2. MEDICAL SERVICES DISCLAIMER

Nature of Services: Soulera is a medical clinic that provides non-emergency medical services including, but not limited to, prescription-based peptide therapy, regenerative medicine services (where legally permitted), blood panels and diagnostic testing, weight loss and metabolic treatment, performance optimization, longevity and vitality programs, and chronic pain support, recovery, and movement optimization. All services are provided under the supervision of licensed medical providers and require the establishment of a valid doctor-patient relationship.

Emergency Care Limitation: THE SERVICES PROVIDED BY SOULERA ARE NOT INTENDED FOR EMERGENCY MEDICAL SITUATIONS. If you are experiencing a medical emergency, you should immediately call 911 or go to the nearest emergency room. Do not use the Platform or attempt to contact Soulera providers for emergency medical care. Soulera providers are not available for emergency consultations, and any delay in seeking emergency care could result in serious harm or death.

Not a Substitute for Primary Care: Soulera’s services are designed to complement, not replace, your relationship with your primary care physician or other healthcare providers. You should maintain regular contact with your primary care physician and inform them of any treatments or medications prescribed by Soulera providers. Soulera does not provide comprehensive primary care services, routine preventive care, or management of acute medical conditions requiring immediate attention.

Regulatory Compliance: All services are provided in compliance with applicable federal and state regulations, including but not limited to the Ryan Haight Online Pharmacy Consumer Protection Act (21 U.S.C. § 829) and Florida Statute § 456.47 regarding telehealth services. Soulera acknowledges that regulations governing telehealth, prescription medications, and peptide therapies continue to evolve, and our services may be modified to ensure ongoing compliance with applicable laws and regulations.

3. DOCTOR–PATIENT RELATIONSHIP

Establishment of Relationship: A doctor-patient relationship with Soulera is established only after you have completed our intake process and undergone an initial consultation and medical evaluation by one of our licensed medical providers. This relationship is established when a Soulera provider, in their professional judgment, determines that they can appropriately provide medical care to you based on your medical history, current health status, and treatment goals.

Provider Licensing: All medical services are provided by healthcare providers who are licensed to practice medicine in the state where you are located at the time services are rendered. The doctor-patient relationship exists solely between you and the individual licensed provider who evaluates and treats you, not with Soulera as an entity.

Scope of Relationship: The doctor-patient relationship established with Soulera providers is limited to the specific services offered through our Platform and does not extend to medical conditions or treatments outside the scope of our practice. This relationship may be terminated by either party in accordance with the termination provisions set forth in these Terms.

Professional Standards: All Soulera providers adhere to applicable professional standards of care and are subject to the licensing and disciplinary authority of the medical boards in the states where they are licensed. Any concerns about the quality of care provided by a Soulera provider should be directed to our clinical team and may also be reported to the appropriate state medical board.

Continuity of Care: While Soulera strives to provide consistent care, you acknowledge that the specific provider who treats you may change due to scheduling, availability, or other operational considerations. All providers have access to your medical records within our system to ensure continuity of care, subject to applicable privacy laws.

4. ELIGIBILITY & GEOGRAPHIC RESTRICTIONS

Licensed State Limitation: Soulera provides medical services only to patients who are physically located in states where our medical providers are licensed to practice medicine. Currently, Soulera is authorized to provide medical services to patients located in the following states only:

• California

• Nevada

• Washington

• Arizona

• Georgia

• Florida

• Massachusetts

• Maine

• Texas

• Illinois

• Colorado

Geographic Verification: You must be physically present in one of the authorized states listed above at the time you receive any medical services, including telehealth consultations. You are required to provide accurate information regarding your location, and Soulera may use various methods to verify your location, including but not limited to IP address tracking, GPS data, and direct confirmation during consultations.

Exclusion of Other Jurisdictions: Patients located outside the authorized states listed above are not eligible for medical services from Soulera. This includes patients who are temporarily traveling outside authorized states or who reside in unauthorized jurisdictions. Attempting to circumvent these geographic restrictions may result in immediate termination of services and may violate applicable laws.

Changes to Licensed States: The list of authorized states may change from time to time based on provider licensing status, regulatory requirements, or business decisions. Soulera will provide reasonable notice of any changes that affect your ability to receive services, but you acknowledge that such changes may require discontinuation of your care if you are located in a state where we are no longer authorized to provide services.

Compliance with State Laws: All services are provided in compliance with the laws and regulations of the state where you are located, including but not limited to state medical practice acts, telehealth regulations, and prescription drug laws. You acknowledge that different states may have different requirements that could affect the availability or nature of services provided to you.

