Caris Detect Terms and Conditions

Effective Date: 06/30/2026

IMPORTANT NOTICE REGARDING DISPUTE RESOLUTION: These Terms contain a mandatory arbitration agreement and class action waiver in Section 11. It affects your legal rights. Please read it carefully. You have the right to rescind (opt out of) the agreement to arbitrate disputes within 30 days (or longer as required by applicable law) of first agreeing to these Terms. See Section 11.9 for recission instructions.

IMPORTANT NOTICE REGARDING DISCLAIMERS AND LIMITATIONS: These Terms contain warranty disclaimers in Section 8 and limitations of liability (including the Test Fee Cap) in Section 9.

These Terms and Conditions (“Terms”) are a binding legal agreement between you andCaris MPI, Inc. dba Caris Life Sciences. These Terms govern your purchase and receipt of the Services (as defined below).

Key Disclosures (Summary):

• Physician order required. The test is available only by order of an Ordering Clinician.
• Independent clinician. The Ordering Clinician is not Caris’ agent or employee.
• No medical advice. Caris does not provide medical advice or diagnosis.
• Other documents apply. The Informed Consent and the HIPAA Notice of Privacy Practices apply as described in those documents.
• Not for urgent needs. The Services are not intended for urgent or time-sensitive medical decision-making. If you have symptoms or concerns, seek prompt medical care.

By clicking “I accept,” “I agree,” or similar when the option is presented, or by purchasing or using the Services, you agree to these Terms. If you do not agree, do not purchase or use the Services.

ARTICLE 1 – SPECIAL NOTICES

For California Residents

It is understood that any dispute as to medical malpractice, that is as to whether any medical services rendered under this contract were unnecessary or unauthorized or were improperly, negligently or incompetently rendered, will be determined by submission to arbitration as provided by California law, and not by a lawsuit or resort to court process except as California law provides for judicial review of arbitration proceedings. Both parties to this contract, by entering into it, are giving up their constitutional right to have any such dispute decided in a court of law before a jury, and instead are accepting the use of arbitration. See Section 11 for the complete mandatory arbitration agreement.

For Colorado Residents

It is understood that any claim of medical malpractice, including any claim that medical services were unnecessary or unauthorized or were improperly, negligently, or incompetently rendered or omitted, will be determined by submission to binding arbitration in accordance with the provisions of part 2 of article 22 of this title, and not by a lawsuit or resort to court process except as Colorado law provides for judicial review of arbitration proceedings. The patient has the right to seek legal counsel concerning this agreement, and, notwithstanding anything to the contrary in these terms, has the right to rescind this agreement by written notice to the physician within 90 days after the agreement has been signed and executed by both parties unless said agreement was signed in contemplation of the patient being hospitalized, in which case the agreement may be rescinded by written notice to the physician within 90 days after release or discharge from the hospital or other health-care institution. Both parties to this agreement, by entering into it, have agreed to the use of binding arbitration in lieu of having any such dispute decided in a court of law before a jury.

1. DEFINITIONS

For purposes of these Terms:

“Caris,” “we,” “us,” or “our” means Caris MPI, Inc. dba Caris Life Sciences, laboratory that performs the Test.

“Caris Parties” means Caris and its parents, subsidiaries, and affiliates, and each of their respective officers, directors, employees, contractors, agents, representatives, successors, and assigns.

“You” or “your” means the individual who is the subject of the Test and who accepts these Terms.

“Services” means laboratory testing services provided by Caris under these Terms, which include receiving and processing a Specimen, performing laboratory analysis, and issuing a Test Report, and may include related administrative communications and support.

“Test” means the Caris Detect laboratory test ordered for you and performed by Caris on your Specimen.

“Test Fee” means the amount paid for the Caris’ testing services for the applicable order, as shown on the order confirmation, receipt, or other transaction record provided at checkout, excluding (a) fees paid to any Ordering Clinician or telehealth company, (b) fees for telehealth visits or clinical consultations, (c) shipping or other third-party fees, and (d) taxes. If the transaction record does not separately itemize the Test Fee, the Test Fee will be the portion reasonably attributable to Caris’ laboratory testing services as reflected in the transaction records between the Payment Collector and Caris.

“Specimen” means the biological sample submitted for the Test.

“Test Report” means laboratory report issued by Caris describing the results of the Test.

“Ordering Clinician” means a licensed physician or other clinician authorized under applicable law to order the Test for you.

2. ABOUT THE SERVICES; PHYSICIAN ORDER; NO MEDICAL ADVICE

2.1 The Services.

Caris provides the Services described in these Terms. The Services are limited to laboratory testing performed on your Specimen and issuance of a Test Report. The Services may also include administrative communications related to ordering, specimen collection and shipping, and delivery of your Test Report.

