMITTED BY LAW, DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE. Without limiting the foregoing, CMWL makes no representations or warranties about the accuracy, reliability, completeness, correctness, or timeliness of the content, software, text, graphics, links, or communications provided on or through the use of the VCC Services or the approval or compliance of any software tools with regard to the content contained on the Website.

In no event shall CMWL, its affiliates, or any third parties mentioned on the Website be liable for any damages (including, without limitation, incidental and consequential damages, personal injury, wrongful death, lost profits, or damages resulting from lost data or business interruption) resulting from the use of or inability to use the Website or VCC Services, whether based on warranty, contract, tort, or any other legal theory, and whether or not CMWL, its affiliates, or any third parties mentioned on the Website are advised of the possibility of such damages. CMWL, its affiliates, or any third parties mentioned on the Website are not liable for any personal injury, including death, caused by your use or misuse of the VCC Services and content, or public areas on the Website.

PROPRIETARY CONTENT RIGHTS OF END USER SUBMISSIONS
Any personal information or other information governed by the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”) that You submit to the VCC Services is governed by Our Privacy Policy. Any other information You transmit to CMWL via the VCC Services or Website, whether by email submission, direct entry, post to a public area, or otherwise, shall be considered an automatic grant or warranty that the owner of such content or intellectual property has expressly granted us a royalty-free, perpetual, irrevocable, worldwide, nonexclusive license to use, reproduce, create, derive works from, modify, publish, edit, translate, distribute, perform, and display the communication or content in any media or any form, format, or forum now known or hereafter developed. Without this license, CMWL would be unable to provide the Website or VCC Services. The license You grant to CWML is non-exclusive (meaning you are free to license your content to anyone else in addition to CMWL), fully-paid, and royalty-free (meaning that we are not required to pay You for the use on the VCC Services of the content that You post), sub-licensable (meaning CMWL may sublicense its rights through multiple tiers of sublicenses), and worldwide (because the Internet and the Website are global in reach).

You should be aware that any PII which You voluntarily include and transmit through publicly accessible forums, where available, may be viewed and used by anyone with access to such forums. CMWL is unable to control such uses of Your PII, and by using such Website features, You assume the risk that the PII provided by You may be viewed and used by third parties.

PROHIBITED CONDUCT
You agree that You are solely responsible and liable for Your acts or omissions made on or through the use of the Website or VCC Services. Your authorization to use and CMWL’s provision of the Website and VCC Services is conditioned upon Your proper use of the Website and VCC Services. Therefore, You agree that You shall NOT engage in any activity which CMWL in its sole discretion deems inappropriate or unacceptable, including but not limited to the following:

conduct criminal or illegal activity, including child pornography, fraud, trafficking in obscene material, drug dealing, gambling, harassment, stalking, spamming, spimming, sending of viruses or other harmful files, copyright infringement, patent infringement, or theft of trade secrets;
advertising to, or solicitation of, any member to buy or sell any products or services through the Website or VCC. You may not transmit any chain letters or junk email to other members. It is also a violation of these TOS to use any information obtained from the Website or VCC in order to contact, advertise to, solicit, or sell to any member without their prior explicit consent.
use this Website or these VCC Services in any manner inconsistent with or in violation of these TOS and VCC TOS as well as all applicable local, state, national or international laws and/or regulations having the force of law.
use the account, user ID, or password of another VCC User at any time
engage in any activity that is deemed by CMWL to be libelous, defamatory or slanderous.
interfere with, disrupt or create an undue burden upon the Website and VCC Services or servers and/or networks connected to the Website and VCC Services.
use the Website and VCC Services in any manner that could damage, disable, overburden or impair the Website and VCC Services.
attempt to gain unauthorized access to the Website and VCC Services, other accounts, computer systems or networks connected to the Services, through password mining or any other means.
harvest or collect email addresses or other contact information of VCC users, including user IDs, from the VCC Services by electronic or other means modify, adapt, translate, or reverse engineer any portion of the Website and VCC Services , or use any robot, spider, site search/retrieval application, or other device to retrieve or index any portion or the Website and VCC Services.
reformat or frame any portion of the web pages that are part of the Website and VCC Services.
remove any copyright, trademark or other proprietary rights notices contained in or on the Website and VCC Services.
disseminate any unsolicited or unauthorized advertising, promotional materials, ‘junk mail’, ‘spam’, ‘chain letters’, ‘pyramid schemes’, or any other form of such solicitation.
upload, post, or transmit unsolicited commercial email or “spam” or engage in any practice that is in any way connected with “spam”.
use the Website or VCC Services as a forwarding service to another website.
import, export, re-export or permit downloading of any message or content in violation of any export or import law, regulation or restriction of the United States and its agencies or authorities, or without all required approvals, licenses or exemptions.
engage in any other activity deemed by CMWL to be in conflict with the spirit or intent of these TOS and VCC TOS.
make any automated use of the Website or VCC Services.
circumvent, disable or otherwise interfere with security features of the Website or VCC Services or features that prevent or restrict use or copying of any content or enforce these TOS and VCC TOS and/or send more messages through the Website or VCC Services in a given period of time than a single human can reasonably manually produce in the same period by using a conventional on-line web browser sending one message at a time.