5. TELEHEALTH SERVICES

Consent to Telehealth: By using Soulera’s services, you consent to receive medical care through telehealth technologies, including video conferencing, telephone consultations, secure messaging, and other electronic communications. You understand that telehealth involves the use of electronic communications to enable healthcare providers to diagnose, consult, treat, and educate patients using information from patient medical history and examination.

Technology Requirements and Limitations: You are responsible for ensuring that you have access to the necessary technology and internet connectivity to participate in telehealth services. This includes a device with audio and video capabilities, a reliable internet connection, and any required software or applications. You acknowledge that technology failures, including but not limited to internet connectivity issues, software malfunctions, or equipment failures, may interrupt or prevent telehealth services.

Privacy and Security Risks: While Soulera uses commercially reasonable security measures to protect the privacy and security of telehealth communications, you acknowledge that electronic communications carry inherent risks, including but not limited to the possibility of unauthorized access, interception, or technical failures. You understand that no electronic communication system is completely secure, and you assume the risk of any unauthorized disclosure of information transmitted during telehealth services.

Limitations of Remote Examination: You understand that telehealth services have limitations compared to in-person medical examinations. Certain physical examinations, diagnostic tests, and procedures cannot be performed remotely, and the quality of audio and video transmission may affect the provider’s ability to assess your condition. You acknowledge that these limitations may affect the diagnosis and treatment recommendations provided through telehealth services.

Recording and Documentation: Telehealth sessions may be recorded for quality assurance, training, or medical record purposes, subject to applicable privacy laws and with your consent. You will be notified if any session is being recorded, and you have the right to decline recording while still receiving services.

Technical Support: Soulera will provide reasonable technical support to help you access telehealth services, but you acknowledge that technical difficulties may occasionally prevent or interrupt services. In such cases, alternative arrangements will be made when possible, including rescheduling or providing services through alternative communication methods.

6. PRESCRIPTIONS & TREATMENT DECISIONS

Clinical Discretion: All prescription and treatment decisions are made solely at the clinical discretion of licensed Soulera providers based on their professional medical judgment, your individual medical history, current health status, and applicable medical standards. Providers have the absolute right to decline to prescribe any medication or recommend any treatment if they determine it is not clinically appropriate, safe, or in your best medical interest.

No Guarantee of Prescription Issuance: You acknowledge and agree that there is no guarantee that any specific medication, including peptide therapies or other treatments, will be prescribed to you. The decision to prescribe any medication depends on numerous factors, including but not limited to your medical history, current medications, contraindications, drug interactions, regulatory requirements, and the provider’s clinical assessment of appropriateness and safety.

Prescription Authority and Compliance: All prescriptions are issued in compliance with applicable federal and state laws, including the Ryan Haight Online Pharmacy Consumer Protection Act (21 U.S.C. § 829) and current DEA telehealth prescribing flexibilities, which are subject to change and currently authorized through December 31, 2025. Prescriptions may only be issued after establishment of a valid doctor-patient relationship and appropriate medical evaluation.

Controlled Substances: The prescription of controlled substances, if any, is subject to additional regulatory requirements and restrictions. Providers may require additional documentation, monitoring, or in-person evaluations before prescribing controlled substances, and such prescriptions may be subject to quantity limitations, refill restrictions, and enhanced monitoring requirements.

Medication Safety and Monitoring: You are responsible for taking all prescribed medications exactly as directed and for reporting any adverse reactions, side effects, or concerns to your Soulera provider immediately. Providers may require regular follow-up appointments, laboratory testing, or other monitoring to ensure the safety and effectiveness of prescribed treatments.

Pharmacy and Dispensing: Prescriptions will be sent to licensed pharmacies or dispensing facilities as determined by your provider and in accordance with applicable laws. You are responsible for any costs associated with prescription medications not covered by insurance, and you acknowledge that medication availability may vary based on pharmacy stock, insurance coverage, or regulatory restrictions.

Treatment Modifications: Providers reserve the right to modify, discontinue, or change prescribed treatments at any time based on your response to treatment, changes in your medical condition, new medical information, regulatory changes, or safety concerns. You will be notified of any significant changes to your treatment plan and provided with appropriate medical guidance.

7. NO GUARANTEES OR OUTCOMES DISCLAIMER

No Medical Guarantees: Soulera and its providers make no guarantees, warranties, or representations regarding the outcome, effectiveness, or results of any medical services, treatments, or medications provided. You acknowledge that medical treatment involves inherent uncertainties, and individual responses to treatment can vary significantly based on numerous factors including genetics, lifestyle, compliance with treatment plans, and underlying health conditions.

Variable Results: You understand and acknowledge that results from medical treatments, including peptide therapies, weight loss programs, performance optimization, and other services, may vary significantly from person to person. Factors affecting treatment outcomes include but are not limited to individual physiology, medical history, concurrent medications, lifestyle factors, adherence to treatment protocols, and genetic predisposition.