2.2 Physician Order Required; Independent Ordering Clinician; No Agency.

The Test is available only by order of an Ordering Clinician. The Ordering Clinician may be made available to you through a third-party telehealth arrangement. The Ordering Clinician is not our employee, agent, partner, or representative, and we do not control the Ordering Clinician’s professional judgment, communications, or services. No telehealth company is a party to these Terms, and nothing in these Terms creates any relationship between Caris and any telehealth company or Ordering Clinician other than as described in these Terms.

2.3 No Medical Advice; Not a Diagnosis; Not a Substitute for Medical Care.

We are a laboratory. We do not provide medical advice, diagnosis, or treatment, and we do not practice medicine. The Test is not intended to diagnose cancer or any other condition and is not a substitute for medical evaluation, diagnosis, or treatment. You should seek medical care from an appropriate healthcare professional for any symptoms, concerns, or questions about your health, including questions about your Test Report.

2.4 Limitations of Testing; Reliance.

Like all laboratory tests, the Test has limitations. Results may be affected by a variety of factors, including the quality and condition of your Specimen and the information available at the time of analysis. Test Reports may include results that are false positive, false negative, inconclusive, or of uncertain significance. You are responsible for discussing your Test Report with your Ordering Clinician and for any medical decisions or follow-up care. Caris does not monitor your health and has no obligation to provide clinical follow-up, to interpret results, or to alert you to the need for medical care.

2.5 Other Documents.

You may be required to review and sign an informed consent for the Test (“Informed Consent”) and other documents presented during the ordering process. Caris’ Notice of Privacy Practices (“NPP”) describes how Caris may use and disclose protected health information and your rights under HIPAA. These Terms do not replace or duplicate the Informed Consent or the NPP.

3. ORDERS PLACED BY AN ORDERING CLINICIAN; OUR RELIANCE; PATIENT ACKNOWLEDGMENTS

3.1 Orders Must Be Placed by an Ordering Clinician.

Caris will perform the Test only if it receives a valid order from an Ordering Clinician. We may decline to accept, process, or complete a Test order if we reasonably believe the order is invalid, incomplete, not authorized under applicable law, or otherwise does not satisfy our requirements.

3.2 Information and Attestations Submitted with the Order.

The Ordering Clinician (or a third party acting on the Ordering Clinician’s behalf) may submit information and attestations in connection with your Test order, including information about you and confirmation that required consents have been obtained. You acknowledge and agree that Caris may rely on the information and attestations submitted with the order and is not responsible for verifying the Ordering Clinician’s licensure, authority, or compliance with applicable professional or legal obligations.

3.3 Your Responsibilities.

You agree to (a) provide accurate and complete information requested in connection with the Test order, (b) promptly update information if you become aware it is inaccurate, and (c) follow any applicable specimen collection and shipping instructions. If another person pays for the Services, you remain responsible for compliance with these Terms and for communications regarding your Test Report.

3.4 Clinical Responsibility and Follow-Up.

You acknowledge that your Ordering Clinician is responsible for determining whether the Test is appropriate for you, obtaining any required clinical consent, and advising you regarding the meaning of your Test Report and any recommended next steps. Caris does not provide clinical interpretation, medical advice, diagnosis, or treatment.

3.5 No Third-Party Beneficiaries.

These Terms are between you and Caris only. No Ordering Clinician or telehealth company is a party to, or a third-party beneficiary of, these Terms.

4. PAYMENT; FEES; REFUNDS

4.1 Fees and Payment Processing.

Fees for the Services may be charged by, collected by, and processed through a third-party payment processor (the “Payment Collector”). Caris is not the merchant of record for payments collected by a Payment Collector, and Caris does not receive or store your payment card information in connection with such payments. Caris does not control and is not responsible for the Payment Collector’s payment terms, refund policies, or customer support. If Caris collects payment directly for any portion of the Services, those payments will be processed as described at checkout and this Section 4 will apply to that payment.

4.2 Pricing; Taxes; Changes.

The Test Fee and any other fees presented to you at the time you place an order (including any shipping and handling fees and any applicable taxes) will apply to that order. Fees may change from time to time, but changes will not apply retroactively to orders that have already been accepted.

4.3 Chargebacks and Payment Disputes.

 If you dispute a charge for the Services, you should first follow the dispute process provided by the Payment Collector. To the extent permitted by law, you agree not to initiate a chargeback or payment reversal in bad faith. Caris may suspend performance of the Services for an order while a payment dispute is pending.

4.4 Cancellations; Refunds.

Cancellation and refund eligibility may depend on the stage of the order (for example, whether a collection kit has shipped, whether the Specimen has been received by Caris, or whether testing has begun). Refund requests must be submitted through the Payment Collector’s customer support process, unless we specify otherwise. Any refunds (if approved) will be issued by the Payment Collector in accordance with its policies and applicable law, and will be limited to the portion of amounts paid that are eligible for refund under those policies (which may include the Test Fee).

4.5 No Insurance Billing.

Unless expressly stated at the time of order, the Services are not billed to health insurance and you are responsible for all fees associated with the Services.

