Terms of Use

PLEASE READ THE FOLLOWING TERMS OF USE (“AGREEMENT” OR “TERMS OF USE”) CAREFULLY BEFORE USING THE SERVICES OFFERED BY NOVO NORDISK INC. AND GLOOKO, INC. (respectively, “Novo Nordisk” and “GLOOKO”; collectively, “we,” “us,” “our”). THIS AGREEMENT SETS FORTH THE LEGALLY BINDING TERMS AND CONDITIONS FOR EACH USER’S (AS DEFINED BELOW) USE OF THE SERVICES related to the Cornerstones4Care application (“APP”), including  For the purposes of this Policy, our Services include 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 “services”).BY USING THE SERVICES IN ANY MANNER, YOU AGREE TO BE BOUND BY THIS AGREEMENT.

 

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.

 

Services and Registration Process

 

The Services are designed to assist you (“you,” the “User”) in monitoring your blood glucose levels as well as tracking other data associated with managing diabetes. You may choose to use the Services in connection with the Glooko MeterSync Cable including the Glooko MeterSync Blue bluetooth version (the “Product”) or you may use the Services with a supported other 3rd party cable (“Other Cable”, e.g., USB OTG cable listed on the USB Glooko Compatibility web page) or web browser without using the Product in certain cases. You may choose to use the Services in connection with the Glooko Kiosk or Glooko Transmitter made available to you in your Healthcare Provider’s office. 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. If you have received the Product from us or a Sponsor, you may also choose to use the Glooko IR Adapter (the “Adapter”) to facilitate your use of the Product, but the Adapter is not required to use the Product. However, if you choose to use the MeterSync Blue or the Adapter, you must first read and accept the Glooko Terms of Sale for the MeterSync Blue (“MeterSync Blue Terms of Sale”) or the Adapter (“Adapter Terms of Sale”) before using the MeterSync Blue or the Adapter or accessing the Services in connection with your use of the MeterSync Blue or the Adapter.

 

Whether you receive the Product and/or Adapter 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.

 

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.

 

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.

 

Registration and Account Integrity

 

a) 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. We reserve the right with or without notice to suspend or terminate any account in breach.

 

b) 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.

 

c) 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.

 

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, Other Cable and/or the Adapter to the Application) 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 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 via the Glooko Kiosk or Glooko Transmitter 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 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.  Access 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.

 

Not Medical Advice

 

We do not offer medical advice or diagnoses, or engage in the practice of medicine. 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 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 your doctor or 911 immediately.

 

Medical Information/Conditions

 

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.

 

This App is not a means to communicate product issues or negative side effects to Novo Nordisk, Glooko, or any manufacturer.  We are not responsible for monitoring or recording information entered into this App from the user that may constitute an issue or negative side effect.  However, if you are currently using a Novo Nordisk or Glooko product as treatment, and you enter information into the App that could be interpreted as a side effect of the medication, we reserve the right to contact you for more information by phone or written communication.

 

You are encouraged to report negative side effects of prescription drugs to the FDA. Visit www.fda.gov/medwatch, or call 1-800-FDA-1088.  In addition, your doctor or other healthcare professional, as a learned intermediary, is in the best position to assess, and provide information, about your medical condition and any treatment options, and to address your concerns. PLEASE CONSULT WITH YOUR DOCTOR OR QUALIFIED HEALTH CARE PROFESSIONAL ABOUT ANY QUESTIONS, CONCERNS, OR SUSPECTED SIDE EFFECTS, FREQUENT LOW OR HIGH BLOOD GLUCOSE READINGS OR BLOOD GLUCOSE FLUCTUATIONS OUTSIDE YOUR TARGET RANGE.

 

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.

 

API Access

 

We will provide API access to customers and partners on a case-by-case basis. Glooko traditionally only provides access to APIs to professional or enterprise customers (health systems, insurance companies, pharmaceutical companies, ACOs, physicians and other partners). To request API access, contact bizdev@glooko.com.

 

Use of any third party sites and/or services is solely at your own risk.

 

We also may enter into business arrangements with third-parties, including Sponsors, which will allow you to share your Personal Information with them. Whether to share your Personal Information with these third-parties will be up to you. By properly following instructions provided to you by us and these third-parties, you will be able to decide whether you want to share any Personal Information with these third-parties.

 

Sharing of your Personal Information with a third-party is solely at your own risk.

 

Rules and Conduct

 

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, non-commercial use.

 

For purposes of the Terms of Use, the term “Content” includes, without limitation, 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. By way of example, and not as a limitation, 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.

 

Furthermore, 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.

 

Alerts Provided By Novo Nordisk or Glooko

 

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. Voluntary 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 upon our sole discretion. Each alert has different options available, and you may be asked to select from among these options upon activation of your alerts service.

 

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, 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, without limitation, 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 the Terms of Use or any applicable law, contract, policy, regulation or other obligation. Notwithstanding the foregoing, neither Novo Nordisk nor Glooko will seek indemnification from you from any losses, expenses, claims, damages and costs, including reasonable attorneys’ fees, resulting from its own conduct. We 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.

 

The Application

 

–In order to use the Service, you must download the Application, 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:

 

–You and the providers of the app, Novo Nordisk and Glooko (“App Providers”) acknowledge that this Agreement is concluded between you and the App Providers only; and not with Apple or Google or any other manufacturer’s products that you might use to access the App, and that neither Apple nor Google, nor any other manufacturer’s products that you might use to access the App is responsible for the App or the Content;

 

–The App is licensed to you on a limited, non-exclusive, non-transferable, non-sublicensable basis. The App is solely to be used in connection with the Services for your private, personal, non-commercial use, subject to all the terms and conditions of this Agreement as they are applicable to the Service;

 

–You will use the App only in connection with an Apple or Android device that you own or control;

 

–You acknowledge and agree that Apple/Google has no obligation whatsoever to furnish any maintenance and support services with respect to the App;

 

–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. Upon such notification, Apple’s sole warranty obligation to you will be to refund to you the purchase price, if any, of the App;

 

–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;

 

–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;

 

–You represent and warrant that you are not located in a country subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and that you are not listed on any U.S. Government list of prohibited or restricted parties;

 

–Both you and the App Providers acknowledge and agree that, in your use of the App, you will comply with any applicable third party terms of agreement which may affect or be affected by such use; and

 

–Both you and the App Providers acknowledge and agree that Apple/Google and Apple’s/Google’s subsidiaries are third party beneficiaries of this Agreement, and that upon your acceptance of this Agreement, Apple/Google will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as the third party beneficiary hereof.

 

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 Providers with respect to the Service, and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and the App Providers with respect to the Services. Notwithstanding the foregoing, the parties acknowledge the existence and validity of the Product, Other Cable, and Adapter Terms of Sale, which governs your use of the Product, Other Cable, and Adapter, 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 Providers’ 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.

 

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.

 

Glooko, Inc. 303 Bryant St, Mountain View, California USA 94041

 

TOU 0003 Rev A

Effective Date: May 1, 2017