No Cure or Diagnosis Promises: Soulera does not promise to cure, treat, or diagnose any specific medical condition. All services are provided for general health optimization, wellness support, and preventive care purposes. Any improvements in health markers, symptoms, or overall well-being cannot be guaranteed and may not occur despite appropriate medical care.

Realistic Expectations: You are encouraged to maintain realistic expectations regarding treatment outcomes and to discuss your goals and expectations with your Soulera provider. Providers will make reasonable efforts to explain potential benefits and risks of treatments, but cannot predict individual outcomes with certainty.

Ongoing Medical Evaluation: The effectiveness of treatments may require ongoing evaluation and adjustment. You acknowledge that achieving desired outcomes may require multiple treatment modifications, extended time periods, or alternative approaches, and that some treatment goals may not be achievable despite appropriate medical care.

Third-Party Claims: Soulera disclaims any responsibility for claims, representations, or testimonials made by third parties, including other patients, regarding treatment outcomes or experiences. Individual testimonials or success stories do not constitute guarantees of similar results for other patients.

8. ASSUMPTION OF RISK

Elective Medical Services: You acknowledge that the medical services provided by Soulera are generally elective and preventive in nature, designed to optimize health and wellness rather than treat acute medical conditions. By choosing to receive these services, you voluntarily assume the risks associated with elective medical treatments, including the possibility of adverse reactions, unexpected complications, or lack of desired outcomes.

Informed Consent: You acknowledge that your Soulera provider has discussed or will discuss with you the potential risks, benefits, and alternatives associated with recommended treatments. You understand that all medical treatments carry inherent risks, including but not limited to allergic reactions, drug interactions, side effects, and unforeseen complications, and you voluntarily assume these risks.

Peptide Therapy Risks: If you receive peptide therapy services, you specifically acknowledge that peptide treatments may involve risks including but not limited to injection site reactions, systemic side effects, interactions with other medications or supplements, and potential long-term effects that may not be fully understood. You assume these risks voluntarily and agree to report any adverse reactions immediately.

Lifestyle and Compliance Factors: You acknowledge that the success of medical treatments depends significantly on your compliance with treatment protocols, lifestyle modifications, and follow-up care recommendations. You assume responsibility for following prescribed treatment plans and understand that failure to comply may affect treatment outcomes and safety.

Individual Medical History: You acknowledge that your individual medical history, current health status, medications, and other factors may affect your response to treatment and may increase certain risks. You agree to provide complete and accurate medical information to enable providers to assess these risks appropriately.

Regulatory and Legal Risks: You acknowledge that regulations governing telehealth, prescription medications, and medical treatments continue to evolve, and that changes in laws or regulations may affect the availability or nature of services provided. You assume the risk that regulatory changes may require modification or discontinuation of treatments.

9. PATIENT RESPONSIBILITIES

Accurate Medical Information: You are required to provide complete, accurate, and truthful information regarding your medical history, current medications, supplements, allergies, previous treatments, and any other information requested by Soulera providers. This includes disclosing all prescription medications, over-the-counter drugs, herbal supplements, recreational substances, and any other treatments you are receiving from other healthcare providers.

Ongoing Disclosure: You must promptly inform your Soulera provider of any changes to your medical condition, medications, or health status that occur during the course of treatment. This includes new diagnoses, hospitalizations, emergency room visits, changes in medications prescribed by other providers, and any significant changes in your health or symptoms.

Treatment Plan Compliance: You are responsible for following prescribed treatment plans exactly as directed by your Soulera provider. This includes taking medications as prescribed, attending scheduled follow-up appointments, completing recommended laboratory tests or other monitoring, and adhering to lifestyle modifications or other recommendations provided by your provider.

Prompt Adverse Reaction Reporting: You must immediately report any adverse reactions, side effects, allergic reactions, or unexpected symptoms that may be related to treatments or medications prescribed by Soulera providers. Failure to report adverse reactions promptly may result in serious harm and may affect your provider’s ability to provide appropriate medical care.

Communication Responsibilities: You are responsible for maintaining current contact information, including phone number, email address, and mailing address, and for promptly responding to communications from Soulera providers regarding your care. You must check your email regularly and respond to provider communications within reasonable timeframes.

Technology and Access: You are responsible for ensuring that you have appropriate technology and internet access to participate in telehealth services, and for maintaining the confidentiality of your account credentials and personal health information accessed through the Platform.

Insurance and Payment: You are responsible for understanding your insurance coverage, if any, for services provided by Soulera, and for payment of all charges not covered by insurance. You must provide accurate insurance information and notify Soulera of any changes to your coverage.

