Terms of Service

These Terms of Service ("Terms") govern your access to and use of the MDs Only website, email newsletters, membership services, listing services, and related products and services (collectively, the "Services").

MDs Only is operated by ASFMS, LLC ("ASFMS," "MDs Only," "we," "us," or "our").

By accessing the MDs Only website, creating an account, purchasing a membership, submitting a listing, subscribing to a newsletter, or otherwise using the Services, you agree to these Terms. If you do not agree to these Terms, you should not use the Services.

1. MDs Only Services

MDs Only provides a subscription-based newsletter and listings service focused on opportunities relevant to the medical community.

The newsletter may include, among other things:

• Medical businesses and medical practices listed for sale;
• Medical and healthcare startups seeking funding or investment;
• Medical, healthcare, and related commercial real estate listed for sale;
• Business, investment, and entrepreneurial opportunities;
• Listings submitted by third parties; and
• Other information that MDs Only believes may be of interest to its subscribers.

Unless expressly stated otherwise, MDs Only does not own, operate, represent, endorse, verify, broker, or sell the businesses, startups, real estate, securities, investments, or other opportunities appearing in its newsletters or through its Services.

2. Membership Plans

MDs Only may offer different paid membership levels, including Basic Membership and Gold Membership.

Basic Membership

Basic Members receive access to the MDs Only monthly newsletter according to the delivery schedule established by MDs Only.

Additional features may be offered to Basic Members from time to time.

Gold Membership

Gold Members receive additional benefits, which currently include:

• Early access to the monthly newsletter;
• Three (3) complimentary listings included with the Gold Membership; and
• A 40% discount on additional listings purchased beyond the three complimentary listings.

Unless otherwise stated at the time of purchase, complimentary listings must be used during the applicable membership period and have no cash value.

MDs Only may modify membership benefits, features, pricing, or subscription options from time to time. Any material changes affecting an existing paid subscription will be handled in accordance with applicable law and any terms presented when the subscription was purchased.

3. Subscription Fees and Billing

Membership fees and other charges will be disclosed at the time of purchase.

By purchasing a paid membership, you authorize MDs Only and its payment processor to charge the payment method you provide for the applicable membership fees, taxes, and other authorized charges.

If a subscription is offered on an automatically renewing basis, the renewal frequency, renewal price, and cancellation terms will be disclosed during the subscription process.

You are responsible for maintaining accurate billing and account information.

4. Listings

MDs Only may permit members, businesses, owners, founders, investors, real estate owners, agents, brokers, or other third parties to submit listings for inclusion in its Services.

Listings may include descriptions, asking prices, financial information, contact information, photographs, business information, funding requests, real estate information, or other information supplied by third parties.

MDs Only reserves the right, but does not assume an obligation, to review, edit, reject, remove, or decline to publish any listing.

Publication of a listing does not constitute MDs Only's endorsement, recommendation, verification, or approval of the listing or the person or entity responsible for it.

5. No Guarantee That Listings Are Current or Accurate

Listings may have been submitted or prepared before publication of a newsletter. Circumstances can change between submission, publication, and the time a member reviews or responds to a listing.

For example:

• A business or property may already have been sold;
• A listing may have been withdrawn;
• An asking price may have changed;
• A startup may no longer be seeking funding;
• Financial or operational information may have changed;
• The person submitting a listing may modify or withdraw an opportunity; or
• Information supplied by a third party may be inaccurate or incomplete.

MDs Only has no obligation to independently verify every statement, representation, financial figure, valuation, ownership claim, license, credential, or other piece of information contained in a listing.

6. Your Responsibility to Conduct Due Diligence

You should independently investigate any opportunity that interests you and obtain whatever professional advice is appropriate for your circumstances.

Depending on the opportunity, this may include consulting qualified attorneys, accountants, financial advisors, investment professionals, real estate professionals, tax professionals, lenders, valuation experts, regulatory professionals, or other appropriate advisors.

You should independently verify material information before entering into any transaction, including, when applicable, ownership, financial statements, revenue, expenses, liabilities, licenses, regulatory compliance, property condition, title, valuation, investment terms, securities-law compliance, and the identity and authority of the parties involved.

Do not rely solely upon information appearing in an MDs Only newsletter or listing when making a business, real estate, financial, or investment decision.

7. MDs Only Is Not a Broker

MDs Only operates as a listings and information service.

MDs Only is not acting as your:

• Business broker;
• Real estate broker or agent;
• Securities broker-dealer;
• Investment banker;
• Placement agent;
• Finder;
• Financial advisor;
• Investment advisor;
• Attorney;
• Accountant; or
• Fiduciary.

MDs Only does not represent buyers, sellers, issuers, investors, landlords, tenants, founders, or other participants in transactions merely because an opportunity appears through the Services.

MDs Only does not negotiate transactions on behalf of users, provide valuations, recommend whether a transaction should be completed, or provide individualized investment advice through its newsletter or listings service.

Any transaction resulting from a listing is between the applicable third parties.

8. No Financial or Investment Advice

Nothing contained in an MDs Only newsletter, listing, website, email, or other communication should be interpreted as financial, investment, legal, tax, accounting, medical, or other professional advice.

The appearance of an investment or funding opportunity through MDs Only does not mean that MDs Only recommends the opportunity or believes it is suitable for any particular person.

MDs Only does not guarantee investment returns, profitability, business performance, property appreciation, financing, or the success of any opportunity.

You are responsible for determining whether an opportunity is appropriate for you.

9. Startup and Investment Listings

Some listings may involve startups or businesses seeking capital.

MDs Only's publication or distribution of such a listing does not constitute an offer by MDs Only to sell securities or a solicitation by MDs Only of an offer to purchase securities.

Any offering, investment, or securities transaction is solely the responsibility of the applicable issuer and participating parties and may be subject to federal and state securities laws.

Potential investors should independently evaluate an opportunity and obtain appropriate professional advice before investing.

10. Real Estate Listings

Real estate information appearing through MDs Only is provided for informational and listing purposes only.

MDs Only does not guarantee property availability, ownership, title, zoning, permitted use, physical condition, environmental condition, valuation, income potential, occupancy, financing availability, or any other characteristic of a property.

Users interested in a property are responsible for conducting appropriate inspections, title searches, financial analysis, legal review, and other due diligence.

11. User-Submitted Content and Listings

If you submit a listing or other content to MDs Only, you represent and warrant that:

• You have the authority to submit and distribute the information;
• The information you provide is accurate to the best of your knowledge;
• Your submission does not knowingly contain materially false or misleading information;
• Your submission does not violate the rights of another person or entity; and
• Your submission complies with applicable laws and regulations.

You grant ASFMS, LLC a non-exclusive, worldwide license to reproduce, format, edit, distribute, display, and communicate the submitted material as reasonably necessary to provide and promote the MDs Only Services and distribute the applicable listing.

You remain responsible for the content you submit.

12. No Guarantee of Results From Listings

Purchasing or receiving a listing does not guarantee that your listing will generate inquiries, investors, buyers, sellers, financing, offers, transactions, or any other result.

MDs Only does not guarantee the number, qualifications, financial capacity, or seriousness of individuals who may view or respond to a listing.

Listing fees are for the publication and distribution services described at the time of purchase, not for a guaranteed transaction or outcome.

13. Communications With Third Parties

MDs Only may provide contact information or otherwise enable users to learn about third-party opportunities.

Any communications, negotiations, disclosures, agreements, payments, or transactions between users and third parties are conducted at the users' own discretion and risk.

MDs Only is not responsible for the conduct, representations, omissions, performance, or failure to perform of third parties.

Users should exercise appropriate caution before transmitting money, confidential information, financial information, patient information, proprietary business information, or other sensitive information to another party.

14. No Endorsement

The inclusion of a company, startup, medical practice, property, product, service, individual, broker, agent, investor, or other third party in MDs Only does not constitute an endorsement by ASFMS, LLC.

Likewise, the absence or removal of a listing should not be interpreted as a statement regarding the quality or legitimacy of the underlying opportunity.

15. Intellectual Property

The MDs Only name, branding, website design, newsletter format, original written content, graphics, logos, databases, compilations, and other original materials are owned by or licensed to ASFMS, LLC and are protected by applicable intellectual property laws.

Your membership provides a limited, personal, non-exclusive, non-transferable right to access the Services for your own lawful use.

Unless expressly authorized by MDs Only, you may not reproduce, republish, distribute, sell, sublicense, scrape, systematically extract, or commercially redistribute MDs Only newsletters, subscriber-only listings, databases, or other protected content.

16. Account Sharing and Newsletter Redistribution

Paid membership content is intended for the subscriber associated with the applicable membership unless MDs Only expressly states otherwise.

You may not purchase one membership for the purpose of systematically redistributing paid newsletters or subscriber-only listings to nonmembers.

MDs Only may suspend or terminate accounts that engage in unauthorized redistribution or other material violations of these Terms.

17. Acceptable Use

You may not use the Services to engage in fraud, impersonation, unlawful solicitation, infringement, harassment, transmission of malicious software, unauthorized collection of personal information, or other unlawful conduct.

You may not knowingly submit fraudulent or materially misleading listings.

18. Third-Party Services

The Services may contain links to websites, businesses, payment processors, platforms, brokers, or other services operated by third parties.

ASFMS, LLC does not control and is not responsible for third-party services, their content, their privacy practices, or transactions conducted through them.

Your use of third-party services may be governed by separate terms and policies.

19. Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE."

ASFMS, LLC DISCLAIMS WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE SERVICES AND INFORMATION PROVIDED THROUGH THEM, INCLUDING WARRANTIES OF ACCURACY, COMPLETENESS, CURRENTNESS, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

ASFMS, LLC DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE FROM HARMFUL COMPONENTS.

Nothing in these Terms excludes any warranty or right that cannot lawfully be excluded.

20. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ASFMS, LLC AND ITS OWNERS, MANAGERS, OFFICERS, EMPLOYEES, CONTRACTORS, AND AGENTS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THE SERVICES.

This includes, without limitation and to the extent permitted by law, losses arising from reliance upon a listing; inaccurate or outdated information; unsuccessful investments; business losses; lost profits; failed transactions; property-related losses; actions of third parties; or decisions made based upon information obtained through MDs Only.

Nothing in these Terms limits liability that cannot lawfully be limited or excluded.

21. Indemnification

To the extent permitted by applicable law, you agree to indemnify and hold harmless ASFMS, LLC and its owners, managers, officers, employees, contractors, and agents from claims, liabilities, damages, losses, and reasonable expenses arising from your violation of these Terms, your unlawful use of the Services, content or listings you submit, or your infringement of another person's rights.

22. Suspension and Termination

MDs Only may suspend or terminate access to the Services for material violations of these Terms, fraudulent activity, abuse of the Services, unlawful conduct, nonpayment, or conduct that threatens the security or operation of the Services.

Termination does not eliminate obligations that by their nature should survive termination.

23. Changes to the Services or Terms

ASFMS, LLC may update these Terms from time to time.

When required by applicable law, we will provide appropriate notice of material changes. The effective date appearing at the beginning of these Terms indicates when they were most recently updated.

Continued use of the Services following the effective date of revised Terms constitutes acceptance of those Terms to the extent permitted by applicable law.

24. Privacy

Use of MDs Only is also subject to the MDs Only Privacy Policy.

The Privacy Policy describes how ASFMS, LLC collects, uses, and protects personal information associated with the Services.

25. Electronic Communications

By creating an account or subscribing to MDs Only, you consent to receive communications necessary to administer your membership and provide the Services.

Marketing and promotional communications will be handled in accordance with applicable law, and where required, users will be provided with a method to unsubscribe from marketing communications.

Unsubscribing from promotional emails may not prevent delivery of transactional or account-related communications.

26. Governing Law

These Terms will be governed by the laws of the State of Florida, without regard to its conflict-of-laws principles, except where applicable law requires otherwise.

Any dispute relating to these Terms or the Services will be resolved in the courts or through any dispute-resolution procedure specified by ASFMS, LLC in accordance with applicable law.

27. Severability

If any provision of these Terms is determined to be invalid or unenforceable, the remaining provisions will remain in effect to the fullest extent permitted by law.

28. Entire Agreement

These Terms, together with the Privacy Policy and any additional terms presented in connection with a particular subscription, listing, or service, constitute the agreement between you and ASFMS, LLC concerning your use of MDs Only.

29. Contact Information

Questions concerning these Terms may be directed to: