TERMS AND CONDITIONS

PROVIDER MEMBERSHIP TERMS AND CONDITIONS
Welcome to ChicagoMinds.co! We are excited to work with you (also referred to as “Member(s)”and “Provider(s)”). Please read the Provider Membership Terms and Conditions (the “Agreement” and “Provider Membership Terms and Conditions”) carefully, as it sets forth some
of the terms and conditions of your contract with Chicago Minds, LLC, an Illinois limited liability company (“Chicago Minds”).
1. The Chicago Minds Site offers a digital platform that aims to provide resources and discounts to mental health providers. The Chicago Minds Site does not provide or render Professional Services.
2. This Agreement is a legal document. The terms and conditions discussed here apply to the Chicago Minds website (“ChicagoMinds.co” or “Site”). This Agreement also applies to the membership program, which allows mental health practitioners to have access to discounts listed on the Site for a monthly fee (“Membership”). By registering with the Site, which provides you access to the Membership, you acknowledge and are bound to the terms and conditions of this Agreement. You also acknowledge that you
understand and agree to the terms of this Provider Membership Terms and Membership Terms and Conditions Agreement.
THIS IS A LEGAL DOCUMENT. YOU MUST AGREE TO BE BOUND TO THESE PROVIDER MEMBERSHIP TERMS AND CONDITIONS TO USE THE SITE.IF YOU DO NOT AGREE TO THESE PROVIDER MEMBERSHIP TERMS AND CONDITIONS, DO NOT USE THE SITE.

1 Acceptance and Agreement to Be Bound

(a) This Agreement forms a legally binding contract between you and Chicago Minds for your access to and use of the Membership and the Service (defined below). You represent and warrant that you have the right and authority to bind yourself to this Agreement. You also represent and warrant that you are at least 18 years of age. You further represent and
warrant that you agree that all information you submit to Chicago Minds is true and accurate.

(b) By using the Chicago Minds Site, you agree to allow Chicago Minds to collect, use, and disclose your information under the terms explained in the privacy policy. Chicago Minds may change these Provider Membership Terms and Conditions without notice, and your continued use of the website signifies that you agree to be bound by any changes.

(c) These Provider Membership Terms and Conditions govern your access to and use of the Chicago Minds Site. By accessing or using the Chicago Minds Site, you agree to be bound by these Provider Membership Terms and Conditions and the privacy policy. You may use the Chicago Minds Site only if you can form a binding contract with us, and only in compliance with these Provider Membership Terms and Conditions, as well as all
applicable local, state, national, and international laws, rules and regulations.

2 The Chicago Minds Site is Not Intended for Children

(a) The Chicago Minds Site and Registration are not intended or designed to attract children under the age of 18. Chicago Minds does not collect personally identifiable information from any person known by Chicago Minds to be a child under the age of 18. Should we inadvertently come to possess personally identifiable information about a child under the
age of 18, Chicago Minds will not knowingly disclose contact information relating to a child under the age 18 to any third-party.

3 Chicago Minds’ Service and Professional Services

(a) The Chicago Minds Site offers a digital platform that provides resources to Providers offering licensed mental health services.

(b) The Chicago Minds Site does not provide or render Professional Services.

4 Independence of Providers

(a) The advice of any Provider listed on the Chicago Minds Site is independently and exclusively the advice of the Provider. Any information or opinion expressed by any Provider listed on the Chicago Minds site is independently and exclusively the information or opinion of the Provider. Chicago Minds does not endorse any advice, opinion, course of treatment, products, medications, devices, or additional medical or wellness information that a Provider on the Chicago Minds Site may give or recommend. Chicago Minds is not providing any kind of medical advice or information.

(b) A Provider’s scope of practice indicates the specific area of professional healthcare services that the Provider can legally provide based on their state licensure. You alone are responsible for Professional Services within your scope of practice. If a Provider is providing licensed healthcare services to Clients through the Site, the Provider – and not
Chicago Minds or the Site – warrants and acknowledges that the Provider shall adhere to their respective scope of practice and that the Provider is responsible for following all applicable state and federal laws.

(c) You alone are responsible for determine and collecting any fee that you charge clients (if any). Under no circumstances, will Chicago Minds assist with collections activities.

5 The Chicago Minds Site Does Not Provide Medical Advice

(a) The Site maintains and provides content for informational and educational purposes only. This includes the entirety of the website (including text, images, videos, and blogs), Chicago Minds social media (as it is defined in the Site’s privacy policy), and any information obtained from Chicago Minds licensors or third parties, and the logos, images, software, videos, text, graphics, photos, sounds, music, audiovisual combinations, interactive features, collections and other materials you may view on, access through, or contribute to the Service. This information is collectively referred to as the Site’s “Content.”

(b) If a Client has concerns about any medical condition, diagnosis, or treatment, it is your sole responsibility as the Provider to advise the Client. If a Client experiences a medical emergency (including suicidal or homicidal thoughts), you, the Provider, should immediately call 911 and support the Client in locating help.

6 Conduct

(a) You expressly agree not to deceive, harass, stalk, harm, or exploit any other users; distribute spam; collect or record information about other users; or advertise or solicit others to purchase any product or service on the Site or on any other Chicago Minds product. Chicago Minds reserves the right but does not have an obligation to monitor all conduct on the website.

7 Prohibited Countries

(a) The Service that Chicago Minds provides is not open to Clients or Providers who live in countries that are prohibited by law, regulation, treaty, or administrative act from entering into trade relations with the United States.

8 License Grant and Permitted Use

(a) Unless otherwise expressly stated, Chicago Minds or its licensors owns all of the Chicago Minds Site and Site Content. The United States, worldwide copyright laws, and treaty provisions protect the Chicago Minds Site.

(b) So long as you comply with these Provider Membership Terms and Conditions, and subject to the Provider Membership Terms and Conditions and privacy policy, Chicago Minds hereby grants you a limited, personal, non-exclusive and non-transferable license to use the Chicago Minds Site and Registration for as long as your Registration remains active (collectively referred to as “License Grant”).

9 Creating an Account

(a) You must create an account to access the Service, obtain Membership, and to access exclusive discounts with external partner services (“Partners”). Providers must furnish information about their Professional Service in order to be approved for Membership. Creating an account on the Site (“Registration”) does not require insurance information or any Personal Health Information (“PHI”) from potential Clients.

10 Membership

(a) Membership. Membership includes discounts on partner services and access to discounts on Chicago Minds events. If you would like more details on the benefits of Membership, please contact us.

(b) Fees. To be featured on the Site, Providers must purchase a subscription membership with the Site (the “Membership”).

(c) Billing. When you purchase a Membership, you agree to pay the charges as agreed when you sign up. The Membership Fee will automatically renew each month or year as agreed when you sign up. YOU AGREE THAT YOUR CREDIT CARD WILL BE AUTOMATICALLY BILLED EACH MONTH OR YEAR FOR THE AGREED UPON MEMBERSHIP FEE ALONG WITH APPLICABLE TAXES UNTIL YOU CANCEL. If you do not pay or do not pay on time, Chicago Minds may cancel or suspend your account and Membership.

(d) Revolving Membership. Membership Fees are charged on a month-to-month or year-to-year basis and can be cancelled at any time.

(e) Effect of Cancellation. If you cancel with more than forty-eight (48) hours-notice prior to your next billing cycle, you will not be charged a Membership Fee for the next month or year. If you have any questions about your individual billing cycle, please log onto your account to view your billing cycle details or contact us at chicagominds@gmail.com.
Following cancellation, you will continue to have access to the Membership through the end of your current billing cycle.

(f) Authorization. By providing payment information to us, you grant us your consent and authorization for your credit card to be automatically charged the agreed upon amount each month. All overdraft, chargebacks, and bank fees are your sole responsibility.

(g) Third-Party Authorization. Payment processing services for Membership and other fees are provided by a third-party processor and are subject to its Third-Party Terms of Service (“Third-Party Terms of Service”). By agreeing to these terms or continuing to operate as
a Subscribing Practitioner on the Service, you agree to be bound by the Third-Party Terms of Service, as the same may be modified by third-party processor from time to time. As a condition of the Service enabling payment processing services through the third-party processor, you agree to provide the Service accurate and complete information about you and your business, and you authorize the Site to share it and transaction information related to your use of the payment processing services provided by the third-party processor.

(h) Changes. Chicago Minds may change, modify, add, remove, suspend, cancel or discontinue any of its Membership including the functionality, content, and/or availability of any features of such Membership in the sole discretion of Chicago Minds.

(i) Notice of Fee Increase. Chicago Minds will provide you with 30 days’ notice of a fee increase prior to you being billed. By not cancelling, you agree to be charged the increased fee.

(j) Termination of Use of Site. Chicago Minds, at its sole discretion, may terminate your use of the Service or Membership at any time and for any reason without notice for any conduct which violates this Agreement. You agree that if your use of the Site is terminated pursuant to these Providers Terms and Conditions of Use, you will not attempt to use the Site under any name, real or assumed, and further agree that if you violate this restriction after being terminated, you will, to the fullest extent permitted by law, indemnify and hold Chicago Minds harmless from any and all liability that Chicago Minds may incur therefore.

11 Account Registration and Security

(a) To access some of the Content, the Service, and to obtain a Membership, and to have a profile listed on the Site, you must create an account. In doing so, you agree to supply truthful and complete information and update it if it changes. The Chicago Minds Site is
not for or directed to any Provider under 18 years of age. By providing information about yourself, you warrant that you are over 18 years of age and that you are of legal age to form a binding contract. If you provide any untruthful or incomplete information, or if Chicago Minds reasonably suspects such, Chicago Minds may suspend or terminate your account and Registration and refuse your future use of the Content or the Service.

(b) You are solely responsible for your own account activity and agree to maintain your own secure password and not use anyone other person’s password or login credentials. You further agree not to share or sell your password or login, and to notify us if you suspect unauthorized use of your account.

(c) Unauthorized Access. Please immediately alert Chicago Minds to any unauthorized use of your account, password, username, email, or other breaches of security at chicagominds@gmail.com.

12 Security and Privacy

(a) Chicago Minds utilizes encryption and Secure Sockets Layer (SSL) protocol for financial transactions.

(b) The Chicago Minds Site incorporates a mechanism for verifying the identity of Providers by asking for a formal identification number such as date of birth, driver’s license, or other satisfactory evidence. Though Providers may choose to utilize a username for participation on the Site, they must offer, at minimum, their full first and last name, home address, and a phone number to confirm identity. Providers may also be asked to provide their professional license number and appropriate state registration as a professional mental health provider. Any and all sensitive information stored in Chicago Minds database will be safe and protected by our platform. However, our Service is based on several factors that exist outside of the Chicago Minds Site, and as such, Chicago Minds cannot guarantee service will be uninterrupted, timely, or secure.

(c) Chicago Minds makes every effort to comply with all applicable laws that concern the privacy of online communications. By using the Chicago Minds Site, however, you acknowledge that the Internet is neither more nor less secure than other communications media, including mail, facsimile, and telephone services, all of which can be intercepted and otherwise compromised.

(d) As a matter of prudence, you are urged to assume that all internet communications are not secure. To learn more about how Chicago Minds maintains the privacy and security of its website visitors, please read the privacy policy.

13 Acceptable Use

(a) You acknowledge and agree that Chicago Minds (i) is the exclusive owner (or has the rights of an owner) of all worldwide right to, title to, and interest in the Chicago Minds Site, regardless of the format in which it is expressed; and (ii) shall be the exclusive owner of all worldwide right to, title to, and interest in any and all modifications, customization, variations, or adaptations of the Chicago Minds Site based on or substantially similar to the Chicago Minds Site.

(b) You shall use reasonable means to ensure, through proper instructions and enforcement actions, that access to and use of the Chicago Minds Site by you will be in accordance with the terms of this Agreement and will be made and used solely for proper and legal purposes, and will be conducted in a manner that does not violate any law, rule or regulation, or the rights of any third party.

(c) Use of the Chicago Minds Site is subject to all terms and conditions of this Agreement, including Chicago Minds’ acceptable use policies. You shall not (i) use, permit the use of, or permit access the Chicago Minds Site except in accordance with the terms of this Agreement; (ii) modify, translate, reverse engineer, decompile, disassemble, or attempt to
derive or alter any source code of the Chicago Minds Site; (iii) engage in, permit or suffer to continue any unauthorized copying of the Chicago Minds Site; (iv) distribute, sublicense, sell, assign, transfer, rent, lease, pledge, encumber, disclose to any unauthorized third party, or otherwise allow any unauthorized third party to view, the Chicago Minds Site, or make any attempt to do so; (v) alter, remove, obscure or hinder
delivery of any copyright, disclaimer, or proprietary or intellectual property rights notices appearing in the Chicago Minds Site; (vi) take any action compromising, or that has the possibility of compromising, the enjoyment and use the Chicago Minds Site by any other customer; or (vii) take any action compromising, or that has the potential of compromising, Chicago Minds’ rights in the Chicago Minds Site.

14 Consent to Electronic Communications

(a) By providing Chicago Minds with your email address, you consent to receive unencrypted an unsecured email communication from us. You agree that any notices, agreements, disclosures, or other communications that Chicago Minds provides to you by email satisfy any legal communication requirements.

15 Information You Provide

(a) Chicago Minds has the right, but not the duty, to monitor your use of the Chicago Minds Site, including any information you provide. Any information you send to Chicago Minds by email may be misdirected or intercepted by unintended recipients, and thus it may not constitute a confidential medium of communication. If you have confidentiality concerns, please consider using an alternative mode of communication and do not transmit any sensitive or confidential information to us via email.

(b) The Chicago Minds Site provides you the option to communicate with Chicago Minds through email. This option is provided solely for your convenience, and it may not be secure. By using it, you agree that Chicago Minds is not responsible for the privacy of any email messages. Chicago Minds does not warrant the confidentiality or security of any email transmission.

(c) You are responsible for all information you send through the Chicago Minds Site. This means that you agree not to transmit information that is illegal, threatening, libelous, defamatory, obscene, ethnically or racially offensive or discriminatory, profane, invades the privacy of another person, or any other information that violates any law or confidentiality agreement. Chicago Minds may edit, delete, modify, or ban such information, and take necessary legal action.

16 Submissions of Information

(a) Do not send Chicago Minds any ideas, suggestions, materials, concepts, or other information (collectively “Information”) relating to the website. If you violate this policy and do send Information to Chicago Minds, that Information will become the property of Chicago Minds. This means that Chicago Minds will have unrestricted use of it for its personal and commercial purposes. Chicago Minds will not compensate you and will not
be liable to you or any other provider of the Information. 

(b) If you send Information to Chicago Minds, you agree: (i) to waive your rights in any Information; (ii) to warrant that it is original to you; (iii) that you have the right to submit it to Chicago Minds; and (iv) that you have no recourse against Chicago Minds for any alleged or actual infringement or misappropriation of any proprietary right in any Information.

(c) Chicago Minds is not obligated to maintain the confidentiality of any Information submitted, and Chicago Minds disclaims any liability that may result from its disclosure of any Information submitted in violation of its policy.

(d) You further agree not to:
● Transmit any Information that contains any viruses or other computer programming routines that may damage, interfere with, intercept, or take any system, data, or personal information;
● Impose an unreasonably large amount of Information on the Site or otherwise interfere with or inhibit any other user from using or enjoying the Site;
● Transmit any advertisements, solicitations, chain letters, pyramid schemes, investment opportunities, or other unsolicited commercial communications;
● Access, use, or copy any portion of the Chicago Minds Site using automated mechanisms, such as bots, spiders, scrapers, web crawlers, or indexing agents; and/or
● Impersonate another person or allow any other person or entity to use your identification for interacting on Chicago Minds’ social media, as defined in its privacy policy.

17 Intellectual Property

(a) Except as provided in the License Grant, you may not copy, reproduce, modify, use, republish, upload, post, transmit, or distribute any of the Chicago Minds Site, including any trademarks, names, or logo, and you may not redeliver or present any of the pages, text, images, or the Content using “framing” technology, nor systematically retrieve data, information, or the Content to create a collection, compilation, database, or directory.
Chicago Minds reserves all rights not expressly granted.

(b) Except as expressly set forth in this Agreement, you shall not do any of the following: (i) modify, reformat, or translate the Content, (ii) license, sell, rent, lease, transfer, assign, distribute, offer, or otherwise commercially exploit the Content, or any portion thereof;
(iii) use the Content in any manner that allows any person to access the Content other than as expressly provided for in this Agreement; or (iv) continue to use any Content after the termination of this Agreement.

18 Operation of the Chicago Minds Site

(a) Chicago Minds makes all reasonable efforts to keep the Site operational and available for access on a 24-hour-a-day, seven-day-a-week basis. This is occasionally subject to scheduled downtime for maintenance purposes, unscheduled maintenance, and systems outages.

(b) Chicago Minds, however, does not provide any assurance or warranty that: (i) access will always be available; (ii) service will be uninterrupted; (iii) its operation will be error-free; (iv) defects will be corrected; or (v) the servers that operate the website are free from viruses or other harmful components.

(c) You agree to assume the entire cost of all servicing, repair, or correction to your property arising from your use.

19 Limitation of Liability

(a) You acknowledge that you and no Provider are employees of Chicago Minds and that Chicago Minds assumes no responsibility for any act or omission of you or any Provider. We encourage you to do your own research.

(b) Under no circumstances will Chicago Minds, its employees, members, managers, officers, directors, shareholders, or agents be held liable for any indirect, consequential, or punitive damages relative to the services provided by any you or any Provider accessed through the Chicago Minds Site. You and all Providers featured on the Chicago Minds Site are
independently licensed and insured, and any issue, warranty, or claim by a Client, must directly address the respective Provider.

(c) ALL INFORMATION IN THIS SITE IS PROVIDED ON A REGISTRATION BASIS AND “AS IS.” ACCORDINGLY, CHICAGO MINDS MAKES NO REPRESENTATIONS, AND NO EXPRESS OR IMPLIED WARRANTIES OF ANY KIND, WITH RESPECT TO THE CONTENT OR OTHERWISE REGARDING THE SITE OR ANY LINKED WEBSITE. TO THE FULL EXTENT PERMITTED BY LAW, CHICAGO MINDS DISCLAIMS ALL WARRANTIES (EXPRESS OR IMPLIED), INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. CHICAGO MINDS GIVES NO WARRANTY AS TO THE ACCURACY, RELIABILITY, COMPLETENESS, CURRENTNESS, TIMELINESS, OR AVAILABILITY OF THE CHICAGO MINDS SITE OR THE CONTENT OR OF ANY LINKED WEBSITE.

(d) By using the Chicago Minds Site, you signify that you assume the risk of accessing and using the information it provides. We do not guarantee the accuracy of information provided on the Chicago Minds Site and are not responsible for any errors or omissions in the information provided.

(e) Chicago Minds is not responsible for visitors’ damage or loss. You agree that Chicago Minds is not responsible to you or others for any loss or damages that result from your use (or non-use) of the Chicago Minds Site or any linked third-party website. This loss or damage includes, but is not limited to, direct, indirect, special, consequential, compensatory damage, incidental damage, lost profits or data, damages to your computer resulting from viruses, loss of or damage to other property, claims of third parties, or
copying or display of the Chicago Minds Site or its contents. Chicago Minds is not responsible, regardless of whether Chicago Minds has been advised or knew or should have known of the possibility of such damages or claims. Your sole and exclusive remedy against Chicago Minds is to stop using the Chicago Minds Site.

20 No Warranty or Guarantee of Outcome

(a) Chicago Minds has made efforts to provide accurate information on the Site, the Content, about the Service, and about Professional Services. But any testimonial or example on the Site or in the Content does not guarantee that you will receive similar results. Your results will depend on your background, effort, personal circumstances, and many other factors
and background, effort, personal circumstances, and many other factors of the client both of which are beyond the scope of the Site, the Content, or the Service.

(b) CHICAGO MINDS MAKES NO GUARANTEE AND NO WARRANTY THAT YOU WILL HAVE ANY SPECIFIC RESULT. FURTHER, CHICAGO MINDS MAKES NO GUARANTEE, AND NO WARRANTY THAT THE CHICAGO MINDS SITE WILL OPERATE UNINTERRUPTED AND ERROR-FREE.

21 Indemnification for Your Use of the Chicago Minds Site

(a) Neither Chicago Minds, nor any licensors, affiliates, subsidiaries or parent companies, nor any respective officers, members, managers, directors, employees, or agents will be liable for any damages including, but not limited to, indirect; incidental; consequential; special;
exemplary; or punitive damages. In no event shall Chicago Minds nor any licensors, affiliates, subsidiaries or parent companies, nor any respective officers, directors, employees or agents will be liable for any special, indirect, or consequential damages, or damages whatsoever resulting from loss of use or data, whether in an action of contract, negligence, or other tortious action, arising out of or in connection with the use of the Chicago Minds Site or the Service. Your sole and exclusive remedy for dissatisfaction with the Service is to stop using the Chicago Minds Site and Service. Chicago Minds provides no indemnification of any kind.

(b) You will indemnify Chicago Minds from any suit or proceeding made or brought against Chicago Minds by a third-party for claims that relate to your use of any portion of the Chicago Minds Site or Service.

22 Links to Third-Party Websites

(a) Chicago Minds may provide links to third-party websites. The Site occasionally provides links to third-party websites. By clicking on these links, you agree that Chicago Minds is not responsible and does control any information on these websites. Third-party websites are unrelated to, and not maintained by, Chicago Minds.

(b) By clicking on such links, you agree that Chicago Minds is not responsible for their content, regardless of whether your access is provided by Chicago Minds or by another third-party. Chicago Minds does not warrant the accuracy, timeliness, or suitability of the content of any third-party website.

(c) By providing a link to a third-party website, Chicago Minds does not endorse the products or services of that linked websites, nor does it endorse the third-party website’s sponsoring organization. Your sole and exclusive remedy for claims arising from any such third-party products or services is against the third-party provider, and not Chicago Minds.

(d) Third-party websites may provide links to Chicago Minds. Chicago Minds hereby grants third-party websites the limited right to link to its website. This limited license does not grant the right to “framing” of the Content or grant any other activity that could create a misimpression or confusion among users with respect to sponsorship or affiliation.

23 Affiliate Disclaimer

(a) Pursuant to the Federal Trade Commission’s Guides Concerning the Use of Endorsements and Testimonials in Advertising, 16 C.F.R. Part 255 Sections 255.0 through 255.5, some of the links are affiliated links. This means that Chicago Minds may receive payment if you purchase products or services through such links. Chicago Minds only utilizes affiliate links for products or services that its principals have personally used
and believe will add value to its visitors and Clients.

24 No Assignment

(a) The Provider Membership Terms and Conditions, licenses, and Registrations may not be transferred or assigned by you but may be assigned by us without restriction.

25 Applicable Law and Enforcement of Provider Membership Terms and Conditions

(a) The laws of the state of Illinois, without giving effect to its principles of conflicts of law, govern all adversarial proceedings arising out of these Provider Membership Terms and Conditions. If a website visitor or Provider takes legal action against us relating to the website privacy policy or these Provider Membership Terms and Conditions, or relating
to the visitor’s or Provider’s interactions with or relationship to Chicago Minds relating to the Chicago Minds Site, that visitor or Client agrees to file such action only in the state and federal courts located in Illinois.

(b) By using the Chicago Minds Site, you agree that: (i) if any provision of this agreement is held to be unenforceable, then that provision will be modified to the minimum extent necessary to make it enforceable, unless that modification is not permitted by law, in which case that provision will be disregarded; (ii) that if an unenforceable provision is modified or disregarded in accordance with this paragraph, then the rest of these Provider Membership Terms and Conditions will remain in effect as written; and (iii) that any unenforceable provision will remain as written in any circumstances other than those in which the provision is held to be unenforceable.

(c) No waiver of any of the privacy policy or these Provider Membership Terms and Conditions shall be effective unless it is in writing and signed by an authorized representative of Chicago Minds. No such waiver shall be deemed a further or continuing waiver of such term or any other term or condition of use.

(d) The privacy policy and these Provider Membership Terms and Conditions constitute the entire agreement between you and Chicago Minds, as it relates to your use of the Chicago Minds Site. It does not create any relationship between you and Chicago Minds that is not contemplated in these policies.

26 Amendments and Modifications

(a) Chicago Minds may amend or update the privacy policies, these Provider Membership Terms and Conditions, the Content, or the Service at any time without prior notice. If you use the Chicago Minds Site after any changes, you agree to be bound by the changes.