Legal Compliance: You agree to comply with all applicable laws and regulations related to your use of Soulera services, including laws regarding prescription medications, controlled substances, and medical treatments in your jurisdiction.

10. PRIVACY AND HIPAA COMPLIANCE

HIPAA Compliance: Soulera is committed to protecting your health information in accordance with the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and its implementing regulations at 45 CFR Parts 160 and 164. We maintain comprehensive policies and procedures to safeguard your protected health information (PHI) and will provide you with a separate Notice of Privacy Practices that describes in detail how your health information may be used and disclosed.

Permitted Uses and Disclosures: Your health information may be used and disclosed for treatment purposes, payment activities, and healthcare operations as defined by HIPAA. This includes sharing information among Soulera providers and staff involved in your care, processing payments and insurance claims, quality assurance activities, and other activities necessary to provide and improve our services.

Treatment-Related Sharing: For treatment purposes, your health information may be shared with other healthcare providers involved in your care, including but not limited to laboratories conducting tests ordered by your Soulera provider, pharmacies filling your prescriptions, and other medical professionals to whom you may be referred. Such sharing will be limited to the minimum necessary information required for the specific treatment purpose.

Patient Rights: You have certain rights regarding your health information under HIPAA, including the right to access your medical records, request amendments to your records, request restrictions on uses and disclosures, request alternative means of communication, and file complaints regarding privacy practices. These rights are described in detail in our Notice of Privacy Practices.

Security Measures: Soulera implements appropriate administrative, physical, and technical safeguards to protect your health information in accordance with HIPAA Security Rule requirements at 45 CFR § 164.312. This includes encryption of electronic communications, secure storage of medical records, access controls limiting who can view your information, and regular security assessments.

Breach Notification: In the unlikely event of a breach of your health information, Soulera will provide notification as required by HIPAA breach notification requirements, including notification to affected individuals, the Department of Health and Human Services, and potentially the media, depending on the nature and scope of the breach.

Consent for Electronic Communications: By using our services, you consent to receive health information through electronic means, including email, text messages, and secure messaging platforms. You acknowledge that electronic communications may not be completely secure and assume the risk of unauthorized access to such communications.

11. MEDICAL RECORDS RETENTION AND ACCESS

Retention Period: In accordance with Florida Statute § 456.057 and professional standards, Soulera will retain your medical records for a minimum of seven (7) years from the date of your last patient contact. For patients who are minors at the time of treatment, records will be retained for seven (7) years after reaching the age of majority, whichever period is longer. Records may be retained for longer periods as required by law or as determined necessary for ongoing patient care.

Record Content: Your medical record will include all documentation related to your care, including but not limited to intake forms, consultation notes, treatment plans, prescription records, laboratory results, correspondence, and any other information related to the medical services provided to you. All records are maintained in accordance with professional medical record-keeping standards.

Access to Records: You have the right to access and obtain copies of your medical records as provided by HIPAA and Florida law. Requests for medical records must be made in writing and may be subject to reasonable copying fees. Soulera will respond to record requests within the timeframes required by applicable law, typically within thirty (30) days of receipt of a complete request.

Record Transfer: Upon your request or as required for continuity of care, Soulera will transfer copies of your medical records to other healthcare providers. Record transfer requests must be accompanied by appropriate written authorization and may be subject to reasonable copying and administrative fees.

Electronic Storage: Medical records are maintained in electronic format using secure, HIPAA-compliant systems. In accordance with Florida Electronic Health Records Exchange Act requirements, medical records are stored within the United States and are not maintained on servers located outside the United States.

Record Accuracy: You have the right to request amendments to your medical records if you believe information is inaccurate or incomplete. Such requests must be made in writing and will be reviewed by your provider, who may approve or deny the request based on medical judgment and applicable standards.

Destruction of Records: After the required retention period has expired, medical records will be destroyed in a manner that protects patient confidentiality, including secure deletion of electronic records and appropriate destruction of any physical documents.

12. INTELLECTUAL PROPERTY

Soulera Intellectual Property: The Platform, including but not limited to the website, mobile applications, software, content, text, graphics, images, logos, trademarks, service marks, and other materials (collectively, “Soulera Content”), is owned by Soulera or its licensors and is protected by United States and international copyright, trademark, and other intellectual property laws. All rights in the Soulera Content are reserved.

Limited License: Subject to your compliance with these Terms, Soulera grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform and Soulera Content solely for your personal, non-commercial use in connection with receiving medical services from Soulera. This license does not include any right to reproduce, distribute, modify, create derivative works from, publicly display, or publicly perform any Soulera Content.

Educational Materials: Any educational materials, treatment protocols, health information, or other content provided to you by Soulera providers is for your personal use only and may not be shared, distributed, or used for commercial purposes without express written permission from Soulera. Such materials remain the intellectual property of Soulera and are provided to support your individual treatment and education.

Patient-Generated Content: Any information, feedback, suggestions, or other content you provide to Soulera through the Platform or otherwise may be used by Soulera for quality improvement, research, or other business purposes, provided that such use complies with applicable privacy laws and does not identify you personally without your consent.

Trademark Rights: “Soulera,” “Soulera Wellness,” and other Soulera marks are trademarks or service marks of Soulera Wellness LLC. You may not use these marks without prior written permission from Soulera, except as necessary to identify Soulera as the provider of services you have received.

Third-Party Content: The Platform may include content owned by third parties, including educational materials, research publications, or other information. Such third-party content is subject to the intellectual property rights of its respective owners, and your use of such content may be subject to additional terms and conditions.

Infringement Claims: If you believe that any content on the Platform infringes your intellectual property rights, please contact us at jake@soulerawellness.com with detailed information about the alleged infringement, and we will investigate and respond appropriately.

13. PROHIBITED USE

Medical Service Misuse: You may not use Soulera’s services for any purpose other than receiving legitimate medical care for yourself. Prohibited uses include but are not limited to: obtaining medications for other individuals, providing false medical information to obtain specific treatments, using services to obtain controlled substances for non-medical purposes, or attempting to circumvent medical protocols or safety measures.

Geographic Restrictions Violation: You may not attempt to circumvent the geographic restrictions set forth in these Terms, including but not limited to using virtual private networks (VPNs), proxy servers, or other methods to misrepresent your location in order to receive services in unauthorized jurisdictions.

Platform Misuse: You may not use the Platform in any manner that could damage, disable, overburden, or impair Soulera’s systems or interfere with other users’ access to services. Prohibited activities include but are not limited to: attempting to gain unauthorized access to systems or accounts, transmitting viruses or malicious code, engaging in automated data collection, or attempting to reverse engineer or modify Platform software.

Content Violations: You may not post, transmit, or otherwise make available through the Platform any content that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, invasive of privacy, hateful, or otherwise objectionable. You also may not post content that infringes intellectual property rights or violates any applicable laws or regulations.

Commercial Use: You may not use the Platform or any Soulera Content for commercial purposes, including but not limited to advertising, marketing, or promoting products or services, without express written permission from Soulera.

Impersonation and False Information: You may not impersonate any person or entity, misrepresent your affiliation with any person or entity, or provide false or misleading information about your identity, medical history, or other material facts.

Interference with Medical Care: You may not interfere with or disrupt the provision of medical services to other patients, including but not limited to making excessive or inappropriate demands on provider time, engaging in abusive behavior toward staff or providers, or attempting to access other patients’ information or services.

Violation Consequences: Violation of these prohibited use provisions may result in immediate termination of your access to services, reporting to appropriate authorities, and potential legal action. Soulera reserves the right to investigate suspected violations and to cooperate with law enforcement agencies as appropriate.

14. THIRD-PARTY PROVIDERS

Laboratory Services: Soulera may utilize third-party laboratories to perform blood tests, diagnostic testing, and other laboratory services ordered by your provider. These laboratories are independent entities, and Soulera’s liability for laboratory services is limited to ensuring that laboratories meet appropriate quality and accreditation standards. You acknowledge that laboratory results may be affected by factors outside Soulera’s control, including specimen collection, handling, and processing.

Pharmacy Services: Prescriptions issued by Soulera providers may be filled by third-party pharmacies, including specialty pharmacies, compounding pharmacies, or retail pharmacies. Soulera is not responsible for pharmacy operations, medication availability, insurance coverage determinations, or delivery services provided by these independent pharmacy providers. You acknowledge that medication costs, availability, and delivery times are determined by the pharmacy, not by Soulera.

Technology Vendors: Soulera utilizes various third-party technology vendors to provide electronic health records, telehealth platforms, communication systems, and other technology services. While Soulera requires these vendors to maintain appropriate security and privacy protections in accordance with HIPAA minimum necessary standards under 45 CFR Parts 160 and 164, you acknowledge that the use of third-party technology services involves inherent risks.

Shipping and Delivery: If medications or other products are shipped to you, shipping and delivery services are provided by independent third-party carriers. Soulera is not responsible for shipping delays, lost packages, or damage that occurs during shipping, although we will work with you to resolve such issues when they arise.

Insurance and Benefits Verification: Soulera may utilize third-party services to verify insurance coverage and benefits. These services are provided by independent entities, and Soulera cannot guarantee the accuracy of insurance information or coverage determinations provided by these services.

Limitation of Liability for Third Parties: Soulera’s liability for services provided by third-party providers is limited to using reasonable care in selecting qualified vendors and service providers. Soulera is not liable for the acts, omissions, or failures of third-party providers, and you acknowledge that you may need to seek recourse directly from such providers for issues related to their services.

Business Associate Agreements: Where required by HIPAA, Soulera maintains appropriate business associate agreements with third-party vendors who may have access to your protected health information, ensuring that such vendors maintain appropriate privacy and security protections.

15. PAYMENT, REFUNDS & CANCELLATION POLICIES

Payment Terms: Payment for all services is due at the time services are rendered unless alternative payment arrangements have been specifically agreed to in writing. Accepted payment methods include major credit cards, debit cards, and other payment methods as specified on the Platform. You are responsible for ensuring that payment information is current and accurate.

Service Fees: Fees for medical services, consultations, treatments, and medications are established by Soulera and may change from time to time with reasonable notice. Current fee schedules are available through the Platform or by contacting our administrative staff. You acknowledge that medical services are generally not covered by insurance, and you are responsible for all charges regardless of insurance coverage.

Insurance Coverage: While Soulera may assist with insurance verification and claims submission where appropriate, you acknowledge that many of our services may not be covered by insurance plans. You are responsible for understanding your insurance coverage and for payment of all charges not covered by your insurance plan. Insurance coverage determinations are made by your insurance company, not by Soulera.

Refund Policy: Due to the nature of medical services, refunds are generally not available once services have been provided. However, refunds may be available in the following limited circumstances: (1) cancellation of appointments with at least twenty-four (24) hours advance notice, (2) technical failures that prevent delivery of scheduled services, or (3) other circumstances as determined by Soulera in its sole discretion.

Seven-Day Refund Window: For unused services only, you may request a refund within seven (7) days of payment, provided that no medical services have been rendered and no prescriptions have been issued. Refund requests must be submitted in writing to jake@soulerawellness.com and will be processed within thirty (30) days of approval.

Cancellation Policy: You may cancel scheduled appointments with at least twenty-four (24) hours advance notice without penalty. Appointments cancelled with less than twenty-four (24) hours notice may be subject to cancellation fees. No-show appointments will be charged the full appointment fee.

Disputed Charges: If you dispute any charges, you must contact Soulera within sixty (60) days of the charge date. Disputed charges will be investigated, and appropriate adjustments will be made if errors are identified. You agree to work cooperatively with Soulera to resolve billing disputes in good faith.

Collection Activities: Unpaid balances may be subject to collection activities, including reporting to credit agencies and referral to collection agencies or attorneys. You will be responsible for all reasonable costs of collection, including attorney fees and court costs.

16. PROFESSIONAL LIABILITY INSURANCE AND MALPRACTICE

Professional Liability Coverage: Soulera maintains professional liability insurance coverage for its medical providers in accordance with Florida Statute § 766.102 and applicable professional standards. This insurance provides coverage for claims arising from the professional services provided by Soulera providers within the scope of their practice.

Insurance Carrier: Professional liability insurance is maintained through [To be completed] and meets or exceeds minimum coverage requirements established by Florida law and professional standards. Information regarding coverage limits and policy details is available upon request.

Malpractice Standards: All medical services are provided in accordance with applicable standards of care as established by Florida Statute § 766.102 and relevant professional medical standards. Soulera providers are required to maintain appropriate professional licenses and to practice within the scope of their training and expertise.

Claims Reporting: Any concerns regarding the quality of medical care provided by Soulera providers should be reported immediately to our clinical administration team. Soulera maintains procedures for investigating and responding to quality of care concerns and will cooperate with professional licensing boards and insurance carriers as appropriate.

Provider Qualifications: All Soulera providers maintain current professional licenses, appropriate board certifications where applicable, and participate in continuing medical education as required by their licensing boards. Provider credentials and qualifications are verified regularly and are available for review upon request.

Scope of Coverage: Professional liability insurance covers claims arising from medical services provided within the scope of Soulera’s practice. Coverage may not extend to services provided outside the scope of practice or in violation of applicable laws or regulations.

Patient Rights: Nothing in these Terms limits your rights under applicable medical malpractice laws or your right to file complaints with appropriate professional licensing boards. You retain all rights to seek legal recourse for medical malpractice or professional negligence in accordance with applicable law.

17. LIMITATION OF LIABILITY

Medical Malpractice Liability: Nothing in these Terms is intended to limit Soulera’s liability for medical malpractice or professional negligence. Claims for medical malpractice remain subject to applicable standards under Florida Statute § 766.102 and other applicable laws, and Soulera maintains professional liability insurance coverage as described in Section 16 of these Terms.

General Liability Limitations: Except for medical malpractice claims, and to the maximum extent permitted by law, Soulera’s total liability to you for any claims arising from or related to these Terms or your use of our services shall not exceed the total amount paid by you to Soulera for services during the twelve (12) months preceding the event giving rise to the claim.

Consequential Damages: Except for medical malpractice claims, Soulera shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to lost profits, lost data, or business interruption, regardless of the theory of liability and even if Soulera has been advised of the possibility of such damages.

Technology and Platform Limitations: Soulera’s liability for technology failures, platform downtime, or other technical issues is limited to making reasonable efforts to restore services and, where appropriate, rescheduling affected appointments or providing alternative means of receiving care.

Third-Party Provider Limitations: As set forth in Section 14, Soulera’s liability for services provided by third-party laboratories, pharmacies, and other vendors is limited to using reasonable care in selecting qualified providers. Soulera is not liable for the independent acts or omissions of third-party providers.

Force Majeure: Soulera shall not be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, government actions, labor disputes, or other force majeure events.

Statutory Limitations: Where applicable law provides for statutory limitations on damages or liability, such limitations shall apply to the maximum extent permitted by law. These limitations are intended to be severable, and if any limitation is found unenforceable, the remaining limitations shall remain in full force and effect.

18. INDEMNIFICATION

Patient Indemnification: You agree to indemnify, defend, and hold harmless Soulera, its providers, employees, officers, directors, agents, and affiliates from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorney fees) arising from or related to: (1) your violation of these Terms, (2) your misuse of the Platform or services, (3) your violation of any applicable laws or regulations, (4) any false or misleading information you provide, or (5) any third-party claims arising from your use of services.

Scope of Indemnification: Your indemnification obligations include but are not limited to claims arising from: providing false medical information, using services to obtain medications for others, violating geographic restrictions, misusing the Platform, infringing intellectual property rights, or engaging in prohibited activities as described in these Terms.

Medical Malpractice Exception: Your indemnification obligations do not extend to claims for medical malpractice or professional negligence by Soulera providers, which remain subject to applicable professional liability insurance coverage and legal standards.

Defense and Settlement: Soulera reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate with Soulera’s defense of such claims. You may not settle any claim subject to indemnification without Soulera’s prior written consent.

Notice Requirements: You must provide prompt written notice to Soulera of any claim or potential claim that may be subject to indemnification. Failure to provide timely notice may affect your indemnification obligations to the extent Soulera is prejudiced by such delay.

Survival: Your indemnification obligations shall survive termination of these Terms and shall continue for any claims arising from your use of services prior to termination.

Reasonableness Standard: All indemnification obligations are subject to standards of reasonableness and enforceability under applicable law, and any provisions found to be unconscionable or unenforceable shall be modified to the extent necessary to make them enforceable while preserving their essential purpose.

19. TERMINATION OF SERVICES

Termination by Patient: You may terminate your relationship with Soulera at any time by providing written notice to jake@soulerawellness.com. Upon termination, you remain responsible for payment of all services provided prior to termination, and you may request transfer of your medical records to another healthcare provider.

Termination by Soulera: Soulera may terminate your access to services for any reason with thirty (30) days advance written notice, except in cases involving immediate safety concerns, violation of these Terms, or other circumstances requiring immediate termination. Reasons for termination may include but are not limited to: non-compliance with treatment plans, failure to pay for services, abusive behavior toward staff or providers, providing false information, or changes in regulatory requirements.

Immediate Termination: Soulera reserves the right to terminate services immediately without notice in cases involving: (1) imminent safety concerns, (2) violation of laws or regulations, (3) abusive or threatening behavior, (4) fraud or misrepresentation, (5) violation of geographic restrictions, or (6) other circumstances that pose risks to patient safety or regulatory compliance.

Care Coordination: When services are terminated with advance notice, Soulera will make reasonable efforts to assist you in finding alternative healthcare providers and will coordinate transfer of care as appropriate. This may include providing referrals, transferring medical records, and ensuring continuity of essential medications during the transition period.

Medical Records Transfer: Upon termination, you may request transfer of your medical records to another healthcare provider in accordance with Section 11 of these Terms. Soulera will comply with all applicable laws regarding medical records transfer and will provide records in a timely manner to support continuity of care.

Outstanding Obligations: Termination does not relieve you of obligations to pay for services provided prior to termination or affect any rights or obligations that by their nature should survive termination, including indemnification obligations, intellectual property rights, and confidentiality requirements.

Regulatory Termination: If changes in laws or regulations require discontinuation of services in your jurisdiction or affect the availability of specific treatments, Soulera will provide as much advance notice as possible and will assist with care coordination to the extent feasible.

