Terms & Policies

 

GENERAL TERMS

1.              INTERPRETATION

1.1          Agreement has the meaning given in paragraph C of the Background of the Execution Page, and includes the Application Form, the Execution Page, the General Terms, and the Schedule.

1.2          Application Form means the application form that the Customer submitted to Bloom requesting the provision of the Services.

1.3          Commencement Date means the commencement date specified in the Application Form, such other date agreed by the parties in writing, or as determined in accordance with clause 3.2.

1.4          Confidential Information includes the terms of this Agreement, and all information exchanged between the parties to this Agreement, whether in writing, electronically, or orally, regardless of whether the exchange occurred prior to the term of this Agreement, but does not include information that is or becomes publicly available other than through unauthorised disclosure.

1.5          Customer has the meaning given in the Execution Page. 

1.6          Execution Page means the document signed or otherwise affirmed by the Customer that incorporates, by reference, the Application Form, the General Terms, and the Schedule.

1.7          Fees means the fees for Services specified in the Schedule, Bloom’s website, and any relevant promotional material distributed by Bloom to the Customer.

1.8          General Terms means these general terms, as amended or replaced from time to time.

1.9          Intellectual Property means all intellectual property rights held by Bloom, including in any methods, expertise, specifications, media content, patents, copyrights, trademarks, or software used in connection with the Services.

1.10       Schedule means the attached schedule, as amended or replaced from time to time.

1.11       Services means the health care services Bloom provides to you, including as set out in the General Terms and the Schedule.

1.12       Users means all persons receiving Services through or under the Customer’s subscription with Bloom.

1.13       we, us, or our refers to Bloom, as defined in the Execution Page.

1.14       you or your refers to the Customer and, where the context permits, includes Users.

1.15       All amounts expressed in dollars or $ will be deemed to be in New Zealand currency and exclude goods and services tax.

1.16       The term ‘including’ or any similar expression will be deemed to be followed by the words ‘without limitation’.

2.              AGREEMENT AND GENERAL TERMS

2.1          The Agreement supersedes all prior agreements, proposals, understandings, or negotiations between you and Bloom, and constitutes the entire agreement between you and Bloom.

2.2          The General Terms apply to the Services and will prevail if there is any inconsistency with any other document relating to the Services.

2.3          You agree that your obligations under the Agreement, including in relation to payment of Fees, commence on the date we accept your Application Form.

3.              TERM AND TERMINATION

3.1          Our obligations under the Agreement will commence on the Commencement Date and continue for the period covered by the Fees paid or waived under clause 12 below. At the end of that period, the Agreement will automatically renew for another period of the same duration unless either party terminates the Agreement by giving notice to the other party at least 14 days before the automatic renewal.

3.2          If the Commencement Date is not specified in the Application Form, or otherwise agreed in writing, the Commencement Date is the date the Application Form was accepted by us.

3.3          You may terminate the Agreement by giving 14 days’ notice in writing if you are not satisfied with the Services.  You will not be entitled to a refund of any Fees in the event you terminate this Agreement.

4.              SCOPE OF SERVICES

4.1          You acknowledge that the provision of Services does not constitute the practice of a health profession for the purposes of the Health Practitioners Competence Assurance Act 2003.

4.2          You acknowledge that Bloom is not a health practitioner for the purposes of the Health Practitioners Competence Assurance Act 2003 or the New Zealand Public Health and Disability Act 2000.

4.3          You acknowledge that the Services are not intended to replace the health care services provided by your general practitioner or other health practitioners.

4.4          You agree to maintain any existing registration with a general practitioner for the duration of this Agreement.

4.5          The parties acknowledge that, to the extent the Medicines Act 1981 applies to the provision of the Services, the Services are provided exclusively under the exemption for natural therapists set out in section 32 of that Act.  In particular, you acknowledge that the Services are not advertised to prevent, alleviate, or cure the diseases or conditions listed in the First Schedule to the Medicines Act 1981.

4.6          The parties acknowledge that Bloom will provide the Services in accordance with the duties imposed on providers in, and that you have been of informed of your rights as a consumer of health services under, the Health and Disability Commissioner (Code of Health and Disability Services Consumers' Rights) Regulations 1996.

4.7          All Services will be provided within the territory of New Zealand. 

5.              PROVISION OF SERVICES

5.1          Bloom will provide the Services:

(a)            in accordance with the Agreement and all applicable laws;

(b)           as reasonably required, upon appointment or request, including outside business hours;

(c)            from the Commencement Date until the Agreement comes to an end; and

(d)           with reasonable care, diligence, and skill.

5.2          Bloom will use best endeavours to respond to your enquiries and requests within 24 hours

5.3          Bloom will use reasonable endeavours to be available to provide Services within one day of you making an appointment.

5.4          Bloom will make available email communication with any Bloom staff as required to provide the Services.

5.5          Bloom will limit the total number of customers it has services agreements in place with to 200 per practitioner

5.6          Bloom will maintain confidentiality of all information relating to you, including medical records, to the extent practicable when providing the Services.

6.              INITIAL SERVICES

6.1           Within 60 days of the Commencement Date, we will provide the initial Services set out in the Schedule.

7.              PREVENTATIVE MEASURES AND TREATMENT

7.1          We will provide the preventative health care and treatment Services set out in the Schedule.

8.              REQUESTED SERVICES

8.1          Bloom will, upon request, as reasonably practicable and subject to availability, provide the Services described in the Schedule as available on request.

8.2          We will use best endeavours to be available to provide the Services by house call upon appointment by you.

9.              THIRD PARTY ASSISTANCE

9.1          As far as reasonably practicable, and as reasonably requested by you, Bloom will provide assistance with matters relating to health care services provided by third parties, including those matters set out in this clause 9.

9.2          Bloom will assist you with:

(a)            scheduling referrals to third party health practitioners;

(b)           completion of medical histories;

(c)            completion of health practitioner referral forms; and

(d)           making prescription requests.

 

 

10.          PROVISION AND USE OF INFORMATION BY YOU

10.1       You will provide, on request, all information and assistance reasonably required by Bloom to provide the Services.

10.2       You will preserve the confidentiality of Confidential Information at all times.  Your obligations under this clause will subsist after termination of this Agreement.

10.3       We will collect, use, and store your personal information in accordance with our obligations under the Privacy Act 1993.  You are entitled to request access to, and correct, the personal information we hold about you.  We will respond to requests for access or correction within 14 days.

10.4       We may share some of your personal information with third party health practitioners for the purpose of fulfilling our obligations under this Agreement.  Your personal information will be provided to third parties only when necessary and only to the extent reasonably required by the third party. 

11.          YOUR COMPLIANCE WITH THE AGREEMENT

11.1       Bloom will not be liable for any direct or indirect damage, economic loss of any kind, or any other loss or other expenses contributed to, or caused by, your failure to comply with the Agreement.

11.2       You acknowledge that you are solely responsible for:

(a)            the manner and extent to which the Customer and Users use the Services; and

(b)           any representations you make to third parties about the Services.

11.3       You acknowledge and agree that, subject to law and any applicable agreement between the Customer and Users: 

(a)            the Customer determines who is a User and what kind of Services will be provided to Users; and

(b)           Bloom will act on the instructions of the Customer if there is a dispute or difference between the Customer and any User.

12.          PAYMENT

12.1       You will pay the Fees in accordance with this clause 12.

12.2       Fees for the Services are payable in advance, either monthly or annually, as elected by you.  You authorise Bloom to charge the Fees to the credit or debit card listed on the Application Form.

12.3       You must use best endeavours to ensure sufficient credit or funds are available in order to enable Bloom to charge the Fees.

12.4       Bloom reserves the right to refuse to provide Services if Fees are unpaid.

12.5       Interest will accrue on all overdue amounts at the rate of 5% per year, calculated on a daily basis and compounding monthly from the due date for payment until the date payment is made in full.

12.6       If, in the reasonable opinion of Bloom, your standard of health materially and significantly declines after the Commencement Date despite receiving the Services, and otherwise than as a result of the natural aging process, pre-existing conditions, or your lifestyle choices, the requirement to pay Fees for the Services provided to You will be waived for a period of three months.

13.          INTELLECTUAL PROPERTY

13.1       You acknowledge that all information imparted by Bloom for the purpose of providing the Services, including methods, technical expertise, and knowledge, is and will remain Intellectual Property.

13.2       Bloom grants you a non-exclusive and non-transferable licence to use the Intellectual Property strictly for the purposes of the parties performing their obligations under the Agreement.

13.3       You warrant that you will not use or disclose the Intellectual Property for any purpose other than strictly in accordance with these Terms.

13.4       You warrant that you will not do anything that may infringe the Intellectual Property, including but not limited to disclosing any information we provide to a third party.

13.5       You warrant that You will not do anything or require Bloom to do anything that would cause us to breach the intellectual property rights of any third party.

13.6       You acknowledge that reuse or modification of any Intellectual Property is at your sole risk, and You agree to indemnify Bloom against any claim, damages, or expenses arising out of such reuse or modification by you or a third party.

14.          LIMITATION OF LIABILITY

14.1       To the extent permitted by law, Bloom excludes all warranties, conditions, and representations, whether express or implied, statutory or otherwise, relating in any way to the Services.

14.2       To the extent permitted by law, Bloom excludes liability, including for negligence, to You or anyone else in respect of any loss or damage (including special, indirect, or consequential loss or damage), costs and expenses suffered by You or claims made against You arising from or in connection with any use of the Services provided to You or any other person.

14.3       No warranty is given that the outcome of the Services provided will be to your satisfaction or expectation.

15.          DEFAULT

15.1       If you breach or fail to perform any obligation under this Agreement or any other contract with Bloom, we may, without prejudice and in addition to any other rights or remedies we may have, exercise all or any of the following rights:

(a)            Delay performance of any Service until the matter is resolved to our satisfaction.

(b)           Suspend or cancel in whole or in part this Agreement or any other contract between you and Bloom by written notice to You.

(c)            Recover from you all amounts for any damage, losses, costs, or expenses, including actual legal costs and expenses arising from your default of this Agreement, including your payment obligations.

(d)           By notice to you, require that all amounts owed to Bloom whether due or not are paid immediately.

16.          DISPUTE RESOLUTION

16.1       If there is a dispute as to any matter connected with this Agreement or between the parties:

 

(a)            the parties will attempt to resolve the dispute by mutual negotiation;

 

(b)           if that fails to resolve the dispute, either party may provide written notice to the other party that it seeks to have the dispute submitted to binding meditation and resolved by a mutually agreed mediator.  The parties will then attempt to agree the time, location, and scope of the mediation, and the identity of the mediator;

 

(c)            if no agreement can be reached in terms of clause 16.1(b) above within 10 days of the notice, the dispute must be referred to a mediator nominated for that purpose by the then current President of the New Zealand Law Society.  The nominated mediator will then determine the time, location, and scope of the mediation; and

 

(d)           the mediator will be instructed that the dispute needs to be resolved within one calendar month of his or her appointment, and that he or she may make an appropriate instruction as to payment of costs incurred in settling the dispute.  The mediator’s decision will be final.

16.2       Nothing contained in the dispute resolution procedures in this clause may prevent either party from seeking injunctive relief from a court of appropriate jurisdiction, where failure to obtain such relief would or is likely to cause serious damage to the party concerned.

17.          GENERAL

17.1       Time shall be of the essence in the performance of all obligations under this Agreement.

17.2       Any instance where a right under these General Terms has not been enforced or exercised shall not be construed as a waiver of that right at any time.

17.3       You may not assign your rights or obligations under the Agreement.

17.4       We may subcontract the performance of any of our obligations under the Agreement in our sole discretion and without prior notice to you.

17.5       Any written notice or communication in connection with the Agreement must be given to the customer contact specified in the Execution Page.

17.6       The Agreement is governed by the laws of the New Zealand and subject to the sole jurisdiction of New Zealand’s courts.

17.7       Neither party will be liable for any default under the Agreement due to any act of God, war, terrorism, strike, lock-out, industrial action, fire, flood, storm, or other event beyond the reasonable control of either party.