EB EMPLOYEE SOLUTIONS, LLC

TERMS OF USE

These Terms of Use (the “Terms”) form an agreement between you (“you,” or “your”) and EB Employee Solutions, LLC (“EBES”). These Terms contain terms and conditions upon which EBES is willing to provide you access to and use of www.wellintune.com, member.differencecard.com, any other EBES websites that link to these Terms, and all related pages, information, databases, materials, and services (each a “Sites” and collectively, the “Sites”), and governs your use and purchase of any products and services available through the Sites(s) (collectively, the “Services”). If you do not agree to be bound by these Terms, you may not access or use Sites or the Services. Use of Sites or purchase or use of the Services indicates your acceptance of these Terms and EBES’s Website Privacy Policy (available at [https://m.wellintune.com/privacy-policy.aspx]). PLEASE REVIEW THESE TERMS IN THEIR ENTIRETY AS THEY CONTAIN IMPORTANT PROVISIONS REGARDING ARBITRATION, LIMITATION OF LIABILITY, WAIVERS, INDEMNITIES, AND OTHER IMPORTANT TOPICS.

IF YOU ARE AGREEING TO THESE TERMS AS A REPRESENTATIVE OF AN ENTITY (A “CUSTOMER”), YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND THAT ENTITY AND “YOU” REFERS TO THAT CUSTOMER ENTITY. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS, DO NOT ACCESS OR OTHERWISE USE THE EBES SITE OR SERVICE.

If you have questions regarding these Terms, please contact EBES at please email or write to us at:

Email: privacy@differencecard.com

Address: EB Employee Solutions, LLC
PO Box 322

Mount Kisco, NY 10549

Phone: (914) 220-0903

EBES Services

EBES is primarily a provider of tools for business owners and their employees to manage their health reimbursement arrangements and associated activities through the Internet. EBES does not provide healthcare, financial, legal, tax, or medical advice regarding any employee benefit programs or otherwise. Content regarding various healthcare, financial, legal, tax, or medical concerns is provided for informational purposes only, and is not intended to be personalized or professional advice. Please consult with your healthcare, financial, investment, legal, tax, and medical professionals regarding the applicability of such content to you and its impact on your choice of benefit plans. UNLESS OTHERWISE PROHIBITED BY APPLICABLE LAW OR CONTRACT, YOU RELEASE EBES FROM AND WAIVE ANY AND ALL CLAIMS, DEMANDS, AND CAUSES OF ACTION OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, WHICH EXIST OR HEREAFTER ARISE AGAINST EBES RELATED IN ANY WAY TO YOUR HEALTH REIMBURSEMENT ARRANGEMENTS OR THE ASSOCIATED SERVICES WE PROVIDE TO YOU.

Account Registration and Services: Unauthorized Use

To use the Services, you must register through the Sites and have an existing relationship with EBES (the “Account”). By opening an Account, you have a limited license to use the Sites and Services subject to any other terms and conditions of use and/or payment in these Terms or on the Sites. These Terms cannot be waived or modified by any oral communications between you and EBES.

Account Information: Identity and Password

Accounts may not be transferred, sold, or used by any other party without the express permission of EBES. You agree that any information you provide to EBES, whether through the Account registration process or otherwise, including, without limitation, passwords, usernames, login ID’s, business profiles, credit card information, any information regarding a business or its employees, personal medical information, and any other personally identifiable information whether through questionnaires, registration forms, or other information requests (“Account Information”), will be true, accurate, current, and complete. You agree not to provide Account Information that is false, inaccurate, misleading, or fraudulent. You agree to provide EBES with any information reasonably requested by EBES related to the provision of the Services and necessary for administration of the Account.

You are solely responsible for all transactions and transmissions that occur through the use of your Account Information, and it is your responsibility to maintain and promptly update your Account Information. You agree that EBES is not liable to you or any third party for damages or losses related to the accuracy or disclosure to EBES of your Account Information. It is your responsibility to maintain the confidentiality of your Account Information. EBES requires that you agree not to share your Account Information with another person, nor allow another person to use your Account Information. If you believe that someone has used your Account Information to access any EBES services without your authorization, please contact EBES immediately at the contact information above.

Please review EBES’s Website Privacy Policy for more information regarding EBES’s policies and procedures for disclosing and using your Account Information. Subject to the Website Privacy Policy, EBES retains a perpetual, irrevocable, non-exclusive, royalty-free, worldwide license to use and store your Account Information (in any media, currently known or unknown) related to these Terms or EBES’s provision of the Services.

You agree not to impersonate any person or entity, misrepresent any affiliation with another person, entity, or association, use false email or other headers, or otherwise conceal your identity from EBES for any purpose. If you believe that someone has used your Account Information to access the Sites or use or purchase the Services without your authorization, please contact us immediately at the information above.

Updating Terms

EBES reserves the right to change,delete, or update the Terms or other policies that govern use of Sites or the Account at its discretion, at any time, for any reason, without notice. Any amendments and modifications by EBES will be prospective only, and unless otherwise provided in this Agreement, will be effective upon being posted on the Sites. EBES encourages you to review these Terms periodically for updates and changes. Your continued access or use of Sites or your Account will be deemed acceptance of all changes.

If you have another relationship with EBES, that relationship is governed by the agreement specific to that particular relationship. The terms of those other agreements are not altered by these Terms or by any content on the Sites, provided that nothing in those other agreements will diminish the protections and rights provided to EBES under these Terms. Except as may be expressly provided in additional terms of use for specific areas of Sites or the above-referenced agreements, these Terms constitute the entire agreement between you and EBES with respect to the use of the Sites, the Services or the Account.

Restrictions on Use of EBES Materials and the Site

EBES, is licensors, or its content providers own all of the content, materials, and other intellectual property related to the Sites and the Services, including without limit all text, graphics, photographs, music, data, images, audio and video clips, software, names, button icons, logos, images, designs, titles, words or phrases, page headers, service names, trademarks, patents, and copyrights (collectively, “Materials”). You have no rights to the Materials, except as expressly set forth in these Terms. Any use of the Materials, except as permitted by these Terms, is expressly prohibited.

The contents and use of the Sites (including EBES’s name and the logos and software used in the Sites) are registered and/or protected by U.S. and international copyright, trademark, and other laws.

You agree to retain all copyright and other proprietary notices contained in Sites or the Services. You may not delete or change any copyright or trademark notices, and cannot alter or modify the content in any manner without the express written permission of EBES.

You further agree that you may not:

use the Sites to transmit, copy, reproduce, republish, upload, post, transmit, email, or distribute in any way material or content that infringes any copyright, trademark, proprietary, or other right of any party or that violates these Terms;

copy (except as set forth above for noncommercial personal use), modify, distribute, create any derivative or compilation work from, or display EBES’s name or logo, or any text, graphic images, or other content from Sites or redeliver such content using framing or similar technology;

use any device designed to provide repeated automated access to any Sites other than those made generally available by EBES;

include any EBES trademarked materials, the name of any EBES personnel, or any variation of these items as a metatag or hidden textual element, or in any other fashion that may create a false or misleading impression of affiliation, sponsorship, or endorsement between EBES and you, any other party, or any other website, or otherwise use these items without EBES’s express written permission;

collect, harvest, or store personal data about other users of Sites or the Services;

upload, email or otherwise transmit to EBES or through Sites or any EBES computer network any of the following: sexually-explicit images or statements; advertising, promotional, or other unauthorized communication, including without limitation, “junk mail,” surveys, unsolicited email, “spam,” “chain letters,” “pyramid schemes,” or other inappropriate or prohibited materials; and any material that contains viruses, Trojan horses, worms, or any other computer code, files, or programs that might interrupt, limit, or interfere with, damage, surreptitiously intercept, or expropriate any system, data, or information related to Sites or any computer software, hardware, or communications equipment that is owned, leased, or used by EBES;

create a link to the Sites without EBES’s prior written permission;

use Sites or Services to post or transmit any threatening, false, misleading, abusive, harassing, libelous, defamatory, vulgar, obscene, scandalous, inflammatory, or profane material or any material that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national, or international law;

use any robot, spider, scraper, or any other automated means to access Sites or the Services for any purpose without EBES’s express written permission;

forge any TCP/IP packet header or any part of the header information in any email or posting; or

take any action that imposes, or may impose, in EBES’s sole discretion, an unreasonable or disproportionately large load on EBES’s infrastructure;

interfere or attempt to interfere with the proper working of the Sites, the Services, or any activities conducted on the Sites; or

bypass measures used by EBES to prevent or restrict access to Sites or the Services, violate, or attempt to violate the security or authentication measures of the system, or attempt to prove, scan, or test the vulnerability of a system or network without proper written authorization from EBES.

EBES reserves the right to disclose the identity of anyone posting or transmitting any information or materials violating the above prohibitions to law enforcement authorities or pursuant to any court order requesting or directing EBES to disclose such information.

Termination, Removal of Materials, and Monitoring

These Terms are effective until terminated by either party. If you no longer agree to be bound by these Terms, you must cease use of the Sites, the Services and the Account. You agree that EBES may terminate, restrict, or suspend part or all of your license to access the Sites and your Account, or delete any content transmitted to or through the Sites and to your Account, at any time, at its sole discretion, without prior notice to you and without any liability to you. EBES also reserves the right to take any action relating to user-submitted information that it deems necessary or appropriate if such information, as determined in EBES’s sole discretion, may create liability for EBES, its agents, or its contractors, or may affect EBES’s business relationships or contracts with its agents or its contractors. EBES further reserves the right to remove any materials that are defamatory, abusive, illegal, harassing, immoral, disruptive, or do not conform to these Terms, though EBES will be under no affirmative obligation to monitor any of the foregoing or to otherwise screen or monitor any communications or information prior to its posting. You agree EBES has the right, but is not obligated, to monitor your use of the Sites and Account and any communications made by you related to such use in any manner, and you agree to release EBES from any liability related to its monitoring activities. If EBES denies you access to Sites or your Account, you agree to destroy all materials obtained from the Sites and all copies of those materials with the exception of your Account Information. You acknowledge that, upon termination, EBES may immediately deactivate or delete your Account and all related information and files in the account and bar you from further access to the files, the Sites, the Services, and your Account.

Website Linking and Third-Party Information Included in Site

For your general informational use only, EBES may provide access to third party websites. These links will allow you to leave the Sites. The linked sites are not under the control of EBES and EBES is not responsible for the contents of any linked site. By providing access to other websites, EBES is not recommending or supporting any third party, is not recommending the purchase or sale of any products or services of a third party, and is not endorsing or acknowledging that it is affiliated with any website’s sponsoring organization. EBES is not obligated to maintain, verify, update, or post any corrections to such third party information for any reason. Nothing in the Sites referencing any third parties with whom EBES conducts business, and nothing in these Terms, will be deemed to create any agency relationship, affiliation, or sponsorship among EBES and such third parties or you, or make the third parties or you partners or joint venturers with EBES, or otherwise provide you or any third parties with any rights to act on EBES’s behalf. EBES does not represent or guarantee the truthfulness, accuracy, completeness, timeliness, authorship, suitability of content, or reliability of communications posted by third parties, nor does EBES endorse any opinions expressed by users or any third parties using the Sites. Consequently, you agree that EBES does not guarantee, and is not liable to you for any third party content.

Disclaimers and Limitations of Liability

In using this Sites you acknowledge and accept that there are risks, including, without limitation, the risk of harm of people acting under false pretenses. You assume all risks associated with dealing with other users with whom you come in contact through the Sites and other parties that use Sites or your Account Information for unauthorized or illegal purposes.

TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT ALL INFORMATION, SERVICES, SOFTWARE AND CONTENT AVAILABLE THROUGH THE SITE, AND THE SITE ITSELF, ARE FURNISHED FOR GENERAL INFORMATIONAL PURPOSES ONLY, AND ARE FURNISHED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY IMPLIED OR EXPRESSED WARRANTY OF ANY KIND (INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SUITABILITY, SECURITY, CORRECTNESS, AND NON-INFRINGEMENT). EBES AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, AND SUPPLIERS (COLLECTIVELY THE “ EBES PARTIES”) MAKE NO REPRESENTATION OR WARRANTY REGARDING, ARE NOT RESPONSIBLE FOR, AND DISCLAIM ALL LIABILITY FOR, THE CONTINUED AVAILABILITY, RELIABILITY, ACCURACY, RESULTS, USEFULNESS, TIMELINESS, OR PERFORMANCE OF THE SITES OR ANY MATERIAL ON THE SITE, THE SERVICES, THE PERFORMANCE OF THE INTERNET, THE DOWNLOADING COMPATIBILITY OF ANY MATERIALS OR SOFTWARE WITH YOUR COMPUTER SYSTEM, THE EXISTENCE OF ANY VIRUS, WORM, MALICIOUS CODE, OR OTHER DISABLING DEVICE FROM ANY SOURCE, THE UNAUTHORIZED ACCESS TO OR USE OF YOUR INFORMATION BY A PARTY OTHER THAN EBES, ANY TECHNICAL FAILURES (INCLUDING HARDWARE OR SOFTWARE FAILURES), INCOMPLETE, SCRAMBLED, OR DELAYED COMPUTER TRANSMISSIONS, AND/OR TECHNICAL INACCURACIES, OR LOSS OR USE OF DATA, AS WELL AS UNAUTHORIZED ACCESS OF USER TRANSMISSIONS BY THIRD PARTIES ARISING OUT OF OR RELATED TO THESE TERMS. NO ONE IS AUTHORIZED TO MAKE ANY WARRANTY ON EBES’S BEHALF, AND YOU CANNOT RELY ON ANY OTHER STATEMENT OF WARRANTY. YOU ASSUME RESPONSIBILITY FOR THE ACCURACY, APPROPRIATENESS, AND LEGALITY OF ANY INFORMATION YOU SUPPLY TO EBES.

YOU AGREE THAT THE EBES PARTIES ARE NOT LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, EXEMPLARY, OR PUNITIVE DAMAGES. IN NO EVENT WILL THE EBES PARTIES’ TOTAL LIABILITY TO YOU FOR ANY DAMAGES, LOSSES, FEES, AND EXPENSES (INCLUDING ATTORNEYS’ FEES), WHETHER IN CONTRACT, TORT, TRESPASS, OR OTHERWISE EXCEED THE AMOUNT (IF ANY) PAID BY YOU TO EBES TO PURCHASE THE PARTICULAR PRODUCTS OR SERVICES WHICH FORM THE BASIS OF YOUR CLAIM, THE AMOUNTS PAID BY YOU TO EBES TO PURCHASE PRODUCTS OR SERVICES IN THE THREE MONTHS PRECEDING ANY CLAIM WHERE YOUR CLAIM DOES NOT RELATE TO PRODUCTS OR SERVICES PURCHASED, OR $100 IF YOU HAVE NOT PAID ANY AMOUNTS TO EBES. IF YOU LIVE IN A STATE THAT DOES NOT ALLOW THE WAIVER OF CERTAIN WARRANTIES, OR LIMITATIONS OR DAMAGES WAIVERS DESCRIBED IN THIS SECTION, SOME OF THESE WAIVERS AND LIMITATIONS MAY NOT APPLY TO YOU. YOU AGREE TO PROMPTLY NOTIFY EBES IN WRITING IF YOU BELIEVE YOU HAVE ANY CLAIM AGAINST THE EBES PARTIES, AND, IN ANY EVENT, YOU AGREE THAT ANY CLAIM NOT BROUGHT WITHIN ONE YEAR OF YOUR DISCOVERY WILL BE DEEMED WAIVED AND RELEASED.

Indemnification

IN CONSIDERATION OF YOUR USE OF THE SITE, YOU HEREBY AGREE TO INDEMNIFY THE EBES PARTIES AND ANY THIRD PARTY INFORMATION OR SERVICE PROVIDERS FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES, LIABILITIES, DAMAGES, COSTS, AND EXPENSES (INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS’ FEES AND COSTS) ARISING OUT OF OR RELATED TO YOUR: (I) BREACH OF THESE TERMS, (II) VIOLATION OF ANY PERSON’S OR ENTITY’S LEGAL RIGHTS (INCLUDING, WITHOUT LIMITATION, COPYRIGHT, PATENT, TRADE SECRET, TRADEMARK, OR OTHER PROPRIETARY RIGHTS, OR PUBLICITY, CONTRACT, MORAL, OR PRIVACY RIGHTS) (III) VIOLATION OF ANY APPLICABLE LAW, RULE, OR REGULATION, (IV) NEGLIGENCE, RECKLESSNESS, OR MISCONDUCT, OR (V) UNAUTHORIZED USE OF YOUR ACCOUNT INFORMATION BY A PARTY OTHER THAN EBES.

Applicable Law

EBES controls and operates the Sites from its offices within the State of New York in the United States. If you choose to access the Sites from other locations, you do so at your own risk and initiative and are responsible for compliance with any applicable local laws and regulations. You agree that the laws of the State of New York (excluding any choice of law rules) govern your rights and obligations relating to EBES and your use of the Sites.

Exports

You agree to comply with all United States export laws and regulations. You assume sole responsibility for any required export approval and/or licenses and all related costs and for the violation of any United States export law or regulation. You acknowledge that export of the products or services and any related documentation, in whole or part, contrary to United States law is prohibited.

You agree that no part of the products or services available through the Sites, either in whole or part, is being acquired for shipment, transfer, or re-export, directly or indirectly, to proscribed, embargoed, or prohibited countries or their nationals, denied destinations, or for prohibited activities or for weapons.

Severability and Waiver

If any provision of these Terms is found to be invalid by any court having competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of these Terms, which will remain in full force and effect. EBES’s failure to exercise or delay in exercising any right, power, or privilege hereunder will not operate as a waiver hereof, except as expressly provided herein. Any waiver by EBES of a breach of any provision of these Terms will not be deemed to be a waiver of any other or subsequent breach and will not be construed to be a modification of the Terms unless and until agreed to in writing by EBES.

Additional Terms

Certain areas of this Sites may be subject to additional terms of use. By using such areas or any part thereof, you agree to be bound by the additional terms of use applicable to such areas.

Additional Terms for PLUM Services. You acknowledge and agree that the Services may include, and insofar as you have elected to utilize them, EBES’S PLUM (Provider Look Up Manager) services (the “PLUM Services”). Using or electing the PLUM Services are in your sole discretion (or on behalf of Customer and at Customer’s sole discretion). By electing PLUM Services, you (and/or the Customer) acknowledges and agrees that EBES will provide access to tools and resources designed to support employees in making informed decisions regarding service providers.

As part of the your election to utilize PLUM Services, you may implement a benefits design that incentivizes plan participants to select high-quality providers identified through the PLUM Services. Under such design, participants who choose a PLUM-designated provider may receive enhanced reimbursement or reduced out-of-pocket costs. Conversely, participants who elect to receive care from providers not designated as high-quality under PLUM may be subject to lower reimbursement levels or increased cost-sharing.

You acknowledge and agree that the final decision in selecting a medical service provider rests with the employee utilizing the PLUM Services. You will not substitute your judgment for the judgment of the employee selecting the medical care provider. EBES will not be liable for any actions, omissions, or damages of any type resulting from the provision of medical services.

Use of the PLUM services is at your sole risk and, and in the case of a Customer, its employees. The information provided in the PLUM services are based on aggregated third-party data and analytics across commercial, Medicare, Medicaid and Medicare Advantage populations. EBES EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, WITH RESPECT TO THE PLUM SERVICES, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

YOU EXPRESSLY AGREE THAT USE OF THE PLUM SERVICES IS AT YOUR (OR THE CUSTOMER’S OR EMPLOYEE’S) SOLE RISK.

Copyright Agent for Claims of Copyright Infringement

EBES adheres to the Pursuant to the Digital Millennium Copyright Act (“DMCA”) and does not tolerate content that appears to infringe any copyright or other intellectual property rights or otherwise violates these Terms and will respond to notices of alleged copyright infringement that comply with the law and are properly provided to us. We reserve the right to delete or disable content alleged to violate these Terms and to terminate repeat infringers. Our designated agent for notice of alleged copyright infringement is:

Attn: Marketing
EB Employee Solutions, LLC
PO Box 322

Mount Kisco, NY 10549

Phone: (914) 220-0903
Email: marketing@differencecard.com
fax: (914) 220-0901

Federal law requires your DMCA Notice to include the following information:

Identification of the copyrighted work that you claim has been infringed;

Identification of the material, including URL, that you claim is infringing, with enough detail so that we may locate it;

Your address, telephone number, and email address;

A statement declaring under penalty of perjury that (a) you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (b) the above information in your notice is accurate, and (c) you are the owner of the copyright interest involved or you are authorized to act on behalf of that owner; and

Your physical or electronic signature.

Dispute Resolution

If a dispute arises between you and any of the EBES Parties, it is the goal of EBES to work in good faith with you to quickly and amicably resolve the dispute. All disputes, claims, or controversies (“Claims”) arising under or relating to these Terms, the Sites, or the Services that cannot be resolved informally, will be finally resolved by binding arbitration as described herein.

Any dispute arising under or related to these Terms, the Sites, or the Services (including the arbitrability of such a dispute and the existence, validity, interpretation, performance, termination, or breach thereof) will be finally settled by binding arbitration by a single arbitrator in accordance with the then current Commercial Arbitration Rules of the American Arbitration Association (“AAA”), with the arbitration to be commenced no later than one year after such Claim accrues (in absence of which it will be deemed forever waived). A judgment upon an arbitrator’s award may be entered by any court of competent jurisdiction. To the extent permitted by applicable law, you agree that there will be no class action arbitration related to this Agreement or the Services. All parties will bear their own expenses, except that the parties will equally share the expenses of the arbitrator (except for the required nonrefundable filing fees which will be paid solely by the party asserting the related Claim).

The above obligations to arbitrate will not prevent a party from seeking a preliminary injunction, temporary restraining order, specific performance, or other procedural actions in a court of competent jurisdiction to obtain interim relief when deemed necessary by such court to preserve the status quo or prevent irreparable injury pending resolution by arbitration of the actual dispute.

Exclusive jurisdiction and venue for arbitration or any other legal action or proceeding in any way related to the Sites, the Services, or this Agreement will be in White Plains, New York. Any matter brought before a court will be brought solely in the state or federal courts located in White Plains, New York.

Independent Parties

EBES and you are not legal partners or agents; instead, our relationship is that of independent contractors. This contract is solely for your and our benefit. It is not for the benefit of any other person, except for permitted successors.

Entire Agreement

These Terms, and any policies referenced and attached hereto, constitute the entire agreement between you and EBES related to the Sites and services. All prior agreements, representations, statements, negotiations, and undertakings with respect to the subject matter herein are superseded by these Terms. These Terms may not be amended, altered, or added to in any manner except as set forth by a document in writing and signed by an authorized representative of each party. If there is a conflict between these Terms and any terms appearing on the Sites, or in any policies, those terms that are more favorable to EBES will govern.

Headings

The headings of the sections in these Terms are strictly for convenience and will not in any way be construed as amplifying or limiting any of these Terms.

Survival of Obligations

The terms that by their nature are intended to survive beyond the termination, cancellation, or expiration of these Terms will survive.

Copyright © 2014 - 2026 EB Employee Solutions, LLC. All rights reserved.

EB EMPLOYEE SOLUTIONS, LLC

TERMS OF USE

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