COPYRIGHT & TRADEMARK- AUTHORIZATION TO USE SERVICES
All right, title and interest in the intellectual property and proprietary rights in the Website and VCC Services and all of the CMWL-generated or licensed content (e.g. text, audio, audiovisual, graphics, software, photographs, page layout, and design) available on or through the Website and VCC Services as well as all technical data and software used with the Services (software, scripts, and all other data) (the “CMWL Content”) are owned, licensed or used with permission by CMWL. CMWL’s Content is protected by copyright, trademark, patent, trade secret and other laws, and CMWL retains all rights (owned or licensed) in the CMWL Content on the Website and the VCC Services. CMWL hereby grants You a limited, nonexclusive, non-assignable, revocable, non-sublicensable license to access, reproduce and display using standard internet browser software, the CMWL Content (excluding any software code) solely for Your personal, educational, non-commercial use in connection with using the Website and VCC Services. Decompiling, reverse engineering, disassembling, or otherwise extracting the code used in any software on the Website and VCC Services into a human readable form in order to examine the construction of such software and/or to copy or create other products based (in whole or in part) on such software, is strictly prohibited. Except as otherwise provided herein, You may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any CMWL Content appearing on or through the Website and VCC Services. Use of CMWL Content anywhere other than on or through the Services for any reason is prohibited. All features of and content on or through the Services is presumed to be proprietary and copyrighted, unless otherwise designated. You have no proprietary rights whatsoever in the Services or its features.

THIRD PARTY WEB SITES AND SERVICES
The Website and VCC Services may contain links to other web sites and services not maintained by CMWL. In addition, other web sites and services may also reference or link to the Website and VCC Services. If You follow a link to any of these third party web sites, please note that these websites have their own privacy policies and that CMWL does not accept any responsibility or liability for these policies. We encourage You to be aware when You leave our Website, or surf the Internet, and to read the privacy statements of each and every web site and service that You visit before You submit any PII to these websites. We do not endorse, screen or approve, and are not responsible for the privacy practices or the content of, such other web sites and services.

CMWL’s Privacy Policy applies solely to information collected by CMWL through our Website and VCC Services. CMWL does not assume any liability for third parties that have been provided with PII as permitted by this Privacy Policy or who have collected PII as permitted by this Privacy Policy, such as advertisers using third party cookies or vendors using information required to operate the Website and VCC Services.

TERMINATION
These VCC TOS remain effective unless and until terminated by either You or CMWL. You may terminate these VCC TOS at any time by no longer using the VCC Services, provided that all prior uses of this Website shall be governed by these VCC TOS. CMWL may terminate these VCC TOS at any time and without notice, and accordingly deny You access to this website, in CMWL’s sole discretion for any reason, including Your failure to comply with any term or provision of these VCC TOS.

MODIFICATIONS & UPDATES
The Website and VCC Services offered hereunder may be updated, modified, removed or disabled, in whole or in part, without notice and for any reason in CMWL’s sole discretion. Please note that these Website and VCC TOS may also be modified, changed, updated, revised and reissued at any time by updating this posting. If CMWL does change these VCC TOS, it will post the most recent version of these Website and VCC TOS and indicate its effective date. You are solely responsible for regularly reviewing these Website and VCC TOS so that You will be apprised of any change(s). Your continued use of the Website or VCC Services after any such change(s) constitutes Your continued and/or renewed acceptance of these Website TOS and VCC TOS as modified.

JURISDICTION
You expressly agree that exclusive jurisdiction for any dispute with CMWL or this Website and VCC shall be within the State of New York, and You further agree and expressly consent to the exercise of personal jurisdiction in the court of the State of New York in connection with any such dispute, including any claim involving CMWL or its affiliates, subsidiaries, employees, contractors, officers, directors, telecommunication providers, and content providers.

These Website TOS andVCC TOS are governed by the internal substantive laws of the State of New York, without respect to its conflict of laws principles. If any provision of these Website TOS and VCC TOS is found to be invalid, void or unenforceable by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Website TOS and VCC TOS, which shall remain in full force and effect. No waiver of any of these Website TOS and VCC TOS shall be deemed a further or continuing waiver of such term or condition or any other term or condition.

INDEMNIFICATION
You agree to indemnify and hold CMWL, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of Your use of the VCC or Website in violation of these Website TOS or VCC TOS and/or arising from a breach of these Website TOS and VCC TOS and/or any breach of Your representations and warranties set forth above and/or if any content that You post on the VCC or through the Website causes CMWL to be liable to another.

OTHER
By using the Website, VCC or any of CMWL’s services hereunder, You agree to these Website TOS and VCC TOS. These Website TOS, VCC TOS and our Privacy Policy constitute the entire agreement between You and CMWL with respect to the use of the Website, VCC, and its Content and Services. The failure of CMWL to exercise or enforce any right or provision of these Website TOS and VCC TOS shall not operate as a waiver of such right or provision. The section titles in these Website TOS and VCC TOS are for convenience only and have no legal or contractual effect. This Website TOS and VCC TOS operates to the fullest extent permissible by law.

QUESTIONS
If You wish to have a question answered regarding these Website TOS and VCC TOS, or CMWL’s Privacy Policy, or You wish to have a privacy concern investigated, email us at privacy@cmwl.com or mail us at 50 N. Broadway #280, Tarrytown, NY 10591.

Last Updated and Effective on November 21, 2022