Terms of Service

Introduction

Blue Rock Physicians Group LLC and its affiliates (collectively, “Blue Rock Physicians Group,” “we”, “us”, or “our”) own and operate the website located at www.bluerockphysicians.com (the “Website”). In these Terms of Service, the terms “you” and “yours” refer to the person visiting or otherwise using the Website.

These terms and conditions of use (“Terms of Service”) describe your rights and responsibilities when you use the Website. Your access to and use of the Website is subject to these Terms of Service, our Privacy Policy, and all applicable laws and regulations.

These Terms of Service cover the Website only. They do not govern any engagement, service arrangement, or care relationship. If your organization engages Blue Rock Physicians Group for management or administrative services, that engagement is governed exclusively by a separate written agreement signed by both parties, and nothing on the Website or in these Terms of Service modifies, supplements, or creates any such agreement.

PLEASE READ THESE TERMS OF SERVICE CAREFULLY. BY ACCESSING OR USING THE WEBSITE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE LEGALLY BOUND BY AND COMPLY WITH THEM. IF YOU DO NOT OR CANNOT AGREE WITH ANY PART OF THESE TERMS OF SERVICE, YOU MAY NOT USE THE WEBSITE. THESE TERMS OF SERVICE ARE SUBJECT TO CHANGE AS PROVIDED HEREIN.

1. What This Website Is

The Website is an informational and marketing website. It exists so that healthcare organizations, prospective network providers, and other interested parties can learn about Blue Rock Physicians Group, the management and administrative services we offer, and how to contact us.

Through the Website, you can:

• Read general information about our company, our provider network, and our service capabilities.
• Send us an inquiry through our contact form or by email or phone.

The Website does not offer accounts, patient portals, scheduling, medical consultations, prescriptions, pharmacy services, laboratory services, or payment processing, and no products or services are sold through it. Any description of our capabilities on the Website is a general overview for informational purposes and is not an offer, a commitment, or a guarantee that any particular service is available to you or in your market.

2. No Medical Advice; No Physician-Patient Relationship

Blue Rock Physicians Group does not provide medical services through the Website. Content on the Website is general information only. It is not medical advice, diagnosis, or treatment, and it is not a substitute for care from a qualified healthcare professional. Always talk to an appropriately qualified healthcare professional about your own diagnosis and treatment, including which medications or treatments may be appropriate for you.

NOTHING ON THE WEBSITE REPRESENTS OR WARRANTS THAT ANY PARTICULAR MEDICATION, TREATMENT, TEST, PROVIDER, PRODUCT, OR PROCEDURE IS SAFE, APPROPRIATE, OR EFFECTIVE FOR YOU. BLUE ROCK PHYSICIANS GROUP LLC DOES NOT RECOMMEND OR ENDORSE ANY SPECIFIC TESTS, PROVIDERS, MEDICATIONS, PRODUCTS, OR PROCEDURES THROUGH THE WEBSITE.

Visiting the Website, reading its content, or contacting us through it does not create a physician-patient relationship, a provider-patient relationship, or any other care relationship between you and Blue Rock Physicians Group or any provider in our network. If you are a patient seeking care, please contact your own healthcare provider.

3. Our Role and the Role of Independent Providers

Blue Rock Physicians Group is a physician-led management services organization. Our role is administrative and operational — credentialing, staffing support, compliance support, practice management, and related technology and coordination services for healthcare organizations. For clarity:

• Blue Rock Physicians Group does not provide medical care, diagnosis, or treatment.
• Healthcare providers are independent professionals who exercise their own independent medical judgment and are responsible for all clinical decisions and the care they deliver.
• Pharmacies, laboratories, and other licensed entities are responsible for their own services.

Blue Rock Physicians Group does not control, influence, or interfere with clinical decision-making by any provider, and makes no representations or warranties on the Website about the training, skill, or availability of any particular provider.

4. Availability of the Website

Blue Rock Physicians Group is based in the United States, and the Website is intended for visitors located in the United States. We make no claims or representations that the Website or any material included in it is accessible or appropriate outside of the United States. If you access the Website from outside the United States, you do so at your own risk and you are solely responsible for compliance with local laws, including export laws as applicable.

To access or use the Website, you must have a compatible device and access to the Internet. Fees and charges may apply to your use of mobile services and to the Internet.

5. Inquiries and Information You Send Us

You may send us an inquiry using the Website’s contact form, by email, or by phone. The contact form does not send anything from the Website: it assembles what you type into a draft email in your own email application, which you review and send yourself. Please include only the information needed to route and respond to your inquiry — typically your name, your contact details, and a description of what you are looking for.

