Healthy Pet+™ Terms & Conditions
These Membership Terms (the “Agreement”) apply to the Healthy Pet+ membership program (the “Program”), a membership-based pet health and wellness discount program offered by Pathway Vet Alliance LLC and its affiliates (collectively, “Pathway,” “we,” “us,” “our”). By enrolling in the Program, you (the “Member,” “you”) agree to this Agreement. If two or more persons enroll as Members, the terms “Member” and “you” shall include each and all of those persons.
THIS AGREEMENT AUTOMATICALLY RENEWS FOR CONSECUTIVE SIX (6) MONTHS PERIODS WITH A TWELVE (12) MONTH MINIMUM,
UNLESS CANCELLED AS PROVIDED IN SECTION II BELOW. YOU AUTHORIZE PATHWAY OR ITS DESIGNEE TO AUTOMATICALLY
BILL YOUR CREDIT OR DEBIT CARD FOR APPLICABLE PURCHASES UNDER THE PROGRAM.
YOU HAVE THE RIGHT TO CANCEL YOUR MEMBERSHIP WITHIN THIRTY (30) DAYS OF ENROLLMENT ONLY AS PROVIDED IN SECTION II.4 BELOW.
PLEASE NOTE THAT THIS AGREEMENT CONTAINS A BINDING INDIVIDUAL ARBITRATION, CLASS ACTION WAIVER, AND JURY TRIAL WAIVER PROVISION IN SECTION XI THAT AFFECTS YOUR RIGHTS WITH RESPECT TO ANY DISPUTES.
PLEASE BE SURE THAT YOU UNDERSTAND AND AGREE TO THOSE CONDITIONS BEFORE YOU ENROLL IN THE PROGRAM.
I. MEMBERSHIP BENEFITS AND TERMS
- Per-Pet Enrollment. Membership benefits are provided to dogs and cats only
on a “per-pet” basis for the individual dog or cat identified at the time of enrollment in the Program
(the “Pet”). Members may enroll one or more additional Pets in the Program by setting up a separate
AutoShip of nutrition products (as defined below) for each such additional Pet to be enrolled.
Membership benefits are only available for the Pet(s) enrolled in the Program and are not transferable. Using or attempting to use Membership benefits for a pet other than the Pet(s) enrolled in the Program is a breach of this Agreement.
- Membership Benefits. Members receive the following benefits during the Term, subject to certain
limitations and restrictions, for each Pet at participating Pathway locations: two (2) Pathway basic
pet exam services for the Pet (the “Exam Services”). Pathway reserves the right to offer additional
discounts or promotions, to Members and non-Members, from time to time.
In order to ensure the receipt of Member benefits, Members should be present and identify themselves as a Member at the time of check-in, purchase, or order.
Pathway reserves the right to take steps to limit the use of the Program in the event Pathway reasonably believes, in its sole discretion, that the applicable Member has violated or engaged in abuse of the Program or has breached this Agreement. This may include, without limitation, limiting the use of the Program to a single person, household, or credit card during a given period, terminating enrollment in the Program, or other lawful steps.
- Pricing. Pricing for the nutrition products is calculated at the time of purchase. Prices and
availability information are subject to change without notice. Unless otherwise noted, prices do not
include taxes or delivery costs, where applicable, which you agree to pay upon ordering and/or
purchasing the nutrition products.
Member understands and acknowledges that any advertised savings under the Program assume utilization of services included under the Program, and that actual savings may vary based on a variety of factors, including the frequency of use and the type and quantity of services consumed.
II. TERM, RENEWAL, AND TERMINATION
- Term. Enrollment in the Program becomes effective on the date the auto-ship nutrition delivery is first established and lasts for an initial twelve (12) month period from the date of enrollment (the “Initial Term”). Renewal Terms for a given Pet are calculated from the date auto-ship nutrition delivery is first established for such Pet.
- Automatic Renewal. Upon expiration of the Initial Term, enrollment in the Program will automatically renew for successive six (6) months periods (each a “Renewal Term”) unless Member notifies Pathway at least fourteen (14) business days prior to a Renewal Term of Member’s intent to cancel their enrollment in the Program, either entirely or with respect to a specific Pet.
- Cancellation. Cancellation notices may be sent via mail and/or email to:
Pathway Vet Alliance LLC
Attn: Healthy Pet+™ Membership
800 W Cesar Chavez Street #B-100
Austin, TX 78701
- Cancellation by Member. A Member may cancel enrollment in the Program within thirty (30) days of enrollment without penalty, if such Member has not utilized any Program benefits. If a Member cancels after utilizing the Program benefits by giving notice to Pathway of its intent to cancel their participation in the auto-ship nutrition delivery program with a Nutrition Supplier (as defined below) prior to the expiration of the Initial Term or a Renewal Term, to the extent permitted by law, Pathway reserves the right to charge the Member the full retail cost of each Exam Service that was utilized during the Initial Term or any Renewal Term when the cancellation occurred, and Pathway reserves the right to bill the Member for such Exam Services utilized.
- Cancellation by Pathway. Pathway reserves the right to cancel or discontinue the Program upon notice, including in specific jurisdictions.
- Nutrition Product Purchases. Enrollment in the Program is based on signing up for auto-ship nutrition delivery. The Member will establish such auto-ship nutrition arrangement with an authorized supplier of nutrition products that has agreed to work with Pathway (the “Nutrition Supplier”) to implement the Healthy Pet+ program. The Member will authorize the Nutrition Supplier to charge the credit card on file with such Nutrition Supplier for all fees associated with nutrition products purchased by Member from the Nutrition Supplier.
IV. NO MEDICAL OR VETERINARY ADVICE
No veterinary-patient relationship is created by enrolling in, using, or interacting with Pathway about the Program. Pathway shall not owe any duty of care in respect of any of the foregoing.
WHILE PATHWAY USES LICENSED VETERINARIANS TO PROVIDE VETERINARY SERVICES IN ITS CLINICS, PATHWAY DOES NOT ITSELF PROVIDE PROFESSIONAL VETERINARY OR MEDICAL DIAGNOSIS, TREATMENT OR ADVICE OF ANY KIND.
The provision of the Program should not be construed as the practice of medicine or veterinary medicine by Pathway or professional veterinary or medical advice, diagnosis or treatment of any kind. Pathway shall not be responsible for any advice or information obtained through or due to your use of the Program.
Please consult your veterinarian or other qualified health provider if you have any questions about a pet’s medical condition or before providing any drug to a pet, changing a pet’s diet, or starting or stopping any course of treatment for a pet. You should not disregard medical advice or delay seeking medical advice as a result of any information that does not come directly from your veterinary professional, and it is your responsibility to review and confirm any such information with your medical or veterinary professional prior to relying on it.
THE PROGRAM AND ALL THE SERVICES ASSOCIATED THEREWITH ARE PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION (1) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, OR TITLE; (2) ANY WARRANTY REGARDING THE AVAILABILITY, ACCURACY, OPERATION, OR USE OF THE PROGRAM; AND (3) ANY IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, PATHWAY PROVIDES NO WARRANTY THAT THE PROGRAM OR CONTENT OR INFORMATION PROVIDED ABOUT OR THROUGH THE PROGRAM, NOR ANY OF THE SERVICES, SATISFY GOVERNMENT REGULATIONS REQUIRING DISCLOSURE ON PRESCRIPTION DRUG PRODUCTS, AND HEREBY DISCLAIMS ANY SUCH WARRANTY.
PATHWAY SHALL NOT BE LIABLE FOR ANY CLAIMS ARISING OUT OF OR RELATING TO ANY SERVICES PROVIDED UNDER OR IN RELATION TO THE PROGRAM OR OTHERWISE, WHETHER BASED ON ANY INCOMPLETE OR INACCURATE INFORMATION FURNISHED BY YOU OR OTHERWISE, AND YOU ACKNOWLEDGE THAT THE SERVICES ARE NOT PROVIDED BY PATHWAY.
