Consumer Terms of Use

These Terms of Use (these “Terms”) form a legal agreement between Turquoise Health Co., a Delaware corporation with offices at 421 Broadway #5108, San Diego, CA 92101(“Turquoise”, “we”, “us”, or “our”) and you (“User”, “you”, or “your”), and govern User’s access to and use of the Turquoise’s website based pricing transparency platform (currently located at https://turquoise.health/) as may be provided or made available by Turquoise from time to time (the “Platform”). Our handling of any information collected or provided through use of our Platform is governed by our Privacy Policy (currently located at https://turquoise.health/legal#privacy-policy). Our Platform is controlled and operated from the United States, intended for use solely within the United States, and is subject to United States Law.

TURQUOISE MAKES NO CLAIM, REPRESENTATION, OR WARRANTY AS TO THE ACCURACY, RELIABILITY, OR SUITABILITY OF THE INFORMATION CONTAINED WITHIN THE PLATFORM, INCLUDING, BUT NOT LIMITED TO, THE CONTENT AND ANY OTHER INFORMATION CONTAINED IN ANY TEXT, DOCUMENTS, GRAPHICS, AND OTHER ELEMENTS. THE PLATFORM MAY CONTAIN TECHNICAL ERRORS, TYPOGRAPHICAL ERRORS, ERRORS MADE OR PERPETUATED BY THIRD PARTIES, OR OTHER FORMS OF ERROR. THE PLATFORM MAY BE CHANGED WITHOUT NOTICE AND IS NOT GUARANTEED TO BE COMPLETE, CORRECT, TIMELY, CURRENT OR UP-TO-DATE. TURQUOISE RESERVES THE RIGHT IN ITS SOLE DISCRETION TO MAKE ALTERATIONS OR DELETIONS TO THE PLATFORM AND ANY FUNCTIONALITY, CONTENT OR INFORMATION PROVIDED WITH THE PLATFORM AT ANY TIME WITHOUT NOTICE.

PLEASE READ THESE TERMS CAREFULLY BEFORE ACCESSING OR USING THE PLATFORM. THESE TERMS GOVERN USER’S USE OF THE PLATFORM, AND AFFECT USER’S LEGAL RIGHTS AND OBLIGATIONS. USER MUST BE AT LEAST 18 YEARS OLD TO ACCESS AND USE THE PLATFORM. MINOR CHILDREN UNDER THE AGE OF 18 MAY NOT ACCESS AND USE THE PLATFORM. YOU ACKNOWLEDGE AND CONFIRM THAT (I) YOU HAVE READ AND UNDERSTAND ALL OF THE ABOVE TERMS, CONDITIONS, POLICIES, PROVISIONS, DISCLOSURES AND DISCLAIMERS, (II) THAT THIS AGREEMENT HAS THE SAME FORCE AND EFFECT AS A SIGNED AGREEMENT, AND (II) THAT YOU EXPRESSLY AGREE TO BE BOUND BY THE TERMS HEREOF. THESE TERMS SHALL REMAIN IN EFFECT UNTIL USER CEASES USING THE PLATFORM OR TURQUOISE TERMINATES USER’S RIGHT TO USE THE PLATFORM.

Turquoise reserves the right, at its sole discretion, to make changes to all or part of these Terms at any time. User is responsible for checking these Terms periodically for changes. User’s continued use of the Platform means that User agrees to any new or modified provisions of these Terms posted on the Platform.

These Terms contain the following information, which you can access by scrolling down:

1. Access and Use of the Platform
2. Restrictions
3. Intellectual Property; Feedback
4. Compliance with Laws; Privacy
5. Communications with Users; Links to Third Parties
6. Disclaimers
7. Limitation of Liability
8. Indemnity
9. Governing Law and Jurisdiction
10. Dispute Resolution
11. Miscellaneous
12. Contact Information

