Global Rescue Field Rescue MSA

MEMBER SERVICES AGREEMENT AND TERMS OF SERVICE

1. Definitions. 

   In addition to those terms defined elsewhere in this Agreement, the following terms, when capitalized, shall be ascribed meaning as follows:

   “Field Rescue” – Transport by ground, air, or sea to the nearest hospital, clinic or other medical provider of a Member whose condition requires Hospitalization or is likely to cause serious permanent injury or death. Field Rescue does not include any activities related to search and the Member’s location must be known.

   “GR Contractor” – Any GR contractor, sub-contractor, or other outsourced provider, including but not limited to ZOLEO, Inc., that provides products or services in connection with this Agreement, including any Services specified herein.

   “Evacuation Criteria” – Shall be a Member in good standing and (a) be certified by a legally licensed physician to need evacuation due to emergency injury or illness, (b) be certified by a ranger or the rescue officer in charge to need evacuation to prevent serious imminent bodily harm, injury or death, or, if the persons listed in (a) and (b) are not available, be certified by GR personnel to need evacuation due to an illness or injury requiring hospitalization or to prevent serious imminent bodily harm, injury or death, and (c) such Member is unable to get to a medical care provider themselves or by other commercial means. If (a) or (b) are not available, GR shall reserve the right to obtain credit card information guaranteeing payment prior to performing any GR Services. For purposes of Section 2.1, Local Field Rescue Services only, the Evacuation Criteria shall be a Member in good standing that (1) is located in the backcountry, beyond the reach of motorized vehicles, and/or beyond a marked trailhead; and (2) meets the Evacuation Criteria for Field Rescue.

   “High Altitude Travel” - Travel above 15,000 feet above sea level, or when actively ascending to or descended from an altitude above 15,000 feet above sea level. For purposes of clarity, the foregoing is intended to include all trekking, climbing, and similar activities in mountainous regions.

   “High Risk Activities” - Taking part in or training for: time trials and/or record attempts; professional sports or riding/driving in any kind of race; BASE jumping; cliff diving; solo free diving; fly-by-wire; free climbing (without ropes); heli-skiing and heli-snowboarding; wingsuit flying; skydiving; skysurfing; hang-gliding; paragliding; or aerobatics.

   “Home Address” – The Member’s residence as provided by the Member in the enrollment application and/or as described in an official state or government listed identity document.

   “Hospitalized” or “Hospitalization” – Admission to a medical facility on a continuous, in-patient basis necessitated by a medically diagnosable illness or injury and not for convenience or any other reason.

   “Member” – The individual(s) purchasing a Global Rescue Field Rescue Membership and for whom all required personal information has been provided to GR.

   “Territory” – Worldwide.

   “Traveling” – When a Member is located 100 miles or more away from their Home Address.

2. Field Rescue Services. 

   To the extent permitted by law and subject to the conditions, exclusions, and limitations described herein, GR will provide Field Rescue services to GR for Traveling Members who meet the Evacuation Criteria. If a Traveling Member receives Field Rescue Services and does not require Hospitalization, Member shall reimburse GR for the cost of such Field Rescue Services.

   GR SHALL NOT BE UNDER ANY OBLIGATION TO PROVIDE MORE THAN ONE (1) FIELD RESCUE TO ANY MEMBER IN ANY TWELVE (12) MONTH PERIOD. THE COST TO GR FOR THE SERVICES PROVIDED PURSUANT TO THIS AGREEMENT TO MEMBER SHALL BE LIMITED TO US$50,000 DURING THE TERM OF THEIR MEMBERSHIP (“SERVICE MAXIMUM”). ANY COSTS IN EXCESS OF THE SERVICES MAXIMUM SHALL BE THE RESPONSIBILITY OF THE MEMBER.

   1. Local Field Rescue Services. To the extent permitted by law and subject to the conditions, exclusions, and limitations described herein, GR will provide and arrange all necessary rescue, air and/or surface transport services, including related advisory services, to the nearest medical facility for Members who meet the Evacuation Criteria (“Local Field Rescue Services”). Services related to searching for Members are not included. For purposes of clarity, a Member need not be Traveling to receive Local Field Rescue Services. 

   2. Exclusions. GR reserves the right to determine, in its sole discretion: (i) if the Evacuation Criteria are met, and (ii) the mode and timing of transport. GR shall not be under any obligation to provide Field Rescue services if GR determines, in its sole discretion, that the Member: (i) is not reasonably accessible by properly equipped and trained rescue personnel; (ii) is located in a region that is not safely accessible; (iii) has a contagious disease; (iv) whose primary diagnosis is psychiatric in nature; (v) whose condition is self-inflicted; (vi) has committed a criminal act; (vii) whose condition is due to circumstances that were diagnosed or treated within forty-five (45) days prior to the request for services, or for which symptoms existed which would cause an ordinarily prudent person to seek such diagnosis or treatment; (viii) that has ever been diagnosed with and/or treated for a condition(s) for which an organ transplant is indicated (whether currently on a transplant list or not) and such transport is related, directly or indirectly to such condition(s), treatment and/or transplant; (ix) whose condition is a result of nuclear reaction or radioactive contamination; (xi) whose condition is the result of the use of drugs or intoxicants (unless prescribed by a physician); (xiii) Traveling against the advice of a physician, while waiting for treatment, or is traveling for the purpose of obtaining medical treatment; (xv) Traveling in the Arctic above 80th parallel North or below the 60th parallel South; (xvi) that failed to maintain immigration, work residence or similar visas, permits or other documentation necessary for transport; (xvii) over 85 years old; (xviii) engaged in High Altitude Travel; OR (xix) engaged in High Risk Activities.

   3. No Payment Obligation.  GR shall only be responsible for the costs of providing the Services as specified herein and which are provided and arranged by GR and/or GR Contractors. The cost of any services not arranged or provided by GR shall be the sole responsibility of the Member.

   4. Requests for Services.  Member shall be required to reimburse GR for any services, including Medical Transport Services, requested by the Member or their Designated Representative that do not qualify under the terms and conditions for such services under this Agreement. At the discretion of GR, GR may require that the Member guarantee payment by credit card or other means acceptable to GR before such services are provided, and GR shall be under no obligation to provide such services should guarantee or payment not be provided to GR.

   5. General Exclusions.  GR shall not be under any obligation to pay for or provide any products or services not explicitly set forth in this Agreement, including but not limited to, payment or reimbursement of any hospital, medical expenses, transport or any services not arranged and provided by GR. Any such expenses shall be the sole responsibility of the Member. Member acknowledges and agrees that this Agreement relates only to the rendering of services and the provision of certain related products as specified herein. This Agreement is not, nor shall it be deemed or construed as, a policy of insurance of any kind or nature.

3. Payment.  All membership fees are due and payable on or before the commencement of the membership. All other fees, are due prior to or at the time services are rendered.

4. Refunds.  GR will not refund any portion of any membership fee after the membership start date.

5. Limitation of Liability. IN NO EVENT SHALL GR, GR CONTRACTORS OR THEIR RESPECTIVE OFFICERS, EMPLOYEES, DIRECTORS, MANAGERS, SHAREHOLDERS, AGENTS, LEGAL COUNSEL, ACCOUNTANTS OR GUARANTORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL LOSS OR DAMAGES WHATSOEVER AS A RESULT OF ANY ACTION OR OMISSION BY GR OR ANY GR CONTACTOR, INCLUDING, WITHOUT LIMITATION, ANY PRODUCTS AND SERVICES DESCRIBED. MEMBER ACKNOWLEDGES THAT RECEIVING THE SERVICES DESCRIBED IN THIS AGREEMENT MAY BE EXTREMELY RISKY, AND AGREES TO HOLD GR HARMLESS FOR ANY LOSS OR DAMAGES. GR’S MAXIMUM LIABILITY FOR ANY TYPE OF DAMAGES.

6. Indemnity.  Member agrees to indemnify, save and hold harmless GR, its affiliates, GR Contractors, and their respective officers, employees, directors, managers, shareholders, agents, legal counsel, accountants and guarantors from and against any and all fines, demands, costs, losses, liabilities, damages, lawsuits, actions, deficiencies, claims, taxes and expenses (whether or not arising out of third-party claims) including, without limitation, interest, penalties, reasonable attorneys’ fees and all amounts paid in investigation, defense or settlement of any of the foregoing incurred in connection with or arising out of or resulting from Member’s actions or the actions of any of such Member’s Designated Representative(s), agents or independent contractors. GR shall be subrogated to all of Member’s rights of recovery against any party for loss, to the extent of any payment and/or costs made or incurred by GR for services and regardless of whether Member is made whole. Member hereby acknowledges the foregoing subrogation rights and agrees to execute such further and other documents as GR may reasonably request in order to evidence such subrogation rights, whether before or after services are performed. Without limiting the generality of the foregoing GR shall be entitled to enforce all rights Member has or otherwise would have had against such party, and/or to recover directly from Member from any amounts received and/or due from such party. It is further agreed that all costs and expenses incurred by GR in performing the services shall conclusively be deemed to be reasonable.

7. Force Majeure.  GR shall not be liable for failure to provide or delay of services resulting from acts of God or other causes beyond GR’s control.

8. Authorization to Obtain and Use Personal Information.  As may be required by applicable law, Member(s) hereby authorizes (i) the release to or from GR, any GR Contractor and/or Designated Representative of any and all confidential Member information, including but not limited to, financial information and protected health information (as may be defined by applicable law, such as medical records, histories, examinations and tests, medical images, photographs, xrays, output data from medical devices and sound and video files) (“Personal Information”), and (ii) GR and GR Contractors to use any and all such Personal Information in connection with providing services hereunder, in its sole discretion. The Member agrees to provide and to otherwise assist GR in obtaining Personal Information when requested by GR and acknowledges and agrees that GR shall not be obligated to provide services if GR is not able to receive or release any necessary Personal Information required.

9. Informed Consent for Transport and Treatment.  Member hereby gives informed consent for any transportation and medical care of Member by GR and/or GR Contractors contemplated by this Agreement. Member has been informed and understands the benefits and risks associated with transport that may be requested and/or provided under this Agreement and hereby consents thereto. Member understands and agrees that medical care, including emergency care, may be initiated during transport by GR and/or GR Contractors should such care become necessary in the professional judgment of GR and/or GR Contractors. Member agrees to read and execute all forms, waivers, releases and other necessary documents prior to receiving services under this Agreement. GR shall not be obligated to provide services of any kind if all requested documents are not read and executed by Member.

10. Designated Representative.  Except as provided in Section 2.3 of this Agreement, in the event that a Member is unable to make decisions, GR or GR Contractors will attempt to contact the Member’s Designated Representative for the purposes of making decisions on behalf of Member in regards to any items or services set forth in this Agreement. The Designated Representative is the person or persons identified to GR by the Member during enrollment or after as the primary person who will be making decisions on behalf of the Member in the event the Member becomes incapacitated.

11. Amendment.  GR may amend this Agreement without notice to Member which shall be effective immediately upon posting on GR’s website.

12. Enforceability.  If any portion or provision of this Agreement shall to any extent be declared illegal or unenforceable by a court of competent jurisdiction, then the remainder of this Agreement, or the application of such portion or provision in circumstances other than those as to which it is so declared illegal or unenforceable, shall not be affected thereby, and each portion and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law.

13. Waiver.  No failure or delay in exercising any right, power, or remedy under this Agreement shall operate as a waiver of any such right, power or remedy.

14. Disputes and Arbitration.  In the event of a dispute related to this Agreement, the parties agree to the following:

    1. Binding Arbitration.  Member and GR agree to submit any claim, dispute, action, cause of action, issue, or request for relief arising out of or relating to this Agreement and/or Member’s use of the Services (whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory) to binding arbitration rather than by filing any lawsuit in any forum other than set forth in this section. Further Member agrees arbitration is final and binding and subject to only very limited review by a court. Member also waives the right to any form of appeal, review or recourse to any court or other judicial authority, insofar as such waiver may be validly made. This provision is intended to be interpreted broadly to encompass all disputes or claims arising out of or relating to this Agreement and/or Member’s use of the Services.

    2. Arbitration Procedures.  Member must first present any claim or dispute to GR by contacting GR to allow an opportunity to resolve the dispute through good faith discussions. Member may request arbitration if Member’s claim or dispute cannot be resolved within 60 days after presenting the claim or dispute to GR. GR may request arbitration against Member at any time after it has notified Member of a claim or dispute. The arbitration of any dispute or claim shall be conducted in accordance with the then current and applicable rules of JAMS as modified by this Agreement. The place of any arbitration will be Boston, Massachusetts, USA, and will be conducted in the English language. Claims will be heard by a single arbitrator. The arbitrator may not award relief in excess of or contrary to what this Agreement provides, order consolidation or arbitration on a class wide or representative basis, award punitive or consequential damages or any other damages aside from the prevailing party’s actual damages, or order injunctive or declaratory relief, except that the arbitrator may award on an individual basis damages required by statute and may order injunctive or declaratory relief pursuant to an applicable consumer protection statute. Any arbitration shall be confidential, and neither Member, nor GR nor the arbitrator may disclose the existence, content or results of any arbitration, except as may be required by law or for purposes of enforcement or appeal of the arbitration award. Judgment on any arbitration award may be entered in any court having proper jurisdiction. If any portion of this arbitration clause is determined by a court to be inapplicable or invalid, then the remainder shall still be given full force and effect.

    3. No Class Actions.  There shall be no right or authority for any claims subject to this arbitration clause to be arbitrated on a class action or consolidated basis or on bases involving claims brought in a purported representative capacity on behalf of the general public (including, but not limited to, as a private attorney general).

    4. Fees and Expenses.  All administrative fees and expenses of arbitration will be divided equally between Member and GR. Each party will bear the expense of its own counsel, experts, witnesses and preparation and presentation of evidence at the arbitration hearing.

    5. MEMBER MUST CONTACT GR WITHIN ONE (1) YEAR OF THE DATE OF THE OCCURRENCE OF THE EVENT OR FACTS GIVING RISE TO A DISPUTE, OR MEMBER WAIVES THE RIGHT TO PURSUE ANY CLAIM BASED UPON SUCH EVENT, FACTS, OR DISPUTE. 

15. Fraudulent Activity.  Any fraud, misrepresentation, omission or concealment in the statements and/or actions made by Member in obtaining this membership or requesting services may render Member ineligible to receive services from GR, at GR’s sole discretion, including but not limited to, knowingly purchasing a GR membership when a medical event has already begun or is imminent or when any other membership exclusion exists. All items and services shall be forfeited and GR shall be entitled to reimbursement, including attorney’s fees, for any services provided based on such statements and/or actions.

16. Entire Agreement. This Agreement represents the entire agreement between Member and GR and supersedes any agreement or representation, written or oral, occurring outside of this Agreement. GR reserves the right to change or amend the terms contained in this Agreement without prior notice.