Welcome to HOMECARE2GO®. This Agreement (“Agreement”) governs Your relationship with Well-Cared Platform LLC dba HOMECARE2GO®. In this Agreement, we will refer to You, the member Service Professional, and all of Your affiliates, agents, employees, representatives and subcontractors as “You” or “Service Professional” and to HOMECARE2GO® and its employees and agents as “We” or “Us” or “HOMECARE2GO®.” References herein to the HOMECARE2GO® “Website” include any and all websites now, or hereafter, owned or operated by HOMECARE2GO®. These Terms & Conditions were last updated on March 5th, 2019.
1) You may purchase a subscription to receive services including placement in HOMECARE2GO®’s directory which is displayed on the HOMECARE2GO® Website. You may be displayed among other service professionals, some of whom may have been subject to different screening criteria than the screening You are required to undergo.
2) In the event You purchase a subscription and elect to appear on the HOMECARE2GO® Website,Your business listing may appear in response to requests from customers for service providers covered by certain insurance providers, in the categories that You have indicated to us that You perform, in geographic locations where You have told us Your perform services. HOMECARE2GO® does not make any representations or warranties regarding how often Your listing and/or profile (including any ratings or reviews) will appear or be viewed, or where or on what page of the Website Your listing will appear, or Your conversion rate for impressions or views of Your profile page. You will also have the ability to solicit and collect ratings and reviews from any of Your customers, which may or may not be displayed on the Website, in HOMECARE2GO®’s sole discretion. In addition, the telephone number displayed with Your listing shall be Your actual telephone number that You provide to HOMECARE2GO®.
What You Agree
You agree to all terms and conditions of this Agreement and represent, on behalf of You, Your company, employees, subcontractors, and any individuals performing work on Your behalf, at the time You become a HOMECARE2GO®service provider, and thereafter while this Agreement remains in effect, as follows:
a. You are qualified and capable of performing the home health services You selected when setting up Your online profile page and any subsequent amendments You make to Your online profile page.
b. You are, and at all times will be, properly and fully licensed, bonded and insured (at levels in accordance with applicable industry standards) under all applicable laws and regulations (and upon request will produce documentation to verify this), and further, that You have not been turned down for insurance coverage related to Your provision of services. You will notify us promptly of any such changes to Your licensing, bonding, or insured status. If You or Your company is operating under a license with special restrictions,you agree and represent that You will at all times operate within the guidelines as specified by such restrictions.
c. You will comply with the HOMECARE2GO®membership requirements as specified from time to time. If these requirements are amended, you will be advised and must comply with any changes immediately upon notification if no action is required on Your part or within thirty (30) days if affirmative action is required of You.
d. You hereby represent that You and any individuals providing services on your behalf are free from any felony criminal convictions. If at any time during Your membership with HOMECARE2GO®You or any individuals providing services on your behalf have a civil legal judgment entered against such party or a felony conviction entered against such party, You will promptly notify HOMECARE2GO®.You further represent that You have not been sanctioned or penalized by any governmental authorities in connection with Your provision of services to any of Your customers, and that You have not been denied membership to (or had Your membership revoked from) any professional industry associations. You authorize HOMECARE2GO® to verify that all of the above representations are truthful and accurate at any time while this Agreement remains in effect.
e. You agree to abide by and to follow the terms of the HOMECARE2GO®dispute resolution process, as amended from time to time and appearing on our Website. You will cooperate with us if we attempt to facilitate the resolution of any customer complaints between You and Your customers; however, we are not liable to You or any customer if such matters cannot be resolved. We reserve the right to charge You for any amounts paid to a customer by HOMECARE2GO® in connection with a dispute between You and a customer, or based upon Your performance of or failure to perform services for a customer, and You agree to reimburse us for any such payments and for any costs, expenses or attorneys’ fees incurred by HOMECARE2GO® in connection with the dispute. You agree that we shall have the right to disclose any information we have regarding You and Your company to any authorities requesting information from us regarding any work or services You have performed.
f. If You provide any quotes to customers via the HOMECARE2GO® Website, such quotes are provided for informational purposes only. A customer cannot contract with You via the HOMECARE2GO® Website. In the event a customer selects You on our Website in response to a quote You provide (or schedules an appointment), such selection (or appointment) is merely an indication of the customer’s interest in contacting or being contacted by You.
g. If You provide written comments or testimonials about our service or activities, You agree that we shall have sole ownership of any and all intellectual property rights in such comments or testimonials, and that we may post and publish Your comments or portions thereof at our sole discretion on our Website or in marketing materials including Your name and company or agency, and that You shall not be entitled to any payments associated with our use of the foregoing. You hereby authorize us to use Your name, company name, and franchise name, as applicable, and any of the trademarks, service marks, trade names and logos, content including photographs, in the form or format that You supply to us or that You upload to our Website, for use and posting on our Website and for use in marketing materials to be presented to customers or prospective service providers in online postings, via emails or otherwise to help promote You or Your services, and that You shall not be entitled to any payments associated with our use of the foregoing.HOMECARE2GO® reserves the right, in its sole discretion, to review, reject and remove any content that You upload to the HOMECARE2GO® Website or Your company profile. You further represent that You have all necessary rights to display any of the logos, service marks, trademarks, and any other content that You upload to our Website, and You represent that Your uploading for display of any such content, and the use by HOMECARE2GO® of such content as contemplated by this Agreement, shall not violate any third party’s intellectual property rights. If there are any limitations or restrictions pertaining to the use or presentation of such logos, trade or service marks, it shall be Your responsibility to provide us in writing with any such restrictions or limitations of use. If expressly authorized by us in writing in advance, you may be authorized during the term of this Agreement to use certain marks of HOMECARE2GO® as necessary to promote Your business. You are expressly prohibited from registering any trademarks or domain names that contain or are similar to any of HOMECARE2GO®’s names or trademarks.
h. By posting or providing any content on the HOMECARE2GO® Website, including but not limited to photographs (“Content”), You represent and warrant to HOMECARE2GO® that You own or have all necessary rights to use the Content, and grant to HOMECARE2GO® the rights granted below. The forgoing representation includes, but is not limited to a representation and warranty that You have own or have the necessary rights (including any necessary releases) to grant all rights granted below in relation to any persons, places or intellectual property pictured in any photographic Content that You provide. In addition, if You post or otherwise provide any Content that is protected by copyright, you represent that You have obtained any necessary permissions or releases from the applicable copyright owner. You hereby grant HOMECARE2GO® and its users a perpetual, irrevocable, non-exclusive, royalty-free, transferable, assignable, sub-licensable, worldwide license to use, store, display, reproduce, modify, edit, abridge, crop, create derivative works, perform, distribute, and place advertising near and adjacent to Your Content on the HOMECARE2GO® Website, and on any other websites owned or operated by HOMECARE2GO®. Nothing in this Agreement shall restrict other legal rights HOMECARE2GO® may have to the Content, for example under other licenses. HOMECARE2GO® reserves the right to remove or modify Content for any reason, including Content that HOMECARE2GO® believes violates this Agreement or our policies. You further authorize us and our affiliates, licensees, sublicensees, and users, without compensation to You or others, to reproduce, print, publish and disseminate in any format or media (whether now know or hereafter created) the Content, including, if submitted, Your name, voice and likeness throughout the world, and such permission shall be perpetual and cannot be revoked for any reason. In the event Your HOMECARE2GO® account is terminated, or if You remove any Content from Your HOMECARE2GO® account, HOMECARE2GO® and its users may retain Your Content and may continue to use any of Your Content (pursuant to the license granted above). You acknowledge and agree that any Content You post or provide may be viewed by the general public and will not be treated as private, proprietary or confidential. Further, to the extent permitted under applicable law, you waive and release and covenant not to assert any moral rights that You may have in any Content posted or provided by You.
i. You acknowledge and agree that all of the content and information posted on the HOMECARE2GO® Website, including but not limited to Your online profile, screening information, and customer ratings andreviews for all HOMECARE2GO®service providers (excluding any logos or trademarked materials, or other intellectual property of such service providers), is the sole and exclusive property of HOMECARE2GO®. You acknowledge and agree that You have no right to reproduce, post, publish, display or otherwise use any customer ratings and reviews (including those relating to You and Your business), or any other content posted on the HOMECARE2GO® Website, other than content provided directly by You. You represent and warrant that all of the information You provide to HOMECARE2GO®, including any and all information You include on Your profile page, is true and accurate. You acknowledge that a violation of any of the foregoing could result in significant damages, and You agree that You are liable to HOMECARE2GO® for any such damages, and will indemnify HOMECARE2GO® in the event of any third party claims against HOMECARE2GO® based on or arising from Your violation of the foregoing. You acknowledge and agree that HOMECARE2GO® has the right, in its sole discretion, to contact customers about services You provide to gain their feedback and rating of You, and to display such customer ratings and reviews on our Website.HOMECARE2GO® is not responsible or liable to You for any comments, ratings or communications of any kind from customers that we choose to post on our Website.
j. You acknowledge and agree that in certain areas of the HOMECARE2GO® Website, Your Medicare “star” rating may be displayed to customers in HOMECARE2GO®’s sole discretion.
k. You will not engage in any illegal acts or acts of wrongdoing, dishonesty or unethical business practices with HOMECARE2GO®, any customer or other third party, including, but not limited to, disclosing any user personal information to any third party. You will at all times be in full compliance with all applicable Federal, State, local and other laws and regulations that apply to Your activities. YOU ACKNOWLEDGE AND AGREE THAT TO KNOWINGLY SHARE, DISTRIBUTE, TRANSFER, OR SELL A HOMECARE2GO® SERVICE REQUEST, OR LEAD (OR THE INFORMATION CONTAINED THEREIN) OTHER THAN AS EXPRESSLY SET FORTH IN THIS AGREEMENT, IS A VERY SERIOUS BREACH OF CONTRACT AND FRAUDULENT MATTER THAT COULD RESULT IN INVASION OF PRIVACY RIGHTS OR OTHERS, SIGNIFICANT COSTS AND DAMAGES TO OTHERS AND TO HOMECARE2GO® AND ITS OTHER MEMBERS. RESPONDING TO SUCH A VIOLATION WOULD ALSO RESULT IN THE LOSS OF TIME AND EFFORT ON THE PART OF HOMECARE2GO®. THERE ALSO MAY BE REGULATORY FINES AND PENALTIES IMPOSED FOR CONTACTING CONSUMERS AND BUSINESSES IN A MANNER NOT IN ACCORDANCE WITH THE APPLICABLE LAWS AND REGULATIONS INCLUDING BUT NOT LIMITED TO DO-NOT-CALL REGULATIONS AND ANTI-SPAM REGULATIONS. ACCORDINGLY, IF YOU KNOWINGLY SHARE, DISTRIBUTE, TRANSFER, OR SELL A SERVICE REQUEST, OR LEAD (OR THE INFORMATION CONTAINED THEREIN) OTHER THAN AS EXPRESSLY SET FORTH IN THIS AGREEMENT, YOU AGREE TO FULLY INDEMNIFY AND BE LIABLE TO HOMECARE2GO®, AS SET FORTH BELOW, FOR ALL THE DAMAGES, WHETHER DIRECT OR INDIRECT, PUNITIVE AND CONSEQUENTIAL, AND ANY REGULATORY OR JUDICIAL FINES OR PENALTIES OR ATTORNEYS’ FEES THAT MAY ARISE FROM SUCH ACTIVITIES.
l. You hereby represent and warrant that the information You provide in Your online profile page is, and shall at all times be, maintained in an accurate, up-to-date and professional manner, and in compliance with all applicable laws and regulations. You hereby authorize HOMECARE2GO® to take any and all actions necessary to generate click-throughs to Your online profile page, including contracting with search engines, Internet directories, and other online and offline advertising sources and to use, copy, and reproduceYour contact information and online profile page in furtherance of the foregoing.
m. In the event You participate in any promotion whereby HOMECARE2GO® promotes an offer or discount related to Your services, whether on the HOMECARE2GO® Website, via direct mail, or otherwise, You agree to abide by the terms of such offer or discount.
n. By enrolling in the HOMECARE2GO® network or otherwise becoming a HOMECARE2GO® member, You are requesting, and You expressly consent to being contacted by us and by our agents and representatives via phone, fax, email, mail or other reasonable means, at any of Your contact numbers or addresses, even if You are listed on any “Do Not Call” list, and even if You have previously opted-out from receiving marketing emails from HOMECARE2GO®, in order that we may provide the services set forth on the Website, to service Your account, to reasonably address matters pertaining to Your account or for other purposes reasonably related to our business, including marketing related emails. You agree to sign up for at least two methods of lead notification (for example SMS and email) and acknowledge that if You do not sign up for at least two methods of lead notification, HOMECARE2GO® is not responsible for any delayed or undelivered leads.
o. HOMECARE2GO®’s mobile applications may implement location features that, if You consent, result in automatic collection of Your geolocation information, in which case our mobile application may use such information to allow HOMECARE2GO® and customers to view and track Your location. We may also use this location information for our internal business purposes, and for providing and enhancing our products and services and advertising. IF YOU WANT TO STOP THE AUTOMATIC COLLECTION OF YOUR LOCATION INFORMATION, YOU MAY DO SO BY USING THE PRIVACY SETTINGS ON YOUR DEVICE, OR BY UNINSTALLING OUR MOBILE APPLICATION. CERTAIN FEATURES, SUCH AS SAME DAY SERVICE, MAY NOT BE AVAILABLE IF YOU OPT OUT OF LOCATION COLLECTION.
You agree to be bound by the then applicable pricing plan provisions (all fees are stated and payable in US dollars) for any and all Leads presented to You (as further described in the Lead Fee Schedule), or for any inclusion in the service provider directory on our Website or any other subscription offering. You will pay HOMECARE2GO® applicable non-refundable fees which may include:(i) an enrollment/screening fee; and (ii) membership fees.HOMECARE2GO® reserves the right to charge Your credit or Debit card or Bank Account for any fees immediately upon receipt of Your credit cardor Debit card or Bank Account information submitted by You or Your representatives.
For purchases of a subscription membership (monthly, quarterly, or annually), You shall pay such fees on a monthly, quarterly or annual basis, as applicable.You agree that payments will be made by HOMECARE2GO® processing Your credit cardor Debit card or Bank Account, in advance, on a monthly, quarterly or annual basis, as applicable.
AUTOMATIC RENEWAL OF SUBSCRIPTION
After Your initial subscription period, and again after any subsequent subscription period, Your subscription will automatically continue for an additional equivalent period (each a “Renewal Term”), at the renewal price communicated to You at the time Your purchased Your initial subscription (“Renewal Price”), unless HOMECARE2GO® provides You with at least thirty (30) advance notice of a change in Your Renewal Price. You agree that Your account will be subject to this automatic renewal feature. If You want to change or terminate Your subscription, you may do so solely by contacting HOMECARE2GO® Customer Care at (972) 832-5291. If You cancel Your subscription, You may use Your subscription until the end of Your then-current subscription term, Your subscription will not be renewed after Your then-current term expires, and You won’t be eligible for any refund of any portion of the subscription fee paid for the then-current subscription period. By subscribing, you authorize HOMECARE2GO® to charge Your provided payment method now and again at the beginning of any Renewal Term. You also authorize HOMECARE2GO® to charge You for any sales or similar taxes that may be imposed on Your subscription payments. Upon the renewal of Your subscription, if HOMECARE2GO® does not receive payment from Your payment method or payment method provider, (i) You agree to pay all amounts due on Your account upon demand, and/or (ii) You agree that HOMECARE2GO® may either terminate or suspend Your subscription and continue to attempt to charge Your payment method until payment is received.
Free Trials and Other Promotions
Any free trial or other promotion that provides a subscription to the HOMECARE2GO® services automatically renews in the same manner as set forth above under the section titled “AUTOMATIC RENEWAL OF SUBSCRIPTION”, provided, however, that the Renewal Price for any Renewal Terms will be higher than during the free trial or promotion initial term. You must cancel Your subscription before the end of the trial period in order to avoid being charged the Renewal Price.
When You purchase multiple products, You may be eligible for certain discounts, as set forth on the then-current pricing plan, provided, however, that cancellation of a product/service for which You have received a discount, may result in the discount being rescinded retroactively for the remaining products/services, and an immediate additional payment to be charged to Your method of payment.
You acknowledge that it is Your responsibility to ensure that the communication methods that You have selected in Your HOMECARE2GO® profile, and all contact and billing information, are kept up-to-date and accurate.HOMECARE2GO® is not responsible, or liable, for undelivered customer notifications. You agree to promptly notify HOMECARE2GO® if Your payment method is canceled (including if You lose Your card or it is stolen), or if You become aware of a potential breach of security (such as an unauthorized disclosure or use of Your payment method). In addition, you authorize us to obtain updated or replacement expiration dates and card numbers for You credit or debit card as provided by Your credit or debit card issuer.
You acknowledge that You will not receive a detailed account statement unless You provide HOMECARE2GO® with a valid email address or fax number. Your account balance is also available by calling (972) 832-5291 or via the account tab of the Website.HOMECARE2GO® will process Your balance due at the end of Your billing period via Your selected payment method. Past due balances will be subject to a late charge equal to the lesser of 1.5% per month or the maximum amount allowed by applicable law. In addition, any returned payments will incur a $20 fee per transaction.Any disputes about charges to Your account must be submitted to HOMECARE2GO® in writing within 30 days of the date such charges are incurred. You agree to waive all disputes not made within the 30 day period, and all such charges will be final and not subject to challenge.
Indemnification; Limitation of Liability; Disclaimer of Warranties.
Indemnification. You shall fully protect, indemnify and defend HOMECARE2GO® and all of its agents, officers, directors, shareholders, suppliers, partners, employees and each of their successors and assigns (“Indemnified Parties”) and hold each of them harmless from and against any and all claims, demands, liens, damages, causes of action, liabilities of any and every nature whatsoever, including but not limited to personal injury, intellectual property infringement, fraud, deceptive advertising, violation of any state, provincial or federal laws or regulations, property damage, attorneys’ fees and court costs, arising in any manner, directly or indirectly, out of or in connection with or in the course of or incidental to (i) any of Your work for or dealings with any customers, (ii) Your advertising, or (iii) Your services, representations, or obligations (including but not limited to Your obligation to maintain the confidentiality of user personal information) set forth in this Agreement, including any extra work You perform for a customer for which HOMECARE2GO® has not matched You, REGARDLESS OF CAUSE OR OF ANY FAULT OR NEGLIGENCE OF HOMECARE2GO® OR THE INDEMNIFIED PARTIES AND WITHOUT REGARD TO CAUSE OR TO ANY CONCURRENT OR CONTRIBUTING FAULT, STRING LIABILITY OR NEGLIGENCE, WHETHER SOLE, JOINT OR CONCURRENT, ACTIVE OR PASSIVE BY HOMECARE2GO® OR THE INDEMNIFIED PARTIES.
Limitation of Liability
IN NO EVENT ARE WE LIABLE TO YOU FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, PUNITIVE OR SPECIAL DAMAGES, LOST REVENUE, LOST PROFITS OR LOSS OF GOODWILL. IN NO EVENT WILL THE TOTAL AGGREGATE LIABILITY OF HOMECARE2GO® TO YOU EXCEED THE AMOUNT OF FEES ACTUALLY PAID BY YOU TO HOMECARE2GO® DURING THE PRECEEDING 12 MONTHS, REGARDLESS OF THE BASIS OR FORM OF CLAIM
Disclaimer of Warranties
YOU ACKNOWLEDGE AND AGREE THAT THE HOMECARE2GO® SERVICES ARE PROVIDED TO YOU ON AN “AS IS” BASIS, AND HOMECARE2GO® DISCLAIMS ANY AND ALL EXPRESS OR IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY LAW
This Agreement, and the HOMECARE2GO® Fee Schedule, including Lead prices, may be changed from time to time. By continuing to use any HOMECARE2GO® services,You are agreeing to be bound by any non-material changes. Material changes to this Agreement or to the HOMECARE2GO® Fee Schedule will be posted on the HOMECARE2GO® Website and periodically communicated to You by email, text, or other reasonable means. By continuing to use any HOMECARE2GO® services after receiving any such notice of changes from HOMECARE2GO®, You are agreeing to all such changes.
You may terminate this Agreement upon our receipt of Your written notice during normal business hours (such termination to be effective upon the close of business on the day properly delivered and received), but You shall be obligated to pay for any Leads or services delivered to You prior to us receiving Your termination during normal business hours.HOMECARE2GO®, in its sole discretion, reserves the right to suspend Your rights under this Agreement or terminate this Agreement and Your membership in the HOMECARE2GO® network immediately at any time for any reason or no reason at all. In the event of termination of this Agreement, You shall not be entitled to any refund of any fees paid to us, including any prepayments.
If it is determined or suspected by HOMECARE2GO® in its sole discretion that You are misusing or attempting to misuse or circumvent the HOMECARE2GO® services or system or any customer data, or are using or attempting to use it for any inappropriate, illegal, harmful, or anti-competitive, purposes, including but not limited to activities such as hacking, infiltrating, fraud, advertising, jamming or spamming, or any activities inconsistent with the services proposed to be offered by HOMECARE2GO®, in addition to our right to immediately terminate this Agreement, HOMECARE2GO® reserves the right, in its sole discretion, to instigate, without notice, appropriate legal actions or proceedings to seek appropriate remedies and/or damages, including but not limited to lost revenue, repairs, legal fees, costs and expenses, and to seek injunctions or other equitable remedies.
The laws of the State of Texas (excluding the laws and principles with respect to conflicts of law) govern this Agreement. You hereby consent and agree that the state or federal courts in Dallas, Texas are the exclusive forum for litigation of any claim by You arising under this Agreement or Your use of the HOMECARE2GO® Website and/or Services, and You submit to sole and exclusive jurisdiction in the state of Texas, and hereby irrevocably waive and relinquish any right to bring, or cause to be brought, any such action, or to have any such action brought, in any judicial or administrative forum outside of such forum.
You understand and agree that the relationship between You and HOMECARE2GO® is that of independent contractors and You are not a HOMECARE2GO® employee, joint venture, partner, or agent. You acknowledge that You set or confirm Your own prices, provide Your own equipment, and determine Your own work schedule. HOMECARE2GO® does not control, and has no right to control, the services You provide (including how You provide such services) if You are engaged by a consumer, except as specifically noted herein.
If any provision of this Agreement is held by any court or other authority of competent jurisdiction to be invalid, illegal or in conflict with any applicable state or federal law or regulation, such law or regulation shall control, to the extent of such conflict, without affecting the remainder of this Agreement.