NEIGHBORHOOD NURSE® MEMBERSHIP AND SERVICES AGREEMENT
Last Updated on April 14, 2011
One2One Health, LLC d/b/a Neighborhood Nurse® (“Neighborhood Nurse®”) provides professional healthcare services direct to consumers. We offer the following services (collectively the “Service”):
1) Physician developed symptom checker and self-care guidelines
2) Telephonic nurse triage; using physician written & driven guidelines, referred to as “Nurse 24/7”, online health management tools, and a secure electronic communications portal
3) Telemedicine services; telephonic access to a physician for a diagnostic consult, prescription or doctor’s excuse, referred to as “Plus MD”.
4) Advocate Services; insurance and benefits assistance, health & wellness and care coordination services
In order to use the Service (as defined above), the user, (“You”) must read and accept all of the terms and conditions in, and linked to, this Membership Agreement (this "Agreement"), which may be modified by Neighborhood Nurse® from time to time at our sole discretion. All modifications will be posted on www.neighborhoodnurse.com (our "Site") and such modifications will become effective immediately upon the posting thereof. It is your responsibility to review this Agreement on a regular basis to keep yourself informed of any modifications. We strongly recommend that, as You read this Agreement, You also access and read the linked information. By accepting this Agreement, You also agree that Your use of any Neighborhood Nurse® branded websites or other websites we operate may be governed by separate membership agreements and privacy policies. BY ACCEPTING THE TERMS OF THIS AGREEMENT, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD AND AGREE TO BE BOUND BY ALL OF THE TERMS, CONDITIONS AND NOTICES CONTAINED IN THIS AGREEMENT JUST AS IF YOU HAD SIGNED THIS AGREEMENT.
TERMS OF USE
1. NEIGHBORHOOD NURSE® SERVICES
Neighborhood Nurse® provides professional healthcare services through our three core service offerings; Nurse 24/7, Plus MD, and Advocate Services. Our Nurse 24/7 service is currently comprised of two levels of subscription memberships (“Membership”): Basic (12 calls), and Premium (24 calls). Our Plus MD service is currently comprised of two levels of subscription membership: Basic (2 MD/4 nurse calls), and Premium (4 MD/6 nurse calls), and Advocate Services are provided for a professional fee agreed upon by You and Neighborhood Nurse®. The Service fees are addressed specifically in Section 5.
We also utilize tools and services provided by vendor partners (“Partners”) that are made directly to You through our Site. These Partners are TeamHealth, Inc., AmeriDoc, LLC, LVM, Inc., Worlddoc, Inc. and Healthy Circles, Inc.
2. REGISTRATION INFORMATION
As a condition of Your use of the Service, You agree to (a) provide Neighborhood Nurse® with true, accurate, current and complete information as prompted by Neighborhood Nurse® registration forms, when registering for or using the Service and (b) update and maintain the truthfulness, accuracy and completeness of such information as applicable.
3. MINIMUM AGE
If You are under the age of eighteen (18), You are prohibited from using or registering for the Service.
4. USE VOID WHERE PROHIBITED
Membership in the Service is void where prohibited.
5. MEMBERSHIP AND MEMBERSHIP FEES
Neighborhood Nurse® Membership is available only through the Nurse 24/7 or Plus MD service and as outlined in Section 3, Neighborhood Nurse® Services. Neighborhood Nurse® will charge You a membership fee (“Membership Fee”) when You purchase a Membership Service.
NURSE 24/7 and Plus MD
A Membership Fee applies to the Nurse 24/7 and Plus MD service, and in order to provide this component of the Service, You acknowledge that Neighborhood Nurse® reserves the right, at any time, to modify its Membership Fee and billing methods. The Membership Fee for access to the Nurse 24/7 service is collected through the first membership payment, which is currently defined as, “two membership payments upfront, and a activation fee”. The remaining ten payments are made during a 12 month period (Annual Period). Once a Membership is purchased, You will be granted access to the Membership level for which you have purchased after you have paid the first membership payment due upon signup. You may purchase access to an additional Nurse 24/7 or Plus MD Membership or a one-time call only if you exhaust all the nurse triage and physician calls available with your last Membership purchased during an Annual Period. All purchases are subject to the terms and conditions set forth below. Membership Fees and renewals for the Nurse 24/7 and Plus MD service will be paid through payments by credit card or debit card. The terms of such payments are listed below. PAYMENTS ARE CONSIDERED NON-REFUNDABLE AND CANNOT BE CANCELLED OR TERMINATED DURING THE ANNUAL PERIOD. ALL SUBSCRIPTION FEESS WILL BE AUTOMATICALLY RENEWED UPON THE TERMS SET FORTH BELOW UNLESS OTHERWISE REQUESTED AS STATED.
Payment Plan
IF YOU SIGNUP FOR MEMBERSHIP IN NURSE 24/7 or Plus MD, YOUR CREDIT CARD OR DEBIT CARD WILL BE BILLED IMMEDIATELY FOR THE FIRST PAYMENT OF TWO MONTHS MEMBERSHIP AND AN ACTIVATION FEE. EVERY MONTHS ON THE 1ST OF THE MONTH THEREAFTER, NEIGHBORHOOD NURSE® WILL AUTOMATICALLY CHARGE YOUR CREDIT CARD OR DEBIT CARD FOR THE NEXT PAYMENT DUE USING THE CREDIT CARD OR DEBIT CARD INFORMATION ON FILE WITH NEIGHBORHOOD NURSE®. At the end of each Annual Period, Your Membership will renew automatically for another Annual Period and the first payment, defined as two months membership and an activation fee, will take place on or about Your expiration date. If the renewal of Your Membership fails for any reason, we will attempt to process Your renewal for a period up to one hundred eighty (180) days in accordance with our standard renewal practices then in effect (which may be modified from time to time by Neighborhood Nurse®). Except as otherwise required by applicable law, You agree that Neighborhood Nurse® will not provide You with any notices prior to each payment due or upon the renewal of the Annual Period and payment plan.
CANCELLATION OF SERVICE
IF YOU WISH TO CANCEL OR TERMINATE YOUR NURSE 24/7 OR PLUS MD MEMBERSHIP PRIOR TO YOUR RENEWAL WHICH OCCURS AT THE END OF EACH ANNUAL PERIOD AND ON OR ABOUT YOUR RENEWAL DATE, YOU MAY DO SO BY PROVIDING WRITTEN NOTIFICATION 60 DAYS PRIOR TO YOUR SUBSCRIPTION MEMBERSHIP EXPIRATION DATE WHICH CAN BE FOUND ON YOUR NEIGHBORHOOD NURSE® MY ACCOUNT PAGE. SERVICE WILL END AT 12:01 PM ON THE LAST DAY OF ANNUAL PERIOD. Your request must be submitted to customerservice@neighborhoodnurse.com and titled, Cancellation of Membership. You will be notified for confirmation of Your request prior to processing. Your cancellation will become effective on the 1st day of the month following the last day of the Annual Period and Your Nurse 24/7 or Plus MD access will no longer be active. If you choose to reactivate your Membership, you will incur another activation fee as established at the time You purchase a new Membership. All new fees as applicable on the Site, Service, and the Agreement apply at the time of new purchase, and activation.
AUTHORIZATION TO UPDATE CREDIT CARD ACCOUNT INFORMATION
If the credit card or debit card provided by You to Neighborhood Nurse® expired during an attempt to process a membership plan payment or renewal Membership Fees pursuant to this Section 7, You authorize Neighborhood Nurse® to revise the expiration date and proceed with billing using the same credit or debit card account. By registering for the Service and receiving a Membership, You consent to and authorize Neighborhood Nurse® disclosure of Your credit or debit card information. You further consent to the third party's use of such information solely in connection with payment and/or renewal to this Agreement. You also consent to Neighborhood Nurse’s receipt and use of updated credit card or debit card account information from Your financial institution in connection with the provision of the Service as provided in this Agreement, the Notice and the Privacy Policy.
ADVOCATE SERVICES
Services rendered for Advocate Services will be billed for a minimum charge of two hours professional consulting fees prior to services beginning, and then as agreed upon by Neighborhood Nurse® and You. Any services that extend beyond the two hour minimum will require an additional fee determined on an hourly time and expense charge and agreed upon by both Neighborhood Nurse® and You. All payment is due in advance of services being provided. A cancellation of services does not apply and refunds are not allowed except in the event that a written request is received in advance of services having begun. Once payment is made and services have begun a refund cannot be honored. Contact for a refund must be made directly to customerservice@neighborhoodnurse.com for consideration.
6. PRIVACY POLICY
Neighborhood Nurse® has established a privacy policy (“Privacy Policy”) to explain to You, and other users, how Your personal information is collected and used. Neighborhood Nurse® respects your privacy, and takes the responsibility of protecting the personal and business information that you provide to Neighborhood Nurse via the Site and that our staff representatives (“Representatives”) gather from You for the sole purpose of providing Neighborhood Nurse® Services to You. To that end, Neighborhood Nurse® herein discloses its privacy practices and the possible uses of the information that it gathers through its Site and our Representatives. Please note that Neighborhood Nurse® may update this Privacy Policy from time-to-time at its sole discretion. It is Your responsibility to review the entire Privacy Policy made available in Section 27 for any changes each time that You use the Site. Important Privacy Policy facts are provided below:
INFORMATION COLLECTION AND USE
In order to take part in and receive a Neighborhood Nurse® service, and obtain information from Neighborhood Nurse® or have questions answered by Neighborhood Nurse’s® Representatives will request and/or collect information that may include, without limitation, Your first and last name, home address, phone number, email address, and individual health related information, and similar information for Your designated family members referred to as personal information ("Personal Information").
By entering Personal Information on the Site and/or providing Personal Information to our Representatives, You consent to our use of the Personal Information for purposes related services offered and/or provided on or in connection with the Site and other Services. Without limiting the foregoing, by giving Neighborhood Nurse® Personal Information You are giving us and Partners engaged by us permission to contact You and/or send You promotional and/or other marketing information about services and offerings. We will not sell, share, or rent this information to others in ways different from those disclosed in this Notice or Privacy Policy. We do not intend to collect information from children under 18 years of age. If we discover that we have inadvertently collected information from a child under 18 years of age, we will promptly take all reasonable measures to delete that data from our systems.
As Neighborhood Nurse® continues to develop its business, it might sell or buy other companies or assets or be acquired or have substantially all of its assets acquired by a third party. In such transactions, customer information generally is one of the transferred business assets. You hereby consent to the transfer of Your Personal Information as one of the transferred assets and to be used for any purpose allowed under this Agreement.
AGGREGATED INFORMATION
We sometimes use or supply aggregated (grouped) Personal Information to authorized, trusted, Partners in a generic format. This information is not connected to any personal identifiers or with any specific individual. Personal Information in aggregate form is pooled from many user records and stripped of any and all personal data that could be used to identify a specific individual. In this unidentifiable format, also called passive tracking mechanisms, Neighborhood Nurse® reserves the right to perform statistical analysis and profiling of groups of customers in order to determine the most desired information to support ongoing improvements and enhancements to the Neighborhood Nurse® Site. We will use this aggregate information to provide You with improved services.
CORRECTING OR UPDATING USER-PROVIDED INFORMATION
The Site gives You the opportunity to change or delete information that You have previously been furnished and saved by You into Your personal file. If you have any problems with deleting or changing Your information, You can send an e-mail to us at customerservice@neighborhoodnurse.com explaining Your needs.
If You cancel your Neighborhood Nurse® service, we will endeavor to provide a way to correct, update or remove the personal data provided to us, excluding the use described above with uses of aggregate information
INFORMATION SHARING
Neighborhood Nurse® may share any Personal Information collected on this Site with its affiliated companies, Partners, and other non-affiliated third parties that provide services on behalf of Neighborhood Nurse®. Further, when you utilize our Service that involves one of our Partners providing services on the Site or through a Representative, Neighborhood Nurse® may share certain Personal Information with the relevant service providers so that they can respond to Your inquiry, either by email, USPS, or telephone. By entering Personal Information on this Site or providing Personal Information to our Representatives and submitting this information You consent to the disclosure of Your Personal Information to Neighborhood Nurse’s® affiliates, Partners and non-affiliated third parties selected by Neighborhood Nurse®. While Neighborhood Nurse® will only share your Personal Information with select Partners and those service providers that we have made known in disclosure of the Service, Neighborhood Nurse® makes no representation or warranty as to the security or privacy practices of non-affiliated third parties and other service providers. FOR MORE INFORMATION REGARDING THE PRIVACY POLICIES OF THIRD PARTIES AND OTHER SERVICE PROVIDERS, PLEASE REFER TO THEIR RESPECTIVE WEBSITES.
We may share aggregated demographic information with Partners and applicable business parties. This aggregated demographic information is not linked to any Personal Information that can identify any individual person. In addition, we may disclose any information collected from this Site or Representatives (a) if required or permitted pursuant to any applicable law, regulation, or court or administrative order; (b) in connection with any user's violation of posted terms of use for this Site or other agreements with Neighborhood Nurse®; (c) to protect the property of Neighborhood Nurse® or its affiliates; or (d) to protect the personal safety of employees of Neighborhood Nurse® or its affiliates, other users of this Site, or a member of the public. Neighborhood Nurse® also may disclose and/or transfer Personal Information to a purchaser or transferee of all or a portion of its assets in conjunction with the sale or transfer of such assets.
REGISTRATION
Neighborhood Nurse® will require certain identification information as part of the user registration process such as Your name, email address, date of birth, gender, relationship, mailing addresses and/or zip code, family members’ names, dates of birth, gender, and relationship. You will be asked to create a personal login identifier and password with Your first use of the Site. Each time You enter the Neighborhood Nurse® Site, You will be asked to login with that identifier and password. An account is then created for You and will be accessible to You each time you login. Only You, as the assigned user can grant access to another authorized user. Your login site may receive Personal Information directly from You or a Neighborhood Nurse® Partner.
ACTIVITIES AND TOOLS
In addition to the information that we collect during the registration process, our Partners, Nurse 24/7 or Plus MD Representatives, and our Site tools such as the health risk assessment, may request that You provide us with Yours and Your family's Personal Information. You may choose not to provide us with certain information but that may limit the usefulness of the Neighborhood Nurse® Site and the assistance that our Representatives can provide to You. For example, we ask for Your weight, diet, and exercise habits so we can provide a comprehensive risk reduction interventions and report card or plan (“Report Card”) within Your Personal Evaluation System (“PES”). When you contact a Neighborhood Nurse® Representative to speak with a registered nurse, you will be asked for specific information relative to your phone call. The information that You provide will be at Your discretion and protected through our Partner’s Privacy Policy that they will make available to You, and You must agree to prior to receiving our Service.
Neighborhood Nurse® will use unique Personal Information provided by You or someone You designate, to identify Your individual health characteristics in some instances. For example, if You complete a health risk assessment and indicate that You have heart disease, an identifier will be tagged to indicate that You have this condition. You may receive personalized information and be identified for specific algorithms related to heart disease such as certain lab tests, health provider follow-up, diet, medication and other recommended guideline based treatment options suggested for Your particular condition.
EMAILS AND MESSAGES
Neighborhood Nurse® has the ability to use Your Personal Information that You provide to send You personalized emails or electronic messages. When You register on Partners’ sites and choose Your preferences for contact, You have the option of choosing whether to receive emails pertaining to Your health interests, including news, announcements, reminders and opportunities and electronic messages pertaining to Your specific medical and/or health conditions. We may use or disclose Your Personal Information to contact You about treatment options or alternatives that may be of interest to You. For example, we may contact You to remind You of expired prescriptions, the availability of alternative drugs, or to inform You of other products that may benefit Your health and well-being.
If You decide, after receiving an email, that You do not wish to receive these messages, You may "Opt-Out" of the service by changing Your email options on any Partner site or by notifying Customer Service at customerservice@neighborhoodnurse.com, or write to us at the following address:
Neighborhood Nurse
Attn: Customer Service
PO Box 8625
Atlanta, GA 31106
We also send You and other users updates relative to the Site and our Service through announcements. You are not able to "Opt-Out' from service announcements, which contain important information about the Service. We will communicate via email with You and other users to reply to requests or to announce any significant changes relating to their accounts or the Service.
SECURITY
This Site uses industry-standard security measures to protect certain Personal Information. However, no data transmitted over or accessible through the public Internet can be guaranteed to be 100% secure. As a result, while we attempt to protect Personal Information, Neighborhood Nurse® cannot ensure or warrant that Personal Information will be completely secure from misappropriation by hackers or from other nefarious or criminal activities, or in the event of a failure of computer hardware, software, or a telecommunications network.
• Encryption software called SSL
To learn more about SSL, click the Network Solutions icon at the bottom of the Neighborhood Nurse® Home Page.
• Password Protection
Neighborhood Nurse® will assign You a user ID and a password when You register. Neighborhood Nurse® uses passwords to authenticate You, before granting access to Your Neighborhood Nurse account and the information contained on the Site. Your user ID and password may only be used by You and the members of Your household. You are solely responsible for maintaining and protecting the confidentiality of Your user ID and password, and are fully responsible for all activities that occur under Your user ID and password.
LINKS
This Site may contain links to other websites. Please be aware that Neighborhood Nurse® is not responsible for the privacy practices or policies of such other websites. It is Your responsibility to review and agree to the privacy practices or policies of other websites.
COOKIES
Like many websites, this Site uses cookies, which allow Neighborhood Nurse® to make your visit to the Site easier, more efficient and more valuable by providing You with a customized experience and recognizing You when You return. A cookie is a small computer file that is stored on a user's computer and contains information that this Site uses. Personal Information that is contained in cookies will be protected to the same degree as any other Personal Information that we collect about You.
Web servers automatically recognize domain names. Neighborhood Nurse's® server will specifically recognize the domain name and address of all site users. Our website transfers a text file to Your computer's hard drive "cookie" for record keeping purpose. The cookie assigns a unique, random number to your computer. It does not contain information, which would personally identify You. Our log files record data reporting the categories or sections on our Site that You have visited along with the cookie information.
When You provide personal identifying information to a link or advertising service company, the advertising service companies may place cookies on Your computer. However we do not permit them to collect Personal Information without Your specific consent. Information they might typically capture is:
• Your domain type
• The binary code address for your domain
• Your click on their advertisement
While You may delete or decline cookies by changing Your browser settings, some or all of the features of the Site may not function properly.
Neighborhood Nurse® encourages You to report any non-functioning links so we can remove or correct those connections. To report non-functioning links, please contact Customer Service at customerservice@neighborhoodnurse.com or write to us at:
Neighborhood Nurse
Attn: Customer Service
PO Box 8625
Atlanta, GA 31106
GENERAL CONTACT INFORMATION
If You would like to contact us with questions or comments concerning the accuracy and/or privacy of Your Personal Information, You believe that Neighborhood Nurse® has not adhered to this Privacy Policy, or You have general questions about our Notice and this Agreement, please notify us by contacting us at privacyofficer@neighborhoodnurse.com or write to us at:
Neighborhood Nurse
Attn: Privacy Officer
PO Box 8625
Atlanta, GA 31106
7. ACCOUNT SECURITY
Neighborhood Nurse® will assign You a user ID and a password when You register. Neighborhood Nurse® uses passwords to authenticate You, before granting access to Your Neighborhood Nurse® account and the information contained on the site. Your user ID and password may only be used by You and the members of Your household. You are solely responsible for maintaining and protecting the confidentiality of Your user ID and password, and are fully responsible for all activities that occur under Your user ID and password.
8. LIMITED ACCESS TO WEBSITE AND TOOLS
By agreeing to the terms and conditions of this Agreement, Neighborhood Nurse® grants You a limited access and use of the symptom checker and self-care guidelines (“Symptom Checker”). You acknowledge and agree that You will not access, reproduce, duplicate, copy, sell, re-sell, visit or otherwise exploit for any commercial, educational (or any other non-personal) purpose the information and any content, without the express written consent of Neighborhood Nurse®.
9. SITE MEDICAL INFORMATION/CONTENT
All material on the Site is developed and/or reviewed by multiple Partners, which Neighborhood Nurse® uses to supply web tools and health content (“Health Content”) on our website. Physician authors are not employees of the Partners that we use or of Neighborhood Nurse®. Physician authors have an obligation to conduct business within guidelines that prohibit actual or potential conflicts of interest. Content material is dated to indicate when the material was last reviewed by a qualified medical professional for accuracy. The Health Content review process by our Partners is extensive and performed annually to verify if it is still accurate and appropriate.
The information contained herein via the Neighborhood Nurse® Site is neither intended nor implied to be a substitute for professional medical advice, nor is it intended to be used for medical diagnosis, treatment or for emergency health situations. The service is presented for the sole purpose of disseminating health information. It is not intended and must not be taken to be the provision or practice of medicine in any jurisdiction. Always seek the advice of Your physician prior to starting any new treatment or with any questions You may have regarding a medical condition. If You think You may have a medical emergency, call Your doctor or 911 immediately.
Medical assessment tools are designed using a "best practices" model which uses the combination of one or more medical content specialists from the specific content area, and a generalist physician reviewer. Our Partner’s (WorldDoc ) Personal Evaluation System and (LVM Systems, Inc.) self-care guidelines are based on validated tools for identifying associated possibilities in order to educate individuals and promote better health decisions. Our Health Helpers section of the Worlddoc Partner site contains tools based on long-standing, validated principles for advising people about risks and suggesting actions that could help restore and maintain their health.
PHARMACEUTICAL/DRUG INFORMATION
The information about drugs contained in this database is general in nature and is intended for use as an educational aid. It does not cover all possible uses, actions, precautions, side effects, or interactions of these medicines, nor is the information intended as medical advice for individual problems or for determining the risks and benefits of any individual taking a particular drug. Seek the care of a physician to receive individualized medical advice and treatment.
EXPLICIT CONTENT WARNING
Neighborhood Nurse® is intended for use by mature adults seeking understandable and accurate health information. When appropriate, photos and videos are used to enhance the educational value to Neighborhood Nurse® users. All videos and photos (excluding diagrams and schematics) require the user to click an icon to activate the media. While most users will appreciate the value of seeing actual medical photographs and depictions, others may find the content offensive. Neighborhood Nurse® and its Partners have used discretion in choosing helpful visual depictions.
If You are strongly opposed to content that may include exposed private parts of the anatomy and actual surgical procedures we advise You to not click any of the following icons on the Neighborhood Nurse® Site: Photo icon or Video icon.
10. OTHER HEALTH RELATED INFORMATION
Other content of the Neighborhood Nurse’s® Site, such as text, graphics, images, information obtained from Neighborhood Nurse’s®, and other material contained on the Neighborhood Nurse® Site ("Site Content") are for informational purposes only. The Site may contain health-related materials that are sexually explicit. If You find these materials offensive, You may not want to use our Site.
11. YOUR CONDUCT
In connection with Your use of the Service, You represent and warrant that You:
(a) are above the age of eighteen (18);
(b) will abide by the letter and spirit of the terms and conditions of this Agreement and all applicable local, state, national or international laws;
(c) will not submit any information that may be considered by Neighborhood Nurse® to be unlawful, harassing, libelous, abusive, threatening, obscene, profane, hateful, offensive, harmful, vulgar, distasteful, defamatory, invasive of another person's privacy or proprietary rights, or racially, ethnically or otherwise objectionable;
(d) will not impersonate, or attempt to impersonate, any other person, falsify contact information, misrepresent a relationship with any person or entity, including misrepresenting a relationship with Neighborhood Nurse®;
(e) will not submit Personal Information that are encrypted or that contain viruses, Trojan horses, worms, time bombs, spiders, cancelbots or other computer programming routines that are intended to damage, interfere with, disrupt, impair, disable or otherwise overburden our Website;
(f) will not access, download or copy any information contained on our Site through artificial means (including but not limited to spiders, hacking devices, computer programs, bots or other such means);
(g) will not attempt to gain unauthorized access to the Service, other user accounts, or other computer systems or networks connected to the Service;
(h) will not use the Service in any manner that infringes, misappropriates or violates any third party's rights, including, but not limited to, transmitting any material that may infringe, misappropriate or violate a third party's rights of publicity, contractual rights, fiduciary rights or intellectual property rights;
(i) will not use the Service in any way that could interfere with the rights of Neighborhood Nurse® or the rights of other users of the Service;
(j) agree not to re-sell or assign Your rights or obligations under this Agreement;
(k) will not reproduce, duplicate, copy, sell, re-sell or exploit any Content;
(l) will not access any Content for any commercial, educational or other purposes not related to Your personal purchasing decisions, the express written consent of Neighborhood Nurse®, which consent may be withheld by Neighborhood Nurse® in our discretion; and
(m) grant us an irrevocable, perpetual, non-exclusive, fully paid, worldwide license to use, copy, perform, display, reproduce, adapt, modify and distribute the Site Content and to prepare derivative works of, or to incorporate such Site Content into other works, and to grant and to authorize sublicenses of the foregoing.
12. TERM AND TERMINATION
THE INITIAL TERM OF THIS AGREEMENT IS DEFINED IN YOUR SECTION 5 MEMBERSHIP AND MEMBERSHIP FEES, AND WILL CONTINUE FOR AUTOMATIC MEMBERSHIP RENEWALS THEREAFTER UNTIL TERMINATION BY EITHER PARTY IN ACCORDANCE WITH THE TERMS OF THIS AGREEMENT.
If Neighborhood Nurse® deems it necessary, at its sole discretion Neighborhood Nurse® may immediately terminate this Agreement, Your account and Your access to the Service. If Neighborhood Nurse® merely terminates Your account for its convenience and You are not in breach of this Agreement, Neighborhood Nurse® may refund Your Membership Fee on a pro rata basis from the date of such termination to the end of the then current term if You have not utilized Your Service.
Termination of Your account will include removal of Your access to all offerings of the Service, deletion of Your password, deletion of all related information and files, may include the deletion of the Content associated with Your account (or any part thereof), and barring Your further use of the Service.
13. MODIFICATION OF TERMS AND CONDITIONS
Neighborhood Nurse® will have the right to modify and restate the terms and conditions of this Agreement, and such modification(s) will be effective immediately upon being posted on our Website (www.neighborhoodnusre.com). Neighborhood Nurse® will make note of the date of the last update to the Agreement on the first page of this Agreement. You are responsible for reviewing these terms and conditions regularly. Your continued use of the Service after such modifications will be deemed to be Your conclusive acceptance of all modifications to this Agreement. If You are dissatisfied as a result of such modification(s), Your only recourse is to immediately discontinue use of the Service.
14. MODIFICATION, LIMITATION AND DISCONTINUANCE OF SERVICE
Neighborhood Nurse® reserves the right at any time to limit access to, modify, change or discontinue tools available via the Site and Your account, or the Service in its entirety with or without notice to You and we shall not be liable to You for any such modification, suspension or discontinuance of the Service. You agree that Neighborhood Nurse® will not be liable to You or to any third party for any such limitation, modification, change, suspension or discontinuance of the Service. You agree that Neighborhood Nurse® may establish general practices, policies and limits, which may or may not be published, concerning the use of the Service. You agree that Neighborhood Nurse® has the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
15. DELAYS
The Service may be subject to limitations, delays and other problems inherent in the use of the Internet and electronic communications. Neighborhood Nurse® is not responsible for any delays, failures or other damage resulting from such problems.
16. USER FEEDBACK
Neighborhood Nurse® appreciates hearing from You, as well as our other users, and welcomes Your comments regarding our Service. Please be advised, however, that our policy does not permit us to accept or consider creative ideas, suggestions, or materials other than those which we have specifically requested. Although we do value Your feedback on our Service, please be specific in Your comments regarding our services and do not submit creative ideas, suggestions or materials. If, despite our request, You send us creative suggestions, ideas, drawings, concepts or other information (collectively, the "Submissions"), such Submissions will be the property of Neighborhood Nurse®. In addition, none of the Submissions will be subject to any obligations of confidentiality and Neighborhood Nurse® will not be liable for any future use or disclosure of such Submissions. Neighborhood Nurse® owns the right to all Submissions, and content provided by You or others on our Site through feedback forms or via email. We reserve the right to use the content as we determine necessary at any time and in any business appropriate capacity.
17. COPYRIGHT MATERIALS
You acknowledge and agree that all Site and Medical Content and other information on the Site including, but not limited to, all text, graphics, logos, icons, images, audio clips, downloads, data compilations and software (collectively, the "Copyright Materials") are the property of Neighborhood Nurse®, and such Copyright Materials are the exclusive property of Neighborhood Nurse® and are protected by all United States and international copyright laws.
