Terms of Service

These Terms of Service (“Agreement”) govern your access to and use of the Glyvance meal program, connected device integrations, the Vance AI coaching platform, the Glyvance mobile application, and all related services (collectively, the “Services”) provided by Medifoodz, Inc. (“Medifoodz,” “we,” “us,” or “our”). By enrolling in the Glyvance program or using any part of the Services, you (“Customer,” “you,” or “your”) agree to be bound by this Agreement in its entirety.

PLEASE READ THIS AGREEMENT CAREFULLY. If you do not agree to these terms, do not enroll in or use the Services.

1. Nature of the Services

1.1 Food Program — Not Medical Treatment

The Glyvance program consists of conventional food products formulated as part of a structured ketogenic meal plan. Glyvance meals are food, not drugs, medical devices, or medical treatment. Enrollment in the Glyvance program does not create a physician-patient relationship between you and Medifoodz, Inc. or any affiliated entity. Nothing in the Services, including communications from the Vance AI coach, constitutes medical advice, diagnosis, or treatment.

1.2 Health Advisory

Before making significant changes to your diet, you are advised to speak with your healthcare provider, particularly if you have any health conditions or take any medications. By enrolling, you acknowledge having received this advisory.

2. Program Components

2.1 Meal Program

The Glyvance program delivers pre-packaged ketogenic meals prepared in accordance with Medifoodz, Inc.’s proprietary meal design methodology. Meals are prepared in a facility that processes the nine major allergens recognized by the FDA, including peanuts, tree nuts, shellfish, fish, wheat/gluten, milk, eggs, soy, and sesame. Cross-contact with allergens is possible. By enrolling in the program, you acknowledge that you have been advised of this allergen notice and that you are solely responsible for reviewing individual meal ingredient lists and determining whether the program is appropriate for your dietary needs. Medifoodz is not liable for allergic reactions arising from failure to review allergen information provided at the time of purchase and with each shipment.

2.2 Connected Devices

The Services support integration with third-party connected health devices including continuous glucose monitors, ketone meters, body composition scales, and blood pressure monitors. Use of any third-party device is governed solely by that manufacturer’s applicable terms of service. Medifoodz is not responsible for the accuracy, availability, or data practices of any third-party device or its associated platform. You are solely responsible for your compliance with third-party device terms.

Device data is collected through user-authorized connections, including Apple Health, Android Health Connect, and manufacturer APIs. By connecting a device, you authorize Medifoodz to receive and process the data transmitted through that connection in accordance with this Agreement and the Medifoodz Privacy Policy.

2.3 Vance AI Coach

Vance is an AI-powered coaching tool designed to support your participation in the Glyvance meal program. The following terms govern your use of Vance:

Nature of Vance. Vance is not a licensed healthcare provider, medical device, or clinical decision support tool. Responses from Vance are generated by an artificial intelligence model and do not constitute medical advice, diagnosis, or treatment. You should not make clinical decisions, including medication adjustments, based solely on Vance’s responses.

AI Limitations. AI-generated responses may be incomplete, inaccurate, or inappropriate for your specific circumstances. Vance does not have access to your full medical history and cannot account for all relevant clinical factors. Medifoodz does not warrant the accuracy, completeness, or fitness for any particular purpose of any response generated by Vance.

Third-Party AI Provider. Vance is powered by a third-party AI infrastructure provider. Your conversation data is processed by that provider subject to their applicable terms of service and privacy policy. Medifoodz takes reasonable steps to ensure that third-party AI providers maintain appropriate data security standards.

Data Use. Vance conversation logs are collected and stored as described in the Medifoodz Privacy Policy. Health-related Vance interactions constitute consumer health data under applicable state law and are subject to the rights and protections described in the Privacy Policy.

No Emergency Services. Vance is not equipped to respond to medical emergencies. If you are experiencing a medical emergency, contact emergency services immediately.

Additional Terms. Your use of Vance is subject to additional terms presented at first launch of the Glyvance application. In the event of a conflict between those terms and this Agreement with respect to Vance, the more specific terms govern.

2.4 Provider Portal

If you authorize a healthcare provider to access your program data through the Glyvance provider portal, that access is governed by a separate Provider Portal Agreement between Medifoodz and your provider. Your authorization to share data with a provider may be revoked at any time through your account settings. If you authorize more than one provider, you may designate one as your Primary Provider, and you may change or remove that designation at any time through your account settings, effective for future periods. Designating a provider is optional and has no effect on your eligibility for, or the amount of, any Rewards Program Credits. Medifoodz is not responsible for any clinical decisions made by your provider based on data accessed through the portal.

2.5 Rewards Program

Eligible customers may participate in the Glyvance Rewards Program, under which certain health outcome milestones may qualify you for promotional program credits. The complete terms governing the Rewards Program, including eligibility requirements, how credits are earned, and credit redemption, are set forth in Appendix A (Glyvance Rewards Program Terms), which is part of this Agreement. By accepting this Agreement, you accept the terms in Appendix A. Medifoodz reserves the right to modify or discontinue the Rewards Program prospectively at any time in accordance with Appendix A.

3. Subscription, Billing, and Cancellation

3.1 Subscription Terms

The Glyvance program is offered on a bi-weekly subscription basis. Your subscription renews automatically every two weeks unless cancelled in accordance with Section 3.3. By enrolling, you authorize Medifoodz to charge your payment method on a recurring bi-weekly basis.

3.2 Pricing

Current subscription pricing is displayed at checkout and in your account settings. Medifoodz reserves the right to modify pricing with thirty (30) days advance notice to your registered email address. Continued use of the Services after a price change takes effect constitutes acceptance of the new pricing.

3.3 Cancellation

You may cancel your subscription at any time by contacting Medifoodz customer support or through your account settings. Cancellation requests must be received at least seven (7) days before your next billing date to avoid being charged for the following billing period. Cancellation takes effect at the end of your current billing period.

3.4 Refund Policy

Meal orders that have been shipped are non-refundable. Medifoodz will issue refunds for unshipped orders cancelled in accordance with Section 3.3. Dexcom Stelo sensor sales are final and subject to Dexcom’s no-return policy. Other device sales are subject to the return policy applicable at time of purchase.

4. Data Collection and Use

4.1 Health Data

By enrolling in the Glyvance program and connecting health devices, you authorize Medifoodz to collect, store, and process identified health data including continuous glucose readings, ketone levels, body composition metrics, and blood pressure readings. This data is stored in identified form and protected under Medifoodz’s HIPAA-compliant data security program. Full details of our data collection, use, and protection practices are set forth in the Medifoodz Privacy Policy, which is incorporated into this Agreement by reference.

4.2 De-identified Data Use

You authorize Medifoodz to use de-identified, aggregated data derived from your program participation for program improvement, product development, and regulatory submissions. De-identification is performed in accordance with applicable HIPAA standards prior to any such use. Your identity will not be disclosed in connection with any such use without your separate written consent.

4.3 Social Sharing

The Glyvance application may include features that allow you to share program updates or data to third-party social media platforms. Any sharing of personal or health information through these features is entirely at your direction. Medifoodz is not responsible for any personally identifiable or health information you choose to share publicly through social media features. Once shared externally, Medifoodz has no ability to retract, modify, or control that information. You are solely responsible for ensuring that any third-party device manufacturer terms permit the sharing of device data you initiate through the Glyvance application.

5. Intellectual Property

5.1 Ownership

All intellectual property in the Glyvance program, including but not limited to meal formulations, macronutrient protocols, program design methodology, the Vance AI coaching system and its underlying prompt architecture, CGM integration methodology, analytics systems, the Glyvance application, and all associated research, data, and derivative works, is owned exclusively by Medifoodz, Inc. Nothing in this Agreement transfers any intellectual property rights to you.

All intellectual property developed by Medifoodz using de-identified customer data, including improvements, methodologies, analytical outputs, and derivative works derived therefrom, is owned exclusively by Medifoodz, Inc. Your authorization to use de-identified data under Section 4.2 does not confer any ownership interest, license, or other rights in any resulting intellectual property.

5.2 Personal Use License

Medifoodz grants you a limited, non-exclusive, non-transferable, revocable license to use the Services solely for your personal dietary use. This license does not permit commercial use, resale, redistribution, or any use outside your personal dietary program participation.

5.3 Prohibited Uses

You are expressly prohibited from: (a) reverse engineering, deconstructing, chemically analyzing, or otherwise systematically characterizing any Glyvance meal, ingredient formulation, or program component for any purpose other than personal dietary use; (b) submitting any Glyvance product or program component to a laboratory, testing facility, or any third party for the purpose of analysis, replication, improvement, or competitive characterization; (c) using any Glyvance product, data, methodology, or program component for commercial, research, institutional, or competitive purposes without the express prior written consent of Medifoodz; (d) developing, filing, or assisting any third party in developing or filing any patent, trademark, copyright, or other intellectual property claim on any invention, improvement, or derivative work derived from or based upon any Glyvance product, methodology, or program component.

