Terms of Use

Last Updated: April 2019

By accessing this Medisys web site (“Site”) you agree to be bound by the following terms (“User Terms”). This Site is operated by Medisys Health Group Inc. “You” and “your” refer to users of the Site. The Site is the property of Medisys and its licensors. IF YOU DO NOT AGREE TO THESE USER TERMS, YOU MAY NOT USE THE SITE. Medisys reserves the right, at its sole discretion to change, add or remove portions of these User Terms, at any time. It is your responsibility to check these User Terms for changes. Your continued use of the Site following the posting of changes will mean that you accept and agree to the changes. Providing that you comply with these User Terms, Medisys grants you a personal, non-exclusive, non-transferable, limited permission to enter and use this Site.

  1. No warranty or representation

While Medisys uses reasonable efforts to include accurate and up-to-date information on the Site, your use and browsing of the Site is at your risk. Nothing in the Site, including product or service information, shall add to or change any contract for products or services you may have with Medisys, its suppliers or affiliates. Neither  Medisys, its alliance partners, suppliers, affiliates nor any other party involved in creating, producing or delivering the Site is liable for any direct, indirect, incidental, special, consequential, punitive or other damages whatsoever including business interruption, loss of use, data, information, profits (regardless of the form of action, including but not limited to contract, negligence or other tortious act) arising out of or in connection with your access or use of the Site even if  Medisys has been advised of or foresees the possibility of any damages occurring.

Without limiting the foregoing, everything on the Site is provided to you “AS IS” WITHOUT REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS, IMPLIED, OR STATUTORY INCLUDING, BUT NOT LIMITED TO, IMPLIED REPRESENTATIONS, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS OR SUITABILITY FOR A PARTICULAR PURPOSE, ACCURACY, TIMLINESS, RELIABILITY, TRUTHFULNESS OR COMPLETENESS OF INFORMATION, DURABILITY, TITLE, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OR INTER-OPERABILITY OF PRODUCTS OR SERVICES. Changes or updates to the content of this Site may occur without notice.

  1. Use of information

The information on this Site is for informational purposes only. You agree that you will use the Site and any Content found on the Site solely for your personal, lawful purposes and that you shall not use any information contained in this Site or the links to this Site in any claims, proceedings, suits or actions against  Medisys, its suppliers or affiliates.

You may not:

(a) post, upload, publish, display, encode, reproduce, transmit or otherwise distribute and/or disseminate information or material on the Site:

(i) constituting or encouraging conduct that would constitute a criminal offence or give rise to civil liability;

(ii) which is protected by copyright, or other intellectual property right or derivative works thereof, without obtaining permission of the rights holder;

(iii) promoting racism, bigotry, hatred or physical harm of any kind against any group or individual, could be harmful to minors, or harasses or advocates harassment of another person;

(iv) which solicits passwords, personal information, funds, goods and/or services or otherwise solicits information for commercial or unlawful purposes

(v) that contains advertising;

  1. b) engage in any conduct that impersonates any person, licensed professional, business or entity, including Medisys and our employees and agents;

(c) otherwise use this Site in a way that is contrary to law or which could adversely impact use of the Site or the Internet by other users including the posting or transmitting of other information or software containing viruses or other disruptive components.

Medisys reserves the right (but not the obligation) at our sole discretion to refuse or delete any User Content and/or to suspend or terminate your access to the Site without notice upon a violation of attempted violation of these User Terms or for any other reason.

  1. Links

This Site may contain links to other web sites that are not under the control of Medisys.  Medisys is not responsible for and makes no representations or warranties concerning the contents of any linked site, any information collection, use or disclosure practices through a linked site or any link contained in a linked site (collectively the “Linked Sites”). It is your responsibility to verify any information contained within the Linked Sites before relying on it. Also, the information contained in the Linked Sites may be changed or updated at any time without notice.  Medisys provides links to you only as a convenience and the inclusion of any link does not imply endorsement, investigation or verification by Medisys of the Linked Site. Your use of Linked Sites is at your own risk and may be subject to terms and conditions contained in the Linked Sites, which you should locate and review.

  1. Content

All text, comments, messages information, data, graphics, interfaces, articles, photographs, images, illustrations, artwork, software, trademarks, logos, sounds, music, video and code, including but not limited to the design, structure, selection, co-ordination, expression, “look and feel” and arrangement of the foregoing, (together “Content”) on the Site is proprietary and is owned, controlled or licensed by or to  Medisys, and is protected by all applicable laws and rights (including but not limited to) trade mark and copyright laws, various other intellectual property rights and laws and unfair competition laws.

Except as permitted by these User Terms or otherwise by Canadian laws, no part of the Site and no Content may be reproduced, transmitted, copied, published, republished, mirrored, uploaded, posted, displayed, encoded, translated, transmitted or distributed in any form or by any means or stored in any retrieval system of any nature in any way without  Medisys’ consent.

