Arrival Care, LLC

Terms of Service

The following terms of service (these “Terms of Service”), govern your access and use of the

Arrival Care website and mobile application, including any content, functionality and services

offered on or through WEBSITE or the Arrival Care mobile application (the “Site”) by Arrival

Care LLC and any of its subsidiaries which are collectively referred to hereto as “Arrival Care”

“we” or “us” and “you” or “user” means you as a user of the Site which can be either Nurse or a

Patient.

Please read the Terms of Service carefully before you start to use the Site. By using the Site or

by clicking to accept or agree to the Terms of Service when this option is made available to

you, you accept and agree to be bound and abide by these Terms of Service and our Privacy

Policy, found at https://arrivalcare.com/privacy-policy, incorporated herein by reference. If

you do not want to agree to these Terms of Service or the Privacy Policy, you must not access or

use the Site.

This Site is offered and available to users who 18 years of age or older and reside in the United

States or any of its territories or possessions and who are either registered nurses or patients seeking

nursing services. By using this Site, you represent and warrant that you are of legal age to form a

binding contract with the Company and meet all of the foregoing eligibility requirements. If you

do not meet all of these requirements, you must not access or use the Site.

1. Changes to the Terms of Service.

1.1. We may revise and update these Terms of Service from time to time in our sole discretion.

All changes are effective immediately when we post them and apply to all access to and

use of the Site thereafter.

1.2. Your continued use of the Site following the posting of revised Terms of Service means

that you accept and agree to the changes. You are expected to check this page from time

to time so you are aware of any changes, as they are binding on you.

2. Key Terms.

2.1. “Account” means a profile created through the Application and used by a Nurse to access

the Platform.

2.2. “Application” means the mobile software application (iOS and/or Android) through which

a Nurse accesses the Platform.

2.3. “Nurse” means a service provider operating an independent business, who uses the

Application to access the Platform in order to receive access to Patient Service Requests.

2.4. “Patient(s)” means a patient using the Platform to request service providers to fill one

time and/or recurring local nursing opportunities.

2.5. “Patient Request” means a request for Services posted on the Platform by a Patient.

2.5.1. “Open Patient Request” means a Patient Request that has not been accepted by a

Nurse.2.5.2. “Patient Engagement” means a Patient Request that a Nurse has accepted and for

which the Nurse has agreed to perform Services.

2.6. “Platform” means the online and mobile platform developed and maintained by the

Company on which Patients connect with Nurses.

2.7. “Services” means the services provided by a Nurse to a Patient pursuant to a Patient

Engagement.

2.8. “Service Provider” means a Nurse operating an independent business who uses the

Application to access the Platform in order to receive access to Patient Requests.

3. Services

3.1. The Services enable you and other Patients to find, request, or receive (i) Service Provider

from a third part, including but not limited to Registered Nurse (RN), License Practical

Nurse (LPN), Licensed Vocational Nurse (LVN), Advanced Practice Registered Nurse

(APRN), Certified Nursing Assistance (CNA); (ii) certain supporting services, including

providing you the ability to express your certain needs or preferences about the Service

Provider, payment processing and customer support. Unless otherwise agreed by Arrival

Care in a separate written agreement with you, these Services are made available solely

for your personal, noncommercial use.

3.2. Once you submit a request, Arrival Care notifies Service Providers of the available

opportunity to fulfill your request. It is up to the Service Providers to choose whether to

offer the Patient Services, and it is up to you to decide whether to accept services from a

Service Provider. Please note that once your request for Services has commenced, the

option to reschedule or cancel may no longer be available. If Arrival Care is able to

reschedule or cancel your request, you may incur a fee and/or may not receive a refund

for items that have already been purchased on your behalf.

3.3. App Store. The availability of the Services may depend on the third-party platform from

which you obtained the Arrival Care App, such as the Apple iPhone or Android app stores

("App Store"). These Terms are between you and Arrival Care, not with the App Store,

and Arrival Care is responsible for providing the Services as described in these Terms.

However, if you downloaded the Arrival Care App from the Apple App Store, Apple and

its subsidiaries are considered third-party beneficiaries of these Terms. By accepting these

Terms, you grant Apple the right (and Apple will be deemed to have accepted the right)

to enforce these Terms against you as a third-party beneficiary. These Terms incorporate

by reference Apple's Licensed Application End User License Agreement, in which you

are considered the "end-user." In the event of any conflict between the Licensed

Application End User License Agreement and these Terms, these Terms shall prevail.

4. Fees.

4.1. Fees and Expenses. In consideration of the provision of the Services by Service Provider

and the rights granted to Patient under this Agreement, Patient shall pay the fees set forth

in Section 3.2.1. Payment to Service Provider of such fees pursuant to this Section 3 will

constitute payment in full for the performance of the Services, and Patient shall not be

responsible for paying any other fees, costs, or expenses.

4.2. Time and Materials. Where the Services are provided on a time and materials basis:4.2.1. the fees payable for the Services will be calculated in accordance with the Service

Provider's hourly fee rates as provided at the time of healthcare service;

4.2.2. Service Provider shall keep a recording time spent on the Services through the

Company’s Mobile Platform.

4.2.3. Service Provider shall maintain complete and accurate records relating to the

provisions of the Services under these Terms of Service.

5. Accessing the Site and Account Security.

5.1. We reserve the right to withdraw or amend this Site, and any service or material we

provide on the Site, in our sole discretion without notice. We will not be liable if for any

reason all or any part of the Site is unavailable at any time or for any period. From time to

time, we may restrict user access, including registered user access, to some parts of the

Site or the entire Site.

5.2. You are responsible for both:

5.2.1. Making all arrangements necessary for you to have access to the Site.

5.2.2. Ensuring that all persons who access the Site through your internet connection are

aware of these Terms of Service and comply with them.

5.3. To access the Site or some of the resources it offers, you may be asked to provide certain

registration details or other information. It is a condition of your use of the Site that all the

information you provide on the Site is correct, current, and complete. You agree that all

information you provide to register with this Site or otherwise, including, but not limited

to, through the use of any interactive features on the Site, is governed by our Privacy

Policy https://arrivalcare.com/privacy-policy, and you consent to all actions we take with

respect to your information consistent with our Privacy Policy.

5.4. If you choose, or are provided with, a username, password, or any other piece of

information as part of our security procedures, you must treat such information as

confidential, and you must not disclose it to any other person or entity. You also

acknowledge that your account is personal to you and agree not to provide any other

person with access to this Site or portions of it using your username, password, or other

security information. You agree to notify us immediately of any unauthorized access to or

use of your username or password or any other breach of security. You also agree to ensure

that you exit from your account at the end of each session. You should use particular

caution when accessing your account from a public or shared computer so that others are

not able to view or record your password or other personal information.

5.5. We have the right to disable any username, password, or other identifier, whether chosen

by you or provided by us, at any time in our sole discretion for any or no reason, including

if, in our opinion, you have violated any provision of these Terms of Service.

6. User Conduct

6.1. Patient and Service Provider’s Conduct

6.1.1.In addition to complying with these Terms, you agree to comply with all applicable

laws when accessing or using the Services, and you may only access or use the

Services for lawful purposes. You may not access or use the Services to cause nuisance, annoyance, inconvenience, damage, or loss to Arrival Care, the Patient, the

Service Provider, or any other party.

6.2. Communications

6.2.1.By creating an Account, you electronically agree to accept and receive

communications from Arrival Care, Service Providers, Patients, or third parties

providing services to Arrival Care, including via email, text message, WhatsApp,

phone calls, in-app communications, and push notifications to the telephone

number(s) or email address(es) you provided to Arrival Care. These communications

may include those generated by automatic telephone dialing systems and/or

prerecorded or automated messages sent by or on behalf of Arrival Care and/or

Service Providers, including communications related to requests placed through your

Account on the Services. Message and data rates may apply. For more information

on how Arrival Care may contact you, please refer to our Privacy Notice.

6.2.2.You can modify your notification preferences by accessing the Settings in your

Account. To opt out of receiving text messages from Arrival Care, reply "STOP"

from the mobile device receiving the messages. Please note that text messages

between Patients and Service Providers are considered transactional, not

promotional. You acknowledge that opting out of all communications may affect

your ability to use the Services. However, if Arrival Care suspects fraud or unlawful

activity on your Account, we may contact you using any of the contact information

you provided, including via text or voice-recorded message.

7. Ownership; License; Intellectual Property Rights.

7.1. The Services, along with all rights, titles, and interests, including all related intellectual

property rights, are and shall remain the property of Arrival Care or its licensors. These

Terms do not constitute a sale and do not grant you any rights to or in the Services or any

intellectual property owned by Arrival Care or its licensors, except for the limited license

provided herein.

7.2. Subject to your compliance with these Terms, Arrival Care grants you a limited, non

exclusive, non-sublicensable, revocable, and non-transferable license to: (i) access and use

the Arrival Care App solely in connection with your use of the Services on your personal

device; and (ii) access and use any content, information, and related materials made

available through the Services, solely for your personal, non-commercial use. All rights

not expressly granted herein are reserved by Arrival Care and its licensors. You agree not

to use Arrival Care’s copyrights, trademarks, service marks, or trade dress, except as

incidental to your use of the Services, without express written permission from Arrival

Care. This prohibition includes the use of such marks in domain names, websites, and

social media accounts. You may not: (i) remove any copyright, trademark, or other

proprietary notices from any part of the Services; (ii) reproduce, modify, create derivative

works from, distribute, license, lease, sell, resell, transfer, publicly display, publicly

perform, transmit, stream, broadcast, or otherwise exploit the Services except as expressly

permitted by Arrival Care; (iii) decompile, reverse engineer, or disassemble the Services

except where permitted by applicable law; (iv) link to, mirror, or frame any part of the

Services; (v) initiate or launch any programs or scripts that unduly burden or interfere with the operation or functionality of any aspect of the Services; or (vi) attempt to gain

unauthorized access to or impair any aspect of the Services or related systems or networks.

7.3. The Site and its entire contents, features, and functionality (including but not limited to all

information, software, text, displays, images, video, and audio, and the design, selection,

and arrangement thereof) are owned by the Company, its licensors, or other providers of

such material and are protected by United States and international copyright, trademark,

patent, trade secret, and other intellectual property or proprietary rights laws.

7.4. These Terms of Service permit you to use the Site for your personal, non-commercial use

only. You must not reproduce, distribute, modify, create derivative works of, publicly

display, publicly perform, republish, download, store, or transmit any of the material on

the Company’s Site, except as follows:

7.4.1. Your computer may temporarily store copies of such materials in RAM incidental to

your accessing and viewing those materials.

7.4.2. You may store files that are automatically cached by your Web browser for display

enhancement purposes.

7.4.3. You may print one copy of a reasonable number of pages of the Site for your own

personal, non-commercial use and not for further reproduction, publication, or

distribution.

7.4.4. If we provide desktop, mobile, or other applications for download, you may

download a single copy to your computer or mobile device solely for your own

personal, non-commercial use, provided you agree to be bound by our end user

license agreement for such applications.

7.4.5. If we provide social media features [LINK TO THE SITE AND SOCIAL MEDIA

FEATURES] with certain content, you may take such actions as are enabled by such

features.

7.5. You must not:

7.5.1. Modify copies of any materials from this site.

7.5.2. Delete or alter any copyright, trademark, or other proprietary rights notices from

copies of materials from this site.

7.5.3. Take any Patient information from the application and must abide by all applicable

Health Insurance Portability and Accountability Act of 1996 (“HIPAA”) policies.

8. Trademarks

8.1. The Company name, the terms Arrival Care, the Company logo, and all related names,

logos, product and service names, designs, and slogans are trademarks of the Company or

its affiliates or licensors. You must not use such marks without the prior written

permission of the Company. All other names, logos, product and service names, designs,

and slogans on this Site are the trademarks of their respective owners.

9. Prohibited Uses

9.1. You may use the Site only for lawful purposes and in accordance with these Terms of

Service. You agree not to use the Site:9.1.1. In any way that violates any applicable federal, state, local, or international law or

regulation (including, without limitation, any laws regarding the export of data or

software to and from the US or other countries).

9.1.2. For the purpose of exploiting, harming, or attempting to exploit or harm minors in

any way by exposing them to inappropriate content, asking for personally

identifiable information, or otherwise.

9.1.3. To send, knowingly receive, upload, download, use, or re-use any material that does

not comply with the Content Standards set out in these Terms of Service.

9.1.4. To transmit, or procure the sending of, any advertising or promotional material,

including any "junk mail," "chain letter," "spam," or any other similar solicitation.

9.1.5. To impersonate or attempt to impersonate the Company, a Company employee,

another user, or any other person or entity (including, without limitation, by using

email addresses associated with any of the foregoing).

9.1.6. To engage in any other conduct that restricts or inhibits anyone's use or enjoyment

of the Site, or which, as determined by us, may harm the Company or users of the

Site, or expose them to liability.

9.2. Additionally, you agree not to:

9.2.1. Use the Site in any manner that could disable, overburden, damage, or impair the

site or interfere with any other party's use of the Site, including their ability to engage

in real time activities through the Site.

9.2.2. Use any robot, spider, or other automatic device, process, or means to access the Site

for any purpose, including monitoring or copying any of the material on the Site.

9.2.3. Use any manual process to monitor or copy any of the material on the Site, or for

any other purpose not expressly authorized in these Terms of Service, without our

prior written consent.

9.2.4. Use any device, software, or routine that interferes with the proper working of the

Site.

9.2.5. Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is

malicious or technologically harmful.

9.2.6. Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts

of the Site, the server on which the Site is stored, or any server, computer, or

database connected to the Site.

9.2.7. Attack the Site via a denial-of-service attack or a distributed denial-of

service attack.

9.2.8. Otherwise attempt to interfere with the proper working of the Site.

10. User Contributions

10.1.

The Site may contain message boards, chat rooms, profiles, forums, bulletin boards,

Patient communication, Nurse communication and other interactive features (collectively,

"Interactive Services") that allow users to post, submit, publish, display, or transmit to other users or other persons (hereinafter, "post") content or materials (collectively, "User

Contributions") on or through the Site.

10.2.

All User Contributions must comply with the Content Standards set out in

these Terms of Service.

10.3.

Any User Contribution you post to the site will be considered non-confidential and

non-proprietary. By providing any User Contribution on the Site, you grant us and our

affiliates and service providers, and each of their and our respective licensees, successors,

and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise

disclose to third parties any such material.

10.4.

You represent and warrant that:

10.4.1. You own or control all rights in and to the User Contributions and have the right to

grant the license granted above to us and our affiliates and service providers, and

each of their and our respective licensees, successors, and assigns.

10.4.2. All of your User Contributions do and will comply with these Terms of Service.

10.5.

You understand and acknowledge that you are responsible for any User

Contributions you submit or contribute, and you, not the Company, have full responsibility

for such content, including its legality, reliability, accuracy, and appropriateness.

10.6.

We are not responsible or liable to any third party for the content or accuracy of

any User Contributions posted by you or any other user of the Site.

11. Monitoring and Enforcement; Termination

11.1. We have the right to:

11.1.1. Remove or refuse to post any User Contributions for any or no reason in our sole

discretion.

11.1.2. Take any action with respect to any User Contribution that we deem necessary or

appropriate in our sole discretion, including if we believe that such User

Contribution violates the Terms of Service, including the Content Standards,

infringes any intellectual property right or other right of any person or entity,

threatens the personal safety of users of the Site or the public, or could create

liability for the Company.

11.1.3. Disclose your identity or other information about you to any third party who claims

that material posted by you violates their rights, including their intellectual property

rights or their right to privacy.

11.1.4. Take appropriate legal action, including without limitation, referral to law

enforcement, for any illegal or unauthorized use of the Site.

11.1.5. Terminate or suspend your access to all or part of the Site for [any or no reason,

including without limitation,] any violation of these Terms of Service.

11.2. Without limiting the foregoing, we have the right to cooperate fully with any law

enforcement authorities or court order requesting or directing us to disclose the identity

or other information of anyone posting any materials on or through the Site. YOU

WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES, AND SERVICEPROVIDERS FROM ANY CLAIMS RESULTING

FROM ANY ACTION TAKEN BY THE COMPANY/ANY OF THE FOREGOING

PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS

BY EITHER THE COMPANY/SUCH PARTIES OR LAW ENFORCEMENT

AUTHORITIES.

11.3. However, we do not undertake to review all material before it is posted on the Site and

cannot ensure prompt removal of objectionable material after it has been posted.

Accordingly, we assume no liability for any action or inaction regarding transmissions,

communications, or content provided by any user or third party. We have no liability

or responsibility to anyone for performance or nonperformance of the activities or

Service described in this section.

12. Content Standards

12.1. These content standards apply to any and all User Contributions and use of any

Interactive Services such as Nurse and/or Patient chats within the Site. User

Contributions must in their entirety comply with all applicable federal, state, local, and

international laws and regulations. Without limiting the foregoing, User Contributions

must not:

12.1.1. Contain any material that is defamatory, obscene, indecent, abusive, offensive,

harassing, violent, hateful, inflammatory, or otherwise objectionable.

12.1.2. Promote sexually explicit or pornographic material, violence, or discrimination

based on race, sex, religion, nationality, disability, sexual orientation, or age.

12.1.3. Infringe any patent, trademark, trade secret, copyright, or other intellectual

property or other rights of any other person.

12.1.4. Violate the legal rights (including the rights of publicity and privacy) of others or

contain any material that could give rise to any civil or criminal liability under

applicable laws or regulations or that otherwise may be in conflict with

these Terms of Service and our Privacy Policy https://arrivalcare.com/privacy

policy.

12.1.5. Be likely to deceive any person.

12.1.6. Promote any illegal activity, or advocate, promote, or assist any unlawful act.

12.1.7. Cause annoyance, inconvenience, or needless anxiety or be likely to upset,

embarrass, alarm, or annoy any other person.

12.1.8. Impersonate any person or misrepresent your identity or affiliation with any person

or organization.

12.1.9. Involve commercial activities or sales, such as contests, sweepstakes, and other

sales promotions, barter, or advertising.

12.1.10.Give the impression that they emanate from or are endorsed by us or any other

person or entity, if this is not the case.

13. Copyright Infringement13.1. If you believe that any User Contributions violate your copyright, please see our

Copyright Policy https://arrivalcare.com/privacy-policy for instructions on sending us a

notice of copyright infringement. It is the policy of the Company to terminate the user

accounts of repeat infringers.

14. Changes to the Site

14.1. We may update the content on this Site from time to time, but its content is not necessarily

complete or up-to-date. Any of the material on the Site may be out of date at any given

time, and we are under no obligation to update such material.

15. Information About You and Your Visits to the Site

15.1. All information we collect on this Site is subject to our Privacy Policy

https://arrivalcare.com/privacy-policy. By using the Site, you consent to all actions taken

by us with respect to your information in compliance with the Privacy Policy.

16. Geographic Restrictions

16.1. The owner of the Site is based in the State of Arizona in the United States. We provide

this Site for use only by persons located in the United States. We make no claims that the

Site or any of its content is accessible or appropriate outside of the United States. Access

to the Site may not be legal by certain persons or in certain countries. If you access the

Site from outside the United States, you do so on your own initiative and are responsible

for compliance with local laws.

17. Disclaimer of Warranties

17.1. You understand that we cannot and do not guarantee or warrant that files available for

downloading from the internet or the Site will be free of viruses or other destructive code.

You are responsible for implementing sufficient procedures and checkpoints to satisfy

your particular requirements for anti-virus protection and accuracy of data input and

output, and for maintaining a means external to our site for any reconstruction of any lost

data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE

LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL

OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL

MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER

PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR

USE OF THE SITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE

SITE OR YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON

ANY SITE LINKED TO IT.

YOUR USE OF THE SITE, ITS CONTENT, AND ANY SERVICES OR ITEMS

OBTAINED THROUGH THE SITE IS AT YOUR OWN RISK. THE SITE, ITS

CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE

ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY

WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE

COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES

ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE

COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR

AVAILABILITY OF THE SITE. WITHOUT LIMITING THE FOREGOING,

NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE SITE, ITS CONTENT, OR

ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE WILL BE

ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS

WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT

AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS,

OR THAT THE SITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE

SITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY

DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR

IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO

ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND

FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE

EXCLUDED OR LIMITED UNDER APPLICABLE LAW.