5. SPECIMEN COLLECTION, SHIPPING, AND PROCESSING

5.1 Collection and Shipping Instructions.

You agree to follow all collection, packaging, and shipping instructions provided with the collection materials or otherwise provided in connection with the Services. Proper collection and timely shipment are important to specimen integrity and Caris’ ability to perform the Test.

5.2 Specimen Integrity; Unacceptable or Insufficient Specimens.

Caris may determine, in its reasonable discretion and consistent with applicable laboratory standards, that a Specimen is unacceptable for testing (including because it is insufficient, degraded, contaminated, improperly Cariseled, improperly packaged, collected incorrectly, shipped outside required timeframes, or otherwise compromised). If a Specimen is unacceptable, Caris may be unable to complete the Test, may issue a “no result” or similar report, and may require recollection.

5.3 Shipping Delays; Loss; External Conditions.

You acknowledge that shipment of collection materials and Specimens may be delayed, damaged, or lost due to factors outside Caris’ control, including carrier delays, weather, natural disasters, public health events, supply disruptions, and other events beyond Caris’ reasonable control. Caris is not responsible for delays, damage, or loss caused by carriers or other third parties.

5.4 Recollection; Replacement Testing.

If Caris is unable to complete testing because a Specimen is unacceptable or not received, Caris may (but is not obligated to) offer recollection and re-testing as described to you at the time, which may include shipment of a replacement collection kit and/or additional collection steps. Any recollection or replacement testing may be subject to additional requirements, time limits, or fees disclosed to you at the time of the request. Caris may decline to offer recollection or replacement testing where not feasible or where permitted by law. Caris may limit the number of recollection or replacement attempts (for example, to one additional attempt), except where prohibited by law.

5.5 Timing and “Testing Not Performed” Outcomes.

Caris cannot guarantee turnaround times. A Test may be delayed or may result in a test not being completed for a variety of reasons including Specimen integrity issues, processing constraints, quality-control requirements, or events beyond Caris’ reasonable control.

5.6 Your Responsibilities and Limited Liability for Non-Compliance.

To the maximum extent permitted by law, Caris is not responsible for, and you agree that you will not assert claims based on, any inability to perform the Test or any delay or no-result outcome that is caused by (a) your failure to follow collection, packaging, or shipping instructions, (b) use of expired or improperly stored collection materials, or (c) any actions or omissions by third parties outside Caris’ control (including carriers).

5.7 Disposal of Specimens and Materials.

You authorize Caris to handle, store, use (to perform the Test and associated quality-control processes), and dispose of Specimens and related materials in accordance with applicable law, laboratory policies, and the Informed Consent. Caris is not obligated to return Specimens or collection materials.

6. TEST REPORTS; DELIVERY; USE OF RESULTS

6.1 Test Reports.

Upon completion of testing, Caris will issue a Test Report describing the Test results. The Test Report is based on the Specimen submitted and the information available to Caris at the time of analysis.

6.2 Delivery of Test Reports.

Caris may deliver the Test Report to your Ordering Clinician and may make the Test Report available to you by the method(s) described during ordering or by other reasonable means. You acknowledge that delivery may depend on third-party systems and may be delayed due to factors beyond Caris’ reasonable control. Caris does not guarantee any particular delivery method or turnaround time.

6.3 Responsibility for Clinical Interpretation and Follow-Up.

You are responsible for reviewing your Test Report and discussing it with your Ordering Clinician. The Ordering Clinician (not Caris) is responsible for interpreting the Test Report in the context of your medical history and circumstances and for recommending any follow-up evaluation or care.

6.4 No Medical Advice; Not a Diagnosis; Limitations.

The Test Report is informational and is not medical advice, diagnosis, or treatment. The Test is not intended to diagnose cancer or any other condition and is not a substitute for medical evaluation. Like all laboratory tests, the Test has limitations, and results may be false positive, false negative, inconclusive, or otherwise subject to limitations. The absence of a particular finding does not mean you do not have cancer or another condition. The Services and Test Report are not intended for urgent or time-sensitive medical decision-making.

6.5 Changes to Services and Test Reports.

Caris may update the format and content of Test Reports and may modify aspects of the Services from time to time to reflect changes in laboratory methods, quality-control practices, or regulatory requirements, provided that such changes do not materially reduce the Services for orders already accepted and in process. Any such updates apply prospectively and do not create an obligation to revise previously issued Test Reports.

6.6 Support Communications.

Any communications from Caris’ customer support or administrative personnel are for administrative and informational purposes only and are not medical advice. If you have questions about your health or what your Test Report means for you, contact your Ordering Clinician.

7. AMENDMENTS TO TEST REPORTS; RECLASSIFICATION; WAIVER

7.1 Test Reports Reflect Information Available at the Time.

You acknowledge that each Test Report reflects Caris’ analysis of your Specimen and the information reasonably available to Caris at the time the Test Report is issued. Scientific knowledge, reference data, interpretive frameworks, laboratory methods, and regulatory requirements may change over time.

7.2 No Duty to Monitor or Update.

Caris has no obligation to monitor, re-contact you, reanalyze your Specimen, re-review prior Test Reports, or issue updates, corrections, supplements, amendments, or reclassifications based on new information, evolving science, changes in databases or consensus, or changes in methods or standards, except to the extent required by applicable law.

7.3 Discretionary Amendments.

If Caris, in its discretion, determines that a previously issued Test Report should be updated, corrected, supplemented, amended, or reissued (each, an “Amended Report”), Caris may do so, including to reflect reclassification, reinterpretation, or refinement of previously reported findings. Caris may but is not obligated to, provide any Amended Report to you and/or your Ordering Clinician by the method(s) described during ordering or by other reasonable means.

7.4 Irrevocable Waiver of Claims Based on Amendments.

To the maximum extent permitted by law, you irrevocably waive and release any and all claims, causes of action, damages, losses, liabilities, and demands of any kind arising out of or relating to (a) Caris’ issuance of an Amended Report, or (b) any change, update, modification, correction, supplementation, or reclassification of a Test Report, including any claims based on reliance on a prior Test Report, to the extent Caris’ actions are taken in good faith and consistent with applicable law and Caris’ reasonable laboratory practices.

7.5 No Limitation of Nonwaivable Rights.

Nothing in this Section 7 limits any rights that cannot be waived as a matter of applicable law.

8. DISCLAIMERS; NO WARRANTIES

8.1 No Medical Advice; No Practice of Medicine.

The limitations in Section 2.3 (No Medical Advice; Not a Diagnosis; Not a Substitute for Medical Care) apply. For clarity, the Services and any Test Report do not constitute medical advice, diagnosis, or treatment, and Caris does not practice medicine.

8.2 No Guarantee of Outcomes; Test Limitations.

The limitations in Section 2.4 (Limitations of Testing; Reliance) and Section 6.4 (No Medical Advice; Not a Diagnosis; Limitations) apply. For clarity, Caris does not guarantee any particular result, outcome, or benefit from the Services or the Test. You acknowledge that the Test Report is subject to the limitations described in Sections 2.4 and 6.4 and may not be definitive.

8.3 No Warranties.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES, ANY TEST REPORT, AND ANY RELATED MATERIALS OR COMMUNICATIONS RELATED TO THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. WITHOUT LIMITING THE FOREGOING, THE CARIS PARTIES DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE AND ALL OTHER IMPLIED WARRANTIES. WITHOUT LIMITING THE FOREGOING, THE CARIS PARTIES MAKE NO WARRANTIES REGARDING (A) TURNAROUND TIMES OR THE TIMELINESS OF ANY TEST REPORT, (B) THE AVAILABILITY OR UNINTERRUPTED OPERATION OF ANY METHOD USED TO DELIVER COMMUNICATIONS OR TEST REPORTS, OR (C) THAT ANY TEST REPORT WILL BE ERROR-FREE, OR WILL BE UPDATED, AMENDED, OR REISSUED. SECTION 7 (NO DUTY TO UPDATE) APPLIES.

8.4 Third-Party Services and Systems.

The Services may involve third-party services or systems that are not controlled by Caris, such as shipping carriers, payment processors, telecommunications providers, and third-party telehealth arrangements. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE CARIS PARTIES DISCLAIM WARRANTIES WITH RESPECT TO THOSE THIRD-PARTY SERVICES OR SYSTEMS AND ARE NOT RESPONSIBLE FOR THEIR ACTS OR OMISSIONS. This Section 8.4 applies only to third-party services and systems outside Caris’ control.

8.5 Application.

Some jurisdictions do not allow the exclusion of certain warranties. To the extent a warranty cannot be excluded under applicable law, this Section 8 will apply only to the maximum extent permitted.

9. LIMITATION OF LIABILITY

9.1 No Liability for Third Parties.

Caris is not responsible for the acts or omissions of third parties, including shipping carriers, payment processors, and third-party telehealth arrangements or Ordering Clinicians. For clarity, nothing in this Section 9.1 limits Caris’ responsibility to perform the Test and issue the Test Report in accordance with applicable law.

9.2 Exclusion of Indirect Damages.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE CARIS PARTIES BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, CONSEQUENTIAL, OR INDIRECT DAMAGES, OR DAMAGES FROM LOSS OF REVENUE, PROFITS, GOODWILL, OR DATA, SERVICE INTERRUPTION, SYSTEM FAILURE, OR THE COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR IN CONNECTION WITH THE SERVICES OR THESE TERMS, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY.

9.3 Aggregate Cap.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE CARIS PARTIES’ TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS, DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS (WHETHER IN CONTRACT, TORT, OR OTHERWISE) WILL NOT EXCEED THE TEST FEE FOR THE APPLICABLE ORDER (THE “TEST FEE CAP”). THIS LIMITATION DOES NOT APPLY TO LIABILITY THAT CANNOT BE LIMITED UNDER APPLICABLE LAW.

