Last Updated: November 13, 2018
THIS IS A LEGALLY BINDING AGREEMENT between Lifeguard Health Networks, Inc. (including our current and future subsidiaries and affiliates) a Delaware corporation (LHN, “we”, “us” or alternately “our”), and you (and alternately “your”). Please review these Terms carefully. BY ACCESSING OR USING THE “SERVICES”, YOU ARE CONSENTING TO THESE TERMS AND YOU AGREE TO BE BOUND BY TERMS AND CONDITIONS ESTABLISHED HEREIN.
1. Accessing our Services
1.1. Protected Service
Many of our Services are protected by technical measures intended to safeguard the confidentiality, integrity and accessibility of sensitive information our users store and share using our Services. We call these “Protected Services”. One such safeguard is requiring each user to be properly authenticated by establishing a unique username (your email address), and a unique password of your choosing, which meets our minimum password requirements (which we call “Credentials”) as a means to enable your authorized access to our Services. Once your Credentials are established, you may enable your mobile device for biometric (e.g. fingerprint or facial recognition) for convenient access to our Services.
The security of our Services and the information they store, process and transmit is a top priority. To prevent unauthorized access, maintain data accuracy, and ensure the appropriate use of the information we collect, we deploy a wide range of technical, physical and administrative safeguards, including: Secure Socket Layer (SSL) encryption, firewalls, system alerts and other information system security technologies; housing health data in secure facilities that restrict physical and network access; and regular evaluation and enhancement of our information technology systems, and information collection, storage and processing practices. We are required to apply reasonable and appropriate measures to safeguard the confidentiality, integrity and availability of individually identifiable health information residing on and processed by our Services. It is important to remember, however, that no system can guarantee 100% security at all times. Accordingly, we cannot guarantee the security of information stored on or transmitted to or from our Services.
1.2.1 Steps You Can Take: If we learn of a security vulnerability or risk, we may attempt to notify you and provide information on protective measures you may take on your mobile device. There are, however, some precautions that you can proactively take to improve your system security and reduce the likelihood of unintended disclosure of your Personal Information:
126.96.36.199 Use a strong password using a combination of letters and numbers that are not easily guessed. Do not share your password with others.
188.8.131.52 If you use a shared mobile device, always close all active programs and log out before leaving it unattended.
184.108.40.206 Avoid using a public wireless network, if possible. If you do use a public network, use the most restrictive wireless network settings on your mobile device.
Your Credentials are unique to you. You shall immediately notify us at email@example.com if you believe your Credentials have been stolen or compromised. You are responsible for all activities that occur under your Credentials. Further, you represent, warrant and covenant that:
1.3.1 The information you submit in obtaining your Credentials is complete and accurate and identifies you;
1.3.2 You will not circumvent, or attempt to circumvent, any technical measures we have put in place to safeguard the Protected Services;
1.3.3 You will not, without our prior written approval, access or use, or attempt to access or use, any portion of the Protected Services offered today or in the future other than with (i) an application made for mobile device(s) that is developed and distributed by us, or (ii) an LHN approved application programming interface (“API”) using Credentials issued to you directly by us, and only us; and
1.3.4 You will not access or use, or attempt to access or use, a Protected Service without validly-established active Credentials.
1.4 Additional Safeguards
To further protect the confidentiality, integrity and availability of the information housed and shared on our Services, as well as the stability of our Services, you agree to the following additional safeguards. Accordingly, you agree that you will not, nor will you attempt to:
1.4.1 access, use or disseminate our Services, nor any information accessible via our Services, in a manner that violates any applicable law or regulation or the rights of any individual or entity;
1.4.2 sell or transfer any information included in our Services or use such information to market any product or service;
1.4.3 probe, scan or test the vulnerability of our Services, or of the system or network supporting our Services, or circumvent any security or authentication measures;
1.4.4 disable, bypass, defeat, avoid, remove, deactivate or otherwise circumvent any technical measures we have implemented to safeguard the stability of our Services, or the confidentiality, integrity or availability of any information, content or data hosted or housed on our Services;
1.4.5 introduce to our Services any software, code or other mobile device that in any way (i) permits unauthorized access to our systems or any software, hardware, files or data located thereon, (ii) disables or damages or otherwise interferes with or adversely affects the operation of our systems or any software, hardware, files or data located thereon, or (iii) overburdens or interferes with the proper functioning of our Services;
1.4.6 disassemble, decompile or reverse engineer our Services;
1.4.7 remove any copyright, trademark or other proprietary rights notices contained in or on our Services; or,
1.4.8 engage in any activity other than those expressly permitted in these Terms.
1.5.1 WE WILL NOT DISCLOSE TO ANY THIRD-PARTY ANY INFORMATION THAT IDENTIFIES YOU. Notwithstanding, we may disclose Your Information in response to a search warrant, court order, subpoena, judicial proceeding or other legal process if we have a good faith belief that the law requires us to do so. In such cases we will endeavor to obtain reasonable assurances from the recipient of Your Information that it will be held confidentially and used or further disclosed only as required by law, and the recipient agrees to notify us of any instances of which it is aware in which the confidentiality of the information has been breached. Notwithstanding, such legal process may prohibit us from notifying you or other individuals or entities identified by such information or take such other actions as would otherwise be a violation of the Terms.
