Terms & Conditions

HeyZoe is a marketplace and software platform, not a seller. We provide the venue and tools that connect Clinics and Suppliers. We do not manufacture, sell, own, stock, inspect, endorse, or take title to any product listed on the Platform. Every sale is a direct contract between the Supplier and the purchasing Clinic. Please read these Terms carefully — by creating an account or using the Platform, you agree to be bound by them.

1. Acceptance of Terms

These Terms & Conditions ("Terms") form a binding agreement between you ("you," "your," or "User") and HeyZoe ("HeyZoe," "we," "us," or "our") governing your access to and use of the HeyZoe website, applications, marketplace, and related services (collectively, the "Platform"). By accessing or using the Platform, creating an account, or clicking to accept these Terms, you confirm that you have read, understood, and agree to be bound by them, together with our Privacy Policy, which is incorporated by reference.

If you are entering into these Terms on behalf of a company, clinic, hospital, supplier, or other organization, you represent that you have authority to bind that entity, and "you" refers to that entity.

2. Definitions

"Clinic" means a healthcare provider, practice, hospital, or practitioner account that uses the Platform to discover, evaluate, and purchase products or to manage patients, education, and communications.
"Supplier" means a manufacturer, distributor, pharmacy, or vendor account that lists, sells, or fulfills products through the Platform.

3. Eligibility & Accounts

You must be at least 18 years old and capable of forming a binding contract to use the Platform. Accounts for Clinics, Suppliers, and Patients may carry different permissions, features, and obligations.

Account responsibilities

You are responsible for providing accurate, current, and complete information and keeping it updated.
You are responsible for safeguarding your login credentials and for all activity under your account.
You must notify us promptly of any unauthorized access or suspected security breach.
Suppliers are responsible for the accuracy, legality, and licensing of any product listings, pricing, and fulfillment commitments, and for vetting and approving the Clinics and practitioners to whom they sell.
Clinics are responsible for confirming that any product they purchase is appropriate, lawful in their jurisdiction, and properly administered, and for vetting the Suppliers and products they transact with.
Where the Platform captures or verifies credentials such as NPI numbers, you agree to provide accurate information and acknowledge these tools support, but do not replace, each party's own due diligence.

4. The Platform — A Marketplace, Not a Seller

HeyZoe provides software and a private marketplace that connects participants in the stem cell, regenerative medicine, and longevity supply chain. The Platform may include marketplace and e-commerce tools, supply-chain mapping, content and education modules, customer-relationship and pipeline tools, pricing and ordering features, and messaging and communications.

HeyZoe acts solely as a venue and technology intermediary. Much like other online marketplaces, we provide the infrastructure that allows Suppliers to list products and Clinics to find and order them. We are not the manufacturer, seller, distributor, importer, pharmacy, or provider of any product or treatment offered through the Platform. Specifically, HeyZoe:

does not take title to, own, hold, store, handle, inspect, or test any product;
is not the "seller of record" for any transaction — the Supplier is;
does not set, control, or guarantee product pricing, descriptions, quality, safety, or availability;
does not endorse, recommend, certify, or vouch for any Supplier, product, listing, or piece of educational content; and
is not a party to, and assumes no responsibility or liability for, the sale, fulfillment, or use of any product.

Any reference to a product, Supplier, or content on the Platform is not an endorsement. Suppliers are independent third parties and are not agents, employees, partners, or joint venturers of HeyZoe, and nothing on the Platform creates any agency, partnership, or fiduciary relationship between HeyZoe and any User.

5. Marketplace & Transactions

The contract of sale is formed directly between the purchasing Clinic and the selling Supplier — HeyZoe is never a party to it. When a Clinic places an order, it is making an offer to purchase from the Supplier, which the Supplier accepts and fulfills. HeyZoe's role is limited to facilitating the connection and, where applicable, passing order, payment, and logistics information between the parties.

Listings & pricing. Suppliers are solely responsible for product descriptions, claims, availability, pricing (including any customer-level or tiered pricing), regulatory compliance, licensing, and fulfillment. HeyZoe does not verify, endorse, or guarantee the accuracy, completeness, legality, or safety of any listing.
Orders. Submitting an order constitutes an offer to purchase from the Supplier, subject to the Supplier's acceptance and fulfillment. Order calculators, dosing or bill-of-materials tools, and similar aids are provided for convenience only, are not verified by HeyZoe, and do not constitute medical, clinical, or purchasing advice.
Fulfillment & shipping. Fulfillment, shipping, tracking, and any pharmacy or prescription routing are performed entirely by Suppliers or their designated providers. HeyZoe does not fulfill orders. Delivery timelines are Supplier estimates.
Returns, recalls & disputes. Returns, refunds, recalls, warranties, and product disputes are matters between the Clinic and the Supplier, governed by the Supplier's policies and by law. HeyZoe may, at its sole discretion and without obligation, provide tools or assistance to help the parties resolve disputes, but bears no liability for the outcome.
Risk of loss and product responsibility pass according to the agreement between Supplier and Clinic and applicable law, and never to HeyZoe.

6. Medical & Regulatory Disclaimer

HeyZoe does not provide medical advice, diagnosis, or treatment. Nothing on the Platform — including listings, educational content, calculators, or dosing tools — is a substitute for the independent professional judgment of a licensed clinician.

Clinics and practitioners are solely responsible for all clinical decisions, for verifying that any product is approved, cleared, or otherwise lawful for its intended use in their jurisdiction, and for compliance with all applicable laws, regulations, and professional standards. Suppliers are solely responsible for the regulatory status, labeling, sourcing, and lawful distribution of their products. As a marketplace, HeyZoe does not independently verify, and makes no representation regarding, whether any product is safe, effective, approved, properly labeled, or appropriate for any particular purpose.

Templates, protocols & onboarding forms

HeyZoe may make available templates, sample protocols, onboarding forms, calculators, and similar materials as a convenience. These are starting points to be reviewed, edited, and adapted by a licensed physician or other qualified professional, and are not clinical, legal, or compliance advice or a recommendation by HeyZoe. HeyZoe does not author, prescribe, approve, or oversee any protocol or treatment. Any use of these materials must be independently reviewed and overseen by a licensed physician exercising their own professional judgment, who remains solely responsible for their content, accuracy, appropriateness, and compliance with applicable law.

Verification & the vetting chain

HeyZoe provides tools intended to make the market more transparent and to support due diligence — including the capture of National Provider Identifier (NPI) numbers and, where available, verification of those numbers — so that Suppliers can better evaluate the legitimacy of Clinics and practitioners. These tools are aids only. Providing verification tools does not mean HeyZoe guarantees, certifies, or assumes responsibility for any party's legitimacy, licensure, or eligibility.

Responsibility for due diligence rests with the parties:

Suppliers are responsible for vetting and approving the Clinics and practitioners they sell to, including confirming licensure, credentials, and eligibility to receive their products, and for complying with all laws governing to whom and how their products may be sold.
Clinics are responsible for vetting the Suppliers and products they purchase, including confirming the product's regulatory status, quality, sourcing, and suitability for their intended use.
HeyZoe provides the venue and the tools to make this easier and more transparent, but does not perform, guarantee, or replace either party's vetting obligations.

7. Acceptable Use

You agree not to:

Use the Platform for any unlawful purpose or in violation of any applicable law or regulation;
List, sell, or purchase any product that is illegal, misbranded, adulterated, or prohibited in the relevant jurisdiction;
Misrepresent your identity, credentials, licensure, or authority;
Upload malicious code, attempt to gain unauthorized access, or interfere with the Platform's operation or security;
Scrape, harvest, or extract data except as expressly permitted;
Use the Platform to send unsolicited communications or to harass other users;
Reverse engineer, copy, or create derivative works of the Platform.

8. Content & Intellectual Property

The Platform, including its software, design, branding, and original content, is owned by HeyZoe or its licensors and is protected by intellectual-property laws. We grant you a limited, non-exclusive, non-transferable, revocable license to use the Platform for its intended purpose.

You retain ownership of Content you submit. By submitting Content, you grant HeyZoe a worldwide, non-exclusive, royalty-free license to host, store, process, display, and use that Content as necessary to operate, secure, and improve the Platform, and as otherwise described in our Privacy Policy. You represent that you have the rights necessary to grant this license and that your Content does not infringe any third-party rights.

9. Fees & Payment

Certain features, subscriptions, or marketplace transactions may be subject to fees. Fees, billing cycles, and applicable taxes will be disclosed before you incur them. Payments are processed through third-party payment processors; by submitting payment information, you authorize the relevant charges. Subscription fees may renew automatically unless cancelled in accordance with the applicable plan terms. Except as required by law or stated otherwise, fees are non-refundable.

10. Third-Party Services

The Platform integrates with third-party services (for example, payment processing, authentication, messaging, carrier and pharmacy fulfillment, and analytics). Your use of those services may be subject to their own terms and privacy practices. HeyZoe is not responsible for third-party services and does not control their availability or content.

11. Calendar Integration & Scheduling

11.1 Overview. HeyZoe offers an optional calendar integration feature that allows you to connect a third-party calendar service (currently Google Calendar) to your HeyZoe account to enable two-way synchronization of appointments, bookings, and related scheduling information ("Calendar Integration"). Use of the Calendar Integration is entirely optional and is not required to access other features of the Platform.

11.2 Authorization and Access. By connecting a third-party calendar, you authorize HeyZoe to access, read, create, modify, and delete calendar events and related data within the connected calendar account, solely to the extent necessary to provide the Calendar Integration. You may revoke this authorization at any time through your HeyZoe account settings or directly through your third-party calendar provider's permission controls. Revoking access will disable synchronization but will not retroactively remove data already exchanged prior to revocation.

11.3 Scope of Use; Compliance with Third-Party Policies. HeyZoe accesses and uses data obtained through the Calendar Integration only to provide and improve the scheduling and synchronization features you have requested. HeyZoe's use of information received from Google APIs adheres to the Google API Services User Data Policy, including the Limited Use requirements. HeyZoe does not use calendar data for advertising, does not sell calendar data, and does not transfer such data except as necessary to provide the feature, comply with applicable law, or as part of a merger or acquisition with appropriate notice.

11.4 Accuracy and Responsibility for Scheduling. The Calendar Integration is provided as a convenience to help you manage appointments. You are solely responsible for verifying the accuracy of any appointment, booking, time, date, time zone, or availability information that is synchronized. HeyZoe does not guarantee that events will sync accurately, completely, or without delay, and HeyZoe is not responsible for any missed, duplicated, double-booked, incorrectly timed, or cancelled appointments arising from the use of the Calendar Integration.

11.5 Time Zones. You are responsible for ensuring that the time zone settings in your HeyZoe account and your connected calendar are correct and consistent. HeyZoe is not liable for scheduling errors resulting from mismatched, incorrect, or changed time zone settings.

11.6 Third-Party Service Dependency. The Calendar Integration depends on services provided by third parties, including Google. HeyZoe does not control these services and is not responsible for their availability, performance, changes, suspension, or discontinuation. Any third-party calendar service is governed by that provider's own terms of service and privacy policy, and your use of such service is at your own risk. HeyZoe may modify, suspend, or discontinue the Calendar Integration at any time, including in response to changes made by a third-party provider.

11.7 Data Synchronization and Storage. To provide synchronization, HeyZoe may store a limited copy of, or references to, calendar event data on its systems. Such data is handled in accordance with the HeyZoe Privacy Policy. You acknowledge that information synchronized to a connected calendar may become visible to other individuals with whom that calendar is shared, and you are responsible for managing the sharing settings of your own calendar.

11.8 No Medical or Professional Reliance. Scheduling information managed through the Calendar Integration is administrative in nature. Nothing synchronized through the Calendar Integration constitutes medical advice, a clinical record, or a guarantee that any appointment, consultation, or service will occur. Appointments remain subject to confirmation between the relevant parties.

11.9 Suspension and Termination. HeyZoe may disable or terminate your access to the Calendar Integration if you violate these Terms, if required by a third-party provider, or if necessary to protect the security or integrity of the Platform or its users. Upon termination of your account or the Calendar Integration, HeyZoe will cease synchronization and will handle any retained calendar data in accordance with its Privacy Policy and applicable law.

11.10 Limitation of Liability. To the maximum extent permitted by law, and without limiting any broader limitation of liability set out elsewhere in these Terms, HeyZoe's total liability arising from or relating to the Calendar Integration is subject to the limitations of liability stated in the general Terms and Conditions. HeyZoe disclaims all warranties relating to the Calendar Integration to the fullest extent permitted under the laws of the State of Texas.

12. Suspension & Termination

You may stop using the Platform at any time. We may suspend or terminate your access, with or without notice, if you breach these Terms, create risk or legal exposure for us, or for operational or security reasons. Upon termination, your right to use the Platform ceases. Provisions that by their nature should survive termination (including intellectual-property, disclaimer, liability, indemnification, and dispute provisions) will survive.

13. Disclaimers of Warranties

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. HEYZOE DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE.

BECAUSE HEYZOE IS A MARKETPLACE AND NOT A SELLER, HEYZOE MAKES NO WARRANTY OF ANY KIND REGARDING ANY PRODUCT, SUPPLIER, LISTING, PRICE, OR CONTENT MADE AVAILABLE THROUGH THE PLATFORM, AND EXPRESSLY DISCLAIMS ALL SUCH WARRANTIES. ANY WARRANTY RELATING TO A PRODUCT, IF ANY, IS PROVIDED SOLELY BY THE SUPPLIER. YOU TRANSACT WITH SUPPLIERS AT YOUR OWN RISK.

14. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, HEYZOE AND ITS AFFILIATES, OFFICERS, EMPLOYEES, AND AGENTS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL, ARISING OUT OF OR RELATING TO YOUR USE OF THE PLATFORM. HEYZOE'S TOTAL AGGREGATE LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID TO HEYZOE (EXCLUDING AMOUNTS PAID TO SUPPLIERS FOR PRODUCTS) IN THE TWELVE MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

WITHOUT LIMITING THE FOREGOING, HEYZOE HAS NO LIABILITY FOR ANY PRODUCT PURCHASED THROUGH THE PLATFORM OR FOR THE ACTS OR OMISSIONS OF ANY SUPPLIER OR CLINIC, INCLUDING ANY CLAIM ARISING FROM PRODUCT DEFECTS, MISLABELING, CONTAMINATION, REGULATORY NON-COMPLIANCE, FULFILLMENT FAILURES, OR THE USE OR ADMINISTRATION OF ANY PRODUCT. ANY SUCH CLAIM LIES BETWEEN THE CLINIC AND THE SUPPLIER, AND YOU RELEASE HEYZOE FROM ALL SUCH CLAIMS.

15. Indemnification

You agree to indemnify and hold harmless HeyZoe and its affiliates from any claims, damages, liabilities, and expenses (including reasonable legal fees) arising out of your use of the Platform, your Content, your products or transactions, your violation of these Terms, or your violation of any law or third-party right.

16. Governing Law & Disputes

These Terms are governed by the laws of the State of Texas, without regard to its conflict-of-laws rules. Any dispute arising out of or relating to these Terms or the Platform will be subject to the exclusive jurisdiction of the state and federal courts located in Texas, unless otherwise required by applicable law. You and HeyZoe each waive any right to a jury trial to the extent permitted by law.

17. Changes to Terms

We may update these Terms from time to time. If we make material changes, we will provide notice through the Platform or by other reasonable means and update the "Last updated" date above. Your continued use of the Platform after changes take effect constitutes acceptance of the revised Terms.

18. Contact

Questions about these Terms can be directed to HeyZoe at legal@heyzoe.com.