These Terms of Service are a contract entered into between MyCare MedTech Inc. ("MMi"), and you ("you", "your" and other similar words). Please read these terms of service carefully as they contain important information regarding your legal rights, remedies and obligations. Your access to and use of the Software and Product is governed solely by these Terms of Service. These Terms of Service supersede and replace the terms of any other prior agreement, writing or understanding between you and MMi. If you do not agree to these Terms of Service, you have no right to obtain information from or otherwise continue using the Product, Software or MMi Sites. Failure to use the Product, Software or MMi Sites in accordance with these Terms may subject you to civil and criminal penalties.
Any reference in this policy to "you" or "your" or other similar words, shall be deemed to include all your heirs, trustees, administrators and other legal representatives as well as any dependents over which you have legal guardianship and legal authority to act on the behalf of.
MMi connects users through software with health care providers in order for such providers to provide medical services through video communications, messaging, file sharing, and chat. The services are not intended for use in emergency situations.
Amendment: MMI reserves the right, at its sole discretion, to modify these Terms of Service, other applicable policies or the MMi Sites at any time and without prior notice. If we modify these Terms of Service, we will post a notice of the modification on the Site. We will also update the "Last Updated Date" at the top of these Terms of Service. By continuing to access or use the MMi Site or services after we have posted a notification of a modification you are indicating that you agree to be bound by the modified Terms of Service.
1. Definitions. As used in this Agreement:
"Non-Identifying Data" means any data provided by you or a Provider about you in the Software (or generated by MMi about you) through the use of the Product, not including Personal Information. Non-Identifying Data will not contain any personally identifiable information about you, and will be created through the removal of any personal identifiers.
"Confidential Information" means all information regarding MMi’s business, including, without limitation, the Software, the Product, any software and other confidential or proprietary information, disclosed under these Terms.
"Email Address" means a single valid email address provided by you.
"MMi Account" has the meaning given to it in section 3.1 of these Terms.
"Personal Information" means information about an identifiable individual that is collected, used and disclosed in the course of delivering the Product.
"Product" means the technology, including hardware and software, used by MMi to deliver the Software to you in accordance with these Terms.
"Provider" means a health care provider connected with users through the Software.
"Services" means the connection of users through software with Providers in order for such Providers to provide medical care.
"Software" means the on-line software delivered by MMi to you using the Product, as made available by MMi from time-to-time.
"User Product" means the technology, including hardware and software used by you to receive or access the Software.
"Your Data" means any data, information or information submitted by you or your Provider, and includes, without limitation, Personal Information.
License. Subject to your compliance with these Terms, MMi grants you a limited non-exclusive, non-transferable license, revocable, non-sub-licensable, right to access and use the Software in accordance with these Terms for your personal use and not for commercial use.
Sole Use. Your access to the Software is for your sole use and cannot be shared with third parties. You may not have more than one (1) active MMi account. You may not permit any third party to access the services through your MMi account.
Software. The Software will be available for use by users in accordance with these Terms. The Software will be occasionally unavailable for scheduled and other maintenance and updates. MMi does not guarantee any uptime, speed or availability of the Software to you and specifically denies any responsibility or liability for any loss, damages or claim arising out of, or related to, any unavailability or speed of the software (or part thereof) at any time.
Communication Service. The MMi Site and Software are intended to be used to facilitate users and Providers. MMi cannot and does not control and is not responsible for any actions or omissions of Providers. MMi does not guarantee the suitability or accuracy of advice provided by Providers.
3. Use of the Software, Product and MMi Sites:
Access and Security Guidelines. You must register and create an MMi account ("MMi Account") with a password for access to and use of the MMi Sites, Software and Product. You are responsible for safeguarding your password. You agree that you will not disclose your password to any third party and that you will take sole responsibility for any activities or actions under your account, whether or not you have authorized such activities or actions. You will immediately notify MMi of any unauthorized use of your MMi account.
MMi makes no representations that the Software or Product is appropriate, legal or available for use in other jurisdictions. Those who access or use the Software and Product from other jurisdictions do so at their own volition and risk, and are responsible for compliance with all applicable law (local, domestic and foreign).
Your Data. You acknowledge and agree that you are solely responsible for all data that you make available through the MMi Sites, Software and Product. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of Your Data that you make available through the MMi Sites, Software and Product or you have all rights, licenses, consents and releases that are necessary to grant to MMi the rights in Your Data, as contemplated under these Terms; (ii) neither Your Data nor your posting, uploading, publication, submission or transmittal of Your Data or MMi's use of Your Data (or any portion thereof) on, through or by means of the MMi Sites, Software and Product will infringe, misappropriate or violate a third party's patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation and (iii) Your Data does not contain any viruses or programming routines intended to damage, surreptitiously intercept or expropriate any Product, data or personal information.
MMi may take any remedial action if Your Data violates this Section 3.2; however, MMi is under no obligation to review any data, information, content or material on the Product for accuracy or potential liability.
Restrictions. You will not, and will not attempt to, do any of the following: (a) decipher, decompile, disassemble or reverse engineer the Software or Product; (b) assign or transfer these Terms of Conditions, or use the Software or access the Product for the benefit of a third party; (d) alter, copy, store or otherwise access or use any information contained on the MMi Sites, Software and Product for purposes not expressly permitted by these Terms; (e) use the Software or access the Product or MMi Sites in any way that is fraudulent, criminal, false, misleading, deceptive, defamatory, obscene, pornographic, vulgar, offensive, or promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group, is violent or threatening or promotes violence or actions that are threatening to any other person, or promotes illegal or harmful activities or substances; (h) use the Software, MMi Sites or Product in any way that violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (h) use the Software or access the Product or MMi Sites in any way that infringes, misappropriates or violates a third party's patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (i) impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity; (j) use the Software or access the Product or MMi Sites in connection with the distribution of unsolicited commercial email ("spam"), advertisements or promotions, political campaigning, advertising or solicitations; (k) interfere with or damage the Software, MMi Sites or Product, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, backdoors, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology; or (l) use the Software or access the Product or MMi Sites in any way that, in the sole judgment of MMi, is objectionable or which restricts or inhibits any other person from using or enjoying the Product, or which may expose MMi or its users to any harm or liability of any type, or creates or imposes an inappropriate load or creates large bandwidth-consuming transactions on the Product.
Non-Competition. You may not register for, use or access the Software, MMi Sites or the Product if you are (or are engaged by) a competitor of MMi, except with MMi’s prior written consent. In addition, you may not register for, use or access the Software for purposes of monitoring its availability, performance or functionality, or for any other benchmarking or competitive purposes.
Suspension or Cancellation. In addition to any other right or remedy that MMi may have under these Terms or at law, MMi may, in our discretion and without liability to you, with or without cause, with or without prior notice and at any time, decide to limit, suspend, deactivate or cancel (partially or completely) your MMi Account.
License. You hereby grant to MMi the following license in respect of Your Data: a worldwide, non-exclusive, transferable, royalty-free license to use, view, copy, adapt, modify, distribute, publicly display, publicly perform Your Data on, through, by means of or to operate, promote, market and improve the Software and Product and for delivery of the Services to you. MMi does not claim any ownership rights in Your Data and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit Your Data. You hereby agree that the foregoing rights granted by you under this Section 3.6 may be sublicensed or assigned by MMi, in whole or in part, to Providers and other third parties delivering you care through the Product. This license grant survives you ceasing to use our Software for so long as MMi or such third parties are legally permitted to have and maintain Your Data.
Content. You acknowledge and agree that you are solely responsible for Your Data that you make available through the Software or Product. MMi takes no responsibility and assumes no liability for any content posted, stored or uploaded by you, any user of the Product or any third party on, in or to the Product, or for any loss or damage arising therefrom, nor is MMi liable for any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, pornography or profanity you may encounter. Your use of the Product is at your own risk of being exposed to such material.
Your Warranties. You hereby represent and warrant to MMi now and at all times during your access and use of the Software, and MMi is relying on your representations and warranties in allowing you to use and access the Software, that: (i) the Software and your use of the Software and Product is permitted under the laws of your jurisdiction of residence; (ii) Your Data is true, accurate and complete; (iii) you have all necessary rights to provide your Data, or any other information, data, materials or content to MMi for the purposes described in these Terms; (iv) your use of the Software and Product, and communications with any Providers will be in compliance with all applicable local, domestic or foreign laws; and (v) you will not disclose MMi’s Confidential Information to any third party and will not use the MMi’s Confidential Information for any purpose not expressly permitted by these Terms.
Security Vulnerability. You agree that you will not disclose any security vulnerability to any third party. You will as promptly as reasonably possible disclose a discovery of any security issue that may pose a risk to the Software, Product or any data provided by any user to MMi by calling 1-866-318-4748 or emailing email@example.com.
MMi Product and Technology. You acknowledge and agree that the Software, Product, MMi’s Confidential Information, and all software, information, materials, formats, interfaces, content, data and technology, including all associated intellectual property rights, are the exclusive property of MMi and its licensors (the "MMi Technology"). The MMi Technology is protected by copyright, trademark, and other laws of Canada. No license or interest in the MMi Technology are granted to you except where expressly included in these Terms. All such licenses and interests are hereby expressly reserved by MMi. MMi shall have a royalty-free, worldwide, transferable, sublicensable, irrevocable, perpetual license to use or incorporate into the Software any suggestions, enhancement requests, recommendations or other feedback provided by you, relating to the Software.
Anonymous/Aggregated Data. Notwithstanding Section 5.3 or any other term of these Terms, during the term of these Terms and afterwards, MMi may publish, disclose and use aggregated Data and Non-Identifying Data for industry and market analysis, demographic profiling, marketing and advertising, and other business purposes and may transfer, convey, sell, manipulate and otherwise exploit such Non-Identifying Data.
6. Term and Termination:
Term. These Terms are binding up on you commencing on the date you register a MMi account for the Software or begin to use the Product and continues until terminated in accordance with the provisions of these Terms.
Termination. You may cancel your MMi account and cease using the Software at any time. MMi may cancel your MMi account and cease providing you the Software (or any portion of it) at any time with or without notice.
Further, either party may terminate these Terms upon written notice if the other party materially breaches these Terms and does not cure such breach (if applicable) within ten days after written notice of such breach. Upon the termination of these Terms for any reason, (a) the license granted to MMi in respect of Your Data survives for so long as MMi is required by law to retain such information; (b) MMi will cease providing and you will cease using the Software and Product; and (c) MMi will be entitled to retain and use Your Data in accordance with these Terms, subject always to the laws of the Province of Alberta and applicable laws of Canada therein. MMi agrees that upon any early termination of these Terms, MMi will allow (free of charge) you to access, without the right to modify, enhance or add to, Your Data (either through on-line access or an off-line mechanism provided by MMi) for a reasonable period of time after termination not to exceed thirty (30) days. Thereafter, MMi will remove all Your Data from the Product and store it offline. MMi will provide Your Data that is offline at a reasonable fee to cover its costs of providing such information. The rights and duties of the parties under Sections 3.6, 4, 5, 6.2, 7, 8, 9, and 10 will survive the termination or expiration of this Agreement.
Warranty Disclaimed. If you choose to use the Software or Product you do so at your sole risk. The Software, MMi Sites and Product are provided "as is", without warranty of any kind, either express or implied. Without limiting the foregoing, MMi explicitly disclaims any warranties of merchantability, fitness for a particular purpose, quiet enjoyment or non-infringement, and any warranties arising out of course of dealing or usage of trade. MMi makes no warranty that Software or Product will meet your requirements or be available on an uninterrupted, secure, virus-free or error-free basis. MMi makes no warranty regarding the quality of services provided by any Provider, or the accuracy, timeliness, truthfulness, completeness or reliability of the services of any Provider
Advice. MMi does not provide advice of any kind. The Software and Services are intended to be used to facilitate users connecting with Providers for healthcare services. MMi cannot and does not control the accuracy, legality or suitability of any care, advice, actions or omissions of any Provider. MMi does not endorse or recommend any Provider, or any care, advice, recommendation or product recommended by any Provider. Any and all advice or care you obtain (and any results or lack of results from following or not following such advice or care) from any Provider is the responsibility of the applicable Provider and you. Without limiting the application of any other limitation or exclusion of liability under these Terms or at law, you hereby expressly acknowledge and agree that MMi is not responsible for and disclaims any and all liability related to any advice, result or lack of result from such advice or care obtained from any Provider.
The Software may contain links to third-party websites or resources, and other websites or resources may contain links to MMi Sites. These other websites are not under MMi’s control. You acknowledge and agree that MMi is not responsible or liable for: (i) the functions, legality, appropriateness, availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by MMi of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the content, products or services on or available from such websites or resources. You further acknowledge and agree that MMi shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such website or resource.
By you. You agree to release, defend, indemnify, and hold MMi and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (a) your access to or use of the Software, Product or MMi Sites or your violation of these Terms (including any claims by you, including, without limitation, any claims relating to any violation by you or a Provider of any law, regulation or order (local, domestic or foreign) in relation to the use of the Software or through the Product); (b) Your Data; (c) your interaction with any Provider or other user; (d) the provision of care and advice by any Provider whether followed or not followed, including but not limited to any injuries, losses, or damages (compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of the care and advice by any Provider; (e) your violation of the rights of any third party (including, but not limited to infringing any intellectual property rights of such third party) or you otherwise causing harm to a third party. You shall have no obligation under this Section for any claim or action that arises solely and directly out of a material breach of these Terms by MMi.
Settlement. you may settle or compromise a claim without MMi’s prior approval of any such settlement or compromise only if (a) such settlement involves no finding or admission of any breach by MMi of any obligation to you or any third party, (b) such settlement has no effect on any defense that MMi may assert in any such claim, and (c) such settlement does not impose any condition or obligation on MMi of any kind (including, without limitation, any financial obligation). Upon your assumption of the defense of such claim, MMi will cooperate with you in such defense, at your expense, except to the extent that MMi has any adverse or different interest than you.
9. Limitation of Liability:
you acknowledge and agree that in no event will MMi’s aggregate liability arising out of or in connection with these Terms and your use of the Software and System exceed the amounts you have paid to MMi in the six (6) month period prior to the event giving rise to the liability, and the limitations of damages set forth above are fundamental elements of the basis of the contract between MMi and you. All claims that you may have against MMi will be aggregated to satisfy this limit and multiple claims will not enlarge this limit. In no event will MMi be liable for special, incidental, exemplary indirect or consequential damages, including, but not limited to, lost profits, loss of data or loss of goodwill, property damage, service interruption, computer damage or system failure or the cost of substitute products or services, damages that result from inconvenience, delay or loss of use of any information or data or of the Product or Software, or for any damages for personal or bodily injury or emotional distress, arising out of or in connection with these Terms, whether based on warranty, contract, tort, product liability or other legal theory, and whether or not MMi has been advised of the possibility of such damages, and notwithstanding the failure of essential purpose of any limited remedy provided herein.
Publicity. MMi may make public announcements, including but not limited to, press releases and media announcements, of the existence of these Terms, the Product and the Software.
Assignment. You may not assign or transfer these Terms, by operation of law or otherwise, without MMi’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. MMi may assign or transfer these Terms, at its sole discretion, without restriction. You agree that MMi may subcontract certain aspects of the Product to qualified third parties, provided that any such subcontracting arrangement will not relieve MMi of any of its obligations hereunder. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
Disputes. Except for any issue related to MMi’s intellectual property rights, all disputes arising out of or in connection with these Terms will be referred to and finally resolved by application for arbitration under the Arbitration Act (Alberta) and the Court of Queen's Bench of Alberta shall appoint the arbitrator. The place of arbitration will be Calgary, Alberta, Canada. The language of the arbitration will be English. Subject to mandatory arbitration, you agree that any action at law or in equity arising out of or relating to these Terms shall be filed only in the provincial and federal courts located in Calgary, Alberta and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action or proceeding arising out of these Terms or your use of the Software and Product. To the extent permitted by law, you agree that you will not bring a claim under these Terms more than 12 months from when your claim first arises.
Injunctions. Notwithstanding the foregoing, if you breach or threaten to breach any provision of these Terms you acknowledge that irreparable harm will result to MMi if you breach any obligation under these Terms and you acknowledge and agree that such a breach would not be properly compensable by an award of damages. Accordingly, you agree that MMi shall be entitled to, in addition to other available remedies and damages, injunctive relief or other equitable relief enjoining such breach at the earliest possible date.
Governing Law and Venue. These Terms will be governed by and construed in accordance with the laws of the Province of Alberta, Canada without giving effect to conflict of laws principles. Subject to the mandatory arbitration provisions, any action or proceeding arising from or relating to these Terms must be brought in a court sitting in Alberta, Canada, except for applications for injunctive relief by MMi which MMi may bring in any jurisdiction. You hereby irrevocably submit to the jurisdiction and venue of such court in any such action or proceeding.
Waiver of Jury Trial and Class Action Rights. You acknowledge and agree that you and MMi are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding with respect to any dispute with MMi, or its respective officers, directors, employees or agents, arising out of or relating to these Terms.
Notices. Any notice or other communication required or permitted under these Terms will be given in writing to the other party. You may send notices to firstname.lastname@example.org and MMi may send any notice to you at the Email Address. Notices will be deemed to have been given upon the expiration of 48 hours in the Province of Alberta after being sent.
Severability and Waiver. In the event that any provision of these Terms is held to be invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. The failure to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. All waivers to be effective must be in writing. Other than as expressly stated herein, the remedies provided in these Terms are in addition to, and not exclusive of, any other remedies of a party at law or in equity.
Enurement. All covenants, representatives, warranties and agreements of the parties contained herein will be binding upon and will enure to the benefit of the parties and their respective successors, permitted assigns, legal representatives, heirs and trustees.
Questions or Additional Comments. If you have questions or feedback regarding these Terms, the Software or the Product or wish to obtain additional information, please send an e-mail to MMi at email@example.com, or contact MMi in writing at:
MyCare MedTech Inc.,
#235, 366 Aspen Glen Landing SW,
Calgary, AB T3H 0N5.