Effect of Termination: Upon termination, your access to the Platform and services will be discontinued, but these Terms will continue to govern any disputes or obligations arising from services provided prior to termination.

20. GOVERNING LAW & JURISDICTION

Governing Law: These Terms and any disputes arising from or related to your use of Soulera’s services shall be governed by and construed in accordance with the laws of the State of Florida, without regard to conflict of law principles. Federal law shall apply where applicable, including but not limited to HIPAA, FDA regulations, and DEA requirements.

Jurisdiction and Venue: Any legal action or proceeding arising from or related to these Terms or your use of services shall be brought exclusively in the state or federal courts located in Collier County, Florida. You consent to the personal jurisdiction of such courts and waive any objection to venue in Collier County, Florida.

Service of Process: You consent to service of process by any means authorized by Florida law or the applicable court rules, including service by certified mail to the address you have provided to Soulera.

Waiver of Jury Trial: TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AND SOULERA WAIVE ANY RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING FROM OR RELATED TO THESE TERMS OR YOUR USE OF SERVICES.

Class Action Waiver: You agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action. You waive any right to participate in a class action lawsuit or class-wide arbitration.

Statute of Limitations: Any claim or cause of action arising from or related to these Terms or your use of services must be filed within one (1) year after the claim or cause of action arose, except for medical malpractice claims which are subject to applicable statutory limitations periods.

Severability: If any provision of this Section 20 is found to be unenforceable, the remaining provisions shall remain in full force and effect, and the unenforceable provision shall be modified to the extent necessary to make it enforceable while preserving its essential purpose.

21. CHANGES TO TERMS

Right to Modify: Soulera reserves the right to modify these Terms at any time to reflect changes in our services, applicable laws and regulations, business practices, or other factors. We will make reasonable efforts to provide advance notice of material changes that may affect your rights or obligations.

Notice of Changes: We will provide at least thirty (30) days advance notice of material changes to these Terms by posting the updated Terms on our website and sending notice to your registered email address. For non-material changes, such as clarifications or administrative updates, we may provide shorter notice or post changes without advance notice.

Effective Date: Changes to these Terms will become effective on the date specified in the updated Terms, which will be no less than thirty (30) days after notice is provided for material changes. Your continued use of services after the effective date constitutes acceptance of the modified Terms.

Right to Discontinue Services: If you do not agree to modified Terms, you may discontinue use of services by providing written notice to Soulera before the effective date of the changes. If you discontinue services due to material changes to these Terms, Soulera will assist with care coordination and medical records transfer as described in Section 19.

Regulatory Changes: Changes required by applicable laws, regulations, or regulatory guidance may be implemented with shorter notice periods or immediately as required for compliance. We will provide as much advance notice as possible for regulatory changes that may affect your services.

Version Control: The current version of these Terms will always be available on our website at https://soulerawellness.com/, and we will maintain version history to track changes over time. You are responsible for reviewing the current Terms periodically.

Survival of Previous Terms: If you received services under previous versions of these Terms, those previous Terms may continue to govern disputes arising from services provided under those Terms, unless otherwise required by law.

22. CONTACT INFORMATION

Primary Contact: For all inquiries, concerns, or notices related to these Terms or your medical services, please contact:

Soulera Wellness LLC

3375 Pine Ridge Rd

Suite 205

Naples, FL 34109

United States

Email: jake@soulerawellness.com

Website: https://soulerawellness.com/

Medical Concerns: For urgent medical concerns or questions about your treatment, please contact your Soulera provider through the secure messaging system on our Platform or call our main contact number. For medical emergencies, call 911 or go to the nearest emergency room immediately.

Privacy and HIPAA Matters: For questions about our privacy practices, to request access to your medical records, or to file privacy-related complaints, please contact our Privacy Officer at jake@soulerawellness.com.

Billing and Payment: For billing inquiries, payment questions, or insurance matters, please contact our administrative team at jake@soulerawellness.com.

Legal Notices: All legal notices, including notices of termination, disputes, or other formal communications, should be sent in writing to the address above or to jake@soulerawellness.com.

Business Hours: Our administrative team is available during regular business hours, Monday through Friday. Response times may vary depending on the nature of your inquiry, but we strive to respond to all communications within one (1) business day.

Regulatory Complaints: If you have concerns about the quality of medical care that cannot be resolved through our internal processes, you may contact the Florida Department of Health, Board of Medicine, or other appropriate regulatory authorities.

ACKNOWLEDGMENT

By using Soulera’s services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service. These Terms constitute the entire agreement between you and Soulera regarding your use of our services and supersede all prior agreements and understandings.

Last Updated: [January 1, 2026]