18. WARRANTY DISCLAIMER
You understand and agree that THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS AND THAT NEIGHBORHOOD NURSE® ASSUMES NO RESPONSIBILITY OR LIABILITY FOR THE TIMELINESS, DELETION OF CONTENT OR FAILURE BY THE SERVICE. NEIGHBORHOOD NURSE® EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OR ANY WARRANTY THAT (A) THE SERVICE WILL MEET YOUR REQUIREMENTS, (B) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (D) ANY CONTENT OR INFORMATION YOU PROVIDE OR NEIGHBORHOOD NURSE® COLLECTS WILL NOT BE DISCLOSED OR (E) ANY ERRORS IN ANY SERVICE WILL BE CORRECTED. YOU ARE AGREE THAT USE OF THE SERVICE AND THE WEBSITE IS AT YOUR OWN RISK. In some jurisdictions, disclaimers of implied warranties are not permitted. In such jurisdictions, some of the foregoing disclaimers may not apply to You as they relate to implied warranties.
19. LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT NEIGHBORHOOD NURSE® WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, COMPENSATORY, CONSEQUENTIAL OR EXEMPLARY DAMAGES (EVEN IF NEIGHBORHOOD NURSE® HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) (COLLECTIVELY, "DAMAGES"), RESULTING FROM: (A) THE USE OR INABILITY TO USE THE SERVICE; (B) THE COST OF ANY GOODS AND/OR SERVICES PURCHASED OR OBTAINED AS A RESULT OF THE USE OF THE SERVICE; (C) DISCLOSURE OF, UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR INFORMATION OR CONTENT; (D) CONTENT YOU SUBMIT, RECEIVE, ACCESS, TRANSMIT OR OTHERWISE CONVEY THROUGH THE SERVICE; (E) STATEMENTS OR CONDUCT OF ANY SERVICE PROVIDERS OR OTHER THIRD PARTY THROUGH THE SERVICE; (F) ANY OTHER MATTER RELATING TO THE SERVICE; (G) ANY BREACH OF THIS AGREEMENT BY ANGIE'S LIST OR THE FAILURE OF NEIGHBORHOOD NURSE® TO PROVIDE THE SERVICE UNDER THIS AGREEMENT OR (H) ANY OTHER DEALINGS OR INTERACTIONS YOU HAVE WITH ANY SERVICE PROVIDERS (OR ANY OF THEIR REPRESENTATIVES OR AGENTS). THESE LIMITATIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. In some jurisdictions, limitations of liability are not permitted. In such jurisdictions, some of the foregoing limitations may not apply to You.
You understand and agree that Your unlimited access to the Medical and Site Content on the Site represents a substantial portion of the value You receive from Your Neighborhood Nurse’s® membership fee. THEREFORE, TO THE EXTENT NEIGHBORHOOD NURSE® IS FOUND LIABLE FOR ANYTHING RELATED TO THIS AGREEMENT OR THE USE OF THE SERVICE, NEIGHBORHOOD NURSE'S® LIABILITY FOR DAMAGES WILL NOT EXCEED THE EQUIVALENT OF ONE (1) EZ PAY PLAN PAYMENT.
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT NEIGHBORHOOD NURSE® CONTRACTS WITH A THIRD PARTY TO PROCESS YOUR PAYMENT OF MEMBERSHIP FEES TO NEIGHBORHOOD NURSE® THROUGH THE USE OF A CREDIT CARD (A "CREDIT CARD PROCESSOR"). YOU UNDERSTAND AND AGREE THAT NEITHER A CREDIT CARD PROCESSOR NOR ANY OTHER PARTY INVOLVED IN THE CREDIT CARD PROCESSING PROCESS FOR NEIGHBORHOOD NURSE®, INCLUDING, BUT NOT LIMITED TO, THE COMPANY ISSUING THE CREDIT CARD TO YOU AND THE MERCHANT BANK (COLLECTIVELY, THE "RELEASED PARTIES") SHALL BE LIABLE FOR ANY DAMAGES (AS DEFINED HEREIN AND SUBJECT TO THE LIMITATIONS SET FORTH IN THIS PARAGRAPH 19) SUFFERED BY YOU AS A RESULT OF THE FAILURE OF NEIGHBORHOOD NURSE® TO PROVIDE SERVICES TO YOU UNDER THIS AGREEMENT OR ANY BREACH OF THIS AGREEMENT BY NEIGHBORHOOD NURSE®. YOU HEREBY RELEASE EACH OF THE RELEASED PARTIES FROM ANY AND ALL DAMAGES YOU MAY SUFFER AS A RESULT OF THE FAILURE OF NEIGHBORHOOD NURSE® TO PROVIDE SERVICES TO YOU UNDER THIS AGREEMENT OR ANY BREACH OF THIS AGREEMENT BY NEIGHBORHOOD NURSE®. YOU AGREE TO INDEMNIFY AND HOLD HARMLESS EACH OF THE RELEASED PARTIES FOR ANY AND ALL DAMAGES IT MAY SUFFER AS A RESULT OF YOUR BREACH OF THIS PARAGRAPH 19. YOU HEREBY UNDERSTAND AND AGREE THAT NEIGHBORHOOD NURSE® SHALL BE SOLELY LIABLE FOR THE PAYMENT OF ANY DAMAGES TO YOU UNDER THIS AGREEMENT.
20. INDEMNIFICATION
You agree to indemnify, defend and hold harmless Neighborhood Nurse®, its officers, managers, owners, employees, agents, affiliates, designees, users, successors, assigns, service providers, partners and suppliers from and against all losses, liabilities, expenses, damages, claims, demands and costs, including reasonable attorneys' fees and court costs due to or arising from: (a) any violation of this Agreement by You; (b) the inaccurate or untruthful Content or other information provided by You to Neighborhood Nurse® or that You submit, transmit or otherwise make available through the Service; or (c) any intentional or willful violation of any rights of another or harm You may have caused to another. Neighborhood Nurse will have sole control of the defense of any such damage or claim.
21. BREACH OF AGREEMENT AND LIQUIDATED DAMAGES
You understand and agree that, because damages are often difficult to calculate, if it becomes necessary for Neighborhood Nurse® to pursue legal action to enforce the terms and conditions of this Agreement, You will be liable to pay us the following amounts as liquidated damages, which you accept as reasonable estimates of Neighborhood Nurse’s® damages for the specified breaches of this Agreement:
(a) If you display, copy, duplicate, reproduce, sell, re-sell or exploit for any purpose any content in violation of this Agreement, You agree to pay Ten Thousand Dollars ($10,000).
(b) If you use computer programming routines that are intended to aggregate records or reports from the Service or otherwise damage, interfere with, disrupt, impair, disable or otherwise overburden our Website, You agree to pay One Hundred Dollars ($100) for each report or record that is aggregated, disrupted, damaged or otherwise affected by You.
(c) Except as set forth in the foregoing subparagraphs (a) through (c), inclusive, you agree to pay the actual damages suffered by Neighborhood Nurse®, including, but not limited to attorneys' fees and court costs, to the extent such actual damages can be reasonably calculated. Notwithstanding any other provision of this Agreement, we reserve the right to seek the remedy of specific performance of any term contained herein, or a preliminary or permanent injunction against the breach of any such term or in aid of the exercise of any power granted in this Agreement, or any combination thereof.
22. NOTICE
You agree that Neighborhood Nurse® may communicate any notices to You under this Agreement, through electronic mail, regular mail or posting the notices on the Site. All notices to Neighborhood Nurse® will be provided by either sending: (i) an email to customerservice@neighborhoodnurse.com or (ii) a letter, first class certified mail, to Neighborhood Nurse® at the address provided herein. Such notices will be deemed delivered upon the earlier of the verification of delivery or two (2) business days after being sent.
23. ENTIRE AGREEMENT
This Agreement governs Your use of the Service and constitutes the entire agreement between You and Neighborhood Nurse®. It supersedes any prior or contemporaneous negotiations, discussions or agreements, whether written or oral, between You and Neighborhood Nurse® regarding the subject matter contained in this Agreement. Additional terms and conditions may exist between You and third parties, including but not limited to, Neighborhood Nurse® Partners and others. You represent and warrant that those third party agreements do not interfere with Your obligations and duties to Neighborhood Nurse® under this Agreement.
24. GOVERNING LAW
This Agreement and the relationship between You and Neighborhood Nurse® will be governed by the laws of the State of Georgia, notwithstanding the choice of law provisions of the venue where any action is brought, where the violation occurred, where You may be located or any other jurisdiction. You agree and consent to the exclusive jurisdiction of the state or federal courts located in Atlanta, Georgia and waive any defense of lack of personal jurisdiction or improper venue or forum non convenes to a claim brought in such court, except that Neighborhood Nurse® may elect, in its sole discretion, to litigate the action in the county or state where any breach by You occurred or where You can be found. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out or related to your use of the Service or this Agreement shall be filed within one (1) year after such claim or cause of action arose or will forever be barred.
25. PROVISIONS REMAINING IN EFFECT
In the event Your Membership with Neighborhood Nurse® is terminated or lapses or You are no longer a user of Neighborhood Nurse®, certain provisions of this Agreement will continue to remain in effect, including, but not limited to, Sections 15 and 21 through 2
26. MISCELLANEOUS
This Agreement may not be re-sold or assigned by You. If You assign, or try to assign, this Agreement, such assignment or attempted assignment will be void and unenforceable. It will not be considered a waiver of Neighborhood Nurse’s® rights if Neighborhood Nurse® fails to enforce any of the terms or conditions of this Agreement against You. In the event a court finds a provision in this Agreement to not be valid, You and Angie's List agree that such court should incorporate a similar provision that would be considered valid, with all other provisions remaining valid in the Agreement. No joint venture, partnership, employment or agency relationship exists between You and Neighborhood Nurse® as a result of this Agreement or use of the Service. You acknowledge and agree that each of the Released Parties shall be an intended third party beneficiary of this Agreement.
IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU MUST NOT USE THE SERVICE. BY USING THE SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD THE TERMS AND CONDITIONS OF THIS AGREEMENT AND YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS.