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Membership and Licensing Agreement

The parties to this Agreement, _________________________________, Evidence Based Birth


Professional Member Member and Evidence Based Birth, LLC, a Kentucky limited
liability company (EBB), enter this Agreement as of the date set forth above (the
Effective Date).

Background and Reason for this Agreement


EBB publishes educational and informational articles and materials that discuss evidence
based medical research on pregnancy and childbirth, and makes those publications
available on EBBs website, www.evidencebasedbirth.com, on social media and
networking sites used by EBB, and in print and other electronic media.
EBB has developed a professional membership program, in which Members will receive:

In-depth training course on evidence based care with continuing education hours
(How to help families get evidence based care) and additional continuing
education courses and webinars to be added in the future

Access to a private internet forum for Members (EBB Forum)

Printer-friendly PDFs of the full-length EBB articles that Members can use with
clients (Printer-Friendly PDFs)

AGREEMENT
In consideration of the right to be a professional member of the Evidence Based Birth
website (Member), and the non-exclusive license to use the PDF materials of EBB, I
agree to abide by the terms of this Agreement.

GRANT OF LICENSE
The Printer-Friendly PDFs are the copyrighted works of EBB. In accordance with this
Agreement, EBB grants this Member a non-exclusive license to use and transfer to
clients the Printer-Friendly PDFs. EBB retains title and ownership of the Printer-Friendly
PDFs. Any and all improvements, amendments, changes, translations, alterations, and
derivatives to the Printer-Friendly PDFs created by the Member shall become the
property of EBB, and Member agrees to assign any and all rights, title, and interest in

and to such improvements, amendments, changes, translations, alterations, and


derivatives to the Printer-Friendly PDFs to EBB. Member shall not alter, amend, make
derivative works of, or change in any way any of the Printer-Friendly PDFs or any other
works of EBB.

TERM
This Agreement and the license granted herein shall commence on the Effective Date,
and expire on the monthly anniversary of the payment of the monthly membership fee,
or the one year anniversary of the payment of the annual membership fee (the Term).
The Member may renew this Agreement for additional one (1) month or (1) year terms
by paying the monthly or annual membership fee. In the event this Agreement and the
license granted herein are terminated for any reason, the EBB Member shall immediately
cease using any Printer-Friendly PDFs, and no longer has permission to use the phrase
Evidence Based Birth Professional Member on their resume or bio.

Membership
You may only become a Member if you are a birth professional, health care professional
in the maternity care field, or if you are a birth advocate.
EBB may, at its sole discretion, elect to:

Refuse your request to become a Member; or

Once Membership is granted, suspend, terminate or restrict your Membership at any


time

EBB is not obliged to give reasons for any decision it makes to suspend, terminate or
restrict your Membership or to reject your request to become a Member. Each Member
will follow and adhere to this agreement in whole or immediately forfeit all rights as a
Member.
Your Membership is non-transferable.
Once Membership is granted you will only be able to access the EBB Professional
Membership Site with use of the username and password you set up at the time you
become a Member.
You are responsible for each and every access or use of the EBB Professional
Membership Site that occurs in conjunction with use of your username and password.
Use of your username and password is conclusive evidence that you have accessed the
EBB Professional Membership Site.
EBB Professional Membership Agreement 10-22-15

You must use all reasonable efforts to keep your username and password confidential.
You must not allow any third party to access the EBB Professional Membership Site
using your username and password and make use of the site on your behalf.
You must notify EBB in writing as soon as you become aware of any unauthorized use of
your Member Account, username or password.
You agree to indemnify, defend and hold EBB, its owners, directors, managers,
employees, affiliates and suppliers, harmless from any and all liability, loss, claim, cause
of action, and expense (including reasonable attorneys fees) related to this Agreement,
including but not limited to, your use of the EBB Printer-Friendly PDFs, or the EBB Forum
and using the Printer-Friendly PDFs with your clients, including any claim or demand,
made by any third party due to or arising directly or indirectly out of your conduct or in
connection with your use of EBB materials of any kind.

Benefits conferred by Membership


By being registered as a Member you are, subject to these Membership Terms, entitled
to:
1.
2.
3.
4.

Participate in online forums;


Earn continuing education hours in the Membership section of the EBB site;
Participate in the referral program; and
Use the Printer-Friendly PDFs with your clients as described in the Grant of
License

Referral Program
Subject to EBBs review and approval of any referral in its sole discretion, if you refer a
new Member to any of the Sites you will receive a commission equal to 50% of that new
Members first months deposit (if they purchased a monthly membership) or first
annual deposit (if they purchased an annual membership).
You can generate an affiliate code on the Affiliate Page (link to be given to you in your
orientation module once you join the membership site).
New Members referred via your affiliate link are eligible if they:
1. Have cookies enabled on their browser;
2. Do not clear their cookies;
EBB Professional Membership Agreement 10-22-15

3. Have not been previously referred by another Member;


4. Are not related to you or your business or company;
5. Make a purchase within three months of the referral.
You may not refer new Members by:
1. Purchasing a domain name, search engine keyword or pay-per-click
advertisement that use any EBB trademarks and/or variations and mis-spellings
thereof; or
2. Sending unsolicited email or other messaging that in any way may constitute
spam;
3. Engaging in any conduct that would amount to a breach of any laws including,
but not limited to, privacy, intellectual property and spam;
4. Engaging in any conduct that is directly or indirectly in contravention of any
direction given to you by EBB or these Membership Terms; or
5. Engaging in any conduct that does not meet EBBs standards of fair play at EBBs
discretion.
EBB reserves the right, in its absolute discretion, to determine whether or not your use
of the referral program complies with any applicable laws and/or these Membership
Terms.
EBBs determination as to whether or not your use of the referral program is in breach of
any applicable laws and/or these Membership Terms is final and binding.
If EBB determines that you have not complied with any applicable laws and/or these
Membership Terms, EBB will disable your Member Account and withhold all Referral
Commissions that may be payable by EBB to you at the time it becomes aware of your
failure to comply.

EBB Policy on the Official EBB Trademark and Logo:


Trademark: The phrase Evidence Based Birth is a registered trademark of EBB and the
phrase, Evidence Based Birth or evidence based birth, with or without the registered
service mark , in text, verbally, or electronically, shall only be used as a trademark for
services (i.e., as an ADJECTIVE in reference to EBB materials or the EBB website) and not
as a descriptive NOUN by any Member.
For example, You can visit the Evidence Based Birth website or I have some
Evidence Based Birth materials to share with you is correct. Saying, Do you want an

EBB Professional Membership Agreement 10-22-15

evidence based birth? or By learning these materials, you too can have an evidence
based birth is not permitted, as it lessens the strength of the EBB trademark and brand.
Members may not represent themselves as an EBB employee, representative, or
Instructor of EBB at any time.
The Member will use the correct spelling of evidence based at all times, and will
not refer to it as evidenced based in any communications either verbal or electronic.
Members are not permitted to use the official EBB Logo on websites, brochures,
business cards or other promotional materials that belong to Members.
The trademarked phrase, Evidence Based Birth, with or without the registered service
mark or our official EBB Logo may not be used to create merchandise, goods,
handouts, or products of any kind, for sale or for gifts, without specific approval by EBB.
Members will make every effort to use the trademark symbol when referring to the
Evidence Based Birth website, materials, classes, membership, or any other resources
that come from Evidence Based Birth.

EBB Policy on using the Title of EBB Instructor, Educator,


Doula, or Midwife

Members will NOT use the title of EBB Instructor unless they have been officially
accepted to and completed the official EBB Instructor Training Program.

Members may NOT call themselves an Evidence Based Birth Childbirth Educator
Evidence Based Birth Doula, Evidence Based Birth Midwife, Evidence Based
Birth Physician, or Evidence Based Birth Nurse, etc.

Members may NOT add Evidence Based Birth Professional Member to their
list of certifications or credentials immediately behind their name, as this is not a
certification.

Members may NOT use the initials EBB after their name, as this is not a
certification.

Accepted use of the Evidence Based Birth trademark phrase may be included
on your bio, along with your listing of other professional memberships, if you
have them. For example, your resume or website bio may state:
o Memberships to professional organizations include: American College of
Nurse Midwives, Evidence Based Birth Professional Membership, etc.

EBB Professional Membership Agreement 10-22-15

o I am a Professional Member at Evidence Based Birth, where I receive


frequent continuing education on the best practices in the field.

The Following EBB Policies Apply to all Members

Members are not permitted to use the material presented in the in-depth training
course, How to help families get evidence based care as part of a childbirth
education curriculum, childbirth education class, workshop, childbirth education
class series, or in any other group setting.

Members are not permitted to sell, give or donate any EBB materials, or provide
Printer-Friendly PDFs to any person who is not a current client of theirs,
without obtaining prior written permission from EBB management.

Members are not permitted to sell the Printer-Friendly PDFs or any other EBB
materials or products of any kind in person or online, in any way, in any form, for
any reason whatsoever.

Members are not permitted to upload, download, e-mail, file share, or in any
other way disseminate Printer-Friendly PDFs, or any EBB materials electronically
or in a duplicated hard copy, unless they are sharing them with a client, and if
EBB has specifically noted that the Member has permission to reproduce or
share for clients only.

Any electronic sharing of permitted documents must take place via private
messaging (i.e. email) or via a password-protected or encrypted web page in
which the only people who can access the documents are clients of the Member.

If it is discovered that the Member has posted the Printer-Friendly PDFs online in
a manner such that the general public can access them (i.e., not passwordprotected for clients), this is automatic grounds for dismissal from the EBB
Professional Membership.

Taking screen shots of the Evidence Based Birth forums is expressly forbidden,
and is grounds for immediate dismissal from the Membership.

Membership Renewal Policy:

If you have purchased a monthly membership, your payment/withdrawal will


occur automatically every 30 days, unless you cancel. If you purchased an
annual membership, you will be notified before your membership expires
on the annual anniversary of your membership. You will be given the

EBB Professional Membership Agreement 10-22-15

opportunity to renew your annual membership or convert to a monthly


membership at that time.

In the event you do not pay your renewal fee, this Agreement may be terminated
automatically by EBB, and you will no longer have access to the EBB Professional
Membership site, and you will not be permitted to use the EBB Printer-Friendly
PDFs, or state that you have an Evidence Based Birth Professional Membership.
The phrase Evidence Based Birth Professional Member will need to be taken
off of your website and resume.

TERMINATION
This Agreement may be terminated by either party, with or without cause, by providing
seven (7) days prior written notice to the other party. In the event this Agreement is
terminated for any reason, you agree to delete all Printer-Friendly PDFs provided to you,
and to immediately cease use of EBBs copyrighted materials.

FULL AGREEMENT; CHOICE OF LAW


This written agreement expresses my complete understanding with respect to my rights,
granted, licensed, assigned, waived and released herein, and supersedes any and all
prior written and oral agreements and understandings (if any) between me and EBB.
This Agreement shall be governed by the laws of the Commonwealth of Kentucky. I
acknowledge that I have read this Agreement and have had a full, fair, and reasonable
opportunity to ask questions concerning its terms and to evaluate the answers given
personally, or in consultation with legal counsel. I further acknowledge that I have read,
understood, and agree to comply with all the requirements as stated above, and I sign
this document as evidence to my full consent and agreement to such terms as my free
and voluntary act.

EBB Professional Membership Agreement 10-22-15