1. Access and Use of the Platform

1. To the extent required for use, User may be required to first set up an account by registering through the Platform (an “Account”) Upon completion of the registration process and acceptance of these Terms, Turquoise hereby grants User a limited, revocable, personal, non-exclusive, non-transferable right during the term of these Terms to access and use the Platform for User’s personal use.
2. To the extent that User provides any information, including but not limited to personal information, to Turquoise or its representatives, User warrants that (i) User is providing or obtaining only User’s own information or the information of others which User is authorized to provide to third parties and/or obtain from third parties on their behalf; and (ii) the use of such information by Turquoise and its representatives will not infringe upon or misappropriate the intellectual property rights or otherwise violate the rights of any third parties. USER EXPRESSLY ACKNOWLEDGES AND AGREES THAT TO THE EXTENT USER SUBMITS, PROCESSES OR TRANSMITS ANY PATIENT DATA, HEALTH INFORMATION OR PROTECTED HEALTH INFORMATION (“PHI”) AS DEFINED BY THE HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT OF 1996 (“HIPAA”) IN OR THROUGH THE PLATFORM, USER HAS OBTAINED ALL NECESSARY PERMISSIONS, CONSENTS, LICENSES, AND AUTHORIZATIONS NECESSARY TO TRANSMIT, UPLOAD, AND OR/USE THE PATIENT DATA, HEALTH INFORMATION AND/OR PHI IN CONNECTION WITH THE PLATFORM PROVIDED HEREUNDER OR OTHERWISE IN CONNECTION WITH THESE TERMS. User acknowledges and agrees that the Internet is inherently unsecure and that user data and/or PHI transmitted in connection with the Platform or these Terms may be subject to interception by an unauthorized third party, and that data conversion and transmission is subject to the likelihood of human and machine errors, omissions, delays, and losses, including inadvertent loss of data or damage to media, that may give rise to loss or damage. Turquoise shall not be liable for any such errors, omissions, delays, or losses.
3. In connection with registration of its Account, if applicable, User will be required to create a password to securely access the Platform. User is solely responsible for maintaining the strict confidentiality of any username and password User creates in order to access and use the Platform. User will be solely responsible for any damages or losses that may be incurred or suffered as a result of User’s failure to maintain strict confidentiality of User’s username and password. User should immediately notify Turquoise in writing of any need to deactivate User’s Account due to potential or actual security concerns. Turquoise will not be liable for any harm related to the use or misuse of User’s username and password, User’s disclosure of such items to another person, or User’s authorization to allow another person or entity to access and use the Platform under User’s login credentials.
4. User represents and warrants that the information User supplies to Turquoise through its Account or in connection with its use of the Platform is true, correct and complete. Turquoise may employ the use of third-party services for the purpose of facilitating estimates to Users and otherwise in connection with the Platform. By submitting User’s information, User grants Turquoise the right to provide the information to these third parties subject to Turquoise’s Privacy Policy.
5. Turquoise may use email to communicate with User on a recurring basis. By providing User’s email address and/or phone number, User consents and gives permission to be contacted at such email address and/or phone number by Turquoise and its partners. User certifies that User has provided User’s own contact information.
6. Turquoise will not be liable for any failures or deficiencies in the performance of the Platform by reason of maintenance, breakdown, or any event beyond Turquoise’s control, including without limitation natural disasters, internet outage, interruption of service, labor disturbances, technological disaster, terrorism, or war.
7. User’s rights under these Terms will terminate automatically with or without notice from Turquoise if User fails to comply with these Terms. Upon termination, User shall immediately cease all use of the Platform. Turquoise reserves the right to terminate User’s access to any or all aspects of the Platform or to discontinue any aspect of the Platform at any time for any reason whatsoever without notice to User.

2. Restrictions

User may only use the Platform for lawful, non-commercial purposes. User agrees that User will not, and any data provided by User in connection with its use of the Platform will not: (i) infringe any copyright, patent, right of privacy, right of publicity, trademark, trade secret, or other right of Turquoise or any third party; (ii) abuse, defame, harass, or stalk any individual or other user of the Platform; (iii) interfere or attempt to interfere with, or damage or attempt to damage, the Platform or the proper working thereof, including, without limitation, through the use of cancel bots, denial of service attacks, flood pings, forged routing or electronic mail address information, harmful code, packet or IP spoofing, phishing, Trojan horses, viruses, or similar methods or technology; (iv) use any deep-link, page-scrape, robot, spider, or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Platform or any content thereon, or in any way reproduce or circumvent the navigational structure or presentation of the Platform, to obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the Platform; (v) misrepresent User’s identity, provide false information, impersonate another person or entity, misrepresent User’s affiliation with a person or entity, including, without limitation, Turquoise, create or use a false identity, or attempt to use another user’s account; (vi) attempt to obtain unauthorized access to the Platform; (vii) collect, reverse look-up, trace or seek to trace, manually or through automated means, information about other users or visitor to the Platform without their express consent; (viii) use any meta tags or any other hidden text utilizing the Turquoise name, service marks, trademarks, or product or service names; (ix) advertise, offer to sell, or sell any goods or services set forth in the Platform or otherwise use the Platform to solicit other users, except as expressly permitted by Turquoise; (x) engage in any activity that interferes with any third party’s ability to use or enjoy the Platform; (xi) probe, scan, or test the vulnerability of the Platform or any network connected thereto, or breach the security or authentication measures on the Platform or any network connected thereto; (xii) take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Platform or Turquoise’s systems or networks, or any systems or networks connected thereto; or (xiii) assist any third party in engaging in any activity prohibited by these Terms.

Turquoise may investigate and prosecute violations of any of the above to the fullest extent of the law and involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that Turquoise has no obligation to monitor your access to or use of the Platform but has the right to do so for the purpose of operating the Platform, to ensure your compliance with this Agreement or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. Turquoise reserves the right, at any time and without prior notice, to remove or disable access to any content that Turquoise, at its sole discretion, considers to be in violation of this Agreement or otherwise harmful to the Platform.

You agree that in the event of an actual or threatened breach of this Section by you, Turquoise will have no adequate remedy at law and will be entitled to immediate and injunctive and other equitable relief, without bond and without the necessity of showing actual money damages.

3. Intellectual Property; Feedback

The Platform, and all intellectual property, trademarks, service marks, information, data, and other materials made available to User in connection with these Terms, together with the design of the Platform, and text, scripts, graphics and features and other content, data and materials therein (collectively, “Content”) are the sole and exclusive property of Turquoise and its licensors, and are available to User solely for purposes of User’s use of and access to the Platform in accordance with these Terms. The Content is owned by or licensed to Turquoise and protected by copyright and other intellectual property rights under United States and foreign laws and international conventions. All rights, title and interests in and to the Content and all copyrights, trade secret rights, patents, trademarks and any other intellectual property or proprietary rights in and to the Content shall at all times remain the exclusive property of Turquoise and/or its licensors. Except for the limited rights granted herein, nothing in these Terms shall transfer to User any right, title, or interest in or to any Content.

Turquoise may provide User with a mechanism to provide feedback, suggestions and ideas, if User chooses, about its products and services (“Feedback”). User agrees that Turquoise may, in its sole discretion, use the Feedback User provides to Turquoise in any way, including in future modifications of the Platform or in other Turquoise products or services. User hereby grants Turquoise a perpetual, worldwide, irrevocable, fully-paid, royalty-free, sublicenseable and transferable license to use, modify, create derivative works from, distribute, display, and otherwise exploit the Feedback for any purpose.

4. Compliance with Laws; Privacy

Turquoise will treat any information it collects or receives from User through the Platform in accordance with its Privacy Policy (the “Privacy Policy”), which is incorporated by reference. Please review the Privacy Policy before using the Platform. If User is unwilling to accept the terms and conditions of the Privacy Policy, do not use the Platform.

In order to provide the Platform and products to User, the Platform may access and process patient data, health information, and PHI. Turquoise’s use of PHI may be governed by separate terms and conditions between Turquoise and its customers. Patient data, health information, and PHI should only be submitted through the Platform as permitted or required for use of the Platform. Turquoise may use and disclose any patient data, health information, and PHI it receives as necessary to operate the Platform, provide its services, operate its business, as permitted or required by law, or as otherwise expressly permitted by User. Turquoise may share any patient data, health information, and PHI it receives with customers who have a relationship with User, such as third party payers that User is enrolled with or providers from whom User seeks care.

5. Communications with Users; Links to Third Parties

Turquoise and its partners, through the Platform or the contact information User has provided, may contact User regarding certain offers or products of Turquoise or other of its partners that Turquoise believes may be beneficial to User. User understands and agrees that Turquoise may contact User in this manner. User will also have the authority to opt out of such use at any time by contacting Turquoise.

The Platform also may contain links to the websites of Turquoise partners, advertisers, or unrelated third party companies (“Linked Sites”). Turquoise does not own and has no control over the Linked Sites and therefore assumes no responsibility and makes no warranties or representations with respect to the availability of these Linked Sites, their content, advertising material, and the products or services available at or through the Linked Sites. Turquoise does not endorse any Linked Site, is not bound by the terms and conditions, if any, of such Linked Sites, and the existence of a Linked Site does not mean that Turquoise has any affiliation, connections, endorsement, or sponsorship of such websites or their owners or operators.

The Platform may also display, include, or make available third-party content, products or services, including those of healthcare providers and health plans (“Third-Party Materials”). You acknowledge and agree that Turquoise is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Turquoise does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials.

