Purpose. The mission of The Gypsy Nurse is to connect travel nurses to enable them to be more productive and successful. To achieve our Mission, we make services available through our website and mobile applications to help our users meet, exchange ideas, learn, find job opportunities, or employees, and review their experiences.
2. YOUR OBLIGATIONS.
Applicable laws and this Agreement. You must comply with all applicable laws, the Terms of Service, as may be amended from time to time with or without advance notice, and the policies and processes explained in the following sections of this User Agreement.
License and warranty for your submissions to The Gypsy Nurse.You own the information you provide The Gypsy Nurse under this Agreement, and may request its deletion at any time, unless you have shared information or content with others and they have not deleted it, or it was copied or stored by other users. Additionally, you grant The Gypsy Nurse a nonexclusive, irrevocable, worldwide, perpetual, unlimited, assignable, sublicensable, fully paid up and royalty-free right to us to copy, distribute, transmit, publicly display, publicly perform, edit, translate, prepare derivative works of, improve, distribute, publish, remove, retain, add, process, analyze, use and commercialize, in any way now known or in the future discovered, any information you provide, directly or indirectly to The Gypsy Nurse, including, but not limited to, any user generated content, ideas, concepts, techniques or data to the services, you submit to The Gypsy Nurse, and to publish your name in connection with same without any further consent, notice and/or compensation to you or to any third parties. Any information you submit to us is at your own risk of loss as noted in Sections 2 and 3 of this User Agreement. By providing information to us, you represent and warrant that you are entitled to submit the information and that the information is accurate, not confidential, and not in violation of any contractual restrictions or other third party rights. It is your responsibility to keep your The Gypsy Nurse profile, registration and other account information accurate and updated. The Gypsy Nurse is under no obligation to post or use any information you may provide and may remove any information any time at The Gypsy Nurse’s sole discretion.
Service Eligibility. To be eligible to use the Service, you must meet the following criteria and represent and warrant that you: (1) are 18 years of age or older; (2) are not currently restricted from the Services, or not otherwise prohibited from having a The Gypsy Nurse account, (3) are not a competitor of The Gypsy Nurse or are not using the Services for reasons that are in competition with The Gypsy Nurse; (4) will only maintain one The Gypsy Nurse account at any given time; (5) have full power and authority to enter into this Agreement and doing so will not violate any other agreement to which you are a party; (6) will not violate any rights of The Gypsy Nurse, including intellectual property rights such as copyright or trademark rights; and (7) agree to provide at your cost all equipment, software, and internet access necessary to use the Services.
Sign-In Credentials. You agree to: (1) Keep your password secure and confidential; (2) not permit others to use your account; (3) refrain from using other users’ accounts; and (4) refrain from selling, trading, or otherwise transferring your The Gypsy Nurse account to another party. Further, you are responsible for anything that happens through your account until you close down your account or prove that your account security was compromised due to no fault of your own.
Indemnification. You indemnify us and hold us harmless for all damages, losses and costs (including, but not limited to, reasonable attorneys’ fees and costs) related to all third party claims, charges, and investigations, caused by (1) your failure to comply with this Agreement, including, without limitation, your submission of content that violates third party rights or applicable laws, (2) any content and other materials and information you submit to the Services, and (3) any activity in which you engage on or through The Gypsy Nurse.
Notifications and Service Messages. For purposes of service messages and notices about the Services to you, The Gypsy Nurse may place a banner notice or across its pages to alert you to certain changes such as modifications to this Agreement. Alternatively, notice may consist of an email from The Gypsy Nurse to an email address associated with your account, even if we have other contact information. You also agree that The Gypsy Nurse may communicate with you through your The Gypsy Nurse account or through other means including email, mobile number, telephone, or delivery services including the postal service about your The Gypsy Nurse account or services associated with The Gypsy Nurse. You acknowledge and agree that we shall have no liability associated with or arising from your failure to do so maintain accurate contact or other information, including, but not limited to, your failure to receive critical information about the Service.
The Gypsy Nurse Applications. The Gypsy Nurse may offer the Services through applications built using The Gypsy Nurse’s platform (“The Gypsy Nurse Applications”). Examples of The Gypsy Nurse Applications include its smart phone applications (The Gypsy Nurse for Android or The Gypsy Nurse for iPhone), If you use a The Gypsy Nurse Application or interact with a website that has deployed a plugin, you agree that information about you and your use of the Services, including, but not limited to, your device, your mobile carrier, your internet access provider, your physical location, and/or web pages containing The Gypsy Nurse plugins that load in your browser may be communicated to us. Further, by importing any of your The Gypsy Nurse data through an The Gypsy Nurse Application, you represent that you have authority to share the transferred data with your mobile carrier or other access provider. In the event you change or deactivate your mobile account, you must promptly update your The Gypsy Nurse account information to ensure that your messages are not sent to the person that acquires your old number and failure to do so is your responsibility. You acknowledge you are responsible for all charges and necessary permissions related to accessing The Gypsy Nurse through your mobile access provider. Therefore, you should check with your provider to find out if the Services are available and the terms for these services for your specific mobile devices. Finally, by using any downloadable application to enable your use of the Services, you are explicitly confirming your acceptance of the terms of the End User License Agreement associated with the application provided at download or installation, or as may be updated from time to time.
Export Control. Your use of the Service is subject to export and re-export control laws and regulations, including the Export Administration Regulations (“EAR”) maintained by the United States Department of Commerce and sanctions programs maintained by the Treasury Department’s Office of Foreign Assets Control. You shall not — directly or indirectly — sell, export, re-export, transfer, divert, or otherwise dispose of any software or service to any end-user without obtaining the required authorizations from the appropriate government authorities. You also warrant that you are not prohibited from receiving US origin products, including services or software.
Contributions. By submitting ideas, suggestions, documents, and/or proposals (“Contributions”) to The Gypsy Nurse through its suggestion or feedback webpages, you acknowledge and agree that: (a) your Contributions do not contain confidential or proprietary information; (b) The Gypsy Nurse is not under any obligation of confidentiality, express or implied, with respect to the Contributions; (c) The Gypsy Nurse shall be entitled to use or disclose (or choose not to use or disclose) such Contributions for any purpose, in any way, in any media worldwide; (d) The Gypsy Nurse may have something similar to the Contributions already under consideration or in development; (e) you irrevocably assign to The Gypsy Nurse all rights to your Contributions; and (f) you are not entitled to any compensation or reimbursement of any kind from The Gypsy Nurse under any circumstances.
3. YOUR RIGHTS.
On the condition that you comply with all your obligations under this Agreement, including, but not limited to, the Do’s and Don’ts listed in Section 10, we grant you a limited, revocable, nonexclusive, nonassignable, nonsublicensable license and right to access the Services, through a generally available web browser, mobile device or application (but not through scraping, spidering, crawling or other technology or software used to access data without the express written consent of The Gypsy Nurse), view information and use the Services that we provide on The Gypsy Nurse webpages and in accordance with this Agreement. Any other use of The Gypsy Nurse contrary to our mission and purpose (such as seeking to connect to someone you do not know or trust, or to use information gathered from The Gypsy Nurse commercially unless expressly authorized by The Gypsy Nurse) is strictly prohibited and a violation of this Agreement. We reserve all rights not expressly granted in this Agreement, including, without limitation, title, ownership, intellectual property rights, and all other rights and interest in the Services and all related items, including any and all copies made of The Gypsy Nurse website.
4. OUR RIGHTS AND OBLIGATIONS.
Services Availability. For as long as The Gypsy Nurse continues to offer the Services, The Gypsy Nurse shall provide and seek to update, improve and expand the Services. As a result, we allow you to access The Gypsy Nurse as it may exist and be available on any given day and have no other obligations, except as expressly stated in this Agreement. We may modify, replace, refuse access to, suspend or discontinue The Gypsy Nurse, partially or entirely, or change and modify prices for all or part of the Services for you or for all our users in our sole discretion. All of these changes shall be effective upon their posting on our site or by direct communication to you unless otherwise noted. The Gypsy Nurse further reserves the right to withhold, remove and or discard any content available as part of your account, with or without notice if deemed by The Gypsy Nurse to be contrary to this Agreement. For avoidance of doubt, The Gypsy Nurse has no obligation to store, maintain or provide you a copy of any content that you or other users provide when using the Services.
Connections and Interactions with other Users. You are solely responsible for your interactions with other users. The Gypsy Nurse may, in certain circumstances, prohibit you from contacting other users through use of the Services or otherwise limit your use of the Services. The Gypsy Nurse reserves the right, but has no obligation, to monitor disputes between you and other members and to restrict, suspend, or close your account if The Gypsy Nurse determines, in our sole discretion, that doing so is necessary to enforce this Agreement.
SOME COUNTRIES AND JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED TERMS IN CONTRACTS WITH CONSUMERS AND AS A RESULT THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU. DO NOT RELY ON THE GYPSY NURSE, ANY INFORMATION THEREIN, OR ITS CONTINUATION. WE PROVIDE THE PLATFORM FOR THE GYPSY NURSE AND ALL THE GYPSY NURSE APPLICATIONS, INFORMATION AND THE SERVICES ON AN “AS IS” AND “AS AVAILABLE” BASIS. THE GYPSY NURSE DOES NOT CONTROL OR REVIEW USER GENERATED CONTENT FOR ACCURACY. WE DO NOT PROVIDE ANY EXPRESS WARRANTIES OR REPRESENTATIONS. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, WE DISCLAIM ANY AND ALL IMPLIED WARRANTIES AND REPRESENTATIONS, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANT-ABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY OF DATA, AND NON-INFRINGEMENT. IF YOU ARE DISSATISFIED OR HARMED BY THE GYPSY NURSE OR ANYTHING RELATED TO THE GYPSY NURSE, YOU MAY CLOSE YOUR THE GYPSY NURSE ACCOUNT AND TERMINATE THIS AGREEMENT IN ACCORDANCE WITH SECTION 7 (“TERMINATION”) AND SUCH TERMINATION SHALL BE YOUR SOLE AND EXCLUSIVE REMEDY. THE GYPSY NURSE IS NOT RESPONSIBLE, AND MAKES NO REPRESENTATIONS OR WARRANTIES FOR THE DELIVERY OF ANY MESSAGES (SUCH AS IN-MAILS, POSTING OF ANSWERS OR TRANSMISSION OF ANY OTHER USER GENERATED CONTENT) SENT THROUGH THE GYPSY NURSE TO ANYONE. IN ADDITION, WE NEITHER WARRANT NOR REPRESENT THAT YOUR USE OF THE SERVICE WILL NOT INFRINGE THE RIGHTS OF THIRD PARTIES. ANY MATERIAL, SERVICE, OR TECHNOLOGY DESCRIBED OR USED ON THE WEBSITE MAY BE SUBJECT TO INTELLECTUAL PROPERTY RIGHTS OWNED BY THIRD PARTIES WHO HAVE LICENSED SUCH MATERIAL, SERVICE, OR TECHNOLOGY TO US. THE GYPSY NURSE DOES NOT HAVE ANY OBLIGATION TO VERIFY THE IDENTITY OF THE PERSONS SUBSCRIBING TO ITS SERVICES, NOR DOES IT HAVE ANY OBLIGATION TO MONITOR THE USE OF ITS SERVICES BY OTHER USERS OF THE COMMUNITY; THEREFORE, THE GYPSY NURSE DISCLAIMS ALL LIABILITY FOR IDENTITY THEFT OR ANY OTHER MISUSE OF YOUR IDENTITY OR INFORMATION. THE GYPSY NURSE DOES NOT GUARANTEE THAT THE SERVICES IT PROVIDES WILL FUNCTION WITHOUT INTERRUPTION OR ERRORS IN FUNCTIONING. IN PARTICULAR, THE OPERATION OF THE SERVICES MAY BE INTERRUPTED DUE TO MAINTENANCE, UPDATES, OR SYSTEM OR NETWORK FAILURES. THE GYPSY NURSE DISCLAIMS ALL LIABILITY FOR DAMAGES CAUSED BY ANY SUCH INTERRUPTION OR ERRORS IN FUNCTIONING. FURTHERMORE, THE GYPSY NURSE DISCLAIMS ALL LIABILITY FOR ANY MALFUNCTIONING, IMPOSSIBILITY OF ACCESS, OR POOR USE CONDITIONS OF THE SERVICES DUE TO INAPPROPRIATE EQUIPMENT, DISTURBANCES RELATED TO INTERNET SERVICE PROVIDERS, TO THE SATURATION OF THE INTERNET NETWORK, AND FOR ANY OTHER REASON.
6. LIMITATION OF LIABILITY.
SOME COUNTRIES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY IN CONTRACTS WITH CONSUMERS AND AS A RESULT THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU. Neither The Gypsy Nurse nor any of our subsidiaries, affiliated companies, employees, shareholders, or directors (“The Gypsy Nurse Affiliates”) shall be cumulatively liable for (a) any damages in excess of US $100, or (b) any special, incidental, indirect, punitive or consequential damages or loss of use, profit, revenue or data to you or any third person arising from your use of the Service, any platform applications or any of the content or other materials on, accessed through or downloaded from The Gypsy Nurse. This limitation of liability is part of the basis of the bargain between the parties and without it the terms and prices charged would be different. This limitation of liability shall:
• Apply regardless of whether (1) you base your claim on contract, tort, statute or any other legal theory, (2) we knew or should have known about the possibility of such damages, or (3) the limited remedies provided in this section fail of their essential purpose; and
• Not apply to any damage that The Gypsy Nurse may cause you intentionally or knowingly in violation of this Agreement or applicable law, or as otherwise mandated by applicable law that cannot be disclaimed from in this Agreement.
Mutual rights of termination. You may terminate this Agreement, for any or no reason, at any time, with notice to The Gypsy Nurse pursuant to Section 9. This notice will be effective upon The Gypsy Nurse processing your notice. The Gypsy Nurse may terminate the Agreement and your account for any reason or no reason, at any time, with or without notice. This cancellation shall be effective immediately or as may be specified in the notice. Termination of your The Gypsy Nurse account includes disabling your access to The Gypsy Nurse and may also bar you from any future use of The Gypsy Nurse.
Misuse of the Services. The Gypsy Nurse may restrict, suspend or terminate the account of any user who abuses or misuses the Services. Misuse of the Services includes creating multiple or false profiles; using the Services commercially without our authorization, infringing any intellectual property rights, violating any of the Do’s and Don’ts listed in Section 10, or any other behavior that we, in our sole discretion, deems unacceptable or contrary to the mission of The Gypsy Nurse.
Effect of Termination. Upon the termination of your account, you lose access to the Services. The terms of this Agreement shall survive any termination, except Sections 3 (“Your Rights”) and 4 (“Our Rights and Obligations”) hereof.
8. DISPUTE RESOLUTION
Law and Forum for Legal Disputes. This Agreement or any claim, cause of action or dispute (“claim”) arising out of or related to this Agreement shall be governed by the laws of the State of Florida regardless of your country of origin or where you access The Gypsy Nurse, and notwithstanding of any conflicts of law principles and the United Nations Convention for the International Sale of Goods. You and The Gypsy Nurse agree that all claims arising out of or related to this Agreement must be resolved exclusively by a state or federal court located in the State of Florida, except as otherwise agreed by the parties or as described in the Arbitration Option paragraph below. You and The Gypsy Nurse agree to submit to the personal jurisdiction of the state and federal courts located within the State of Florida for the purpose of litigating all such claims. Notwithstanding the above, you agree that The Gypsy Nurse shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
Arbitration Option. For any claim (excluding claims for injunctive or other equitable relief) where the total amount of the award sought is less than $10,000, the party requesting relief may elect to resolve the dispute in a cost effective manner through binding non-appearance-based arbitration. In the event a party elects arbitration, they shall initiate such arbitration through an established alternative dispute resolution (“ADR”) provider mutually agreed upon by the parties. The ADR provider and the parties must comply with the following rules: (a) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration; (b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and (c) any judgment on the award rendered by the arbitrator shall be final and may be entered in any court of competent jurisdiction.
9. GENERAL TERMS.
Trademarks. The Gypsy Nurse, thegypsynurse.com, are trademarks of The Gypsy Nurse, INC in the United States and other countries. You may not use our trademarks without our express written permission.
Sever-ability. If any provision of this Agreement is found by a court of competent jurisdiction or arbitrator to be illegal, void, or unenforceable, the unenforceable provision will be modified so as to render it enforceable and effective to the maximum extent possible in order to effect the intention of the provision; and if a court or arbitrator finds the modified provision invalid, illegal, void or unenforceable, the validity, legality and enforce-ability of the remaining provisions of this Agreement will not be affected in any way.
Notices and Service of Process. We may notify you via postings on The Gypsy Nurse website. You may contact us via mail or courier at: The Gypsy Nurse, 433 Plaza Real, Suite 275 Boca Raton, FL 33432 Additionally, The Gypsy Nurse accepts service of process at this address. Any notices that you provide without compliance with this section on Notices shall have no legal effect.
Entire Agreement. You agree that this Agreement constitutes the entire, complete and exclusive agreement between you and us regarding the Services and supersedes all prior agreements and understandings, whether written or oral, or whether established by custom, practice, policy or precedent, with respect to the subject matter of this Agreement. You also may be subject to additional terms and conditions that may apply when you use or purchase certain other The Gypsy Nurse services, third-party content or third party software.
No informal waivers, agreements or representations. Our failure to act with respect to a breach of this Agreement by you or others does not waive our right to act with respect to that breach or subsequent similar or other breaches. Except as expressly and specifically contemplated by the Agreement, no representations, statements, consents, waivers or other acts or omissions by any The Gypsy Nurse Affiliate shall be deemed legally binding on any The Gypsy Nurse Affiliate, unless documented in a physical writing hand signed by a duly appointed officer of The Gypsy Nurse.
No Injunctive Relief. In no event shall you seek or be entitled to rescission, injunctive or other equitable relief, or to enjoin or restrain the operation of the Service, exploitation of any advertising or other materials issued in connection therewith, or exploitation of the Services or any content or other material used or displayed through the Services.
Beneficiaries. The Gypsy Nurse Affiliates are not parties, but intended third party beneficiaries of this Agreement, with a right to enforce the Agreement directly against you. No other third party is an intended third party beneficiary of this Agreement.
Assignment and Delegation. You may not assign or delegate any rights or obligations under the Agreement. Any purported assignment and delegation shall be ineffective. We may freely assign or delegate all rights and obligations under the Agreement, fully or partially without notice to you. We may also substitute, by way of unilateral novation, effective upon notice to you, for any third party that assumes our rights and obligations under this Agreement.
Potential Other Rights and Obligations. You may have rights or obligations under local law other than those enumerated here if you are located outside the United States.
10. USER “DOS” and “DON’TS.” As a condition to access The Gypsy Nurse and the Services, you agree to the Agreement and to strictly observe the following DOS and DON’TS:
Do undertake the following:
• Comply with all applicable laws, including, without limitation, privacy laws, intellectual property laws, export control laws, tax laws, and regulatory requirements;
• Provide accurate information to us and update it as necessary;
• Review and comply with notices sent by us concerning the Services; and
• Use the Services in a professional manner.
Don’t undertake the following:
• Act dishonestly or unprofessionally by engaging in unprofessional behavior by posting inappropriate, inaccurate, or objectionable content to The Gypsy Nurse;
• Publish inaccurate information in the designated fields on the profile form (e.g., do not include a link or an email address in the name field). Please also protect sensitive personal information such as your email address, phone number, street address, or other information that is confidential in nature;
• Create a user profile for anyone other than a natural person;
• Harass, abuse or harm another person, including sending unwelcomed communications to others using the Services;
• Use or attempt to use another’s account without authorization;
• Upload, post, transmit or otherwise make available or initiate any content that:
o Falsely states, impersonates or otherwise misrepresents your identity, including but not limited to the use of a pseudonym, or misrepresenting your current or previous positions and qualifications, or your affiliations with a person or entity, past or present;
o Is unlawful, defamatory, harassing, libelous, abusive, obscene, discriminatory or otherwise objectionable;
o Adds to a content field content that is not intended for such field (i.e. submitting a telephone number in the “title” or any other field, or including telephone numbers, email addresses, street addresses or any personally identifiable information for which there is not a field provided by us);
o Includes information that you do not have the right to disclose or make available under any law or under contractual or fiduciary relationships (such as insider information, or proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
o Infringes upon patents, trademarks, trade secrets, copyrights or other proprietary rights;
o Includes any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
o Contains software viruses, worms, or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
o Forges headers or otherwise manipulate identifiers in order to disguise the origin of any communication transmitted through the Services; and/or
• Duplicate, license, sub-license, publish, broadcast, transmit, distribute, perform, display, sell, re brand, or otherwise transfer information found on The Gypsy Nurse (excluding content posted by you) except as permitted in this Agreement or as expressly authorized by The Gypsy Nurse;
• Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for any underlying intellectual property used to provide the Services, or any part thereof;
• Utilize or copy information, content or any data you view on and/or obtain from The Gypsy Nurse to provide any service that is competitive, in The Gypsy Nurse’s sole discretion, with The Gypsy Nurse or the Services;
• Imply or state, directly or indirectly, that you are affiliated with or endorsed by The Gypsy Nurse;
• Adapt, modify or create derivative works based on The Gypsy Nurse or technology underlying the Services, or other users’ content, in whole or part;
• Rent, lease, loan, trade, sell/re-sell access to The Gypsy Nurse or any information therein, or the equivalent, in whole or part;
• Remove any copyright, trademark or other proprietary rights notices contained in or on The Gypsy Nurse, including those of both The Gypsy Nurse and any of its licensors;
• Collect, use, copy, or transfer any information, including, but not limited to, personally identifiable information obtained from The Gypsy Nurse except as expressly permitted in this Agreement or as the owner of such information may expressly permit;
• Share information of non-users without their express consent;
• Infringe or use The Gypsy Nurse’s brand, logos and/or trademarks and patents;
• Use manual or automated software, devices, scripts robots, other means or processes to access, “scrape,” “crawl” or “spider” any web pages or other services contained in The Gypsy Nurse site;
• Use bots or other automated methods to access The Gypsy Nurse site, send or redirect messages, or perform other activities through the Services, unless explicitly permitted by The Gypsy Nurse;
• Access, via automated or manual means or processes, The Gypsy Nurse for purposes of monitoring The Gypsy Nurse’s availability, performance or functionality for any competitive purpose;
• Engage in “framing,” “mirroring,” or otherwise simulating the appearance or function of The Gypsy Nurse’s website;
• Attempt to or actually access The Gypsy Nurse by any means other than through the interfaces provided by The Gypsy Nurse. This prohibition includes accessing or attempting to access The Gypsy Nurse using any third-party service, including software-as-a-service platforms that aggregate access to multiple services, including The Gypsy Nurse;
• Attempt to or actually override any security component included in or underlying The Gypsy Nurse;
• Engage in any action that directly or indirectly interferes with the proper working of or places an unreasonable load on The Gypsy Nurse’s infrastructure, including, but not limited to, sending unsolicited communications to other users or The Gypsy Nurse personnel, attempting to gain unauthorized access to the Services, or transmitting or activating computer viruses through the Services;
• Interfere with or disrupt The Gypsy Nurse or the Services, including, but not limited to, any servers or networks connected to The Gypsy Nurse, or use The Gypsy Nurse site in any manner which could damage, disable, overburden, or impair The Gypsy Nurse site or interfere with any other party’s use and enjoyment of The Gypsy Nurse site;
• Use The Gypsy Nurse site for any purpose that is unlawful or prohibited by the Agreement or violate any applicable laws, rules or regulations; or
• Obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Services.