You may use information on  Medisys products and services from the Site provided that: (i) you do not remove any proprietary notices, (ii) such use is for personal, non-commercial purposes, (iii) you do not share or make accessible such information on any networked computer or broadcast of any sort, (iv) you make no modification to such information and (v) you do not make any claims, representations or warranties with respect to such information.

  1. User content

You may be able to post or upload (in designated areas of the Site) written or other content to the Site.  By posting or uploading to the Site any text, comments, messages, information, data, graphics, articles, photographs, images, illustrations, artwork, software, trademarks, logos, sounds, music, video, code or any other form of content or information (collectively “User Content”), you warrant that you own all rights and/or have obtained all third party consents and/or waivers and/or permissions and/or licenses (hereafter “clearances”) with respect to your User Content and that neither you nor any third party will object to the use of your User Content by MEDISYS in any manner; (ii) consent to your name, address and/or e-mail address appearing as the contributor of any User Content that you may post, share or otherwise associate with the Site as applicable, and to the disclosure and/or display of such information and any other information which appears in or is associated with your User Content; (iii) acknowledge and agree that MEDISYS is not responsible for any loss, damage, or corruption that may occur to your User Content or any content that you may claim to be yours; and (iv) acknowledge and agree that any User Content that you provide for display on the Site will be considered non-confidential.

MEDISYS may edit or remove any or all User Content whether or not it is in violation of the provisions of these User Terms. MEDISYS is not responsible for User Content in any way. You hereby grant to MEDISYS a worldwide, royalty-free, perpetual, irrevocable, non-exclusive right and licence to use, reproduce, modify, adapt, publish, translate, distribute and sublicence any and all material or information submitted by you to MEDISYS and/or to incorporate it in other works regardless of form, medium or technology and you waive any and all moral rights in the foregoing in favor of MEDISYS.

If you post User Content to any part of the Site, you understand and agree that anyone with access to the Site will be able to access, use and/or disclose any information that you include in any such content (including, without limitation, any personal information such as your name, e-mail address, etc.). If you do not want the public to be able to access your User Content, you should choose not to leave User Content on the Site. You understand and agree that MEDISYS shall not be liable for any access to, use of or disclosure of any information you include in any such User Content.

  1. Monitoring

Medisys is under no obligation to monitor the Site and assumes no responsibility or liability should any content on the Site be modified or altered in any way without Medisys’ consent. However, you agree that  Medisys has the right to, without notice or liability, monitor use of the Site and monitor, review and retain such content, material or information; and/or (ii) disclose to third parties any information or any content, material or information associated with the Site by or about you or your use of the Site if MEDISYS believes that such activity is necessary to provide access to the Site, ensure adherence to or enforce these User Terms or other MEDISYS user terms, policies or guidelines, comply with any laws or regulations, respond to any allegation of illegal or unlawful conduct or omission or claimed violation of third party rights, or protect itself or others. MEDISYS reserves the right in its sole discretion to issue any response it considers appropriate if MEDISYS becomes aware of any inappropriate use of the Site, including without limitation uses that may constitute infringement of intellectual property rights.

  1. Site policies

To access some features of the Site, you may have to register for a Medisys account.  You are responsible for maintaining the confidentiality of any Medisys account that you may hold, including all login usernames and passwords that you may use to access any part of the Site. You are similarly responsible for all uses of your Medisys account through the Site whether or not such uses are actually authorized by you.

  1. Consent

You acknowledge that you have read the Medisys Privacy Policy  (as it may be updated from time to time) (the ” Medisys Privacy Policy”) and hereby consent to the collection, use and disclosure by Medisys and its agents of your personal information (whether previously collected or to be collected) for the purposes identified in the  Medisys Privacy Policy .  Medisys’ use of customer information is also subject to applicable terms and conditions including those contained in MEDISYS’ Privacy Policy at https://www.copemanhealthcare.com/legal.

  1. Virus

Medisys assumes no responsibility and shall not be liable for any damages by malicious programs including viruses, worms or other forms of contamination or activity that may infect your computer equipment or other property or any other damage to the same on account of your access to, use of or browsing in the Site or your downloading of any materials, data, text or images from the Site.

  1. Right of indemnification

You agree to defend, indemnify and hold Medisys, its suppliers, alliance partners, affiliates and related companies harmless from and against any and all claims, liabilities, costs and expenses, including reasonable legal fees related to any violation of these User Terms by you, or in connection with your use of the Site or with the placement or transmission of any message or information on the Site by you.

  1. Limitation of liability

Under no circumstances, including but not limited to one or more of the following: negligence, gross negligence, negligent misrepresentation or fundamental breach; shall  Medisys, its alliance partners, suppliers, affiliates and each of their respective directors, officers, employees, consultants and agents be liable for any direct, indirect, incidental, special or consequential damages or any loss that results directly or indirectly from the use or the inability to use any content or information on the Site or the transmission of confidential or sensitive information over the internet.

These limitations apply regardless of whether the party liable or allegedly liable was advised, had reason to know or knew of the possibility of such damages. You acknowledge and agree that neither Medisys nor its alliance partners, suppliers, affiliates, nor each of their respective directors, officers, employees, consultants and agents, shall be liable for any defamatory, offensive, unlawful or illegal conduct of any user including you.

  1. Non-waiver

Medisys’ failure or delay in insisting upon or enforcing strict performance of any provision of these User Terms shall not be construed as a waiver of any provision or rights.

  1. Governing laws

By visiting the Site, you agree that these User Terms shall be governed by and construed in accordance with the laws of the province of Quebec and the federal laws of Canada applicable therein and you agree to be bound by the laws of these jurisdictions.

  1. Territory

The Site originates in Canada.  Medisys’ products and services are offered in Medisys’ operating territory. Some products and services referred to on the Site may not be available in parts of Medisys’ operating territory.

  1. Miscellaneous

These User Terms, including all other documents incorporated by reference herein, are binding and constitute an agreement between Medisys and you with respect to your use of this Site. If any part of the User Terms is determined to be void, invalid or otherwise unenforceable by a court of competent jurisdiction, such determination shall not affect the remaining provisions hereof.

AKIRA BY TELUS HEALTH – TERMS OF USE

Last Updated: April, 2020

DO NOT USE THE PLATFORM OR PLATFORM SERVICES FOR MEDICAL EMERGENCIES. IF YOU HAVE A MEDICAL EMERGENCY CALL 911 IMMEDIATELY OR ATTEND THE EMERGENCY ROOM OF THE NEAREST HOSPITAL OR HEALTH CENTRE.

Your PERSONAL HEALTH INFORMATION is encrypted and stored on servers physically located in Canada but may be temporarily viewed, accessed, used or transferred outside of Canada as necessary for installing, implementing, maintaining, repairing, trouble shooting or upgrading the Platform.  ENCRYPTION KEYS ARE ALSO STORED IN CANADA.  OTHER Personal Information, SUCH AS IDENTIFICATION INFORMATION, may be stored outside of Canada.

The following terms of use (the “Terms of Use”) govern your use (the term ‘use’ will mean access or use, as applicable) of the Akira by TELUS Health online platform, including through the Akira mobile application (the “App”) (collectively the “Platform”).  The Platform provides you with access to Health Services and Administrative Services (defined below), which services are provided by Personal Health Assistants and Health Care Practitioners (collectively the “Platform Services”). Medisys is using a third party provider, Right-Health Inc., operating as Akira by TELUS Health (“Platform Partner”) to offer you the Platform and Platform Services.

These Terms of Use form an agreement between Medisys Health Group Inc. (“Medisys”) and you. The term “you” refers to the person or entity using the Platform or receiving any Platform Services. A copy of these Terms of Use may be downloaded, saved and printed for your reference.  By clicking “I AGREE” or similar electronic acceptance, you agree with these Terms of Use. If you do not accept and agree to be bound by these Terms of Use, please do not use the Platform.

Medisys reserves the right to amend any term of these Terms of Use at any time by giving 30 days’ notice. Any notices regarding modifications to these Terms of Use, will be in a written form and provided to you: (i) by Medisys via email (in each case to the address that you provide); or (ii) via the Platform. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted.  You are not obliged to continue using the Platform Services after an amendment to these Terms of Use is made; however, in the event you choose to not accept the changes, you must immediately cease use of the Platform and the Platform Services and provide written notice to Medisys that you are terminating these Terms of Use, effective at the end of your current billing period. Cancellation fees may apply. Your continued use of the Platform Services following any amendment shall be deemed to be your acceptance of the amended Terms of Use, and waiver of any additional notice requirements.

Medisys reserves the right to change any information, material or content contained on or provided through the Platform (the “Content”) at any time, and from time to time, without notice. Content does not include your Personal Health Information (PHI) or your Personal Information (“PI”).

USE OF PLATFORM

Medisys grants you a personal, revocable, non-exclusive and non-transferable license during the Term to permit you to use the Platform, including downloading and installing the App on your personal mobile phone device for the purpose of accessing the Platform Services in accordance with these Terms of Use.

As a condition of your use of the Platform, you warrant that: (1) you have reached the age of majority in your jurisdiction of residence; (2) you possess the legal authority to create a binding legal obligation; (3) you will use the Platform in accordance with these Terms of Use; (4) all information supplied by you on the Platform is true, accurate, current and complete; and (5) if you are accessing or using the Platform on behalf of another person or a corporate entity, you represent and warrant that you have the authority to bind such person or entity to these Terms of Use.

The Platform is provided solely (the “Permitted Use”) to: (1) give you access to any services offered to you through the Platform, including access to the Health Services provided by Health Care Practitioners and the Administrative Services provided by the PHAs (defined below); (2) if applicable, facilitate any payments from you to Medisys or the Platform Partner in respect of your use of the Platform or the receipt of any services through the Platform; and (3) provide feedback and otherwise communicate with Medisys or the Platform Partner in connection with any of the foregoing.

Medisys retains the right to deny access to anyone to the Platform or the Platform Services it offers, at any time and in its sole discretion, if Medisys deems that you have used the Platform in any manner contrary to the Permitted Use or if you have violated any of the terms of this Terms of Use.

You will defend, indemnify and hold harmless Medisys, its affiliates, the Platform Partner and their respective officers, directors, employees, agents, sponsors, licensors, and suppliers from and against any claims, causes of action, demands, recoveries, losses, damages, fines, penalties or other costs or expenses of any kind or nature including but not limited to reasonable legal and accounting fees, brought in connection with or as a result of your use of the Platform and Platform Services in violation of these Terms of Use.

NO UNLAWFUL OR PROHIBITED USE

You will not, without Medisys’ prior written permission, use the Platform and the Content for purposes other than the Permitted Use. Without limiting the generality of the foregoing, you will not, and will not permit anyone else to: (1) copy,  reproduce, modify, distribute, transfer, sell, publish, broadcast, perform, transmit, license or circulate in any form any part of the Platform or the Content , or ‘frame’, ‘mirror’ or otherwise incorporate the Platform or the Content or any part thereof on any commercial or non-commercial website; (2) access or monitor any part of the Platform or the Content using any robot, spider, scraper or other automated means or any manual process for any purpose without our express written permission; (3) violate the restrictions in any robot exclusion headers on the Content or the Platform or bypass or circumvent other measures employed to prevent or limit access to the Platform; (4) take any action that imposes, or may impose, in Medisys’ discretion, an unreasonable or disproportionately large load on the Platform; (5) deep-link to any portion of the Platform for any purpose; (6) remove (or permit anyone else to remove) any watermarks, labels or other legal or proprietary notices included in the Platform or the Content; (7) use the Platform or the Content as part of any service for sharing, lending or multi-person use, or for the purpose of any other institution, except as specifically permitted by Medisys and only in the exact manner specified and enabled by Medisys; (8) attempt to, assist, authorise or encourage others to circumvent, disable or defeat any of the security features or components, such as digital rights management software or encryption, that protect the Platform or the Content; (9) create derivative works based on the Platform or the Content, in whole or in part, or to decompile, disassemble, reverse engineer or other exploit any part of the Platform or the Content; or (10) use the Platform in a manner that violates the rights (including to intellectual property rights) of any third party, including by providing, uploading or transmitting any User Content or Submissions that violate such third-party rights.

PLATFORM SERVICES

Administrative Services

As part of the Platform Services, you will first be introduced to a health assistant (“Personal Health Assistant” or “PHA”) who will collect information about you and your condition and who will perform any other administrative tasks related to your account (“Administrative Services”).  PHAs do not provide any Health Services and only provide Administrative Services that are informational in nature.

Health Services

The Platform Services enable you to obtain access to healthcare professionals, which may include nurse practitioners, nurses, mental health therapists, dietitians, naturopaths and physicians (“Health Care Practitioners”) by text, video, or audio chat for virtual care consultations, and to receive related healthcare and administrative support services virtually (hereinafter referred to as the “Health Services”). Where applicable, Health Care Practitioners on the Platform are licensed or accredited to practice their applicable regulated health profession by the applicable regulatory authority in the province or territory of Canada where they practice.

Health Care Practitioners may prescribe medication to you and can direct prescriptions to the pharmacy or other dispensing location of your choosing.  You may also contact Health Care Practitioners and PHAs to follow-up on the results of any treatment, including any reactions to medication, side effects or other adverse events.

Health Care Practitioners are independent of Medisys and are solely responsible for the provision of Health Services to you. The relationship between you and the Health Care Practitioner providing Health Services is a patient-practitioner relationship. Neither Medisys nor the Platform Partner are party to that relationship and neither are engaged in the practice of medicine, the practice of nursing or the practice of any other regulated health profession, for the purpose of providing Health Services in your use of the Platform. None of Medisys, the Platform Partner or any other party associated with Medisys (other than the applicable Health Care Practitioner) are liable for any Health Services provided to you by Health Care Practitioners in your use of the Platform.

You can report a complaint relating to Health Services provided by a Health Care Practitioner on the Platform by contacting (i) Medisys at the email address provided below, and/or (ii) the professional regulatory college(s) in the province(s) where the Health Care Practitioner is licensed.

Consent to Treatment

By accessing and using the Platform to access Health Services or Administrative Services, you consent to be treated by Health Care Practitioners and consulted by PHAs. Health Care Practitioners and PHAs may ask you questions about your personal health history, present condition or symptoms, and any course of treatment or medication that has been prescribed to you. Health Care Practitioners may also conduct a visual examination of you virtually and may ask you to conduct certain self-assessments such as taking your temperature or blood pressure.  You may withdraw your consent to receive Health Services or Administrative Services at any time by ending your virtual consultation with the Health Care Practitioner or PHA.

In prescribing or communicating any diagnosis, course of treatment or medication to you, the Health Care Practitioner will seek your informed consent which requires the Health Care Practitioner to explain the diagnosis, treatment and risks and side effects associated therewith. You are encouraged to ask questions of the Health Care Practitioner regarding any diagnosis, treatment or medication that is prescribed or recommended to you to ensure that you understand the diagnosis, treatment and risk of side effects associated therewith. If you are not satisfied with the explanation or information provided by the Health Care Practitioner regarding any course of treatment or medication that is prescribed or recommended for you, you should not follow it or you should seek a second opinion from a physician or other health care practitioner that is not affiliated with Medisys.

Limitations

Neither the Health Services provided by Health Care Practitioners nor the Administrative Services provided by PHAs are intended to replace your primary care relationship with your family physician or other primary care health professional. You should continue to consult your family physician or other primary care health professional regularly or as needed or recommended by them. Health Care Practitioners may also refer you to other consultants or specialists for in-person consultations, and can report to you on the results of those consultations.

The Health Services and Administrative Services may also be available for use by children at the discretion of the Health Care Practitioner or PHA, but the user, User Account and User ID, for all patients under the age of majority must be the patient’s parent or legal guardian. If you register as the parent or legal guardian on behalf of a minor, you are fully responsible for complying with these Terms of Use. Neither the Health Services provided by Health Care Practitioners nor the Administrative Services provided by PHAs are intended to replace the services of a paediatrician. The terms of use set out under the ‘Consent to Treatment’ and ‘Privacy’ sections apply to children who receive Health Services or Administrative Services. Children may only use the Platform in the presence of their parent or legal guardian.

Note that a Health Care Practitioner reserves the right to assess whether a person has the capacity to provide consent to his or her Health Services treatment on a case-by-case basis.

The Content provided through the Platform (except as may be directly communicated to you by Health Care Practitioners) is not medical or clinical advice. Neither Medisys nor the Platform Partner make any endorsement, representation or warranty regarding the safety, appropriateness or effectiveness of any particular diagnosis or treatment communicated to you by the Health Care Practitioners.

PRIVACY

By providing or uploading any of your PHI to the Platform, Health Care Practitioner, or PHA, or otherwise permitting the Health Care Practitioner or PHA to access your PHI, you are consenting to the collection, use and disclosure of your PHI for the purposes of providing Health Services and Administrative Services to you and the use, transfer and disclosure set out in the Medisys Privacy Policy. With your consent, Health Care Practitioners will also send reports regarding the care provided to you to your family physician or other primary care health professional after consultations with you. Your PI including your PHI may be disclosed to third parties such as other health professionals, specialists, consultants or pharmacists, pharmacies and laboratories for the purpose of providing or assisting in the provision of Health Services or Administrative Services to you.

Medisys will not disclose your PHI to any third party except as required to perform the Platform Services and as may be required by law or as contemplated herein. Your PHI is encrypted in transit and at rest using cryptography, and stored on servers physically located in Canada (but may be temporarily viewed, accessed, used or transferred outside of Canada as necessary for installing, implementing, maintaining, repairing, trouble shooting or upgrading the Platform).

Please click here to review our current Privacy Policy, which contains important information about our practices in collecting, storing, using and disclosing your PI, and which is hereby incorporated into and forms a part of these Terms of Use.

Subject to these Terms of Use and the terms of Medisys’ privacy policy, you grant Medisys a transferrable, irrevocable, royalty-free, fully paid-up, worldwide and fully sublicensable license to access, collect, store and use any data, information, records and files that: (1) you load, transmit to or enter into the Platform, or (2) the Platform collects, retrieves or obtains from your local computer system or from third parties with your permission or on your behalf, and (in each case) including all results from processing such data, including compilations, and derivative works thereof (the ‘User Content’) for the purpose of: (A) providing the Platform Services, (B) complying with applicable law, (C) reasonable audit and data retention policies, and (D) to the extent that the data is anonymous and non-identifiable, for research and analytical purposes and to operate and expand our business opportunities.

VIRTUAL CARE & Technology Risks

Virtual care is both the practice of medicine and a way to provide or assist in the provision of patient care at a distance using information and communication technologies, and includes the delivery of the Health Services via the Platform (“Virtual Care”).

In addition to the material risks and side effects that may be associated with a course of treatment or medication that is prescribed or recommended for you, there are potential material risks that are specifically associated with Virtual Care and which may adversely impact the ability of the Health Care Practitioner to provide Health Services or the PHA to provide Administrative Services, including but not limited to (a) poor quality audio-video connections due to remote locations or other network limitations that may limit the ability of the Health Care Practitioner to conduct an appropriate assessment of you or otherwise obtain sufficient PHI (defined below) from you to support a diagnosis or prescription, (b) delays in evaluation or treatment resulting from similar technology failures, (c) lack of access to your personal health records maintained outside the Platform (i.e., by your family physician or other primary care health professional), which may result in adverse drug interactions, allergic reactions, or other judgment errors (you should always advise the Health Care Practitioner and any dispensing pharmacists of all medications you are taking and any allergies you may have), and (d) unauthorized collection, use or disclosure of your PI and/or PHI due to a security protocol breach or failure.  By consenting to receive Health Services or Administrative Services using the Platform, you acknowledge and understand these potential material risks associated with Virtual Care. Additionally, if the Health Care Practitioner forms the opinion that Virtual Care is not appropriate in the circumstances, the Health Care Practitioner will redirect you to appropriate care.

You understand, acknowledge and agree that Medisys and the Platform Partner do not control, and accept no responsibility for, any content passing through the Internet, the availability of the Internet generally, or for Internet connectivity. You understand, acknowledge and agree that the Internet is inherently risky even if reasonable security measures are taken.  You understand, acknowledge and agree that Medisys and the Platform Partner cannot and do not guarantee the security of data transmitted over the Internet or public networks in connection with your use of the Platform but have implemented security controls, as well as, reasonable administrative, technical and physical safeguards in an effort to protect against unauthorized access, use, loss, modification and disclosure, of PI and PHI in our custody and control and adhere to generally accepted industry practices with respect to securing the transmission of data to, from and through the Platform.

Although reasonable encryption technology and other reasonable security protocols will be implemented to protect your PI and PHI and the privacy of your Virtual Care consultations with Health Care Practitioners and PHAs, you acknowledge by using the Platform that there are inherent risks to any technology that could cause security protocols to fail or be breached, which could result in the unauthorized collection, use or disclosure of your PHI. Medisys will notify you to the extent required by law of any breach that has resulted in the unauthorized collection, use or disclosure of your PI or PHI.

USER ACCOUNT

You may be required to successfully sign up for a user account (the ‘User Account’) using the available interfaces within the Platform and you will be issued a username and password login credentials by Medisys (‘User ID’) in order to use the Platform and receive any Platform Services. You will keep your User ID secure and will not share your User ID with anyone else, and you will not collect or harvest any personal data of any other user of the Platform, including account names or login credentials. Medisys reserves the right to disable any User Account issued to you at any time in the event of a breach of any of your warranties, representations or obligations under these Terms of Use. If Medisys disables access to a User Account issued to you, you may be prevented from accessing the Platform, the Content, your account details or any User Content.

You may not assign, transfer or sublicense your User Account and these Terms of Use, by operation of law or otherwise, without Medisys’ prior written consent. Any attempt by you to assign or transfer your User Account or these Terms of Use, without such consent, will be null and of no effect.

SUBSCRIPTION FEES AND TAXES

Medisys will not charge you any Fees for any Health Services that are insured under a provincial or territorial health insurance plan in Canada which you are entitled to receive at no cost to you as an insured person under any such plan.

Third Party Payor

If a third party (e.g., such as an employer or supplemental health insurance provider) has arranged with Medisys to pay the subscription fee, or any portion of the subscription fee, that subscription fee adjustment will be reflected in the subscription fee that you are ultimately charged (which may result in no charge to you).  Where third party coverage is terminated, you may be given the option of continuing to use the Platform so long as you pay the Fees (defined below).

Direct Payment

Medisys may, in its sole discretion but subject to applicable laws, offer some of the Platform Services to you for free or charge subscription fees in accordance with its then-current subscription fee rate(s) (the “Fee Schedule”). Medisys will notify you of the current Fee Schedule and you will pay any such applicable fees in accordance with the Fee Schedule (the “Fees”). Unless otherwise expressly indicated in the Fee Schedule, all Fees are quoted in Canadian dollars exclusive of applicable sales and value added taxes and are non-refundable and payable upon invoicing or request from Medisys. You will pay all sales and value added taxes that may be imposed in each applicable jurisdiction and will hold and save the Medisys harmless in respect of any such taxes. Medisys reserves the right to modify or implement a new pricing structure by providing you with formal notice pursuant to these Terms of Use.

Medisys may require you to provide the details of a current and valid credit card, debit card, PayPal account, Apple Pay, or other payment method (“Payment Method”) that is acceptable to Medisys in its sole discretion. You hereby authorize Medisys to charge any and all Fees that become due and payable to the Payment Method. You agree to pay such fees, charges and penalties (including costs and expenses related to collection by Medisys of overdue payments) as Medisys may from time to time set out in respect of late or overdue payments, or declined or unsuccessful Payment Method transactions.

TERM, TERMINATION AND SUSPENSION

These Terms of Use will take effect on the date and at the time you select “I AGREE” when presented with the opportunity to view and agree to these Terms of Use.

Medisys may immediately terminate, or suspend, these Terms of Use, or cease providing the Platform and Platform Services, at any time: (i) if you do not comply with these Terms of Use; (ii) if necessary to prevent threats to the privacy, security and integrity of your data or the data of any other user(s); (iii) upon termination of the agreement between Medisys and the third party payor that is paying your subscription fee; and/or (iv) to comply with any applicable law or court or order.

Either you or Medisys may terminate these Terms of Use as follows: (1) Medisys may terminate these Terms of Use upon 30 days’ written notice to you, by email (at your current email address on file with Medisys) or through the Platform; (2) you may terminate these Terms of Use at any time upon 30 days’ written notice to Medisys, by requesting (by email or through any then-available interfaces on the Platform) that your User Account be deleted or deactivated, ceasing use of the Platform and uninstalling and removing all local software components thereof from your systems, including removing the App from your mobile device.

SUBMISSIONS

By submitting any reviews, questions, comments, suggestions, ideas or similar information, but excluding your PHI, through the Platform in connection with the Platform Services, (collectively, “Submissions”), you grant Medisys, the Platform Partner and their respective affiliates,  a royalty free, in perpetuity, right to: (1) use, reproduce, edit (length, size or clarity), translate, distribute, publish, create derivative works from and publicly display such Submissions in any media; and (2) use the name that you submit in connection with such Submission. You acknowledge that Medisys may choose to provide attribution of your Submissions (for example, listing your name and city on a review that you submit) at our discretion, and that such submissions may be shared with others using our Platform. You acknowledge and agree that Submissions are non-confidential and non-proprietary. You also acknowledge that Medisys may exercise its rights (e.g. use, publish, delete) to use any Submissions without any notice to you.

Medisys take no responsibility and assume no liability for any Submissions posted or submitted by you. Medisys has no obligation to post your Submissions and reserves the right, in its absolute discretion to determine which Submissions are published on the Platform. You are fully responsible for the content of your Submissions, including reviews posted to the Platform. Without limiting the foregoing, you will not post or transmit to or from the Platform any commercial material or content (including solicitation of funds, advertising, or marketing of any good or services), or upload to or transmit through the Platform any User Content or Submission that is offensive, hateful, obscene, defamatory or violates any applicable laws, in each case as determined by Medisys in its sole discretion. You will be solely liable for any damages resulting from any violation of the foregoing restrictions, or any other harm resulting from your posting of content to the Platform.

If you do not agree with any of the above, please do not provide any Submissions.

OWNERSHIP

As between you and Medisys, all Content, including (without limitation) all designs, infrastructure graphics, pictures, illustrations, software, artwork, video, music, sound, names, words, titles, phrases, logos and marks displayed on the Platform, including the App, are owned or licensed by Medisys and are protected by copyright, trade-mark and other intellectual property laws.

Medisys and its licensors (including the Platform Partner) expressly reserve all rights in the Platform, including the App, and all materials provided by Medisys in connection with these Terms of Use that are not specifically granted to you. You acknowledge that all right, title and interest in the Platform, all materials provided by Medisys in connection with these Terms of Use (including the Content), and any update, adaptation, translation, customization or derivative work thereof, and all intellectual property rights therein will remain with Medisys (or third party suppliers including the Platform Partner, if applicable), and that the Platform, including the App, and all materials provided by Medisys hereunder are licensed and not ‘sold’ to you.

THIRD PARTY WEBSITES & VIRUSES

The Platform may provide links to third party websites. These links are provided for your convenience only and Medisys does not endorse the information contained on those web sites or guarantee their quality, accuracy, reliability, completeness, currency, timeliness, non-infringement, merchantability or fitness for any purpose. The content in any linked web site is not under Medisys’ control, and if you choose to access any such website, you do so entirely at your own risk.

The downloading and viewing of Content is done at your own risk. Medisys cannot and does not guarantee or warrant that the Platform or the Content are compatible with your computer system or that the Platform or the Content, or any links from the Platform or the Content, will be free of viruses, worms, trojan horses or disabling devices or other code that manifests contaminating or destructive properties. You are responsible for implementing safeguards to protect the security and integrity of your computer system, and you are responsible for the entire cost of any service, repairs or connections of and to your computer system that may be necessary as a result of your use of the Platform.

DISCLAIMER AND LIMITATION OF LIABILITY

EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS OF USE AND TO THE FULLEST EXTENT PERMITTED BY THE LAW THAT APPLIES TO YOUR JURISDICTION, MEDISYS PROVIDES THE PLATFORM AND THE CONTENT WITHOUT WARRANTY OR CONDITION OF ANY KIND. USE OF THE PLATFORM OR THE CONTENT IS AT YOUR OWN RISK. MEDISYS DOES NOT MAKE ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS, WHETHER EXPRESS OR IMPLIED, ABOUT THE MERCHANTABILITY, MERCHANTABLE QUALITY, QUALITY, ACCURACY, RELIABILITY, COMPLETENESS, CURRENCY, TIMELINESS, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THE PLATFORM OR THE CONTENT. THE PLATFORM AND THE CONTENT MAY INCLUDE ERRORS, OMISSIONS AND INACCURACIES, INCLUDING, WITHOUT LIMITATION, PRICING ERRORS. MEDISYS DOES NOT ASSUME ANY RESPONSIBILITY FOR ANY ERRORS, OMISSIONS OR INACCURACIES IN THE PLATFORM OR THE CONTENT. MEDISYS DOES NOT GUARANTEE THE QUALITY, SUITABILITY OR SAFETY OF THE HEALTH SERVICES OR THE ADMINISTRATIVE SERVICES.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU HEREBY AGREE THAT NEITHER MEDISYS NOR ITS SUPPLIERS (INCLUDING THE PLATFORM PARTNER) BE LIABLE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER LEGAL THEORY, FOR ANY DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, LOST PROFITS, LOSS OF USE, LOSS OF DATA, PERSONAL INJURY, FINES, FEES, PENALTIES OR OTHER LIABILITIES), WHETHER OR NOT MEDISYS OR ITS SUPPLIERS ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM OR RELATED TO THE USE OF, OR THE INABILITY TO MAKE USE OF, THE PLATFORM OR THE CONTENT.

WITH RESPECT TO ANY DIRECT DAMAGES, YOU AGREE THAT THE TOTAL AGGREGATE LIABILITY OF MEDISYS OR ITS SUPPLIERS (INCLUDING THE PLATFORM PARTNER) IN CONNECTION WITH OR UNDER THESE TERMS OF USE OR YOUR USE OF, OR INABILITY TO MAKE USE OF, THE PLATFORM OR THE CONTENT, OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF, OR INABILITY TO MAKE USE OF, THE PLATFORM OR THE CONTENT IS LIMITED TO $20.00 OR THE AGGREGATE AMOUNT OF THE FEES PAID BY YOU, OR ON YOUR BEHALF, FOR A THREE MONTH SUBSCRIPTION, WHICHEVER IS GREATER. FOR GREATER CERTAINTY, THE EXISTENCE OF ONE OR MORE CLAIMS UNDER THESE TERMS OF USE WILL NOT INCREASE THE MAXIMUM LIABILITY AMOUNT.

The limitation above reflects the allocation of risk between you and Medisys. The limitations specified in this section will survive and apply even if any limited remedy specified in these terms is found to have failed of its essential purpose.

GEOGRAPHIC APPLICATION OF THE PLATFORM

While the Virtual Care accessed through the Platform is available in every province and territory in Canada, not all of the products and services described on the Platform are available in all jurisdictions. The type of services that are available to you through the Platform depends on your province of residence and the location you are in at the time you access the Platform Services. You acknowledge and agree that the products, services and/or material described on the Platform, or the Health Services available through the Platform, are not appropriate or available for use in locations outside Canada.

GOVERNING LAW AND JURISDICTIOn

These Terms of Use shall be governed by the laws of the Province where you reside and the laws of Canada applicable therein, excluding any conflict of laws which would lead to the application of any other laws. If you reside outside of Quebec, the courts of the Province of Ontario shall have exclusive jurisdiction to entertain any action arising under these Terms of Use, and you hereby accept and irrevocably submit to the jurisdiction of the courts of Ontario and acknowledge their competence and agree to be bound by any judgment thereof.  If you reside in Quebec, the courts of the Province of Quebec shall have exclusive jurisdiction to entertain any action arising under these Terms of Use, and you hereby accept and irrevocably submit to the jurisdiction of the courts of Quebec and acknowledge their competence and agree to be bound by any judgment thereof.

A printed copy of these Terms of Use and of any notice in electronic form shall be admissible in any judicial or administrative proceedings to the same extent and under the same conditions as other business documents and records originally generated and maintained in printed form.

GENERAL PROVISIONS

These Terms of Use, together with all policies referenced herein constitute the entire and exclusive understanding and agreement between Medisys and you pertaining to the subject matter hereof, and these Terms of Use supersede and replace any and all prior oral or written understandings or agreements between Medisys and you regarding the Platform and Platform Services

Medisys may assign or transfer these Terms of Use, at its sole discretion, without restriction. Subject to the foregoing, these Terms of Use will bind and inure to the benefit of the parties, their successors and permitted assigns.

Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms of Use, will be in a written form and given: (i) by Medisys via email (in each case to the address that you provide); or (ii) via the Platform. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted.

Medisys shall not be liable for delay or failure of performance of any obligations required by these Terms of Use when such delay or failure arises from circumstances beyond the reasonable control of Medisys. Such causes may include, without limitation, acts of God, acts of government in its sovereign or contractual capacity, acts of a public enemy, acts of civil or military authority, war, riots, civil strife, terrorism, blockades, sabotage, rationing, embargoes, epidemics, earthquakes, fire, flood, quarantine restrictions, power shortages or failures, utility or communication failures or delays, labour disputes, strikes, or shortages, supply shortages, equipment failures or solitary malfunctions. The time for performance of any act delayed by such events may be postponed for a period equal to the delay.

The failure of Medisys to enforce any right, provision, or term of these Terms of Use will not constitute a waiver of future enforcement of that right, term, or provision. The waiver of any such right, term or provision will be effective only if in writing and signed by a duly authorized representative of Medisys. Except as expressly set forth in these Terms of Use, the exercise by either party of any of its remedies under these Terms of Use will be without prejudice to its other remedies under these Terms of Use or otherwise.

If for any reason a court of competent jurisdiction finds any provision, or term, of these Terms of Use void, invalid or otherwise unenforceable, that provision, or term, will be enforced to the maximum extent permissible and the other provisions, or terms of these Terms of Use will remain in full force and effect.

CONTACT

Should you have any questions regarding these Terms of Use, the Platform or the Platform Services, you may contact Medisys Support via email at: appsupport@medisys.ca.