Cornerstones4Care Application Terms of Use

Cornerstones4Care Application Terms of Use

Last Updated January 15, 2021 (effective date)

Agreement Generally: Acceptance. Please note these Terms of Use govern only the Cornerstones4Care services offered by Novo Nordisk Inc. (“Novo Nordisk”) and Glooko, Inc. (“Glooko”) (collectively, “we,” “us,” “our”) related to the Cornerstones4Care application (“App”), including any online websites, materials, or other mobile or digital resources related to the Cornerstones4Care app, including your Cornerstones4Care or Glooko account to the extent that such account is used to access the Cornerstones4Care app (collectively the “Services”). This Agreement sets forth the terms and conditions upon which we make available the App and its contents and offerings to you.

Please note these Terms of Use govern only your use of the App, and not any other service, program, or website connected to Novo Nordisk and/or Glooko. By using the App, you are agreeing to these Terms of Use. By using the App, you affirm that you are a US resident, 18 years of age or older, or are a parent providing consent on behalf of his or her child 18 years of age or younger, and expressly consent to receive communications from Novo Nordisk or its partners, and Glooko, in connection with the App. For more information about data use and collection, please read the most recent version of Novo Nordisk’s Privacy Statement https://www.novonordisk-us.com/disclaimer-privacy.html and Glooko’s Privacy Notice for the App https://www.glooko.com/privacypolicy-c4c/.

PLEASE READ THE TERMS OF USE CAREFULLY, INCLUDING YOUR COMMUNICATION OPTIONS, BEFORE ATTEMPTING TO USE THE APP. IF YOU DO NOT WANT TO BE BOUND BY THIS AGREEMENT DO NOT USE ANY OF THE SERVICES. BY AGREEING TO THESE TERMS OF SERVICE YOU ARE ALSO REPRESENTING THAT YOU ARE OF THE APPROPRIATE LEGAL AGE AND CAPACITY TO ENTER INTO SUCH AN AGREEMENT.

Modifications to Terms of Use. We reserve the right, in our sole discretion, to modify or replace all or any part of the Terms of Use, or change, suspend, or discontinue all or any part of the Services at any time by posting a notice on the Services or by sending you an email. It is your responsibility to check the Terms of Use periodically for changes. Your continued use of the Services following the posting of any changes to the Terms of Use constitutes acceptance of those changes.

Permission to Use App; Limitations on Use of App. Subject to your acceptance and while you remain in compliance with the Terms of Use, we grant you a limited, revocable, non-exclusive, non-transferable license to use the App solely and exclusively for your own personal use (or in an authorized capacity as a caregiver) and not for any other purpose. This license is solely and exclusively for your benefit. All other uses of the App are prohibited.

Services and Registration Process. The Services are designed to assist you, i.e., the user, in monitoring your blood glucose levels as well as tracking other data associated with managing diabetes. You may choose to connect to the App in the following ways: (a) connection with the Glooko MeterSync Cable including the Glooko MeterSync Blue Bluetooth version (the “Product”); (b) with a supported other 3rd party cable (“Other Cable”, e.g., USB OTG cable listed on the USB Glooko Compatibility web page); (c) web browser without using the Product in certain cases; or (d) you may also choose to use the Services in connection with the Glooko Kiosk or Glooko Transmitter made available to you in your healthcare provider’s office.

Please note that you may use the Services in connection with the Product only after you: (a) have received the Product from us or received it from a healthcare provider, insurance company or other entity (“Sponsor”); and (b) have downloaded the Glooko/Cornerstones4Care App. You must also read and accept the Glooko Terms of Sale for the Product (“Product Terms of Sale”) before using the Product or accessing the Services in connection with your use of the Product. Whether you receive the Product from Glooko or receive it from a third-party Sponsor, such as a health-care provider, employer or an insurance company, the terms of this Agreement will apply to the use of the Services.

Registration and Account Integrity. As part of the registration process you will need to create an account, including a username and password. It is your responsibility to ensure that the information you provide is accurate, not misleading, and secure. You cannot create an account or username and password using the names and information of another person or using words that are the trademarks or the property of another party (including ours), or vulgar, obscene or in any other way inappropriate.

Any information you provide to us shall be accurate, complete and updated. You are solely responsible for the activity that occurs on your account and for maintaining the security of your access credentials that you use to access and use the App and any information you input to the App. You shall not use or access another user’s account without such other user’s express permission. You will immediately notify Glooko in writing of any unauthorized use of your account, or any other account-related security breach of which you are aware at the address under the Contact section below. The Services are available only to individuals who are adults, or children whose use is supervised by a parent and/or legal guardian.

If for any reason you suspect that your username and password has been disclosed to or obtained by another party you should contact us immediately. Please note that we never contact users requesting them to confirm their username and password or other details. If you also use Glooko via the Glooko Kiosk or Glooko Transmitter at the office of your healthcare provider, all terms of this Agreement apply. We reserve the right with or without notice to suspend or terminate any account in breach.

Privacy & Security. In order to use the App, you may provide us with your name, email address, username, password, and even biometric information, including speech recognition. We require this information in order to communicate with you and provide you with the use of the App. During your use of the App, you may be asked for additional details about your condition, lifestyle, diet, exercise, or other information in order to tailor the App to best suit your needs and to improve the App. You are not required to provide this additional information, but not doing so may make your experience less personalized and/or substantially more inefficient. Your information will be shared between Novo Nordisk, Glooko, and service providers who support the App in accordance with applicable laws. Novo Nordisk, Glooko, and service providers may share information that does not individually identify you without restriction in accordance with applicable laws. Novo Nordisk and Glooko understand and value the importance of your privacy. For more information on the collection and use of your information, please read the full Privacy Notice https://www.glooko.com/privacypolicy-c4c/.

Use of Your Information. If you create, transmit, submit, display or otherwise make available information (including, without limitation, information you have made available automatically through connection of the Product, and/or Other Cable to the App) while using the Service, you may provide only information that you own or have the right to use. When you provide access to any such information through the Service, you give both Novo Nordisk and Glooko a license to fully use and exploit that information in connection with providing you the Services. However, we may only use the information you provide as permitted by our Privacy Policy https://www.glooko.com/privacypolicy-c4c/, and applicable law. If you use the Services via the Glooko Kiosk or Glooko Transmitter, your Cornerstones4Care account, and/or a mobile device provided to you by your healthcare provider, you agree to allow your healthcare provider to access and review your data and to transfer that data to your file on their Electronic Health Record “EHR.” Your consent to share your data with your healthcare provider is in no way a condition of your continuing to receive treatment from that healthcare provider. Please closely review our Privacy Policy https://www.glooko.com/privacypolicy-c4c/ for more information regarding how we use and disclose your Personal Information. Our Privacy Policy is hereby incorporated into these Terms of Use by this reference. We currently host the Service in a facility located in the United States, and it is not intended for use outside the United States. Accessing the Service from a location outside the United States is a violation of these Terms of Use and may result in (1) termination of your account, as permitted by applicable law; (2) a different level of legal protection for your personal information than exists in your home country; or (3) both.

Communication Options. By choosing to use the App, you consent/opt into the option of receiving communications from Novo Nordisk and/or Glooko. After you complete your initial enrollment in the App, you will receive an email to complete your enrollment process.

Opt-Out of Glooko. You can change your preferred method of communication with Glooko in the App at any time. If you opt out of the App, any future data collection in the App from you will end. Any data previously collected through the App may be stored.

Opt-Out of Novo Nordisk. You can change your preferred method of communication with Novo Nordisk at any time by calling 1.877.744.2579. PLEASE NOTE that opting out of the App does not unsubscribe and/or opt you out of any future communications from Novo Nordisk or its partners that you may have previously signed up for separate and apart from the App. You may opt out of all communications from and/or programs with Novo Nordisk or its partners, by simply clicking the “Unsubscribe” link within any email you receive from Novo Nordisk or its partners, by calling 800-727-6500, or by sending Novo Nordisk a letter containing your name, email address, and phone number, to Novo Nordisk, 800 Scudders Mill Road, Plainsboro, New Jersey 08536.

Not Medical Advice. While there may be information available through this App related to certain medical conditions and/or their treatment should a medical condition exist, you should consult with your own physician or health care providers. We do not offer personalized medical diagnosis or patient-specific treatment advice. Our Services are not intended to be a substitute for professional medical advice, diagnosis, or treatment and are offered for informational purposes only. Always seek the advice of your physician or other qualified health care provider with any questions regarding your medical condition or the use (or frequency) of any medication or medical device. Never disregard professional medical advice or delay in seeking it because of something you have read in connection with our Services. You understand that we do not endorse any physician or health care provider for the treatment of any specific medical condition.

You further understand that this program is not a means to communicate product issues or negative side effects to Novo Nordisk. We are not responsible for monitoring or recording information entered this App from any user that may constitute an issue or negative side effect. You are encouraged to report negative side effects of prescription drugs to the FDA at www.fda.gov/medwatch, or by phone at 1-800-FDA-1088. Novo Nordisk is not responsible for monitoring or recording text messages that may constitute an issue or negative side effect. However, if you are using a Novo Nordisk Product as treatment, and some of your entered responses can be interpreted as a side effect of the medication, Novo Nordisk reserves the right to contact you for more information by phone or written communication. For additional information about your medication, please call Novo Nordisk Customer Care at 1-833-693-6742. FOR EASE OF UNDERSTANDING, CONTENT AND COMMUNICATIONS FROM NOVO NORDISK AND/OR GLOOKO ARE NOT INTENDED TO BE A REPLACEMENT OR SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. YOU ACKNOWLEDGE AND UNDERSTAND THAT. PLEASE CONSULT WITH YOUR DOCTOR OR QUALIFIED HEALTH CARE PROVIDER ABOUT ANY QUESTIONS, CONCERNS, OR SUSPECTED SIDE EFFECTS, FREQUENT LOW OR HIGH BLOOD GLUCOSE READINGS OR BLOOD GLUCOSE FLUCTUATIONS OUTSIDE YOUR TARGET RANGE. You are solely responsible for any decisions or actions you take based on the information and materials available through the Services. Reliance on any information provided by Novo Nordisk or Glooko, or in connection with the Services, is solely at your own risk.

IF YOU THINK YOU MAY HAVE A MEDICAL EMERGENCY, CALL 911 IMMEDIATELY.

Third Party Services. We may provide Users with links to, or contact information for, third party sites or services. We are not responsible for, and do not endorse, any third-party content, sites, or services including, without limitation, any health care providers, products, tests, procedures, services, opinions, or web sites accessed or mentioned on the Services.

Content. All information available in or provided through the App is collectively referred to in these Terms as the “Content.” The Content may include any information, data, text, photographs, videos, software, scripts, graphics, and interactive features, generated, provided, or otherwise made accessible by Novo Nordisk, Glooko, or their respective partners or Sponsors on or through the Services. The Content is provided for your personal, noncommercial use only. You may access, view, use, display, and download the Content, but you do not receive any ownership in or to the Content or any copies thereof. You may not sell, give, reproduce, create derivative works of, publicly display, or otherwise distribute the Content to anyone other than your physician(s) or caregiver(s). All rights not expressly granted herein are reserved. Novo Nordisk assumes no responsibility for the accuracy or appropriateness of any information provided by you through the App.

Prohibited Activity. As a condition of use, you promise not to use the Services for any purpose that is prohibited by the Terms of Use or other rules or policies implemented by Novo Nordisk or Glooko from time to time. The Services (including, without limitation, any Content) is provided only for your own personal, noncommercial use. Specifically, you shall not (and shall not permit any third party) to take any action that: (i) would constitute a violation of any applicable law, rule or regulation; (ii) infringes on any intellectual property or other right of any other person or entity; (iii) is threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, or profane; or (iv) impersonates any person or entity. We reserve the right to remove any Content from the Services at any time, for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content, or if we are concerned that you may have violated the Terms of Use), or for no reason at all. Further, you shall not (directly or indirectly): (i) take any action that imposes or may impose an unreasonable or disproportionately large load on Novo Nordisk’s, Glooko’s, or their respective third party providers’ infrastructure; (ii) interfere or attempt to interfere with the proper working of the Services or any activities conducted on the Service; (iii) bypass any measures we may use to prevent or restrict access to the Services (or parts thereof); (iv) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Services, except to the limited extent applicable laws specifically prohibit such restriction; (v) modify, translate, or otherwise create derivative works of any part of the Services; or (vi) copy, rent, lease, distribute, or otherwise transfer any or all of the rights that you receive hereunder.

TO THE MAXIMUM EXTENT AUTHORIZED BY LAW WE RESERVE THE RIGHT, BUT DISCLAIM ANY OBLIGATION WHATSOEVER, TO MONITOR OUR SITE AND YOUR COMPLIANCE WITH THIS SECTION AND WITH THE TERMS OF USE AS A WHOLE.

Alerts. Novo Nordisk or Glooko may from time to time provide automatic alerts and voluntary account-related alerts. Automatic alerts may be sent to you following certain changes made to your Cornerstones4Care or Glooko account. Account alerts may be turned on by default as part of the Services. Some of these alerts may then be customized, deactivated or reactivated by you. These alerts allow you to choose certain alert messages for your accounts. We may add new alerts from time to time or cease to provide certain alerts at any time in our sole discretion.

Electronic alerts will be pushed to the App, presented when you access the Services with a web browser, or can be sent to the email address you have provided as your primary email account address for this App account. If your email address or your mobile device’s email address changes, you are responsible for informing us of that change. You can also choose to have certain alerts sent to a mobile device that accepts text messages. Changes to your email address or mobile number will apply to all of your alerts. Because alerts are not encrypted, we will never include your password. However, alerts may include some information about your accounts. Information such as average blood glucose levels and related patterns, medication information, insulin delivery, or the number of times you tested your blood glucose may be included. Anyone with access to your email or mobile device will be able to view the content of these alerts.

You understand and agree that any alerts provided to you through the Services may be delayed or prevented by a variety of factors. We will do our best to provide alerts in a timely manner with accurate information. However, we neither guarantee the delivery nor the accuracy of the content of any alert. You also agree that neither Novo Nordisk nor Glooko shall be liable for any delays, failure to deliver, or misdirected delivery of any alert, for any errors in the content of an alert; or for any actions taken or not taken by you or any third party in reliance on an alert.

Support. We offer email-based and online support tools. You may access support resources or contact our support by visiting https://support.glooko.com/. We do not make any promises regarding how quickly we will respond to your request for support or that we will be able to fix any problems you may be having. Any suggestions by us regarding use of the Services shall not be construed as a warranty.

Termination. We may terminate your access to all or any part of the Services at any time if you fail to comply with these Terms of Use. This may result in the forfeiture and destruction of all information associated with your membership and will immediately terminate your ability to use the Services in any way. If you wish to terminate your account, you may do so by ceasing use of the Product, and/or Other Cable, and/or the Adapter (if applicable), and deleting the App. All provisions of the Terms of Use, which by their nature should survive termination, shall survive termination, including, warranty disclaimers, indemnity and limitations of liability.

Warranty Disclaimer. THE SERVICE (INCLUDING, WITHOUT LIMITATION, ANY CONTENT) IS PROVIDED “AS IS” AND “AS AVAILABLE” AND IS WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. NOVO NORDISK, GLOOKO, AND THEIR RESPECTIVE DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, SPONSORS AND PARTNERS DO NOT WARRANT THAT: (A) THE SERVICE WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (B) ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR (C) THE RESULTS OF USING THE SERVICE WILL MEET YOUR REQUIREMENTS. YOUR USE OF THE SERVICE IS SOLELY AT YOUR OWN RISK. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Indemnification. You shall defend, indemnify, and hold harmless Novo Nordisk, Glooko, and each of their respective affiliates, employees, contractors, directors, suppliers and representatives from all liabilities, losses, claims, and expenses, including reasonable attorneys’ fees, that arise from or relate to (i) your use or misuse of, or access to, the Services, or (ii) your violation of these Terms of Use or any applicable law, contract, policy, regulation or other obligation. Novo Nordisk and Glooko reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with us in connection therewith.

Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL NOVO NORDISK NOR GLOOKO (NOR THEIR RESPECTIVE DIRECTORS, EMPLOYEES, AGENTS, SPONSORS, PARTNERS, SUPPLIERS, CONTENT PROVIDERS, LICENSORS OR RESELLERS) BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICE (I) FOR ANY LOST PROFITS, DATA LOSS, LOSS OF GOODWILL OR OPPORTUNITY, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, OR SUBSTITUTE GOODS OR SERVICES, (II) FOR YOUR RELIANCE ON THE SERVICE, (III) FOR ANY DIRECT DAMAGES IN EXCESS (IN THE AGGREGATE) OF THE FEES PAID BY YOU FOR THE SERVICE IN THE TWELVE (12) MONTHS PRECEDING THE APPLICABLE CLAIM, OR (IV) FOR ANY MATTER BEYOND ITS OR THEIR REASONABLE CONTROL, EVEN IF NOVO NORDISK OR GLOOKO HAS BEEN ADVISED OF THE POSSIBILITY OF ANY OF THE AFOREMENTIONED DAMAGES. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

Dispute Resolution. A printed version of the Terms of Use and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to the Terms of Use to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You agree with Novo Nordisk and Glooko that any cause of action arising out of or related to the Services must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred. The Terms of Use shall be governed by and construed in accordance with the laws of the state of California, excluding its conflicts of law rules. Any dispute arising from or relating to the subject matter of this Agreement shall be finally settled by arbitration in Santa Clara County, California, using the English language in accordance with the Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. (“JAMS”) then in effect, by one commercial arbitrator with substantial experience in resolving commercial contract disputes. The prevailing party in the arbitration (or permissible court action described below) shall be entitled to receive reimbursement of its reasonable expenses incurred in connection therewith. Judgment upon the award so rendered may be entered in a court having jurisdiction. Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief pending a final decision by the arbitrator. For all purposes of this Agreement, the parties consent to exclusive jurisdiction and venue in the state and federal courts located in the Northern District of California.

You also acknowledge and understand that, with respect to any dispute with Novo Nordisk, Glooko, or their respective officers, directors, employees, agents or affiliates, arising out of or relating to your use of the Services or this Agreement YOU ARE GIVING UP YOUR RIGHT TO HAVE A TRIAL BY JURY AND YOU ARE GIVING UP YOUR RIGHT TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT INVOLVING ANY SUCH DISPUTE.

Limitations. In order to use the App, you must download the App, access it with a web browser or be activated by syncing your device(s) with the Glooko Kiosk or Glooko Transmitter in your healthcare provider’s office. The following shall apply to your use of the Services in connection with the Application: (a) you and Novo Nordisk and Glooko acknowledge that this Agreement is concluded between you and Novo Nordisk/Glooko only, not with Apple or Google or any other manufacturer’s products that you might use to access the App; (b) the App is licensed to you on a limited, non-exclusive, non-transferable, non-sublicensable basis and solely to be used in connection with the Services for your private, personal, noncommercial use, subject to all the terms and conditions of this Agreement as they are applicable to the Service; (c) you will use the App only in connection with an Apple or Android device that you own or control; (d) you acknowledge and agree that Apple/Google has no obligation whatsoever to furnish any maintenance and support services with respect to the App; (e) in the event of any failure of the App to conform to any applicable warranty, including those implied by law, you may notify Apple of such failure; (f) you acknowledge and agree that the App Providers, and not Apple or Google, are responsible for addressing any claims you or any third party may have in relation to the App; (g) you acknowledge and agree that in the event of any third party claim that the App, or your possession and use of the App, infringes upon that third party’s intellectual property rights, the App Providers, and not Apple or Google, will be responsible for the investigation, defense, settlement and discharge of any such infringement claim.

Modification. We may modify this Agreement from time to time. Any and all changes to this Agreement will be provided to you via an in-app notification and/or e-mailed to you. In addition, the Agreement will always indicate the date it was last revised. You are deemed to accept and agree to be bound by any changes to the Agreement when you use the Services after those changes are posted.

Miscellaneous. The Terms of Use are the entire agreement between you and the App with respect to the Service and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and the App with respect to the Services. Notwithstanding the foregoing, the parties acknowledge the existence and validity of the Product Terms of Sale, which governs your use of the Product, if applicable. In the event of any conflict between this Agreement and either Terms of Sale document, the applicable Terms of Sale document shall control with respect to the subject matter of such Terms of Sale only. If any provision of the Terms of Use is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the Terms of Use will otherwise remain in full force and effect and enforceable. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. These Terms of Use are personal to you and are not assignable or transferable by you except with the App’s prior written consent. We may assign, transfer or delegate any of our rights and obligations hereunder without consent. No agency, partnership, joint venture, or employment relationship is created as a result of the Terms of Use and neither party has any authority of any kind to bind the other in any respect. All notices under the Terms of Use will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or two days after it is sent, if sent for next day delivery by recognized overnight delivery service.

Apple-Specific Terms. Your use of the of the Apple App Store owned and operated by Apple, Inc. is governed by the applicable legal agreements between you and Apple, Inc. (found at: https://www.apple.com/legal/).

Google-Specific Terms. Your use of the Google Play marketplace owned and operated by Google Inc. is governed by the legal agreement between you and Google, Inc. consisting of the Google Terms of Service (found at http://www.google.com/accounts/TOS) and the Google Play Terms of Service (found at https://play.google.com/intl/en-US_us/about/play-terms.html).

Contact. If you have any questions regarding the Service, please contact Glooko at 650-720-5310, or you may fill out and submit this form.

© 2020 Novo Nordisk   All rights reserved.   October 2020