These terms of use (these “Terms”) govern your use of moonlightortho.com, and any content made available from or through the Site, which is owned and operated by Eisenhauer MoonlightOrtho®, PLLC, a Nevada professional limited liability company (“MoonlightOrtho®”). Through the Site, MoonlightOrtho® provides an online telemedicine technology platform (the “Platform”) allowing patients to connect with independent healthcare professionals in the field of orthopedic medicine (“Providers”) and obtain certain medical and healthcare services (the “Services”). These Terms, which are effective as of January 1, 2018, apply to anyone using or accessing the Site, Platform or Services, including casual visitors of the Site who do not sign up for an account (“Site Visitors”) and users who have registered with MoonlightOrtho® to use the Site, Platform or Services ("Registered Users").
The Site, Platform and Services, and all associated information, documents, materials or other content (“Content”), are the proprietary property of MoonlightOrtho®, and are protected by U.S. and international copyright and other intellectual property laws, or are used under the principles of fair use. MoonlightOrtho® and/or its licensors retain all rights with respect to the Site, Platform and Services, and all associated information, documents, materials or other content, except those limited rights expressly granted to you in these Terms, and which are subject to the terms and conditions set forth herein.
PLEASE READ THESE TERMS CAREFULLY BEFORE YOU ACCESS OR USE THE SITE OR PLATFORM, OR OTHERWISE USE OR PARTICIPATE IN OUR SERVICES. BY ACCESSING OR USING THE SITE OR PLATFORM, BY USING OR PARTICIPATING IN THE SERVICES, OR BY REGISTERING TO USE OR ACCESS ANY OF THE FOREGOING, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS, DO NOT ACCESS OR USE THE SITE OR PLATFORM, OTHERWISE USE OR PARTICIPATE IN OUR SERVICES, OR REGISTER TO USE OR ACCESS ANY OF THE FOREGOING, AND IMMEDIATELY EXIT THE SITE AND PLATFORM.
By using or accessing the Site, Platform or Services, you agree: (i) that you have read and understand these Terms and that these Terms create a valid and binding agreement, enforceable against you in accordance herewith; (ii) to be bound by these Terms and any terms, conditions or other policies of MoonlightOrtho®, as each may be amended or supplemented from time to time without notice; and (iii) that your use of the Site, Platform and Services shall comply with all applicable federal, state, and local laws or regulations, and that you are solely responsible for your compliance with, familiarity with and understanding of any such laws applicable to your use.
Additionally, and without limiting the foregoing, by using or accessing the Site, you represent and warrant that you: (a) are eighteen (18) years of age or older; (b) are not currently restricted from using the Site, Platform or Services, or not otherwise prohibited from having a MoonlightOrtho® account; (c) are not a competitor of MoonlightOrtho® or are not using MoonlightOrtho® for reasons that are in competition with MoonlightOrtho® or any product or service offered by MoonlightOrtho®; (d) have full power and authority to enter into and perform these Terms, and doing so will not violate any other agreement to which you are a party; (e) will not violate any rights of MoonlightOrtho®, including intellectual property rights such as copyright or trademark rights; and (f) agree to provide at your sole cost all equipment, software, internet access and other items necessary to use or access the Site, Platform or Services.
When you sign up for an account through the Site to use the Services, you will be asked to agree to the MoonlightOrtho® User Agreement and Patient Consent Form (your “User Agreement”) by checking a box or clicking on a button with terms such as “I agree” or “I accept”. In the event of a conflict between the terms of your User Agreement and of these Terms, the terms of your User Agreement shall control.
You will also be asked to create a unique user ID and password (your “Login Credentials”). You should immediately notify us if you believe your Login Credentials have been stolen or compromised. You are responsible for all activities that occur under your Login Credentials until you have properly notified us that your Login Credentials have been stolen or compromised. Further, you represent, warrant and covenant that: (i) the information you submit in obtaining your Login Credentials is complete and accurate; (ii) you will not share your Login Credentials with anyone; (iii) you will not circumvent, or attempt to circumvent, any technical measures that we have implemented to safeguard the Services; and (iv) you will not access or use, or attempt to access or use, our Services without validly-issued Login Credentials.
As a Site Visitor, subject to your compliance with these Terms, you are granted the right to access certain portions of the Site solely for your personal, non-commercial use in connection with your evaluation of the Site, Platform or Services, and your desire to become a Registered User. You may not (i) access, view, modify or otherwise use any portion of our Site, Platform or Services not made expressly accessible to you, or (ii) modify, copy, distribute or otherwise use the Site, Platform, Services or Content, in any manner other than for such evaluation, without our express permission.
As a Registered User, subject to your compliance with these Terms, you are granted a limited, non-exclusive, non-transferable, worldwide right to access, execute, display, perform, and otherwise use the Platform solely for your personal use of the Services, provided that you shall not: (i) license, sublicense, sell, resell, distribute or otherwise commercially exploit the Site, Platform, Services or Content to or for the benefit of any third party; (ii) modify or make derivative works based upon the Site, Platform, Services or Content; or (iii) reverse engineer, reverse compile, or access the Site, Platform, Services or Content in order to build a competitive product or service. You may access and view certain password-protected areas of our Site, Platform, Services or Content for use solely in conjunction with the Services and as provided in these Terms, and you may not otherwise modify, copy, distribute, or otherwise use the Site, Platform, Services or Content.
To protect the confidentiality, integrity and availability of the information housed and shared on our Services, you agree that you will not, nor will you attempt to: (i) access, use or disseminate our Services, nor any information or files accessible via our Services, in a manner that violates any applicable law or regulation or the rights of any individual or entity; (ii) sell or transfer any information included in our Services or use such information to market any product or service – including by sending, or facilitating the sending of, unsolicited emails or “spam”; (iii) probe, scan or test potential vulnerabilities of our Services, or of the system or network supporting our Services, or circumvent any security or authentication measures; (iv) 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; (v) introduce to our Services any software, code or other device that in any way (x) permits unauthorized access to our systems or any software, hardware, files or data located thereon, (y) 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 (z) overburdens or interferes with the proper functioning of our Services; (vi) disassemble, decompile or reverse engineer our Services; (vii) remove any copyright, trademark or other proprietary rights notices contained in or on our Services; or (viii) engage in any activity other than those expressly permitted in these Terms and your User Agreement.
You are not eligible to use our Services (including obtaining Login Credentials or entering into a User Agreement) unless you are at least 18 years old and otherwise have the legal capacity to enter into a binding contract in your jurisdiction.
If you are the parent or guardian of an unemancipated minor, you may use the Services and enter into a User Agreement 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 (and User Agreement, if applicable) applicable to you are equally applicable to such minor.
Under no circumstances may our Services be used by anyone age 13 or younger.
When you sign-up for, or log-in to, our Services, or when you submit information on a web form or via email, you are communicating with us electronically. When you visit our websites, we and certain third-party service providers collect information during your visit. 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 our MoonlightOrtho® Privacy Policy or MoonlightOrtho® User Agreement, as applicable.
In providing Services to you, we may need to provide you with certain communications, such as service announcements and administrative messages. Such communication may be by email, a posting on our Services or some other mechanism. You consent to receive such communications from us electronically. If you have submitted information to us or registered to use the Services, our responses to you or our Service announcements and any administrative messages we provide are considered part of the Services themselves, which you may not be able to opt-out from.
You agree that all agreements, notices, authorizations, disclosures and other communications that we provide to you electronically, as well as any acceptances, consents or authorizations that you provide to us electronically, satisfy any and all legal requirements that such communications be in writing.
We reserve the right to monitor all uses of our Services, and investigate any activity we suspect violates these Terms, a User Agreement, our rights or interests, or the rights or interests of any person or entity.
We reserve the right, to the fullest extent permitted by 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.
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.
All of the Providers who deliver Services through the Site are independent professionals solely responsible for the Services each performs for Registered Users. MoonlightOrtho® is not directly engaged in the practice medicine or any other licensed profession, and does not interfere with the practice of medicine or any other licensed profession by Providers, each of whom is responsible for his or her services and compliance with the requirements applicable to his or her profession and license. Neither MoonlightOrtho® nor any third parties who promote the Services or provide you with a link to the Services shall be liable for any professional advice you obtain from a treating Provider via the Services.
Our Services may include listings and directories to help you find healthcare providers that participate in our Services. Such information is provided for your convenience only and shall not constitute a recommendation or endorsement of any healthcare provider. Provider lists and directories are not comprehensive, but represent providers who have chosen to participate in the Services. Before obtaining services or treatment from any provider listed in a directory, you should take the same care you would under any other circumstance, including by confirming licensure and specialty certifications. You should confirm such information before obtaining services or treatment from any providers. Additional information regarding the MoonlightOrtho’s provider training, credentials, and background, as well as their actual physical practice location (or lack thereof) may be found within their Curriculum Vitae. As a convenience, the Services may permit you to request an appointment with a provider. However, providers are responsible for maintaining their own schedules, and we cannot ensure that any given provider will be available, nor that such provider will not cancel his or her appointment.
Our Services may include advertisements or promotional messages sponsored by third parties (collectively, “Ads”). The manufacturers, services providers, distributors and resellers of the products and services identified in the Ads are solely responsible for the accuracy of their Ads and the suitability, efficacy, safety and quality of such products or services. An Ad does not in any way constitute or imply our recommendation or endorsement of such product or service.
Our Services may contain hyperlinks (including hyperlinked Ads) to websites operated by third parties, or to materials or information made available by third parties. Such links do not constitute or imply our endorsement of such third parties, or of the content of their sites, or the suitability, efficacy, safety or quality of their products or services, or the information privacy or security practices of their websites.
ACCESS TO OUR SERVICES AND THE INFORMATION AND CONTENT DISPLAYED ON THE SITE 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 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, INCLUDING A MEDICAL PROVIDER. 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.
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 INFORMATION YOU SUBMIT TO US 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.
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 “MOONLIGHTORTHO® 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. NOTWITHSTANDING ANYTHING IN THESE TERMS TO THE CONTRARY, OUR AGGREGATE LIABILITY IN RESPECT OF ANY CLAIM OR ACTION YOU MAY BRING AGAINST US OR ANY OF THE MOONLIGHTORTHO® ENTITIES, REGARDLESS OF FORM OF ACTION OR THEORY OF LIABILITY, SHALL BE LIMITED TO THE GREATER OF (1) ONE HUNDRED UNITED STATES DOLLARS (US $100), OR (2) THE AGGREGATE FEES ACTUALLY PAID BY YOU TO US FOR THE SIX (6) MONTH PERIOD PRECEDING THE EVENT FIRST GIVING RISE TO SUCH CLAIM OR ACTION. YOU ACKNOWLEDGE THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE UNKNOWN OR UNSUSPECTED. ACCORDINGLY, YOU AGREE TO WAIVE THE BENEFIT OF ANY LAW THAT RESTRICTS THE ENFORCEABILITY OF SUCH WAIVERS AND, IN THE CASE OF A JURISDICTION WITH SUCH RESTRICTIONS, THAT THIS LIMITATION SHALL BE APPLIED TO THE FULLEST EXTENT PERMITTED BY LAW. NOTHING IN THESE TERMS OF USE IS INTENDED TO LIMIT ANY RIGHTS YOU MAY HAVE THAT MAY NOT BE LAWFULLY TERMINATED.
You agree to defend, indemnify and hold MoonlightOrtho® and its affiliates, officers, directors, agents and employees harmless from and against any and all claims, losses, damages, liabilities and any other costs and expenses (including attorneys' fees) arising from or related to your: (i) use of the Site, Platform, Services or Content, (ii) your breach of any representation or warranty contained in these Terms, or (iii) your failure to comply with, or other breach or default of or under, these Terms.
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 Nevada, without regard to the conflict of laws provisions thereof. If any action or proceeding is brought in connection with these Terms, you agree to submit to the personal jurisdiction of the state and federal courts located in Washoe County, Nevada, and agree not to bring any action relating to the use of our Services or to these Terms in any court in any jurisdiction other than the state or federal courts located in Washoe County, Nevada. We reserve the right to commence and prosecute any legal or equitable action or proceeding before any court of competent jurisdiction to enforce these Terms or to protect our rights or the rights of any third-party rights in or to 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 an action 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.
If any sentence, paragraph, clause or combination of the same in these Terms is held by a court of competent jurisdiction to be unenforceable in any jurisdiction, such sentence, paragraph, clause or combination shall be unenforceable in the jurisdiction where it is so held, and the remainder of these Terms shall remain binding on the parties hereto in such jurisdiction as if such unenforceable provision had not been contained herein. The enforceability of such sentence, paragraph, clause or combination of the same in these Terms otherwise shall be unaffected and shall remain enforceable in all other jurisdictions.
No provision of these Terms will be deemed waived by MoonlightOrtho® unless expressly waived in a writing signed by MoonlightOrtho®. No waiver by MoonlightOrtho® of any provision of these Terms shall be deemed a waiver of such provision with respect to any subsequent matter relating to such provision, and MoonlightOrtho’s consent to any action shall not constitute a waiver of the requirement for obtaining MoonlightOrtho’s consent respecting any subsequent action.
MoonlightOrtho’s Privacy Policy apply to your access and use of the Site, and the terms of conditions of MoonlightOrtho’s Privacy Policy and are made part of these Terms by this reference. Additionally, by using or accessing the Site, Platform or Services, you acknowledge and agree that internet transmissions are never completely private or secure. You understand that any message or information you send to or through the Site, Platform or Services, may be read or intercepted by others, even if there is a special notice that a particular transmission is encrypted.
These Terms, together with your User Agreement, constitute the entire agreement between you and MoonlightOrtho® 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 User Agreement, the provision set forth in the User Agreement shall prevail, and (b) these Terms shall cover all rights, obligations, terms and conditions not expressly addressed in such User Agreement.
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 AND TRANSACTIONS. YOUR AGREEMENT AND INTENT TO BE BOUND BY ELECTRONIC SUBMISSIONS APPLIES TO ALL RECORDS RELATING TO ALL TRANSACTIONS YOU ENTER INTO ON THE SERVICES, INCLUDING NOTICES OF CANCELLATION, POLICIES, CONTRACTS, AND APPLICATIONS.
We may freely assign these Terms in connection with a merger, acquisition, or sale of assets, or by operation of law or otherwise.
We may update or change our Services or 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. 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 or our Site of any such change. The most current version of the Terms shall govern and supersede all previous versions.