Terms of Use

TERMS OF USE

These Terms of Use (the “Terms of Use” or the “Agreement”) describe the terms on which you may access and use the prescription drug access program (the “Program” or “Services”) and related products and services (the “Services”) offered through the mobile app that links to these Terms of Use (the “Website”), which is owned and operated by Clutch Holdings LLC (“Clutch”). BY CLICKING YOUR ACCEPTANCE OF THESE TERMS OF USE, YOU SIGNIFY THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THIS AGREEMENT. Your continued use of the Services following the posting of any changes to the Terms of Use constitutes acceptance of those changes. In the event of any inconsistency between the Clutch Privacy Policy and this Agreement, this Agreement shall control.

We may revise the Terms of Use from time to time by updating this posting, with the new terms taking effect on the date of posting. You should review these Terms of Use every time you use the Services because they are binding on you. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS SET FORTH HERE, PLEASE DO NOT USE THE WEBSITE OR THE MOBILE APP.

CLUTCH IS NOT INSURANCE

CLUTCH IS A MEMBERSHIP ORGANIZATION THAT CONTRACTS WITH PHARMACIES AND OTHERS TO PROVIDE PATIENTS WITH ACCESS TO AFFORDABLE MEDICATIONS. AS DESCRIBED IN THESE TERMS OF USE, YOUR CLUTCH MEMBERSHIP ENTITLES YOU TO ACCESS TO AFFORDABLE MEDICATIONS. CLUTCH IS NOT AN INSURANCE PLAN, AND IS NOT INTENDED AS A SUBSTITUTE FOR INSURANCE. THE CLUTCH PRESCRIPTION DRUG ACCESS PROGRAM CANNOT BE USED IN CONJUNCTION WITH (1) ANY FEDERAL OR STATE-FUNDED PROGRAM SUCH AS MEDICARE OR MEDICAID OR (2) ANY HEALTHCARE COVERAGE OR BENEFIT. THE CLUTCH PRESCRIPTION DRUG ACCESS PROGRAM ALSO DOES NOT MEET MINIMUM CREDITABLE COVERAGE REQUIREMENTS UNDER STATE HEALTHCARE COVERAGE REGULATIONS. You have the right to cancel your access to the Services at any time as described in the “Termination” section. You may request a written list of pharmacies participating in the Program in your area, including name, address and phone number, by contacting us as indicated in the “Notices” section. Clutch does not make any payments to pharmacies to participate in the Program.

Please note that cash payments that you make for medications through the Services may not count toward your prescription drug coverage out of pocket costs, but you can confirm that by contacting your coverage provider. If you are a Medicare Part D beneficiary, then cash payments made through the Services will not count toward your Medicare Part D cost-sharing obligation.

AVAILABILITY

Clutch is available for use in 50 states.

PRESCRIPTION DRUG PRICING AND CHARGES

Clutch reserves the right to change its prescription drug prices in real time based on supply and demand trends, the location of the customer, the customer’s historical purchases and any other factors that may have an impact on Clutch’s cost structure. Clutch will always honor the price reflected at the time that the customer purchases a medication with the following limited exception. Clutch reserves the right to cancel a transaction and refund you if the underlying cost of the prescription drug changes significantly after you have purchased your medication.

For new purchases, we pre-authorize payment for the dosage and quantity that you have selected — it’s fully refundable. Your final price is based on the medication you pick up at the pharmacy. If you pick up a different form, dosage, or quantity, you will be charged or credited the difference. If you redeem a prescription at a pharmacy with which Clutch does not have a contract, you will be automatically charged the difference in price between the Clutch price and the Pharmacy’s price.

APPOINTMENT OF CLUTCH AS YOUR AGENT

Clutch provides healthcare management services designed to reduce the cost of your healthcare and facilitate your healthcare-related interactions with physicians, pharmacies, healthcare coverage providers and pharmacy benefit managers (“PBMs”) (collectively, “Healthcare Providers”). In order to provide you with these services, Clutch needs you to authorize Clutch to take certain actions on your behalf. BY ACCEPTING THESE TERMS OF USE, YOU APPOINT CLUTCH AS YOUR AGENT WITH RESPECT TO (I) OBTAINING YOUR MEDICAL INFORMATION, INCLUDING PROTECTED HEALTH INFORMATION (“PHI”) SUBJECT TO THE HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT (“HIPAA”), FROM YOUR HEALTHCARE PROVIDERS, INCLUDING EXERCISING YOUR RIGHT TO OBTAIN ACCESS TO YOUR PHI PURSUANT TO 45 C.F.R. § 164.524 ON ONE OR MORE OCCASIONS WHILE YOU ARE A CLUTCH MEMBER, AND (II) CONTACTING HEALTHCARE PROVIDERS, INCLUDING PHYSICIANS OR PHARMACIES, ON YOUR BEHALF TO REQUEST INFORMATION NECESSARY TO PROVIDE CLUTCH’S SERVICES, INCLUDING, BUT NOT LIMITED TO, YOUR MEDICAL AND HEALTHCARE COVERAGE INFORMATION, YOUR MEDICATION HISTORY, AND YOUR BILLING INFORMATION AND HISTORY. Examples of communications that Clutch may make on your behalf as your agent include contacting your pharmacy to (i) request transfer of your prescription to a new pharmacy, (ii) initiate a prescription refill or auto-refill or (iii) request that the pharmacy seek a prescription renewal authorization from your physician. Clutch may also contact your physician so that the physician may contact you regarding a refill renewal.

Clutch will be authorized to act as your agent solely for the purpose of providing the Services outlined in these Terms of Use. Your appointment of Clutch as your agent will end if this Agreement is terminated as described in the “Termination” section.

USE OF PROMOTIONS AND CLUTCH MEMBERSHIPS

You may only create one Clutch membership for your personal use; creation of multiple Clutch memberships by a single user is a breach of these Terms of Use with the following limited exception: You may create a membership for a dependent or other person for whom you have the authority to purchase and pickup medications, however, you will be responsible for compliance with these Terms of Use. Clutch may offer promotions from time to time, such as programs that offer you rewards for referring new users to Clutch or filling your first prescription through Clutch (“Clutch Promotions”). Referral promotion codes are intended for an invited user’s first prescription filled through Clutch – not for existing Clutch users. First-prescription promotions may only be used once by an individual user – you may not create multiple Clutch memberships and use a first-prescription promotion code more than once. A code issued to you to participate in a Clutch Promotion should only be used for personal and non-commercial purposes. This means that you can invite your friends to become Clutch members as part of a Clutch referral promotion using your personal connections via social media where you are the primary content owner. Public distribution of a Clutch referral promotion on sites where you are a contributor but not the primary content owner (e.g., Wikipedia, coupon websites) is not allowed. Promoting your referral code via Search Engine Marketing (e.g., AdWords) is also not allowed. Clutch reserves the right to suspend your account and revoke any referral credits if they were earned in violation of these Terms of Use. If you obtain a first-prescription offer in violation of these Terms of Use, Clutch reserves the right to charge the credit card that you have provided for the amount of any unauthorized first-prescription offer(s).

YOUR HEALTHCARE CHOICES

As described above, Clutch acts as your agent in facilitating healthcare-related interactions with your Healthcare Providers, but only to the extent that those interactions are initiated by you. You remain responsible for your healthcare choices and decisions. The Services are designed to offer you with additional choices and options regarding your healthcare, not limit those choices and options. You may always choose to obtain healthcare products and services through channels other than the Services and from Healthcare Providers that do not have arrangements with Clutch.

INFORMATION

The information presented in the App is intended and presented only for general educational purposes and is used solely at the risk of the user; is not intended as, and may not be used as, a substitute for the diagnosis, expertise, treatment, advice, and judgment of a physician, nurse, pharmacist or other healthcare professional (a health care professional should be consulted before taking or discontinuing a drug mentioned in the information presented or before relying on the information); is subject to change without notice; is not comprehensive and does not cover all uses, precautions, side effects, warnings, and interactions related to pharmaceuticals or treatments; may not apply to any specific medical condition, does not take into account personal circumstances and should not be relied upon or construed to indicate that a use of a drug or treatment is safe, appropriate, or effective for a given individual; is only applicable to use in the United States and its territories; does not constitute medical advice or professional advice of any kind; is offered “as is” with no warranty or guarantee of accuracy, completeness, or suitability for use by any individual; and has not been reviewed for compliance with federal or state pharmaceutical marketing, advertising, and disclosure statures or regulations.

TERMINATION

Clutch reserves the right, in its sole discretion, to terminate your access to all or part of the Services, with or without notice. Examples of activity that may lead to a termination of your use of the Services include your breach of any of these Terms of Use. You may terminate this Agreement by providing Clutch with ten (10) days written notice of such termination by contacting Clutch at info@clutch.health.

DISCLOSURE OF FINANCIAL RELATIONSHIPS

Clutch may at times receive compensation from its pharmaceutical manufacturer partners for providing marketing and adherence services.

NO PRACTICE OF MEDICINE

The Services are not intended to be, and must not be taken to be, the practice of medicine or the practice of other healthcare services by Clutch. Use of the Mobile App or the Services does not create a physician/patient or provider/patient relationship with Clutch. Clutch is not recommending or endorsing any specific prescription drug, pharmacy or other information. Please seek medical advice before starting, changing or terminating any medication or prescription.

PROPRIETARY RIGHTS IN MOBILE APP CONTENT

Clutch retains all copyright and other proprietary rights in the contents of this Mobile App and the Services (the “Content”). Elements of the Content are protected by copyright, trade dress and other laws, and may not be copied or imitated in whole or in part. Nothing shall be construed as granting you any license under any patent, trademark or copyright of Clutch or any third party. Certain portions of the Services contain information supplied and updated by third parties, or include links to third-party sites. Clutch is not responsible for, and makes no warranty as to the accuracy of, such information or sites.

Clutch claims no ownership in, nor any affiliation with, third-party trademarks or brand names that may appear on this site. Such third-party trademarks are used only to identify the products and services of their respective owners, and no sponsorship or endorsement on the part of Clutch should be inferred from their use. You are not permitted to use the trademarks displayed on the Services without the prior written consent of Clutch or the third party that may own the trademarks.

No Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, displayed, posted, transmitted or sold in any form or by any means, in whole or in part, without Clutch’s prior written permission. You may download or print a copy of any portion of the Content solely for your personal, non-commercial use, provided that you keep all copyright or other proprietary notices intact. You may not republish Content contained in the Services or incorporate the information in any other database or compilation. Any other use of the Content is strictly prohibited.

LINKS TO OTHER MOBILE APPS OR WEBSITES

The Services may contain links to other mobile apps or websites. We are not responsible for the content, accuracy or opinions expressed in such mobile apps or websites, and such mobile apps or websites are not investigated, monitored or checked for accuracy or completeness by us. Inclusion of any linked mobile app or website on or through the Services does not imply approval or endorsement of the linked mobile app or website by us. If you decide to leave this Mobile App or the Services and access these third-party mobile apps or websites, you do so at your own risk.

TEXT MESSAGING AND TELEPHONE CALLS

You agree that Clutch may contact you by telephone or text messages (including by an automatic telephone dialing system) at any of the phone numbers provided by you or on your behalf in connection with a Clutch account. Message and data rates may apply. You understand that your mobile phone service provider may charge you fees for calls made or texts sent to you, and you agree that we will have no liability for the cost of any such calls or texts.

LIMITATION OF LIABILITY

Clutch, its affiliates and any of its, or their, directors, officers, employees or agents shall not, under any circumstances, be liable for direct, consequential, incidental, indirect or special damages of any kind, or any other damages whatsoever, including, without limitation, those resulting from loss of use, data or profits, and whether resulting from the use or inability of use of any contents of the Services (or a mobile app or website linked to the Services), or any other cause, even if such cause involves negligence, or if we have been apprised of the likelihood of such damages occurring.

The above limitation, or exclusion, may not apply to you to the extent that applicable law prohibits the limitation or exclusion of liability for incidental or consequential damages.

DISCLAIMER OF WARRANTIES

YOU UNDERSTAND AND AGREE THAT THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND THAT CLUTCH DOES NOT ASSUME ANY RESPONSIBILITY FOR PROMPT OR PROPER DELIVERY, OR RETENTION OF ANY PERSONAL INFORMATION. CLUTCH EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

CLUTCH MAKES NO WARRANTY THAT (1) THE SERVICES WILL MEET YOUR REQUIREMENTS, (2) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, (3) THE QUALITY OF ANY INFORMATION, INCLUDING PRICING INFORMATION, OR OTHER MATERIAL OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS, AND (4) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.

ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM CLUTCH OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS OF USE.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

DISPUTE RESOLUTION

Any controversy or claim between the parties or arising out of these Terms of Use or any use of the Mobile App or the Services shall be determined by one disinterested arbitrator in binding arbitration pursuant to the Commercial Arbitration Rules and the Supplementary Procedures for Online Arbitration of the American Arbitration Association (the “AAA”). The arbitrator shall be experienced in agreements for information technology services, either as an attorney or as an information technology professional. If the parties fail to appoint an arbitrator within forty-five (45) days of the institution of the arbitration, the AAA shall select the arbitrator promptly thereafter. Any requests for accelerated, emergency or preliminary relief shall be submitted pursuant to the AAA’s Optional Rules for Emergency Measures of Protection. If any such requests are made before an arbitration panel is empaneled, then the AAA shall appoint one disinterested arbitrator as an arbitration panel to immediately hear and decide such request. The arbitration panel shall have the right to grant interim awards. Testimony shall be permitted by telephone, video conference and other forms of real-time telecommunications. If the arbitrator requires in-person hearings, the hearings shall be held in Atlanta, Georgia. The arbitral award will be final and binding, and may be entered and enforced in any court of competent jurisdiction.

WAIVER OF JURY TRIAL AND CLASS ACTIONS

BY ENTERING INTO THESE TERMS OF USE, YOU AND CLUTCH ACKNOWLEDGE AND AGREE TO WAIVE CERTAIN RIGHTS TO LITIGATE DISPUTES IN COURT, TO RECEIVE A JURY TRIAL OR TO PARTICIPATE AS A PLAINTIFF OR AS A CLASS MEMBER IN ANY CLAIM ON A CLASS OR CONSOLIDATED BASIS OR IN A REPRESENTATIVE CAPACITY. YOU AND CLUTCH BOTH AGREE THAT ANY ARBITRATION WILL BE CONDUCTED ON AN INDIVIDUAL BASIS AND NOT A CONSOLIDATED, CLASS-WIDE OR REPRESENTATIVE BASIS AND THE ARBITRATOR SHALL HAVE NO AUTHORITY TO PROCEED WITH AN ARBITRATION ON A CLASS OR REPRESENTATIVE BASIS. THE ARBITRATOR MAY AWARD 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 FOR ANY REASON THE ARBITRATION CLAUSE SET FORTH IN THESE TERMS OF USE IS DEEMED INAPPLICABLE OR INVALID, OR TO THE EXTENT THE ARBITRATION CLAUSE ALLOWS FOR LITIGATION OF DISPUTES IN COURT, YOU AND CLUTCH BOTH WAIVE, TO THE FULLEST EXTENT ALLOWED BY LAW, ANY RIGHT TO PURSUE OR TO PARTICIPATE AS A PLAINTIFF OR AS A CLASS MEMBER IN ANY CLAIM ON A CLASS OR CONSOLIDATED BASIS OR IN A REPRESENTATIVE CAPACITY.

INDEMNIFICATION

By accepting these Terms of Use, you agree to indemnify and otherwise hold harmless Clutch and its officers, employees, agents, subsidiaries, affiliates, licensors, suppliers and other partners from any direct, indirect, incidental, special, consequential or exemplary damages resulting from your use of the Services. YOU AGREE TO NOTIFY CLUTCH IF YOU STOP USING A PHONE NUMBER THAT YOU HAVE PROVIDED TO US WITH THE UNDERSTANDING THAT YOU WILL BE RECEIVING TEXT MESSAGES FROM CLUTCH. YOU AGREE TO INDEMNIFY CLUTCH FOR TEXT MESSAGING CHARGES AND FEES THAT MAY RESULT FROM YOUR FAILURE TO PROVIDE SUCH NOTIFICATION TO CLUTCH.

JURISDICTION

By accessing the Services, you and Clutch agree that all matters relating to your access to, or use of, the Services shall be governed by the statutes and laws of the State of Georgia, without regard to its conflicts of laws principles. You and Clutch also agree, and submit to the exclusive personal jurisdiction and venue of the courts of the State of Georgia with respect to such matters. Clutch makes no representation that materials contained in the Services are appropriate or available for use in other locations, and accessing them from territories where their contents are illegal is prohibited. Those who choose to access the Services from other locations do so on their own initiative, and are responsible for compliance with local laws.

NOTICES

Clutch may deliver notice to you under these Terms of Use by means of e-mail, a general notice posted on this Website, or by written communication delivered by first-class U.S. mail to the address that you have provided to Clutch. You may give notice to, or submit comment, questions or complaints to, Clutch at any time via e-mail or by letter delivered by first-class postage prepaid U.S. mail or overnight courier to the following address:

Clutch Health LLC
438 Porsche Ave
Atlanta, GA 30354
Attn: Terms of Use/Plan Administrator
You can also contact us via email to: info@clutch.health
Telephone: (844) 429-4279

SURVIVAL

The provisions of these Terms of Use entitled “Limitation of Liability,” “Disclaimer of Warranties,” “Indemnification,” “Jurisdiction” and “General Provisions” will survive the termination of this Agreement.

GENERAL PROVISIONS

Except as provided in a particular “Legal Notice” on this Website, these Terms of Use, along with the Clutch Privacy Policy, constitute the entire agreement and understanding between you and Clutch with respect to use of the Services, superseding all prior or contemporaneous communications with Clutch. These Terms of Use are severable, and in the event any provision is determined to be invalid or unenforceable, such invalidity or unenforceability shall not in any way affect the validity or enforceability of the remaining provisions. A printed version of these Terms of Use shall be admissible in judicial or administrative proceedings based upon or relating to use of the Services to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. The section titles of this Agreement are displayed for convenience only and have no legal effect. Nothing in this Agreement shall be deemed to confer any third-party rights or benefits.