1.5.2 Certain circumstances (LHN security measures or regulatory) may require us to investigate potential or suspected threats on our Services or the confidentiality, integrity or availability of the information they safeguard. Accordingly, we may disclose information, under law – including personal and non-personal information to:
220.127.116.11 Detect, prevent and address potential or suspected: threats on our Services or the confidentiality, integrity or availability of any information they house; fraud and other illegal activity; or violations of the Terms; and
18.104.22.168 Protect ourselves, you and third-parties.
1.5.3 Without limiting the foregoing, we may permit access to LHN’s technology platform by our contracted system developers under appropriate confidentiality agreements.
1.6 Use of the Services
In general, our Services allow users at least 18 years old, or persons who otherwise have the legal capacity to enter into a binding contract in your jurisdiction – such as healthcare providers, parents and guardians, as well as patient-authorized informal caregivers (family or friends) – to submit personal information about themselves or others, including minors. Such users assume full responsibility over their submission, use and transmission of such information.
When you use our Services, you can (depending on the Service you use) submit information by (i) typing-in data (such as when you register for our Services, or type a message to send to us or another user, or complete an observation (e.g. symptoms, vitals, etc.), or complete an optional form or survey); (ii) uploading a document, image, weblink or other data file; or (iii) authorizing us to retrieve or download or otherwise import information from another user or other third-party on your behalf.
1.7 Use of the Services on behalf of Minors
Our Services are not intended for or designed to attract or to be used by children under the age of 13, and we do not knowingly collect personal information from such children.
You are not eligible to use our Services (including establishing Credentials) unless you are at least 13 years old and otherwise have the legal capacity to enter into a binding contract in your jurisdiction (whichever is an older age). If you are an unemancipated minor over the age of 13, you may only use our Services if such use has been approved of by your parent or legal guardian, you use our Services under his or her supervision, and he or she has agreed to these Terms on your behalf.
If you are the parent or guardian of an unemancipated minor, or of any child under the age of 13, you may use the Services and accept these Terms on behalf of such minor. By doing so, you represent and warrant that you have the legal capacity to act on behalf of such minor; and you acknowledge and agree, in such capacity, that all provisions of these Terms applicable to you are equally applicable to such minor. Under no circumstances may our Services be used by a child under 13 years old.
1.8 Use of the Services on behalf of a Dependent – an emancipated Minor or Adult
Emancipated minors 13 years old or older, persons 18 years old or older, or persons who otherwise have the legal capacity to enter into a binding contract in your jurisdiction (whichever is an older age), may elect to designate another person, who is at least 18 years old and who otherwise has the legal capacity to enter into a binding contract in your jurisdiction, to establish Credentials and be their “Proxy” to access and use the Services on their behalf. For the avoidance of doubt, as it pertains to these Terms, a person who accepts such designation becomes the “Proxy” of that other person. A person who designates a Proxy, becomes a “Dependent” of that Proxy.
If you have been designated a Proxy for a Dependent, you may establish your own unique Credentials to access the Services and may further create a Dependent account within your Lifeguard Account and establish an account on behalf of that Dependent and access and use the Services on behalf of that Dependent. For the avoidance of doubt, a person who accepts the role of “Proxy” and uses the Services on behalf of another person Consents to these Terms for themselves and on behalf of their Dependent.
A Dependent may, but is not required to establish a Lifeguard Account. Only you, or if you designate a Proxy, only your Proxy, may have primacy and authority related to Your Information and use of the Services. Only you, or if you designate a Proxy, only your Proxy, may make Your Information accessible to other users of the Services and invite them to use their own Lifeguard Account to become members of your Trusted Circle of Care.
1.9 How Information is Used
1.9.1 We use personal and non-personal information for the following purposes:
22.214.171.124 Operating, maintaining, managing and administering our Services, including processing registrations and payments, if any, and providing customer support;
126.96.36.199 Recording communications from you, and your Trusted Circle of Care, if any, which we retain in the ordinary course of business. We will permit access to Your Information to your authorized “Trusted Circle of Care” (persons to whom you have authorized access according to the permissions settings that you have established in your LifeguardMobile™ Account). You and they are responsible for ensuring that your, and your Trusted Circle of Care’s use of Your Information is consistent with these Terms.
188.8.131.52 Administrative announcements about features, functionality, terms or other aspects of our Services; and, if applicable, informing you about offers for services or products we believe may be of interest;
184.108.40.206 Safeguarding and protecting our Services, the information they safeguard, the rights of third-parties and in response to legal process; and,
220.127.116.11 Any other purpose described in the Terms.
1.9.2 We use non-personal information for the following purposes:
18.104.22.168 Auditing, research, measurement and analysis in order to maintain, administer, enhance and protect our Services, including analyzing usage trends and patterns and measuring the effectiveness of content, features or services;
22.214.171.124 Creating new features and services;
126.96.36.199 Health and medical research; public health and service activities; healthcare- and medical-related services; and
188.8.131.52 Any other purposes described in these Terms.
1.9.3 We may also use non-personal information to prepare aggregate reports for current or future providers or partners to show trends about the general use of our Services. Such reports may include age, gender, geographic, demographic or other general user information, but do not include Personal Information.
1.10 How our Services Allow Users to Share Information:
1.10.1 One-on-One Communications: In any one-on-one communication, users are sending information to one another. Depending on the message, this could include contact and other personal information. Our Services can be used to facilitate one-on-one communications between users. Examples include, but are not limited to:
184.108.40.206 Intra-system text message and chat amongst users (patients, caregivers, healthcare professionals)
220.127.116.11 Requesting an appointment with a healthcare provider;
18.104.22.168 Sending an appointment or other reminder to another user.
1.10.2 Video Conferencing: Video conferencing can be initiated by any user of a valid Lifeguard Account and can be used to communicate simultaneously with one or more members in the User’s Trusted Circle of Care who has a valid Lifeguard Account. A user’s Trusted Circle of Care may include healthcare providers (see Section 2.2.1 herein for exceptions for Users’ authorization to initiate video conference calls to Providers in a Program.) Such video conferencing services are offered to patients/proxies and their Trusted Circle of Care for healthcare and healthcare support related purposes. We reserve the right to limit the number of minutes used or, restrict use of video conferencing services by any user at any time for any reason.
1.10.3 Records: Our Services allow users to store personal and health information (“Records”), including Records that identify other individuals, as authorized through their informed digital consent in their Lifeguard Account, including other users’ personal and health information. Our Services permit users to share all or portions of these Records at their discretion.
1.10.4 What Other Users Do with Information You Share with Them: Because our Services enable users to view information you share with them, you should take care in selecting with whom you share your Records and other information. Although our Services process such information, we cannot take responsibility for the actions of other users or persons with whom you share your Records and other information.
1.10.5 Clinical Support Information We may provide information to assist you in clinical decision-making. This may include information and reminders concerning general health-care related information and resources. You agree that the information and materials available through the Services are for informational and educational purposes only and are not intended to constitute professional advice, diagnosis or treatment, or to substitute for your personal judgment. Information may be placed in the Services by us, or by authorized third-parties. We are not responsible for the accuracy or completeness of information available from or through the Services. You assume full risk and responsibility for the use of information you obtain from or through the Services, and neither we nor any of our licensors or data providers are responsible or liable for any claim, loss, or liability arising from use of the information. We do not recommend or endorse any provider of health care or health-related products, items or services, and the appearance of materials in the Services relating to any such products, items or services is not an endorsement or recommendation of them. You will review the definitions, functionality, and limitations of the Services, and make an independent determination of their suitability for your use. WE AND OUR SUPPLIERS AND LICENSORS DISCLAIM ALL WARRANTIES, WHETHER EXPRESSED OR IMPLIED, INCLUDING ANY WARRANTY AS TO THE QUALITY, ACCURACY, AND SUITABILITY OF THE INFORMATION PROVIDED BY THE SERVICES FOR ANY PURPOSE.
1.10.6 Connectivity: Some functions of the Software and Services require a data connection between your mobile device and our servers. You must provide this connection, at your sole expense and responsibility. We are not responsible for the availability of this connection or liable for any consequences that may result from the unavailability or quality of such connection.
1.10.7 Sensors and Plug-ins: Some functions of the Software and Service rely on third-party sensors and plug-ins. We are not responsible for the availability or performance of these sensors and plug-ins or liable for any consequences that may result from the unavailability or quality of such sensors and plug-ins
1.10.8 Confidentiality of Health Information: Some of our users – such as providers – are subject to laws and regulations governing the use and disclosure of health information they create or receive. Included among them is the Health Insurance Portability and Accountability Act of 1996 (HIPAA), and the regulations adopted thereunder.
1.11 Sharing of Information
1.11.1 We will not share Personal Information you submit except under the following circumstances:
22.214.171.124 When you choose to share such information through our Services. Under certain circumstances this may require a specialized digital consent before our Services complete certain such transmissions;
126.96.36.199 When you are otherwise notified at the time we collect such information, or we otherwise have your express consent;
188.8.131.52 In connection with a sale, merger, transfer, exchange, reorganization or other disposition (whether of assets, stock, or otherwise) of all or a portion of LHN’s business and conducted by the services to which these Terms apply. If such a transaction occurs, the acquiring company’s responsibilities of your Personal Information will remain subject to these Terms; and,
184.108.40.206 Any other purposes described in the Terms.
1.12 License Grant
By accessing the Services, you Consent to these Terms, and LHN grants you a nonexclusive, non-transferable, worldwide, limited license to use the Software application downloaded from the Apple App Store or the Google Play Store to establish a Lifeguard Account and access the Services. You may use your Lifeguard Account to access the Services on a mobile device regularly and primarily used by you.
Support for the Services may be found in the Help menu within your Lifeguard Account and on the LHN website: https://lifeguardhealthnetworks.com/support/faq/. You may also contact Lifeguard via: https://lifeguardhealthnetworks.com/about-us/contact-us/ or your Provider, which is supporting the Services, with your questions. Any information you provide LHN in connection with support services may be used by LHN for its business purposes, including product and service development, subject to the Terms.
1.14 United States
Access to our Services is administered in the United States (“US”). You may not use our Services in any jurisdiction where offering, accessing or using our Services would be illegal or unlawful. If you are located outside of the United States, please note that the information you submit to us will be transferred to the US. By using our Services, you consent to this transfer. The User may access the Services if traveling outside the US, as long as such access can be enabled (via local internet or wireless service) and is permissible in the jurisdiction where the User is then situated.
2. CONDITIONAL TERMS
2.1 Exclusive Terms for Users enrolled in an LHN-enabled Provider Program(s)
The terms in Section 2 herein pertain exclusively to Users who enroll in a Program offered to you by a Provider that is duly contracted and authorized by LHN, which allows you to participate in a Program under the Directed Care of that Provider via the Services.
If you are unwilling or unable to be bound by the terms in Sections 2.1 through 2.6, please do not agree to enrollment in the Program with your Provider, establish a LifeguardRx™ Account, or use the Services aligned with the Program. In the event of a conflict between the terms of Sections 2.1 through 2.6 herein and any other terms herein, the terms in Sections 2.1 through 2.6 shall prevail.
2.2 Use of LifeguardRx™
Unlike the free-to-consumer LifeguardMobile™ application, LifeguardRx™ can be used to allow you to participate in the Program and connect you with your authorized Provider(s) who can provide Directed Care via the Services aligned with the Program and, allows Provider(s) to appropriately assign shared engagement with you by other Authorized Workforce members in Provider’s organization to support you in the Program via the Services.
2.3 Directed Care under the Program
By accepting enrollment in the Program, you Consent to use our Services as a participant with a Provider that has contracted with LHN to enable LifeguardRx™ to support such Provider in directing your care under the Program (“Directed Care”). Your Provider may also require you to separately agree to participation in the Program via an Informed Consent Form (“ICF”). In such cases, you will be asked to expressly consent to the ICF.
In the event of a conflict between the terms of an ICF from your Provider, which LHN has acknowledged is incorporated into the Program, and these Terms, the terms of the ICF shall control.
2.4 Program Enrollment
By enrolling you in a Program (“Program”), which uses LifeguardRx™ to support outpatient care, your Provider makes you eligible to license the LifeguardRx™ mobile application. Upon your acceptance of your enrollment in your Provider’s Program, the LifeguardMobile™ application that you install on your smartphone will automatically convert to LifeguardRx™. LifeguardRx™ uniquely supports the Program enabling you, or your Proxy, and your Trust Circle of Care, and your Provider to manage your care while you are under such Provider’s Directed Care. LifeguardRx™ will allow you and your provider to share certain information, and allows you to share certain information with your Trusted Circle of Care via your LifeguardRx™ Account.
2.4.1 By enrolling in a Program you also authorize your Provider to schedule and initiate video conference calls, if any, with you (and optionally, any Trusted Circle of Care member who you have authorized to participate in such calls). However, you are restricted from initiating video conference calls to your Provider, unless the Program in which you are participating specifically permits such patient-initiated video conference calls to your Provider. (Please direct any related questions to your Provider for clarification.) Notwithstanding, you and your Trusted Circle of Care may use the our video conferencing service according to the terms in Section 1.10.2 herein.
2.5 Purpose of Service under the Program
The purpose of the Software and related Services under the Program is to enable you or your Proxy, and your Trusted Circle of Care and Provider to remotely manage your care as the patient under the Program.
You authorize us, as the technology provider of the Services under the Program, to use and disclose Your Information as follows, subject to the recipient’s – for example, your Provider, your Trusted Circle of Care – agreement to comply with applicable laws and regulations relating to the use and disclosure of health information
2.5.1 We will permit access to Your Information to your authorized “Trusted Circle of Care” to whom you have authorized access according to the permissions settings that you have established in your LifeguardRx™ Account. You and they are responsible for ensuring that your, and your Trusted Circle of Care’s use of Your Information is consistent with these Terms
2.5.2 We will grant Administrative Rights and permit access to Your Information to your Provider and the Provider’s Authorized Workforce to support Directed Care under the Program.
2.5.3 We may create Limited Data Sets from Your Information and disclose them for any purpose for which you may disclose a Limited Data Set; and you hereby authorize us to enter into data use agreements on your behalf for the use of Limited Data Sets – for example, with your Provider – in accordance with applicable law and regulation.
2.5.4 We may use Your Information in order to prepare analyses and reports, such as activity or quality-metrics reports, or any other reports the Services makes available, in order to render these reports to You or your Provider. Such reporting will be done in a manner that does not make any disclosure of Your Information that you would not be permitted to make.
2.5.5 We may use Your Information to inform your Provider on your behalf for any purpose for which your Provider would be permitted to contact you, including:
220.127.116.11 For treatment, including, for example, sending appointment and prescription refill reminders
18.104.22.168 For case management and care coordination, or to direct or recommend alternative treatments, therapies, health care providers or care settings
22.214.171.124 To provide information about any and other health-related matters
2.5.6 We may use Your Information for the proper management and administration of the Services and our business, and to carry out our legal responsibilities.
2.5.7 We may De-Identify Your Information, and use and disclose only De-Identified Information
2.5.8 Confidentiality of Health Information: When we store, process or transmit individually identifiable health information on behalf of a Provider who has entered an agreement with us, we do so as its “business associate”. Under such agreement, we are prohibited from, among other things, using individually identifiable health information in a manner that the provider itself may not. We are also required to, among other things, apply reasonable and appropriate measures to safeguard the confidentiality, integrity and availability of individually identifiable health information we store and process on behalf of such Providers. We are also subject to laws and regulations governing the use and information of certain personal and health information, including HIPAA, when we operate as a business associate of a Provider.
2.6 Discontinuation in the Program
3. Nature of the Content Leveraged on our Services
Our Services may include text, data, graphics, images, video or other content (collectively, “Content”) created by us or third-parties, including other users, professionals, and partners. The Content is provided for general informational purposes, but should not be relied upon for personal, professional, medical or regulatory decisions. And we cannot ensure the completeness, timeliness or accuracy of the Content.
