Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Xelecta Inc.("Xelecta," "we," "us," or "our") governing your access to and use of the Xelecta website located at xelecta.com, the performance dashboard, and all related products, services, and content (collectively, the "Platform").

By accessing or using the Platform, creating an account, purchasing any product or service, submitting an application, or clicking "I Agree," you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference. If you do not agree to these Terms, you must immediately cease using the Platform.

If you are using the Platform on behalf of an organization, you represent and warrant that you have authority to bind that organization to these Terms.

Xelecta provides digital health software, biometric telemetry integration, and platform management in support of physician-guided precision health. Xelecta Inc. itself does not directly practice medicine: all laboratory requisitions, blood panel reviews, and 1-on-1 medical consultations described below are rendered independently by licensed physicians through our partner medical networks.

Our services include, but are not limited to: (a) the Healthspan Baseline Kit ($499, or $449 with the bring-your-own-wearable option), a physical kit containing CGM biosensors, an optional Fitbit Charge 6 ECG-enabled wearable, a body composition scale, a genomic saliva kit (targeted SNP panel), a 100+ biomarker baseline panel with blood draws at Quest Diagnostics Patient Service Centers or independent laboratory networks, and a starter supplement stack, available to US residents; (b) theHealthspan Program, a recurring membership (Core, $199/month; Concierge, $499/month) providing continuous telemetry tracking, periodic biomarker lab panels, and, at the Concierge tier, monthly 1-on-1 video consultations with a Licensed Partner Network Physician (MD/DO); (c) the performance dashboard providing data visualization and protocol suggestions; and (d) educational and informational content about health optimization.

See Section 4 (Medical Disclaimer) for the scope and limitations of the medical services described above.

You must be at least 18 years of age to use the Platform. By using the Platform, you represent and warrant that you are 18 years of age or older and have the full legal capacity to enter into a binding agreement.

The Platform and all products are intended exclusively for use by residents of the United States. Xelecta does not currently offer services to residents of countries outside the United States. By using the Platform, you represent that you are located within the United States. Physician consultations delivered through our partner medical networks are subject to the treating physician being licensed in, and willing to see patients located in, your state; availability may vary by state.

Xelecta reserves the right to refuse service to any person or entity and to terminate accounts at our sole discretion.

Nothing provided directly by Xelecta Inc. (as opposed to an independent partner-network physician, as described below) constitutes or should be construed as (a) the practice of medicine, nursing, pharmacy, or any other healthcare profession; (b) a doctor-patient relationship; (c) medical advice, diagnosis, or treatment; or (d) a substitute for consultation with a qualified, licensed healthcare professional.

Xelecta's own staff, including its "specialist team" and "health specialists," support the platform and your protocol logistics. They are not licensed physicians, pharmacists, or medical practitioners, and their communications do not establish a physician-patient, pharmacist-patient, or any other professional healthcare relationship. Separately, blood draws are processed by CLIA-certified, CAP-accredited Quest Diagnostics facilities, and Concierge-tier monthly video consultations are conducted by an independent, appropriately licensed physician (MD/DO) through our Licensed Partner Network. Those consultations are genuine medical consultations for the limited purpose described at checkout; they are not a substitute for comprehensive primary care, and establish a doctor-patient relationship only with the treating partner-network physician, not with Xelecta Inc.

YOU SHOULD ALWAYS CONSULT A QUALIFIED LICENSED HEALTHCARE PROFESSIONAL before beginning any new health regimen, supplement protocol, dietary change, or exercise program, especially if you have a pre-existing medical condition, take prescription medications, are pregnant, breastfeeding, or have any other health concerns.

DO NOT DISREGARD professional medical advice or delay seeking it because of something you have read on the Platform or received through our service. If you believe you are experiencing a medical emergency, call 911 or your local emergency services immediately.

Xelecta does not guarantee any specific health outcome. Individual results vary significantly based on genetics, lifestyle, existing health conditions, adherence, and many other factors outside our control.

Our CGM biosensors, and the on-demand ECG feature of the Fitbit Charge 6 wearable included with the Standard Kit, are FDA-cleared. The body composition scale included in the Kit is not FDA-cleared and is provided for general wellness tracking only. None of this hardware is indicated for the diagnosis or management of any disease. Data generated by this hardware should not be used to make medical treatment decisions without the supervision of a licensed healthcare provider.