DO NOT SEND PROTECTED HEALTH INFORMATION, MEDICAL RECORDS, CLINICAL DETAILS ABOUT YOURSELF OR ANY OTHER INDIVIDUAL, OR OTHER SENSITIVE PERSONAL INFORMATION THROUGH THE WEBSITE, BY EMAIL, OR BY TEXT MESSAGE. THESE CHANNELS ARE NOT ENCRYPTED AND ARE NOT INTENDED FOR CLINICAL COMMUNICATION.

No means of electronic transmission can be guaranteed to be completely secure. Email and text messages you send to or receive from us are not encrypted, which means it is possible they may be intercepted by third parties. If you choose to send sensitive information through these channels anyway, you do so at your own risk.

Sending us an inquiry does not create any relationship or obligation between you and Blue Rock Physicians Group, and we do not guarantee that we will respond to, act on, or retain any inquiry. Except as provided in our Privacy Policy or as required by applicable law, any suggestion, feedback, or other non-personal information you send us will be treated as non-confidential and non-proprietary, and you grant us a perpetual, irrevocable, royalty-free right to use it for any purpose, including improving our services, without compensation to you.

We may access, monitor, preserve, and disclose information you submit through the Website if we believe in good faith that doing so is permitted by law and reasonably necessary or appropriate to comply with legal process; to enforce these Terms of Service or our Privacy Policy, including investigating potential violations; to respond to claims that content violates the rights of third parties; to respond to your inquiry; or to protect the rights, property, or personal safety of Blue Rock Physicians Group, its agents and affiliates, its users, and the public, including exchanging information with other companies and organizations for fraud protection and spam or malware prevention.

6. Privacy

Please see our Privacy Policy for information about how we collect and use information in connection with the Website. The Privacy Policy is hereby incorporated into these Terms of Service by reference and constitutes a part of these Terms of Service.

7. Ownership and License to Use the Website

Ownership

As between Blue Rock Physicians Group and you, Blue Rock Physicians Group is the sole and exclusive owner of all right, title, and interest in and to the Website and its content, features, and functionality (including, without limitation, all information, software, text, displays, images, video, audio, design, selection, arrangement, and look and feel) (“Website Content”). You are not permitted to reproduce, publish, distribute, modify, reverse engineer, disassemble, create derivative works of, publicly display, publicly perform, republish, download, store, transmit, sell, or participate in any sale of, or exploit in any way, in whole or in part, any of the Website or Website Content except as permitted by these Terms of Service or otherwise by Blue Rock Physicians Group expressly in writing. Any copy, modification, revision, enhancement, adaptation, translation, or derivative work of the Website or Website Content shall be owned solely and exclusively by Blue Rock Physicians Group or its licensors, including all intellectual property rights therein.

Certain names, logos, and other materials displayed on the Website may constitute trademarks, trade names, service marks, or logos (“Marks”) of Blue Rock Physicians Group or its affiliates. You are not authorized to use any such Marks without the express written permission of Blue Rock Physicians Group. Ownership of all such Marks and the goodwill associated therewith remains with us or our affiliates.

Your License

Subject to your compliance with these Terms of Service, we hereby grant you a personal, limited, revocable, non-exclusive, and nontransferable right to view, access, and use the Website and Website Content for the purpose of learning about Blue Rock Physicians Group and contacting us, and only as permitted under these Terms of Service and the Privacy Policy. No other right, title, or interest in or to the Website or Website Content is transferred to you, and all rights not expressly granted are reserved by Blue Rock Physicians Group or its licensors.

8. Restrictions on Use

You agree that in using or accessing the Website, you will not, and will not attempt to:

• Impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity.
• Violate any local, state, national, or international law (including export laws).
• Reverse engineer, disassemble, decompile, or translate any software or other components of the Website.
• Distribute, input, upload, transmit, or otherwise run or propagate any virus, application, Trojan horse, or any other harmful computer code that could damage or alter a computer, portable device, computer network, communication network, data, or the Website, or any other system, device, or property.
• Access or use the Website in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any third party.
• Use any robot, spider, scraper, or other automated means to access the Website for any purpose without our express prior written permission, or bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Website.
• License, sublicense, sell, resell, transfer, assign, distribute, or otherwise commercially exploit or make available to any third party the Website or Website Content other than as expressly permitted herein.
• Damage, destroy, disrupt, disable, impair, overburden, interfere with, or otherwise impede or harm in any manner the Website or Website Content, in whole or in part.
• Use framing techniques to enclose any trademark, logo, or the Website without our express prior written consent.
• Submit through the Website any content that, as we determine at our sole discretion: (i) is unlawful, harmful, harassing, fraudulent, threatening, abusive, libelous, defamatory, vulgar, obscene, hateful, violent, demeaning, intimidating, discriminatory, or racially, ethnically, or otherwise objectionable; (ii) is derogatory or harmful to our reputation; (iii) may incite violence or other unlawful activity; (iv) is harmful to children in any manner; or (v) attempts to obtain the personal information of other individuals.
• Harm, harass, threaten, abuse, defame, demean, discriminate against, or intimidate any employee of Blue Rock Physicians Group or any provider in our network.
• Disrupt, interfere with, violate the security of, or attempt to gain unauthorized access to the Website or any computer network.
• Bypass, breach, avoid, remove, deactivate, impair, descramble, or otherwise circumvent any security device, protection, or technological measure implemented by Blue Rock Physicians Group or any of our service providers to protect the Website.
• Remove, delete, alter, or obscure any trademarks, specifications, warranties, or disclaimers, or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Website or any Website Content.
• Transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any “junk mail”, “chain letter”, or “spam” or any other similar solicitation.
• Otherwise use the Website in any manner that exceeds the scope of use granted herein, or encourage or enable any other individual to do any of the foregoing.

Your permission to use the Website automatically terminates if you violate these Terms of Service. Blue Rock Physicians Group may also block or restrict your access to the Website at any time, with or without notice, for any reason.

9. Copyright Notices

Blue Rock Physicians Group reserves the right to remove any content or any other material or information available on or through the Website, at any time, for any reason. Blue Rock Physicians Group otherwise complies with the provisions of the Digital Millennium Copyright Act (“DMCA”) applicable to Internet service providers (17 U.S.C. § 512, as amended), and responds to clear notices of alleged copyright infringement.

Notification of Claimed Copyright Infringement

If you have objections to copyrighted content or material made available on or through the Website, you may submit a notification to our Designated Agent at the following address:

1007 N Orange St., 4th Fl, Ste 2985, Wilmington, DE 19801

Any notification to Blue Rock Physicians Group under 17 U.S.C. § 512(c) alleging copyright infringement must include all of the following information:

• An electronic or physical signature of the person authorized to act on behalf of the owner of the exclusive right being infringed.
• An identification of the copyrighted work or other intellectual property that you claim has been infringed or, if multiple copyrighted works are covered by a single notification, a representative list of such works.
• An identification of the content or material that you claim is infringing and where it is located on the Website.
• Information sufficient for Blue Rock Physicians Group to contact you, such as your address, telephone number, and/or email address.
• A statement by you that you have a good-faith belief that the use of the content or material of which you are complaining is not authorized by the copyright owner, its agent, or the law.
• A signed statement by you that the above information in your notice is accurate and that, under penalty of perjury, you are the copyright owner or authorized to act on the copyright owner’s behalf.

10. Third-Party Links and Features

The Website may contain hyperlinks, plug-ins, products, or features operated by third parties (“Third-Party Services”). Such Third-Party Services are not under our control; therefore, we are not responsible for the information, products, or services described by, or for the content or features of, any such Third-Party Services. We are providing these Third-Party Services to you only as a convenience, and the inclusion of any Third-Party Services does not necessarily imply endorsement of the Third-Party Services or any association with its operators. Your use of these Third-Party Services is at your own risk, and we are not liable to you in any way, either directly or indirectly, for any content, errors, damage, or loss caused by or in connection with use of or reliance on information contained in or provided to Third-Party Services.

You may have arrived at the Website through a Third-Party Service, and you understand and agree that we are not responsible for the information, products, or services described on those Third-Party Services and that only these Terms of Service apply to your use of or access to the Website.

11. Disclaimer of Warranties

YOU EXPRESSLY AGREE THAT USE OF THE WEBSITE IS AT YOUR SOLE RISK. YOU ACKNOWLEDGE AND AGREE THAT THE WEBSITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. BLUE ROCK PHYSICIANS GROUP LLC AND ITS AFFILIATES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, MANAGERS, PARTNERS, MEMBERS, EMPLOYEES, AND AGENTS (COLLECTIVELY “RELATED PERSONS”) MAKE NO REPRESENTATIONS OR WARRANTIES AND EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, WITH RESPECT TO THE WEBSITE INCLUDING, BUT NOT LIMITED TO, ANY REPRESENTATIONS OR WARRANTIES WITH RESPECT TO MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, NONINFRINGEMENT, TITLE, AVAILABILITY, SECURITY, OPERABILITY, CONDITION, QUIET ENJOYMENT, VALUE, ACCURACY OF DATA, FREEDOM FROM VIRUSES OR MALWARE, COMPLETENESS, TIMELINESS, FUNCTIONALITY, RELIABILITY, SEQUENCING OR SPEED OF DELIVERY OR SYSTEM INTEGRATION. WE MAKE NO WARRANTIES OR REPRESENTATIONS THAT YOUR USE OF THE WEBSITE WILL NOT INFRINGE THE RIGHTS OF THIRD PARTIES.

BLUE ROCK PHYSICIANS GROUP LLC MAKES NO GUARANTEES, REPRESENTATIONS, OR WARRANTIES, WHETHER EXPRESSED OR IMPLIED, WITH RESPECT TO PROFESSIONAL QUALIFICATIONS, EXPERTISE, QUALITY OF WORK, PRICE OR COST INFORMATION, SERVICE AVAILABILITY, OR ANY OTHER CONTENT AVAILABLE ON THE WEBSITE. WHILE WE HOPE THE CONTENT OF THE WEBSITE IS USEFUL, IT IS INTENDED FOR GENERAL INFORMATIONAL PURPOSES ONLY. DO NOT DISREGARD, AVOID, OR DELAY OBTAINING MEDICAL ADVICE FROM A QUALIFIED HEALTHCARE PROVIDER, UNDER ANY CIRCUMSTANCE.

TO THE FULLEST EXTENT OF APPLICABLE LAW, NEITHER BLUE ROCK PHYSICIANS GROUP LLC NOR ITS RELATED PERSONS WILL BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON INFORMATION OBTAINED THROUGH THE WEBSITE. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS, TIMELINESS, RELIABILITY, OR USEFULNESS OF THE WEBSITE AND WEBSITE CONTENT. FURTHERMORE, BLUE ROCK PHYSICIANS GROUP LLC DOES NOT GUARANTEE THAT THE WEBSITE WILL BE UNINTERRUPTED, OR FREE FROM ERROR, DEFECT, LOSS, DELAY IN OPERATION, CORRUPTION, CYBER ATTACK, VIRUSES, INTERFERENCE, HACKING, MALWARE, OR OTHER SECURITY INTRUSION, AND BLUE ROCK PHYSICIANS GROUP LLC DISCLAIMS ANY LIABILITY RELATING THERETO.

YOU UNDERSTAND AND AGREE THAT ANY CONTENT, MATERIAL, AND/OR INFORMATION OBTAINED THROUGH THE USE OF THE WEBSITE IS USED AT YOUR SOLE RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER OR MOBILE PHONE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH CONTENT, MATERIAL, AND/OR INFORMATION, OR YOUR RELIANCE ON ANY SUCH CONTENT, MATERIAL, AND/OR INFORMATION.

12. Limitation of Liability

YOU UNDERSTAND THAT TO THE EXTENT PERMITTED UNDER APPLICABLE LAW AND EXCEPT AS SET FORTH IN THIS SECTION, IN NO EVENT WILL BLUE ROCK PHYSICIANS GROUP LLC, ITS RELATED PERSONS, OR LICENSORS BE LIABLE TO YOU OR TO ANY PARTY FOR ANY CLAIMS, LIABILITIES, LOSSES, COSTS, OR DAMAGES UNDER ANY LEGAL OR EQUITABLE THEORY, WHETHER IN TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), CONTRACT, WARRANTY, STATUTE, OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF REVENUES, PROFITS, GOODWILL, USE OR DATA, SERVICE INTERRUPTION, COMPUTER OR MOBILE PHONE DAMAGE, OR SYSTEM FAILURE, OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS, INCLUDING DEATH, ARISING OUT OF OR IN CONNECTION WITH ANY ACCESS TO, USE OF (OR INABILITY TO USE) THE WEBSITE OR ANY WEBSITE CONTENT, OR OTHER INTANGIBLE LOSSES ARISING OUT OF OR RELATED TO YOUR USE OF THE WEBSITE. THIS IS TRUE EVEN IF BLUE ROCK PHYSICIANS GROUP LLC OR RELATED PERSONS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. IN NO EVENT SHALL BLUE ROCK PHYSICIANS GROUP LLC OR ITS RELATED PERSONS’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF YOUR USE OF THE WEBSITE EXCEED ONE HUNDRED DOLLARS ($100).

If you are a California resident, you hereby waive California Civil Code §1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”

Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for damages such as in this section. Accordingly, some of these limitations may not apply to you.

13. Indemnification

You agree to indemnify, defend, and hold harmless Blue Rock Physicians Group, its affiliates, its subsidiaries, and all of their directors, officers, employees, contractors, licensors, suppliers, representatives, proprietors, partners, shareholders, principals, agents, predecessors, successors, assigns, accountants, and attorneys harmless from and against any and all third-party suits, actions, claims, proceedings, damages, settlements, judgments, injuries, liabilities, obligations, losses, risks, costs, and expenses (including, without limitation, reasonable attorneys’ fees, litigation expenses, and accounting fees), relating to or arising from, or alleged to arise from, (i) your use of the Website, or your use of the materials or features available on the Website, in an unauthorized manner, (ii) your fraud, violation of law, negligence, or willful misconduct, or (iii) any breach by you of these Terms of Service.

14. Changes to These Terms and the Website

The Website is continually under development, and Blue Rock Physicians Group reserves the right to revise or remove any part of these Terms of Service in its sole discretion at any time and without prior notice to you. You should check these Terms of Service from time to time to determine if any changes have been made. Any changes are effective upon posting to the Website, unless applicable law requires us to provide additional notice or take other actions before such changes can become effective. If you disagree with these Terms of Service, your sole and exclusive remedy is to discontinue your use of the Website. Your continued use after a change has been posted constitutes your acceptance of the change.

You acknowledge and agree that:

• All or any part of the Website may not be accessible at any time, for any period, or for any reason.
• Blue Rock Physicians Group will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. Blue Rock Physicians Group reserves the right at any time and for any reason to modify, or temporarily or permanently discontinue, the Website or any portion thereof, with or without notice, and shall not be liable to you or to any third party for any such modification, suspension, or discontinuance.

15. Time Limitation on Claims

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO YOUR USE OF THE WEBSITE OR THESE TERMS OF SERVICE MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE, OR IT WILL BE PERMANENTLY BARRED.

16. Governing Law and Venue

These Terms of Service and any dispute arising out of or relating to the Website shall be governed by the laws of the State of Florida, without regard to conflict of law principles.

You agree that any legal action or proceeding arising under or relating to these Terms of Service or the Website shall be brought exclusively in the state or federal courts located in Miami-Dade County, Florida. You consent to personal jurisdiction and venue in those courts and waive any objection to such jurisdiction or venue.

17. Miscellaneous Terms

No Waiver

No waiver by Blue Rock Physicians Group of any term or condition set forth in these Terms of Service shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure by Blue Rock Physicians Group to assert a right or provision under these Terms of Service shall not constitute a waiver of such right or provision.

No Agency Relationship

Neither these Terms of Service, nor any Website Content, materials, or features of the Website create any partnership, joint venture, employment, or other agency relationship between us and you. You may not enter into any contract on our behalf or bind us in any way.

Remedies

You agree that any violation, or threatened violation, by you of these Terms of Service constitutes an unlawful and unfair business practice that will cause us irreparable and unquantifiable harm. You also agree that monetary damages would be inadequate for such harm and consent to our obtaining any injunctive or equitable relief that we deem necessary or appropriate. These remedies are in addition to any other remedies we may have at law or in equity.

Assignment

You may not assign any of your rights under these Terms of Service, and any such attempt will be null and void. Blue Rock Physicians Group and its affiliates may, in their individual discretion, transfer, without further consent or notification, all contractual rights and obligations pursuant to these Terms of Service if some or all of the business of Blue Rock Physicians Group is transferred to another entity by way of merger, sale of its assets, or otherwise.

Severability

If any provision of these Terms of Service is held to be invalid or unenforceable, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect.

Survival

The following provisions survive any termination of your permission to use the Website: Disclaimer of Warranties; Limitation of Liability; Indemnification; Time Limitation on Claims; Governing Law and Venue; No Waiver; and Assignment.

Headings

The heading references herein are for convenience purposes only, and shall not be deemed to limit or affect any of the provisions hereof.

Entire Agreement

These Terms of Service, together with the Privacy Policy, are the entire agreement between you and Blue Rock Physicians Group relating to your use of the Website and supersede all previous communications, representations, understandings, and agreements, either oral or written, between the parties with respect to that subject matter. They do not supersede or modify any separate written agreement between Blue Rock Physicians Group and you or your organization.

18. Contact Us

If you have any questions about these Terms of Service, please contact us at:

Blue Rock Physicians Group — info@bluerockphysicians.com