Terms of Service

1. Introduction

Welcome to MindfulThrive Healthcare, LLC ("MindfulThrive," "we," "us," or "our"). These Terms of Service ("Terms") govern your access to and use of our website, services, and applications (collectively, the "Services"). By accessing or using our Services, you agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, please do not use our Services.

2. Eligibility

You must be at least 18 years old and capable of forming a binding contract with MindfulThrive to use our Services. By using our Services, you represent and warrant that you meet these requirements. If you are using the Services on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms.

3. Account Registration

To access certain features of our Services, you may need to register for an account. When you register, you agree to provide accurate, current, and complete information about yourself as prompted by our registration forms. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. Please notify us immediately of any unauthorized use of your account or any other breach of security.

4. Healthcare Staffing Services

4.1 For Healthcare Professionals

By submitting your information as a healthcare professional seeking employment through our Services, you:

• Represent and warrant that all information provided is accurate, current, and complete
• Acknowledge that we may verify your credentials, qualifications, and background information
• Consent to us sharing your professional information with potential employers
• Agree to participate in interviews, assessments, or other screening processes as required
• Acknowledge that we do not guarantee employment or specific assignments

4.2 For Healthcare Facilities

By submitting information as a healthcare facility seeking staffing services, you:

• Represent and warrant that all information provided is accurate, current, and complete
• Agree to provide a safe and compliant work environment for placed healthcare professionals
• Acknowledge that we will make reasonable efforts to provide qualified candidates but cannot guarantee specific professionals will be available
• Agree to comply with all applicable laws, regulations, and standards governing healthcare facilities

5. Fees and Payment

The fees for our Services are described on our website or in agreements between MindfulThrive and the respective parties. All fees are non-refundable unless otherwise stated or required by law. Payment terms will be specified in the applicable agreements.

You agree to provide accurate billing information and authorize us to charge the designated payment method for all fees incurred. Failure to pay fees may result in termination or suspension of the Services.

6. Intellectual Property Rights

6.1 Our Intellectual Property

The Services, including all content, features, and functionality, are owned by MindfulThrive, its licensors, or other providers and are protected by copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. You may not copy, modify, create derivative works, publicly display, publicly perform, republish, download, store, transmit, or exploit any of the material on our Services without our express prior written consent.

6.2 Limited License

We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services solely for your personal or internal business purposes in accordance with these Terms.

6.3 Trademarks

The MindfulThrive name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of MindfulThrive or its affiliates or licensors. You may not use such marks without our prior written permission.

7. User Content

You retain ownership of any content you submit, post, or display on or through the Services ("User Content"). By providing User Content, you grant us a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such User Content for the purpose of providing and promoting our Services.

You represent and warrant that your User Content does not violate any third-party rights, including intellectual property rights and privacy rights, and complies with all applicable laws and regulations.

8. Prohibited Conduct

You agree not to:

• Use the Services in any manner that could disable, overburden, damage, or impair the Services
• Use any robot, spider, or other automatic device, process, or means to access the Services for any purpose
• Use any manual process to monitor or copy any material on the Services
• Introduce any viruses, trojan horses, worms, logic bombs, or other malicious code
• Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Services
• Impersonate or attempt to impersonate MindfulThrive, a MindfulThrive employee, another user, or any other person or entity
• Engage in any conduct that restricts or inhibits anyone's use or enjoyment of the Services
• Use the Services for any illegal, fraudulent, or unauthorized purpose

9. Disclaimer of Warranties

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. MINDFULTHRIVE DISCLAIMS ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS. NO INFORMATION OR ADVICE OBTAINED FROM MINDFULTHRIVE OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

10. Limitation of Liability

IN NO EVENT SHALL MINDFULTHRIVE, ITS AFFILIATES, OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:

• YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES
• ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES
• UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT

IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATING TO THE SERVICES EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING OUR SERVICES DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE OF THE CLAIM.

11. Indemnification

You agree to indemnify, defend, and hold harmless MindfulThrive, its affiliates, and their respective officers, directors, employees, agents, and representatives from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms or your use of the Services.

12. Termination

We may terminate or suspend your account and access to the Services immediately, without prior notice or liability, for any reason, including if you breach these Terms. Upon termination, your right to use the Services will immediately cease.

All provisions of these Terms that by their nature should survive termination shall survive, including ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

13. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the State of Maryland, without regard to its conflict of law provisions. Any legal suit, action, or proceeding arising out of or related to these Terms or the Services shall be instituted exclusively in the federal courts of the United States or the courts of the State of Maryland, located in Baltimore County, Maryland, and you irrevocably submit to the personal jurisdiction of such courts.

14. Changes to Terms

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

By continuing to access or use our Services after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the Services.

15. Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.

16. Entire Agreement

These Terms, together with the Privacy Policy and any other agreements expressly incorporated by reference herein, constitute the sole and entire agreement between you and MindfulThrive regarding the Services and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Services.

17. Contact Information

If you have any questions or concerns about these Terms, please contact us at: