By accessing or using NexVigilant services, you agree to be bound by these Terms of Service and our Privacy Policy. If you do not agree, please do not use our services.
1. Definitions
"Services" refers to all NexVigilant platforms including Nucleus (member portal), Academy (learning management system), Community (forums and discussions), and any future services.
"Content" includes all text, images, videos, courses, quizzes, forum posts, messages, and other materials available through our Services.
"User Content" means any content you submit, post, or transmit through our Services.
"We," "Us," or "Our" refers to NexVigilant, LLC.
"You" or "Your" refers to the individual or entity using our Services.
2. Eligibility and Account Registration
2.1 Age Requirement
You must be at least 18 years old to use our Services. By creating an account, you represent that you are of legal age to form a binding contract.
2.2 Account Creation
To access certain features, you must create an account by providing:
A valid email address
A secure password
Your full name and professional information
Acceptance of these Terms and our Privacy Policy
2.3 Professional Identity
NexVigilant is a professional community for healthcare workers. You agree to:
Provide accurate professional information
Not impersonate others or create fake accounts
Maintain one primary account (multiple accounts are prohibited)
Update your information to keep it current and accurate
2.4 Practitioner Verification
Practitioner membership pricing requires verification of current enrollment status. We reserve the right to request documentation and revoke practitioner pricing if verification fails.
2.5 Account Security
You are responsible for:
Maintaining the confidentiality of your password
All activities that occur under your account
Notifying us immediately of any unauthorized access
Professional Member: $49/month or $490/year (licensed healthcare professionals)
Practitioner Member: $14/month or $140/year (currently enrolled students with verification)
3.2 Billing and Automatic Renewal
Monthly subscriptions renew automatically on the same day each month
Annual subscriptions renew automatically after 12 months
You will be charged using your payment method on file
You can cancel at any time from your account settings
Cancellations take effect at the end of the current billing period
3.3 Founding Member Lifetime Rate Lock
The first 250 Founding Members receive a lifetime rate lock guarantee: your subscription price will never increase as long as your membership remains active. This guarantee is voided if you cancel and later rejoin.
Important Clarification
Founding Member status includes lifetime access to our platform at locked-in pricing, priority support, and early access to new features. Membership is a subscription—it does not include equity, voting rights, or governance participation in NexVigilant, LLC.
3.4 Refund Policy
We offer a 30-day no-questions-asked refund policy:
Request a refund within 30 days of your initial payment
Contact us at support@nexvigilant.com
Refunds are processed within 5-7 business days
After 30 days, refunds are evaluated on a case-by-case basis
Annual memberships canceled mid-term may receive prorated refunds at our discretion
3.5 Employer Reimbursement
We provide receipts and invoices for employer reimbursement. Request documentation from your account settings or contact support.
3.6 Price Changes
We reserve the right to change pricing for new members. Existing members will be notified 30 days before any price increase (except Founding Members with lifetime rate locks).
4. Academy Services
4.1 Course Access
Active members have unlimited access to all Academy courses
Course content includes videos, readings, quizzes, and assessments
Courses are for personal, non-commercial use only
You may not download, redistribute, or share course materials
4.2 Capabilities
Upon successful pathway completion, your capability repository includes:
Unique verification number (format: NVA-YYYY-XXXXX)
Public verification at nexvigilant.com/verify/[capability-number]
Permanent record in our system
4.3 Capability Revocation
We reserve the right to revoke capabilities if:
You violated academic integrity (cheating, answer sharing)
Your account is terminated for Terms violations
Course content was accessed fraudulently
4.4 Academic Integrity
You agree to:
Complete all assessments independently
Not share quiz answers or assessment materials
Not use unauthorized aids during assessments
Report any academic integrity violations you observe
Our quiz system uses server-side validation to prevent score manipulation. Attempts to bypass these protections will result in immediate account termination.
4.5 Educational Disclaimers
Academy courses are for professional development, not formal accreditation
Capabilities do not replace required licenses or certifications
We do not guarantee course completion or certification
Course content is educational and does not constitute professional advice
5. Community Services
5.1 Forums and Discussions
Community features include:
Public and private forums
Discussion threads and replies
Direct messaging between members
Reactions and engagement features
Reputation system with points, levels, and badges
5.2 Community Guidelines
You agree to maintain professional standards by:
Treating all members with respect and courtesy
Not posting spam, advertisements, or promotional content
Not harassing, threatening, or bullying others
Not sharing false, misleading, or harmful information
Respecting patient privacy and confidentiality (HIPAA compliance)
Not disclosing proprietary or confidential employer information
Following healthcare professional ethics standards
5.3 Prohibited Content
You may not post content that:
Violates laws or regulations
Infringes intellectual property rights
Contains viruses, malware, or malicious code
Is sexually explicit, violent, or discriminatory
Promotes pharmaceutical products without disclosure of conflicts of interest
Contains patient-identifiable information
Impersonates others or misrepresents affiliations
5.4 Automated Access and Bot Prohibition
To protect platform integrity and prevent abuse, you agree that:
No Bots or Automation: You may not use bots, scrapers, crawlers, or any automated means to access our services, create accounts, submit forms, or interact with content
No Mass Operations: You may not perform automated bulk account creation, mass form submissions, or automated content posting
No Circumvention: You may not attempt to bypass, disable, or interfere with our security measures, including bot detection systems (BotID)
No Scraping: You may not scrape, harvest, or collect user data, course content, or other information without explicit written permission
Rate Limiting: You agree to respect rate limits and not make excessive requests that could impair service performance
Security Measures: We employ bot detection technology (Vercel BotID) that analyzes browser and device characteristics to distinguish legitimate users from automated bots. This runs transparently in the background and does not affect normal usage.
Permitted Automation: Authorized bots for search engine indexing, accessibility tools, and approved integrations are permitted. Contact us for API access if you have legitimate automation needs.
Violations: Automated access violations will result in immediate account termination, IP blocking, and may be reported to relevant authorities if illegal activity is detected.
5.5 Pharmaceutical Industry Independence
In accordance with our founding principles of independence:
Pharmaceutical company promotional content disguised as education is prohibited
You must disclose any pharmaceutical industry employment or consulting relationships when discussing products
NexVigilant does not accept pharmaceutical company funding for educational content
5.6 Moderation
We reserve the right to:
Monitor, review, and remove any User Content
Suspend or terminate accounts for violations
Lock, hide, or delete threads and posts
Issue warnings or temporary suspensions
Moderation decisions are final and not subject to appeal, though you may contact us to discuss concerns.
6. User Content and Intellectual Property
6.1 Your Content Ownership
You retain ownership of User Content you post. By posting, you grant us:
A worldwide, non-exclusive, royalty-free license to use, reproduce, modify, and display your User Content
The right to use your content for platform operation, improvement, and promotion
The right to sublicense to third-party service providers (hosting, analytics)
6.2 Content Representations
By posting User Content, you represent that:
You own or have rights to the content
The content does not violate any laws or third-party rights
The content is accurate and not misleading
6.3 NexVigilant's Intellectual Property
All NexVigilant Content (courses, frameworks, branding, software) is owned by NexVigilant, LLC and protected by copyright, trademark, and other intellectual property laws. You may not:
Copy, reproduce, or redistribute our Content
Modify or create derivative works
Remove copyright or proprietary notices
Use our trademarks without permission
Reverse engineer or decompile our software
6.4 DMCA Copyright Policy
If you believe content infringes your copyright, contact us at dmca@nexvigilant.com with:
Description of the copyrighted work
Location of the infringing material
Your contact information
A statement of good faith belief
Your electronic signature
7. AI-Powered Features
NexVigilant uses AI (Google Gemini) for:
Personalized content recommendations
Interest profiling and community matching
Content discovery and search
AI-generated recommendations are suggestions only. You maintain full control over your content consumption and interactions.
8. Privacy and Data Protection
Your use of our Services is also governed by our Privacy Policy, which explains how we collect, use, and protect your personal information.
8.1 Public Information
Certain information is publicly visible:
Your name, professional title, and profile photo
Forum posts and replies in public forums
Reputation points, levels, and badges
Capability repository (via verification portal)
8.2 Profile Visibility Settings
You can control visibility of certain profile information through your account settings.
9. Third-Party Services
Our Services integrate with third-party providers:
Video Hosting: Vimeo, YouTube, Cloudflare, Bunny CDN
Authentication: Firebase Authentication, Google OAuth
Analytics: Vercel Analytics (privacy-first, no cookies; aggregated metrics)
AI Services: Google Gemini (via Firebase Genkit)
These services have their own terms and privacy policies. We are not responsible for third-party service operations or policies.
10. Disclaimers and Limitations of Liability
10.1 No Professional Advice
NexVigilant provides educational content and peer community discussion. Our Services do not constitute:
Medical, pharmaceutical, or healthcare advice
Legal or regulatory guidance
Professional counseling or career placement services
Investment or financial advice
Always consult qualified professionals for specific advice.
10.2 No Guarantees
We do not guarantee:
Employment or career advancement from using our Services
Specific learning outcomes or skill acquisition
Accuracy or completeness of User Content
Uninterrupted or error-free service operation
10.3 Service "As Is"
Services are provided "as is" and "as available" without warranties of any kind, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, or non-infringement.
10.4 Limitation of Liability
To the maximum extent permitted by law, NexVigilant, LLC shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not to loss of profits, data, use, or other intangible losses, resulting from:
Your use or inability to use our Services
User Content or conduct of other users
Unauthorized access to your data
Service interruptions or errors
Our total liability for any claim arising from these Terms or your use of our Services shall not exceed the amount you paid us in the 12 months preceding the claim.
11. Indemnification
You agree to indemnify, defend, and hold harmless NexVigilant, LLC, its officers, directors, employees, and agents from any claims, liabilities, damages, losses, and expenses (including legal fees) arising from:
Your violation of these Terms
Your User Content
Your violation of any third-party rights
Your use of our Services
12. Account Termination
12.1 Termination by You
You may cancel your account at any time through account settings or by contacting support. Cancellation takes effect at the end of your current billing period.
12.2 Termination by Us
We may suspend or terminate your account immediately if you:
Violate these Terms or community guidelines
Engage in fraudulent activity
Compromise platform security or integrity
Fail to pay subscription fees
Request account deletion
12.3 Effects of Termination
You lose access to all Services immediately
Your User Content may be deleted
Course progress and capability records remain in our system
Careers (Q3-Q4 2026): Job board and career development platform
Ventures (2027+): Healthcare innovation and venture studio
New services may have additional terms. We will notify you when new services launch and provide opportunity to review updated Terms.
15. Dispute Resolution and Governing Law
15.1 Governing Law
These Terms are governed by the laws of the Commonwealth of Massachusetts, United States, without regard to conflict of law principles.
15.2 Informal Resolution
Before filing a claim, you agree to contact us at legal@nexvigilant.com to attempt informal resolution. We will work in good faith to resolve disputes within 30 days.
15.3 Arbitration Agreement
For disputes that cannot be resolved informally, you and NexVigilant agree to binding arbitration under the American Arbitration Association (AAA) rules, rather than in court, except you may assert claims in small claims court if they qualify.
15.4 Class Action Waiver
You and NexVigilant agree that disputes will be resolved individually, not as a class action, class arbitration, or representative action.
15.5 Exceptions to Arbitration
Either party may seek injunctive relief in court for intellectual property infringement or misappropriation of trade secrets.
16. General Provisions
16.1 Entire Agreement
These Terms, together with our Privacy Policy, constitute the entire agreement between you and NexVigilant regarding our Services.
16.2 Severability
If any provision of these Terms is found unenforceable, the remaining provisions will remain in full effect.
16.3 Waiver
Our failure to enforce any right or provision does not constitute a waiver of that right or provision.
16.4 Assignment
You may not assign or transfer these Terms without our written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.
16.5 Force Majeure
We are not liable for delays or failures in performance due to causes beyond our reasonable control, including natural disasters, war, terrorism, pandemic, or infrastructure failures.
NexVigilant is committed to independence, transparency, and putting healthcare professionals first. These Terms reflect our founding principles: we do not accept pharmaceutical company funding that could compromise our objectivity, we provide transparent education without conflicts of interest, and we believe professional development should be accessible to all who seek to advance their capabilities.