5.4 Assignment of Derivative IP

Notwithstanding Section 5.3, if you or any party acting on your behalf develops any invention, improvement, modification, or derivative work based upon or derived from any Glyvance product, methodology, data, or program component — whether or not such activity was permitted under this Agreement — you hereby irrevocably assign to Medifoodz all right, title, and interest in and to such invention, improvement, or derivative work, including all associated intellectual property rights worldwide. You agree to execute any documents and take any actions reasonably requested by Medifoodz to perfect, record, or enforce this assignment.

5.5 Customer-Generated Content

By submitting testimonials, feedback, reviews, or other content in connection with the Services, you grant Medifoodz a perpetual, irrevocable, worldwide, royalty-free license to use, reproduce, publish, and distribute such content for marketing, research, and product improvement purposes. You represent that you have all rights necessary to grant this license.

6. Disclaimers and Limitation of Liability

6.1 Disclaimer of Warranties

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND. MEDIFOODZ EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. MEDIFOODZ DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE FROM HARMFUL COMPONENTS.

6.2 No Medical Warranty

Medifoodz makes no warranty that the Glyvance program will produce any specific health, metabolic, or dietary outcome. The program is food. Results vary by individual. Nothing in the Services constitutes a medical guarantee or clinical representation.

6.3 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MEDIFOODZ’S TOTAL LIABILITY TO YOU FOR ANY CLAIM ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SERVICES SHALL NOT EXCEED THE AMOUNT YOU PAID TO MEDIFOODZ IN THE THREE (3) MONTHS PRECEDING THE CLAIM. IN NO EVENT SHALL MEDIFOODZ BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES.

6.4 Third-Party Devices

Medifoodz is not liable for the performance, accuracy, availability, or data practices of any third-party device or platform, including but not limited to Dexcom Stelo, Keto-Mojo, and InBody devices, or any other connected device you choose to integrate with the Services. Your use of any third-party device is at your own risk and subject solely to that manufacturer’s terms.

7. Dispute Resolution

7.1 Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of law principles.

7.2 Informal Resolution

Before initiating any formal dispute process, you agree to contact Medifoodz at legal@medifoodz.com and provide a written description of your dispute. Medifoodz will use reasonable efforts to resolve the dispute informally within thirty (30) days.

7.3 Binding Arbitration

If informal resolution is unsuccessful, any dispute arising out of or relating to this Agreement shall be resolved by binding arbitration administered by the American Arbitration Association under its Consumer Arbitration Rules. Arbitration shall take place in Tampa, Florida. The arbitrator’s decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

7.4 Class Action Waiver

YOU AND MEDIFOODZ EACH WAIVE THE RIGHT TO BRING OR PARTICIPATE IN ANY CLASS ACTION, CLASS ARBITRATION, OR REPRESENTATIVE PROCEEDING. ALL DISPUTES MUST BE BROUGHT IN YOUR INDIVIDUAL CAPACITY.

8. General Provisions

8.1 Entire Agreement

This Agreement, including Appendix A (Glyvance Rewards Program Terms), together with the Medifoodz Privacy Policy, constitutes the entire agreement between you and Medifoodz with respect to the Services and supersedes all prior agreements and understandings, including any previously accepted standalone Patient Rewards Terms.

8.2 Modifications

Medifoodz reserves the right to modify this Agreement at any time. Material changes will be communicated to your registered email address with at least thirty (30) days notice. Continued use of the Services following the effective date of any modification constitutes acceptance of the modified Agreement.

8.3 Severability

If any provision of this Agreement is found to be unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall continue in full force and effect.

8.4 Waiver

Failure by Medifoodz to enforce any provision of this Agreement shall not constitute a waiver of its right to enforce that provision in the future.

8.5 Enrollment on Behalf of Minors

The Glyvance program does not accept direct enrollment from individuals under the age of 18. A parent or legal guardian may enroll a minor in the program on their behalf. By enrolling a minor, the parent or legal guardian represents that they have full legal authority to do so, agrees to be bound by this Agreement on behalf of the minor, and accepts all associated responsibilities including liability for program fees and compliance with program terms. All rights and obligations under this Agreement vest in the enrolling parent or guardian.

8.6 Assignment

You may not assign this Agreement or any rights hereunder without Medifoodz’s prior written consent. Medifoodz may assign this Agreement in connection with a merger, acquisition, or sale of substantially all of its assets.

8.7 Contact

For questions regarding this Agreement, please contact:

Medifoodz, Inc.
legal@medifoodz.com
Tampa, Florida

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Appendix A — Glyvance Rewards Program Terms

This Appendix A is part of the Glyvance Terms of Service (the “Agreement”) and governs your participation in the Glyvance Rewards Program (the “Rewards Program”). By accepting the Agreement, you accept these Rewards Program Terms. Capitalized terms used but not defined in this Appendix have the meanings given in the Agreement.

A.1 Nature of Credits

Rewards are promotional credits (“Credits”) applicable only to future purchases from Medifoodz. Credits have no cash value, are non-transferable, and may not be redeemed for cash or cash equivalents. Credits are promotional in nature and do not constitute payment, rebate, reimbursement, or insurance of any kind.

A.2 Eligibility

You are eligible to earn Credits for a given Measurement Period only if you satisfy all of the following conditions throughout that period:

• (a) you maintain an active Glyvance product subscription in good standing;
• (b) you are not participating in the Maintenance Program or any other Medifoodz program phase designated as non-credit-generating;
• (c) you maintain active monitoring device connectivity providing data to the Rewards Program;
• (d) you are not a beneficiary of Medicare, Medicaid, TRICARE, VA, or any other federal or state government healthcare program, whether such coverage is primary, secondary, or supplemental (a “Government Beneficiary”); and
• (e) your participation is not prohibited by applicable law. The Rewards Program is void where prohibited.

Government Beneficiaries may use all other Services but are not eligible to earn or redeem Credits. Government beneficiary status is confirmed by your attestation at enrollment. You have a continuing obligation to notify Medifoodz promptly if your coverage status changes. If you are unsure whether you qualify, contact Medifoodz before enrolling. Eligibility is enforced automatically by the Rewards Program; no action is required from you beyond maintaining the conditions above.

A.3 How Credits Are Earned

Credits are earned automatically when you satisfy the eligibility conditions in Section A.2 and your Performance Score for the applicable Measurement Period meets a credit tier threshold set forth in the schedule below. A “Measurement Period” is one calendar week beginning Monday at 12:00 AM and ending Sunday at 11:59 PM. A Measurement Period is scoreable only if sufficient monitoring data is available; periods with insufficient data are not scored and generate no Credits. Data sufficiency standards are objective, automated, and applied uniformly to all customers. Your first and last Measurement Periods may be partial and may not generate Credits.

Credit Tier	Name	How Determined	Credit per Qualifying Measurement Period
Tier 1	Achieved	Performance Score of 40 or higher during the Measurement Period	$10
Tier 2	Exceeded	Performance Score of 60 or higher during the Measurement Period	$20
Tier 3	Mastered	Performance Score of 80 or higher during the Measurement Period	$30

Performance Score is calculated using an objective algorithm based on monitoring data, adherence metrics, and program engagement. The specific formula is subject to periodic review and update by Medifoodz in its sole discretion. Updates to the scoring methodology will be communicated to customers with reasonable notice.

A.4 Credit Accumulation and Redemption

Credits earned during a Measurement Period are credited to your Rewards Account within five (5) business days. Credits accumulate in your Rewards Account throughout your program participation and do not expire provided you remain an active, eligible customer. Credits expire if your subscription is cancelled or you become ineligible. Upon redemption, Credits are applied as a dollar-for-dollar discount to your next eligible order. You may view your Credit balance and redemption history in your account settings at any time.

A.5 Program Modifications and Discontinuation

Medifoodz reserves the right to modify, suspend, or discontinue the Rewards Program prospectively at any time. Changes to credit tiers, scoring methodology, accumulation rules, or other program parameters will be communicated to customers with at least thirty (30) days advance notice. If Medifoodz discontinues the Rewards Program, any accumulated Credits will remain valid for redemption for a minimum of six (6) months following discontinuation. Credits not redeemed within that period will expire with no further recourse to the customer.

A.6 Fraud and Compliance

If Medifoodz has reasonable grounds to believe that you have obtained Credits through fraud, manipulation, abuse, or violation of program terms, Medifoodz may immediately forfeit your accumulated Credits and any Credits earned in violation, and may terminate your program participation. Violation of Section 5.3 or 5.4 of the main Agreement (Prohibited Uses and Assignment of Derivative IP) constitutes grounds for forfeiture.

A.7 No Guarantee

Participation in the Rewards Program does not guarantee any Credits will be earned. Credits are earned only when you meet all eligibility conditions and achieve the required Performance Score. Medifoodz makes no representation regarding the likelihood of earning Credits or the amount of Credits you may accumulate over any time period.

Glyvance provides a structured nutrition plan. If you have a medical condition or take any medication, use with guidance from a licensed healthcare professional.