VI. LIMITATIONS OF LIABILITY
TO THE EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PATHWAY, ITS PARTNERS, NOR ANY OF ITS OR THEIR THIRD PARTY PROVIDERS OR LICENSORS WILL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, AND CONSEQUENTIAL DAMAGES, EVEN IF PATHWAY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN AN ACTION UNDER CONTRACT, NEGLIGENCE OR ANY OTHER THEORY, ARISING OUT OF OR IN CONNECTION WITH THE USE, INABILITY TO USE, OR PROVISION OF THE PROGRAM OR ANY SERVICES, NOR WILL PATHWAY, ITS PARTNERS, OR ANY OF ITS OR THEIR THIRD PARTY PROVIDERS OR LICENSORS BE RESPONSIBLE FOR ANY DAMAGES WHATSOEVER THAT RESULT FROM MISTAKES, OMISSIONS, ERRORS, DEFECTS, OR ANY FAILURE OF PERFORMANCE WHETHER OR NOT CAUSED BY EVENTS BEYOND THEIR REASONABLE CONTROL.
FURTHER, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL AGGREGATE LIABILITY OF PATHWAY, ITS PARTNERS, AND ITS OR THEIR THIRD PARTY PROVIDERS OR LICENSORS FOR A CLAIM ARISING UNDER THIS AGREEMENT OR THE PROGRAM SHALL BE LIMITED TO THE AMOUNTS THAT WOULD HAVE BEEN PAID FOR EXAM SERVICES IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENTS GIVING RISE TO SUCH CLAIM.
To the extent permitted by applicable law, you agree to indemnify and hold Pathway, its partners, and its and their affiliates, members, officers, directors, managers, partners, employees, consultants, temporary resources, agents, suppliers, providers, contractors, subcontractors, successors, transferees, and assignees harmless from and against any and all damages, liabilities, actions, causes of action, suits, claims, demands, losses, costs and expenses (including without limitation reasonable attorneys’ fees, disbursements and court costs, including any incurred in enforcement of this indemnification provision) arising from or in connection with (1) your violation of this Agreement; (2) any incorrect, incomplete, or inadequate information provided by you to Pathway, including without limitation payment information; (3) your negligence or willful misconduct; or (4) your violation of any rights of any third party.
VIII. EXCUSABLE DELAY
Neither Pathway nor its partners shall be liable to you for failure or delay in the performance of any terms and conditions hereof, when such failure or delay is due to causes beyond the reasonable control of such party and without its fault or negligence, such causes including, but without being limited to, labor disputes, power failures, service interruptions, riots, civil unrest, terrorist or criminal actions, and/or government action.
IX. YOUR PRIVACY
To understand how Pathway collects, uses and safeguards the information you may provide to Pathway, including personal information, please review Pathway’s Privacy Statement at https://pathwayvets.com/privacy-policy/.
In addition, except as permitted or required by applicable law, Pathway will not disclose your identity as a member of the Program, nor your purchases of Exam Services under the Program, to third parties other than Pathway’s officers, managers, employees, vendors, agents, or consultants without your consent. Pathway may, however, use and/or disclose aggregated and/or demographic information about Program membership and purchase trends at its discretion.X. ENFORCEMENT
This Agreement is governed and interpreted pursuant to the laws of the State of Texas, United States of America, notwithstanding any principles of conflicts of law. Pathway makes no representation that the Program is applicable or appropriate for use in all locations.
The failure of Pathway to exercise or enforce any right or provision set forth herein shall not constitute a waiver of such right or provision.
XI. DISPUTE RESOLUTION, ARBITRATION AND CLASS ACTION WAIVER
If you take legal action relating to this Agreement or your interactions with or relationship to Pathway that is not subject to arbitration as provided below, you agree to file such action only in the state and federal courts located in Travis County, Texas and waive any objection you may have to the venue or forum.
You acknowledge and agree that the terms contained in this Agreement are reasonable and necessary, and that your actual or threatened breach of this Agreement would give rise to irreparable harm to Pathway for which monetary damages would not constitute an adequate remedy and, in addition to any and all other rights that may be available in respect of such breach or threatened breach, will entitle Pathway to immediate injunctive and other equitable relief without any requirement to post bond.
Any controversy or claim between you and Pathway arising out of or relating to this Agreement, or breach thereof, including disputes with respect to whether the subject matter of any controversy or claim is within the scope of the Agreement, will be governed by and construed in accordance with the laws of the State of Texas, excluding its choice of law rules and will be settled by binding arbitration in Travis County, Texas under the Consumer Arbitration Rules of the American Arbitration Association (“AAA“) and administered by the AAA. You and Pathway explicitly disclaim any applicability of the U.N. Convention on Contracts for the International Sale of Goods to this Agreement. All arbitration proceedings will be conducted in English. Such arbitration will have one (1) neutral arbitrator if the amount in controversy is less than One Million Dollars ($1,000,000) or otherwise before a panel of three (3) neutral arbitrators. Each of the arbitrators must be (i) a lawyer licensed to practice law in the United States with a minimum of fifteen (15) years of legal practice or senior level business experience or a retired judge with a minimum of five (5) years of service on the bench, (ii) an individual with at least five (5) years of experience as an arbitrator, and (iii) on the roster of neutrals of the AAA or similar nationally recognized ADR organization. If the arbitration proceedings shall be conducted before a panel of three neutral arbitrators, the panel shall be selected using the following process: Within fifteen (15) days after the commencement of arbitration, Pathway and you shall each select one person meeting the specified qualifications to act as neutral arbitrator, and the two thus selected shall select a third neutral arbitrator meeting the specified qualifications within fifteen (15) days of their appointment. The third neutral arbitrator shall act as the chair of the arbitration panel. If the arbitrators selected by Pathway and you are unable to or fail to agree upon the third arbitrator, the third arbitrator shall be selected by the AAA. Notwithstanding this arbitration provision, Pathway may seek emergency, temporary, or preliminary injunctive relief from a competent court of law or equity pending the final ruling of the arbitrator(s), without any requirement to post bond, to prevent irreparable harm arising from any unlawful acts by you.
NEITHER YOU NOR PATHWAY WILL PARTICIPATE IN A CLASS ACTION OR CLASS-WIDE ARBITRATION FOR ANY CLAIMS COVERED BY THIS AGREEMENT. ANY DISPUTE RESOLUTION PROCEEDING WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION. IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN IN AN ARBITRATION, YOU WAIVE, TO THE FULLEST EXTENT PERMITTED BY LAW, ANY RIGHT TO TRIAL BY JURY IN ANY ACTION, SUIT, CLAIM OR PROCEEDING BROUGHT TO ENFORCE, DEFEND OR INTERPRET ANY RIGHTS OR REMEDIES ARISING HEREUNDER, RELATING TO OR IN CONNECTION WITH THIS AGREEMENT.
XII. AMENDMENTS AND MODIFICATIONS
Pathway reserves the right, to add to, change, update, or modify this Agreement at any time upon notice to you.
You may not assign or otherwise transfer this Agreement or any rights or obligations hereunder, in whole or in part, without the written consent of Pathway, and any such assignment in violation of this Agreement shall be null and void.
If two or more persons sign this Agreement as Members, they will be jointly and severally liable under this Agreement, including without limitation for all amounts payable hereunder.
You certify that you are eighteen (18) years old or older and are able and competent to give Pathway rights as detailed in this Agreement, and to comply with the Agreement. The Program is not intended for individuals under the age of eighteen (18), and individuals under the age of eighteen (18) are not permitted to enroll in the Program.
This Agreement sets forth the entire understanding between you and Pathway with respect to the subject matter hereof and supersedes any prior or contemporaneous communications, representations, or agreements, whether oral or written, between you and Pathway with respect to such subject matter. If any part of this Agreement is found to be unlawful, void, or unenforceable, that part will be deemed severable and will not affect the validity and enforceability of remaining provisions.
XV. CONTACT INFORMATION
Questions regarding the Agreement or the Program should be directed to:
Pathway Vet Alliance LLC
Attn: Healthy Pet+™ Membership
800 W Cesar Chavez Street #B-100
Austin, TX 78701