Brunel Etienne, MD's medical background informs Xelecta's educational and optimization frameworks. Dr. Etienne's role at Xelecta Inc. does not itself establish a doctor-patient relationship with users; a doctor-patient relationship, where one exists, is with the independent partner-network physician who conducts your consultation.

To access most features of the Platform, you must create an account. You agree to provide accurate, current, and complete information during registration and to keep this information up to date.

You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You agree to notify us immediately at legal@xelecta.com of any unauthorized use of your account. Xelecta is not liable for any loss resulting from unauthorized use of your account.

You may not share your account with any other person. Each account is for a single individual only.

Pricing: All prices are displayed in US dollars and are subject to change without notice. Applicable sales tax may be added based on your shipping address.

Payment: We accept major credit and debit cards processed through our PCI-compliant payment processor (Stripe). By providing payment information, you authorize us to charge the applicable amounts.

Order Acceptance: Receipt of an order confirmation email does not constitute acceptance of your order. Xelecta reserves the right to refuse or cancel any order at any time, including after confirmation, for any reason including product availability, errors in product or pricing information, or fraud prevention.

Shipping: Physical products ship within 1–3 business days of order acceptance to US addresses only. Shipping times are estimates only. Xelecta is not responsible for delays caused by carriers or events outside our control.

Returns and Refunds: Unopened physical products may be returned within 30 days of delivery for a full refund, minus original shipping costs. To initiate a return, contact legal@xelecta.com with your order number. The following items are NON-REFUNDABLE: (a) any opened, applied, or used CGM sensors or other skin-contact devices for hygienic reasons; (b) opened supplement packages; (c) digital content, dashboard access credits, or genomic analysis fees once processing has commenced. Xelecta reserves the right to deny returns that do not meet these requirements.

Damaged or Defective Products: If you receive a damaged or defective product, contact legal@xelecta.com within 7 days of delivery with photos. We will arrange a replacement or refund at our discretion.

Certain features of the Platform, including the Healthspan Program, may be offered on a subscription basis. If you purchase a subscription, you authorize Xelecta to charge your payment method on a recurring basis at the frequency specified at checkout.

Cancellation: You may cancel your subscription at any time through your account settings or by contacting legal@xelecta.com. Cancellation takes effect at the end of the current billing period. No refunds are provided for partial subscription periods already paid, except as required by applicable law.

Price Changes:Xelecta may change subscription prices upon 30 days' prior notice. Your continued use of the subscription after the price change takes effect constitutes acceptance of the new price.

Free Trials: If you begin a free trial, your payment method will be charged at the end of the trial period unless you cancel before the trial ends.

You retain ownership of all personal health data you generate or upload to the Platform, including CGM readings, body composition data, sleep data, HRV data, and genomic information. By using the Platform, you grant Xelecta a limited, non-exclusive license to process this data solely for the purpose of providing the services described herein.

Genomic Data: If you choose to upload or provide genomic data, you acknowledge that (a) genomic data is highly sensitive and uniquely identifying; (b) genetic information may have implications for you and your biological relatives; (c) Xelecta processes genomic data solely within encrypted processing environments and does not retain raw genomic sequences on its servers; (d) you should carefully consider the risks before uploading genetic information.

Data Use for Service Improvement: Xelecta may use de-identified, aggregated data derived from user activity to improve algorithms, train models, and conduct internal research. Such data cannot be used to re-identify you. We will never sell, rent, license, or share individually identifiable health or genomic data with third parties for commercial purposes without your explicit written consent.

For full details, see our Privacy Policy and HIPAA Notice.

To the extent that Xelecta functions as a "covered entity" or "business associate" under the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and its implementing regulations (45 CFR Parts 160 and 164), we are committed to maintaining the privacy and security of your Protected Health Information (PHI) as required by law.

Our HIPAA Notice of Privacy Practices describes in detail how we may use and disclose your PHI, your rights with respect to your PHI, and how to contact us with questions or complaints.

Regardless of HIPAA applicability, Xelecta applies HIPAA-equivalent protections to all health data you provide on the Platform.

The Platform and all its contents, including software, algorithms, text, graphics, logos, images, data visualizations, optimization protocols, and trademarks, are owned by or licensed to Xelecta and are protected by United States intellectual property laws.

Subject to your compliance with these Terms, Xelecta grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform for your personal, non-commercial health optimization purposes only.

You may not: copy, modify, distribute, sell, or lease any part of the Platform; reverse engineer or attempt to extract the source code of any software; create derivative works; or use our trademarks or trade dress without prior written consent.

User Content:You retain ownership of any content, data, or information you submit to the Platform ("User Content"). You grant Xelecta a royalty-free license to use, process, and display your User Content solely to provide the services. You represent that you have the right to grant this license.

You agree not to:

• Use the Platform for any unlawful purpose or in violation of any regulations
• Attempt to gain unauthorized access to any part of the Platform or other users' accounts
• Upload or transmit malicious code, viruses, or disruptive content
• Scrape, crawl, or systematically extract data from the Platform without permission
• Impersonate any person or entity or misrepresent your affiliation
• Use the Platform on behalf of any person under 18 years of age
• Attempt to circumvent any access control, security measure, or usage limitation
• Resell, sublicense, or transfer your account or any rights hereunder

The Platform integrates with or links to third-party services, including but not limited to: Stripe (payment processing), Terra API (wearable data integration), Google Fit, Apple Health, Oura, and Garmin Connect. Your use of these third-party services is subject to their own terms of service and privacy policies, which you are solely responsible for reviewing.

Xelecta is not responsible for the practices, content, availability, or accuracy of any third-party services. Links to third-party websites do not imply endorsement.

You agree to defend, indemnify, and hold harmless Xelecta and its officers, directors, employees, contractors, affiliates, agents, and licensors from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or in connection with: (a) your use of or access to the Platform; (b) your violation of these Terms; (c) your violation of any applicable law or regulation; (d) your User Content; or (e) any claim that your User Content violated any third-party rights.

Informal Resolution: Before filing any formal dispute, you agree to contact Xelecta at legal@xelecta.com to attempt to resolve the dispute informally. Xelecta will attempt to resolve the dispute within 30 days. If the dispute is not resolved within 30 days, either party may proceed to arbitration.

Binding Arbitration: Any dispute, claim, or controversy arising out of or relating to these Terms, your use of the Platform, or any breach thereof shall be finally settled by binding arbitration administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules, available at www.adr.org. The arbitration shall be conducted in English, and the seat of arbitration shall be in Miami-Dade County, Florida. Judgment on the award may be entered in any court having jurisdiction.

Arbitration Costs:The AAA's consumer arbitration filing fees shall be governed by AAA rules. Xelecta will pay all AAA fees for claims not exceeding $10,000, unless the arbitrator determines the claim is frivolous.

Exceptions:Either party may seek injunctive or other equitable relief from a court of competent jurisdiction to prevent irreparable harm pending arbitration. Claims arising from violations of Xelecta's intellectual property rights may be brought in court.

Small Claims:Either party may bring qualifying claims in a small claims court, subject to that court's jurisdictional limits.

Opt-Out: You may opt out of this arbitration agreement within 30 days of first accepting these Terms by sending written notice to legal@xelecta.comwith the subject "ARBITRATION OPT-OUT."

These Terms shall be governed by and construed in accordance with the laws of the State of Florida, United States, without regard to its conflict of law provisions. To the extent court proceedings are permissible (e.g., for injunctive relief or opt-out claimants), you consent to the exclusive jurisdiction of the state and federal courts located in Miami-Dade County, Florida.

Xelecta reserves the right to modify these Terms at any time. When we make material changes, we will notify you by email (at the address on file) or by posting a notice on the Platform. Material changes will take effect 30 days after notice is provided. Your continued use of the Platform after the effective date of changes constitutes acceptance of the modified Terms.

Xelecta may suspend or terminate your access to the Platform, with or without cause and with or without prior notice, for any violation of these Terms, suspected fraud, or for any other reason at our sole discretion.

Upon termination: (a) your license to use the Platform immediately terminates; (b) provisions that by their nature should survive (including Sections 4, 10, 13–18) will continue to apply; (c) you may request a copy of your data within 30 days of termination.

You may close your account at any time by contacting legal@xelecta.com.

For questions, concerns, or complaints regarding these Terms, please contact us:

For HIPAA-related requests, contact our Privacy Officer at privacy@xelecta.com. For California privacy rights (CCPA), contact privacy@xelecta.com with the subject "CCPA Request."