3.2 Third-party Offerings
3.2.1 We may work with certain third-parties who may (i) deploy their own engagement support tools on our Services or (ii) provide other products, services or information either independent of our Services or on our behalf (collectively, “Offerings”).
126.96.36.199 Our Services may contain hyperlinks, made available by us or by an authorized third-party, to Offerings by third-parties. Such hyperlinks may be found, for example, in the navigation section of your Lifeguard Account, made available for your information or prospective benefit.
188.8.131.52 Third-party tools may be deployed to provide online services or analytics, but they may be deployed in other contexts as well, such as social media plug-ins.
3.2.2 Making links to Offerings available in our Services does not constitute or imply our endorsement of such third-party Offerings. Should you access and use Offerings of such third-party providers, they may retain and use the data they collect pursuant to each of their respective publicly available privacy policies. We do not control how these third-parties manage the information they gather. Further, they are solely responsible for the suitability, efficacy, safety and quality of such Offerings.
3.2.3 We make no representations or warranties regarding any such Offerings or such products or services.
3.2.4 We treat personal and non-personal information that we receive from third-parties, if any, the same way we treat personal and non-personal information that we directly collect from our Services.
3.3 No Medical Advice
Some Content may include health- or medical-related information. Such Content is provided for general informational purposes only. We do not directly or indirectly practice medicine, render medical advice, or dispense medical services via our Services or otherwise, and nothing contained in our Services should be intended to be a medical diagnosis or treatment. No medical professional/patient relationship is created by your use of our Services or the Content. Always seek the advice of your physician or other qualified health professional with any questions you may have regarding a medical condition, and never disregard professional medical advice or delay seeking treatment based on any Content or other information included in the Services. If you think you may have a medical emergency, call your healthcare professional or your local emergency number (usually 911) immediately.
3.4 Clinical Decision Support Information
The Content may include information to assist in clinical decision-making. This may include information and reminders concerning medication compliance, program adherence, as well as general healthcare related information and resources. The information and materials available through our Services are for informational purposes only and are not intended to constitute professional advice, diagnosis or treatment, or to substitute for professional judgment.
3.5 No Legal or Regulatory Advice
Some Content may include regulatory related information. Such Content is provided for informational purposes only. We are not providing legal or regulatory advice and no attorney/client relationship is created by your use of our Services or the Content. Accordingly, always seek the advice of your attorney or advisors with any questions you may have regarding a law, regulation, or dispute.
4. Your Interactions and Communications with Us and Our Services
4.1 Downloading & Use of Our Mobile Client or Services, Visiting Our Website; Emailing Us
4.1.1 When you sign-up for or log-in to one of our Protected Services, or when you submit information on a web form or email us, you are communicating with us electronically. When you visit our websites or establish a Lifeguard Account with your Credentials, we and certain third-party service providers collect information during your activity. In each case, the nature of the information we collect, the duration and manner of how we retain it, how we use it, and to whom we disclose it, is governed by these Terms.
4.1.2 As part of providing our Services to you, we may need to provide you with certain communications, such as service announcements and administrative messages. Such communication may be sent within your Lifeguard Account, by email, a posting on our Services or some other mechanism. You consent to receive such communications from us electronically. If you have registered for one or more of the Protected Services, our Service announcements and administrative messages we provide you are considered part of the Protected Services themselves, which you may not be able to opt-out from receiving until you cease using, or delete your account (in your account – Settings/Edit/Delete Account), which shall deactivate your Credentials to Protected Services.
4.1.3 Our Services allow us to communicate with users through our push communications and Service-branded emails; and users to communicate with other users via in-product instant messaging (intra-system) services, and other electronic communication channels. Communications that are sent by or on behalf of a user are indicated as being “From” that user. Communications that are sent by us are indicated as being from us. Either type of communications may be “real time” communications or communications triggered automatically upon the occurrence of certain events or dates – such as an appointment reminder, an event escalation, and the like.
4.1.4 Email communications received from users and our administrative announcements are often relationship messages, such as invitations from users, appointment requests, reminders and cancellations and other plan or Service notifications. You may select to opt out of or opt in to receiving certain types of messages and email, by modifying your preferences in settings.
4.1.5 You agree that all agreements, notices, authorizations, disclosures and other communications that we provide to you electronically, as well as any acceptances, agreements, consents or authorizations that you provide to us electronically, satisfy any and all legal requirement(s) that such communications be in writing.
4.2 Community Standards
Without limiting the generality of the foregoing, when you use any of our Services, you will adhere to the following “Community Standards”:
4.2.1 You will not threaten, harass, defame, disparage, menace, stalk or abuse any user, individual or entity;
4.2.2 You will not use any language that is racist, sexist or degrading to any religion, ethnicity, sexual orientation, gender or nationality;
4.2.3 You will not engage in, or advocate engaging in, any fraudulent, violent or other illegal conduct;
4.2.4 You will not submit pornographic, obscene or sexually suggestive Content;
4.2.5 You will not impersonate any person or entity, including any of our
employees. You will only submit Content that you believe to be true and you will not purposely provide false or misleading information;
4.2.6 You will not submit any unauthorized or unsolicited advertising, including website links not authorized by LHN. Notwithstanding, you may add website links for your own use, and enable access of those links to your Trusted Circle of Care, via the Library section of your Lifeguard Account;
4.2.7 You may not state or imply that any product, service, individual, or entity is sponsored or endorsed by LHN; and,
4.2.8 You will not infringe, misappropriate or otherwise violate any copyright, trademark or other proprietary right of any individual or entity.
4.3 Reporting Violations
We may provide you with tools with which to report violations of the Community Standards or other provisions of these Terms. Notwithstanding the availability of such tools, you acknowledge and agree that we are under no obligation to take any action with respect to any such report.
The Software is licensed, not sold. All Software (including any changes you may request or suggest) is the property of LHN and/or its licensors. Title to each copy of the Software and all related intellectual property rights embodied in or represented by the Software will remain with LHN and/or its licensors at all times, as will all other rights not explicitly granted to you under these Terms.
If you submit to us any ideas, suggestions or proposals (collectively, “Suggestions”) relating to our Services or other products or services by any means – such as through “Contact Us,” by email or other communication channels, or to our customer support or other personnel – such Suggestions (1) are not governed by these Terms, (2) we are under no obligation of confidentiality, express or implied, with respect to such Suggestions; (3) we are entitled to use or disclose (or choose not to use or disclose) such Suggestions in any way and for any purpose; (4) such Suggestions automatically become our property without any obligation; and (5) you are not entitled to any accounting, compensation or reimbursement of any kind from us under any circumstances.
Except for your Content, as between you and us, all right, title and interest in and to our Services, the Content, and the structure, organization and arrangement thereof, are and remain the exclusive property of us and our licensors. Except for the limited specific rights we grant you above, you may not reproduce, modify or prepare derivative works based upon, distribute, sell, transfer, publicly display, publicly perform, exploit or otherwise use our Services or any Content.
We reserve the right to monitor any and all use of our Services, and investigate any activity we suspect violates these Terms, our rights or interest, or the rights or interests of any person or entity.
We reserve the right, to the fullest extent permitted under law, to cooperate with any governmental authority or third-party investigating conduct that may be illegal or harm any individual or entity or violates their respective rights. If, for example, a user threatens to physically harm another user or any other individual, we reserve the right to fully cooperate with law enforcement authorities and the threatened individual. You hereby consent to our cooperation in such investigation.
You will indemnify, defend and hold harmless LHN and any of its affiliates, officers, directors, employees, agents, representatives, partners and licensors from and against any and all claims, actions, proceedings, suits, liabilities, damages, settlements, penalties, fines, losses, or expenses, including attorneys’ fees, costs and disbursements, arising out of or in any way connected with your use of our Services.
5.4 Disputes; Governing Law; Jurisdiction
The interpretation of these Terms and the resolution of any disputes arising under these Terms shall be governed by the laws of the State of Delaware, without regard to its conflict of laws provisions. These Terms shall not be governed by the United Nations Convention on Contract for the International Sale of Goods, the application of which is expressly disclaimed. If any action or other proceeding is brought on or in connection with these Terms, you agree to submit to the personal jurisdiction of the state and federal courts located in the County of New Castle in the State of Delaware, and agree not to bring any of action relating to the use of our Services or to these of these Terms in any court in any jurisdiction other than the state or federal courts located in the County of New Castle, State of Delaware. We shall have the right to commence and prosecute any legal or equitable action or proceeding before any US or non-US court of competent jurisdiction to enforce these Terms or to protect our or any third-party’s rights in our Services or any data, information or other content made available via our Services. You hereby waive any right to a jury trial. You also agree that we may bring suit in court to enjoin any violation of these Terms without the posting of a bond or security, in addition to whatever remedies we might have at law. In any dispute between you and us where we prevail, we shall be entitled to recover our reasonable attorney fees, court costs, disbursements, and other legal expenses.
5.5.1 You agree and acknowledge that we may suspend or terminate your authorization to access any of our Services, with or without notice or cause, for any or no reason, and without any liability to you. Sections 5.1 through 5.14 shall survive any termination or expiration of these Terms.
5.5.2 If you desire to deactivate your Lifeguard Account, go to your settings in your Lifeguard Account to delete. Upon taking such action, your account will be deactivated, and your Personal Information and Records will be securely archived. We retain archived information for a period of seven (7) years (or longer if required by law, or by contracted agreement with a customer or partner) as necessary to comply with legal obligations, resolve disputes and enforce our agreements and other authorized uses under these Terms.
5.5.3 If you have used our Services and have shared your Personal Information with another user or other party and subsequently delete your Lifeguard Account, you will not be able to access, update or delete that shared information pursuant to the Terms. Please also note that other users may submit personal information that identifies you. Upon deleting your Lifeguard Account, you will not be able to access, update or delete that information pursuant to these Terms. In either case, certain users – such as providers – may be required under HIPAA and other applicable laws or regulations to retain such information for extended periods of time. This means that until our agreement with such user(s) terminate(s), we may continue to retain such information on their behalf. HIPAA grants patients certain rights to access and correct certain health information their healthcare providers retain about them. Patients should submit requests to access or correct their health information directly to their healthcare providers.
5.5.4 You should also be aware that we may store non-personal information, including de-identified health information, as well as all information that you have shared on any of our public forums, surveys and the like.
5.6 Disclaimers and Limitations on Liability
ACCESS TO OUR SERVICES AND THE INFORMATION AND CONTENT CONTAINED THEREON IS PROVIDED “AS IS” AND “AS AVAILABLE” AND WE HEREBY EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESSED, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND TITLE. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR FREE OR WITHOUT BREACHES OF SECURITY AND YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR ANY AND ALL ACTS OR OMISSIONS TAKEN OR MADE IN RELIANCE ON OUR SERVICES, CONTENT OR THE INFORMATION IN OUR SERVICES, INCLUDING INACCURATE OR INCOMPLETE INFORMATION. WE EXPRESSLY DISCLAIM ANY LIABILITY WITH RESPECT TO ANY INJURY CAUSED BY ANY USER, OR ANY DAMAGE SUFFERED BY ANY USER, AS A RESULT OF THE ACTIONS OR INACTIONS OF ANY OTHER USER. IF YOU ARE DISSATISFIED WITH OUR SERVICES OR ANY CONTENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING AND ACCESSING OUR SERVICES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES, SO IN THESE JURISDICTIONS THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO THE USER
5.7 Risks You Assume
WITHOUT LIMITING ANY OF THE OTHER RISKS WE HAVE DISCLOSED TO YOU IN THESE TERMS, YOU ARE SOLELY RESPONSIBLE FOR YOUR USE OF OUR SERVICES, INCLUDING ANY CONTENT YOU SUBMIT TO USE AND YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE AND ACCESS TO OUR SERVICES AND THE INFORMATION AND CONTENT CONTAINED THEREIN, AND ANY SITES LINKED THROUGH OUR SERVICES AND ANY DATA TRANSMITTED THROUGH OUR SERVICES IS AT YOUR SOLE RISK. ACCORDINGLY, WE DO NOT ASSUME ANY LIABILITY TO YOU FOR OR RELATING TO ANY OF YOUR ACTIONS, INCLUDING THE PUBLICATION OF ANY CONTENT YOU SUBMIT OR OUR EXERCISE OF THE RIGHTS YOU GRANT TO US WITH RESPECT THERETO.
5.8 Limitation of Liability
IN NO EVENT SHALL WE OR ANY OF OUR SUBSIDIARIES OR AFFILIATES, OR OUR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, PARTNERS AND LICENSORS (COLLECTIVELY, THE “LIFEGUARD HEALTH NETWORKS ENTITIES”) BE LIABLE FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS OR REVENUES, LOSS OF USE, LOSS OF GOODWILL OR LOSS OF INFORMATION, HOWEVER CAUSED AND WHETHER BASED ON CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER THEORY OF LIABILITY, EVEN IF WE HAVE BEEN APPRISED OF THE POSSIBILITY OR LIKELIHOOD OF SUCH DAMAGES. YOU ACKNOWLEDGE THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE UNKNOWN OR UNSUSPECTED.
If any provision of these Terms is held to be deemed invalid or unenforceable, then (a) that provision shall be construed to the extent necessary to make it valid and enforceable in such a manner as comes closest to preserving the intentions of such provision, and (b) the remaining provisions shall remain in full force and effect.
5.10 No Waiver
Our failure at any time to require performance by you of any provision of these Terms shall in no way affect our right to enforce such provision, nor shall the waiver of any breach by you of any provision herein constitute a waiver of any succeeding breach or the provision itself.
In addition, the words “include,” “includes” and “including” shall be deemed to be followed by the phrase “without limitation.” The word “will” shall be construed to have the same meaning and effect as the word “shall.” The word “or” shall be construed to have the same meaning and effect as “and/or.” The words “herein,” “hereof” and “hereunder,” and words of similar import, shall be construed to refer to these Terms. The headings used in these Terms are used for convenience only and are not to be considered in construing or interpreting these Terms.
These Terms constitute the entire agreement between you and LHN regarding any services accessed via our Services, and supersede all previous communications, representations, or understandings, either oral or written, relating to the subject matter hereof; provided, however, (a) in the event of an express conflict between any specific provision included in these Terms and an express provision in a subsequent User Agreement, if any, the provision set forth in User Agreement shall prevail, and (b) these Terms shall cover all rights, obligations, terms and conditions not expressly addressed in such User Agreement.
5.12 Electronic Contracting
Your use of our Services includes the ability to enter into agreements and/or to make transactions electronically. YOU ACKNOWLEDGE THAT YOUR ELECTRONIC SUBMISSIONS CONSTITUTE YOUR AGREEMENT AND INTENT TO BE BOUND BY SUCH AGREEMENTS. YOUR AGREEMENT AND INTENT TO BE BOUND BY ELECTRONIC SUBMISSIONS APPLIES TO ALL RECORDS YOU ENTER INTO ON THE SERVICES.
We may freely assign these Terms in connection with a merger, acquisition, or sale of assets, or by operation of law or otherwise. You may not assign any of your rights or obligations hereunder without our prior written consent.
We work hard to continuously improve and enhance our Services. Some of these improvements and enhancements may result in changes to these Terms. We may update or change our Services, or the provisions set forth in these Terms from time to time and recommend that you review these Terms on a regular basis. You understand and agree that your continued use of our Services after these Terms have been updated or changed constitutes your acceptance of the revised Terms. Your use of our Services following any such change constitutes your agreement that all information collected from or about you through our Services after the revised Terms are posted will be subject to the then-current terms of the revised Terms. Without limiting the foregoing, if we make a change to these Terms that materially affects your use of the Services, we may post notice or notify you via email, your Lifeguard Account, or our website(s) of any such change. The most current version of the Terms shall govern and supersede all previous versions.
For the purpose of these Terms, the list of terms that follow have the meanings assigned to them below. Terms not defined below (whether or not capitalized) have the definitions given to them in “HIPAA”.
6.1 “Administrative Rights” means the rights of a Provider to administer and direct the engagement of Provider’s Authorized Workforce with User via LHN’s technology, including the authority to provide, request, issue, administer and limit the access rights to User’s LifeguardRx™ Account issued to such Provider’s Authorized Workforce.
6.2 “Authorized Workforce” means those persons who are members of Provider’s Workforce who have been authorized to engage with User via their LifeguardRx™ Account and to access the Services to support you.
6.3 “Consent” means consent or authorization by a user of the Services allowing us and in the case of a user enrolled in a Program, their Provider, to take actions, which the user of the Services may give in an electronic communication to us or by use of the features of the Services (such as “share,” “transmit,” “refer,” “authorize,” “agree” and the like).
6.4 “De-Identify,” with respect to Personal Information, means to make such information into De-Identified Personal Information and with respect to health information, means to make such health information into De-Identified Health Information.
6.5 “De-Identified Health Information” means health information that has been de-identified in accordance with the provisions of these Terms.
6.6 “De-Identified Information” means De-Identified Health Information and De-Identified Personal Information.
6.7 “De-Identified Personal Information” means Personal Information from which a user’s name and other unique identifiers have been removed, and from which the user cannot reasonably be identified.
6.8 “HIPAA” means the Health Insurance Portability and Accountability Act of 1996, and the regulations promulgated thereunder, including the Privacy Rule and the Security Rule, as amended.
6.9 “Lifeguard Account” means a user profile, records, and communications accessible by a single login to the Software via LifeguardMobile™ Account or LifeguardRx™ Account.
6.10 “LifeguardMobile™ Account” means a user profile, records, and communications accessible by a single login to the Software. User may invite an unlimited number of persons to participate in the User’s Trusted Circle of Care. User may authorize full or limited access to Trusted Circle of Care members to User’s Information via Permissions in their Lifeguard Account. (LifeguardMobile™ Accounts cannot be used for the purpose of providing directed care that is formally supported by LHN by any provider with any user.)
6.11 “LifeguardRx™ Account” means a user profile, records, and communications accessible by a single login to the Software and offers all the same features in LifeguardMobile™ Account. In addition to features in LifeguardMobile™ Account, LifeguardRx™ Account enables authorized Providers to engage with User and User allows Provider to appropriately assign shared engagement to other Authorized Workforce members in Provider’s organization for your support via the Program.
6.12 “Personal Information” means information that identifies you personally.
6.13 “Program” means the use of some or all elements of our Services through which a Provider is contractually authorized and enabled by LHN to use the Services to monitor, respond to, or otherwise communicate with their patients, or patients’ Proxy, who have accepted that Provider’s terms of enrollment in a Program which is offered via the Services by that Provider; and the use of some or all elements of our Services through which a User, duly enrolled by their Provider, is enabled via their duly registered LifeguardRx™ Account, to use the Services to record, respond, or otherwise communicate with their Provider.
6.14 “Provider” has the same meaning as your provider or your healthcare provider organization who is duly contracted with and authorized by LHN to support a program, which it uses for your directed care via LifeguardRx™.
6.15 “Proxy” means a person that you authorize to be your representative using LHN’s technology. Only you OR your Proxy may have primacy and authority related to our Services. If you choose to assign a Proxy, you agree to release your rights to that Proxy to establish a LifeguardRx™ Account on your behalf, and the Proxy then becomes the User who represents you via the Services. You OR your Proxy may make Your Information accessible to other users of the Services – including your Provider and your Trusted Circle of Care – who can use their own Lifeguard Account to accept your invitation to be members of your Trusted Circle of Care and engage with you via the Services.
6.16 “Services” means any cloud-based or mobility-based services provided by LHN to support our remote care management services, including our electronic care plan services, communication and escalation services, decision support services and other operations workflow solutions and other services provided by us to you.
6.17 “Software” means the LHN provided software, in object code form, together with any of the following that may form a part of it or subsequently be provided by LHN via a Lifeguard Account for use with such software: (A) tools, adapters, plug-ins, “skins” and other software applications or components; (B) graphical, video or audio content; (C) documentation; and (D) any updates and upgrades.
6.18 “Trusted Circle of Care” means the trusted set of caregivers comprised of your family, friends and healthcare providers that you have provided specific privileges to access your health information contained in the Services.
6.19 “User” (capitalized) means you or a person who has been authorized pursuant to Terms herein to access the Services on your behalf; a “user” (un-capitalized) shall mean any user of the Services.
6.20 “Workforce” means a Provider’s employees, volunteers, trainees, and other persons wh0se conduct, in the performance of work for Provider, is under the direct control of such Provider, whether or not they are paid by the Provider.
6.21 “Your Information” means information that you or your Proxy or a member of your Trusted Circle of Care input or upload onto your Lifeguard Account, including Your Protected Health Information and Your Personal Information.
6.22 “Your Personal Information” means Personal Information that you or your Provider enters or uploads onto the Services.
6.23 “Your Protected Health Information” means health information that you or a member of your Trusted Circle of Care who you authorize on your behalf to input or upload onto your Lifeguard Account or that we receive on your behalf from your Provider, the Provider’s Authorized Workforce or authorized third-parties.
You may contact us at:
Lifeguard Health Networks, Inc.
993 Old Eagle School Road, Suite 412-C
Wayne, PA 19087