9.4 Basis of the Bargain.

You acknowledge that the limitations in this Section 9, including the Test Fee Cap, are an essential basis of the bargain between you and Caris and will apply even if any limited remedy fails of its essential purpose.

9.5 Application.

Some jurisdictions do not allow the exclusion of certain damages or the limitation of liability, so some of the above limitations may not apply to you. In such jurisdictions, Caris’ liability, including the Test Fee Cap, will be limited to the maximum extent permitted by law.

10. INDEMNIFICATION

10.1 Your Indemnification Obligations.

To the maximum extent permitted by law, you agree to indemnify, defend, and hold harmless Caris Parties from and against any third-party claims, demands, actions, suits, proceedings, damages, losses, liabilities, penalties, fines, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to: (a) your material breach of these Terms; (b) your violation of applicable law in connection with the Services; (c) your submission of false, inaccurate, or misleading information in connection with the Test order or the Services; (d) your misuse of any materials provided for Specimen collection or shipping, including any misuse that causes injury to another person or damage to property; or (e) your misuse or misrepresentation of any Test Report (including providing altered, incomplete, or misleading versions of a Test Report), to the extent a third party asserts a claim against the Caris Parties based on that misuse or misrepresentation.

10.2 Process.

Caris will provide you prompt written notice of any claim subject to indemnification (to the extent practicable), and you will control the defense and settlement of the claim, provided that you may not settle any claim in a manner that imposes any obligation or admission of liability on any Caris Party without Caris’ prior written consent (not to be unreasonably withheld). Caris may participate in the defense with counsel of its choosing at its own expense.

10.3 Scope.

This Section 10 applies only to third-party claims and does not require you to indemnify any Caris Party for claims brought by you against Caris Parties.

11. DISPUTE RESOLUTION AND ARBITRATION AGREEMENT

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY TRIAL. THIS SECTION INCLUDES A CLASS ACTION WAIVER.

11.1 General.

(a) “Dispute” means any claim, controversy, or dispute arising out of or relating to these Terms, the Services, the Test, the Specimen, any Test Report (including any Amended Report), communications about the Services, or the relationship between you and Caris, whether based in contract, tort (including negligence), statute, fraud, misrepresentation, or any other legal theory. For purposes of this arbitration agreement, “Dispute” will also include disputes that arose or involve facts occurring before the existence of this or any prior versions of the Terms as well as claims that may arise after the termination of these Terms.

(b) For clarity, no Ordering Clinician and no telehealth company is a party to these Terms, and nothing in this Section 11 creates rights or obligations for any Ordering Clinician or telehealth company.

11.2 Informal Dispute Resolution (Required First Step; 30 Days; Tolling).

Before initiating arbitration or any court proceeding (except as expressly permitted in 11.10), you and Caris agree to try to resolve any Dispute informally.

(a) Notice of Dispute.

You must send a written notice describing the Dispute (“Notice of Dispute”) to: DetectNotices@CarisLS.com and/or to the address in the Notices section. The Notice of Dispute must include (i) your name and contact information, (ii) a description of the Dispute, (iii) the date(s) of relevant events, (iv) the relief you are requesting, and (v) information sufficient for Caris to identify the applicable order (such as an order number, if available).

(b) Informal Resolution Period.

The parties will engage in good-faith efforts to resolve the Dispute for thirty (30) days after Caris receives the Notice of Dispute (the “Informal Resolution Period”). Either party may request an individual telephone or video settlement conference during the Informal Resolution Period, and the other party agrees to participate in good faith. This informal process shall be individualized such that a separate conference must be held each time either party initiates a Dispute, even if the same law firm or group of law firms represents multiple users in similar cases, unless all parties agree; multiple individuals attempting to initiate a Dispute cannot participate in the same Informal Resolution process unless all parties agree.

(c) Tolling.

Any applicable statute of limitations will be tolled during the Informal Resolution Period.

11.3 Agreement to Arbitrate.

If a Dispute is not resolved through the informal process in 11.2, you and Caris agree that the Dispute will be resolved by binding, individual arbitration as set forth in this Section 11, except as expressly provided in 11.10, and that either party may commence arbitration. Arbitration typically is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, and court review of an arbitration award is very limited. However, an arbitrator can award the same damages and relief on an individual basis that a court can award to an individual.

11.4 Delegation (Arbitrator Decides Arbitrability).

The arbitrator, and not any court, will have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, breach or formation of this Section 11, including any claim that all or any part of this Section 11 is void or voidable. Notwithstanding the foregoing, a court may decide the enforceability of the Class Action Waiver in 11.5 and any request for public injunctive relief if applicable law requires a court to do so.

11.5 Class Action Waiver; Individual Relief Only.

YOU AND Caris AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, PRIVATE ATTORNEY GENERAL, OR REPRESENTATIVE PROCEEDING.

The arbitrator may award relief only in favor of the individual party seeking relief and only to the extent necessary to resolve that individual party’s claim.

11.6 Arbitration Rules; Administrator; Location; Remote Hearings.

(a) Rules/Administrator.

The arbitration will be administered by the American Arbitration Association (“AAA”) under the AAA Consumer Arbitration Rules then in effect, as modified by this Section 11. If the Arbitrator deems them applicable, the Supplementary Procedures for Consumer Related Disputes also shall apply.

(b) Location and Remote Participation.

The arbitration will be conducted (i) by videoconference by default if requested by either party, and (ii) otherwise in the county where you reside or within 100 miles of your residence, unless the parties agree otherwise or the arbitrator determines that a different location is appropriate under the AAA rules and this Section 11.

The arbitrator’s award shall be final and binding on all parties and may be entered as a judgment in any court of competent jurisdiction. These Terms evidence a transaction involving interstate commerce; and notwithstanding any other provision herein with respect to the applicable substantive law, the Federal Arbitration Act, 9 U.S.C. § 1 et seq., will govern the interpretation and enforcement of this Arbitration Agreement and any arbitration proceedings.

For more information on AAA, its Rules and Procedures, and how to file an arbitration claim, you may call AAA at 800-778-7879 or visit the AAA website at https://www.adr.org.

(c) Small Claims.

Either party may bring an individual action in small claims court in lieu of arbitration if the claim qualifies and remains in small claims court and advances only on an individual (non-class, non-representative) basis.

11.7 Fees and Costs; Fee-Shifting for Claims Under $75,000.

(a) AAA Consumer Fee Framework.

Payment of AAA filing, administration, and arbitrator fees will be governed by the AAA Consumer Arbitration Rules, as modified by this Section 11.

(b) Attorneys’ Fees.

Each party agrees to pay its own attorneys’ fees and expenses unless there is a governing statutory provision that requires the prevailing party to be paid attorneys’ fees and expenses.  For any arbitration in which the total amount of monetary relief sought by a party (excluding attorneys’ fees and costs) is less than $75,000, the arbitrator shall award reasonable attorneys’ fees and costs to the prevailing party, to the extent permitted by applicable law if the arbitrator deems the claims filed in bad faith or are frivolous. The parties expressly agree that this shall not include any success or contingency fees, and that they do not agree that an arbitrator may award such fees to the prevailing party or otherwise.

(c) Authority Tied to Liability Limits.

The arbitrator’s authority to award damages and other relief is subject to the limitations and exclusions in these Terms (including the limitation of liability and remedy provisions), except to the extent prohibited by applicable law. For clarity, this does not limit any attorneys’ fees or costs that cannot be limited under applicable law.

11.8 One-Year Statute of Limitations.

To the maximum extent permitted by law, any Dispute must be initiated within one (1) year after the claim or cause of action accrues; otherwise, the Dispute is permanently barred. This limitations period is tolled during the Informal Resolution Period under 11.2.

11.9 Recission (Opt Out) Right.

You may opt out of (rescind) this arbitration agreement by sending Caris written notice of your decision to opt out within thirty (30) days (or such other time as required by applicable law) after you first accept these Terms (the “Recission Notice”). The Recission Notice must include your name, mailing address, email address, and a clear statement that you want to opt out of (rescind) the arbitration agreement. Send the Recission Notice to: DetectNotices@CarisLS.com and/or to the address in the Notices section.

Rescinding (opting out of) the arbitration agreement will not affect any other provisions of these Terms. If you opt out, Disputes will be resolved in accordance with 11.10 (Court Proceedings) and the governing law/venue provisions in these Terms.

11.10 Court Proceedings; Dallas Venue; Texas Law.

(a) Permitted Court Proceedings.

Notwithstanding 11.3, either party may seek (i) to compel arbitration, (ii) to stay a court action pending arbitration, (iii) to confirm, modify, vacate, or enforce an arbitration award, and (iv) any other relief that a court must provide as a matter of applicable law.

(b) Venue and Jurisdiction.

To the extent any Dispute is permitted to proceed in court under this Section 11 (including proceedings in 11.10(a)), the parties consent to jurisdiction and venue in the state or federal courts located in Dallas County, Texas, unless prohibited by applicable law.

(c) Governing Law.

The governing law provision of these Terms applies. For clarity, the parties intend Texas law to govern to the extent provided elsewhere in these Terms.

11.11 Mass Arbitration; Bellwether Process (Two Stages) (Not Batching).

This 11.11 applies if 20  or more substantially similar individual arbitration demands (a “Mass Arbitration”) are filed against Caris Parties by or with the assistance of the same or coordinated counsel or otherwise coordinated in a manner suggesting common issues of law or fact. To increase the efficiency of administration and resolution of such arbitrations, you and we agree that within a thirty (30) day period (or as soon as possible thereafter), the AAA shall commence administration of the process contemplated in this provision. All parties agree that arbitrations are of a “substantially similar” nature if they arise out of or relate to the same event, act, omission, practice or factual scenario and raise the same or similar legal issues and seek the same or similar relief. To the extent the parties disagree on the application of the Mass Arbitration process, the disagreeing party shall advise the AAA, and the AAA shall appoint a sole standing arbitrator to determine the applicability of the Mass Arbitration process (“Administrative Arbitrator”). In an effort to expedite resolution of any such dispute by the Administrative Arbitrator, the parties agree the Administrative Arbitrator may set forth such procedures as are necessary to resolve any disputes promptly. The Administrative Arbitrator’s fees shall be paid by Caris.

You and we agree to cooperate in good faith with the AAA to implement the Mass Arbitration process including the payment of single filing and administrative fees, as well as any steps to minimize the time and costs of arbitration, which may include: (1) the appointment of a discovery special master to assist the arbitrator in the resolution of discovery disputes; and (2) the adoption of an expedited calendar of the arbitration proceedings. This Mass Arbitration provision shall in no way be interpreted as authorizing a class, collective and/or other mass arbitration or action of any kind, or arbitration involving joint or consolidated claims under any circumstances, except as expressly set forth in this provision.

(a) Administration Hold and Fee Timing.

The parties agree that, during the bellwether process described below, the AAA will be asked to (and the parties will request that it) hold in abeyance administration of all demands in the Mass Arbitration other than the Bellwether Cases (defined below), including delaying the requirement that the parties pay arbitration filing or administrative fees for non-bellwether cases, to the maximum extent permitted by the AAA rules and procedures. The parties will request that AAA appoint the same arbitrator (or a limited pool of arbitrators) for the bellwether cases to the extent feasible, and that the bellwether cases proceed under substantially similar procedures (including consistent limits on discovery, motion practice, and hearing format), consistent with the AAA rules.

(b) Stage One — 16 Bellwether Cases.

(i) Selection.

The parties will select sixteen (16) individual cases to proceed first (the “Stage One Bellwether Cases”), with eight (8) selected by claimants and eight (8) selected by Caris.

(ii) Proceeding.

Only the Stage One Bellwether Cases will proceed through arbitration during Stage One; all other cases will remain stayed/held in abeyance as described in 11.11(a).

(c) Stage One Global Mediation.

After the Stage One Bellwether Cases are resolved (or earlier if the parties agree), the parties will participate in a global mediation of the remaining cases in the Mass Arbitration.

(d) Stage Two — 50 Bellwether Cases.

If the Disputes are not resolved through Stage One mediation, the parties will proceed to Stage Two.

(i) Selection.

The parties will select up to fifty (50) additional individual cases to proceed (the “Stage Two Bellwether Cases”), with half (up to twenty-five (25)) selected by claimants and half (up to twenty-five (25)) selected by Caris.

(ii) Proceeding.

Only the Stage Two Bellwether Cases will proceed through arbitration during Stage Two; all other cases will remain stayed/held in abeyance as described in 11.11(a).

(e) Stage Two Global Mediation.

After the Stage Two Bellwether Cases are resolved (or earlier if the parties agree), the parties will participate in a second global mediation of the remaining cases in the Mass Arbitration.

(f) Post–Stage Two Sequencing.

If the Disputes are not resolved after Stage Two mediation, the remaining demands will proceed in arbitration in increments of 50 cases at a time, with the order of cases determined by alternating selections, and with a good-faith mediation conference after each increment. To the extent there are less than 50 arbitrations left over, a final batch consisting of the remaining arbitrations shall be heard.

(g) Individual Requirements Preserved.

Nothing in this 11.11 authorizes class, collective, consolidated, or representative proceedings.

11.12 Changes to this Section; Right to Reject Changes.

If Caris makes a material change to this Section 11after you accept these Terms, Caris will provide notice as required by these Terms. You may reject the change by sending written notice within thirty (30) days after the effective date of the change, in which case the most recent version of this Section 11 that you accepted will govern Disputes between you and Caris.

11.13 Severability.

If any portion of this Section 11 is found to be invalid or unenforceable, such specific part will be severed and the remainder of this Section 11 will be enforced to the maximum extent permitted by law, except that if the Class Action Waiver in 11.5 is found unenforceable as to a particular claim, then (to the extent permitted by law) that claim will proceed only in court and not in arbitration, and only on an individual basis.

12. CHANGES TO THESE TERMS

12.1 We May Update These Terms.

We may update these Terms from time to time. If we make changes, we will update the “Effective Date” above and, if required by applicable law, provide you additional notice.

12.2 Changes Apply Prospectively.

Unless we expressly state otherwise (or as required by applicable law), changes to these Terms will apply only on a prospective basis and will not apply retroactively to Services that have already been ordered and accepted by Caris, or to Test Reports already issued, before the effective date of the change.

12.3 How You Accept Changes.

If you access any online interface made available by us (if any) after the effective date of updated Terms, you may be presented with the updated Terms and asked to accept them. If you do not agree to the updated Terms, you should not proceed with any new order or use of any such interface after the effective date.

12.4 Arbitration Changes Governed Separately.

Changes to the dispute resolution and arbitration provisions are governed by Section 11.12 (Changes to Arbitration Section; Right to Reject Changes).

13. NOTICES

13.1 Notices from Caris to You.

Any notices or other communications Caris provides under these Terms (including notices regarding changes to these Terms) will be provided in writing by one or more of the following methods: (a) by email to the address you provide in connection with the Services; and/or (b) by posting or making the notice available through any online interface used in connection with the Services (if any); and/or (c) by any other reasonable method permitted by law. For notices sent by email, notice will be effective when the email is sent (whether or not you actually receive or read it). You agree that notices provided electronically satisfy any legal requirement that a notice be in writing. You are solely responsible for ensuring that your email address and other contact information provided in connection with the Services are accurate and current.

13.2 Notices from You to Caris.

You may provide notices to Caris only in writing by email to:  DetectNotices@CarisLS.com (and, if required by applicable law, by mail to the address listed in Section [Contact Us/Notices Address]). Notices from you will be effective when received by Caris.

13.3 Dispute and Arbitration Notices.

Notwithstanding Sections 13.1 and 13.2, notices related to disputes, arbitration, and opt-out rights must be sent in accordance with Section 11 (Dispute Resolution and Arbitration Agreement).

14. MISCELLANEOUS

14.1 Electronic Communications; Electronic Signatures.

You consent to receive communications from the Lab electronically, including by email, text message (if you provide a mobile number), or through any online interface used in connection with the Services (if any). You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

If you are presented with an option to accept these Terms or to sign or acknowledge any document electronically, you agree that your electronic acceptance or signature is intended to be, and will be, a valid and binding signature, and you agree not to contest the validity or enforceability of any document on the basis that it was executed electronically.

14.2 Interpretation.

The words “including,” “include,” and “includes” mean “including without limitation.” If any ambiguity or question of intent arises, these Terms will not be construed against either party on the basis that the party drafted them.

14.3 Assignment.

You may not assign or transfer these Terms or any of your rights or obligations under these Terms without the Lab’s prior written consent. The Lab may assign these Terms, in whole or in part, without restriction, including in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets.

14.4 No Third-Party Beneficiaries.

These Terms are between you and the Lab only and do not create any third-party beneficiary rights. Without limiting the foregoing, no Ordering Clinician and no telehealth company is a third-party beneficiary of these Terms.

14.5 Severability.

If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions will remain in full force and effect. Any invalid, illegal, or unenforceable provision will be modified to the minimum extent necessary to make it valid, legal, and enforceable, to the extent permitted by law.

14.6 Waiver.

No waiver of any breach or default will be deemed a waiver of any subsequent breach or default. Any waiver must be in writing and signed by the waiving party.

14.7 Force Majeure.

The Lab will not be liable for any delay or failure to perform any obligation under these Terms due to events beyond the Lab’s reasonable control, including acts of God, natural disasters, weather events, fire, flood, war, terrorism, labor disputes, public health emergencies, supply disruptions, telecommunications failures, governmental actions, or failures of third-party carriers or service providers.

14.8 Governing Law.

These Terms and any dispute arising out of or relating to these Terms or the Services are governed by the laws of the State of Texas, without regard to conflict of laws principles.

14.9 Venue for Non-Arbitrable Matters.

Except as otherwise provided in Section 11 (Dispute Resolution and Arbitration Agreement), and to the extent any dispute is permitted to proceed in court, the parties consent to jurisdiction and venue in the state or federal courts located in Dallas County, Texas, unless prohibited by applicable law.

14.10 Survival.

Any provisions that by their nature should survive termination or completion of the Services will survive, including Sections 11 (Dispute Resolution and Arbitration Agreement), 8 (Disclaimers), 9 (Limitation of Liability), 10 (Indemnification), and this Section 14.

14.11 Entire Agreement.

These Terms, together with any documents expressly incorporated by reference (including any Informed Consent and the Lab’s NPP, if applicable), constitute the entire agreement between you and the Lab regarding the Services and supersede all prior or contemporaneous agreements, communications, and understandings relating to the Services.

15. CONTACT INFORMATION.

15.1 Contacting the Lab.

If you have questions about the Services, you may contact us at:

• Email: CarisDetect@CarisLS.com

If you have questions about the these Terms, you may contact us at:

• Email: DetectNotices@CarisLS.com
• Mail: Caris MPI, Inc. d/b/a Caris Life Sciences 750 West John Carpenter Freeway, Suite 800, Irving, Texas 75039

15.2 Contacting the Ordering Clinician. Questions about medical care, clinical interpretation, prescriptions, referrals, or follow-up care should be directed to your Ordering Clinician or the telehealth company through which the Ordering Clinician was made available.