Terms of Service
TERMS OF SERVICE
General Terms
These Terms of Service (“Agreement”) constitute an agreement between Senior.One, Inc., a Delaware corporation with headquarters and offices in Albuquerque, New Mexico (SENIOR.ONE®), and any individual who visits the SENIOR.ONE® website (the “Website”) or uses the SENIOR.ONE® online software (the “Platform”).
Platform users and the Seniors for whom the Platform is being used are referred to as “Care Clients” Website visitors and Care Clients are collectively referred to as “Users”. This Agreement sets forth the terms and conditions on which SENIOR.ONE®, the Platform, and any related services are provided to Users.
If you do not agree to these terms and conditions, do not continue to use the SENIOR.ONE® Website, the Platform, or any related services.
SENIOR.ONE®, through its proprietary computer software and database, has created a system to connect Care Clients with Care Providers that offer a variety of services to individuals 55 years of age or older in need of certain housing or services (“Seniors”).
SENIOR.ONE® has spent years developing its software, database, website and connections with Care Providers in order to offer a program for introducing Seniors and their families to senior housing facilities and communities, as well as providers of ancillary care services (collectively, “Care Providers”) throughout the United States. Set forth below as terms and conditions are the types and categories of Care Providers to whom Users may have access by use of the Platform.
Note that SENIOR.ONE® does not impose any fees or charges on Care Clients for access and use of the Platform, regardless of whether their use of the Platform leads to a placement with a Care Provider. All fees and charges, if any, are paid by Care Providers who are members of the SENIOR.ONE® Care Provider program (“Members”) and are chosen solely by the applicable Care Client, in compliance with the Federal Anti-Kickback Statute and all other applicable laws.
Specific Terms
1. USER ACCESS TO CARE SERVICES
Care Clients will be able to connect and communicate with Members of SENIOR.ONE® for the purpose of considering Care Services for themselves or another Senior. Members of SENIOR.ONE® offer one or more of the following categories of senior housing care communities or facilities, or ancillary care services described in this Section (collectively, “Care Services”).
1.1. Senior Housing Care Categories
(a) Independent Living Community: Independent living facilities allow seniors to fully enjoy their retirement without the hassle of upkeeping their home. With independent living, seniors can socialize with their peers, have delicious meals prepared for them, be comfort. taken care of, live in a safe environment, and more to provide both freedom and
(b) Assisted Living Community: Assisted living facilities prove 24-hour care for in a homelike atmosphere often structured like an apartment complex or hotel. Residents get help with everyday activities like bathing, dressing, and getting ready for the day.
(c) Residential Assisted Living Facility: An Assisted Living facility as described above offering services in a smaller, home-like setting.
(d) Continuing Care Retirement Communities (CCRC): A senior housing facility that offers a combination of independent living, assisted living, memory care and/or skilled nursing.
(e) Skilled Nursing Facility: is defined as: A licensed nursing home where services for residents shall be provided on a continuing 24 hour basis and shall maintain or improve physical, mental and psychosocial well-being under a plan of care developed by a physician or other licensed health professional. “Skilled nursing care” means those services furnished pursuant to a physician’s orders which:(a) require the skills of professional personnel such as registered or licensed practical nurses; and (b) are provided either directly by or under the supervision of these personnel
(f) Memory Care Facility: An assisted living facility or part of or an assisted living facility that provides added security, enhanced programming and staffing appropriate for residents with a diagnosis of dementia, Alzheimer’s disease or other related disorders causing memory impairments and for residents whose functional needs require a specialized program.
1.2. Ancillary Care Services Providers
(a) Home Health Care: A licensed agency or organization that provides at least one medically directed service, including, but not limited to: (1) skilled nursing; (2) physical therapy; (3) occupational therapy; (4) inhalation therapy; (5) infusion therapy; (6) speech language pathology; (7) social work; (8) home health aide; (9) personal care attendant; (10) homemaker.
(b) Non-Medical Home Care: An organization or company that provides assistance with activities of daily living in a person’s home.
(c) Adult Day Care: A licensed public or private facility that provides care, services, and supervision for three (3) or more non-resident adults for less than twenty-four hours of any day who because of diminished mental or physical capacity find it difficult to care for themselves in their own residence. An adult day care center may be located in any building or home which meets the applicable state and local building and safety codes.
(d) Home Hospice: A licensed organization, company, for-profit or non-profit corporation or any other entity which provides a coordinated program of palliative and supportive services for physical, psychological, social and the option of spiritual care of terminally ill people and their families. The services are provided by a medically directed interdisciplinary team in the person’s home.
(e) Care Management: Care Management is a health and human services specialist who acts as a guide and advocate for families who are caring for older relatives or disabled adults. Care Management professionals are educated and experienced in but not limited to counseling, gerontology, mental health, nursing, occupational therapy, physical therapy, psychology, or social work; with a specialized focus on issues related to aging and elder care services such as: (1) Assessment and monitoring; (2) Planning and problem-solving; (3) Education and advocacy; (4) Family caregiver coaching.
(t) Elder Law Services: A licensed attorney that specializes in the legal needs of older or disabled persons, including, but not limited to, issues related to healthcare, long term care planning, guardianship, estate planning, retirement, Social Security, Medicare/Medicaid.
(g) Senior Real Estate Specialist (SRES): Seniors Real Estate Specialists are REALTORS® who meet the special needs of maturing Americans when selling, buying, relocating, or refinancing residential or investment properties.
2. LICENSE GRANT
Subject to and conditioned on Users’ compliance with the terms and conditions of this Agreement, SENIOR.ONE®, hereby grants Users a limited, non-exclusive, non-transferable right to access and use the Platform, and any information and services provided by SENIOR.ONE® in connection therewith, solely during the applicable Term in accordance with the terms and conditions herein.
3. CONFIDENTIALITY
3.1. Members
Members may receive information from Care Clients that is confidential, including but not limited to personal information that may be subject to the requirements of HIPAA or other privacy laws (“Personal Information”). Members are subject to agreements with SENIOR.ONE® that obligate Members to maintain the confidentiality of Personal Information that is submitted to, or shared via, the Platform.
3.2. Care Clients
Each Care Client represents and warrants that it has and will maintain at all times the necessary rights, consents and authorizations to provide Personal Information and any other information regarding a Care Client to SENIOR.ONE® and to authorize SENIOR.ONE® to store, use, disclose, or otherwise process that information through the Platform as contemplated by this Agreement.
3.3. All Users
Users will not use SENIOR.ONE®’s proprietary, non-public, or other confidential information, including but not limited to any technical, software, services, know-how, processes, methods, inventions (whether or not patented or patentable) (“Confidential Information”) for any purpose other than as necessary to access the Website, the Platform and any related services provided in connection therewith (the “Purpose”). Users: (a) will not disclose such Confidential Information to any of its employees or contractors, unless such person needs access in order to facilitate the Purpose and also understands the Confidential Information comes with obligations of confidentiality; (b) will not disclose Confidential Information to any other third party without SENIOR.ONE®’s prior written consent. Users will protect such Confidential Information with the same degree of care it uses to protect its own confidential information of similar nature and importance, but with no less than reasonable care. User will promptly notify SENIOR.ONE® of any misuse or misappropriation of Confidential Information of which User is aware.
3.4. Privacy Policy
SENIOR.ONE® will comply with its privacy policy, as updated from time to time. The Privacy Policy is located here: https://senior.one/privacy-policy. 3.5. Derived Data
For clarity, SENIOR.ONE® may derive anonymous data and statistics from information submitted to or shared via the Platform (“Derived Data”) and may compile, aggregate, use, and disclose such Derived Data for its own legitimate business purposes, provided that no Derived Data will identify (and cannot reasonably be used or reverse- engineered to identify or attribute to) its Users. SENIOR.ONE® will own all right, title, and interest in the Derived Data and any resulting SENIOR.ONE® products or services incorporating the Derived Data.
4. INTELLECTUAL PROPERTY
4.1. Ownership
SENIOR.ONE® retains all right, title, and interest in and to the Platform, including without limitation all intellectual property rights in i) the software used to provide the Platform, and ii) all graphics, user interfaces, logos, and trademarks, and other content and material supplied by SENIOR.ONE® in connection with, or used by SENIOR.ONE® in providing, the Platform. SENIOR.ONE® is presently the owner of trademark rights in SENIOR.ONE®, in word or design form, and of copyright in the constituent components of its PROGRAM. It is currently the owner of U.S. Trademark Reg. No. 6, 415, 513 in SENIOR.ONE®; and Copyright Reg. No. TXm 2-266-172 in the computer program titled Senior One.
4.2. Limited Rights; Feedback
This Agreement does not grant Users any intellectual property rights in or to the Platform or any of its components, except to the limited extent that such rights are necessary for Users’ use of the Platform as specifically authorized by this Agreement. If a User provides SENIOR.ONE® any feedback, suggestions, error corrections, or enhancement requests regarding the Platform (collectively, “Feedback”), then the User hereby assigns to SENIOR.ONE® all right, title, and interest, including all worldwide intellectual property rights, in and to such Feedback.
5. USER RESTRICTIONS AND REQUIREMENTS
5.1. Acceptable Use
When using the Platform, Users will not:
(a) use the Platform for service bureau or time-sharing purposes or in any other way allow third parties to exploit the Platform;
(b) provide Platform passwords or other log-in information to any third party, or allow access to the Platform by multiple individuals impersonating a single user;
(c) share non-public Platform features or content with any third party;
(d) attempt to circumvent or disable any security features or functionality associated with the Platform;
(e) access the Platform in order to build a competitive product or service, to build a product using similar ideas, features, functions or graphics of the Platform, or to copy any ideas, features, functions or graphics of the Platform;
(f) engage in web scraping or data scraping on or related to the Platform, including without limitation collection of information through any software that simulates human activity or any bot or web crawler;
(g) introduce, disseminate, or otherwise enable any viruses, Trojan horses, spyware, worms, malware, spam, or malicious code to the Platform;
(h) provide any Input to the Platform or use any Output that is unlawful, offensive, upsetting, violent, threatening, false, libelous, defamatory, obscene, discriminatory, sexually explicit, intended to harass, mean-spirited (including but not limited to references or commentary about religion, race, sexual orientation, gender, national/ethnic origin, or other targeted groups), or otherwise objectionable.
(i) alter, remove or violate any copyright or other intellectual property notice for the Platform or the Documentation;
(i) violate or infringe upon any privacy or proprietary rights of any party, including but not limited to patent, trademark, trade secret, copyright, moral rights, right of publicity and related rights;
(k) copy, modify, translate, or create a derivative work of the Platform or other SENIOR.ONE® property.
In the event that SENIOR.ONE® suspects any breach of this Section 5.1, SENIOR.ONE® may suspend User’s access to the Platform without advance notice, in addition to any other applicable remedies.
5.2 Protection of Credentials
Each User must take reasonable steps to prevent unauthorized access to the Platform, including without limitation by protecting its passwords and other log-in information. User will notify SENIOR.ONE® immediately of any known or suspected unauthorized use of the Platform or breach of its security and will use best efforts to stop said breach.
5.3 Compliance with Laws
In its use of the Platform, and any information and services provided in connection therewith, Users must comply with all applicable laws, including without limitation all privacy laws.
6. TERM AND TERMINATION
This Agreement is in effect so long as the User has access to the Platform or Website, as applicable. SENIOR.ONE® may terminate a User’s access to the Platform or the Website if it determines that a User is in material violation of any provision of this Agreement.
7. DISCLAIMER OF WARRANTIES
SENIOR.ONE® PROVIDES, AND USERS ACCEPT, THE PLATFORM, ANY INFORMATION PROVIDED IN CONNECTION WITH THE PLATFORM, AND ANY RELATED SERVICES, ARE PROVIDED “AS IS,” WITH NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION A WARRANTY THAT THE PLATFORM WILL OPERATE WITHOUT INTERRUPTION OR ERROR, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. AS BETWEEN SENIOR.ONE® AND USERS, USERS ARE SOLELY RESPONSIBLE FOR ALL DECISIONS MADE, RELIANCE UPON, ACTIONS TAKEN, AND FAILURES TO TAKE ACTION BASED ON THEIR USE OF THE PLATFORM OR ANY INFORMATION OR SERVICES PROVIDED IN CONNECTION THEREWITH. 8. LIMITATIONS OF LIABILITY
Under no circumstances will SENIOR.ONE® be liable to any User for lost profits, loss of business, loss of data, loss of use, or any consequential, special, indirect, incidental, or punitive damages arising out of or in any way related to this Agreement. Any liability SENIOR.ONE® may have to a User for any cause shall be limited to the amount of fees and charges (if any) paid by the User to SENIOR.ONE® during the 12-month period preceding the event giving rise to any claim successfully proven by the User. If applicable law limits the application of the provisions of this Section 8, liability will be limited to the maximum extent permissible by law. These limitations in this Section apply regardless of the form of action, whether in contract, tort, or otherwise, and even if a party is advised in advance of the possibility of damages in question, and even if such damages were foreseeable. 9. INDEMNIFICATION
User will indemnify and hold harmless SENIOR.ONE® from any third party (including any governmental agency or authority) claim, demand, fine, penalty, loss or liability whatsoever, including attorney’s fees, arising out of an act or omission by the User. In the event of such a claim, User shall defend SENIOR.ONE® with legal counsel selected by User but reasonably acceptable to SENIOR.ONE®, at User’s sole expense. User will allow SENIOR.ONE® to participate in the defense, at SENIOR.ONE®’s option.
10. MISCELLANEOUS
10.1. SENIOR.ONE® may modify the terms set forth herein at any time. Such modifications become effective immediately upon posting such modification, and shall have prospective, not retroactive, effect. By continuing to use the Platform following any such modification, Users will be deemed to accept such modification.
10.2. SENIOR.ONE® shall have no liability if it cannot perform its obligations under this Agreement in whole or in part because of circumstances beyond its reasonable control, such as, but not limited to, technical or infrastructure failure, severe weather, fire or explosion, civil disorder, acts of terrorism or war (whether or not declared), military operations, natural or local disaster or emergency, epidemic, pandemic, any action taken by government or other competent authority, or supply chain issues or other industrial disputes of any kind.
10.3. Notices given concerning this Agreement may be given by SENIOR.ONE® online through updates to the Website or directly via the email on record.
10.4. This Agreement shall be governed by the laws of New Mexico, without regard to its choice of law provisions. The state and federal courts of New Mexico shall have exclusive jurisdiction over any disputes arising out of, relating to, or concerning or relating to this Agreement, and venue shall be exclusively where such courts are located.
10.5. SENIOR.ONE®, as the publisher, shall bear no responsibility or legal liability for any inadvertent errors contained herein or on its Website, and the information made available on its Website is not guaranteed in any way.
10.6. lf any part of this Agreement is found to be unenforceable, the remainder shall continue in full force and effect. This Agreement represents the entire agreement governing User’s access and use of the Platform, and any information or services provided in connection therewith, and supersedes all prior or contemporaneous writings, negotiations, and discussions with respect to its subject matter.
10.7. The following will survive termination or expiration of this Agreement: (a) any obligation of Customer to pay fees incurred before termination; (b) Sections 3 (Confidential Information), 4 (Intellectual Property), 5.3 (Compliance with Laws), 7 (Disclaimer of Warranties), 8 (Limitation of Liability), 9 (Indemnification), and 10 (Miscellaneous); and (c) any other provision of this Agreement that must survive to fulfill its essential purpose.
