Vivian VIP Terms and Conditions

Last updated: February 5, 2024

These Vivian VIP Terms and Conditions (“VIP Terms”) form a part of the Vivian Health Terms of Use (“Terms of Use”) and apply specifically to your access to and participation in the Vivian VIP loyalty program (as described below) made available by Vivian Health Inc. (“Vivian”) through the Vivian website, mobile applications, and associated services (the “Platform”). To participate in the Vivian VIP loyalty program (“VIP Program”), you must have installed the Vivian mobile application on your mobile device. By (i) registering for a Healthcare Professional Account, (ii) agreeing to the Terms of Use, and/or (iii) opting into or participating in the Vivian VIP Program, you agree to be bound by these VIP Terms. If you do not agree with these VIP Terms, the Terms of Use, and/or Vivian's Privacy Policy (“Privacy Policy”), you may not opt into or participate in the Vivian VIP Program or use any VIP Program benefits made available to you on the Platform. Capitalized terms used but not defined herein will have the meanings as set forth in the Terms of Use or Privacy Policy. In the event of a direct conflict between these VIP Terms and the Terms of Use, these VIP Terms shall govern solely with respect to the Vivian VIP Program. Vivian Health reserves the right to change or modify these VIP Terms, in whole or in part, at any time and in its sole discretion subject to applicable law. Any changes or modifications will be effective immediately upon posting the revisions to these VIP Terms, and you waive any right you may have to receive specific notice of such changes or modifications. Your continued access to or participation in the Vivian VIP Program following any such changes or modifications confirms your acceptance of these VIP Terms and such changes or modifications thereto; therefore, you should review these VIP Terms frequently to understand the terms and conditions that apply to your access to and participation in the Vivian VIP Program.

IMPORTANT: YOUR PARTICIPATION IN THE VIVIAN VIP PROGRAM AND THESE VIP TERMS ARE SUBJECT TO BINDING ARBITRATION AND A WAIVER OF CLASS ACTION RIGHTS AS DETAILED IN THE DISPUTE RESOLUTION SECTION IN THE TERMS OF USE. THIS AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT. IF YOU DO NOT AGREE TO BE BOUND BY THE ARBITRATION AGREEMENT AND CLASS ACTION WAIVER IN THE TERMS OF USE, YOU MAY NOT PARTICIPATE IN THE VIVIAN VIP PROGRAM.

CALIFORNIA USERS - THE VIVIAN VIP PROGRAM OFFERS BENEFITS FOLLOWING YOUR DISCLOSURE OF PERSONAL INFORMATION AND MAY BE DEEMED A “FINANCIAL INCENTIVE” OR “PRICE OR SERVICE DIFFERENCE” UNDER THE CALIFORNIA CONSUMER PRIVACY ACT (“CCPA”). PLEASE REVIEW SECTION VII OF THESE VIP TERMS FOR A FINANCIAL INCENTIVE NOTICE.

I. Vivian VIP Loyalty Program

The Vivian VIP Program is a loyalty and rewards program through which eligible Vivian Healthcare Professional Account users can earn status (“VIP Status”) and earn access to and use exclusive product features (“VIP Features”) and/or other rewards that may be used to pay for goods and/or services outside of the Vivian Platform (“VIP Rewards”) for taking certain actions in connection with the Platform.

II. Eligibility and Enrollment

The following terms apply with respect to Vivian VIP Program eligibility and enrollment, unless otherwise specified or permitted by Vivian.

A. You are required to have a Vivian Healthcare Professional Account to participate in the Vivian VIP Program.

B. The Vivian VIP loyalty program will be made available to select Vivian Healthcare Professional Account users as the program is rolled out, and at Vivian's sole discretion.

C. To enroll in the Vivian VIP Program, you must opt in on the Vivian VIP opt-in screen in the Vivian mobile application.

D. The Vivian VIP Program is offered solely in connection with the Platform and may not be available in all geographic locations.

E. Eligible users can earn VIP Status, VIP Features, and VIP Rewards by taking required actions in connection with the Platform, as detailed below or as otherwise stated by Vivian. Vivian reserves the right to provide users access to VIP Status, VIP Features, and/or VIP Rewards for other reasons in its sole discretion, such as in connection with a special promotion.

III. Earning VIP Status and Access to VIP Features

The following terms apply with respect to earning VIP Status and access to VIP Features, unless otherwise specified or permitted by Vivian.

A. Earning VIP Status: Healthcare Professional Account holders can enroll in the Vivian VIP Program and earn VIP Status by taking all of the following actions on the Platform:

1. Download the Vivian mobile application and log into your Healthcare Professional Account on that application.

2. Complete enough fields of your profile within your Healthcare Professional Account to reach a 90% profile completion score.

3. Update your job preferences within your Healthcare Professional Account (unless your preferences have already been set and updated within the last 30 days).

B. VIP Features: The VIP Features available via the Vivian VIP Program are determined solely by Vivian and are subject to change in Vivian's sole discretion. VIP Features may include:

1. A “First Access” feature, which sends you a personalized push notification whenever a new job is posted on the Platform that meets the job preferences that you have set as your “First Access” preferences in your Healthcare Professional Account. These notifications are sent in priority to VIP Status users before job notifications are sent to other users who have not enabled the “First Access” feature. However, other users may still be able to view the job on the Platform. To receive “First Access” notifications, you must proactively enable this feature from within your Healthcare Professional Account after earning VIP Status. This feature is only available for travel jobs, and will not be available to you if you have disabled travel jobs in your job preferences.

2. A badge on your Vivian profile that is visible to Vivian's recruiter and employer users and that signifies that you have VIP Status.

3. Your messages and applications will be sent to a dedicated VIP inbox for Vivian's recruiter and employer users, separate from the inbox used for all other messages and applications.

C. Expiration: Currently, any earned VIP Status and VIP Features do not expire and remain active for your Healthcare Professional Account. Vivian however reserves the right, in its sole discretion, to later add expiration terms for existing VIP Status and VIP Features for Vivian.

D. NO GUARANTEE OF RESULTS. While certain VIP Features may be correlated with an increased likelihood of hiring and/or increased recruiter engagement based on historical usage data from the Platform, Vivian makes no guarantee, representation, or warranty that any VIP Feature will lead to any specific result, including without limitation, a hire, an increased likelihood of hiring, or faster recruiter response times.

IV. Earning Advanced VIP Status

The following terms apply with respect to earning Advanced VIP Status and VIP Rewards under the Vivian VIP Program, unless otherwise specified or permitted by Vivian.

A. Earning Advanced VIP Status: Eligible users who have earned VIP Status will earn a higher level status, marketed as “VIP Elite” upon launch of the program (“Advanced VIP Status”), when all of the following actions have been completed:

1. You were Hired via the Platform. “Hired via the Platform” means you were hired for a job via the Platform and you have communicated with the employer via the Platform within 90 days of your employment contract signing date.

2. You report that hiring to Vivian within 60 days of the job start date using the self-reporting feature in the Vivian mobile application. Note that any hiring reports you made to Vivian prior to enrollment in the Vivian VIP Program and earning VIP Status will not qualify. And The recruiter and/or employer for that job confirms to Vivian that you were Hired via the Platform.

3. The recruiter and/or employer for that job confirms to Vivian that you were Hired via the Platform.

B. Expiration: Currently, any earned Advanced VIP Status will not expire and will remain active for your Healthcare Professional Account. Vivian however reserves the right, in its sole discretion, to later add expiration terms for Advanced VIP Status and unearned VIP Rewards.

V. Earning and Receiving VIP Rewards

The following terms apply with respect to earning, receiving, and redeeming VIP Rewards under the Vivian VIP Program, unless otherwise specified or permitted by Vivian.

A. Form of VIP Rewards: VIP Rewards are rewards that may be used to pay for goods and/or services outside of the Vivian Platform. The mechanism by which VIP Rewards are issued to users is determined by Vivian in its sole discretion, may include a gift cards, pre-paid debit cards, or other payment mechanisms, and may be issued by a third party provider. If Vivian issues VIP Rewards through a third party provider, Vivian may share your personal information with that third party in accordance with its Privacy Policy. To redeem VIP Rewards, you may be required to agree to additional terms and conditions with such third party providers.

B. Dollar Value of VIP Rewards: The equivalent dollar value of VIP Rewards is determined by Vivian in its sole discretion and is subject to change. Upon launch of the VIP Program, Vivian is issuing (or providing via a third party issuer) VIP Rewards with the following equivalent dollar values:

1. $50 for the first earned VIP Reward

2. $200 for the second earned VIP Reward

3. $300 for the third earned VIP Reward

4. $1000 for the fourth earned VIP Reward

C. Earning VIP Rewards: Eligible users who have earned Advanced VIP Status may earn up to a total of four (4) VIP Rewards, and are limited to one VIP Reward within any 13 weeks period. VIP Rewards are earned when all of the following steps have been completed:

1. You get Hired via the Platform (a separate instance of Hired via the Platform is required for each Reward).

2. You report that hiring to Vivian within 60 days of the job start date using the self-reporting feature in the Vivian mobile application.

3. You upload a paystub for that job using the Vivian mobile application.

4. The recruiter and/or employer for that job confirms to Vivian that you were Hired via the Platform.

5. Vivian reviews and verifies the authenticity of the paystub you provided for that job.

D. Receiving Earned VIP Rewards: Once you earn a VIP Reward, it will be made available to you within 6-8 weeks. You will receive a communication from Vivian or a third party issuer within that timeframe that includes the details of your VIP Reward, including the format of the VIP Reward (e.g., gift card, pre-paid debit card, etc.) and instructions for receiving the VIP Reward. You may be required to take additional steps and provide additional information in order to claim or activate your VIP Reward (including agreeing to terms and conditions with a third party provider and/or providing tax reporting information), as communicated by Vivian or an applicable third party issuer.

E. Expiration: VIP Rewards may expire, and the expiration date may be as soon as 30 days after issuance, as determined by Vivian and any third party issuer in their sole discretion. The applicable expiration date (if any) will be communicated to you when the VIP Reward is made available to you as set forth in subparagraph D above. You acknowledge that, if you do not use your VIP Reward prior to the applicable expiration date, you may lose the benefit of your VIP Reward.

F. Other VIP Rewards Terms: VIP Rewards may not be purchased. Most forms of VIP Rewards, including gift cards and pre-paid debit cards, may not be transferred or exchanged for cash and have no cash value. Gift card, debit card, and/or bank terms and conditions may apply. VIP Rewards may be taxable, depending on their value and the federal, state and local laws applicable to you. You are solely responsible for reporting any applicable items on your tax returns and paying any associated tax liability, all in accordance with applicable law.

VI. Opting Out

To terminate your VIP Status and opt out of the Vivian VIP Program, send an email to [email protected] stating that you want to opt out of the Vivian VIP Program. Upon opt out, your VIP Status or Advanced VIP Status and your access to VIP Features will be removed, you will no longer be able to earn any new VIP Rewards, you will not be issued any more VIP Rewards, and you will receive separate communication about the effect on any already earned and issued VIP Rewards. Users that opt out of the Vivian VIP Program may not be permitted to opt back in.

VII. Financial Incentive Notice for California Users

As explained in the previous sections, the Vivian VIP Program offers VIP Features and VIP Rewards following your disclosure of personal information, including fields on your Healthcare Professional Account and information about jobs that you applied to via the Platform. This program may be deemed a “financial incentive” or “price or service difference” under the California Consumer Privacy Act (CCPA), and Vivian is providing you with this notice about the personal information (“PI”) collected so that you may make an informed decision on whether to participate in the VIP Program.

The overall purpose of the VIP Program is to reward your loyal use of the Platform to find job placements. We treat the value of your data collected through the Vivian VIP Program as the equivalent of relevant expenses related to the collection of your personal information as part of the VIP Program. The financial incentives we offer through the VIP Program reasonably relates to the value of your data.

You have the right to withdraw from the Vivian VIP Program at any time. You may do so by emailing [email protected] as explained in Section VI of these VIP Terms. You also have additional rights under the CCPA as further detailed in our Privacy Policy

VIII. Additional Terms and Restrictions

A. Account and/or profile information and reported job placements that are fraudulent or are otherwise in violation of our Terms of Use are excluded from the Vivian VIP Program and VIP Rewards eligibility. Vivian reserves the right to revoke Vivian VIP Program participation, VIP Status, VIP Features, and/or VIP Rewards in the event that Vivian determines that a Healthcare Professional Account or profile contains or reports fraudulent information or the user has otherwise violated the Terms of Use.

B. Participation in the Vivian VIP Program is a privilege granted to certain Healthcare Professional Account users, and as such can be suspended, revoked, or terminated at any time by Vivian for any reason. If your Vivian VIP Program participation is terminated, your VIP Status or Advanced VIP Status and your access to VIP Features will be removed, you will no longer be able to earn VIP Rewards, you will not be issued any more VIP Rewards, and you will receive separate communication about the effect on any already earned and issued VIP Rewards. Notwithstanding anything to the contrary and subject to applicable law, Vivian reserves the right to cancel, suspend, and/or modify any aspect of or the entirety of the Vivian VIP Program, for any reason at any time, with or without notice, including, without limitation, if any fraud or technical failure impairs the integrity or proper functioning of the Vivian VIP Program.

C. Vivian reserves the right, in its sole discretion, (i) to suspend or terminate your Healthcare Professional Account and/or participation in the Vivian VIP Program, (ii) refuse to issue your VIP Rewards, (and/or iii) revoke or refuse your access to VIP Status and/or Advanced VIP Status and/or VIP Features with or without notice, if Vivian, in its sole judgment, determines that you have violated these VIP Terms, engaged in any fraud or abuse relating to the Vivian VIP Program, or otherwise acted in a manner inconsistent with the intent of the Vivian VIP Program. Such action may result in the forfeiture of earned VIP Rewards and/or the opportunity to earn additional VIP Rewards as well as suspension or termination of your Healthcare Professional Account. Vivian Health has no obligation to refund you for any canceled benefits following cancellation, suspension, or modification of the Vivian VIP Program or of your Healthcare Professional Account. Except as expressly set forth herein, Vivian makes no representation or warranty regarding the Vivian VIP Program or any aspect thereof.