Nurses Membership Agreement
FFN is a voluntary, membership participation program wherein Member may receive certain benefits from third party commercial and non-commercial participants in the membership program wherein such third parties provide discounts and/or benefits to Members (“Services”). FFN does not and is not a direct provider of any such third party goods and services and is a voluntary participation program for such third parties, for Members, and for anyone who may have a commercial interaction with FFN. Membership for Members shall be provided on a monthly basis.
Participation in FFN’s Services requires Members to have certain professional licensing, which shall be verified by FFN, directly or via a third-party company. Services shall be provided when available. FFN’s Website is only available for members. If at any time FFN determines you are not a member, FFN may suspend or terminate Services to you and/or your account without notice.
A third party will validate your license and qualifications to be able to participate in and enjoy the Services. Member agrees to waive any objections you may have against FFN and to relieve FFN of any and all liability concerning the credentials, licensing, and/or qualifications.
Fees for Services to be provided shall be $10.00 per month payable on the 1st of each month. Late payment and payment with an insufficient funds check violate the FFN’s rules. FFN reserves the right to refuse membership to any applicant, and membership may be terminated at FFN’s discretion and without cause, including but not limited to non-payment of the fees as stated herein. Valid credit cards and debit cards are generally accepted as payment for services. Fees are earned when charged as Member will have access to the Services for the month in which the fees are charged so long as the other requirements of this Membership Agreement are met.
IV. Termination and Cancellation
Member agrees that FFN may, in its sole discretion, terminate its Services or suspend access to all or part of the Services or to Member’s account with or without notice and for any reason, including, without limitation, breach of this Membership Agreement. Any suspected fraudulent, abusive or illegal activity may be grounds for terminating this Membership Agreement and the providing of any Services to Member. Member’s failure to retain professional licensing to be able to participate in the Services may also be grounds for termination. In addition, FFN may terminate Services or Member’s account for the following reasons: Unpaid dues, any violation of this Membership Agreement, using the Services for any reason deemed damaging or against best interest of FFN, use of Services for non-personal or commercial purposes, illegal use of the Services, excessive or inappropriate use of Services, and/or violation of any law or otherwise mistreatment of any FFN Member, any third party who FFN works with in connection with the Services, and otherwise any third party related to, directly or indirectly, FFN.
Upon termination or cancellation, for any reason, Member’s right to use the Services will immediately cease, and you acknowledge and agree that FFN may immediately deactivate or delete all related information and files in Member’s account, and/or bar any further access to such files or the Services.
Member agrees that FFN shall not be liable to Member or any third party for any claims or damages arising out of any termination or cancellation or any other actions taken by us in connection with this Agreement.
In addition, A Member may terminate the membership at any time. If Member has paid annually, Member may qualify for a prorated refund of the fees paid for Membership year during which the membership(s) is/are terminated. If Member has paid dues monthly, the month in which Member has paid fees shall be the last month in which Member may be charged by FFN; Member agrees that no proration shall take place if dues are paid monthly.
V. Changes to this Membership Agreement
Member agrees to keep and obey all rules and regulations now in force or in the future prescribed by the FFN including but not limited to those prescribed by any changes to this Membership Agreement.
FFN reserves the right, at any time, without notice and for any reason, to modify, remove, suspend, or discontinue the Services and/or the Member’s account with FFN. Member agrees that FFN will not be liable to Member or to any third party for any modification, suspension, or discontinuance of the Services or any part thereof. Any modification, update, or other addition to the Services shall be subject to the terms of this Membership Agreement.
FFN may also amend the terms of this Membership Agreement from time to time and you, by accepting the Services, agree to abide by such changed terms. FFN may also post a prominent notice of material changes to this Membership Agreement on its website. Any changes to this Membership Agreement will be effective immediately for new Members; otherwise these changes will be effective upon thirty (30) calendar days following FFN’s posting of a notice on its website or otherwise providing notice to Member via email.
Continued possession or use of your Membership following notice of such changes shall indicate Member’s acknowledgment of, and agreement to be bound by, such changes. Accordingly, Member should check FFN’s website regularly for any updates to this Membership Agreement’s terms and conditions. Except as provided in this Section, no amendment to these Membership Terms and Conditions will be valid.
Member acknowledges that during the engagement, Member will have access to and become acquainted with confidential information regarding FFN and its affiliates, including personal information, trade secrets, inventions, innovations, processes, information, records and specifications owned or licensed by the FFN and/or used by the FFN in connection with the operation of its business, including, without limitation, the FFN’s financial records; patents; technological know-how; business, marketing, and strategic plans; customer lists; personnel and payroll records regarding current and former employees; vendors, and suppliers; databases, reports; designs, drawings, artwork, graphics, mock-ups, charts, programs; research; software; hardware; tapes; rolodexes; telephone and address books; personal data, listings; programming; client files and records; trade secrets; and any other non-public documents or information regarding FFN’s business operations, services, systems, costs, procedures, or practices, regardless of the form and medium in which such materials exist or are stored (collectively, “Confidential Information”). In addition, the Member acknowledges that FFN will provide valuable information to the Member concerning potential customers, clients, business partners, business know-how, strategic plans and other valuable information which the Member would not have learned other than through this engagement, all of which shall be included in the definition of “Confidential Information.”
Member agrees that he or she will not disclose any of this proprietary or Confidential Information, directly or indirectly, or use any of it in any manner, either during the Term of this Agreement or at any later time, except as required in the course of this engagement with FFN or as necessary for the Member to carry out administrative functions related to the Services. All files, records, documents, patents, technological know-how, specifications, information, letters, notes, media lists, original artwork/creative, notebooks, and similar items relating to the business of FFN, including electronic records stored on a personal computer or laptop or other mobile device, whether prepared by or available to Member or otherwise coming into Member’s possession, shall remain the exclusive property of FFN. Member shall not retain any copies of the foregoing without FFN’s prior written permission. Upon the expiration or earlier termination of this Membership Agreement, or whenever requested by FFN, Member shall immediately deliver to FFN all such files, records, documents, specifications information, and other items in Member’s possession or under its control. Member will not access, remotely or otherwise, download or make or retain any copies of any Confidential Information, records and materials in hard copy, electronic format, retained on any personal computer or laptop, on disk, mobile device or other data storage device, immediately upon and after such cessation of its engagement with FFN. Member shall immediately inform FFN in writing of any suspected, actual or threatened disclosure of Confidential Information.
Member shall not disclose the economic terms or existence of this Membership Agreement without FFN’s prior written consent, both with respect to the disclosure and the contents thereof, provided however that the Member may disclose this information to those employees of the FFN who are authorized to receive such information in order for them to fulfill the Services.
The terms of this Section shall survive the termination or expiration of this Agreement.
VII. Intellectual Property
Member agrees, affirms, and acknowledges that all disclaimed and un-disclaimed content, (defined as any information, software, audio, video, graphics, and other material that can be viewed by users on FFN’s Website or via any Services provided) presented to Member by FFN is protected by intellectual property protections for patents, trademarks, copyrights, service marks, and all other rights and laws, and is FFN’s exclusive and sole property. Unless otherwise specified elsewhere on FFN’s Website or in FFN’s Services, all graphics, logos and service names are trademarks, trademarks, or service marks belong to FFN.
FFN does not represent or warrant that your use of materials displayed on, or obtained through, FFN’s Website will not infringe the rights of third parties.
FFN may assign any of its obligations, responsibilities, rights, and/or benefits to another party without prior notice to Member. It is expressly understood and agreed that this contract is not assignable or transferrable by Member and no rights or privileges granted by this membership can be transferred or assigned by Member. Each Member’s account shall only be that Member’s and Member shall not share the account with any other Member or with any other person, including but not limited to family members, co-workers, associates, friends, and any third parties.
IX. Disclaimer of Warranties
ANY AND ALL SERVICES AND OTHER CONSIDERATION PROVIDED BY FFN ARE PROVIDED “AS-IS” AND “AS AVAILABLE” AND FFN EXPRESSLY DISCLAIMS ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, ACCESS, ACCURACY, NON-INFRINGEMENT, AND ANY IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF CONDUCT OR USAGE OR TRADE AND ALL SUCH IMPLIED WARRANTIES ARE EXPRESSLY AND SPECIFICALLY DISCLAIMED.
FFN MAKES NO WARRANTIES OR GUARANTEES OF SERVICES BEING AVAILABLE IN YOUR JURISDICTION OR OTHERWISE THIRD PARTIES TO PARTICIPATE IN THE SERVICES TO PROVIDE BENEFITS TO THE MEMBERS.
FFN MAKES NO WARRANTY THAT THE SERVICES OR MEMBER’S ACCOUNT OR OTHERWISE FFN’S WEBSITE: (A) WILL MEET MEMBER’S REQUIREMENTS; (B) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (C) WILL BE ACCURATE, RELIABLE, FREE OF MALWARE OR VIRUSES OR OTHER HARMFUL CODE.
X. Governing Law
This Agreement, shall be governed in all respects by the laws of the State of Nevada and the federal law of the United States without regard for conflict of law provisions.
The sole venue and jurisdiction for disputes arising out of, or related to, this Agreement shall be the Nevada state courts sitting in Clark County, Nevada and each party hereby submits to the jurisdiction of, and consents to venue in, such courts. Notwithstanding the foregoing, you agree that Fit Functional Nurses shall be entitled to apply for injunctive remedies or other equitable relief in any jurisdiction.
XI. Dispute Resolution Process
MEMBER AND FFN HEREBY WAIVE, TO THE FULLEST EXTENT PERMITTED BY LAW, ANY RIGHT TO TRIAL BY JURY OF ANY CLAIM, COUNTERCLAIM, DEMAND, ACTION, OR CAUSE OF ACTION (A) ARISING UNDER THIS AGREEMENT OR (B) IN ANY WAY CONNECTED WITH OR RELATED OR INCIDENTAL TO THE DEALINGS OF THE PARTIES HERETO IN RESPECT OF THIS AGREEMENT OR ANY OF THE TRANSACTIONS RELATED HERETO, IN EACH CASE WHETHER NOW EXISTING OR HEREAFTER ARISING, AND WHETHER IN CONTRACT, TORT, EQUITY, OR OTHERWISE. EACH OF THE PARTIES TO THIS AGREEMENT HEREBY AGREES AND CONSENTS THAT ANY SUCH CLAIM, COUNTERCLAIM, DEMAND, ACTION, OR CAUSE OF ACTION SHALL BE DECIDED BY COURT TRIAL WITHOUT A JURY AND THAT THE PARTIES TO THIS AGREEMENT MAY FILE AN ORIGINAL COUNTERPART OF A COPY OF THIS AGREEMENT WITH ANY COURT AS WRITTEN EVIDENCE OF THE CONSENT OF THE PARTIES HERETO TO THE WAIVER OF THEIR RIGHT TO TRIAL BY JURY.
Any dispute arising out of, or relating to this Agreement in any way shall be finally and exclusively settled exclusively by arbitration under, and in accordance with, the Commercial Arbitration Rules of the American Arbitration Association. The arbitration will take place in Clark County, Nevada and Member agrees to the jurisdiction of the same over the Member regarding this Membership Agreement and/or the Services. Notwithstanding the foregoing, either party may obtain injunctive or other relief in equity from a court of competent jurisdiction. Member and FFN will each pay half of the fees of the arbitrator(s) and /or the American Arbitration Association. Any judgment on the award rendered by the arbitrator shall be final and may be entered in any court of competent jurisdiction.
XII. Entire Agreement
This Membership Agreement contains the entire agreement of the Member and FFN and there are no other promises or conditions in any other agreement whether oral or written. This Agreement supersedes any prior written or oral agreements between the parties. If any provision of the Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed and enforced as so limited. No waiver of any breach or default or any right or remedy which any Party may have against any other Party pursuant to this Agreement, at law, in equity or otherwise, will be effective unless in writing and signed by the waiving Party. No waiver on any one occasion will constitute a waiver of such breach, default, right or remedy on any future occasion or of any other right or remedy any Party may have against any other Party. Paragraph headings are used for convenience only and shall not affect the meaning of any provision of this Agreement.
XIII. Agreement entered voluntarily
Member, by signing this Membership Agreement agrees that Member has entered into this Membership Agreement voluntarily and consciously and with sound mind and with sound calculated business risk and not on the basis of any advertisements, promises, or other statements by FFN. Member agrees that this Membership Agreement will not be subject to any claim of mistake of fact or duress.
XIV. Relationship Designation
Member acknowledges and agrees that FFN is not an employee or partner of the Member and shall at all times act as an independent contractor in performing the Services under this Agreement. Nothing contained herein shall be construed or applied so as to create a partnership, agency, or the relationship of employer and employee between FFN and Member.
XV. Force Majure
FFN shall be excused from any liability to Member if FFN cannot perform its obligations due to any Acts of God, pandemic, war, sabotage, accidents, embargo, economic recessions, economic depressions, riots, labor disputes, fire, flood, or shortages affecting FFN’s actions.
For the purposes of this Membership Agreement, a notice can be sent via electronic mail or via US Mail, postage prepaid to the Member at the information provided by Member to FFN and by Member. If notice is sent to FFN, it can be sent to FFN via its email of [email protected] or via mail to 11035 Lavender Hill Dr #160-520, Las Vegas, NV 89138, USA.