6. Disclaimers

USER AGREES THAT USER’S USE OF THE PLATFORM SHALL BE AT USER’S SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, TURQUOISE, ITS SUPPLIERS, LICENSORS, AND AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE PLATFORM, CONTENT, AND USER’S USE THEREOF, INCLUDING WITHOUT LIMITATION ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TIMELINESS, ACCURACY, COMPLETENESS, TITLE, SECURITY, AND NON-INFRINGEMENT AS WELL AS ALL WARRANTIES ARISING BY USAGE OF TRADE, COURSE OF DEALING, OR COURSE OF PERFORMANCE. THE PLATFORM AND ALL CONTENT ARE PROVIDED “AS AVAILABLE,” “AS IS,” AND “WITH ALL FAULTS,” WITHOUT WARRANTY OR CONDITION OF ANY KIND. TURQUOISE SPECIFICALLY DISCLAIMS ANY AND ALL LIABILITY OR LOSS ARISING OUT OF ANY ACTION TAKEN IN RELIANCE ON THE PLATFORM AND/OR ANY CONTENT PROVIDED ON THE PLATFORM. YOU UNDERSTAND AND AGREE THAT ANY CONTENT AND/OR DATA ACCESSED, DOWNLOADED, OR OTHERWISE OBTAINED THROUGH THE USE OF THE PLATFORM IS USED AT YOUR OWN RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH CONTENT, MATERIAL AND/OR DATA. TURQUOISE DOES NOT WARRANT THAT THE PLATFORM OR ANY CONTENT ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS THAT MANIFEST CONTAMINATING OR DESTRUCTIVE PROPERTIES. TURQUOISE MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE AVAILABILITY, ACCURACY, OR COMPLETENESS OF THE PLATFORM OR CONTENT, AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM USER’S ACCESS TO AND/OR USE OF THE PLATFORM OR CONTENT, (II) ANY UNAUTHORIZED ACCESS TO OR USE OF TURQUOISE’S OR ITS SUPPLIERS’ SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (III) ANY TRANSMISSION TO OR FROM THE PLATFORM, AND/OR (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE PLATFORM THROUGH THE ACTIONS OF ANY THIRD PARTY. NEITHER TURQUOISE NOR ANY OF ITS LICENSORS, SUPPLIERS, OR AFFILIATES WARRANT THAT (A) THE PLATFORM OR CONTENT WILL MEET USER’S REQUIREMENTS OR WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, (B) THE PLATFORM OR CONTENT WILL BE UP-TO-DATE, COMPLETE, COMPREHENSIVE, OR ACCURATE, OR THAT ERRORS WILL BE CORRECTED, OR (C) ANY RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE PLATFORM. USER UNDERSTANDS AND AGREES THAT NOTHING IN THIS SECTION SHALL LIMIT OR RESTRICT USER’S RIGHTS WITH RESPECT TO ITS PHI UNDER HIPAA.

Turquoise is not responsible or liable for the accuracy of any information or content provided or sent by User or other users of the Platform. User is solely responsible for verifying the accuracy of any and all information User sends or receives through the Platform, including User data or any of User’s health information, data, or records.

7. Limitation of Liability

IN NO EVENT SHALL TURQUOISE, ITS AFFILIATES, LICENSORS, OR SUPPLIERS, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER RESULTING FROM OR RELATED TO YOUR ACCESS TO OR INABILITY TO ACCESS, OR USE OF, THE PLATFORM OR ANY SERVICES, THE CONTENT OR OTHER INFORMATION PROVIDED ON THE PLATFORM, INCLUDING WITHOUT LIMITATION ANY LOSS OF PROFITS, GOODWILL, REVENUE, OR DATA , IN EACH CASE WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT TURQUOISE IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

IF ANY EXCLUSION, DISCLAIMER, OR OTHER PROVISION CONTAINED IN THESE TERMS IS HELD TO BE INVALID FOR ANY REASON BY A COURT OF COMPETENT JURISDICTION, AND TURQUOISE, OR ONE OF ITS AFFILIATES, OFFICERS, DIRECTORS, AGENTS, OR EMPLOYEES BECOMES LIABLE FOR LOSS OR DAMAGE THAT COULD OTHERWISE BE LIMITED, THE AGGREGATE LIABILITY OF TURQUOISE AND ITS AFFILIATES, LICENSORS, AND SUPPLIERS TO USER FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, ANY PORTION OF THE PLATFORM OR OTHERWISE ANY CLAIM UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO ONE HUNDRED DOLLARS ($100.00 USD). BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO USER. IF USER IS DISSATISFIED WITH ANY PORTION OF THE PLATFORM, OR WITH ANY PORTION OF THESE TERMS, USER’S SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE PLATFORM.

IF USER IS A RESIDENT OF NEW JERSEY, TO THE EXTENT NEW JERSEY LAW PROHIBITS THE LIMITATIONS AND/OR EXCLUSIONS OF LIABILITY SET FORTH IN THESE TERMS, SUCH LIMITATIONS AND/OR EXCLUSIONS SHALL NOT APPLY TO USER.

Any claim or cause of action that User may have arising out of or related to User’s use of the Platform, these Terms, or User’s use of Content made available through or on the Platform must be filed within one (1) year after such claim or cause of action arose or it shall forever be barred, notwithstanding any statute of limitations or other law to the contrary.

8. Indemnity

User agrees to indemnify, and hold Turquoise, its suppliers and affiliates, and their respective officers, directors, employees, contractors, successors, assignees, and agents harmless, and at Turquoise’s option, defend, from and against any and all claims, losses, liability, costs, damages, and expenses (including attorneys’ fees) arising from or related to User’s use of the Platform or Content or violation of these Terms, User’s provision of any information to the Platform, or User’s violation of any rights of a third party.

9. Governing Law and Jurisdiction

These Terms shall be governed by the laws of the State of California, without respect to its conflict of laws principles. Any claim or dispute that relates to or arises out of in any way to User’s use of Turquoise’s services or these Terms shall be decided exclusively by a court of competent jurisdiction located in San Diego, California, subject to the dispute resolution provisions below. Each party waives any objections based on forum non conveniens and waives any objection to venue of any action instituted hereunder to the extent that an action is brought in the courts identified above.

10. Dispute Resolution

You agree that any dispute arising out of or relating in any way to your use of the Platform or these Terms requires that the claim be resolved exclusively by confidential binding arbitration except that, to the extent you have in any manner violated or threatened to violate the Platform and any intellectual property rights therein, we may seek injunctive or other appropriate relief. The arbitration shall be conducted before three neutral arbitrators in San Diego, California, U.S.A., in accordance with the rules of the American Arbitration Association (“AAA”), as then in effect. No claims of any other parties may be joined or otherwise combined in the arbitration proceeding. Unless otherwise expressly required by applicable law, each party shall bear its own attorneys’ fees without regard to which party is deemed the prevailing party in the arbitration proceeding. Except for punitive and consequential damages (which may not be awarded), and subject to these Terms, the arbitrators shall be authorized to award either party any provisional or equitable remedy permitted by applicable law. The parties shall equally share all AAA charges and fees associated with the arbitration.

BECAUSE THE USE OF THE PLATFORM REQUIRES THE ARBITRATION OF ANY CLAIMS OR DISPUTES EXISTING BETWEEN THE PARTIES, NEITHER PARTY WILL HAVE THE RIGHT TO PURSUE THAT CLAIM IN COURT OR BEFORE A JUDGE OR JURY OR TO PARTICIPATE IN A CLASS ACTION OR ANY OTHER COLLECTIVE OR REPRESENTATIVE PROCEEDING. THE ARBITRATORS’ DECISION WILL BE FINAL AND BINDING. OTHER RIGHTS THAT EITHER PARTY WOULD HAVE IF SUCH PARTY WENT TO COURT, INCLUDING WITHOUT LIMITATION THE RIGHT TO CONDUCT DISCOVERY OR TO APPEAL, MAY BE LIMITED OR UNAVAILABLE IN ARBITRATION.

The award of the arbitrators may be enforced in any court having jurisdiction thereof. Each party hereby consents (i) to the exclusive jurisdiction of the state or federal courts having jurisdiction over San Diego, California for any action (a) to compel arbitration, (b) to enforce any award of the arbitrators, (c) at any time prior to the qualification and appointment of the arbitrators, for temporary, interim or provisional equitable remedies, or (d) to enforce Turquoise’s intellectual property rights under these Terms, and (ii) for service of process in any such action by registered mail or any other means provided by law. Should this Section be deemed invalid or otherwise unenforceable for any reason, it shall be severed and the parties agree that sole and exclusive jurisdiction and venue for any claims will be in the state or federal courts having jurisdiction over San Diego, California.

11. Miscellaneous

Turquoise may assign its rights and duties under these Terms without notice to User. User may not assign these Terms without the prior written consent of Turquoise, and any assignment in contravention of the foregoing shall be null and void. If any provision of these Terms is deemed invalid or unenforceable by a court of competent jurisdiction, such provision shall not affect the validity or enforceability of the remaining provisions of these Terms, which shall remain in full force and effect. No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and Turquoise’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. These Terms, as revised from time to time by Turquoise, constitute the entire agreement between the parties with regard to the subject matter in these Terms and supersede all prior understandings and agreements, whether written or oral, as to such subject matter. Any rights not expressly granted herein are reserved to Turquoise.

12. Contact Information

If User has any questions about these Terms, Turquoise’s practices, or User’s dealings with the Platform, please contact us through one of the methods below:

E-mail: info@turquoise.health